FADE IN-


               EXT. STADIUM TICKET OFFICE - MORNING
               SUPERTITLE: 1999

               10-15 teenage girls are crying, some rolling on the ground
               bawling uncontrollably. A death or something equally horrific
               has occurred.

               DAVID O'BRIAN, a reporter who attempts to explain the girl's
               behavior.

                                   DAVID

                         Good morning from the Macaulay

                         Memorial Stadium where these young

                         ladies have just heard the news

                         that pop group Dreamz 4 U  have

                         broken up and it appears there will

                         be no concert tonight..or possibly

                         ever...

               DAVID walks to one of the anguished teens. Her name is
               GLORIA. Her face is buried in her arms as she leans on the
               ticket office. She is wearing a Dreamz 4 U  shirt.

                                   DAVID

                         Excuse me... David O'Brian,  may I

                         have a a few words with you?

               Gloria looks up and sees the camera

                                   GLORIA
                             (wiping her eyes)

                         Are you with MTV?

                                   DAVID

                         No....

                                   GLORIA

                         Good Morning Detroit?

                                   DAVID

                         No..we are filming a documentary

                         about Dreamz 4 U and we want your

                         reaction to the stunning news..

                                   GLORIA

                         OK.

               She wipes her nose on her shirt sleeve

                                   DAVID

                         What is your name?

                                   GLORIA

                         Gloria.

                                   DAVID

                         What do you think of Dreamz 4 U

                         breaking up?

                                   GLORIA

                         It just sucks. I just can't believe

                         it, after all they've been through.

                                   DAVID

                         What made them special to you

                         Gloria?

                                   GLORIA

                         Everything. But especially their

                         songs.

                         They made me feel good, like when I

                         didn't do good on a test, or when

                         my mom takes away my phone, they

                         make me feel like it's going to be

                         OK. I even liked their rap CD.

               A girl, MAGGIE, goes running behind them, screaming
               hysterically. MAGGIE crashes into the ticket booth and falls
               to the ground. There is a stunned silence.

                                   GLORIA
                             (looking at MAGGIE)

                         I think someone's going to have to

                         call Maggie's mom again.

                                   DAVID

                         Has Maggie done this type of thing

                         before?

                                   GLORIA

                         One time, one of Dreamz signed her

                         arm. She spent two days trying to

                         find someone to tattoo the

                         autograph so he would be a part of

                         her.

                                   DAVID

                         Did she find someone?

                                   GLORIA

                         No, after two days, she got a knife

                         and tried to hold a tattoo guy

                         hostage. The dude took her knife

                         away and called the cops.

                         It was a bummer because when they

                         took her to the hospital, they

                         washed the autograph right off her

                         arm when they were putting the

                         I.V.'s in. Can you believe that?

                                   DAVID

                         Thank you Gloria

               DAVID moves toward MAGGIE

                                   DAVID

                         Lets see if we can get a word with

                         Maggie...

               MAGGIE is face down on the ground. He bends down, places the
               microphone near her ear. The only sounds are muffled
               breathing.

                                   DAVID
                             (Softly)

                         Maggie? Can you talk with us?

                                   MAGGIE
                             (unmoving)

                         Yes...

                                   DAVID

                         Are you OK?

               MAGGIE turns her head, its covered with grass and blood from
               her nose.

                                   MAGGIE

                         I don't think so...

                                   DAVID

                         Can you tell us what your feeling

                         right now?

                                   MAGGIE

                         I'm hurt..

                                   DAVID

                         I think we are all a little

                         shocked.

                                   MAGGIE

                         No, I think my nose is broke..

                                   DAVID

                         What about Dreamz 4 U's breakup?

                                   MAGGIE

                         They have no right, they belong to

                         us, all of us.

               She breaks down crying again.

                                   DAVID (V.O.)

                         Across America and all over the

                         world, fans are mourning the

                         breakup of one of the late 90's

                         biggest pop groups, Dreamz 4 U ..

               Montages of the biggest stars and bands ever...Elvis...The
               Beatles, The Stones, Michael Jackson, Madonna, then finally
               Dreamz 4 U .....


               INT. MEETING ROOM - MORNING
               SUPERTITLE: 1995

               A group of record marketing men and women are gathered in a
               room to hear a pitch. A heavy man is preaching to them...

                                   DAVID (V.O.)

                         Dreamz 4 U  were the brainchild of

                         marketing guru Stan Rogers.

                                   STAN

                         ..and our marketing says that pre

                         teen and teenage girls want a group

                         to call their own. They don't like

                         rap or heavy metal, they want the

                         Osmonds with catchier songs and a

                         dance beat.

                                   WOMAN

                         How can you be sure they will like

                         and buy the music?

                                   STAN

                         Saturation. We will license it to

                         commercials, play malls,

                         anything...

                                   MAN

                         Do you have the songs?

                                   STAN

                         I have a couple of Grammy winning

                         song writers writing songs as we

                         speak...

               The group murmurs approvals.

                                   STAN

                         ..but there's a catch...they don't

                         want their real names used.

                                   DAVID (V.O.)

                         We now know that these songwriters

                         are the husband and wife team of

                         Raza and Kerr.


               INT. LIVING ROOM - DAY
               SUPERTITLE: 2001

               A very nicely furnished home. Gold records are on the walls.

               A man, Ken Raza, and woman, Kristen Kerr, sit on a couch,
               holding hands.

                                   DAVID

                         Why did you agree to write songs

                         for Dreamz?

                                   KRISTEN

                         This was around 1991, we were

                         approached by Stan Rogers...

                                   KEN

                         Stan knew people in the industry

                         and knew we needed cash...

                                   KRISTEN

                         It wasn't uncommon then, you know,

                         bad business deals...

                         Ken had a little trouble and we had

                         to get some money fast.

                                   KEN

                         When the opportunity to make some

                         fast money, tax free, we jumped at

                         it...

                                   DAVID

                         Why didn't you want your names

                         used?

                                   KRISTEN

                         Well, after winning the Grammys, we

                         thought writing formulaistic pop

                         tunes was beneath us.

                                   KEN

                         But when you need money......


               INT. OLD THEATER - AFTERNOON
               SUPERTITLE: 1995

               Inside an old theatre, auditions are being held. Hundreds of
               young boys from 9 to 18 are lined up for an audition.

               Stan and his assistant/choreographer, Ralph, are watching the
               young boys sing and dance. They jot down notes on each one.

               A nervous young boy wearing a tag with the number #249 comes
               on stage from the wings.

                                   GARY

                         Hi.... I'm Gary Richards.

                                   STAN

                         Hi, Gary, don't be nervous, please.

                         How old are you, Gary?

                                   GARY

                         I'm 13, 14 next month.

                                   RALPH

                         Do you have dance or singing

                         experience?

                                   GARY

                         Yes, I have been taking tap and

                         jazz for four years and singing

                         lessons for three years.

                                   STAN

                         That's great, go ahead when you're

                         ready.

               Music starts and the boy sings and dances very well.

                                   RALPH
                             (whispering to Stan)

                         He dances and sings very well, cute

                         too...

                                   STAN

                         Yes, he's perfect...

               GARY ends his song and dance. He is very relieved.

                                   STAN

                         Do you have a parent or guardian

                         with you Gary?

               An obnoxious,obese woman rushes in from the wing. She is
               GLENNA RICHARDS, GARY'S mother.

                                   GLENNA
                             (in a booming, irritating
                              voice)

                         Yes, I'm Gary's mother, and best

                         friend....

               GARY looks like he's going to die......

                                   GLENNA
                             (almost hyperventilating)

                         Did he make it? When do we go on

                         the road? We can share a room....

               Stan crosses number #249 off his list.

                                   STAN

                         Thank you very much Gary, we'll be

                         in touch....

               GARY runs offstage, his mother following after him....

                                   RALPH

                         Next please....

               An older looking boy comes on stage, #250. He is wearing
               tights and a prominent bulge in his pants.

                                   T.R.

                         T.R. Allen, 18 years old.

                                   STAN

                         Any dance or singing experience?

                                   T.R.

                         Some singing, little dance....

                                   STAN

                         Ok, go ahead, please

               T.R. dances very well, maybe a little risque, with thrusting
               hips.

                                   STAN
                             (whispering to Ralph)

                         He's going scare the those little

                         girls to death.

                                   STAN

                         He's good but we can't use him,

                         he's too old and too big.

                                   RALPH

                         He would attract a certain

                         segment..

                                   STAN

                         I can't have  him swinging that

                         Louisville in front of a bunch of

                         young girls.  They will never want

                         to have sex.

               T.R. finishes his routine.

                                   STAN

                         Very good, thank you Mr. Allen, we

                         will be in touch.

               Ralph runs after him....

                                   RALPH

                         Wait.....wait..


               INT. OLD THEATER - LATER

               A clearly tired Stan is sitting at a table looking at the
               head shots of the final ten boys. From these, he must pick
               the five that will form Dreamz.

                                   STAN

                         Corey Masters...

               Corey walks up to the table and sits.

                                   STAN

                         Hi, Corey, I'm Stan Rogers, this is

                         Ralph. He will be Dreamz 4 U's

                         choreographer.

                                   RALPH

                         Hi Corey

                                   STAN

                         Don't worry, there are no right or

                         wrong answers to these, we just

                         would like to know a little more

                         about you.

                                   COREY

                         OK, sure

                                   STAN

                         Any trouble with the law? Felonies?

                                   COREY

                         No, no problems..

                                   STAN

                         Good. How are you in school? Good

                         grades?

                                   COREY

                         B's and C's mostly.

                                   STAN

                         Very good..

               Corey gets up and leaves. Stan looks down at the list.

                                   STAN

                         Kevin Hodge.....

               A young man walks up and takes a seat across from Stan and
               Ralph.

                                   STAN

                         Kevin, why do you want to be in the

                         group?

                                   KEVIN
                             (looking at the desk)

                         Well.... I don't know......

                                   STAN

                         Why are you here....

                                   KEVIN
                             (still looking down)

                         I'm not sure

               Stan and Ralph sigh.

                                   STAN

                         Ok Kevin, thank you very much.

               Kevin gets up and leaves the table.

                                   RALPH
                             (sarcastically)

                         He will be great on MTV..

                                   STAN

                         We can have someone work with him,

                         he can sing and dance.

               Stan picks up the next head shot.

                                   STAN

                         Bobby Franklin.

               Another young man strides confidently to the table. He shakes
               both Stan's and Ralph's hands.

                                   STAN

                         Why do you want to be a part of the

                         group?

                                   BOBBY

                         To make people happy..

                                   RALPH

                         Which people?

                                   BOBBY

                         Anyone I can make smile with my

                         music..

                                   STAN

                         Do you have any problem with being

                         on the road for an extended tour?

                                   BOBBY

                         No, not at all.

                                   STAN

                         Ok, thank you Alex.

               Bobby walks away.

                                   STAN

                         He's smooth, articulate..

                                   RALPH

                         He can be the nice one..

                                   STAN

                         Yes, you're right...

               Stan picks up the next sheet

                                   STAN

                         Alex Driscoll..

               Alex, a blond 16-year-old walks up and sits down.

                                   STAN

                         Why do you want to be a part of the

                         group?

                                   ALEX

                         In order of importance?

                                   RALPH

                         Yes

                                   ALEX

                         Girls and money

                                   STAN

                         Those are the only reasons?

                                   ALEX

                         Yes

                                   STAN

                         Do you have any problem going out

                         on tour for an extended period?

                                   ALEX

                         The longer the better.

                                   STAN

                         Ok, well, welcome to Dreamz. If you

                         make the girls scream, I'll make

                         sure you get the money. Deal?

                                   ALEX
                             (smiling)

                         Deal.

               Alex get up shakes hands. Stan calls the next one.


               INT. SMALL APARTMENT - DAY
               SUPERTITLE: 2001

               An older ALEX is sitting in a chair. He is much older, dirty,
               unkept. David is interviewing him.

                                   DAVID

                         What did you first think of Stan

                         Rogers?

                                   ALEX

                         My first thought was: Hey this guy

                         really knows what's going on. He

                         knew what the girls wanted. I

                         didn't realize he was going to use

                         us to make himself rich.

                                   DAVID

                         Why did you want to join Dreamz?

                                   ALEX

                         To get rich and famous.

                                   DAVID

                         Did Stan say he would do it for

                         you?

                                   ALEX

                         Yea, he did.

                                   DAVID

                         And he did, right?

                                   ALEX

                         It was us, not Stan. We sang. We

                         danced. It was our money. He took

                         it.


               INT. OLD THEATER - LATER
               SUPERTITLE: 1995

               STAN is interviewing JOEY.

                                   STAN

                         How are you in school?

                                   JOEY

                         Not very good, C and D's.

                                   STAN

                         That's ok, you'll have the finest

                         tutors money can buy.

                                   JOEY

                         Great.

                                   STAN

                         Why do you want to be in the band?

                                   JOEY

                         I've always wanted to be a star, to

                         be famous.

                                   STAN

                         Thanks Joey.


               INT. THEATRE - MORNING
               SUPERTITLE: 1995

               In the theatre, Stan has gathered the boys he has chosen to
               form Dreamz 4 U .

                                   STAN

                         You boys have been chosen to be a

                         part of this group. You all have

                         the talent to help us succeed. If

                         we work hard, make smart decisions,

                         we will all have lots of fun and

                         make some money along the way. Does

                         anyone want to have fun and make

                         some money?

               The boys all smile.

                                   STAN  (CONT'D)

                         I thought so. We have contracts

                         here to sign. They are standard

                         industry contracts, you will be

                         paid fairly, but there are rules

                         you all will have to abide by.

                         There will be no drug use. Period.

                         Any drug use will be dealt with

                         swiftly and with finality. You will

                         be kicked out of the group, and one

                         of the other hundreds will take

                         your place. We will start

                         rehearsals next week and record a

                         CD in a month.


               INT. LUXURIOUS LIVING ROOM - DAY
               SUPERTITLE: 2001

               DAVID is interviewing BOBBY, who looks great.

                                   DAVID

                         What did you first think of Stan?

                                   BOBBY

                         I liked Stan. I still like Stan.

                                   DAVID

                         I know some of your former

                         bandmates are a little bitter at

                         him. They feel he took money that

                         was rightfully theirs.

                                   BOBBY

                         He took a large share, but he took

                         the risk. I don't think he took

                         anything other than what the

                         contracts specified.

                                   DAVID

                         Have you talked to any of Dreamz

                         recently?

                                   BOBBY

                         Actually, before my tour, I called

                         them about going on the road.

                                   DAVID

                         A reunion tour?

                                   BOBBY

                         No, I needed people to help out on

                         the tour, you know, roadies.


               INT. TV STUDIO - DAY
               SUPERTITLE: 1995

               In a bright television studio, Dreamz are being interviewed,
               their first as a group. The interviewer is Sarah Lusirt, a
               cute, girl next door type.

                                   SARAH

                         Ok, let's start with your names and

                         ages, first from the left.

                                   JOEY

                         I'm Joey DiMarco, 15

                                   SARAH

                         Hi Joey

                                   ALEX

                         Alex Driscoll, 16

                                   BOBBY

                         Bobby Franklin, 17

                                   COREY

                         Corey Masters, 16, hi mom

                                   JEFF
                             (very nervous)

                         Jeff Sellers,.....17 year..

               Before Jeff can fully answer, he pukes on Sarah's lap. She is
               freaking out, screaming, gaging, almost puking herself.

                                   SARAH

                         Goddamn...why the fuck..

               She dry heaves..almost pukes.

                                   SARAH

                         Get me a fucking towel and some new

                         pants..

               Jeff is crying. Stan is yelling, the rest of the boys are
               laughing hysterically.

                                   SARAH
                             (SCREAMING AT THE BOYS)

                         IT'S NOT FuNNY, YOu LITTLE

                         BASTARDS!!!!


               INT. TV STUDIO - DAY

               Another try with the interview. This time Jeff is far away
               from Sarah, who is wearing a new outfit.

                                   SARAH

                         Let's start with your names and

                         ages, first from the right.

                                   JOEY

                         I'm Joey DiMarco, 15

                                   SARAH

                         Hi Joey

                                   ALEX

                         Alex Driscoll, 16

                                   BOBBY

                         Bobby Franklin, 17

                                   COREY

                         Corey Masters, 16

                                   SARAH

                         And way down there on the end is

                         Jeff Sellers..

               JEFF waves to the camera.


               INT. RECORDING STUDIO - DAY

               The boys are learning a new song, attempting harmony. They
               are really bad. A voice coach is working with them.

               Inside the engineers booth, Stan is talking with KEN and
               KRISTEN.

                                   STAN

                         I do have a problem with a few of

                         the lyrics. In "Flower Love" he

                         wants them to sing "your love

                         nectar is sweeter than any pedals

                         I've licked before". I'm just not

                         sure it's appropriate for young

                         girls.

                                   KRISTEN

                         They're just metaphors for oral

                         sex. You think we're the first to

                         write about it?

                                   STAN

                         No, but I do think there will be

                         problems from it.

                         I wanted bubblegum love, puppy

                         love, dry humping, not oral sex.

                                   KRISTEN

                         Kids are more sophisticated now,

                         they don't want puppy love, they

                         want oral sex.

                                   KEN

                         You know, oral sex and chewing

                         bubblegum are similar...

                                   STAN

                         Please, please... I need something

                         softer, something lighter.

                                   KRISTEN

                         I'm not sure we can compromise our

                         artistic integrity.

                                   STAN

                         Artistic integrity? You use a

                         thesaurus and a rhyming dictionary

                         for Gods sake.

               Pause.

                                   KRISTEN
                             (defensively)

                         I hate working with people who do

                         not understand the creative process


               INT. MALL - DAY

               SUPERTITLE: FIRST CONCERT 1996

               The boys are in a mall bathroom. STAN and RALPH are trying to
               settle the boys done. There is retching coming from a stall.

                                   STAN

                         Jeff? Are you ok?

                                   JEFF
                             (from the stall)

                         Yea... I think so..

                                   STAN

                         There are hundreds of screaming

                         girls waiting...go out and make

                         them love you..

                                   ALEX

                         They aren't screaming for us, they

                         want the pop princess...


               INT. MALL MANAGER'S OFFICE - MOMENTS LATER

               A pretty young girl is stomping around the office. This is
               SuZI SIMPKINS, self proclaimed "Pop Princess". In the office
               with her are her mother, SALLY, and her manager BRuCE.

                                   SUZI
                             (yelling)

                         I can't believe this is the only

                         room they have for me. And there's

                         not even a mirror.

                                   SALLY

                         Honey, please, it's all they have

                         available. The only other place

                         would be a rest room.

                                   SUZI
                             (sarcastically)

                         Why not share it with those Knots

                         of whatever..

                                   BRUCE

                         Dreamz 4 U

                                   SUZI

                         Whoever....
                             (beat)

                         You know I saw one of them trying

                         to look up my dress...


               INT. MALL - LATER

               A small makeshift stage is set up in the middle of the mall.
               There are maybe a hundred girls, very few boys gathered to
               see SuZI. They are excited when STAN steps up to the
               microphone.

                                   STAN

                         Ladies and gentlemen, boys and

                         especially you girls, here... For

                         the very first time... Dreamz 4 U

                         ..

               A smattering of applause from the audience.

               The guys run out and pose on the stage, awaiting the music.
               They wait and wait and wait. Finally, after what seems like
               hours, the music starts.

               They sing and dance, not without a few missteps, and a lack
               of harmony, but the girls react very well to them.

               The song ends there are screams and applause. The guys all
               smile and are amazed by the feeling.

               They sing a second song and it's better than the first.

               The guys run offstage and back to the bathroom.

               STAN comes on stage.

                                   STAN

                         Dreamz will be at the front

                         entrance signing autographs and

                         selling their new CD, and will be

                         back tonight for another show.


               INT. MALL ENTRANCE - LATER

               Dreamz are sitting at tables signing pictures. CD sales are
               brisk, everyone is happy. Some of the boys get phone numbers.
               STAN is beaming like a new father.


               INT. PARK BENCH - DAY
               SUPERTITLE: 2001

               STAN is sitting on a park bench. He looks much older. He is
               being interviewed by DAVID.

                                   DAVID (O.C.)

                         Stan, did the first tour give you

                         any indication that Dreamz were

                         going to be as big as they

                         eventually became?

                                   STAN

                         Yes, from the first concert, the

                         girls reacted like we hoped. They

                         guys fed off of their reactions.

                                   DAVID (O.C.)

                         The first few mall shows you opened

                         for Suzi Simpkins, who we all know

                         now, attempted to commit suicide

                         later that year.

                                   STAN

                         Yes, we all knew and loved Suzi...


               INT. HOTEL HALLWAY - NIGHT
               SUPERTITLE: 1996

               The guys are walking to their rooms. SuZI is walking the
               other way, obviously pissed. She starts in at them.

                                   SUZI
                             (YELLING)

                         WHICH ONE OF YOu IDIOTS HAS THE

                         GLAND PROBLEM?

               She is glaring at them as they pass in the hall.

                                   SUZI (CONT'D)

                         I ALMOST SLIPPED IN THAT PuDDLE OF

                         SWEAT AND HuRT MYSELF!!

                                   SALLY

                         Please honey...

                                   SUZI

                         I can't believe I have to stay in

                         the same hotel as them.

               The guys stop and look at her ass as she walks away. Her hand
               slips behind her to give them the finger.


               INT. MALL - DAY

               The guys are on stage singing and dancing.

                                   DAVID (V.O.)

                         Dreamz continue to win fans over

                         with their infectious melodies.


               INT. MALL - DAY

               The guys are on stage singing and dancing at a different
               mall.

                                   DAVID (V.O.)

                         Their first single "Kisses for You"

                         enjoys modest success on Top 40

                         stations.


               INT. VIDEO STUDIO - DAY

               Inside a small television studio Dreamz sit, ready to be
               interviewed by the "Request Hour" video music show host Adam
               Adams. They are nervous, but excited. The director gives the
               signal and they are on.

                                   ADAM

                         Goooooood Afternoon from the L.A.

                         Studios of "Request Hour"

               The mostly girl audience cheers wildly.

                                   ADAM

                         I'm Adam Adams and we are here with

                         the newest singing sensations

                         Dreamz 4 U . Hi guys.

                                   DREAMZ

                         Hey. Hi, Whats up....

               The girls cheer wildly. The guys wave to them eliciting more
               cheers.

                                   ADAM

                         Your self titled debut is doing

                         well, you just finished up your

                         first tour, what's next?

                                   ALEX

                         We are going to take a little

                         break, then record our second CD

                                   ADAM

                         Can we expect anything different?

                                   BOBBY

                         We are going to branch out a

                         little, write some of our own

                         songs..


               INT. RECORDING STUDIO - NIGHT
               SUPERTITLE: 1996

               Dreamz are trying to compose some songs for their new CD.
               Stan and the engineer are sitting near, bored. Joey has
               gotten much taller.


               INT. RECORDING STUDIO - MORNING

               They are still trying to write. No success.


               INT. LIVING ROOM - MORNING

               STAN is in KEN and KRISTEN'S home.

                                   STAN

                         Just let them pretend they are

                         collaborating, let them fill in a

                         word or two.

                                   KEN

                         It'll cost you, especially if any

                         of the songs are a hit.

                                   STAN

                         Don't give them any good songs, put

                         two or three throwaway songs on it,

                         just to keep them happy.


               INT. STUDIO - EVENING

               Dreamz and Ken and Kristen are sitting around a large table,
               writing a song.

                                   KEN

                         Ok, now we need the hook.. "You

                         come down, like an angel from

                         above..I turned around and..."
                             (beat)

                         Ok, I'm stuck, any ideas?

                                   COREY

                         How about "I turned around and saw

                         you there"?

                                   KRISTEN

                         Could be ok, anybody else?

               The boys are thinking.

                                   JOEY

                         "I turned around and found you

                         there"?

               KEN and KRISTEN are flustered. The obvious answer is out
               there, the guys just don't see it. Ken tries to get the
               obvious answer out of them.

                                   KEN

                         "like an angel from above...I

                         turned around and..."  ok, lets

                         see, above, glove, ....

                                   BOBBY
                             (excited)

                         Love. "I turned around and fell in

                         love"

               Dreamz all agree on that obvious line. KEN and KRISTEN are
               relieved.

                                   ALEX

                         This writing song stuff isn't so

                         hard.


               INT. STUDIO - MORNING

               Long shot. Dreamz are rehearsing dance steps. JOEY, now a
               good foot taller than the others cannot dance. He constantly
               falls over his own feet. STAN and RALPH look on, shaking
               their heads.

                                   STAN

                         He can't go on tour.

                                   RALPH

                         I know..what about his contract?

                                   STAN

                         We do have clauses...


               INT. LAWYERS OFFICE - MORNING

               STAN and a LAWYER are sitting at a table.

                                   LAWYER

                         You want to kick him out because

                         he's clumsy? I don't think so..

                         He'll have a good basis for a

                         lawsuit..

                                   STAN

                         What about the unable to perform

                         clause?

                                   LAWYER

                         He can still perform. He's just not

                         very good.

                                   STAN

                         I'm actually worried about him. I'm

                         afraid he will trip and fall off

                         stage. What happens if he hurts

                         himself? I'll get sued anyway..


               INT. AMBULANCE - EVENING

               JOEY is writhing in pain in the back of the ambulance. STAN
               is there with him. The medics work on his leg.

                                   JOEY
                             (crying)

                         My leg..my leg....

                                   MEDIC

                         Take it easy, you'll be back on the

                         basketball court in no time....

                                   JOEY
                             (crying)

                         But I'm not a basketball

                         player....I'm a dancer......

                                   MEDIC

                         Oh, I'm sorry....

                                   JOEY

                         ..a dancer.....a dancer..


               EXT. JOEY'S HOUSE- DAY
               SUPERTITLE: 2001

               JOEY being interviewed by DAVID.

                                   DAVID

                         After your unfortunate accident,

                         you were told you would never be

                         able to dance again. How did you

                         feel?

                                   JOEY

                         Devastated. I couldn't imagine a

                         life without dancing. I had been

                         dancing since I was five years old.

                                   DAVID

                         Was it hard to let go?

                                   JOEY

                         Of course, but I know I wouldn't

                         have been a dancer after my growth

                         spurt. Who want's a seven foot

                         dancer?

                                   DAVID

                         You have started an acting career.

                                   JOEY

                         Yes, I have appeared in two movies

                         and I am currently in an off

                         broadway play.

                                   DAVID

                         Not dancing, I hope.

                                   JOEY

                         No, I'm playing a tree.


               EXT. PARK - DAY
               SUPERTITLE: 2001

               STAN being interviewed by DAVID.

                                   DAVID

                         That's when you were forced to

                         replace Joey with Mark.

                                   STAN

                         Yes, Mark was one of the last cuts

                         from the tryouts. We thought he

                         should be called when Joey went

                         down.

                                   DAVID

                         The group dynamic changed when Mark

                         came aboard, didn't it?

                                   STAN

                         Yes, he added a certain

                         something...


               EXT. REHEARSAL HALL - NIGHT

               Dreamz have finished rehearsal. They are getting ready to
               leave.

                                   MARK

                         You guys want to go for a couple

                         beers?

                                   COREY

                         We're not suppose to drink. Stan

                         will kick you out of the band.

                                   MARK

                         Kick us out for drinking a beer?

                         C'mon, that's bullshit...

                                   BOBBY

                         We're a group here, we don't need

                         anybody causing trouble.

                                   JEFF

                         Stan runs the group, they are his

                         rules.

                                   MARK

                         Wow, that's a problem. You guys

                         busted your ass to get fans and he

                         gets most of the money and gets to

                         make the rules?

                                   ALEX

                         That's what we agreed to..

                                   BOBBY

                         We signed the contracts. We aren't

                         unhappy with how things are run.

                                   COREY

                         I don't like our songs being played

                         on tampon commercials.

                                   JEFF

                         It would be nice to have more say

                         in what happens, it is our music.

                                   ALEX

                         Stan will fire us.

                                   MARK

                         No way. He is making too much money

                         from us.

                                   BOBBY

                         Nobody is making much money yet.

                                   MARK

                         Really? How many CD's did you sell?

                                   ALEX

                         Over a million....

                                   MARK

                         What did you guys get?

                                   COREY

                         Just the $500 a week our contract

                         says we get.

                                   MARK

                         Well, someone is making lots of

                         money....


               INT. LIMO - AFTERNOON

               The guys are all inside a limo on their way to their concert.
               They have been thinking about what Mark said. STAN just sits
               and looks out the windows. He doesn't know what is happening.

                                   STAN

                         Right after the show, you will be

                         meeting the contest winners from

                         the local radio shows.

               Dreamz just sit and ignore him.

                                   STAN

                         It's part of the job, you know,

                         publicity.

                                   ALEX

                         I thought this was suppose to be

                         fun, it's beginning to feel like a

                         job.

                                   STAN

                         Being a star is a job, it's hard

                         work.


               INT - CONCERT HALL - NIGHT

               A small concert hall is filled with screaming girls. Dreamz
               are on stage singing.

                                   DAVID (V.O.)

                         Their second tour is very well

                         received. CD and merchandise sales

                         are going through the roof.


               INT - DRESSING ROOM - AFTER A CONCERT

               Dreamz are relaxing after their concert. Stan comes in the
               dressing room.

                                   STAN

                         OK guys, the radio contest winners

                         are right outside and they are

                         expecting to meet all of you.

                                   JEFF

                         God, I hate meeting those squealing

                         girls.

                                   ALEX

                         Especially the ones who have all

                         that time to sit home and call

                         radio stations.

                                   MARK

                         The ugly ones who can't get dates.


               EXT. STAN IN PARK - DAY

               STAN being interviewed by DAVID.

                                   DAVID

                         Could you feel Dreamz breaking

                         away? Rebelling?

                                   STAN

                         Yea, I could, but you have to

                         realize, they were at the age when

                         they break away from their parents,

                         so I understood.


               INT. DRESSING ROOM - LATER

               Dreamz greet their fans, they are a little more nice, but
               they are getting jaded.

                                   COREY
                             (to a heavy young girl)

                         Yes, we love to meet all our fans

               BOBBY with young fans

                                   BOBBY
                             (to a couple of young
                              girls)

                         None of us really has time to

                         date...

                                   JEFF
                             (dry heaving)

                         Please, excuse me..

               They look adoringly at him even thought he may puke on them.

                                   MARK
                             (whispering to a pretty
                              young girl)

                         We're staying at the Hyatt, I'm in

                         room 515.

               He hands her a piece of paper.

                                   MARK
                             (looking at her breasts)

                         You are eighteen, right?

                                   GIRL
                             (lying)

                         um.... yes, I am.

                                   MARK

                         Good. Very good...


               INT - TOY STORE - MORNING
               SUPERTITLE: PETE'S TOY EMPORIuM

               The guys are all standing on a small stage. They are all
               wearing fake smiles, holding action figures that are suppose
               look like them. Dreamz are extremely embarrassed.

                                   STORE MANAGER

                         Let's give a nice big Peoria

                         welcome to Dreamz 4 U , who were

                         nice enough to come here today to

                         show their new line of

                         dolls...action figures.

               The girls all cheer. Stan comes on stage to thank the crowd.

                                   STAN

                         Thank you very much. I know Dreamz

                         are happy to be here to see you all

                         today. Thanks for coming to see

                         Dreamz 4 U  action figures. Collect

                         all five today.


               INT. LIMO - MOMENTS LATER

               The silence is deafening. Everyone is pissed about the
               "action figures".

                                   ALEX

                         Why didn't you tell us about the

                         dolls?

                                   STAN

                         I thought I did.

                                   MARK

                         How much are we getting from these

                         "action figures"?

                                   STAN

                         It's not the money, it's the

                         publicity.

                                   ALEX

                         Great, now millions of girls will

                         have a dickless version of me.

                                   MARK

                         I've seen you, it's anatomically

                         correct.

               The guys laugh. ALEX gives MARK the finger.

                                   COREY
                             (holding his action
                              figure)

                         I really like me. I always wanted a

                         little brother. Stan, can I get

                         some more?

               The boys look at him bewildered.

                                   STAN

                         Sure Corey, we can get all you

                         like.

                                   COREY

                         I can have a little army of

                         Coreys..


               EXT. ALEX'S HOUSE - DAY

               ALEX being interviewed by DAVID.

                                   DAVID

                         Could you guys see Corey changing?

                                   ALEX

                         I guess, but nobody paid very much

                         attention, we were too concerned

                         with everything else.

                                   DAVID

                         What was he doing?

                                   ALEX

                         He'd come back from a concert and

                         just go sit in his room. Then he'd

                         order the entire room service menu.

                                   DAVID

                         Was he that hungry?

                                   ALEX

                         I guess.

                                   DAVID

                         Did he eat it all?

                                   ALEX

                         He would take all of it off the

                         plates and pile it in his bed.

                                   DAVID

                         Then he would eat it?

                                   ALEX

                         Nobody knows, we all left when he

                         started taking off his clothes.


               INT. DRESSING ROOM - EVENING

               Inside the dressing room, COREY is sitting in the corner by
               himself, while the other Dreamz get ready for the show. The
               stage manager comes to the room.

                                   STAGE MANAGER

                         They are warm and ready guys, lets

                         do it!!

               The guys file out, COREY lagging behind.


               INT. THE STAGE - MOMENTS LATER

               Dreamz come out singing, dancing, doing their opening number.
               COREY isn't singing or following the dance steps. They finish
               the song in the dark. A lone spotlight shines on BOBBY.

                                   CROWD

                         BOBBY!!!!!

               The spotlight shines on ALEX.

                                   CROWD

                         ALEX!!!!!

               The spotlight shines on JEFF.

                                   CROWD

                         JEFF!!!!!

               The spotlight shines on MARK.

                                   CROWD

                         MARK!!!!!

               The spotlight shines on COREY'S face.

                                   CROWD

                         COR..

               A stunned silence. The audience can't get the rest of his
               name out of their mouths. The rest of Dreamz hold their
               poses, wondering what the hell is happening.

               The camera pans down to COREY'S wet crotch. A soft voice
               comes from the audience.

                                   VOICE

                         Hey, he peed his pants.


               INT. MAKESHIFT PODIUM - NIGHT

               About 6 or 7 reporters are gathered for an impromptu news
               conference. They are waiting for STAN and some word about
               what happened at the concert. STAN walks up to the podium.

                                   STAN

                         Thanks for coming. Tonight, there

                         was an unfortunate accident on

                         stage. Corey Masters has been ill,

                         and shouldn't have been anywhere

                         near that stage. He is resting

                         comfortably at this time.

                                   REPORTER

                         What does he have?

                                   STAN

                         We are not sure, the doctors are

                         seeing him as we speak.

                                   ANOTHER REPORTER

                         Witnesses say he appeared dazed

                         during the show. Was it drugs?

                                   STAN

                         There are no answers at this time.

                                   ANOTHER REPORTER

                         Will he be able to finish the tour?

                                   STAN

                         We don't know. We have shows

                         planned for the next two months and

                         Dreamz do not want to disappoint

                         their fans. 


               INT. MENTAL HOSPITAL - DAY

               Inside a white room COREY is sitting on a couch. He is
               wearing a robe, clutching an action figure of his likeness.
               There are other people walking around. This is a mental
               institution. STAN comes to visit and see how Corey is doing.

                                   STAN

                         Corey?

               COREY doesn't look at him.

                                   STAN (CONT'D)

                         Corey?

               COREY looks at him.

                                   COREY

                         Yes?

                                   STAN

                         How are you, Corey?

                                   COREY

                         I'm good, we had red jello.

                                   STAN

                         That's good, Corey. Do you remember

                         me, Stan? Do you remember Dreamz?

                                   COREY

                         Oh, I like it at night very

                         much..they give me a little pill

                         and then it's morning.

                                   STAN

                         Dreamz 4 U , do you remember them?

                                   COREY

                         Yes, they gave me this doll. I like

                         it very much too.

               COREY gets up from the couch and walks over toward the
               window. He starts touching a hanging plant, then eating it. A
               nurse comes up to COREY and takes his hand and leads him
               away.


               INT. JEFF'S HOUSE - DAY
               SUPERTITLE: 2001

               DAVID interviewing JEFF

                                   DAVID

                         Who made the decision not to

                         replace Corey?

                                   JEFF

                         It was all of us. We didn't want to

                         bring someone new in who would have

                         to learn all the dance moves, the

                         songs.


               INT. HOTEL ROOM - NIGHT

               The guys are there with some girls playing Playstation. There
               is a knock on the door. Stan is there. He walks in to the
               room.

                                   STAN

                         I'd like to talk with the guys

                         alone, please.

               The girls leave.

                                   STAN (CONT'D)

                         Next week the tour ends.

                                   ALEX

                         Thank God

                                   MARK

                         No, shit.

                                   STAN

                         How would you like to spend a month

                         in Europe and get paid for it?

                                   JEFF

                         Another tour?

                                   STAN

                         No, a movie. A Hollywood studio

                         wants you to be in a movie. It's

                         perfect, a musical medieval tale

                         about Dreamz!


               EXT. MOVIE SET - MORNING

               An open field is filled with a movie crew. A low-budget movie
               is being shot starring Dreamz. It is a medieval musical
               featuring Dreamz and fair ladies.  Dreamz are all dressed in
               body armor. A stunt man is trying to teach them how to joust.

               Jeff is on the horse, galloping toward his rival. He loses
               his balance and falls off.

               He tries again. Same result.

               Again. Same result.

               A stunt man is shooting the scene with the mask down to
               conceal his identity.


               INT. MOVIE SET - MORNING

               An old pub is the setting for a big musical number. In the
               movie, Dreamz (as Dreamz) sit around enjoying a few victory
               pints.

                                   DIRECTOR

                         Action

                                   KNIGHT ALEX
                             (in a bad English accent)

                         A job well done today mates!!

                         Tonight we will have wine, women

                         and song!!

                                   DREAMZ

                         A song? We love songs...

               They break into a bad song about damsels, fighting evil and
               the love of a good horse. The song is so bad it's funny.


               EXT. JEFF'S HOUSE - DAY

               JEFF being interviewed by DAVID.

                                   DAVID

                         Didn't anyone realize that the

                         movie wasn't very good?

                                   JEFF

                         How could we know? The studio

                         people didn't know.

                                   DAVID

                         They said the script was good, they

                         just made a mistake by casting

                         people with no acting experience.


               EXT - HOLLYWOOD THEATRE - NIGHT

               Opening night of Dreamz movie. Limos pull up, dropping off
               stars.

                                   DAVID (V.O.)

                         The first week, the "Knightly Duty"

                         was third in box office recipts.


               INT. TV STUDIO - EVENING

               Two men, one heavy and one thin, are sitting in matching
               recliners holding boxes of popcorn. They are movie critics. A
               good review from them can boost a movie's gross, but a pan
               can send it straight to video.

                                   THIN CRITIC

                         Welcome to tonight's show. The

                         first movie we will review tonight

                         is called "Knightly Duty", starring

                         the pop group Dreamz 4 U .

                                   FAT CRITIC

                         How many bad things can we say

                         about this movie?

                                   THIN CRITIC

                         We only have a half hour, so let's

                         limit the criticism to the script,

                         the acting and the music.

                                   FAT CRITIC

                         This film is so bad, it makes that

                         remake of Sgt. Pepper actually look

                         like a masterpiece, Howard the Duck

                         was Citizen Kane.

                                   THIN CRITIC

                         I have to confess, that after 42

                         years, and thousands of movies,

                         good and bad, I actually walked out

                         of this movie.

                                   FAT CRITIC

                         I wanted to walk out, but the line

                         for the exit was too long.

                                   THIN CRITIC

                         Our usual way of rating a movie is

                         by using popcorn.

                                   FAT CRITIC

                         Five pieces of popcorn is great,

                         one piece is horrible. This movie

                         has altered our rating system.

                                   THIN CRITIC

                         You know that piece of popcorn

                         kernel that gets caught between

                         your tooth and gum line?

                                   FAT CRITIC

                         Yeaa..and you can't get it out with

                         a toothpick, or even floss. This

                         movie is that little irritating

                         piece of popcorn shell.

                                   THIN CRITIC

                         Can we say anything good? Sure, the

                         good thing is: There will not be

                         any sequels.


               INT. STANS OFFICE - MORNING

               Dreamz are all gathered around in Stan's office.

                                   STAN

                         How is the movie my fault?

                                   BOBBY

                         You should have read it first.

                                   STAN

                         I did read it, it wasn't bad.

                                   MARK

                         Even our fans are walking out.

                                   STAN

                         I'm being blamed for a lousy movie.

                         I didn't make the movie, I didn't

                         act in the movie, I didn't sing in

                         the movie.

               Quiet. Dreamz look at each other.

                                   ALEX

                         We have hired another manager.

               Stan is shocked. He has formed and nurtured them from nothing
               into a sensation. Now they fire him.


               EXT. PARK - MORNING
               SUPERTITLE: 2001

               DAVID's interview of STAN continues.

                                   DAVID

                         Was it a shock when they fired you?

                                   STAN

                         A shock, yes, quite. But I own

                         fifty percent of the merchandising

                         rights whether or not I managed

                         them anyway.

                                   DAVID

                         They were prepared to bring suit to

                         switch management if you had

                         resisted.

                                   STAN

                         After that dreadful movie, I

                         realized that they were damaged

                         goods and let them go without

                         fighting.

                                   DAVID

                         Had you known Phil Cunnard before

                         he became their new manager?

                                   STAN

                         I had heard his name mentioned, but

                         did not know him personally.

                                   DAVID

                         You knew nothing of his criminal

                         past?

                                   STAN

                         Just rumors and innuendo, that sort

                         of thing.


               INT - PHIL CUNNARD'S OFFICE - DAY

               PHIL CUNNARD is sitting in his extravagant office surrounded
               by Dreamz. He is short, slim, 40ish, wears glasses that make
               his eyes look the size of half dollars. His head is covered
               by an obvious toupee.

                                   PHIL

                         You boys ready to go into the

                         studio?

                                   BOBBY

                         We don't have any songs.

                                   PHIL

                         Why not? Haven't you been writing?

                                   ALEX

                         No, we don't write very well.

                                   PHIL

                         Who wrote all your other songs?

                                   BOBBY

                         Ken Raza and Kristen Kerr wrote

                         most of them. But we want to do our

                         own songs.

                                   PHIL

                         Can't any of you write a catchy pop

                         song?

                                   ALEX

                         We are sick of pop songs, we want

                         to change, we want to rock.

                                   PHIL

                         Nobody wants you to rock, young

                         girls don't rock, they listen to

                         love songs and dream about you boys

                         putting your hands on their tender

                         little...

               Phil drifts off into fantasy.

                                   MARK

                         We want to play our own instruments

                         and sing our own songs.

                                   ALEX

                         We want to be a real band. We are a

                         joke. Serious musicians laugh at

                         us.

                                   PHIL

                         They may laugh, but you're the ones

                         selling millions of CDs.


               INT - STUDIO - EVENING
               SUPERTITLE: SIX MONTHS LATER

               Dreamz are practicing. They are terrible. A group of
               onlookers sits in the other room. These are a group of
               musicians that were hired to teach Dreamz to play their
               instruments.

                                   MUSICIAN 1

                         I can't believe that after six

                         months, they are still this bad.

                                   MUSICIAN 2

                         They'll never be able to tour.

                                   MUSICIAN 1
                             (to Dreamz)

                         Let's take a break guys

               Dreamz file out of the room, tires, dejected. They join the
               musicians.

                                   MARK

                         God, we suck.

                                   BOBBY

                         You're right, we aren't very good.

                                   MUSICIAN 1

                         Don't be so hard, you guys are

                         doing good, it takes years of hard

                         work to play well. You guys have

                         only been doing it for six months..


               EXT. ALEX'S HOUSE - DAY
               SUPERTITLE: 2001

               ALEX being interviewed by DAVID.

                                   DAVID

                         Who's idea was it to play your own

                         instruments?

                                   ALEX

                         Everyone's idea. We were sick of

                         that teenybopper shit. We wanted to

                         rock.

                                   DAVID

                         Most musicians play for years

                         before they get good enough to

                         record.

                                   ALEX

                         We realized that, but we had the

                         time and the best teachers.


               INT. STUDIO - EVENING
               SUPERTITLE: SIX MORE MONTHS LATER

               Dreamz are trying to record their songs. They are still
               terrible. PHIL is in with the musicians. They all look tired.
               Dreamz look bad, unkempt, fat. Their hair is long, dirty.

                                   PHIL
                             (talking into the studio)

                         Guys, I've made a decision, come in

                         here please.

               Dreamz file into the booth.

                                   PHIL

                         These guys are going to play the

                         new tracks. You'll sing, but

                         they're going to play.

                                   MARK

                         No. It's not going to happen. We

                         are going to play our songs.

                                   PHIL

                         I think that financially, it would

                         be better to let them record the

                         CD. Studio musicians play on lots

                         of famous artists records. You can

                         practice until the tour.

                                   ALEX

                         It won't be us, our vision, our

                         sweat..

                                   PHIL

                         You think now is a good time to do

                         this? Your fans are expecting the

                         old Dreamz, especially after that

                         movie, and you guys want to be a

                         fucking garage band. It takes years

                         of busting your ass to be a rock

                         band. You think you can take a few

                         lessons and then you're the next

                         Pearl Jam or U2? You guys can't

                         even write a decent song.

                                   JEFF

                         We don't want to sing and dance, we

                         want to be taken seriously as

                         musicians.

                                   PHIL

                         So did Greg Brady, and he lost his

                         record deal. Do what you want, I

                         don't think your base fans are

                         going to like your new image.


               INT. RADIO STATION - MORNING

               Dreamz are in being interviewed by a morning radio host. They
               still have long hair and too much around the middle.

                                   JAMMIN' JAKE

                         Welcome back to Pop 106, it's 8:04

                         and we are here with Dreamz 4 U

                         with their long-awaited third CD,

                         Rockin' Dreamz. How are you guys?

                                   ALL DREAMZ

                         Good, cool, morning, hi

                                   JAMMIN' JAKE

                         The new CD is a departure from your

                         previous CD's. It's a little

                         harder, little edgier. Do you think

                         your fans will like it?

                                   BOBBY

                         It's a change, but we are changing

                         Jay.

                                   ALEX

                         We have been fans of all music and

                         this was our time to explore the

                         rock side.

                                   JAMMIN' JAKE

                         It's 8:05 here at Pop 106, and we

                         are here with Dreamz 4 U  who are

                         here with their just-released CD.

                         Let's play a tune. Any preference

                         guys?

                                   MARK

                         Play the third song, Jake

               JAKE looks at the CD jacket.

                                   JAMMIN' JAKE

                         Sounds good, here for the first

                         time on the radio Dreamz 4 U  and

                         their song "Troubled".

               The song starts and JAKE turns off the microphones.

                                   JAMMIN' JAY (CONT'D)

                         You guys want to take some calls

                         after the show?

                                   ALL DREAMZ

                         Sure, yea, good, idea...


               INT. RADIO STATION - LATER

               The song has ended and Jake begins to take calls.

                                   JAMMIN' JAKE

                         Pop 106, it's 8:10 and I'm here

                         with Dreamz 4 U . Let's take a few

                         calls guys.

                                   ALL DREAMZ

                         Sure

                                   JAMMIN' JAKE

                         Pop 106, who's this?

                                   DENISE (O.S.)

                         This is Denise, from Farmington..

                                   JAMMIN' JAKE

                         Go ahead Denise, you're on the air

                         with Dreamz..

                                   DENISE

                         Was that a joke? I love Dreamz and

                         I think it's terrible to play that

                         song and say it's them.

                                   JAMMIN' JAKE

                         It really is them, Denise

                                   BOBBY

                         Hi, Denise

                                   MARK

                         Hi Denise, it's Mark

                                   DENISE

                         I know it's just your interns

                         pretending to be Dreamz.

               She hangs up. Jake takes another call.

                                   JAMMIN' JAKE

                         Pop 106, who's this?

                                   RON

                         Hey, Ron on a cell phone..

                                   JAMMIN' JAKE

                         Hey Ron, what's up?

                                   RON

                         Not much, man, that was really

                         funny though.

                                   JAMMIN' JAKE

                         What's funny?

                                   RON

                         That song, dude, it sucked.

               The guys are bummed. Jake hangs up on him, and looks to his
               producer who holds up three fingers. Jake gets line three, a
               friendly call.

                                   JAMMIN' JAKE

                         Pop 106, who's this?

                                   CINDY

                         Hi Jake, this is Cindy, God, I'm so

                         nervous..

                                   JAMMIN' JAKE

                         Say hi to Dreamz, Cindy

                                   CINDY
                             (very excited)

                         Oh wow, I love you guys so much, I

                         have every CD, and posters, wow

                                   ALEX

                         Thanks Cindy, we appreciate that..

                                   CINDY

                         It doesn't matter to me if this one

                         isn't good, I'll still love you

                         all.


               INT. MOBILE HOME - AFTERNOON
               SUPERTITLE: 2001

               DAVID is in MARKS mobile home. It is a complete mess. MARK is
               much heavier, tattoos all over.

                                   DAVID

                         After Rockin' Dreamz was released,

                         you immediately went on tour. Was

                         your fan's reaction fair?

                                   MARK

                         I don't think they ever gave us a

                         chance, ya know.. I mean we got no

                         radio airplay, MTV wouldn't

                         broadcast the video.

                                   DAVID
                             (interrupting)

                         Because of the graphic sexuality

                         and violence.

                                   MARK

                         Even all that publicity from the

                         protesters didn't help.


               NEWS FOOTAGE

               A group of females are picketing in front of the record
               company to protest Dreamz new video.

                                   PICKETORS

                         1..2..3..4.. Dreamz treat their

                         woman like a whore!!

                         5..6..7..8.. Dreamz treat women

                         with lots of hate!!


               INT. PHIL CUNNARD'S OFFICE - MORNING

               Dreamz are gathered in Phil's office. He has the news on,
               they are reporting on the protestors.

                                   PHIL

                         This is great!!

                                   BOBBY

                         How is this great? They are trying

                         to ruin us.

                                   PHIL

                         They work for me. I sent them down

                         there. For publicity.

                                   MARK

                         That's fuckin' genius

                                   PHIL

                         See that dark hair one..


               THE TELEVISION - CLOSE UP

               A dark haired young lady is shouting and carrying a sign.


               PHIL

                                   PHIL

                         She was in the video.

               Dreamz look at the screen.

                                   ALEX

                         Hey..she's the one I kill with my

                         guitar.

                                   JEFF

                         And nice tits too...


               THE VIDEO "TROUBLED"

               A dark street...Dreamz approach in black leather..they walk
               into a topless bar..a fight breaks out..the guys break
               bottles and stab their enemies, as partially nude women run
               around screaming. Their enemies perish and blood is
               everywhere. Dreamz grab the instruments from the frightened
               bar band and play. During the song, some of the strippers try
               to harm them, only to be done in with a guitar, drumstick or
               microphone stand.

                         I'm troubled..                          

                         Since the day I was born  

                         Troubled..                       

                         I'm ragged and torn            

                         I'm troubled..                 

                         And I can't take it no more..


               INT. PHIL'S OFFICE - DAY

               PHIL is attempting to persuade them to play their old songs
               during the concerts.

                                   PHIL

                         But everyone wants to hear the old

                         songs.

                                   JEFF

                         We're sick of that shit, Phil.

                                   PHIL

                         You're sick of money and screaming

                         girls?

                                   ALEX

                         No, we just hate that old shit.

                                   PHIL

                         Do you think you are going to fill

                         those places by playing your new

                         stuff?

                                   BOBBY

                         I think they will come to at least

                         hear us.

                                   PHIL

                         What about after MTV or Spin

                         magazine tells your fans that you

                         aren't playing any old stuff?

                                   MARK

                         So what? We got lots of new fans,

                         hard core rockin' fans..

                                   PHIL

                         Yes, you're all the way up to 168

                         on the Billboard chart.

               Dreamz are silent. PHIL has a point.

                                   BOBBY

                         What if we play our old stuff for

                         the first part, then our new stuff

                         after?

                                   PHIL

                         Ok, if you play an hour of your old

                         stuff, after intermission you can

                         play anything you want, rock, rap,

                         country, hell, you can play with

                         yourselves.


               INT. STADUIM - EVENING
               SUPERTITLE: ROCKIN" DREAMZ TOUR - FIRST NIGHT
               A sold out arena of screaming girls is waiting for their
               Dreamz. The arena darkens, the crowd is hushed....the stage
               explodes and Dreamz run on stage. The look a little older,
               heavier, wearing bandanas and hats to cover their long hair.
               They start with their first hit from years ago, Kisses for
               You. The fans go crazy.


               INT. DRESSING ROOM - LATER
               SUPERTITLE: INTERMISSION
               Dreamz are laid out, exhausted from the first half of the
               show. Some have I.V.s, replenishing lost fluids.
               STAN comes into the room.

                                   PHIL

                         You guys looked and sounded great!!

               Dreamz can only moan and groan.


               INT. BOBBYS HOUSE - DAY

               DAVID interviewing BOBBY.

                                   DAVID

                         And the decision was made to play

                         your own songs.

                                   BOBBY

                         Yes, we decided as a group that we

                         would record and play our own

                         music, so we did.

                                   DAVID

                         Was that what you wanted?

                                   BOBBY

                         It was a group decision.

                                   DAVID

                         You're avoiding the question.

               Bobby smiles.

                                   BOBBY

                         I wanted to stick with our old

                         stuff.


               INT. STADIUM - LATER
               SUPERTITLE: AFTER INTERMISSION
               The lights dim and the stadium is quiet. A slow drumbeat
               steadily increases. The curtain slowly raises.....suddenly a
               spotlight appears on the drummer. On a video screen behind
               the band one word appears, "JEFF". The audience screams out
               "JEFF".
               A solo bass riff is played. A spotlight is on the bass
               player. The video screen says "MARK". The audience screams
               out "MARK".
               A lead guitar plays a solo. The spotlight shines on the
               guitarist. The video screen says "ALEX". The audience screams
               out "ALEX".
               The singer steps up to the microphone. The spotlight is on
               him.

                                   BOBBY

                         I'm Bobby...

               The audience screams out "BOBBY".

                                   BOBBY

                         .....and we are Dreamz 4 U .

               The audience cheers. The band breaks into "Troubled"


               INT. LIVING ROOM - DAY

               DAVID is interviewing ALEX in his living room.

                                   DAVID

                         Did it bother any of you when half

                         of your audience walked out during

                         your second set?

                                   ALEX

                         It hurt, but they paid for a ticket

                         for the whole show. I still got

                         paid.

                                   DAVID

                         Did you think you could convert

                         your old fans?

                                   ALEX

                         We thought they'd at least listen.


               INT. STADIUM - NIGHT

               Dreamz finish the concert to a quarter full audience. Dreamz
               run off-stage and wait for an encore. The cheering has died
               to nothing. They wait. And wait.
               Finally they decide to go back for an encore. The audience
               has left. The Nights stand there watching the last of the
               audience leave.


               INT. HOTEL BAR - LATE NIGHT

               Dreamz are in a hotel bar after a concert drinking with
               groupies. A swarm of people surround four leather-clad
               rockers. They are the infamous heavy metal band "Baby Soup",
               known for their disgusting lyrics and outrageous stage shows.
               They saunter into the bar, groupies in tow. Dreamz groupies
               look at "Baby Soup" with disdain. Baby Soup notices Dreamz
               and laugh at them.

                                   BOBBY

                         C'mon, let's go guys

               The guys get up and start to leave.

                                   BABY SOUP GROUPIE

                         Look, it's past their bedtime, they

                         have to go get tucked in..

               The Baby Soup group all laughs.

                                   BABY SOUP MEMBER
                             (to the Dreamz groupies)

                         Hey, you ladies can stay,

                         experience some real men..

                                   DREAMZ GROUPIE

                         Sorry, we don't fuck guys that are

                         old enough to be our fathers..

               It's Dreamz group turn to laugh, but it's nervous laughter.

               Baby Soup stand up. They are big, nasty, imposing.

                                   BABY SOUP MEMBER

                         You boys better teach your little

                         whores to keep their mouths shut..

               Dreamz can't reach the bar's exit before Baby Soup's groupies
               get them and beat them all. Baby Soup all laugh as their
               groupies kick the Dreamz 4 U's collective ass.


               INT. HOTEL LOBBY - LATER

               The police and reporters are milling around, trying to figure
               out what has happened. Dreamz are sitting on a couch, bruised
               and bleeding. PHIL walks in to find them.

                                   PHIL

                         What the hell happened? I heard you

                         guys got into a fight with Baby

                         Soup. It'll be fantastic publicity,

                         the new bad boys of rock fighting

                         the nastiest metal rockers.

                                   ALEX

                         It wasn't Baby Soup..

                                   PHIL

                         Their roadies did that to you? I'll

                         sue them all.

                                   BOBBY

                         It wasn't their roadies, Phil..

               Dreamz are all too embarrassed to tell them.

                                   PHIL

                         Who did this to you?

               A policeman comes up to Dreamz.

                                   POLICEMAN

                         Do you want to press charges

                         against them?

               He points to the Baby Soup groupies.

                                   POLICEMAN

                         The hotel is offering to drop the

                         matter if the damages are paid for.

                                   PHIL (CONT'D)

                         Their groupies beat you up?

               Dreamz look away.

                                   PHIL (CONT'D)
                             (rushing off)

                         Shit, I have to get this covered

                         up.


               INT. JEFF'S HOUSE - DAY
               SUPERTITLE: 2001

               DAVID continues his interview with JEFF

                                   DAVID

                         Word soon got out about the fight

                         with Baby Soup's groupies.

                                   JEFF
                             (defensively)

                         They were their security force, not

                         groupies. Those woman were trained

                         bodyguards.

                                   DAVID

                         I see. Still, you got some bad

                         publicity about it after.

                                   JEFF

                         I don't know if it was bad, but we

                         got noticed.


               INT. STADIUM - NIGHT
               SUPERTITLE: LAS VEGAS - END OF TOUR

               The last concert of the tour ends like all of the others,
               most of the audience leaving after intermission. The guys
               watch from the wings as the last of the crown leaves. No
               encore tonight either.


               INT. HOTEL BAR - LATE NIGHT

               Phil is in the hotel bar getting a little drunk. He eyes a
               couple young girls waiting in the lobby. He grabs his drink
               and walks to them.

                                   PHIL

                         Hi..are you waiting for someone?

                                   GIRL 1
                             (not sure about him)

                         Yes...we want to see the Dreamz 4

                         U. We hear they're staying at this

                         hotel.

                                   PHIL

                         Yes, they are.. Would you like to

                         meet them?

                                   GIRL 2

                         You know them?

                                   PHIL

                         Yes, I know them very well, and you

                         can know one of them too, if you

                         want to..

                                   GIRL 2

                         Ohhhhh..... I'd do anything to meet

                         them..

               PHIL'S eyes light up.

                                   PHIL

                         Anything?


               INT. HOTEL HALLWAY - MOMENTS LATER

               Phil is walking down the hall with his arm around GIRL 2.

                                   PHIL

                         One of Dreamz saw you in the lobby,

                         he wanted me to come get you.

                                   GIRL 2

                         Really? Me?

               He knocks on a door. ALEX opens it.

                                   ALEX
                             (sleepy)

                         Hey Phil

                                   GIRL 2

                         OHMYGOD!! YOu'RE ALEX!!

                                   ALEX

                         Yes, I know...

                                   PHIL

                         Al, this is..

               He doesn't know her name. He looks at her, she only sees
               ALEX.

                                   PHIL (CONT'D)

                         Honey, what's your name?

                                   MARCY
                             (in love)

                         Marcy

                                   PHIL

                         Marcy

               ALEX shakes her hand. Phil pulls her away. She is still
               looking at him as he closes the door.

                                   PHIL

                         Marcy, would you like to go to bed

                         with one of Dreamz?

                                   MARCY

                         Yes, I would love it, who?

                                   PHIL

                         Well, I can't tell you because of

                         security and possible lawsuits..you

                         understand, don't you?

               She doesn't understand.

                                   MARCY

                         Yes, I understand.

               He leads her into his room.

                                   PHIL

                         There are a few rules. First, the

                         lights will be out and you will

                         have to wear a sleeping mask.

                         Second, he demands no talking, he

                         has to protect his voice, you know.

                                   MARCY

                         Oh, yes, I understand

                                   PHIL

                         Go into the bathroom and put the

                         hotel robe on. I'll turn off the

                         lights and send your Dream in.

               MARCY goes into the bathroom and puts on the robe. Phil opens
               and the door.

                                   PHIL
                             (loudly)

                         Yes, she's in there...OK..have

                         fun..

               MARCY is in the bathroom, wearing the sleeping mask, giddy
               with excitement.

               PHIL turns off the lights and takes off his clothes and hops
               into bed.

               MARCY comes out of the bathroom and feels her way over to the
               bed. PHIL guides her to the bed. She lays down as he opens
               her robe and starts kissing her shoulder. His glasses touch
               her cheek as he touches her breast. She freezes.
               Something is wrong. She lifts her mask and sees PHIL. He just
               shrugs and smiles at her. She grabs her robe and runs out of
               the room.


               INT. HOTEL HALLWAY - MOMENTS LATER

               MARCY is running down the hall screaming.

                                   MARCY

                         HE TOUCHED MY BOOB!!!!! HE TRIED TO

                         RAPE ME!!!!! PLEASE SOMEONE..


               INT. POLICE STATION - LATER

               Phil is being brought in and photographed. The policeofficer
               is heckling him.

                                   POLICEMAN

                         So, you like little girls, do ya?

                         We have a good place for you. These

                         guys love pedophiles.


               INT. JAIL - DAY

               PHIL is in a sitting in a corner. Beat up.


               INT. MARCUS J'S OFFICE - AFTERNOON

               Dreamz have decided on a new manager, rap manager and
               producer, Marcus Johnson. He has a huge office, gold CD's on
               the wall and a huge gold sign that says "Marcus J." Sitting
               on his desk.

                                   MARCUS J.

                         Marcus J. has nurtured and produce

                         some of the biggest performers in

                         the business. Dreamz 4 U will be

                         very happy with Marcus J.

                                   BOBBY

                         What do you think we should do?

                         Obviously our old fans aren't happy

                         with our style of rock.

                                   ALEX

                         And the rock fans aren't happy with

                         us.

                                   MARCUS J.

                         Except Baby Soup, I hear they love

                         you.

               Marcus J. laughs loud and long. Dreamz aren't happy with that
               comment.

                                   MARCUS J.

                         Marcus J. is only kidding, fellas.

                         Let me give it to you straight,

                         Rock is dead. You can go back to

                         that sissy shit you started with..

               They all shake their heads no.

                                   MARCUS J.

                         OK, you have two options then:

                         Country or Rap.

                                   JEFF

                         What do you suggest?

                                   MARCUS J.
                             (walking around)

                         Well...all the current country

                         stars are women, and the market is

                         tough right now. Since I have a

                         stable of award winning rap

                         songwriters and ongoing tours, I'd

                         say we record a CD and put you out

                         on tour.

                                   BOBBY

                         I think we should go back to what

                         we started with, I'm not sure our

                         fans will appreciate rap.

                                   MARCUS J.

                         Your audience is gone. They have

                         matured, they need more.

                                   BOBBY

                         Not all of them, we still have

                         some.

                                   MARCUS J.

                         Some won't pay for the cost of

                         recording a CD. Some won't sell

                         enough concert tickets to pay for

                         the gas for the bus.


               INT. STUDIO - LATE NIGHT

               Dreamz are trying to record a rap album. They are going over
               the lyrics written for them, with Marcus.

                                   ALEX

                         I'm Big A, and hear what I say,

                                   JEFF

                         J. Sell here, now bring me a beer

                                   BOBBY

                         I'm Dr. B, the girls want me

                                   MARK

                         Dark Mark, Dark Mark, I drive a

                         skylark

                                   ALL DREAMZ

                         Like a phoenix from the fire,   

                         Girl, feel the desire          

                         Get down on my knob, girl     

                         Suck it real good               

                         Now bend on over...        

                                   BOBBY
                             (interrupting)

                         Marcus, I don't think our fans will

                         appreciate is singing about forcing

                         oral and anal sex

                                   MARCUS J.

                         Bobby, your fans are gone, they are

                         older, wiser and you should be too.


               INT. DRESSING ROOM - EVENING

               Dreamz are getting dressed for their first concert. They are
               all wearing S&M outfits, complete with masks. Marcus J. comes
               in the dressing room.

                                   MARCUS J.

                         Big crowd boys, they're ready for

                         you. Are you ready to give them a

                         show they'll never forget?

                                   BOBBY

                         These costumes are horrible..

                                   JEFF

                         I hope my mother doesn't see

                         pictures of these..

                                   MARK

                         My mom has one of these....

                                   ALEX

                         Let's just go and get it over.

               Dreamz walk out, like four men going to the gas chamber.

               Dreamz walk back in the same way.

                                   BOBBY

                         That was the worst twenty minutes

                         of my life.

                                   ALEX

                         They were laughing the whole time.

               JEFF is trying to unstick his mouth zipper.

                                   JEFF
                             (muffled)

                         Can someone help me? My zipper is

                         stuck and I feel like puking.

                                   MARK

                         My zipper is chafing my lips.

                                   ALEX

                         We'll get better.

                                   BOBBY

                         We won't. I'm out. I hate this. I

                         hate what we've become. We use to

                         sing nice songs and people liked

                         us. Now they just laugh.


               MONTAGE OF THE BAND

                                   RADIO ANNOUNCER

                         ...and sad news from the music

                         industry, Dreamz 4 U  has

                         officially broken up citing

                         creative differences. Now to

                         traffic...


               INT. KEN AND KRISTENS HOME - DAY
               SUPERTITLE: 2001

               DAVID is interviewing KEN and KRISTEN

                                   DAVID

                         What, in your opinion, went wrong

                         with Dreamz 4 U ?

                                   KEN

                         David, they lost their base when

                         they left Stan.

                                   KRISTEN

                         He knew their fans, what they

                         wanted.

                                   DAVID

                         Thank you for your time. Best of

                         luck.

                                   KEN

                         Thank you.

                                   KRISTEN

                         Thank you, David.


               INT. JAIL - DAY
               SUPERTITLE: 2001

               DAVID is interviewing PHIL in jail.

                                   DAVID

                         What, in your opinion, went wrong

                         with Dreamz 4 U ?

                                   PHIL

                         I don't know that anything went

                         wrong. They just did what they

                         wanted. Is that really wrong?

                                   DAVID

                         Good luck with your parole.

                                   PHIL

                         Thank you.


               INT. MARCUS' HOME - DAY

               DAVID is interviewing MARCUS J.

                                   DAVID

                         Marcus, what happened to Dreamz 4

                         U?

                                   MARCUS J.

                         My own opinion? They did what they

                         had to do. They didn't want to be

                         teen idols, they wanted to be

                         themselves.

                                   DAVID

                         You're not angry about the

                         cancelled tour?

                                   MARCUS J.

                         I was, but them breaking up

                         probably saved me money

                                   DAVID

                         Thank you Marcus J.


               INT. ALEX'S HOME - DAY
               SUPERTITLE: 2001

               DAVID is interviewing ALEX in a booth.

                                   DAVID

                         What went wrong with Dreamz 4 U?

                                   ALEX

                         We were five guys who were made to

                         perform like seals at Sea World.

                         That's all we were trained seals.

                                   DAVID

                         You didn't enjoy the time and money

                         you made and continue to make?

                                   ALEX

                         I would have made it anyway. I can

                         sing, I can dance. Now I'm damaged

                         goods and nobody will hire me.

                                   DAVID

                         Bobby's career seems to be doing

                         well in spite of the break-up.

                                   ALEX

                         He's a sell-out. He's doing the

                         same shit we did before, just

                         alone.


               INT. MARK'S HOME - DAY
               SUPERTITLE: 2001

               DAVID is interviewing MARK.

                                   DAVID

                         Mark, what did you learn about life

                         from being in Dreamz 4 U ?

                                   MARK

                         I guess I learned famous people get

                         things that regular people don't

                         get.

                                   DAVID

                         You didn't know that before?

                                   MARK

                         No, I was never famous before. How

                         could I know?

                                   DAVID

                         That's true, I guess. Thank you

                         Mark.

                                   MARK

                         No, problem. Can I get paid now?


               INT. JOEY'S HOME - DAY
               SUPERTITLE: 2001

               DAVID is interviewing JOEY.

                                   DAVID

                         Joey, what did you enjoy most about

                         being in Dreamz 4 U ?

                                   JOEY

                         Hearing the screaming girls call my

                         name.

                                   DAVID

                         That must be a nice feeling.

                                   JOEY

                         It is, especially being a shy young

                         man. It was quite an ego boost. And

                         I go laid alot. I mean alot.

                                   DAVID

                         Thank you Joey.


               EXT. PARK - DAY
               SUPERTITLE: 2001

               DAVID is interviewing STAN

                                   DAVID

                         Stan, what went wrong?

                                   STAN

                         I don't know, lots of things.

                                   DAVID

                         Like what?

                                   STAN

                         Too much fame too quickly.

                                   DAVID

                         What else?

                                   STAN

                         They wanted everything without

                         working for it. You hear about poor

                         people who win the lottery? They

                         end up poor again nine times out of

                         ten, because they can't handle it.


               INT. MCDONALDS - DAY
               SUPERTITLE: 2001

               DAVID is interviewing JEFF in a booth at a fast food
               restaurant.

                                   DAVID

                         What went wrong with Dreamz 4 U ?

                                   JEFF

                         Losing Stan did us in. He was our

                         rudder, he kept us straight.  We

                         thought we knew better, but we

                         didn't. He did.

                                   VOICE (O.S.)

                         Jeff! Your break is over.

                                   JEFF

                         I better go.

               JEFF stands up and is wearing a McDonalds uniform.


               INT. BOBBY'S HOME - DAY
               SUPERTITLE: 2001

               DAVID is interviewing BOBBY

                                   DAVID

                         Bobby, what was the downfall for

                         Dreamz 4 U?

                                   BOBBY

                         We changed. Our music changed. Our

                         fans told us not to change, but we

                         didn't listen.

                                   DAVID

                         Your solo career is taking off and

                         your new CD is doing well.

                                   BOBBY

                         Yes, it's doing well, thank you.

                                   DAVID

                         Thanks Bobby.


               INT. COREY IN MENTAL HOSPITAL - DAY
               SUPERTITLE: 2001

               DAVID is interviewing COREY.

                                   DAVID

                         Corey, do you remember Dreamz 4 U?

                                   COREY

                         Yes, of course, I was an original

                         member.

                                   DAVID

                         Yes you were. Have you heard they

                         have broken up?

                                   COREY

                         Yes, I heard, tragic. Just tragic.

                                   DAVID

                         What do you think happened?

                                   COREY

                         I suppose the ego's of all involved

                         stifled any creative growth.

                         Musically they were being pulled in

                         all directions, be it from

                         management to their own misguided

                         hearts.

               David is shocked by this astute observation.

                                   DAVID

                         That is astonishing.

                                   COREY

                         Yes it is.

                                   DAVID

                         Would you like to say anything to

                         your fans?

                                   COREY

                         Yes, I'm almost better and..

               COREY holds up his action figures and looks into the camera.

                                   COREY

                         We'll be coming to a town near

                         you..

               FADE OUT -