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The Graduate Script
(Edit)

                                      "THE GRADUATE"

                                      Screenplay by

                                        Buck Henry

                                     Prod. No. 20055

                                       FINAL DRAFT

                                      March 29, 1967

                

               EXT. AMPHITHEATRE - DAY - SHOT - HELICOPTER'S POV

               Moving through clouds. The clouds separate and, far below, 
               we can see a giant outdoor amphitheatre.  There is no SOUND 
               but the WIND.

               As we move closer to the amphitheatre, we can hear SNATCHES 
               OF WORDS and PHRASES as though from a public address system.

               EXT. AMPHITHEATRE - PODIUM - DAY - SHOT OF BEN

               in cap and gown, standing in front of a microphone. The WIND 
               is BLOWING. He has to hold on to the papers from which he is 
               reading.

               EXT. AMPHITHEATRE - SHOT OF AUDIENCE - DAY

               Thousands of expressionless STUDENTS are sitting there.

               EXT. AMPHITHEATRE - SHOT OF PODIUM - DAY

                                     BEN
                         -- and today it is right that we 
                         should ask ourselves the one most 
                         important question: What is the 
                         purpose of these years, the purpose 
                         for all this demanding work, the 
                         purpose for the sacrifices made those 
                         who love us? Were there NOT a purpose, 
                         then all of these past years of 
                         struggle, of fierce competition and 
                         of uncompromising ambition would be 
                         meaningless. But, of course, there 
                         is a purpose and I must tell it to 
                         you. I ask you to remember this 
                         purpose always and I pledge that I 
                         shall endeavor to carry it with me 
                         forever.

               SHOT - AMPHITHEATRE AUDIENCE - DAY

               staring at him impassively.

               INTERCUT BETWEEN SHOTS

               of impassive students, seated, watching; of Ben standing 
               alone on the huge amphitheatre stage; of CLOSEUPS of Ben 
               speaking; of loudspeakers; of wind-blown papers on the podium.

               EXT. PODIUM OF AMPHITHEATRE - DAY

                                     BEN
                         The purpose, my fellow graduates --
                         the purpose is --

               He stops, trying to think of the word.

               CLOSEUP - BEN

               He begins to sweat.

               SHOT - AMPHITHEATRE AUDIENCE

               watching.

               SHOT - PODIUM of AMPHITHEATRE Ben's hands searching through 
               the pages of his speech.

               The pages begin to blow away in the wind.

               SHOT - AMPHITHEATRE AUDIENCE - DAY

               staring.

               SHOT - PODIUM OF AMPHITHEATRE - DAY

                                     BEN
                         -- there is a reason, my friends,
                         and the reason is --

               CLOSEUP - BEN

               He is in a panic. He looks up from his papers at the audience.

               SHOT - AMPHITHEATRE - DAY

               The audience is gone.

               SHOT - PODIUM OF AMPHITHEATRE - DAY

                                     BEN
                         -- the reason is -- the purpose is --

               SOUND of the WIND becoming the ROAR of an AIRCRAFT coming at 
               us through the air.

               SHOT - AMPHITHEATRE - DAY

               Huge and empty. SOUND of AIRCRAFT.

                                     CAPTAIN'S VOICE
                         Ladies and gentlemen, we are about
                         to begin our descent into Los Angeles --

               SOUND of a SONIC BOOM.

                                                                    CUT TO:

               INT. PLANE - CLOSEUP - BEN - NIGHT

               His eyes open suddenly.

                                     CAPTAIN'S VOICE
                         The sound you have just heard is the 
                         landing gear locking into place. The 
                         Los Angeles weather is clear and the 
                         temperature is a pleasant 72. We do 
                         not expect any traffic delay and 
                         will make our four hour and eighteen 
                         minute flight plan smack on the nose. 
                         We enjoyed having you on board and 
                         look forward to seeing you again in 
                         the near future.

               SHOT

               PULL BACK SLOWLY from a CLOSEUP of a television screen with 
               snow on it to reveal a long row of television sets along the 
               ceiling of the aircraft. There is snow on all of them.

               REVERSE ANGLE

               PULL BACK from the CLOSEUP of Ben to reveal a row of 
               passengers staring straight ahead, their headsets on. Ben 
               turns and looks out the window.

               EXT. LOS ANGELES - FROM THE AIR - NIGHT

               Los Angeles, at night, its lights stretching endlessly in 
               every direction.

               SOUND - MUZAC and the STEWARDESS' LANDING SPEECH.

               START OF MAIN TITLES

               UNDER TITLES:

                                     STEWARDESS' VOICE
                         Ladies and gentlemen please fasten 
                         your seat belts in preparation for 
                         the landing and observe the no smoking 
                         sign. After we land, you will notice 
                         an increase in the sound level as 
                         the thrust of the engines is reversed 
                         to help reduce forward speed.

               INT. AIRPORT - MOVING SIDEWALK - NIGHT

               Ben and the other passengers on the automatic sidewalk.

                                     MAN'S VOICE
                         Your attention, please! American 
                         Airlines Flight Number 4, 21 Club 
                         service, non-stop to New York is now 
                         leaving from Gate Number 40. All 
                         aboard, please.

               INT. BEN'S ROOM - NIGHT - CLOSEUP - BEN

               His eyes are open and he is trying to remember something.

               There are the SOUNDS of many people TALKING and LAUGHING in 
               other rooms. A RADIO nearby PLAYS MUSIC. After a while, there 
               is the SOUND of a DOOR OPENING. The SOUNDS of the people 
               TALKING are lower. MRS. TERHUNE'S voice can be heard among 
               them.

                                     MRS. TERHUNE'S VOICE
                         -- associate editor of the college 
                         newspaper in his junior year -- 
                         managing editor in his senior year --

               The SOUND of the DOOR CLOSING. Mrs. Terhune's VOICE and the 
               VOICES of the other guests FADE DOWN. Mrs. Terhune's VOICE 
               can be HEARD with varying clarity through the remainder of 
               the sequence.

               After a few moments, there is the SOUND of a LIGHT SWITCH 
               being SNAPPED and light, as though from an overhead fixture, 
               falls across BEN's face. He does not move.

               After a few moments, there is the SOUND of the RADIO being 
               SNAPPED OFF.

                                     MR. BRADDOCK'S VOICE
                         What's the matter?

               Ben's mouth opens a little bit and closes again.

                                     MR. BRADDOCK'S VOICE
                         The guests are all downstairs, Ben.  
                         They're all waiting to see you.

                                     BEN
                         Look, Dad - could you explain to 
                         them that I have to be alone for a 
                         while?

                                     MR. BRADDOCK'S VOICE
                         These are all our good friends, Ben. 
                         Most of them have known you since -- 
                         well -- practically since you were 
                         born.

               Ben has not moved. Now the bed on which he is lying moves as 
               though someone has sat down upon it next to him.

                                     MR. BRADDOCK'S VOICE
                         What is it, Ben?

               The CAMERA BEGINS TO PULL BACK SLOWLY.

                                     BEN
                         I'm just --

                                     MR. BRADDOCK
                         -- worried?

                                     BEN
                         Well --

                                     MR. BRADDOCK
                         About what?

                                     BEN
                         I guess -- about my future.

                                     MR. BRADDOCK
                         What about it?

                                     BEN
                         I don't know. I want it to be --

                                     MR. BRADDOCK
                         To be what?

                                     BEN
                              (quietly)
                         Different.

               As Ben says this, the door to the bedroom opens and MRS. 
               BRADDOCK looks in.

                                     MRS. BRADDOCK
                         Is anything wrong?

                                     MR. BRADDOCK
                         No! No -- we're just on our way 
                         downstairs!

               Mr. Braddock gets off the bed and goes to a chair and picks 
               up Ben's jacket which is lying across it.

                                     MRS. BRADDOCK
                         The Carlsons' are here.

                                     MR. BRADDOCK
                              (to Mrs. Braddock)
                         They are?
                              (to Ben)
                         Come on.

               Mr. Braddock puts the jacket on Ben.

                                     MRS. BRADDOCK
                         They came all the way from Tarzana.

                                     MR. BRADDOCK
                         It's a wonderful thing to have so 
                         many devoted friends.

               They move out of the door, Mr. Braddock steering Ben.

               INT. HALLS AND STAIRWAY - NIGHT

               PHIL and MIMI CARLSON are coming up the stairs as the 
               Braddocks are moving down.

                                     MR. CARLSON
                         Hey -- there's our award winning 
                         scholar.

                                     MRS. CARLSON
                         We're all very proud of you, Ben.

                                     BEN
                         Thank you, Mrs. Carlson.

                                     MR. CARLSON
                         Is that the new car out there? The 
                         little red Wop job?

                                     MR. BRADDOCK
                         That's Ben's graduation present.

                                     MR. CARLSON
                              (putting his arm across 
                              Ben's shoulder)
                         Won't have much trouble picking them 
                         up in that, will you?

                                     BEN
                         Sir?

                                     MR. CARLSON
                         The girls. The chicks. The --
                         the teeny boppers.

                                     MRS. CARLSON
                         I think Ben has gotten beyond the 
                         teeny bopper stage -- haven't you, 
                         Ben?

               Mrs. Carlson gives Ben a broad wink. Ben tries to smile and 
               return the wink politely.

                                     BEN
                         Yes, ma'am.

               They reach the hall at the bottom of the stairs.

                                     BEN
                         Excuse me -- I think I'd just like 
                         to check something on the car for a 
                         minute --

               Ben moves to the front door and opens it. MR. LOOMIS steps 
               into the house and grabs Ben's hand.

                                     MR. LOOMIS
                         Here's the track star himself. How 
                         are you, track star?

                                     BEN
                         Just fine, Mr. Loomis.

               Mr. Loomis closes the door and pushes Ben back down the hall.

                                     MR. LOOMIS
                         I want to get a drink and then I 
                         want to hear all about that thing 
                         you won. That Hopperman award.

                                     BEN
                         Helpingham.

                                     MR. LOOMIS
                         Helpingham! Right! Now you wait right 
                         here.

               Mr. Loomis turns and goes into the dining room. Ben moves 
               back to the stairway as THREE LADIES come out of the living 
               room. One lady takes Ben's right hand, another lady his left, 
               the third fingers the front of his jacket.

                                     LADY 1
                         Ben -- we're all so proud of you.

                                     LADY 2
                         Proud, proud, proud, proud, proud.

                                     LADY 3
                         What are you going to do now?

                                     BEN
                         I was going to go upstairs for a 
                         minute --

                                     LADY 3
                         No -- I meant with your future.

                                     LADY 2
                         With your life.

                                     BEN
                         Well -- that's a little hard to say --

               MR. MCQUIRE appears behind Ben.

                                     MR. MCQUIRE
                         Ben!

                                     BEN
                              (to the ladies)
                         Excuse me.
                              (he turns around)
                         Mr. McQuire.

                                     MR. MCQUIRE
                              (overwhelmed with 
                              pride)
                         Ben.

                                     BEN
                         Mr. McQuire.

               Mr. McQuire takes Ben's arm and steers him down the hall 
               toward the back of the house and out through the back door.

               EXT. BRADDOCK BACKYARD AND POOL AREA - NIGHT

               The pool is eerily lit. There are FOUR PEOPLE standing and 
               TALKING, drinks in their hands, at the back of the yard.

                                     MR. MCQUIRE
                         Ben -- I just want to say one word 
                         to you -- just one word --

                                     BEN
                         Yes, sir.

                                     MR. MCQUIRE
                         Are you listening?

                                     BEN
                         Yes I am.

                                     MR. MCQUIRE
                              (gravely)
                         Plastics.

               They look at each other for a moment.

                                     BEN
                         Exactly how do you mean?

                                     MR. MCQUIRE
                         There is a great future in plastics. 
                         Think about it. Will you think about 
                         it?

                                     BEN
                         Yes, I will.

                                     MR. MCQUIRE
                         Okay. Enough said. That's a deal.

               Mr. McQuire turns and walks back into the house. The people 
               at the other end of the yard look toward Ben.

                                     WOMAN #1
                         Here he is now. Here's Ben.

                                     BEN
                         Excuse me just a minute --

               Ben goes into the house through the back door.

               EXT. BRADDOCK BACKYARD AND POOL AREA - NIGHT

               We can see through the windows of the house, Ben making his 
               way through people trying to stop him and speak to him as he 
               goes through rooms, up the stairs and to his room.

               SOUND of a door SLAMMING.

               INT. / EXT. BEN'S ROOM - NIGHT

               Ben stands with his back against the door. The SOUNDS of the 
               PARTY downstairs and, as Ben walks across the room to a 
               window, the SOUND of the WIND.

               SHOT - LONG SHOT (Location)

               Over Ben to pool area and people below. SOUND of the door 
               OPENING. Ben turns. MRS. ROBINSON enters the room.

                                     MRS. ROBINSON
                         Oh. I guess this isn't the bathroom, 
                         is it?

                                     BEN
                         It's down the hall.

               They stand for a moment, looking at each other.

                                     MRS. ROBINSON
                         How are you, Benjamin?

                                     BEN
                         Fine, thank you. The bathroom is 
                         down at the end of the hall.

               Mrs. Robinson moves into the room and sits on the edge of 
               the bed.

                                     BEN
                         Look, Mrs. Robinson, I don't mean to 
                         be rude but --

               Mrs. Robinson takes a cigarette from her purse and lights 
               it.

                                     MRS. ROBINSON
                         Is there an ashtray in here?

                                     BEN
                         No.

                                     MRS. ROBINSON
                         Oh -- I forgot. The track star doesn't 
                         smoke.

               She blows out the match and puts it down carefully on the 
               bedspread. Ben picks up a wastebasket, walks over to the 
               bed, picks up the match and puts it in the wastebasket.

                                     MRS. ROBINSON
                         Is it a girl?

                                     BEN
                         Is what a girl?

                                     MRS. ROBINSON
                         Whatever it is you're upset about.

                                     BEN
                         Oh -- no. I'm just sort of disturbed 
                         about things.

                                     MRS. ROBINSON
                         In general.

                                     BEN
                         That's right.

               There is a long pause.

                                     MRS. ROBINSON
                         Benjamin, I want to ask you something.

                                     BEN
                         What?

                                     MRS. ROBINSON
                         Will you take me home?

                                     BEN
                         What?

                                     MRS. ROBINSON
                         My husband took the car. Will you 
                         drive me home?

               Ben reaches into his pocket and hands Mrs. Robinson a set of 
               car keys.

                                     BEN
                         Here -- you take it.

               Mrs. Robinson looks at him.

                                     BEN
                         Do you know how to work a foreign 
                         shift?

               Mrs. Robinson shakes her head.

                                     BEN
                         You don't?

                                     MRS. ROBINSON
                         No.
                              (there is a pause)

                                     BEN
                         Let's go.

               She throws the keys to him. He catches them.

                                                                    CUT TO:

               EXT. BRADDOCK HOUSE - NIGHT

               SHOOTING THROUGH THE OPEN FRONT DOOR. Mr. Braddock is talking 
               to the Terhunes at the door. Ben and Mrs. Robinson come down 
               the hall.

                                     BEN
                         Dad -- Mrs. Robinson needs a ride 
                         home. I'll be right back.

               Mr. Braddock pats Ben on the shoulder. Mrs. Robinson is 
               walking ahead through the front door.

                                     MRS. ROBINSON
                              (as she passes the 
                              camera)
                         Wonderful party.

                                                                    CUT TO:

               EXT. ROBINSON HOUSE - NIGHT

               The car comes to a stop in the Robinson driveway. They sit 
               for a moment.

                                     MRS. ROBINSON
                         Thank you.

                                     BEN
                         Right.

               She doesn't move. Ben gets out and goes around to her side 
               and opens the door.

                                     MRS. ROBINSON
                         Will you come in, please?

                                     BEN
                         What?

                                     MRS. ROBINSON
                         I want you to come in till I get the 
                         lights on.

                                     BEN
                         What for?

                                     MRS. ROBINSON
                         Because I don't feel safe until I 
                         get the lights on.

               They move to the door. She takes out her key and opens the 
               door.

               INT. ROBINSON HALL AND SUNROOM - NIGHT

                                     MRS. ROBINSON
                         Would you mind walking ahead of me 
                         to the sun porch. I feel funny about 
                         coming into a dark house.

                                     BEN
                         But it's light in there now.

                                     MRS. ROBINSON
                         Please.

               Ben turns and walks down the hall. They enter sunroom.

                                     MRS. ROBINSON
                         What do you drink? Bourbon?

                                     BEN
                         Look -- I drove you home. I was glad 
                         to do it. But I have some things on 
                         my mind. Can you understand that?

               She nods.

                                     BEN
                         All right then.

                                     MRS. ROBINSON
                         What do you drink?

               He looks at her.

                                     MRS. ROBINSON
                         Benjamin -- I'm sorry to be this 
                         way, but I don't want to be alone in 
                         this house.

                                     BEN
                         Why not?

                                     MRS. ROBINSON
                         Please wait till my husband gets 
                         home.

                                     BEN
                         When is he coming back?

                                     MRS. ROBINSON
                         I don't know.

               She pours herself a drink.

                                     MRS. ROBINSON
                         Drink?

                                     BEN
                         No.

               She hands him a drink. There is a pause.

                                     BEN
                         Are you always this much afraid of 
                         being alone?

                                     MRS. ROBINSON
                         Yes.

                                     BEN
                         Well, why can't you just lock the 
                         doors and go to bed?

                                     MRS. ROBINSON
                         I'm very neurotic.

               She turns on the phonograph. SOUND of PHONOGRAPH.

                                     MRS. ROBINSON
                         May I ask you a question?

               Ben looks at her.

                                     MRS. ROBINSON
                         What do you think of me?

                                     BEN
                         What do you mean?

                                     MRS. ROBINSON
                         You've known me nearly all of your 
                         life. You must have formed some 
                         opinion.

                                     BEN
                         Well -- I've always thought that you 
                         were a very -- nice -- person.

                                     MRS. ROBINSON
                         Did you know I was an alcoholic?

                                     BEN
                         What?

                                     MRS. ROBINSON
                         Did you know that?

                                     BEN
                         Look -- I think I should be going --

                                     MRS. ROBINSON
                         Sit down, Benjamin.

                                     BEN
                         Mrs. Robinson -- if you don't mind 
                         my saying so -- this conversation is 
                         getting a little strange. Now I'm 
                         sure that Mr. Robinson will be here 
                         any minute and --

                                     MRS. ROBINSON
                         No.

                                     BEN
                         What?

                                     MRS. ROBINSON
                         My husband will be back quite late.

               They look at each other. Ben is half standing.

                                     MRS. ROBINSON
                         He should be gone for several hours.

               She takes a step toward him. He puts his hand up and retreats 
               around the other side of the chair.

                                     BEN
                         Oh my God.

                                     MRS. ROBINSON
                         Pardon?

                                     BEN
                         Oh no, Mrs. Robinson, oh no.

                                     MRS. ROBINSON
                         What's wrong?

                                     BEN
                         Mrs. Robinson, you didn't -- I mean 
                         you didn't expect --

                                     MRS. ROBINSON
                         What?

                                     BEN
                         I mean -- you didn't really think 
                         that I would do something like that.

                                     MRS. ROBINSON
                         Like what?

                                     BEN
                         What do you think?

                                     MRS. ROBINSON
                         Well I don't know.

                                     BEN
                         For God's sake, Mrs. Robinson, here 
                         we are, you've got me into your house. 
                         You give me a drink. You put on music, 
                         now you start opening up your personal 
                         life to me and tell me your husband 
                         won't be home for hours.

                                     MRS. ROBINSON
                         So?

                                     BEN
                         Mrs. Robinson -- you are trying to 
                         seduce me.

               There is a pause. She looks at him.

                                     BEN
                              (weaker)
                         Aren't you?

                                     MRS. ROBINSON
                         Why no. I hadn't thought of it. I 
                         feel rather flattered that you --

                                     BEN
                         Mrs. Robinson, will you forgive me 
                         for what I just said?

                                     MRS. ROBINSON
                         It's all right.

                                     BEN
                         It's not all right, it's the worst 
                         thing I've ever said to anyone.

                                     MRS. ROBINSON
                         Sit down.

                                     BEN
                         Please forgive me. Because I like 
                         you. I don't think of you that way. 
                         But I'm mixed up.

                                     MRS. ROBINSON
                         All right. Now finish your drink.

                                     BEN
                         Mrs. Robinson, it makes me sick that 
                         I said that to you.

                                     MRS. ROBINSON
                         We'll forget it right now. Finish 
                         your drink.

                                     BEN
                         What is wrong with me?

                                     MRS. ROBINSON
                         Have you ever seen Elaine's portrait?

                                     BEN
                         Her portrait?

                                     MRS. ROBINSON
                         Yes.

                                     BEN
                         No.

                                     MRS. ROBINSON
                         We had it done last Christmas. Would 
                         you like to see it?

                                     BEN
                         Very much.

               We move with Mrs. Robinson and Ben out of the sunroom, into 
               the hall, up the stairs and along the hall to the doorway to 
               Elaine's room.

               INT. ELAINE'S ROOM - NIGHT

               Ben moves into the room and looks up at the portrait.

                                     BEN
                         Elaine certainly is an attractive 
                         girl, isn't she?

               In the b.g. Mrs. Robinson watches him.

                                     BEN
                              (looking at the 
                              portrait)
                         I don't remember her as having brown 
                         eyes.

                                     MRS. ROBINSON
                         Benjamin?

                                     BEN
                         Yes?

                                     MRS. ROBINSON
                         Will you unzip my dress?

               He steps back.

                                     MRS. ROBINSON
                         I think I'll go to bed.

                                     BEN
                         Oh. Well, goodnight.

                                     MRS. ROBINSON
                         Won't you unzip my dress?

                                     BEN
                         I'd rather not, Mrs. Robinson.

                                     MRS. ROBINSON
                         If you still think I'm trying to 
                         seduce you --

                                     BEN
                         No, I don't. But I just feel a little 
                         funny.

                                     MRS. ROBINSON
                         Benjamin -- you've known me all your 
                         life.

                                     BEN
                         I know that. But I'm --

                                     MRS. ROBINSON
                         Come on.

               She turns her back.

                                     MRS. ROBINSON
                         It's hard for me to reach.

               Ben reaches forward and pulls the zipper down.

                                     MRS. ROBINSON
                         Thank you.

                                     BEN
                         Right.

               Ben walks toward the door.

                                     MRS. ROBINSON
                         What are you so scared of?

                                     BEN
                         I'm not scared, Mrs. Robinson.

                                     MRS. ROBINSON
                         Then why do you keep running away?

                                     BEN
                         Because you're going to bed. I don't 
                         think I should be up here.

               Mrs. Robinson lets her dress fall to the floor.

                                     MRS. ROBINSON
                         Haven't you ever seen anybody in a 
                         slip before?

                                     BEN
                         Yes, I have --

               He looks up at the portrait of Elaine.

                                     BEN
                         But I just -- Look -- what if Mr. 
                         Robinson walked in right now?

                                     MRS. ROBINSON
                         What if he did?

                                     BEN
                         Well, it would look pretty funny, 
                         wouldn't it?

                                     MRS. ROBINSON
                         Don't you think he trusts us together?

                                     BEN
                         Of course he does. But he might get 
                         the wrong idea. Anyone might.

                                     MRS. ROBINSON
                         I don't see why. I'm twice as old as 
                         you are. How could anyone think --

                                     BEN
                         But they would! Don't you see?

                                     MRS. ROBINSON
                         Benjamin -- I'm not trying to seduce 
                         you. I wish you'd --

                                     BEN
                         I know that. But please, Mrs. 
                         Robinson. This is difficult for me.

                                     MRS. ROBINSON
                         Why is it?

                                     BEN
                         Because I am confused about things. 
                         I can't tell what I'm imagining. I 
                         can't tell what's real. I can't --

                                     MRS. ROBINSON
                         Would you like me to seduce you?

                                     BEN
                         What?

                                     MRS. ROBINSON
                         Is that what you're trying to tell 
                         me?

                                     BEN
                         I'm going home now. I apologize for 
                         what I said. I hope you can forget 
                         it. But I'm going home right now.

               Benjamin walks out of the door and down the hall. The CAMERA 
               PUSHES with him to the door. We see the entire stairway and 
               part of the downstairs hall. Ben gets to the stairs and starts 
               down.

                                     MRS. ROBINSON'S VOICE
                         BENJAMIN?

                                     BEN
                         Yes.

                                     MRS. ROBINSON'S VOICE
                         Will you bring up my purse before 
                         you go?

                                     BEN
                         I have to go now. I'm sorry.

               Mrs. Robinson walks into the hall. Her back is to us.

               She is holding her dress in front of her.

                                     MRS. ROBINSON
                         I really don't want to put this on 
                         again. Won't you bring it up?

                                     BEN
                         Where is it?

                                     MRS. ROBINSON
                         On that chair in the hall.

               She walks out of the shot.

                                     BEN
                         Mrs. Robinson?

                                     MRS. ROBINSON'S VOICE
                         I'm in the bathroom.

                                     BEN
                         Well here's the purse.

                                     MRS. ROBINSON'S VOICE
                         Could you bring it up?

                                     BEN
                         Well I'll hand it to you.

               Ben starts back up the stairs.

                                     BEN
                         Come to the railing and I'll hand it 
                         up.

                                     MRS. ROBINSON'S VOICE
                         Benjamin -- I am getting pretty tired 
                         of all this suspicion. Now if you 
                         won't do me a simple favor I don't 
                         know what.

               Ben appears as he slowly climbs the stairs.

                                     BEN
                         I'm putting it on the top step.

                                     MRS. ROBINSON'S VOICE
                         For God's sake, Benjamin, will you 
                         stop acting that way and bring me 
                         the purse?

               Ben gets to the top of the stairs, and starts slowly down 
               the hall.

                                     BEN
                         I'm putting it here by the door.

                                     MRS. ROBINSON'S VOICE
                         Will you bring it in to me?

                                     BEN
                         I'd rather not.

                                     MRS. ROBINSON'S VOICE
                         All right. Put it in the room where 
                         we were.

                                     BEN
                         Right.

               INT. ELAINE'S ROOM - NIGHT

               Ben walks quickly into Elaine's room, crosses to the bed and 
               puts the purse down. As he starts to turn back, he looks up 
               at Elaine's portrait. There is a movement reflected in the 
               glass of the portrait. He turns quickly. Mrs. Robinson, naked, 
               is shutting the door to the bedroom behind her.

                                     BEN
                         Oh God.

               She smiles.

                                     BEN
                         Let me out.

               She turns the lock on the door.

                                     MRS. ROBINSON
                         Don't be nervous.

                                     BEN
                         Get away from that door.

                                     MRS. ROBINSON
                         I want to say something first.

                                     BEN
                         Jesus Christ!

                                     MRS. ROBINSON
                         Benjamin -- I want you to know I'm 
                         available to you. If you won't sleep 
                         with me this time --

                                     BEN
                         Oh my God.

                                     MRS. ROBINSON
                         If you won't sleep with me this time, 
                         Benjamin, I want you to know you can 
                         call me up any time you want and 
                         we'll make some kind of arrangement.

                                     BEN
                         Let me out!

                                     MRS. ROBINSON
                         Do you understand what I said?

                                     BEN
                         Yes. Yes. Let me out!

                                     MRS. ROBINSON
                         Because I find you very attractive 
                         and any time --

               There is the SOUND of a CAR in the driveway outside.

               Ben leaps at the door, pushes Mrs. Robinson aside, struggles 
               with the door, gets the door open, runs into the hall and 
               down the stairs.

               INT. SUNROOM - NIGHT

               Ben rushes into the sunroom and sits down. SOUND of FOOTSTEPS 
               on the driveway outside. Ben jumps up, gets the glass he had 
               been drinking from and sits down again.

               SOUND of the front door OPENING and CLOSING.

                                     MR. ROBINSON'S VOICE
                         Is that Ben's car in front?

                                     BEN
                              (jumping up)
                         Yes, sir!

               FOOTSTEPS approach the sunroom. MR. ROBINSON enters.

                                     BEN
                         I drove -- I drove Mrs. Robinson 
                         home. She wanted me to drive her 
                         home so I -- I drove her home.

                                     MR. ROBINSON
                         Swell. I appreciate it.

                                     BEN
                         She's upstairs. She wanted me to 
                         wait down here till you got home.

                                     MR. ROBINSON
                         Standing guard over the old castle, 
                         are you?

                                     BEN
                         Yes, sir.

               Mr. Robinson reaches for Ben's glass.

                                     MR. ROBINSON
                         Here. It looks like you need a refill.

                                     BEN
                         Oh no.

                                     MR. ROBINSON
                         What?

                                     BEN
                         I've got to go.

                                     MR. ROBINSON
                         Is anything wrong? You look a little 
                         shaken up.

                                     BEN
                         No. No -- I'm just -- I'm just a 
                         little worried about my future. I'm 
                         a little upset about my future.

               Mr. Robinson takes the glass from him.

                                     MR. ROBINSON
                         Come on. Let's have a nightcap 
                         together.

               Mr. Robinson turns his back to Ben to mix the drinks.

               Ben takes several deep breaths, straightens his tie and checks 
               to see if his fly is okay. Mr. Robinson turns and brings him 
               the drink.

                                     BEN
                         Thank you very much, sir.

                                     MR. ROBINSON
                         Ben -- how old are you now?

                                     BEN
                         Twenty. I'll be twenty-one next week.

                                     MR. ROBINSON
                              (taking out a cigarette)
                         That's a hell of a good age to be.

                                     BEN
                         Thank you.

                                     MR. ROBINSON
                         I wish I was that age again. Because, 
                         Ben --

                                     BEN
                         Sir?

                                     MR. ROBINSON
                         You'll never be young again.

                                     BEN
                         I know.

                                     MR. ROBINSON
                         Ben, can I say something to you?

                                     BEN
                         What?

                                     MR. ROBINSON
                         How long have we known each other 
                         now?

               Ben shakes his head.

                                     MR. ROBINSON
                         How long have you and I known each 
                         other? How long have your Dad and I 
                         been partners?

                                     BEN
                         Quite a while.

                                     MR. ROBINSON
                         I've watched you grow up, Ben.

                                     BEN
                         Yes, sir.

                                     MR. ROBINSON
                         In many ways I feel as though you 
                         were my own son.

                                     BEN
                         Thank you.

                                     MR. ROBINSON
                         So I hope you won't mind my giving 
                         you a friendly piece of advice.

                                     BEN
                         I'd like to hear it.

                                     MR. ROBINSON
                         Ben -- I think -- I think you ought 
                         to be taking it a little easier right 
                         now than you seem to.

               Ben nods.

                                     MR. ROBINSON
                         Sow a few wild oats. Take things as 
                         they come. Have a good time with the 
                         girls and so forth.

               Mrs. Robinson enters the room. She is now wearing the dress 
               she wore earlier. Ben starts to get up.

                                     MRS. ROBINSON
                         Don't get up.

               Ben sits.

                                     MR. ROBINSON
                         I was just telling Ben here he ought 
                         to sow a few wild oats. Have a good 
                         time while he can. You think that's 
                         sound advice?

               Mrs. Robinson nods.

                                     MRS. ROBINSON
                         Yes, I do.

                                     BEN
                         I've got to go.

               He stands. Mr. Robinson stands up with him.

                                     MR. ROBINSON
                         You have yourself a few flings this 
                         summer. I bet you're quite a ladies' 
                         man.

                                     BEN
                         Oh no.

                                     MR. ROBINSON
                         What? You look like the kind of guy 
                         that has to fight them off.
                              (to Mrs. Robinson)
                         Doesn't he look to you like the kind 
                         of guy who has to fight them off?

                                     MRS. ROBINSON
                         Yes, he does.

               They start out of the sunroom.

               INT. ROBINSON HALL - NIGHT

                                     MR. ROBINSON
                         Oh say -- Elaine gets down from 
                         Berkeley on Saturday.

                                     BEN
                         Oh yes.

                                     MR. ROBINSON
                         Ben -- I want you to give her a call.

                                     BEN
                         I will.

                                     MR. ROBINSON
                         Great.

               Mr. Robinson opens the front door and Ben goes out.

               EXT. ROBINSON HOUSE - NIGHT

               SHOOTING OVER THE CAR toward the house. Ben comes toward the 
               car. Mrs. Robinson appears in the doorway; the light behind 
               her makes it difficult to see her face.

                                     MRS. ROBINSON
                         Benjamin?

                                     BEN
                         Yes.

                                     MRS. ROBINSON
                         Thank you for taking me home.

               Ben nods.

                                     MRS. ROBINSON
                         I'll see you soon, I hope.

               Ben continues to walk toward us.

                                     MR. BRADDOCK'S VOICE
                         Ladies and gentlemen -- your 
                         attention, please -- for this 
                         afternoon's feature attraction.

                                                                    CUT TO:

               EXT. BRADDOCK BACKYARD AND POOL AREA - DAY

               The sun shines brightly. Standing and sitting around the 
               pool are Mr. and Mrs. Braddock, their friends MR. and MRS. 
               ARNOLD, and the Arnold children, PETER and LOUISE, who are 
               eight or nine. Watching from across the fence on one side of 
               the house: the young girl from next door and her boy friend. 
               Across the fence on the other side of the house: a quartet 
               of adults, formally dressed as though for a cocktail party, 
               holding drinks and watching. One of them holds a baby. The 
               Braddocks, the Arnolds and their children are dressed in 
               California Contemporary Sport Style: the adults in styles 
               infinitely too young for them, the children in styles 
               infinitely too old for them.

               Mr. Braddock stands alone at the end of the pool near the 
               house. The others are grouped, more or less, at the other 
               end. Mr. Braddock is hamming it up.

                                     MR. BRADDOCK
                         Hey, over there -- I mean you! Your 
                         attention please!

               Mr. Braddock has moved over by one of the windows of the 
               house, the window into the kitchen. He speaks quickly -- in 
               a fake sotto voce -- towards the window.

                                     MR. BRADDOCK
                         Are you ready in there, feature 
                         attraction?

                                     BEN'S VOICE
                         Could I speak to you for a second, 
                         Dad?

               But Mr. Braddock has already moved away from the window and 
               is readdressing his audience.

                                     MR. BRADDOCK
                         -- what was I saying?

                                     MRS. ARNOLD
                         Feature attraction.

                                     MR. BRADDOCK
                         Right. Hey -- I'm glad to see you're 
                         paying attention. A feature attraction 
                         that will be one of the most 
                         astounding events ever to take place 
                         in this particular backyard.

               They all laugh and some applaud.

                                     MR. BRADDOCK
                         Now I'm going to ask for a big round 
                         of applause to bring this boy out 
                         here -- wait a minute -- let me amend 
                         that -- to bring this young man out 
                         here -- because today he is twenty-
                         one-years-old --

                                     MR. ARNOLD
                              (his hands like a 
                              megaphone)
                         Let's get on with the show!

                                     MR. BRADDOCK
                         Just hang on a minute because I have 
                         a few words to say --

                                     MR. ARNOLD
                         You always do.

               They laugh; Mrs. Arnold makes a face at Mr. Arnold as he 
               grinningly acknowledges the reponse to his snappy comeback.

                                     BEN'S VOICE
                         Dad -- could we just talk about this 
                         for a second?

                                     MR. BRADDOCK
                         Twenty-one-years-old, ladies and 
                         gentlemen; four of those years spent 
                         accomplishing some rather 
                         extraordinary things at one of our 
                         nation's leading seats of learning --

                                     MR. ARNOLD
                         Bring him out!

                                     PETER AND LOUISE
                         On with the show! On with the show!

                                     MR. BRADDOCK
                              (to the window)
                         I can't hold them much longer, Ben.  
                         You better get out here.

                                     BEN'S VOICE
                         I'd like to discuss this.

                                     MR. BRADDOCK
                              (to his audience)
                         This boy -- I'm sorry -- this young 
                         man -- is soon to continue his 
                         education as a Frank Halpingham Award 
                         Scholar -- but before he does --

               Mr. Braddock darts back to the window.

                                     MR. BRADDOCK
                         -- before he does --
                              (to the window)
                         You're disappointing them, Ben. You're 
                         disappointing them.

                                     BEN'S VOICE
                         Dad -- can you listen --

                                     MR. BRADDOCK
                              (meaning it)
                         I'll give you ten seconds.
                              (back to the people)
                         He is going to give us a practical 
                         demonstration of what I feel safe in 
                         saying is a pretty exciting birthday 
                         present -- and it better work or I'm 
                         out over two hundred bucks -- so 
                         let's hear it for --

               Mr. Braddock moves to the screen door and pushes it open.

               It slams against the wall inside.

                                     MR. BRADDOCK
                         -- Benjamin Braddock!

               INT. BRADDOCK BREAKFAST KITCHEN - SHOT DOWN THE HALL - DAY

               At the back of the hall, inside the house, stands Ben, dressed 
               in a full length skin diver's wet suit, flippers on his feet, 
               the oxygen tank strapped to his back, the mask pushed up his 
               forehead, the air hose dangling.

               He holds a spear gun in his hand.

               The people applaud.

               EXT BRADDOCK BACKYARD AND POOL AREA - DAY

               SHOT - FROM BEN'S POV

               The people in the backyard. His father stands just outside 
               the screen door.

                                     MR. BRADDOCK
                         Folks -- this remarkable young man 
                         is going to perform for you some 
                         spectacular and amazing feats of 
                         daring in water that is over six 
                         feet deep --

               Ben's arms come into view and pull the mask down.

               We are now looking through the mask as we MOVE FORWARD down 
               the hall. Everything is slightly distorted through the glass. 
               Ben's hand comes up again with the breathing apparatus in 
               it.

               SOUND: the rhythmic PUMPING of air, obliterating the SOUND 
               of the people around the pool who seem to be applauding and 
               chattering noiselessly.

               We MOVE out of the door and toward the pool. Mr. Braddock is 
               running back and forth, clapping his hands and delivering 
               his now soundless pitch.

               We MOVE DOWN the steps and into the shallow end of the pool. 
               Mr. Braddock is moving along the side of the pool, motioning 
               toward us to come down to the deep end. He joins Mr. Arnold 
               at the far end of the pool. They both begin to motion us 
               toward them.

               We get to the deep end of the pool. Mr. Braddock signals us 
               with his hand to go under. He kneels down by the edge of the 
               pool and reaches out with his hand and pushes us under. He 
               has a big smile.

               We SURFACE again and PAN AROUND for a last look. The figures, 
               through the slightly distorted glass of the mask of Mrs. 
               Arnold and Mrs. Braddock, watching and smiling; the neighbors 
               on each side of the house, looking over their fences and 
               laughing and pointing; Mr. Arnold nodding encouragement and 
               talking; Mr. Braddock on his knees, smiling and trying to 
               reach out far enough to push us under. We GO UNDER and SINK 
               to the bottom of the pool.

               EXT. BRADDOCK BACKYARD AND POOL AREA - DAY

               OVERHEAD SHOT (HELICOPTER POV)

               Looking down on the pool, on Ben's black suited body at the 
               bottom and the people standing around the pool, looking down 
               into it.

               PULL UP AND UP AND UP

               Until there are thirty houses below us, with its owners, 
               swimming, playing, eating, cooking, reading, dancing, 
               sunbathing, constructing and gardening around thirty pools.

               SOUND of Ben's BREATHING APPARATUS, fading into the SOUND of 
               the WIND.

               Hold for a few seconds, then:

               SOUND of a dime DROPPING into a pay phone and DIALING.

                                                               DISSOLVE TO:

               INT. TAFT HOTEL LOBBY - NIGHT - CLOSEUP - BEN

               In a phone booth. The booth is in the entrance area of the 
               hotel between the lobby and the driveway. Ben holds the 
               receiver to his ear. SOUND of PHONE RINGING.

                                     MRS. ROBINSON'S VOICE
                         Hello.

                                     BEN
                         Mrs. Robinson -- I don't quite know 
                         how to put this --

                                     MRS. ROBINSON'S VOICE
                         Benjamin?

                                     BEN
                         Look -- I was thinking about that 
                         time after the party --

                                     MRS. ROBINSON'S VOICE
                         Where are you?

                                     BEN
                         -- and I was wondering if I could 
                         buy you a drink or something --

                                     MRS. ROBINSON'S VOICE
                         Where are you?

                                     BEN
                         Uh -- The Taft Hotel.

                                     MRS. ROBINSON'S VOICE
                         Did you get a room?

                                     BEN
                         No. Now I know it's pretty late and 
                         if you'd rather --

                                     MRS. ROBINSON'S VOICE
                         Give me an hour.

                                     BEN
                         What?

                                     MRS. ROBINSON'S VOICE
                         I'll be there in an hour.

               SOUND of her HANGING UP. Ben hangs up slowly.

               He stands up in the booth, looks around, moves about 
               uncomfortably for a few moments, removes his jacket and 
               carrying it folded across his arm in front of him, leaves 
               the phone booth and crosses to the doors that lead to the 
               main lobby. As he is about to go in, the doors open and a 
               group of VERY OLD PEOPLE start coming out, filling the doorway 
               and moving very slowly, muttering to each other and helping 
               each other out of the door and down the steps. Ben holds one 
               of the doors open for them and stands politely to one side. 
               As they get through, Ben starts to move inside. At that 
               moment, A DOZEN YOUNG PEOPLE, dressed as though for a high 
               school dance, push him to one side and move past him into 
               the lobby. He moves back against the other door, holding it 
               open and allowing them to go in first. He smiles politely 
               and they pay no attention to him at all. He follows them 
               into the lobby. They move toward the front desk and he moves 
               with them. One of the boys at the front of the group leans 
               in and says something to the CLERK behind the desk.

               The clerk points across the lobby and says something to him. 
               There are the SOUNDS of an orchestra PLAYING somewhere. The 
               group of young people passes by the desk and Ben moves in 
               behind them. He pauses at the desk and looks apprehensively 
               at the hundreds of pigeon holes against the wall with the 
               room numbers painted under them and the keys dangling 
               suggestively.

                                     ROOM CLERK
                         Can I help you, sir!

                                     BEN
                         What? Oh -- no -- I'm just --

               He points vaguely in the direction of the other young people.

                                     ROOM CLERK
                         Are you here for an affair, sir?

               Terror and disbelief start in Ben's eyes. He looks helplessly 
               at the clerk.

                                     BEN
                         What?

                                     ROOM CLERK
                         The Singleman party, sir?

                                     BEN
                         Oh -- yes. The Singleman party.

                                     ROOM CLERK
                         It's in the main ballroom.

                                     BEN
                         Ahh -- thank you.

               Ben backs off and turns and starts across the lobby.

               He puts on his jacket as he goes. He gets to the entrance to 
               the main ballroom. He pauses at the door, looks in.

               What he sees: People dancing, talking, sitting, etc.

               He turns back toward the lobby. He stops.

               What he sees: The room clerk across the lobby watching him.

               Ben flashes a huge smile and points in toward the ballroom 
               as though to express his joy at finding the Singleman affair 
               inside, then turns back and enters the ballroom.

               INT. BALLROOM - NIGHT

               As Ben steps inside.

                                     VOICE
                         Hello.

               Ben turns. Four people stand in a row. Official greeters, 
               they are: A MIDDLE-AGED WOMAN, AN OLDER MAN, AN ELDERLY LADY 
               AND A TWELVE-YEAR-OLD BOY, dressed formally and they are 
               smiling with great determination.

                                     BEN
                         Hello.

               It is the older lady who has said hello.

                                     MRS. SINGLEMAN
                         You must be one of the Porters.

               She grasps Ben's hand and shakes it.

                                     BEN
                         No -- actually I'm not --

                                     MRS. SINGLEMAN
                         I'd like you to know my sister, Miss 
                         DeWitte --

               MISS DEWITTE, who, from the looks of things, always has been 
               and always will be, Miss DeWitte, takes Ben's hand.

                                     MISS DEWITTE
                         How do you do?

                                     BEN
                         How do you do, Miss DeWitte?

                                     MRS. SINGLEMAN
                         -- and my husband, Mr. Singleman --

               Ben finds himself shaking the twelve-year-old boy's hand.

                                     BEN
                              (apologetically)
                         Oh -- sorry --

                                     JEFFREY SINGLEMAN
                         Fine, thank you.

                                     MRS. SINGLEMAN
                         That's Jeffrey, of course.

               Ben switches to Mr. Singleman's hand.

                                     BEN
                         Of course.

                                     MR. SINGLEMAN
                         I didn't get your name, sir.

                                     BEN
                         Benjamin Braddock, sir.

               Mrs. Singleman looks at the seating list she has been holding.

                                     MRS. SINGLEMAN
                         Braddock -- Braddock?

                                     BEN
                         Yes, but I'm afraid --

                                     MRS. SINGLEMAN
                         I'll find your table in a moment. 
                         Braddock. Not Braniff? We have a 
                         Braniff.

                                     BEN
                         No -- actually I'm just looking for 
                         a friend.

                                     MRS. SINGLEMAN
                         I'm afraid I don't understand.

                                     BEN
                              (backing off)
                         I'm not with your party -- I'm sorry.

                                     MRS. SINGLEMAN
                         Hey -- I don't get it.

               Ben is backing out.

                                     MISS DEWITTE
                         I've enjoyed meeting you, Mr. Braniff.

                                     MRS. SINGLEMAN
                         Angela -- please!

               Ben backs out of the ballroom.

               INT. HOTEL LOBBY - NIGHT

               Ben crosses the lobby, passing PEOPLE going in and out of 
               the hotel. He stops at the entrance of the Veranda Room:

               INT. VERANDA ROOM - NIGHT

               This is a large room with a bar and many tables along the 
               windows that look out over the hotel grounds. It is quite 
               dark and cool inside and there are no more than a dozen people 
               seated around.

               The CAMERA STAYS at the door as Ben walks into the room and 
               crosses to the far end where he sits down at the table by 
               the window.

               PUSH IN toward Ben as he sits there. MUZAK is playing.

                                                                    CUT TO:

               ANGLE ON BEN

               sitting smoking.

                                                                    CUT TO:

               NEW ANGLE ON BEN

               sitting.

                                                                    CUT TO:

               NEW ANGLE ON BEN

               sitting drinking.

                                                                    CUT TO:

               ANGLE ON BEN

               In the door to the lobby in the b.g. is Mrs. Robinson.

               She pauses, looks into the room, sees Ben and starts toward 
               him. Ben is looking out the window. He does not see her 
               approach.

                                     MRS. ROBINSON
                         Hello, Benjamin.

                                     BEN
                         Oh. Hello. Hello.

               He rises quickly.

                                     MRS. ROBINSON
                         May I sit down?

                                     BEN
                         Of course.

               He pulls out a chair, for her.

                                     MRS. ROBINSON
                         Thank you.

               They sit down.

                                     MRS. ROBINSON
                         How are you?

                                     BEN
                         Very well. Thank you.

               Ben tries to smile then looks out the window, then down at 
               the center of the table.

                                     MRS. ROBINSON
                         May I have a drink?

                                     BEN
                         A drink? Of course.

               Ben looks toward a passing WAITER and raises his hand.

               The waiter pays no attention. Ben looks back at Mrs. Robinson 
               apologetically.

                                     BEN
                         He didn't see me.

                                     MRS. ROBINSON
                         Waiter!

               For a moment, the noise in the room seems to recede. The 
               waiter stops in his tracks, turns toward them. The waiter 
               moves to their table. The noise in the room comes back.

               The waiter looks at Mrs. Robinson.

                                     MRS. ROBINSON
                         I will have a martini.

                                     WAITER NO. 1
                         Yes, madam.

               The waiter moves away. Ben watches him go.

                                     MRS. ROBINSON
                         You don't have to be so nervous, you 
                         know.

                                     BEN
                         Nervous. Well, I am a bit nervous. I 
                         mean it's -- it's pretty hard to be 
                         suave when you're --

               He shakes his head.

                                     MRS. ROBINSON
                         Did you get us a room?

                                     BEN
                         What?

                                     MRS. ROBINSON
                         Have you gotten us a room yet?

                                     BEN
                         I haven't. No.

                                     MRS. ROBINSON
                         Do you want to?

                                     BEN
                         Well -- I don't. I mean I could. Or 
                         we could just talk.

                                     MRS. ROBINSON
                         Do you want me to get it?

                                     BEN
                         You? Oh no. No. I'll get it.

                                     MRS. ROBINSON
                         Do you want to get it now?

                                     BEN
                         Now?

                                     MRS. ROBINSON
                         Yes.

                                     BEN
                         Well -- I don't know.

                                     MRS. ROBINSON
                         Why don't you get it.

                                     BEN
                         Why don't I get it? Well -- I will 
                         then.
                              (he stands up)
                         If you'll excuse me.

               Ben walks out of the Veranda Room and into the lobby.

               INT. HOTEL LOBBY - NIGHT

               Ben walks to the front desk and stands there.

                                     ROOM CLERK
                         Yes sir?

                                     BEN
                         A room. I'd like a room, please.

                                     ROOM CLERK
                         A single room or a double room?

                                     BEN
                         A single. Just for myself, please.

                                     ROOM CLERK
                         Will you sign the register, please?

               He pushes the card and a pen toward Ben. Ben writes his name 
               on the card and then stares at it for a moment, crumples it 
               up and fills out a second card.

                                     ROOM CLERK
                         Is anything wrong, sir?

                                     BEN
                         What? No. Nothing.

                                     ROOM CLERK
                              (taking a key from 
                              behind the counter)
                         Do you have any luggage, Mister --
                              (looks at registration 
                              card)
                         Gladstone?

                                     BEN
                         Luggage? Yes. Yes. I do.

                                     ROOM CLERK
                         Where is it?

                                     BEN
                         What?

                                     ROOM CLERK
                         Where is your luggage?

                                     BEN
                         Well it's in the car. It's out in 
                         the car.

                                     ROOM CLERK
                         Very good, sir. I'll have a porter 
                         bring it in.

                                     BEN
                         Oh no.

                                     ROOM CLERK
                         Sir?

                                     BEN
                         I mean I'd -- I'd rather not go to 
                         the trouble of bringing it all in.  
                         I just have a toothbrush. I can get 
                         it myself. If that's all right.

                                     ROOM CLERK
                         Of course.

               Ben reaches for the key.

                                     ROOM CLERK
                         I'll have a porter show you the room.

                                     BEN
                         Oh. Well actually, I'd just as soon 
                         find it myself. I just have the 
                         toothbrush to carry up and I think I 
                         can manage it myself.

                                     ROOM CLERK
                         Whatever you say, sir.

               He hands Ben the key.

                                     BEN
                         Thank you.

               INT. VERANDA ROOM - NIGHT

               Mrs. Robinson sits, patiently and calmly. Her face betrays 
               absolutely nothing as she stares ahead of her and sips her 
               martini.

                                     WAITER NO. 1
                         Mrs. Robinson.

               She looks up. A waiter is standing next to the table with a 
               telephone.

                                     MRS. ROBINSON
                         Yes?

               The waiter plugs the phone into the wall socket next to the 
               table and hands her the receiver.

                                     MRS. ROBINSON
                         Thank you.

               The waiter nods and leaves.

                                     MRS. ROBINSON
                              (into phone)
                         Hello.

                                     BEN'S VOICE
                         Mrs. Robinson?

                                     MRS. ROBINSON
                         Yes?

                                     BEN'S VOICE
                         It's Benjamin.

                                     MRS. ROBINSON
                         Yes?

                                     BEN'S VOICE
                         Benjamin Braddock.

                                     MRS. ROBINSON
                         Benjamin -- where are you?

                                     BEN'S VOICE
                         Can you look through the glass.

               Mrs. Robinson turns in her chair and looks through the glass 
               into the lobby.

               INT. LOBBY - PHONE BOOTH - NIGHT - WHAT SHE SEES

               Ben is in the phone booth in the lobby no more than twenty 
               feet away.

                                     BEN'S VOICE
                         Can you see me now?

                                     MRS. ROBINSON
                         Yes, I can.

               INT. LOBBY PHONE BOOTH

               Over Ben's shoulder, we can see his face reflected in the 
               glass door and, through it, Mrs. Robinson sitting in the 
               Veranda Room.

               INTERCUT PHONE CONVERSATION

                                     BEN
                         I got a single room.

                                     MRS. ROBINSON
                         That's fine.

                                     BEN
                         But there's one thing. The desk clerk 
                         seemed to be a little bit suspicious. 
                         I mean -- I don't know what their 
                         policy is -- but --

                                     MRS. ROBINSON
                         Well -- do you want to go up first?

                                     BEN
                         Yes -- I think that would be good.

                                     MRS. ROBINSON
                         I'll be up in five minutes.

                                     BEN
                         Well -- goodbye then --

                                     MRS. ROBINSON
                         Benjamin.

                                     BEN
                         Yes?

                                     MRS. ROBINSON
                         Isn't there something you want to 
                         tell me?

                                     BEN
                         To tell you?

                                     MRS. ROBINSON
                         Yes.

                                     BEN
                         Well -- I want you to know how much 
                         I appreciate this -- really --

                                     MRS. ROBINSON
                         The number.

                                     BEN
                         What?

                                     MRS. ROBINSON
                         The room number, Benjamin. I think 
                         you ought to tell me that.

                                     BEN
                         Oh? You're absolutely right.  
                         Absolutely. It's 512.

                                     MRS. ROBINSON
                         Thank you.

                                     BEN
                         You're welcome. Well -- I'll see you 
                         later, Mrs. Robinson.

               He hangs up.

               INT. LOBBY - PHONE BOOTH - SHOT - BEN

               He leaves the phone booth and walks back into the main lobby.

               INT. HOTEL LOBBY - NIGHT

               As he passes the desk, on his way to the elevator, he starts 
               to pat his breast pocket.

                                     BEN
                         I've got it.

               The desk clerk looks up.

                                     BEN
                         I say I've got it.

                                     CLERK
                         Sir?

                                     BEN
                         The toothbrush. I got it all right.

                                     CLERK
                         Very good, sir.

                                     BEN
                         Yes. Well -- goodnight.

                                     CLERK
                         Goodnight, sir.

               Ben walks out of shot.

               INT. HOTEL CORRIDOR - NIGHT

               Ben leaves elevator, walks down corridor to hotel room and 
               opens door.

               INT. HOTEL ROOM - NIGHT

               Ben closes the door behind him and leans with his back against 
               it for a few moments looking at the room. The only light is 
               that coming in the window. Ben turns on the light switch on 
               the wall near the door. The room blazes with the light from 
               three lamps and an overhead fixture. He turns the switch 
               off. He crosses to the bathroom. Ben steps in and turns on 
               the light.

               INT. HOTEL ROOM - NIGHT

               Ben steps out, moves to the window. We see the pool area 
               through the window. Ben closes the blinds.

               There is a KNOCK on the door. Ben crosses to the door and 
               opens it. Mrs. Robinson moves to the bureau and puts her 
               purse and gloves on it. She looks at herself in the mirror 
               for a moment then turns slowly, looking at the room, finally 
               ending on Ben's face. She steps toward him.

                                     MRS. ROBINSON
                         Well?

               He clears his throat and then he kisses her.

                                     BEN
                         Well.

                                     MRS. ROBINSON
                         Benjamin.

                                     BEN
                         Yes?

                                     MRS. ROBINSON
                         I'll get undressed now. Is that all 
                         right?

                                     BEN
                         Sure. Shall I -- I mean shall I just 
                         stand here? I mean -- I don't know 
                         what you want me to do.

                                     MRS. ROBINSON
                         Why don't you watch?

                                     BEN
                         Oh -- sure. Thank you.

               She takes off her jacket.

                                     MRS. ROBINSON
                         Will you bring me a hanger?

                                     BEN
                         What?

                                     MRS. ROBINSON
                         A hanger.

               Ben opens the closet door.

                                     BEN
                         Oh -- yes. Wood?

                                     MRS. ROBINSON
                         What?

                                     BEN
                         Wood or wire? They have both.

                                     MRS. ROBINSON
                         Either one will be fine.

                                     BEN
                         Okay.

               He brings her a hanger. She puts her jacket on it.

                                     MRS. ROBINSON
                         Will you help me with this, please?

               She turns her back.

                                     BEN
                         Certainly.

               He undoes the zipper at her neck.

                                     MRS. ROBINSON
                         Thank you.

                                     BEN
                         You're welcome.

               She turns and looks at him. He backs away.

                                     MRS. ROBINSON
                         Would this be easier for you in the 
                         dark?

                                     BEN
                         Mrs. Robinson -- I can't do this.

                                     MRS. ROBINSON
                         You what?

                                     BEN
                         This is all terribly wrong.

                                     MRS. ROBINSON
                         Benjamin -- do you find me 
                         undesirable?

                                     BEN
                         Oh no, Mrs. Robinson. I think -- I 
                         think you're the most attractive of 
                         all my parents' friends. I just don't 
                         think we could possibly --

                                     MRS. ROBINSON
                         Are you afraid of me?

                                     BEN
                         No -- but look -- maybe we could do 
                         something else together, Mrs. Robinson -- 
                         would you like to go to a movie.

                                     MRS. ROBINSON
                         Benjamin, is this your first time?

                                     BEN
                         Is this -- what?

                                     MRS. ROBINSON
                         It is, isn't it? It is your first 
                         time.

                                     BEN
                         That's a laugh, Mrs. Robinson. That's 
                         really a laugh. Ha ha.

                                     MRS. ROBINSON
                         You can admit that, can't you?

                                     BEN
                         Are you kidding?

                                     MRS. ROBINSON
                         It's nothing to be ashamed of --

                                     BEN
                         Wait a minute!

                                     MRS. ROBINSON
                         On your first time --

                                     BEN
                         Who said it was my first time?

                                     MRS. ROBINSON
                         That you're afraid --

                                     BEN
                         Wait a minute.

                                     MRS. ROBINSON
                         -- of bring -- inadequate -- I mean 
                         just because you happen to be 
                         inadequate in one way --

                                     BEN
                         INADEQUATE!

               LONG pause.

               MRS. ROBINSON -- starting to dress.

                                     BEN
                         Don't move.

               He slams the bathroom door shut. The light in the room 
               disappears.

                                                                  FADE OUT:

               FADE IN:

               EXT. BRADDOCK BACKYARD AND POOL AREA - DAY

               The midsummer sun beats down on the Braddock swimming pool 
               and on Ben who lies on a rubber raft in the middle of the 
               pool. Ben wears dark glasses, is deeply tanned, and holds a 
               beer can in one hand.

               SOUNDS: teenagers YELLING and swimming in nearby pools; a 
               radio PLAYING rock and roll; a television set TUNED to a 
               ball game.

                                                               DISSOLVE TO:

               CLOSER SHOT - BEN

               drifting.

                                                               DISSOLVE TO:

               CLOSER ANGLE ON BEN

               drifting.

                                                               DISSOLVE TO:

               CLOSE SHOT - BEN

               SOUND of the back door CLOSING. Ben opens his eyes and moves 
               his head slightly.

               WHAT HE SEES

               Mr. Braddock is passionately stoking a barbeque fire. Mrs. 
               Braddock is going toward him from the house, carrying some 
               ominously large thing wrapped in tinfoil.

               SHOT - BEN

               He rolls off the raft and swims to the end of the pool. He 
               climbs out, walks to the back door, takes his shirt from a 
               chair and starts to put it on as he opens the back door and 
               goes through.

               INT. SPECIAL SET - TAFT HOTEL ROOM

               Ben has just shut the door to the bathroom behind him. He is 
               wearing his shirt, buttoned, and no trousers.

               PAN WITH BEN as he walks across the room past Mrs. Robinson 
               who is standing in front of the bureau taking off her bracelet 
               and watch. He moves to a chair and sits.

               He picks up a cigarette from an ashtray on a table next to 
               the chair. Mrs. Robinson moves in to Ben, kneels in front of 
               him and starts to unbutton his shirt.

               He takes the cigarette out of his mouth.

               INT. SPECIAL SET - BRADDOCK DEN AND DINING ROOM - NIGHT SHOT - 
               NEW ANGLE

               We now see behind Ben the door that leads from the Braddock 
               den, in which Ben is sitting. In the dining room, Mr. and 
               Mrs. Braddock are sitting, having their dinner, looking 
               through the doorways toward Ben. Ben stands, crosses back to 
               the door to the den and shuts it.

               INT. BRADDOCK DEN - NIGHT - REVERSE

               On Ben's back as he returns to the chair and sits. A 
               television set, facing the chair, is on. Ben picks up a can 
               of beer and drinks from it. An animated cartoon is playing 
               on the television set. Ben watches it.

               REVERSE

               Ben's face, watching. PUSH IN to CLOSEUP of his face.

               REVERSE

               CLOSEUP of television set and cartoon.

               REVERSE

               Ben watching.

               REVERSE

               CLOSEUP test pattern.

                                                                    CUT TO:

               INT. TAFT HOTEL ROOM - NIGHT

               CLOSEUP Ben watching. PULL BACK and we are in the Taft Hotel 
               Room. Ben is sitting on the bed, leaning against the 
               headboard, watching the television set which is on a stand 
               facing the bed.

               SOUND of the HUM of the test pattern.

               PULL BACK to a WIDE SHOT of the room, lit only by the light 
               from the television set. Mrs. Robinson walks into the shot, 
               half dressed. She passes between Ben and the television set 
               and goes out of frame. Ben continues to stare at the set.

               SOUND of a ZIPPER being pulled up.

               Mrs. Robinson appears again and passes the other way.

               SOUND of BRACELETS being put on.

               Mrs. Robinson passes back the other way again.

               SOUND of CLOTHING being put on and a PURSE being snapped 
               closed. Mrs. Robinson, now fully dressed and carrying her 
               purse, passes through again and, without looking at Ben, 
               goes to the door of the hotel room, opens it and exits.

               INT. BENS' ROOM - CLOSEUP - BEN - DAY

               SOUND of DOOR closing. Follow Ben as he gets up and moves to 
               the windows of what is now his BEDROOM in the Braddock house. 
               He opens the closed blinds over the window. The sun is bright 
               outside. His bathing suit is on the window sill. He takes 
               the suit and puts it on. He moves to the bedroom door, opens 
               it and goes out.

               EXT. BRADDOCK BACKYARD AND POOL AREA - DAY

               We see Mrs. Braddock in the kitchen. Ben comes through the 
               back door, moves to the pool and dives in. The raft floats 
               in the center of the pool.

               SHOT - UNDERWATER

               Ben swims toward us the length of the pool.

               SHOT - AT THE WATERLINE

               Ben surfaces and, in one movement, pulls himself up on the 
               raft and --

                                                                    CUT TO:

               INT. TAFT HOTEL ROOM - NIGHT

               -- lands on top of Mrs. Robinson on the bed. He stays on top 
               of her for a moment.

                                     MR. BRADDOCK'S VOICE
                         Ben -- what are you doing?

               Ben turns toward us and looks.

                                                                    CUT TO:

               EXT. BRADDOCK BACKYARD AND POOL AREA - DAY

               SHOT - POV OF BEN ON RAFT

               Mr. Braddock standing by the side of the pool. The sun is 
               behind him.

                                     BEN'S VOICE
                         Well -- I would say that I'm just 
                         drifting.

                                                                    CUT TO:

               SHOT - BEN ON RAFT

                                     BEN
                         -- here -- in the pool.

                                     MR. BRADDOCK
                         Why?

                                     BEN
                         Well -- it's very comfortable -- 
                         just to drift here.

                                     MR. BRADDOCK
                         Have you thought about graduate 
                         school?

                                     BEN
                         No.

                                     MR. BRADDOCK
                         Would you mind telling me then -- 
                         what were those four years of college 
                         for? What was the point of all that 
                         hard work?

                                     BEN
                         You got me.

                                     MR. BRADDOCK
                              (trying unsuccessfully 
                              to control himself)
                         Now listen, Ben. I think it's a very 
                         good thing that a young man -- after 
                         he's done some very good work -- 
                         should have a chance to relax and 
                         enjoy himself, and lie around, and 
                         drink beer and so on. But after a 
                         few weeks I believe that person would 
                         want to take some stock in himself 
                         and his situation and start to think 
                         about getting off his ass.

               Mrs. Braddock steps in beside Mr. Braddock.

                                     MRS. BRADDOCK
                         The Robinson's are here.

               Mr. Robinson steps in beside the others. They blot out the 
               sun.

                                     MR. ROBINSON
                         Hi, Ben. What are you doing with 
                         yourself these days?

                                     BEN
                         Oh -- not too much. Taking it easy.

                                     MR. ROBINSON
                         That's what I'd do if I could. Nothing 
                         wrong with that. Hey Ben, Elaine's 
                         coming down from Berkeley soon. I 
                         want you to call her up this time.

                                     BEN
                         I will.

                                     MR. ROBINSON
                         Because I just think you two would 
                         hit it off real well together.

               Mrs. Robinson steps in beside them. (A long pause)

                                     MRS. BRADDOCK
                         Say hello to Mrs. Robinson, Benjamin.

               SHOT - BEN

                                     BEN
                         Hello, Mrs. Robinson.

                                     MRS. ROBINSON
                         Hello, Benjamin.

                                                               DISSOLVE TO:

               INT. BEN'S ROOM - NIGHT

               Ben, halfway dressed to go out, in slacks, shirt and tie, 
               sits in a chair. The door opens and Mrs. Braddock enters.

                                     MRS. BRADDOCK
                         Can I talk to you a minute?

                                     BEN
                         Sure.

                                     MRS. BRADDOCK
                         Benjamin? I'm going to ask you 
                         something but you don't have to tell 
                         me if you don't want.

                                     BEN
                         What?

                                     MRS. BRADDOCK
                         Well I'm going to ask you what you 
                         do when you go off at night.

                                     BEN
                         When I go off?

                                     MRS. BRADDOCK
                         You don't have to tell me if you 
                         don't want.

                                     BEN
                         No, I do. I want to tell you.

               There is a pause.

                                     BEN
                         I drive around.

                                     MRS. BRADDOCK
                         What else?

                                     BEN
                         Nothing else.

                                     MRS. BRADDOCK
                         Well you don't drive around from 
                         midnight until noon the next day, 
                         Benjamin.

                                     BEN
                         Oh, no.

                                     MRS. BRADDOCK
                         Then what do you do? Do you meet 
                         someone?

                                     BEN
                         Meet someone?

               She nods.

                                     BEN
                         Why did you say that?

                                     MRS. BRADDOCK
                         Well this is your business, Benjamin.
                              (she starts toward 
                              the door)
                         If you --

                                     BEN
                         No wait. Wait.

               She stops.

                                     BEN
                         I don't meet anyone, mother, but why 
                         did you say that?

                                     MRS. BRADDOCK
                         Benjamin, I'm not going to pry into 
                         your affairs, but I'd rather you 
                         didn't say anything at all than be 
                         dishonest. Goodnight, Benjamin.

                                     BEN
                         Well, wait.

               She looks at him.

                                     BEN
                         You think I'm being dishonest?

               She nods.

                                     BEN
                         Well why do you -- why do you think 
                         that?

                                     MRS. BRADDOCK
                         Because I know you don't drive around 
                         for twelve hours.

                                     BEN
                         Oh. Well, I don't. Shall I tell you 
                         what I do?

                                     MRS. BRADDOCK
                         Not if you don't want to.

                                     BEN
                         I do.

                                     MRS. BRADDOCK
                         But I don't want you to make up 
                         something.

                                     BEN
                         I'm not. But I'm -- I'm not very 
                         proud of what I do. I usually get 
                         kind of drunk. I usually drive over 
                         to Los Angeles and go to some bars 
                         and get kind of drunk. Then I take a 
                         hotel room. So I won't have to drive 
                         home on the freeway. I mean it kind 
                         of scares me to drive home after --

                                     MRS. BRADDOCK
                         Goodnight, Benjamin.

                                     BEN
                         You believe me, don't you?

                                     MRS. BRADDOCK
                         No.

                                     BEN
                         You don't?

               She shakes her head.

                                     BEN
                         But I want you to. Please. Please 
                         will you believe me.

               SHOT - MRS. BRADDOCK

                                     MRS. BRADDOCK
                              (she exits)
                         Goodnight.

                                     BEN'S VOICE
                         Wait a minute.

                                                                    CUT TO:

               INT. TAFT HOTEL ROOM - NIGHT - SHOT - BEN

               Mrs. Robinson's hands are undoing his necktie. Ben is dressed 
               as in previous scene, plus a jacket.

                                     BEN
                         Wait a minute.
                              (he pushes her hand 
                              away)
                         Sit down a minute.

               Mrs. Robinson looks at him and raises her eyebrows.

                                     BEN
                         Will you please sit down a minute.

               Mrs. Robinson walks to the bed and sits. She reaches down to 
               take off a shoe.

                                     BEN
                         Will you leave that shoe on for a 
                         minute. Please.

               She straightens up.

                                     BEN
                         Now -- do you think we could say a 
                         few words to each other first this 
                         time?

                                     MRS. ROBINSON
                         If you want.

                                     BEN
                         Good. I mean are we dead or something?

                                     MRS. ROBINSON
                         Well I just don't think we have much 
                         to say to each other.

                                     BEN
                         All we ever do is come up here and 
                         throw off the clothes and leap into 
                         bed together.

                                     MRS. ROBINSON
                         Are you tired of it?

                                     BEN
                         I'm not. No. But do you think we 
                         could liven it up with a few words 
                         now and then?

                                     MRS. ROBINSON
                         Well what do you want to talk about?

                                     BEN
                         Anything. Anything at all.

                                     MRS. ROBINSON
                         Do you want to tell me about some of 
                         your college experiences?

                                     BEN
                         Oh my God.

                                     MRS. ROBINSON
                         Well?

                                     BEN
                         Mrs. Robinson. If that's the best we 
                         can do let's just get the goddamn 
                         clothes off and --

               She reaches for her shoe.

                                     BEN
                         Leave it on! Now we are going to do 
                         this thing. We are going to have a 
                         conversation. Think of another topic.

                                     MRS. ROBINSON
                         How about art.

                                     BEN
                         Art. That's a good subject. You start 
                         it off.

                                     MRS. ROBINSON
                         You start it off. I don't know 
                         anything about it.

                                     BEN
                         Oh.

                                     MRS. ROBINSON
                         Don't you?

                                     BEN
                         Yes I do. I know quite a bit about 
                         it.

                                     MRS. ROBINSON
                         Go ahead then.

                                     BEN
                         Art. Well what do you want to know 
                         about it.

               She shrugs.

                                     BEN
                         Are you interested more in modern 
                         art or more in classical art.

                                     MRS. ROBINSON
                         Neither.

                                     BEN
                         You're not interested in art?

                                     MRS. ROBINSON
                         No.

                                     BEN
                         Then why do you want to talk about 
                         it?

                                     MRS. ROBINSON
                         I don't.

               Ben nods and looks at the rug.

                                     MRS. ROBINSON
                         Can I take off my clothes now?

                                     BEN
                         No. Think of another topic. Tell me 
                         what you did today.

                                     MRS. ROBINSON
                         Do you really want me to?

                                     BEN
                         Yes I do.

                                     MRS. ROBINSON
                         I got up.

               Ben starts shaking his head.

                                     MRS. ROBINSON
                         Do you want to hear it or not?

                                     BEN
                         Yes. But you might try and spice it 
                         up with a little originality.

                                     MRS. ROBINSON
                         I got up. I ate breakfast and went 
                         shopping. During the afternoon I 
                         read a novel.

                                     BEN
                         What one.

                                     MRS. ROBINSON
                         What?

                                     BEN
                         What novel did you read.

                                     MRS. ROBINSON
                         I don't remember.

               Ben nods.

                                     MRS. ROBINSON
                         Then I fixed supper for my husband 
                         and waited until --

                                     BEN
                         There!

                                     MRS. ROBINSON
                         What?

                                     BEN
                         Your husband! Mrs. Robinson! There's 
                         something we could have a conversation 
                         about.

                                     MRS. ROBINSON
                         Him?

                                     BEN
                         I mean everything. I don't know 
                         anything about how you -- how you 
                         work this. I don't know how you get 
                         out of the house at night. I don't 
                         know the risk involved.

                                     MRS. ROBINSON
                         There isn't any.

                                     BEN
                         There's no risk?

               She shakes her head.

                                     BEN
                         How do you get out of the house?

                                     MRS. ROBINSON
                         I walk out.

                                     BEN
                         You walk right out the door.

               She nods.

                                     BEN
                         What do you say to him?

                                     MRS. ROBINSON
                         He's asleep.

                                     BEN
                         Always?

                                     MRS. ROBINSON
                         Benjamin, this isn't a very 
                         interesting topic.

                                     BEN
                         Please. Now tell me. How do you know 
                         he won't wake up sometime and follow 
                         you.

                                     MRS. ROBINSON
                         Because he takes sleeping pills. He 
                         takes three sleeping pills every 
                         night at ten o'clock.

                                     BEN
                         But what about the noise from the 
                         car. What if --

                                     MRS. ROBINSON
                         The driveway's on my side of the 
                         house.

                                     BEN
                              (smiling)
                         We're talking.

                                     MRS. ROBINSON
                         What?

                                     BEN
                         We're talking, Mrs. Robinson. We're 
                         talking.

                                     MRS. ROBINSON
                         Calm down, Benjamin.

                                     BEN
                         Now let's keep going here.

                                     MRS. ROBINSON
                         Can I undress and talk at the same 
                         time?

                                     BEN
                         Right.

                                     MRS. ROBINSON
                         Thank you.

                                     BEN
                         Now. You say the driveway's on your 
                         side of the house. So I guess you 
                         don't sleep in the same room.

                                     MRS. ROBINSON
                         We don't.

                                     BEN
                         So you don't -- I mean I don't like 
                         to seem like I'm prying but I guess 
                         you don't sleep together or anything.

                                     MRS. ROBINSON
                         No we don't.

                                     BEN
                         Well how long has this been going 
                         on.

                                     MRS. ROBINSON
                              (looking at the ceiling 
                              for a moment)
                         About five years.

                                     BEN
                         Oh no. Are you kidding me?

                                     MRS. ROBINSON
                         No.

                                     BEN
                         You have not slept with your husband 
                         for five years?

                                     MRS. ROBINSON
                         Now and then. He gets drunk a few 
                         times a year.

                                     BEN
                         How many times a year.

                                     MRS. ROBINSON
                         On New Year's Eve. Sometimes on his 
                         birthday.

                                     BEN
                         Man, is this interesting.

                                     MRS. ROBINSON
                         Is it?

                                     BEN
                         So you don't love him. You wouldn't 
                         say you --

                                     MRS. ROBINSON
                         We've talked enough, Benjamin.

                                     BEN
                         Wait a minute. So you wouldn't say 
                         you loved him.

                                     MRS. ROBINSON
                         Not exactly.

                                     BEN
                         But you don't hate him.

                                     MRS. ROBINSON
                         No, Benjamin. I don't hate him. Unhook 
                         my blouse.

                                     BEN
                              (unhooking her blouse)
                         Well how do you feel about him, then?

                                     MRS. ROBINSON
                         I don't.

                                     BEN
                         Well that's kind of a bad situation 
                         then, isn't it?

                                     MRS. ROBINSON
                         Is it?

                                     BEN
                         I mean it doesn't sound like it could 
                         be much worse. If you hated him at 
                         least you'd hate him.

               She nods and takes off her blouse.

                                     BEN
                         Well you loved him once, I assume. 
                         When you first knew him.

                                     MRS. ROBINSON
                         No.

                                     BEN
                         What?

                                     MRS. ROBINSON
                         I never did, Benjamin. Now let's --

                                     BEN
                         Well, wait a minute. You married 
                         him.

               She nods.

                                     BEN
                         Why did you do that?

                                     MRS. ROBINSON
                              (taking off her 
                              stockings)
                         See if you can guess.

                                     BEN
                         Well I can't.

                                     MRS. ROBINSON
                         Think real hard, Benjamin.

                                     BEN
                         I can't see why you did, unless... 
                         you didn't have to marry him or 
                         anything, did you?

                                     MRS. ROBINSON
                         Don't tell Elaine.

                                     BEN
                         Oh no. You had to marry him because 
                         you got pregnant?

                                     MRS. ROBINSON
                         Are you shocked?

                                     BEN
                         Well I never thought of you and Mr. 
                         Robinson as the kind of people who...

                                     MRS. ROBINSON
                         All right. Now let's get to bed.

                                     BEN
                         Wait a minute. Wait a minute. So how 
                         did it happen?

                                     MRS. ROBINSON
                         What?

                                     BEN
                         I mean do you feel like telling me 
                         what were the circumstances?

                                     MRS. ROBINSON
                         Not particularly.

                                     BEN
                         Was he a law student at the time?

               She nods.

                                     BEN
                         And you were a student also.

                                     MRS. ROBINSON
                         Yes.

                                     BEN
                         At college.

                                     MRS. ROBINSON
                         Yes.

                                     BEN
                         What was your major?

                                     MRS. ROBINSON
                         Why are you asking me all this?

                                     BEN
                         Because I'm interested, Mrs. Robinson. 
                         Now what was your major subject at 
                         college?

                                     MRS. ROBINSON
                         Art.

                                     BEN
                         Art?

               She nods.

                                     BEN
                         But I thought you -- I guess you 
                         kind of lost interest in it over the 
                         years then.

                                     MRS. ROBINSON
                         Kind of.

                                     BEN
                         Well how did it happen?

                                     MRS. ROBINSON
                         How do you think.

                                     BEN
                         I mean did he take you up to his 
                         room with him? Did you go to a hotel?

                                     MRS. ROBINSON
                         Benjamin, what does it possibly 
                         matter?

                                     BEN
                         I'm curious.

                                     MRS. ROBINSON
                         We'd go to his car.

                                     BEN
                         Oh no. In the car you did it?

                                     MRS. ROBINSON
                         I don't think we were the first.

               Ben thinks for a moment.

                                     BEN
                         What kind of car was it?

                                     MRS. ROBINSON
                         What?

                                     BEN
                         Do you remember the make of the car?

                                     MRS. ROBINSON
                         Oh my God.

                                     BEN
                         Really. I want to know.

                                     MRS. ROBINSON
                         It was a Ford, Benjamin.

                                     BEN
                              (jumping up)
                         A Ford! A Ford! Goddamnit, a Ford! 
                         That's great!

                                     MRS. ROBINSON
                         That's enough.

                                     BEN
                         So old Elaine Robinson got started 
                         in a Ford.

               There is a pause.

                                     MRS. ROBINSON
                         Don't talk about Elaine.

                                     BEN
                         Don't talk about Elaine?

                                     MRS. ROBINSON
                         No.

                                     BEN
                         Why not?

                                     MRS. ROBINSON
                         Because I don't want you to.

               She walks to the bed.

                                     BEN
                         Well why don't you?

               She pulls the bedspread down. Ben begins to remove his jacket.

                                     BEN
                         I wish you'd tell me.

                                     MRS. ROBINSON
                         There's nothing to tell.

                                     BEN
                         Well why is she a big taboo subject 
                         all of a sudden?

               Mrs. Robinson uncovers one of the pillows.

                                     BEN
                         Well -- I guess I'll have to ask her 
                         out on a date and find out what's --

                                     MRS. ROBINSON
                         Benjamin, don't you ever take that 
                         girl out.

               Ben looks at her.

                                     MRS. ROBINSON
                         Do you understand that?

                                     BEN
                         Well look. I have no intention of 
                         taking her out.

                                     MRS. ROBINSON
                         Good.

                                     BEN
                         I was just kidding around.

                                     MRS. ROBINSON
                         Good.

                                     BEN
                         But why shouldn't I?

                                     MRS. ROBINSON
                         I have my reasons.

                                     BEN
                         Then let's hear them.

                                     MRS. ROBINSON
                         No.

                                     BEN
                         Let's hear your reasons, Mrs. 
                         Robinson. Because I think I know 
                         what they are.

               She pulls the covers down.

                                     BEN
                         I'm not good enough for her to 
                         associate with, am I? I'm not good 
                         enough to even talk about her, am I?

                                     MRS. ROBINSON
                         Let's drop it.

                                     BEN
                         We're not dropping it. Now that's 
                         the reason, isn't it? I'm a dirty 
                         degenerate, aren't I? I'm not fit to --

                                     MRS. ROBINSON
                         Benjamin?

                                     BEN
                         I'm good enough for you but I'm too 
                         slimy to associate with your daughter.  
                         That's it, isn't it? ISN'T IT?

                                     MRS. ROBINSON
                         Yes.

                                     BEN
                         You go to hell. You go straight to 
                         hell, Mrs. Robinson. Do you think 
                         I'm proud of myself? Do you think 
                         I'm proud of this?

                                     MRS. ROBINSON
                         I wouldn't know.

                                     BEN
                         Well, I'm not.

                                     MRS. ROBINSON
                         You're not.

                                     BEN
                         No sir. I am not proud that I spend 
                         my time with a broken-down alcoholic!

                                     MRS. ROBINSON
                         I see.

                                     BEN
                         And if you think I come here for any 
                         reason besides pure boredom, then 
                         you're all wrong.

               She nods.

                                     BEN
                         Because -- Mrs. Robinson this is the 
                         sickest, most perverted thing that 
                         ever happened to me. And you do what 
                         you want but I'm getting the hell 
                         out.

                                     MRS. ROBINSON
                         Are you?

                                     BEN
                         You're goddamn right I am.

               He starts putting on his shirt. She sits on the edge of the 
               bed and watches him.

                                     MRS. ROBINSON
                         That's how you feel about me.

               He nods.

                                     MRS. ROBINSON
                         That I'm a sick and disgusting person.

                                     BEN
                         Now don't start this.

                                     MRS. ROBINSON
                         What?

                                     BEN
                         Don't start acting hurt.

                                     MRS. ROBINSON
                         Don't you expect me to be a little 
                         hurt?

                                     BEN
                         Mrs. Robinson, you stand there and 
                         tell me I'm not good enough for your 
                         daughter.

                                     MRS. ROBINSON
                         Did I say that?

                                     BEN
                         Of course you did.

               She shakes her head.

                                     MRS. ROBINSON
                         Benjamin, I want to apologize to you 
                         if that's the impression you got.

                                     BEN
                         Well two minutes ago you told me I 
                         wasn't good enough for your daughter. 
                         Now you say you're sorry I got that 
                         impression.

                                     MRS. ROBINSON
                         I didn't mean it. I don't think you'd 
                         be right for each other. But I would 
                         never say you weren't as good a person 
                         as she is.

                                     BEN
                         You wouldn't.

                                     MRS. ROBINSON
                         Of course I wouldn't.

               Mrs. Robinson walks to the closet.

                                     BEN
                         What are you doing?

                                     MRS. ROBINSON
                         Well it's pretty obvious you don't 
                         want me around any more.

                                     BEN
                         Well look -- I was kind of upset 
                         there.  I'm sorry I said those things.

                                     MRS. ROBINSON
                         If that's how you feel --

                                     BEN
                         But it's not.

                                     MRS. ROBINSON
                              (smiling at him)
                         That's all right. I think I can 
                         understand why I'm disgusting to 
                         you.

                                     BEN
                         Oh no.  Look -- I like you. I wouldn't 
                         keep coming here if I didn't like 
                         you.

                                     MRS. ROBINSON
                         But if it's sickening for you --

                                     BEN
                         It's not! I enjoy it! I look forward 
                         to it. It's the one thing I have to 
                         look forward to.

                                     MRS. ROBINSON
                         You don't have to say that.

                                     BEN
                         Well I wouldn't. I would never say 
                         it if it wasn't true.

                                     MRS. ROBINSON
                         May I stay then?

                                     BEN
                         Yes. Please. I want you to.

                                     MRS. ROBINSON
                         Thank you.

                                     BEN
                         Well don't thank me, because I want 
                         you to.

               There is a long pause.

                                     MRS. ROBINSON
                         But you won't ever take out Elaine, 
                         will you? I want you to promise me 
                         that.

               There is another long pause.

                                     BEN
                         Look. Why the hell did you bring 
                         this up. It never occurred to me to 
                         take her out.

                                     MRS. ROBINSON
                         Then give me your word you won't.

                                     BEN
                         This is absurd.

                                     MRS. ROBINSON
                         Promise me, Benjamin.

                                     BEN
                         All right, for christ's sake. I 
                         promise I will never take out Elaine 
                         Robinson.

                                     MRS. ROBINSON
                         Thank you.
                              (pause)
                         Benjamin --

                                     BEN
                         Let's not talk about it. Let's not 
                         talk at all.

               At opposite sides of the room, without looking at each other, 
               they begin to take off their clothes.

                                                                  FADE OUT:

               FADE IN:

               INT. BRADDOCK KITCHEN - DAY

               Ben sits at the table, eating his breakfast and looking at 
               the back of a cereal box. Mr. and Mrs. Braddock are there.

                                     MR. BRADDOCK
                         Elaine's back from school. I think 
                         it might be a nice gesture if you 
                         asked her out.

               Benjamin looks at his father for a moment, then continues 
               eating and reading.

                                                                    CUT TO:

               INT. BEN'S ROOM - DAY

               Ben is lying on his bed. Mrs. Braddock stands in the doorway.

                                     MRS. BRADDOCK
                         Don't you think that she's a terribly 
                         attractive girl? Because I think 
                         she's one of the prettiest girls 
                         I've ever seen.

               Ben gives a small whimper.

                                                                    CUT TO:

               EXT. BRADDOCK BACKYARD AND POOL AREA - DAY

               Ben is lying face down on his raft in the middle of the 
               Braddock pool. The sun shines down. His diving mask is on 
               over his eyes. His face is in the water, looking down at the 
               bottom of the pool. Mr. and Mrs. Braddock, in their bathing 
               suits, are in the pool, paddling around Ben. During the entire 
               conversation they continue to swim around and around the 
               raft, trying to talk and keep their heads above the surface.

                                     MRS. BRADDOCK
                         It's pretty embarrassing. I really 
                         don't know what to tell Mr. Robinson.  
                         It's awkward and strained for me 
                         every time he suggests that you call 
                         up Elaine.

                                     BEN
                         Next time he suggests it, I'll tell 
                         him I have no intention of ever 
                         calling her up in my life.

                                     MR. BRADDOCK
                         I guess she's not good enough for 
                         you, is that it?

                                     BEN
                         Look -- Elaine Robinson and I do not 
                         get along.

                                     MR. BRADDOCK
                         How do you know? You haven't seen 
                         her since high school. I guess your 
                         evenings, whatever you do with them, 
                         are just too valuable.

                                     BEN
                         That has nothing to do with it --

                                     MR. BRADDOCK
                         I guess I'll just tell Mr. Robinson 
                         that you're just too busy every 
                         evening -- doing God knows what --

                                     MRS. BRADDOCK
                         Don't go on like this. Now if Benjamin 
                         absolutely refuses to take her out --

                                     BEN
                         I do.

                                     MRS. BRADDOCK
                         -- then I'll simply invite all the 
                         Robinsons' over for dinner on 
                         Thursday.

               SHOT - BEN

               He slides off the raft and goes underwater.

               SHOT - BEN UNDERWATER

               His hair streaming up, his eyes open.

                                                                    CUT TO:

               INT. SPECIAL SET BRADDOCK DINING ROOM - NIGHT

               The dining room is one tenth its normal size. At a table for 
               two are seated, jammed in against each other, the three 
               Robinsons and the three Braddocks. Elaine's back is to us. 
               Ben is at the other end of the table, facing us. The Robinsons 
               and Braddocks sit along the sides. Mrs. Robinson is next to 
               Ben, everyone is eating, looking down at their places. After 
               a few moments Ben throws his head back and starts to scream.  
               As he continues to scream, everyone looks at him except Mrs. 
               Robinson who continues to eat calmly without looking up.

                                                                    CUT TO:

               EXT. BRADDOCK BACKYARD AND POOL AREA - DAY

               Ben surfaces and pulls himself up on the side of the pool.

                                     BEN
                         I'll go call Elaine now.

               Mr. and Mrs. Braddock cling exhausted to the raft and try to 
               smile at each other.

               SOUND: Ding dong of the Robinson door chimes.

                                                                    CUT TO:

               EXT. / INT. ROBINSON FRONT DOOR, HALL AND SUNROOM - NIGHT

               The door opens. Mr. Robinson stands there with a huge smile.

                                     MR. ROBINSON
                         Well, Braddock -- it's about time 
                         you got around to this. Come on in.  
                         I'm afraid the young lady isn't quite 
                         ready yet --

               Mr. Robinson turns toward the sunroom. Mrs. Robinson is 
               sitting there.

                                     BEN
                         Hello.

                                     MR. ROBINSON
                         What would you say to a short one? 
                         Bourbon still your drink?

                                     BEN
                         Yes.

               Mr. Robinson hands him drink.

                                     MR. ROBINSON
                         I'll see if she's ready.

               Mr. Robinson exits.

               SHOT - BEN AND MRS. ROBINSON

               NOTE: Following dialogue played simultaneously

                         BEN
                 Now listen -- this was 
                 not my idea. It was my 
                 father's idea.

                         MRS. ROBINSON
                 Benjamin -- I thought 
                 I made myself perfectly 
                 clear about this.

                         BEN
                    (whispering 
                    urgently)
                 Look, we'll go out to 
                 dinner and have a drink 
                 and I'll bring her 
                 back. Because it was 
                 either that or a dinner 
                 party for the two 
                 families. And I'm afraid 
                 I couldn't quite handle 
                 that, if you don't 
                 mind. I have no 
                 intention of ever taking 
                 your precious daughter 
                 out again in her life. 
                 So don't get upset 
                 about it.

                         MRS. ROBINSON
                 But I am. I'm extremely 
                 upset about it, 
                 Benjamin.

                                                       MR. ROBINSON'S VOICE
                                                  (from hall)
                                               Hey -- there she is. Miss 
                                               America -- that's who it 
                                               is. It's definitely Miss 
                                               America.

                                                       ELAINE'S VOICE
                                               Daddy -- can you fix this? The clasp 
                                               is broken I think.

                                                       MR. ROBINSON'S VOICE
                                               I'll do it -- I'll do it.

                                                       ELAINE'S VOICE
                                               Is Ben here?

                                                       MR. ROBINSON'S VOICE
                                               He's in the living room 
                                               having a chat with your 
                                               mother. 

               Mr. Robinson and ELAINE enter.

                                     ELAINE
                         Hello.

                                     BEN
                         Hello.

               CLOSEUP - MRS. ROBINSON

                                     MR. ROBINSON'S VOICE
                         Well -- I want you to keep your wits 
                         about you tonight. You never know 
                         what tricks Ben picked up back there 
                         in the East.

                                                           LAP DISSOLVE TO:

               EXT. FREEWAY - NIGHT

               SHOT - BEN AND ELAINE in Ben's car. From the back. Ben leans 
               forward slightly, pushing the car recklessly in and out of 
               the traffic. Ben is wearing dark glasses.

                                     ELAINE
                         You're living at home now. Is that 
                         right?

                                     BEN
                         Yes.

                                     ELAINE
                         Do you know what you're going to do?

                                     BEN
                         No.

                                     ELAINE
                         Are you going to graduate school?

                                     BEN
                         No.

               He leans on the HORN. The car directly ahead of him does not 
               move to the right. Ben jerks his car over to the right, 
               swerves around the car ahead, jamming his horn down, and 
               swerves back into the outside lane, giving the driver of the 
               other car an angry look as he passes him.

               Elaine holds on to the dashboard to keep her balance.

                                     ELAINE
                         Do you always drive like this?

                                     BEN
                         Yes.

                                                                    CUT TO:

               INT. RESTAURANT - NIGHT

               A drab, almost deserted room with formally dressed WAITERS.

               Ben and Elaine are seated at a table.

                                     BEN
                         Do you want some dinner?

                                     ELAINE
                         I'd love some.

               A waiter moves forward toward them.

                                     BEN
                         Bring a menu.

                                     WAITER #2
                         Dinner for two, sir?

                                     BEN
                         No. Just for her.

               The waiter moves away.

                                     ELAINE
                         Aren't you eating?

                                     BEN
                         No.

                                     ELAINE
                         Why not?

                                     BEN
                         If it's all right with you, I'm not 
                         hungry.

               The waiter returns with a menu.

                                     ELAINE
                         I've changed my mind. Thank you.

                                                                    CUT TO:

               EXT. SUNSET STRIP - NIGHT - SHOTS

               Ben and Elaine walking on the strip.

               EXT. STRIP JOINT - NIGHT

               Ben pushes through the people crowded in around the entrance. 
               Without turning around, he waits for Elaine who has difficulty 
               following him. As she gets to him, he starts forward again.  
               He starts up the stairs.

               Elaine is just behind him.

                                                                    CUT TO:

               INT. STRIP JOINT - NIGHT

               Seedy, ugly, three quarters filled. A tuxedoed HOOD leads 
               them through the tables to a table directly under the stage 
               on which a STRIPPER is in the process of removing her dress. 
               There is one chair facing the stage, the other with its back 
               to and up against the stage. Ben sits down in the chair facing 
               the stage. Elaine stands for a moment, unsure.

                                     BEN
                         Sit down.

               Elaine sits in the chair with her back to the stage.

               She folds her hands on the table and looks down at them.

               Ben takes a pair of dark glasses out of his pocket and puts 
               them on. The two chairs are slightly angled toward each other 
               so that Ben can look up at the stage without looking directly 
               at Elaine.

                                     BEN
                         Why don't you watch the show?

               The stripper is reflected in Ben's glasses.

                                     ELAINE
                         Benjamin -- do you dislike me for 
                         some reason?

                                     BEN
                         No -- why should I?

                                     ELAINE
                         I don't know.

               SHOT - ACROSS BEN - THE STRIPPER

               She is down to a tasseled bra and g-string. She is twirling 
               the tassels.

                                     BEN
                         You're missing a great effect here.

               Elaine turns around, looks at the stripper and turns back.

                                     BEN
                         How do you like that?

               Elaine doesn't answer.

                                     BEN
                         Could you do it?

                                     ELAINE
                         No.

               The stripper sees Elaine look. The stripper smiles toward 
               Ben and walks toward his table, twirling the tassels as she 
               walks. Ben smiles as he watches her approaching.

               The stripper moves directly behind Elaine's chair. The 
               spotlight from the back of the house falls into Elaine's 
               face. As it does, Elaine puts her hand up to shield her eyes.

               The stripper slides a finger into her mouth, wets it and 
               holds it up in the air. The music stops and a DRUM ROLL 
               starts. The stripper bends over Elaine's head and begins 
               swinging the tassels so that they rotate in front of Elaine's 
               face.

               SHOT - BEN

               He leans forward slightly to watch the action. The swinging 
               tassels are reflected in his glasses.

               The DRUM ROLL gets louder and faster. The tassels swing more 
               frantically.

               SHOT - ELAINE

               She pulls her hand down from in front of her eyes.

               SHOT - BEN

               With Elaine's face reflected in his glasses.

               SHOT - ELAINE

               Through Ben's glasses. Elaine's face seen darkly but fully 
               for the first time. The tassels swing in front of it. Tears 
               start out of her eyes.

               SHOT - BEN

               He reaches up to remove the glasses.

               SHOT - ELAINE

               As the glasses come off and her face is seen in the harsh 
               spill from the spotlight. The tears are running down her 
               face. Only her eyes are crying as she looks straight at Ben.

               SHOT - BEN

               With his glasses off, he watches her. He reaches forward and 
               puts his hand in the way of the tassels.

                                     STRIPPER
                         Hey!

               Some of the customers start to boo. Ben rises, takes Elaine's 
               arm and leads her toward the exit.

                                                                    CUT TO:

               EXT. STRIP JOINT - NIGHT

               The entrance to the strip joint. Elaine runs to the bottom 
               of the steps. The Sunset Strip sidewalk outside is crowded 
               with people moving back and forth. Ben follows her. She pushes 
               through the crowd on the sidewalk. Ben catches her and holds 
               her arm.

                                     BEN
                         Elaine -- I'm sorry.

               Elaine leans against the side of the building and pulls her 
               arm away.

                                     ELAINE
                         Will you take me home now?

                                     BEN
                         I'm sorry I took you in there.

                                     ELAINE
                         I think I'd better go home now please.

                                     BEN
                         But, Elaine --

                                     ELAINE
                         Where is the car?

                                     BEN
                         I just want to tell you something.

               Ben, facing her, keeps moving from side to side, trying to 
               get her to look at him.  She keeps looking away.

                                     ELAINE
                         I want to go home.

                                     BEN
                         But could I just tell you this one 
                         thing?

                                     ELAINE
                         What?

                                     BEN
                         This whole idea -- this date and 
                         everything. It was my parents' idea.  
                         They forced me into it.

                                     ELAINE
                         Oh -- that's very nice of you to 
                         tell me.

                                     BEN
                         No. What I mean is -- that's why 
                         I've been acting this way. I'm not 
                         like this. I hate myself like this.

               She starts to cry. People on the sidewalk are looking at 
               them. She turns away from them. Ben moves away from them.  
               Ben moves around in front of her.

                                     BEN
                         Listen -- could you stop crying, 
                         please?

                                     ELAINE
                         No, I couldn't.

                                     BEN
                         But could you try?

                                     ELAINE
                         No.

               She brings both hands up to her face. Ben looks at her for a 
               few moments in agony. Then, very determined, he takes her 
               wrists in his hands and pulls them away from her face. She 
               looks up startled. She starts to give a little cry but before 
               she can he is kissing her. She closes her eyes.

               He brings his fists, containing her hands, up to the side of 
               her face. He opens his hands against her face, freeing her 
               hands. Her hands move slowly to his wrists and hang on. After 
               a while she pulls away, turning her head slightly to one 
               side.

                                     BEN
                         Elaine --

               He starts to pull her head back.

                                     ELAINE
                         Not here. Not here.

                                                               DISSOLVE TO:

               EXT. DRIVE IN RESTAURANT - NIGHT

               Ben and Elaine are sitting in the car in a drive-in 
               restaurant. There are trays hooked onto windows along side 
               of both of them. They are eating and drinking furiously.

                                     BEN
                         I've had this feeling -- ever since 
                         I've graduated -- this -- kind of 
                         compulsion that I have to be rude 
                         all the time. Do you know what I 
                         mean?

                                     ELAINE
                         Yes, I do.

               He looks at her.

                                     BEN
                         It's like I've been playing some 
                         kind of -- game -- but the rules 
                         don't make any sense to me --

               She is watching him carefully.

                                     BEN
                         -- they're being made up by all the 
                         wrong people -- no -- I mean no one 
                         makes them up, they seem to have 
                         made themselves up.

               A car with a COUPLE OF TEENAGERS has driven up in the slot 
               on their right. Its RADIO is tuned into a rock and roll 
               station and it is playing LOUDLY. Ben leans across Elaine 
               and speaks through the window to the kid behind the wheel.

                                     BEN
                         Say -- I wonder if I could request 
                         you to turn that down a little?

               The kid turns the radio up. Ben and Elaine roll their windows 
               up.

               SERIES OF SHOTS

               From outside of car. Ben is talking with great animation -- 
               Elaine is watching him. They are both eating as Ben talks, 
               telling Elaine a story. Their windows are rolled up.

               SOUNDS: Cars GUNNING their ENGINES; horns HONKING; radios 
               PLAYING; waitresses YELLING orders; customers YELLING at 
               waitresses; kids LAUGHING and TALKING from car to car; 
               MOTORCYCLES driving in and out, TRAFFIC.

                                                                    CUT TO:

               EXT. ROBINSON HOUSE - NIGHT

               The car coasts silently to a stop in front of the Robinson 
               house. The RADIO plays QUIETLY. Ben turns it OFF. They sit 
               there for a long time without saying anything, Ben's hand 
               touching her shoulder. It is very quiet.

                                     ELAINE
                         Well -- maybe I'd better go in.

               He nods. They continue to sit there for another long moment.

                                     ELAINE
                         Would you like to come in? I could 
                         make some coffee.

                                     BEN
                         No, I mean -- I wouldn't want to 
                         wake anyone up.

                                     ELAINE
                         We won't. Let's go inside.

                                     BEN
                         Wait a minute.

                                     ELAINE
                         Is anything wrong?

                                     BEN
                         No -- I was just thinking -- look -- 
                         it's still early -- we could do 
                         something -- go somewhere else.

                                     ELAINE
                         All right.

               He starts the car immediately and drives away from the house.

               INT. BEN'S CAR - NIGHT

               Ben is driving.

                                     ELAINE
                         Where we going?

                                     BEN
                         I'm trying to think of where there's 
                         a place to have a drink around here.

                                     ELAINE
                         Isn't there one in the Taft Hotel?

               There is a SQUEAL of TIRES as Ben almost drives off the road.

                                     ELAINE
                         What is the matter?

                                     BEN
                         Nothing. I'm just wondering if they 
                         have a bar or not. I mean let's go 
                         see. Let's go see if they do or not.

               INT. TAFT HOTEL LOBBY - NIGHT

               Ben and Elaine enter the lobby and stand just inside the 
               door. They start in a few steps.

                                     BEN
                         Listen, Elaine -- it seems to me 
                         that there isn't a bar in here. I 
                         mean -- as far as I know.

                                     ELAINE
                         Of course there is. Look -- The 
                         Veranda Room -- right there.

               ONE of the CAR PARKERS passes them on his way out.

                                     CAR PARKER
                         Good evening.

               CAMERA BEGINS TO PULL UP AND AWAY. A BELLBOY passes them.

                                     BELLBOY
                         Hello, how are you, sir?

               The room clerk smiles at them.

                                     ROOM CLERK
                         Good evening, Mr. Gladstone.

               Ben and Elaine stop a few feet into the center of the lobby.  
               The CAMERA PULLS BACK to a HIGH OVERHEAD SHOT revealing many 
               people moving back and forth in the lobby, passing Ben and 
               Elaine.

                                     VOICE #1
                         Hello again.

                                     VOICE #2
                         Hi, Mr. Gladstone. How are you this 
                         evening?

                                     ELAINE
                         Benjamin --

                                     BEN
                         Let's get out of here, Elaine. Let's 
                         go somewhere else.

                                     ELAINE
                         Benjamin -- do they know you?

                                     BEN
                         Of course not.

                                     VOICE #3
                         Good evening, sir.

                                     VOICE #4
                         Mr. Gladstone -- how are you?

               He moves her toward the door.

                                     BEN
                         Come on, Elaine. We're leaving.

                                                                    CUT TO:

               EXT. TAFT HOTEL

               Ben brings Elaine through the door to the porch.

                                     ELAINE
                         Ben -- what's happening? Who is Mr. 
                         Gladstone?

                                     BEN
                         I don't know. They must think I look 
                         like this guy Gladstone.

               PAN WITH THEM as they start down the steps. Coming up the 
               steps toward them is Miss DeWitte, on the arm of another 
               ELDERLY LADY.

                                     MISS DEWITTE
                         Hello, Mr. Brannif.

               SOUND: Car STARTING noisily.

               EXT. TAFT HOTEL DRIVEWAY - NIGHT

               Ben and Elaine in his car. He takes his hand off the ignition, 
               jams on the accelerator and drives the car speedily for twenty-
               one feet and jams on the brakes. He turns off the ignition 
               and the lights. He puts his head down on the steering wheel.  
               He lifts his head.

                                     BEN
                         Elaine -- I like you. I like you so 
                         much. Do you believe that?

               She nods.

                                     BEN
                         Do you?

                                     ELAINE
                         Yes.

                                     BEN
                         You're the first -- you're the first 
                         thing for so long that I've liked. 
                         The first person I could stand to be 
                         with.

               She takes his hand.

                                     BEN
                         I mean my whole life is such a waste. 
                         It's just nothing. I'm sorry. I'll 
                         take you home now.

               He turns the key in the ignition and starts the car.

                                     ELAINE
                         Benjamin -- are having an affair 
                         with someone?

               He freezes with his hand still on the key.

                                     ELAINE
                         I'm sorry.

               He turns off the engine.

                                     ELAINE
                         I'm sorry. That is not my business.

                                     BEN
                         It just happened. It was just this 
                         thing that happened along with 
                         everything else. Can you understand 
                         that?

               She nods.

                                     ELAINE
                         Was she married or something?

                                     BEN
                         Yes.

                                     ELAINE
                         With a family?

                                     BEN
                         Yes. She had a husband and a son.

                                     ELAINE
                         Did they ever find out?

                                     BEN
                         No.

                                     ELAINE
                         And it's all over now.

                                     BEN
                         Yes.

                                     ELAINE
                         I'm glad.

               He starts the car and drives out.

               EXT. ROBINSON HOUSE - NIGHT - SHOT - BEN AND ELAINE IN BEN'S 
               CAR

                                     BEN
                         Can we do something tomorrow?

                                     ELAINE
                         All right.

                                     BEN
                         During the day? We'll go for a drive 
                         or something.

                                     ELAINE
                         Okay.

                                     BEN
                         You sure you really want to?

                                     ELAINE
                         Yes.

                                     BEN
                         Because I wouldn't want you to do it 
                         unless you really wanted to!

                                     ELAINE
                         I do.

                                     BEN
                         You do?

                                     ELAINE
                         Benjamin -- I really do.

                                                               DISSOLVE TO:

               EXT. STREET NO. 1 - NEAR ROBINSON HOUSE - DAY SHOT - INT. 
               BEN'S CAR - BEN DRIVING

               It is raining. On the seat beside Ben is a package.

               From the way it is wrapped, we can tell it is a gift.

               Ben's right hand is on it as he drives. The radio is playing.  
               Past Ben and through the windshield as the Robinson house 
               comes closer and closer. The front door of the Robinson house 
               opens and Mrs. Robinson comes out, dressed in a housecoat, 
               and, in four or five fast steps, reaches the car, opens the 
               door on the passengers side and climbs in. Ben moves the 
               package over into his lap.

                                     MRS. ROBINSON
                         Drive down the block.

                                     BEN
                         Mrs. Robinson -- I have a date with 
                         Elaine. We're going for a drive.

                                     MRS. ROBINSON
                              (looking at him for 
                              the first time)
                         Do exactly what I say.

               Ben starts the car forward down the driveway.

               ANOTHER ANGLE - BEN AND MRS. ROBINSON

               As they drive.

                                     BEN
                         Now it seems to me --

                                     MRS. ROBINSON
                         Listen to me very carefully, Benjamin. 
                         You are not to see Elaine again. 
                         Ever. Those are my orders. Is that 
                         clear?

               Ben stops the car in front of a house halfway down the block.

                                     BEN
                         Mrs. Robinson --

                                     MRS. ROBINSON
                         I can makes things quite unpleasant.

                                     BEN
                         How?

                                     MRS. ROBINSON
                         In order to keep Elaine away from 
                         you -- I am prepared to tell her 
                         everything.

                                     BEN
                         I don't believe you.

                                     MRS. ROBINSON
                         Then you'd better start believing 
                         me.

                                     BEN
                         Mrs. Robinson, don't wreck it. I'm 
                         asking you please not to wreck it.

                                     MRS. ROBINSON
                         Go home now.

                                     BEN
                         I just don't believe you would do 
                         that.

               Mrs. Robinson looks at him for a moment.

                                     MRS. ROBINSON
                         Try me.

               There is a pause while Ben looks at her expression. Then he 
               grabs the keys out of the ignition, opens the door on his 
               side and jumps out of the car, carrying the package.

               TRACK WITH BEN as he runs up the street and up the driveway 
               toward the Robinson house. Ben gets to the front door.

                                     BEN
                              (as he goes through 
                              the door)
                         Elaine!

               INT. ROBINSON HALLS, STAIRS, DOOR TO ELAINE'S ROOM - DAY

               Ben runs in.

                                     BEN
                         Elaine?

                                     ELAINE'S VOICE
                         Benjamin?

                                     BEN
                         I'm coming up.

                                     ELAINE'S VOICE
                         I'm not dressed yet.

               Ben runs up the stairs. He still carries the package.

               Ben gets to the top just as Elaine comes out of the door to 
               her bedroom. She is wearing a skirt and slip and carrying 
               one shoe.

                                     ELAINE
                         Benjamin -- I said I wasn't dressed --

               Ben pushes her back into her room.

               INT. ELAINE'S ROOM - DAY

                                     ELAINE
                         What's the matter?

                                     BEN
                         You've got to go over the back fence 
                         and I'll meet you on the corner.

                                     ELAINE
                         Benjamin -- what's happening?

                                     BEN
                         Hurry up. Put your shoes on.

               Ben turns and looks.

               SHOT - OVER BEN'S SHOULDER

               Mrs. Robinson is just entering the house.

                                     BEN
                         NO.

               He turns around.

               NEW ANGLE

               Elaine is standing in the doorway watching him. She still 
               holds the shoe in her hand.

                                     BEN
                         Why aren't you ready?

                                     ELAINE
                         Because I want to know what's 
                         happening.

               SOUND of Mrs. Robinson's FOOTSTEPS in the hall below.

                                     BEN
                         There isn't time!

               INT. ELAINE'S ROOM - DAY

               Ben pulls Elaine around behind the open door. They stand in 
               the angle formed by the door and the wall as though they are 
               hiding from someone. Mrs. Robinson's FOOTSTEPS can be heard 
               coming up the stairs.

                                     BEN
                         Elaine -- I have to tell you 
                         something.

               He holds her against the wall in the corner.

                                     ELAINE
                         What is it?

                                     BEN
                         That woman --

                                     ELAINE
                         What?

                                     BEN
                         That woman. The older woman.

                                     ELAINE
                         You mean the one who --

                                     BEN
                         Yes. The married woman -- it wasn't 
                         just some woman --

               Mrs. Robinson's FOOTSTEPS can be heard coming down the hall.

                                     ELAINE
                         What are you telling me?

               The FOOTSTEPS stop.

               ANGLE - CLOSE ON ELAINE

               Back in the corner. Mrs. Robinson's face appears in the crack 
               in the door at Elaine's shoulder. Elaine looks from Ben's 
               face to the crack through which she can see her mother's 
               eyes staring.

                                     ELAINE
                         Please -- will somebody tell me --

               She looks back at Ben, then back at her mother's face again.

               Mrs. Robinson's eyes watch her through the crack in the door.  
               Elaine looks away.

                                     ELAINE
                         Oh -- no.

               Ben backs up.

                                     BEN
                         Elaine --

                                     ELAINE
                         Oh my God --

               Moving along the wall as though to keep as far from Ben as 
               possible, Elaine moves away from the door.

                                     BEN
                         Please.

               Elaine walks a few steps toward the other side of the room 
               then turns back toward Ben. The tears are starting out of 
               her eyes.

                                     BEN
                         No -- don't cry --

                                     ELAINE
                         GET OUT!

                                     BEN
                         Don't cry.
                              (holds the package 
                              out to her)

                                     ELAINE
                         Get out of here.

               She moves toward him as though to hit him. He backs into the 
               hall. Elaine SLAMS the door shut.

                                     ELAINE
                              (holding the door)
                         Get out!

               INT. ROBINSON HALL - DAY

               Mrs. Robinson stands at the end of it, looking at Ben.

                                     MRS. ROBINSON
                              (calmly)
                         Goodbye, Benjamin.

               SHOT - BENJAMIN

               He looks at her in horror. He starts to back down the hall 
               toward the stairs, holding the package against his chest.

               INT. SPECIAL SET - ROBINSON HALL - DAY - SHOT - PULLING BACK 
               FROM MRS. ROBINSON

               She is standing there, perfectly calm. She gets further and 
               further away as though it is a very long hall in a very bad 
               dream.

                                                                  FADE OUT:

               FADE IN:

               INT. BEN'S ROOM - NIGHT

               Ben sits cross-legged on his bed in the dark, his back against 
               the fishtank, smoking.

                                                       DISSOLVE THROUGH TO:

               EXT. ROBINSON HOUSE - DAY

               Ben drives by in his car. He looks at the house.

                                                               DISSOLVE TO:

               INT. BEN'S ROOM  - DAY

               Ben dressed differently, stands by the window overlooking 
               the backyard. Over his shoulder, we can see Mr. Braddock 
               down by the pool, dressed in a sweater, cleaning the pool 
               with a long-handled scoop. Mr. Braddock looks up at Ben's 
               window. Ben moves aside.

                                                               DISSOLVE TO:

               EXT. ROBINSON HOUSE - DAY

               Ben is standing behind a tree watching the Robinson house. 
               In the driveway of the Robinson house, Elaine is getting 
               into the Robinson car. Mr. Robinson is putting Elaine's 
               luggage into the car. Mrs. Robinson stands at the door. Mr. 
               Robinson gets into the car and starts it. The car drives 
               down the driveway and down the street.

                                                               DISSOLVE TO:

               INT. BEN'S ROOM - NIGHT

               Ben, dressed differently again, sits in a chair by his desk. 
               He is writing. On the piece of paper is written:

               DEAR ELAINE, ELAINE, ELAINE, ELAINE, and her name several 
               dozen times. He stops and looks up.

                                                               DISSOLVE TO:

               INT. BRADDOCK KITCHEN - DAY

               It is early morning.  We see a swinging door pushed open to 
               reveal: Mr. Braddock, dressed in a bathrobe, standing at the 
               kitchen counter by the window through which we can see an 
               orange tree. Mr. Braddock is pouring orange juice from a 
               MINUTE MAID container. Ben stands inside door.

                                     MR. BRADDOCK
                         Say that again.

                                     BEN
                         I'm going to marry Elaine Robinson.

               Mr. Braddock starts to smile.

                                     MR. BRADDOCK
                         Well -- well -- well --

               He almost giggles as he crosses to Ben and takes his hand to 
               shake it. Mrs. Braddock appears in the doorway. Ben is shaking 
               his father's hand.

                                     MRS. BRADDOCK
                         What's happening?

                                     MR. BRADDOCK
                         Ben says he and Elaine are getting 
                         married.

                                     MRS. BRADDOCK
                         I don't believe it.

                                     MR. BRADDOCK
                         That what he says. Right?

                                     BEN
                         I'm going up to Berkeley today.

                                     MRS. BRADDOCK
                         Oh, Ben -- this is so -- exciting --

                                     MR. BRADDOCK
                         Come on, let's call the Robinsons. 
                         We've got something to celebrate.

                                     BEN
                         No. I think you'll want to wait on 
                         that.

                                     MRS. BRADDOCK
                         They don't know?

                                     BEN
                         No -- they don't.

                                     MRS. BRADDOCK
                         Well -- when did you decide all this?

                                     BEN
                         About an hour ago.

                                     MR. BRADDOCK
                         Wait a minute. You talked to Elaine 
                         this morning?

                                     BEN
                         No. She doesn't know about it.

                                     MR. BRADDOCK
                         She doesn't know that you're coming 
                         up to Berkeley?

                                     BEN
                         No. Actually -- she doesn't know 
                         about us getting married yet.

                                     MRS. BRADDOCK
                         When did you two talk this over?

                                     BEN
                         We haven't.

                                     MR. BRADDOCK
                         Ben -- this whole idea sounds pretty 
                         half-baked.

                                     BEN
                         No -- it's not. It's completely baked. 
                         It's a decision I've made.

                                     MRS. BRADDOCK
                         But what makes you think she wants 
                         to marry you?

               Ben picks up his suitcase, walks to the door and turns.

                                     BEN
                         She doesn't. To be perfectly honest, 
                         she doesn't like me.

                                                               DISSOLVE TO:

               EXT. ROAD NO. 1 TO BERKELEY - DAY

               Ben driving his car (left to right)

                                     BEN'S VOICE
                              (over)
                         Dear Elaine -- I am now visiting 
                         Berkeley, after growing somewhat 
                         weary of family life. I have been 
                         meaning to stop by and pay my respects 
                         but am not entirely certain just how 
                         you feel about seeing me after the 
                         incident involving myself and your 
                         mother. It was certainly a serious 
                         mistake on my part but not serious 
                         enough. I hope --

               The last part runs down like a record on an old gramaphone.

                                                                    CUT TO:

               EXT. ROAD NO. 2 - TO BERKELEY - DAY

               Ben driving his car (left to right)

                                     BEN'S VOICE
                              (over)
                         Mr. and Mrs. G. L. Robinson take 
                         great pleasure in announcing the 
                         wedding of their daughter...

               It runs down.

                                                                    CUT TO:

               EXT. GAS STATION - DAY

               Ben's car is being gassed up. It is a huge gas station with 
               dozens of pumps and many neon lights. Ben runs to a series 
               of vending machines. He pushes quarters into them, receiving 
               cigarettes, a sandwich, an apple, a cup of coffee. Balancing 
               them all carefully, he runs back to the car, climbs in, puts 
               his purchases on top of the dashboard, hands the attendant a 
               bill and drives off.

                                                                    CUT TO:

               EXT. ROAD NO. 3 TO BERKELEY - DAY

               Ben driving (left to right) and eating.

                                     BEN'S VOICE
                              (over)
                         Honey -- I'm home.

                                     ELAINE'S VOICE
                              (over)
                         Hi -- Sweetheart.

                                     BEN'S VOICE
                              (over)
                         Where are the kids?

                                     ELAINE'S VOICE
                              (over)
                         Oh, they're having a wonderful time -- 
                         spending the day at Mother's -- she's 
                         teaching them to...

               It runs down.

               EXT. ROAD NO. 4 TO BERKELEY - DAY

               Ben driving (left to right).

                                     BEN'S VOICE
                              (over)
                         Dear Mom and Dad. You may have 
                         wondered why Elaine and I haven't 
                         written in such a long time, but the 
                         postal system here in Greenland isn't 
                         the most efficient. Life among these 
                         wonderful natives...

               It runs down.

                                                                    CUT TO:

               EXT. ROAD NO. 5 TO BERKELEY - DAY

               Ben driving (left to right).

                                     MAN'S VOICE
                              (over)
                         Do you, Benjamin Braddock take this 
                         woman, Mrs. Robinson, for your Mother-
                         in-law, to love, cherish and...

               It runs down.

                                                                    CUT TO:

               EXT. TOLL BOOTH ON THE OAKLAND BRIDGE - DAY

               Ben barely stops as he hands the change out the window of 
               the low-slung sports car and up to the toll taker.

                                                                    CUT TO:

               EXT. OAKLAND BRIDGE - DAY

               Ben driving over bridge (left to right).

                                     MRS. ROBINSON'S VOICE
                              (over)
                         Benjamin -- you and Elaine have made 
                         such a wonderful marriage. I often 
                         laugh when I remember those nights 
                         at the Taft.

                                     BEN'S VOICE
                              (over)
                         Yes -- how long ago that all seems.

                                     MRS. ROBINSON'S VOICE
                              (over; chuckling)
                         I'll never forget how peeved I was 
                         when I first...

               It runs down...

               PAN THE CAR past us and HOLD ON it as it disappears in the 
               distance.

                                                               DISSOLVE TO:

               INT. WENDELL HALL RECEPTION AREA - DUSK

               CLOSE ON BEN as he comes through the door. MOVE WITH HIM as 
               he wanders around the the commons room which is filled with 
               STUDENTS. Girls SINGING, couples necking; a MAN with a heavy 
               knapsack. Ben walks to a LADY RECEPTIONIST NO. 1, who sits 
               at a reception desk.

                                     LADY RECEPTIONIST NO. 1
                         May I help you?

                                     BEN
                              (too loudly)
                         Elaine Robinson.

                                     LADY RECEPTIONIST NO. 1
                         Yes?

                                     BEN
                              (clearing his throat)
                         Elaine Robinson. Does she live here?

               The Receptionist runs her pencil along a list of names under 
               the glass top of her desk. She finds it.

                                     LADY RECEPTIONIST NO. 1
                         Three-oh-eight. Shall I call her for 
                         you?

               The Receptionist's hand moves to the receiver of a phone on 
               the desk. Ben looks at her hand for several seconds. He takes 
               a step backward. Her hand starts to lift the receiver.

               Ben moves backward, puts his hand up as though to stop her 
               and shakes his head, speechlessly.

               SHOT - RECEPTIONIST

               Looking at Ben.

               SHOT - BEN

               Move with him as he moves past the students toward the door.

                                                       DISSOLVE THROUGH TO:

               EXT. CAMPUS - DUSK

               PAN AROUND CAMPUS in a circle, ending on a CLOSEUP OF BEN, 
               standing in the middle of the deserted campus, looking around, 
               lost.

                                                       DISSOLVE THROUGH TO:

               INT. ROOMING HOUSE HALL AND STAIRS - NIGHT - BEN AND MR. 
               MCCLEERY

               From the bottom of the stairway, shooting up. MR. McCLEERY 
               is the landlord of the rooming house. They are climbing a 
               flight of stairs, Mr. McCleery first, then Ben, carrying his 
               suitcase.

                                     MR. MCCLEERY
                         You a student?

                                     BEN
                         Not exactly.

               Mr. McCleery stops and turns. Ben almost runs into him.

                                     MR. MCCLEERY
                         What's that?

                                     BEN
                         I said -- not exactly -- no.

                                     MR. MCCLEERY
                         What are you then?

                                     BEN
                         Well -- I'm just sort of traveling 
                         through.

               Mr. McCleery takes a couple of steps up, Ben following and 
               stops again.

                                     MR. MCCLEERY
                         I like to know who's living in my 
                         house. I like to know what my boys 
                         are up to.

                                     BEN
                         Ahhh.

               Mr. McCleery just looks up at him.

                                     BEN
                         I'm not up too much, actually, I'm 
                         just visiting. I mean -- I've always 
                         wanted to see Berkeley.

               Mr. McCleery takes a couple more steps and stops again.

                                     MR. MCCLEERY
                         You're not one of those agitators?

                                     BEN
                         What?

                                     MR. MCCLEERY
                         One of those outside agitators.

                                     BEN
                         Oh -- no sir.

                                     MR. MCCLEERY
                         I hate that. I won't stand for it.

               He looks at Ben searchingly, then turns and continues up the 
               stairs and down the hall.

                                                                    CUT TO:

               INT. ROOMING HOUSE - BEN'S ROOM - NIGHT

               PAN THE ROOM in a circle, seeing a sink in one corner, a 
               bed, a bureau, a table, a lamp, a chair, a window that 
               overlooks a Berkeley street -- ending in a CLOSEUP OF BEN, 
               standing in the middle of it, looking lost.

                                                                    CUT TO:

               EXT. WENDELL HALL - QUADRANGLE - DAWN

               DAWN. The campus is empty except for Ben who, dressed 
               carefully in his black suit, sits on a bench in the quadrangle 
               outside of Wendell Hall.

               EXT. WENDELL HALL QUADRANGLE - SERIES OF DISSOLVE (OR CUTS)- 
               DAY

               During which Ben remains static while the quadrangle and the 
               area around him fill up with students; walking, talking, 
               hurrying to class, strolling, sitting, reading, handing out 
               petitions, etc.

               EXT. CAMPUS BUILDING - DAY - LONG SHOT

               Elaine comes out. She walks, carrying her books, in Ben's 
               direction.

               SHOT - BEN

               He sees her and stiffens.

               SHOT - ELAINE

               Approaching from the distance.

               SHOT - BEN

               He stands.

               SHOT - ELAINE

               As she walks, she is joined by another GIRL with whom she 
               converses as they walk.

               SHOT - BEN

               Watching. He takes a step forward.

               SHOT - ELAINE AND GIRL

               As they approach, they are joined by a tall BOY with a beard.

               SHOT - BEN

               He starts toward them, falters, straightens himself.

               SHOT - ELAINE, GIRL, BOY

               They are getting quite near. Suddenly they are joined by 
               THREE AFRICAN EXCHANGE STUDENTS, in tribal robes.

               They all greet each other and continue to walk toward us.

               SHOT - BEN

               He looks at the massed group moving toward him, horror taking 
               over his face. He starts forward. As he passes Elaine and 
               her friends he seems to take a deep breath and hold it.

               She stops and slowly turns to look in his direction. Her 
               companions also stop. Ben changes his direction and makes a 
               circle to his left as though he has just changed his mind.  
               He looks at her. He does not stop walking.

               He makes a slow circle around her as he speaks.

                                     BEN
                         Elaine. Hey -- what a surprise.
                              (not quite looking at 
                              her)
                         Say -- I thought I remembered that 
                         you were going to school up here -- 
                         well -- we'll have to get together 
                         sometime -- I'll be up here myself 
                         for a little while.

               SHOT - BEN'S POV

               Elaine and the others staring at him.

               SHOT - BEN

                                     BEN
                         -- it certainly has been nice -- I 
                         think I'm late -- yes, I am --

               He turns and walks away from them. They stand still watching 
               them go. He starts to walk faster and faster.

               They watch him as he gets further and further away and then 
               breaks into a run. He disappears in the distance.

               SOUND: Footsteps running, a door opening and closing, 
               footsteps running upstairs, a door opening and slamming.

                                                                    CUT TO:

               INT. ROOMING HOUSE - BEN'S ROOM - DAY

               Ben leans with his back against the closed door, breathing 
               heavily.

                                                               DISSOLVE TO:

               EXT. VARIOUS CAMPUS LOCATIONS - DAY - SERIES OF SHOTS

               Ben following and watching Elaine.

                                                               DISSOLVE TO:

               INT. TELEGRAPH STREET RESTAURANT - DAY

               Ben is sitting at a table by the window through which we can 
               see the street. He is drinking a beer. Other tables are filled 
               with students having animated discussions.

               Ben starts to pour some beer from the bottle into the glass.  
               He stops as he sees something through the window.

               He leans forward.

               Elaine comes out of a bookstore across the street. She crosses 
               the street and moves to a bus stop. He stands, fumbles in 
               his pocket for money, puts a dollar on the table and rushes 
               out.

               EXT. RESTAURANT TELEGRAPH STREET - DAY

               Ben comes out of the door just as Elaine gets into a bus and 
               the doors close behind her.

               The bus starts off. Ben runs after it. The bus gets to the 
               next corner and stops for a red light. Ben catches up with 
               it, runs to the front door and knocks on the door. The door 
               opens and he climbs in.

               INT. BUS NO. 1 - DAY - SHOT ELAINE

               She is seated next to an OLDER LADY by the window immediately 
               in front of the rear exit door. She keeps looking out the 
               window, almost holding her breath as she hears:

                                     BEN'S VOICE
                              (getting closer as he 
                              moves past people 
                              toward her)
                         Excuse me -- I'm sorry -- I wonder 
                         if I could get by -- excuse me --

               There is a pause and then, immediately behind her:

                                     BEN'S VOICE
                              (cheerfully)
                         Well -- how about this for a 
                         coincidence.

               NEW ANGLE

               Ben's face is right behind Elaine, between her and the older 
               lady sitting next to her. Ben is standing on the steps to 
               the rear exit door. Elaine continues to look out the window.

                                     BEN
                              (leaning in a little)
                         I was wondering where you were headed.

               Elaine doesn't answer. The lady sitting next to Elaine takes 
               a look at her, turns around and looks at Ben, then looks at 
               Elaine again.

                                     ELAINE
                         I'm meeting someone.

                                     BEN
                         Ah. Where?

               She doesn't answer.

                                     BEN
                         Where are you meeting this person?

                                     ELAINE
                         At the Zoo.

                                     BEN
                         The Zoo. They have a pretty good one 
                         here, do they?

                                     ELAINE
                         I've never been to it.

                                     BEN
                         Oh. Well, I haven't either. I might 
                         just ride out there with you.

               Hold on them riding.

                                                                    CUT TO:

               EXT. ZOO - DAY

               Ben and Elaine are walking along in front of one of the 
               outside animal cages. Ben is walking a step or two behind 
               Elaine. He is darting glances to the right and left.

                                     BEN
                         Is that him over there?

                                     ELAINE
                         No.

                                     BEN
                         Where did he say he was going to 
                         meet you?

                                     ELAINE
                         I thought he said by the monkey house.

                                     BEN
                         Oh.

               She stops. Ben stops.

                                     ELAINE
                         Benjamin -- I would like to know 
                         what you're doing here.

                                     BEN
                         Here? In Berkeley?

                                     ELAINE
                         Yes.

                                     BEN
                         Well, I have this very pleasant room 
                         on Carter Street -- and I've been 
                         getting to some classes --

                                     ELAINE
                         But you're not enrolled.

                                     BEN
                         No. I just sit in. They don't seem 
                         to mind. They've been very congenial 
                         about it.

               She looks at him and starts to shake her head.

                                     ELAINE
                         Benjamin -- you're -- I don't know 
                         what to say -- you're --

                                     BEN
                         Maybe we could get together some 
                         time and talk about it.

                                     ELAINE
                         -- really incredible --

                                     BEN
                         Here he comes.

                                     ELAINE
                         What?

                                     BEN
                         I've got a real feeling that this is 
                         the fellow.

               Elaine looks. A good-looking young man is striding briskly 
               toward them. It is CARL SMITH.

                                     CARL
                              (waving)
                         Elaine!

                                     BEN
                         He certainly is a good walker.

               Carl strides up to them. He takes the pipe out of his mouth 
               and puts it in his pocket. He reaches out and takes Elaine's 
               hands.

                                     CARL
                         Am I late? I'm sorry.

                                     BEN
                         We thought you said by the monkey 
                         house.

               Carl frowns and looks up over Elaine's shoulder at Ben.

               Ben smiles.

                                     ELAINE
                         This is Benjamin Braddock. Carl Smith. 
                         Benjamin rode here with me on the 
                         bus.

                                     CARL
                         Glad to meet you, Ben.

               Ben steps forward and grasps Carl's hand.

                                     BEN
                         Great meeting you, Carl.

               Carl steps back and puts an arm around Elaine's shoulder.

               The three of them look at each other for a moment.

                                     BEN
                         Swell seeing you. Have a good time.

               Ben turns and starts walking back the way he came. Carl and 
               Elaine turn and go in the opposite direction. Ben stops after 
               a few steps and walks over to one of the cages. He grips the 
               rail with his hand and looks back at:

               SHOT - CARL AND ELAINE

               Walking away, his arm over her shoulder, his other hand 
               gesturing with the pipe in it as he talks.

               SHOT - BEN

               As he watches them go. His artificial smile disappears.

               The agony is such that he has to steady himself with his 
               hand on the rail. He turns his face away, toward the cage. 
               There is an animal in it, staring at Ben. They look at each 
               other. There is a box -- an automatic device with a recorded 
               description of the animal -- that begins to deliver its 
               RECORDED MESSAGE.

                                                               DISSOLVE TO:

               INT. ROOMING HOUSE - BEN'S ROOM - DAY

               Ben is standing by the window, looking out.

               EXT. ROOMING HOUSE - STREET - DAY

               SHOT - THROUGH THE WINDOW

               Elaine is walking up the street toward the rooming house.

               INT. ROOMING HOUSE - BEN'S ROOM - DAY - SHOT - BEN

               He jumps to the other side of the window and peers out 
               carefully.

               EXT. ROOMING HOUSE - STREET - DAY - SHOT - THROUGH THE 
               WINDOW

               Elaine turns in and disappears into the rooming house front 
               door below.

               INT. ROOMING HOUSE - BEN'S ROOM AND HALLWAY - DAY - SHOT

               BEN

               He runs to the bed and puts the covers back into place.

               He goes to the window sill, picks up an empty beer can, 
               crosses to the bureau, opens a bureau drawer. He crosses to 
               the wastepaper basket under the sink, bends down and takes a 
               newspaper out of it. He crosses to the chair and sits down. 
               He holds the newspaper in front of him. It is hopelessly 
               crumpled. He gets up, crosses to the bureau, opens a drawer 
               and takes out a traveling iron.

               He kneels down, puts the newspaper on the floor and tires to 
               straighten it out with the iron.

               There is a KNOCK on the door. He rises, puts the iron back 
               in the drawer as quietly and quickly as he can, then back to 
               the chair, sits down and holds the newspaper on his lap.

                                     BEN
                         Come in.

               There is another KNOCK. Ben crosses to the door and opens 
               it. Elaine is standing in the hall.

                                     ELAINE
                         I want to ask you a question.

                                     BEN
                         Come in.

                                     ELAINE
                         No. I want to know why you're here 
                         in Berkeley?

                                     BEN
                         Because -- I am.

                                     ELAINE
                         Is it because I'm here?

                                     BEN
                         What do you think?

                                     ELAINE
                         I think it is.

               Ben nods.

                                     ELAINE
                         I said I think it is.

                                     BEN
                         All right then! Yes!

                                     ELAINE
                         Well, I want you to leave.

                                     BEN
                         Elaine -- I love you.

                                     ELAINE
                              (looking down)
                         How could you do that, Benjamin?

               Ben moves in behind her and puts his hand on her arm.

                                     ELAINE
                         Do you just hate everything? How 
                         could you possibly rape my...

                                     BEN
                         What?

                                     ELAINE
                         I don't understand --

                                     BEN
                         Did you say rape her?

                                     ELAINE
                         -- how you -- how anyone -- could do 
                         a thing like that.

                                     BEN
                         What did she say?

                                     ELAINE
                              (holding his arm)
                         Let me go.

                                     BEN
                         You've got to tell me what she said.

               He touches her hair.

                                     ELAINE
                         Why?

                                     BEN
                         Because it isn't true.

                                     ELAINE
                         I don't feel well.

               Ben pushes her down softly onto the bed. He kneels along 
               side her.

                                     BEN
                         Tell me.

               Ben sits next to her and puts his hand on her shoulder.

                                     ELAINE
                         She said she was having a drink in 
                         the hotel with a friend. You waited 
                         for her in the parking lot and told 
                         her she was too drunk to drive home 
                         and that you would get her a room 
                         for the night.

                                     BEN
                         Then what?

                                     ELAINE
                         Then you took her upstairs and you 
                         raped her.

                                     BEN
                         Elaine -- that is not what happened.

               She puts her hands on his shoulder.

                                     ELAINE
                         Please let me go.

                                     BEN
                         All right -- but listen to me. What 
                         happened was there was this party at 
                         my parents. I drove your mother home -- 
                         then we went upstairs to see your 
                         portrait --

               Elaine tightens her arms around his neck.

                                     ELAINE
                         Don't tell me --

                                     BEN
                         -- and when we got up in the room 
                         she starts taking her her clothes 
                         off -- and --

                                     ELAINE
                         Benjamin -- this is my mother!

                                     BEN
                         -- suddenly there she was without 
                         any clothes on -- I mean really naked --

               Ben is almost lying on top of her. Elaine screams -- a long, 
               loud scream. Ben looks at her. He leaps off the bed and runs 
               to the sink. He fills a glass with water and brings it to 
               Elaine. He starts toward the door.

               SOUND OF FOOTSTEPS on the stairway and in the hall.

               Ben goes to the closet, opens the door, takes a jacket from 
               a hanger and puts it on.

               SOUND: A KNOCK on the door.

                                     MR. MCCLEERY'S VOICE
                         What's going on in there?

               Elaine sits up and drinks the water. Ben looks at her then 
               goes to the door and opens it.

                                     BEN
                         Oh -- hello, Mr. McCleery.

                                     MR. MCCLEERY
                         Who screamed?

                                     BEN
                         It's all right, Mr. McCleery.

                                     MR. MCCLEERY
                         Screaming isn't all right. Not in my 
                         house it isn't.

                                     BEN
                         It was just a visitor. But it's all 
                         right now.

               Several BOYS are gathering in the hallway trying to see into 
               the room. Ben edges through the door into the hallway.

               INT. ROOMING HOUSE HALLWAY - DAY

                                     MR. MCCLEERY
                         What did you do to her?

                                     BEN
                         Look -- she's all right. She's upset 
                         and she screamed. But she's okay 
                         now.

                                     A BOY
                         Shall I get the cops?

                                     BEN
                         What?

                                     A BOY
                         I'll get the cops.

               He starts for the stairs.

                                     BEN
                         Hey -- wait a minute. Now damn it -- 
                         look.

               He opens the door a little way. They all try to see in.

                                     BEN
                         See -- she's just having some water. 
                         Now there's no need for the cops or 
                         anything.

                                     MR. MCCLEERY
                         All right, boys -- I think you can 
                         get back to your rooms. I don't think 
                         we'll have any more of this agitation. 
                         Will we, Braddock?

                                     BEN
                         No, sir.

               The boys start back to their rooms. Mr. McCleery and Ben 
               stand and look at each other for a few seconds.

                                     MR. MCCLEERY
                         I want you out of here.

               Mr. McCleery turns away and walks down the hall and starts 
               down the stairs.

                                     BEN
                         Mr. McCleery?

                                     MR. MCCLEERY
                         You heard me. Out of here.

                                     BEN
                         What for?

                                     MR. MCCLEERY
                              (going down the stairs)
                         Because I don't like you.

               Mr. McCleery disappears down the stairs. Ben turns and goes 
               back into the room.

               INT. ROOMING HOUSE - BEN'S ROOM - DAY

               Elaine is standing at the sink. She is putting water on her 
               face. Ben goes to the closet and takes out his suitcase and 
               carries it to the bed.

                                     ELAINE
                         I'm sorry I screamed.

               Ben opens the suitcase.

                                     ELAINE
                         Benjamin, when you came up here, 
                         what did you think was going to happen 
                         between us?

                                     BEN
                         Elaine -- right now I don't feel 
                         like talking much. I'm sorry about 
                         everything but I think I'll just do 
                         this now.

               He stands, looking into the empty suitcase.

                                     ELAINE
                         Can I just sit here while you're 
                         packing?

                                     BEN
                         If you want.

               Elaine sits in the chair. She watches him as he goes to the 
               bureau, takes some shirts from a drawer and puts them in the 
               suitcase, then goes back to the bureau. He gets down on his 
               knees and looks under the bureau.

                                     ELAINE
                         What are you looking for?

                                     BEN
                         My belt.

                                     ELAINE
                         Don't you have it on?

                                     BEN
                         No. I have two. The other one is the 
                         one I'm looking for.
                              (he reaches under the 
                              bureau)
                         What's this?
                              (he brings out a marble)
                         It's from my grandmother.

                                     ELAINE
                         The marble?

                                     BEN
                         The belt I'm looking for was from my 
                         grandmother.

                                     ELAINE
                         Oh.

               Ben takes the marble to the suitcase and packs it.

                                     ELAINE
                         What are you going to do now?

                                     BEN
                         I don't know.

               He goes back to the bureau, gets some socks and underwear 
               and carries them to the suitcase.

                                     ELAINE
                         Are you going home?

                                     BEN
                         No.

                                     ELAINE
                         Well -- where are you going?

               He goes back to the bureau, opens a drawer, takes out some T-
               shirts and the beer can and carries them to the suitcase.

                                     BEN
                         Elaine -- you're going to have to 
                         stop asking me that.

               He packs the T-shirts, then carries the beer can back to the 
               bureau and puts it back in the drawer, takes some ties from 
               the drawer and crosses to the suitcase. Elaine gets up, goes 
               to the door and opens it.

                                     ELAINE
                         I don't want you to leave tomorrow.

                                     BEN
                         I don't understand.

                                     ELAINE
                         I don't want you to go anywhere until 
                         you have a definite plan.

                                     BEN
                         But Elaine --

                                     ELAINE
                         Goodbye.

               She walks out, shutting the door behind her. He crosses to 
               the window.

               EXT. ROOMING HOUSE STREET - DAY

               Past Ben, through the window, we see Elaine walking away.

               She walks the length of the street and disappears.

                                                               DISSOLVE TO:

               INT. ROOMING HOUSE - BEN'S ROOM - NIGHT

               Ben asleep in his bed. Suddenly he sits up.

               SHOT - ELAINE

               Standing in the darkness by the door.

                                     BEN
                         What's happening?

               He gets out of the bed.

                                     ELAINE
                         Benjamin?

                                     BEN
                         What?

                                     ELAINE
                              (taking a step forward)
                         Will you kiss me!

               He goes to her and they kiss.

                                     BEN
                         Will you marry me?

               She shakes her head.

                                     BEN
                         You won't?

                                     ELAINE
                         I don't know.

                                     BEN
                         But you might.

                                     ELAINE
                         I might.

                                     BEN
                         Is that so? You might marry me?

                                     ELAINE
                         Yes.

                                     BEN
                         When?

                                     ELAINE
                         I don't know.

                                     BEN
                         How about tomorrow? I don't mean to 
                         be pushy but --

                                     ELAINE
                         I don't know. I don't know what's 
                         happening.

                                     BEN
                         You mean you're confused?

               She nods.

                                     BEN
                         Well -- look -- don't be confused. 
                         We're getting married.

                                     ELAINE
                         I don't see how we can.

                                     BEN
                         We just can.

                                     ELAINE
                         I have to go back now.

               She goes to the door.

                                     BEN
                         Elaine -- are you serious about this?

                                     ELAINE
                         I'll think about it.

                                     BEN
                         You really will?

                                     ELAINE
                         Yes.

               She opens the door and steps into the hall. He goes to the 
               door.

                                     BEN
                         Well -- let's get together sometime.

               He closes the door.

                                     BEN
                         Good God!

                                                               DISSOLVE TO:

               INT. ROOMING HOUSE DOWNSTAIRS HALL - DAY - CLOSEUP OF 
               TELEGRAM

               addressed to MR. BENJAMIN BRADDOCK SOUND: FOOTSTEPS descending 
               stairs. Someone WHISTLING.

               The FOOTSTEPS and WHISTLING get nearer and stop.

               Hands come in and pick up telegram, open the envelope and 
               unfold, the telegram reads:

               LEAVE BERKELEY IMMEDIATELY 
               OR SERIOUS REPEAT SERIOUS 
               TROUBLE WILL RESULT. 
                   MRS. G. L. ROBINSON

               PAN UP TO BEN. He crumples the telegram in his hand.

                                                                    CUT TO:

               EXT. CAMPUS NEAR CLASSROOM BUILDING - DAY

               CLOSE UP ONE BEN'S HAND fiddling with the crumpled telegram.

               Students are moving quickly from building to building.

               Ben is walking alongside Elaine.

                                     BEN
                         We could go down and get our blood 
                         tests tomorrow.

                                     ELAINE
                         Tomorrow?

                                     BEN
                         Or this afternoon. It's a good day 
                         for it.

                                     ELAINE
                         Benjamin -- I haven't even said I'll 
                         marry you yet.

                                     BEN
                         We'll need our Birth Certificates. I 
                         happen to have mine with me. Where's 
                         yours?

               They move up the steps of a classroom building. Ben pushes 
               through a lot of students to keep up with Elaine.

                                                                    CUT TO:

               INT. CLASSROOM BUILDING CORRIDOR - DAY

               They walk down a corridor. On each side are open doors to 
               classrooms with students filing into each of them.

                                     ELAINE
                         I just don't think it would work.

                                     BEN
                         Why wouldn't it?

               A bell rings. Elaine turns into one of the doors. Ben is 
               left in the hall. He looks around. All the doors in the 
               classrooms close. He leans against the wall.

               ANOTHER ANGLE - BEN

               Standing poised by the door. The bell rings. The classroom 
               doors open and students start to file out. Elaine comes out 
               of the classroom.

                                     BEN
                         Why wouldn't it?

                                     ELAINE
                         I just don't think it would...

               Elaine starts walking down the corridor towards the exit 
               door.

               Ben follows her, moving out of the way of the other students.

                                                                    CUT TO:

               INT. GYMNASIUM - DAY

               Elaine and twenty other girls are in basketball uniforms.

               Two teams of girls are playing basketball. Elaine sits on 
               the bench, watching. Ben stands behind her. The girls are 
               shouting and clapping and jumping up and down.

                                     BEN
                         Tomorrow then -- can we get our blood 
                         tests tomorrow morning?

               She turns and looks at him.

                                     ELAINE
                         Why don't you just drag me off if 
                         you want to marry me so much?

                                     BEN
                         Why don't I just drag you off? All 
                         right -- I will. Right after we get 
                         the blood tests.

                                     ELAINE
                         Well -- I have to see Carl first.

                                     BEN
                         Carl who?

               Elaine jumps up, applauding a shot.

                                     BEN
                         Carl who?

                                     ELAINE
                         Carl Smith. He's a medical student. 
                         We've known him for years.

                                     BEN
                         Who -- that guy at the Zoo?

                                     ELAINE
                         Yes.

                                     BEN
                         Why do you have to see him?

                                     ELAINE
                         Well -- I said I might marry him.

               Elaine and several other girls run onto the court as a number 
               of girls run off the court to the bench.

                                     BEN
                              (yelling after her)
                         You WHAT?

                                                                    CUT TO:

               INT. LIBRARY - DAY

               Ben is seated across a study table from Elaine. There are 
               many other students scattered around the room.

                                     BEN
                         How did he do it? Did he get down on 
                         his knees? He didn't get down on his 
                         knees, I hope.

                                     ELAINE
                         No, Benjamin.

                                     BEN
                         Well, what did he say? I'm curious.

                                     ELAINE
                         He said he thought we'd make a pretty 
                         good team.

                                     BEN
                         Oh no. He said that.

                                     ELAINE
                         Shhhh.

                                     BEN
                         Where did he do it?

               She starts to get up.

                                     BEN
                         I'd like to know where it happened?

               She starts to move away.

                                     BEN
                         It wasn't in his car, was it?

                                                                    CUT TO:

               EXT. WENDELL HALL - DAY

               Ben and Elaine are standing at the entrance.

                                     BEN
                         Are we getting married tomorrow?

                                     ELAINE
                         No.

                                     BEN
                         The day after tomorrow?

                                     ELAINE
                         Maybe we are and maybe we aren't.

               She goes through the doorway into Wendell Hall. Ben remains 
               standing in exactly the same position. After a few moments 
               the door opens and Elaine comes out, steps quickly to Ben, 
               kisses him, then runs back inside. Ben turns and starts away 
               from the door. The door opens again. Ben turns back and takes 
               a step toward the door, smiling expectantly. A tall bearded 
               MAN comes out and goes past Ben. Ben breaks up.

                                                                    CUT TO:

               EXT. BERKELEY STREET - DAY

               Through the window of a hippy jewelry store we see a 
               saleswoman modeling a ring for Ben. He nods, she takes it 
               off, puts it in a box and gives it to him. He pays for it 
               and exits PAST CAMERA, WHISTLING.

               INT. ROOMING HOUSE - DOWNSTAIRS - NIGHT

               Ben enters carrying four oddly shaped boxes and some flowers.

               INT. ROOMING HOUSE STAIRS AND BEN'S ROOM - NIGHT

               Ben is whistling happily as he runs up the stairs two at a 
               time. He opens the door to his room and steps in. The room 
               is dark. The figure of a MAN is silhouetted against the 
               window. Ben freezes just inside the door. There is a long 
               pause.

                                     MR. ROBINSON
                              (clearing his throat)
                         Do you want -- do you want to try 
                         and tell me why you did it?

                                     BEN
                         Mr. Robinson?

                                     MR. ROBINSON
                         Do you have a special grudge against 
                         me? Do you feel a particularly strong 
                         resentment for me?

                                     BEN
                         No, it's not --

                                     MR. ROBINSON
                         Is there something I've said that's 
                         caused this contempt? Or is it just 
                         the things I stand for that you 
                         despise?

                                     BEN
                         It was nothing to do with you, sir.

                                     MR. ROBINSON
                         Well, Ben, it was quite a bit to do 
                         with me.

               Ben takes a step forward.

                                     BEN
                         Now look -- please --

                                     MR. ROBINSON
                         Ben, I think we're two civilized 
                         human beings. Do you think it's 
                         necessary to threaten each other?

                                     BEN
                         I am not threatening you.

                                     MR. ROBINSON
                         Do you want to unclench your fists, 
                         please? Thank you. I can see in the 
                         dark, you know. I've been here quite 
                         a while.

                                     BEN
                         I am trying to tell you I have no 
                         personal feelings about you, Mr. 
                         Robinson. I am trying to tell you I 
                         do not resent you.

                                     MR. ROBINSON
                         You don't respect me terribly much 
                         either, do you?

                                     BEN
                         No, I don't.

                                     MR. ROBINSON
                         Well, I don't think we have a whole 
                         lot to say to each other, Ben. I do 
                         think you should know the consequences 
                         of what you've done. I do think you 
                         should know that my wife and I are 
                         getting a divorce soon.

                                     BEN
                         But why?

                                     MR. ROBINSON
                         Why?

                                     BEN
                         It shouldn't make any difference 
                         what happened.

                                     MR. ROBINSON
                         That's quite a statement.

                                     BEN
                         Listen to me. We got -- we got into 
                         bed with each other. But it was 
                         nothing. It was nothing at all. We 
                         might -- we might just as well have 
                         been shaking hands.

                                     MR. ROBINSON
                         Shaking hands. Well, that's not saying 
                         much for my wife, is it?

                                     BEN
                         You miss the point.

                                     MR. ROBINSON
                         Don't shout at me, Ben.

                                     BEN
                         The point is -- I don't love your 
                         wife. I love your daughter, sir.

                                     MR. ROBINSON
                         Well -- I'm sure you think you do, 
                         Ben, but after a few times in bed 
                         with Elaine I feel quite sure you'd 
                         get over that as quickly as you --

                                     BEN
                         HUH?

                                     MR. ROBINSON
                         I think I've talked about this enough.  
                         I don't know how far I can go, Ben. 
                         I don't know if I can prosecute or 
                         not, but I think maybe I can. In the 
                         light of what's happened I think 
                         maybe I can get you behind bars if 
                         you ever look at my daughter again. 
                         I have seen Elaine and I have spent 
                         the afternoon taking steps to 
                         insure...

               Mr. Robinson climbs across the bed to get to the door.

               Ben takes a step toward him.

                                     MR. ROBINSON
                         Stay away from me, Ben!

               Mr. Robinson stands at the door.

                                     MR. ROBINSON
                         I don't want to mince words with 
                         you. As far as Elaine's concerned 
                         you're to get her out of your filthy 
                         mind right now. Is that perfectly 
                         clear to you? That's all, Ben. You'll 
                         pardon me if I don't shake hands 
                         with you.

               Mr. Robinson opens the door and starts into the hall.

                                     MR. ROBINSON
                         I think you are filth.

               Mr. Robinson turns back from the hall.

                                     MR. ROBINSON
                         I think you are scum.

               Mr. Robinson starts down the stairs. Mr. McCleery is standing 
               on the stairway, listening.

                                     MR. ROBINSON
                         You are a degenerate!

               Mr. Robinson turns and goes down the stairs, past Mr. McCleery 
               who looks up at Ben.

               SHOT - BEN

               He walks to the door, looks out into the hall at Mr. McCleery, 
               then shuts the door. Ben goes to the window and looks out.

               EXT. ROOMING HOUSE STREET - NIGHT - WHAT HE SEES

               On the street below, Mr. Robinson getting into a cab.

               INT. ROOMING HOUSE - BEN'S ROOM - NIGHT - SHOT - BEN

               He runs out of his room.

               INT. ROOMING HOUSE HALL AND STAIRS - NIGHT

               Ben runs down the stairs. Mr. McCleery is standing by the 
               pay phone.

                                     BEN
                         Mr. McCleery -- do you have some 
                         change? I need to use the phone?

                                     MR. MCCLEERY
                         I want you out of here.

                                     BEN
                              (takes out some money)
                         Look -- I'll give you ten dollars 
                         for a dime -- I'll give you twenty -- 
                         for God's sake, will you let me use 
                         that phone?

                                     MR. MCCLEERY
                         I am going to call the police now.

                                     BEN
                         Could I make one phone call first?

                                     MR. MCCLEERY
                         Get out!

               Ben stuffs the money back in his pocket and runs down the 
               stairs and out of the building. Through the door we see him 
               run down the street and out of sight.

                                                                    CUT TO:

               INT. WENDELL HALL - DAY - CLOSEUP - LADY RECEPTIONIST # 2

                                     LADY RECEPTIONIST #2
                              (hanging up phone)
                         Elaine Robinson has left the school.

                                                                    CUT TO:

               CLOSEUP - BEN

               Ben reacting.

                                     LADY RECEPTIONIST #2
                         Her roommate is coming down with a 
                         note for you.

               INT. WENDELL HALL - CORRIDOR - DAY - LONG SHOT

               The elvator at the end of the hall opens and a fat GIRL walks 
               toward us with an envelope in her hand. She walks into CAMERA.

                                                                    CUT TO:

               EXT. ROAD NO. 1 TO LOS ANGELES - DAY

               Ben driving his car (right to left) SOUND: An ENVELOPE being 
               RIPPED OPEN.

                                     ELAINE'S VOICE
                              (over)
                         Dear Benjamin -- I promise you some 
                         day I will write a long letter about 
                         everything but right now I can't 
                         think and all I can say to you is 
                         please forgive me because I know 
                         what I'm doing is the best thing for 
                         you. My father is so upset you've 
                         got to understand. I love you, but 
                         it would never work out.

               EXT. STREET NO. 2 - NEAR ROBINSON HOUSE - NIGHT

               Ben's car is parked two blocks from the Robinson house. Ben 
               has just left the car and is making his way to the Robinson 
               backyard.

               EXT. ROBINSON BACKYARD - NIGHT

               Ben climbs a fence into the backyard and moves to the house.

               He looks up at Elaine's bedroom window.

                                     BEN
                              (a whispered shout)
                         Elaine -- Elaine --

               He picks up a pebble and throws it at the window.

               ANGLE ON BEN

               He moves to the back door, takes off his shoes, puts them 
               into his jacket pockets, tries the back door. It opens and 
               he goes in.

               INT. SUNROOM - NIGHT

               There are no lights. Ben moves through the house into the 
               hall and up the stairway.

               INT. ROBINSON UPSTAIRS HALL - NIGHT

               Ben goes to the door of Elaine's room and looks in. There is 
               a light on in the room and the sound of someone moving around.  
               He goes in.

                                     BEN
                         Elaine?

               INT. ELAINE'S ROOM - NIGHT

               As Ben moves further into the room, Mrs. Robinson, carrying 
               some of Elaine's clothes, comes out of Elaine's closet and 
               moves past Ben.

                                     MRS. ROBINSON
                         Hello, Benjamin.

               She does not stop, but walks casually past him into the hall.

               INT. ROBINSON UPSTAIRS HALL AND MRS. ROBINSON'S ROOM - NIGHT

               Ben follows her through the hall into Mrs. Robinson's room.

                                     BEN
                         Where is she?

               MRS. ROBINSON'S ROOM - NIGHT

               Mrs. Robinson, without stopping, puts Elaine's clothes down 
               next to a half-packed open suitcase on her bed and moves to 
               a telephone on the night table. She lifts the receiver and 
               dials zero. Ben follows.

                                     MRS. ROBINSON
                         Hello. Get me the police, please.

                                     BEN
                         Where is Elaine?

                                     MRS. ROBINSON
                         I'll be with you in a moment, 
                         Benjamin.
                              (into phone)
                         Will you send a police car to twelve 
                         hundred Glenview Road. We have a 
                         burgler here. Just a second. I'll 
                         ask him.
                              (to Ben)
                         Are you armed?
                              (into phone)
                         No -- I don't believe he is. Thank 
                         you.

               She hangs up.

                                     BEN
                         What have you done to her?

                                     MRS. ROBINSON
                         I think we have everything quite 
                         under control now, Benjamin. Would 
                         you like a quick drink before you 
                         go?

               She picks up a glass from the night table and takes a drink.

                                     BEN
                         You can't stop me from seeing her, 
                         Mrs. Robinson. I'll find her.

                                     MRS. ROBINSON
                         I'm sorry we won't be able to invite 
                         you to the wedding, Benjamin, but 
                         the arrangements have been so rushed --

                                     BEN
                         What the hell have you done?

               SOUND of SEVERAL CARS TURNING INTO DRIVEWAY.

                                     MRS. ROBINSON
                         Ahh. I don't think you'll have time 
                         for that drink after all.

                                     BEN
                         I'll find her.

                                     MRS. ROBINSON
                         I don't think so.

               The cars have reached the top of the driveway. SOUND of the 
               SQUEAL of BRAKES and CAR DOORS OPENING.

               INT. ROBINSON HALLS - NIGHT

               Ben dives head first into the hall, scrambles to his feet 
               and runs to the back of the house.

               EXT. ROBINSON BACKYARD - NIGHT

               Ben comes through the back door, runs to the back fence and 
               vaults it. Lights start to go on in the house behind him.

               EXT. STREET - NIGHT

               Ben, driving rapidly. He jams on the brakes and stops the 
               car in the middle of the street. Cars, HONKING move around 
               him as he sits, staring ahead.

                                     BEN
                         Wedding! God Damn it -- wedding!

               People are YELLING as him from the cars going by.

                                     MR. ROBINSON'S VOICE
                         Carl -- I think you and Elaine will 
                         make a good team.

                                     CARL'S VOICE
                         Your father's right, Elaine. You and 
                         I will make a darned good team.

               Ben swings the car around in a U-turn and speeds off in the 
               other direction.

               EXT. ROAD NO. 6 - TO BERKELEY - NIGHT (BECOMING DAY)

               SERIES OF SHOTS

               Ben driving rapidly (left to right) past the landmarks 
               established on the previous drive to Berkeley.

                                     WOMAN'S VOICE
                         We have two Carl Smiths. Is it Carl 
                         with a "C" or a "K"?

                                     BEN'S VOICE
                         I'm afraid I don't know.

                                     WOMAN'S VOICE
                         The Karl Smith with a "K" teaches 
                         History of Advertising --

                                     BEN'S VOICE
                         And the other?

                                     WOMAN'S VOICE
                         The one with the "C", Carl Smith 
                         Junior, is in our medical school. He 
                         lives at Gamma Delta Tau.

               EXT. FRATERNITY HOUSE - DAY

               Ben pulls up in front of the Gamma Delta Tau house. He gets 
               out of the car. He is haggard, tired and unshaven. The car 
               is mud-spattered.

               INT. FRATERNITY HOUSE - HALL AND DINING ROOM - DAY

               Ben enters the hall. Through a door can be seen a DOZEN OR 
               SO FRATERNITY BROTHERS seated at a table chowing down.

               It is breakfast. Ben walks into the dining room.

               INT. FRATERNITY DINING ROOM - DAY

               The fraternity brothers are eating and talking noisily.

                                     BEN
                         Say -- fellows --

               They stop eating and turn toward him.

                                     BEN
                         Do any of you fellows know where 
                         Carl Smith is?

                                     FRAT BROTHER #1
                         He took off in the middle of the 
                         night to get married.

               He goes back to his breakfast.

                                     FRAT BROTHER #2
                         Probably one step ahead of the 
                         shotgun.

                                     BEN
                         Do you happen to know where he's 
                         getting married? I'm supposed to be 
                         there.

                                     FRAT BROTHER #2
                         Why don't you ask Carter?

                                     BEN
                         Would you happen to know where I 
                         might find him?

                                     FRAT BROTHER #2
                         He's probably still in the sack. 
                         He's always in the sack.

               They start to laugh.

                                     FRAT BROTHER #3
                         Or in the can.

               They all laugh a great deal. Ben gives a polite smile.

                                                                    CUT TO:

               INT. FRATERNITY WASHROOM - DAY

               A large steam-filled room with a row of FRATERNITY BROTHERS 
               in front of a row of sinks, brushing, combing, shaving, etc.  
               Ben is standing at the door.

                                     MAN AT SINK
                         Hey, Carter -- where's the Make Out 
                         King getting married?

                                     CARTER'S VOICE
                              (echo sound)
                         Santa Barbara.

                                     BEN
                              (calling in the 
                              direction of Carter's 
                              voice)
                         You don't happen to know exactly 
                         where the Make Out King is getting 
                         married, do you? I'm supposed to be 
                         there.

                                     CARTER'S VOICE
                         I don't know. Maybe at his old man's 
                         home.

                                     MAN AT SINK
                         You going to the wedding?

                                     BEN
                         Yes.

                                     MAN AT SINK
                         Give the bride a message for me. 
                         Tell her to act surprised.

               A great deal of laughter follows this gem.

                                                                    CUT TO:

               EXT. ROAD NO. 1 TO SANTA BARBARA - DAY

               Ben driving (right to left). The laughter from the previous 
               scene can still be heard for a moment.

               Ben is exhausted-looking. He opens the windows, turns the 
               radio on and rubs his eyes.

               EXT. VARIOUS ROADS TO SANTA BARBARA - DAY

               SEQUENCE OF SHOTS

               The car, moving speedily (right to left) south on the Highway 
               to Santa Barbara.

               EXT. FREEWAY EXIT AND GAS STATION - DAY

               SHOT the CAR leaving the freeway under a SANTA BARBARA sign.

               The car swings onto an off ramp and down to a street, turns 
               into a gas station and stops near the office. Ben gets out 
               of the car and runs into the office.

               INT. GAS STATION OFFICE - DAY

               The clock on the office wall reads 2:05. The gas station 
               ATTENDANT is sitting reading a stock car magazine.

                                     BEN
                         Do you have a phone?

               The attendant points. Ben reaches for the phone book hanging 
               under the pay phone.

               SHOT - BRINGING PHONE BOOK UP INTO FOCUS

               The front of it says SANTA BARBARA TELEPHONE DIRECTORY.

               Ben opens it to the S's. His finger runs down to the Smiths.  
               There is at least a half a page of them.

               SHOT - THE PAGE

               Ben's finger runs up and down and stops at the name: Smith, 
               Carl W., M.D.

               SHOT - BEN

               He inserts a dime and dials. The attendant watches him.

               SOUND of BUZZING from the phone. It CLICKS open.

               SHOT - TIGHT ON BEN

                                     WOMAN'S VOICE
                         657-2036

                                     BEN
                         Hello -- who is this?

                                     WOMAN'S VOICE
                         This is Dr. Smith's answering service.

                                     BEN
                         Is the doctor anywhere?

                                     WOMAN'S VOICE
                         Well -- you see -- the doctor is at 
                         his son's wedding, but I'm sure it's 
                         over by now. He should be checking 
                         in any moment --

                                     BEN
                         Listen to me. I am Dr. Smith's brother -- 
                         Reverend Smith -- and I am supposed 
                         to perform the ceremony. I just got 
                         in -- from -- Portland -- and I've 
                         forgotten what church -- you see?

               SHOT - THE ATTENDANT

               The attendant puts down his magazine and stares.

               SHOT - TIGHT ON BEN

                                     WOMAN'S VOICE
                         Oh.  Well -- I'm not sure -- but you 
                         might try the First Presbyterian. 
                         That's on Allan Street.

                                     BEN
                         Thank you.

                                     WOMAN'S VOICE
                         I certainly hope you --

               SHOT - BEN

               Ben hangs up the phone. He turns to the attendant.

                                     BEN
                         Allan Street. Where is it?

                                     ATTENDANT
                              (suspiciously)
                         Six blocks up -- three blocks over.

               Ben runs out of the office. The attendant goes to the door.

               EXT. GAS STATION - DAY - SHOT OF BEN

               getting into car. The attendant is in the b.g.

                                     ATTENDANT
                         You need any gas, Father?

                                     BEN
                         I'm not a priest -- I'm a minister.

               The car drives out of the station.

               EXT. SANTA BARBARA STRRET - DAY

               The car comes toward us through the traffic. It stops in the 
               intersection to make the turn.

               SHOT - INT. CAR

               SOUND: THE ENGINE FAILING. Ben looks down.

               SHOT - THE GAS GAUGE

               The needle is on "E".

               SHOT - BEN

               He pumps the gas pedal.

               SHOT - THE CAR

               It makes the turn and rolls to a stop by the curb.

               SHOT - BEN

               He jumps out of the car, leaving the door open, and starts 
               to run down the street.

               EXT. STREET NEAR CHURCH - SHOT - WITH BEN AS HE RUNS

               He looks up ahead on the other side of the street.

               EXT. CHURCH - WHAT HE SEES

               The First Presbyterian Church.

               EXT. STREET IN FRONT OF CHURCH - DAY (2:15 PM) - SHOT OF BEN

               Running across the street. He stops for a moment and looks 
               around. There are a number of cars parked in front of the 
               church. Among them is Mrs. Robinson's car. Ben runs by it 
               and up the steps to the front doors of the church.

               EXT. CHURCH - DAY - SHOT OF BEN

               He pulls at the doors. They are locked. Through the glass 
               doors, we can see to the front of the church where the wedding 
               ceremony is taking place.

               EXT. SIDE OF CHURCH - DAY - SHOT OF BEN

               running around the side of the church. There are glass windows 
               and doors through which, as he runs, we can see the ceremony 
               continuing.

               EXT. BACK OF CHURCH - DAY

               Ben runs, looking for an entrance. He goes all the way around 
               the church and stops at a side door. He opens the door and 
               goes in.

               INT. CHURCH - BALCONY - DAY

               The balcony is between two huge windows, one of which looks 
               out on the lawn outside, the other looks into the interior 
               of the church where the ceremony is taking place. The sun is 
               coming through the window. Ben stops and looks through the 
               inside window. The minister is just closing the book.

               He says something and Carl and Elaine kiss.

                                     BEN
                         Oh, Jesus -- God -- no --

               He puts his hands up against the glass and slumps. The 
               minister shakes hands with Carl, then takes Elaine's hand.

               The ORGAN music starts to THUNDER.

                                     BEN
                              (straightening)
                         No!

               He moves to the center of the window and begins to POUND on 
               the glass.

                                     BEN
                         Elaine -- Elaine!

               Ben's shadow is thrown across the celebrants. They all turn 
               around and look up at him.

               INT. CHURCH - DAY - SHOT FROM FRONT OF CHURCH

               Ben is like a trapped moth, beating on the window and yelling 
               soundlessly.

               SHOT - MRS. ROBINSON

               She looks up at Ben with a small, triumphant smile.

               SHOT - MR. ROBINSON

               looking up at Ben.

               SHOT - CARL

               looking up at Ben.

               SHOT - ELAINE

               looking up at Ben. She moves down the aisle toward him, dazed.

               SHOT - ALL OF THEM

               Mr. Robinson, Carl, and Mrs. Robinson are moving toward 
               Elaine. The ORGAN is playing LOUDLY. Ben's voice can be heard 
               SHOUTING Elaine's name. The POUNDING on the glass can be 
               heard.

                                     CARL
                         Who is that guy? What's he doing?

                                     MR. ROBINSON
                         I'll take care of him.

                                     MRS. ROBINSON
                         He's too late.

               The other guests are ad-libbing their confusion.

               SHOT - ELAINE

               She turns back toward her mother, father and Carl as they 
               come toward her.

               CLOSEUP - ELAINE

               looking at them. ALL SOUND STOPS, except for Ben's voice in 
               the distance shouting "ELAINE ELAINE ELAINE."

               ELAINE'S POV - CARL

               Frozen frame.

               ELAINE'S POV - MR. ROBINSON

               Frozen frame.

               ELAINE'S POV - MRS. ROBINSON

               Frozen frame.

               SHOT - ELAINE

               Her face turning quickly to look up at Ben.

               ELAINE'S POV - BEN

               Frozen frame. His face twisted with passion, his body spread-
               eagled against the glass.

               CLOSEUP - ELAINE

               looking up at Ben.

                                     ELAINE
                              (screaming)
                         Ben!

               The SOUND of the ORGAN and the guests' VOICES starts again.

               INT. CHURCH VESTIBULE - STAIRS - DAY - SHOT - BEN

               He starts to go back down the stairs. He reaches the bottom 
               of the stairs and goes through a door which leads into the 
               vestibule of the church.

               INT. CHURCH VESTIBULE - DAY

               Mr. Robinson is waiting for Ben, crouching, his arms spread.

               Behind him is Elaine. Ben moves toward them. Mr. Robinson 
               grabs Ben around the waist. Ben twists away. Mr. Robinson 
               grabs Ben's collar and tears his jacket half off. Ben turns 
               and hits Mr. Robinson in the face. Mr. Robinson falls down. 
               Ben moves to Elaine and grabs her hand. He pulls her toward 
               the doors.

                                     BEN
                         Come on -- don't faint.

               SHOT - THE ORGANIST

               His back to the action, clawing away at the organ obliviously.

               SHOT - THE DOOR

               A man in clerical garb is guarding the door. Ben and Elaine 
               move toward the door.

                                     BEN
                         Out of my way!

               Carl steps in and grabs Ben from behind. Ben breaks Carl's 
               hold and picks up a gold cross off a nearby stand.

               He begins to swing it, advancing toward Carl. Carl backs up 
               toward the other guests.

               NEW ANGLE

               Mrs. Robinson steps to Elaine. She reaches out and takes 
               Elaine's wrist.

                                     MRS. ROBINSON
                         Elaine -- it's too late.

               Elaine pulls her hand away.

                                     ELAINE
                         Not for me.

               SHOT BEN

               He turns toward the man standing in front of the door and 
               raises the cross over his head.

                                     BEN
                         MOVE!

               The man moves away from the door. Elaine steps forward and 
               opens the door. She and Ben go out.

               EXT. FRONT OF CHURCH - DAY

               Ben jams the cross through the handles of the door. He grabs 
               Elaine's wrist.

                                     BEN
                         Run, Elaine, run!

               They start to run. Elaine trips and falls. Ben helps her up 
               and they continue to run.

               INT. CHURCH VESTIBULE - DAY

               From inside the church vestibule. Through the glass doors, 
               we can see Elaine and Ben running down the street.

               The wedding party members are tugging furiously at the jammed 
               doors. Mrs. Robinson turns toward us and calmly begins to 
               put on her gloves.

               EXT. STREET IN FRONT OF CHURCH - DAY

               Ben and Elaine running along the sidewalk. Ben holds her 
               hand and is pulling her. She still holds her flowers. They 
               run to a bus that is just closing its doors.

               SHOT - BEN

               He bangs on the closed door of the bus. The door opens.

               Ben climbs the step into the bus and pulls Elaine up after 
               him. The doors close.

               INT. BUS NO. 2 - DAY - SHOT OF BEN, ELAINE AND DRIVER

               Ben holds out a dollar bill.

                                     BEN
                         How much?

                                     DRIVER
                         Where do you want to go?

                                     BEN
                         To the end.

               The driver takes the bill and gives Ben some change.

               Ben turns and pulls Elaine along to the back of the bus.

               He pushes her into one of the seats and sits beside her.  
               Ben looks toward the front of the bus.

               BEN'S POV

               He sees the driver and the passengers, all turned around in 
               their seats and looking back at them.

               SHOT - BEN

                                     BEN
                         Let's go. Let's get this bus moving!

               SHOT - THE DRIVER

               He turns and starts the bus.

               SHOT - BEN AND ELAINE

               They are breathing heavily.

                                     ELAINE
                         Benjamin?

                                     BEN
                         What?

               She takes his hand.

               EXT. STREET IN FRONT OF CHURCH - DAY

               Through the window in the back of the bus the church can be 
               seen receding in the distance. There seem to be a number of 
               men dressed in black running around in the street in front 
               of it.

                                                                  FADE OUT:

                                         THE END