EXT. A HOUSE IN THE HOLLYWOOD HILLS - NIGHT The view of downtown Los Angeles from the enormous, ornate house is extraordinary. A small outdoor dinner party is in progress. A MAGICIAN is entertaining guests. Playing cards and coins appear and disappear in his nimble hands.

INT. HOUSE STUDY - NIGHT EDWARD HARRIS stands at the window, impassively looking down at the party. Edward is a handsome, well groomed man of around forty. He looks tired ; the kind of fatigue that ca n't be cured by a night's sleep. EDWARD -LRB- a murmur. -RRB- Left pocket. And indeed, down below, the magician pulls the coin from the left pocket of the incredulous WOMAN's silk blazer. More laughter and applause. The study is in keeping with the rest of the house. Luxurious. Everything the best. WILLIAM STUCKEY, Edward's contemporary, is a crafty looking lawyer who is the party host. VANCE is an investment banker. His assistant JAKE, is a financial researcher. The other men are INVESTMENT BANKERS. They are in dark suits and power ties. On the table are stacks of documents and folders, the name `` KROSS INDUSTRIES'' is prominent on many of the folders. INVESTMENT BANKER 1 Our banks certainly does n't want to discourage Harris Enterprises from investing in California. We think this is a great new venue for you but you've got to understand the mergers and acquisitions market is changing. With the upswing in inflation we have to make these offerings tempting to offset the risk. VANCE Look, we're talking about hard assets and a straight liquidation. We have over a thousand man hours in this deal. STUCKEY -LRB- losing patience. -RRB- This is a `` no brainer''. There's no risk for you. No one has ever lost money backing Mr. Harris. INVESTMENT BANKER 2 Not yet. But ship building is a new endeavor for you. STUCKEY -LRB- cuts him off. -RRB- Come on. You know we're not going to go into ship building. Besides, you're the ones with the troubled track record, not us! INVESTMENT BANKER 3 Bill, be reasonable. If you're really going to digest Kross Industries that quickly eighteen should not be such a problem. Besides, I do n't think there's anywhere else you can go for the money in the time you have. EDWARD It's unacceptable. Edward turns from the window. He has n't miss a thing. All eyes are on him. EDWARD Draymen Heux has offered me seventy - five in the pool at sixteen and a half. I can secure the other half personally. You have until tomorrow morning to make me a better offer. The bankers speechlessly stare at him. EDWARD The meeting is over, gentlemen. He turns away. The bankers look at one another. They rise. Silence as they exit. When the door closes. Stuckey explodes with laughter. STUCKEY Hah! Did you see the look on their faces? VANCE You do n't think we pushed too hard? STUCKEY NO way! They'll come back. They ca n't afford not to. Edward, that bluff was beautiful. EDWARD Maybe I should have made it rhyme. The others stare at him, uncertain. Stuckey laughs. The others follow suit. EDWARD -LRB- looking at his watch. -RRB- Well! It's late. We've been at this long enough. Stuckey rises. Edward ushers Vance and Jake toward the door. EDWARD Gentlemen, enjoy the party. The magician's wonderful. Vance and Jake exit. EDWARD -LRB- calling after them. -RRB- Watch your left pocket. A BUTLER has entered the room. BUTLER Phone call, Mr. Harris. It's Miss Charles. STUCKEY Cynthia? Is she coming out? EDWARD We're about to find out. Go on. Take care of your guests. Stuckey exits the room as Edward crosses to the telephone. EDWARD -LRB- into phone. -RRB- Where are you, Cynthia? -LRB- beat. -RRB- I see. -LRB- pausing, getting angry. -RRB- No, I do n't expect you to be at my beck - and - call. Are you coming or not?

INT. HOUSE - STAIRWAY - NIGHT Edward descends the long, curved stairway. He has Vance in tow. EDWARD -LRB- all business. -RRB- Prepare the filing papers. Have them ready by the middle of the week. I'll tell you when to submit them. The PEOPLE talking and drinking on the stairway gravitate toward Edward. A MAN Edward! EDWARD -LRB- turning on the charm. -RRB- Yes! THE MAN Will we see you at the polo matches Wednesday? EDWARD Would n't miss it. -LRB- abruptly ; to Vance. -RRB- I want this done fast and easy. No slip - ups. I want to be back in New York by Saturday. Got it? He deftly keeps making his way through the crowd.

INT. HOUSE - THE DOWNSTAIRS HALL - NIGHT Stuckey is sipping champagne and talking to a beautiful WOMAN in a tight sheath of an evening dress. An elegant woman ELIZABETH STUCKEY approaches from behind him. She taps him on the shoulder and he turns, startled. ELIZABETH Bill? STUCKEY -LRB- flustered. -RRB- Oh. Hi, honey. Millicent, uh, uh, Millicent. MILLICENT Lowell. STUCKEY Lowell, right. My wife, Elizabeth. ELIZABETH -LRB- ignoring her. -RRB- Is Edward leaving? Stuckey looks up to see Edward moving quickly toward the door. Stuckey abruptly leaves the two woman together to follow Edward.

EXT. THE HOUSE - NIGHT Edward comes out of the house. Jags, a limo with waiting DRIVER and two BMW's pack the circular driveway behind a black Ferrari. The limo driver leaps to attention at the sight of Edward. Edward stands, making an obvious effort to keep his impatience under control. Stuckey comes out of the house and down the walk. STUCKEY What's up, where you going? EDWARD Give me your car keys, will you, I'm going back to my hotel. STUCKEY At least stay for a drink. This party's for you. EDWARD Apologize to Elizabeth for me. Stuckey gropes uncertainly in his pocket for keys. STUCKEY Listen, there're some major local talent inside just dying to meet you. EDWARD -LRB- as if delighted. -RRB- Really? Some high class gold digger who speaks French better than I do? -LRB- turning away. -RRB- No, thank you. I just got off the phone with one. STUCKEY Cynthia's not coming? EDWARD No. Edward grabs the keys out of Stuckey's hand. He crosses to a black Ferrari and gets in. STUCKEY Let your driver take you. We'll move the cars. Edward starts the car. STUCKEY Can you drive a stick? The car lurches forward with a squeal of wheels and promptly stalls. STUCKEY Edward, give me a break! With a squeal of tires, the Ferrari bucks out of the driveway and. stalls again. EDWARD Love this car! Is it new? STUCKEY Yes! And you do n't even know where you're going! Edward starts it again and heads uncertainly uphill. Stuckey watching, throws up his hands. STUCKEY That's the wrong way!

EXT. HOLLYWOOD HILLS - NIGHT The Ferrari, moving fast through the Hollywood Hills, passes large, beautiful homes. Edward shifts, grinding gears.

EXT. HOLLYWOOD HILLS - NIGHT The Ferrari comes to a red light and pulls up next to a Dodge Colt. The GIRL in the Colt looks at Edward and his car admiringly. Edward feeling confident now, revs the engine. The light turns green. Edward immediately stalls the Ferrari. The Colt leaves him in the dust.

INT. FERRARI - NIGHT Edward drives. He blinks, shakes his head as if trying to rid himself of his own tired thoughts.

EXT. HOLLYWOOD HILLS - NIGHT The Ferrari comes to the intersection of OUTPOST and FRANKLIN, stops. Edward gets out of the car. He looks at the street signs. He has no idea where he is. He signs. He gets back in the car and takes off on Franklin heading East.

EXT. A SIDE STREET IN HOLLYWOOD - NIGHT A crumbling old apartment building. Dark alley ways, deserted parking lot. The Ferrari - blink and you miss it - motors past the building, looking very out of place on the street. PANNING UP A building facade of lit windows and metal fire escape. One window in particular. A GIRL stands there in a short kimono, looking down. And then she turns away.

INT.  VIVIAN'S APARTMENT - NIGHT A SERIES OF SHOTS to see her dressing.

INT.  VIVIAN'S APARTMENT - NIGHT VIVIAN turns and stares at herself in a grainy, cracked bedroom mirror. She is twenty years old and a prostitute. Make - up applied to give her a hard, older look does n't quite succeed. She'd be innocently beautiful without it. She is wearing tiny shorts, a tight tube top, thigh high boots. She stares at herself, not really liking what she sees. A moment. She signs, turns off the light and walks out of the bedroom.

INT. APARTMENT BUILDING HALLWAY - NIGHT Faded, peeling walls. Thread bare, dirty carpet. Vivian locks the apartment door behind her and starts down the dim hallway. A door suddenly opens, startling her. An unshaved, enormously pot bellied MAN in a stained t - shirt stares at Vivian with pig eyes. LANDLORD Vivian. Vivian turns some `` tough'' on him. VIVIAN Yeah, what? LANDLORD Rent. You're late. VIVIAN Do n't give me that. Kit gave it to you yesterday, cash. LANDLORD Kit give me nothin'. VIVIAN -LRB- suddenly uncertain. -RRB- You bullshittin' me? LANDLORD Of rent I do not bullshit. Vivian hurries at a run back down the hallway. LANDLORD By the end of the week or you're otta here. -LRB- a beat. -RRB- By the way, you look very nice tonight!

INT. VIVIAN'S APARTMENT - KITCHEN Vivian pulls a coffee can off a shelf. She pulls off the top. It's empty. She tosses the can away, starts for the door. She opens it.

INT. APARTMENT HALLWAY - NIGHT Down the hallway, the landlord is standing in front of his open doorway, talking to a FAT WOMAN. They both glance up. Vivian quickly closes the door. She does n't want to deal with them.

EXT. APARTMENT BUILDING - NIGHT Vivian comes off the fire escape onto the sidewalk. She hurried away.

EXT. HOLLYWOOD BLVD. - NIGHT Vivian walks along, urgently looking for something. someone. A BABBLING STREET - TYPE goes by happily talking to himself. He wears an `` I Love Hollywood'' t - shirt. Vivian passes TOURISTS but does n't notice them any more than she pays attention to the VAGRANT she passes further on, huddle in a doorway. A LONG - HAIRED KID on a SKATEBOARD goes by dropping off little bags to various STREET - TYPES. A BARKER - TYPE stands in front of a photo store urging tourists to come in and take a photo with a cardboard cut - out of a movie star. Some go in. Vivian hurries past a group of rubbernecking JAPANESE TOURISTS. A BLACK PROSTITUTE in a mini skirt strolls toward her. A car passes. The DRIVER stares at Vivian with interest. She ignores him. The black prostitute approaches the car. PROSTITUTE Hey, baby, you lookin' for a date? The Driver looks her over. The Black Prostitute gets in the car and it drives away. A GROUP OF MEN, mostly drug dealers, hang out at an all night coffee shop. They WHISTLE and make obscene gestures and SOUNDS as Vivian hurries by. She ignores them and goes next door into a falafel stand. Half a dozen PEOPLE sit at dirty tables inside.

INT. FALAFEL STAND - NIGHT Behind the counter are a MAN and a WOMAN, Vietnamese cooks frying food, trying to ignore the unsavory crowd camped in the shop. VIVIAN Chan, you seen Kit tonight? COOK 1 Hi, hi! No see nothing. VIVIAN You do, tell her I'm looking for her. COOK 2 Looking good, bay - bee. VIVIAN Yeah, you too, D'Nai. If Kit comes in here, tell her stay. Both of them nod and smile at Vivian. Vivian exits.

EXT. HOLLYWOOD BLVD. - NIGHT Skateboard zips by a GROUP. We SEE a police car parked at the entrance to an alcove. Also, an ambulance. The bubblegum lights are going. A CROWD has gathered. The happy man with the `` I Love Hollywood'' t - shirt and a POLICE OFFICER are engaged in tense conversation. COP They just pulled her out of a dumpster in the back. Now talk to me. MAN I tell you, man, I do n't know who she hang with. COP She have a pimp? MAN Cocaine her pimp, man. She a strawberry. She be out on these streets, day in, day out, tradin' her sorry ass for crack. And now she dead from it. Vivian rushes up to join the outskirts of the crowd as the body of a YOUNG GIRL is pulled out of an open dumpster and carried towards the waiting ambulance. For a moment Vivian thinks it's. no, Vivian turns grimly away. Vivian surveys the dark street. And suddenly sees who's she's looking for. Walks.

EXT. HOLLYWOOD BLVD. - WIG SHOP - NIGHT We SEE a young, tough - looking MAN and WOMAN trying on wigs. The STOREKEEPER is a man wearing a dress and wild wig. The girl, KIT, is around 18, is dark haired and thin. The young man, CARLOS, has his arm sloppily draped across Kit's shoulder. They giggle about something, both obviously high. Kit looks up, bleary - eyed. She stops. Vivian is standing in front of her. VIVIAN You spent it on drugs, did n't you? KIT Hi, Viv. Carlos, you know my roommate, Viv. CARLOS Lookin' good, baby. VIVIAN -LRB- ignoring him. -RRB- Did you blow it all, Kit? Is it all gone? KIT Carlos had some great rock. VIVIAN I bet. -LRB- beat. -RRB- That was our rent! Carlos attempts to put an arm around Vivian's shoulders. CARLOS Calm down, Chica. Vivian throws him off. CARLOS Ey! What is it you wan', baby? I can fix you up. VIVIAN Beat it, scum bucket! CARLOS You kiss your mother with that mouth? Your frien' still owes me 200. VIVIAN -LRB- to Kit. -RRB- Let's go. Skateboard appears suddenly, blocking Vivian and Kit's path. VIVIAN Get out of my face or I'll have those cops on your ass in two seconds. Carlos glares at her. He looks down toward the lights of the cop cars. One of the POLICEMEN looks towards them, curiously. Vivian waves at the cop. CARLOS -LRB- threatening to Vivian. -RRB- Do n't take no dates tonight, chica, you got one with me. Vivian grabs Kit by the arm and pulls her across the Boulevard.

INT. FALAFEL STAND - NIGHT Vivian and Kit sit at a table sipping tea. Vivian is still mad at her. VIVIAN We worked for that money. We were gon na put together enough to get out of that dump we live in, get off this street. KIT Viv. do n't be stupid. We're whores. Vivian looks like she wants to weep. Or scream. She does neither. She slowly nods. Kit's sorry she said that. KIT -LRB- cont'd. -RRB- So I blew our stash. We could make it all back with one good night on the streets. VIVIAN I just saw somebody pulled out of a dumpster. I wonder how much she made tonight? KIT Do n't be mad at me. I'll pay you back. I promise. VIVIAN I thought you were giving up that drug shit. KIT I will. I'm trying. -LRB- a beat. -RRB- Meanwhile I got some crack left, you wan na get high? VIVIAN No, let's go to work. Okay? KIT Okay. -LRB- then touches her hand. -RRB- I'm sorry I said your dream was stupid.

EXT. HOLLYWOOD BLVD. - NIGHT Edward's Ferrari turns onto Hollywood Blvd., finally out of the Hollywood Hills.

EXT. HOLLYWOOD BLVD. - NIGHT Vivian and Kit are out trying to hustle John's in passing cars. Vivian strikes a sexy pose at the bus stop. Kit is talking to another prostitute, RACHEL. KIT No no, honey. You see these stars on the sidewalk. Me and Vivian work from Don Ameche all the way up to Roy Rogers. This is our office. We got seniority. Get off our corner. RACHEL I was just taking a rest here. Besides, she's new. -LRB- points to Vivian. -RRB- KIT But I'm old. Go rest up by Monty Hall or Debra Paget where you belong. Rachel walks off. VIVIAN -LRB- looks at passing cars. -RRB- Looks slow tonight. KIT Maybe we should get a pimp. Carlos likes you and - VIVIAN Forget it. We work for it. We keep it. They keep hustling. KIT I ca n't handle this tonight. I'm going home. VIVIAN -LRB- stares at her. -RRB- That crack is burning a hole in your pocket. There is n't even milk in the fridge. The rent's due. Now come on -

EXT. HOLLYWOOD BLVD. - ANGLE ON FERRARI - NIGHT KIT -LRB- O.S. -RRB- -LRB- suddenly. -RRB- Hey, hey - There's a rent.

EXT. HOLLYWOOD BLVD. - BACK TO SCENE - NIGHT VIVIAN He's not gon na want us. The Ferrari goes by and stops. EDWARD -LRB- calls out to Vivian. -RRB- Excuse me. KIT -LRB- excited. -RRB- Do n't take less than a hundred. You look hot tonight. And remember, do n't mouth off. They do n't like that. VIVIAN Okay. Go home. But take it easy on that shit. Kit gives Vivian a quick hug. KIT You're the greatest. I'll wait up for you. And then Kit is off, moving quickly away. Vivian turns. She stares at the Ferrari, loathing it and all it represents. And then it's as if Vivian turns a switch. She fluffs her mane of hair, throws her shoulders back, thrusting her breasts out and sashays towards the car, a sexy, friendly smile on her face. In the driver's seat of the Ferrari, Edward is looking furious and distracted. Vivian leans over the passenger window. VIVIAN Hey Sugar, you lookin' for a date? EDWARD What's that? VIVIAN You looking' for some company? EDWARD Uh, no. How do I get to Beverly Hills? VIVIAN What? -LRB- dropping the come on. -RRB- You gon na tell me you're lost? EDWARD Yes. VIVIAN Great. What do I look like a tourguide? Edward takes a good look at her. EDWARD -LRB- a beat. -RRB- No, you look like a hooker. VIVIAN Actually, I'm a movie star out for a walk. EDWARD Good. Can you tell me how to get to Beverly Hills? VIVIAN Sure. For five bucks. EDWARD That's ridiculous. VIVIAN The price just went up to ten. EDWARD Why do n't you just do it out of the kindness of your heart? VIVIAN -LRB- sweetly. -RRB- Sit. and spin. EDWARD Sit - and - spin. -LRB- amused. -RRB- Alright. why not? He pulls out his money clip. Vivian suddenly freezes. On the sidewalk up ahead, Carlos and Skateboard. Carlos flashes an evil, menacing grin. He motions to Skateboard, they start forward. EDWARD -LRB- holding up a bill. -RRB- You have change for a twenty. Vivian pulls open the door of the car and jumps in. VIVIAN For twenty, Ill show you personal. Drive. Edward stares at her. She smiles sweetly. VIVIAN -LRB- cont'd. -RRB- Make a `` U - ee''. Beverly Hills is the other way. The Ferrari pulls away, passing Carlos on the sidewalk.

INT. FERRARI - MOVING - NIGHT VIVIAN Nice car. Yours? EDWARD -LRB- as he grinds the gears ; wincing. -RRB- No. VIVIAN Stolen? EDWARD Not exactly. He smiles. Vivian smiles back. VIVIAN Mind if I turn on some heat? EDWARD If you can figure it out, be my guest. Vivian reaches out, turns on the heat. EDWARD Very good. You're obviously mechanical. VIVIAN -LRB- laughs. -RRB- You're not from L.A., huh? EDWARD New York. VIVIAN What motel you staying at? EDWARD Hotel. VIVIAN Okay, what hotel? EDWARD Regent Beverly Wilshire. I bet you know it. VIVIAN -LRB- annoyed at his tone. -RRB- Yeah, I peed in the fountain there once. Give me a break. Edward glances over, amused. It hits him that she really is an attractive girl. EDWARD What's your name? VIVIAN What do you want it to be? -LRB- a beat. -RRB- Vivian, my name's Vivian. EDWARD You like being a hooker, Vivian? VIVIAN It pays. EDWARD So do day jobs. VIVIAN -LRB- sarcastic. -RRB- Day jobs, yeah. I've tried them. -LRB- a beat. -RRB- Turn right.

EXT. SANTA MONICA BLVD. - NIGHT The Ferrari glides along a seedy, West Hollywood section of Santa Monica.

INT. FERRARI - MOVING - NIGHT EDWARD Must be dangerous. Hooking. VIVIAN Tell me about it. L.A. is suffering from a wacko epidemic. And who knows where half the guys I pick up have been. I mean, I use condoms. Always. And I get checked out once a month at the free clinic. Not only am I better in the sack than an amateur, I'm probably safer. EDWARD Very good. You ought to have that printed up on your business card. VIVIAN -LRB- a moment. -RRB- If you're making fun of me, I do n't like it. EDWARD Sorry. If I did, I did n't mean to. Vivian unconsciously bites her fingernails. EDWARD Ugly habit, biting your nails. VIVIAN You do n't know habits, you think this is ugly. But she puts her hands in her lap. She looks out the window. She's safe from Carlos. VIVIAN Okay, pull over. Let me out. I've got to get back to work. Edward pulls the Ferrari to the curb and stops. VIVIAN -LRB- cont'd. -RRB- Stay on this street and you'll hit Beverly Hills. EDWARD What do you charge for company, Vivian? VIVIAN Company would cost you. a hundred dollars. EDWARD For the whole night? VIVIAN For an hour. EDWARD You're joking. VIVIAN I never joke about money. EDWARD Neither do I. -LRB- a moment ; amused. -RRB- A hundred bucks an hour though. That's pretty stiff. She reaches across the seat. Her hand goes in his lap. VIVIAN No, but it's getting there. EDWARD Vivian, how much to put up with me for the entire night? VIVIAN You could n't afford it. Vivian starts to get out of the car. EDWARD Try me. A moment. Vivian's sexy smile comes on. VIVIAN Three hundred. EDWARD Fine. VIVIAN What's your name, lover. EDWARD Edward. My name is Edward. VIVIAN Edward. you got it! Edward gets out of the car. Vivian looks at him confused. EDWARD Get in. This side. VIVIAN What? EDWARD You know how to drive a stick? Vivian moves around the car. VIVIAN Better believe it. EDWARD Then let's go. It's worth 300 just so I do n't have to drive. They get in the car.

INT. FERRARI - NIGHT She starts the car, revs it. VIVIAN Here we go Edward.

EXT. HOLLYWOOD BLVD. - NIGHT The Ferrari peels out, fishtails madly and SCREAMS up the street.

EXT. REGENT BEVERLY WILSHIRE HOTEL - NIGHT Thousands of tiny white lights sparkle along the walls of the Regent Beverly Wilshire Hotel. Bright flags are illuminated by carefully placed spotlights. The Ferrari SCREAMS into the driveway and comes to a jarring stop by the front door.

INT. FERRARI - NIGHT Edward takes a moment to get his breath. He gestures toward the back. EDWARD My raincoat's in the back. Put it on. VIVIAN Why? EDWARD You may feel more comfortable. This is not the kind of place that rents rooms by the hour. VIVIAN You mean they do n't have hookers. EDWARD Every place has hookers, but if this hotel has hookers, they do n't look like they're. VIVIAN Off the boulevard. EDWARD Exactly.

INT. REGENT BEVERLY WILSHIRE HOTEL LOBBY - NIGHT As they walk in, Vivian is tying the trenchcoat. VIVIAN Great. Now I took like a hooker in a trenchcoat. She looks up. She stops in her tracks. The lobby is bright and spacious, filled with thick carved wood paneling. Even at this hour there is a great deal of activity. MEN in business suits and WOMEN in furs and jewels are passing by. Vivian's face quickly conceals the sudden awe she feels at the sight of all this luxury. Vivian matter of factly reaches out and takes Edward's arm. VIVIAN So let's go. Edward guides them across the lobby. They reach the elevators and go inside.

INT. HOTEL - ELEVATOR - NIGHT The young ELEVATOR OPERATOR is dressed in a clean red uniform that seems just a bit too tight. As the elevator doors close he nods toward Edward. OPERATOR Evening, sir. EDWARD Good evening. Penthouse. VIVIAN Penthouse. My, my. She sees the operator glancing at her. VIVIAN The penthouse. And step on it.

INT. HOTEL - HALLWAY - NIGHT Edward and Vivian come out of the elevator into a hallway leading to a single doorway with two heavy wood doors. Edward pulls out his key and unlocks the doors. With a gentle push the door slide open in unison. Edward gestures to Vivian to go inside. She does. Edward closes the doors behind her.

INT. HOTEL - PENTHOUSE - NIGHT As Vivian steps into the room she has the sensation of falling off the top of the building. In front of her is a sunken living room with massive windows revealing the sparkling lights of the city below. For the first time, she is speechless. Edward closes the door and walks past her down the steps to the living room. Edward picks up a phone. Vivian checks out the room. EDWARD -LRB- into the phone. -RRB- Room service. -LRB- to Vivian. -RRB- What do you drink? VIVIAN Diet coke. EDWARD -LRB- into the phone. -RRB- Send up a bottle of Crystal champagne. VIVIAN Can I have some chips? EDWARD -LRB- into the phone. -RRB- - and a bowl of strawberries. Thank you. Vivian makes her way down the steps to the living room. She stares at the view. EDWARD -LRB- to Vivian. -RRB- Impressed? Vivian is impressed but she's not going to admit it. VIVIAN You kidding? I come here all the time. As a matter of fact they do rent this room by the hour. Edward smiles. He sits down in a comfortable chair and leans back. Vivian looks at him. VIVIAN -LRB- cont'd. -RRB- Well, now that you have me for the night, what are you going to do with me? EDWARD Want to know something? I do n't quite know. I had n't planned this. VIVIAN Do you plan everything? EDWARD -LRB- a small smile. -RRB- Always. VIVIAN Well, the meter's running, it's your money. Speaking of which, cash'll do. In advance. EDWARD Fair enough. He rises. Takes out his wallet. Standing over her, he drops THREE crisp, new hundred dollar bills in Vivian's lap. She picks up the bills, stares at them, trying not to be impressed. She puts the money in her jacket. She realizes Edward is standing over her as if waiting. She leans forward, reaches out to unzip his pants. He abruptly turns away. EDWARD Let's talk some more first. VIVIAN Right. -LRB- brightly. -RRB- So! In town on business? EDWARD -LRB- taking off his jacket. -RRB- Uh - huh. VIVIAN Let me guess, you're a. lawyer. EDWARD -LRB- loosening his tie. -RRB- And why do you say that? VIVIAN -LRB- a small smile. -RRB- I dunno. you have that sharp, useless look. Edward almost smiles. He sits across from her again. EDWARD Sounds like you've known a lot of lawyers. VIVIAN I've known a lot of everybody. A chime goes off to indicate there's someone at the door. EDWARD Champagne. He starts to sit up. Vivian motions for him to stay put. VIVIAN Hey. I might as well make myself useful. Edward sits back down. Vivian waltzes up the steps and opens the front door. A WAITER comes into the room with a silver cart ; on it is a bucket of champagne and a covered bowl. WAITER Where would you like it? VIVIAN Where would we like it? EDWARD Where would we like it? Here'll be fine. The Waiter carries it down the steps and sets it in the middle of the living room. He turns and heads back up the stairs and pauses near Vivian, staring. Vivian stares back at him. VIVIAN What are you looking at? The Waiter glances away uncomfortably and exits. Vivian closes the door behind him. Vivian marches back down the stairs. EDWARD I think he wanted you to tip him. VIVIAN Tsk. Excuse me, I did n't think he had change for a hundred. Edward crosses to the silver stand. Vivian watches with interest as he twirls the champagne bottle in the ice bucket. VIVIAN -LRB- cont'd. -RRB- You have a wife? Girlfriend? EDWARD I have both. Edward lifts the bottle out. He deftly pops the cork on the bottle without losing a drop of champagne. VIVIAN Where are they? Shopping together? EDWARD They should be. They're both good at it. Edward pours the champagne into a single long stemmed glass and hands one to Vivian. EDWARD -LRB- cont'd. -RRB- My ex - wife lives in London in what used to be my home. My girlfriend is in New York moving out of my apartment even as we speak. Cheers. He drinks, nods approvingly. EDWARD It's a very good year. VIVIAN Oooh, thank god. Edward laughs softly. She sips it. To her surprise, really likes it. Edward lifts a lid on a silver bowl to reveal a dozen enormous strawberries. EDWARD Try a strawberry. VIVIAN Why? EDWARD Because they bring out the flavor of the champagne. VIVIAN Jesus, you act like you're seducing some Valley girl you picked up in a dance club. EDWARD Vivian. the meter's running. cooperate. A moment. She slowly eats a strawberry. The juice of it stains her lips. Her eyes are like smoke as she takes a sensuous sip of champagne, licks away the stain of the strawberry. His eyes have n't left her. EDWARD -LRB- softly. -RRB- You really are a very beautiful girl. VIVIAN -LRB- husky - voiced. -RRB- Just a romantic, that's you. EDWARD Yes. Her mouth is so wet and inviting. he leans closer. VIVIAN Me too. He's about to kiss her. VIVIAN -LRB- cont'd. -RRB- Not on the lips. He freezes. She pulls his head down to her breast.

INT. PENTHOUSE BEDROOM - NIGHT Edward and Vivian on the bed. He is on his back, his shoulder and head resting against the headboard. She is astride him, hands resting on his chest, rocking. in control, confident. very much liking the fire she's kindled in his eyes.

INT. PENTHOUSE BEDROOM - CLOSE ANGLE ON THEIR FACES - NIGHT EDWARD -LRB- touching her breasts. -RRB- What do you like? VIVIAN If I want you to turn me on I'll pay you three hundred. Just lay back and let me drive. Smiling, Vivian reaches behind her, touching him. He tries not to groan. She's moving faster now. Edward suddenly pulls her violently to him, he rolls her over.

INT. PENTHOUSE BATHROOM - SHOWER - NIGHT A heavy spray of water comes down upon Edward. He stands there quietly letting it wash over him. He turns off the shower, steps out of the stall, picks up a towel and dries himself.

INT. PENTHOUSE BEDROOM - NIGHT Edward stares. His expensive clothes are on the floor, haphazardly dropped everywhere. Vivian's clothes, as tattered as they are, are neatly folded and piled on a chair. The incongruity of it touches Edward in a sad way. He looks toward the bed. Vivian is fast asleep. Her heavy makeup has long since been rubbed off. Asleep, her wary, smart - ass attitude is gone. She looks like a sweet, gentle girl. He stares at her a moment longer. He turns, goes into the living room. Vivian opens her eyes. Through the open door she sees Edward sitting in a living room chair. He is reading contracts.

EXT. REGENT BEVERLY WILSHIRE HOTEL - MORNING The sun is coming up as HOTEL EMPLOYEE hoses down the sidewalk in front of the hotel.

INT. HOTEL LOBBY - MORNING A WOMAN EMPLOYEE is vacuuming the lobby. She sees something and pauses. She pulls a dead leaf from one of the potted plants.

INT. HOTEL HALLWAY - MORNING The elevator doors open and A WAITER rolls a cart out into the hallway. He takes it to the doors of the penthouse. He rings the bell. EDWARD -LRB- O.S. -RRB- It's open.

INT. PENTHOUSE LIVING ROOM - MORNING The Waiter wheels in a table of food, coffee, champagne and orange juice. Edward dressed in suit pants, white shirt and suspenders, stands in the living room talking into a cordless phone. Edward points the Waiter to the dining table. EDWARD -LRB- into the phone. -RRB- Sorry. Go ahead.

INT. STUCKEY'S HOUSE - MORNING - INTERCUT William Stuckey is behind his desk. STUCKEY Kross knows we're after his company. He wants to talk with you. I do n't think you should.

INT. PENTHOUSE LIVING ROOM - MORNING The Waiter returns. Edward signs the bill. The Waiter exits. EDWARD I want to. STUCKEY Edward, if the three of us sit down together we might as well announce our plans in the Wall Street Journal. EDWARD I'll see him alone. Everyone knows you're my muscle. We'll make it social. Tell Kross I'll meet him for dinner. Tonight if you can arrange it. STUCKEY You should n't go alone. He might claim that you tried to black mail him. EDWARD Bill, we're businessmen, not the damn mafia. I'll see you in the office. By the way, about your car. STUCKEY Oh, god, what? EDWARD -LRB- smiling. -RRB- I'll bring it back. Edward hangs up. He pours a glass of orange juice and takes a sip, thinking. Something makes him turn. Vivian, wearing a monogrammed hotel terry robe, is standing uncertainly in the bedroom doorway. EDWARD Good morning. VIVIAN You did n't wake me. I'll be out of here in a minute. EDWARD No hurry. Would you like some breakfast? She's hungry and the breakfast looks great. VIVIAN Only if you do. Edward sits. Waits. Vivian sits across from him. Edward serves them breakfast. EDWARD Did you sleep well? VIVIAN Yeah. Too good. I forgot where I was. EDWARD Occupational hazard? She looks at him sharply, sees that he means no offense, relaxes. VIVIAN Where'd you go? EDWARD I took the couch. I had some work to do. -LRB- hesitating. -RRB- About last night. VIVIAN Oooh, Baby, you were the best. I was beside myself. EDWARD Mmm, I could tell. VIVIAN I just hope it was worth three hundred bucks. EDWARD I'd say you give a good dollar value. They share a small smile. They eat. EDWARD Do you ever. enjoy it? VIVIAN I like guys if that's what you're asking. Not that I trust'm. EDWARD No? Why's that? VIVIAN `` Occupational hazard''. A moment. Edward chuckles. Vivian grins. VIVIAN -LRB- cont'd. -RRB- what do you do anyway? EDWARD I buy companies. VIVIAN No shit. They expensive? He almost smiles. She almost smiles back. EDWARD The one I'm buying this week will cost around 150 million. VIVIAN dollars? He nods. This time Vivian is impressed. VIVIAN -LRB- cont'd. -RRB- You are major league, baby. Your mother must be very proud. Edward is oddly pleased at her reaction.

INT. PENTHOUSE BEDROOM - DAY The closet door is open. Edward reaches for a tie. In the closet are about a dozen expensive looking suits, shirts, shoes, etc.. She follows him in. VIVIAN So what a ya do with the companies once you buy'm? EDWARD -LRB- fumbling with the tie. -RRB- I sell them. VIVIAN What? Why? She undoes his knot and starts over. VIVIAN -LRB- cont'd. -RRB- At ease, let me do that. Part of the all night services. EDWARD By breaking up a company's assets - VIVIAN What are assets? EDWARD Vivian - VIVIAN C'mon, I might buy a company some day. EDWARD Assets are anything of value a company owns. Sometimes the pieces are worth more than the whole. By selling them off, I make a profit. VIVIAN Sorta like stealing cars and selling'm for parts, huh? EDWARD Not. quite. VIVIAN There, see? Now the emblem is right in the middle of the knot. EDWARD Where'd you learn to do this? VIVIAN -LRB- sarcastic. -RRB- I fucked the debate team in high school. Tsk. I had a grampa. He liked ties on Sundays. You mind if I take a swim in your bathtub before I hit it? EDWARD Do n't drown. Vivian turns and heads toward the bathroom. He follows her into the bathroom.

INT. PENTHOUSE BATHROOM - DAY Vivian turns on the water in the tub. It fills the tub in a torrential rush. VIVIAN You could hold a pep rally in here! The phone on the marbled bathroom wall suddenly rings. Edward reaches for it. EDWARD -LRB- into the phone. -RRB- Yes.

INT.  STUCKEY'S HOUSE - INTERCUT Stuckey is walking around his desk. STUCKEY Edward, it's me. Kross is all set for tonight.

INT. PENTHOUSE BATHROOM - DAY Vivian stares curiously at the bidet. STUCKEY Listen, I got ta say this again, I do n't like you going alone. She turns it on. The water hits her in the face. EDWARD -LRB- stifling a chuckle. -RRB- I'm a big boy. There are lotions and shampoos and bubblebaths on the edge of the tub. Vivian regards them like a kid in a candy shop. STUCKEY Let me at least get you a date. Keep it social. Edward watches as Vivian smells some bubble bath. She smiles. Her eyes ask Edward if it's okay to? He nods. STUCKEY Edward, did you hear me? EDWARD I'm here. STUCKEY I know a lot of nice girls. Vivian pours the bubblebath into the swirling water. There's something about the look on her face. the way she bites her lower lip. curious, sensual. EDWARD I have one. Edward hangs up the phone as Vivian curiously turns on the television. The sound blares. She fumbles to turn it down. Edward reaches over and turns it off. EDWARD All right. How much for the week? VIVIAN What? EDWARD I'm in town until Saturday. She look at him like he is n't speaking English. EDWARD Do - you - want - to - stay - here - for - the - week? It takes Vivian a moment to respond. VIVIAN It'd cost you. EDWARD Of course. How much? VIVIAN Five full nights. days too? Edward nods. Vivian hesitates. it's got to be enough to really change things. She shoots for the moon again. VIVIAN Four thousand. EDWARD Vivian, may I point out five more nights at three hundred a night is only 1,500. VIVIAN But you want days too. EDWARD All right, two thousand. VIVIAN Three. EDWARD Done. VIVIAN Holy shit. And then, quickly getting herself back together, she flips on the sexy smile. VIVIAN -LRB- cont'd. -RRB- Sugar, you got it. I will treat you like a prince. Anything, anyway you want. EDWARD I'm not just talking about sex. VIVIAN Look butthead, I'll treat you so nice you'll never want to let me go, okay? EDWARD Three thousand for five days. And Vivian, I will let you go.

INT. PENTHOUSE BEDROOM - MORNING Edward comes out into the bedroom. Vivian quickly follows. They move through the bedroom into the living room. EDWARD I'll be out most of the day. He reaches into his pocket for a money clip. He peels off bills. He hands the cash to Vivian. EDWARD I want you to go out and buy some decent clothes. Vivian's eyes go wide at the amount of money. EDWARD Nothing too flashy, not too sexy. Conservative. Understand?

INT. PENTHOUSE ENTRANCE WAY - DAY They're at the front door. VIVIAN Yeah, you want me to dress like your high class girlfriend. You're wasting your money though. All I'm gon na do is hang around the hotel. As a matter of fact, I may never get out of that bathtub. Edward opens the door, he starts to exit. He turns back. EDWARD Think again. I'm taking you out to an important dinner with me tonight. The door closes in her face.

INT. OUTSIDE THE PENTHOUSE DOOR - DAY VIVIAN -LRB- O.S. -RRB- -LRB- from inside. -RRB- What? Are you crazy? Edward smiles to himself. EDWARD Probably.

INT. PENTHOUSE BATHROOM - DAY Vivian is stretched out in the hot bubble bath. The TV is on. She clicks the remote control in her hand. VIVIAN Three thousand. She lies back into the soapy water and disappears. She suddenly pops back up, laughing. VIVIAN Three thousand! A thought occurs to her. She reaches for the cordless phone. She dials. She waits. She is about to disconnect when the phone is answered. KIT -LRB- O.S. -RRB- ` Lo. VIVIAN Kit! Where've you been? KIT -LRB- O.S. -RRB- I was asleep. You woke me. You okay? VIVIAN Kit, listen, the guy last night, the one in the Ferrari, I'm at this hotel, the Regent Beverly Wilshire, it's this absolutely unbelievable place and he's hired me for a whole week and Kit, listen, he's paying me three thousand bucks! We can get out of the apartment. We can get out of this town. We can do anything! -LRB- silence. -RRB- Kit? Hey, you there? KIT -LRB- O.S. -RRB- Why'd he want you? That hurts. Perhaps because Vivian's been wondering the same thing. VIVIAN He. he just does. KIT -LRB- O.S. -RRB- I'm sorry, Viv'. Carlos has been on my back. -LRB- a beat. -RRB- Did you get the money up front like I taught ya'? VIVIAN Three hundred for last night and he gave me extra to buy some clothes. Now listen, I'm gon na leave an envelope for you at the front desk. Give me two hundred to the scum bucket and the other hundred to that asshole landlord for part of the rent. Spend it on drugs and I'll pull your hair out. KIT I'm getting dressed now. I'll be over. Bye. VIVIAN Hey Kit, where do I go for the clothes? Good stuff on him. KIT -LRB- O.S. -RRB- -LRB- brightening. -RRB- In Beverly Hills? VIVIAN Yeah. KIT -LRB- O.S. -RRB- Baby! Rodeo Drive.

INT. HOTEL LOBBY - DAY Vivian comes out of the elevator and crosses the lobby. She is back in her hooker clothes. She leaves an envelope at the front desk. MR. THOMAS, the prim, middle - aged hotel manager, steps out from his office. He stares in surprise and displeasure as he sees Vivian exit out the front door. Vivian does n't notice the odd stares she gets from two well - dressed MIDDLE - AGED WOMEN who are just entering.

EXT. RODEO DRIVE - DAY Vivian is looking wide - eyed and delighted and yes, more than a bit overwhelmed. She passes store windows. and MORE STORE WINDOWS. and still MORE STORE WINDOWS. Each display is more beautiful and expensive than the one before. Vivian is also aware that she is getting odd looks. From PASSERBY'S. Two beautiful dressed GIRLS her own age look at her, turn away and giggle. The uniformed GUARDS that stand at attention in front of many of the stores, stare at her suspiciously. Feeling more and more uncomfortable, Vivian comes to a posh woman's boutique. She hesitates for a moment. She enters.

INT. BOUTIQUE - DAY Vivian is no sooner in the door than she is subject to the disapproving stare of a SALESWOMAN standing behind the counter. SALESWOMAN -LRB- cooly. -RRB- May I help you? VIVIAN I'm just looking, thanks. Vivian tiptoes through the shop as if it was filled with delicate glass objects. She cautiously examines a dress. The Saleswoman quickly comes around the counter and approaches her. SALESWOMAN Are you looking for something in particular? VIVIAN Yes. Something. conservative. SALESWOMAN Yes. Vivian eyes the Saleswoman, puzzled at her tone. She examines a dress. VIVIAN You have beautiful things. -LRB- no reply. -RRB- How much is this? SALESWOMAN I do n't think it would fit you. VIVIAN -LRB- beginning to get the drift. -RRB- I did n't ask if it would fit. I asked how much it was. SALESWOMAN It's very expensive. Vivian's body tenses as she stares at the Saleswoman. VIVIAN What is with you? SALESWOMAN -LRB- unblinking. -RRB- Excuse me? VIVIAN I'm going to spend money. SALESWOMAN I do n't think we have anything for you here. You're obviously in the wrong place. Vivian is speechless. She turns and stomps toward the door. She stops and spins around staring at the Saleswoman. Vivian flips her off. She throws the door open and storms outside. The Saleswoman calmly strolls back to her counter and returns to her place.

EXT. RODEO DRIVE - DAY Vivian comes out onto the street and stands, lost. She takes a deep breath, trying to control herself. Two WOMEN, in elegant designer outfits, stroll by, eyeing Vivian as if she were a freak. Vivian suddenly feels naked. She turns and hurries away.

INT. HOTEL LOBBY - DAY Vivian enters the lobby, upset, nervous and paranoid. She feels an emptiness in her stomach at the sight of all the luxury around her. She hurries toward the elevators. At the front desk, Mr. Thomas, once again spots her. He crosses the lobby and deftly cuts her off from the elevator. MR. THOMAS May I help you Miss? Vivian stops, practically shaking with terror. VIVIAN I'm just going to my room. MR. THOMAS You're a guest here? VIVIAN I'm - I'm with a friend. MR. THOMAS And who is that? VIVIAN I. Edward. Vivian's face is filled with confusion. She does n't know his name. The elevator doors open behind them. She spots the Operator. VIVIAN -LRB- blurting it out. -RRB- He knows me. Mr. Thomas turns and eyes the Operator curiously. The Operator looks back at them innocently. With a smooth gesture Mr. Thomas waves the Operator over. MR. THOMAS Do you know this young lady? The Operator nods. OPERATOR She's with Mr. Harris. MR. THOMAS -LRB- surprised. -RRB- Mr. Harris? OPERATOR She apparently joined him last night. Mr. Thomas waves the Operator away. MR. THOMAS Why do n't you come with me. We'll chat for just a moment. He takes Vivian gently but firmly by the arm and leads her off.

INT. HOTEL OFFICE - DAY In a richly furnished office, Mr. Thomas places Vivian in a comfortable chair and then leans against the edge of his desk. MR. THOMAS What's your name? VIVIAN Vivian. MR. THOMAS Miss Vivian. things that go on in other hotels do n't happen at the Regent Beverly Wilshire. Vivian says nothing. MR. THOMAS -LRB- cont'd. -RRB- Mr. Harris, however, is a very special customer. And we like to think of our special customers as friends. As a customer, we would expect Mr. Harris to sign in any additional guests. But as a friend, we're willing to overlook it, I'm assuming you're a. relative? Vivian finds herself nodding. MR. THOMAS -LRB- cont'd. -RRB- I thought so. You must be his? VIVIAN Niece? MR. THOMAS Of course. Naturally when Mr. Harris leaves, I wo n't see you in this hotel again. Vivian bites her lower lip, nods. MR. THOMAS -LRB- cont'd. -RRB- Good. We understand one another. -LRB- as a gentle afterthought :. -RRB- I would also encourage you to dress in a more appropriate manner. Vivian's face screws up as she tries hard not to cry. VIVIAN That's what I was trying to do. She ca n't help it, the tears come. Vivian pulls out the money Edward gave her. She drops it on the desk. It's a moist - looking wad now. VIVIAN -LRB- cont'd. -RRB- I was trying to get some other clothes. but. they would n't. they made me feel like shit. She ca n't go on. Mr. Thomas politely glances at the money. He unfolds it, smoothes it and hands it back to her. He sighs. He picks up the phone. He dials. MR. THOMAS -LRB- into the phone. -RRB- Women's clothing. -LRB- beat. -RRB- Bridget, please. Vivian is staring at him. MR. THOMAS -LRB- cont'd. -RRB- Bridget, hello, this is Barnard Thomas over at the Regent Beverly Wilshire. Well, thank you, that's flattering. I'd like to ask a favor of you. I'm going to send someone over. Her name is Vivian. She's a guest of ours. A very special guest. He glances at Vivian. With those simple words, he'd made her feel better. MR. THOMAS -LRB- cont'd. -RRB- She's from out of town and she needs a little help in dressing. Perhaps you could help her out. Thank you very much. She'll be right over. He sets the phone down and smiles patronizingly at Vivian. MR. THOMAS -LRB- cont'd. -RRB- There you are. If you have any other problems, come ask for me personally. I'm Mr. Thomas. VIVIAN Barney. She smiles mischievously.

EXT. FORT OF LOS ANGELES - DAY A sleek corporate helicopter flies over the port.

EXT. BUILDING ROOFTOP - DAY Edward, Vance, Stuckey and Jake walk toward the building's edge. They look out over the empty shipyard as Vance describes it. VANCE Okay. this is the jewel in Kross's crown. We can strip out all the heavy equipment. Some of the cranes are very valuable overseas. The Japanese are salivating for them. STUCKEY Prime industrial property straddling the Port of Long Beach and Los Angeles. It gives me a hard - on. Edward points toward one of the edges of the shipyard. EDWARD What's that long building over there? JAKE Storage, I think. EDWARD Not with those smokestacks it's not. VANCE Let me check. Vance pulls out a notebook. JAKE The real estate possibilities are endless. Most of the yard we'll just level. I talked to a couple of developers, under the table, of course, and they said - EDWARD You what? JAKE I talked to some developers about the land. STUCKEY What kind of an idiot are you? You do n't talk about this to anyone. JAKE They're close friends, they'd never breathe a word - STUCKEY -LRB- to Vance. -RRB- Where did you dig this moron up? VANCE He's right, Jake, that was an incredibly stupid thing to do. It wo n't happen again, Edward. I'll pull him off the project immediately. EDWARD Do n't bother. STUCKEY What!? EDWARD We do n't have the time to bring someone new up to speed. Besides. -LRB- not unkindly, to Jake. -RRB- You've already impressed everyone you need to, have n't you? JAKE It wo n't happen again, Mr. Harris. Vance has found what he was looking for in his notebook. VANCE This is interesting. That building is storage now, but it used to be a smelting plant. They closed it down after World War II. EDWARD I want our lawyers to check into the toxic waste licences on them right away. I want to know if the permits are still valid and what kind of limits are on them. STUCKEY Jesus, yes. It's a long shot but if the permits are still in effect, they're worth a fortune. He turns away. The other follow Edward back toward the stairs. EDWARD What time's diner tonight? STUCKEY Eight o'clock. Kross is bringing his son. Very bright kid, watch yourself with him. Who's this girl you're taking? EDWARD No one you know.

INT. SAKS - SECOND FLOOR - DAY The elevator opens and Vivian walks out and surveys the room nervously. She walks toward the women's clothing section. BRIDGET, a large friendly woman, spots her and quickly approaches. BRIDGET You must be Vivian. Vivian nods. BRIDGET -LRB- cont'd. -RRB- Let's look at you. She steps back, regards Vivian with a professional eye. BRIDGET -LRB- cont'd. -RRB- Where are you from, dear? VIVIAN -LRB- pause. -RRB- Georgia. BRIDGET No wonder. For starts, you should know that hot pants are horrid, even when you do have the legs to carry them off. What are your plans while you're in town? VIVIAN Well. I might be going out to dinner. BRIDGET You'll want a cocktail dress then. Turn. You have a beautiful figure. A little too out in the open but simply lovely. Size six? Do you need shoes? VIVIAN I dunno. Do thigh high, leather boots go with a cocktail dress? BRIDGET -LRB- calling out. -RRB- Philip! We'll need shoes! Bridget leads Vivian towards the racks of clothes. She pulls out a dress. BRIDGET Your uncle will like this. VIVIAN He's not really my uncle. BRIDGET They never are, dear.

INT. HOTEL LOBBY - LATE AFTERNOON Mr. Thomas is behind the desk. He looks up. Vivian is standing there, a happy look on her face. She holds up a garment bag. VIVIAN I got a dress. MR. THOMAS -LRB- dryly. -RRB- I rather hoped you'd be wearing it. VIVIAN I did n't want to get it messed. I got shoes too. Wan na see? MR. THOMAS That's all right. I'm sure they're quite lovely. VIVIAN They were real nice to me there. They treated me, y' know. nice. Thanks, Barney. Mr. Thomas tries not to wince at the familiarity. MR. THOMAS You're very welcome, Miss Vivian. She smiles at him. He watches as Vivian turns and walks toward the elevator. The provocative way her hips move just naturally attracts the attention of a MALE PASSERBY. And the white gloved ELEVATOR MAN literally leaps to press the elevator button for Vivian who rewards him with a happy smile. Mr. Thomas sighs.

INT. PENTHOUSE - LATE AFTERNOON The phone is ringing Vivian enters. She hurries to pick it up. VIVIAN Hello? The phone keeps ringing - it has more than one line. Vivian frantically punches buttons. VIVIAN -LRB- cont'd. -RRB- Hello? What? Hello?

INT. STUCKEY'S OFFICE - LATE AFTERNOON - INTERCUT Edward is in a private office. EDWARD Never answer the phone. Ever. VIVIAN Tsk, believe me, this will be the last time. EDWARD Did you buy some clothes? VIVIAN I got a dress, yeah. EDWARD Just one? Christ. I hope it's appropriate. VIVIAN It's very tasteful. I think you'll especially like the zipper in the crotch. -LRB- silence. -RRB- I'm - joking. EDWARD Let's hope so. You'll get some more clothes tomorrow. I'll be pushed for time so meet me in the hotel lobby at seven forty - five sharp. Got it? VIVIAN No, I do n't `` got it''. Even the farmboys back in Georgia come to the door when they're taking you on a date. EDWARD This is n't a date. VIVIAN Go by yourself then. Where you taking me anyway? EDWARD The Rex. VIVIAN Any good? EDWARD I think you'll approve. VIVIAN all right. I'll meet you in the lobby. But only cause you're paying me to. EDWARD Thank you very much. Vivian slowly sets the phone down. The phone rings again. Vivian, very carefully, punches the flashing button and picks it up. VIVIAN Hello? EDWARD I thought I told you not to answer the phone. VIVIAN Oooh! Edward hangs up. He smiles to himself. Vivian bites her fingernails, looking nervous. The doorbell RINGS. Vivian looks up, startled. She rises, moves to answer it. It's the Spanish MAID. She nods politely at Vivian. MAID Housekeeping. I come to turn down the bed. 5:00, I turn down the bed. VIVIAN What? The Maid points to her hotel badge, trying to explain. MAID Housekeeping. I come to turn down the bed. VIVIAN Okay. The Maid enters. VIVIAN Is there a trick to it?

INT. PENTHOUSE BEDROOM - LATE AFTERNOON The Maid turns down the bedspread. VIVIAN Is that all? You just fold back the bedspread? MAID I also place las chocolates on the pillow. VIVIAN Oooh, I love those. MAID I leave extras, miss. VIVIAN Thanks! Consuelo, are all rich people so lazy they ca n't do this on their own? Consuelo shrugs.

INT. HOTEL LOBBY - LATE AFTERNOON Mr. Thomas is still behind the desk, working when a soft voice startles him. VIVIAN Barney. He looks up. He sighs. Vivian still has n't changed. MR. THOMAS What is it, Miss Vivian? VIVIAN Edward is taking me to some fancy place for dinner. The Rex. Ever been there? MR. THOMAS It's a bit beyond my. range, shall we say. VIVIAN Yeah, mine too. Is it like, y' know, normal? MR. THOMAS I think you'll find it normal enough. VIVIAN Will I like it? MR. THOMAS You'll like it fine. VIVIAN Okay. Thanks, Barney. You're the best. She turns away. MR. THOMAS Just mind which fork you use. Vivian turns abruptly back, a horrified look on her face. VIVIAN Fork?

INT. HOTEL DINING ROOM - LATE AFTERNOON CLOSE ANGLE - PLACESETTING An elegant formal placesetting complete with a myriad of different size forks, spoons, stacked china plates and crystal glassware. ANGLE ON MR. THOMAS AND VIVIAN sit across from one another at a fully set table. MR. THOMAS In fifteen minutes I can teach you everything you need to know to dine with the Queen. First, as you pick up the knife you shift your fork to the left hand. VIVIAN But I always eat like this. MR. THOMAS Either you're European or badly brought up. VIVIAN Hmmm. I vonder vich. -LRB- giggles. -RRB- MR. THOMAS Actually, some of the richest people I know have the worst manners. Of course, Mr. Harris, being of old money, knows his way around a table. All right now, pay attention please. Salad fork. VIVIAN What if they serve soup? MR. THOMAS They will serve salad. VIVIAN But what if they serve soup? MR. THOMAS Then you use your soup spoon. VIVIAN -LRB- smiles. -RRB- I like steak. MR. THOMAS -LRB- picking up the appropriate utensil. -RRB- Then you would use your - VIVIAN Steak spoon! -LRB- laughs. -RRB- Mr. Thomas swallows his exasperation. WE PULL BACK from their table to reveal the cavernous, empty banquets room, each table is set and ready for the dinner service. MR. THOMAS Miss Vivian - VIVIAN Maybe I'll just order a burger, Barney, that way I can eat with my hands. MR. THOMAS Miss Vivian. there's a salon here in the hotel. Instead of worrying unnecessarily about table manners, why do n't you just have your hair done instead? VIVIAN Professionally?

INT. SALON - LATE AFTERNOON Vivian sits in a salon chair. The last customer, THANE, a young man of about twenty with his long hair pulled back in a pony tail, tilts her head one way and then another, eyeing her professionally. VIVIAN I have a friend who has a friend who does Cher's wigs. THANE I hate him already. -LRB- a beat. -RRB- All set? VIVIAN Yeah. what a ya say we chop it all off and bleach the tips. THANE Darling? Trust me.

INT. HOTEL LOBBY - EVENING Edward enters and looks around the lobby. No Vivian. Annoyed. Edward crosses to a house phone and picks it up. He's about to dial when : MR. THOMAS Good evening, Mr. Harris. Edward looks at him blankly. MR. THOMAS Barnard Thomas, manager of the hotel. EDWARD Of course, yes. If you'll excuse me just a moment - MR. THOMAS I have a message for you from your `` niece'', sir. EDWARD My what? MR. THOMAS The young lady staying in your room? Edward's eyes narrow. He hangs up the phone. EDWARD I think we both know she's not my niece. Mr. Thomas looks uncomfortable. EDWARD -LRB- cont'd. -RRB- Does this hotel have any problem with that? MR. THOMAS Mr. Harris, a guest of yours, is a guest of ours and shall be treated accordingly. The young lady asked me to tell you that she is waiting for you in the lounge. EDWARD Thank you. He starts towards the lounge. MR. THOMAS Very intriguing young woman, Miss Vivian. His tone stops Edward in his tracks. MR. THOMAS -LRB- cont'd. -RRB- Have a good evening, sir. And off he goes, leaving Edward to wonder what the hell transpired during the afternoon.

INT. HOTEL LOUNGE - NIGHT Edward enters the lounge. He looks around, not seeing Vivian. And suddenly his eyes go back to. the beautiful girl with the beautifully styled hair in the beautiful black cocktail dress at the piano bar. Edward tries to hide his surprise as Vivian rises, moves elegantly towards him. She smiles. VIVIAN You're late. Such a beautiful woman deserves an apology and so, without thinking : EDWARD I'm sorry. VIVIAN You're forgiven. She waits expectantly. He holds out an arm. She takes it.

INT. REX RESTAURANT - NIGHT Vivian comes out of the ladies room. She walks forward past the MAITRE'D'S station. She stops. She takes a breath. and then walks forward.

INT. REX - ANOTHER ANGLE - LOOKING DOWN Vivian moves down a marble starircase, through the elegant restaurant toward a far table. Her beauty and natural grace draw approving stares. She is like a queen moving through a ballroom. At a secluded table, Edward sits in conversation with two men. JAMES KROSS, in his early 70's, a bulky self - made millionaire industrialist. Sitting next to him is his son and second in command, DAVID KROSS, a handsome man in his early thirties. All of them rise as Vivian comes to the table. David Kross holds out Vivian's chair for her. Surprised, she nods her thanks. In front of her is an enormous placesetting. She smiles down at the utensils, filled with confidence. Waiters have placed a delicate salad down in front of each of them. Vivian proudly reaches for her salad fork. But then she sees that Kross has picked up the fork closest to his plate and is digging into his salad with that. Vivian looks to see what Edward will do. He does n't seem interested in eating yet. Neither does David Kross. Feeling a sudden panic, Vivian puts her fork down. KROSS So young man, I understand you are trying to take over my company. A moment. The abruptness of the question takes Edward back for a moment. But then he almost smiles. EDWARD Please do n't patronize me, Mr. Kross. Our ages mean nothing here. Kross and David look at each other. DAVID Mr. Harris, we know you've purchased at least twenty percent of our stock. We also know you plan to file a formal bid for a majority share. EDWARD Twenty - five percent. KROSS Mr. Harris, I built Kross Enterprises myself. I know every man who ever worked there by his first name. I know their wives. and their children. If your intention is to take over my company and turn it into a glorified real estate deal, think again. Edward, thankfully, now reaches for his salad fork and begins to eat. Relieved, Vivian picks up hers. They all eat for a moment. EDWARD What do you suggest, Mr. Kross? WAITERS approach, some to clear the salad plates, some to put down the next course. Vivian, thinking she's got to finish, quickly stuffs her mouth with the rest of her salad. She is reluctant to let the Waiter take her fork. KROSS What would it take to buy our stock back? Name your price. EDWARD To get me in a mood to sell - double what I paid. But your company does n't have enough capital right now to buy anything. DAVID We're on the verge of closing a large navy contract. Double is ridiculous but we can assure you a healthy profit on your shares. We would give you a promissory note. EDWARD You're not getting any navy contracts. Vivian can see that both father and son are stunned by this news. DAVID There's no way you could know that. EDWARD But I do know. I also know your lines of credit are over - extended. If I do n't buy your company, someone else will. -LRB- looking up. -RRB- Ah, the escargot. Escargot are put down in front of everyone. Vivian stares at them dubiously. She picks up what she assumes is the next `` right'' fork. She picks up a snail. The two do not fit. Flustered, she does n't know what to do. No one else seems to be eating. And now a Waiter comes and places escargot forks at each place. Vivian picks it up with a sigh of relief. VIVIAN -LRB- softly, to the Waiter. -RRB- Scume me, what are these things? WAITER -LRB- bending to whisper. -RRB- Escargot, mademoiselle. EDWARD -LRB- leaning close to whisper. -RRB- Snails. Vivian stares at them, horrified. She, like James and David Kross, no longer seem interested in eating. Edward eats with pleasure. EDWARD Mr. Kross, I'm not here to sell you my stock. On the contrary, I'm here to buy yours. KROSS -LRB- angry. -RRB- You've got a lot of nerve. EDWARD No. What I have is a lot of money. KROSS I know all about you, Mr. Harris. When you buy companies, they have a way of disappearing. Even the pension funds are stripped clean. The last three companies you took over were cut up in so many pieces, widows were left without their retirement checks. EDWARD -LRB- calmly. -RRB- What I did with those companies was perfectly legal. KROSS I do n't question the legality of what you do. It's your morality that makes me sick. I will not allow my company to be raped by a man like you. EDWARD -LRB- angry now. -RRB- It is not your company. It's a public company. And I am going to acquire it. Either I buy from the other stock holders, or I buy from you. Vivian struggles with her escargot. EDWARD -LRB- cont'd. -RRB- I would suggest that you and your board cooperate with me, rather than fight a battle you do n't have the ammunition to win. Vivian suddenly ZINGS her snail across the table. Everyone looks to her. VIVIAN Slippery little suckers. Kross rises. KROSS If you'll excuse me young lady, Mr. Harris. -LRB- turns to David. -RRB- Deal with this, David, you know where we stand. I need to go someplace and puke. He rises. He exits. DAVID -LRB- to Edward and Vivian. -RRB- Men like my father built this country. He was no saint. He screwed people. But for every guy he stepped on, he gave a hundred a good job. Edward is silent. VIVIAN He seems like a nice man. David looks at Vivian as if seeing her for the first time. EDWARD We can reach an understanding on this. DAVID I do n't think so. You should know we're going to fight you with every resource we have. EDWARD Do what you have to do. I do n't take it personally. DAVID I do. I take it all very personally. -LRB- to Vivian. -RRB- Very nice meeting you, Vivian. David Kross gets up and leaves. Vivian and Edward sit in silence. EDWARD -LRB- a beat. -RRB- And that's the way the game is played. VIVIAN Some game. Screwin' some poor slob out of his retirement. Edward says nothing. But Vivian can see she's hit a nerve. VIVIAN Snails for dinner. No wonder everybody is in such a bad mood. A Waiter appears at the table. WAITER Are we ready for the next course, sir? EDWARD No. Bring a check, please.

INT. PENTHOUSE LIVING ROOM - NIGHT Edward's face is pensive and thoughtful as he stares out of the glass window down at the city lights. He quickly drains his champagne glass. Vivian moves to stand next to him. She refills his glass from the bottle. EDWARD Thank you. He drinks. Silence. VIVIAN You're upset, huh? EDWARD Upset. No. I never get upset about business. VIVIAN You liked the guy, though. EDWARD Whether I liked him or not is irrelevant. It's business. There's no emotion involved in business. if you want to survive. VIVIAN -LRB- excited. -RRB- We're the exactly the same! Kit keeps telling me do n't get emotional when you turn tricks - that's why no kissing - it's too personal. The key is like you're saying, stay numb, do n't get involved - when I'm with a guy, I'm a robot, I just do it. -LRB- realizing what she's saying and quickly recovers. -RRB- Except with you. At your price I give my all. Edward laughs. VIVIAN -LRB- cont'd. -RRB- Let's not talks about this heavy stuff. Come on, relax. Vivian comes up behind him. She begins to rub his shoulders. EDWARD That. is very good. A moment. Edward is silent. Turns him, unknots his tie, unbuttons his collar. VIVIAN Know what we're gon na do in a little while then? We're gon na call Domino's and have'm deliver a bigass pizza. We're gon na eat it in bed. We're gon na veg' out and watch television. EDWARD Television? VIVIAN Yeah, it's this box, it has pictures, sound. You do n't have to use your brain at all. EDWARD I have work to do. VIVIAN Uh - uh. No work. Smiling, she softly kisses his throat. VIVIAN -LRB- cont'd. -RRB- See. what you have n't figured out yet. She kissed his neck. She fumbles with his belt. VIVIAN -LRB- cont'd. -RRB- Is that while you're the boss everyplace else. I'm the one in charge here. She kisses his chest. VIVIAN -LRB- cont'd. -RRB- You. just think you are. She starts to kneel down. He stops her. They stare at one another for a moment. He releases her. She smiles. She starts to undress him.

INT. PENTHOUSE BEDROOM - MORNING Vivian is asleep. She turns over, slowly waking. Her hand goes out to touch Edward and encounters nothing but empty bed. Vivian comes awake with a sudden start. She look around momentarily frightened, not sure where she is. Sighing with relief, she lies back down. She sees Edward's American Express card on the pillow next to her. EDWARD -LRB- O.S. -RRB- Wake up, Vivian. Time to shop. Edward comes out of the bathroom and moves toward the bed. He is tying his tie. Vivian sits up and ties it for him. He smiles at her. EDWARD I still do n't understand why you only bought one dress. VIVIAN I was n't as much fun as I thought it was going to be. EDWARD Why not? VIVIAN Well, you know those cold bitches that work in those stores and try to intimidate you? It works. EDWARD Was someone rude to you? VIVIAN I had a little problem in one store. I was n't dressed right. I do n't know what to say. I do n't belong there. Maybe I'll just go back to Bridget. She was cool. EDWARD Vivian, you belong wherever you are. I do n't care how you were dressed, they were the ones who were wrong, not you. Edward sits on the bed. EDWARD -LRB- cont'd. -RRB- People are n't going to respect you unless you respect yourself. -LRB- a beat. -RRB- The next time someone is rude to you, you stare at them right here. He softly touches her, right between the eyes. EDWARD -LRB- cont'd. -RRB- It's an old trick I use, especially with bankers. Works every time. Will you try it? VIVIAN -LRB- confidently. -RRB- Okay. EDWARD Good. VIVIAN -LRB- a beat. -RRB- Come with me? Edward looks at his watch. Vivian covers it with her hand. VIVIAN Please.

INT. BOUTIQUE - DAY A beautiful, chic women's shop. The haughty SALESGIRL approaches Vivian near a rack of dresses. Edward hovers in the b.g. VIVIAN -LRB- nervous. -RRB- Hello. Can you help me? The Salesgirl looks Vivian up and down. A Pause. Vivian gives her `` the stare'' and straightens up. We see the Salesgirl's reaction change. VIVIAN -LRB- confidently. -RRB- I'm looking for a dress, nothing too flashy, not too sexy, conservative. In a size six. SALESGIRL -LRB- uncomfortable under Vivian's stare. -RRB- Do. do you have a charge account with us? Vivian smiles and draws out Edward's American Express card. The Salesgirl nods and quickly moves to a rack of dresses to find Vivian's size.

INT. BOUTIQUE - DAY - IN A SERIES OF CUTS Vivian tries on different clothes under Edward and the Salesgirl's supervision. Vivian comes happily out of the dressing room wearing a low cut, spangled and fringed outfit. Edward shakes his hand. The Salesgirl holds a classic tweed ensemble over Vivian's outfit. Vivian scowls. VIVIAN -LRB- sighing. -RRB- I look like fucking Nancy Reagan.

INT. BOUTIQUE - ANOTHER ANGLE The Salesgirl shows Edward clothes by Ann Taylor. He turns to find Vivian happily holding up a tiny, low cut leather dress. Edward shakes his head in mock disapproval. Vivian scowls.

INT. BOUTIQUE - ANOTHER ANGLE - LATER Vivian is wearing an elegant pastel dress. Edward is standing at the store's bar, watching and talking on the telephone.

INT.  STUCKEY'S OFFICE - DAY - INTERCUT WITH EDWARD Stuckey and Vance are pouring over stock reports, talking to Edward on the speaker phone. VANCE Kross came out of his corner swinging. He started buying up all available stock as soon as the market opened. EDWARD -LRB- almost to himself. -RRB- He's a tough old son of a bitch. Edward is watching Vivian. She pulls the hem of her skirt up to mid thigh. She looks hopefully over to Edward. Edward shakes his head. VANCE It's up to ten and a quarter. EDWARD Offer nine and a half. Bring them back down to earth. STUCKEY Goddamit! Where is he getting the money to fight? EDWARD Someone's loaning it to him. Get on it right away. STUCKEY Our contract guys are working on the Kross pension funds. There's another forty million there. We can bleed'm dry. There is a sudden hesitation in Edward's eyes. He watches as Vivian tries on a hat. She preens for him. He smiles. EDWARD -LRB- to Vance & Stuckey. -RRB- Put the pension funds on hold until I say otherwise. STUCKEY -LRB- surprised. -RRB- We're letting them slide? EDWARD I want the treatment plant licenses to be top priority right now. STUCKEY But, Edward. EDWARD Do it. Edward hangs up and takes a long look at Vivian. She moves to him. EDWARD -LRB- looks at his watch. -RRB- You're on your own now, Vivian. I've got to get to work. Be sensible and you can keep everything. Spend too much and it all goes back. Vivian hugs him again.

EXT. RODEO DRIVE - DAY Vivian walks along Rodeo Drive. She looks lovely in the pink dress and new, white shoes. A pretty, white hat is the final touch. She carries a bag containing her old clothes. She stops at a trashcan and ceremonially throws the offending items away.

INT. TORIE STEELE BOUTIQUE - SHOPPING MONTAGE We SEES Vivian in each department within the store with different SALESPEOPLE. She happily and confidently tries on a variety of dresses, hats, shoes, accesarries, etc. 1 -RRB- Vivian is in a dressing stall. She tosses a dress out to a waiting SALESWOMAN. VIVIAN Not me! 2 -RRB- A SALESWOMAN holds a long, purple evening gown. VIVIAN -LRB- imitating Bridget. -RRB- Horrid! 3 -RRB- Vivian is admiring a pair of beautiful suede dress pumps. Her attention is drawn to the SALESMEN'S exotic hand - painted tie. VIVIAN Where'd you get your tie? 4 -RRB- Vivian stands in front of an enormous tie rack with the Salesman, a dozen wild, swirling designed ties are hanging over his outstretched arm. Vivian picks out the brightest one and smiles.

EXT. RODEO DRIVE - DAY Vivian's arms are filled with clothing boxes and bags. She feels like she owns the block. A well - dressed MAN passes by, smiling politely. Vivian's nose lifts as she happily ignores him. Suddenly Vivian stops. She's about to pass the shop she was thrown out of. Vivian takes a breath and enters the shop.

INT. BOUTIQUE - DAY Vivian enters. The moment she steps through the door, Vivian's courage leaves her. The saleswoman is waiting on a CUSTOMER. SALESWOMAN -LRB- to the customer. -RRB- Is n't this lovely? I think it would look wonderful on you. Vivian musters her courage. She takes a deep breath and starts forward. SALESWOMAN -LRB- to her customer. -RRB- Would you like to try it on? VIVIAN ` Scume me. Both the saleswoman and her customer look up. The saleswoman smiles pleasantly. SALESWOMAN Yes? VIVIAN Do you remember me? SALESWOMAN No, I'm sorry, I do n't. VIVIAN I was in here yesterday. Vivian slowly raises her middle finger. The recognition starts to dawn in the saleswoman's eyes. Vivian's courage begins to return. VIVIAN Yeah. That's right. It's me. I want you to know something. You made me feel terrible. I was n't dressed right and you said I did n't belong here. Well, I do. You're the one that was wrong, not me. And I want to tell you something else. I'm never gon na shop here again as long as I live. And with that, Vivian turns and walks out. The saleswoman is stunned. A beat. The customer thrusts the dress into the saleswoman's arm as if offended by Vivian's speech and leaves the store also.

INT. HOTEL LOBBY - DAY Mr. Thomas looks up from the desk. And stares. Vivian and a BELLHOP stroll through the hotel entrance and across the hotel lobby to the elevator. The bellhop's arms are packed with boxes and shopping bags. Mr. Thomas ca n't help it. He smiles to himself.

INT. PENTHOUSE LIVING ROOM - DAY Vivian opens the front door for the Bellhop who carries in her packages. She motions for him to place them on the couch. He does. Vivian happily tips him with a five dollar bill. He exits. The door closes. VIVIAN Wheee! Vivian does a giddy spin and falls onto the couch.

INT. BROKERAGE HOUSE MEETING ROOM - DAY Stuckey enters. Edward is standing at the end of a long meeting table. He is serving himself coffee from a tray. STUCKEY -LRB- gloating. -RRB- You were right. Kross mortgaged everything he has down to his grandson's college tuition to secure loans from a bank. Not just any bank. One we do business with. Edward just sips his coffee. STUCKEY -LRB- cont'd. -RRB- It goes without saying that your business means a great deal more to them than our friend Kross's. -LRB- a beat. -RRB- All you have to do is make a call. Edward is silent. Stuckey is again surprised. STUCKEY Excuse me for saying this but what is wrong with you this week? First, you go soft on the pension funds. Now, you're giving him the chance to get away? As of two minutes ago, you are committed to the tune of over fifty million dollars - EDWARD Come on, Bill, do n't talk to me about how much money's involved. It's my money. STUCKEY And some of it's mine. Edward, his jugular's exposed. Edward hesitates. Then : EDWARD Get the bank on the phone for me.

INT. PENTHOUSE - EVENING Edward enters. He closes the door. He turns. And stops. A beautiful, candlelit, food laden table has been set up in the middle of the room. Champagne and wine chills in a bucket. A fire burns in the fireplace. Music is playing. VIVIAN -LRB- O.S. -RRB- Hi. Edward turns. And stares again. Vivian stands in the bedroom doorway. She is wearing an exquisite silk dressing gown. She looks incredibly beautiful. VIVIAN I thought maybe you'd like dinner. EDWARD Thank you. I would. -LRB- he fingers her dressing gown. -RRB- Nice. VIVIAN Wait till you see what I have on underneath. EDWARD Please. She opens the dressing gown. What she has on underneath is absolutely nothing. Edward crosses to her. Taking her in his arms, he lifts her up and kisses her breasts. VIVIAN What about dinner? EDWARD Dinner can wait.

INT. PENTHOUSE BATHROOM - NIGHT The bathroom is lit by candles. Vivian and Edward are in the marble tub. Vivian sits behind Edward. She lazily washes his shoulders and back with a large sponge. VIVIAN You always been rich? EDWARD No. VIVIAN Seems like it. I guess it's easy to get used to, huh? EDWARD Easier than learning how to be poor. -LRB- a moment ; and then :. -RRB- My father's family was wealthy. When I was young there were cars and houses, private schools, nannies. But then my father divorced my mother to marry another woman. And he took his money with him. Silence. VIVIAN Keep talkin'. I like hearin'. EDWARD Not much to tell. I went to public school. Went to university on scholarship. Went to work for an investment firm. In eight years I owned it. -LRB- and then ; growing very quiet. -RRB- My father was chairman of the board of the third company I ever went after. I swallowed that company and shit out the pieces. One of the pieces was him. Vivian softly traces small patterns on Edward's shoulders with a finger. VIVIAN You still mad at'm? EDWARD He died a long time ago. She gently rests her head on his back.

EXT. HOTEL ROOM - DAY PANNING BELLIES People are sunbathing by the pool. Overweight. lobster red. old and stretch - marked. fishy white. and then gorgeous. The gorgeous is Vivian. She is wearing a miniscule bikini and sunglasses. WAITER -LRB- O.S. -RRB- Miss Vivian? She looks up. A young WAITER, looking a little dry - mouthed at the sight of her, is holding a telephone. WAITER You have a call. Mr. Harris. VIVIAN -LRB- taking the phone. -RRB- Hi, baby. -LRB- a moment. -RRB- I'll be ready. Bye. She hangs up. She looks at the Waiter, confused. VIVIAN What do you wear to polo?

EXT. THE LOS ANGELES EQUESTRIAN CENTER - LATE AFTERNOON Horses and riders crash and careen on the playing field. An enthusiastic crowd cheers. DOWN OFF THE EDGE OF THE FIELD a tailgate party using Cadillacs and Rolls Royces is in progress. Horses and riders thunder by a crowd of very well - dressed, successful - looking people - celebrities, execs, socialites, aficionados - most of whom ignore the game. They are there to see and be seen much more than to watch a polo match.

EXT. EQUESTRIAN CENTER - LATER AFTERNOON Vivian and Edward make their way towards the party. Edward is wearing his new tie. Vivian is looking very chic and beautiful in one of her new outfits. Not that it's helping - the place, the people, the wealth - everything here suddenly has her overwhelmed. She suddenly stops. VIVIAN You're really pushing it, bringing me here. EDWARD I think it's exciting. VIVIAN What id we run into someone I know? EDWARD I really doubt anyone here frequents Hollywood Boulevard. VIVIAN You did. A VOICE calls out. STUCKEY -LRB- O.S. -RRB- Edward! They turn. William Stuckey is with a group of people. He waves them over. STUCKEY -LRB- cont'd. -RRB- Come on! Over here! Edward takes Vivian's arm and leads her forward.

EXT. EQUESTRIAN CENTER - LATE AFTERNOON Stuckey grins and shakes Edward's hand. STUCKEY -LRB- looking at Vivian. -RRB- Well, well, well. Vivian dislikes this guy on sight. Dislikes the frosty looking woman at his side. EDWARD Bill, I'd like you to meet Vivian. STUCKEY -LRB- holding out a hand ; smiling. -RRB- Bill Stuckey, Vivian. My wife, Elizabeth. VIVIAN Hi. Elizabeth Stuckey stretches her thin lips in a cold smile. STUCKEY Lots of fun people here. Let me get you two some champagne. He moves quickly away. ELIZABETH STUCKEY Excuse me. She moves to greet someone else. Vivian and Edward survey the milling CROWD. VIVIAN -LRB- sarcastic. -RRB- Real genuine guy. EDWARD He's good at what he does. VIVIAN You could freeze ice on his wife's ass. She anything like your ex? EDWARD -LRB- a small smile. -RRB- Shall we mingle?

EXT. EQUESTRIAN CENTER - ON THE FIELD - LATE AFTERNOON A goal is scored. IN A SERIES OF CUTS Edward watches and guides her, Vivian sips champagne and meets and chats and wins over different PEOPLE.

EXT. EQUESTRIAN CENTER - ANOTHER ANGLE - LATE AFTERNOON A group of PEOPLE. WOMAN I simply love your dress, Vivian. VIVIAN This old thing? WOMAN Of course, a figure like yours can wear anything. You must work out constantly. VIVIAN I lead a very physical life. OLDER MAN Are you into running, Vivian? VIVIAN I'm into walking. I walk a lot.

EXT. EQUESTRIAN CENTER - ANOTHER ANGLE - LATE AFTERNOON In another group of PEOPLE. ANOTHER MAN You look awfully familiar, Vivian. Have n't we run into one another at the spa in La Costa? VIVIAN Well, I do often spa there.

EXT. EQUESTRIAN CENTER - ANOTHER ANGLE - LATE AFTERNOON Edward and Elizabeth Stuckey watch Vivian laugh and chat with a group of WOMEN. ELIZABETH STUCKEY Edward, she's marvelous. Warm and witty and down to earth. EDWARD -LRB- with pleasure. -RRB- She is, is n't she. ELIZABETH STUCKEY So unlike your usuals. Where on earth did you find her? Edward smiles enigmatically. Taking an hors d'oeuvres off a passing WAITERS's tray, he starts forward.

EXT. EQUESTRIAN CENTER - ANOTHER ANGLE - LATE AFTERNOON A WOMAN We're good together. He has to admit it. I've been just what he wants me to be. I say the right things, I know the right people, I give wonderful parties. No question, no arguments, no embarrassments. It works for both of us. That makes Vivian think. And then she smiles as she sees Edward approaching. Vivian moves to him. VIVIAN Edward, these women here, I do n't think any of'm like the guys they're with. They're just into it for the money. EDWARD I'm sure that's true for some of them. VIVIAN I thought I was the pro. These women make me feel like an amateur. EDWARD -LRB- a beat. -RRB- Ready to stomp sod?

EXT. EQUESTRIAN CENTER - ON THE FIELD - LATE AFTERNOON IN A SERIES OF SHOTS TO MUSIC The CROWD engages in sod stomping. They drink champagne. They make a dance out of it. They laugh. Shoes get stuck in the mud. It's ludicrous - these people in their suits and fancy clothes, replacing divots and stepping over the horse shit. In a corner of the field, grazing horses stare, seemingly in disbelief. Vivian is having a wonderful time. And then, as she moves towards the outside of the crowd she sees someone staring at her from over among some of the riders and grazing horses. David Kross smiles at Vivian. She hesitates. and then she crosses towards him.

EXT. EQUESTRIAN CENTER - ANOTHER ANGLE - LATE AFTERNOON DAVID KROSS Hi. VIVIAN Hi. I never thought stomping in grass could be so much fun. DAVID -LRB- laughs. -RRB- I like your hat. VIVIAN Huh? Oh. yeah. S'okay? -LRB- pleased ; a moment. -RRB- Uhm. how're. business things going. DAVID Let's not talk about it, it's too depressing. Come on, I'll show you Thunder. VIVIAN Please, we hardly know each other. DAVID Thunder's a horse. Come on.

EXT. EQUESTRIAN CENTER - ANOTHER ANGLE - LATE AFTERNOON They approach the sweating mount. David Kross caresses the horses muzzle. DAVID Hey, big guy, you getting tired, yet? I am. This is Vivian. -LRB- a beat ; and then :. -RRB- You two been together long? You and Edward? VIVIAN No. DAVID Hope to be? To Vivian's surprise, the question causes a pang inside. VIVIAN It's. it's not like that. DAVID I see. Well. Maybe that means you'd have lunch with me sometime then. Vivian is suddenly silent. She looks away. DAVID -LRB- cont'd. -RRB- I'm sorry, am I being too forward? VIVIAN You do n't know anything about me. DAVID I'd like to find out. You do n't know anything about me either. That's why people have lunch. But something holds Vivian back, a feeling.

EXT. EQUESTRIAN CENTER - IN THE CROWD - LATE AFTERNOON William Stuckey turns. stops. stares. He sees Vivian and David Kross standing together. He stares, his mind racing, and anxious, angry look on his face.

EXT. EQUESTRIAN CENTER - LATE AFTERNOON Stuckey has Edward off to the side. He is talking to him in a low, earnest voice. STUCKEY Fill me in on this. How'd you and Vivian meet? EDWARD We just did. STUCKEY -LRB- grinning. -RRB- Come on, you can tell me. I sure would like to know where a guy runs into a girl as attractive as this. EDWARD The night I left your house, I was lost. I was looking for directions. STUCKEY And you just happened to run into her. Great. What's she do? She work? EDWARD Yes. STUCKEY Doing what? EDWARD Vivian's in sales. STUCKEY Sales, really? That's great. What does she sell? Edward's eyes narrow. EDWARD Why do you want to know? STUCKEY Hear me out. I've known you a long time. I see a difference in you this week. Like that tie. I'm suddenly wondering if this girl's not the difference. Especially when I see her talking with David Kross.

EXT. EQUESTRIAN CENTER - ANGLE ON VIVIAN Vivian turns away from the bar, now holding two glasses of champagne. She scans the crowd for Edward.

EXT. EQUESTRIAN CENTER - ANGLE ON EDWARD AND STUCKEY EDWARD She met him at dinner last night. I like this tie. STUCKEY So now they're best friends? Edward, this girl appears out of nowhere and now I see her talking to a guy whose company we're trying to buy. It's too convenient. EDWARD You're being ridiculous. STUCKEY Industrial espionage is not ridiculous. Edward, how do you know she has n't attached herself to you so she can bring Kross back information? EDWARD Christ, Bill, she's not a spy, she's a hooker. I picked her up off Hollywood Boulevard.

EXT. EQUESTRIAN CENTER - ANGLE ON VIVIAN as she hear loud sudden LAUGHTER. She turns. She sees that it's Stuckey laughing. Smiling, Vivian starts towards them with two glasses of champagne.

EXT. EQUESTRIAN CENTER - ANGLE ON STUCKEY AND EDWARD STUCKEY I swear to God, you are the only millionaire I ever heard of who'd go looking for a goddam bargain streetwalker! Edward sees Vivian coming. EDWARD Let's drop it, shall we? Edward turns. He smiles gently as Vivian quietly approaches and hands him his glass of champagne. A group of BUSINESSMEN are standing a short distance away. One of them calls out : MAN Edward! May we have your opinion on something? EDWARD -LRB- to Vivian and Stuckey. -RRB- Excuse me a moment. He moves to join the group of men. Stuckey gives Vivian a broad smile. STUCKEY Having a good time, Vivian? VIVIAN Yeah. Thanks. STUCKEY All this must be quite a change from Hollywood Boulevard. Vivian looks as if she's been struck. VIVIAN What? STUCKEY It's okay. Edward told me. Your secret's safe with me. Stuckey runs his hand up her arm. STUCKEY -LRB- cont'd. -RRB- What do you charge, Vivian? Maybe you and I could get together after Edward leaves. VIVIAN -LRB- forcing a bitter smile. -RRB- Yeah. Sure. Why not. Call me at the Regent Beverly Wilshire. STUCKEY I just might do that. He moves away. Vivian turns. Edward looks up from his conversation, sees her looking at him. He smiles, raises his glass in a small toast. A moment. Vivian toasts him back.

INT. PENTHOUSE - NIGHT They enter. Edward switches on a light. Vivian comes down the steps into the room. Edward follows after her. EDWARD You're awfully quiet. You have n't said a word since the party. As Edward touches her shoulder, Vivian suddenly spins and explodes with anger. VIVIAN You asshole! I ca n't believe what a -! EDWARD Vivian, what the - Tears well in Vivian's eyes as she yells at him. VIVIAN Clean the slut up, take her out, huh?! What are you trying to prove!? I'm not a piece of meat for you to offer to your friends! EDWARD I do n't know what you're talking about. VIVIAN I've been with stinking old men who've made me want to puke but I've never had anyone make me feel as dirty as you did tonight. EDWARD Would you please calm down. Tell me what happened. VIVIAN Stuckey! He wants an `` appointment'' with me after you leave. You my pimp now or did he think that up on his own? Edward looks guiltily away. EDWARD What was I supposed to do? -LRB- a beat. -RRB- I told the truth. Why should the truth upset you? It's not as if you're from a convent. VIVIAN I want my fucking money. I'm getting out of here. I do n't want anything more to do with you. EDWARD Can we talk about this? Can you just try to calm down? VIVIAN Your goddamned friend, he thinks the only reason I'm with you is for the money. A tear falls from Vivian's eyes. VIVIAN -LRB- defiantly. -RRB- Well, it's true. Just pay me what you owe me and I'm gone. EDWARD Vivian. VIVIAN Pay me! Before I pick up this chair and smash your face in. EDWARD Fine. I'm only here a couple of more days and I'm not going to spend them fighting with you. VIVIAN Fuck off. EDWARD I'll call you a cab. If you want the clothes, pack them up. Vivian stands quietly for a moment. And then she turns and walks into the bedroom.

INT. PENTHOUSE BEDROOM - NIGHT Vivian starts roughly picking up her clothes in the dim light of the bedroom. As she does she starts crying. With each item of clothing the tears come down harder. Edward appears at the doorway. His face is genuinely concerned. EDWARD Vivian. I'm sorry. I was n't prepared for questions about us. It was an idiotic and insensitive thing I did. I should have known that it would hurt you. VIVIAN I'm not hurt. It does n't hurt you when somebody pisses on you, it just pissed you off. EDWARD I really am sorry. Vivian lets the clothes fall from her arms. Sobbing, she stands limply. VIVIAN You hurt me. Edward goes to her and wraps his arms around her shoulders. She touches his hand. He sits on the bed. He pulls her to him and wraps his arms around her, holds her tight. EDWARD I'll make it up to you.

INT. BROKERAGE HOUSE - DAY Edward, carrying a briefcase, moves jauntily down a long hallway. Stuckey trails after him. STUCKEY This is no time to disappear. We're in too far. EDWARD Bill? Stop panicking. Kross is n't going anywhere and I do n't need to spend the rest of the day watching his stock go down. I'll be in the office tomorrow. STUCKEY Promise me you'll read those contracts by then. EDWARD Goodbye, Bill. Stuckey stops. He calls after Edward. STUCKEY Shit. By tomorrow, Edward! Edward hurries on.

EXT. REGENT BEVERLY WILSHIRE - DAY Edward exits out of his limo and walks to the front doors.

INT. HOTEL LOBBY - DAY Edward smiles, moving jauntily to the elevators. Mr. Thomas at the front desk notices Edward's happy mood. MR. THOMAS Good afternoon, Mr. Harris. EDWARD Afternoon. Edward's attention is taken by the glittering jewelry display in the hotel jewelry store window. He detours from the elevators and moves to the window for a closer look. He thinks a moment and enters the jewelry store.

INT. PENTHOUSE - AFTERNOON Vivian comes out of the bedroom into the living room wearing an elegant red sequined evening dress. She looks incredibly beautiful. She sees the phone. A thought occurs to her and going to it, she picks it up. Waits. VIVIAN C'mon, Kit. No answer. She hears someone at the door. She hangs up. Edward enters. He is carrying a small case. He stops at the sight of Vivian. VIVIAN Do I look okay? EDWARD -LRB- a small smile. -RRB- Hmm. let's see. no, there's something missing. He holds up the small case. VIVIAN What's that? EDWARD I do n't want you to get too excited. these are on loan. however. Vivian's jaw drops. Edward is holding a diamond and ruby necklace in his hands, holds it as if it might melt if he breathed too hard. Edward behind Vivian, fastens the necklace around her neck. EDWARD This is made for a princess. I think she'd approve of you wearing it tonight. There. Come look. He leads her to a mirror. She stares at her reflection. VIVIAN Edward, I ca n't. EDWARD Shush. Of course you can. VIVIAN What if I lose it? EDWARD You wo n't. VIVIAN What if someone tries to steal it? EDWARD I'll guard them and you with my life. EDT. BURBANK AIRPORT - DAY A limo pulls onto the tarmac at Burbank Airport. A PILOT in a leather jacket and sunglasses hurries forward to open the limo door. Edward - now wearing evening clothes - and Vivian climbs out of the limo. PILOT Your plane is ready to go, Mr. Harris. EDWARD Very good. VIVIAN Plane? Taking her arm, Edward leads her across the tarmac. EDWARD You do n't want to go all the way to San Francisco in a limousine, do you? I do n't. VIVIAN Where are you taking me!? EDWARD To meet some friends. Rudolpho, a poet. Benoit, a landlord. Mimi, a flower maker. VIVIAN Huh? EDWARD The opera. Up ahead is a waiting private jet, its engines already HUMMING. She is speechless. Edward grins, loving the look on her face.

EXT. BURBANK AIRPORT - DAY The corporate jet takes off down the landing strip.

INT. CORPORATE JET - DAY Edward and Vivian are alone in the passenger lounge of the jet. Vivian ca n't believe the cabin. It is a comfortable room featuring a long couch that curves across two walls, built in bar, television and stereo. Edward is once again, going over papers. VIVIAN I've never been on a plane before. EDWARD I'm glad you like it. Now be quiet, I've really got to read these. Vivian fluffs her hair up. She makes a happy, excited growling sound - Rrrrr! A wicked gleam comes to her eye. She walks over to Edward and stands in front of him. He looks up. She parts the thigh high slit in her gown to expose silken quarters. She begins to unfasten the garters one at a time. EDWARD Vivian, what do you think you're doing? Edward watches silk stockings slide down Vivian's lovely legs. VIVIAN Being quiet. She reaches out and gently caresses Edward's face. Edward sets down his papers.

EXT. SAN FRANCISCO - SUNSET The setting sun casts an incredibly glow over the city and the coast. VIVIAN -LRB- O.S. -RRB- You ever been in love with anyone?

INT. CORPORATE JET - SUNSET Vivian is at the window, looking out. She carefully puts her earrings back on. She stares, mesmerized by the skyline, the golden gate bridge in the distance. She turns. Edward is buttoning his shirt. He is silent. VIVIAN Sorry. You're not paying me to ask you question like that. EDWARD Vivian. I'm paying you to be you. Be you. -LRB- a beat. -RRB- Have you? Ever been in love with anyone? VIVIAN You mean, besides Elvis? -LRB- turning back to the window. -RRB- I'm a human being. Sure. Once. First time I ever ran away from home, I got as far as Atlanta. I met this boy. He'd been with his parents on their way to Chicago. They stopped at a gas station. He went to the john. When he came back they'd split. We sorta started looking out for each other. Aw, he was sweet. And boy, was he good looking, y' know, dark hair and eyes. The chicken hawks were on him all the time. He hated that. Sometimes we'd find a safe place to crash nights and we'd curl up together and we'd talk about all these crazy things. The two of us getting married someday. Having kids. Stupid stuff. EDWARD What happened to him? A moment. Vivian shrugs. VIVIAN My father found me. Dragged me home. I do n't know why, he never seemed to like me much when I was there. -LRB- a bitter smile. -RRB- ` Cept when he was drunk, then he liked me a whole lot. -LRB- a moment. -RRB- I made it back to Atlanta a year later. Andy was gone. Silence. Vivian stares out the window. VIVIAN Aw, but things sure look fine when you're sitting way up high. Edward moves close to Vivian and putting an arm around her shoulders, stares with her out at the view. Vivian rests her head against him.

EXT. SAN FRANCISCO OPERA HOUSE - NIGHT An airport limo pulls to a stop in front of the San Francisco Opera House. The DRIVER walks around back and opens the passenger door. Edward emerges and helps Vivian out.

INT. S.F. OPERA HOUSE LOBBY - NIGHT Edward puts his hand on Vivian's elbow as they walk through the elegant lobby. EDWARD Some people say that opera is an acquired taste, but I do n't believe it. You can always tell when someone goes to the opera for the first time. They either love it or hate it. Those who love it will always love it ; those who hate it might come to appreciate it, but they'll never truly love it. Vivian is wide eyed as they walk past a beautifully lit fountain with several graceful statues in its center. Everywhere she looks she sees elegantly dressed WOMEN and prosperous looking MEN. It makes her nervous. Without realizing it, she raises a protective hand up to her necklace. She looks as if she suspects someone is going to step up and steal it. EDWARD Viv? I really doubt if anyone here is going to try and grab it. Vivian reluctantly lowers her hands.

INT. S.F. OPERA HOUSE LOBBY - ANOTHER ANGLE - NIGHT A crowd of PEOPLE mill around the lobby, heading toward their seats. Vivian is aware of the looks she draws as she passes - curious, even envious looks from the WOMEN, appreciative glances from the MEN. Her hands again rises nervously to her necklace. EDWARD They all think you look very beautiful, Vivian. Vivian gives him a grateful look. Relaxing, she lowers her hand from the necklace. With a flourish, he offers his arm. She takes it. They start forward.

INT. S.F. OPERA HOUSE BOX - NIGHT Edward and Vivian take their seats in a box high above the stage. VIVIAN If it's in Italian, how will I know what they're saying? EDWARD I'll whisper some of the main parts of the story to you. But you'll be surprised how much you understand. The music conveys the story more powerfully than any words. VIVIAN But do n't they have it in English? EDWARD Vivian, do n't be afraid of what you do n't know. That's the fun of it. The lights dim. VIVIAN -LRB- resigned. -RRB- Okay. Even if I hate it, I'm glad you brought me. The orchestra begins to play. Vivian's eyes focus intensely on the stage, as if a new world is about to be revealed to her.

INT. S.F. OPERA HOUSE STATE - NIGHT IN A MONTAGE OF IMAGES AND MUSIC - LA BOHEME is performed. The lights from the stage dance across Vivian's face. Edward leans over to translate the tenor's aria. EDWARD What am I? I am a poet. Not a man of wealth but one rich in dreams. You have come to replace my vanished dreams. I dwell now only in your eyes. The MUSIC ebbs and swells. The sets and costumes change. The story continues. Edward again leans close to Vivian. EDWARD And now she asks Rudolpho if he still thinks her beautiful - Vivian raises a hand and gently covers Edward's mouth. Her eyes are fixed on the stage. She does n't need his help. The emotions building inside Vivian swell as the music is reaching its tragic climax. Her lips tremble. Her eyes fill with tears. Edward glances at her. He studies her a long moment, watching the emotions play unashamedly across her face. Strangely moved, he takes Vivian's hand. As the opera ends, they are both swept away by it.

INT. S.F. OPERA HOUSE BOX - NIGHT As the lights come up, Vivian wipes off her tear - ruined mascara. She sighs, happy. The WOMEN in the next box smile at her. OLDER WOMAN Did you enjoy the opera, dear? VIVIAN -LRB- tearfully. -RRB- It was so beautiful I just about pissed my pants. Edward smiles at the now shocked looking Older Woman and he and the still misty Vivian exit.

INT. CORPORATE JET - NIGHT - LATER Edward and Vivian sit side by side. EDWARD If you'd gone on about how much you liked it, I'm not sure I'd have believed you. VIVIAN I more than liked it. EDWARD I know. I'm glad. VIVIAN Did you? EDWARD Yes. I've never enjoyed it more. Thank you. Vivian looks at him a moment. And then, leaning slowly forward she kisses him gently on the mouth. He looks at her surprise. He puts his arms around her and kisses her back. It is the first time they've kissed and they make it very special.

EXT. CORPORATE JET - NIGHT The plane flies in the night. Back to L.A.

INT. REGENT BEVERLY WILSHIRE PENTHOUSE BEDROOM - NIGHT IN A SERIES OF CROSS FADES Edward and Vivian make love. Equally giving, equally taking. No masks, no shields.

INT. PENTHOUSE BEDROOM - NIGHT - LATER In the darkened bedroom, Edward and Vivian lie together. Edward cradles Vivian. Her back rests against his chest. His arm is over her body. She takes Edward's hand in her hands and carefully examines it ; marveling at the fingers, the tiny hairs on the back. She gently kisses the palm. VIVIAN Love you. She clutches Edward's hand tightly to her breast. She closes her eyes, ready to sleep now.

INT. PENTHOUSE BEDROOM - ANGLE ON EDWARD - NIGHT His eyes open. Vivian's whispered endearment has filled with him with sudden confusion and uncertainty. He stares into the dark, wondering what to do with the woman in his arms.

INT. PENTHOUSE - OUTDOOR PATIO - MORNING The phone rings. Edward immediately reaches out and picks it up. He is dressed in a robe. Breakfast is on the umbrella'd table in front of him. EDWARD Yes?

INT.  STUCKEY'S HOME - LIBRARY- MORNING - INTERCUT Stuckey, not even dressed yet, paces around his desk. STUCKEY Did I wake you? EDWARD I'm up. STUCKEY I had to call. I jus got off the phone with James Kross. Get this. He wants to see you. Today. EDWARD Why? STUCKEY He would n't say. Edward. I think we got him. His nuts are on the block and we got him. -LRB- silence. -RRB- You there? EDWARD Give me twenty minutes. STUCKEY We'll be there. Listen, if he's really caving in, we'll go from there down to the office. I want him to commit his stock to us this morning. Edward hangs up. His mind seems on other things. He rises.

INT. PENTHOUSE BEDROOM - MORNING Vivian is still asleep. She is face down on the bed, the sheets just covering her to her waist. Edward stares down at her. He gently reaches out and runs a finger down the soft line of her spine. Vivian murmurs contentedly. VIVIAN Mmm. -LRB- opening her eyes ; looking at him. -RRB- Hi. Edward smiles at her softly. And then : EDWARD Better get dressed. We're having guests.

INT. PENTHOUSE BEDROOM - DAY Vivian is wearing her yellow dress. She stares at herself in the bedroom mirror. Her hair. her make - up. she realizes how different she is now, realizes that she likes it. Edward comes out of the bathroom. He crosses to the closet for a tie. VIVIAN Here. Let me. She comes over, starts to tie his tie for him. He is very aware of the closeness of her. She smiles at him. He smiles ; puts his hand on her stopping her for a moment. Looking up, she sees that he is serious now ; no more jokes. He releases her hand. EDWARD -LRB- quietly. -RRB- One more night and you're finally rid of me. VIVIAN Yeah, you've been pretty tough to take. EDWARD I have to go to New York tomorrow. Vivian says nothing. EDWARD -LRB- cont'd. -RRB- But I'll be back in Los Angeles. Soon. I'd like to see you again. I thought we could work out something. An arrangement. Vivian is silent. EDWARD -LRB- cont'd. -RRB- I'll get you an apartment, buy you a car - Vivian sighs, letting something go inside. Finished with his tie, she turns away. EDWARD -LRB- cont'd. -RRB- What is it? VIVIAN -LRB- not unkindly. -RRB- What else? You gon na leave some cash by the bed when you pass through town? EDWARD It would n't be like that. I want to get you off the street. You'll have a different kind of life. What's wrong with that? VIVIAN I'm sorry. That's very sweet, Edward, and I know you mean it. She is silent. EDWARD Vivian, I've thought about this a lot. This is the best solution. VIVIAN -LRB- shakes her head `` no,'' then continues tying his tie. -RRB- When I was a little girl, my mother locked me in the attic when I was bad, which was pretty often. I'd stare out the window up there and make believe I was a princess trapped in the tower by the wicked queen. Then suddenly a knight on a white horse with his bright colors flying would ride up. Rescue me from the tower, and then we'd ride off. but never, ever in all the times I had that dream did the knight say, `` Come on baby, I'll put you up in a great condo.'' She finished his tie. EDWARD Vivian, life's not a fairy tale. VIVIAN -LRB- softly ; to herself. -RRB- I know. -LRB- a beat. -RRB- Hey, do n't mind me. I'm being stupid. I'll think about it, okay? It's a real good offer for a whore. EDWARD I've never treated you like a whore. VIVIAN -LRB- not mean. -RRB- You just did. The doorbell suddenly rings in the living room.

INT. PENTHOUSE LIVING ROOM - DAY Edward enters the living room. Vivian slowly enters behind him. Edward opens the front door. Mr. Kross slowly enters. He looks very old and tired ; so much so that Edward has to mask his surprise. KROSS Mr. Harris. EDWARD How are you, Mr. Kross. KROSS Not bad for a man who has n't slept in four nights. I'll get used to it. An angry, reluctant looking David Kross is behind his father. Stuckey brings up the rear. Edward and David give one another perfunctory nod. Stuckey smugly winks at Edward. Edward closes the door and leads them all down the stairs. Vivian is very troubled at Kross's appearance. He gently nods at Vivian. KROSS Young lady. VIVIAN Hello. -LRB- to David. -RRB- Hi. DAVID Hello, Vivian. STUCKEY Let's not waste time here, shall we? Mr. Kross, you said this morning, you wished to speak with Mr. Harris. Mr. Harris is now listening. Kross has to fight down his humiliation at Stuckey's tone. He turns to Edward. KROSS Yes. I'm here to tell you that I've reconsidered my position on your acquisition offer. EDWARD Expected. offer. KROSS Of course, yes. After the expected filing period is over, I'm going to recommend to the board that we accept your bid. EDWARD -LRB- a moment. -RRB- You're making the right decision, sir. Stuckey glances triumphantly at Edward. He is surprised to see that there does n't seem to be any victory in Edward's face. Edward is silent. Kross interprets his silence as second thoughts. KROSS I'll see you on one condition. I'm not so concerned for me but the people who have worked for me. Vivian is disturbed watching this tired looking man. STUCKEY -LRB- quickly. -RRB- They'll be taken care of. Wo n't they, Edward? Kross ignores Stuckey. He looks to Edward. Edward slowly nods. KROSS I'll sign anything you want then. STUCKEY Today. Kross nods tiredly. His voice is very soft. KROSS Today. Vivian abruptly turns and disappears into the bedroom, obviously upset. The men all watch her go. Edward hesitates. He turns to Kross : EDWARD Excuse me, please? He heads to the bedroom.

INT. PENTHOUSE BEDROOM - DAY Vivian is sitting on the bed, on the phone. VIVIAN Hello. Is Kit DeLuca there? When she comes in will you have her call Vivian Wells at 560 - 30000. Yes. Okay. She hangs up as Edward comes in. VIVIAN What did you do to him? EDWARD What do you mean? VIVIAN Last time I saw him he was this strong guy. Now he's beaten. And you liked him. EDWARD Vivian, I want you to listen to me. The man realized that it would be better for his future and his son's future, if he cooperated. VIVIAN Right. EDWARD It's not your concern. It's. business, that's all. VIVIAN Business. EDWARD Yes. The man made a business decision. VIVIAN It's all just business to you. Him. Me. Your life. Everything's business. EDWARD It's what I do for a living. It's how I make money. Silence. EDWARD I'll be back in a few hours. We'll talk about this later.

INT. PENTHOUSE LIVING ROOM - DAY Edward enters the living room. The men look at him expectantly. EDWARD We'll continue this down at the office. He heads for the door.

EXT. PENTHOUSE PATIO - DAY Vivian stands at the railing, unhappily looking out at the city beyond. The phone RINGS. She turns and hurries inside.

INT. PENTHOUSE LIVING ROOM - DAY Vivian answers the phone. VIVIAN Lo?

INT. HOTEL LOBBY - DAY - INTERCUT Mr. Thomas is standing behind the front desk, a rather strained expression on his face. MR. THOMAS Barnard Thomas here. Miss Vivian, I wonder if you might come down to the front desk. There's someone here to see you. VIVIAN Me? MR. THOMAS I'd send them up, but sadly, I do n't trust the young lady to find you on her own. A hand reaches out and wrenches the phone away from Mr. Thomas. Kit, heavy make - up, skimpy outfit, chewing gum, cigarette and all, keeps her voice just below a bellow. KIT Viv? Where are you, babe? -LRB- glaring at Mr. Thomas. -RRB- The sphincter - police wo n't let me through.

INT. HOTEL LOUNGE - DAY Kit finishes slurping on a big, frosty ice cream soda. She smacks her lips like a happy, little girl. Vivian is n't having anything. VIVIAN Yes, I'm glad you're clean but I've been calling and calling. KIT Was that you? VIVIAN Who did you think? KIT Carlos. I still owe him two hundred bucks. VIVIAN Kit, I left that money for you days ago. KIT Yeah. I just got it. An OLDER COUPLE walk past the table. They stare at Kit. KIT Fifty bucks, grampa. For seventy - five, the wife can watch. Horrified, the elderly couple hurry away. VIVIAN Kit. KIT Everybody keeps starin' at me. VIVIAN Yeah. I know what you mean. KIT What do you know? You look good. All dressed up. -LRB- meaning it. -RRB- You clean up real nice. -LRB- giggling. -RRB- You sure do n't fit in down on the Boulevard, lookin' like you do. Not that you ever did anyway. VIVIAN You think I fit here where they just about chew your food for you? KIT Where do you fit? Vivian is silent, then. VIVIAN -LRB- suddenly. -RRB- I kissed him, Kit. On the mouth. KIT Honey, you're not supposed to do that. VIVIAN I know. I stopped pretending and started liking it with him for real. KIT Oh, my god, you mean it was good? VIVIAN -LRB- miserably. -RRB- It was great. KIT Dummy. VIVIAN He wants to set me up in a place, give me some money. KIT I pray for that. VIVIAN -LRB- nods. -RRB- All I'm doing is feeling lousy about it. I do n't know what to do. What do I do, Kit? KIT Go for the bucks. VIVIAN I do n't care about bucks. -LRB- a beat. -RRB- I might love this guy. KIT Wow, are you in deep shit. -LRB- a sigh. -RRB- You know he'll break your heart. Vivian is silent again. KIT -LRB- cont'd. -RRB- I blame myself here. First time I laid eyes on ya', I knew you were too complicated to be a whore. Vivian nods. Her face is filled with confusion.

INT. BROKERAGE HOUSE - CONFERENCE ROOM - DAY Edward stands at the window looking out. There is something about his somber demeanor that both reflects the look we've just seen on Vivian and suggests the way we saw him at the top of the story. Jake enters, a pile of papers under his arm. He begins laying them out on the conference table. JAKE Congratulations, sir. EDWARD What? JAKE Mr. Kross is just getting off the phone with his stock broker. It's finished. You've won. Edward says nothing. JAKE Who are you going after next, sir? EDWARD Who indeed. He turns as Stuckey, James and David Kross, and Vance enter the room. They surround a conference table. Kross sits, the papers laid out in front of him. Stuckey hands Kross a pen. A SECRETARY lays out finger food. They wait for her to leave before they speak. STUCKEY If we can get these letters of intent out of the way now. Mr. Harris and I would like to ask you some questions about your company. DAVID Dad, excuse me, but that's inappropriate. You're under no obligation to answer any questions at all. KROSS Could we at least wait till after the filing period? Stuckey glances to Edward for help. Edward is silent ; indeed it's as if something is twisting inside of him. Stuckey plunges ahead. STUCKEY Mr. Harris is preparing a bid based on our speculation of the corporation's net worth. The price he ultimately pays for your father's stock will be based on that bid. The more we know, the higher our bid can be. KROSS It's in my best interest to cooperate, David. DAVID If he throws himself on your sword, you promise to take care of him and his family, huh? David stares at him. STUCKEY That's unfair! DAVID You bed it is. -LRB- to Edward. -RRB- You're everything he said you were. -LRB- to his father. -RRB- Do what you have to do, Dad. Just do n't expect me to watch it. He exits. A moment. Kross looks at Edward with a resigned smile. KROSS He's young. He has n't learned how to lose gracefully yet. I'll sign your papers. And I'll answer your questions. Whatever you want. He sighs. He picks up the pen. He's about to sign. EDWARD Stop. For just a moment. -LRB- a moment. -RRB- Mr. Kross, I'd like to ask you a few questions before you sign. You realize that you're a target. If you were n't mine, you'd be someone elses, correct? KROSS Yes. EDWARD If you had a. reprieve, what would do? STUCKEY -LRB- quickly. -RRB- I do n't think there's any sense in - EDWARD Let him answer. KROSS I. I would take advantage of it. EDWARD How? Kross looks uncertain. He gropes for an answer. KROSS I. I do n't know. There. there was n't time. EDWARD I suppose you'd find out soon enough that you have assets you presently do n't seem aware of, would n't you? The waste processing licenses at that abandoned shipyard of yours, you'd certainly find out about that. Surprise suddenly flares in Stuckey's eyes. STUCKEY Oh, my god. Edward, no! EDWARD I suppose you'd use them as collateral on new loans, would n't you? STUCKEY Have you lost your mind? KROSS -LRB- to Stuckey. -RRB- Quiet. -LRB- to Edward. -RRB- Would I get the loans? EDWARD This time I imagine you would, yes. -LRB- as if thinking about it. -RRB- Hmm. -LRB- a moment. -RRB- With all this in mind, Mr. Kross, I ca n't logically make a formal bid on your company, can I? KROSS -LRB- a small smile. -RRB- You'd be initiating a financial battle you'd ultimately lose, Mr. Harris. EDWARD You're very right. I think the best thing we could all do is go home. STUCKEY What!? EDWARD Have a good day, gentlemen. He exits from the room. Stuckey follows.

INT. BROKERAGE HOUSE - DAY Edward is walking down the hall. Stuckey comes out of the office and calls after him. STUCKEY -LRB- calls. -RRB- Edward, what happened? What kind of move was that? Edward silently goes into the elevators. The doors close. STUCKEY -LRB- yells. -RRB- Dammit Edward, speak to me. Stuckey heads back to the conference room.

EXT. OFFICE BUILDING - LATE AFTERNOON Edward comes out of the building. His Chauffeur leaps to open the limo door. EDWARD No. take the car back to the hotel. I need to walk. He sets off across Century Park East.

INT. PENTHOUSE - EVENING Vivian is in the living room, pacing, edgy, the doorbell rings. She turns. It rings again. She opens it. Stuckey is standing outside with a small briefcase. He looks agitated. He tries to hide it. STUCKEY Well, well. Hello again. I'm looking for Edward. Vivian just stares at him. VIVIAN Edward's not back. I thought he was with you. Stuckey walks past her and down the steps into the living room. STUCKEY No, I'll just have to wait then, wo n't I? There is a bar set up. Stuckey sets his briefcase down. He crosses to the bar. STUCKEY -LRB- cont'd. -RRB- Mind if I have a drink? VIVIAN No. He pours liquor in a glass. He fires it down. It seems to calm him a bit. STUCKEY Do you want to know what he did? Do you want to know what the crazy son of a bitch did? He handed the whole thing back to Kross! On a silver platter. For no reason! What was he thinking, I mean, what was going through his goddam head? Why? -LRB- pours another drink. -RRB- What was all that benevolent crap? What are we going to become, a philanthropic foundation? I'll probably be the director of several worthwhile charities. VIVIAN I think it's great. Stuckey glares at Vivian. STUCKEY I bet. A lousy whore and you're the gum in a hundred million dollar deal. VIVIAN -LRB- mocking. -RRB- Aw, come on, Bill. It's just business. He looks at her a moment. STUCKEY But what do I know, maybe you're worth it. Come on, show me. Let's see your act. He grabs her wrist. VIVIAN Get out! STUCKEY Do n't worry. I'll pay for it. What a you charge? Huh? Twenty, thirty, fifty bucks, maybe? Are you a fifty dollar whore? He tries to kiss her and pulls her down on the couch on top of him. VIVIAN Are you crazy? She bites his hand. Stuckey slaps her. Vivian starts flailing back. But Stuckey is too strong. Vivian staggers back at the force of another slap. Stuckey slams her up against a wall and starts rubbing up against her. STUCKEY You got a mean streak in you, do n't you. He tries to kiss her again. STUCKEY -LRB- cont'd. -RRB- Is that what he likes about you? Huh? Answer me! And suddenly a HAND lands on Stuckey's shoulder. Stuckey turns his head, startled.

INT. PENTHOUSE - REVERSE ANGLE - STUCKEY'S P.O.V. Edward, murder in his eyes, belts Stuckey across the room.

INT. PENTHOUSE - NIGHT - BACK TO SCENE Stuckey falls on the ground. Edward rushes forward, berserk with rage, to hit Stuckey again. His fist hits the top of Stuckey's head, hurting Edward's hand more than Stuckey's skull. Vivian rushes out of room to bathroom. Again Stuckey tries to rise. Edward kicks him in the butt, sends him headfirst into the bar. Glasses and bottles CRASH to the floor. Stuckey again tries to rise. And collapses. Edward rubs his fist. They're not used to this violence and both stare at each other panting. STUCKEY You broke my nose. EDWARD I think I broke my hand. -LRB- a beat. -RRB- You're fired. STUCKEY Edward, we've been together ten years. EDWARD And I do n't like what we've become. I'll cover any losses you have on this one. Now get out, you asshole! STUCKEY All this because of that whore! EDWARD Yes. Edward pushes Stuckey out the door and throws his briefcase after him. STUCKEY Edward, think about what you're - Edward slams the door in his face. Edward stands there, reflecting on what he's done. EDWARD -LRB- to himself, almost proud. -RRB- Well, I did n't plan that!

INT. PENTHOUSE BEDROOM - NIGHT - LATER Edward holds an icepack to Vivian's cheek. VIVIAN Why do guys always know how to hit a woman? Right across the cheek, wham, so it feels like your eye is gon na explode. What do they do, take you all aside in high school and show you how? It pisses me off! EDWARD Not all men hit. And no one is going to hit you anymore. VIVIAN Right. -LRB- softening. -RRB- You're quite the Sir Galahad today, are n't ya'? -LRB- a beat. -RRB- I heard what you did with Kross. EDWARD It was a business decision. Vivian looks at him. EDWARD I got tired of hating my father. VIVIAN -LRB- a small smile. -RRB- It was good. EDWARD It felt good. Edward looks on the bed at her suitcases. EDWARD You're packing. VIVIAN -LRB- nods. -RRB- I'm leaving. -LRB- a moment. -RRB- Do n't ya see? If I stay with you like you want me to, there'll always be some guy, your friends eve, treatin' me like that. thinkin' they're allowed to. What are you gon na do, fight'm all? No. I'll take my money now, please. A moment. Edward reaches for his wallet. He counts out bills. He places them in Vivian's suitcase. He puts his arms around Vivian. VIVIAN Aw, do n't. no. EDWARD Stay with me tonight. Not because you're being paid to. Stay with me because you want to. VIVIAN I do. I do want to. That's why I'm leaving. -LRB- turning to him. -RRB- That's what you given me, see? I know what I want now. I want a guy like you for real. Not because you buy me things and give me money. The nicest thing you ever done for me is hold my hand. You gon na give me that? Edward is silent. VIVIAN I did n't think so. EDWARD Vivian. VIVIAN It's not your fault. You're right. Kit's right. -LRB- looks him right in the eye. -RRB- But I want the fairy tale.

INT. HOTEL LOBBY - EVENING Vivian comes out of the elevators. A BELLMAN sees her and springs forward, reaching for her bags. BELLMAN Let me take those, miss. VIVIAN Thanks. Vivian sees Mr. Thomas behind the front desk. VIVIAN I'll be out front in a minute. I got a cab comin'. The bellman moves away. Vivian walks to the front desk. VIVIAN Hi, Barney! MR. THOMAS -LRB- looking up. -RRB- Miss Vivian. VIVIAN Look I just wanted to say goodbye. MR. THOMAS Mr. Harris does n't check out until tomorrow. VIVIAN Yeah, well, I check out today. MR. THOMAS You're not accompanying him to New York? VIVIAN -LRB- lightly. -RRB- Come on, Barney, you and me live in the real world. -LRB- a beat. -RRB- You do n't know how to treat a girl like anything but a lady, Mr. Thomas. MR. THOMAS Certain ladies make that very easy. Vivian. -LRB- turning to the desk clerk. -RRB- John, call a limousine for our guest, please. Have it take her anywhere she wishes to go. Bill the hotel. -LRB- turning back to Vivian. -RRB- See you again sometime soon. Vivian smiles softly at him. She turns and walks for the door.

EXT. HOLLYWOOD BLVD. - DAY A long silver limo drives down Hollywood Blvd..

INT. LIMO - DAY The LIMO DRIVER pushes the button that rolls down the screen between back and front seats. DRIVER You're sure this is the right street, ma'am? VIVIAN Yes. 1312. It's a big apartment building.

EXT. VIVIAN'S APARTMENT BUILDING - DAY The limo pulls to a stop in front of a rundown apartment building on a dirty Hollywood side street. The Limo Driver, a large Latino man, steps out of the car and walks around to the passenger door. As he does, he surveys the surroundings uncomfortably. Ths is rough neighborhood. He opens the door. Vivian steps out. LIMO DRIVER Maybe I should go with you. This does n't look like a good place for a lady to be alone. Several PEOPLE pass. All of them stare at the car, at the driver, at Vivian in her lovely clothes. VIVIAN I'll be okay. I'm home. Thank you. The driver, confused, watches her hurry up the steps to the apartment building. He drives off.

INT. APARTMENT LOBBY - DAY Vivian walks toward her apartment. The Landlord is sitting at the front desk in a dirty undershirt. LANDLORD Hey, we announce guests here. You a relative of somebody? Vivian lowers her sunglasses. LANDLORD -LRB- cont'd. -RRB- Viv - is that you? VIVIAN Yeah, it's me. She keeps walking. LANDLORD You lookin' good, Viv'. Nice threads. I got ta find time to shop.

INT. PENTHOUSE - DAY Edward stands at the penthouse window, looking out. He is dressed now, ready for travel. There is something about his expression, his somber demeanor that suggests the way we saw him at the very top of the story. A BELLMAN enters from the bedroom, rolling a luggage loaded dolly along in front of him. BELLMAN Is that everything, sir? EDWARD -LRB- turning from the window. -RRB- That's everything. The Bellman exits, closing the door behind him. The phone rings. Edward crosses to it, picks it up. The Maid comes in, looks around. MAID The lady, she go? EDWARD Yes. She go.

INT. HOTEL LOBBY - DAY Edward with the Bellhop heads to the front door. He's leaving. BELLHOP Do you have a car taking you to the airport, sir? EDWARD Yes.

INT.  VIVIAN'S APARTMENT - BEDROOM - DAY Vivian, looking fresh scrubbed without make - up, is wearing clean jeans, a nice looking shirt and a suit jacket. Her bureau's are open. She is packing. Kit is watching. She takes the photo of her and Kit dressed up hot in hooker clothes and packs it. KIT So whatta' you going to do in San Francisco? VIVIAN Get a job and probably go back to school. Figure out what I'm gon na be. KIT What kind of school? VIVIAN School, school. Regular. I used to get pretty good grades in school, you know. KIT So did I. I made it with the principal. -LRB- recites. -RRB- Study hard And get a `` B.'' Lift your dress and an `` A'' you'll see. They both laugh but too hard. VIVIAN Want a pair of boots? KIT Do I!? Momma! Taking them, she sits on the bed and puts them on. VIVIAN You sure you wo n't come with me? KIT And leave all this? Not in a million. They laugh together. KIT -LRB- cont'd. -RRB- What time's your bus? VIVIAN Couple a hours. KIT Yeah. Well. I got ta split. Goodbye's make me crazy. VIVIAN Cool your jets a second. -LRB- going to her purse. -RRB- Here's some money. KIT No. You took care of rent, that's enough. VIVIAN I want to. For food, got it? Eat something before the wind blows you away. KIT I'm gon na pay you back next time I see ya, babe. Just wait, I'm gon na do something real nice for you some day. They hug. KIT -LRB- cont'd. -RRB- Shit, I'm gettin' all weepy now. Kit begins backing out of the room. KIT -LRB- cont'd. -RRB- Take care of you, okay? Take care of you. Love ya. Kit turns and hurries out of the apartment.

EXT. HOLLYWOOD BOULEVARD - DAY Kit enters the falafel stand on Hollywood Boulevard.

INT. FALAFEL STAND - DAY Kit enters, sits at the counter. KIT Coffee, Chan. And maybe a grilled cheese on white, okay? A very young GIRL is sitting just down the counter from Kit. Kit nods at her. KIT Hey, how you doin'. You new, huh? GIRL Yeah. Got a cigarette? KIT Sure. She passes the girl down the pack. She strikes a match, lights her cigarette for her. The girl inhales deep, lets it out with a sigh. She looks towards the window. GIRL Jeez, did the wacko in the suit. Kit turns to look. KIT'S P.O.V. - HOLLYWOOD BLVD.. Outside, across the street, Edward has accosted two PROSTITUTES ; one blonde, one a red haired black one.

INT. FALAFEL STAND - DAY - BACK TO SCENE Kit rises. KIT Chan? Keep the sandwich warm, I'll be back. She heads out the door.

EXT. HOLLYWOOD BOULEVARD - DAY Edward is still talking to the prostitutes. EDWARD I'm looking for a girl, Vivian, young, dark hair, big eyes? They shake their heads. EDWARD She's mouthy. Sort of difficult? PROSTITUTE 1 Ai n't seen her, would n't know her. PROSTITUTE 2 What's wrong with us, man? Two for the price a one, what ya say? EDWARD -LRB- disappointed. -RRB- Thank you. No. They turn and walk away. Edward stands there, not knowing what to do next. He looks discouraged and lost. KIT -LRB- O.S. -RRB- Edward Harris, as I live and breathe! Edward quickly turns to find Kit staring at him. Kit smiles, triumphantly. KIT -LRB- cont'd. -RRB- Yeah. Boy, you're just like she said. She turns and starts away. She stops, turns back. KIT -LRB- cont'd. -RRB- You comin' or not? I do n't got all day, I got a grilled cheese waitin'. Edward follows Kit.

INT.  VIVIAN'S APARTMENT - DAY Vivian sits on her bed, lost in thought. Her bags are packed, ready to go. With a sigh she rises. She picks up the bags, exits the room. Vivian stands in the dreary living room, looking at it, taking it all in for the last time. She suddenly looks more than a little bit frightened to be leaving. She musters resolve. She goes to the door, opens it and exits, closing it behind her. Silence. Vivian suddenly comes back in. She puts down her bags. She crosses to the kitchen where she takes coffee can/piggy bank from the shelf. She puts some more bills into it, places it back where Kit will find it. She turns and starts again for the door. She stops. She hears something. MUSIC. An aria from La Boheme. Faint. Seemingly coming from nowhere. She dismisses it - she's hearing things. She opens the door. Stops. The music is louder and getting louder now - it's not her imagination. She hurries over to the window.

EXT. VIVIAN'S APARTMENT BUILDING - DAY Vivian comes out onto the fire escape. She stares in wonder. A snow white limo comes up the street. A necktie has been tied to the antennae like a knight's token. The MUSIC from La Boheme is BLARING from the car's stereo. Edward is standing on the car's seat, his head and body up through the open sunroof. The wind blows at his hair. He is smiling. Everywhere on the street people are staring ; the BUMS, the PUSHERS, the PASSERBY'S, the TOURISTS. Vivian does n't know whether to laugh or cry. The car comes to a stop in front of the Vivian's building. Vivian's landlord comes out the front door. His eyes go wide in disbelief. Edward disembarks from the limo by coming up through the sunroof. He leaps nimbly to the ground. He crosses to the entrance of the alleyway, looking up at Vivian on the fire escape. VIVIAN You are really lost this time. Edward wordlessly holds up a hand for her. With a sudden cry of joy, Vivian comes down the fire escape. She stops at the bottom stair. Edward comes forward and sweeps her into his arms. They kiss. He carries her to the limo as if she's weightless. Her feet never touch the ground. The car door closes behind them. The limo drives away. The people of the street watch it go. THE END

Summary: High-powered businessman Edward Lewis is dumped by his girlfriend during an unpleasant phone call wherein he asked her to escort him during his business trip; she has finally had enough of being treated solely as his "beck and call girl." Edward is a corporate raider from New York, who buys companies that are in financial trouble and tears them down piece by piece. Leaving a business party in the Hollywood Hills, he takes his lawyer's Lotus Esprit sports car and accidentally ends up on Hollywood Boulevard in the city's red-light district, where he encounters prostitute Vivian Ward. As he is having difficulties driving the car, she gets in and guides him to the Regent Beverly Wilshire Hotel, where he is staying. It becomes clear that Vivian knows more about the Lotus than he does, and he lets her drive. Vivian charges Lewis $20 for the ride, and they separate. She goes to a bus stop, where he finds her and offers to hire her for the night; the next day, he asks Vivian to play the role his girlfriend has refused, offering her $3000 to stay with him for the next six days as well as to buy her a new, more acceptable wardrobe. That evening, going to a business dinner, Edward is visibly moved by Vivian's transformation brought about by the helpful manager of the hotel and begins seeing Vivian in a different light. He begins to open up to her, revealing details about his personal and business lives. Edward takes Vivian to a polo match in hopes of networking for his business deal. His attorney, Phillip, suspects Vivian is a corporate spy, and Edward tells him how they truly met. Phillip later approaches Vivian, suggesting they do business once her work with Edward is finished. Insulted, and furious that Edward has revealed their secret, Vivian wants to end the arrangement. Edward apologizes and admits to feeling jealous of a business associate – whom she had met at the previous night's dinner – to whom Vivian paid attention at the match. Vivian's straightforward personality is rubbing off on Edward, and he finds himself acting in unaccustomed ways. Clearly growing involved, Edward takes Vivian by private jet to see La Traviata at the San Francisco Opera. Vivian is moved to tears by the story of the prostitute who falls in love with a rich man. She breaks her "no kissing on the mouth" rule and they have sex; in the afterglow, believing Edward is asleep, Vivian admits she loves him, and as she drifts off, Edward opens his eyes. Edward offers to put her up in an apartment so she can be off the streets. Hurt, she refuses and says this is not the "fairy tale" she dreamed of as a child, in which a knight on a white horse rescues her. Meeting with the tycoon whose shipbuilding company he is in the process of raiding, Edward changes his mind. His time with Vivian has shown him a different way of looking at life, and he suggests he and the tycoon work together to save the company rather than tearing it apart and selling off the pieces. Phillip, furious at losing so much money, goes to the hotel to confront Edward but finds only Vivian. Blaming her for the change in Edward, he attempts to rape her. Edward arrives, wrestles Philip off her, punches him in the face, and throws him out of the room. With his business in L.A. complete, Edward asks Vivian to stay one more night with him, but because she wants to, not because he's paying her. She refuses. Edward re-thinks his life, and as he's leaving for the airport to return to New York, he instead has the hotel chauffeur detour to Vivian's apartment building, where he leaps from the white limousine's sun roof and "rescues her", overcoming his extreme fear of heights to ascend her fire escape. Edward asks, "So what happens after he climbed up the tower and rescues her?" Vivian responds, "She rescues him right back." Vivian and Edward share a kiss.