FADE IN:



INT. PHOTO STUDIO

SHANNON (31), attractive, auburn hair, composes an image
in a Hasselblad viewfinder.

ASSISTANTS on ladders adjust a six-foot soft box (studio
light) suspended over a Honda Valkyrie motorcycle. 

SHANNON
That looks good. Lock it down.

TAKEO MURAKAMI (58), distinguished and impassive, watches
a monitor wired to the camera's digital back. ITO ISHII
(32), intense and eager, hovers nearby.

VAL (18), a hard-edged model wearing a mink wrap over a
sequined evening gown, flings open the dressing room door
and strikes a 1920s diva pose in the doorway.

VAL
I'm ready for my close-up. 

As Val crosses into the light, a MAKE-UP ARTIST brushes
powder onto her cheeks for a quick touch-up. 

A STYLIST holds two different earrings by Val's ears.

SHANNON 
I think the one on the right.

The stylist switches the left earring, holds a matched
pair to Val's ears for approval.

Shannon turns to Murakami, who nods in assent.

SHANNON (CONT'D)
Stand by the bike so we can adjust your
hair light and get started.

Val crosses to the bike, attaching the earrings.

Shannon's eyes pop and her mouth drops.

The mink stole slips off Val's shoulders, revealing a
Harley-Davidson tattoo covering much of her back.

SHANNON (CONT'D)
You have a tattoo. 

VAL
Isn't it great? 

SHANNON
Your agency didn't mention a tattoo.

Val drops the stole to show off the tattoo.

VAL
It's new. I've wanted one forever and
with this job I can finally afford it.

Murakami rises, harangues Ishii with controlled anger.

MURAKAMI
Kore wa hidoi na. Kono on-na, Amerika no
kyo-goh Harley-Davidson no irezumi o
senakani shite, oretachi no koto o bakani
shiteiru noka. Yatotte yatte iruno ni,
nan-de koh-iu koto surun daroh. Saitama
no oerai san tachi ga kiitara okoru daro
na. Kamera man ni ore ga okoridasu maeni
kono on-na ni dete iku yoh-ni itte kure.

Ishii bows repeatedly, turns to Shannon.

ISHII
Mr. Murakami says advertising campaign is
for Honda, not Harley-Davidson.

Shannon raises her hands in a calming gesture.

SHANNON
I caught the gist of it.

VAL
I can't wear a Honda tattoo. My man rides
a Harley. It'd be like cheating on him.

Shannon turns on Val, coiled to attack.

SHANNON
Maybe Honda feels the same way about
putting a model on their billboards with
a Harley-Davidson tattoo on her back!

VAL
Can't we just cover it with make-up?

SHANNON
We cover pimples with make-up, not
tattoos the size of linoleum tiles. 

Shannon turns and walks toward her office, tailed by Val.

VAL
I've got an idea! You can sell the
pictures to Harley-Davidson.

Shannon shakes her head as she walks away.

SHANNON
Why would Harley-Davidson want a picture
of you with a Honda Valkyrie?

VAL
Just get rid of the bike.

SHANNON
Go home. Leave. Before I get angry.

VAL
Does this mean I don't get the job? How
do I pay for my tattoo now? 

Shannon's phone RINGS as she reaches her desk.



INT. COOKE SOFTWARE DEVELOPMENT

At a cluttered desk with six computer monitors, bashful
and bookish PAUL COOKE (36) speaks into a headset.

PAUL
Shannon, sorry to impose, especially on
Halloween, but our clients have been hit
hard by this new virus. Looks like we'll
be here most of the night. Can Dizzy stay
over with Tilly tonight?



INT. PHOTO STUDIO - SHANNON'S OFFICE

Shannon boots up her computer as she talks on the phone.

SHANNON
We're working late, too. I was about to
call Frances and ask if Tilly could stay
overnight with Drew. One way or another,
I'll make sure Dizzy is covered.

PAUL (V.O.)
(filtered)
I appreciate it. You should let me pay
Tilly something for all her trouble. 

SHANNON
Dizzy's never a bother. She's the little
sister Tilly always wanted. Besides, it's
a good experience for Tilly.

PAUL (V.O.)
(filtered)
Be careful using your computer. This
Halloween virus is one mean bastard. 

Shannon hangs up, turns to her monitor. The Windows
background dissolves into a ghost carrying a trick-or
treat bag. Shannon SIGHS, reaches for the telephone.

SHANNON 
Just what I need.



INT. STABLE - DAY

FRANCES (35), an attractive blonde in jeans, cowboy boots
and latex gloves, checks a newborn foal's heartbeat.

FRANCES
Heart rate sixty-eight. 

NIKKI (14) records the heart rate on a chart.

NIKKI
Is she alright?

FRANCES
Strong as a horse. I'll bet she grows
bigger than you. 

NIKKI
Let's hope, or I'll be giving her rides.

FRANCES
Did you read Dr. Miller's book?

NIKKI
Cover to cover.

FRANCES
It's time to begin your imprint training.

Nikki hesitantly reaches for the foal's head.

FRANCES (CONT'D)
Don't be nervous. Just bond with your new
friend. Touch Cinnamon's ears, nostrils,
lips. Help her get used to being handled.

Nikki massages the foal's ears. 

A COWBOY pokes his head into the foaling stall.

COWBOY
Cranberry's calcium level just shot up. 

FRANCES 
Okay, looks like she'll be foaling today
too. I'll check on her in a few minutes. 

Frances's cell RINGS. She pulls off one glove to answer.



INT. PHOTO STUDIO - CONTINUOUS

Shannon flips through zed cards (model composites), her
telephone squeezed between shoulder and ear. 

SHANNON
Frances, I've got a major disaster at the
studio and Paul's tied up fixing some new
computer virus. Is there any chance Tilly
and Dizzy can stay with you tonight?



INT. STABLE - CONTINUOUS

Frances plunges the nozzle of an enema syringe into a
bucket of soapy water and squeezes the bulb. 

FRANCES
It's not a good night. Jacques is taking
me to a costume ball. I think he wants to
pop the question. 

She releases the bulb, drawing water into the syringe.

SHANNON (V.O.)
(filtered)
Of all the nights! I mean, that's great.

FRANCES
Listen, the girls can stay at my place.
Tilly can watch Drew and Dizzy for a few
hours. We'll be back before midnight.

SHANNON (V.O.)
(filtered)
You're an angel. Where are the girls now?

FRANCES
Where else? Terrorizing local merchants.



INT. UPSCALE FASHION BOUTIQUE - DAY

ANNE, an anxious merchant, surveys the racks of trendy
apparel, separated by empty aisles. 

Row after row of pricey garments hang in a carefully
orchestrated presentation, perfectly pressed, spotless. 

Except one. A single jacket breaks ranks, caught on an
adjacent jacket, its hanger at an obtuse angle. 

Anne scurries over on stiletto heels, rearranges the
collar, smooths the fabric to a perfect drape, hangs the
jacket in precise alignment with the others. 

A COMMOTION outside. 

Anne turns, puzzled, expectant.

The armored glass front door flies open. MATILDA "TILLY"
(15) bursts in. The intense sunlight from the street
transforms her to a ghostly apparition, her auburn hair
ablaze with an intense nimbus. Tilly resembles her model
turned-photographer mother Shannon, but is very bashful,
hiding her insecurity behind a brassy exterior.

TILLY
Could this be haute couture's Elysian
Fields? Let's see what fashion statement
this shop yields.

Tilly is joined in the doorway by the ghostly apparition
of DRUSILLA "DREW" (14), raven hair, flawless alabaster
skin, piercing blue eyes and prominent hawk nose. Drew is
dark, moody and cynical.

DREW
Progressive prices hiding retro styles 
For fools with tastes less chic than
juveniles. 

A third ghostly nimbus-enshrouded form joins them,
DESDEMONA "DIZZY" (12), platinum blond hair and jade
green eyes. Behind Dizzy's youthful exuberance lies the
wit and intelligence of a child prodigy. 

DIZZY
At last a shop with bargains so profuse,
My daddy's credit cards will find some
use.

Drew looks to Tilly with arched eyebrows: I told you so.

Tilly, Drew and Dizzy enter with catwalk struts.

Tilly pulls a blouse from a rack, studies it critically.

TILLY
A dainty silk chemise of ecru gauze Would
show the world your lacy training bras.

Tilly tosses the blouse to Dizzy.

Dizzy holds the blouse up to the light.

DIZZY
My quality, not quantity's premiere;
Unlike the udders held in your brassière.

Dizzy drops the blouse disdainfully on the floor.

Dizzy pulls a dress from the rack, holds it to her body
and dances around the shop floor in a waltz.

Anne's shocked amazement overwhelms her icy reserve.

ANNE
May I help you?

Tilly pulls a jacket from the rack, tosses the hanger to
Anne and walks to a mirror, pulling it on.

Drew takes a hat from a mannequin and tosses it across
the shop floor to Tilly.

ANNE (CONT'D)
Are you finding everything to your
satisfaction?

Tilly shakes her head in disgust, slips out of the jacket
and tosses it at Anne.

DREW
The girl won't speak or even drop a dime
For any slug who first can't learn to
rhyme.

Dizzy tosses the dress to Anne, grabs a pair of jeans.

ANNE
I'm not about to rhyme. If you want to
shop here, you'll have to speak English.

Tilly fans a fistful of platinum credit cards and
flutters them in Anne's face like an Oriental fan.

DREW
If poetry in metered verse won't do ...

DIZZY
... We rhyme in MasterCard and Amex too.

Drew and Dizzy fan their own credit cards like the
stylized characters in a Japanese Noh dance. 

DREW
Beginners born without the gift of rhyme
... 

DIZZY
... Are best advised to speak in
pantomime.



INT. BOUTIQUE - LATER

Tilly, Drew and Dizzy strut through the shop in new
outfits, their arms full of shopping bags and hat boxes. 

The shop looks like the aftermath of a tornado. Discarded
garments lie in piles by mirrors and hang from the
fingertips of mannequins. 

Anne surveys the chaos from her cash register, smiling.



EXT. SUBURBAN REAL ESTATE DEVELOPMENT - ESTABLISHING

A lush expanse of deciduous trees and gently rolling
meadows, spotted with isolated developments where the
ground has been graded. Dirt roads lead to the skeletal
frames of large homes under construction.

Automobile headlights follow a paved road leading to
three established homes. One lot has a large pool and a
coach house above the garage, another has a small stable. 



INT. DREW'S HOME - MASTER BEDROOM - CONTINUOUS

Frances scrambles across the hall in a low-cut camisole,
tugging the laces of a stay (an 18th century corset).



DREW'S BEDROOM - CONTINUOUS

Tilly, Drew and Dizzy, dressed as witches, add finishing
touches to their make-up.
Tilly is Glam Witch, in scarlet trimmed with ribbons and
lace. Drew is Goth Witch, in black. Dizzy is Good Witch
in white satin and chiffon. 

Frances charges in, tugging on her laces.

FRANCES 
Quick, can somebody please lace me up?
Girls, you look absolutely gorgeous.

Drew rises to help Frances with the stay.

FRANCES (CONT'D)
I have what no young witch should be
without, a magic wand, on the mantle
downstairs, a prop from ... a play I did
in college.



EXT. DREW'S HOME - CONTINUOUS

A Citroën Xantia pulls into the driveway of the house
with the stable, tooting LA MARSEILLAISE on its horn. 

JACQUES (52), short, with dark thinning hair and a Gallic
nose, climbs out, dressed as Napoléon Bonaparte, in
military jacket with epaulets, vest, breeches, gaiters
and boots. A Toledo in a wooden scabbard capped with
brass hangs at his belt.

Jacques dons a bicorn hat with marabou trim, squares his
shoulders and strides to the door.



INT. DREW'S HOME- DREW'S BEDROOM - CONTINUOUS

The doorbell CHIMES. Tilly and Dizzy exchange
disinterested shrugs, return to their make-up.

FRANCES
Could somebody please answer the door?



EXT. DREW'S HOME - CONTINUOUS

Jacques, his hand tucked in his vest, stands impatiently.
Scowling, he reaches for the doorbell.



INT. DREW'S BEDROOM - CONTINUOUS

The doorbell CHIMES again. 

Frances looks over her shoulder to Drew, exasperated. 

Drew looks to Tilly plaintively.

Tilly looks to Dizzy haughtily. 

Dizzy trudges toward the door in resignation.

FRANCES 
Try to be nice to Jacques.

DIZZY
I'm gracious when civility is owed; But
never to that nasty old French toad.

Frances starts after her, but Drew tugs on her laces.

DREW
Why waste your time with that shopworn
antique Whose comments never rise above
slugspeak?

Drew ties the laces in a bow and pats Frances's shoulder.

FRANCES
Not everybody enjoys your gift for verse.
I also talk in slugspeak, as you call it. 



ENTRANCE HALL

Dizzy ambles downstairs. The hallway is decorated for
Halloween with jack-o'-lanterns and candles.

Dizzy opens the door on an agitated Jacques, standing
like a general at parade review.

DIZZY
Again, you've found dear Frances running
late; Please let me brush your hat out
while you wait.

Jacques surrenders his hat. 

A black cat struts past, fluffy tail raised in the air.

JACQUES
Sure kid. Do I get a hat check? Just
kidding. I'm sure you'll recognize it.



LIVING ROOM

Dizzy ushers him to the living room. 

Vases of dried flowers and willow branches adorn the
mantle. A splash of moonlight highlights a polished
length of gnarled and twisted wood: THE WAND.

Dizzy takes down the wand. It is carved with runic and
apothecary symbols and the legend: AN IT HARM NONE DO
WHAT YE WILL. 

JACQUES 
Ah, Frances's magique wand, from her
cinéma rôle. Be careful, that wand has
great power. Frances used it to cause me
to fall in love with her. 

As Dizzy leaves, Jacques turns to admires a lionfish in a
large marine aquarium by the doorway.



DREW'S BEDROOM

Dizzy rushes in clutching the bicorn hat and the wand.

DIZZY
Quick, grab the eye of newt and wool of
bat. That pompous fool gave this young
witch his hat.

Drew and Tilly barely look up from their mirrors.

DREW
That seems a downright useless thing to
snitch.

TILLY
It's really not his hat and you're no
witch.

DIZZY
It's Halloween, so let us make believe
Black magic will infuse the spells we
weave.

DREW
Then throw a spell to make twits
disappear. We'll meet again if you return
next year.

TILLY
But Dizzy's right, we'll all enjoy this
jest; Let magic curse our most unwelcome
guest. 

Tilly tosses her lip gloss aside. 

Drew marks a circle on the carpet with hair spray and
draws a pentagram within the circle.

Dizzy dims the lights.

Tilly lights a candle and centers it in the pentagram.

Dizzy places the hat next to the candle.

The girls sit inside the circle and join hands. 

They exchange glances, shrug hesitantly.

DIZZY
May everyone observe and none forget When
day is done, disgusting Jacques's all
wet.

Tilly and Drew nod their heads in approval.

DREW
May witchcraft's magic spell most
singular Show Frances what a fool you
really are.

Tilly and Dizzy nod in approval.

TILLY
As simple truth can sting, may you be
stung And held to painful ridicule far
flung.



ENTRANCE HALL - CONTINUOUS

Frances, as Marie Antoinette, descends the staircase. 

Jacques comes to the living room doorway, strikes an
imperial pose, tucking his hand in his vest.

JACQUES
Mademoiselle, je suis enchanté. Vous êtes
très jolie ce soir. 

Frances curtsies, fluttering a fan demurely.

FRANCES
And you look very dashing tonight.

JACQUES
Mais, où est mon chapeau? My hat? 

FRANCES
Dizzy! Where did you put Jacques's hat?

Drew, Tilly and Dizzy rush to the staircase. Dizzy runs
down, hands Jacques the bicorn hat with a thinly veiled
smirk, rejoins her giggling friends on the steps. 

Jacques dons the hat, offers his elbow to Frances.

FRANCES (CONT'D)
You girls be good tonight. Only practice
white magic. There's more candy in the
kitchen if you run out of treats.

Jacques and Frances step toward the door. 

The bicorn hat snags on a decorative witch hanging from
the ceiling. 

As Jacques walks toward the door, the hat is pulled off
his head, swings back like a pendulum and sails behind an
étagère filled with porcelain and crystal bric-a-brac.

With a Gallic shrug, Jacques turns to retrieve his hat. 

Jacques bends over, his hand on the handle of his sword. 

His scabbard pokes into the mouth of a jack-o'-lantern. 

Jacques fumbles for the hat, can't quite reach it.

The brass end cap of Jacques's scabbard hangs in the
flame of a candle in the jack-o'-lantern.

Jacques stretches to reach his hat, his butt wiggling.

Drew, Tilly and Dizzy giggle.

With a tug and a twist, Jacques retrieves his hat.

The scabbard swings, knocking the jack-o'-lantern down,
smashing on the black cat, asleep on the floor. 

The dazed cat rises unsteadily to her feet.

FRANCES (CONT'D)
Oh, Jacques, the poor cat.

The jack-o'-lantern's candle ignites the cat's tail.

Jacques bends to grab the cat.

The cat leaps to the étagère, knocking it off balance.

The étagère totters. Jacques reaches to steady it.

Jacques trips on his sword, reaches to steady himself,
knocks the étagère over.

Dozens of crystal and porcelain knickknacks fall to the
floor, shattering around the cat with the flaming tail.

Drew cups her hands over her mouth in surprise.

The cat leaps into Jacques arms. 

Jacques reflexively bats it away, knocking it into
Frances's wig. 

The cat claws for a grip on the wig, pulling it askew.

Wrapped in the smoking wig, the cat tumbles to the floor.

The smoldering wig flops around the floor as the hapless
cat struggles to get free.

Tilly, Dizzy and Drew double over in laughter.

FRANCES (CONT'D)
Jacques, do something! The poor cat.

Jacques crouches, reaches for the cat. 

His scabbard snags in the carpet. He reaches to free it
and burns his left hand on the end cap.

Sucking on his blistered palm, Jacques tries to free the
cat with his right hand.

The panicking cat claws at Jacques's hand as he rises.

Jacques fights with the bouncing, burning ball of hair.

JACQUES 
Merde. Il est chaud.

Juggling the wigged-out cat like a hot potato, Jacques
steps into the living room and drops it in the aquarium. 



LIVING ROOM

The wig SIZZLES and sinks to the bottom of the tank.

FRANCES 
Jacques, she'll drown.

The wiggling wig comes to rest atop the lionfish.

Jacques pushes up his sleeves, reaches into the tank.

Jacques's cuffs slide down his forearms into the water.

Grimacing, Jacques grasps the roiling wig. 

Jacques jerks his hands from the water, looks to Frances,
as he clutches his right palm in pain. 

JACQUES
Chat diabolique. It bit me. 

Jacques gamely reaches in again, further soaking his
jacket sleeve, and plucks the wig from the water. 



ENTRANCE HALL

Jacques drops the wig on the entrance hall floor,
clutches his hand in agony.

The wet cat tears free with a SHRIEK, runs down the hall.

The lionfish flops on the floor.

Frances grabs a fish net and scoops up the lionfish.

An angry red welt rises on Jacques's right hand, a large
blister on his left.

Suppressing smirks, Tilly, Drew and Dizzy ease upstairs.



BEDROOM

Drew, Tilly and Dizzy scurry in, closing the door softly
behind them, as they explode in LAUGHTER.

DIZZY
Can you believe ...

Tilly clamps her hand over Dizzy's mouth.

Drew, Tilly and Dizzy exchange worried looks.

TILLY
Slugspeak!

DIZZY
Slugspeak?

DREW
Slugspeak.

TILLY
All we ... Everything we said came true.
What if our verse made it happen? 

DIZZY
Or the costumes?

DREW
Or the magic circle on the floor?

DIZZY
The black cat is definitely enchanted.

TILLY
No more verse until we figure out what's
happening. We can't risk accidentally
casting a spell. 

DIZZY
That was no accident. You said sting, he
got stung. He wound up all wet. Frances
saw him for the fool he is. 

The girls are startled by a KNOCK at the door.

FRANCES (O.S.)
Drew?

Drew quickly grabs the candle and hides it.

Tilly and Dizzy sit on the carpet, spreading their skirts
to cover the faint hair spray marks on the floor.

Drew opens the door cautiously.

DREW
Yes, mother?

Frances stands in the doorway, unhooking her gown.

FRANCES
"Yes, mother?" That doesn't rhyme. Are
you feeling alright?

DREW
Fine.

Tilly and Dizzy smile brightly from the floor.

TILLY
Never better.

DIZZY
Peachy.

Frances turns, puzzled. Drew unlaces her stay.

FRANCES
I'm taking Jacques to the emergency room.
Don't open the door for any strangers ...
unless they're wearing masks. 

DREW
Of course not.

FRANCES 
Do you girls want me to bring you
something? What do young witches eat?

TILLY
We're not really witches. 

DIZZY
We're just ordinary girls. 

FRANCES
But witches are special on Halloween. How
about a tasty barbecued bat pizza?

Tilly and Dizzy shake their heads "No" emphatically.

TILLY
Just vegetarian. 

DIZZY
Nothing unusual.

Frances turns away, but Drew calls after her.

DREW
You're not a witch, are you mom?

FRANCES
No, of course not.

DREW
Then I couldn't possibly be a witch,
could I? It's hereditary, isn't it? 

FRANCES
I've never given it any thought. I
suppose it's like Catholicism.
It usually runs in the family, but once
in a while, along comes a black sheep. 

Frances tussles Drew's raven hair, kisses her cheek.

Drew looks at her mother's blond hair, smiles weakly.

Drew closes the door, turns to Tilly and Dizzy.

DREW
That's me, a black sheep, the family
witch. Both mom and dad have blond hair,
but my hair's black. 

DIZZY
There's probably a reason for that.

Drew knits her brow.

DREW 
You think my mom got it on with Satan?

DIZZY
A much simpler explanation.

TILLY
It might have something to do with the
reason your father divorced your mother.

Drew scrunches up her face.

DREW
You think ... ? My mom ... ? No, no way.

Tilly shakes her head and raises her eyes to the heavens.

DIZZY
You can believe your mom did the deed
with Satan, but not with the mailman?

DREW
The mailman couldn't be my dad. He has
blond hair too.

DIZZY
Jacques has black hair.

Drew beans Dizzy with a toy broom, knocking off her hat.

Dizzy dusts off her white witch's hat.

DIZZY (CONT'D)
You can be slut witch and vampire witch,
but I'm a good witch.

TILLY
That's Glam Witch.

DREW
Goth Witch to you.

DIZZY
I'm only using my witchcraft for good.

DREW
Like drowning the cat?

DIZZY
I didn't put a curse on the cat.

TILLY
None of us did, but the cat got involved.
You can't drown the cat every time you
want to conjure an ice cream cone.

DIZZY
I would never use my magic for that. How
would I know the ingredients are natural? 

DREW
Unless we also conjure an FDA label.

DIZZY
Or insist on all-natural ice cream when
we cast our spells.

TILLY
We learned something important tonight.

DREW
We're all brides of Satan.

DIZZY
I'm too young to marry Satan.

TILLY
There's good and bad in magic. Maybe the
good can't exist without the bad. Our fun
with Jacques destroyed your mom's
figurines and nearly killed the cat.

DREW
I always hated those stupid figurines.

DIZZY
Maybe that's why they were destroyed. An
auxiliary subconscious sub-spell.

TILLY
No more magic until we learn to use it.

DIZZY
How will we learn if we don't practice?

DREW
People don't suddenly turn into witches.
If we've been given magical powers, there
has to be a reason. 

DIZZY
Something we need to do that requires
magic. Something nobody else can do.

TILLY
Right. Some supernatural celestial agency
assigned us magical powers to complete a
top secret mission with witchcraft.

DREW
You have a better theory?

TILLY
Satan's condom broke.



INT. FIGHT ARENA 

Tilly, as Glam Witch, stands in the middle of a small
arena opposite SENSEI, a Shaolin monk in flowing robes.

SENSEI
You have trained hard in the black arts.

Tilly bows deeply.

TILLY
Arigato gozaimasu, sensei.

SENSEI
Now you are ready for your final test.

Sensei bows and leaves the arena.

The lights rise on the spectator stands, filled with
seventeenth century PURITANS. 

TOMÁS DE TORQUEMADA (70s) enters in scarlet robes.

TILLY
Torquemada? But I'm not a heretic.

TORQUEMADA
For your apostasy and dualist heresy, you
will burn at the stake, then you will
burn in hell.

TILLY
But I'm a Catholic.

Torquemada tears off his robes, becoming a buffed Latino
boxer with a tonsure in scarlet boxing trunks.

Two nuns in fifteenth century habits lace up Torquemada's
boxing gloves, embossed with crucifixes.

Tilly shrinks back.

TILLY (CONT'D)
I didn't think he would be so buffed.

An urbane ENGLISHMAN in a carefully tailored three-piece
suit wheels a cart into the ring.

ENGLISHMAN
Not to worry. W Branch has put together
some nasty little talismans for you. Give
me your wrist.

Torquemada turns, raising his fists to the spectators,
revealing DOMINI CANES tattooed across his shoulders.

The Englishman clasps a Rolex around Tilly's wrist.

ENGLISHMAN (CONT'D)
This is your witch-watch. Press the
button by the winding stem and it
instantly becomes midnight in whatever
time zone you find yourself.

TILLY
Turn the clock back and not miss curfew.

ENGLISHMAN
This was not developed through years of
patient research entirely for that
purpose. Now for your transportation. 

The Englishman pulls a vacuum cleaner from the cart.

TILLY
No time for housework, I have to fight
the grand inquisitor.

ENGLISHMAN
Can't have you zipping around the
countryside on an old broom, so I invite
you to try my eight-pound Oreck vacuum
cleaner for thirty days. If not
completely satisfied, return it and I'll
issue you, at considerable expense to the
British taxpayers, an Aston Martin
Vanquish with revolving number plates. 

TILLY
Aaaaiiiigh!



INT. BEDROOM - NIGHT

Tilly bolts upright in a canopy bed draped with black
chiffon, covered in black sheets and a scarlet quilt. 

She climbs out of bed in a flowing scarlet peignoir. 

TILLY
Ooooh. Too much barbecued bat pizza.

Tilly looks at the Rolex on her wrist. It's midnight.

TILLY (CONT'D)
The witching hour.

Tilly opens French doors on a full moon.

TILLY (CONT'D)
Nice night for a ride. 

Tilly takes a besom (a broom made of twigs) from behind
the curtain, swings it like a batter advancing to the
plate, as she steps onto the balcony. 

She climbs onto the railing, swings a leg over the besom,
rotates her shoulders to loosen up.

TILLY (CONT'D)
Ignition.

Tilly pushes off. And plummets straight down. And down.

TILLY (CONT'D)
Aaaaiiiigh!



INT. DREW'S HOME - LIVING ROOM - NIGHT

Tilly awakes with a start, looks around to see she, Drew
and Dizzy are lying on the sofa, in cotton nightshirts. 

A TV monitor displays the DVD menu for ROSEMARY'S BABY.

TILLY
What did you put on that pizza, Wolfgang?

Tilly untangles herself and pads off to the kitchen.

Dizzy stirs, shifts, settles back into sleep.



INT. TELEVISION STUDIO

The stage is arranged like an MTV relationship game show.

Paul sits on a stool. A perfectly groomed EMCEE stands
with a microphone. 

EMCEE
Tell us, Paul, which of our lovely
contestants will it be?

PAUL
I was very impressed with Number One's
work to cure infantile paralysis and with
Number Three's work to save the Brazilian
rain forests, but I have to choose Number
Two because she loves children and
nothing is more important to me than my
daughter's happiness.



AUDIENCE

Dressed as Good Witch, Dizzy applauds enthusiastically.

Seated all around Dizzy, WITCHES, WARLOCKS, WIZARDS,
SHAMANS and SORCERERS offer Dizzy congratulations.



STAGE

The hidden side of the stage rotates to reveal the
contestants. CONTESTANT ONE, an attractive, intellectual
and CONTESTANT THREE, an attractive, outdoors type,
congratulate CONTESTANT TWO, a bombshell in a skimpy
bikini and sash lettered with "MISS APRIL." 



AUDIENCE

Dizzy's mouth drops.



INT. DIZZY'S HOME

Dizzy gives Contestant Two a pedicure.

CONTESTANT TWO
When you're finished with my nails, take
out the trash and wash all the windows,
inside and out. Then do your homework. I
just love having children to do the work.

Contestant Two sniffs the air, wrinkles her nose.

CONTESTANT TWO (CONT'D)
What is that foul odor?

Dizzy drops her emery board and rushes from the room.

DIZZY
It's my homework for science class.



KITCHEN

Dizzy removes the lid from a soup kettle and stirs.

The pot is filled with a disgusting mixture of insects
and reptiles. The spoon brings an eyeball to the surface.

Dizzy smiles wickedly.



DIZZY'S BEDROOM

Dizzy spoons some meal worms into a small bowl and sets
it inside a terrarium.

Paul looks in.

PAUL
Desdemona, have you seen your stepmother?

DIZZY
No, father. Is she missing?

From the terrarium, a large toad stares at Dizzy.



INT. DREW'S HOME - LIVING ROOM - NIGHT

Dizzy awakes to find she is lying on the sofa by Drew. 

Shaking her head, she pads off to the kitchen.



EXT. WOODS - NIGHT

Drew rides a black stallion along a wooded path at full
gallop under a full moon in her Goth Witch outfit.

Reaching a fork, she reins in the horse, walks it along a
less traveled path, through denser growth.

Hearing MURMURS, she dismounts and tethers the horse.

Drew advances through the brush to a clearing.

Thirteen WITCHES kneel around a circle drawn in the dirt,
MURMURING indistinctly in several languages. 

Drew hesitantly approaches the circle. 

The Witches continue in a trance, CHANTING, prostrating
themselves, gesticulating wildly.

Drew stands behind one of the Witches.

DREW
Excuse me.

The Witch takes no notice, prostrating herself again. 

As she rises, Drew reaches out to touch her shoulder.

The ground RUMBLES. 

The earth opens at the center of the circle, disgorging
fire and brimstone. 

SATAN emerges, one nasty character: eight feet tall,
chiseled features, horns of a ram, hind quarters of a
goat, barbed serpentine tail, huge bat wings.

Satan points a long fingernail straight at Drew.

SATAN
How dare you summon me when there is a
stranger in your midst?

Two of the Witches grab Drew, toss her at Satan's feet.

DREW
I came to join your coven.

The Witches LAUGH among themselves.

SATAN
Silence. There can be only thirteen.

CRONE WITCH menacingly lays a withered hand on Drew's
cheek.

CRONE WITCH
Sorry, dear. The only way you can join is
if one of us dies and nobody has died for
two hundred years. Unless you challenge
one of us to fight to the death.

AMAZON WITCH, maxed-out on steroids, throws her hat at
Drew's feet.

AMAZON WITCH
I'm ready to rumble.

Amazon Witch tears off her dress, stripping to wrestling
leotards and training gloves, gets in Drew's face. 

The other Witches begin chanting.

WITCHES
Two go in, one comes out. Two go in, one
comes out. Two go in, one comes out.

AMAZON WITCH 
Kill me and join the coven. Lose and you
become Satan's bride. 

Drew spits on the ground at Amazon Witch's feet. Her
spittle bursts into flames.

DREW
What's the matter? The big guy can't find
his own dates? I accept your challenge.

Drew starts to tear off her Goth Witch outfit.

A Witch steps forward, lowers her cowl. It's Frances.

FRANCES
Wait. There's another way. Let her join
my Blackie Scout troupe.

DREW
Mother! You're embarrassing me.

Frances tears off Drew's Goth Witch outfit, revealing a
black scout uniform with silver-buckled pilgrim shoes.

DREW (CONT'D)
This uniform is hideous.

Frances takes Drew's sash and begins sewing on a patch.

FRANCES
You've already earned your first demerit
badge for summoning Satan.

DREW
Aaaaiiiigh!



INT. DREW'S HOME - LIVING ROOM - NIGHT

Drew awakens to find herself alone on the sofa.



KITCHEN

Drew finds Tilly and Dizzy eating pumpkin pie with milk.

TILLY
Trouble sleeping?

DREW
I had the weirdest dream.

DIZZY
Dreamt you were a witch?

DREW
You too?

DIZZY
Witchcraft is forcing itself out of your
subconscious and into your conscious.

TILLY
Thank you, Dr. Fraud.

DIZZY
Anytime you need to know anything about
psycho-analogy, just ask. 

TILLY
Shhh. I think we woke your mom.

Frances wanders in wearing a nightshirt.

FRANCES
Did you girls leave me any pie?

DREW
Pumpkin or pizza?

FRANCES
Pumpkin?

DREW
Sorry.

FRANCES
Pizza?

DREW
That went a long time ago.

FRANCES
Milk?

DREW
I'll put it on the shopping list.

FRANCES 
Is there anything left to eat?

DREW
Halloween candy.

FRANCES
I guess it will have to do.

Dizzy digs into a ceramic pumpkin, distributes candy.

Drew reads the candy label, slides it back.

DREW
This has peanuts.

DIZZY
Sorry. 

Dizzy checks a candy label before sliding it to Drew.

DIZZY (CONT'D)
How's Jacques?

FRANCES
Thanks for asking. His hands will hurt
for a while, but he'll be okay. 

DREW
Sorry if we spoiled your evening.

FRANCES
You didn't spoil anything. It was just a
crazy thing that happened. 

Frances laughs, tries to stifle herself.

FRANCES (CONT'D)
I shouldn't laugh, but he did look
awfully silly. 

Drew, Tilly and Dizzy laugh. Frances laughs with them.

DREW
Are you going to marry Jacques?

Frances gets serious, regards Drew steadily. 

FRANCES
Jacques proposed tonight, but if I marry
him, we'll have to move to France.

DIZZY
I want to go to France.

FRANCES
Maybe you can visit us.

Drew, Tilly and Dizzy exchange stunned looks.

DREW
We can't leave. What about your practice?

FRANCES
Six years ago, this was horse country.
Now developers are buying up the ranches
and farms for housing developments,
shopping malls and golf courses. I'm
working longer hours and taking goats and
sheep as patients just to stay afloat.

DREW
But I don't speak the language.

FRANCES
You've had a year of French.

DREW
I wouldn't have taken it if I thought I'd
have to use it. I can't even put somebody
down in French, not with style.

DIZZY
Combien tu prends pour hanter une maison?

Frances pokes Dizzy.

FRANCES
Putting people down isn't the most
important thing in life.

DIZZY 
Ta mère doit t'avoir battu sur le visage
avec le bâton de laideur.

FRANCES 
Insult my daughter again and I'll whump
you with my ugly stick.

DIZZY
Je suis fier de mon cul quand je vois ta
gueule.

FRANCES 
Watch your gueule or you'll feel my hand
across your cul, young lady.

Dizzy zips her lips shut, suppressing a giggle. 

DREW
Take Dizzy to France with Jacques. Tilly
and I will stay to look after the horses.

FRANCES
I expected candlelight and turtledoves
when Jacques proposed. Instead, all I
could see was the cat's flaming tail and
the lionfish flopping on the floor. I
love him, but if he can't handle a
slightly neurotic cat, maybe he's not
right for me. Instead of shouting, "Yes,
a thousand times, yes." I told him I'd
have to think about it. 

Frances grabs a candy and kisses Drew good night.

FRANCES (CONT'D)
Try to get some sleep. It wouldn't hurt
to brush up on your French.

Drew, Tilly and Dizzy watch Frances walk away, then
huddle together to whisper conspiratorially. 

DREW
That was a close one. 

DIZZY
If not for our magic you'd be off to
France with Jacques for a step-father. 

TILLY
And I'd be left here all alone. 

DIZZY
You'd still have me.

TILLY
Even worse.

DREW
We only delayed the inevitable.

DIZZY
Our magic can stop it permanently.

TILLY
This must be why we were given the power. 

DIZZY
We cast a spell to make Frances fall in
love with somebody totally cool and
she'll forget about Jacques and France.

TILLY 
Maybe we should find somebody for Shannon
too, if we're casting love spells.

DIZZY
Sure, we'll even find a girlfriend for
Paul, while we're at it.

TILLY
If we do this, we've got to be careful.

DREW
I don't want to drown any cats, but worse
things can happen if we do nothing.