(Pictures to be added shortly.....)



A purple sky, shot with orange, in the west. Drifting strains of classic music. We TRACK WITH JACK along the deck. By Edwardian standards he looks badass. Dashing in his borrowed white-tie outfit, right down to his pearl studs.

A steward bows and smartly opens the door to the First Class Entrance.

STEWARD: Good evening, sir.
Jack plays the role smoothly. Nods with just the right degree of disdain.



Jack steps in and his breath is taken away by the splendor spread out before him. Overhead is the enormous glass dome, with a crystal chandelier at its center. Sweeping down six stories is the First Class Grand Staircase, the epitome of the opulent naval architecture of the time.

And the people: the women in their floor length dresses, elaboratehairstyles and abundant jewelry... the gentlemen in evening dress, standing with one hand at the small of the back, talking quietly.

Jack descends to A deck. Several men nod a perfunctory greeting. He nods back, keeping it simple. He feels like a spy.

Cal comes down the stairs, with Ruth on his arm, covered in jewelry. They both walk right past Jack, neither one recognizing him. Cal nods at him, one gent to another. But Jack barely has time to be amused. Because just behind Cal and Ruth on the stairs is Rose, a vision in red and black, herlow-cut dress showing off her neck and shoulders, her arms seathed in white gloves that come well above the elbow. Jack is hypnotized by her beauty.

CLOSE ON ROSE as she approaches Jack. He imitates the gentlemen's stance, hand behind his back. She extends her gloved hand and he takes it, kissing the back of her fingers. Rose flushes, beaming noticeably. She can't take her eyes off him.

JACK: I saw that in a nickelodeon once, and I always wanted to do it.
ROSE: Cal, surely you remember Mr. Dawson.
CAL: (caught off guard) Dawson! I didn't recognize you.

(studies him) Amazing! You could almost pass for a gentlemen.



CUT TO THE RECEPTION ROOM ON D DECK, as the party descends to dinner. They encounter Molly Brown, looking good in a beaded dress, in her own busty broad-shouldered way. Molly grins when she sees Jack. As they are going into the dining saloon she walks next to him, speaking low:

MOLLY: Ain't nothin' to it, is there, Jack?
JACK: Yeah, you just dress like a pallbearer and keep your nose up.
MOLLY: Remember, the only thing they respect is money, so just act like you've got a lot of it and you're in the club.
As they enter the swirling throng, Rose leans close to him, pointing out several notables.
ROSE: There's the Countess of Rothes. And that's John Jacob Astor... the richest man on the ship. His little wifey there, Madeleine, is my age and in a delicate condition. See how she's trying to hide it. Quite the scandal.

(nodding toward a couple) And over there, that's Sir Cosmo and Lucille, Lady Duff-Gordon. She designs naughty lingerie, among her many talents. Very popular with the royals.

Cal becomes engrossed in a conversations with Cosmo Duff-Gordon and Colonel Gracie, while Ruth, the Countess and Lucille discuss fashion. Rose picots Jack smoothly, to show him another couple, dressed impeccably.
ROSE: And that's Benjamin Guggenheim and his mistress, Madame Aubert. Mrs. Guggenheim is at home with the children, of course.
Cal, meanwhile, is accepting the praise of his male counterparts, who are looking at Rose like a prize show horse.
SIR COSMO: Hockley, she is splendid.
CAL: Thank you.
GRACIE: Cal's a lucky man. I know him well, and it can only be luck.
Ruth steps over, hearing the last. She takes Cal's arm, somewhat coquettishly.
RUTH: How can you say that Colonel? Caledon Hockley is a great catch.
The entourage strolls toward the dining saloon, where they run into the Astor's going through the ornate double doors.
ROSE: J.J., Madeleine, I'd like you to meet Jack Dawson.
ASTOR: (shaking his hand) Good to meet you Jack. Are you of the Boston Dawsons?
JACK: No, the Chippewa Falls Dawsons, actually.
J.J. nods as if he's heard of them, then looks puzzled. Madeleine Astor appraises Jack and whispers girlishly to Rose:
MADELEINE: It's a pity we're both spoken for, isn't it?


Like a ballroom at the palace, alive and lit by a constellation of chandeliers, full of elegantly dressed people and beautiful music from BANDLEADER WALLACE HARTLEY'S small orchestra. As Rose and Jack enter and move across the room to their table, Cal and Ruth beside them, we hear...

OLD ROSE (V.O.): He must have been nervous but he never faltered. They assumed he was one of them... a young captain of industry perhaps... new money, obviously, but still a member of the club. Mother of course, could always be counted upon...



RUTH: Tell us of the accommodations in steerage, Mr. Dawson. I hear they're quite good on this ship.
WIDER: THE TABLE. Jack is seated opposite Rose, who is flanked by Cal and Thomas Andrews. Also at the table are Molly Brown, Ismay, Colonel Gracie, the Countess, Guggenheim, Madame Aubert, and the Astors.
JACK: The best I've seen, ma'am. Hardly any rats.
Rose motions surreptitiously for Jack to take his napkin off his plate.
CAL: Mr. Dawson is joining us from third class. He was of some assistance to my fiancee last night.

(to Jack, as if to a child) This is foie gras. It's goose liver.

We see whispers exchanged. Jack becomes the subject of furtive glances. Now they're all feeling terribly liberal and dangerous.
GUGGENHEIM: (low to Madame Aubert) What is Hockley hoping to prove, bringing this... Bohemian... up here?
WAITER: (to Jack) How do you take your caviar, sir?
CAL: (answering for him) Just a soupcon of lemon...

(to Jack, smiling) improves the flavor with champagne.

JACK: (to the waiter) No caviar for me, thanks.

(to Cal) Never did like it much.

He looks at Rose, pokerfaced, and she smiles.
RUTH: And where exactly do you live, Mr. Dawson?
JACK: Well, right now my address is the RMS Titanic. After that, I'm on God's good humor.
Salad is served. Jack reaches for the fish fork. Rose gives him a look and picks up the salad fork, prompting him with her eyes. He changes forks.
RUTH: You find that sort of rootless existence appealing, do you?
JACK: Well... it's a big world, and I want to see it all before I go. My fatherwas always talkin' about goin' to see the ocean. He died in the town he was born in, and never did see it. You can't wait around, because you neverknow what hand you're going to get dealt next. See, my folks died in a fire when I was fifteen, and I've been on the road since. Somethin' like that teaches you to take life as it comes at you. To make each day count.
Molly Brown raises her glass in a salute.
MOLLY: Well said, Jack.
GRACIE: (raising his glass) Here, here.
Rose raises her glass, looking at Jack.
ROSE: To making it count.
Ruth, annoyed that Jack has scored a point, presses him further.
RUTH: How is it you have the means to travel, Mr. Dawson?
JACK: I work my way from place to place. Tramp steamers and such. I won my ticket on Titanic here in a lucky hand at poker.

(he glances at Rose) A very lucky hand.

GRACIE: All life is a game of luck.
CAL: A real man makes his own luck, Archie.
Rose notices that Thomas Andrews, sitting next to her, is writing in his notebook, completely ignoring the conversation.
ROSE: Mr. Andrews, what are you doing? I see you everywhere writing in this little book.

(grabs it and reads) Increase number of screws in hat hooks from 2 to 3. You build the biggest ship in the world and this preoccupies you?!

Andrews smiles sheepishly.
ISMAY: He knows every rivet in her, don't you Thomas?
ANDREWS: All three million of them.
ISMAY: His blood and soul are in the ship. She may be mine on paper, but in the eyes of God she belongs to Thomas Andrews.
ROSE: Your ship is a wonder, Mr. Andrews. Truly.
ANDREWS: Thank you, Rose.
We see that Andrews has come under Rose's spell.

83 TIME TRANSITION: Dessert has been served and a waiter arrives with cigars in a humidor on a wheeled cart. The men start clipping ends and lighting.

ROSE: (low, to Jack) Nest it'll be brandies in the Smoking Room.
GRACIE: (rising) Well, join me for a brandy, gentlemen?
ROSE: (low) Now they retreat into a cloud of smoke and congratulate each other on being masters of the universe.
GRACIE: Joining us, Dawson? You don't want to stay out here with the women, do you?
Actually he does, but...
JACK: No thanks. I'm heading back.
CAL: Probably best. It'll be all business and politics, that sort of thing. Wouldn't interest you. Good of you to come.
Cal and the other gentlemen exit.
ROSE: Jack, must you go?
JACK: Time for my coach to turn back into a pumpkin.
He leans over to take her hand.

INSERT: We see him slip a tiny folded not into her palm.

Ruth, scowling, watches him walk away across the enormous room. Rose surreptitiously opens the note below table level. It reads: "Make it count. Meet me at the clock".



Rose crosses the A-Deck foyer, sighting Jack at the landing above. Overhead is the crystal dome. Jack has his back to her, studying the ornate clock with its carved figures of Honor and Glory. It softly strikes the hour.

MOVING WITH ROSE as she goes up the sweeping staircase toward him. He turns, sees her... smiles.

JACK: Want to go to a real party?


Crow led and alive with music, laughter and raucous carrying on. An ad hoc band is gathered near the upright piano, honking out lively stomping music on fiddle, accordion and tambourine. People of all ages are dancing, drinking beer and wine, smoking, laughing, even brawling.

Tommy hands Rose a pint of stout and she hoists it. Jack meanwhile dances with 5 year old Cora Cartmell, or tries to, with her standing on his feet. As the tune ends, Rose leans down to the little girl.

ROSE: May I cut in, miss?
JACK: You're still my best girl, Cora.
Cora scampers off. Rose and Jack face each other. She is trembling as he takes her right hand in his left. His other hand slides to the small of her back. It is an electrifying moment.
ROSE: I don't know the steps.
JACK: Just move with me. Don't think.
The music starts and they are off. A little awkward at first, she starts to get into it. She grins at Jack as she starts to get the rhythm of the steps.
ROSE: Wait... stop!
She bends down, pulling off her high heeled shoes, and flings them to Tommy. Then she grabs Jack and they plunge back into the fray, dancing faster as the music speeds up.



The scene is rowdy and rollicking. A table gets knocked over as a drunk crashes into it. And in the middle of it... Rose dancing with Jack in her stocking feet. The steps are fast and she shines with sweat. A space opens around them, and people watch them, clapping as the band plays faster and faster.

FABRIZIO AND HELGA. Dancing has obviated the need for a common language. He whirls her, then she responds by whirling him... Fabrizio's eyes go wide when he realizes she's stronger than he is.

The tune ends in a mad rush. Jack steps away from Rose with a flourish, allowing her to take a bow. Exhilarated and slightly tipsy, she does a graceful ballet ployer, feet turned out perfectly. Everyone laughs and applauds. Rose is a hit with the steerage folks, who've never had a lady party with them.

They move to a table, flushed and sweaty. Rose grabs Fabrizio's cigarette and takes a big drag. She's feeling cocky. Fabrizio is grinning, holding hands with Helga.

JACK: How you two doin'?
FABRIZIO: I don't know what she's say, she don't know what I say, so we get along fine.

Tommy walks up with a pint for each of them. Rose chugs hers, showing off.
ROSE: You think a first class girl can't drink?
Everybody else is dancing again, and Bjorn Gundersen crashes into Tommy, who sloshes his beer over Rose's dress. She laughs, not caring. But Tommy lunges, grabbing Bjorn and wheeling him around.
TOMMY: You stupid bastard!!
Bjorn comes around, his fists coming up... and Jack leaps into the middle of it, pushing them apart.
JACK: Boys, boys! Did I ever tell you the one about the Swede and the Irishman goin' to the whorehouse?
Tommy stands there, all piss and vinegar, chest puffed up. Then he grins and claps Bjorn on the shoulder.
ROSE: So, you think you're big tough men? Let's see you do this.
In her stocking feet she assumes a ballet stance, arms raised, and goes up on point, taking her entire weight on the tips of her toes. The guys gape at her incredible muscle control. She comes back down, then her face screws up in pain. She grabs one foot, hopping around.
ROSE: Oooowww! I haven't done that in years.
Jack catches her as she loses her balance, and everyone cracks up.

THE DOOR to the well deck is open a few inches as Lovejoy watches through the gap. He sees Jack holding Rose, both of them laughing.

LOVEJOY closes the door.



The stars blaze overhead, so bright and clear you can see the Milky Way. Rose and Jack walk along the row of lifeboats. Still giddy from the party, they are singing a popular song "Come Josephine in My Flying Machine".

JACK/ROSE: Come Josephine in my flying machine
And it's up she goes! Up she goes!
In the air she goes. Where? There she goes!
They fumble the words and break down laughing. They have reached the First Class Entrance, but don't go straight in, not wanting the evening to end. Through the doors the sound of the ship's orchestra wafts gently. Rose grabs a davit and leans back, staring at the cosmos.
ROSE: Isn't it magnificent? So grand and endless.

(She goes to the rail and leans on it)They're such small people, Jack... my crowd. They think they're giants on the earth, but they're not even dust in God's eye. They live inside this little tiny champagne bubble... and someday the bubble's going to burst.

He leans at the rail next to her, his hand just touching hers. It is the slightest contact imaginable, and all either one of them can feel is that square inch of skin where their hands are touching.
JACK: You're not one of them. There's been a mistake.
ROSE: A mistake?
JACK: Uh huh. You got mailed to the wrong address.
ROSE: (laughing) I did, didn't I?

(pointing suddenly) Look! A shooting star.

JACK: That was a long one. My father used to say that whenever you saw one, it was a soul going to heaven.
ROSE: I like that. Aren't we supposed to wish on it?
Jack looks at her, and finds that they are suddenly very close together. It would be so easy to move another couple of inches, to kiss her. Rose seems to be thinking the same thing.
JACK: What would you wish for?
After a beat, Rose pulls back
ROSE: Something I can't have.

(she smiles sadly) Goodnight, Jack. And thank you.

She leaves the rail and hurries through the First Class Entrance.
JACK: Rose!!
But the door bangs shut, and she is gone. Back to her world.


SUNDAY APRIL 14, 1912. A bright clear day. Sunlight splashing across the promenade. Rose and Cal are having breakfast in silence. The tension is palpable. Trudy Bolt, in her maid's uniform, pours the coffee and goes inside.

CAL: I had hoped you would come to me last night.
ROSE: I was tired.
CAL: Yes. Your exertions below decks were no doubt exhausting.
ROSE: (stiffening) I see you had that undertaker of a manservant follow me.
CAL: You will never behave like that again! Do you understand?
ROSE: I'm not some foreman in your mills than you can command! I am your fiancee--
Cal explodes, sweeping the breakfast china off the table with a crash. He moves to her in one shocking moment, glowering over her and gripping the sides of her chair, so she is trapped between his arms.
CAL: Yes! You are! And my wife... in practice, if not yet by law. So you will honor me, as a wife is required to honor her husband! I will not be made out a fool! Is this in any way unclear?
Rose shrinks into the chair. She sees Trudy, frozen, partway through the door bringing the orange juice. Cal follows Rose's glance and straightens up. He stalks past the maid, entering the stateroom.
ROSE: We... had a little accident. I'm sorry, Trudy.


Rose is dressed for the day, and is in the middle of helping Ruth with her corset. The tight bindings do not inhibit Ruth's fury at all.

RUTH: You are not to see that boy again, do you understand me Rose? I forbid it!
Rose has her knee at the base of her mother's back and is pulling the corset strings with both hands.
ROSE: Oh, stop it, Mother. You'll give yourself a nosebleed.
Ruth pulls away from her, and crosses to the door, locking it. CLACK!
RUTH: (wheeling on her) Rose, this is not a game! Our situation is precarious. You know the money's gone!
ROSE: Of course I know it's gone. You remind me every day!
RUTH: Your father left us nothing but a legacy of bad debts hidden by a good name. And that name is the only card we have to play.
Rose turns her around and grabs the corset strings again. Ruth sucks in her waist and Rose pulls.
RUTH: I don't understand you. It is a fine match with Hockley, and it will insure our survival.
ROSE: (hurt and lost) How can you put this on my shoulders?
Rose turns to her, and we see what Rose sees-- the naked fear in her mother's eyes.
RUTH: Do you want to se me working as a seamstress? Is that what you want? Do you want to see our fine things sold at an auction, our memories scattered to the winds? My God, Rose, how can you be so selfish?
ROSE: It's so unfair.
RUTH: Of course it's unfair! We're women. Our choices are never easy.
Rose pulls the corset tighter.