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



Jack and Rose cross the foyer, entering the corridor. Lovejoy is waiting for them in the hall as they approach the room.

LOVEJOY: We've been looking for you miss.
Lovejoy follows and, unseen, moves close behind Jack and smoothly slips the diamond necklace into the pocket of his overcoat.


161 INT. ROSE AND CAL'S SUITE Cal and Ruth wait in the sitting room, along with the Master at Arms and two stewards (Steward #1 and Barnes). Silence as Rose and Jack enter. Ruth closes her robe at her throat when she sees Jack.

ROSE: Something serious has happened.
CAL: That's right. Two things dear to me have disappeared this evening. Now that one is back...

... I have a pretty good idea where to fine the other.

(to Master at Arms) Search him.

The Master at Arms steps up to Jack.
MASTER AT ARMS: Coat off, mate.
Lovejoy pulls at Jack's coat and Jack shakes his head in dismay, shrugging out of it. The Master at Arms pats him down.
JACK: This is horseshit.
ROSE: Cal, you can't be serious! We're in the middle of an emergency and you--
Steward Barnes pulls the Heart of the Ocean out of the pocket of Jack's coat.
Rose is stunned. Needless to say, so is Jack.
CAL: That's it.
MASTER AT ARMS: Right then. Now don't make a fuss.
He starts to handcuff Jack.
JACK: Don't you believe it, Rose. Don't!
ROSE: (uncertain) He couldn't have.
CAL: Of course he could. Easy enough for a professional. He memorized the combination when you opened the safe.
FLASHBACK: Rose at the safe, looking in the mirror and meeting Jack's eyes as he stands behind her, watching.
ROSE: But I was with him the whole time.
CAL: (just to her, low and cold) Maybe he did it while you were putting your clothes back on.
JACK: They put it in my pocket!
LOVEJOY: (holding Jack's coat) It's not even your pocket, son.

(reading) "Property of A. L. Ryerson".

Lovejoy shows the coat to the Master at Arms. There is a label inside the collar with the owner's name.
MASTER AT ARMS: That was reported stolen today.
JACK: I was going to return it! Rose--
Rose feels utterly betrayed, hurt and confused. She shrinks away from him. He starts shouting to her as Lovejoy and the Master at Arms drag him out into the hall. She can't look him in the eye.
JACK: Rose, don't listen to them... I didn't do this! You know I didn't! You know it!
She is devastated. Her mother lays a comforting hand on her shoulder as the tears well up.
RUTH: Why do women believe men?


Smith and Andrews come down the steps to the Mail Sorting Room and finds the clerks scrambling to pull mail from the racks. They are furiously hauling wet sacks of mail up from the hold below.

Andrews climbs partway down the stairs to the hold, which is almost full. Sacks of mail float everywhere. The lights are still on below the surface, casting an eerie glow. The Renault is visible under the water, the brass glinting cheerfully. Andrews looks down as the water covers his shoe, and scrambles back up the stairs.



Andrews unrolls a big drawing of the ship across the chartroom table. It is a side elevation, showing all the watertight bulkheads. His hands are shaking. Murdoch and Ismay hover behind Andrews and the Captain.

ISMAY: When can we get underway, do you think?
Smith glares at him and turns his attention to Andrews' drawing. The builder points to it for emphasis as he talks.
ANDREWS: Water 14 feet above the keel in ten minutes... in the forepeak... in all three holds... and in boiler room six.
SMITH: That's right.
ANDREWS: Five compartments. She can stay afloat with the first four compartments breached. But not five. Not five. As she goes down by the head the water will spill over the tops of the bulkheads... at E Deck... from one to the next... back and back. There's no stopping it.
SMITH: The pumps--
ANDREWS: The pumps buy you time... but minutes only. From this moment, no matter what we do, Titanic will founder.
ISMAY: But this ship can't sink!
ANDREWS: She is made of iron, sir. I assure you, she can. And she will. It is a mathematical certainty.
Smith looks like he has been gutpunched.
SMITH: How much time?
ANDREWS: An hour, two at most.
Ismay reels as his dream turns into his worst nightmare.
SMITH: And how many aboard, Mr. Murdoch?
MURDOCH: Two thousand two hundred souls aboard, sir.
A long beat. Smith turns to his employer.
SMITH: I believe you may get your headlines, Mr. Ismay.


Andrews is striding along the boat deck, as seamen and officers scurry to uncover the boats. Steam is venting from pipes on the funnels overhead, and the din is horrendous. Speech is difficult adding to the crew's level of disorganization. Andrews sees some men fumbling with the mechanism of one of the Wellin davits and yells to them over the roar of steam.

ANDREWS: Turn to the right! Pull the falls taut before you unchock. Have you never had a boat drill?
SEAMAN: No sir! Not with these new davits, sir.
He looks around, disgusted as the crew fumble with the davits, and the tackle for the "falls"... the ropes which are used to lower the boats. A few passengers are coming out on deck, hesitantly in the noise and bitter cold.



From inside the sitting room they can hear knocking and voices in the corridor.

RUTH: I had better go dress.
Ruth exits and Hockley crosses to Rose. He regards her coldly for a moment, then SLAPS her across the face.
CAL: It is a little slut, isn't it?
To Rose the blow is inconsequential compared to the blow her heart has been given. Cal grabs her shoulders roughly.
CAL: Look at me, you little--
There is a loud knock on the door and an urgent voice. The door opens and their steward puts his head in.
STEWARD BARNES: Sir, I've been told to ask you to please put on your lifebelt, and come up to the boat deck.
CAL: Get out. We're busy.
The steward persists, coming in to get the lifebelts down from the top of a dresser.
STEWARD BARNES: I'm sorry about the inconvenience, Mr. Hockley, but it's Captain's orders. Please dress warmly, it's quite cold tonight.

(he hands a lifebelt to Rose) Not to worry, miss, I'm sure it's just a precaution.

CAL: This is ridiculous.
In the corridor outside the stewards are being so polite and obsequious they are conveying no sense of danger whatsoever. However, it's another story in...



BLACKNESS. Then BANG! The door is thrown open and the lights snapped on by a steward. The Cartmell family rouses from a sound sleep.

STEWARD#2: Lifebelts on. Lifebelts on. Everybody up, come on. Lifebelts on...
People come out of the doors behind the steward, perplexed. In the foreground a SYRIAN WOMAN asks her husband what was said. He shrugs.



ON PHILLIPS, looking shocked.

SMITH: That's right. The distress call. CQD. Tell whoever responds that we are going down by the head and need immediate assistance.
Smith hurries out.
BRIDE: Maybe you ought to try that new distress call... S.O.S.

(grinning) It may be our only chance to use it.

Phillips laughs in spite of himself and starts sending history's first S.O.S. Dit dit dit, da da da, dit dit dit... over and over.



Thomas Andrews looks around in amazement. The deck is empty except for thecrew fumbling with the davits. He yells over the roar of the steam to First Officer Murdoch.

ANDREWS: Where are all the passengers?
MURDOCH: They've all gone back inside. Too damn cold and noisy for them.
Andrews feels like he is in a bad dream. He looks at his pocketwatch and heads for the foyer entrance.



A large number of First Class passengers have gathered near the staircase.They are getting indignant about the confusion. Molly Brown snags a passing YOUNG STEWARD.

MOLLY: What's doing, sonny? You've got us all trussed up and now we're cooling our heels.
The young steward backs away, actually stumbling on the stairs.
YOUNG STEWARD: Sorry, mum. Let me go and find out.
The jumpy piano rhythm of "Alexander's Ragtime Band" comes out of the first class lounge a few yards away. Band leader WALLACE HARTLEY has assembled some of his men on Captain's orders, to allay panic.

Hockley's entourage comes up to the A-deck foyer. Cal is carrying the lifebelts, almost as an afterthought. Rose is like a sleepwalker.

CAL: It's just the God damned English doing everything by the book.
RUTH: There's no need for language, Mr. Hockley.

(to Trudy) Go back and turn the heater on in my room, so it won't be too cold when we get back.

Thomas Andrews enters, looking around the magnificent room, which he knows is doomed. Rose, standing nearby, sees his heartbroken expression. She walks over to him and Cal goes after her.
ROSE: I saw the iceberg, Mr. Andrews. And I see it in your eyes. Please tell me the truth.
ANDREWS: The ship will sink.
ROSE: You're certain?
ANDREWS: Yes. In an hour or so... all this... will be at the bottom of the Atlantic.
CAL: My God.
Now it is Cal's turn to look stunned. The Titanic? Sinking?
ANDREWS: Please tell only who you must, I don't want to be responsible for a panic. And get to a boat quickly. Don't wait. You remember what I told you about the boats?
ROSE: Yes, I understand. Thank you.
Andrews goes off, moving among the passengers and urging them to put on their lifebelts and get to the boats.



Lovejoy and the Master at Arms are handcuffing Jack to a 4" WATER PIPE as a crewman rushes in anxiously and almost blurts to the Master at Arms--

CREWMAN: You're wanted by the Purser, sir. Urgently.
LOVEJOY: Go on. I'll keep an eye on him.
Lovejoy pulls a pearl handled Colt .45 automatic from under his coat. The Master at Arms nods and tosses the handcuff key to Lovejoy, then exits with the crewman. Lovejoy flips the key in the air. Catches it.



Junior Wireless Operator Bride is relaying a message to Captain Smith from the CUNARD LINER CARPATHIA.

BRIDE: Carpathia says they're making 17 knots, full steam for them, sir.
SMITH: And she's the only one who's responding?
BRIDE: The only one close, sir. She says they can be here in four hours.
SMITH: Four hours!
The enormity of it hits Smith like a sledgehammer blow.
SMITH: Thank you, Bride.
He turns as Bride exits, and looks out onto the blackness.
SMITH: (to himself) My God.


Lightoller has his boats swung out. He is standing amidst a crowd of uncertain passengers in all states of dress and undress. One first class woman is barefoot. Others are in stockings. The maŒtre of the restaurant is in top hat and overcoat. Others are still in evening dress, while some are in bathrobes and kimonos. Women are wearing lifebelts over velvet gowns, then topping it with stable soles. Some brought jewels, others books, even small dogs.

Lightoller sees Smith walking stiffly toward him and quickly goes to him. He yells into the Captain's ear, through cupped hands, over the roar of the steam...

LIGHTOLLER: Hadn't we better get the women and children into the boats, sir?
Smith just nods, a bit abstractly. The fire has gone out of him. Lightoller sees the awesome truth in Smith's face.
LIGHTOLLER: (to the men) Right! Start the loading. Women and children!
The appalling din of escaping steam abruptly cuts off, leaving a sudden unearthly silence in which Lightoller's voice echoes.

ON WALLACE HARTLEY raising his violin to play.

HARTLEY: Number 26. Ready and--
The band has reassembled just outside the First Class Entrance, port side, near where Lightoller is calling for the boats to be loaded. They strike up a waltz, lively and elegant. The music wafts all over the ship.
LIGHTOLLER: Ladies, please. Step into the boat.
Finally one woman steps across the gap, into the boat, terrified of the drop to the water far below.
WOMAN IN CROWD: You watch. They'll put us off in these silly little boats to freeze, and we'll all be back on board by breakfast.
Cal, Rose and Ruth come out of the doors near the band.
RUTH: My brooch, I left my brooch. I must have it!
She turns back to go to her room but Cal takes her by the arm, refusing to let her go. The firmness of his hold surprises her.
CAL: Stay here, Ruth.
Ruth sees his expression, and knows fear for the first time.



It is chaos, with stewards pushing their way through narrow corridors clogged with people carrying suitcases, duffel bags, children. Some have lifebelts on, others don't.

STEWARD #2: (to Steward #3) I told the stupid sods no luggage. Aw, bloody hell!
He throws up his hand at the sight of a family, loaded down with cases and bags, completely blocking the corridor.

Fabrizio and Tommy push past the stewards, going the other way. They reach a huge crowd gathered at the bottom of the MAIN 3RD CLASS STAIRWELL. Fabrizio spots Helga with the rest of the Dahl family, standing patiently with suitcases in hand. He reaches her and she grins, hugging him.

Tommy pushes to where he can see what's holding up the group. There is a steel gate across the top of the stairs, with several stewards and seamen on the other side.

STEWARD: Stay calm, please. It's not time to go up to the boats yet.
Near Tommy, an IRISHWOMAN stands stoically with two small children and their battered luggage.
LITTLE BOY: What are we doing, mummy?
WOMAN: We're just waiting, dear. When they finish putting First Class people in the boats, they'll be startin' with us, and we'll want to be all ready, won't we?


Boat 7 is less than half full, with 28 aboard a boat made for 65.

MURDOCH: Lower away! By the left and right together, steady lads!
The boat lurches as the falls start to pay out through the pulley blocks. The women gasp. The boat descends, swaying and jerking, toward the water 60 feet below. The passengers are terrified.



TRACKING along the rows of portholes angling down into the water. Under the surface, they glow green. PUSHING IN on one porthole which is have submerged. Inside we see Jack, looking apprehensively at the water rising up the glass.

INSIDE THE MASTER AT ARMS' OFFICE Jack sits chained to the waterpipe, next to the porthole. Lovejoy sits on the edge of a desk. He puts a .45 bullet on the desk and watches it roll across and fall off. He picks up the bullet..

LOVEJOY: You know... I believe this ship may sink.

(crosses to Jack) I've been asked to give you this small token of our appreciation.

He punches Jack hard in the stomach, knocking the wind out of him.
LOVEJOY: Compliments of Mr. Caledon Hockley.
Lovejoy flips the handcuff key in the air, catches it and puts it in his pocket. He exits. Jack is left gasping, handcuffed to the pipe. CUT TO:


At the stairwell rail on the bridge wing, Fourth Officer Boxhall and Quartermaster Rowe light the first distress rocket. It shoots into the sky and EXPLODES with a thunderclap over the ship, sending out white starbursts which light up the entire deck as they fall.

WHIP PAN off the starbursts to Ismay. The Managing Director of White Star Line is cracking. Already at the breaking point from his immense guilt, the rocket panics him. He starts shouting at the officers struggling with the falls of BOAT 5.

ISMAY: There is no time to waste!

(yelling and waving his arms) Lower away! Lower away! Lower away!

FIFTH OFFICER LOWE, a baby-faced 28, and the youngest officer, looks up from the tangled falls at the madman.
LOWE: Get out of the way, you fool!
ISMAY: Do you know who I am?
Lowe, not having a clue nor caring, squares up to Ismay.
LOWE: You're a passenger. And I'm a ship's bloody officer. Now do what you're told!

(turning away) Steady men! Stand by the falls!

ISMAY: (numbly, backing away) Yes, quite right. Sorry.


SECOND OFFICER LIGHTOLLER is loading the boat nearest Cal and Rose... Boat 6.

LIGHTOLLER: Women and children only! Sorry sir, no men yet.
Another rocket bursts overhead, lighting the crowd. Startled faces turn upward. Fear now in the eyes.

DANIEL MARVIN has his Biograph camera set up, cranking away... hoping to get an exposure off the rocket's light. he has Mary posed in front of the scene at the boats.

MARVIN: You're afraid, darling. Scared to death. That's it!
Either she suddenly learned to act or she is petrified.

ROSE watches the farewells taking pace right in front of her as they step closer to the boat. Husbands saying goodbye to wives and children. Lovers and friends parted. Nearby MOLLY is getting a reluctant woman to board the boat.

MOLLY: Come on, you heard the man. Get in the boat, sister.
RUTH: Will the lifeboats be seated according to class? I hope they're not too crowded--
ROSE: Oh, Mother shut up!

(Ruth freezes, mouth open) Don't you understand? The water is freezing and there aren't enough boats... not enough by half. Half the people on this ship are going to die.

CAL: Not the better half.
PUSH IN ON ROSE'S FACE as it hits her like a thunderbolt. Jack is third class. He doesn't stand a chance. Another rocket bursts overhead, bathing her face in white light.
ROSE: You unimaginable bastard.
MOLLY: Come on, Ruth, get in the boat. These are the first class seats right up here. That's it.
Molly practically hands her over to Lightoller, then looks around for some other women who might need a push.
MOLLY: Come on, Rose. You're next, darlin'.
Rose steps back, shaking her head.
RUTH: Rose, get in the boat!
ROSE: Goodbye, mother.
Ruth, standing in the tippy lifeboat, can do nothing. Cal grabs Rose's arm but she pulls free and walks away through the crowd. Cal catches up to Rose and grabs her again, roughly.
CAL: Where are you going? To him? Is that it? To be a whore to that gutter rat?
ROSE: I'd rather be his whore than your wife.
He clenches his jaw and squeezes her arm viciously, pulling her back toward the lifeboat. Rose pulls out a hairpin and jabs him with it. he lets go with a curse and she runs into the crowd.
LIGHTOLLER: Lower away!!
RUTH: Rose! ROSE!!
MOLLY: Stuff a sock in it, would ya, Ruth. She'll be along.
The boat lurches downward as the falls are paid out.

TRACKING WITH ROSE, as she runs through the clusters of people. She looks back and a furious Cal is coming after her. She runs breathlessly up to two proper looking men.

ROSE: That man tried to take advantage of me in the crowd!
Appalled, they turn to see Cal running toward them. Rose runs on as the two men grab Cal, restraining him. She runs through the First Class entrance.

Cal breaks free and runs after her. He reaches the entrance, but runs into a knot of people coming out. He pushes rudely through them...



Cal runs in, and down to the landing, pushing past the gentlemen and ladies who are filling up the stairs. He scans the A-deck foyer. Rose is gone.



The hull of Titanic looms over Boat 6 like a cliff. Its enormous mass is suddenly threatening to those in the tiny boat. Quartermaster Hitchins, at the tiller, wants nothing but to get away from the ship. Unfortunately his two seamen can't row. They flail like a duck with a broken wing.

HITCHINS: Keep pulling... away from the ship. Pull.
MOLLY: Ain't you boys ever rowed before? Here, gimme those oars. I'll show ya how it's done.
Around them the evacuation is in full swing, with boats in the water, others being lowered.