10 THINGS I HATE ABOUT YOU
          
                written by Karen McCullah Lutz & Kirsten Smith
                transcription by GarethGarethGareth@yahoo.com
          
              based loosely on ďTaming of the Shrew", by William Shakespeare

          Well, here it is:  The complete transcription of 10 Things I Hate About You
          from the movie itself.  The original script available on the web is about
          as similar to the final movie as Rocky Balboa is to Rocky the Squirrel.
          So, by gum, somebody had to get it right.  Text found in [brackets]
          indicates moments where Iíve guessed what the characters are saying, due to 
          mumbling, or my own lack of hearing, or both.

          - Gareth

          
          
          EXT. PADUA HIGH SCHOOL - DAY
          
          Welcome to Padua High, your typical upper-middle-class high school in
          Seattle, Washington.

          EXT. PADUA HIGH SCHOOL, THE STREET OUTSIDE - DAY

          Two cookie-cutter-cute girls sing along in their car to a bit of popular
          fluff music.

          KAT STRATFORD, eighteen, pretty -- but trying hard not to be (and failing) 
          -- pulls her rundown car up next to theirs and scowls with indignation at
          their choice of music.

          
          EXT. PADUA HIGH SCHOOL, FRONT STEPS- DAY
          
          Kat hurries toward the front door of what appears to be the Wayne Manor version
          of an ordinary high school.  She approaches another cookie-cutter-cutie pasting
          an advert for prom on the wall, and tears it down in passing.

                              PROM POSTER GIRL
                    Hey!

          
          INT. GUIDANCE COUNSELOR'S OFFICE - DAY
          
          CAMERON JAMES, a clean-cut, easy-going new kid at school with an optimistic, 
          innocent face, sits facing MISS PERKY, a conservative spinster stereotype
          turned on its head. Sheís in the middle of composing some racy
          lines from her pulp romance-novel-in-progress on her laptop.
          
                                 MISS PERKY
                    So, Cameron.  Here you go.  (reviews his transcript)
                    9 schools in 10 years, my my...  Army brat?

                              CAMERON
                    Yeah.  My dadís a...

                              MISS PERKY
                    Thatís enough.
                    I'm sure you won't find Padua any 
                    different than your old school.  Same 
                    little asswipe shit-for-brains 
                    everywhere.
          
                              CAMERON
                    Excuse me.  Did you just say...  Am I in
                    the right office?

                              MISS PERKY
                    Not anymore youíre not.  Iíve got deviants to see
                    and a novel to finish.  Now scoot.  Scoot!

                              CAMERON
                    Okay.  Thanks.
          
          Cameron rises to leave and passes PATRICK VERONA, a smug, longhaired
          Australian, whoís on his way in.
          
          Miss Perky looks down at her file and up at Patrick
          
                                 MISS PERKY
                           (continuing)
                    Patrick Verona.  I see we're making our 
                    visits a weekly ritual.
          
          She gives him a disapproving glance. He answers with a charming 
          smile.
          
                                 PATRICK
                    Only so we can have these moments together.
                    Should I, uh, get the lights?

                              MISS PERKY
                    Oh very clever, kangaroo boy.  Says here you exposed yourself
                    in the cafeteria?
          
                                 PATRICK
                    I was joking with the lunch lady.  It was a bratwurst.
          
                                 MISS PERKY
                    Bratwurst?
                    (glances at his loins suspiciously)
                    Arenít we the optimist?  Next time keep it in your
                    pouch, okay?  Scoot!

          After he leaves, she goes back to writing her novel, adding the word 
          ďbratwurstĒ to the sentence she's working on.
          

          INT. SCHOOL HALLWAY - DAY

          MICHAEL ECKMAN, a typical, overachieving, brainy senior with a young
          republicanís sense of style, introduces himself to Cameron among the
          bustle of the hall.
          
                                 MICHAEL
                    Michael Eckman.  Iím supposed to show you around.
          
                                 CAMERON
                    Oh hi.
                    (seems relieved)
                    Thank God!  You know, normally
                    they send down one of those audio/video geeks.
          
                                 MICHAEL
                    (flustered)
                    You know, I do.  I know what you mean, yeah.

          An audio/video geek pushing a cart full of film equipment rolls along
          side them.

                              A/V GEEK
                    Hey Michael, where should I put those slides?
          
                                 MICHAEL
                    (brushes off the A/V Geek)
                    Michael?!
                    (Turns back to Cameron)
                    So, uh,
                    (checks a piece of paper)
                    ...Cameron.  Hereís the breakdown:
          
          They begin to walk down the hallway.

                              MICHAEL
                    (Continuing)
                    Over there youíve got your basic beautiful people.
                    Now listen.  Unless they talk to you first, donít bother.
          
                                 CAMERON
                    But wait.  Is that your rule or theirs?
          
                                 MICHAEL
                    Watch.
                    (To an ironically not very good looking jock as they pass)
                    Hey there.

                              JOCK
                    Geek.
          
                                 MICHAEL
                    (To Cameron)
                    See that?

          The Jock and his friends glare as if offended as the two walk away.


          EXT.  SCHOOL COURTYARD - DAY

          Groups of students stand around.  Michael and Cameron continue their walk.
          

                                 MICHAEL
                    (Continuing)
                    To the left we have the coffee kids.

                              COFFEE KID 1
                    Whoa!
                    (spills his coffee)

                              COFFEE KID 2
                    That was Costa Rican, butthead!
          
                                 MICHAEL
                    Very edgy.  Donít make any sudden moves around them.

          They step down and pass a table full of white boys with dreadlocks and
          prerequisite Jamaican berets.
          
                                 MICHAEL
                    And these delusionals are the White Rasta.
                    Uh, theyíre big Marley fans.  They think they're black.  
                    Semi-political, but mostly...

                              CAMERON
                    Smoke a lot of weed?

                              MICHAEL
                    Yeah.

          They now approach a few kids dressed as urban cowboys.

                              MICHAEL
                    (continuing)
                    These guys...

                              CAMERON
                    Wait wait.  Let me guess.  Cowboys?          

                              MICHAEL
                    Yeah but, the closest theyíve come to a cow is
                    Macdonaldís.
                    (laughs at his own lame joke)
                    Hah hah...Macdonalds!
          
          They approach a group of studious-looking teens who are bent over
          textbooks at a table.
          
                                 MICHAEL
                    These are your future MBAs-  We're all Ivy League accepted.
                    Yuppie greed is back, my friend.
                    (to the group)
                    Hey guys.  How ya doiní?

          One of them looks annoyed and mutters something about ďBogieĒ.  It is, in fact
          BOGIE LEVENSTEIN himself, leader of the academic geeks.  Why does he mutter his
          own name?  Maybe he just likes to speak in the third person...
          
                                 MICHAEL
                    (continuing as they walk away)
                    Yesterday I was their god.

                              CAMERON
                    What happened?

                              MICHAEL
                    Bogie Levenstein started a rumor that I...that I buy
                    my Izods at an outlet mall.

                              CAMERON
                    So they kicked you out?

                              MICHAEL
                    Hostile takeover.  But donít worry.  Theyíll pay.
                    Now over here...

                              CAMERON
                    (Suddenly distracted)
                    Oh my god!

          BIANCA, a young cream puff of a blonde girl, walks by in slow motion.
          Cameron is in deep smit.

                              CAMERON
                    (Continues)
                    What group is she in?

                              MICHAEL
                    The ďdonít even think about itĒ group.
                    Thatís Bianca Stratford.  A sophomore.

                              CAMERON
                    I burn!  I pine!  I perish!
          
                                 MICHAEL
                    Of course you do.  You know, sheís beautiful and deep.  Pure.
          
          Bianca walks with her friend, CHASTITY, a cute and seemingly less loquacious
          version of herself.

                              BIANCA
                    Yup, see, thereís a difference between ďlikeĒ
                    and ďloveĒ.  Because I like my Sketchers, but I love my Prada
                    backpack.

                              BIANCAíS FRIEND
                    But I love my Sketchers.

                              BIANCA
                    Thatís because you donít have a Prada backpack.

                              BIANCAíS FRIEND
                    (Enamored of Biancaís wisdom)
                    Ohhh!
          
                                 MICHAEL
                    (To Cameron)
                    Listen.  Forget her.  Incredibly uptight father,
                    and itís a widely known fact that the Stratford sisters arenít
                    allowed to date.
          
                                 CAMERON
                    Uh huh...yeah.  [What if?]
         
          
          INT. ENGLISH CLASS - DAY
          
          A room full of bored seniors doodle and stare off into space.
          MR. MORGAN, an educated, no-nonsense man in his early thirties
          presides.
          
                                 MR. MORGAN
                    Okay then.  What did everyone think of The Sun Also Rises?
          
          A girl raises her hand and offers her appraisal.

                              ROMANTIC GIRL
                    I loved it.
                    (She sighs)
                    It was sooo romantic.

          Kat, the girl we saw as we entered the school, is wearing a camo top in
          preparation for her daily war against high school ignorance.
       
                                 KAT
                    (disgusted)
                    Romantic?  Hemingway?!  He was an abusive alcoholic
                    misogynist who squandered half his life hanging around Picasso
                    trying to nail his leftovers.
          
          The other students roll their eyes.
          
          JOEY DONNER, a slicked-back knock-off of Slater from Saved By The Bell
          makes fun of her from his row.
          
                                 JOEY
                    As opposed to a bitter self-righteous 
                    hag who has no friends?
          
          A few giggles.  Kat fumes from her seat without looking back.
          
                                 MR. MORGAN
                    Pipe down, Chachie.
          
                                 KAT
                    I guess in this society being male and an asshole
                    makes you worthy of our time.
                    What about Sylvia Platt or Charlotte Bronte or
                    Simone de Beauvoir?
          
          Patrick suddenly steps into the classroom, late.
          
                                 PATRICK
                    Whatíd I miss?
          
                              KAT
                    The oppressive patriarchal values that dictate our education.

                              PATRICK
                    Good.
                    (immediately turns and leaves)

                              MR. MORGAN
                    (Shouting after him)
                    Hey, hey!

                              JOEY
                    Uh, Mr. Morgan.  Is there any chance we could get Kat to
                    take her Mydol before she comes to class?

          More snickers from the class.

                              MR. MORGAN
                    Some day youíre gonna get bitch-slapped and Iím not gonna do
                    a thing to stop it.  And Kat.  I want to thank you for your
                    point of view.

          She smiles to herself, her social indignation justified.

                              MR. MORGAN
                    (continuing)
                    I know how difficult it must be for you to overcome all those
                    years of upper middle class suburban oppression.  It must be tough.

          She deflates and becomes bitter again.

                              MR. MORGAN
                    (continuing)
                    But the next time you storm around the PTA crusading for better
                    lunch meat, or whatever it is you white girls complain about,
                    ask them why they canít buy a book written by a black man!

          Two of the White Rasta kids from earlier take up his cry of inequality.

                              WHITE RASTA CHORUS
                    Thatís right mon!

                              MR. MORGAN
                    Donít even get me started on you two!

          They grumble apologetically and quickly shut up.
          Kat is fuming again.

                              KAT
                    Anything else?

                              MR. MORGAN
                    Yeah.  Go to the office.  Youíre pissing me off.

                              KAT
                    What?!  Mr. Morgan!

                              MR. MORGAN
                    Later!

          Kat gets up in a tiff and on her way out hits Joey in the face with her books.


          INT. GUIDANCE COUNSELOR'S OFFICE - DAY
          
          Miss Perky sits in front of her laptop, composing her sleazy novel.
          
                                 MISS PERKY
                    Undulating with desire, Adrienne removes her crimson cape...
                    ...excitable, stiff and...
                    (frustrated, calls to attendant)
                    Judith!
          
          Judith appears at the door.

                              MISS PERKY
                    Whatís another word for...engorged?

                              JUDITH
                    Iíll look it up.

                              MISS PERKY
                    Okay.
                    (returns to composing)

          Kat approaches the office and overhears Miss Perky searching for the
          right word.

                              MISS PERKY
                    (continuing)
                    ...swollen...turgid...

                              KAT
                    Tumescent?

                              MISS PERKY
                    Perfect!  So I hear you were terrorizing Mr. MorganĎs class.
                    Again.
          
                                 KAT
                    Expressing my opinion is not a 
                    terrorist action.
          
                                 MISS PERKY
                    The way you expressed your opinion to Bobby Ridgeway?
                    By the way, his testicle retrieval operation 
                    went quite well, in case you're 
                    interested.
          
                                 KAT
                    I still maintain that he kicked himself 
                    in the balls.
          
                                 MISS PERKY
                    The point is Kat...

          She suddenly makes the connection between Katís name and the picture
          of a cat on her coffee mug.  She finds it amusing and points to the mug.

                              MISS PERKY
                    Cat!
                    (She giggles, then turns back to Kat)
                    People perceive you as somewhat ...
          
                                 KAT
                    Tempestuous?
          
                                 MISS PERKY
                    "Heinous bitch" is the term used most often.
          
          Kat is unflattered.
          
                                 MISS PERKY
                    (continuing)
                    You might want to work on that.  Thank you.
          
          Kat rises from her chair.
          
                                 KAT
                    (sarcastic)
                    As always, thank you for your excellent 
                    guidance.  Iíll let you get back to Reginaldís 
                    quivering member.

          Kat leaves the office.

                              MISS PERKY
                    (to herself)
                    Quivering member... I like that.


          EXT. SCHOOL COURTYARD - DAY

          Joey and his COHORT, a tough-looking kid, are standing around people
          watching.  His Cohort notices Bianca and Chastity entering the courtyard
          and calls Joeyís attention to Bianca.

                              COHORT
                    Virgin alert.  [Favorite].

          Joey turns to look at Bianca.  The girls pass by, noticing Joey.

                              JOEY
                    Looking good, ladies.

                              COHORT
                    Theyíre outta reach, even for you.

                              JOEY
                    No oneís out of reach for me.

                              COHORT
                    You wanna put money on that?

                              JOEY
                    Money Iíve got.  This Iím going to do for fun.

          Across the way, Cameron and Michael have been watching Bianca and Cameron
          notices Joeyís admiration.

                              CAMERON
                    Whoís that guy?

                              MICHAEL
                    Itís Joey Donner.  Heís a jerkoff.  And a model.

                              CAMERON
                    Heís a model?

                              MICHAEL
                    A model.  Mostly regional stuff.  But heís rumored to have
                    a tube sock ad coming out.

                              CAMERON
                    Really?

                              MICHAEL
                    Really.

          They have a laugh at Joeyís expense.  Cameron turns back to watching Bianca.

                              CAMERON
                    Man, look at her.

                              MICHAEL
                    (not impressed)
                    Is she always so...vapid?

                              CAMERON
                    How can you say that?  Sheís totally...

                              MICHAEL
                    Conceited?

                              CAMERON
                    What are you talking about?  Thereís more to her than you think.
                    I mean, look... look at the way she smiles.
                    And look at her eyes, man.  Sheís totally pure.  I mean,
                    youíre missing whatís there.

                              MICHAEL
                    (unconvinced)
                    No, Cameron.  No.
                    Whatís there is a snotty little Princess wearing a strategically
                    planned sun dress to make guys like us realize we can never touch
                    her, and guys like, uh...

          He looks around and notices Joey making his way toward the girls.

                              MICHAEL
                    (continuing)
                    ...Joey, realize they want to.
                    She, my friend, is what weíll spend the rest of our lives
                    not having.  Put her in the Spank Bank.  Move on.

                              CAMERON
                    No.

                              MICHAEL
                    Move on.

                              CAMERON
                    No!
                    Youíre wrong about her.  I mean, you know, uh,
                    not about the spanking part.  But the rest.  Youíre wrong.

                              MICHAEL
                    Alright.  Iím wrong?  You wanna take a shot?  Be my guest.
                    Sheís actually looking for a French tutor.

                              CAMERON
                    Are you serious?  Thatís perfect!

                              MICHAEL
                    Do you speak French?

                              CAMERON
                    Well no.  But I will.

          
          
          EXT. SCHOOL PARKING LOT - DAY
          
          Kat and MANDELLA, her best friend--beautiful and attired in quasi-Renaissance
          clothes--walk toward Kat's car.  Joey pulls up 
          beside them in his red sports car.
          
                                 JOEY
                    (referring to KatĎs camouflage top)
                    Hey.  Your little Rambo look is out, Kat.
                    Didnít you read last monthís Cosmo?
          
                                 KAT
                    (barely notices him)
                    Run along.

          She and Mandella continue walking.
          Further along, Bianca and Chastity are walking, embroiled in meaningful 
          conversation.

                              CHASTITY
                    I know you can be overwhelmed.
                    You can be underwhelmed.
                    But can you ever just be whelmed?

                              BIANCA
                    I think you can in Europe.

          Joey pulls up alongside them.

                              JOEY
                    Hi ladies.  Would you sweet young things
                    like a ride?

          They look at each other and immediately hop in, climbing over his
          upholstery.

                              JOEY
                    Careful on the leather.

          Across the lot, Kat and Mandella watch this display from inside Katís
          clunker.

                              MANDELLA
                    (sarcastic)
                    Thatís a charming new development.
          
                              KAT
                    Itís disgusting.

          Meanwhile, Michael has mounted an old motorcycle equipped with a plastic
          dork basket on the handles.  He jets a bit out of control and kills the engine
          in front of Katís car.  Pissed off, she shouts out the window.

                              KAT
                    Remove head from sphincter, then drive!

          Michael regains control and pulls out of the way to where Cameron has
          been watching.
          
                                 CAMERON
                    You all right?
          
                                 MICHAEL
                    Yeah, yeah.  Just a minor encounter with the 
                    shrew.  Your girlfriendís sister.
          
                                 CAMERON
                    What?  That's Bianca's sister?
          
                                 MICHAEL
                    Mmm hmm.  The mewling, rampalian wretch herself.
                    Stay cool, bro.

          He jets off once again, risks another near collision, and ends up
          flying right off the road and sliding halfway down a grassy hill.
          Recovering his composure, he realizes half the school is watching
          from the top of the hill.  He raises his hands in the air and
          gives a victory yell, drawing cheers from the crowd.


          INT.  STRATFORD HOUSE - DAY
                    
          WALTER STRATFORD, Kat and Biancaís overly-protective father--an
          obstetrician--enters through the front door rifling through the mail.
          
                                 WALTER
                    (to Kat)
                    Hello Katarina.  Make anyone cry today?
          
                                 KAT
                    Sadly, no.  But it's only four-thirty.

          Walter smiles proudly as Bianca walks in and kisses him on the cheek.
          
                                 BIANCA
                    Hi Daddy.

                                 WALTER
                    Hello, precious.

                                 KAT
                    And where've you been?

                              BIANCA
                    (gives Kat a sour look)
                    Nowhere.
          
          Walter, who hasnít raised his eyes from the mail, is inspecting a letter.
          
                                 WALTER
                    What's this?  It says Sarah Lawrence?
          
          Kat snatches it away from him and runs across the room in a flurry of
          excitement, tearing it open and reading the contents silently.
          
                                 KAT
                    I got in! I got in!
                    
                                 WALTER
                    Uh, honey thatís great.  But isnít Sarah Lawrence on the
                    other side of the country?
          
                                 KAT
                    Thus the basis of its appeal.
          
                                 WALTER
                    Yeah.  I thought we decided you were gonna stay here and
                    go to U Dub like me.  Be a husky.

          He makes some inspiring growling noises.
          
                                 KAT
                    No, you decided.

                              WALTER
                    Oh okay.  So you just pick up and leave, is that it?

                                 BIANCA
                    (brimming at the idea)
                    Letís hope so.
          
          Kat gives Bianca a spiteful look then smiles sweetly.
          
                                 KAT
                    Ask Bianca who drove her home.
          
                                 WALTER
                    Kat, donít change the...drove?
                    (to Bianca)
                    Who drove you home?
          
          Bianca glares at Kat then turns to Walter
          
                                 BIANCA
                    Now don't get upset, daddy, but there's 
                    this boy... 

                              KAT
                    Whoís a flaming imbecile.

                              WALTER
                    Please...

                              BIANCA
                    (continuing)
                    and I think he might ask me...
          
                                 WALTER
                    Please.  I think I know what heís going to ask you.
                    And I think I know the answer: No.  Itís always no.
                    What are the house rules?  #1: no dating till you graduate.
                    #2: no dating till you graduate.  Thatís it.

                              BIANCA
                    Daddy, thatís so unfair.

                              WALTER
                    Alright.  You wanna know whatís unfair?
                    (to Kat)
                    This is for you too.
                    (continues)
                    This morning I delivered a set of twins to
                    a 15 year old girl.  Do you know what she said to me?

                              BIANCA
                    Iím a crack-whore who should have made my sleazy
                    boyfriend wear a condom?

          Walter pauses and thinks for a moment.

                              WALTER
                    Close.  But no.  She said: I should have listened
                    to my father.

                              BIANCA
                    She did not.

                              WALTER
                    Well, thatís what she wouldíve said if she wasnít
                    so doped up.

                              BIANCA
                    Can we focus on me for a second please?  I am
                    the only girl in school whoís not dating.

                              WALTER
                    Oh no youíre not.  Your sister doesnít date.

                              KAT
                    And I donít intend to.

                              WALTER
                    And why is that again?

          Walter is pleased and points to Bianca, expecting Kat to justify him.

                              KAT
                    Have you seen the unwashed miscreants that go to that school?

                              BIANCA
                    Where did you come from?  Planet Loser?

                              KAT
                    As opposed to planet ďlook at me!  look at me!Ē?

                              WALTER
                    Okay, hereís how we solve this one.  Old rule out.
                    New rule: Bianca can date...

          Bianca lights up and Kat looks upset.

                              WALTER
                    (continuing)
                    ...when she does.
                    (points at Kat)
          
                                 BIANCA
                    But she's a mutant!  What if she never dates?
          
                                 WALTER
                    (very pleased with his new rule)
                    Then youĎll never date.  Oh, I like that.  And I'll get to 
                    sleep at night.  The deep slumber of a father whoís 
                    daughters arenít out being impregnated.

          His beeper goes off and he heads for the door.  Kat heads for the
          stairs.

                              WALTER
                    (to Kat)
                    Weíll talk about Sarah Lawrence later.

                              KAT
                    Fine.
          
                                 BIANCA
                    Wait!  Daddy!

                              WALTER
                    I gotta go.

          He leaves.
          
                                 BIANCA
                    Canít you find [a sad enough] retard to take you
                    to the movies so I can have just one date?

                              KAT
                    Iím sorry.  Looks like youíll just have to miss out
                    on the witty repartee of Joey ďeat meĒ Donner.

                              BIANCA
                    You suck.

                              KAT
                    (imitating Bianca)
                    You suck.

          
          INT. TUTORING ROOM - DAY
          
          Cameron sits at a table prepping for the French lesson he has scheduled
          with Bianca.  Bianca arrives and plops down across from him.
          
                                 BIANCA
                    Can we make this quick?  Roxanne,
                    Korrine and Andrew Barrett are having an 
                    incredibly horrendous public break- up 
                    on the quad.  Again.
          
                                 CAMERON
                    Oh, yeah, um, okay.  I thought we'd start with 
                    pronunciation, if that's alright with you.
          
                              BIANCA
                    Not the hacking and gagging and spitting part.  Please.
          
                                 CAMERON
                    Well, there is an alternative. 
                    French food.  We could eat some together.  Saturday night?
          
                                 BIANCA
                    You're asking me out?  That's so cute.  
                    What's your name again?
          
                                 CAMERON
                    Cameron.  Listen.  I know that your dad doesnít let you
                    date.  But I thought that if it was for French class it...
          
                                 BIANCA
                    Oh, wait a minute.  Curtis...
          
                                 CAMERON
                    Cameron.
          
                                 BIANCA
                    My dad just came up with a new rule.  I can date
                    when my sister does.

                              CAMERON
                    Youíre kidding!  Well let me ask you, do you like sailing?
                    ĎCause I read about this place that rents out boats...

                              BIANCA
                    A beaucoup problemo, Calvin.  In case you havenít heard,
                    my sisterís a particularly hideous breed of 
                    loser.   
       
                                 CAMERON
                    Yeah yeah.  I noticed sheís a little anti-social.
                    Why is that?

                                 BIANCA
                    Unsolved mystery.  She used to be 
                    really popular, and then it was like...she got 
                    sick of it.  Or something.  There is a [bet] as
                    to why, but Iím pretty sure sheís just incapable
                    of human interaction.  Plus, sheís a bitch.
          
                                 CAMERON
                    Well yeah, but Iím sure, you know, that thereís lots of
                    guys who wouldnít mind going out with a...difficult woman.
                    I mean, you know, people jump out of airplanes, ski off
                    cliffs.  It would be like extreme dating.

                              BIANCA
                    You think you could find someone that extreme?

                              CAMERON
                    Yeah sure, why not?
          
          She reaches out and touches his arm
          
                                 BIANCA
                    Would you do that, for me?
          
                                 CAMERON
                    Oh yes!  I mean, you know, I could look into it.
          

          EXT. A STAIRWELL ON CAMPUS - DAY

          Michael leads Cameron down a set of concrete steps to a secret gathering
          of dating candidates for Kat.

                              MICHAEL
                    Now, I have gathered a group of guys.  Couldnít be more
                    perfect.  Paduaís finest.

          They enter a dank room, wherein waits a very motly crew of the most
          unlikely specimens one would expect.  Cameron shoots Michael an
          unsatsfied grimace.

                              CAMERON
                    Hi.  How ya doiní?  Would any of you be interested
                    in dating Katarina Stratford?

          What follows is a truncated interview process, where each candidate
          in turn sits in the interview chair and gives his response.

                              CANDIDATE 1
                    (laughs histerically)

                              CANDIDATE 2
                    (stares blankly)

                              CANDIDATE 3
                    Ho, Iíve never been that ripped.

                              CANDIDATE 4
                    Maybe if we were the last 2 people alive, and
                    there were no sheep... Are there sheep?


          
          INT. BIOLOGY CLASS - DAY
          
          Several dissection charts of frog anatomy hang on the walls.
          The class is busy dissecting frogs.  Michael and Cameron, naturally,
          are lab partners.  Patrick and his punk rock friend, SCURVY, are
          hacking away at their own specimen behind them.
          
                                 MICHAEL
                    Did I, or did I not, tell you it was pointless?  No
                    one will go out with her.
          
          Patrick pulls out a butterfly knife and impales his frog violently
          with it.  Cameron has noticed the display.
          
                                 CAMERON
                    Hey, what about him?
          
                                 MICHAEL
                    Him?  No no.  Donít look at him, okay?
                    He's a criminal.  I heard 
                    he lit a state trooper on fire.  He just 
                    did a year in San Quentin.
          
                                 CAMERON
                    Yeah, well, then at least heís horny.
          
                                 MICHAEL
                    I'm serious, man, he's whacked.  He 
                    sold his own liver on the black market 
                    for a new set of speakers.
          
          Patrick has taken out a cigarette, but just as he lights
          it on the Bunsen burner, Scurvy seizes it and snuffs it out.
          Frustrated, Patrick plays with the Bunsen burner instead.  

                                 CAMERON
                    Heís our guy.

          Patrick notices them watching him and they quickly turn away.

          
          
          INT. WOODSHOP - DAY
          
          Boys and a few stray girls nail their pieces of wood.  Cameron
          and Michael enter, and Cameron approaches Patrick optimistically.
          
                                 CAMERON
                    Hi.  How ya doiní?  Listen, I...
          
          In response, Patrick brandishes a loud power tool and drills
          a hole in the middle of Cameronís beloved French book.
          
                                 CAMERON
                    (continuing)
                    Okay... later then. 
          

          INT. A HALLWAY - DAY

          Michael is staring through the new window in Cameronís French book.

                              MICHAEL
                    How do we get him to date Kat?

                              CAMERON
                    I donít know.  I mean, uh, we could pay him.
                    But we donít have any money.

                              MICHAEL
                    Yeah, well, what we need is a backer.

                              CAMERON
                    Whatís that?

                              MICHAEL
                    Someone with money whoís stupid.

          They both look pensive.

          
          INT. CAFETERIA - DAY
          
          Joey and his pals sit at a table while Joey draws a pair of boobs
          on a cafeteria tray with a magic marker.

                              JOEY
                    Oh yeah!
          
          Michael walks up and sits at the table, casual as can be.
          
                                 MICHAEL
                    Is that a peach Fruit Roll-Up?  ĎCause you
                    donít see many...

          Joeyís friend grabs his wrist as he reaches for the Roll-Up.

                              MICHAEL
                    (continues)
                    ...oh, okay.  Yeah, Alright.

          His wrist is released as he withdraws his hand.
          
                                 JOEY
                    Are you lost?
          
                                 MICHAEL
                    No, actually, I just came by to chat.
          
                                 JOEY
                    We don't chat.
          
                                 MICHAEL
                    Well, actually, I thought that I'd run an 
                    idea by you.  Just to see if you're interested.
          
                                 JOEY
                    Iím not.
          
                                 MICHAEL
                    Well, hear me out.  Now...

          Joey grabs Michael by the side of the head and proceeds to 
          draw a penis on his cheek with the magic marker.   Michael 
          suffers the indignity and speaks undaunted.
          
                              MICHAEL
                    (continues)
                    ...you want Bianca, right?
                    But she can't go out with you because 
                    her sister is this insane head case and 
                    no one will go out with her, right?
          
                                 JOEY
                    Does this conversation have a purpose?
          
                                 MICHAEL
                    What I think you need to do is, you need to hire
                    a guy who'll go out with her.  Someone who 
                    doesnít scare so easy.
          
          Michael points to Patrick, who sits with Scurvy.  Patrick spits
          a stone from a piece of fruit at his tray.
          
                                 JOEY
          
                    That guy?  I heard he ate a live duck once.
          
                                 MICHAEL
                    Everything but the beak and the feet.
                    Clearly heís a solid investment.

          
          Joey turns to look at Michael.
          
                                 JOEY
          
                    What's in it for you?
          
                                 MICHAEL
                    Hey.  Iím walkiní down the hall and say hello
                    to you.  You say hello to me.

                              JOEY
                    Yeah yeah.  I get it.  Youíre cool by association.
                    Iíll think about it.

          Michael looks pleased and bobs his head as if grooving to music.

                              JOEY
                    (continuing)
                    Weíre done now.

                              MICHAEL
                    Yeah.

          He gets up and walks to the back of the room where Cameron waits
          anxiously.
          
                                 CAMERON
                    (upset)
                    What are you doing getting him involved?

                              MICHAEL
                    Relax now, relax.  We let him pretend heís
                    calling the shots.  While heís setting things
                    up, you have time with Bianca.

                              CAMERON
                    That is a good idea.

          Cameron leaves.

          
          EXT. A HILL OVERLOOKING THE STADIUM - DAY

          Bogie Levenstein has gathered his club of future yuppies for
          a golf lesson.

                              BOGIE
                    Now remember guys.  Grip it, and rip it.

          He hits the golf ball down into the stadium field, where it is
          collected by a kid holding a basket of balls.
          The field is filled with students exercising.  The womenís soccer
          team is practicing.
          Joey makes his way toward Patrick, who is sitting with Scurvy and
          smoking.

                              JOEY
                    Hey, how ya doiní?

          Patrick ignores him completely.

                              JOEY
                    (tries to break the ice)
                    I had some great duck last night...

                              PATRICK
                    Do I know you?

                              JOEY
                    See that girl?

          He turns to see Kat playing soccer on the field.

                              PATRICK
                    Yeah.

                              JOEY
                    Thatís Kat Stratford.  I want you to go
                    out with her.

                              PATRICK
                    (sarcastic)
                    Yeah sure, Sparky.

          He and Scurvy laugh at the idea.

                              JOEY
                    Look.  I canít take out her sister until Kat
                    starts dating.  You see, their dadís whacked
                    out.  Heís got this rule where the girls...

                              PATRICK
                    Thatís a touching story.  It really is.
                    Not my problem.

                              JOEY
                    Would you be willing to make it your problem
                    if I provide generous compensation?

                              PATRICK
                    Youíre going to pay me to take out some chick?

                              JOEY
                    (pleased)
                    Mmm hmm.

                              PATRICK
                    How much?

                              JOEY
                    Twenty bucks.

          Patrick turns to have another look at Kat.  She violently body checks
          another girl and knocks her down.

                              JOEY
                    (continuing)
                    Fine.  30.

                              PATRICK
                    Well letís think about this.  We go to the movies.
                    Thatís, uh, 15 bucks.  We get popcorn.  Thatís, uh,
                    53.  And, uh, sheíll want Raisonettes, right?  So,
                    uh, weíre lookiní at 75 bucks.

                              JOEY
                    This ainít a negotiation.  Take it or leave it,
                    trailer park.

                              PATRICK
                    50 bucks and weíve got a deal, Fabio.

          Joey hands him 50 dollars.


          EXT. SOCCER FIELD - DAY
          
          Kat and the rest of the team complete their practice 
          session.  MR. CHAPIN, the coach, calls the girls in over his
          megaphone.

                              MR. CHAPIN
                    Great practice, everybody.
          
          Patrick snuffs out a cigarette and approaches Kat.

                                 PATRICK 
                    Hey there, girlie.  How ya doin'?
       
                                 KAT 
                    Sweating like a pig, actually.  And 
                    yourself?
          
                                 PATRICK
                    Now there's a way to get a guy's attention, huh?
          
                                 KAT
                    My mission in life.
          
          She stands there undaunted, hand on hip.
          
                                 KAT 
                    (continuing)
                    But obviously I've struck your fancy. So, 
                    you see, it worked.  The world makes 
                    sense again.
          
          She walks away.  He follows.
          
                                 PATRICK 
                    Pick you up Friday, then
          
                                 KAT
                    Oh, right.  Friday.  Uh huh.
          
                                 PATRICK
                    The night I take you to places you've 
                    never been before.
          
                                 KAT
                    Like where?  The 7-Eleven on Broadway?  
                    Do you even know my name, screwboy?
          
                                 PATRICK 
                    I know a lot more than you think.
          
                                 KAT 
                    Doubtful.  Very doubtful.
          
          She walks away quickly, leaving him standing alone.
          

          ACROSS THE FIELD Cameron and Michael watch.
          
                              CAMERON
                    We are screwed.

                                 MICHAEL 
                    Hey, no, hey.  I donít want to hear that defeatist
                    attitude.  I want to hear you upbeat.

                              CAMERON
                    We are screwed!

                              MICHAEL
                    There you go.

          As they watch, the coach gets hit with a golf ball and falls to the
          ground.  We cut back to Bogie and his group of MBA nerds.

                              MBA KID
                    Run Bogie!

          Bogie is motionless, a super-cheese smile glued to his face.



          INT. STRATFORD HOUSE/BATHROOM - NIGHT
          
          Kat washes her face at the sink.  Bianca enters behind her.
                    
                                 BIANCA
                    Have you ever considered a new look? I 
                    mean, seriously, you could have some 
                    definite potential buried under all this 
                    hostility.
          
                                 KAT
                    Iím not hostile.  Iím annoyed.
          
                                 BIANCA
                    Why donít you try being nice?  People wouldnít know
                    what to think.

                              KAT
                    You forget.  I donít care what people think.

                              BIANCA
                    Yes you do.

                              KAT
                    No I donít.  You donít always have to be who they want
                    you to be, you know.

                              BIANCA
                    I happen to like being adored, thank you.

                              KAT
                    Whereíd you get the pearls?

                              BIANCA
                    Theyíre momís

                              KAT
                    (upset)
                    And youíve been what?  Hiding them for 3 years?

                              BIANCA
                    No.  Daddy found them in a drawer last week.

                              KAT
                    So youíre just gonna start wearing them now?

                              BIANCA
                    Itís not like sheís coming back to claim them.
                    And besides, they look good on me.

                              KAT
                    Trust me.  They donít.
         


          EXT. DOWNTOWN STREET - DAY
          
          Kat emerges from a store.  Patrick is waiting for her,
          leaning casually against her front fender.

                                 PATRICK 
                    Nice ride. Vintage fenders.
       
                                 KAT 
                    Are you following me?
          
                                 PATRICK
                    I was in the laundromat. I saw your 
                    car. I came over to say hi.
          
                                 KAT 
                    Hi.
          
          She moves to open the door, but he slides over and blocks her way.
          
                                 PATRICK
                    Not a big talker, huh?
          
                                 KAT
                    Depends on the topic. My fenders don't 
                    really whip me into a verbal frenzy.

                              PATRICK
                    (seems genuinely intrigued by her resistance)
                    Youíre not afraid of me, are you?

                              KAT
                    Afraid of you?  Why would I be afraid of you?

                              PATRICK
                    Well, most people are.

                              KAT
                    Well, Iím not.

                              PATRICK
                    Well, maybe youíre not afraid of me.  But Iím
                    sure youíve thought about me naked, huh?

          He gives her a knowing wink.

                              KAT
                    (sarcastic)
                    Am I that transparent?  I want you, I need you,
                    Oh baby, oh baby.

          She opens the door and forces him out of the way.
          
          She starts to pull out and is blocked by Joey's sports car, 
          which pulls up perpendicular to her rear and parks.
          
          Joey emerges and heads for the stores.

                              KAT
                    What is it?  Asshole day?
                    (to Joey)
                    Hey!  Do you mind?
          
                                 JOEY 
                    Not at all.
          
          He continues on into the store.  Kat stares at him in 
          disbelief... then backs up fast.
          
          Her vintage fenders crash into the door of Joey's precious 
          ego-mobile.
          
          Patrick watches with a delighted grin as Joey races back to
          his car.
          
                                 JOEY 
                    You bitch!
          
          Kat watches with an innocent look of surprise.

                              KAT
                    (sarcastic)
                    Whoops.

          
          INT. STRATFORD HOUSE - NIGHT 
          
          Walter paces as Kat sits calmly on the couch.
          
                                 WALTER
                    Whoops?!  My insurance does not cover PMS.
          
                                 KAT
                    Well, then tell them I had a seizure.
          
                                 WALTER
                    Is this about Sarah Lawrence? Are you 
                    punishing me because I want you to stay close to home?
          
                                 KAT
                    Arenít you punishing me because mom left?
          
                                 WALTER
                    You think you could leave her out of this?
          
                                 KAT
                    Fine.  Then stop making my decisions for me.
          
                                 WALTER
                    Iím your father.  That's my right.
          
                                 KAT
                    So what I want doesn't matter?
          
                                 WALTER
                    You're eighteen.  You don't know what 
                    you want.  And you won't know what you want until you're 
                    forty-five.  And if you get it, youíll be too old to use it.
          
                                 KAT 
                    I want to go to an East Coast school! I 
                    want you to trust me to make my own 
                    choices.  And I want you to stop trying to control
                    my life just because you canít control yours.
          
                                 WALTER
                    Oh yeah?  Well you know what I want...

          Walter's BEEPER goes off.

                              WALTER
                    (continuing)
                    Weíll continue this later.

                              KAT
                    Canít wait.
          
          She heads out of the room and is intercepted by Bianca, whoís
          just off the phone.

                              BIANCA
                    (angry)
                    Did you just maim Joeyís car?

                              KAT
                    Yeah.  Looks like youíre gonna have to take the bus.

                              BIANCA
                    Has the fact that youíre completely psycho
                    managed to escape your attention?

          Kat walks away.

                              BIANCA
                    Daddy!


          
          INT. HALLWAY - DAY
          
          Patrick shuts his locker revealing 
          Joey's angry visage, glowering next to him.
          
                                 JOEY
                    When I shell out fifty, I expect 
                    results.
          
                                 PATRICK 
                    Yeah, I'm on it.
          
                                 JOEY
                    Watching the bitch violate my car doesn't 
                    count as a date.

                              JOEY
                    If you donít get any, I donít get any.
                    Letís go get some.
          
          Joey starts to walk off
          
                                 PATRICK 
                    I just upped my price
          
                                 JOEY 
                    (turning)
                    What?
          
                                 PATRICK
                    A hundred bucks a date.  In advance.
          
                                 JOEY 
                    Forget it.
          
                                 PATRICK
                    Forget her sister, then.
          
          Joey thinks for a frustrated moment, then peels another
          fifty out of his wallet.
          
                                 JOEY
                    You better hope you're as smooth as you 
                    think you are, Verona.
          
          Patrick takes the money with a smile.



          INT. SHOP CLASS - DAY

          Michael and Cameron enter the class.  Scurvy brushes by them.

                              CAMERON
                    Go.

                              MICHAEL
                    No, you go.

                              CAMERON
                    I went before.

          Cameron makes his way to where Patrick is working at the buffer.

                              CAMERON
                    (to Patrick)
                    We know what youíre trying to do,
                    with Kat Stratford.

                              PATRICK
                    Is that right?  And what do you plan
                    to do about it?

                              CAMERON
                    Help you out.

                              PATRICK
                    Whyís that?
          
                                 MICHAEL
                    The situation is, my man Cameron here 
                    has a major jones for Bianca Stratford.
          
                                 PATRICK
                    What is it with this chick?  She have 
                    beer flavored nipples?

                              CAMERON
                    Hey!
          
                                 MICHAEL
                    I think I speak correctly when I say 
                    that Cameron's love is pure.  Purer than 
                    say -- Joey Donner's.
          
                                 PATRICK
                    Look.  I'm in on this for the cash.
                    Donner can plow whoever he wants.

                              CAMERON
                    Okay.  There will be no plowing!
          
                                 MICHAEL
                    Patrick, uh, Pat.  Let me explain something
                    to you here.  We set this whole thing up so 
                    Cameron can get the girl.  Cameron.  Joey's just a pawn. 
          
                                 PATRICK
                    So you two are gonna help me tame the wild 
                    beast?
          
                                 MICHAEL 
                    (grinning) 
                    Weíll do some research.  Weíll find out what she
                    likes.  We are your guys.
          
                                 CAMERON
                    And he means that in a strictly non- 
                    prison-movie type of way.

                              MICHAEL
                    Letís start here.  Now, Friday night.
                    Bogie Levenstein is having a party.  Itís the
                    perfect opportunity.

                              PATRICK
                    Opportunity for what?

                              MICHAEL
                    For you to take out Kat.
          
                                 PATRICK 
                    IĎll think about it.
          
          He walks away, leaving Michael and Cameron grinning at each other.
          
                                 MICHAEL 
                    (continuing)
                    And for a little payback.  This is gonna be some party.
          
          Close-Up on a party invitation Michael holds up.  It advertises
          a ďwine and cheeseĒ party.  Transition.  The words ďwine and cheeseĒ
          are replaced by ďfree beerĒ.  ďDonít callĒ and ďjust show upĒ are
          printed at the bottom next to Bogieís address in Seattle.

                                 MICHAEL
                    Letís do this.

          Slow motion shot of them dumping a pile of fliers down the school
          stairwell.  Studentsí hands reach out and grab them as they fall.


          
          INT. HALLWAY - DAY
          
          Joey stands at his open locker with Bianca.

          
                                 JOEY 
                    Okay now, this is important.
                    Which do you like better?
          
          He holds up two identical glamour model photos. In one, he's 
          wearing a white shirt.  In the other, he's in a black shirt.
          
                                 BIANCA
                    Um, I think I like the white shirt better.
          
          Joey nods thoughtfully.
          
                                 JOEY 
                    Yeah.  It's more...
          
                                 BIANCA
                    Pensive?
          
          
                                 JOEY
                    Damn.  I was going for thoughtful.
                    So, you going to Bogey Lowenbrau's 
                    thing on Friday night?
          
                                 BIANCA
                    Yeah.  I might.
          
          He gives her his best flirtatious smile
          
                                 JOEY
                    Good, 'cause, you know, I'm not gonna bother if 
                    you won't be there.
          
          The class bell rings.

                              JOEY
                    See you there.

                              BIANCA
                    Okay.

                              JOEY
                    Bye.

          She walks away.  He turns to a mirror hanging in his locker
          and winks at himself, then unhappily adjusts an out-of-place hair.
          
          
          EXT. UNDER A BRIDGE - DAY
 
          Bianca and Cameron are on a nice walk together.  No one else is around.
          
                                 CAMERON
                    So have you heard about Bogey Lowenstein's 
                    party?

                                 BIANCA
                    (pouting)
                    Yes.  And I really, really, really wanna go, but 
                    I can't.  Not unless my sister goes.
          
                                 CAMERON
                    Yeah I know.  I'm workin' on that. But so far sheís
                    not goiní for my guy.
          
          He fishes for information.
          
                                 CAMERON
                    (continuing) 
                    She's not a...
          
                                 BIANCA
                    KD Lang fan?  No. I found a picture of 
                    Jared Leto in her drawer once, so I'm 
                    pretty sure she's not harboring same-sex 
                    tendencies.
          
                                 CAMERON
                    Okay.  So that's the kind of guy she likes? 
                    Pretty guys?
          
                                 BIANCA
                    I donít know.  All I've ever heard her say 
                    is that she'd die before dating a guy 
                    that smokes.
          
                                 CAMERON
                    Okay.  All right.  What else?

                              BIANCA
                    Youíre asking me to investigate the inner workings
                    of my sisterís twisted mind?  I donít think so.

                              CAMERON
                    Well nothing else has worked.  I mean, we need to
                    go behind enemy lines here.

          
          INT. KATíS BEDROOM - DAY

          Bianca rifles through Katís drawers while Cameron watches with
          notable interest.

                              BIANCA
                    Okay, here we go.

          As she names off pertinent discoveries, she hands them to Cameron.

                              BIANCA
                    (continuing)
                    Class schedule, reading list, date book,
                    coffee tickets, um, concert tickets.
                    Ah ha!  Black panties!

                              CAMERON
                    What does that tell us?

                              BIANCA
                    She wants to have sex some day, thatís what.

                              CAMERON
                    (flustered by this intimate detail)
                    She could just like the color...

                              BIANCA
                    You donít buy black lingerie unless you want
                    someone to see it.

                              CAMERON
                    (perhaps encouraged by this development)
                    Oh.  So, uh, can I see your room?

                              BIANCA
                    No.  A girlís room is very personal.

                              CAMERON
                    Oh.

          
          EXT. BIKER BAR - NIGHT 

          Michael and Cameron arrive on Michaelís dumpy motorbike and
          park next to a hard-looking cat on a heavy bike.

                              BIKER
                    Nice bike.

                              MICHAEL
                    Yeah?  You think so?

          The biker roars off without answering.


          INT. BIKER BAR - NIGHT

          Michael and Cameron make their way through the surly denizens
          of the saloon, who watch them in wonder.

                              CAMERON
                    Wow.  Is this what a bar looks like?

                              MICHAEL
                    Donít touch anything.  You may get hepatitis.

          They head toward Patrick, who plays pool by himself.  As they
          pass another table, Michael picks up the eight ball, ruining the
          game-winning shot a tough guy is making, and tosses it back onto
          the table without realizing what heís done.
          
                                 PATRICK 
                    So what've you got for me?
          
                                 CAMERON
                    A little insight into a very complicated girl.
          
                                 MICHAEL 
                    (to Patrick)
                    Just one question before we start: should you be
                    drinking alcohol when you don't have a liver?
          
                                 PATRICK
                    What?!
          
                                 MICHAEL 
                    Nothing.  Nothing.
          
                                 CAMERON
                    First thing: Kat hates smokers

          Cameron plucks the cigarette out of Patrickís fingers and drops
          it on the floor.  Patrick isnít pleased.

                                 PATRICK
                    Youíre telling me I'm a - 
                    (spits the word out)
                    "non-smoker"?
          
                                 MICHAEL 
                    Yeah.  But just for now.
          
                                 CAMERON
                    And thereís another problem.  Bianca said that
                    Kat likes -- pretty guys.
          
          This is met with silence.  Then:
          
                                 PATRICK
                    Are you telling me Iím not a pretty guy?
          
                                 MICHAEL 
                    He's very pretty!  Heís a gorgeous guy.
          
                                 CAMERON
                    I wasn't sure.  I didnít know.
          
          Cameron pulls out a list of information.
          
                                 CAMERON
                    (continuing)
                    Alright.  Okay -- Likes:  Thai food, feminist 
                    prose, and "angry, girl music of 
                    the indie-rock persuasion".  Hereís a list of
                    CDs that she has in her room.
          
                                 PATRICK
                    So I'm supposed to buy her some noodles and a 
                    book and sit around listening to chicks 
                    who can't play their instruments, right?
          
                                 MICHAEL
                    Have you ever been to Club Skunk?
          
          
                                 CAMERON
                    Her favorite band is playing there tomorrow 
                    night.

                                 PATRICK
                    I canít be seen at Club Skunk, alright?

                              CAMERON
                    But sheíll be there.  Sheís got tickets.
          
                                 MICHAEL
                    Just assail your ears for one night.
          
                                 CAMERON
                    She has a pair of black underwear, if that helps.

                              MICHAEL
                    (with a wink-wink-nudge-nudge voice)
                    Couldnít hurt, right?
          
          
          INT. CLUB SKUNK - NIGHT
          
          Patrick walks down the hallway toward the stage and is eyed 
          suspiciously by various girls in the hall.  He enters, searches
          the crowd, and finds Kat dancing with Mandella.  He sits at the bar.

                              BARTENDER
                    Verona!  What are you doing here tonight?

          Kat stops dancing and shouts at her friends.

                              KAT
                    I need agua!

          She heads for the bar.

                              KAT
                    (to the bartender)
                    Two waters.

          She spots Patrick ignoring her and looks disgusted.

                              KAT
                    (to Patrick)
                    If youíre planning on asking me out again, you
                    might as well just get it over with.

                              PATRICK
                    (pretending to be absorbed by the music)
                    Would you mind?  Youíre kind of ruining this for me.

                              KAT
                    Youíre not surrounded by your usual cloud of smoke.

                              PATRICK
                    I know.  I quit.  Apparently theyíre bad for you.

                              KAT
                    (too surprised to be sarcastic)
                    You did?

                              PATRICK
                    You know, these guys are no Bikini Kill or Raincoats,
                    but theyíre not bad.

          He stands and heads into the crowd.  Stunned for a moment, Kat
          rushes after him.

                              KAT
                    You know who the Raincoats are?

                              PATRICK
                    Why?  Donít you?  I was watching you out there before...

          The song ends and there is a moment of silence in the club as he
          continues to use his loud-club-volume voice.

                              PATRICK
                    (continuing)
                    Iíve never seen you look so sexy.

          The crowd hears him clearly and laughs.  He grins with embarrassment.

                              PATRICK
                    (continuing)
                    Come to Bogieís party with me.

                              KAT
                    You never give up, do you?

          She begins to walk away through the crowd.

                              PATRICK
                    Was that a yes?

                              KAT
                    (shouting over her shoulder)
                    No.

                              PATRICK
                    Well, was that a no?

                              KAT
                    No.

                              PATRICK
                    (shouting after her)
                    Iíll see you at 9:30 then.


          
          INT. STRATFORD LIVING ROOM - NIGHT
          
          Bianca and Chastity are dolled-up in party clothes and are
          attempting to sneak down the stairs and out the door.
          Walter is reading the paper, facing the opposite direction.

                              WALTER
                    You should have used the window.
          
          She pretends everything is normal.

                                 BIANCA
                    Hi Daddy.
          
                                 WALTER
                    Hi. Where are we going?
          
                                 BIANCA
                    Well, if you must know, a small study
                    group of friends.
          
                                 WALTER
                    Otherwise known as an orgy?

                              CHASTITY
                    Mr. Stratford, itís just a party.

                              WALTER
                    And Hell is just a sauna.
          
          Kat comes walking down the stairs, oblivious of whatís going on.
          Walter directs his attention toward Kat.
          
                                 WALTER
                    You know about any party?
          
          Kat shrugs and shakes her head.
          
                                 BIANCA
                    People expect me to be there!
          
                                 WALTER
                    If Kat's not going, you're not going.
          
          Bianca turns to Kat.
          
                                 BIANCA
                    Why canít you be normal?
          
                                 KAT 
                    Define normal.
          
                                 BIANCA
                    Bogey Lowenstein's party is normal.


                                 WALTER
                    What's a Bogey Lowenstein?

                              KAT
                    Bogieís party is just a lame excuse for all the
                    idiots at our school to drink beer and rub up
                    against each other in hopes of distracting
                    themselves from the pathetic emptiness of their...

          Chastity and Bianca are familiar with this old rant and chime in
          to finish her sentence for her.

                              BIANCA/CHASTITY
                    ...meaningless, consumer-driven lives.

          Kat stops short.  Surprised sheís become so predictable.

                              BIANCA
                    Can you, for just one night, forget that youíre
                    completely wretched and be my sister?  Please?
                    Please?!  Címon, Kat, please do this for me.

          Sheís very sincere.  Kat is swayed.

                              KAT
                    Fine.  Iíll make an appearance.
          
          Bianca and Chastity look at each other, thrilled, and burst 
          into gleeful screams, hugging Kat from either side.
          
                                 WALTER
                    It's starting.
          
                                 BIANCA
                    It's just a party. Daddy.
          
          Walter looks dazed.
          
                                 WALTER
                    I want you to wear the belly.
          
                                 BIANCA
                    Daddy, no!
          
                                 WALTER
                    Not all night.  Just around the living room
                    for a minute so you can understand the full
                    weight of your decisions.
          
          He rushes to a cupboard and pulls out a padded faux-
          pregnancy jacket.  Bianca limply holds out her arms in defeat.     
          He hangs it on her.

                              BIANCA
                    I am perfectly aware... 

                              WALTER
                    Listen to me.  Every time you even think about
                    kissing a boy, I want you to picture wearing
                    this under your halter top.
          
                                 BIANCA
                    You are so completely unbalanced.

                              WALTER
                    Uh huh.
          
                                 KAT 
                    Weíre going now.
          
                                 WALTER
                    (to Kat)
                    Alright, wait a minute. No drinking.  No drugs. No kissing.
                    No tattoos. No piercings.  No ritual animal slaughter of
                    any kind.
                    (to himself)
                    Oh god, Iím giving them ideas...
          
          Kat opens the door, and there stands Patrick.

                              KAT
                    What are you doing here?
          
                                 PATRICK 
                    Nine-thirty right?
          
          Kat's in shock
          
                                 PATRICK 
                    (continuing)
                    I'm early.
          
                                 KAT 
                    Whatever.  I'm driving.
          
          He peeks in behind her.
          
                                 PATRICK 
                    Who knocked up your sister?
          



          INT. MICHAELíS HOUSE - NIGHT 
          Cameron and Michael are preparing to go to the party.  Michael
          employs a variety of questionable beautification techniques.
          
                                 CAMERON
                    So, then Bianca says that I was right.  That
                    she didn't wear the Kenneth Coles with that 
                    dress because she thought it was 
                    mixing genres. Right?  And the fact 
                    that I noticed -- and this is a direct quote -
                    "really meant something."
          
          Cameron looks At Michael expectantly
          
                                 MICHAEL 
                    You told me that part already.
          
                                 CAMERON
                    I've been thinking about it all the time...

                                 MICHAEL 
                    Stop being so self-involved for one minute.
                    How do I look?
          
                                 CAMERON
                    You look like my great uncle, Milton.
          
                                 MICHAEL
                    You think I should lose the tie?
          
                                 CAMERON
                    (obviously)
                    Yeah.
          
                                 MICHAEL
                    Maybe youíre right.
                    (very flustered and nervous)
                    Iím just so nervous.  You know?  And Iím also very
                    excited.  Iím nervous and Iím excited.  Itís all
                    very mixed up.  I donít know...

                              CAMERON
                    Okay, alright.  Just calm down.  Alright.

                              MICHAEL
                    The last party I went to was at Chuck-E-Cheeze. You
                    wanna talk about some fun?
                    (he snorts happily)
                    Thatís a good time.



          EXT. BOGEY LOWENSTEIN'S HOUSE - NIGHT

          A huge pack of party-goers, carrying kegs and ready to have some
          fun, charge through the night like hungry wolves, descending on
          Bogeyís well-lit, upscale, suburban home.





          INT. BOGEY LOWENSTEIN'S HOUSE - NIGHT
          
          BOGEY, the leader of the Future MBAís, plays the host to some stiff-looking
          kids arranged on some flowery sofas in a very expensive-looking den.
          He hands out cigars proudly.
          
                                 BOGEY
                    Now remember guys.  Donít touch anything.

          He spots one of his guests fondling a crystal vase and seizes it.

                              BOGEY
                    (continuing)
                    Oh...what did I tell you?

          He puts it back where it came from as the doorbell rings.  He
          lights up and heads for the door.

                              BOGEY
                    That must be Nigel with the Brie.
          
          Before he gets to the door, the room is stampeded with partiers.
          Within second the house is filled to capacity.  A DJ is suddenly
          spinning and booze is everywhere.
          

          INT. UPSTAIRS BALCONY, BOGIEíS - NIGHT
          
          Michael drifts through an archway with a beer in his hand and
          bee-lines for a busty blonde.

                              MICHAEL
                    (to girl)
                    You know, Iím thinking about getting a Tercel.
                    Yeah, thatís a Toyota.

          She winces and she and her friend start to walk away.

                              MICHAEL
                    (shouting after her)
                    It has dual-side airbags and a spacious back seat.

          Across the way, Kat and Patrick come up the stairs to the
          balcony.  Patrick encounters a very drunk and happy girl.

                              DRUNK GIRL
                    (to Patrick)
                    Kiss me!

          She embraces him and he turns her around and nudges her into
          the arms of a lonely guy on a chair.

                              PATRICK
                    Kiss him.

          She immediately falls upon the lucky guyís lips.  He manages
          to tear himself away for a moment as Patrick passes.

                              LUCKY GUY
                    (to Patrick)
                    Hey, thanks man!

          In doing so, he forgets about the girl and drops her on the ground.
          Meanwhile, Kat has made her way into the next room, where she is
          met by Joey.
          
                                 JOEY
                    Sweet!  Lookin' fresh tonight, Pussy-Kat.
          
          Kat gives him a dark look and then stops and points at his 
          forehead.
          
                                 KAT
                    Wait -- was that?-- Did your hairline 
                    just recede?
          
          Heís flustered for a moment.  When he recovers she's already walking away.
          
                                 JOEY 
                    Hey, where ya goin?
          
                                 KAT
                    Away.
          
                                 JOEY 
                    Your sister here?
          
                                 KAT 
                    Stay away from my sister.
          
                                 JOEY 
                    (smirking) 
                    Oh Iíll stay away from your sister.  But
                    I canít guarantee sheíll stay away from me.
          
          A ruckus sounds from the next room and a jock jumps in next to them.
          
                                 JOCK 
                    Fight!

                              JOEY
                    Ooo!  Fight!
          
          He and the Jock run off to watch.  Two guys are slugging it out in the den.
          Bogie watches in horror.

                              BOGIE
                    You guys, please!  Take it outside!

          They wrestle and crash through the bay window onto the grass outside.

                              BOGIE
                    Thank you.
          
          Kat pushes through the gathered crowd to get away and encounters Joey
          with Bianca on his arm.
          
                                 JOEY 
                    Hey Kat.  Look who found me.

          Joey and Bianca walk away.  She ignores Kat.

                                 KAT 
                    Bianca, wait!
          
                              BIANCA
                    (annoyed)
                    Please donít address me in public.

                              KAT
                    No wait.  Thereís something I need to tell you.

                              BIANCA
                    Look.  I am busy enjoying my adolescence, so
                    scamper off and do the same.

                              JOEY
                    (loving this)
                    Bye bye.
          
          They leave a dejected Kat behind.  A guy with a tray of shots
          sidles up next to Kat.

                              SHOTS GUY
                    Want one?

          Patrick appears behind her as she snatches a shot and downs it with
          a grimace of intense discomfort.

                              PATRICK
                    Whatís this?

                              SHOTS GUY
                    Right on, sister!
          
                                 PATRICK
                    (to Kat)
                    Iíve been looking all over the place for you.
          
                                 KAT 
                    (mocking)
                    "I'm getting trashed, man." Isn't that 
                    what you're supposed to do at a party?
          
                                 PATRICK
                    I dunno.  I say, do what you wanna do.
          
                                 KAT
                    Funny, you're the only one.  Later.
          
          She pushes away into the crowd.

          
          INT. BOGEY'S LIVING ROOM - NIGHT
          
          Michael spots another pair of girls and tries his luck again.
          He does a weak impression of an Irish jig.
          
                                 MICHAEL 
                    Lord of the Dance.  Hi Heather.

                              HEATHER
                    Bite me.

          She walks away.

                              MICHAEL
                    (undaunted and still quite cheery)
                    Should have kept the tie.

          Cameron comes up behind him.
          
                              CAMERON
                    Hey.  Have you seen her around anywhere?
          
          Michael spots Bianca and Chastity coming down the stairs 
          and points Cameron in her direction.
          
                                 MICHAEL 
                    Relax.  Relax.  Iím telling you,
                    follow the love, man.
          
          Cameron walks over to the girls.

                              CAMERON
                    Hi Bianca.
          
                                 BIANCA
                    Oh, hi Cameron.

                                 BIANCA
                    Um, you know Chastity?

          A bit uncomfortable, she pushes Chastity between them.

                                 CAMERON
                    (to Chastity)
                    Yeah.  I think we have art together, right?
          
                                 CHASTITY 
                    (not amused)
                    Great.

                                 CAMERON
                    (to Bianca)
                    So, uh, you really look amazing.

          Chastity shows pitiable disdain at his obvious pass.
          
                                 BIANCA
                    (uncomfortable)
                    Thanks.
          
          Joey comes down the stairs and has overheard Cameronís
          compliment.  Chastity looks him up and down approvingly.

                              JOEY
                    We all know I look amazing.

          The girls both giggle.

                              JOEY
                    Bianca, letís go.  Weíre all congregating
                    around Mr. Cuervo.

                              BIANCA
                    (to Cameron)
                    Um, Iíll see you around, okay?
          
          Joey and the girls walk away as Cameron stares in disbelief.
          Joey looks back just long enough to flash him a thumbís up.
          Cameron is crushed.
          
          
          INT. A ROOM, BOGEY'S HOUSE - NIGHT 
          

          Bianca walks next to Joey as he blathers about modeling.
          
                                 JOEY
                    So I've got the Sears catalog 
                    thing going -- and the tube sock gig. 
                    That is gonna be huge!

          He pauses as someone screams and falls off the roof outside
          the window.

                              JOEY
                    (continuing)
                    And Iím up for a hemorrhoid cream ad next week. 
          
          Bianca looks truly offended.
          
                                 JOEY
                    (continuing)
                    I know it sounds kind of bogus, but...I get getta
                    do some acting.
          
          He pauses again, this time to place his empty can of Budweiser
          atop a large beer-can pyramid.  He then strikes a pose.  Bianca
          isnít watching.

                              JOEY
                    You see what I did there?

                              BIANCA
                    Um... uh huh.
          
                                 JOEY
                    That was underwear.  Iíll show you the bathing suit
                    one next.

          Itís exactly the same.

                              JOEY
                    (continuing)
                    You see the difference?
          
          She turns away looking disgusted again.  He notices her lack of
          interest and takes it in stride, turning immediately to someone
          behind him.

                              JOEY
                    (to other person)
                    Okay, Iíll show you.

          Bianca uses the opportunity to slip away.

          
          INT. BOGEY'S DEN - NIGHT


          A cowboy sits with another kid chewing tobacco.  He unloads a mouthful
          of it into a nice crystal vase.  Bogie takes the vase from them and
          moans woefully.

          Bianca passes, searching the crowd, and spots Joey through an archway
          striking poses for a crowd.  She turns away and faces Cameron, who is
          obviously not happy with the eveningís turn of events.

          Bianca decided to avoid the inevitable conflict and pulls Chastity in
          the opposite direction.

                              BIANCA
                    (to Chastity)
                    Is it just me, or does this party all of a
                    sudden suck?

          They walk away.  Cameron looks sour.


          
          INT. BOGEY'S KITCHEN - NIGHT
 
          Patrick is searching for Kat.  He passes the Drunk Girl and Lucky
          Guy from earlier, and the guy grabs his shirt.

                              LUCKY GUY
                    Really.  Really!  Thank you!

          Patrick gives him a pat on the shoulder and moves on.  He spots Kat,
          who is already very drunk, standing with a fresh shot in her hand.
          Patrick tries to remove a shot glass from Kat's hand.
          
                                 PATRICK
          
                    Hey hey hey!  Why donít you let me have this one, huh?
          
          Kat is fierce in her refusal and pulls the shot away.
          
                                 KAT
                    No!  This oneís mine.

          She rushes off.
          Joey enters, grabbing Patrick by the shoulder, distracting 
          him from following Kat.
          
                                 JOEY
                    My man!  How did you get her to do it?
          
                                 PATRICK
                    Do what?
          
                                 JOEY
                    Act like a human.
          
          They both notice Kat has climbed up on a table in the next
          room and is dancing.  Joey is very pleased and rushes to watch.

                              JOEY
                    Yeah!  Alright!
          
          Others form a crowd, clapping and cheering her on.  Bianca
          sees her from the balcony and rushes off.  Kat completes her
          dance by falling off the table. Patrick catches her.

          
                                 PATRICK
                    Are you okay?
          
                                 KAT
                    I'm fine.
          
          She tries to sit up, but falls back again.
          
                                 PATRICK
                    You're not fine.  Címon.

          He helps her to walk away from the table and down the hall.
          
                                 KAT
                    I just need to lie down somewhere.
          
                                 PATRICK
                    Uh, uh. You lie down and you'll go to 
                    sleep
          
                                 KAT
                    Sleep is good.
          
                                 PATRICK
                    Yeah.  Not if you have a concussion.


          
          EXT. BOGIEíS HOUSE - NIGHT

          A few partygoers stand around as Patrick guides her toward a
          stone bench.

                                 PATRICK
                    C'mon.  Here, sit down.  Sit.
          
          As Patrick sits Kat down, Cameron comes up next to him.
          

                              CAMERON
                    (to Patrick)
                    Hey, hey.  We need to talk.
          
                                 PATRICK
                    I'm a little busy right now.
          
                                 CAMERON
                    Can you give me a second?

          Patrick steps aside with him.

                              CAMERON
                    (continuing)
                    It's off, okay?  The whole thingís off.
          
                                 PATRICK
                    Whatíre you talking about?
          
                                 CAMERON
                    She never wanted me.  She wanted Joey the
                    whole time.

          Patrick doesn't have time for this.
          
                                 PATRICK
                    Cameron -- do you like the girl?
          
                                 CAMERON
                    Yeah.
          
                                 PATRICK 
                    (impatient)
                    Yeah.  And is she worth all this trouble?

                              CAMERON
                    Well, I thought she was.  But, you know, I...

                              PATRICK
                    Well she is or she isnít.  See, first of all, Joey
                    is not half the man you are.  Secondly, donít let
                    anyone ever make you feel like you donít deserve
                    what you want.  Go for it!

          Kat begins to fall off the bench and Patrick catches her again.
          He stands her up and they walk away.

                              PATRICK
                    (to Kat)
                    Címon.
 
          Patrick continues walking an oblivious Kat away from the party.
          Cameron stands there, unsure how to make use of this advice.
          


          EXT. THE STREET OUTSIDE BOGIEíS HOUSE - NIGHT 
          
          Patrick marches Kat down the street, holding her up.  They head
          up a hill.
          
                                 KAT
                    (annoyed at being held up)
                    Youíre so patronizing.
          
                                 PATRICK
                    Leave it to you to use big words when 
                    you're smashed.

          She pushes his arm off and tries to walk on her own.

                              KAT
                    I donít think so.

          She falls down and stands back up again.

                              PATRICK
                    Okay...
          
                                 KAT
                    Why are you doing this?
          
                                 PATRICK
                    I told you.  You may have a concussion.
          
                                 KAT
                    You don't care if I never wake up.
          
                                 PATRICK
                    (he grins)
                    Sure, I do.
          
                                 KAT
                    Why?
          
          They reach a set of two swings hedged by ivy and stop.

                                 PATRICK
                    Well then, because then I'd have to start taking 
                    out girls who actually like me.
          
                                 KAT
                    Like you could find one.
          
                                 PATRICK
                    See that, there?  Who needs affection when 
                    I have blind hatred?
          
                                 KAT
                    Let me sit down for a while.
          
          She walks over to the swings and plops down,
          moving her hands to hang onto the ropes.

          She sits and looks at him for a moment with a smile. Then 
          falls over backward, just in time to be caught--again.
          
                                 PATRICK 
                    Jesus.
          
          Patrick sits on the other swing.
          
                                 PATRICK 
                    (continuing)
                    So why'd you let him get to you?
          
                                 KAT
                    Who? 
          
                                 PATRICK
                    Joey.
          
                                 KAT
                    I hate him.
          
                                 PATRICK
                    Well, youíve chosen the perfect revenge:
                    mainlining tequila.

          They both laugh.
          
                                 KAT
                    Well, you know what they say...
          
          He stops the swing
          
                                 PATRICK
                    No. What do they say?
          
          Kat is asleep, her head resting against the swing's rope.  Heís
          concerned about her falling asleep with a possible concussion.
          
                                 PATRICK 
                    (continuing)
                    No no no no!  Kat!  Címon, wake up!  Look at me!
                    Listen to me, Kat.  Open your eyes!
          
          He slaps her and she slowly opens her eyes.

                                 KAT
                    (waking)
                    Hey.  Youíre eyes have a little green in them.
          
          He sighs with relief and smiles.  They make meaningful eye
          contact, and she then vomits at his feet.


          
          EXT. BOGEY LOWENSTEIN'S DRIVEWAY - NIGHT
          
          Kids loiter outside.  Bianca and Chastity are waiting.

                              BIANCA
                    I donít know if we should go...

          Joey comes up to them.
          
                                 JOEY
                    Hey.  A bunch of us are going to Jaret's 
                    house.  Ready?
          
                                 BIANCA
                    Uh, I have to be home in twenty minutes.
          
                                 CHASTITY 
                    (eagerly, to Joey)
                    You know, I don't have to be home 'til two. So...
          
                                 JOEY 
                    (to Bianca)
                    One more chance...

                              BIANCA
                    (not interested)
                    Oh, man.  I canít.  Damn.

                              CHASTITY
                    Thatís a shame.
                    (to Joey)
                    Well?

                              JOEY
                    (to Chastity)
                    You wanna go?

                              CHASTITY
                    Sure.

                              BIANCA
                    Chastity!

                              CHASTITY
                    Hey, you passed.

          Chastity leaves with Joey.

                              BIANCA
                    (to herself)
                    Bitch.
          
          Cameron exits the party and stops when he sees Bianca 
          standing alone.
          
                                 CAMERON
                    (slightly accusatory)
                    Hey.  Have fun tonight?
          
                                 BIANCA
                    (unenthused)
                    Tons.
          
          He starts to walk on.
          
                                 BIANCA
                    (continuing)
                    Cameron?
          
          He stops. She gives him a helpless smile.
          
                                 BIANCA
                    (continuing)
                    Do you think you could give me a ride home?

          He stops, facing away from her.  He looks very put-out.


          
          INT. KAT'S CAR - NIGHT
          
          Patrick drives as Kat sits in the passenger seat.  She listens
          to the stereo.
          
                                 KAT 
                    I should do this.
          
                                 PATRICK
                    Do what?
          
                                 KAT
                    This.
          
          She points to the radio.
          
                                 PATRICK
                    Start a band?
          
                                 KAT 
                    (sarcastically)
                    No, install car stereos.  Yeah, start a band.
                    My father would love that.

          Patrick pulls up to her house and stops the car.
          
                                 PATRICK
                    You don't strike me as the type that 
                    would ask your fatherís permission.
          
          She turns to look at him.
          
                                 KAT
                    Oh, so now you think you know me?
          
                                 PATRICK
                    I'm gettin' there
          
          Her voice loses it's venom
          
                                 KAT
                    The only thing people know about me is 
                    that I'm "scary".
          
                                 PATRICK       
                    Yeah, well, I'm no picnic myself.
          
          They eye each other, sharing a moment of connection.
          
                                 PATRICK 
                    (avoiding the tension)
                    So what ' s up with your dad?  Is he a 
                    pain in the ass?
          
                                 KAT
                    No.  He just wants me to be someone I'm not.
          
                                 PATRICK
                    Who?
          
                                 KAT
                    Bianca.
          
                                 PATRICK
                    Ah... Bianca.  No offense or anything, I mean,
                    I know everyone digs you're sister.  But, um... 
                    Sheís without.
          
          Kat stares at him with new admiration.
          
                                 KAT
                    You know, you're not as vile as I 
                    thought you were.
          
          She leans drunkenly toward him.
          
          Their faces grow closer as if they're about to kiss And then 
          Patrick pulls away.
          
                                 PATRICK
                    Maybe we should do this another time.
          
          Kat stares at him, pissed.  Then gets out of the car 
          and stomps off.
          

          CAMERON'S CAR - NIGHT
          
          Bianca and Cameron ride in silence.            
          He pulls up in front of her house and finally breaks it.

                                 CAMERON
                    You never wanted to go sailing with me, 
                    did you?
          
                                 BIANCA
                    (lying to be nice)
                    Yes I did.

                              CAMERON
                    No.  You didnít.

                              BIANCA
                    Well, okay.  No.  Not actually.
          
                                 CAMERON
                    (upset and disappointed)
                    Well, then that's all you had to say.
                    You always been this selfish?
          
          BIANCA thinks for a few seconds.

                              BIANCA
                    (meekly)
                    Yes.
          
                                 CAMERON
                    You know, just because you're beautiful, doesn't 
                    mean you can treat people like they don't matter.
                    I mean, I really like you.  Okay?  I defended you
                    when people called you conceited.  I helped you
                    when you asked me to.  I learned French for you!
                    And then you just blow me off...
          
          She looks at him for a moment, then grabs his face and 
          gives him a kiss on the lips.  He is stunned.  She smiles, then
          gets out of the car without another word.
          
          Cameron looks as though heís just been told heís inherited a
          billion dollars as she turns, smiles, and walks away.
          
                                 CAMERON
                    (regaining his composure)
                    And I'm back in the game!


          INT. ENGLISH CLASS - DAY
          
          Kat enters the class.  DEREK, a White Rasta, pokes fun at her for
          dancing at the party the night before.
          
                                 DEREK
                    Kat, me lady, you sway to the rhythm of 
                    me heart.

          CLEM, a cowboy, chimes in as she makes her way to her seat.
          
                                 CLEM
                    Dance for me, cowgirl.
    
                                 JOEY
                    Kat, babe, what do we owe you for the table dance?
          
                                 MR. MORGAN
                    (to the class)
                    Allright, not that I care, but how was everybodyís
                    weekend?
          
                                 JOEY 
                    Oh, I donít know.
                    Maybe we should ask Kat.
          
                                 MR. MORGAN
                    Unless she kicked the crap out of your dumb butt,
                    I donít wanna hear about it.  Okay, letís open up
                    our books to page 73, sonnet 141.  And listen up:

          He quotes from Shakespeareís sonnet with a modern rapper lilt.
          
                              MR. MORGAN
                    (reciting)
                    ďIn faith, I do not love thee with mine eyes.
                     For they and thee a thousand errors note.
                     But Ďtis my heart loves what they despise,
                     who in despite of view is pleasíd to dote.Ē
                    (continuing as normal)
                    Now, I know Shakespeareís a dead white guy.
                    But he knows his shit, so we can overlook that.
                    I want you all to write your own 
                    version of this Sonnet.

          The class groans in disapproval.
          Kat raises her hand.  Mr. Morgan is unpleased.  Heís obviously
          accustomed to her opposition.

                              MR. MORGAN
                    Yes, Miss I-have-an-opinion-about-everything?

                              KAT
                    Do you want this in iambic pentameter?

                              MR. MORGAN
                    Youíre not going to fight me on this?

                              KAT
                    No.  I think itís a really good assignment.

                              MR. MORGAN
                    (laughs)
                    Youíre just messiní with me, arenít you?

                              KAT
                    No.  Iím really looking forward to writing it.

                              MR. MORGAN
                    (thinks sheís mocking him)
                    Get out of my class.

                              KAT
                    What?

                              MR. MORGAN
                    Out.  Get out!

          She looks confused, slowly rises and leaves.

                              JOEY
                    Thanks Mr. Morgan.

                              MR. MORGAN
                    Shut up.


          
          INT. HALLWAY - DAY
          
          Mandella is at her locker.  Drawings of William Shakespeare 
          adorn the door.  Michael walks up.
          
                                 MICHAEL
                    Hey.  Thatís a cool picture.  Whatís the collar for?
                    Is it to keep him from licking his stitches?

          He laughs at his own joke, then notices her lack of amusement.
          
                                 MICHAEL 
                    (continuing)
                    Kidding.  No, because I know youíre a fan of Shakespeare.
          
                                 MANDELLA
                    More than a fan.  Weíre involved.
          
                                 MICHAEL 
                    Okay.
          
          She continues to ignore him.
          
                                 MICHAEL
                    (quoting from Shakespeare)
                    ďWho could refrain that had a heart to 
                    love and in that heart...ď

                              MANDELLA
                    (finishing the quote for him)
                    ...courage to make love known?
          
          Michael thinks for a minute.
          
                                 MICHAEL 
                    Macbeth, right?
          
                                 MANDELLA 
                    (happily stunned)
                    Right.
          
                                 MICHAEL
                    So, listen... I have this friend...


          
          EXT. SOCCER FIELD - DAY
          
          Cameron sits next to Patrick on the bleachers as they watch 
          the girls practice.
          
          
                                 CAMERON
                    What'd you do to her?
          
                                 PATRICK
                    I didnít do anything. 
                    Wouldíve been too drunk to remember.

                              CAMERON
                    But the plan was working.

                              PATRICK
                    What do you care?  I thought you wanted out.

                              CAMERON
                    Yeah, well I did, but, uh, that was until she
                    kissed me.
          
                                 PATRICK 
                    (grins)
                    Where?
                              
                              CAMERON
                    In the car.

          Michael is jogging up to them from across the jogging track.  As he
          crosses it, he is nearly run over by two joggers.

                              MICHAEL
                    Sorry.

                              JOGGERS
                    Dweeb!  Putz!

                              MICHAEL
                    Iím Sorry!

          He sits with Cameron and Patrick.

                              MICHAEL
                    Alright.  I talked to her.  I got the scoop.

                              CAMERON
                    What did she say?

                                 MICHAEL
                    Hates him with the fire of a 
                    thousand suns.  That's a direct quote.

                              PATRICK
                    Thanks, Malcolm.  Thatís very comforting of you.
          
                                 CAMERON
                    We donít know.  She could just need a day to cool
                    off.
          
          A soccer ball flies past them from the field, narrowly missing their 
          heads.  Kat stands menacingly glaring at them.
          
                                 PATRICK 
                    (continuing)
                    Maybe two.

          
          INT. SCHOOL COURTYARD - DAY 
          
          Kat and Mandella walk.  Kat sees a prom flyer and tears it down as the
          flier posting girl watches.
          
                              PROM POSTER GIRL
                    Hey!

          Kat doesnít hear her and just keeps walking.

                                 KAT
                    Can you imagine who would go to that antiquated
                    mating ritual?
          
                                 MANDELLA
                    (raises her hand)
                    I would.  But I donít have a date.
          
                                 KAT
                    Do you really want to get all dressed up so
                    some Drakkar Noir-wearing Dexter with a boner
                    can feel you up while youíre forced to listen
                    to a band that by definition sucks?
          
                                 MANDELLA 
                    Alright, alright.  We won't go.  It's not like 
                    Iíve got a dress anyway.

          
                                 KAT
                    You ' re looking at this from entirely the wrong 
                    perspective.  We're making a statement.
          
                                 MANDELLA 
                    (unconvinced and sarcastic)
                    Oh, goody.  Something new and different 
                    for us.

          
          EXT. ARCHERY FIELD - DAY 
          
          Mr. Chapin instructs as boys and girls shoot arrows at targets.
          Joey swaggers up to Bianca, who is taking careful aim.
          
                                 JOEY 
                    Hey there, Cupid.
          
                                 BIANCA
                    (not looking at him)
                    Hi, Joey.
          
                                 JOEY
                    You're concentrating awfully hard 
                    considering it's gym class.
          
          She turns to look at him and releases the arrow at an angle.  A cry
          is heard off-camera.  Bianca clearly isnít interested in talking to Joey.

                              BIANCA
                    Can I help you?
          
                                 JOEY 
                    I want to talk to you about prom.
          
                                 BIANCA
                    Look, you know the deal.  I can't go if Kat 
                    doesn't go.
          
          In the background, Mr. Chapin crumples to the ground with an arrow
          sticking out of his rear end.  Chastity scurries over to help him.
          
                                 JOEY
                    Your sister is going.
          
          Bianca looks at him, surprised
          
                                 BIANCA
                    Since when?
          
                                 JOEY 
                    Oh, letís just say I'm taking care of it.
          
          Joey takes an arrow and hands it to her as he walks away.



          INT. HALLWAY - DAY 
          
          Joey hands 2 $100 bills to Patrick.

                                 JOEY
                    Here.  This should take care of the flowers, the limo,
                    the tux, everything.  Just make sure she gets to the prom.
          
          Patrickís conscience seems to be bothering him.
          
                                 PATRICK
                    You know what?  Iím sick of playing your little game.
          
          He hands back the cash.  Joey reaches into his pocket again and looks around.

                              JOEY
                    You sick of, letís say, 300?

          Patrick looks a bit tortured, but eventually takes the money.


          INT. GUITAR STORE - DAY

          Kat is playing a guitar with headphones on.  Patrick comes up behind her,
          then decides to leave her alone.


          INT. BOOK STORE - DAY
          
          Patrick scans the store for Kat, sees her, and follows her from the next
          row of books.  When the reach the end of the aisle, he confronts her.
          
                                 PATRICK
                    Excuse me, have you seen The Feminine 
                    Mystique?  Iíve lost my copy.
          
                                 KAT 
                    (not pleased)
                    What are you doing here?
          
                                 PATRICK
                    I heard there was a poetry reading.
          
                                 KAT
                    You're so...
          
                                 PATRICK
                    Charming?
          
          She turns and begins to walk away.
          
                                 PATRICK 
                    (continuing)
                    Wholesome.
          
                                 KAT
                    (turning back)
                    Unwelcome.
          
                                 PATRICK
                    Youíre not as mean as you think you are, you know that?

                              KAT
                    And youíre not as badass as you think you are.

                              PATRICK
                    Ooo, someone still has their panties in a twist.
          
                                 KAT
                    Don't for one minute think that you had 
                    any effect whatsoever on my panties.
          
                                 PATRICK
                    Then what did I have an effect on ?
          
                                 KAT
                    Other than my upchuck reflex? Nothing.
          
          She heads for the door, handing him a copy of The Feminine Mystique as
          she leaves.

          
          INT. CAFETERIA - DAY
          
          Cameron  and Michael flank Patrick as he piles food onto his tray.
          
                                 PATRICK
                    Youíre right. She's still pissed.
          
                                 MICHAEL
                    Sweet love, renew thy force!
          
                                 PATRICK
                    Hey, man!  Don't say shit like that to  me. 
                    People can hear you.
          
                                 CAMERON
                    Look.  You embarrassed the girl. Sacrifice  
                    yourself on the altar of dignity and  
                    even the score.

          Patrick scowls and walks away.
          
                                 MICHAEL
                    Listen.  Donít say shit like that to him.  People
                    can hear you.
          

          INT. HALLWAY - DAY

          Patrick hands a wad of cash to a pudgy kid and smiles.


          
          INT. FIELD ANNOUNCERíS BOOTH - DAY

          A pair of hands are scanning the controls for the school stadiumís audio
          setup.  One hand holds a cordless microphone, the other turns up the volume
          on a switch labeled ďField Mic AnnounceĒ.


          EXT. THE BLEACHERS - DAY

          Looking down on the field where the girls are practicing soccer, Patrick
          stands atop the bleachers with the microphone in his hand and begins to
          sing an old love song to Kat.

          He completes the first verse, as everyone watches, then gives a
          signal to the pudgy kid he met in the hall earlier.  The kid is the leader
          of the school marching band, which then chimes in and begins playing the
          music for the song.  Kat is thrilled.

          Patrick continues singing and dancing around on the bleachers, until two
          cops arrive.  They grab him as the soccer team applauds his performance.

          He breaks free and continues hamming about, spanks an officerís bum as he
          passes, then runs away.  Kat is obviously flattered.

          
                    
          INT. DETENTION HALL - DAY
          
          Patrick and several other miscreants sit quietly, mulling 
          over their misfortune as Mr. Chapin presides.  Mr. Chapin tries to sit
          on the edge of the desk, grimaces in pain from his arrow wound, and
          someone in the classroom giggles.
          
                                 MR. CHAPIN 
                    (to a stoner kid)
                    You look pretty nervous.

                              STONER KID
                    Yes sir.

                              MR. CHAPIN
                    Youíre sweating like a pig.

                              STONER KID
                    Yes sir.

                              MR. CHAPIN
                    Your eyes are all...bloodshot.

                              STONER KID
                    Yes sir.

                              MR. CHAPIN
                    Youíve got pot, donít you?

          Stoner Kid hands him a bag of weed.

                              MR. CHAPIN
                    Iím confiscating this.

          He turns around and sees a bag of Cheetos on another kidís desk, which
          he also takes, revealing possible future plans for his contraband...

                              MR. CHAPIN
                    This too.

          Kat suddenly enters the room and approaches Mr. Chapin.  Patrick looks
          up and sees her.

                                 KAT
                    Um, sir?  I have some ideas on how we can improve
                    the girlís soccer team.

                              MR. CHAPIN
                    Great!  Letís talk about it later.
          
          He turns away and she uses the opportunity to motion to Patrick.

                              KAT
                    (whispering to Patrick)
                    The window.
                    (he doesnít get it)
                    Window!

          Mr. Chapin turns back around and she laughs.

                              KAT
                    (continuing to Mr. Chapin)
                    As you know, we have a really big game with Hillcrest High...
          
          Patrick runs for the side of the room as she distracts Mr. Chapin.
          Mr. Chapin begins to turn, but she grabs his arm to stop him.

                              KAT
                    (gasps)
                    Youíre bicep is huge!  Oh my god.  The other
                    oneís even bigger.  You donít take steroids, do you?
                    Because Iíve heard steroids can severely disintegrate
                    your...package.

          The classroom murmers, including an inexplicable older, balding guy in the
          back row, who seems to be a badly cast extra.

                              KAT
                    (continuing)
                    Thatís not the point.

                              MR. CHAPIN
                    Letís hope not.

          He hears Patrick make a creaking noise and tries to turn.  She stops him.    

                                 KAT
                    The point is, they kick our butts every year.  I was
                    thinking.  I devised a plan that will enable us to
                    finally defeat them.
          
                                 MR. CHAPIN 
                    Which is?
          
          Patrick is sneaking toward the window behind him, next to
          a big sign that reads: ďAllís Quiet on the Western FrontĒ.

                              KAT
                    (continuing)
                    That thing you taught us.

                              MR. CHAPIN
                    What thing?

                              KAT
                    Misdirection.

                              MR. CHAPIN
                    I taught you that?

                              KAT
                    Yeah.  You, or Siegfried, or Roy.  Anyway,
                    thatís not important.  The...
          
          He tries to turn again and she grabs his chin to stop him.

                              KAT
                    Think about it!  Um, theyíre looking left, and
                    weíre running right.  Bang!  We score.  We win.
          
          Kat starts to panic, as Patrick has yet to make it out the window.
          
                              MR. CHAPIN
                    Okay.  But how do we get Ďem to look left?

                                 KAT
                    (in desperation)
                    Um, like this.
          
          She lifts her shirt just long enough for Patrick to escape.
          
          The miscreants cheer, for both the daring escape and the 
          flash of skin.

                              KAT
                    Okay.  Well, now that youíve seen...The Plan,
                    Iím gonna go and show The Plan to someone else.  Okay.

          She walks away as the classroom applauds.
          

          
          EXT. IN THE BAY - DAY 
          
          Patrick and Kat peddle a small, rented leisure boat.  They are 
          laughing together.
          
                                 PATRICK
                    I canít thank you enough for helping me sneak out of
                    detention.  Very cool.
          
                                 KAT
                    No problem.
          
                                 PATRICK
                    I thought for sure I was busted when I was climbing
                    out that window, I tell ya.  So how did you keep
                    him distracted?
         
                                 KAT
                    I dazzled him with my... wits.

                                 PATRICK 
                    (after a pause)
                    So what's your excuse?

                              KAT
                    For?

                                 PATRICK
                    Acting the way we do.
          
                                 KAT
                    I don't like to do what people expect.  
                    Why should I live up to other peopleís
                    expectations instead of my own?
          
                                 PATRICK
                    So you disappoint them from the 
                    start and then you're covered, right?
          
                                 KAT
                    Something like that
          
                                 PATRICK
                    Then you screwed up
          
                                 KAT
                    How?
          
                                 PATRICK
                    You never disappointed me.
          
                                 PATRICK 
                    (after a romantic pause)
                    Are you up for it?
          
                                 KAT
                    Up for what?
          
          He motions to the SIGN for a paint-ball game.
          

          EXT. PAINTBALL PARK - DAY

          They chase each other around and get covered in paint,
          having a good time of it.  Eventually, they end up
          falling down and literally rolling in the hay, caught
          in an embrace and a short bit of lip action before the
          game continues.
                  
  
          EXT. STRATFORD HOUSE - DAY
          
          Patrick pulls up outside Kat's house and they get out.  Paint still
          streaks their hair.

                              PATRICK
                    No.  None of that stuff is true.
          
                                 KAT
                    State trooper?
          
                                 PATRICK
                    Fallacy.  Uh, dead guy in the parking lot?
          
                                 KAT
                    Rumor.  The duck?
          
                                 PATRICK
                    Hearsay.  Bobby Ridgewayís balls?
          
                                 KAT
                    Fact.  But he deserved it.  He tried to grope me
                    in the lunch line.

                              PATRICK
                    Fair enough.

                              KAT
                    The accident?

                              PATRICK
                    Itís real.  I lived in Australia until I was 10.

                              KAT
                    With the Pygmies?

                              PATRICK
                    Close.  With my mom.

                              KAT
                    Where were you last year?
                    I know the porn career's a lie.
          
                                 PATRICK
                    Do you?
          
          They pause for a moment, then laugh.
          
                                 KAT
                    Tell me something true.
          
                                 PATRICK
                    Something true?  I hate peas.
          
                                 KAT
                    No.  Something real.  Something no one 
                    else knows.
          
                                 PATRICK 
                    (in-between kissing her neck)
                    Okay.  You're sweet.  And sexy.  And 
                    completely hot for me.
          
                                 KAT
                    You're amazingly self-assured. Has 
                    anyone ever told you that?
          
                              PATRICK
                    I tell myself that every day, actually.

          He kisses her.

                                 PATRICK
                    Go to the prom with me

                                 KAT
                    Is that a request or a command?
          
                                 PATRICK
                    Címon, go with me.
          
                                 KAT
                    No.
          
                                 PATRICK
                    No?  Why not?
          
                                 KAT
                    No, I won't go with you
          
                                 PATRICK
                    Why not?
          
                                 KAT
                    Because I don't want to. It's a stupid 
                    tradition.
          
                                 PATRICK
                    Címon.  People won't expect you to go.
          
          Kat turns to him, getting angry.
          
                                 KAT
                    Why are you pushing this?
                    What's in it for you?
          
          He plays the role of the guilty, accused husband, answering with
          an accusatory question.
          
                                 PATRICK
                    Oh, so I need to have a motive to want to be
                    with you?
          
                                 KAT
                    You tell me.
          
                                 PATRICK
                    You need therapy, you know that?  Has anyone ever told 
                    you that?
          
                                 KAT 
                    (suspicious and a little hurt)
                    Answer the question, Patrick
          
                                 PATRICK 
                    (angry)
                    Nothing!  There is nothing in it for me.  
                    Just the pleasure of your company, okay?
          
          He takes out a cigarette.  She throws it away before she 
          storms off and SLAMS the door to the house.

                    
          INT. STUDY HALL - DAY
          
          Cameron and Bianca sit together at a table.  She stares at him.
          
                                 CAMERON
                    (speaking in French)
                    May I offer you a parsnip?
          
                                 BIANCA
                    (in French)
                    No, you may not.
          
                                 CAMERON
                    (in French)
                    Where is my uncleís pencil?
          
                                 BIANCA
                    (in French, impatient)
                    I donít know.  Perhaps itís up your ass?
          
                                 CAMERON
                    (flustered, in English)
                    Wait.  Wait a minute.  That, thatís not on this page.
          
                                 BIANCA
                    (in French, angry)
                    Let me ask you a question, Cameron.  When
                    are you going to ask me out?

          She gets up and storms off.  Cameron, perplexed at this development, 
          obviously didnít understand what she said.  He flips through his
          French book for an explanation and evidently finds one.
          
                                 CAMERON
                    (in French)
                    Shit.
                    
          
          INT. HALLWAY - DAY
          
          Mandella opens her locker. Hanging inside is a beautiful period-style
          green dress with a note.  Mandella holds the dress up to read the note.
          
          The note reads: "0 Fair One.  Join me at the prom.  I will be
          waiting.  Love, William S."
          
          Mandella seems pleased.

          
          EXT. STRATFORD HOUSE/PATIO - DAY
          
          Walter does crunches on an abdominal machine.  He is struggling
          magnificently.
          
                                 WALTER
                    (grunting)
                    Seven!
                    (He stops and catches his breath)
                    Good.
          
          He stands up as Bianca enters.
          
                                 BIANCA
                    Daddy?

                              WALTER
                    Hi, honey.

                              BIANCA
                    Um, I want to discuss tomorrow night. As you know,
                    it's the prom...

          He has been using a stretchy arm workout device, and it suddenly
          flies away off the balcony.
          
                                 WALTER
                    The prom?  Kat has a date?
          
                                 BIANCA
                    Well, no.
          
                                 WALTER
                    Donít think youíre fooling me for a second.
                    I know who you want to bend the rules for.
                    It's that hot rod Joey.
          
                                 BIANCA
                    Whatís a "hot rod"?
          
                                 WALTER
                    Itís a... If your sisterís not going, you're not going.
                    End of story.
          
                                 BIANCA
                    Okay, letís review.  Kat: not interested.
                    Me: dying to go.
          
                                 WALTER
                    You know what happens at proms?
          
                                 BIANCA
                    Yes, daddy.  We'll dance, we'll kiss, we'll 
                    come home.  Itís not quite the crisis situation
                    you imagine.
          
                                 WALTER
                    Kissing, huh?  Thatís what you think 
                    happens?  Got news for you.  Kissing isn't what keeps
                    me up to my elbows in placenta all day long.

                              BIANCA
                    Can we for 2 seconds ignore the fact that youíre
                    severely unhinged and discuss my need for a night
                    of teenage normalcy?

                              WALTER
                    Whatís normal?  Those damn Dawsonís River kids
                    sleeping in each otherís beds and whatnot?

                              BIANCA
                    Daddy, that is so not...

                              WALTER
                    Got news for ya.  Iím down.  Iíve got the 411.
                    And you are not going out and getting jiggy
                    with some boy.  I donít care how dope his ride is.

          She groans and leaves.

                              WALTER
                    (to himself)
                    My mama didnít raise no fool.

          The stretchy arm device now comes flying back onto the patio and lands
          in the hot tub.

                              WALTER
                    (shouting)
                    Thanks, Bill.

          
          INT. BIANCA'S ROOM - DAY 
          
          Bianca lies on her bed watching The Real World Seattle.  A knock sounds.
          
                              BIANCA
                    (annoyed)
                    Come in.
          
          Kat enters.
          
                                 KAT 
                    (kindly)
                    Listen I know...

          Bianca isnít listening.  Kat turns off the TV.

                              KAT
                    (continuing)
                    Listen, I know you hate having to sit at
                    home because I'm not Susie High School.
          
                                 BIANCA
                    Like you care.
          
                                 KAT
                    I do care. But I'm a firm believer in 
                    doing something for your own reasons, and
                    not someone else's.
          
                                 BIANCA
                    Well, I wish I had that luxury. You know, I'm the only 
                    sophomore that got asked to the prom and 
                    I can't go, because you donít feel like it.
          
                                 KAT
                    Joey never told you that we went out, did 
                    he?
          
                                 BIANCA
                    (doesnít believe her)
                    Yeah, okay.
          
                                 KAT
                    In 9th.  For a month
          
                                 BIANCA
                    (can tell sheís serious and is confused)
                    Why?
          
                                 KAT 
                    (self-mocking)
                    Because he was, like, such a babe.
          
                                 BIANCA
                    But you hate Joey
          
                                 KAT
                    Now I do.
          
                                 BIANCA
                    So what happened?
          
          Kat indicates with a nod and a raised eyebrow that they 
          went all the way.

                              BIANCA
                    Oh!  Please tell me youíre joking.
          
                                 KAT 
                    Just once, right after mom left.  Everyone was doing
                    it, so... I did it.  Afterwards, I told him I 
                    didn't want to anymore because I wasn't ready
                    and he got pissed and dumped me.
          
          Bianca stares at her, dumbfounded
          
                                 KAT
                    (continuing)
                    After that I swore I'd never do 
                    anything just because "everyone else" 
                    was doing it.  And I haven't since. 
                    With the exception of Bogey's party and my 
                    stunning digestive pyrotechnics.
          
                              BIANCA
                    (stunned)
                    How is it possible that I did not know about this?

                              KAT
                    I warned him that if he told anyone, the cheerleading
                    squad would find out how small his dick is.

                                 BIANCA
                    Okay.  So why didn't you tell me?
          
                                 KAT
                    I wanted to let you make up your own 
                    mind about him.
          
                                 BIANCA
                    (angry)
                    Then why did you help Daddy hold me hostage?
          
          Bianca stands up slowly
          
                                 BIANCA
                    (continuing)
                    Itís not like I'm stupid enough to repeat your 
                    mistakes.
          
                                 KAT
                    I guess I thought I was protecting you.
          
                                 BIANCA
                    By not letting me experience anything for myself?
          
                                 KAT
                    Not all experiences are good, Bianca. 
                    You can't always trust the people you 
                    want to.
          
                                 BIANCA
                    Well, I guess I'll never know, will I?
          
          She rises and holds the door open for Kat, then slams it 
          behind her.

          
          INT. KAT'S ROOM - DAY
          
          Kat lies in bed, staring at the ceiling.  She rolls over and 
          looks out the window.  Bianca is looking pitiful in a tire swing.

          
          INT.  LIVING ROOM - NIGHT
          
          Walter sits on the couch, transfixed by an ad for an aerosol product
          that covers baldness.
          
                                 WALTER
                    Interesting...

          Kat descends the stairs in an elegant blue prom dress and heads for the door.

                                 KAT
                    Bye, dad. I'm going to the prom.
          
                                 WALTER
                    (without looking up, thinks sheĎs joking)
                    Funny, sweetie.

          Kat shuts the door behind her.
          
          Bianca walks into the living room.  She's wearing a prom 
          dress.  Walter sees and immediately crosses to where she stands.

                                 WALTER
                    Whatís that?

                                 BIANCA
                    A prom dress.
          
                                 WALTER
                    I seem to be hearing that word a lot lately.
          
          The doorbell rings and Bianca opens it.  There stands 
          Cameron in a tuxedo.  He takes in Bianca's outfit.

                                 BIANCA
                    Hi.
          
                                 CAMERON
                    Wow.  I, um... wow.

                              BIANCA

                    Bye, daddy.

                              WALTER
                    Stop.  Turn.  Explain.

                              BIANCA
                    Okay.  Remember how you said I could date if Kat
                    dated?  Well, she found this guy whoís actually
                    kind of perfect for her.  Which is actually kind
                    of perfect for me, because Cameron asked me to go
                    to the prom, and I really really really wanna go.
                    And since Kat went, I guess Iím allowed to, based
                    on the aforementioned rule, and itís previous
                    stipulations, of course.

                              CAMERON
                    (extends his hand to Walter)
                    Nice to meet you.
          
                                 BIANCA
                    (intercepting his hand)
                    Let's go.
          
          They dash away down the walk.
          
                                 WALTER
                    (shouting after them)
                    I know every cop in town, bucko!
                    (to himself)
                    This is not good.
          
          
          INT. PROM/DANCE FLOOR - NIGHT

          A band that does not exactly suck by definition plays to a very
          responsive crowd.


          INT. PROM/BALCONY - NIGHT
          
          Kat ascends the grand staircase and stops.  Patrick notices and
          comes up behind her.

                              PATRICK
                    Wow.

                              KAT
                    You too.

          He hands her a rose.
          
                                 KAT
                    Where'd you get a tux at the last minute?
          
                                 PATRICK
                    Oh, just something I had.  You know, lying around.

                              KAT
                    Oh...

                              PATRICK
                    Where'd you get the dress?
          
                                 KAT
                    Oh, just something I had.  You know, lying around.

          He smiles.
          
                                 KAT
                    Listen. I'm really sorry that I 
                    questioned your motives.  I was wrong.
          
          Patrick sighs.
          
                                 PATRICK
                    Youíre forgiven.
          
                                 KAT
                    Okay.  Ready for the prom?

                              PATRICK
                    Yes, maíam.


          INT. STRATFORD DOORWAY - NIGHT

          Joey arrives in a tux and knocks on the door. Walter opens it.
          
                                 JOEY 
                    Hi, Mr. Stratford.  Iím Joey.
                    I'm here to pick up Bianca.
          
          Walter gives him an icy glare in silence and then slams the door
          in his face without saying a word.


          
          INT.  PROM/DANCE FLOOR - NIGHT
          
          Patrick and Kat enter.
          Kat steps forward, looking around and spots Cameron and 
          Bianca dancing cheek to cheek.
          
          ACROSS THE ROOM
          
          Mandella enters nervously, in the long Elizabethan gown, 
          hair piled on top of her head.  She spots Kat and hurries 
          over, distressed.
          
                                 MANDELLA
                    Have you seen him?
          
                                 KAT
                    Who?
          
                                 MANDELLA
                    William - he asked me to meet him here.
          
                                 KAT
                    Oh, Mandella.  Tell me you haven't
                    progressed to full-on hallucinations.
          
          Patrick looks toward the stage and nods.  Mandella turns to look.
          
          Michael - in Shakespearean-like attire bows in their direction.
          Mandella beams.
          
          Michael makes his way through the crowd over to her.
          
                                 MICHAEL 
                    Milady.
          
                              MANDELLA
                    Good sir.
          
          Michael kisses her hand in courtly manner.


          INT. PROM/DANCE FLOOR - SHORTLY AFTER
          
          Kat and Patrick clap as the band finishes a song.  A new
          song begins and Kat recognizes it.  Itís by her favorite band.

                              KAT
                    Oh me god!  Itís...

                              PATRICK
                    I called in a favor.
          
          Kat stares in honest appreciation as the lead singer of her favorite
          band appears on stage and makes her way to the crowd to sing directly
          to Kat.  She turns back toward the stage and Patrick kisses Kat.  The
          music plays.

          
          INT. PROM/LADIES ROOM - NIGHT
          
          Bianca is at the mirror. Chastity emerges from a stall.
          
                                 BIANCA
                    (surprised)
                    What are you doing here?
          
          Chastity is aloof.
          
                                 CHASTITY 
                    Oh, I know you didnít think you were the only sophomore 
                    at the prom?  Joey just picked me up.
          
                                 BIANCA
                    Well congratulations.  Heís all yours.
          
          Chastity maintains her snooty tone.
          
                                 CHASTITY 
                    Very generous, princess.
                    And just so you know, Joey only liked you for
                    one reason.  He even had a bet going with his
                    friends.  He was gonna nail you tonight.
          
          Bianca, very disturbed, runs away.

          
          INT.  PROM/DANCE FLOOR - IMMEDIATELY AFTER
          
          Patrick and Kat continue to slow dance in good spirits.
          
                                 PATRICK
                    Milwaukee.
          
                                 KAT
                    What?
          
                                 PATRICK
                    That's where I was last year.  I wasn't in
                    jail, I don't know Marilyn Manson, and I 
                    didnít sleep with a Spice Girl--I donít think.
                    You see, my grandpa, he was ill, so
                    I spent most of the year on his 
                    couch watching Wheel of Fortune and making
                    Spaghettios.  End of story.
          
                                 KAT
                    (laughs)
                    No way!
          
          He's interrupted by Joey pulling him aside.
          
                                 JOEY
                    (angry)
                    Hey!  What's Bianca doing here with that 
                    cheese dick?  I didn't pay you to take out Kat
                    so that some little punk could snake me with Bianca.

          Kat has heard everything.  Patrick looks at her pleadingly.

                              KAT
                    Nothing in it for you, huh?

          She leaves.  Patrick follows.
          
          ACROSS THE ROOM
          
          Michael spots the altercation and dances Mandella over to 
          Cameron and Bianca.
          
                                 MICHAEL 
                    (to Cameron)
                    The shit has hiteth the fan...eth.
          
          Michael and Cameron leave Mandella and Bianca and head for Joey.
          
          ACROSS THE ROOM
          
          Michael and Cameron approach Joey quickly.
          
                                 MICHAEL 
                    Joey, pal, compadre.  Listen...
          
          Joey pushes him roughly to the ground.  Cameron passes Joey to help
          Michael.
          
                              JOEY
                    You messed with the wrong guy, and
                    now youíre gonna pay.  You, and
                    that little bitch.
          
          Cameron doesnít like the sound of that.  He turns and faces Joey.
          
                                 CAMERON
                    Alright, thatís enough!  Okay?
                    You crossed the line.
          
          Joey punches Cameron in the face, knocking him to the ground.
          
                                 JOEY
                    Oh come on!  Get up, you little punk!
          
          He turns around, just in time to catch one in the nose from a
          very pissed off Bianca.

                                 JOEY 
                    Shit, Bianca!  Iím shooting a nose spray ad tomorrow!
          
                                 BIANCA
                    That's for making my date bleed...
          
          She belts him again.
          
                                 BIANCA
                    (continuing)
                    That's for my sister...
          
          And again.
          
                                 BIANCA
                    (continuing)
                    And that's for me.

          She pushes him onto the ground with Michael and Cameron.  She
          and Mandella help their dates off the floor.

                              BIANCA
                    (to Cameron)
                    Are you okay?

                              CAMERON
                    (smiling big)
                    Never been better.

          She kisses him and they begin to dance.  Everyone slow dances as
          Joey groans on the floor and holds his crotch.

          
          INT. HOTEL STAIRWAY- NIGHT 
          
          KAT heads for the stairs and Patrick catches up to her as they reach
          the top.
          
                                 PATRICK
                    Would you give me a chance...
          
                                 KAT
                    You were paid to take me out!  By
                    the one person I truly hate.  I knew this
                    was a set-up!
          
                                 PATRICK
                    Kat, it wasn't like that, okay?
          
                                 KAT
                    Really?  What was it like?  A down 
                    payment now and then a bonus for sleeping 
                    with me?
          
                                 PATRICK
                    No, I didn't care about the money, okay?
                    I cared... I cared about you.
          
          She turns to face him with a countenance of both sadness and anger.
          
                                 KAT
                    You are so not who I thought you were.
          
          In desperation, he grabs her and kisses her.  After a second, 
          she jerks away and flees down the stairs and out of sight.
          
          Bianca comes running from behind Patrick, sees what has happened,
          and stops.  She seems guilty now for dragging Kat to the prom and
          into this mess.

                    
          EXT. STRATFORD HOUSE - DAY
          
          Kat is sitting on the balcony railing with a sketchbook in hand.
          Bianca breezes in, bearing a cup of tea, and offers it to Kat.

                              BIANCA
                    You want?

          Kat takes the tea.

                              KAT
                    Thanks.
          
                                 BIANCA
                    So, you sure you don't want to go sailing 
                    with us?  It'll be fun.
          
                                 KAT
                    No, I'm fine.
          
                                 BIANCA
                    Look.  I donít know if I ever thanked you for going
                    last night, but it really meant a lot to me.
          
                                 KAT
                    Iím glad.
          
          Cameron comes jogging up the steps to the balcony, looking very
          chipper indeed.  He notices the seriousness of the situation.
          
                              CAMERON
                    (to Bianca, quietly)
                    Hey.

                              BIANCA
                    (quietly)
                    Hey.

                              CAMERON
                    You ready?

                              BIANCA
                    Mm hmm.

                              CAMERON
                    (to Kat)
                    See you later.

                              KAT
                    (waves)
                    Bye.

          Bianca and Cameron walk away from Kat.

                                 CAMERON
                    (to Bianca, quietly)
                    Is she okay?
          
                                 BIANCA
                    I hope so.
          
          They leave and moments later Walter enters the balcony from the house.
          
                                 WALTER
                    Whereís your sister going?
          
                                 KAT
                    (sarcastic, as usual)
                    Sheís meeting some bikers. Big 
                    ones.  Full of sperm.
          
                                 WALTER
                    (not amused)
                    Funny.  So tell me about this dance.
                    Was it.. hoppinĎ?
          
          She smirks at his attempted use of hip, young lingo.

                                 KAT
                    Parts of it.
          
                                 WALTER
                    Which parts?
          
                                 KAT
                    The part where Bianca beat the hell out 
                    of some guy.
          
                                 WALTER
                    Bianca did what?
          
                                 KAT
                    What's the matter?  Upset that I rubbed 
                    off on her?
          
                                 WALTER
                    No.  Impressed.
          
          Kat looks up, surprised at her fatherĎs approval.
          
                                 WALTER
                    (continuing)
                    You know, fathers don't like to admit it
                    when their daughters are capable of 
                    running their own lives.  It means we've 
                    become spectators.  Bianca still lets me 
                    play a few innings.  You've had me on 
                    the bench for years.  And when you go to 
                    Sarah Lawrence, I won't even be able to 
                    watch the game.
          
                                 KAT 
                    (hopeful)
                    When I go?
          
                                 WALTER
                    Oh, boy.  Don't tell me you've 
                    changed your mind.  I already sent 'em a 
                    check.
          
          Kat, overjoyed, reaches over and gives him a hug.

          
          ENGLISH CLASS - DAY 
          
          Mr. Morgan stands at a podium and faces the class with an open book
          in front of him.
          
                                 MR. MORGAN
                    All right.  I assume everyone has found 
                    time to complete their poem. Except for 
                    Mr. Donner...

          He begins to laugh, very pleased.  Joey sulks at his desk behind
          a pair of sunglasses.

                              MR. MORGAN
                    ...who has an excuse.
                    (to Joey)
                    Shaft, lose the glasses.

          Joey reluctantly removes his shades to reveal severe damage.  The
          class snickers.
          
          
                                 MR. MORGAN 
                    (continuing)
                    Alright.  Anyone brave enough to read theirs aloud?
          
          No one moves.  Then Kat slowly raises her hand.
          
                                 KAT
                    I will.
          
          Patrick looks up.
          
                                 MR. MORGAN 
                    (anticipating the worst)
                    Lord.  Here we go.
          
          Kat stands and walks to face the class.  She clears her throat 
          before reading from her notebook.
          
                                 KAT
                    I hate the way you talk to me
                    And the way you cut your hair.
                    I hate the way you drive my car.
                    I hate it when you stare.
                    I hate your big dumb combat boots
                    And the way you read my mind.
                    I hate you so much it makes me sick.
                    It even makes me rhyme.

          She pauses, then continues.

          
                                 KAT 
                    (continuing)
                    I hate it...
                    I hate the way you're always right.
                    I hate it when you lie.
                    I hate it when you make me laugh;
                    Even worse when you make me cry.

          She begins to cry as she continues to read.
          
                                 KAT 
                    (continuing)
                    I hate it when you're not around
                    And the fact that you didn't call,
                    But mostly I hate the way I don't hate you;
                    Not even close;
                    Not even a little bit;
                    Not even at all.
          
          She looks directly at Patrick.  He looks back this time, morose,
          thoughtful.
          
          Then she walks out of the room The rest of the class remains 
          in stunned silence.

          
          EXT. PARKING LOT - AFTER SCHOOL
          
          Students are leaving school. Kat walks to her car alone. When she
          opens the door, she's greeted with the same Fender Stratocaster guitar
          that Patrick saw her playing in the store before, reclining in the 
          front seat.
          
          She picks it up slowly, inspecting every detail, as Patrick leans in
          behind her.

                              PATRICK
                    Nice, huh?
          
                                 KAT
                    A Fender Strat? Is this for me?
          
                                 PATRICK
                    Yeah.  I thought you could use it.
                    You know, when you start your band.
                    Besides, I had some extra cash, you know.
                    Some asshole paid me to take out a really 
                    great girl.
          
                                 KAT
                    (smiling)
                    Is that right?
          
                                 PATRICK
                    Yeah, but I screwed up. I, um...
                    I fell for her.
          
          He blushes and looks down.
          
                              KAT
                    Really?

                                 PATRICK 
                    It's not every day you find 
                    a girl who'll flash someone to get you 
                    out of detention.
          
          Kat is surprised and embarrassed that he found out about the flashing.

                              KAT
                    Oh, god...

          She laughs.  He takes this as a sign to kiss her and he does.
          She lets him this time, then breaks it off suddenly.
          
                                 KAT
                    You can't just buy me a guitar every 
                    time you screw up, you know.
          
          He winces.
          
                                 PATRICK
                    Yeah, I know.  But then, you know, thereís always
                    drums and bass and maybe even one day a tambourine.
          
          He gives her another kiss, which she breaks off again.
          
                                 KAT
                    And don't just think you can...
          
          He kisses her to shut her up, not letting her end it this time.

          As the music plays, we pan out of the parking lot, across to the
          school building, and up to where the band is playing on the roof.
          The music plays, the credits roll.
          

                                        THE END