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           PRINCE OF THIEVES
                          Story by
                         Pen Densham

                        Screenplay by
                         John Watson
                              &
                         Pen Densham




                                        FIRST DRAFT
Trilogy Entertainment Group
in association with:                    July 10, 1990
WARNER BROS. INC.                       © 1990
4000 Warner Boulevard                   WARNER BROS. INC.
Burbank, California 91522               All Rights Reserved

                      PRINCE OF THIEVES

FADE IN:

SUNSET
The glowing orb ripples like a blood-red eye.

BLACK, ROBED FIGURE
A face of the ages. Dark, wrinkled skin. Wizened,
almond eyes. He howls at the sun. His voice ECHOES
across the sky. The Moslem call to prayer.
Hundreds of feet below his tower, a mud-walled city of
minarets and mosques. A human ants' nest. Scurrying to
their devotions.

EXT. TWELFTH-CENTURY ARAB CITY - ESTABLISHING SHOT

INT. DUNGEONS - SUNSET
Pervasive blackness. Moans of men in pain. Dripping
water. Rats. Filth. The nadir of human degradation.
Bedraggled white men, POWs from the Crusades, caged
together with Arab cutthroats. Jailers wrench two
crusaders from their cell. ROBIN OF LOCKSLEY and PETER
DUBOIS. Their appearance reeks of long imprisonment, but
remnants of their noble heritage still glimmer in their
faces. Peter is so frail he can barely walk.

INT. TORTURE CHAMBER - SUNSET

A furnace. Torture instruments glow red hot. Chained
victims. A massive INTERROGATOR scrutinizes the two
white men. Indicates a rat-faced lowlife, who points at
Peter, jabbering in Arabic.
                         INTERROGATOR
           He says you stole his bread.
                         PETER
           It is a lie. I caught him
           stealing ours.
The lowlife jabbers some more.    The Interrogator debates.
                         INTERROGATOR
           Cut off the infidel's hand.
The jailers haul Peter to the chopping block.
                                            (CONTINUED)

                                                      2.
CONTINUED:
                       ROBIN
         No!... I took the bread.
                       PETER
         That's not true.
                       ROBIN
         They're not interested in truth.
         You are too weak, Peter. You
         would not live through it.
The Interrogator stares into Robin's eyes.
                       INTERROGATOR
         Sacrifice for the weaker? How
         noble... As you wish... Cut off
         this one's hand as well!... But
         first...
He indicates an Arab prisoner, who is dragged forward.
His struggling hand is laid on the executioner's block.
                       INTERROGATOR
         Show them the courage of Allah.
The prisoner's face braces for the pain. A red-hot
scimitar flashes down. The hand flips into a basket.
Twitching.
Robin is next. His composure fails. He flops to his
knees, crying. The Interrogator laughs. The jailers
unlash the thongs on Robin's hand. They stretch it out,
forcing it down. Robin goes limp, sobbing. Peter
catches his eye... Robin winks.
The scimitar. Drawn from the coals. Spitting flame.
Arcs down. Robin is suddenly galvanized.
                       ROBIN
         And this is English courage.
He hurls his holders aside. Swings upward, driving his
fast into the executioner's throat. Grabs the sword.
Slash. His thongs melt like butter. A jailer leaps at
him. Steaming, the scimitar slices into the man's chest.
Despite his bindings, Peter wrestles the Interrogator.
Knife pressed to his throat, Peter is forced against the
furnace. At the last second, he flips the man into the
fire. Screaming.
                       PETER
         That's for five years of hell.
                                             (CONTINUED)

                                                        3.
CONTINUED:
A jailer aims a scalding blade at Robin's back.
                         VOICE (O.S.)
         Behind you!
Warned, Robin ducks away.    Slams the jailer's head into
the wall.
Peter frees himself, but they are still outnumbered.
While fighting, Robin acknowledges the man who shouted
the warning. An imposing, shaven-headed SARACEN.
Heavily-muscled arms and chest, covered in tattoos. Even
his bald head is ornamented.
                       ROBIN
         You speak English?
                       SARACEN
         The king's own. Set me free.
                         PETER
         No, Robin.
                       SARACEN
         For pity's sake. Mine is a
         sentence of death.
Robin sidesteps, propelling a guard into a pit.
                       PETER
         Don't trust him.
Two more guards attack, yelling fury.    Robin eyes the
curved scimitar.
                       ROBIN
         What I would give for an English
         sword. This is a pruning hook.
A guard swings at him with a giant axe.    Robin slashes...
shears the axe handle in two.
                        ROBIN
         Hmm!   Not bad.
He runs the man through. Peter loses his sword. His
opponent moves in for the kill... Peter grabs tongs from
the fire and smolders his opponent with a backhand.
Commotion outside.    RAISED VOICES and RUNNING FEET.
                       SARACEN
         Free me and I will show you a way
         out.
                                            (CONTINUED)

                                                       4.
CONTINUED:
                       ROBIN
         Why should we trust you?
                       SARACEN
         If you don't, you are dead men.
                       ROBIN
         He makes a point.
The door bursts open.    More guards rush in.
                         ROBIN
         A good point.
He slashes the man free.

                         PETER
         Robin!
                       ROBIN
         Whatever blood is in his veins, he
         does not deserve to die here.
                         SARACEN
         This way!
He beckons them to the back.     A hidden door leads into a
tunnel.

INT. SEWERS - NIGHT
They wade through foul water up to their waists. The
Saracen leads... A snake lashes out for his face. Robin
lops off its head.

                       SARACEN
         You are fast, my friend.
                       ROBIN
         Five years I've waited for the
         smell of free air. That makes a
         man fast.
Guards drop down from above, carrying torches.    Blocking
the way.
                       SARACEN
         You will need to be yet faster.
A narrow opening to their left... they splash through.
Half running, half crawling in the dank water. Fire
arrows land around them. The orange smoke is choking.
                                             (CONTINUED)

                                                     5.
CONTINUED:
                        SARACEN
         Poison air.   Hold your breath.
Flames illuminate the walls, alive with a loathsome mass
of crawling slime. Peter falls. A pursuer descends on
him, thrusting a blazing torch at his face. The Saracen
intercepts the blow. Grabs the man's neck, SNAPPING it
with one mighty twist.
                       PETER
                (coughing)
         Thanks. I misjudged you.
                       SARACEN
         Save your breath.

Gasping for air, they find the tunnel veers steeply down-
ward. A slippery, granite tube. Losing purchase, they
slide headlong. Sharp, rusted spikes jut out from the
walls ahead.
Robin grabs at the walls to break the fall. No use.
They're picking up speed. He turns his sword crossways,
bracing it against the sides of the tunnel, as a brake.
Sparks fly. The sword cuts into Robin's chest... but it
works.
                       SARACEN
         Allah be praised.
                       ROBIN
         Amen, brother.
A bloodcurdling scream. A pursuing guard tumbles down
the sewer chute. The three men press themselves against
the wall. The man hurtles by... is impaled on the
spikes.
A draft of fresh air from the roof of the tunnel. Using
the spiked guard as a ladder, Robin climbs. Removes a
grating.

EXT. ARAB STREET - NIGHT
Robin's head appears... ducks back down, as a squad of
mounted soldiers thunders right over him... he reappears.
All clear. They're outside the prison wall. Robin helps
Peter up.
                       ROBIN
         God willing, we may now be safe.
                                            (CONTINUED)

                                                     6.
CONTINUED:
Swoosh. An arrow pierces through Peter's chest -- fired
from the prison wall. He reels... Robin leads him under
the wall for protection. Shouts of alarm. Soldiers
approaching.
                         ROBIN
         Come, Peter.    We must hurry.
Raising his sword, Peter faces the oncoming soldiers.
                         PETER
         It is mortal.    Leave me.
                       ROBIN
         Hold on to my shoulder.

Peter shakes him off.
                       PETER
         My mother... my little sister.
         Tell them I love them. Tell them
         I died a free Englishman.
Robin looks despairingly to the Saracen.
                       SARACEN
         His wound is by the heart.    We
         cannot save him.
Robin knows it's true. Peter pulls an insignia ring from
a hidden pouch in his clothes. Thrusts it into Robin's
hand.
                       PETER
         Take this to my sister. Swear you
         will protect her for me... Swear
         it, Robin!
                       ROBIN
                (reluctantly)
         I swear it.
Summoning hidden resources of strength, Peter charges at
the oncoming soldiers, brandishing his sword.
                         PETER
         For England.
He fells the first Arab.   The Saracen pulls Robin away.
                       SARACEN
         Come now! Do not fail your friend.
         Make his sacrifice an act of honor.
They vanish into the night. Fighting like a man pos-
sessed, Peter is swallowed in a sea of enemy soldiers.

                                                         7.
DESERTED ALLEY - LATER
Robin and the Saracen catch their breath.
                          ROBIN
            Farewell, friend. God speed you
            on your way.
                          SARACEN
            Our way is together. With the
            speed of Allah.
He grins.    This strange man has a sense of humor.
                          ROBIN
            I go to England.

                          SARACEN
            Then I go to England.
                           ROBIN
            England?   Why?
                          SARACEN
            You saved my life. I must stay
            with you until I save yours.
                          ROBIN
            Go your own way. I relieve you of
            your obligation.
                          SARACEN
            Only Allah can do that.
                          ROBIN
            And if I don't want you?
                          SARACEN
            You have no choice... unless you
            think you can kill me.
He grins broadly.      Offers his hand.
                          SARACEN
            My name is Aslan.
Resigned, Robin takes the proferred hand.
                          ROBIN
            Robin of Locksley. You know a
            short route to England, Aslan?
                                               CUT TO:

                                                      8.
EXT. LOCKSLEY CASTLE (NOTTINGHAMSHIRE, ENGLAND)
Eerie shapes. Weaving. White light on water. The moon
reflected in the moat of a small castle. Towers shrouded
in night mist. Smoke curls from a chimney.
SUPERIMPOSE:   LOCKSLEY CASTLE, NOTTINGHAMSHIRE, ENGLAND

INT. LOCKSLEY CASTLE - NIGHT
FIRE CRACKLES in an open hearth. Hams and a half sheep
hang, smoking. An old DOG SNORES at the fireside. A
bone clunks on the floor, waking him.
                       VOICE (O.S.)
         Enough of that din, Remus.    I
         can't think.
Licking the bone gratefully, the dog looks in the direc-
tion of the voice... Grey. Proud. Distinguished. LORD
LOCKSLEY.
Seated at a table, wine goblet in hand, he pores   over a
wonderful illustrated Bible. Reading to himself    for
solace and strength. Empty chairs surround the    vast
table. A deep sense of loneliness. He glances     at a
portrait over the fireplace... Robin.
The dog jumps. Hackles rise. O.S. SHOUTS. Locksley
unsheathes a dagger. Obscures it in the folds of the
Bible. The door bursts open. A peasant, ragged,
desperate, KENNETH.
                        KENNETH
         My Lord!   Help me.
He's bleeding from a face wound. Another man grabs him
from behind. Locksley's craggy-faced retainer, DUNCAN.
Older than his master, but still strong, he holds Kenneth
back.
                       DUNCAN
         You must wait... I am sorry you
         were disturbed, Master.
                       KENNETH
                (high anxiety)
         My Lord, please!
                       LOCKSLEY
         It is alright, Duncan.
                (to Kenneth)
         You are Kenneth of Cowfall?
The peasant falls to his knees.
                                           (CONTINUED)

                                                           9.
CONTINUED:
                       KENNETH
         They've taken my Gwen.    My
         daughter.
                       LOCKSLEY
         Who has taken her?
                       KENNETH
         Men on horses. In masks.
                (touches his wound)
         We tried to stop them. My son is
         dead.

EXT. LOCKSLEY CASTLE - NIGHT

Steam pours from the nostrils of a black charger. Lord
Locksley mounts, in armor. Duncan attempts to detain
him.
                       DUNCAN
         You cannot go alone, Master.      Let
         me ride for help.
                       LOCKSLEY
         That may be too late. Kenneth,
         lead the way.
He kicks his horse into motion.
                         DUNCAN
         Master, stay!    There is an evil
         moon tonight.
                       LOCKSLEY
         Good will overcome, Duncan.      Trust
         in that.
Duncan looks up.    Crosses himself.    Dark clouds race
across the moon.
                                              CUT TO:

EXT. WOODED TRAIL
Kenneth checks the ground.    Locksley waits.
                       KENNETH
         They came this way, my Lord.
                         LOCKSLEY
         Onward then.    What is this place?
                                              (CONTINUED)

                                                    10.
CONTINUED:
                       KENNETH
         Nearby the Gregor Caves.
Locksley reacts -- a hint of fear. They move on...
Ahead, the hillside glows, rimmed in eerie light.
Strange primitive CHANTS, wafted on the wind. Locksley
ties his nervous horse to a tree.
Parting undergrowth, Kenneth creeps forward. Cries out.
He's face to face with the maggot-eaten skull of a goat.
Beyond it, a gruesome host of half-skinned human skulls,
all arranged on stakes. Some male, others with rotting
female tresses, staring eyelessly into the night.
Kenneth turns to run... A hand grabs him.

                       LOCKSLEY
         Steady, man. They are to dissuade
         the faint of heart. Think of
         Gwen.
From the crest of the rise, they peer down into the
craggy valley. A cave opening, ablaze with flames leers
at them like the mouth of hell. Before the cave, a
circle of stones. A miniature Stonehenge.
A medieval orgy. Men and women in masks and loose
robes. Dancing. Drinking. Reveling. Pure carnality.
Lord Locksley and Kenneth watch in horror. Faces ashen.
                       KENNETH
         Druids.
                       LOCKSLEY
         I trusted we were rid of such evil
         a century ago.

An unearthly SCREECH. A creature leaps into the circle
of stones. Grotesque gargoyle head, horns, fur-covered
arms and legs. A living Hieronymous Bosch DEMON. Its
clawed hands slash across a reveler's back, drawing
blood in vicious streaks. The creature tastes the blood.
The reveler is ecstatic.
                       KENNETH
                (petrified)
         Is it the devil?
                       LOCKSLEY
         If it is, I have some Christian
         steel that will test his hide.
He draws his sword. A crucifix sculpted into the hilt.
A girl is dragged from the cave. Kenneth buries his
head.
                                          (CONTINUED)

                                                      11.
CONTINUED:
                       LOCKSLEY
         Gwen?
Kenneth nods.
The Demon shrieks, dervishing around GWEN, who  is
carried onto the central plinth stone. A pagan   altar,
the shape of an elephant's head with its trunk  raised. A
masked figure stands at the head of the altar.   The high
priest of the dark rite.
The girl's body shudders as blood-red liquid is forced
down her throat. The Demon's voice is husky and hideous.
                       DEMON
         Come, my virgin flower.
Hypnotized by the creature's voice and snake-like move-
ments, Gwen stretches herself out. A single beam of
sunlight slices through the mist, like a laser. The
first light of the rising sun, it strikes directly on the
altar, tracking down towards the girl's heart. The
Demon's raised talons close in on the white flesh of her
neck. Gwen's eyes are open wide, in a trance. The crowd
of revelers encircle the plinth. Awed anticipation...
A warrior's yell!
Sword raised, Locksley THUNDERS in on his CHARGER. The
terrified crowd parts. The Demon screams like a banshee.
                        DEMON
         Kill him!   Kill him!
The followers throw themselves at   Locksley. He beats
them off. The high priest issues    orders to armed guards,
who run to intercept. One aims a    spear. Locksley hacks
the shaft in half. Cuts men down    left and right.
Reaches the altar stone.
                        LOCKSLEY
         Gwen!   Up, girl, up!
Gwen shakes off her trance. The Demon launches itself at
Locksley. Talons rip flesh from his face. With all his
strength, Locksley hurls the creature down.
                       LOCKSLEY
         In the name of God!
His broadsword swings in a mighty arc. Slices across the
gargoyle's skull. Clean through half the face...
Impossibly, the demon rolls back to its feet.
                                            (CONTINUED)

                                                    12.
CONTINUED:
The head is an elaborate mask -- beneath are the yellow
skin, white hair, and burning red eyes of an albino
crone. Screaming vitriol, the hag is unharmed.
Momentarily stunned, Locksley regains his senses, hauls
the girl onto his charger. The guards close in.
Locksley spurs his horse. Rides for an opening.
The masked high priest stands resolutely in his path.
Brandishing a burning branch. The horse is freaked.
Rears. Locksley and the girl are thrown.
Unarmed, Locksley charges the man. Slams him into the
cave wall. The mask falls. Locksley gasps in
recognition.


                        LOCKSLEY
         Nottingham!
The SHERIFF OF NOTTINGHAM. Powerful build, black beard,
cruel intensity in every feature.
                       NOTTINGHAM
         You are an unwelcome surprise,
         Locksley.
                       LOCKSLEY
         The King shall hear of this,
         Nottingham.
                        NOTTINGHAM
         I think not.
Locksley is surrounded. One by one the men reveal their
faces. Locksley backs up in shock, recognizing them.

                        LOCKSELY
         God help us.
                       NOTTINGHAM
         One day all England will worship
         with us.
                        LOCKSLEY
         Never.
The crone spits venom in his face.
                       DEMON
         I am Mortianna. You will die with
         my name on your lips.
Locksley's agonized cry fills the valley. On the hill-
side, Kenneth averts his eyes. Turns to run. Five
masked figures block his way.

                                                         13.
EXT. ENGLISH SHORE - DAY
A twelfth century French sailboat at anchor.    A cross on
its sail.
A longboat rows to shore. Robin stands in the prow, in
a pilgrim's hooded robe. He gazes at the approaching
land. Unable to wait, he leaps into the surf and wades
to the beach. He kneels, pressing his hands and face
into the soil.
                         ROBIN
         Home.    Thank you, Lord.
Aslan steps from the boat, sniffing the air. The French
sailors keep their distance from him. Robin takes his
hand.

                       ROBIN
         My friend, you have escorted me
         home. I beg you to free yourself
         of your vow. Return with the
         boat. I know how heavy your
         heart must be, this far from your
         family and native land...
                       ASLAN (SARACEN)
         Because I love them so dearly,
         I cannot dishonor them.
A sailor creeps up behind Aslan, club in hand.
                       ROBIN
         I thought you'd say that.
He nods to the sailor, who swings the club down. The
Saracen sidesteps, grabs the man's arm and flips him
into the surf. He turns a cold stare on Robin.

                       ASLAN
         No man controls my destiny.
         Especially not one who attacks
         downwind and stinks of garlic.
Robin laughs.    The Saracen remains intense.
                       ASLAN
         If our positions were reversed,
         I would have done the same.
         Only I would have succeeded.
He smiles broadly.    Robin claps him on the shoulder.
                       ROBIN
         Come, Aslan. By nightfall we will
         celebrate your honor when we dine
         with my father.

                                                    14.
EXT./INT. PEASANT'S COTTAGE - DAY
CRASH! An armored foot splinters the door of a farmer's
hovel. Children scream and run. A soldier clubs at
them, laughing.
Outside. More soldiers. Some on horses, others on foot,
with leashed hounds. Pillaging. Vandalizing.
Searching.
GUY GISBORNE: An impressive figure on horseback.
Strikingly handsome -- except that one of his ears is
missing. We recognize his face from the Druid ceremony.
He coldly addresses a pregnant woman with a child in her
arms, FANNY.
                       GISBORNE
         You owe the sheriff three bushels
         of flax.
                       FANNY
         You starve us. First the drought,
         now you take what food we have
         left.
                       GISBORNE
         For starving people, you look
         fat enough.
                       SOLDIER
                (emerging from
                 the hut)
         He's not here, sir. None but the
         woman and children.
                       GISBORNE
                (to Fanny)
         Where is your mate? The man
         they call Little.
                       FANNY
         He died last winter.
                       GISBORNE
         Is that so? We hear he     is very
         much alive. Hiding out     in the
         forest. He probably ran     away
         to escape your scolding    tongue.
The soldiers join in his laughter. Incensed, Fanny
pounds her fist on his legs. Gisborne kicks her down.
                         FANNY
         Norman swine!
A BOY of 12 springs from nowhere, thrusting a hay fork at
Gisborne's throat.
                                           (CONTINUED)

                                                        15.
CONTINUED:
                       FANNY
         No, Wulf! Don't! 'Twill only
         make it worse.
Wulf backs off.   Nostrils flaring with repressed hate.
                        GISBORNE
         Seize him!
While two soldiers grab the Boy, others examine his
hiding place. A secret thatched door, built into the
side of a haystack... a bow and quiver... and a deer
carcass. Gisborne dismounts.
                       GISBORNE
         This is Lord Nottingham's deer.
         Is this how you repay the Sheriff
         for his protection?
                       WULF (BOY)
         Like a wolf protects sheep.
                        FANNY
         I killed it.   We needed the meat.
                       GISBORNE
         Poachers hang. Either he dies or
         you die.
                       WULF
         My mother lies to protect me.
                        FANNY
         No, Wulf!
Gisborne drags the boy to the carcass.

                       GISBORNE
         You have deprived us of a hunt,
         boy.
He cups his hand in the deer's blood.    Smears it on
Wulf's face.
                       GISBORNE
         The hounds know the scent well.
He tosses his bloody glove to the dogs. They tear at
each other in their effort to rip at the glove.
                       GISBORNE
         Run, boy. Like a deer. Give us
         some pleasure before you die.
                                            (CONTINUED)

                                                       16.
CONTINUED:
To the accompaniment of the HOUNDS' savage HOWLS and
the horrified screams of his family, Wulf runs.
                         GISBORNE
         Unleash them!

EXT. COUNTRY ROAD - DUSK
Nearing home, Robin is buoyant.     The Saracen, brooding,
walks two paces behind him.
                       ROBIN
         Why must you walk in back of me?

                       ASLAN
         In your land am I not the infidel?
         The unbeliever, the instrument of
         evil?
                       ROBIN
         Our races have fought for a
         hundred years to prove that point.
                       ASLAN
         Then I trust it is safer to appear
         as your slave than as your equal.
                       ROBIN
         For an 'infidel' you have uncommon
         clarity of thinking. Yet you
         refuse to tell me about your home
         and family.
                       ASLAN
         Those are my burdens.

                       ROBIN
         You speak my language. You have
         the diplomacy and honor code of
         a nobleman. I ask again, why
         were you to be executed?
The Saracen maintains a moody silence.
                       ROBIN
         So, I must continue with my
         guesswork. You are highborn?
         Probably... You fell from favor...
         Clearly... Why? You broke the
         law? You were a rival for power?
         ... A woman?
                                             (CONTINUED)

                                                        17.
CONTINUED:
The Saracen reacts, almost imperceptibly.
                          ROBIN
            By the Lord, that's it!
Aslan is silent, but Robin knows he's right.
                          ROBIN
            They say there are Arab women of
            such beauty that they can possess
            a man's mind, that he would be
            willing to die for them. Is
            that not so?
Ignoring him, the Saracen stops.      Examines the darkening
sky.
                          ASLAN
            It is close to sunset.
                          ROBIN
            Your people must marry women
            chosen for them by others, right?
No reply.    Aslan unfolds a prayer rug.
                          ROBIN
            Who is she? The Mullah's daughter?
            ... Another man's wife?... That's
            it!
                          ASLAN
            Endless clouds. Is there no sun
            in your cursed country?
                          ROBIN
            You dog! You painted old dog!
            What is her name?
                          ASLAN
            Which way is East?
                         ROBIN
            Her name?
                         ASLAN
            East?
                         ROBIN
            Her name?
                         ASLAN
            East?!!!
Robin folds his arms.    A standoff.
                                              (CONTINUED)

                                                       18.
CONTINUED:
                       ASLAN
         Damn you!... Jasmina.
                         ROBIN
         Ah, Jasmina!    Is she beautiful?
                       ASLAN
         Which way is East?
                         ROBIN
         That way.
Aslan throws his rug on the ground.    Kneels.
                         ASLAN
         Are you sure?
                       ROBIN
         I would know blindfolded. I'm
         five miles from home... Was she
         worth it?
                       ASLAN
         Worth dying for.
Robin stands smiling over him as Aslan begins his
prayers... BAYING of HUNTING DOGS... In the distance, the
boy Wulf runs toward them, ducks behind a tree and clubs
the leading dog with a branch. The other hounds close
in... panting with exhaustion, Wulf swings into the
branches. A hound savages his leg.
The soldiers surround the tree. The boy clambers
precariously onto the highest branch... Robin surrep-
titiously steals a crossbow from one of the soldiers'
horses.

                       GISBORNE
         You're not playing by    the rules,
         boy. Deer don't climb     trees...
         Perhaps he thinks he's    a game
         bird. Shall we teach     him to fly?
         Cut it down!
The soldiers hack at the trunk.    The tree quivers.
                       ROBIN
         Hold!... I am curious as to what
         manner of creature is so fearsome
         that it takes six men to attack
         it.
Shrouded in his pilgrim's hooded cloak, he approaches
them.
                                             (CONTINUED)

                                                      19.
CONTINUED:
                       GISBORNE
         Stand back, stranger. This is no
         affair of yours.
                       ROBIN
         Have we treed the devil himself?
         Let me see... Ah ha! A small boy.
         A truly dangerous animal.
                       GISBORNE
         I advise you to move on, pilgrim.
         This is the Sheriff's land.
                       ROBIN
         Wrong. This is my land, and my
         tree. Therefore, whatever is in
         it also belongs to me.
                       GISBORNE
         I grow dangerously tired of your
         wit... Chop it down!
                       ROBIN
         The man who strikes that tree
         dies.
He glances nervously at Aslan, who's still at his
prayers. The men stop in mid-swing. More surprised
than scared. Gisborne gestures to the largest of them.
                       GISBORNE
         Chop down the hooded fool.
                       ROBIN
                (backing up)
         Perhaps we could discuss this.

The soldier raises his sword. Robin lifts his cape...
the crossbow. Shoots from the hip. The bolt thuds
through the man's armor. He's dead before he lands.
                       GISBORNE
         Kill him!
                        ROBIN
         Aslan!   It's time to redeem that
         vow.
                       GISBORNE
         Set the dogs on him!
                                             (CONTINUED)

                                                        20.
CONTINUED:
Aslan ignores him, lost in his   prayers. Robin lifts the
other arm -- a second concealed   crossbow. WHUMPF! The
bolt flips the dog handler into   the vicious pack. Dead
or not, he soon will be. Robin    unsheathes his sword.
                          ROBIN
            Aslan, get off your damn knees!
            I have four of them cornered.
The Saracen remains head down. Or did we see him steal
a glance? Gisborne signals his men to attack. A wave of
flashing steel.
                          ROBIN
            I hope there's enough of me to
            satisfy you all.
Backed up to a tree, he grabs a branch and kicks out.
Two men fly back. He lunges at a third. His sword
strikes flesh. Robin sidesteps and hurls the fourth
onto a sharp tree stump.
Gisborne thrusts. Robin reacts too slowly.       Blood flows
from his arm. His sword falls.
                         ROBIN
            Aslan!!
Gisborne is on him, sword pressed to his back.      Robin
freezes.
                          GISBORNE
            Well, hooded stranger, allow me
            to know your name before I run you
            through.

A moment of silence... Like lightning, Robin spins,
kicks out Gisborne's legs. Slams one foot on the man's
sword arm, the other on his throat. Throws back his
pilgrim's hood.
                          GISBORNE
            Robin of Locksley!
                          ROBIN
            On your knees, Gisborne.   Pray.
He obeys.    Robin raises his sword.
                          GISBORNE
            Please, Locksley! No!
Robin drives the point into Gisborne's rear.      The man
leaps.
                                               (CONTINUED)

                                                       21.
CONTINUED:
                       ROBIN
         Now get off my land. And tell your
         cousin the Sheriff what happens to
         his scum when they pick on my
         people.
Gisborne takes off, colliding with Aslan as he folds his
rug. Reacts in shock at the sight of the strange Arab.
Keeps running.
                       ROBIN
                (to Aslan,
                 furious)
         You worthless savage! You travel
         ten thousand miles to save my life,
         then leave me to be butchered.
                       ASLAN
         I will fulfill my vow when I
         choose.
                       ROBIN
         Which does not include prayer
         times, meal times, or any time
         I'm outnumbered six to one!!
                       ASLAN
         You whine like a mule.   You are
         still alive.
                       ROBIN
         Barely.
Aslan examines Robin's wound.   Dismissive.
                       ASLAN
         A flesh wound. Why did you let
         their leader go?
                       ROBIN
         After six years of the stench of
         death, I have no stomach for
         needless blood on my hands.
Wulf climbs cautiously from the tree.
                       ROBIN
         Have no fear, boy.
The boy nervously eyes Robin and the Saracen, fingering
a crucifix around his neck. Runs off into the woods.
                       ASLAN
                (laughing)
         The conquering hero returns.
                                              (CONTINUED)

                                                          22.
CONTINUED:
                        ROBIN
         Ha!   It was you he was scared of.
Aslan's humor is infectious.     Robin's anger relents.
                       ROBIN
         Come, my strange friend. Beyond
         that hill lies the prettiest
         little castle in all Christendom.
         Warm hearths, hot food, real beds.
                       ASLAN
         With feather pillows?
                       ROBIN
         With feather pillows. Warm and
         soft like Jasmina's embrace.

EXT. LOCKSLEY CASTLE - NIGHT
Ruins. The moon hovers ominously over the once-proud
castle. Burned to the ground. Gutted and deserted.
Towers demolished. Moat drained. Robin stares, struck
dumb with horror.
The dark courtyard.   Heartsick, Robin stumbles over
debris.
                         ROBIN
         Father!    Hello!
His VOICE ECHOES around the fallen battlements. Aslan
places a hand on his shoulder and points... Suspended
high on a tower wall is a decaying human corpse.


CLOSE - MEDALLION
round the corpse's neck.   The Locksley crest.
                        ROBIN
         Noooooo!
A paroxysm of rage and grief. He smashes furniture.
Slams his fists relentlessly into the wall. Pained,
Aslan looks on.
                       ROBIN
         I should have been here.
Spent, he leans against the wall. In the silence, they
hear an eerie TAPPING. Robin draws his sword... A
hunched, old man emerges, walking with the aid of a staff
... Duncan.
                                           (CONTINUED)

                                                        23.
CONTINUED:
                       ROBIN
                (shaking him)
         Damn you, Duncan. Why didn't you
         cut him down?
                       DUNCAN
         Master Robin, is it you? A
         miracle. I thought God had
         abandoned us.
                       ROBIN
         You left my father to hang like
         a common thief, carrion for the
         crows.

                       ASLAN
         Easy... Look at him.
Duncan steps into the moonlight.    His face crudely-
scarred.
                       ROBIN
         What has happened?
                       DUNCAN
         They say they captured him
         worshipping with the Druids. He
         signed a confession before the
         Bishop of Hereford.
                       ROBIN
         Did they have witnesses?
                       DUNCAN
         Just one. Kenneth of Cowfall.
         The Bishop decreed all the Locksley
         lands forfeit.
                       ROBIN
         Did you believe the charges?
                       DUNCAN
         Not even when they took my eyes.
                       ROBIN
         Who did this to you, Duncan?
                       DUNCAN
         Guy of Gisborne. With the sheriff
         looking on.
Robin holds the old retainer to his chest.    Stares into
the night in silent rage.

                                                         24.
EXT. NOTTINGHAM CASTLE - NIGHT
Marked contrast.   A forbidding fortress.   Cliff-like
battlements.

INT. NOTTINGHAM CASTLE - NIGHT
Face like thunder, Guy of Gisborne strides up curving,
stone steps. A long corridor leads to a guarded oak
door.
                       SENTRY
         Sir Guy. His Lordship is not to
         be disturbed.
                        GISBORNE
         Away, fool.
He shoves the Sentry aside.

EXT. CASTLE BATTLEMENTS - NIGHT
Torches illuminate Nottingham's face. Chilling cruelty
in Manson-like eyes. Seated, his manicured hand dis-
tractedly strokes a semi-naked girl. She sits at his
feet like a frightened dog. When Gisborne enters, she
covers up.
                       NOTTINGHAM
         Who bade you cover up?
He smashes his fist into his chair.   She timidly
uncovers.
                       NOTTINGHAM
         Cousin, I trust you justify your
         intrusion with news of profound
         value.
His attention is riveted on a dark niche in the corner of
the courtyard. UNEARTHLY SOUNDS emanate from the black-
ness.
                       GISBORNE
         I met a hooded man today. He bade
         me warn you not to harm his
         people.
                        NOTTINGHAM
         His name?
                       GISBORNE
         Robin of Locksley.
                                            (CONTINUED)

                                                     25.
CONTINUED:
                      NOTTINGHAM
         Ha! The prodigal son returns. He
         is a whelp. This girl could best
         him.
                       GISBORNE
         This whelp bested five of my men
         in the blink of an eye.
                       NOTTINGHAM
         Your men were probably drunk.   Yet
         you survived, cousin?
Heavy scorn. The sheriff pats Gisborne's hand like a
child's. The voice from the darkness becomes a loud
CHANT. A wrinkled, monkey-like figure dances INTO VIEW,
wearing a necklace of human fingers. You might think
she was a hundred years old, if not for her incredible
agility. MORTIANNA.
                       GISBORNE
                (stunned)
         You brought her here?
                       NOTTINGHAM
         Quiet!
The crone's fingers dart into a bag. Emerge with a
writhing, SQUEALING mass... a PIGLET. A knife flashes.
Blood spurts into an ornate, sacred platter.
The girl flinches in horror. Mortianna shakes the con-
tents of a pouch across the bloody dish. Carved bone
dice -- Runes.
She rattles the platter. The rune symbols dance in
trails of blood. Eyes vacant, mouth frothing, she hisses
out her incoherent visions. Nottingham follows her every
move. A connoisseur.
                       NOTTINGHAM
         What do you see?
                       MORTIANNA
         Change the seat of power.
                       NOTTINGHAM
         London?
                       MORTIANNA
         Change it.
                       NOTTINGHAM
         Move the capitol to Nottingham?
         Excellent. How?
                                            (CONTINUED)

                                                           26.
CONTINUED:
                       MORTIANNA
         Ally with royal blood.
                       NOTTINGHAM
         Put someone on the throne and rule
         through him? Who?
                       MORTIANNA
         That is not revealed.
The idea takes shape in Nottingham's mind.      Mounting
intensity.
                       NOTTINGHAM
         Ally with royal blood. What else
         do you see?
                         MORTIANNA
         Armies.
                         NOTTINGHAM
         Whose?
                      MORTIANNA
         Yours. Men and weaponry in great
         numgers.
                         NOTTINGHAM
         And victory?
                       MORTIANNA
         Much blood will be spilled.
                         NOTTINGHAM
         Whose?


CLOSE SHOT
A dice splashes blood. Lands -- a death's head symbol.
Mortianna hammers the platter. The dice spins and lands
again. Again the grinning skull.

BACK TO SCENE
The tray smashes to the ground.      The hag runs at
Gisborne.
                       MORTIANNA
         Who have you seen?!
She shakes him.    Screams spittle in his face.
                                              (CONTINUED)

                                                         27.
CONTINUED:
                       GISBORNE
                (freaked)
         No one. I have seen no one.
                          MORTIANNA
         You lie!     A man... A painted man.
                       NOTTINGHAM
         What is wrong?
                       MORTIANNA
         I have seen my death.
She whimpers.   Spins, as if fearing invisible intruders.

                       MORTIANNA
         The painted man. He haunts my
         dreams.
                       GISBORNE
         Locksley has a companion. A dark-
         skinned foreigner. He had the
         marked skin of Islam.
Mortianna trembles like an epileptic.    Eyes wide with
terror.
                          MORTIANNA
         Kill them!     Kill them!
She throws herself at Nottingham for protection.    He
caresses her. Gisborne is thunderstruck.
                       NOTTINGHAM
         Cousin. Prove to Locksley that
         your survival was his last mistake.

                       MORTIANNA
                (frantic)
         And the painted man! Kill him.
                       NOTTINGHAM
         Kill them both.
He continues to stroke her.    Her trembling subsides.
                       NOTTINGHAM
         You have done well, Mortianna.
         Exceedingly well. No one shall
         harm you, I swear it.
Mortianna reaches out bloodied fingers towards the young
girl, who shrinks away. Nottingham gently takes the
girl's hand.
                                            (CONTINUED)

                                                     28.
CONTINUED:
Draws it to his mouth, as if to kiss it... and bites down
viciously, drawing blood. The girl screams.
                       NOTTINGHAM
         Now, my child, Mortianna's kisses
         will seem soft, like an angel's.
                (to Mortianna)
         Take her. You have earned her.
Mortianna grabs the terrified girl's wrist.   Drags her
away.
                       GISBORNE
         It is madness bringing the hag
         here.

                       NOTTINGHAM
         Fear not for my sanity, Guy. For
         in madness, there is great power.

EXT. LOCKSLEY CASTLE - DAWN
Red shards of sunlight slice through mist-shrouded trees.
Robin hammers a crude cross over a hillside grave.
Heads bowed, Duncan and Aslan stand at his side.
                       ROBIN
         Our last words in this world were
         spoken in anger. He called the
         Crusades a foolish quest, said it
         was vanity to force other men to
         our religion. He was right.
                (looks to Aslan,
                 then back to the
                 grave)
         Please forgive me, Father.
                       DUNCAN
         He loved you till the end, young
         master. He never gave up hope of
         your return.
                       ROBIN
         I failed him. I should have been
         here at his side.
                       DUNCAN
         You must leave, head north to
         safety. Gisborne will surely seek
         revenge.
                       ROBIN
         Leave me.
                                          (CONTINUED)

                                                     29.
CONTINUED:
                       DUNCAN
         I know what you're thinking. But
         one man can achieve nothing
         against so many. You would need
         an army.
                         ROBIN
         Leave me.
                         ASLAN
         Come, friend.
He leads the old man away.
                                           CUT TO:


GRAVE SIDE - LATER
Pouring rain. Robin stands drenched at the grave side.
Aslan watches from the shelter of trees. Duncan heats a
stale chunk of bread over the ashes of a small fire.
                       DUNCAN
         He still stands vigil?
                         ASLAN
         Like a rock.
Duncan offers half the bread to the Saracen.
                       DUNCAN
         A curse on the Saracens! Were it
         not for their ungodly ways, he
         would never have left. This would
         never have happened.

                       ASLAN
         It surprises me that one who
         curses others so readily has lived
         so long.
                       DUNCAN
         I do not recognize the style of
         your voice, friend. Are you
         Irish? A Cornishman?
                         ASLAN
         Er... no.
                       DUNCAN
         What manner of name is Aslan then?
                       ASLAN
         A fine Saracen name.
                                           (CONTINUED)

                                                      30.
CONTINUED:
                         DUNCAN
         Lord, no!
He chokes in shock.   Spitting bread.
                       ASLAN
         Lord, yes. But eat in peace. I
         take no offense.
                (glances at Robin)
         By the prophet! What is the man
         doing?
Robin raises his dagger over his wrist.   Aslan runs to
him.

                         ASLAN
         Wait!
Too late. Robin slashes the dagger across his palm.
Rain and blood mingle. Streaming onto the grave.
                       ROBIN
         I swear by my own blood. I will
         not rest until I have restored my
         father's name.
                (a whisper)
         ... Or until I am dead.

EXT. FOREST PATH - DAY
Ooze sucks at feet.   The three men stomp through mud and
rain.
                       ROBIN
         We make a fine army, do we not,
         Duncan? A blind man, an Arab, and
         a fool.
                       ASLAN
         A fine, wet army. I have never
         witnessed a storm of such duration.
         When does summer come to this
         land?
                       ROBIN
         This is summer.
                       ASLAN
         Then Allah truly is great.
                         ROBIN
         Why, pray?
                                           (CONTINUED)

                                                         31.
CONTINUED:
                         ASLAN
           No food, no shelter,   and weather
           that would curse the   end of the
           earth. We  will all   quickly be
           dead, and I shall be   rid of my
           vow.
They approach a stone wall, surrounding a thatched
mansion.
                         ROBIN
           You despair too soon, Aslan. We
           shall find food and shelter here
           among friends.

                         ASLAN
           What is this place?
                         ROBIN
           Peter's home. It is nearly seven
           years since we left here together.

EXT. DUBOIS MANSION - DAY
Robin pounds on the door.    A hatch opens.     An OLD WOMAN's
face.
                         OLD WOMAN
           No beggars!
The hatch slams shut.    Robin pounds again.
                         ROBIN
           Open up!

A pause.   The hatch slides back.
                         ROBIN
           Tell the mistress of the house
           that Robin of Locksley is at her
           door.
                         OLD WOMAN
           Her ladyship is not at home.
She slams the hatch again.    Robin jams in his hand.
                         ROBIN
           Aagh!
He shouts through the hatch, over his bruised fingers.
                                                (CONTINUED)

                                                           32.
CONTINUED:
                          ROBIN
            Is the child Marian at home?
                          OLD WOMAN
            Maybe she is. Maybe she isn't.
            Remove that hand.
Robin refuses. She waits imperiously behind the locked
door. Robin reluctantly withdraws his hand. Instantly
the hatch slams.
                          ASLAN
            The hospitality here is as warm as
            the weather.

They wait, shivering... The door opens a crack.
                          OLD WOMAN
            Leave your weapons.
The three start forward.       Her bony finger points at
Robin.
                            OLD WOMAN
            Just you.

INT. DUBOIS MANSION - DAY
The hall. Deer heads.        Boar heads.   Portraits of
ancestors.
                            OLD WOMAN
            Wait here.
He waits.    CREAKING FOOTSTEPS on the balcony.

                            GIRL
            Who are you?
Dim lighting.    Robin cannot make out who it is.
                          ROBIN
            I am Robin of Locksley.
                             GIRL
            You lie.     Robin is dead.
                          ROBIN
            I may meet my maker soon from lack
            of sustenance. But for now I am
            real enough.
                                                (CONTINUED)

                                                        33.
CONTINUED:
                       GIRL
         Step into the light.    Turn around.
                       ROBIN
         By heaven, am I to dance next?
         Who are you?
                       GIRL
         I am the maid Marian.
                       ROBIN
         Then show yourself, child.     For we
         knew each other well.
                       GIRL
         With the king away, these are
         lawless times. There are outlaws
         villainous enough to kidnap and
         ransom a relative of his.
                       ROBIN
         You know I am not one of them.
         Besides, I am sworn to protect
         you.
                       GIRL
                (laughs)
         Protect me? Robin of Locksley was
         nothing but a spoiled bully.
                       ROBIN
         Allow that years of war and prison
         may change a man. Step forward,
         Marian, so I may see how you have
         changed.

She moves into the light... Fat.     Rotten teeth.   Ugly as
sin.
                       ROBIN
         Er... the years have been kind.
                       GIRL
         Thank you. Now remove yourself
         from this household.
A figure steps behind Robin.    Sticks a sword in his back.
                       GIRL
                (turning away)
         As you can see, we are already
         well protected.
                         ROBIN
         Wait, Marian!    ...ouch!
                                             (CONTINUED)

                                                         34.
CONTINUED:
The sword is jabbed into his back. Robins faces the man
-- clad in back, with a metal fighting mask.
                        ROBIN
          You are truly courageous against
          an unarmed man.
The figure gestures towards the door. Robin sidesteps.
Slams an elbow. The sword drops. Slides across the
floor. Robin moves for it, but the man intercepts,
drawing a dagger.
Robin darts to the wall. Rips off an antlered deer head.
Defends himself as the attacker slashes at the horns.


OUTSIDE
The SOUND of the fight indoors.   Aslan hurls himself at
the door. It doesn't give.

INSIDE
Chunks of horn fly. Robin parries and thrusts.     The
horns get shorter. Robin retreats.
Left with just the nubs, Robin hurls the deer head at
the mask. Gaining advantage, he charges. Grabs the
dagger hand, smashes it into the wall. The knife drops.
Robin wrenches off the mask.
Long hair tumbles down... a beautiful YOUNG WOMAN.
The front door CAVES IN. Aslan stumbles through... just
in time to see the woman's knee fly up into Robin's
crotch. Robin folds. The battle is over. The young
woman stands over Robin.
                        YOUNG WOMAN
          As she was saying, we have
          no need of your protection.
Robin croaks through clenched teeth.
                       ROBIN
          Marian.
                                             CUT TO:

INT. KITCHEN
Liquid tumbles into a goblet.   The three men at a table
in the kitchen.
                                             (CONTINUED)

                                                     35.
CONTINUED:
The fat girl, SARAH, who pretended to be Marian, serves.
Flashes a lusty smile at Aslan, who glances at Robin --
"Help!" Marian arrives. In a gown. Stunning. An
impish grin.
                       MARIAN
         I trust Lord Locksley has
         recovered from his indisposition.
Aslan laughs.   Robin glares.

EXT. DUBOIS MANSION - DAY
Rock-strewn hills. Grazing sheep. Sun peeking through
clouds. Robin and Marian walk. Anger and anguish in
her voice.
                       MARIAN
         Why would he wish me to be
         protected by the boy who burned
         my hair when I was a child?
                       ROBIN
         We were together five terrible
         years in a Saracen prison.
                       MARIAN
         How do I know you didn't abandon
         him there to save your own skin.
Robin hands her Peter's ring.   She is shocked.
                       ROBIN
         Marian, I'm sorry.

                       MARIAN
         I will forward your condolences
         to my mother.
She turns her back.   He searches for a way to reach her.
                       ROBIN
         On my return, I found my father
         dead. The Sheriff denounced him
         as a Druid and took our lands.
                       MARIAN
         The people fear the Druids so much
         they'd believe anything.
         Nottingham would have me burned at
         the stake as a witch if he thought
         he could possess my property.
                                            (CONTINUED)

                                                      36.
CONTINUED:
                       ROBIN
         Why do you not join your mother
         in London? You would be safer
         there.
                       MARIAN
         I will not retreat.     Besides, I
         have no interest in    life at court.
         Gossip-mongering and    currying
         favor. Here I am my     own person.
                       ROBIN
         The you must allow me to be your
         guardian.

                       MARIAN
         I do not need a guardian.
She turns to face him.   Streaming tears.
                       MARIAN
         My brother is dead. You cannot
         take his place.
Robin grabs and holds her.
                       ROBIN
         Marian, I don't want to replace
         him.
                       MARIAN
         What do you want?
Their eyes meet... a sudden intimacy between them. Robin
moves closer. Marian begins to respond, then pulls away.

                       MARIAN
         This is wrong.
She runs back to the house. Robin stares after her.
Aslan appears in the doorway with Duncan.
                       ASLAN
         Robin! The old man hears horses.
         Approaching fast.
He runs to a bluff... a column of soldiers snakes up the
hillside.
                       ASLAN
         Twenty or more. In battle armor.
                       MARIAN
         Soldiers coming here?     Is this
         your protection?
                                             (CONTINUED)

                                                      37.
CONTINUED:
                       ROBIN
         I killed some of the Sheriff's
         men. I fear I have placed you in
         danger.
                       MARIAN
         I can take care of myself. There
         are horses in the stable. Go!
Aslan runs into the stables.
                       ROBIN
         I'm not leaving.
Marian ices him with a glare. Aslan reappears, with two
bareback horses. Soldiers appear on the crest, led by
Gisborne... With a mischievous grin, Marian runs to the
soldiers.
                        MARIAN
         Stop them!   They're stealing my
         horses!
                       ROBIN
         Damn the girl! Aslan, can you
         ride?
In answer, Aslan grins. Leaps onto a horse. With a
single swift move he hoists Duncan up behind him and digs
in his heels. The mare leaps forward, and over the
estate wall.
                        ROBIN
         He can ride.
He heads his horse at the wall. It stumbles. Barely
clears it. Stones fly. Robin struggles to hold on.
Marian stands directly in Gisborne's path.
                       GISBORNE
         You have been sheltering outlaws,
         Lady Marian.
                       MARIAN
         They're thieves, you imbecile.
         Bring back my horses, or the
         Sheriff will know of your
         cowardice.
Gisborne knows she is lying.
                                             (CONTINUED)

                                                        38.
CONTINUED:
                       GISBORNE
         You're lucky he didn't steal your
         virtue too.
                (to his men)
         A crown to the man who brings me
         Locksley's head.
He leads the pursuit.   A SOLDIER hangs back.   Grabs
Marian's hair.
                       SOLDIER
         A kiss for me, Saxon bitch.
                        MARIAN
         Kiss this!

She unsheathes the dagger from under her skirt.    Jabs
the blade into his wrist.
                       MARIAN
         Try me again, if you want to
         leave a hand behind.
Shocked and pained, the man gallops away. Marian looks
down at her dagger hand. It shakes violently.
                                           CUT TO:
EXT. STREAM
Water erupts under hooves. Aslan fords a stream. Duncan
hangs on for dear life. Robin strives to keep up. Half
a mile behind Gisborne splits up his men.
Trying for a short cut, Robin finds himself at the
steepest part of the river gorge. His horse balks at the
drop. Robin flails at his mount with hands and feet. It
backs away.
                       ROBIN
         Damn you, animal!
Aslan shouts from the far bank.
                       ASLAN
         Treat it like a woman.
Robin continues to hit his horse and hurl abuse. Closing
in, the soldiers unfurl their crossbows. A flight of
BOLTS WHISTLES ominously close to Robin. He must jump or
die.
                       ASLAN
         Have you never had a woman?
         Gently, man. Soothe it!
                                           (CONTINUED)

                                                         39.
CONTINUED:
                       ROBIN
         Of course I've had a woman!
         Come on, pretty one.
He pats the horse soothingly.    The animal edges forward.
                        ASLAN
         Softly.   With your knees.
                        ROBIN
         I know!   I know!
The soldiers reload.   Robin urges the horse at the steep
drop.

                         ROBIN
         Easy, easy.
Another wave of crossbow bolts. Robin launches the
frightened animal into space. Hooves flail... touch
down. Scramble up the other bank. Robin
enthusiastically pats the horse's neck.
                         ROBIN
         I love you!
The first two pursuers misjudge their leaps.     Their
mounts land sprawling in the riverbed.
                       GISBORNE
                (yelling)
         Robin of the Hood! Son of the
         devil worshipper.
                       ROBIN
         What is your pleasure, Gisborne?

                       GISBORNE
         It was I who strung your father's
         corpse to the castle gate. My
         pleasure will be in doing the same
         to you.
                       ROBIN
         You survived one meeting.    Our next
         will be your last.
                       GISBORNE
         Your father died a coward, cursing
         your name and squealing like a
         stuck pig.
                         ROBIN
         That's a lie!
                                            (CONTINUED)

                                                     40.
CONTINUED:
Incensed, he is losing his judgement.
                          ASLAN
                   (shouts)
            Come, Robin! He is trying to
            anger you into a trap.
A shaft pierces the flank of Robin's horse. It rears in
fright. Robin clings on. Six soldiers, the men Gisborne
split off, are climbing the embankment towards him.
Robin regains control. Rides right at them. Scatters
them, and takes off again. Gisborne yells at his men to
follow.

Robin and Aslan ride flat out. Open land turns to scrub.
Seeing no followers, Robin pulls up and dismounts.
                          ROBIN
            We have lost them. I'll lame this
            mare if I ask her to go any farther.
He gently extracts the shaft from his horse. Aslan opens
his pouch. Pulls out two shiny clear pebbles and a square
leather hide. Rolls the pebbles into the tube and holds
it to his eye. A primitive telescope.
Robin watches, curious.

SCOPE POV
Through the scope we see the movement on the hill behind
them.


BACK TO SCENE
                          ASLAN
            Here they come. Look.
Robin puts the device to his eye...

SCOPE POV
The soldiers are close!

BACK TO SCENE
He reacts in shock. Prepares to defend himself.    Then
realizes they are still in the distance.
                                            (CONTINUED)

                                                      41.
CONTINUED:
                       ROBIN
         Is this Arab magic?
                         ASLAN
         No.    Arab science.
He replaces the tube in his pouch.
                       ASLAN
         How did your uneducated
         kind ever take Jerusalem?
                        ROBIN
         God knows!

Aslan laughs.   Robin points towards an endless expanse of
trees.
                       ROBIN
         We can lose them in the forest.
                       DUNCAN
         Sherwood is haunted, Master.
                       ROBIN
         Either we take our chances
         with the ghosts, or become
         ghosts ourselves.
He remounts. They race into the trees. Gisborne's men
thunder up,... slowing as they enter the forest. Peering
around them in trepidation, they slowly rein in. Robin
looks back.
                       ROBIN
         They're not following.

Gisborne curses his men, urging them on.
                       GISBORNE
         Come on, damn you! There are
         only three of them.
                       SOLDIER
         It's not the men we fear, sir.
Eerie HOWLING and RATTLING of bones.    Aslan draws his
sword.
                       DUNCAN
         Banshees. They say they fly in
         your mouth and suck you dry of
         blood before you can scream.
He wraps his scarf over his mouth.
                                            (CONTINUED)

                                                       42.
CONTINUED:
                         ROBIN
         Be quiet!    Listen.
WIND GUSTS the trees in angry waves. Emits deathly
SHRIEKS. The HORSES WHINNEY. Unnerved, Aslan smites
around him with his scimitar. Wheels at the sounds,
striking only air.
                       ASLAN
         Allah protect us from the evil
         spirits.
Duncan clings to his back.   Robin points.
                        ROBIN
         Behind you!
Aslan slashes out, futilely.
                         ROBIN
         No, there!    And there!
Aslan flails.   Robin cracks up.
                       ASLAN
         Cease your mad laughing.     I can
         feel them.
Robin reaches into the branches. Pulls out a string of
hollowed wooden tubes -- WINDCHIMES. Dozens of such
strings on all the trees. He blows over the hollow end.
A low chilling MOAN.
                       ROBIN
         Here are your ghosts, Duncan. A
         child's toy put to good use. You
         scare easily, my painted Saladin.
His laughter is broken by a piercing YELL. A red-
jacketed figure swings down out of a tree on a rope.
Catapults him to the ground.
The bushes are instantly alive. Shaggy, wild-eyed men,
armed with cudgels, scythes and hayforks. Twelfth-
century Hell's Angels. The red-jacketed young turk, WILL
SCARLET, leaps around Robin.
                       WILL SCARLET
                (singing)
         Ring around the rosie!
                        ROBIN
         Aslan!
Aslan makes no move to intervene.
                                              (CONTINUED)

                                                       43.
CONTINUED:
The woodsmen eye the bizarre stranger, keeping their
distance from him. Will kicks at Robin, who tries to
grab him. Will skips out of range. Robin falls.
                       WILL SCARLET
         Atishoo, Atishoo. We all fall
         down. Beg for mercy, rich man.
                       ROBIN
         I beg of no man. Which of you
         scum has guts enough to face
         me man to man?
                       VOICE (O.S.)
         Yeah, bollocks, mate.

Robin looks up... I mean up! A towering figure. Seven
feet of grinning, muscled brute. The giant extends a
vice that passes for a hand. Hauls Robin to his feet.
His eyes twinkle with merriment. His whole body shakes
when he laughs, which is often.
                       JOHN LITTLE
         What are ya, m'old cock?
                       ROBIN
         Er... Robin...
He pauses, checking the faces of the angry peasants.
                        ROBIN
         ...Hood.   Robin Hood.   Who are
         you?
                        JOHN LITTLE
         John Little.   Bestman o' the
         woods.
                        ROBIN
         Bestman?   You lead this rabble?
                       WILL SCARLET
         We waste time. Tax him.
                        ROBIN
         Tax?   For what?
                       WILL SCARLET
         For passage through Sherwood.
                       ROBIN
         I will pay no tax. Besides, I
         have nothing but my cloak and
         my sword.
                                            (CONTINUED)

                                                       44.
CONTINUED:
                       WILL SCARLET
         A man who travels with two servants
         and claims he's without money, is
         either a fool or a liar.
Grabbing Robin, Little shakes him like a doll. Something
CLINKS. Robin's father's medallion. Laughing heartily,
Little rips it from Robin's neck and tosses it to Scarlet.
                       WILL SCARLET
         And this one is a liar.
                (he bites the metal)
         Ahah! Gold!
The men cheer.   John snatches the medallion back from
Will.
                       ROBIN
         That is sacred to me.
                       JOHN LITTLE
         Sacred to us too, mush. This
         here'll feed us for a bloomin'
         month.
Robin draws his sword.
                       ROBIN
         You will have to fight me for it.
                       JOHN LITTLE
         I'd love to, mate.
He grins hugely.   A boy pushes his way through the throng.
                         WULF
         Wait, father!    I know him.
                       ROBIN
         This man is your father? Tell him
         how I saved your hide from the
         Sheriff's soldiers. That deserves
         some gratitude, I believe.
He reaches for the medallion.    John pulls it away.
                       JOHN LITTLE
         Naw ya don't, laddie.
                       WILL SCARLET
         You must be Robin of Locksley.
         The blackguard who abandoned us to
         Nottingham's plundering.
                                            (CONTINUED)

                                                     45.
CONTINUED:
                       WULF
         Be careful, Father. He fights
         like a demon. He walloped six o'
         Sheriff's men?
                        JOHN LITTLE
         Is that so?
Another grin. Licking his lips in anticipation, he
lunges for Robin's wrist. Wrenches the sword free.
Bends it into a pretzel.
                        ROBIN
         Aslan!

Aslan shrugs. Robin swings a fist into the giant's gut.
John doesn't flinch. Hoists Robin off the ground with
one arm. Cannonballs the other fist into Robin's
stomach. Robin folds.
                       WILL SCARLET
         Oh dear! The little rich boy is
         lost for words. Thanks for the
         taxes, Locksley.
                       JOHN LITTLE
         And for the laughs.
The woodsmen find this hysterical. They disappear into
the tree. Will administers one final kick before
leaving. Robin staggers to his feet. Glares furiously
at Aslan.
                       ROBIN
         Son of an Arab whore! Once again
         your assistance was invaluable.

                       ASLAN
         You seemed more in danger of losing
         your pride than your life.
                       DUNCAN
         I recognized some of the voices.
         Many were from your father's farms.
                       ASLAN
         Your avenging army, my friend.
                        ROBIN
         That rabble?
                       ASLAN
         All they need is a leader.
                                           (CONTINUED)

                                                     46.
CONTINUED:
                       ROBIN
         They have a leader.   A very large
         one.
                       ASLAN
         Defeat him and they will follow
         you.
                       ROBIN
         Allah has taken your brains.
                       DUNCAN
         I hear the voice of a spoiled
         child, Master Robin. I suggest
         you cease your brave talk of
         revenge and flee to the north.
                       ROBIN
         You, too? You expect me to
         fight that behemoth?
                       DUNCAN
         Your father would expect you to
         act like a man.
                                           CUT TO:
EXT. FOREST CLEARING - DAY
A large tree trunk spans a swift-flowing river. The
ragged band of woodsmen approach the makeshift bridge.
Stop in their tracks. Robin stands on the bridge,
brandishing a long wooden staff.
                       ROBIN
         This is my bridge. No one crosses
         without paying tax.
                       JOHN LITTLE
         Just bugger off, mate, huh?
                       ROBIN
         If you wish to cross, it will
         cost you a gold medallion.
                       JOHN LITTLE
         Ain't I hurt you a bloody nuff
         for one day?
                       WILL SCARLET
         If he's in a hurry to end his
         mortal misery, help him.
                                           (CONTINUED)

                                                      47.
CONTINUED:
                       ROBIN
         You don't have the courage to
         face me again, John Little? Or
         should I call you 'Little John'?
John grabs a hefty, gnarled staff.   Strides to the
bridge.
                       JOHN LITTLE
         Alright, m'old cock. You wanna
         nuther good wallopin'?
His confidence melting, Robin glances back at Duncan
and Aslan, who grins like a fan at a boxing match. John
storms at Robin. Staffs thrash. Driven back, Robin
connects a blow on John's foot.
The giant is off-balance. Robin follows up. Lands a
couple to the ribs. John responds with heavy swings,
which Robin blocks deftly. Back and forth, blow for
blow, all blocked. John chuckles with every swing.
Enjoying the time of his life.
Their staffs lock. It's strength against strength.
Robin is no match. With one mighty thrust, John
hurtles him into the stream. The woodsmen cheer loudly.
Aslan watches impassively.
Robin scrambles back onto the bridge.   John waits,
grinning.
                       JOHN LITTLE
         Lil' wet behind the ears, mate?
                       WILL SCARLET
         Don't fool with him. Get him!

John charges. Robin fends him off, gets in some shots
of his own. John swings in a giant arc. Robin ducks.
John loses balance and falls to his knees. Robin allows
him time to right himself.
John comes at him again, pummeling. Wood splinters from
the impact. Brute force versus agility. Agility is
beginning to prevail, when Robin's staff splits in two.
                       JOHN LITTLE
         Swimmin' time again, ol' chum.
The coup de grace. Lands heavily. Robin teeters.
Falls. Disappears under the foaming water... does not
re-emerge. John waits. The spectators rush to the bank.
No sign.
                                            (CONTINUED)

                                                      48.
CONTINUED:
                       JOHN LITTLE
         Bloomin' shame. 'E were a brave
         'un.
Suddenly Robin arcs up out of the water. His hands clamp
onto John's ankles. Robin heaves with all his might.
John topples headfirst into the water. Surfaces in panic.
                        JOHN LITTLE
         Help!   Cain't bloody swim.
He submerges again.   Robin pulls his head above water.
                         ROBIN
         Do you yield?

The terrified giant sputters. Goes under again, flailing
with arms and legs. Robin holds his head just above the
surface.
                         ROBIN
         Do you yield?
                         JOHN LITTLE
         Yes!
                        ROBIN
         Good.   Now put your feet down.
John struggles, then his feet hit bottom... The water
only reaches his chest.
                       JOHN LITTLE
         I'll be buggered.
                       ROBIN
         Pay me the tax.
A tense pause while all wait for Little's reaction.
                       JOHN LITTLE
         Robin Hood, ya got balls o' solid
         rock.
He hands Robin back the medallion. Chuckling loudly, he
swoops Robin up in his arms and carries him to the bank.

EXT. SHERWOOD FOREST - NIGHT
A BONFIRE CRACKLES. The woodsmen drink, eat, argue, and
fight. A rabble. John passes Robin a jug.
                        LITTLE JOHN
         Mead.   Made it m'self.
                                           (CONTINUED)

                                                         49.
CONTINUED:
                          ROBIN
                   (drinks)
            A fine brew, Little John.
He spits black objects from his mouth.      Dead bees.   John
grins.
                          LITTLE JOHN
            Real honey.
He takes the jug back. Sneezes royally, spewing all over
the brew. Oblivious, he hands the contaminated jug to
Aslan.
                          ASLAN
            With regrets, I decline.
                          LITTLE JOHN
            An Englishman's mead not bleedin'
            good enough for ya?
                          ASLAN
            On the contrary. I thank you,
            but my faith prevents me from
            partaking in such enjoyments.
                          LITTLE JOHN
            Your bloody loss, mate.
He swigs.    Passes the jug on to Duncan, who drinks
heartily.    Wulf cautiously approaches Robin.
                          LITTLE JOHN
            What is it, boy? Speak up!
                          WULF
            I wanna thankee, Lord Locksley.
            I owes ya m'life.
                          ROBIN
            You owe me nothing, Wulf. I am
            glad I chanced by in time to help.
                          LITTLE JOHN
            C'mon, lad, drink! 'Twill put
            hair on your bloomin' chest.
Wulf tries the brew. The impact is instant.       He turns
green and runs. His father cracks up.
                          ROBIN
            Tell me about your men, John.
John points to a short fellow with the build of a tree
trunk.
                                           (CONTINUED)

                                                      50.
CONTINUED:
                       LITTLE JOHN
         This stumpy one 'ere's David o'
         Doncaster. We calls 'im Bull.
                       ROBIN
         How do you come by the name, Bull?
                       BULL
         'Cuz o' my size, Sire.
                       ROBIN
         Because you are short?
                        BULL
         Nay.   'Cuz I be so long.

Proudly, he starts to pull down his pants.
                         ROBIN
         No, Bull.    Save it for the ladies.
Drunken laughter.    Robin turns to the next man at the
fireside.
                       ROBIN
         Your name, friend?
The man's bald pate blushes scarlet as he tries to
respond, but he stutters too badly to get out a
comprehensible word.
                       LITTLE JOHN
         That be Hal Brownwell, but the
         lads call i'm Hal Hiccup.
The others make hiccup and belching sounds, and crack up
at Hal's embarrassment. Hal strikes out angrily at his
tormentors.
                       ROBIN
         Hold! Hal, you have the face and
         hands of a farmer. I wager you
         are a strong and honest man, and
         I'd be glad to have you at my side
         in a fight. The next man who makes
         light of you will have to answer
         to me.
There is murmuring around the group, but no one elects
to try it.
                       ROBIN
         How is it there are so many of
         you in hiding?
                                             (CONTINUED)

                                                      51.
CONTINUED:
                       LITTLE JOHN
         We're outlaws. Got prices on our
         'eads, every man jack. Blasted
         Sheriff says we owes 'im taxes.
                       ROBIN
         How do you fare?
                       LITTLE JOHN
         We get by, I reckon.
                       ROBIN
         While the Sheriff steals your
         land and your families starve?

                       LITTLE JOHN
         What in bloody blazes'd ya have
         us do?
                       ROBIN
         Your ghosts will only keep his
         men at bay so long, my friend.
         Soon the Sheriff will hunt you
         down and hang you. You must
         fight back.
                       LITTLE JOHN
         We show as much as a toe outside
         the forest, they'll slaughter us
         like bleedin' sheep.
                       ROBIN
         We must organize. Win by guile.
                      LITTLE JOHN
         'We'? Ya lookin' to join us,
         matie?
                        ROBIN
         No.   To lead you.
                       WILL SCARLET
         Ha! I would never be led by the
         son of a Druid.
                       ROBIN
         There are many here who knew my
         father to be a kind and generous
         man. I doubt that in their hearts
         they believe him capable of such a
         horror.
Murmurs of agreement from around the fire.    Robin turns
to Will.
                                             (CONTINUED)
                                                       52.

CONTINUED:
                       ROBIN
         What is your name, friend?
                       WILL SCARLET
         Count me not a friend, Locksley.
                       LITTLE JOHN
         Stuff a flippin' cork in it, Will.
         The man's our guest.
Will gets up.   Angrily pushes his way out of the group.
                       LITTLE JOHN
         That there's Will Scarlet. Pay 'im
         no 'eed. 'E's full o' piss and wind.

                       ROBIN
         He is right to distrust me. I am
         a rich man's son. I have done no
         honest labor. But today I am as
         poor as any of you. Nottingham
         has stolen all that I own. And
         when I killed Gisborne's men, I,
         too, became an outlaw.
                       LITTLE JOHN
         Ya're full o'bloody wind an' all,
         mate. This 'ere load o' rubbish
         agin the Sheriff's bloomin' army?
         Ya must be bloody jokin'.
                        ROBIN
         We can win.   And I believe we will.
                       LITTLE JOHN
         Ya're a daft bugger, Robin Hood,
         but ya're a brave 'un, I'll give
         ya that. Drink up, laddie, cuz
         tomorrow ya mayn't be so lucky!
         Tomorrow I shall best ya an' crack
         that blasted noble head in two.
Laughing loudly, he throws back his head for a long
draught of mead.

EXT. WOODSMEN'S CAMP - SUNRISE
A steady trickle of RAIN drips from leaves onto the nose
of the sleeping Saracen. He wakes, cursing. All around
him the woodsmen lie on the forest floor, covered with
rags and hides coughing and sneezing. A sorry mess.
Robin sits, brooding.
                                            (CONTINUED)

                                                       53.
CONTINUED:
                       ASLAN
                (gloomily)
         I have led you wrong. This is no
         army. These men live like dogs.
                         ROBIN
         English dogs.    They can learn.
                        ASLAN
         Learn what?   To build kennels?
He sullenly stalks away. Robin shakes his head. Aslan
is right. He rouses Duncan, who is asleep at his side.
The old man groans awake, holding his head. Seriously
hung-over.

                       ROBIN
         Too much mead, old friend.    What
         day is it?
                       DUNCAN
         Sunday, I believe.
                       ROBIN
         Good. Do they still give alms
         to the poor at the mass?
                       DUNCAN
         They do. These days the need for
         mercy is greater than ever.
                       ROBIN
         Then I must ask you a favor.
EXT. ROAD TO NOTTINGHAM - DAY

Duncan walks alone, with the aid of his staff. Body
stooped, clothes ragged, a pathetic figure. Ahead is
the main gate to the walled city of Nottingham.
Fresh horse manure. A man's hand reaches into it and
spreads it over his clothes. And his face -- Robin,
dressed as Duncan.

EXT. CITY GATE - DAY
Robin taps his way through the crowd. Past the piercing
stare of the armored GUARD at the gate.
                         GUARD
         Hey, you!
Robin keeps going.   A hand clasps his shoulder.    Spins
him 'round.
                                              (CONTINUED)

                                                     54.
CONTINUED:
                       GUARD
         Do I know you?
Robin gazes into space, trying to look blind.   The Guard
sniffs his soiled hand.
                       GUARD
         My God, you stink!
                       ROBIN
         Pardon my blindness, sir.    I'm
         always falling down.
                        GUARD
         Yeech!   Get away from me.

He launches a kick in Robin's rear. Robin hobbles away,
hiding a smile. The Guard tries to wipe off his hand on
the wall.

INT. NOTTINGHAM CATHEDRAL - DAY
Jesus hangs from the cross. A magnificent stained glass
window. In the ornate pulpit, the BISHOP OF HEREFORD,
bedecked in ermine.
                       BISHOP
         We beseech thy blessing, Lord, on
         all your people, but most
         especially on our noble Lord
         Nottingham. Grant him the wisdom
         to guide and protect our glorious
         city.
Nottingham and Gisborne sit piously among the congrega-
tion of nobles and wealthy merchants.
                       BISHOP
         Grant him also the strength to
         bring to justice the lawless men
         who threaten its safety. Help
         him to stamp out the curse of the
         dread Druids who would seize from
         us our children, even as wolves
         steal the lambs from their mothers.
The rear of the church. Standing crushed together, the
poor and afflicted. Old and young. Starving children.
Among them, Robin.
The sermon ends. As the nobles file out, the poor are
galvanized. Begging hands reach out.
                                            (CONTINUED)

                                                    55.
CONTINUED:
                        VARIOUS
         1.   Alms!
         2.   Have mercy, milady.
         3.   Pity, fine sir.
         4.   For my baby.
         5.   Etc.
The rich drop a few mites, sparking a mad scramble.
Church officials roughly keep order. Marian passes some
coins to the mother of a small child. A hand grabs her
wrist.
                       ROBIN
         Alms for a blind man. For one
         who cannot see your beauty.

                       MARIAN
                (recognizing him)
         This is dangerous.
                       ROBIN
         So you care for my safety?
                       MARIAN
         No, for mine. I do not wish
         to be seen with an outlaw.
                       ROBIN
         Under the Sheriff's law, that's
         a badge of pride.
                       MARIAN
         He's put a price on your head.
                       ROBIN
         How much?

                       MARIAN
         A hundred gold pieces.
                       ROBIN
         Is that all? I have not annoyed
         him enough. Soon he will offer
         ten thousand.
                       MARIAN
         For ten thousand I would turn you
         in myself.
                (glances back at
                 the Sheriff)
         Nottingham is mounting an army.
                       ROBIN
         How do you know?
                                           (CONTINUED)

                                                     56.
CONTINUED:
                       MARIAN
         He has rounded up every blacksmith
         in the county. He has them holed
         up in the castle making swords and
         armor.
                       ROBIN
         What is he planning?
                       MARIAN
         I don't know, but there's no limit
         to the man's ambitions.
                (as Sheriff heads
                 towards them)
         Go!

                       ROBIN
         If you need me, I will be with
         the woodsmen. Send for me as
         'Robin Hood.'
                        MARIAN
         Robin!   Do something for me.
                        ROBIN
         What?
                        MARIAN
         Take a bath.
                       ROBIN
         Care to join me?
With a grin, he slips into the crowd as Nottingham
arrives.

                       NOTTINGHAM
         You shine like the sun, my lady.
He raises her hand, as he did the girl's in the castle.
Kisses it.
                       NOTTINGHAM
         You have been meeting with young
         Robin of Locksley.
                (as she tries to
                 hide her shock)
         My cousin tells me the knave
         deprived you of some horses.
                       MARIAN
                (recovering)
         Yes. A most disagreeable
         experience.
                                            (CONTINUED)

                                                     57.
CONTINUED:
                       NOTTINGHAM
         I deeply regret it, and I promise
         you he will be brought to justice.
         For subjecting you to such
         treatment, I will hang him from
         the walls with his own entrails.
That gleam of insanity.   Robin watches from a distance.
                       MARIAN
         I would like to see that, my lord.
The Sheriff places his hand possessively on her shoulder.
                       NOTTINGHAM
         My dear, a woman of your refinement
         is not safe living alone. If you
         would consent to bring your
         household within the city walls,
         I could give your needs my most
         personal attention.
                       MARIAN
         I thank you, Lord Nottingham, from
         the heart, but for now I prefer to
         stay in my family's ancestral home.
         My cousin, King Richard, will be
         deeply moved to hear of your
         concern for my welfare.
                       NOTTINGHAM
         Alas, the King has many enemies
         both abroad and at home. I fear
         for his safe return.
                       MARIAN
         Fear not, my dear Sheriff. He will
         return. When he does, he will
         wish to reward his faithful subjects.
The Sheriff smiles sourly and takes his leave. Marian
deflates with relief. The Sheriff walks alone towards
a side door.
                       BEGGAR
                (Robin)
         Alms, my lord.
Nottingham makes to shove the man aside. With a swift
move, the beggar grabs the Sheriff in a headlock.
Slides Nottingham's own dagger to his throat and drags
him out of sight.
                                           (CONTINUED)

                                                      58.
CONTINUED:
                       ROBIN
         A hundred crowns, Sheriff?   You
         insult me.
Nottingham starts to struggle.   Robin draws blood.
                       ROBIN
         Remember young Robin of Locksley,
         Sheriff? Meet Robin Hood. Your
         nemesis. Your avenging angel.
                       NOTTINGHAM
         If you kill me, you will hang.
                       ROBIN
         If I kill you, I will hang happy.
                       NOTTINGHAM
         What do you want?
                       ROBIN
         I want to give you a chance. A
         chance you do not deserve. A
         chance to right your wrongs.
                       NOTTINGHAM
         I'm listening.
                       ROBIN
         From this day forward you will
         cease to tax my people. You will
         renounce the charges against my
         father, and you will return his
         lands to me.
                         NOTTINGHAM
         Why should I?
                       ROBIN
         Because for every harm you do,
         I swear by God I shall visit on
         you threefold in return.
                         NOTTINGHAM
         Empty words.
                       ROBIN
         I am here with a blade at your
         throat. As long as I live, you
         will always know that I could be
         here again.
A YELL from across the church. Gisborne has spotted them.
Robin digs the knife a little deeper.
                                            (CONTINUED)

                                                     59.
CONTINUED:
                         ROBIN
         Your answer?
                         NOTTINGHAM
         Never, fool.
                       ROBIN
         Then it will begin..
Gisborne yells orders.   Robin hurls Nottingham against
the wall.

EXT. NOTTINGHAM CATHEDRAL - DAY

Robin runs to the courtyard and leaps on the Sheriff's
horse, which is held by a stunned groom. He rides
through the busy marketplace. A crossbowman tracks
him. A sure shot.
Marian spots the danger. She fakes being tripped and
stumbles into the bowman. His bolt flies harmlessly
into the air.
                       MARIAN
                (innocently)
         Please excuse my clumsiness.
Robin charges for the city gate. As he passes, he kicks
the guard who hasseled him into the wall.

EXT. WOODSMEN'S CAMP - DAY
Men gather around as Robin dismounts, admiring the horse.

                       ROBIN
         A personal loan from the Sheriff.
                       ASLAN
                (furious)
         You should not have left without
         me, Englishman.
                       ROBIN
         How so? You have not raised a
         finger to protect me.
                       ASLAN
         Before I had a choice.
                       ROBIN
         It was my choice to do this alone.
                                            (CONTINUED)

                                                       60.
CONTINUED:
                       ASLAN
         A foolish risk. If you had been
         killed, I would be cursed for
         eternity for failing to fulfil
         my pledge.
                       ROBIN
         Aslan, if I didn't know better,
         I would swear you were worried
         about me.

EXT. NOTTINGHAM CATHEDRAL
The Sheriff maniacally spits out orders to Gisborne.

                       NOTTINGHAM
         Starve them out. Slaughter their
         livestock. I want to see Locksley's
         own people fighting each other to
         bring him to us.
                       GISBORNE
         I swear he will not live to see
         the next full moon.

EXT. HAMLET - DAY
A SQUEALING HOG is loaded onto a wagon. SOLDIERS round
up the livestock. An old FARMER protests.
                       FARMER
         Go' bless ya, sir. Leave us the
         sow. She's with young 'uns. The
         next litter'll feed us through
         the winter.
                       SOLDIER
         You've heard of Robin Hood?
                       FARMER
         Yes, sir.
The Soldier brutally kicks the old man to the ground.
                       SOLDIER
         Then pray he is brought to us
         before winter.

EXT. WOODSMEN'S CAMP - DAY
A trail of refugees. Women and children carry their
belongings into camp.
                                          (CONTINUED)

                                                      61.
CONTINUED:
Wulf runs to greet his mother and siblings.    A contingent
of woodsmen confronts Robin.
                       WILL SCARLET
         You brought this misery on us,
         Locksley. We can barely feed
         ourselves.
                       LITTLE JOHN
         Sheriff hasn't left us a bloody
         pot to piss in.
                       ROBIN
         Then we shall take from him and
         his rich friends.

This provokes a barrage of protests.   The men are angry.
                       WILL SCARLET
         Brave talk, Locksley. I say we
         take the rich boy in.
Murmurs of general agreement.
                       ROBIN
         Will, do you think the Sheriff will
         give everything back after I am
         gone?
                       WILL SCARLET
         He will give us the reward, and
         our pardons.
                       ROBIN
         Alright, Will. You can take me
         in on one condition. You must
         fight me. You may use the Sheriff's
         horse and arm yourself as you
         please. I will fight on foot.
         Unarmed.
                       WILL SCARLET
         Unarmed?
                       ROBIN
         If you lose, you will accept me
         as your leader. If you win, you
         may take me in. Dead or alive.
                       WILL SCARLET
         Dead, Locksley.
                                           CUT TO:

                                                      62.
EXT. WOODSMEN'S CAMP - DAY (LATER)
Hands tighten a girth. Will confidently jokes with his
cronies. Woodsmen form a primitive circle of spectators.
Little John and his wife, Fanny, keep to themselves,
while Wulf openly talks with Robin, Aslan and Duncan.
Robin is stripped to the waist, his muscled skin ravaged
with scars.
                       ASLAN
         This man has true purpose.    He
         means to kill you.
                       DUNCAN
         And you have given him the means.
                       WULF
         Will is ruthless, Robin.    Guard
         your back.
                       ROBIN
         I am grateful for your concern,
         friends, but I have to prove to
         them it is possible to overcome
         unequal odds.
                (shouts)
         I am ready, Will.
Will bends, as if checking the horse's legs. Secretly
grabs a handful of sand. Swings into the saddle and digs
in his heels.
Closing in, Will flings the sand in Robin's eyes. Robin
clutches his hands to his face, blinded. Will spins
back to the attack.
His sword slashes. Reacting to the sound, Robin rolls
aside. The men cheer like a big fight crowd.

Robin's POV is blurred. Ducking the blade, he grabs
Will's arm. A blow glances off his shoulder.
Robin falls to his knees, still blinded. Will rides
right at him, to trample him. Robin scrambles away.
Will wheels his horse. A flashing hoof grazes Robin's
chest.
Robin leaps to his feet and yells at the top of his
lungs. Panicked, the HORSE rears, WHINNYING wildly.
Will struggles to stay in the saddle. Loses his sword.
Robin seizes the moment and runs to a water trough.
Douses his face. Yells at Will.
                                             (CONTINUED)

                                                     63.
CONTINUED:
                       ROBIN
         Come on, you little piss pot.
         Do your worst!
Will grabs a spear from a bystander. Robin stands his
ground. Will lunges, Robin sidesteps.
                       ROBIN
         The horse is smarter than you are,
         Will.
Some of the men laugh. Will is incensed. Robin ducks
and weaves, easily evading Will's repeated charges.
Robin ducks right under the horse's belly.

                        ROBIN
         Here, Will!   You aim like a girl,
         Will!
Will stabs wildly, more and more frustrated. Laughter
spreads, as Robin plays hide and seek around the horse's
legs. Grabbing the end of the spear, he clowns a tug
of war.
Enraged, Will strains and tries to kick Robin away.
Suddenly, Robin lets go. Unbalanced, Will flies back-
wards off his mount.
Robin snatches the spear and raises it over his fallen
adversary. The crowd falls silent. Robin strikes. The
point quivers in the ground below Will's crotch. Will
wriggles in terror. Impaled, his pants rip open.
                       ROBIN
         Thank the Lord you are not endowed
         like Bull.

The crowd is convulsed with laughter. Robin catches his
breath. Does not see Will, who grabs a heavy staff and
runs at him. A strong hand grasps Will's arm as he is
about to strike.
                       LITTLE JOHN
         Bollocks, Will. Jus' bugger off,
         eh?
Overpowered, Will relents.   With a defiant glance, he
skulks away.
                       LITTLE JOHN
         Ya got us by the short and curlies,
         Robin Hood. Now let's hear what ya
         got to bleedin' say.
                                           (CONTINUED)

                                                         64.
CONTINUED:
Robin scans the faces.     He has their attention.
                          ROBIN
            Nottingham has taken from us
            everything we own. Now we are
            going to start taking from him.
                          LITTLE JOHN
            'Ow in bloody blazes are we gonna
            do that?
                          ROBIN
            We are going to tax him.
                                                DISSOLVE TO:

EXT. FOREST ROAD - DAY
Autumn. The forest is a mosaic of green, gold, orange,
and red. A giant eye in a circle of glass. Aslan, his
telescope raised.
                          ASLAN
            Here they come.
                          ROBIN
            How many?
                           ASLAN
            Two wagons.   Twenty escort.
                           ROBIN
            Twenty?   They usually have five.
He grabs the telescope.

SCOPE POV
A phalanx of   mounted soldiers, a cart loaded with
barrels, and   a tax wagon. The wagon is an armored box on
wheels, with   crossbow slits in the side. Guy of Gisborne
commands the   escort.
BACK TO SCENE
                          ROBIN
            This is no ordinary convoy.
Bull calls up from below, where a ragged group of woods-
men lies nervously in ambush.
                          BULL
            'ow many?
                                                (CONTINUED)

                                                    65.
CONTINUED:
                       ROBIN
         Er, about ten.
                (then, to Aslan)
         Why scare them? They can't count
         anyway.
                       ASLAN
         And they call me the barbarian.
                         ROBIN
         Let's go.
Together they run down the hill, keeping low.
Gisborne eyes the forest. The beer cart is steered by a
fat red-faced FRIAR, raucously singing hymns and quaffing
from a jug, which he repeatedly dips into one of the
barrels.
ARROWS WHISTLE in. The Friar yells and drops his jug. A
soldier is hit. At the forest edge, four woodsmen reload
their longbows. Dressed in green, their faces
camouflaged.
The mounted soldiers charge them. The  woodsmen run into
the trees. As the horsemen close in,  the runners leap
into a trench. Lift up matted screens  of brush and
grass. It's as if they disappeared.   The soldiers slash
wildly at the thick screens.
More arrows fly. More soldiers fall. The others spin
in confusion, trying to discern the enemy. More woods-
men break from cover. Run down a narrow path. Gisborne
urges his men to pursue. They ride in single file,
beating their way through the tangled branches.

The runners dive into the trees, as other men haul on
ropes, raising a giant screen in the soldiers' path. The
horses swerve, on the edge of a twenty-foot drop to the
river gorge. Momentum  carries many of them over the
cliff.
BACK ON ROADWAY
Robin and Aslan swing down from the trees onto the tax
wagon. Kick down the two drivers and take the reins,
steering the wagon off the road. The archers inside are
unable to fire at them.
Little John leaps onto the beer cart, sending the Friar
hurtling back among the barrels. The Friar slams his
head and drops unconscious. John whips the horse,
driving the cart after Robin. Another camouflage screen
is lifted into place, covering their route.
                                           (CONTINUED)

                                                         66.
CONTINUED:
Gisborne races back to the road... the wagons are gone.
He rides frantically back and forth. Searching and
cursing.
EXT. FOREST CLEARING - DAY
Robin climbs onto the tax wagon's roof.     Angry shouts
from inside.
                       ROBIN
         Surrender your weapons. I give
         you my word you shall go free.
In answer, a swordblade jabs up through the roof, near
his feet.

                       ROBIN
         Ah, I feared as much.
He signals to Aslan, who steers the tax wagon into the
river. Water floods in through the slits. Inside,
panic. Drowning rats.
The bowmen scramble out. What they see stops them dead.
Both banks are men in green, longbows aimed directly at
them.
                                               CUT TO:
COUNTRYSIDE
Sparks. An axe pounds into the lock of a strongbox. The
lock snaps. Little John pries open the lid. Reacts in
astonishment. The trunk is filled to the brim with
glittering gold coins. The woodsmen press around.
Cheers of celebration.

                       LITTLE JOHN
                (awestruck)
         I'll be buggered.
                       ROBIN
         This treasure had a purpose.     We
         must find out what.
He turns at the sound of a brawl from the Friar's cart.
The Friar is at the bottom of a struggling heap of bodies.
                        ROBIN
         Get off him.   He's a man of the
         cloth.
Robin drags the men off. The Friar clambers to his feet.
Around him are strewn battered and winded woodsmen.
                                               (CONTINUED)

                                                      67.
CONTINUED:
                       FRIAR
         The Lord's blessing on you, kind
         sir. These sinners were attempting
         to steal these libations destined
         for the monks of St. Catherine's.
He indicates his cargo of barrels.
                       ROBIN
         It appears to me, Reverend Friar,
         that many of the libations have
         found their way into your own
         esteemed person.
Ignoring him, the Friar mounts the cart.

                       FRIAR
         A thousand pardons, sir, but duty
         beckons. I must hasten on.
                       ROBIN
                (grabbing the bridle)
         A moment, my reverend friend. You
         travel with poor company when you
         travel with Nottingham's soldiers.
                         BULL
         Aye, tax him.
This sparks a chorus of comments.
                       ROBIN
         My men are thirsty and have much
         to celebrate.
                       FRIAR
         Lord bless me, sir, are these your
         men? I had mistook them for
         common thieves. Kindly step
         aside.
                       ROBIN
         Surely the Lord has the charity to
         spare a few barrels to good
         Christian men.
The Friar relents, loosening his grip on the reins.
                       FRIAR
         Well, sir, if you wish them to
         share in the good Lord's brew...
Casually reaching under the seat, he pulls out a club.
Smites Robin with it.
                                            (CONTINUED)

                                                     68.
CONTINUED:
                       FRIAR
         ... you must best me for it.
Robin staggers. The Friar whips up the horse. Dazed,
Robin grabs for the fat man's leg. Gets a holy sandal
full in the face.
                         FRIAR
         Giddyup, nag!
The Friar's horse, as obese as his driver, slowly raises
his head from the grass and ambles forward. Robin runs
after them and dives at the Friar, toppling him from the
cart.

                       ROBIN
         You leave when I say.
Scrambling to his feet, the Friar glances skyward.
                       FRIAR
         Protect me, Lord.
He sweeps his foot, knocking Robin's legs out from under
him. Hurls his full body weight on top of him. Whooomf!
                         FRIAR
         Yield!
He bounces on Robin's stomach. Robin can barely breathe.
The woodsmen are enjoying the spectacle.
                       FRIAR
         Confess that Friar Tuck is a
         better, holier, and braver man
         than thou art, knave.

                        ROBIN
         Never!   Whoomf!
                         FRIAR
         Yield, I say!    Yield to Friar
         Tuck.
Desperate, Robin bites the Friar's leg. Tuck howls.
Robin extricates himself, grabs for a weapon. Smashes
the Friar's head with his drinking jug.
                       ROBIN
         Yield yourself!
He dives onto the Friar and hammers his head into the
ground.
                                           (CONTINUED)

                                                         69.
CONTINUED:
                       ROBIN
         Yield to Robin Hood.
Tuck holds up a hand in surrender.    Robin eases off.
                       FRIAR
                (feeling his head)
         Thank you, Lord, for teaching me
         humility.
                       ROBIN
         Well, Friar Tuck. We have need
         of an honest man of God, to
         minister to these men and their
         families. What do you say?

The Friar struggles to his feet. He reviews the motley
faces of his potential flock. His eyes light on the
grinning Saracen.
                       FRIAR
         I'd rather roast in hell.
He punches Robin in the gut.
                                              CUT TO:

FRIAR TUCK
strapped into the traces, pulls the beer cart. Sweating
profusely, grunting with strain. His horse contentedly
follows.
                       ROBIN
         Giddyup, Friar.

He flicks the reins, steering the cart into camp. Women
and children rush to greet their men. Jeer the roped
soldier-prisoners. The Friar checks out his flock. A
woman curtsies, another crosses herself, children touch
his robe in wonder.
                       ROBIN
         What do you say now, Tuck?    Here
         are the meek of the earth.
Tuck surveys the hopeful, hungry faces. The little
hamlet of half-built huts. He folds his hands in a
moment of prayer.
                       FRIAR
         The Lord moves in mysterious
         ways. I accept.
                                              (CONTINUED)

                                                      70.
CONTINUED:
                       ROBIN
         You will not regret it.
                       FRIAR
         Aye, but you may.
                                            CUT TO:
EXT. WOODSMEN'S CAMP
A blazing fire. Deer carcasses roast. Tuck's barrels
supply the refreshment. Robin and Aslan pass out coins
to each family.
                       ROBIN
         Buy yourself a new son, Stephen.
                       FARMER
         Thankee, Robin.
Little John and Bull approach. John indicates the two
prisoners roped to a nearby tree.
                       LITTLE JOHN
         Cain't get a bleedin' squeak outa
         'em, Rob.
                       BULL
         They'd be spittin' it out good
         if they'd knowed anythin'.
                       LITTLE JOHN
         Reckon the Cap'n knows summat, Rob,
         but stubborn ol' cocker 'e is.
                       ASLAN
         Perhaps it is time for some
         heathen persuasion.
                                            CUT TO:
CAPTAIN OF SOLDIERS
stares up at Robin defiantly.
                       CAPTAIN
         Spare your breath. I know nothing.
                       ROBIN
                (reasonable)
         I believe you. But this Arab here,
         he's got it into his barbarian
         brain that you know a whole lot
         more than nothing.
                       (MORE)
                                         (CONTINUED)

                                                      71.
CONTINUED:
                       ROBIN (CONT'D)
         And when he gets like this,
         he's very hard to reason with.
With a hair-raising war cry, Aslan   leaps INTO VIEW.
Stripped to the waist, brandishing   his scimitar. The
Captain tries to back away. Robin    tries to restrain
Aslan, is hurled aside. Snarling,    drooling at the mouth,
Aslan explores the Captain's body   with his hands. A
butcher checking meat.
                       ROBIN
         I strongly advise you to talk.
         He hasn't eaten in weeks.

                       CAPTAIN
                (rising terror)
         What does he want?
                       ROBIN
         You.
                       CAPTAIN
         For Godsakes, get him off me!
                       ROBIN
                (very deliberately)
         No, Aslan... not this one, Aslan.
         ... How about this other one?...
         Fatter, yes... more meat.
The other soldier, who definitely  has more flesh on the
bone, is struck dumb with horror,  as Aslan turns his
attention to him. With one swing   of his sword, Aslan
slices through the man's ropes.   Drags him to his feet.
Little John runs over.

                       LITTLE JOHN
                (urgent)
         No, Robin, no! They be God-fearin'
         men.
                       ROBIN
         I cannot stop him, John. Besides,
         if they will not tell what they
         know, then they must pay the price.
                       LITTLE JOHN
         Kill 'em aye, but not like this.
         'Tain't Christian.
Blood-curdling SCREAMS from behind the wagon where Aslan
has dragged his victim. The Captain's face pales. Then
silence.
                                           (CONTINUED)

                                                     72.
CONTINUED:
The demented Arab slowly reappears. Blood drips from his
lips. He munches the flesh from a long bone, on the end
of which is the soldier's glove... the man's arm.
Turning to Robin, Aslan shouts in Arabic and gesticulates
wildly at the Captain.
                       CAPTAIN
         What does he say?
                       ROBIN
         Well, roughly, he says that he
         doesn't care for the way your
         friend tastes, and he wants you.
                       CAPTAIN
         No, God, no! I'll talk. Just
         keep him away. Keep him away!

BEHIND WAGON
Bull holds the other prisoner, muffling the man's mouth
and trying to suppress his own laughter. Beside them
lies a large chunk of venison. The man is unharmed,
except that he's missing a glove.

INT. WOODSMAN'S HUT - NIGHT
The walls shake with Little John's laughter.
                       LITTLE JOHN
         Sure changed the color of 'is
         britches, didn't 'e?
                       ROBIN
         Thanks to our cannibal friend.
Aslan repeats his wildman act, munching on a chunk of
venison.
                       LITTLE JOHN
         Gonna laugh my bloody balls off.
                       BULL
         Why'd the Sheriff be sendin' gold
         north o' the border?
                       ROBIN
         To hire mercenaries. The Celts
         are savage tribesmen, trained
         to kill from birth.
                                            (CONTINUED)

                                                     73.
CONTINUED:
                       LITTLE JOHN
         Aye, the Romans built a bleedin'
         great wall to keep 'em out.
                       BULL
         What does 'e want wi 'em?
                       ROBIN
         Since he also has every Smith
         in the country working in his
         castle, we can assume he is
         planning a little war.
                       LITTLE JOHN
         Agin' who?

                       ASLAN
         England.

INT. CASTLE ARMORY - NIGHT
Sparks. Smoke. Sweat. The Sheriff inspects his weapon
factory. His eyes glint with the reflections of the
smithy's fires.
A DOOR CRASHES open behind him. FOOTSTEPS. Paying no
heed, he draws a sword from a furnace. It's blade white-
hot.
                       GISBORNE
         We were ambushed. In Sherwood
         Forest.
Nottingham tests the sword against an anvil.

                       NOTTINGHAM
         Spanish steel, cousin. So much
         stronger than our native blades.
         Any losses?
                       GISBORNE
         A