THE INSIDER

                         LOWELL (OVER)
               The seven CEOs of Big Tobacco... Referred
               to this...  Said they should be afraid of
               him...  I assume, afraid of what he could
               reveal.
                   (to Staff Lawyers)
               Now, you tell me.  What does this guy
               have to say that threatens these people?

     And, now, we see Lowell, Mike Wallace and Debbie DeLuca with
     two staff Lawyers, MARK STERN and JOHN HARRIS, sitting around
     a workstation used as an improvised eating area.

     Beyond them are the "60 MINUTES" offices, workstations, piles
     of material, television monitors hanging from the ceiling,
     all tuned to CBS programming...

                         MIKE WALLACE
               Well, it isn't "cigarettes are bad for
               you"...

                         LOWELL
               Hardly new news.

                         MIKE WALLACE
               No shit.

                         LOWELL
               What's this?

                         MARK STERN
                   (re:  video)
               What that is is tobacco's standard
               defense.  It's the "we don't know"
               litany:  "Addiction?  We believe not.
               Disease?  We don't know.  We take a bunch
               of leaves, roll 'em together.  You smoke
               'em.  After that?  You're on your own.
               We don't know."
                   (beat)
               So...tells me nothing.
                   (beat)
               Besides, you'll never get what he's got.

                         LOWELL
               Why not?

                         JOHN HARRIS
               Because of this guy's confidentiality
               agreement, he is never gonna be able to
               talk to you.

                         LOWELL
               That's not good enough.  This guy is the
               top scientist in the number three tobacco
               company in America.  He's a corporate
               officer.  You never get whistle-blowers
               from Fortune 500 companies.  This guy is
               the ultimate insider.  He's got something
               to say; he wants to say it; I want it on
               "60 Minutes."

                         JOHN HARRIS
               Doesn't matter what he wants.

                         MIKE WALLACE
               Am I missing something here?

                         JOHN HARRIS
               What do you mean, Mike?

                         MIKE WALLACE
               He's got a corporate secrecy agreement?
               Give me a break.  This is a public-health
               issue, like an unsafe airframe on a
               passenger jet or...some company dumping
               cyanide into the East River.  Issues like
               that?  He can talk, we can air it.
               They've got no right to hide behind a
               corporate agreement.
                   (re:  his coffee)
               Pass the milk...

                         JOHN HARRIS
                   (does)
               They don't need the right.  They've got
               the money.

                         MARK STERN
               The unlimited checkbook.  That's how Big
               Tobacco wins every time.  On everything.
               They spend you to death.  $600 million a
               year in outside legal.  Chadbourne-Parke.
               Ken Starr's firm, Kirkland and Ellis.
               Listen.  GM and Ford, they get nailed
               after 11 or 12 pick-ups blow up.  Right?
               These clowns have never...I mean ever...

                         JOHN HARRIS
               Not even once...

                         MARK STERN
               ...not even with hundreds of thousands
               dying each year from an illness related
               to their product...have ever lost a
               personal-injury lawsuit.  On this case,
               they'll issue gag orders, sue for breach,
               anticipatory breach, enjoin him, you, us,
               his pet dog, the dog's veterinarian...
               Tie him up in litigation for ten of
               fifteen years.  I'm telling you, they bat
               a thousand.  Every time.  He knows that.
               That's why he's not gonna talk to you...

     Lowell's been quiet, thinking about something else...  Now...

                         LOWELL
               Okay, let's look through the looking
               glass the other way...

                         MIKE WALLACE
               What do you mean?

                         LOWELL
               We got a guy...who wants to talk but he's
               constrained.
                   (beat)
               What if he were "compelled"?

                         MIKE WALLACE
                   (eating)
               Oh, torture?  Great ratings.

                         MARK STERN
               What do you mean compelled?

                         LOWELL
                   (seriously)
               I mean compelled by a Justice Department,
               state courts, be a witness.  That would
               cut through any confidentiality
               agreement, wouldn't it?

                         MARK STERN
               Yeah...

                         DEBBIE DELUCA
               What does that do?

                         LOWELL
               What do you mean, what's it do?

                         DEBBIE DELUCA
               What I mean is, like, how does it cut
               through the confidentiality agreement?

                         LOWELL
               Because he has to reveal it in a court of
               law.  It's on record, it's out.  It's no
               secret anymore.  So how can they restrain
               his speech or retaliate?  It's out in the
               world...

                         MARK STERN
                   (nods)
               If you could engineer it into the court
               record, you might have something.  They
               would have a helluva time trying to
               restrain his speech then, wouldn't they?

     Pause.

                         JOHN HARRIS
                   (still skeptical)
               Yeah, but what venue?  And where does he
               get - does he have killer attorneys?

                         LOWELL
               I don't think he's got any attorneys.

                         MARK STERN
               He's gonna need attorneys who aren't
               afraid of risking years of litigation.
               And millions of dollars of their own
               dough in legal costs...

                         LOWELL
               What do you say, Mike?  What do you
               think?

                         MIKE WALLACE
                   (pause)
               Even if he gets the defense team, will he
               go for it?

     INT. A HIGH SCHOOL CAFETERIA, LOUISVILLE - DAY

                         MRS. WATSON
               ...you're awfully overqualified, Dr.
               Wigand.

     The aftermath of a high school lunch.  Tables, covered with
     litter, as far as the eye can see.  And we see Jeffrey
     sitting with a formidable Black Woman in her mid-fifties, the
     High School Principal, CYNTHIA WATSON, drinking cups of
     coffee...

                         WIGAND
                   (after a beat, awkward)
               I'm trying to...start a new career...  I
               believe I could be a good teacher...

     She's quiet.  She senses this applicant has a lot on his
     mind.

                         MRS. WATSON
               Let me give it some thought...

                         WIGAND
                   (selling)
               ...and not a lot of companies in the
               health-care field hire ex-tobacco
               scientists.

     She nods, studying him.  They get up.

     INT. THE WIGANDS' HOUSE, LOUISVILLE - DAY

     The house is nearly empty.  Liane, arms folded across her
     chest, is quietly standing in the empty living room.  Jeffrey
     comes down the stairs...

                         WIGAND
               That's it...

     And it's quiet.  And Liane holds herself, overcome...

                         LIANE
                   (beat)
               That's where our babies were born...
               Debbie took her first steps, right
               there...in the grass.

     And they're quiet.

                         LIANE (CONT'D)
               I didn't plan on this...

     Liane looks at him, afraid.  And as he moves to hold her.

                         WIGAND
               Hey, hey, hey, c'mon.  C'mon.  We can
               make this work for us.  Okay?  It's
               just...it's a smaller scale.
               Simpler...easier...more time.  More time
               together.  More time with the kids.  More
               time for us, okay?  It's just...  Can you
               imagine me coming home from some job
               feeling good at the end of the day?  This
               is gonna be better.  This is gonna be
               better.

     And instead of this downturn turning them against each other,
     it brings them closer together.  And as they stand in the
     empty house...

     INT. THE WIGANDS' NEW HOUSE - DAY

     We see unpacked boxes in the small 1970's kitchen.  Country-
     western music is playing on a radio.  And we see Liane busily
     putting things away in a cabinet.  And, then, stops and looks
     out the window.  She tightens a knob on a cabinet.  There's a
     moment of domestic peace for her as she sees...

     EXT. THE WIGANDS' NEW HOUSE, THE BACKYARD - DAY

     Jeffrey with the Girls in a part of the backyard, kneeling in
     the dirt, planting a vegetable garden, putting in some small
     tomato trellises.  We see the house, now.  It's a small, one
     story.  Deborah sees her mom and waves.  It's an image from
     the 1950's post-war boom.  Liane waves back from behind the
     pane of glass...

     INT. WIGANDS' HOUSE #2, BEDROOM - LATE NIGHT

     Jeffrey's asleep on his side next to Liane, her back to him.
     His arm is draped over her, protectively.  There's a sound.
     He turns.  And he sees Barbara in her nightgown, standing in
     the doorway...

                         WIGAND
               Hey, baby.  What's wrong?

                         BARBARA
                   (terrified, whispers)
               What's that outside, Daddy?

                         WIGAND
               Did you see somebody or did you hear
               them?

                         BARBARA
               I heard them.

                         WIGAND
               Where?

                         BARBARA
               In the backyard.

     Fast, soundlessly, he's out of bed into old moccasins and
     trousers...

     INT. THE WIGANDS' HOUSE, BASEMENT - LATE NIGHT

     Jeffrey goes into a corner of the basement, around the corner
     from the furnace, where his "office" is now.  Unpacked boxes
     are on the floor.  He fumbles with the combination lock on a
     small gun safe, lifts the lid, taking out a hand gun.
     Barbara followed him.

                         WIGAND
               Sit at Daddy's desk, okay?  Why don't you
               just sit up at the desk.  Get out some
               paper and draw me a picture, okay?  What
               are you gonna draw me, baby?  An animal,
               something like that?  You stay down here
               until Daddy gets back...alright, Barbara?
               You stay down here.

     He keeps it hidden from Barbara.  He goes up the stairs.

     EXT. WIGANDS' HOUSE #2, BACKYARD - LATE NIGHT

     It's still.  He steps further out onto the lawn with its dark
     shrubs and small tree in the corner.

     INT. WIGANDS' HOUSE #2, BASEMENT - LATE NIGHT

     Meanwhile, Barbara in the basement, starts as the water
     heater comes on, scaring her.  She goes up the stairs to
     follow after her father...

     EXT. WIGANDS' HOUSE #2, BACKYARD - LATE NIGHT

     Meanwhile, Jeffrey has crossed towards the darker back
     corners.  Sudden rustling.  He spins, gun ready.  And the
     yellow eyes of a RACCOON stare at him.

                         WIGAND
                   (to himself)
               You almost got your damn head blown
               off...

     The raccoon defiantly bares its teeth.

     Jeffrey starts to go...but he sees something and stops...

     Meanwhile, Barbara has come to the sliding glass door...

     Jeffrey sees one of the tomato trellises is crushed, stepped
     on...and in the vegetable garden's earth, are distinct,
     fresh, deep FOOTPRINTS...

                         BARBARA'S VOICE (OVER)
               Daddy...

     Wigand steps between her and the garden, hiding it...
     EXTREMELY CLOSE ON JEFFREY, as he covers, trying to keep from
     his daughter the invasion, trying to control his emotions...

                         WIGAND
                   (reassuring her)
               It's just a raccoon, baby...nothing.

     He crosses to her, putting his arm, around her, walking her
     back inside...

                         WIGAND (CONT'D)
               They're nocturnal.  You know what that
               means?  That means that they only come
               out at nighttime.

     He locks the sliding glass door, takes a last look outside.

     INT. LOWELL'S HOUSE IN BERKELEY - LATE AT NIGHT

     The Phone suddenly RINGS.  Lowell asleep, alone...  He gets
     it...

                         LOWELL
                   (sleepy)
               Yeah...

     INT. WIGANDS' NEW HOUSE, HALLWAY - LATE AT NIGHT

     It's dark, save a light from the living room.  Liane, in bed,
     seemingly sleeping.  And we see Jeffrey, just outside their
     door in the foyer, sitting on the floor against a curved
     wall, a drink at his side on the telephone...  A man with no
     one to talk to...

                         WIGAND
                   (after a beat)
               Lowell...  Jeffrey Wigand...

     INT. LOWELL'S HOUSE, BERKELEY - LATE AT NIGHT

     Lowell sits up...

                         WIGAND'S VOICE (OVER)
               Is it too late?

                         LOWELL
               No.  No, it's okay...  How's - how's the
               new place?

     INT. THE WIGANDS' NEW HOUSE - LATE AT NIGHT

                         WIGAND
               The new place?  New.

     INT. LOWELL'S HOUSE, BERKELEY - LATE AT NIGHT

                         LOWELL
                   (intuiting)
               You okay?

                         WIGAND'S VOICE (OVER)
               Sure.

     Lowell knows he isn't...

                         LOWELL
               You know, I was thinking of calling you
               tomorrow, anyway.
                   (beat)
               How are your kids handling the new house?

     INT. WIGANDS' NEW HOUSE, LOUISVILLE - LATE AT NIGHT

                         WIGAND
               Good.
                   (beat)
               You have kids?

                         LOWELL'S VOICE (OVER)
               We have a couple.  One's hers, one's
               mine.  Everybody uses a different name.
                   (wry)
               Modern marriage.
                   (beat)
               How's Liane?

                         WIGAND
               She's okay.

     He looks at Liane for beat.  We SEE his POV in medium shot.
     Then he moves and sits on the floor in the living room.

                         WIGAND (CONT'D)
               Hold on a minute, Lowell...
                   (after a beat)
               ...somebody...may be following me.  I
               don't know.  They came on the property...

                         LOWELL'S VOICE (OVER)
               What do you mean followed you?  Did you
               call the police?

                         WIGAND
               I don't want to be paranoid...  I mean,
               maybe it's a game.  Some kind of mind
               game.

                         LOWELL'S VOICE (OVER)
               Well, what do you really think, though?

                         WIGAND
               I don't know what the fuck I really
               think!  Are they doing it?  Is some crank
               doing it?  Are they doing it to make me
               feel paranoid?  Are they doing it for
               real and don't give a shit what I think?
               I don't know!  I don't fucking know.

     And it's quiet again.

     INT. LOWELL'S HOUSE, BERKELEY - LATE AT NIGHT

     Lowell sitting in bed on the phone, alarmed, sharing Wigand's
     fears.

                         LOWELL
               Jeffrey, describe for me in detail what
               happened.

     INT. WIGANDS' HOUSE, LOUISVILLE - LATE NIGHT

     And Jeffrey's emotions are back in check as...

                         WIGAND
               Well, no, look...I mean, there was a
               footprint.  Forget it.  It's probably not
               important at all.
                   (beat)
               You know, I got a job now.  I'm teaching
               high school. Japanese and Chemistry.
                   (beat)
               So, what were you calling about?

                         LOWELL'S VOICE (OVER)
               You called me.

     He takes another drink...

                         WIGAND
               No, you said you were going to call me
               tomorrow.  So, what about?

                         LOWELL
                   (after a beat)
               Oh, yes, yes, yes, I did...I wanted to
               talk to you.  I wanted to hook up and
               talk to you.  About what we were talking
               about in your car.

                         WIGAND
               ...okay.

                         LOWELL
                   (after a beat)
               Makes you feel good?  Putting what you
               know to use?