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                           WIND CHILL

                           Written by

                   Joseph Gangemi & Steven Katz

1   INT. UNIVERSITY LECTURE HALL - DAY                              1


    fills the screen, twenty-one years old, pensive, pretty.

    Camera lingers on her in CLOSE UP, noticing details: hair
    worn stylishly messy, no makeup, double-pierced ears (though
    no earrings today), the corner of her bottom lip a little
    frayed where she's been chewing it ruminatively.

    She's the kind of beauty who can withstand such bad lighting:
    institutional lighting, florescents HUMMING overhead, joining
    the chorus of ambient noises: a COUGH, papers RUSTLING, the
    SCRIBBLE of a pen, someone SHIFTING in their chair, etc. The
    shot lingers until it becomes uncomfortable, invasive,
    scrutinizing this unhappy girl in an unguarded moment, then -

    A new sound breaks her reverie, a muted BUZZING o.s., and her
    eyes cut down to -


    skittering sideways across the closed cover of her blue final
    exam book, like a bug. She has an INCOMING TEXT MESSAGE.

                                                 WIDEN TO REVEAL:


    Our GIRL is just one of two hundred other STUDENTS filling a
    big auditorium-style lecture hall. Around her, classmates
    sit grim-faced, scribbling to beat the clock.

                                                         BACK TO:

    OUR GIRL traps the buzzing cellphone before it skitters right
    off the edge of the half-desk, looks at the display.


                                 u done?!


    Our girl leans back a little in her seat, gives a little nod
    to her friend seated across the lecture hall. Types a reply.



      WIND CHILL - Yellow Revisions 2/23/05                    2.
2    CONTINUED:                                                     2



    She looks down as her friend text-messages:

                          how r u getting home?

    She sends the message, a moment later the reply appears:

                                 sux 4 U
    She glances up, sees her friend shoot her a sympathetic look.

                        PROCTOR (O.S.)
              That's it, people! Wrap it up!

    There's a collective GROAN and the sound of two hundred
    panicked asses twisting in their seats.

    Our girl feels her phone buzz, looks down to see a final text
    message from her friend:

                     y don't u check the ride board?
    A slow smile lights up her face at the idea, as all around
    her students rise and begin stampeding out.

                        PROCTOR (O.S.) (cont'd)
                  (shouting to be heard)
              Test results will be posted on the
              Philosophy Department's web site in
              two weeks... Enjoy your break and
              have a Happy New Year.

    She gathers her things, begins to make her way down the
    stairs when -


    - she's JOSTLED from behind by a CLASSMATE bolting past her.

    She hands in her exam book, waves to her friend, and exits.

      WIND CHILL - Yellow Revisions 2/23/05                    3.


    Campus is a ghost town, most students having already left for
    the holidays: the DORMS abandoned, the LIBRARY STACKS empty,
    the LABS silent, the DINING HALLS eerie.

    Our GIRL hurries across the deserted college green dotted
    with little hillocks of snow from an earlier storm. She
    passes a forlorn pine tree decorated with CHRISTMAS LIGHTS,
    on her way to...

4   EXT. UNIVERSITY - QUAD - DAY                                    4

    She arrives at a large, partially-enclosed KIOSK covered with
    dozens of student-made notices, printed in a rainbow of eye-
    catching computer fonts and colors. A sign at the top reads:

    She scans the posted notices. One catches her eye: torn
    hastily from a spiral notebook, on which is scrawled a
    handwritten message:

                  NE1 Need a Ride 2 Delaware 12/23?
                           Call 607-154-9835
    A gust of wind riffles the notice.


                          DECEMBER 23, 3:12 P.M.

5   EXT. UNIVERSITY - STUDENT PARKING LOT - DAY                     5

    Our girl wheels her suitcase across a largely-empty parking
    lot. It's late afternoon, and already dark enough for the
    sodium vapor streetlights to have come on. A few snowflakes
    swirl in their sickbed glow.

    We follow her to...

    A beat-to-shit 1988 OLDSMOBILE idling in the middle of the
    lot. An unbroken dusting of snow indicates it's been the
    only vehicle here for some time.


      WIND CHILL - Yellow Revisions 2/23/05                   4.
5    CONTINUED:                                                     5

    An underclassman GUY, 19, is asleep behind the wheel of the
    Oldsmobile. He's skinny, dressed in thrift-shop clothes, has
    the complexion of someone who doesn't get out in the sun
    much. His car is filled with all of his earthly possessions:
    books, CD's in plastic milk crates, dirty laundry, etc.

    She knocks on the driver's side window, startling him awake.

    He stirs, blinks uncomprehendingly at the empty parking lot.

              Do you think you could have parked
              any further from the entrance?

    The sight of her quickly snaps him awake.   He scrambles out.

                  (still a little groggy)
              There were still cars when I got
              here. I thought we were going to
              get an early start to stay ahead of
              the snow?

              What time is it?

              Quarter past three.


      WIND CHILL - Yellow Revisions 2/23/05                      5.
5    CONTINUED: (2)                                                   5

               I'm two hours late?! Shit. Sorry.
               You should've just left without me.
               That's what I would've done. Hurry
               up and pop the trunk so I can stow
               my shit.

    He does.

    She walks back to the trunk, which is stuffed to capacity
    with more of his things: CLOTHES, a bag of GROCERIES, etc.

                         GIRL (cont'd)
                   (calling to him)
               Jesus, I'm just going home for
               Christmas. What are you doing?
               Pulling up stakes and movin' your
               Oakie family to Californey?

    She starts rearranging the trunk, making room for her bag.

               I'm kinda getting kicked out of my
               apartment. I didn't have time to
               find someplace new before exams.

    She takes out some of his things.   Puts them on the ground.

                         GUY (cont'd)
               Here, let me help you with that-

               Why don't you just get the engine
               started and put the heat on? I can
               handle this.

    He watches her rearrange his things, a little flummoxed.

                         GIRL (cont'd)
               Well? What are you waiting for? I
               thought you wanted to stay ahead of
               the snow?

    He hurries back to the driver's seat.   Starts the engine.

    She hurriedly crams everything back in and slams the trunk.
    Then runs around to the passenger side and pulls on the door



           WIND CHILL - Yellow Revisions 2/23/05                    6.
5         CONTINUED: (3)                                                 5

         Now it's her turn to look impatient. She jerks on the handle
         again, until he leans over to open the door from the inside.

                   Sorry... it sticks.

         She rolls her eyes, climbs in.

6        INT. OLDSMOBILE - DAY                                           6

         She climbs in, tries to power her window all the way to the
         top. It keeps getting stuck, leaving a half-inch gap.

         She shoots him a look: "What the hell?"

                   That's as far as it goes.   Sorry.

         She rolls her eyes, never once interrupting her phone

         He puts the car in gear and they set out on their six hour


         As they drive off, reveal: a forgotten bag of GROCERIES,
         still sitting on the ground.

8        INT. OLDSMOBILE - DAY                                           8

         They leave campus.   He eavesdrops as she rattles on.

                       (on her cell)
                   Where are you?
                   No, we're just rolling out...
                   ... Believe me, I tried, but I
                   couldn't get a flight. It's my own
                   fault for waiting `til the last

9 & 10   OMITTED                                                    9 & 10

       WIND CHILL - Yellow Revisions 2/23/05                  7.

11   INT./EXT. OLDSMOBILE - DUSK                                   11

     She looks out at the passing landscape as they cruise south
     on the interstate. The road is wet, though the snow hasn't
     yet started to stick.

                   (laughs; on her cell)
               What, are you kidding? I'm bored to
               tears... No, we're still on the
               highway... how should I know, all
               highways look exactly alike.

     She looks up, catches him shooting irritated looks her way.

                         GIRL (cont'd)

               You going to be on that thing the

     He doesn't finish the thought, just chokes back whatever he
     was about to say. Focuses on the highway ahead.


       WIND CHILL - Yellow Revisions 2/23/05                  8.
11    CONTINUED:                                                   11

                   (on her cell)
               Uh oh, somebody's upset. I better
               call you back.
               Who do you think? Ride Board Guy.
               Okay, `bye.

     She hangs up, aims the camera phone lens his way, and snaps
     another digital picture of him.

     She puts the cellphone away, looks up to see him glaring at

                            GIRL (cont'd)

               This isn't cool. If I have to
               drive, you have to talk to me.

               What, I'm the in-flight

               That's how this ride-sharing thing
               works. Division of labor. We split
               everything fifty-fifty... Get it?

               I've got news for you, I don't get
               much more entertaining than when
               I'm on the phone.

     He darkens, mutters under his breath:

               This is turning out great.

               What's that mean?

               Forget it.

     They ride in silence for a moment. She tries to strike up a
     conversation, by way of extending an olive branch.


       WIND CHILL - Yellow Revisions 2/23/05                  9.
11    CONTINUED: (2)                                               11

               So you're from Wilmington, huh?


               Where'd you go to school?

                   (falters for a second)
               Um... Saint Vitus Academy.

               St. Vitus? You're making that up.

               You're acquainted with every school
               in the area?

               Pretty much, yeah.

               Including all the Catholic ones?
               Because that's where I went. Saint
               Vitus Academy for Catholic Boys.

               Okay, fine...

     They drive for a few moments in silence.

               We had a class together, you know.


               Intro to Modern Philosophy.

     He looks at her expectantly, as if she should remember him.

               What? There were about a million
               people in that class. It was like
               Woodstock. Did you ever see so many
               Eastern religion types?
               So, what's your major?


      WIND CHILL - Yellow Revisions 2/23/05                   10.
11    CONTINUED: (3)                                                11

               Eastern religions.

     She hoots with laughter. But he's not kidding.   He seems
     surprised by her response.

                         GUY (cont'd)
               You aren't majoring in philosophy?

               No. Why?

               I don't know. I just assumed...

               Why would you assume anything about
               me? We just met.

                   (a little defensive)
               I don't know... I guess you just...
               look like a philosophy major.

               Try engineering.

     She enjoys the pained look of surprise on his face, lets him
     twist for a second before explaining:

                          GIRL (cont'd)
               I only took Philosophy because I
               need a humanities credit. I heard
               it was an easy `A.'
               Hey, that reminds me. What'd you
               put for the extra credit question
               on the final?

               Nietzsche's theory of eternal

               Which is basically reincarnation,

               No, they're not really the same
               thing. Reincarnation is when you
               come back as something different
               and eternal recurrence is when you


      WIND CHILL - Yellow Revisions 2/23/05                      11.
11    CONTINUED: (4)                                                   11
                             GUY (cont'd)
               live the same life over and over

     He looks out at the road, reciting Nietzsche from memory:

                         GUY (cont'd)
               The eternal hourglass of existence
               is turned over and over, and you
               with it, a grain of dust.
     She looks at him as if he's nuts.   A beat, then:

               He died of syphilis, you know.

     He stares grimly at the road ahead, biting back a comment.

                         GIRL (cont'd)
               High school and philosophy. Pretty
               much covers everything, don't you
               think? Guess that concludes the
               entertainment portion of today's

     She turns on the radio, finds a station with Christmas music.


                                 5:15 P.M.

12   EXT. INTERSTATE - EVENING                                         12

     The Oldsmobile passes slower-moving VEHICLES and zooms by.

     Its interior light is on.

13   INT. OLDSMOBILE - EVENING                                         13

     Her bare feet are propped on the dash, as she removes the old
     nail polish.

     Widen. She's turned the front seat into a nail salon.
     Cotton balls, emery boards, bottles of clear and colored
     varnish are strewn everywhere.

     She picks a bottle, opens it, begins painting her nails.


      WIND CHILL - Yellow Revisions 2/23/05                    12.
13    CONTINUED:                                                     13

               Next gas station you see, do me a
               favor and pull over. I gotta pee.

               Okay, I'll keep my eyes peeled.

     She looks up from her feet, giving him a funny look.

                         GUY (cont'd)

                   (resumes painting)
               That phrase. `Keeping your eyes
               peeled.' It's kind of creepy, if
               you think about it.

               Huh. Actually, yeah, it is sorta.

     His eyes linger on her freshly painted toes on the dashboard.

     She catches him staring.   He blushes, embarrassed.   Says:

                         GUY (cont'd)
               ... Speaking of peeling eyeballs.
               Did you know that's how they do
               that corrective eye surgery?

               They use a laser.

               Well, yeah, they do... But there's
               definitely peeling involved too. I
               saw it on Discovery Health. If more
               people knew about the peeling part
               they might think twice before going
               under the knife.


               Right, laser.

               I'm having corrective eye surgery
               over the break.


      WIND CHILL - Yellow Revisions 2/23/05                     13.
13    CONTINUED: (2)                                                  13


     An awkward beat.

               It's okay. I'm not really worried.


               I'm not worried?

               You're getting it done...

               Because I hate wearing glasses.

               But they look good on you.

     She frowns.

               How do you know? I don't wear them
               outside my dorm.

     He gets a cornered look.

               You sure? You never... to class or
               anything? Because I could swear I-


               Huh. Weird. I wonder why I thought-

     He breaks off, saved by the sight of a gas station up ahead.

                         GUY (cont'd)
               Hey, look! Here's your gas station!

     She looks at him across the dark front seat, suspicious.

      WIND CHILL - Yellow Revisions 2/23/05                    14.

14   EXT. PENN-WAY QUICK MART - NIGHT                                14

     A florescent oasis in the gathering dark. A tow truck and
     several old wrecks rusting in the weeds surrounding it.

     The Oldsmobile pulls off the highway and up to a gas pump.


     He starts the pump.   Notices her still seated in the car.

     He knocks on her window.    She opens the door.

               I thought you had to pee?

               I didn't expect us to find a
               bathroom so soon. My nails aren't


     He looks over the roof of the car, sizing up the distance
     across the slushy parking lot.

                         GUY (cont'd)
               Well if you want, I can carry you.

               That's okay, they'll be dry in just
               a second.

               Come on, I'm good at this...

               You are not carrying me inside.

     He opens her door, pulls her legs around, and crouches down
     between them.

               Hold on.

               What are you doing?! Wait -


      WIND CHILL - Yellow Revisions 2/23/05                   15.
15    CONTINUED:                                                    15

     Suddenly he's rising and she throws her arms instinctively
     around his neck.

     Unsettling as the deeply-weird moment is, she decides it's
     best to just humor him. But first -

                         GIRL (cont'd)
               I need my purse.

     He crouches a little so she can reach to retrieve it.

16   INT. PENN-WAY QUICK MART - NIGHT                                 16

     The door JINGLES as he enters, carrying her.   His face is red
     from effort, hers from embarrassment.



     He just stands there.   She taps him on the shoulder.

               You can let me down now.


     He crouches so she can slide off. She gives him a look,
     slips on the pair of flip-flops she's brought with her, then
     heads off in search of the ladies bathroom.

     Meanwhile, our guy saunters up toward the front of the
     convenience store. He nods to the twitchy CLERK, 20s,
     engrossed in a tattoo fetish magazine behind the counter.


     The toilet is gross, tiled a queasy green, graffiti-covered.

     Our girl finishes peeing, gets up from the toilet, uses her
     foot to flush and her elbow to turn on the faucet. She
     washes her hands, holding them under the automatic dryer.


     She wipes her hands dry on her jeans. Is about to exit when
     she catches sight of her reflection in the dirty mirror.


      WIND CHILL - Yellow Revisions 2/23/05                   16.
17    CONTINUED:                                                    17

     On impulse she takes out her glasses from her purse.   Slips
     them on. Checks herself out in the mirror.

     Cool? Sexy?

     With her glasses on she notices something scratched into the
     dirty mirror.


     Where we see:

                        "J.C.R. 12-24-88 R.I.P."

     She frowns, slips her glasses back in their case and moves to
     exit. But when she grips the doorknob she finds it LOCKED.
     She frowns. Rattles the doorknob a few times.

     A look of panic crosses her face, and she starts rattling the
     doorknob harder. Did someone lock her in?

     Suddenly the doorknob comes off in her hand.

     She pounds on the door with the heel of her palm, shouts:

                HEY. HEY, I'M LOCKED IN HERE!


     She turns, scanning the filthy bathroom, notices something.

     HER POV:

     A VENT above the sink, near the ceiling.


     She puts a foot up into the sink, testing it to see if it can
     take her weight. Then climbs up and straightens on wobbly
     legs, until her face is near the filthy dust-clogged vent.

                          GIRL (cont'd)
                    (calling into vent)
                HEY. CAN ANYBODY HEAR ME?! HEY!

     Her voice ECHOES weirdly. When the echoes die down she hears
     something from the vent that makes her scowl: LAUGHTER. As if
     our guy and the clerk are having a good laugh at her expense.

     Pissed off now, she climbs back down, and attacks the broken
     doorknob with renewed urgency.


      WIND CHILL - Yellow Revisions 2/23/05                     17.
17    CONTINUED: (2)                                                  17

     And finally succeeds in getting the door to open.


     As she exits she sees the CLERK and our guy talking quietly,
     as if they know one another. She hesitates for a second,
     spying on them around a display of chips. Suspicious.


     She strides up as the guy pays for the gas and a couple
     bottles of water.

               Didn't you hear me banging in

                   (startled; puzzled smile)

               You think it's funny? Me locked in?

               Locked in where?

               You're telling me you didn't just
               hear me banging on the door?

               I don't know what you're-

                   (cuts him off)
               Forget it. Let's just get on the

     He gathers up the bottled water, heads toward the door.    The
     clerk calls to him:

               Remember, highway's your best bet-

               Don't worry about it man, I got it
               all covered.

     She frowns, following him to the exit.


      WIND CHILL - Yellow Revisions 2/23/05                  18.
18    CONTINUED:                                                   18

               Are we lost or something?

               No, I've made this drive a million

     He holds the door for her, then follows her outside.

19   EXT. PENN-WAY QUICK MART - CONTINUOUS                         19

     As they exit and start toward the car she offers him a
     twenty. He looks at the money, as if he's never seen U.S.
     currency before.

               What's that for?

               My half of the gas.

               Keep it.

               What do you mean? Isn't that how
               ride-sharing works? -- We split
               everything fifty-fifty?

               I don't take money from friends.

     Since when are they friends?

     They separate, walking around to their respective sides of
     the car. She tries the passenger door handle, only to find
     it stuck.


      WIND CHILL - Yellow Revisions 2/23/05                     19.
19    CONTINUED:                                                      19

     She rolls her eyes, waits for him to open it from the inside.

20   OMITTED                                                          20

21   INT. OLDSMOBILE - NIGHT                                          21

     She stares out at the road ahead, lulled by the sound of the
     windshield wipers sweeping snowflakes from side to side.

     HER POV:

     A nondescript exit comes up fast for a side road. Which
     wouldn't be cause for alarm or even interest except-

     He suddenly turns the wheel sharply, taking the exit.

22   EXT. OLDSMOBILE - THAT MOMENT                                    22

     The car veers off the interstate onto a much smaller two-lane
     road marked with a simple sign, paint-on-wood, faded to
     illegibility: Scenic Route 606.

     The tires crunch across an old chain which had once prevented
     access to the road but is now half-buried in the snow.

     Attached to it is a diamond-shaped warning sign of a more
     modern vintage reading: Rough Road.

23   INT. OLDSMOBILE - THAT MOMENT                                    23

     She falls against him, bracing herself against the dash.

                What the hell are you doing!?

                Scenic detour.

                No way! Get back on the highway.

                Relax, I checked it out on the map.
                It looks interesting.


      WIND CHILL - Yellow Revisions 2/23/05                     20.
23    CONTINUED:                                                      23

               I mean it, get back on the highway
               right now! This is not going to

     He looks a little pissed she's questioning his judgment.

               Will you chill. It's a shortcut.
               We'll be back on the highway before
               you know it.

     Hard to argue with a shortcut...

     Nonetheless, she glances back with a look of trepidation OUT
     THE BACK WINDOW at the highway receding into the distance.

24   EXT. SCENIC ROUTE 606 - NIGHT                                    24

     The Oldsmobile cruises by, the only car on the two-lane
     scenic highway.

     As it leaves FRAME camera PANS to the dead grass on the
     roadside where it finds a sad little SHRINE half-buried in
     the snow: two homemade crosses, candle stumps, a rotting
     stuffed bear, deflated Mylar balloons.

     Scrawled on the crosses are:

                         Sean            Amanda
                       Dec-24-03        Dec-24-03

25   INT. OLDSMOBILE - NIGHT                                          25

     She watches him suspiciously out of the corner of her eye.
     His face is eerie in the green light of the dashboard.

     He scans the radio dial for something other than static.

               Not many radio stations out here.

               We're in a valley. FM radio waves
               travel in a straight line. They
               can't penetrate big obstacles like
               hills. Try AM.


      WIND CHILL - Yellow Revisions 2/23/05                     21.
25    CONTINUED:                                                      25

               Where were you when I was flunking
               freshman physics?

     He switches over to AM. Finds a low-wattage mountain station
     broadcasting Bobby Helms' 1957 "Jingle Bell Rock."

     Then he drives in silence.   Still stewing over her most
     recent digs.

               So... Does your family do the whole
               traditional Christmas thing?

               No, my grandparents are Dutch, so I
               was raised on salted licorice and

               How's that different from the
               regular Santa Claus?

               Instead of the North Pole, he lives
               in Spain. And instead of elves he's
               got an enforcer named Black Pete.
               Basically he's like your Santa,
               only scarier.


               What's your Christmas like?

               My folks split my freshman year, so
               I spend the holidays racing between
               them. Two trees... two turkey
               dinners...two sets of presents to
               return for store credit. So
               normally I can deal, but this year
               mom decided to rent a condo at the
               beach. Which is like, what? Two
               hours away.

               I don't know. The beach can be sort
               of nice in the winter. Romantic.

     She gazes out the window at night overtaking the landscape.


      WIND CHILL - Yellow Revisions 2/23/05                   22.
25    CONTINUED: (2)                                                25

               So were you a Rehobeth beach family
               or Stone Harbor?

               Stone Harbor.

               We always went to Rehobeth. Year in
               and year out... Jesus, I've never
               been more bored in my life. I was
               always so jealous of my friends who
               spent summers at the Jersey shore.

               Me too.

     She turns from the window to look at him, scowling.

               Stone Harbor is the Jersey shore.

               Hm? Oh, yeah, I know. What I meant

               You aren't from Delaware, are you?

               Well, see, it's kind of complicated-

               Who are you?!

               I'm exactly who I said I was, am,
               it's just-

               What the hell's going on here?

               Nothing's going on-


               Look, just calm down. I can explain-


      WIND CHILL - Yellow Revisions 2/23/05                    23.
25    CONTINUED: (3)                                                 25

     HEADLIGHTS suddenly appear up ahead, blindingly bright.

                         GUY (cont'd)
               What the hell?

     She turns to look ahead, momentarily forgetting their fight
     as the oncoming headlights cross the median into their lane.

               You think he doesn't see us?

               How can he not?

26   EXT. ROUTE 606 - THAT MOMENT                                    26

     From a high angle overlooking the road we watch the two cars
     racing toward one another, headed on a collision course.

27   INT. OLDSMOBILE - AS BEFORE                                     27

     For the time being their fight has taken a back seat to the
     oncoming car playing chicken with them.

               Pull over and let this asshole by.

               Over where? There's no shoulder.

     He's right. On the passenger side the road abuts a steep
     wooded hillside. Opposite that it drops off into a ravine.

     They are both too distracted by the ONCOMING HEADLIGHTS to
     notice the Christmas SONG that's just come on the RADIO:
     Brenda Lee's 1958 hit "Rockin' Around the Christmas Tree."

                         BRENDA LEE
               Rockin' around, the Christmas tree,
               at the Christ-mas par-ty hop...

28   EXT. ROUTE 606 - THAT MOMENT                                    28

     The distance between the SPEEDING CARS is closing rapidly.

29   INT. OLDSMOBILE - AS BEFORE                                     29

     The kids faces go white in the glare of the oncoming lights.


      WIND CHILL - Yellow Revisions 2/23/05                     24.
29    CONTINUED:                                                      29

                          BRENDA LEE
               Mistletoe hung where you can see,
               Ev'ry couple tries to STOP. Rockin'
               around, the Christmas tree, have a
               happy hol-i-day... Later we'll have
               some pumpkin pie, and do some car-

30   EXT. ROUTE 606 - THAT MOMENT                                     30

     The OTHER CAR continues barrelling toward the OLDSMOBILE.
     The game of chicken fast approaching the point of no return.

                         BRENDA LEE
               You will get a sen-ti-men-tal fee-
               ling when you hear... Voices
               singing "Let's be jolly, DECK the
               halls with boughs of holly"...

31   INT. OLDSMOBILE - AS BEFORE                                      31

     Relief turns to dread as they realize the other car isn't

               He's not stopping!

               Hold on!

     He jerks the wheel hard, sending the Oldsmobile fishtailing
     out of control.

     The OTHER CAR skids over a small bridge and drops out of

     They spin out in the opposite direction. Skid off the road
     and SLAM into a snowbank with a bone-shuddering CRASH.

                         BRENDA LEE
               Rockin' around, the Christmas tree,
               Have a happy hol-i-day. Everyone's
               dancing mer-ri-ly in the New. Old.
               Fash-ioned. Wa-a-ay!


                                  6:23 P.M.

      WIND CHILL - Yellow Revisions 2/23/05                     25.

32   EXT. STRANDED OLDSMOBILE - NIGHT                                 32

     The Oldsmobile has ended up on the opposite roadside facing
     the wrong way, its driver's side jammed into a snowbank.

     Snow boils in its headlights.

33   INT. STRANDED OLDSMOBILE - NIGHT                                 33

     The interior is dark.

     The girl has been thrown under the dash. It's hard to tell
     in this light whether she's still breathing.

     Finally she stirs, disoriented.

     She climbs back into her seat, piecing together where she is.
     It takes her a beat to remember him. She looks over slowly.

     He's not moving, though thanks to his seatbelt he's still
     upright behind the wheel. His head rests limply against the
     driver's window, which now looks out on nothing but snowbank.

     A link of blood trickles down the glass.


     She's not taking any chances. Without a sound she slips into
     her shoes, coat. Gropes for her cellphone among the detritus
     at her feet.

     Suddenly he stirs, groaning.

     She freezes.

     The seconds ticking by on the DASHBOARD CLOCK.

     When he doesn't wake, she resumes fumbling for her cell.

     Finds it.   Then eases open the creaky passenger door.

     And launches herself into the frigid night.

34   EXT. STRANDED OLDSMOBILE / ROADSIDE - NIGHT                      34

     She hurries down the road away from the car. Breath clouding
     in the frigid air. Punches in numbers on her cell phone.



      WIND CHILL - Yellow Revisions 2/23/05                    26.
34    CONTINUED:                                                     34


     She's starting to freak now.   She hits the REDIAL button.

               ... please... please... please...

     Suddenly, from behind --

                         GUY (O.S.)
               What are you doing?

     She screams, spins around.

     He's standing right behind her, his face in silhouette.

               C-Calling 9-1-1. Or trying to.

               Any luck?

                   (shakes head `no')
               Can't... I can't get a signal here.

     He receives this news with a strange calm.

                         GIRL (cont'd)
               What about yours?

               I don't have a cell.

               How can you not have a cell?

                   (ignoring her)
               How're you doing? You all right?

               I... yeah, I'm okay. Nothing
               broken... What about you?

               I don't know. Think I hit my head.

     He puts his hand to the left side of his skull and pushes on
     it. Like someone testing a melon for ripeness.

     Come to think of it, his speech is a little wooden.


      WIND CHILL - Yellow Revisions 2/23/05                     27.
34    CONTINUED: (2)                                                  34

     She watches as he turns and takes a few aimless steps away.

                         GUY (cont'd)
               What happened to the, uh, the guy?


               Asshole who ran us off the road.

     She's completely forgotten all about the other vehicle until
     now. She turns to look, puzzled.

     There's no sign of the other vehicle anywhere. They're alone.

               I don't know. I guess maybe he
               decided just to hit and run.

               So where are his tire tracks?

     She looks, sees an unbroken expanse of fresh white snow.

               In case you haven't noticed, it's
               coming down pretty hard.

               Yeah, but you can still see our

     The mystery of the missing tracks seems to have penetrated
     his post-accident fog, bringing him back into sharper focus.

     She watches as he walks out in front of the Olds' headlights
     to the middle of the road, where the other vehicles track's
     should be.

                         GUY (cont'd)
               What the hell?!

     He walks back to the Olds and opens the passenger door (the
     only access into or out of the stranded car, thanks to the
     snowbank). He begins searching the glove compartment for a


      WIND CHILL - Yellow Revisions 2/23/05                     28.
34    CONTINUED: (3)                                                  34


     Deliberating whether to seize this moment of distraction to
     make a break for it.

     She looks back down the long dark road.

     Looks back at him bent over rummaging in the Oldsmobile.

     Too risky.

     Curiosity getting the better of her, she walks out to the
     middle of the road to have a look for herself.

     No tracks.

     Just an expanse of fresh powder and a few of his footprints.

                      (to herself)
                  This doesn't make any sense...

     At that moment he emerges from the car with a flashlight. He
     spokes it, sweeps the strong beam over their surroundings.

     The left side of the road falls off into a darkness so deep
     even the flashlight's beam can't penetrate it. A precipice.

     He cups his hand and calls out at the top of his lungs.


     She jumps at the sound of his voice, her nerves frazzled.

                            GUY (cont'd)
                  ANYBODY OUT THERE!? ANYONE?! HEY!

     His voice is swallowed by the dark. After the echoes subside
     the only sound in the hush is the SIZZLE of falling snow and
     a weird otherworldly HUM.

     He snaps off his flashlight, thrusts it into his coat pocket.

                  What now?


      WIND CHILL - Yellow Revisions 2/23/05                     29.
34    CONTINUED: (4)                                                  34

               I guess we see how bad we're stuck.

     They trudge back to the car, boots crunching in the snow.

                         GUY (cont'd)
               You steer, I'll push.

     He holds the passenger door for her while she scrambles in,
     scooting over into the driver's seat. He leaves the door
     open so they can communicate.

     He walks back to the rear of the stranded Oldsmobile.

     He's pulling on gloves when something half-buried in the snow
     nearby catches his eye. He takes out the flashlight, shines
     it at the roadside.

     Little wooden crosses.

     Just two this time. Another sad shrine, to a different set
     of anonymous victims of Route 606.

     Their proximity to the stranded Olds obviously unsettles him.


     He bends with a little wince and braces his shoulder against
     the rear bumper.


     The tail lights come on as she turns the ignition.   He hears
     her crank the starter motor.

     Cranking... cranking... cranking...

     Finally turning over.

     She slips the Oldsmobile in gear, and he starts pushing.

     The rear tires spin, throwing slush; but car won't budge.

                         GUY (cont'd)
               Give it more gas!

     She floors it; the tires SCREAMING.


      WIND CHILL - Yellow Revisions 2/23/05                      30.
34    CONTINUED: (5)                                                   34

     He puts everything he's got into pushing, but it's no use.

     Suddenly his face contorts in pain and he clutches his side.
     He drops out of view, disappearing in a cloud of red exhaust.

     A beat later he pulls himself up, pounds on the trunk.

                            GUY (cont'd)

     The tires stop spinning.

35   INT. STRANDED OLDSMOBILE - NIGHT                                  35

     She's sitting in the driver's seat of the idling car when she
     hears the crunch-crunch-crunch of his approaching footsteps.

     In that moment she makes a decision.

     Scrambles across the front seat, pulls the door shut hard.

36   INT./EXT. STRANDED OLDSMOBILE - THAT MOMENT                       36

     He arrives at the passenger side door handle just as the
     power locks all go THUNK.

     He's locked out.

                  Hey, open up.

     He tugs at the handle a few times.      Knocks on the window.

                            GUY (cont'd)
                  You wanna pop the locks?

     When there's no response from her he puts his lips to the
     half-inch gap at the top of the stuck window.

                            GUY (cont'd)
                  You gonna unlock the door or what?

     She sees him cup his hands and peering in through the window.

     She keeps her eyes down, focuses on her shaking fingers as
     they frantically dial her cellphone.

     No signal.


      WIND CHILL - Yellow Revisions 2/23/05                  31.
36    CONTINUED:                                                   36

                         GUY (cont'd)
               Hey, c'mon, it's freezing out here!

               Better get used to it, asshole.

     He rattles the door handle, starting to get panicked now.

               What the hell is wrong with you?
               What did I do?

     But she's in full-blown paranoid mode now, near hysterics.

               You drove us here, that's what you
               did!! What the hell did you think
               you were doing!?

               I thought I was driving you home.

               You're not driving me home because
               one, you don't live near my home
               and two, this piece of shit isn't
               driving anywhere. Now what are we
               doing here? Why did you get off the

               I told you, this is a shortcut.
               Anyway, you were the one who said
               she was so bored on the highway.
               This used to be called `Scenic 606'
               because there's an amazing view of
               the valley-

               One, you've never been anywhere
               near here before so don't pretend
               you knew it's a shortcut, and two,
               there's an amazing view of shit

     He stands there as she freaks out.

               Let me get this straight. You think
               I intentionally arranged for us get
               stranded out here?! It was an


      WIND CHILL - Yellow Revisions 2/23/05                  32.
36    CONTINUED: (2)                                               36
                             GUY (cont'd)
               accident! You saw the other car.
               You think he was in on it, too?

               Maybe! Maybe he's like your Black
               Pete or something! Why the hell did
               you tell me that story anyway?

               You're crazy...

               Anyway, I've got news for you... I
               got through to a friend's voicemail
               while you were supposedly
               unconscious. I'm sure she's called
               the cops by now.

               Would you listen to yourself? What
               kind of psycho do you think I am?


     He straightens, exasperated, puts a hand to his injured head.

     She looks at him standing there, hugging himself against the
     sub-zero cold, his teeth chattering. He doesn't look like an

     She doesn't know what to do. There's a long beat. Finally,
     he throws up his hands in disgust, decides to go to Plan B.

               I'm gonna walk back to the gas
               station for help. You've got the
               heater and the radio, so you should
               be all right here. Though I really
               think you should consider coming
               with me.

               I bet you do.

               Fine. Whatever. If you feel a draft
               and you want to patch this...


      WIND CHILL - Yellow Revisions 2/23/05                     33.
36    CONTINUED: (3)                                                  36

     Sticking his fingertips through the half-inch gap at the top
     of the stuck passenger side window.

                           GUY (cont'd)
                 ... I keep duct tape in the back.

                 I bet you do.

     He looks in at her one last time, exits.

     She listens to the crunch of his footsteps until she can't
     hear them anymore.

     Suddenly there's a loud BANG against the passenger side
     window. She jumps.

                 BUT IT'S MY CAR!!

     He goes crazy on the stranded Olds: punching the roof,
     jerking the door handle, kicking the door, screaming at her
     the whole time.

     She cowers inside, scared to death.

     Finally he gives up, and with a final BANG to the roof,

     He turns and heads back down the road.

     We watch through the rear window as he trudges robotically
     away, his boots crunch-crunch-crunching in the snow.

     He stops.   Leans his weight against a tree.    Looks back at
     the car.

     Whatever it is he's doing, he's clearly not walking to the
     gas station.

     He straightens, and continues on until he's out of sight.

37   EXT. STRANDED OLDSMOBILE / ROADSIDE - NIGHT                      37

     The stranded Oldsmobile sits on the roadside, engine running,
     hood and windshield covered in white. The interior lights
     are on, giving it an enchanted look, like a cottage in a
     Grimm's fairytale.

      WIND CHILL - Yellow Revisions 2/23/05                    34.

38   INT. STRANDED OLDSMOBILE - NIGHT                                38

     She's in the back seat ransacking his suitcase and other
     possessions, looking for the duct tape. Despite the heater
     it's cold enough in the car (thanks to the gap in the window)
     to see her breath.

     A PUBLIC SERVICE ANNOUNCEMENT plays on the car's radio.

                         RADIO PSA
               ... The National Weather Service
               has issued a Winter Storm Warning
               for the entire Eastern Seaboard...
     Boxer shorts. Socks. Box of condoms. A copy of the Tibetan
     Book of the Dead. A cheap Radio Shack TELEPHONE wrapped in
     its cord. A CROW BAR, which she tosses up to the front seat.

                         RADIO PSA (cont'd)
               ... Carbon County residents can
               expect snow accumulations of four
               to six inches...
     Suddenly we see -

     A BLUR OF MOVEMENT outside the car's foggy REAR WINDOW...

     But she's too busy searching through the junk in the back
     seat to notice.

     Finally she finds what she's looking for: silver DUCT TAPE.


     She holds the scissors like a dagger, clearly thinking they
     could come in useful if she needs to defend herself.

     She climbs up front, rips off a three-foot length of tape.

     Again, in the b.g. -

     MORE MOVEMENT outside the car...

     But she's too busy sealing the passenger's side window
     against the frigid draft to notice that someone's outside.

                         RADIO PSA (cont'd)
               ... State and local officials are
               urging residents to remain indoors,


      WIND CHILL - Yellow Revisions 2/23/05                    35.
38    CONTINUED:                                                     38
                             RADIO PSA (cont'd)
               as wind chills plunge to fifteen
               below overnight...
     Finally -

     She glimpses MOVEMENT outside the passenger window.

     She gasps, ducking out of sight below the car's dashboard.

     She doesn't move, listening, her eyes bright with fear.

     After a long beat she risks a peek over the steering wheel.

     The windshield is fogged, so she wipes a peephole in the
     condensate. It's too dark to see much beyond the car's hood.

     She reaches shaking fingers toward the steering column.

     Flicks on the headlights.

     A STRANGER is walking away down the middle of the dark road.

     She screams, reaches instinctively to check the power locks.

     The stranger, a black man dressed in a dirty suit, walks with
     hunched shoulders. Snow swirling around him in the darkness.

     Who the hell takes a stroll in the middle of a snowstorm?

     Over her initial shock now, she reaches for the door handle.

39   EXT. ROUTE 606 - ROADSIDE - NIGHT                               39

     She gets out of the car, clutching the SCISSORS in both hands
     like a dagger. She stands behind the protection of the open
     car door and calls out to the stranger moving down the middle
     of the snowy road a dozen yards ahead.

     There's a weird HUMMING noise in the air she can't place.


     No reaction from the stranger.

                           GIRL (cont'd)
                 Hello? Do you live around here?

     Again, nothing.    Maybe he's deaf?

     She moves out from behind the safety of the car door and
     starts after the stranger, keeping her distance as she calls:


      WIND CHILL - Yellow Revisions 2/23/05                    36.
39    CONTINUED:                                                     39

                         GIRL (cont'd)
               We had an accident. My friend went
               for help. He'll be back any second.

     The stranger's dapper suit is more than dishevelled. It's
     soaking wet, caked in motor oil or some other dark slime.

                         GIRL (cont'd)
               Kinda crappy night for a walk,
               don't you think?

     And there's something definitely "off about his shuffling.
     It's like he's crippled, or injured. In fact he seems to be
     CRYING. (Or is it moaning?)

                            GIRL (cont'd)
               Hey, wait!

     But the stranger just keeps shuffling toward the shoulder of
     the road, headed in the direction of the DARK STAND OF TREES
     beyond. Soon he moves beyond the reach of the headlights and
     disappears into the gloom.

                         GIRL (cont'd)
               What the hell - !?

     Spooked, she begins to back toward the stranded Oldsmobile.

     Backs into -


     She SCREAMS.

                         GUY (cont'd)
               Jesus! Calm down. It's just me.

               Stay away from me!

     She brandishes the SCISSORS.    He puts up two hands

               Whoa! Take it easy. What's wrong?

               You! Everything! The guy-

               What guy?


      WIND CHILL - Yellow Revisions 2/23/05                     37.
39    CONTINUED: (2)                                                  39

               I don't know, it was weird. I saw
               some guy walking down the road.

               Where did he go?

               I don't know. Into the woods.

     Her eyes keep cutting back and forth between him and the
     woods where the stranger disappeared, as if not sure which is
     the greater threat.

               Look. It's freezing out here. Let's
               just get in the car and you can
               tell me what happened...

               What are you doing back so soon?
               What about hiking to the gas

               It was closed. I was going to leave
               a note, but I didn't... You know.
               Have anything to write with.

     She clutches the scissors tighter, not believing a word.

               But those places are supposed to
               stay open 24/7! Why wasn't it open?

               How the hell should I know?!
               Independent operator. Look, can we
               continue this conversation in the
               car, `cause I'm freezing my balls
               off standing out here.

               I'm not getting into the car with
               you, you psycho!!!

     He closes his eyes and shakes his head, beyond frustrated.


      WIND CHILL - Yellow Revisions 2/23/05                     38.
39    CONTINUED: (3)                                                  39

               Fine. Whatever. I'm getting in.
               You're welcome to join me.

     He turns and trudges back to the Oldsmobile, climbs in, and
     pulls the door shut after him. Leaving her there in the
     snowy road, clutching the scissors, her teeth chattering.

     She stands there, shivering, looking very small and alone.

     HOLD on her as she weighs her options: stay out here and
     freeze. Or risk seeking shelter with a stalker.

     Not much of a choice.

40   INT. STRANDED OLDSMOBILE - MOMENTS LATER                         40

     He looks over as the door wrenches open and she climbs in.

     She pulls the door shut behind her, then huddles against it.
     Eyeing him warily.

     He starts to reach toward her and she brandishes the scissors-


     - and switches off the overhead interior lights, explaining:

                         GUY (cont'd)
               We need to conserve the battery.

     With the interior light off the car fills with an otherwordly
     blue glow reflected off the snow. She pulls her knees up as
     if trying to make herself as small as she can, to position
     herself as far away from him as is humanly possible on a
     bench seat.

     Her eyes cut to the DASHBOARD CLOCK.    She frowns.

               That's not right. The clock...

                   (checks watch)
               Huh? No, it's not. It should

     He frowns, looking down at his watch.    He holds it to his


      WIND CHILL - Yellow Revisions 2/23/05                  39.
40    CONTINUED:                                                   40

                         GUY (cont'd)
               My watch stopped. Oh well... Guess
               we'll just have to rely on my
               precisely calibrated body clock.

     He tosses his useless watch over his shoulder into the back

     Suddenly she notices a trickle of blood coming from his head.



               You're bleeding.

     He touches two fingers to the left side of his head. They
     come away bloody. As he lifts his watch cap we see the left
     side of his head is matted with frozen blood, now beginning
     to melt. The collar of his coat is soaked with it.

               It's nothing...

               It doesn't look like nothing.

               Scalp wounds bleed a lot. Head
               wounds in general. That's why, if
               you're ever in a bar fight, the
               thing to do is pick up a bottle and
               smash the other guy across the
               bridge of his nose. It'll make his
               eyes fill with blood and snot, and
               buy you enough time to run away.

                   (softening, amused)
               That's really useful, thanks.

     A tense silence fills the car. He closes his eyes and leans
     his head back, as if trying to catch a few Z's.

                         GIRL (cont'd)
               So where are you from, really?


      WIND CHILL - Yellow Revisions 2/23/05                  40.
40    CONTINUED: (2)                                               40

                   (eyes closed)
               Place called Glens Falls...

               That's not in Delaware.


               That's, like, in the complete
               opposite direction!


               That's like twenty minutes from

               All right, all right, so I lied...


     Eyes still closed, he answers in a flat uninflected voice.

               I just thought you seemed cool. I
               don't have a line or a `game' or
               whatever the hell it's called. So
               when I saw a chance to get you
               alone for six uninterrupted hours,
               I took it.

     She ponders this for a beat, one piece still not clicking.

               But how did you know where I lived?

               Asked around.

               Which explains how you found out I
               was from Delaware... But not how
               you knew I needed a ride home. I
               mean, I always fly. How could you
               possibly know that for, like the


     WIND CHILL - Yellow Revisions 2/23/05                  40A.
40    CONTINUED: (3)                                               40
                             GIRL (cont'd)
               first time in my college career, I
               was planning on going Greyhound-

     Just then her eyes go wide, as it suddenly dawns on her.

      WIND CHILL - Yellow Revisions 2/23/05                      41.

41   FLASHBACK:                                                        41

     A SERIES OF QUICK CUTS revisits events from earlier that day.

     - The text message, "y don't u check the ride board?"

     - Her looking up, smiling.

     - Sitting behind her, reading the message:    OUR GUY.

     - Who bolts from his seat the instant class is dismissed.

     - Who turns out to be the one who jostled her on his way out.

     - He races across the empty quad, scribbling on the run.

     - Tears the improvised notice out of his spiral notebook.

     - Slaps it up on the RIDE BOARD just in the nick of time.

     - As she enters and sees: "NE1 Need a ride 2 Delaware 12/23?"

                                                        FLASHBACK ENDS:

42   INT. STRANDED OLDSMOBILE - AS BEFORE                              42

     She looks at him, the pieces all finally falling into place.
     He makes no effort to explain. Doesn't even open his eyes.

                  Forgive me for attempting a
                  romantic gesture.

                  Romantic? Try stalkerish.

                  Not if things worked out between
                  us...I would've told you everything
                  eventually, and then it wouldn't be
                  stalkerish. It would just be this
                  sweet funny story we'd have.


     He sits up sharply, temper boiling over, glaring at her.


      WIND CHILL - Yellow Revisions 2/23/05                    42.
42    CONTINUED:                                                      42

               Okay, you've made your point! I'm a
               creep who gets off on chauffeuring
               women under false pretenses. Can we
               drop this already?
                   (changing subject)
               Christ. I'm starving. You hungry?

     He leans over the seatback, begins rummaging in the back.

                          GUY (cont'd)
               Did you see a bag of groceries in
               the trunk?

     At mention of groceries she temporarily drops the topic of
     the gas station. Remembers:

               No. Oh, shit. I think I might've
               left it in the parking lot.


               I'm sorry. It was an accident-

               Shit! I spent sixty bucks on this
               gourmet crap you like! Saint
               Andre's cheese and Carr's crackers
               and those stupid little French
               pickles, I forget what they're

               Cornichons... I love cornichons.

     He sighs, slumps back behind the steering wheel, defeated.

               I know.

43   EXT. ROUTE 606 - ROADSIDE - NIGHT                                43

     The wind blows.    In between gusts it's quiet, except for the
     strange HUM.

      WIND CHILL - Yellow Revisions 2/23/05                     43.

44   INT. STRANDED OLDSMOBILE - NIGHT                                 44

     She's still huddled up front, still holding her scissors.

     He's in the back seat, scouring the car for anything edible,
     scrounging Tic Tacs, stale pretzel nibs, a candy bar, etc.

                  I think I remember losing pack of
                  Big Red down the back seat cushions
                  last week...

     He thrusts his hand between the seat cushions like a scuba
     diver feeling for lobster under a coral reef.


     His hand fumbles in the dark space below the seat cushions,
     among the seatbelts, lost nickels and dimes, lint.


     Suddenly his eyes go wide as something lurking under the
     seats seizes his hand and jerks him in hard.

     She GASPS.

     His face contorts in agony.

     Then changes to a smile, as he pulls his hand free, unhurt,
     holding a stick of gum.

                             GUY (cont'd)

     She looks at him in mute fury and disbelief. He shrugs,
     unwraps a stick of Big Red and pops it into his mouth.


     Suddenly his hand shoots out and seizes her wrist holding the
     scissors. Her eyes go wide in terror and she starts to
     resist, but his grip is too strong.

                      (gritted teeth)
                  Let go, goddamnit...


      WIND CHILL - Yellow Revisions 2/23/05                  44.
44    CONTINUED:                                                    44


               Give them to me!


     With his free hand he reaches over and wrenches the scissors
     away from her, his eyes flashing. She gives a little
     terrified whimper as he pulls her close, brandishes the

               I need these.

45   INT. STRANDED OLDSMOBILE - LATER                               45

     With the blade of the open scissors he divides a stale candy
     bar, divvying it up.

     He closes the scissors. Serves up the two halves of candy
     bar on napkins with a side of stale pretzel nibs.

               I still can't believe you left all
               our food in a stupid parking lot.

               Look, I'm sorry, okay? I'll write
               you a check for sixty bucks if it
               will make you get off my case. I
               don't know what else I can say.

               Let's just eat.

     They eat in silence, each chewing the unappetizing "dinner."

                         GUY (cont'd)
                   (to himself)
               Story of my life. Never fails...


               You. Girls. Women. You seem cool at


      WIND CHILL - Yellow Revisions 2/23/05                     45.
45    CONTINUED:                                                      45

                What the hell are you talking

                You should all come with a warning,
                like car mirrors: "Objects in belly
                shirts are flakier than they

                You want to talk about fake? How
                about guys who pretend to be from
                Delaware to meet girls?

                How about we just stop talking

                That's perfect. Because now that
                I'm not some Nietzche-spouting
                sexbot, suddenly I'm not worth
                knowing. And who's fault is that?

     He doesn't answer, only withdraws into himself, sulking.

     All of a sudden the Oldsmobile gives a SHUDDER.

     And then the engine DIES.

46   EXT. STRANDED OLDSMOBILE / ROADSIDE - NIGHT                      46

     They leap out to investigate, dropping down on all fours to
     shine the flashlight under the chassis.

     HER POV:

     Under the car. The beam illuminates a yellow crater of melted
     snow beneath the car's undercarriage.


     She reaches under to scoop up some of the yellow snow.
     Retrieves it so she can hold it under her nose and sniff.



      WIND CHILL - Yellow Revisions 2/23/05                       46.
46    CONTINUED:                                                        46


               Oh shit.

               Fuel tank must've been ruptured in
               the accident.

               Can you fix it?

               Not unless you have a welding rig
               in all that shit of yours. And even
               if you did, it wouldn't matter.
               We're out of gas.

               But we still have the battery,

               As long as we use it sparingly, it
               should last the night. Question is,
               will we?

               What do you mean?

     She gives him a sober look, as the storm rages around them.

               No engine... no heat.

     He looks at her, a look of grim determination on his face.
     He marches to the car, pops the trunk.

     Retrieves her suitcase.

47   INT. STRANDED OLDSMOBILE - NIGHT                                   47

     He dumps her suitcase in front.    She climbs in after it.

     Slams the door.


     He rolls into the back, fishes his suitcase out of the mess.


      WIND CHILL - Yellow Revisions 2/23/05                      47.
47    CONTINUED:                                                       47

                         GUY (cont'd)
               Only thing that's gonna get us to
               sun-up. So put aside fashion sense
               and start layering everything you

               But I didn't bring anything.

     He raises an eyebrow, leans over the front seat to unzip her
     suitcase and see for himself.

     Christmas gifts, skimpy tees, panties and bras, a bikini.

               Ah, Jesus.

               I'm sorry, but who could prepare
               for something like this?! I've got
               a complete winter wardrobe, it's
               just in Delaware... And no, that
               doesn't make me a flake!

     He unzips his suitcase.      Starts pulling out Ragg socks, long-
     sleeve pullovers, etc.

     He shoves a ball of clothes into her hands without a word.

48   OMITTED                                                             48

49   INT. STRANDED OLDSMOBILE - NIGHT                                    49

     The kids have retreated to the front- and back seats for
     privacy while they change. Not an easy proposition in the
     cramped quarters.

     She strips down to bra and panties as demurely as possible.
     Puts on his insulated underwear and the rest of their things.

     He slips on his woefully inadequate shirts and pants. It's
     obvious he gave the warmest stuff to her. Also that he took
     the backseat because it's more cramped than the front.


      WIND CHILL - Yellow Revisions 2/23/05                    48.
49    CONTINUED:                                                     49

     Once they're finished dressing he reaches up, switches off
     the interior light.

     They lie in the blue darkness for a few moments of silence,
     watching their breath plume in the cold air. [Note: from this
     point on, their breath will always be visible in the car.]

     He hears her sigh, restless.

               What's the matter?

               I'm freezing. I can't feel my toes.

               Me neither.

     Nothing much they can do about it.   They fall silent again.

                         GUY (cont'd)
               You know, there is a better way for
               two people to conserve body heat-

               Dream on.

     But we see her smiling a little in the dark front seat.

     They lie in silence for another beat as she tries every
     position possible to get comfortable. Finally she sits up.


               Gotta pee.

     She starts to climb over into the cramped front seat,
     intending to go outside. He winces when she puts a hand on
     his chest to steady herself as she climbs over him.

               Why didn't you go before, when we
               were outside?

               Because it's freezing out. We're
               talking about an arctic air mass
               out of Canada.


      WIND CHILL - Yellow Revisions 2/23/05                     49.
49    CONTINUED: (2)                                                  49

               It's still freezing out-

               Yeah, but now I've got to go.
               Promise not to look.

     She pops the door and exits.

50   EXT. STRANDED OLDSMOBILE / ROADSIDE - NIGHT                      50

     She climbs out into the bitter cold, hunched against the
     howling wind, and moves off as far as she dares from the car.

     She fumbles with the buttons and zippers of her multiple
     layers, turns her back to the car, squats to pee.

     Her teeth chatter as she does her business, one wary eye
     peeled to catch the guy peeking.

     Suddenly, out of the gloom appears -

     A DARK FIGURE, moving by very near her.

     She GASPS. Tumbles back onto her ass.     As she's struggling
     to pull up her pants -

     MORE DARK FIGURES appear, moving in the same direction.

     As the figures enter the woods their leader turns so she
     glimpses his face: elderly and unremarkable at first glance,
     then for an instant CHANGING into a twisted ashen deathmask.

     Her SCREAM brings our guy BOLTING out of the car.

               What?! What happened?!

     But it all happened so fast she doesn't believe her eyes.
     She gestures at the procession of DARK FIGURES disappearing

                   (still in shock)
               - Did you see? - They were right
               here! -

               Why didn't you stop them?! Maybe
               they have a phone!


      WIND CHILL - Yellow Revisions 2/23/05                     50.
50    CONTINUED:                                                      50

     Our guy ducks back into the car, retrieves a flashlight from
     the glove compartment.

     He eases the door shut, carefully so it doesn't latch and
     accidentally lock them out.

     The he starts off running after the figures. Scared as she
     is, she decides to follow rather than remain at the car by


     The two kids arrive at the place on the road -- top of a
     ravine disappearing thirty feet below -- where the dark
     figures seemed to be headed.

     Only to find NO ONE THERE.

                Where'd they go?!


     She looks where he's pointing with the flashlight-

     HER POV:

     On the wooded slope on the opposite slope of the ravine are
     SEVERAL TALL OLD MEN IN DARK COATS, dispersing through the
     woods. As if whatever somber occasion that brought them to
     the ravine has ended.

                          GUY (cont'd)
                Hey! Wait! We need help here!

     Climbing down into the ravine seems too treacherous, so the
     kids are forced to backtrack to a place several yards away
     where they can follow the DARK FIGURES into the:

52   EXT. WOODS - NIGHT                                               52

     They follow the bobbing beam of the flashlight through the
     trees, in pursuit of the OLD MAN in black coat and fedora.

     Our guy falls behind, winded.


      WIND CHILL - Yellow Revisions 2/23/05                      51.
52    CONTINUED:                                                       52

               Gotta - just a sec - catch my -

                   (still unnerved)
               Maybe we should go back to the car.

               No! There must be a house or
               something. Keep going. I'll catch


     She trudges on ahead, her footsteps growing FAINTER, finally
     fading entirely.

     He's alone now.

     He leans against a tree to catch his breath, wincing in pain.
     For an instant it seems like he's going to be sick. But then
     he just hocks up phlegm and spits into the pure white snow.


     Though still winded, he pushes on.

53   EXT. HILLTOP - NIGHT                                              53

     A few minutes later he trudges into view.   Looks around.    No
     sign of our girl.

               Hello? Hello?

     He arrives at the top of the hill.   Silhouetted against the
     night sky. Treeless.

     His flashlight finds the few vertical objects still standing.


     Windowless and long-abandoned, its ceiling and walls caved in
     around a large stone chimney.

     He crunches inside and examines the black maw of the large
     stone fireplace, now stuffed with trash and dead leaves. His
     flashlight beam finds a SMALL IRON DOOR built into the side
     of the chimney.


      WIND CHILL - Yellow Revisions 2/23/05                     52.
53    CONTINUED:                                                      53


     He kneels in the snow and tugs the little iron door open.

     Gingerly slips his arm inside the firebox.

     Retrieves a bunch of OLD NEWSPAPERS. He stuffs them inside
     the front of his jacket. Continues rummaging around in the

     As he rises he winces in pain, one hand going to his side.

     He takes slow breaths until the pain subsides.

     He turns in a slow circle. His flashlight sweeps over the
     interior of the abandoned ruins, the beam picking out what
     look like branches -


     frozen into claws, reaching from...


     It's lying on the bare springs of a metal bedframe: teeth
     clenched in a terrible rictus, icicles dripping from nose,
     clawlike fingers, eyes.

     He's so startled he nearly drops the flashlight.

     The wayward light finding ANOTHER FROZEN CORPSE in a nearby
     bed mere feet away: another rictus grimace, clawlike fingers
     seeming to reach for him. And then another. And another...

     All OLD MEN.

     Frozen in their death throes, like the bodies from Pompeii.


     Our guy sweeps the flashlight beam to the side and finds the
     bed's occupant: frozen sitting upright in an old wooden

     Eye to eye with him.

     He reels in horror, trips, LOSES THE FLASHLIGHT as he goes
     sprawling. Then recovers, snatching the flashlight up again
     and sweeping it back in the direction of the frozen bodies -

     And sees NOTHING:   No beds.   No old men...


     WIND CHILL - Yellow Revisions 2/23/05                    52A.
53    CONTINUED: (2)                                                 53

     Just his footprints in the snow.


     Our girl emerges from the trees, having decided to give up
     the chase and return to the safety of the car.

     Just as she's reaching for the door handle she GASPS -

     As a FIGURE suddenly appears out of the darkness.


      WIND CHILL - Yellow Revisions 2/23/05                     53.
54    CONTINUED:                                                      54

     It's the black STRANGER from earlier, shuffling and mumbling.
     This time he's close enough for her to make out some of the
     words he's muttering:

                  ...please, officer, please don't...


     Determined not to let him vanish again, she takes off in
     pursuit, coming alongside him and keeping pace as he shuffles
     down the middle of the road.

                  ...don't put me in the river...

     Suddenly she glances down, sees why he's shuffling so oddly.

     His ankles above his sodden dress shoes are bound with BALING
     WIRE, as are his wrists.

                  Oh my god! Who did this to you?!

                  ...please, officer, just take the
                  booze and let me go...

     She reaches toward him.

     The instant her hand nears him the wind HOWLS DEAFENINGLY.
     She experiences a sudden powerful JOLT, almost as if she's
     grabbed a live wire... only instead of electric heat she
     feels a terrible otherwordly cold...


     The jolt stuns the stranger out of his daze, and for the
     first time he becomes aware of her. He raises his frightened
     eyes to her slowly, and in doing so reveals his face.

     A scream builds in her throat at sight of him.

     The stranger's face is bloodless, bloated, swollen with rot.

     A sludgy gargling noise comes from his throat and his mouth
     moves, as if he's trying to speak.

     But instead of words emerging, his throat suddenly bulges.
     Something's in there, fighting its way up his esophagus.


      WIND CHILL - Yellow Revisions 2/23/05                   54.
54    CONTINUED: (2)                                                54

     She watches in horror as it emerges, blind and wriggling like
     a blood-fattened leech. Forcing its way out through his lips
     to land at his feet with a wet PLOP.

     It lies there writhing in the fresh snow.

     A river eel.

     She SCREAMS.

55   EXT. WOODS - THAT MOMENT                                        55

     POV of our guy running blindly through the woods, FLASHLIGHT
     BEAM throwing weird bouncing shadows across the trees, boots
     CRUNCHING in the snow, sound of his GASPING BREATHS...

     He stops, wracked with pain, and doubles over with hands on
     knees to catch his breath.

     In the silence he hears her SCREAM coming from ahead.

     He stands, and though still winded, starts running again.

56   EXT. STRANDED OLDSMOBILE / ROADSIDE - NIGHT                     56

     Our guy emerges from the woods still carrying the newspapers
     he found in time to find our girl white with shock and
     SCREAMING. He grabs her by the shoulders, shakes her.

               It's okay! You're okay! It's okay!

     Her screams give way to hyperventilating sobs.

               Where were you?

               I was looking for those guys. I
               didn't see anyone--
                   (hesitating at the memory)
               --there's nobody up there. What's
               wrong, what's wrong? Did you see

               I...there was another guy...

     She starts to tell him, then stops, not sure if she believes
     it herself.


      WIND CHILL - Yellow Revisions 2/23/05                   55.
56    CONTINUED:                                                    56

     Suddenly he looks down, notices her blackened mitten on her
     right hand. The palm is blistered and raw. He takes her
     hand gingerly, examines it. She winces in pain.

               What happened to you!? This looks
               like... oh jesus... like frostbite!

               I tried to... touch burns.

     He raises his eyes from her frostbite, looks at the dark
     silent stand of dense woods surrounding them. They exchange
     a look of knowing concern.

               Let's get back in the car...

     They start back in the direction of the stranded Oldsmobile.

     Pan down to the road, where something moves weakly under the
     fresh powdering of snow.

     The RIVER EEL, in its death throes.

57   INT. STRANDED OLDSMOBILE - LATER                               57

     They climb back inside. He pulls the old newspapers out from
     inside his jacket, tosses them on the dashboard. She pulls
     the passenger door shut.

     The duct tape has come loose, allowing a cold draft in
     through the cracked window.


      WIND CHILL - Yellow Revisions 2/23/05                  56.
57    CONTINUED:                                                    57

     She notices the NEWSPAPERS on the dash, grabs them.

               Where'd these come from?

               There's the ruins of an old house
               or something back in the woods.

               Oh... Give me the duct tape...

     He hands it to her, and she starts using the tape and old
     newspapers to seal out the draft.

     When she's finished, he starts to climb over into the back.

                         GIRL (cont'd)

     She looks at him, too embarrassed to ask him to hold her. It
     takes him a beat to understand. Then he crawls over to her,
     and they spoon together in the front seat, finding their best

     Any awkwardness quickly passes.

     They lie there, too frightened to sleep.


                                  11:17 P.M.

58   INT. STRANDED OLDSMOBILE - NIGHT                                58

     Our kids lie awake, him spooning her, listening to the RADIO
     quietly playing Christmas music: (segué into Brenda Lee's
     "Rockin' Around the Christmas Tree.")

               Are you awake?

                   (teeth chattering)
               Uh-huh. D-Don't want to sleep.



     WIND CHILL - Yellow Revisions 2/23/05                  56A.
58    CONTINUED:                                                   58

               Because I'm afraid I won't wake up.
               That's what they say happens. When


      WIND CHILL - Yellow Revisions 2/23/05                     57.
58    CONTINUED: (2)                                                  58
                             GIRL (cont'd)
               you freeze to death. It's like
               going to sleep...

               There are worse ways to go.


     Someone is outside, knocking on the Oldsmobile's window.

     They both jump, startled. He glances up into the rearview
     mirror, sees HEADLIGHTS behind them and a RED FLASHING LIGHT.

                            GUY (cont'd)
               A cop!

     She cranks down the icy passenger side window, revealing the
     silhouette of a HIGHWAY PATROLMAN standing just outside: 40s,
     wearing a trim-fitting uniform and a stiff-brimmed trooper's

                         HIGHWAY PATROLMAN
               Everything all right in there?

     The kids speak over one another in their relief to see him.

               Thank God! You don't know how glad
               we are to see you...

      won't believe what's been

     The cop listens without comment, shining his flashlight over
     the car's interior.

                         HIGHWAY PATROLMAN
               Having car trouble, huh?

               Someone ran us off the road.

     He shines the flashlight directly in our girl's eyes.

                         HIGHWAY PATROLMAN
               There's no parking here.

               What are you talking about? We're
               not parking here. Didn't you hear
               what she said? Someone ran us off-


      WIND CHILL - Yellow Revisions 2/23/05                     58.
58    CONTINUED: (3)                                                  58

                         HIGHWAY PATROLMAN
               ...Of course I might be willing to
               let you off with a warning this
               time... if we can come to some sort
               of arrangement...

               What are you talking ab-

     The girl, quicker to catch on than the guy, puts a hand on
     his arm.

               It's a shake-down. He's probably
               partners with the guy who ran us
               off the road. Wouldn't be surprised
               if he has a deal with the tow guy,

     He turns to her, says in an angry whisper -

               You think this whole thing was a
               scam? Jesus, he could've killed us!

     But she's already digging cash out of her purse.

                   (fierce whisper)
               How much cash do you have on you?

     He looks at her in disbelief. Sees that she's serious. He
     digs out his wallet, starts to climb over her to exit. She
     stops him.

                         GIRL (cont'd)
               How many speeding tickets have you
               sweet-talked your way out of?

     He concedes her point silently. She plucks the money from his
     hand. Opens the door.

59   EXT. STRANDED OLDSMOBILE / ROADSIDE - NIGHT                      59

     She exits the stranded car into the frigid cold.

     The cop waits, facing away, in the spotlight-like glare of
     his IDLING PATROL CAR's headlights.


      WIND CHILL - Yellow Revisions 2/23/05                   59.
59    CONTINUED:                                                    59

     She walks back toward him, finds him mopping the back of his
     neck with a handkerchief.

               This is all we have.

                         HIGHWAY PATROLMAN
               Some weather we're having...

               Yeah, it's really coming down.
                   (indicating the money)
               So what do you say? How `bout a
               little Christmas spirit here?

                         HIGHWAY PATROLMAN
                   (still facing away)
               You know, this is one bad stretch
               of road. All kinds of trouble going
               on up here: Kids drag racing.
               Niggers hauling booze across the
               state lines. Lady drivers breaking
               down, no-one ever hears from them

     Her bravado begins to flag. This isn't the kind of police
     officer she's used to dealing with. She glances worriedly
     back in the direction of the Olds.

               We just want to get out of here, so
               if you could just-

     She holds out the money, but he ignores it.

                         HIGHWAY PATROLMAN
               Let me tell you, I've seen a lot of
               fatalities on this road...

     He takes off his hat so he can mop his brow. As he turns,
     she gets a first good look at his face: handsome but hard,
     with cruel snake charmer's eyes looking back at her...

                         HIGHWAY PATROLMAN (cont'd)
               You're lucky I came along when I
               did. So why don't we get in my

     She's scared now.


      WIND CHILL - Yellow Revisions 2/23/05                    60.
59    CONTINUED: (2)                                                 59

     She looks past him to where the HIGHWAY PATROL car sits
     idling in a red plume of exhaust fumes.

                   (backing away)
               I think maybe I just want to go

                         HIGHWAY PATROLMAN

     She startles as if slapped, too horrified to parse his

     She continues backing away until she's backed up against the
     trunk of the Olds.


     The cop is advancing toward her when suddenly he catches
     sight of something high on the hillside behind her that makes
     him stop.

     She glances over her shoulder to see what he's looking at:

     A LIGHT on the hilltop, where the burned-out ruins stand.
     And weirder still, there's a FIGURE in silhouette standing

     Someone watching.

     The cop darkens, enraged by this unwanted audience. His face
     contorts, fury building in him until he trembles with it. He
     rests his hand on the butt of his service revolver, says to
     her in a low urgent voice:

                         HIGHWAY PATROLMAN
               Get in the damn patrol car...

     She starts walking toward the parked patrol car ahead of him.

     The highway patrolman's boots CRUNCHING behind her.

     The patrol car's HEADLIGHTS are blinding. She moves towards
     them, squinting, as if moving down a tunnel of light.

                   (terrified; beginning to
               Please... just let us go...


      WIND CHILL - Yellow Revisions 2/23/05                     61.
59    CONTINUED: (3)                                                  59

                           HIGHWAY PATROLMAN
                 Hurry up...we've got an audience...

                 But we didn't do anything! Please!
                 We won't tell anybody if you let us-

                           GUY (O.S.)
                 Get away from her you bastard!

     Suddenly the guy appears brandishing a CROWBAR.

     He swings it in a lethal arc toward the patrolman's head.

     The cop's head crumples inward. The cop's expression of FURY
     suddenly STUTTERS, like film slipping in the projector -

     As two worlds that should never intersect, do, violently -

     For an instant, the cop's face appears...charred. Like a
     human face projected onto a scorched and melting balloon.
     The image flickers -

     And on an ear-splitting HOWL we -

                                                        SMASH CUT TO:

60   INT. STRANDED OLDSMOBILE - NIGHT                                 60

     Suddenly, jarringly, the kids are seated BACK INSIDE THE CAR.

     As if someone hit RESET.

                 What just... out there...?

                 I don't know.

                 But it did happen, right? Or not...

     Our guy winces in pain.     TILT DOWN to reveal:


     Frostbitten, still clutching the crowbar. She tries to take
     it out of his bloody, blackened hands and he GASPS in agony.


      WIND CHILL - Yellow Revisions 2/23/05                  62.
60    CONTINUED:                                                    60

                           GIRL (cont'd)
               Oh Jesus.    OK. Hold on.

     She pours water from a plastic bottle over his palms to try
     and break the seal between the fused skin and metal.

                         GIRL (cont'd)
               OK, hold on, this is going to hurt.

               Do it.

     She fights her own gag reflex as she pulls the crowbar free.
     It comes away with several long black strips of dead skin
     still attached. His palms are bloody pulps.

     He fights to hold himself together as she ministers to him.
     The pain is so bad it brings tears to his eyes. His teeth
     chatter; he's teetering on the edge of shock.

                           GUY (cont'd)
               How bad?

               Frostbite, second and third-degree.

               How do you know? You take a first
               aid course or something?

               Ski camp, seventh grade...
                   (off his look)
               Don't make fun. What else do you
               have going on when you're thirteen?

     She stretches herself out alongside him in the back seat.

     Tugs up her layers of sweaters to expose her stomach.

               I'm kinda not in the mood anymore.

               We have to rewarm your hands. You
               have ice crystals in your blood. If
               we don't get circulation restored
               you could lose your fingers.


      WIND CHILL - Yellow Revisions 2/23/05                     63.
60    CONTINUED: (2)                                                  60

     She takes his frostbitten hands and gingerly as possible
     presses them against the warm skin of her belly, rewarming

     They lie there in silence for a beat, faces inches apart.

                         GIRL (cont'd)
               What just happened to us out there?

               What do you mean? You were there.

               I know, but who was he? Where'd he
               go? It's like one minute there's a,
               a gun to my head and the next all
               the lights go out and he's gone,
               like a, like a-


     Her eyes cut to his, afraid, resistent to the very idea.


               Yes. And the old guys we chased-


               What then? How do you explain-

               I don't know! This is crazy! I
               can't be having this conversation.

               You're having it.

               I don't want to!

               You think I do?! Jesus. I'm just as
               freaked by what's happening as you.
               But we have to deal with it, `cause
               like it or not, it is happening...


      WIND CHILL - Yellow Revisions 2/23/05                       64.
60    CONTINUED: (3)                                                    60

               Then how do we make it stop?

               I don't know. They don't cover this
               in Philosophy 101.

                   (casting for ideas)
               What about that book, in the back?

               What book?

               Something Book of the Dead.

               Tibetan. It's not a How-to manual.
               It's an 8th century Buddhist guide
               on death and dying.

               God. Why is this happening to us?

     He doesn't have an answer.    They fall silent for a beat.

                   (hands on her belly)
               I can feel your stomach rumbling.

               I know. God, I'd give anything for
               some of those Carr's crackers right

     Trying to take their minds off the grim situation.

                         GIRL (cont'd)
               So what else was in the grocery bag
               I forgot?

               Um, let's see. Duck liver paté with

               Oh no...


      WIND CHILL - Yellow Revisions 2/23/05                  65.
60    CONTINUED: (4)                                               60

               Some olives, the normal kind and
               also some of the little shrivelled
               black ones. A bottle of white


               And for dessert, anisette biscotti
               and a thermos of espresso.


     She closes her eyes, imagining the meal that might've been.

                         GIRL (cont'd)
               That's pretty much the exact meal
               I'd order for my last day on earth.
               I swear to god, if we ever get out
               of here I'm going to have to get a
               restraining order against-

     If they ever get out of here. Her eyes brim, tears spilling
     down her cheeks. He tries to sound optimistic.

               Can't be too much longer until
               dawn. Someone's bound to come along
               then. A snowplow or something.

               How are your hands?

               Starting to burn...

               That's good. It means the
               circulation's coming back.

               Yeah, but I mean really burn...

               Hang on. I think I have a few
               Tylenol-with-codeine in my purse.


      WIND CHILL - Yellow Revisions 2/23/05                  66.
60    CONTINUED: (5)                                                60

     She climbs into the front seat and searches through her purse
     for the prescription bottle. With the poor light and without
     her contacts she has trouble finding it. She takes out her
     glasses and, a little embarrassed, slips them on.

               What's taking so long, nurse -

               I just-

     She's about to climb back when something catches her eye.


     The one used to patch the small gap in the passenger window.

     There's a faded PHOTOGRAPH of a group of ELDERLY PRIESTS
     gathered around a MANGLED `55 FORD CROWN VIC. We recognize
     one of them, glancing back over his shoulder at the camera,
     as the LEADER of the mysterious procession of DARK FIGURES
     from earlier.


                         GIRL (cont'd)
               Oh my god. I think I know who our
               old guys are... I mean, were...

     Below the accident scene photo are HIGH SCHOOL YEARBOOK
     PORTRAITS of TWO TEENAGE BOYS with crewcuts and letter
     jackets bearing a distinctive team insignia "The Cougars."

     Across the top of the paper is a torn headline: "North
     Granville Youths Killed In Joy Riding Accident" and below it
     "Cougars Coach Mourns Loss."

                         GIRL (cont'd)
               "... first to arrive at the scene
               were Roman Catholic priests from
               St. Christopher's Home for Retired
               Clergy... "


     Suddenly, the interior light fizzles out, making her jump.
     She reaches up and taps on it until it flickers back on.


      WIND CHILL - Yellow Revisions 2/23/05                    67.
60    CONTINUED: (6)                                                 60

               "... Hearing the crash on nearby
               Route 606, they braved inclement
               weather to administer Last

               That must be what we saw them

     She skim-reads ahead, trying to glean more information.

               "... also killed was State Highway
               Patrolman... continued on page

     She tears the brittle top pages of the newspaper away.

     Finds there is no page seven.

                   (gritted teeth)
               You got that Tylenol?


     She climbs over into the back seat, feeds him two of the
     Tylenol with a sip of water from a bottle. Then stretches
     out alongside him again.

                         GIRL (cont'd)
               We should take turns keeping watch.
               In case he comes back.

                   (eyelids heavy)

               I'll go first. You get some sleep.

     He drifts off to sleep.


                                   2:32 A.M.

      WIND CHILL - Yellow Revisions 2/23/05                     68.

61   INT. STRANDED OLDSMOBILE - NIGHT                                 61

     Both kids are asleep in the back seat.

     She's dreaming, her eyes roving behind closed lids.   All of a
     sudden she stirs, eyes fluttering open in the dark.   Shivers.

     Woken by a cold draft.

     She shivers, sits up, disentangling herself from the guy
     snoring quietly beside her in the cramped back seat.

     She locates the source of the draft.

     The STUCK PASSENGER WINDOW up front, where the duct-tape-
     newspaper patch has come loose. She shivers as a gust of
     wind blows a few snowflakes in.

     She grabs the roll of duct tape, climbs up into the front.
     Tears off a fresh strip of tape off to replace the old one.
     She smooths it in place, her teeth chattering between yawns.

     Just then the radio SNAPS on by itself.

                         BRENDA LEE
               Rockin' around, the Christmas tree,
               at the Christ-mas par-ty hop.
     She freezes.

     Her eyes cut to the backlit radio dial as the song continues.

                         BRENDA LEE (cont'd)
               Mistletoe hung where you can see,
               ev'ry couple tries to STOP -
     The radio SHUTS OFF mid-song.

     She holds still, scared to move, scared to even breathe.

     Her eyes cut to the interior light as it starts flickering in
     a weird staccato way that's more Morse Code than loose wire.

     After a few seconds it stops.

     The seconds creep by on the dashboard clock.

     She peeks over the front seat looking out the back window,
     wondering where his highway patrol car is.


      WIND CHILL - Yellow Revisions 2/23/05                     69.
61    CONTINUED:                                                      61

     Which is when a gloved fist PUNCHES THROUGH THE WINDOW and
     hauls her kicking and screaming out of the Oldsmobile...

62   NIGHTMARE - EXT. `57 CHEVY / ROADSIDE - NIGHT (1958)             62

     ... and into a sweltering summer night in the late 1950s...

     What follows is brutal and hallucinatory: a SERIES OF SHOTS
     that thrust us into the sickening first person POV of a
     BLONDE young woman, 19, in the final moments of her life.
     The RASP of CICADAS in the treetops provide the only
     soundtrack to the assault, as we see:

     -- CLOSE ON their feet, high heels and boots, doing a violent
     two-step as he drags her along the gravel road shoulder

     -- HANDHELD footage as she's dragged toward his idling patrol

     -- POV of a FULL MOON in the tree-tops, dispassionate
     spectator to the assault going on on this lonely stretch of

     -- CLOSE UP of the COP'S MOUTH, twisted with lust as he
     whispers something obscene we cannot hear.

     -- CLOSE ON his HAND working it's way up to her throat,
     forcing his thick hairy thumb between her lips and making her

     -- POV underneath his patrol car, as his boots kick her feet
     apart, and take up position between them

     -- The brim of his hat lifting to reveal him looking up with
     a scowl of surprise

     -- And the cop's scowl curdles into a look of outrage at
     sight of --

     -- SILHOUETTES of old men watching on the hilltop, roused by
     the commotion down on the road below --


      WIND CHILL - Yellow Revisions 2/23/05                    70.
62    CONTINUED:                                                     62

     -- The cop wrenches open the back door of the car, hurls her
     in, slams the door shut.

     -- He shoots a warning look in the direction of the
     SILHOUETTES ON THE HILLTOP that says, "Don't fuck with me..."

     -- Then he climbs behind the wheel of his car and drives off.

                                                          BACK TO:

63   INT. STRANDED OLDSMOBILE - NIGHT                                63

     OUR GIRL's face as her eyes snap open and she bolts upright
     in the backseat, scaring the shit out of our guy.

               Thank god! You were having some
               kind of seizure or someth-

     He doesn't get to finish his sentence: Her eyes roll back in
     her head and she collapses again, as if yanked down by an

     She starts violently CONVULSING in the cramped confines of
     the back seat, limbs flailing, feet kicking windows, etc.

     Our guy tries everything to wake her: shaking her shoulders,
     slapping her face hard. But it's no use: the nightmare has
     her again.

     He sits back, helplessly looking on.

     Suddenly the radio SNAPS ON mid-song, scaring the crap out of

                         BRENDA LEE
               You will get a sen-ti-men-tal fee-
               ling when you hear... Voices
               singing "Let's be jolly, DECK the
               halls with boughs of holly"...
     The car's rear window brightens with APPROACHING HEADLIGHTS
     of a highway patrol car, it's strobe light flooding the
     Oldsmobile's interior with RED.

     From our girl's eyes going crazy in R.E.M.-pattern we--

                                                     SMASH CUT TO:

       WIND CHILL - Yellow Revisions 2/23/05                   71.

64    OMITTED                                                         64

A64   NIGHTMARE - EXT. WOODS - NIGHT (1958)                          A64

      LIFELESS BODY -- shoeless, dress torn -- being dragged
      through the undergrowth and left in a secluded wooded spot.
      The COP kicks leaves and dirt over the body, then exits.

                                                            BACK TO:

65    INT. STRANDED OLDSMOBILE - AS BEFORE                            65

      CLOSE ON the RADIO, midway through "Rockin' Around the
      Christmas Tree..."

      Our guy listens to the CRUNCH CRUNCH CRUNCH of the cop's
      boots outside in the snow, circling the snowbound Oldsmobile.
      Whistling along with the song that always accompanies him.

      Suddenly the dashboard air vents all OPEN SIMULTANEOUSLY.

      A gust of supernaturally frigid cold blows in, like the icy
      breath of Old Man Winter himself. White frost spreads with
      time-lapse velocity from the air vents across the dashboard.

      Our guy scrambles up front, slapping the air vents closed.
      Begins ripping off strips of duct tape to plaster over the
      vents to keep out the lethal chill.

      CLOSE ON OUR GIRL as her nightmare becomes even more violent-

                                                       SMASH CUT TO:

66    OMITTED                                                         66

A66   NIGHTMARE - EXT. WOODS / STREAM - NIGHT (1956)                 A66

      Another night, and a different victim. In a SERIES OF SHOTS
      we see: the black STRANGER pleading for his life as his
      WRISTS and ANKLES are bound roughly with baling wire by the
      COP. Ignoring the stranger's desperate pleas, the cop drags
      him by the bound wrists through the woods and shoves him down
      a muddy incline. He splashes facedown in a shallow stream.

                                                            BACK TO:

      WIND CHILL - Yellow Revisions 2/23/05                     72.

67   INT. STRANDED OLDSMOBILE - AS BEFORE                             67

     And our girl finally surfaces from the dream as if coming up
     for air, with a huge GASP and eyes wild with fear. Only to
     find herself in a waking nightmare.

     The car interior flooded with red.    Our guy terrified.

               What's happening!?

               It's him! Hurry! Help me!

     She climbs up front to help our guy frantically taping over
     the vents. A shadow moves by the WINDSHIELD and she gasps-

     As another shadow goes by in a blur past the BACK WINDOW and
     he gasps-

     The assault coming from everywhere at once now, the cop an
     elemental force, like the storm itself. Skittering along the
     undercarriage one moment, across the metal roof the next.
     Even appearing -- fleetingly, impossibly -- in the snow on
     the blocked driver's side window.

     All the electronics in the car start going crazy, power locks
     opening and closing, the interior light flickering, the
     dashboard clock hands spinning wildly, the windshield wipers
     sweeping back and forth, etc.

     Then stop all at once.

     Even the radio SNAPS OFF.

     Dead silence for a beat.

     Then an odd SCUTTLING SOUND underfoot, something crawling
     along the undercarriage of the car.

     Our guy sits there frozen with fear, too scared to move, to
     even breathe.

     Likewise, the girl sits nervously, watching her breath in the
     cold. Her eyes happen to wander to the rear view mirror-

     A blue-faced DEAD BABY stares back at her from the rear
     window ledge.

     She SWINGS around, looks back at the window.   But nothing's


      WIND CHILL - Yellow Revisions 2/23/05                   73.
67    CONTINUED:                                                    67

     She turns back, he looks at her with concern. Unsure of her
     own senses, she shakes him off. Exhales slowly.


     Suddenly the scuttling noises outside EXPLODE into to a full-
     blown assault.

     There's the shriek of RENDING METAL, the thing outside begins
     HAMMERING at the car's hood, doors, etc.

     The car gives a violent shudder side-to-side tosses our kids
     around like plastic flakes in a snow globe.

     The radio snaps back on: the saxophone solo in the Brenda Lee
     song, accompanying the violent CLANGS and GROANS of metal
     being torn asunder as the thing under the car rips away
     muffler, brake lines, wrenches the handles from the doors,

                         BRENDA LEE
               Rockin' around, the Christmas tree,
               Have a happy hol-i-day...
     Our guy claps hands over his ears so he can't hear the sound
     of the cop's rage as he attacks the car, fury growing and
     growing until it's indistinguishable from the HOWLING wind

     The attack ends.

     The red police light in the rear window FADES.

     Leaving them sitting there in the dark in stunned silence.

               What happened?

               I think... he's gone. I guess when
               he couldn't get in he gave up.
                   (suddenly grinning)
               I told you these `88 Olds were
               built like tanks!

     He turns around in the front seat to shake a bandaged fist at
     the rear window.

                         GUY (cont'd)
                   (nervous relief)
               HAH! Next time pick on someone
               driving a Hyundai-


      WIND CHILL - Yellow Revisions 2/23/05                    74.
67    CONTINUED: (2)                                                 67

     She claps a hand over his mouth.

               Shhh! How do you know it's not a
               trick! He could still be out there

               He's not! Listen!

     They sit in silence, listening, but hear only the wind.

               But what if he comes back..?

               We just have to stay in the car
               until morning. Then we'll be safe.
               That can't be more than, like, a
               few more hours... Someone's bound
               to come along once the sun comes
               up... Someone human I mean. Think
               you can hold on until then?

               What if, you know. We have to pee?

               We can use the empty water bottles.
               From this point on, the back seat
               is a co-ed bathroom. Sound like a

     Sounds like a plan.

                         GUY (cont'd)
               Why don't you try to get some
               sleep? I'll take the next watch.

     She shakes her head, eyes full of fear.


      WIND CHILL - Yellow Revisions 2/23/05                    75.
67    CONTINUED: (3)                                                 67

               I don't want to sleep.

     He nods, understanding.

     So they just hunker down in the front seat, staring at the
     snow covered windshield, and start the long wait to morning.


                                  4:58 A.M.

68   EXT. STRANDED OLDSMOBILE / ROADSIDE - NIGHT                     68

     The snow is slacking off. The stranded Oldsmobile is now
     completely snowbound, a car-shaped hillock of white on the

69   INT. STRANDED OLDSMOBILE - NIGHT                                69

     The interior of the car is eerily QUIET, cocooned in snow.

     The kids sit in silence in the front seat, fighting to stay
     awake. His face is pale, skull visible beneath the skin.
     She stares at the black, snow-covered windshield.

               I gotta pee...


     She climbs over into the back seat and crouches down,
     urinating as demurely as possible into an empty bottle.

                         GUY (cont'd)
               I swear, I never met anyone who had
               to go so much.

               Stop talking.

               You should ask Santa to bring you a
               bigger bladder.


      WIND CHILL - Yellow Revisions 2/23/05                       76.
69    CONTINUED:                                                         69

                  I'm serious! It's hard enough doing
                  this in front of you.

                  What, are you one of those people
                  who can't pee with the bathroom
                  door open?

                  No. But it's not something I
                  usually do until much later in a

     She catches herself at the last second, but it's too late:
     the word "relationship" hangs in the air. Beat.

     Finished peeing, she twists the cap on the water bottle.
     Sets it on the floor with the other URINE-FILLED BOTTLES.

     Noticing ONE BOTTLE that doesn't look like the others.

     She climbs over into the front to confront him with the urine
     bottle, which is tinged with PINK.


                            GIRL (cont'd)
                  What the hell is this? Is this

     No answer.

                            GIRL (cont'd)
                  How badly were you hurt in the

                  No big deal. Just your average day
                  in the NHL...

     But she sees through his tough-guy facade.       He's frightened.

                  How long have you known?

                  Since I tried hiking back to the
                  gas station. You were right, I
                  never got anywhere near it. I


     WIND CHILL - Yellow Revisions 2/23/05                 76A.
69    CONTINUED: (2)                                              69
                             GUY (cont'd)
               started hurling blood, so I turned
               around and came back.

               Why didn't you tell me?

               I didn't want to scare you-


      WIND CHILL - Yellow Revisions 2/23/05                      77.
69    CONTINUED: (3)                                                   69

     Suddenly he goes rigid in pain, his teeth clenched.   She
     looks on helplessly.

               We've got to get you some help now.
               You won't make it to morning. I'm
               going to try and hike back to the
               gas station-

               How far do you think you'd get out
               there before running into Mr.

               I'm not going to just sit here and
               watch you die!

     They sit there a moment in silence. She digs out her
     cellphone and checks for a signal: NO SIGNAL BARS.

                         GIRL (cont'd)
                   (to herself)
               Damn it! We need a land line ...

     A long beat.

     Then she's struck by an idea.

     She switches on the wipers to clear snow from the windshield.
     Wipes at the foggy glass until she's got enough of a peephole
     to peek out.

               What are you looking at?

               Telephone poles. They must have a
               junction box or something to test
               the lines ... There! See that one?

     She indicates a TELEPHONE POLE twenty yards up from them.

     There's a SMALL GREY STEEL JUNCTION BOX near the top.


     She turns, leaning over the seatback to rummage among his
     junk in the back. She retrieves his old wall TELEPHONE,
     examines the jack at end of its cord.


      WIND CHILL - Yellow Revisions 2/23/05                     78.
69    CONTINUED: (4)                                                  69

               So maybe there's some way I can...
               I don't know... jack into it or
               something. Try and call for help.

               You want to climb a telephone pole?

               Of course I don't want to! But it's
               got rungs. Can't be any harder than
               the climbing wall at my gym. Big
               fat repair guys do it all the time,
               right? Right?

     Trying to convince herself.

               But you're forgetting one thing...


               He's out there.

     They both go quiet.

     She sits there with the phone in her lap, brooding on this.

     Until something clicks.

               The song! That old Christmas song
               on the radio. It always comes on
               just before he shows up...

     She switches on the RADIO.

     They hear Elvis Presley's 1957 "Blue Christmas" playing.

                          GIRL (cont'd)
               Keep listening. If `Rockin' Around
               the Christmas Tree' comes on, yell
               like hell.
                   (trying to convince
               Hopefully I'll have enough time to
               get back.

      WIND CHILL - Yellow Revisions 2/23/05                  79.


     Looking down at the stranded Oldsmobile from the top of the
     telephone pole. The grey JUNCTION BOX in the foreground.

     The weird HUMMING is louder here.

71   INT. STRANDED OLDSMOBILE - NIGHT                                71

     He watches her prep for her mission out into the bitter cold.

     She disconnects the TELEPHONE RECEIVER from it's base, wraps
     it in its chord, stows it for safekeeping under her sweater.

     She's ready.

               I've been thinking...

               What about?

               Eternal recurrence. Maybe it
               wouldn't be so bad.

               What wouldn't?

               Repeating this life. Over and over.
               Exactly the same each time.

               Even the last twenty-four hours?


      WIND CHILL - Yellow Revisions 2/23/05                      80.
71    CONTINUED:                                                       71

     He shows a weak smile.   Even the last twenty four hours.

                         GIRL (cont'd)
               Yeah, but it's even nicer to think
               maybe we get a chance to fix all
               the things we screwed up the first
               time around, don't you think?

     They fall silent, both thinking about this.

               Know what I'd do different? Next
               time I'd just to walk up to you
               after class... and say "Hey."

               You should. Definitely. Do that.

     She uses her sweater cuff to make clean spot on his cheek.

     Kisses him tenderly.

     The kiss working it's way to his mouth, lingering a beat.

     Their lips part.

     He catches her arm as she reaches for the power window
     switch, holds tight.

               Don't let me die out here-

     She looks at him with fierce eyes full of determination.     The
     look calms him, at least a little.

     She keys the ignition, lowers the passenger side window.

     The duct tape rips away as the window glides down, admitting
     a mini-avalanche of powdery snow and a frigid blast of cold.

     She climbs out.

72   EXT. ROADSIDE / TELEPHONE POLE - NIGHT                             72

     Viewed from high atop the telephone pole she looks small and
     vulnerable as she climbs out of the Oldsmobile-shaped igloo.

      WIND CHILL - Yellow Revisions 2/23/05                     81.

73   EXT. ROADSIDE - NIGHT                                            73

     An eerie HUSH has fallen, snow muffling sound except for the
     occasional forlorn wailing of the WIND through the trees.

     She sets out through deep powder toward the TELEPHONE POLE.

74   INT. STRANDED OLDSMOBILE - NIGHT                                 74

     Teeth chattering, he watches through the windshield as she
     begins her long trek across the MOONLIT EXPANSE OF WHITE.

     He turns up the VOLUME on the radio, which is now playing a
     funereal church-organ instrumental of "Silent Night."

75   EXT. ROADSIDE - NIGHT                                            75

     The deep powder makes her trek difficult, and she's soon
     winded. Her breath plumes in the frigid arctic cold.

76   INT. STRANDED OLDSMOBILE - NIGHT                                 76

     CLOSE ON THE BACKLIT RADIO DIAL as "Silent Night" concludes.

     In between STATIC we hear a pre-recorded PUBLIC SERVICE

                         RADIO PSA
               The State Weather Bureau has issued
               an extreme cold warning...

77   EXT. ROADSIDE - NIGHT                                            77

     She leans into the wind as it gusts, the cold bringing tears
     to her eyes. She puts her head down and soldiers on.

                         RADIO PSA (O.S.)
               ...Residents of Carbon County are
               advised to seek shelter as sub-zero
               temperatures produce wind chills in
               excess of twenty below...

78   EXT. ROADSIDE / TELEPHONE POLE - NIGHT                           78

     Arriving at the base of the telephone pole, she peers up at
     the grey JUNCTION BOX high above. From here the top of the


      WIND CHILL - Yellow Revisions 2/23/05                   82.
78    CONTINUED:                                                    78

     telephone pole looks much higher than it did from the car.
     And the iron rungs look a lot narrower, too.

     She's losing her nerve.

     She glances back to check no police lights are coming.

     Steels herself.

     Then puts her foot on the first rung and hauls herself up.

79   INT. STRANDED OLDSMOBILE - THAT MOMENT                          79

     CLOSE ON THE RADIO, where, between increasingly long snatches
     of STATIC we can just discern Gene Autry's version of "Here
     Comes Santa Claus."

80   EXT. ROADSIDE / TELEPHONE POLE - AS BEFORE                      80

     The rungs are icy, forcing her to climb slower than she would
     like. She keeps her eyes forward, never once looking down.
     When the wind gusts she pauses and waits for it to subside.

     She's midway to the top when her foot SLIPS on an icy rung.

     She clutches the pole tightly, wind whistling in her ears.
     She waits until her heart slows and she's recovered from her
     near fall.

     Then looks up to gauge the distance left to the JUNCTION BOX.

     Keeps climbing.

     She reaches the last rung at the TOP OF THE TELEPHONE POLE.

     It's noisy up here, thanks to the WIND and the icy telephone
     wires, source of the mysterious HUMMING she's been hearing.

     She tries the little metal door of the grey JUNCTION BOX.



     She fumbles in her coat, takes out the SCISSORS, uses them to
     try and pry open the junction box (which turns out to be
     frozen shut, not locked after all.)

     It finally yields, opening.


      WIND CHILL - Yellow Revisions 2/23/05                    83.
80    CONTINUED:                                                     80

     Revealing a rat's nest of multicolored WIRES and PHONE JACKS.

     Hurrying now, she tugs her glove off with her teeth, and with
     her bare hand retrieves the cord-wrapped RECEIVER from inside
     her sweater. In her effort to juggle all these items she
     loses her grip on the SCISSORS...

     Which drop all the   way down to disappear in the snow below.

     She concentrates now on the receiver.    But her fingers are so
     clumsy from the cold, she fumbles it.

     And the receiver FALLS too.

     Then jerks to a STOP a few feet below as it reaches the limit
     of its cord.

     Which she's managed to catch. She winds the receiver up by
     its cord, finally plugs the jack-end into the junction box.

     Hears a DIAL TONE.

                          GIRL (cont'd)
                   (stunned she did it)
               Oh my god!

     Teeth chattering she thumbs "0" for the operator.

                         GIRL (cont'd)
                   (as it rings)
               Please please please please please-

     On the third ring an OPERATOR answers.

               Nine-one-one emergency response.

               Thank god! Hi! Hello! We need help!

               What's that? Can you repeat-

               We're on highway 606! Oh god,
               please hurry! We need help! My
               friend is hurt-

               Can you repeat your-


      WIND CHILL - Yellow Revisions 2/23/05                     84.
80    CONTINUED: (2)                                                  80

               Hello? Hello?

     The connection SPARKS and she feels a small shock that makes
     her drop the phone. When she retrieves it and holds it back
     to her ear the line is DEAD.

     No way of knowing if her message got through.

     It's a moment of such soul-crushing despair she shuts her
     eyes and leans her head against the pole, as if wanting to
     just quietly die up here thirty feet above the earth.

81   INT. STRANDED OLDSMOBILE - THAT MOMENT                           81

     CLOSE ON THE RADIO playing nothing but STATIC now.

82   EXT. ROADSIDE / TELEPHONE POLE - AS BEFORE                       82

     Her eyes open, and she commences climbing back down to earth.

     She reaches the second set of rungs from the bottom and drops
     the last several feet. The snow does little to cushion her
     fall and she goes sprawling, lays there for a dazed moment.

     She starts crawling on all fours back toward the stranded
     Olds. Suddenly she stops as she comes upon-


     standing in the snow, veins visible through gravid skin.

     A thick spatter of mud lands on the bare foot.

     Our girl raises her eyes to see -


     It's the blonde we saw raped and murdered in the summer of
     1958. Her dress is in tattered ruins, coated in leaves and
     dirt like someone recently exhumed from a shallow grave.

     Her head is twisted at an unnatural angle on a broken neck.

     Our girl GASPS and scrambles to her feet, fleeing.

     Only to stop dead in her tracks as she nearly collides with-



      WIND CHILL - Yellow Revisions 2/23/05                     85.
82    CONTINUED:                                                      82

     The joyriding teens killed on Christmas Eve 1958.

     Both wear blood-soaked letterman jackets bearing the
     DISTINCTIVE COUGAR INSIGNIA and stand in a post-accident

     One's chest is concave, stove-in by the impact with the
     steering wheel. The other's teeth are visible where his
     cheek has been torn away.

     She reels away in horror, forced to take the long way back to
     the Oldsmobile. She runs the last few yards to the car where
     we can hear the eerie sound of STATIC emanating from the
     radio as she hurls herself -

83   INT. STRANDED OLDSMOBILE - NIGHT                                 83

     Inside.   Safe!

     She sits there, out of breath. She glances over quickly at
     our guy, gravely pale, slumped unconscious behind the
     steering wheel.

     She chafes her hands to get the circulation going again.

     She turns down the volume on the radio.

                     (chattering teeth)
                 - I did it - got through - but I
                 don't know how much she understood -
                 the operator I mean -

     He doesn't respond.

                           GIRL (cont'd)
                 - Just have to hope - maybe - they
                 can trace the line -

     When this too gets no response from him she looks over,
     frowning. She scoots a little closer across the front seat
     toward him.

     Which is when WE SEE -


     standing outside the car, slack-expressioned and staring.

     He stands there a beat, then drifts off into the night.


      WIND CHILL - Yellow Revisions 2/23/05                       86.
83    CONTINUED:                                                        83

                         GIRL (cont'd)
               Hang in there, can't be much

     She reaches to jostle him awake.    One touch confirms her
     worst fears.

     She reaches up to switch on the INTERIOR LIGHT, to get a
     better look at him.

                         GIRL (cont'd)
               Oh god!

     Her reaction is so sudden and violent and overwhelming it
     seems for a moment she's going to be sick. She covers her
     mouth, muffling a cry of raw-throated terror.

     Then shakes him again, harder this time, desperate to wake

                         GIRL (cont'd)
               No! Please! Don't leave me alone!

     Tears spill down her cheeks as she fights hysteria. She
     shakes him harder. His inert body spills to one side,
     slumping against her.

     Her grief turns to something else, instinctive and immediate:
     revulsion, at the feel of his cold dead weight against her.

     She scrambles across the front seat to put as much distance
     as she can between herself and the corpse.

     Cowers against the passenger door.

     The INTERIOR LIGHT flickers out as the battery finally dies.


     The door opens and she backs out, hauling the dead body after
     her. Her face is red, tear-streaked.

               Sorry... sorry... I'm sorry...

     She strains to move his dead weight. Her feet slip on the
     ice and she lets go of him, catching herself on the open


      WIND CHILL - Yellow Revisions 2/23/05                   87.
84    CONTINUED:                                                     84

     She grabs the body under the armpits, hauls with all her
     strength. Drags him a few yards away from the Oldsmobile.
     His boot heels ploughing twin gouges in the snow.

     Behind her, gravity pulls the heavy car door shut with a soft

     Suddenly her feet go out from under her as she hits a patch
     of ice. She goes down hard on her ass, sprawling. Sits
     there a beat, as-

     HEADLIGHTS appear on the dark horizon.   We see them a split-
     second before she does...

     He's coming.

     When she glimpses the oncoming headlights out of the corner
     of her eye she turns her head slowly in their direction, and
     for an instant it almost seems as if they don't register.

     Then her eyes widen in terror, she lets out a small whimper,
     and leaps into action.

     She scrambles to her feet and makes a mad dash toward the
     Oldsmobile -

     Only to find when she tugs on the handle that it's STUCK.

     She yanks on it harder, getting frantic now, as -

     The HEADLIGHTS get brighter, bearing down, close enough now
     that we can hear the ROAR of the oncoming engine.

     She kicks the handle, tugs with all her might, rocking the
     car but not succeeding in getting the door open.

     As the headlights become BLINDING...

     Suddenly there's the sound of BRAKES being engaged, and the
     headlights slow to a stop just a few yards shy of where she's
     standing in the middle of the road.

     She shields her eyes with an upraised hand.

     It's a SNOWPLOW.

     The SNOWPLOW DRIVER, 50s, sticks his head out the window.

                         SNOWPLOW DRIVER
               You kids okay?

     She's too stunned to speak.


      WIND CHILL - Yellow Revisions 2/23/05                     88.
84    CONTINUED: (2)                                                  84


                                  5:43 A.M.

85   EXT. SNOWPLOW / ROADSIDE - NIGHT                                 85

     The snowplow driver is a hale townie dressed like a high
     school principal on a hunting trip.

     He and our girl transfer our guy's lifeless body to the BACK
     SEAT of the snowplow.

86   INT. SNOWPLOW - CONTINUOUS                                       86

     Inside the cab it's blessedly warm. The dashboard panel, GPS
     and CB radio are lit up like a Christmas tree.

     While the snowplow driver tests the front tire chains, our
     girl checks on our guy's body.

     The snowplow driver climbs up behind the wheel, gives her a
     sympathetic look. Picks up the C.B. microphone.

                         SNOWPLOW DRIVER
                   (to C.B.)
               Dispatch, come in...

                         DISPATCH (RADIO)
               Go ahead...

                         SNOWPLOW DRIVER
               I'm out at the site of that
               reported accident on 606. One of
               them didn't make it. I'm taking
               the other directly to the trauma
               unit in Hadleyville.

                            DISPATCH (RADIO)
               Copy that.

     The driver puts the snowplow in gear and sets off driving.

     Her eyes cut to the-


     Where she sees the STRANDED OLDSMOBILE receding in the

      WIND CHILL - Yellow Revisions 2/23/05                     89.

87   EXT. ROUTE 606 - NIGHT                                           87

     The snowplow cruises along, its plow blade throwing twin
     white rooster's tails of ice and snow to either side.

88   INT. SNOWPLOW - NIGHT                                            88

     She stares blankly out the window at the snow swirling in the

     The snowplow driver makes small-talk to help pass the time.

                         SNOWPLOW DRIVER
               Been some real bad accidents on
               this road over the years. When I
               was growing up, there was a family
               from New York City found out here
               froze solid-

                                                     QUICK CUT TO:

89   EXT. STRANDED VOLVO - DAY (1970)                                 89

     Three blue CORPSES sit in the car: mother, father, infant.
     Their gaping mouths frozen open in a silent rictus scream.

                                                           BACK TO:

90   INT. SNOWPLOW - AS BEFORE                                        90

     The snowplow driver shakes his head at the eerie memory.

                         SNOWPLOW DRIVER
               ... fire department had to hose
               them down with hot water for two
               hours to thaw them out. I remember
               back in high school there was a
               stupid rumor going around if you
               went driving out here on moonless
               nights and looked up in your
               rearview, you might see the dead
               baby in your backseat ...

     She frowns at this, reminded of her earlier vision.


         WIND CHILL - Yellow Revisions 2/23/05                    90.
90       CONTINUED:                                                     90

                  What about those ruins up on the
                  hill? The retirement home for old

                            SNOWPLOW DRIVER
                  Tragic story. Winter of `61 they
                  were all found froze to death in
                  their beds...

                                                          QUICK CUT TO:

91 & 92 OMITTED                                                  91 & 92

93     INT. DORMITORY - NIGHT (1960)                                    93

       ELDERLEY PRIESTS lie motionless in their beds, FACES frozen
       in blue rictus deathmasks.

                                                               BACK TO:

94     INT. SNOWPLOW - AS BEFORE                                        94

       The snowplow driver squints out at the murky horizon ahead.

                            SNOWPLOW DRIVER
                  Must've been a pilot on the boiler
                  went out, or something...

       CLOSE ON our girl, processing this. She has her suspicions
       the truth isn't as simple as a pilot light blowing out.

                            SNOWPLOW DRIVER (cont'd)
                  Actually, there's no big mystery
                  why this is such a bad stretch of
                  road for motorists. You got low-
                  lying fog that gets trapped in the
                  valley, reduces visibility to-

       Just then BRIGHT HEADLIGHTS appear out of the pre-dawn gloom.

                             SNOWPLOW DRIVER (cont'd)
                  Who in the hell is out driving in
                  this mess?

       He scowls, raising a meaty hand to shield his eyes.

       A dread look of déjà vu crosses our girl's face.


      WIND CHILL - Yellow Revisions 2/23/05                     91.
94    CONTINUED:                                                      94

     She knows.

                            SNOWPLOW DRIVER (cont'd)
                  Must be Tom McClintic. Only fellow
                  I know who lives way out here...

     He reaches for the C.B. mike, thumbs the switch.

                            SNOWPLOW DRIVER (cont'd)
                      (into microphone)
                  Tom, is that you?

                  It's not Tom...

     brighter, she calmly buckles her seatbelt.

95   EXT. ROUTE 606 - THAT MOMENT                                     95

     The ONCOMING CAR roars down the middle of the pickup's lane,
     the distance between the speeding vehicles closing fast. The
     game of chicken is fast approaching the point of no return.

96   INT. SNOWPLOW - AS BEFORE                                        96

     They watch the ONCOMING HEADLIGHTS.

                            SNOWPLOW DRIVER
                  Doesn't this stupid son of a gun
                  realize we're bigger than him?! No
                  way he's going to win this fight!

     He blasts his horn, but the HEADLIGHTS just keep coming.

     She braces for impact. At the last possible moment the
     snowplow driver jerks the wheel hard to the right.

97   EXT. ROUTE 606 - NIGHT                                           97


     - The snowplow fishtails out of control, its plow blade
     slicing through snow and ice until metal bites blacktop,
     throwing up SPARKS.

     the wheel) veering off in the opposite direction.


      WIND CHILL - Yellow Revisions 2/23/05                  92.
97    CONTINUED:                                                    97

     - The snowplow flipping ASS-OVER-TEAKETTLE

     - Inside the snowplow the world somersaults, our guy's body
     thrown halfway out of the shattered windshield onto the hood.

     - The highway patrol car skidding off the side of the road
     and dropping from sight, crashing with a SPLASH somewhere in
     the darkness.

     - As the snowplow comes to a rest right-side up on its tires
     as we -

                                                    SMASH TO BLACK

98   EXT. PRECIPICE / RAVINE - LATER                                 98

     The WRECKED SNOWPLOW has ended up on the edge of the ravine
     where the highway patrol car disappeared.

     There's a metallic GROAN of hinges as the snowplow's driver's
     side door opens and the SNOWPLOW DRIVER, dazed but unhurt,
     climbs out.

     He calls down into the gloom below, where we hear the faint
     sounds of the highway patrol car's RADIO playing "Rockin'
     Around the Christmas Tree."

                         SNOWPLOW DRIVER
               Hang on, officer, I'm coming...

     Then he begins to make his way down.

99   INT. WRECKED SNOWPLOW - THAT MOMENT                             99

     Our girl rouses from her post-accident daze. Sees the body
     of our guy thrown through the windshield. She eases it back
     inside and onto the seat beside her.

     She looks up in time to see through the windshield -

     The SNOWPLOW DRIVER making his way down the steep slippery
     ice-and-leaf-covered embankment.

     Her eyes go wide as she suddenly realizes where he's headed.


     She unbuckles her seatbelt, throws open the passenger door,

       WIND CHILL - Yellow Revisions 2/23/05                  93.

100   EXT. SNOWPLOW / ROADSIDE - NIGHT                               100

      The instant she sets foot outside she stops dead, the blood
      rushing from her face and her eyes going wide in disbelief.

      PAN 360-DEGREES to reveal a landscape she knows all-too-well:

      The stranded `88 Oldsmobile.

      The telephone pole she climbed.

      They haven't gone anywhere.

      No time to puzzle it out. The sound of the snowplow driver
      making his way down the embankment O.S. stirs her to action.

101   EXT. RAVINE - CONTINUOUS                                       101

      She starts down the steep snowy embankment after the snowplow
      driver, who is now far enough below to be out of sight.

                    (calling down)
                Wait! Don't go down there! Stop!

      Suddenly the snowy leaves gives way under her and she SLIPS.

      Lands hard and SLIDES the rest of the way down on her ass.

102   EXT. BOTTOM OF RAVINE - CONTINUOUS                             102

      She comes to a stop thirty feet below at the bottom of the
      ravine beside the surprised SNOWPLOW DRIVER.


      It's resting on its roof in the snow at the bottom of the
      ravine, wheels in the air. It looks like an overturned

      Something moves in its front seat.

      The snowplow driver calls to the TRAPPED HIGHWAY PATROLMAN.

                          SNOWPLOW DRIVER
                Hang on, officer! We'll get you

      She catches his arm to stop him.


       WIND CHILL - Yellow Revisions 2/23/05                    94.
102    CONTINUED:                                                     102

                No!!! Don't go near it!!!

                          SNOWPLOW DRIVER
                What!!? We have to get him out of

      Smoke rises from the car's gas tank, a small FIRE burning.

                Doesn't matter! He's already dead!

                          SNOWPLOW DRIVER
                What the hell are you talking

      Inside the overturned car the trapped HIGHWAY PATROLMAN
      struggles. His hat has fallen off and floats in the icy
      water flooding the car, threatening to short the radio.

      Which is playing the same song as Christmas Eve fifty-seven
      years earlier. "Rockin' Around the Christmas Tree."

      Despite being pinned upside-down and in pain from injuries
      sustained in the accident, he chuckles at his predicament.
      We realize he's been drinking.

      As he struggles to free himself the cop looks in the
      direction of the snowplow driver and our girl.

                           HIGHWAY PATROLMAN
                Should've known you vultures would
                turn up...

                          SNOWPLOW DRIVER
                Try not to move, officer, you might
                have a neck injury.

      But the cop continues to struggle, pain sobering him.

                          HIGHWAY PATROLMAN
                What are you waiting for, a letter
                from the Bishop?

      Suddenly it dawns on our girl that he isn't talking to them.

      Also that they aren't alone.

      Widen to reveal -

      A DOZEN ELDERLY PRIESTS in black winter coats and fedoras are
      standing all around them on the snowy embankment, faces grim.


       WIND CHILL - Yellow Revisions 2/23/05                     95.
102    CONTINUED: (2)                                                  102

      The residents of St. Christopher's Home for Retired Clergy.

      Suddenly there's a WHOOSH as the engine fire spreads across
      the car's undercarriage, moving toward the FUEL TANK.

      The priests exchange a look, reaching some silent decision.

      The LEADER of the elderly priests comes forward.

                          HIGHWAY PATROLMAN (cont'd)
                Hurry it up, I smell gas...

      The snowplow driver stands there, confused by what he's

      The old priest crouches down, reaches through the open window
      past the trapped highway patrolman.

      Rips out the chattering TWO-WAY RADIO by its cord.

      The cop's face registers disbelief, then fury, as he realizes
      the priests aren't going to help him. Are in fact condemning
      him for years of crimes committed on this stretch of road.

                          HIGHWAY PATROLMAN (cont'd)
                Oh no you don't! You bastards have
                no right to sit in judgement of me.
                I know what you're thinking but I
                had nothing to do with that drunk
                girl's disappearance. I saw her
                home safely. Just ask the County
                investigators. And anything else
                you think you saw? All of it was
                lawfully done!

      He sputters as gasoline drips on his face from above.

      Another WHOOSH, blue flames spreading out from the fuel line.

      The cop smells smoke, a pleading note entering his voice now.

                          HIGHWAY PATROLMAN (cont'd)
                Please, father... For the love of
                Christ have mercy on a poor sinner!

      There's a SMALL EXPLOSION, and the inside of the car starts
      filling with FLAMES and black smoke.

      The trapped highway patrolman begins burning alive, cursing.


        WIND CHILL - Yellow Revisions 2/23/05                      96.
102     CONTINUED: (3)                                                   102

                              HIGHWAY PATROLMAN (cont'd)
                    Goddamn you filthy bastards! You
                    think you'll be rid of me!? You'll
                    never be rid of me!! I'll be your
                    worst nightmare!! I'll be -

       The rest is lost in a second larger EXPLOSION.

       Flames flicker on the elderly faces of the priests gathered
       here to bear mute witness. They watch the burning patrol car
       for a moment longer, then one by one climb the embankment.

                                                                 CUT TO:

A103   EXT. ROADSIDE - NIGHT (1958)                                  A103

       Christmas, 1958. The crash scene we saw depicted in the news
       clipping. The wrecked `55 CROWN VIC. PRIESTS administering
       last rights two the two TEENS in letter jackets: one already
       dead, the other breathing his last breaths.

                                                                BACK TO:

B103   EXT. BOTTOM OF RAVINE - AS BEFORE                             B103

       Our girl and the rattled snowplow driver stand there in the
       silence and the flickering firelight from the burning car.

                    Come on. We can go now. It's over.

       The snowplow driver, stunned, speechless, can only stand
       there and nod.

       Suddenly -

       The COP launches himself out of the window of the overturned
       car at them.

       Skin peeled and blackened, he starts crawling over the rocks,
       dragging his paralyzed lower body after them.

       The snowplow driver's eyes go wide and he stands rooted in
       place, unable to move.

       She grabs him by the arm, pulls him away.

                              GIRL (cont'd)


        WIND CHILL - Yellow Revisions 2/23/05                     97.
B103    CONTINUED:                                                  B103

       He comes to his senses, staggers up the embankment after her.
       He loses his footing on the icy rocks and goes sprawling.

       As the cop seizes him around the legs, and starts crawling up
       the length of his body.

       We hear the sizzle of instant FROSTBITE, the frost spreading
       with time-lapse speed up the snowplow driver's limbs as he
       shrieks in agony.

       Until even his shriek is FROZEN IN HIS LUNGS.


       As she begins scrambling up the snowy slope away from the
       horror below.

       Suddenly she loses her grip and starts to slide back down on
       her belly toward the cop a dozen feet below.

       She whimpers, fingers clutching at anything.

       Finally she succeeds, manages to haul herself up the steep
       embankment, climbing with everything she's got left in her
       until she reaches the road.

103    EXT. TOP OF THE RAVINE / WRECKED SNOWPLOW - NIGHT                103

       She hauls herself up from the gloomy abyss, wrenches the
       driver side door open and scrambles inside -

104    INT. WRECKED SNOWPLOW - CONTINUOUS                               104

       She pulls the door closed, twists the key in the ignition.


                    Come on, come on!

       She tries again.    And again.   But the engine is dead.

       Just then she notices the "power" light glowing on the C.B.
       She ducks under the dashboard, retrieves the microphone, sits
       up again -

       The cop.



       WIND CHILL - Yellow Revisions 2/23/05                     98.
104    CONTINUED:                                                      104

      Standing right outside the snowplow, restored to his former
      glory, grinning at her.

      Then the smile curdles. He reaches through the shattered
      window. Grabbing for her.

      She scrabbles just out of reach.    Pins herself against the
      opposite door. Cornered.

      Suddenly -

                   Get away from her, you bastard!

      And OUR GUY'S GHOST appears out of the gloom.

      He swings a CROWBAR into the cop's skull.

      And, just like before, there's a VIOLENT FLASH OF light and -

                                                        SMASH CUT TO:

105   INT. STRANDED OLDSMOBILE - NIGHT                                 105

      It's like someone pressed RESET.

      She's back inside the STRANDED OLDSMOBILE, seated beside the
      body of our guy.

      Her panicked breathing turns into hyperventilation as she
      realizes all efforts to escape the road are futile.

      Suddenly she spots something through the windshield that
      causes her breath to catch -


      heading down the road toward the trees.

      She gasps.    Starts sobbing.

      Throws open the door and scrambles out.

106   EXT. STRANDED OLDSMOBILE    - CONTINUOUS                         106

      The sky is showing the first signs of approaching dawn.

      She watches OUR GUY'S GHOST moving into the woods, back
      toward the direction from which they came.


       WIND CHILL - Yellow Revisions 2/23/05                     99.
106    CONTINUED:                                                      106

      She stands there, exhausted, spent.

      Suddenly -

      A familiar SONG begins to chime on her cellphone RINGTONE:

                       ("Rockin Around the X-mas
                   Ding-da-da DING, da-DING da-DING...
      Her eyes widen in terror. She fumbles out the cellphone.
      Stabs the "off" button with her thumb.

      She instinctively starts back to the stranded Oldsmobile -

      Stops -

      Looks at the ghost.

      And in that moment decides, for better or worse, to follow

      She takes off down the road.

      We follow as she hurries to catch up with our guy's ghost.

                       (crying; breathless)

      She's close enough now to hear that he's MUMBLING something.

                             GUY'S GHOST
                   ...I would've told you everything

      Exhausted, she's having trouble keeping up with him.

                   I know.

                             GUY'S GHOST
                   ...then it wouldn't be stalkerish.

                       (out of breath)
                   I know!

                             GUY'S GHOST
                   ... It would just be this sweet
                   funny story we'd have...


      WIND CHILL - Yellow Revisions 2/23/05                     100.
106    CONTINUED: (2)                                                  106

      But it's no use. She stops trying to keep up and pauses
      briefly, devastated, catching her breath. Then she pushes on
      in the direction he went.

                                                     TIME DISSOLVE:

      It's almost light out now, and SHE'S ALONE, staggering along
      the road as quickly as her exhausted state allows. It's like
      running in a dream, never fast enough to outdistance an
      unseen pursuer.

      But then she hears it -


      She can't believe she's made it back to civilization.

                                                     FADE TO BLACK.

107   EXT. PENN-WAY QUICK MART - MORNING                               107

      The gas pumps are crowded with EMERGENCY VEHICLES and
      PERSONNEL. The morning calm is broken by the BEEP BEEP BEEP
      of trucks backing up, the BLEET of arriving ambulances, the
      constant CHATTER of two-way radios.

      OUR GIRL is seated in the back of an open ambulance with a
      blanket draped around her shoulders, allowing EMTs to treat
      her frostbite.

      She watches ATTENDANTS from the county morgue zip the bodies
      of our guy and the snowplow driver into BODYBAGS.

      Suddenly she remembers her cellphone, and takes it out.


      It's the DIGITAL PICTURE OF OUR GUY when she first met him,
      asleep behind the wheel of the `88 Olds in student parking.


      She closes her cellphone.

      The EMT helps her into the passenger seat of the ambulance.

      As the ambulance drives off we CRANE UP to see...


      WIND CHILL - Yellow Revisions 2/23/05                  101.
107    CONTINUED:                                                   107

      In the distance, the haunted road snaking through the white

                                                           END FILM

                                                       ROLL CREDITS

Wind Chill

Writers :   Joseph Gangemi  Steven Katz
Genres :   Horror  Thriller

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