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Early Draft

THE NIGHTMARE BEFORE CHRISTMAS




Story
by
Tim Burton
Michael McDowell
Caroline Thompson

Lyrics
by
Danny Elfman

Screenplay
by
Caroline Thompson










                                                         First Draft
                                                       August 5, 1991










     FADE IN:



     PROLOGUE

     CLOSE ON:

     AN OLD-FASHIONED CALENDAR,

     the kind that used to hang in offices in the forties.  Each day
     is a tear-off page.  The dates are printed in bold black
     lettering.

     The pages of days of the year zip off -- at a rate faster than
     the eye can really register.  The impression should be of time
     whizzing by...

     Over this, SANTA CLAUS narrates....

                                 SANTA (V.O.)
               'Twas a long time ago, quite a bit to be fair
                 In a place that I'm sure you are quite unaware.

               For our story that you are about to be told
                 Began in the holiday worlds of old.

               Without holidays, goodness, how dull life would be
                 Without their distraction and pleasure and glee.

     The calendar makes a SUDDEN STOP AT

     CHRISTMAS.

     The calendar page peels back to reveal the first hint of color in
     the black and white of the year.  Smoke curls up from the chimney
     of a snow-covered cottage in a clearing of a snow-covered pine
     forest.  THE STOP IS ONLY FOR A BEAT.

     Then the calendar speeds on.

                                 SANTA (V.O.) (CONT'D)
               But our holidays are the result of much fuss
                 And hard work for the worlds that must make them for us

     The calendar STOPS again.  This time at

     VALENTINE'S DAY.

     This stop is short, but longer than the last -- as each
     subsequent stop will be.

     In Valentine-ville, FAT CUPIDS shoot arrows at distant chocolate-
     dripping hearts: target practice.

                                 SANTA (V.O.) (CONT'D)
               See, each holiday town works all year to create
                 Twenty-four special hours, fantastically great.

     Soon the calendar whirls on.  Next STOP is

     EASTER

     where it is spring.  CACKLING HENS sit side-by-side on their long
     row of nests.  In unison, choreographed like some ballet, they
     lay their pre-decorated eggs.

     The eggs then drop down a chute and land on a conveyor belt which
     carries them out ot the henhouse and into waiting Easter baskets.

                                 SANTA (V.O.) (CONT'D)
               Fleeting twenty-four hours take long to prepare,
                 A full year of planning and plenty of care.

               But now getting back to the story at hand
                 I should mention THIS POINT about holiday lands --

     The calendar flips to the

     FOURTH OF JULY.

     FIREWORKS.

     -- ABE LINCOLN fires a cannon.  The cannonball explodes mid-air,
     showering down the word, "HAPPY."

     -- BETSY ROSS uses a SPARKLER to write the word, "FOURTH."

     -- PAUL REVERE sets off the first of six rockets.  Rocket #1
     erupts into an "O."  #2 traces an "F" -- together they read "OF."
     Rocket #3 won't light.  Neither will #4, #5, or #6.  Paul Revere
     panicks.

     But PAUL REVERE'S HORSE saves the day.  He kicks off his
     horseshoes -- shooting them at the side of a wooden fence.  As
     they hit the boards each becomes a letter: "J," "U," "L," "Y."

                                 SANTA (V.O.) (CONT'D)
               For each one, way back when, was alas unaware
                 Of the others' existence, now I've said it -- so there!

     The calendar pages tear on, slowing at October 29, slowing more
     at, and stopping at the 31st.

                                 SANTA (V.O.) (CONT'D)
               But once there occurred a calamity SO GREAT!
                 When two of the worlds did collide by mistake...

     The october 31st page peels back to... nothing.  To BLACK.  We
     fall in, or perhaps it should feel more like we're swallowed up.

     TITLE SEQUENCE.

     Carved JACK O'LANTERNS come at us in the long tunnel of darkness.
     Collision seems inevitable, but in the instant before we would
     slam into them, the jack o'lanterns veer off, turning to display
     the various credits on their uncarved backsides.

     When the last jack o'lantern zooms toward us, it doesn't veer
     off.  It keeps coming and fast.  Rather than collide with it
     though -- we fall straight into one of the PUMPKINHEAD'S CARVED-
     OUT, TRIANGULAR EYES into the further black there and out...

     A CRYPT DOOR

     which opens onto the

     EXT. HALLOWEENLAND CEMETERY. NIGHT.

     The bloated orange disk of the MOON illuminates Halloweenland's
     delicately decrepit graveyard.

     REVERSE ON PUMPKINHEAD,

     giant jack o'lantern head now set on the squat vines of his many
     leafy legs.  He looks more like a spider than like anything else
     as he scuttles across the cemetery toward the big pumpkin patch.

     >>>>> THIS IS HALLOWEEN

                                 PUMPKINHEAD
                      Boys and Girls of every age
                      Wouldn't you like to see something strange?
                      Come with us and you will see...
                      This our town of Halloween!

     Pumpkinhead has reached the

     PUMPKIN PATCH

     where he drops down among his fellow pumpkins -- who all wake up
     at once -- sudden jack o'lantern mouths and eyes glowing wide for
     the chorus...

                                 PUMPKIN PATCH CHORUS
                      This is Halloween, this is Halloween!
                        Pumpkins scream in the dead of night --
                      This is Halloween, everybody make a scene
                        Trick or treat 'til the neighbors gonna die of fright!

     EXT. HALLOWEEN TOWN. NIGHT/CONTINUOUS TIME.

     Beyond the graveyard lies the little city of odd expressionist
     angles and the morbid extravaganza of Gothic manses.

                                 PUMPKIN PATCH CHORUS (V.O.) (CONT'D)
                      It's our town.  Everybody scream.
                        In this town of Halloween...

     We swoop down the street, through the creaky iron gate of a...

     EXT. DESERTED GOTHIC MANSE. NIGHT/CONTINUOUS TIME.

     We enter THROUGH A BROKEN, COBWEB-CLOGGED WINDOW into...

     INT. DESERTED GOTHIC MANSE. NIGHT/CONTINUOUS TIME.

     Many CREATURES hide in the shadows of this creepy house.  The
     camera finds them...

                                 CREATURE #1
                      I am the one hiding under your bed,
                        Teeth ground sharp and eyes glowing red.

                                 CREATURE #2
                      I am the one hiding under your stairs
                        Fingers like snakes and spiders in my hair.

     IN THE MANSE'S DECAYED PARLOR,

     every item of furniture that could conceivably serve as a coffin
     springs open -- the grandfather clock, the window seat, the sofa,
     the chaise longe, the hearth rug (covering a trap door), the
     drawers of a sideboard and out pop

     CORPSES.

     The Corpses sit bolt upright and heartily sing:

                                 CHORUS OF CORPSES
                      This is Halloween, this is Halloween,
                        Halloween...(etc)

     THE MANSE'S FALLING DOWN FRONT HALL

     is tenuously illuminated by a tarantula chandelier which clings
     to the ceiling overhead and lowers and rises according to the
     whims of its web.

     FOUR BIG VAMPIRES

     lumber in from the dark, slanty hallways that fan off the
     entrance hall.  They march in and, in formation, march OUT THE
     FRONT DOOR onto the ruins of--

     EXT. WORM-ROTTED FRONT PORCH. NIGHT/CONTINUOUS TIME

     The Vampires' bodies are huge, but their heads are small like
     insect heads and the voices that come out of heads are little,
     squeaky and high.

                                 VAMPIRES
                      In this town, we call home,
                        Everyone hail to the pumpkin song!

     As they sing they march down the rickety steps.  Out on the--

     EXT. STREET. NIGHT/CONTINUOUS TIME.

     A HEARSE passes the Manse.  Riding on top is the corpulent MAYOR
     of Halloweenland.  Not surprisingly, he's a TWO-FACED SORT OF
     GUY, revealed as each of his faces sings a line:

                                 MAYOR
                      In this town, don't we love it now
                        Everybody's waiting for the next surprise.

     While the hearse turns a

     CORNER

     and glides past an ALLEY we hear a GRAVELLY VOICE:

                                 GRAVELLY VOICE
                      'Round that corner, man,
                        Hiding in a trashcan
                      Something's waiting now to pounce and how you'll--

     The lid flies off of a trashcan and out pops the GRAVELLY-VOICED
     TRASHCAN-DWELLING MONSTER.  He's fat and slimy and grotesque.

                                 GRAVELLY-VOICED
                                 TRASHCAN-DWELLING MONSTER
                      -- Scream!  This is Halloween,
                         Red 'n black, slimy green...
                      Aren't you scared?  Well, that's just fine!

     WITCHES speed toward us on their brooms -- zipping out of the alley.

                                 WITCHES
                      Say it once, say it twice,
                        Take the chance and roll the dice
                      Ride with the moon in the dead of night (oh)

     At the street, the witches fan out and swoop past the

     HANGING TREE,

     a gigantic oak with SEVERAL HANGED MEN dangling from its broad,
     outspread branches.

     The hanging tree itself sings:

                                 HANGING TREE
                      Everybody scream, everybody scream
                        In our town of Halloween.

     The hanged men suddenly revive:

                                 HANGED MEN
                      This is Halloween, This is Halloween...

     EXT. ANOTHER STREET. NIGHT.

     A LUMPEN-LOOKING LONG-HAIRED WOMAN IN HEELS hurries away down a
     tortuously windy street.  This is SALLY.  For now, we see only
     her backside, her waist-length hair.

     Behind her, and closer to us, a GHOUL tips into view to
     demonstrate his particular talent:

                                 GHOUL
                      I am the guy with the tearaway face...

     Sally hesitates, listening.

                                 GHOUL (CONT'D)
                      Here in a flash and gone without a trace.

     Sally is about to turn around, but as the ghoul vanishes, she
     continues on her way.  We follow her.

     In a moment, a SECOND GHOUL sets upon her -- this one more
     gruesome than the last.

                                 SECOND GHOUL
                      I am the who when you call --

     This ghoul is closer, louder and Sally does turn around now --
     revealing that she's a crudely stitched together Bride Of
     Frankenstein Rag Doll.  Her balance is precarious.  Her arms
     flop.  Her mouth is a tragic slash.  She has a quavering, little
     voice:

                                 SALLY
                                              -- Who's there?

     But the second ghoul has disappeared before she sees him.  Only
     his voice remains...

                                 SECOND GHOUL'S VOICE
                      I am the wind blowing through your hair.

     Invisible fingers lift Sally's long hair.  It is with pathetic
     eagerness that she looks around for whomever is responsible for
     this.

     A THIRD GHOUL

     springs into view, then bounces skyward.  With a very
     disappointed Sally (she's sorry he's leaving), we watch him go up
     into...

     EXT. SKY. NIGHT/CONTINUOUS TIME.

     The Third Ghoul seems to reach the moon.

                                 THIRD GHOUL
                      I am the shadow on the moon at night,
                        filling your dreams to the brim with fright.

     As the Third Ghoul passes the orange disk of the moon,

     BATS

     flap out from behind it.  They sing with the Third Ghoul...

                                 THIRD GHOUL AND BATS
                      This is Halloween, This Is Halloween                        HALLOWEEN!  HALLOWEEN!

     The bats flutter off and the Third Ghoul falls back toward the
     ground.  He lands...

     EXT. HALLOWEEN TOWN SQUARE. NIGHT/CONTINUOUS TIME.

     As he hits the ground, the Third Ghoul shatters, breaking apart
     into several pieces -- globular and doughy GELATINOUS LUMPS, each
     a separate little creature.  When they sing, they have very high
     voices:

                                 GELATINOUS LUMPS
                      Tender Lumplings everywhere
                        Life's no fun without a good scare.

     Over the crest of the hill, behind the town square,

     THE CORPSES

     march into view, flanking the MAYOR'S HEARSE.

                                 CORPSES
                      That's our job, but we're not mean
                        In our town of Halloween.

     Behind the corpses come the VAMPIRES.

                                 CORPSES AND VAMPIRES
                      In this town --

     The MAYOR

     blares out his message through a P.A. SYSTEM on the hearse.

                                 MAYOR
                                     -- don't we love it now?
                      Everyone's waiting for the next surprise.

     The WITCHES come next...

                                 MAYOR, CORPSES, VAMPIRES, WITCHES
                      Skeleton Jack might catch you in the back and
                        Scream --

     The Gelatinous Lumps instantly reasemble to form the Third
     Ghoul.

                                 THIRD GHOUL
                               -- like a banshee make you jump --

     The Third Ghoul immediately bounces out of sight again...

     SALLY

     stumbles into view, still hurrying.  She sings with everyone
     else...

                                 MAYOR, CORPSES, VAMPIRES,
                                 WITCHES, SALLY
                                                  -- out of your SKIN!
                      This is Halloween, --

     SALLY

     excitedly spots someone coming -- though he's still out of view
     for us:

                                 SALLY
                                        -- Everyone scream, won't ya
                      Please make way for a special guy...

     THE OTHERS

     turn to look.

                                 MAYOR, CORPSES, VAMPIRES,
                                 WITCHES, SALLY
                      Our man Jack is --

                                 SALLY
                               -- King of the Pumpkin Patch.

                                 MAYOR, CORPSES, VAMPIRES,
                                 WITCHES, SALLY
                      Everyone hail to the Pumpkin King now.

     They part to make way for

     JACK SKELLINGTON, THE PUMPKIN KING,

     astride his SKELTON HORSE, boots set backwards in the stirrups as
     is done for the honored dead.  Jack is tall, long-limbed and
     bone-thin.  He is formally attired, and wears an elegant bat bow-
     tie.

     Sally gapes tragically at Jack.  But he rides right past without
     noticing her.

     Accompanying Jack are most of the CREATURES AND MONSTERS we've
     met, the various inhabitants of Halloweenland.  Everyone else
     falls in behind Jack -- including a stumbling, almost-left-
     behind-gawking Sally.

                                 EVERYONE
                      This is Halloween, THIS IS HALLOWEEN (etc.)

     THE HANGING TREE

     hurries to join the parade.  He brings up the rear.  The HANGED
     MEN bobble on their ever-tightening nooses, their tongues and
     eyes popping out.

     The tighter nooses make the Hanged Men's voices reed-thin and
     high -- contrasting to the enormous Hanging Tree's lone basso
     profundo:

                                 HANGING TREE AND HANGED MEN
                      In this place we call home
                        Everyone hail to the Pumpkin Song

     LATER:

     Jack Skellington is demonstrative and very excitable with highs
     that are extraordinarily high and lows that are unusually low.

     Right now he is surrounded by his ADMIRERS -- the witches in
     particular fawn over him.  Jack seems eager to please everyone,
     but, at the same time, a bit anxious to get on with it.

                                 JACK
                      Thank you!

     Sally watches htm longingly from the edge of the circle.

                                 MAYOR
                      Oh, Jack, you are such a
                      scream!
                          (turns to the assembly)
                      Isn't he?

     The assembly agrees.

                                 ASSEMBLY
                      Yes, he is!

                                 VAMPIRE
                      You make sparks fly, Jack.

                                 WITCH #1
                      You make oil boil.

                                 WITCH #2
                      You make rats shriek.

                                 JACK
                      I love that.

                                 WITCH #3
                      You make flesh crawl...

     The three witches try to outdo one another.

                                 WITCH #3
                          (quickly adds)
                      ...And wounds suppurate.

                                 JACK
                      Thank you, thank you, thank you
                      very much!

     The last witch glares triumphantly at her cronies.

                                 THIRD GHOUL
                      What an inspiration to
                      everybody!

                                 SALLY
                          (echoes)
                      An inspiration...

                                 CORPSE
                      It was our most horrific
                      Halloween ever!

     Sally sighs and starts to drift irresistibly toward Jack.
     Throughout, rag doll Sally gains substance as she gains
     conviction -- this is her first baby step toward that, not even
     perceptible, but in any case RUDELY INTERRUPTED BY --

     THE EVIL SCIENTIST

     who created her.  He takes ahold of her by one of her stitched-
     together arms.

                                 EVIL SCIENTIST
                      The deadly nightshade you
                      slipped me wore off, Sally...
                      I thought I'd find you here....

                                 SALLY
                      No!

     Sally pulls back, trying to wriggle free of the scientist's
     grasp.

                                 SALLY
                      Let go!

     But he doesn't.

                                 SALLY
                      Have it then if you must!

     With her other hand, she quickly and deftly rips out the stitches
     that attach her arm to the rest of her ... THEN RIPS THE ARM
     CLEAR OUT OF ITS SOCKET.

     SHE LEAVES THE DOCTOR HOLDING IT WHILE SHE RUNS OFF into the the
     crowd, determined to elude the Evil Scientist.  She disappears
     into the gloom in the direction of the cemetery.

     Shaking her torn-off arm, the Evil Scientist calls after her:

                                 EVIL SCIENTIST
                      You'll be back.  Sooner or
                      later you'll need this.

     JACK

     continues to congratulate and be congratulated by the various
     citizens of Halloweenland.  The Mayor interjects, looking for
     attention--

                                 MAYOR
                      Next year'll even be better,
                      you'll see.

                                 HORRIFIC-LOOKING CREATURE
                      Do you really think so, Jack?

                                 JACK
                      Of course I do.  It always is,
                      isn't it?

                                 VARIOUS MONSTERS
                      Always.

                                 MAYOR
                      We'll have to get on it
                      immediately.  No time for
                      sitting around smugly.

                                 ASSORTED MONSTERS
                      That's so true...  We've got a
                      lot of work ahead of us.

                                 MORE MONSTERS
                      Goodnight, everybody!
                      Goodnight, Jack!

     The assembly breaks up.  Jack turns to leave but his path is
     blocked by A COUPLE OF ADORABLY HIDEOUS KID MONSTERS.

                                 COUPLE OF KID MONSTERS
                          (plead)
                      Just one more time, Jack!

     Jack rattles his bones once more for the kids.  They shriek a
     gleeful shriek and scamper off.

     AT THE CORNER OF THE TOWN SQUARE,

     Jack passes a STREET BAND -- fellow skeletons down on their luck:
     an ACCORDION PLAYER, A SAX PLAYER, AND A VIOLINIST.  He tosses a
     coin into their hat.  Playing, they nod their thanks.

                                                               CUT TO:

     EXT. CEMETERY. NIGHT/LATER.

     Utterly dejected, Sally crouches behind a tombstone.  She hugs
     herself with her remaining arm.

     THE SUDDEN SOUND OF SOMEONE APPROACHING (O.S.)

     makes her freeze.  She dares to peek over the top of the
     tombstone to see who it is --

     IT'S JACK.

     The sight of him immediately comforts her.

                                 SALLY
                      Oh... it's Jack...  Look at him
                      -- he's so alive... So happy...
                      He's so filled with confidence
                      he could teach the wolves to
                      howl!

     Sally lets out a little whimper of self-pity and collapses out of
     sight behind the tombstone to feel sorry for herself...

                                 SALLY
                      He'll never notice me.  Why
                      would he?  Why should he?

     Sally hugs herself again -- as best she can with her one arm.

     JACK

     makes his way past the markers and mausoleums.  He looks around
     and, since Sally is hidden behind the tombstone, he doesn't see
     anyone.  He starts the long climb up Cemetery Ridge as he sings:

     >>>>> JACK'S LAMENT

                                 JACK
                There are few who'd deny, at what I do I am the best
                      For my talents are renowned far and wide
                When it comes to surprises in the moon-lit night,
                      I excel without ever even trying.

            With the slightest little effort of my ghost-like charms
                      I have seen grown men give out a shriek
             With the wave of my hand, and a well-placed moan,
                      I have swept the very bravest off their feet.

     Jack pauses a moment, as if letting these facts settle in, then
     heaves a huge sigh and sags miserably.

     Jack's ghost dog, ZERO, rises out of his grave, floats over to
     Jack and circles around him.  Trying to comfort his beloved
     master, he drapes himself over Jack's shoulder and lays a
     sympathetic head on him.

     Hunched over with sorrow, Jack drags his bones on up the desolate
     hill.

                                 JACK
              Yet year after year, it's the same routine
                      And I grow so weary of the sound of screams
              And I, Jack, the PUMPKIN KING!
                      Have grown so tired of the same old thing....

     Zero drifts sadly to the ground, and flattens faithfully beside
     his master -- only his shiny little jack o'lantern nose on the
     end of his pointy snout sticks up.

     Jack tragically reaches the crest of the long hill.  Zero
     follows, dragging along the ground after him.

                                 JACK
              Oh somewhere deep inside of these bones
                     An emptiness began to grow
               There's something out there far from my home
                     A longing that I've never known
                                ... I've never known.

     Jack gazes hopelessly out over Halloweenland.

     BEHIND HER TOMBSTONE,

     Sally can't believe what she's hearing.  She peeks, but hides
     again.  She listens breathlessly as

     Jack continues his soul-searching.

                                 JACK
                I'm a master of fright, and a demon of light
                      And I'll scare you right out of your pants, boy
                To a guy in Kentucky, I'm Mister Unlucky
                      And I'm known throughout England and France, boy

                And since I am dead, I can take off my head
                      To recite Shakespearian quotations
                No animal or man can scream like I can
                      With the fury of my recitations.

                But who here would ever understand
                      That the Pumpkin King with the skeleton grin
                Would tire of his crown -- if they only understood
                      He would give it all up if he only could
                                          ... if he only could

     SALLY'S

     heart goes out to Jack.  She had no idea he felt this way, no
     idea of his tragic side.  She wants to show him that he's not as
     alone as he thinks, that she understands him.  But she's timid --
     should she come out from behind the tombstone?  Dare she dare?
     Should she?  Shouldn't she?

                                 JACK
               Oh, there's an empty place in my bones
                     That calls out for something unknown
              The fame and praise, come year after year,
                     Does nothing for these empty tears
                                  ... these empty tears....

     JACK

     heads off with Zero, staggering away blind in his misery,
     while...

     SALLY,

     still crouched behind the tombstone, continues to debate with
     herself...

     Jack has left the cemetery and disappeared from sight when she
     finally screws up her courage and pops up full of determination
     and shouts:

                                 SALLY
                      JACK!  I KNOW YOU HARDLY KNOW
                      ME, BUT --

     He isn't there to hear her...  Shocked and disappointed, Sally's
     rag doll body goes floppy again.

     Her voice gets high and tiny... then trails off, almost
     tearfully...

                                 SALLY (CONT'D)
                      -- I feel the same way you
                      do...

     Sally stares sadly into the empty spot Jack so recently occupied,
     then turns and hobbles limply away.  She stops at a

     WEED-CHOKED AND DESICCATED LITTLE HERB GARDEN

     set beside a cluster of tombstones at the edge of the graveyard.
     The herbs growing there are labelled: "Henbane," "Witch Hazel,"
     "Deadly Night Shade."

     As best she can with her single arm, Sally gathers fresh sprigs
     of Deadly Night Shade.

                                                               CUT TO:

     EXT. WILDERNESS. NIGHT/LATER.

     Lost in his private tragedy, Jack lurches heedlessly forward.
     Looking around confused -- they've never been here before -- Zero
     floats quickly after, hurrying to catch up.  Whimpering, he bites
     Jack's coattails and pulls -- trying his best to get Jack to
     stop, to turn around...

                                 JACK
                      No, Zero.

     Jack pulls free.

     Trying again, Zero grabs Jack by the leg, wrapping his mouth
     around Jack's skinny shin bone.

                                 JACK
                      No.  No playing today, Zero...
                      I'm just not in the mood.

     Zero lets go and Jack marches wretchedly forward.

                                                               CUT TO:

     INT. EVIL SCIENTIST'S HOUSE. KITCHEN. NIGHT/LATER.

     CLOSE ON:

     AN EMPTY JAR MARKED "DEADLY NIGHT SHADE."

     SALLY

     drops in the fresh sprigs of the herb.

                                 EVIL SCIENTIST (O.S.)
                      Sally?

     Alarmed, Sally screws the lid back on -- as quickly as she can
     with only one arm -- and hides the jar at the back of a cabinet.

     THE EVIL SCIENTIST

     is a twisted silhouette in the doorway behind Sally.

                                 EVIL SCIENTIST
                      You came back.

     Gasping guiltily, Sally spins around.

                                 SALLY
                      Yes.

                                 EVIL SCIENTIST
                      For this.

     He holds up Sally's torn-off arm -- as well as a large shiny
     needle threaded with a long strand of thread.

                                 SALLY
                      Yes.

                                 EVIL SCIENTIST
                      Didn't I tell you?  I'm always
                      right, you know, my dear...
                      Aren't I?

                                 SALLY
                      Yes.

     Smiling his mad grin, the scientist gestures into the room behind
     him.

                                 EVIL SCIENTIST
                      Shall we?

     He makes way for Sally.

     After a beat, Sally nods.  Resigned, she trudges past him.

     He jauntily follows her.

                                                               CUT TO:

     INT. EVIL SCIENTIST'S LABORATORY. NIGHT/LATER.

     The Evil Scientist carefully sews Sally's arm back on -- evenso
     the stitches are crude and the fit awkward.  The expression on
     her face is more tragic than ever.

                                 EVIL SCIENTIST
                      You're mine, you know.  I made
                      you.

                                 SALLY
                      I know.

                                 EVIL SCIENTIST
                      If you went away, what would
                      become of me?

                                 SALLY
                      I'm grown up now.  I have to
                      leave some time.

                                 EVIL SCIENTIST
                      Of course you do, and I want
                      you to... but there's no need
                      to hurry it along, is there?

                                 SALLY
                      I can't help it.

                                 EVIL SCIENTIST
                      That's twice this month you've
                      slipped Deadly Night Shade into
                      my tea and run off.  People
                      might get the wrong idea and
                      think you're unhappy at home.

     Sally whimpers sadly.

                                 EVIL SCIENTIST
                      I do the best I can to make it
                      comfortable for us here.

                                 SALLY
                      I know.

                                 EVIL SCIENTIST
                      But I guess my best just isn't
                      good enough.

     As anxious as she is to be away from here, Sally can't bear the
     thought of hurting anybody and instinctively tries to make him
     feel better.

                                 SALLY
                      That's not true.  It's a
                      beautiful home, wonderfully
                      comfortable... I'm indebted to
                      you for everything... It's
                      just...

                                 EVIL SCIENTIST
                      Just what?

                                 SALLY
                      Just me, I suppose...  I'm
                      restless.  I can't help it.

     The scientist smiles, feeling Sally under his sway again.  He
     pats her consolingly, then finishes sewing on her arm and makes
     an elaborate knot at the end of his stitches.  He snips the
     thread and puts away his sewing kit.

                                 EVIL SCIENTIST
                      It's a phase, my dear.  It'll
                      pass.  We need to be patient,
                      that's all.

     Sally heaves a big sigh.

                                 SALLY
                      That's all....

     She looks off tragically.  Outside, it's sunrise.

                                                               CUT TO:

     EXT. FOREST. DAWN.

     Still bowed by the depth of his despair, unaware of time, or
     distance, or anything, Jack wanders through the gloom of the
     forest.  Zero floats protectively at his side.

     Suddenly, Jack is stabbed by a ray of light from the rising sun.

                                 JACK
                      Ow!

     Cringing, he stops in his tracks.  When he dares to look around
     him, it is as though he has just been woken up from a dream.

                                 JACK
                      Where am I?

     Zero barks his haunted ghost bark.  Jack seems to notice the dog.

                                 JACK
                      Zero!  Where are we?  We've
                      never been here, have we, boy?

     Jack takes a few steps one direction and looks curiously, then a
     few steps in another direction and looks -- and looks.

                                 JACK
                      It's some place new.

     Zero circles Jack, whirling him around, trying to aim him back
     toward home.  But Jack resists.  He wants to see whatever there
     is to see.

     He proceeds deeper into the woods.

                                                               CUT TO:

     EXT. JACK'S TOWER. DAY.

     The Mayor's hearse pulls up in front of Jack's tower.  The Mayor
     climbs out, arms brimming with blueprints and plans.  He struts
     to Jack's door -- his self-confident face on -- and bangs the
     knocker.

                                 MAYOR
                      Jack?!

     He waits for an answer.  There isn't any.  Even this little bit
     of suspense brings out the Mayor's other face -- this one is
     scared, self-doubting.

                                 MAYOR
                      Jack?!  You home?!

     There's still no answer.

     The mayor squints out into the street.  Clearing his throat, he
     barks confidently at PASSERS-BY:

                                 MAYOR
                           (to various passers-
                            by)
                      Have you seen Jack?...  Have
                      you seen Jack?...

     But nobody has.  He doesn't bother to ask the Street Band set up
     across the street.

     The mayor's bravado face evaporates and the whiny one takes over.

                                 MAYOR
                      Where is he?  We had an
                      appointment.

     His blustery face back on, the Mayor shouts up to Jack's room at
     the top of the tower.

                                 MAYOR
                      Jack?!  I've got the plans for
                      next year!  See?!

     He holds up the blueprints and plans he carries.

                                 MAYOR
                      I need to go over them with you
                      so we can get started!
                      Halloween'll be here again in
                      no time!  Three hundred and
                      sixty odd days fly by too fast!

     The Mayor's faces alternate in progressively rapid succession as
     panic sets in.

                                 MAYOR
                           (shouts desperately)
                      Jack!  Please!  I'm only an
                      elected official here!  I can't
                      make decisions!  Jack!  Answer
                      me!

     Ruined, the Mayor crumples.

     The ACCORDION PLAYER of the Street Band says quietly from across
     the street:

                                 ACCORDION PLAYER
                      He can't.

     The Mayor looks up.

                                 MAYOR
                      Why not?

                                 ACCORDION PLAYER
                      He's not home.

                                 MAYOR
                      Where is he?

                                 ACCORDION PLAYER
                      He hasn't been home all night.

     The Mayor tries to rouse himself, but he's shorted out,
     exhausted...

                                 MAYOR
                           (feebly)
                      Oh...

     He drops again to the sidewalk.

                                                               CUT TO:

     EXT. EVIL SCIENTIST'S HOUSE. DAY/LATER.

     Sally peers out of an upper-storey window -- expression eager and
     despairing at once.

                                                               CUT TO:

     INT. FOREST. DUSK.

     It is just before night.  Jack strides forward toward a

     DISTANT PUMPKIN SHAPE

     that seems to be carved out of the dark and outlined by glowing
     light.

     Jack can't wait to find out what it means, but Zero, warier than
     his master and far less enthusiastic about this adventure, lags
     behind.

     Arriving at the Pumpkin shape, Jack eagerly reaches out to it.
     When he touches it, it gives -- CREAKING OPEN to more woods
     beyond.  It's a DOOR.

     Zero hurries to catch up as Jack steps through the Pumpkin-shaped
     Door and out into a

     CLEARING

     in this next forest.  Awed, Jack stops dead in the middle of the
     clearing and gapes at what he sees -- there are

     MORE DOORWAYS

     etched into the trunks of the trees that ring the clearing.  To
     us, these doorways make sense -- one is shaped like an EASTER
     EGG, another like a FIRECRACKER, another like a VALENTINE,
     another like a SHAMROCK, and another like a CHRISTMAS TREE.  To
     Jack, who's never heard of the other holidays, these doorways are
     a total mystery.

     He is especially TRANSFIXED by the

     CHRISTMAS TREE-SHAPED DOOR.

     It rattles invitingly on its hinges.  Gusts of cold air blow out
     from behind it.  Snow oozes out beneath.  The drama of it draws
     Jack closer.

     Zero hesitates in the Pumpkin-shaped doorway, uneasy about
     crossing through it to the other side -- but the sight of Jack,
     striding resolutely toward the Christmas Tree-shaped door, makes
     him swoop quickly after.

     Using all his strength, Jack wrenches open the Christmas Tree-
     shaped door.  There is a moment's delay -- darkness, stillness,
     silence -- then the instantaneous fury of a

     HOWLING BLIZZARD.

     A quick blast of snow knocks Zero clear back through the Pumpkin-
     shaped doorway.

     The whipping winter wind curls around Jack's frail bones and
     SUCKS HIM IN THROUGH THE OPEN DOOR.  Jack disappears.  The
     Christmas Tree-shaped door SLAMS SHUT.

     After a beat:

     Zero pokes his head up over the lintel of the Pumpkin-shaped
     doorway and sees that Jack has vanished.  Panic-stricken, he
     streaks across the clearing to the closed Christmas Tree door.

     Crying, he scratches on the door, tries to squeeze under it (his
     vaporous body is easy, but his head and jack o'lantern nose are
     another matter), circles the tree, investigates for another
     entrance (above, below, every which way).  He tries everything in
     his ghost-dog powers to get in -- but all in vain.  He has no
     choice but to wait.  Ears cocked, he settles down to stare and
     stare at the strange door that swallowed his master....

                                                               CUT TO:

     THE WHIRLING, SNOW-SWIRLING TUNNEL OF BLACKNESS

     through which Jack FALLS.  The fall abruptly ends.  BLACK.

                                                               CUT TO:

     EXT. CHRISTMASTOWN. NIGHT.

     Jack sits up in the snow bank where he has landed.  He looks
     excitedly around.  He marvels first at the miracle of snow.

     >>>>> WHAT'S THIS?

                                 JACK
                      What's this?  What's this?
                      There's color everywhere... What's this?
                      There's white things in the air... What's this?
                      I can't believe my eyes I must be dreaming,
                      Wake up, Jack, this isn't fair... What's this?

     He cavorts excitedly in the snow, slipping and sliding and
     finally tumbling down a hill into the center of Christmastown.
     He springs up, shakes himself off, and enthusiastically explores
     the snow-blanketed village.

                                 JACK (CONT'D)
                      What's this?  What's this?
                      There's something very wrong... What's this?
                      There're people singing songs... What's this?
                      The streets are lined with
                      Little creatures laughing,
                      Everybody seems so happy,
                      Have I possibly gone daffy...?
                      What is this...?  What's this?

                      There're children throwing snowballs
                      Here instead of throwing heads.
                      They're busy building toys
                      And absolutely no one's dead.

     Here in Christmastown, every tree is a Christmas tree and each
     house is shinier and more beautifully decorated than the next.

                                 JACK (CONT'D)
                      There's frost on every window,
                      Oh, I can't believe my eyes,
                      And in my bones I feel a warmth
                      That's coming from inside...

     Jack peeks into warmly-lighted homes...  Jack uses his consummate
     Halloween trickster skills to see without being seen...

                                 JACK (CONT'D)
                      Oh, look, what's this?
                      They're hanging mistletoe... They kiss --
                      Why that looks so unique... Inspired!
                      They're gathering around to hear a story,
                      Roasting chestnuts on a fire...  What's this?

                      What's this?  In here
                      They've got a little tree... how queer!
                      And who would ever think... and why?
                      They're covering it with
                      Tiny little things, they've got
                      Electric lights on strings, and there's a
                      Smile on everyone, so now
                      Correct me if I'm wrong...
                      This looks like fun,
                      This looks like fun,
                      Oh, could it be I got my wish...?  What's this?

     Jack enters the CHILDRENS' cozy BEDROOM in one house...

                                 JACK (CONT'D)
                      Oh my, what now?
                      The children are asleep...  But look --
                      There's nothing underneath...  No ghouls
                      No witches here to scream and scare them
                                        ... or ensnare them...
                      Only cozy little things
                      Secure inside their dreamland...  What's this?

     Distracted, Jack goes off to leave the child at whom he has been
     peering suddenly wide awake and terrified...

     Jack is back outside...

                                 JACK (CONT'D)
                      The monsters are all missing
                      And the nightmares can't be found
                      And in their place there seems to be
                      Good feeling all around...

                      Instead of screams I swear I can hear
                      Music in the air.
                      The smell of cakes and pies
                      Is absolutely everywhere...

                      The sights, the sounds,
                      They're everywhere and all around...
                      I've never felt so good before...
                      The empty place inside of me is filling up
                      I simply cannot get enough.
                      I want it, oh, I want it...
                      Oh, I want it for my own.
                      I've got to know
                      I've got to know
                      What is this place that I have found?

                      WHAT IS THIS???

     Jack darts this way and that and runs and runs, trying to get his
     fill of this strange new wonderful place.

     He trips and falls and starts to roll and as he rolls he gathers
     snow -- he becomes a gigantic snowball barrelling through
     Christmas town, stopping only when he SLAMS INTO

     ONE OF TWO GIGANTIC CANDY CANES...

     between which spans a sign.  Jack bursts out of his snow ball
     only to have fresh snow dumped on him which falls from the sign
     between the two tall candy canes.

     Jack shakes himself free of this fresh heap of snow, looks up at
     the wide welcoming sign:

                          CHRISTMASTOWN

     And thoughtfully reads...

                                 JACK
                      .... Christmastown?  Hmmmmmmmm.

     Jack studies the town from this distance -- the lights glow
     heart-warmingly.

                                 JACK
                      Incredible.  I'll need proof...

     On his feet again, he slinks quietly back toward Christmastown.

                                                               CUT TO:

     EXT. HALLOWEEN TOWN SQUARE. DAY.

     A number of the worried citizens of Halloweenland have gathered.
     They chatter among themselves.  The MAYOR addresses them from the
     top of his hearse.

                                 MAYOR
                      Quiet.  Quiet now.  We all
                      agree that two days is far too
                      long for Jack to have been gone
                      without warning...  Is there
                      anywhere we've forgotten to
                      check?

                                 MONSTER WITH THE TEAR-AWAY FACE
                      I looked in every mausoleum.

                                 TWO WITCHES
                           (in unison)
                      We opened the sarcophagi.

                                 BLIND-FOLDED, EXECUTED MAN
                      I tromped through the Pumpkin
                      Patch.

                                 VAMPIRE
                      I peeked behind the Cyclops'
                      eye.

     The other citizens wheel around to look at him disbelievingly.

                                 VAMPIRE
                           (defensively)
                      I did!...
                           (then adds sadly)
                      But he wasn't there...

     Everyone sighs.

                                 MAYOR
                      It's time to sound the
                      alarms...

                                                               CUT TO:

     INT. EVIL SCIENTIST'S KITCHEN. DAY/LATER

     Outside, the alarms wail in the distance while, inside, Sally
     speedily whips up a pot of sleeping-potion soup.

     She keeps looking out the window, hoping for a hint of what's
     going on, but nothing -- not a clue.  Eager to find out, she
     hurries the soup along...

     Various spice jars are out on the counter -- among them, the one
     labelled "Deadly Night Shade," the entire contents of which she
     dumps into the pot.

                                 SALLY
                           (to herself)
                      Regular dose...  Double dose...
                      Double, double dose.  He'll be
                      able to smell a double, double
                      dose of Deadly Night Shade...
                      Anybody could.

     She studies the other jars and picks the one labelled "Frog's
     Breath."

                                 SALLY (CONT'D)
                      Frog's Breath will overpower
                      any smell.

     She opens the jar.  Recoiling from the odor, she turns aside,
     trying to escape the fumes as she pours some of the Frog's Breath
     into the soup -- but it starts to overwhelm her anyway.  She
     swoons.  Her knees buckle.

     In her swoon, she fumbles blindly among the other jars.

                                 SALLY
                           (choking)
                      Sweet Pea...  Where's that
                      Sweet Pea...  Too bitter...
                      Too bitter...

     Her hand finally locates the jar labelled, "Sweet Pea."

     The Evil Scientist calls from another room:

                                 EVIL SCIENTIST (O.S.)
                      Sally?

     Still choking, hardly able even to squeak out an answer, Sally
     struggles to open the Sweet Pea jar.

                                 EVIL SCIENTIST (O.S.)
                      Where's my soup?

     Sally finally gets the jar open.  As fast as she can, she empties
     it into the soup and hovers above the pot.  In a moment, the
     Sweet Pea takes effect and Sally's strength begins to return.

                                 SALLY
                           (gasps)
                      Coming...

                                 EVIL SCIENTIST (O.S.)
                      Good.  I'm hungry.

     Still a bit shaky, Sally reaches for one more jar.  The label on
     this one reads, "Worm's Wart."

                                 SALLY
                           (hoarsely)
                      A handful of Worm's Wart just
                      for distraction.  It'll throw
                      him off the trail for sure...

     She drops in some Worm's Wart, stirs the soup, then ladles out a
     bowlful.

                                                               CUT TO:

     INT. EVIL SCIENTIST'S LABORATORY. DAY.

     The Evil Scientist is at his lab table, peering into a microscope
     and thinking -- which, for him, involves lifting off the top of
     his skull and tickling and scrambling the brains inside.

     Sally carries in a tray holding his bowl of soup.

                                 SALLY
                      Lunch.

     The scientist impatiently gestures her over.  He replaces the top
     of his skull...

                                 EVIL SCIENTIST
                      Excellent.  Over here.  Over
                      here.  Set it down.

     She gingerly sets the tray in front of him.

     The scientist inhales a deep sniff of the steam curling off the
     soup.

                                 EVIL SCIENTIST
                      Ah...  What's that?...  Worm's
                      Wart!

     He glances suspiciously at Sally.

                                 EVIL SCIENTIST
                      What trail are you trying to
                      throw me off now?

                                 SALLY
                           (stammers; feigns
                            innocence)
                      Nothing.  W-w-what are you
                      talking about?

     The scientist pushes the bowl of soup toward Sally.

                                 EVIL SCIENTIST
                      Taste it.

                                 SALLY
                      But why?  It's your lunch.
                      There isn't much there in the
                      first place.

                                 EVIL SCIENTIST
                      Taste it.

                                 SALLY
                      No.

                                 EVIL SCIENTIST
                      Why not?

                                 SALLY
                      I'm not hungry.
                           (acts all hurt)
                      What's wrong?  I spent all
                      morning on that soup.  I
                      thought you liked Worm's Wart.

                                 EVIL SCIENTIST
                      There's nothing more suspicious
                      than Worm's Wart -- it
                      distracts one from every other
                      taste and smell.

     He dips a spoon into the soup then holds it up to Sally.

                                 EVIL SCIENTIST
                      Until you taste it, I won't eat
                      a bite.

     Sally crumples.

                                 SALLY
                      But I have to go out.
                      Something's happening out
                      there.

                                 EVIL SCIENTIST
                      Whatever it is, it's none of
                      your concern.

     He waves the spoon at her.

                                 EVIL SCIENTIST
                      Eat.

     She keeps her lips closed tight.

                                 EVIL SCIENTIST
                           (lapses into self-pity
                            mode)
                      Then we'll both starve...  An
                      old man like me, who hardly has
                      strength as it is -- me,
                      without whom... me, your own
                      father...

                                 SALLY
                      Can't you make other creations?

                                 EVIL SCIENTIST
                      I could.  Of course I could.
                      But no one would be like you...
                           (pours it on again)
                      I'll never understand how you
                      can be so cold-hearted, how you
                      can treat me this way,
                      discarding me like--

     It works.  He wears Sally down:

                                 SALLY
                           (interrupts)
                      All right...  All right...
                      I'll eat it.

     She closes her eyes and sips the soup off the spoon.

                                                               CUT TO:

     EXT. TOWN SQUARE. DUSK.

     The Mayor lies sprawled on top of his hearse, staring up at the
     sky for ideas.  He's exhausted, as are the assembled citizens of
     Halloweenland, exhausted from exhausting their alternatives when
     it comes to seeking Jack.

     The Mayor lifts his heavy head and feebly asks:

                                 MAYOR
                      Did anybody think to dredge the
                      lake?

     A recumbent corpse sits up and nods:

                                 CORPSE
                      This morning.

     The corpse flops down again.

     The mayor lets his head fall back.

     IN THE DISTANCE,

     there's a BARK (O.S.)

                                 WITCH #1
                      Hear that?

                                 WITCH #2
                      What?

     Now a DEEP RUMBLING (O.S.) can just be heard -- punctuated by
     another sharp BARK (O.S.)

                                 WITCH #3
                      Ssh!

     They listen.  More RUMBLING.  DEFINITE BARKS NOW.

                                 VAMPIRE
                           (excited)
                      Zero?!

     The sounds get louder, closer...

     The group revives.  The mayor sits up.  Before long...

     AROUND THE CORNER

     comes an ecstatic Jack driving a jaunty, Christmasland SNOW
     MOBILE, heavily laden with Christmasland memorabilia.  A joyous
     Zero loops-the-loop around his master.

                                 MAYOR AND VARIOUS CITIZENS
                      Look!  It's Jack!

                                 JACK
                      I'M BACK!

     The Halloweenland citizens gape.

                                 VAMPIRE
                      Where've you been?

                                 JACK
                      I can't wait to tell all of you
                      all about it!
                           (to the Mayor)
                      Mayor!  Call us a town meeting!

                                                               CUT TO:

     EXT. HALLOWEEN STREETS. EVENING.

     The Mayor's hearse glides through town, p.a. system blaring:

                                 MAYOR'S AMPLIFIED VOICE
                      Town meeting!  Town meeting
                      tonight!

     The hearse passes the

     DESERTED GOTHIC MANSE.

     Out stream the Creatures, Corpses, and other Vampires.

                                                               CUT TO:

     EXT. CEMETERY. EVENING.

     As the hearse passes and the announcement is heard, the
     GRAVESTONES open.

                                                               CUT TO:

     EXT. MORE HALLOWEEN STREETS. EVENING.

     The hearse threads through town past the EVIL SCIENTIST'S HOUSE.

                                                               CUT TO:

     INT. EVIL SCIENTIST'S LABORATORY. EVENING/SAME TIME.

     Sally and the Evil Scientist are both asleep -- the Evil
     scientist snores, his head on the lab table beside the now empty
     bowl; Sally has fallen asleep on her way through the doorway --
     hat on, arm half-way into the sleeve of her coat.

                                 MAYOR'S AMPLIFIED VOICE (O.S.)
                      Town meeting!  Town meeting
                      tonight!

     Neither of them hears the announcement.  Neither of them stirs.
     Their deep sleep goes on undisturbed.

                                                               CUT TO:

     EXT. TOWN HALL. NIGHT.

     The town hall is a tilted Chautauqua meetinghouse.  We HEAR the
     noise of the crowd inside and see a few Halloweenland latecomers
     hurry in.

                                                               CUT TO:

     INT. TOWN HALL. NIGHT.

     Jack stands at a podium on a stage at the end of the big meeting
     hall.  Set up beside him is a table piled high with (at this
     point) non-descripit objects.

     The murmuring crowd presses close to the stage.  Of course, Sally
     and the Evil Scientist are absent.

     Jack holds up his hands for attention.

                                 JACK
                      Listen everyone.  I want to
                      tell you about where I've been!

     He sings:

     >>>>> THE TOWN MEETING SONG

                                 JACK
                      There were objects so peculiar
                      They were not to be believed
                      All around things to tantalize my brain.
                      It's a world unlike anything I've ever seen
                      And as hard as I try...
                      I can't seem to describe
                      Like a most improbable dream...

                      But you must believe when I tell you this
                      It's as real as my skull, and it does exist.

     Turning to sort through the objects on the table, Jack speaks:

                                 JACK
                      Here...  Let me show you.

     The people press even closer.

                                 PEOPLE
                      Ohhhh....

     Jack holds up a wrapped gift:

                                 JACK
                      This is a thing called a present.
                      The whole thing starts with a box...

                                 VARIOUS PEOPLE
                      -- A box?
                      --        Is it steel?
                      --                     Are there locks?
                      -- Is it filled with a pox?
                      --                          A pox!
                      -- How delightful, a pox!

     Jack interrupts their excited babbling:

                                 JACK
                      If you please!!!

     He sings on:

                                 JACK
                      Just a box with bright colored paper
                      And the whole thing topped with a bow.

                                 VARIOUS PEOPLE
                      -- A bow?
                      --        But why?
                      --                  How ugly!
                      -- What's in it?
                      --                What's in it?

                                 JACK
                      That's the point of the thing, not to know!

                                 VARIOUS PEOPLE
                      -- It's a bat.
                      --              Will it bend?
                      -- It's a rat.
                      --              Will it break?
                      -- Perhaps it's the head that I found in the lake.

                                 JACK
                      Listen now, you don't understand.
                      That's not the point of Christmasland.

     Jack shakes his finger at them:

                                 JACK
                      Now, pay attention.

     He takes a Christmas stocking off his display table and sings
     again:

                                 JACK
                      Now we pick up an oversized sock...
                      And bang it like this on the wall.

     The irrepressible crowd bubbles over again:

                                 VARIOUS PEOPLE
                      -- Oh yes, does it still have a foot?
                      -- Let me see...
                      --                Let me look...
                      -- Is it rotted and covered with gook?

     Jack is getting very frustrated:

                                 JACK
                      Let me explain.

     But to no avail...

                                 VARIOUS PEOPLE
                      -- Small toys?
                      --             Do they bite?
                      --                           Do they snap?
                      -- Or perhaps they just spring out and
                         Scare girls and boys.

     The Mayor struts to the front of the audience.

                                 MAYOR
                      What a splendid idea --
                      Th


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