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                               THE TOWN



                                  by

                              Peter Craig


       based on the novel Prince of Thieves by Chuck Hogan




                       previous revision by

                           Chuck Hogan
                   Ben Affleck & Aaron Stockard
                           Ben Affleck


                       current revision by

                   Ben Affleck & Aaron Stockard


    THE TOWN - Rev. 5/20/10 (Buff Reshoots)                    1.


    FADE IN:

1   EXT. HARVARD SQUARE PLAZA                                       1

    Early morning. Just after eight. The Plaza where people
    come up from the subway station. Some kiosks nearby.

    An ARMORED TRUCK idles in front of Out of Town News. The
    driver sits behind the wheel, taking slightly nervous
    stock of the morning scene.

    A CITY WORK TRUCK idles across from the bank.

    The COURIER (the guy who "couries" the dolly in and out
    of the bank) goes around to the back of the armored
    truck. He opens the door and pulls out a DOLLY and a
    METAL BOX. We see his SIDEARM on his hip.

    The Courier begins pushing the dolly across the plaza
    toward the bank. We TRACK WITH him. The walk winds
    around kiosks. He weaves through various PEDESTRIANS and
    LOITERERS, TRAVELERS, DRUGGIES, AND KIDS. We get the
    sense that something must be about to happen. It
    doesn't. Sees a SUSPICIOUS PERSON, passes him, nothing
    happens. Wends around a work truck stopped in front of
    the bank. Still nothing.

    The Courier reaches the bank doors.   Safety.   He opens
    the door and steps in.


2   INT. CAMBRIDGE MERCHANTS BANK - CONTINUOUS ACTION               2

    BOOM! With extraordinary violence, the Courier is
    SLAMMED in to as if by a savage HOCKEY CHECK by a MAN
    (DOUG) WHO is MASKED AND ARMED.

    THREE MORE ARMED, MASKED MEN move past them shouting:

                             MASKED MEN
               Empty your pockets! Take it out!

    The stunned employees are PUSHED BACK while the bandits
    quickly rifle their pockets for cell phones.

    A TOUGH THIEF (JEM) JUMPS THE COUNTER and goes after the
    employees in the back.

    A HEAVY THIEF (GLOANSY) zip ties the door.
    A LARGE THIEF (DEZ) gets cell phones from people in the
    front.



                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 2.
2    CONTINUED:                                                    2

                             DOUG
                    (to the guard)
               Gimme the keys.


A3   INT. BEHIND THE COUNTER                                       A3

     Jem rifles through the cash drawers, each third handful
     of cash he DISCARDS along with the DYE PACK contained
     inside it.


B3   INT. SECURITY ROOM                                            B3

     DEZ stands on a counter, pulling electronics from a rack.


C3   INT. NIGHT DROP - CONTINUOUS ACTION                           C3

     Doug puts the KEY in the NIGHT DEPOSIT PANEL and it
     opens, yielding cash.


3    INT. BEHIND THE COUNTER - MOMENTS LATER                       3

     The employees are   gathered on the ground. GLOANSY is
     standing over the   employees, whose CELL PHONES and
     BLACKBERRIES have   been placed in a container and DOUSED
     WITH BLEACH. Jem    finishes the last drawer.

     Doug walks back, checks clock.

                               DOUG
               Bank manager.    Come on.

     Both CLAIRE KEESEY (30) and a man (her assistant manager,
     DAVID BEARNS) begin to rise.

     Doug points his rifle at BEARNS.

                             DOUG
               You're not the manager.

     Jem KICKS him.

                             JEM
               Sit the fuck down.

                               BEARNS
               Jesus Christ.

     Doug hoists Claire up to the VAULT DOOR.

                             DOUG
               What's the time lock set for?
                                                     (CONTINUED)
    THE TOWN - Rev. 5/20/10 (Buff Reshoots)         2A.
3   CONTINUED:                                              3

    The clock on the wall reads 8:14.

                            CLAIRE
              ... eight fifteen.




                                              (CONTINUED)
    THE TOWN - Rev. 5/20/10 (Buff Reshoots)                  3.
3   CONTINUED: (2)                                                  3


    Everything has gone very fast to this point. Now it
    moves agonizingly slow -- They watch it like three people
    waiting for an elevator. 3, 2, 1.

    The timer CLACKS!   Doug inserts the vault key.

                            DOUG
              Don't enter the panic code.

    Claire reaches for the big dial with a trembling hand.
    She rotates it once, then overshoots the next number.

                             JEM
              Don't stall.

    Jem has his gun pointed at Bearns' head.   Claire makes a
    mistake and the TUMBLERS RESET.

                             JEM
                    (points gun at
                     Bearns)
              Are you even friends with this
              lefty or should I get someone
              else?

                             CLAIRE
              I'm sorry.

                            DOUG
                   (calmer)
              How many attempts before a duress
              delay?

                             CLAIRE
              Th-three.

                            DOUG
              You want us here another fifteen
              minutes?

    Claire reaches fast, but Doug grabs her wrist, holding it
    steady: it looks fragile in his gloved hand.

                            DOUG
              Once you start, do not stop.

    Claire reaches for the dial -- begins working the
    numbers. After the third turn, there's a CLACK. Jem
    spins the wheel and the vault door OPENS. He notices her
    whispering to herself.

                             DOUG
              What?

                                                      (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)                3A.
3      CONTINUED: (3)                                                 3

                                CLAIRE
                 Nothing.   It's my birthday.


4, 5   OMITTED                                                      4, 5


A6     INT. BREAK ROOM - CONTINUOUS ACTION                            A6

       Dez walks into the break room, where a MICROWAVE and
       TABLE are. A WORKER is there eating, not having realized
       they were being robbed. Dez KICKS his chair.

                               DEZ
                 Are you serious?

       The worker, completely shocked, gets on the floor. Dez
       puts all the DVR SECURITY RECORDERS into a microwave in
       the BREAK ROOM and turns the machine on. SPARKS.


6      INT. CAMBRIDGE BANK - INSIDE THE VAULT - CONTINUOUS             6
       ACTION

       Doug alone in the vault. He takes a moment, then uses
       the KEY FROM THE GUARD to open a SAFE in the vault.

       It reveals BUNDLES OF CASH in various colored bands,
       yellow, blue, purple, brown.

       Doug starts fanning them and removing DYE PACKS and
       TRACERS, discarding them on the FLOOR.
    THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 4.


7   OMITTED (NOW A6)                                             7


8   INT. BANK - CONTINUOUS ACTION                                8

    As Doug emerges, Jem halts him in the shadows, pointing.

                              JEM
              Front door.

    A STUDENT is trying to open the front door, pushing
    against the ZIP TIE around the entry doors.

    Doug's attention is pulled to Claire, lying face-down
    behind the teller cages.

    Her heel is slowly moving. Her foot PRESSES A BUTTON
    UNDER THE COUNTER -- then quickly glides back.

    Claire looks the other way... and sees Doug's mask
    STARING at her.

    She's caught.   She's dead.

    The student finally gives up, walking away.

    Doug stares at terrified Claire.   After a beat:

                              DOUG
              We gotta go.

                              JEM
              Bleach it up.

    Gloansy pulls ZIP CUFFS from his pocket. Jem throws Doug
    and Dez jugs of ULTRA CLOROX from the work bag and they
    begin DOUSING THE PLACE WITH BLEACH.

    Gloansy finishes the work of zip-tying Claire, Bearns and
    the other FIVE EMPLOYEES on the ground.


9   INT. BANK - CONTINUOUS ACTION                                9

    Bearns in a teller chair, wrists bound behind his back.
    Gloansy is doing the same to Claire as --




                                                   (CONTINUED)
    THE TOWN - Rev. 5/20/10 (Buff Reshoots)                5.
9   CONTINUED:                                                  9

                            DEZ
              Hold it!
                   (touching his ear)
              Silent alarm, this address.

                              JEM
              Who did it?

                            DOUG
              Doesn't matter. Let's go.

                            JEM
              We were out the fuckin' door --

                              DOUG
              We gotta go.

    Jem looks over the suspects on the floor with contempt.

                            BEARNS
              Look, no one did anything --

                            JEM
              What did you say?

                            BEARNS
              I said, `no one did anything.'
              Just be calm.

    ON Claire, watching.

                            JEM
              You thought you were slick?

                              BEARNS
              No.

    Jem HITS HIM WITH BUTT OF THE RIFLE, then again, then
    again. Bearns' head is bouncing between the floor and
    Jem's rifle, the stock tearing open a good piece of skin
    above his temple. Jem keeps hitting him.

    In his RAGE, the back of Jem's MASK COMES UP REVEALING A
    TATTOO UNDERNEATH: FIGHTING IRISH CHARACTER HOLDING A
    BAG OF MONEY.

    Bearns slumps to one side, but Jem does not let up.   He
    HAMMERS at Bearns' defenseless face.

    Jem rises, grabs a bottle of bleach. Moves to empty it
    over Bearns' face. But Doug HOOKS his arm, stopping him.

                              DOUG
              Let's go.    Load the bags.

                                                  (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)              5A.
9    CONTINUED: (2)                                             9

     After hesitating, Jem rises.

     Doug takes the bleach, moving into the vault to quickly
     DOUSE IT.

     He returns to the teller station and Bearns' WHEEZING.

     Claire's chair is empty.


10   INT. CAMBRIDGE MERCHANTS BANK - REAR DOOR - CONTINUOUS     10
     ACTION

     Jem has Claire near the waiting bags, her hands bound.

                                DOUG
               Fuck is this?

                             JEM
               They get us walled in, we need
               her.


11   EXT. BACK ALLEY - CONTINUOUS ACTION                        11

     Door opens and Jem emerges to where the VAN waits. Doug
     boosts Claire into the van with her head kept down.
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                  6.


12   INT. VAN - CONTINUOUS ACTION                                  12

     Doug pushing her into the bench, sitting next to her.

                               DOUG
               Eyes shut.    Don't talk.   Don't
               listen.

     Doug pulls out a small knife. He tugs at her jacket hem,
     CUTTING OFF a strip of fabric -- making her flinch.

     As THE VAN LURCHES FORWARD, he ties it around her head as
     a blindfold. He makes a fist and drives it -- STOPPING
     JUST SHORT OF HER NOSE. Making sure she can't see.

     He sits back.   STUDYING her with impunity.

     As he stares at her we have a NON-LINEAR SEQUENCE where
     we FLASH BACK TO Doug scouting the bank job, observing
     Claire as she came and went from work -- but we HEAR a
     conversation between Claire and an FBI agent that takes
     place AFTER the robbery.


13   FLASHBACK - EXT. CAMBRIDGE MERCHANTS BANK                     13

     Doug watches intently from Au Bon Pain's patio as Claire
     comes to work in the morning.

                             FRAWLEY (V.O.)
               Ms. Keesey, I want to start with
               your abduction, then take you back
               through the robbery itself. Could
               you see anything through the
               blindfold?

                             CLAIRE (V.O.)
               Just... a narrow strip of light.

                             FRAWLEY (V.O.)
               I'm assuming they warned you not
               to cooperate with the police.

                             CLAIRE (V.O.)
               One of them took my driver's
               license.


14   EXT. CAMBRIDGE MERCHANTS BANK                                 14

     Claire gets off work.   Doug sits in a cafe, watching.

                             FRAWLEY (V.O.)
               Did he say anything else?
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 6A.


15    OMITTED                                                        15   *


15R   INT. FBI HEADQUARTERS - OPEN AREA WITH DESKS - DAY            15R   *

      Claire Keesey sits taking in her surroundings: photos of            *
      bank robberies and killers adorn the walls. People come             *
      and go, no one notices her.                                         *

      Claire looks, vulnerable -- a bit overwhelmed by what has           *
      happened to her.                                                    *

      Across from her sits an AGENT who is baby-sitting her.              *

      We SLIDE PAST him, LOW, and REVEAL Agent Adam Frawley               *
      approaching down the hall. He waves the baby-sitter off.            *

      Frawley opens up a file and lays it out on the table.    He         *
      looks up at her.                                                    *

                              FRAWLEY                                     *
                Ms. Keesey, special agent Adam                            *
                Frawley, violent crimes and                               *
                robbery. I see you gave a                                 *
                preliminary statement. I'd like                           *
                to talk about your abduction.                             *

      DEREK the tech arrives and begins her ELIMINATION PRINTS.           *
      He carefully rolls each finger through.                             *

      Frawley is unpacking, taking notes, turns on MINI                   *
      RECORDER.                                                           *

                              CLAIRE                                      *
                Okay.                                                     *

                              FRAWLEY                                     *
                I understand they threatened you?                         *

                              CLAIRE                                      *
                One of them took my license.                              *

                              FRAWLEY                                     *
                Did you try to escape at any                              *
                point.                                                    *

                              CLAIRE                                      *
                No.                                                       *

                              FRAWLEY                                     *
                Was there anything you could                              *
                identify about the men? Anything                          *
                you could testify to?                                     *
                                                                          *

                                                    (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 7.
15R   CONTINUED:                                                   15R

                               CLAIRE                                    *
                I didn't try to escape because                           *
                they had guns.                                           *

                              FRAWLEY                                    *
                I understand.                                            *
                     (looks her over)                                    *
                And then they just, let you go?                          *

                              CLAIRE                                     *
                And then they let me go.                                 *

                              FRAWLEY                                    *
                Any of them say anything to you at                       *
                that time?                                               *

                              CLAIRE                                     *
                The shorter one.                                         *

                              FRAWLEY                                    *
                What did he say?                                         *

                              CLAIRE                                     *
                If you talk to the FBI. I will                           *
                come to your house and fuck you                          *
                and kill you.                                            *

                              FRAWLEY                                    *
                Succinct.                                                *

                              CLAIRE                                     *
                Should I have a lawyer here?                             *

                              FRAWLEY                                    *
                This isn't a very civil                                  *
                libertarian thing to say but                             *
                anyone who lawyers up is guilty.                         *
                I think you're okay.                                     *

      Her HANDS SHAKE trying to make a print.    Frawley smiles          *
      reassuringly.                                                      *

                              FRAWLEY                                    *
                That's just the adrenaline getting                       *
                out of your system. It's normal.                         *

      The Tech finishes with the prints.                                 *

                              FRAWLEY                                    *
                You can expect some residual                             *
                bursts of anxiety as well.                               *

                              CLAIRE                                     *
                I haven't even cried.                                    *

                                                      (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 8.
15R   CONTINUED: (2)                                               15R

                              FRAWLEY                                    *
                At some point, you will definitely                       *
                cry.                                                     *
                     (beat)                                              *
                It's gonna be okay.                                      *

                              CLAIRE                                     *
                Are you going to catch them?                             *

                              FRAWLEY                                    *
                Yes. This is the FBI. We're not                          *
                completely inept.                                        *
                     (mock conspiratorial)                               *
                I know where to find them.                               *

                               CLAIRE                                    *
                Really?                                                  *

      He sees a woman in need of assurance.                              *

                               FRAWLEY                                   *
                Really.   You want to see?                               *


A15   INT. FBI HALLWAY LEADING TO BULLPEN - MOMENTS LATER          A15   *

      CLOSE ON a STACK OF PAPERS. Frawley lifts them up and we           *
      WIDEN to reveal he is walking down the hall, she is                *
      following. The place is bustling with activity. The                *
      walls are adorned with photos of robberies, mug shots,             *
      etc.                                                               *

                              FRAWLEY                                    *
                Three hundred and seventy bank                           *
                robberies in Boston last year.                           *
                More, per captia, than anywhere in                       *
                the world.                                               *

      He chucks the papers back down.                                    *

                              FRAWLEY                                    *
                But guys like this, the hard core                        *
                guys, the pros -- ninety percent                         *
                emanate from a one-square-mile                           *
                neighborhood called Charlestown.                         *

      We have arrived in a nexus of sorts and on the WALL among          *
      many other maps, photos, etc. is a MAP OF THE CITY WITH            *
      CHARLESTOWN OUTLINED IN RED.                                       *

                              FRAWLEY                                    *
                Familiar with it.                                        *

      AN ARRAY OF MATERIAL; OLD CASE IMAGES and they have                *
      already compiled MATERIAL from the CAMBRIDGE ROBBERY.              *
                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 9.
A15   CONTINUED:                                                   A15

                              CLAIRE                                     *
                You must be kidding.                                     *

      Several agents are at work in the area, including DINO.            *

                              FRAWLEY                                    *
                Dino, what's the first thing the                         *
                BPD does when there's an armed car                       *
                robbery in the city?                                     *

                              DINO                                       *
                Close the Charlestown bridge.                            *

      Dino indicates a photo of the CHARLESTOWN BRIDGE with              *
      police swarming it, stopping traffic.                              *

                              FRAWLEY                                    *
                And he's from Charlestown.                               *

                              DINO                                       *
                They get back over, use each                             *
                others' yards, houses, ditch us                          *
                pretty quick.                                            *

                               FRAWLEY                                   *
                Heisting banks is a trade in                             *
                Charlestown. Like villages in old                        *
                Europe that would specialize in a                        *
                certain craft. In the Town it's                          *
                armed robbery.                                           *

      She seems taken aback by the rabbit hole she has walked            *
      through.                                                           *

                              FRAWLEY                                    *
                I don't understand it. But it's a                        *
                lot easier when you know what                            *
                bridge to close.                                         *

                              CLAIRE                                     *
                So do you, like, send out teams?                         *

                              DINO                                       *
                I'm afraid this doesn't warrant                          *
                the resources for surveillance                           *
                teams.                                                   *

                              CLAIRE                                     *
                It's not a priority?                                     *

                              DINO                                       *
                Guys who bomb their underpants are                       *
                a priorty.                                               *


                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)        9A.
A15   CONTINUED: (2)                                       A15

                              FRAWLEY                            *
                Bank robbery is eighth on the                    *
                federal level behind domestic                    *
                terrorism, international, cyber,                 *
                child safety...                                  *

                              DINO                               *
                Gotta get the goat cookers first.                *

                              FRAWLEY                            *
                Fortunately arrests are a function               *
                of focus not manpower.                           *

                              CLAIRE                             *
                They have assault rifles and my                  *
                driver's license.                                *
                     (looking at board)                          *
                So I hope you're focusing on this.               *

                               DINO                              *
                He's been here two years. Still                  *
                doesn't have furniture. What does                *
                that tell you?                                   *

                             FRAWLEY                             *
                     (re: convicts on                            *
                      wall)                                      *
                Ask them.                                        *

      Frawley indicates agent QUINN.                             *

                              FRAWLEY                            *
                Kathy will set up a detail for                   *
                you.                                             *
                     (produces his card)                         *
                If there's anything the witness                  *
                specialist can't do for you.                     *

      Before she turns to go.                                    *

                              DINO                               *
                Hey, Frawl, how come the heavyset                *
                teller from the Malden bank                      *
                yesterday didn't get the backstage               *
                tour?                                            *

                              FRAWLEY                            *
                He's Boston Police. Ignore him.                  *
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)              9B.


B15   INT. FBI BULL PEN - DAY                                     B15   *

      Frawley has the attention of his crew. A more COMPLETE            *
      picture of the Cambridge robbery has been erected in the          *
      form of a mosaic -- many scraps of evidence and imagery           *
      from the robbery adorning the surroundings.                       *

      It's time to go to work.                                          *

      Intermittently, as Frawley issues directives, we will see         *
      footage of the guys.                                              *

                              FRAWLEY                                   *
                What are they doing? Right now?                         *
                They gotta clean the money. Might                       *
                make a big drug buy, flip it                            *
                across town.                                            *
                     (to Murph and Dave)                                *
                BPD, DEA. Tips. Names.                                  *
                Anything.                                               *
                     (beat)                                             *
                Casinos. Tracks. Buy chips, put                         *
                `em in action, sell `em back.                           *
                     (indicates people)                                 *
                Indians, AC, Vegas, anything over                       *
                ten thousand they have to give us.                      *
                     (beat)                                             *
                And what's the point? You gotta                         *
                celebrate. Some of those                                *
                sequential bills will end up in                         *
                the bosom of painted Jezebels.                          *
                     (beat)                                             *
                Start at Centerfolds and work your                      *
                way south, Foxy Lady, Rhode                             *
                Island. All the way to New York.                        *
                Talk to women of easy virture. I                        *
                know. Just do it. And don't come                        *
                back trying to expense any                              *
                receipts.                                               *
                     (beat)                                             *
                While you're doing that I'm gonna                       *
                go catch these guys. Dino put                           *
                together a list.                                        *
                     (indicates mug shots)                              *
                We're gonna knock on some doors                         *
                and see who comes out.                                  *
                     (looks)                                            *
                Fuck are you waiting for? Go.                           *
                                                                        *
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                10.


16   EXT. ALLEY BEHIND CAMBRIDGE MERCHANTS - DAY                  16

     Frawley approaches the crime scene.

                             FRAWLEY
               I'm very thorough.

     Boston Police Detective DINO CIAMPA, walks with him,
     grinning.

                             DINO
               They killed these security lines
               the day before. When the alarm
               when out from the vault --
               nothing.

     They continue walking toward the door.

                             DINO
               Boosted a city work truck. Which
               still hasn't been reported stolen.

                             FRAWLEY
               Probably too busy working.

                             DINO
               Used it to screen the front door.
               A car driver didn't know his
               partner had been robbed until
               Cambridge PD showed up and told
               him.


17   INT. TELLER CAGES - MOMENTS LATER                            17

     TECHNICIANS scan the walls with BLUE LASERS for prints.
     Frawley and Dino hold handkerchiefs to their noses.

                             DINO
               Those were the Vericom lines.

     Frawley takes in the exploded telephone wiring.

                             DINO
               Bleached the entire place for DNA.

     They stop over the blood stain where the assistant
     manager fell.

     A LAB TECH is taking fiber samples near the blood stain.




                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 11.
17   CONTINUED:                                                    17

                             DINO
               Silent bell came from cage two.
                    (beat, so)
               Assistant Manager's at Mass Eye
               and Ear.


18   THE VAULT - MOMENTS LATER                                     18

     Dino and Frawley approach.

                             DINO
               Our guys let the time lock expire
               and had the manager open sesame.

                               FRAWLEY
               Under duress?

                             DINO
               You know her better than I do.

                             FRAWLEY
               Ten foot steel safe, only as
               strong as the guy with the key.

     Frawley alone for the moment, just as Doug had been.    The
     busted cabinet is smeared with fingerprint dust.

     As Dino enters, Frawley crouches, examining discarded
     stacks. He cracks one open, revealing a DYE PACK nestled
     in the hollow. Holds up a bill with a thin magnetic
     TRACER STRIP attached.

                             FRAWLEY
               Found the tracers.
                    (looks at Berry)
               Got the van. Torched.

                               DINO
               Where is it?

                             FRAWLEY
               Where do you think?

                                                   SMASH CUT TO:


19   EXT. HELICOPTER SHOT OF CHARLESTOWN                           19

     SUPERIMPOSE:   CHARLESTOWN

     We see the water. The bridge, the projects -- all
     framing the MONUMENT at the heart of the neighborhood
     like a sundial.

                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 12.
19   CONTINUED:                                                    19

     The WORK VAN IS BEING PUT OUT BY THE FIRE DEPARTMENT WITH
     A HOSE.


20   EXT. CHARLESTOWN ESTABLISHING SHOTS - DAY                     20

     Landmark SHOTS to quickly ESTABLISH the area.   Tobin
     bridge. The Bricks. The monument.


21   INT. HOCKEY RINK - DAY                                        21

     Sitting on the bleachers in the darkened rink are Dez and
     Gloansy. Doug approaches.

                              DOUG
               Where's Jem?

                             GLOANSY
               Stopped on the way back to light
               some house fires.

                             DEZ
               Are we takin' hostages now?

                              DOUG
               No.

                             GLOANSY
               Are you gonna talk to him?

                             DOUG
               Make things worse.

                             DEZ
               You're the one he listens to.

                             DOUG
               You think he listens to me?

     A door opens BOOM.   They start.   It's Jem.

                             JEM
               We got a problem.

     Great.

                              DOUG
               What?

     He produces CLAIRE'S DRIVER'S LICENSE and hands it to
     Doug, who reacts and hands it to Gloansy.

                             DEZ
               Did you see the address on there?
                                                     (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)              13.
21   CONTINUED:                                                   21

     They all express varying forms of dismay, "fuck," etc.

                             GLOANSY
               That's four blocks away.

                             JEM
               I know where we are, Gloans.

                             DOUG
               She didn't see anything.

                              DEZ
               Jesus.   Are you sure?

                             DOUG
               Takin' her for a ride didn't help.

                             JEM
               I'm gonna handle it.

                                GLOANSY
               How?

                             JEM
               Stalk her like a fuckin' A Car and
               find out.

                                DEZ
               Find what out?

                             JEM
               If she needs to get scared.

                             DOUG
               She's scared already.

                             JEM
               Not scared enough.

                             GLOANSY
               What does she got to tell?

                                JEM
               We'll see.

                                DOUG
               I'll do it.

                             JEM
               Why are you gonna do it?

                             DOUG
               Because you're the reason we're
               having this conversation.

                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                14.
21   CONTINUED: (2)                                               21

                             JEM
               Yeah, but I'll get it done.

                             DOUG
               Get what done? Pinched for
               intimidating a witness? With your
               strikes, they'll bury you under
               the jail.

                             DEZ
               You did your little skid bid.

                             DOUG
               And you got a job and Gloansy's
               restricted to hot boxing
               Chryslers.

                             JEM
               You're like an old woman.    I don't
               want to argue with you.

     Dez gives Doug a look, "See, he does listen to you."

     Doug takes the license.

                             GLOANSY
               Fuck all this, how much in the
               sack?

                             JEM
               Ninety a pop, minus what I had to
               shave off for the Florist.

     A look flashes from Doug to Jem.

                             JEM
               But it's all dirty linen. Me and
               Duggy are gonna wash a quick
               hundred tonight. Then it's a run
               to the reservation to do the rest.
                    (beat, indicates
                     Doug)
               But I know Gloansy's ready for a
               big night.

                             DOUG
               Can't say the same for the
               assistant manager.

                             JEM
               Yup. And next time Skeletor comes
               in his bank with an AK, he's gonna
               keep his hand off the alarm.
                    (beat)
               Lucky he just got tuned up.
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 15.


22   INT. CHARLESTOWN HOUSE - LATER                                 22

     Doug and Jem enter and are greeted by an older TOWNIE
     WOMAN.

                             JEM
               Good afternoon.

                              MARGIE (TOWNIE WOMAN)
               How are you?

                              DOUG
               Good, ma'am.

                             MARGIE
               Michael will be out, can I get you
               anything?

                              DOUG
               We're fine.

     She retreats. They are left alone in the parlor.     A few
     beats of quiet, Doug has something on his mind.

                             JEM
               I don't know why people move to
               Saugus. Take us an hour to get
               back over the Portugee slide.

                             DOUG
               This shit with the Florist is
               gettin' old, man.

                             JEM
               Dig dug, I'm investing in a
               marquee score. We got to make a
               few payments.

                             DOUG
               Fuck makin' payments.

                             JEM
               Let me give you some advice, money
               don't care where it came from.

                             DOUG
               Let me give you some advice, don't
               try to pass yourself off as a
               finance expert to a guy who's
               known you your whole life.

                             JEM
               Were you with me nine years in
               Walpole?

                                                      (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)          15A.
22   CONTINUED:                                                22

                             DOUG
               Did you have money in Walpole?

     Jem laughs.

                             DOUG
               This ain't Ireland. He couldn't
               ship no more AKs so he starts
               selling kids coke and oxies...




                                                 (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                16.
22   CONTINUED: (2)                                               22

                             JEM
                    (laughing)
               You didn't mind when you were
               dropping two grand a week on
               monsters and yay.

                             DOUG
               There's a difference between a
               dealer and a straight killer.

                             JEM
               So he dumped a few Dominicans,
               what are you, picky?

                             DOUG
               He shot a kid who was delivering
               pizza to his house for getting
               wise.

                             JEM
               What, they never fucked your order
               up?

                             DOUG
                    (beat)
               You want to duke the florist, duke
               the florist. But I'm not gonna be
               some gangster's ATM.

                            JEM
               Okay. You want to tell Fergie to
               fuck off? Tell him tonight.

     MICHAEL HOULIHAN enters. A silver-haired Townie (60)
     carrying a HOCKEY BAG. He seems like an average guy.

                              JEM
               Mike.

     He sets down the bag.

                              MIKE
               One hundred?

     Jem hands him ONE HUNDRED THOUSAND IN WRAPPED CASH.

                             MACHINIST (V.O.)
               A hundred, right?

                                                       CUT TO:
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)              16A.


A23   BAG                                                          A23

      being unzipped to reveal marijuana.   REVEAL we are in a
      different location:


      INT. MACHINIST'S SHOP - LATER

      A perfectly nice-looking Machinist looks over the large
      bag of marijuana.




                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                17.
A23   CONTINUED:                                                   A23

      Doug and Jem stand opposite him. They nod. He produces
      ONE HUNDRED THOUSAND IN LOOSE, GRUBBY BILLS.


B23   EXT. CHARLESTOWN STREET - BURNT-OUT VAN - SUNSET               B23

      Dino and Frawley at the site of the abandoned van.
      NEIGHBORHOOD PEOPLE eye them, mostly kids.

                              FRAWLEY
                Nice to be back home, Dino?

                              DINO
                It's the love I get that makes the
                homecoming feel so warm.

      He looks at the faces of people on the street.    No love.

                              DINO
                Could be fifty people eye-
                witnessed these guys, you'll get
                fifty hands on a Bible tell you
                they didn't see anything.

                              FRAWLEY
                It's a pro job. All the pro guys
                I know are away so it must be new
                pro guys.
                     (re: witnesses)
                This is the part of the job where
                we do something that has no point
                and yields no results.
                     (to a kid)
                Excuse me -- you didn't happen to
                see who lit this car on fire?


23    INT. FLORIST'S SHOP - NIGHT                                     23

      Doug and Jem enter the shop. It is a dingy little hole.
      Jem moves in ahead of Doug who hangs back.

      We FIND RUSTY (50), a tough-looking Townie guy.

                               RUSTY
                Fergie!   Kid's here.

      FERGUS COLM (THE FLORIST), a sixty-year-old former boxer,
      enters from the back. He is an impressive figure.

      Jem approaches the counter and drops a plastic shopping
      bag on the counter. He reaches out and shakes Fergie's
      hand, deferentially.


                                                       (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                18.
23    CONTINUED:                                                    23

                                 JEM
                Fergie.

                              FERGIE
                How are ya, son?

      Doug nods to Fergie from behind Jem.

                                 DOUG
                Good.

      Jem drops an envelope on the table.

                              JEM
                     (re: money)
                Run that under the sink.

      Fergie nods.   Looks Doug over.

      We're ON Fergie as the door closes.


A24   EXT. FLORIST'S SHOP - CONTINUOUS ACTION - NIGHT               A24

      Jem turns to Doug.

                              JEM
                Now for the fun part.


24    MONTAGE - INT. INDIAN CASINO - NIGHT                           24

      -- HIGH ENERGY SEQUENCE TO MUSIC.    FRUITS OF THEIR LABOR.

      VARIABLE FRAME RATE PHOTOGRAPHY.

      -- We see CASH being exchanged for CHIPS.

      -- Roulette wheel.   High stakes.   Jem and Gloansy.

      -- Doug at a blackjack table. Dez comes up and tries to
      play. Doug starts losing and makes Dez leave.

      -- Roulette wheel stops, Jem losing BIG this time. He
      points out a hot waitress to distract Gloansy and Dez --
      then nicks chips from their dwindling stacks.

      -- Doug hits 21.    He rises, done, many chips in his tray.

      They turn in their CHIPS FOR CLEAN MONEY.


A25   INT. STEAK HOUSE AT CASINO - NIGHT                            A25

      The guys eat a big meal.    A lot of drink.
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 19.


25    INT. FOXY LADY - ANGLE FROM ABOVE - LATER                      25

      The four of them sitting around the stage -- three of
      them wasted -- smiling up at a sinuous STRIPPER.

      Lap dances in the back.    Doug looks on.

      A Dancer reaches out and touches Doug's scar.

      Jem and Gloansy do cocaine with a stripper in the
      bathroom. One, then one more, then a bunch.

      Doug looks for Dez.   He is at a table with a girl "just
      talking."

      Gloansy ends up in the shower with some girls.


26    OMITTED                                                        26


27    EXT. BOSTON - LATE NIGHT                                       27

      The guys make it back to Charlestown at four A.M.   Doug
      is designated driver.

      Doug and Jem walk up the steps into their house at dawn.
      Jem walks in the first floor doorway, Doug heads up the
      stairs.


A28   INT. DOUG'S APARTMENT HALLWAY -   NIGHT                       A28

      He creeps past Krista's door, so as not to be heard.


B28   INT. DOUG'S BEDROOM - NIGHT                                   B28

      He tries to sleep.


C28   INT. DOUG'S APARTMENT - 2ND BEDROOM - WORKOUT ROOM -          C28
      NIGHT

      Doug with a hockey stick. We see on his arm is a TATTOO
      of SPUDS McKENZIE HOLDING A HOCKEY STICK. The old Bud
      Light dog seems almost to move in unison with him when
      Doug flicks his forearm to launch a puck up in the air
      and catch it on the blade as it falls.

      Doug lifts weights compulsively in his apartment as the
      sun rises. He goes until he can barely move. He has a
      TOWNIES tattoo.
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)            19A.


D28   EXT. BRICKS - BLUE DAWN                                    D28

      Doug walks by the projects. He sees a man standing out
      of the front of a vestibule. He stays across the street.
      We assume this man sells drugs. We get the sense this
      isn't the first time this stand-off has taken place.
      Doug keeps walking.
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 20.


E28   INT. N.A./A.A. MEETING - CRACK OF DAWN                        E28

      Doug just makes it for a five AM meeting. He walks past
      the half-empty FOOD BANK and into the meeting. Hard-core
      guys who need to be in a meeting at five. Rough. He
      sits back with a cup of coffee as the RAGGED SPEAKER gets
      going and closes his eyes...

                              SPEAKER
                Janice, she's my wife. You want
                to know what happened? I was a
                dead person. It's like the guy at
                the bar -- he sees a priest pull
                up a chair. The guy says to the
                priest, `you're wasting your time.
                I know for a fact there is no
                God.' Priest says, `How?' He
                says, `I was an explorer at the
                North Pole. I got lost in a storm
                once, I was blinded and freezing
                to death and I prayed, if there's
                a God, save my life.' The priest
                looked at him confused and says,
                `but you're alive... God saved
                you.' Guy said, `God? No, God
                never showed up. That's what I'm
                saying! Some Eskimo came along
                and took me back to his camp.'
                     (reaction from
                      audience)
                That's what happened. I met
                Janice. She's my Eskimo.


28    EXT. CAMBRIDGE MERCHANTS BANK - DAY                            28

      A VERICOM CREW in a cherry picker examines the hacked
      junction box behind the Cambridge Savings Bank.


      BELOW

      Frawley, Dino and the CREW CHIEF examine fresh wounds in
      a telephone pole: GOUGE MARKS left by a lineman's
      spikes.

                              CREW CHIEF
                They obviously knew how to work
                the box but there aren't a lot of
                guys that know how to zap the
                bipper to the D5 station.

                              FRAWLEY
                How would you learn that?

                                                     (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)               20A.
28   CONTINUED:                                                   28

     The Crew Chief looks down -- realizing he's set himself
     up for an uncomfortable admission:

                             CREW CHIEF
               Get a job at Vericom.


29   SAME SCENE - MOMENTS LATER                                   29

     Dino and Frawley alone now, walking back to their cars.

                             FRAWLEY
               Let's subpoena work logs, employee
               records. Start with everyone who
               lives in the Town.


30   EXTREME CLOSEUP - CLAIRE KEESEY (321 MONUMENT AVE.,          30
     BOSTON)

     And her picture.   Beautiful, even on her license.




                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                21.
30   CONTINUED:                                                   30

     EXT. CLAIRE'S APARTMENT (MONUMENT AVE.) - MAGIC HOUR

     Doug is sitting up on the Bunker Hill Monument, holding
     Claire's license, looking down at her place. He watches
     as she leaves her house.


31   INT. OLD SULLY'S - NIGHT                                     31

     Doug enters the bar. He passes KEITH and BRENDAN, greets
     them, Jem is down there with Dez and Gloansy. There is a
     group of OLDER TOWNIE ARMED CAR GUYS in the bar.

                                JEM
               There he is!     Sober Jackson!

     Fist out, a little drunk.

                              DEZ
                    (to Doug, quietly)
               Krista's here.

     Doug looks down the bar.

     Krista, her friend JOANIE and a bunch of local girls are
     further up the bar.

                             GLOANSY
                    (mid-speech)
               Feds will never understand how a
               guy who is looking at forty years
               with a shot to get out of it and
               sent to Hawaii if he gives up his
               friends tells them to pound sand
               and takes the forty piece.

                             DEZ
               It's all heroin and coconuts now.
               These junkies get arrested, they
               think it's `American Idol.'

                             JEM
               When they caught your father.
               Cops put their finger in the
               bullet hole in his ribs. Going,
               `who's the other guy?'

     Everyone knows this story but Jem likes telling it.

                             JEM
               He said, `sorry, prick, pain lasts
               a minute.'

                             JEM/GLOANSY/DEZ
               `Shame lasts a lifetime.'
                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)              21A.
31   CONTINUED:                                                    31

     Gloansy indicates TWO OLDER MEN (60s) AT A TABLE.

                              GLOANSY
               And that's why they're still out
               here drinkin'.

     Jem tips his bottle to the group.

                              JEM
               To Big Mac.   Doing his time like a
               man.

                             GLOANSY
               Duggy Mac, the mastermind.




                                                     (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                22.
31   CONTINUED: (2)                                                 31

                                JEM
                  The last crew in Charlestown.

     All drink except Doug.


32   SAME SCENE - LATER                                             32

     Doug at the bar, observing the scene without expression.
     KRISTA COUGHLIN (29) comes up and sits next to him. JEM
     is talking to two girls.

                                KRISTA
                  Juice?

     Doug nods.

                                KRISTA
                  You want some snappers for that?

                                DOUG
                  No.

     She smiles.

                                KRISTA
                  I'm just playing.
                       (beat)
                  This shit gets old, right? Same
                  beat motherfuckers in here every
                  night. Over there doin' eighties
                  and white like no one can tell.

                                DOUG
                  No one got a gun to your head.

                                KRISTA
                  Do you miss it?

                                DOUG
                  Yeah I miss it.

                                KRISTA
                  Why are you here. Isn't this the
                  worst place for you?

                                DOUG
                  Where am I gonna go?

                                 KRISTA
                  You know what I miss? Your sofa.
                  The fuckin' grip I used to get on
                  your arm rest.

     Doug says nothing.
                                                      (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)             22A.
32   CONTINUED:                                                   32

                             KRISTA
               We smoked it to the filter, right?
                     (beat)
               I love thinkin' how every day you
               walk by it you see my nail marks
               on that thing. I know you miss
               that.

     Jem SPILLS some beer on Doug putting them on the bar.

                             JEM
               Have one beer like a man for
               fuck's sake! Christ, it ain't
               gonna...

                               KRISTA
               Jesus, Jimmy!

                             JEM
               Fuck's your problem?

                             KRISTA
               Don't be a drunk prick. Be a
               drunk or a prick. Don't be both.

     Jem puts his arm around Krista and Doug.

                             JEM
               This is my sister and this is my
               brother, right here!

     Krista takes Doug's beer from her brother, tips it back.
     Holds his look.

     Doug stands and squeezes through the crowd of drinkers.
     He pushes through the front door...


33   EXT. SULLY'S - CONTINUOUS ACTION - NIGHT                     33

     ... and out of the bar. He breathes in the fresh night
     air and moves off up the street.


34   EXT. CLAIRE'S APARTMENT - LATER                              34

     Doug passes Claire's apartment on Monument Square and
     looks up to see the lights on. He stands and looks.


35   INT. DOUG'S APARTMENT - LIVING ROOM - LATE NIGHT             35

     Doug sits in an easy chair watching muted TV. There is a
     KNOCK. He sees a shadow in the light beneath the door.

                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)        22B.
35   CONTINUED:                                              35

                             KRISTA (O.S.)
               Dug-ggy.




                                               (CONTINUED)
        THE TOWN - Rev. 5/20/10 (Buff Reshoots)                23.
35      CONTINUED: (2)                                                35

        Her voice is bar-hoarse and bourbon-rich.   The knocking
        becomes a cat-like NAIL-SCRATCHING.

                                KRISTA (O.S.)
                  I know you're in there...

        The door moves faintly, her body against it.

                                KRISTA (O.S.)
                  You don't want to fuck me?

        He glances over at his sofa -- where the armrest has
        GROOVES where Krista's NAILS have made their mark.

                                KRISTA (O.S.)
                       (singing lightly)
                  How do you want to fuck me,
                  Duggggggy?

        She has a KEY to Doug's place. She takes it out and
        STICKS IT IN THE DOOR LOCK, opening the door.


36      INT. DOUG'S APARTMENT - CONTINUOUS ACTION                      36

        Krista enters. Doug is sitting on the couch. She comes
        over to where he is sitting. We never see anything below
        his waist but when she gets on top of him it isn't hard
        to figure out what's happening.

        She starts talking to him. Doug never moves. She
        manages to be both profane and seductive. When it's
        over:

                                KRISTA
                  Goodniiiiiiight.


A37     EXT. BRICK'S PROJECTS - DAWN                                  A37

        Doug walks past the MAN IN THE DOOR.    He goes in to his
        five A.M. meeting.


37-40   OMITTED                                                     37-40


A44     INT. PROJECT APARTMENT - MORNING                              A44   *

        A TOWNIE MAN (HENRY QUINN) and his WOMAN are asleep on a            *
        mattress. They are surrounded by the detritus of a life             *
        lived on drug benders and welfare checks.                           *



                                                        (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)              23A.
A44   CONTINUED:                                                  A44

      Cigarette ash and malt liquor along with CD trays left            *
      open. Everything is grungy as hell including the two of           *
      them.                                                             *

      A CELL PHONE RINGS and the Woman picks it up.                     *

                               WOMAN                                    *
                What?                                                   *

                              FRAWLEY (V.O.)                            *
                Is Henry there?                                         *

                               WOMAN                                    *
                Who's this?                                             *

                               FRAWLEY (V.O.)                           *
                Who are you?                                            *

                              WOMAN                                     *
                Who the fuck are you?                                   *

      Henry takes the phone from her.                                   *

                              HENRY                                     *
                That's my phone.                                        *

      Henry takes the phone.                                            *

                               HENRY                                    *
                Fuck's wrong with you?                                  *
                      (into phone)                                      *
                What?                                                   *

                              FRAWLEY (V.O.)                            *
                This is Agent Frawley with the                          *
                violent crimes robbery task force.                      *

      Henry takes a beat.                                               *

                              HENRY                                     *
                I don't know you.                                       *

                              FRAWLEY (V.O.)                            *
                You were in the can for nine                            *
                years, Henry. Department of                             *
                Justice made some moves.                                *

                              HENRY                                     *
                I'm good with my PO.                                    *

                              FRAWLEY (V.O.)                            *
                But you're at your lady's place                         *
                and I need to be sure there is                          *
                nothing in her apartment that                           *
                would violate you.                                      *
                                                      (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                23B.
A44   CONTINUED: (2)                                                A44

      Henry sees drugs on the table, looks over and sees BOXES            *
      OF PILLS.                                                           *

                               FRAWLEY (V.O.)                             *
                Narcotics.                                                *

      Henry sees drugs on the table.                                      *

                               FRAWLEY (V.O.)                             *
                Weapons.   That kind of thing.                            *

      A handgun lies on the shelf.                                        *

                              HENRY                                       *
                I got nothin'. I swar on my kids.                         *
                I'm at work right now.                                    *

                              FRAWLEY (V.O.)                              *
                Oh okay. Good.                                            *
                     (beat)                                               *
                `Cause I'm coming through the back                        *
                door right now.                                           *

      Henry looks at the BACK DOOR, panics, grabs the GUN,                *
      bolts for the FRONT.                                                *

      He tears open the front door and RUNS INTO FRAWLEY WHO              *
      HITS HIM.                                                           *

      HENRY GOES DOWN but not for long.   Scrambling, he TAKES A          *
      SWING AT FRAWLEY who DUCKS.                                         *

      THEN BRINGS DOWN HIS SHOTGUN ON HENRY'S BACK.                       *

      Henry turns in time to miss the brunt of the blow and               *
      whips an "A Man's Home is His Castle" placard off the               *
      wall at Frawley as he heads back through the house.                 *

      Back inside the house, Frawley catches up with him,                 *
      grabbing his leg as he tries to jump the couch and Henry            *
      falls into the glass coffee table covered in trash and              *
      drugs.                                                              *

      Meanwhile, Dino comes in and is forced to reckon with the           *
      drug-addled WOMAN who tries to come after Frawley. Dino             *
      knocks her down roughly.                                            *

      Henry gets up, bloody and shirtless and hits Frawley, who           *
      proceeds to beat Henry into a dirty, inelegant                      *
      submission.                                                         *

      Dino follows, cuffing and subduing.                                 *

      Frawley looks around the mess of an apartment, sees the             *
      gun and scattered drugs.                                            *
                                                      (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)             23C.
A44   CONTINUED: (3)                                              A44

                              FRAWLEY                                   *
                Jesus Christ, Henry. Oxy, coke,                         *
                weapon. It's Townie Christmas.                          *


41    EXT. MONUMENT SQUARE - DAY                                   41

      Doug sits in his car outside Claire's apartment.

      Her front door opens and she exits, trundling a basket of
      laundry.
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)              24.


A42   EXT. LAUNDROMAT - DAY                                       A42

      Doug sits in his car across the street. He has been
      there a while and his curiosity gets the better of him.


42    INT. LAUNDROMAT - DAY                                        42

      There is a small counter selling cheap coffee and sundry
      items at one end run by a VIETNAMESE SHOPKEEPER. Doug
      buys a coffee and a HERALD and sits near the front,
      flashing a few looks toward Claire who is getting clothes
      out of the washer in the back. He sits down in some
      seats near the entrance and buries his nose in the paper.

      After a few beats on Doug:

                              CLAIRE (O.S.)
                Excuse me.

      Doug looks up, startled, to see that Claire is standing
      over him.

                              DOUG
                Hmm?

                              CLAIRE
                Are you doing laundry?

                              DOUG
                Huh?

                              CLAIRE
                Do you have laundry here?

                              DOUG
                Now?

                              CLAIRE
                Any time this week.

                              DOUG
                No.

                              CLAIRE
                No, you're not doing laundry?

                              DOUG
                Just getting a coffee.

      He indicates the counter where the little COFFEE POT is.

                              CLAIRE
                You came in here to get coffee?

                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                25.
42   CONTINUED:                                                   42

                             DOUG
               Just because you don't pay four
               dollars for it... doesn't mean
               it's not coffee.

     She takes a beat; this is plausible.

                             CLAIRE
               I was just wondering if you had
               any change. The machine is out.

     She indicates the change-making machine.

                             DOUG
               Why don't you get change from him?

     Indicates clerk.

                             CLAIRE
               He's very militant.

     A sign below the counter says "NO CHANGE.   USE MACHINE."

     She goes back to folding her clothes.   Doug takes her in,
     surprised to be this close to her.

                             DOUG
               If you want, I can run across the
               street for you.

                              CLAIRE
               It's fine.   I can hang them up at
               home.

     She starts to fold some CLOTHES. We'll notice they're
     the ones she was wearing during the robbery. She
     notices, it takes her off guard.

     She folds one piece, then another. Her hand shakes a
     little, involuntarily. She stops for a minute. Then
     wipes away a tear from her eye. Doug catches this.

                             DOUG
               Are you all right?

                               CLAIRE
               I'm fine.

                               DOUG
               Are you sure?

                               CLAIRE
               I'm fine.


                                                    (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                26.
42    CONTINUED: (2)                                                 42

      She has stopped unloading her clothes.    Doug goes to help
      her.

                              DOUG
                Here, I can get this for you.

      She wipes away another tear.

                                 CLAIRE
                I'm sorry.     This is embarrassing.

      She smiles at him.

                              CLAIRE
                I'm just having a... bad week.

                              DOUG
                I understand. I usually like to
                have a good cry at the nail salon
                but this is fine too --

      She laughs a bit, releases some tension.

                              CLAIRE
                I thought you had nice nails.    I
                wasn't going to say anything.

                              DOUG
                Why don't you let me buy you a
                drink. Make up for the rest of
                the week you've been having.

                              CLAIRE
                I just met you five minutes ago.

                              DOUG
                That's my best quality.

      He smiles at her.    She looks at him.


                              CLAIRE
                Is this how you pick up girls,
                hang around Laundromats and wait
                for them to start crying?

                              DOUG
                It usually doesn't work this well.


B44   INT. LIVING ROOM - DAY                                         B44   *

      Henry is cuffed. We see Dino talking to the woman in the             *
      next room. Frawley massages his leg a bit.                           *

                                                       (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)             26A.
B44   CONTINUED:                                                 B44

                              FRAWLEY                                  *
                Ten ball. Minimum federal                              *
                sentencing, eighty-five percent.                       *
                     (calculating)                                     *
                Three hundred twenty months. Wow.                      *
                You need a friend.                                     *
                     (indicates Woman)                                 *
                And she ain't it. She's great                          *
                though. She really loves you. I                        *
                can tell. Good news for you is                         *
                you have an alibi for the                              *
                Cambridge job. Good news for me                        *
                is, you know something about it.                       *

      Henry says nothing.                                              *

                              FRAWLEY                                  *
                I will push you up the ring piece                      *
                of the federal penal system for                        *
                three thousand days and then I                         *
                will leak it that you talked to                        *
                me.                                                    *
                     (beat)                                            *
                It's a lot of time to do when guys                     *
                know you're a cooperator.                              *

                                HENRY                                  *
                Cunt.                                                  *

                              FRAWLEY                                  *
                Is that a `yes'?                                       *

                              HENRY                                    *
                Everyone does trucks. But they                         *
                beat the alarm for the vault.                          *

                                FRAWLEY                                *
                Yeah?                                                  *

                              HENRY                                    *
                I heard it was a kid who got in                        *
                the junction box.                                      *

                                FRAWLEY                                *
                Who?    What kid?                                      *

                              HENRY                                    *
                I don't know. They're new. I                           *
                just know one kid can do alarms                        *
                from the box.                                          *




                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               26B.
B44   CONTINUED: (2)                                               B44

                              FRAWLEY                                     *
                Are you serious? I didn't                                 *
                aggravate my shin splints so you                          *
                could tell me `one kid can do the                         *
                fucking boxes.' Bull shit.                                *

                              HENRY                                       *
                That's all I have. I don't know                           *
                the guys. They're new.                                    *
                     (beat)                                               *
                It's not enough?                                          *

                              FRAWLEY                                     *
                You better hope so.                                       *

      Throws a look at Dino.                                              *


43    INT. CLAIRE'S APARTMENT/INT. FBI BULLPEN - DAY                 43

      Claire is moving through her apartment, opens the blinds.
      We see the MONUMENT. She is on the phone with Frawley;
      we see him in the FBI BULLPEN.




                                                       (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                   27.
43   CONTINUED:                                                      43

                             CLAIRE
               I've been doing better, actually.
               It finally happened, like you
               said. My breakdown. In a
               Laundromat of all places...

                              FRAWLEY
               Good.  It gets easier now.
                    (kindly)
               What happened?

                             CLAIRE
               There was this guy in there, he
               was really nice and he asked me
               out. I just said yes, sort of in
               the moment. He's a furniture
               mover or something, I don't know.
               I'm not sure I'll go.

                               FRAWLEY
               Oh... good.

     On his face, not the story he was looking for.


44   INT. NEPTUNE'S RESTAURANT - NIGHT                               44

     Claire and Doug at an oyster bar.    She works on hers.

                               CLAIRE
               This is nice.

                             DOUG
               Yeah, I played hockey with a kid
               who manages here.

                             CLAIRE
               Can I ask you something?

                               DOUG
               Go ahead.

                             CLAIRE
               I work at the Boys and Girls Club.
               Mostly as a kickball pitcher since
               they can't afford ice for the
               rink.

     Doug smiles.

                             DOUG
               They haven't put a nickel in that
               place since the busing thing.


                                                      (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)              28.
44   CONTINUED:                                                   44

                             CLAIRE
               One of the kids called me a
               `Toonie.' They started laughing
               and I was too embarrassed to admit
               to a bunch of eleven-year-olds
               that I didn't know what it meant.

     Doug suppresses a small laugh.

                             DOUG
               It's nothing -- someone who moved
               to Charlestown, a yuppie.

                             CLAIRE
               Where does it come from?

                             DOUG
               It's... derogatory.

                             CLAIRE
               I gathered that. I mean the
               etymology.

                             DOUG
               The Toonies supplied all the
               `tunes' in Charlestown because the
               Townies stole all their car
               stereos. So the Townies moved in
               and all of a sudden everyone in
               Charlestown had a Blaupunkt. BMW
               stands for `break my window' here.
                    (beat)
               Date's not going well for me so
               far, is it?

                             CLAIRE
               No, I like it. A townie and a
               toonie.
                    (beat)
               What kind of work you do?
               Somebody asked me and I couldn't
               remember.

                             DOUG
                    (not good)
               Someone asked you?

                                CLAIRE
               Just a friend.

                              DOUG
               Sand and gravel -- I break rocks,
               punch a card at the end of the day
               and slide down a brontosaurus like
               Barney Rubble.
                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)               29.
44   CONTINUED: (2)                                               44

     She laughs.

                             CLAIRE
               I work for dinosaurs. We don't
               get to ride them. I manage a
               bank.

                             DOUG
               Sounds like a good job.

                             CLAIRE
               Some days are better than others.

     Doug nods. A beat. She offers nothing else.    She
     changes the subject.

                             CLAIRE
               Do your parents still live in
               Charlestown?

     His turn to dodge.

                             DOUG
               No. My mother moved away. My
               father lives out... near where the
               Patriots play. He doesn't get out
               much though.


45   EXT. CHARLESTOWN BRIDGE - NIGHT                              45

     Doug and Claire walk across the bridge back home to
     Charlestown.

                             DOUG
               So where'd you migrate from?

                             CLAIRE
               I lived in Allston, then moved to
               the Fens.

                             DOUG
               Where'd you grow up?

                             CLAIRE
               You're going to make fun of me.

                             DOUG
               I would never do that.

                             CLAIRE
               Marblehead.

                             DOUG
               Marblehead?
                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)              30.
45   CONTINUED:                                                   45

                                CLAIRE
               See.

                             DOUG
               Name speaks for itself.

                             CLAIRE
               Well, I represent Marblehead's
               poor. You were defined by whether
               or not your family owned a boat,
               and our family didn't own a boat.

                             DOUG
               No boat? How could you look
               yourself in the mirror? Over
               here, people with two toilets were
               fancy. We had one and it hardly
               flushed.

                             CLAIRE
               I knew you were going to make fun
               of me.

                                DOUG
               I have a boat.

                             CLAIRE
               Then you would do well in
               Marblehead.

                             DOUG
               It's my friend's boat.

                                CLAIRE
               Your friend?

                             DOUG
               Let me take you for a ride.

                             CLAIRE
               I would love to sometime.

                             DOUG
               How about right now?


46   EXT. CHARLESTOWN NAVY YARD WHARF - LATER                     46

     Doug and Claire come down and approach a number of boats
     moored to the dock. There is one small BOSTON WHALER.

                             CLAIRE
               Is that your friend's boat?


                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                31.
46   CONTINUED:                                                   46

                             DOUG
               Come on. That's the boat you take
               to get to my friend's boat.

     He steps in and she follows.   He CRANKS the motor.


47   EXT. BOSTON HARBOR - MOMENTS LATER                           47

     Claire and Doug motor out into the open harbor.   The city
     is beautiful and lit up against the night sky.

     Claire sees a modest boat.

     Doug seems to be meandering slightly in his route. Then
     he sees a TASTEFUL SAILBOAT ahead. He points to it.

                             DOUG
               That's his boat.


48   EXT. DECK OF YACHT - MOMENTS LATER                           48

     We see a LOCK BREAKING on a REFRIGERATOR.

     Doug pulls out a BOTTLE OF Champagne which he opens with
     his hands. He carries it back to her where they sit on
     some cushions with the view of the city.

                             CLAIRE
               What does your friend do?

                             DOUG
               Looks like he does pretty well.

     He pours her a drink.   They sit next to one another
     looking at the city.

                             CLAIRE
               Is this where you take all your
               dates?

                             DOUG
               No, this tour is for Toonies only.

     Smiles.

                             DOUG
               You can take some pride here.

     Doug indicates the shore.




                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)               32.
48   CONTINUED:                                                   48

                             DOUG
               Your people did what the British
               Navy couldn't -- got Townies out
               of Charlestown.

                             CLAIRE
               I wasn't trying to conquer
               anything except a one-bedroom,
               somehow I ended up in a
               neighborhood famous for unsolved
               murders and a `code of silence.'

                             DOUG
               You didn't know about that?

                             CLAIRE
               Not before I signed the lease.

     Doug laughs.

                             CLAIRE
               What do you know about bank
               robbers?

                             DOUG
               What's to know?

                             CLAIRE
               You're from Charlestown. I
               thought maybe you grew up with
               some of them.

     She is a little embarrassed.   Did she take it too far?

     Long quiet beat drifting in the water.

                             DOUG
               When I was a kid, we used to go to
               Wizards ice cream across from JJ's
               bar -- where all the big armed car
               guys hung out -- they were like
               rock stars, the cars and pretty
               girls... You heard all about the
               jobs they ran and the houses they
               had up Billerica, Winthrop...
               There were a lot of kids with
               their faces to the glass, couldn't
               wait to grow up like that -- I
               just wanted to play hockey.

     He turns to her.




                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 33.
48   CONTINUED: (2)                                                48

                             DOUG
               Is it okay if I ask you now if
               you'll go out with me a second
               time?

                                CLAIRE
               Sure.
                    (smiles)
               I mean, you can ask.


49   INT. WARREN TAVERN - DAY                                      49

     Claire and Frawley sit opposite one another at this
     Charlestown eatery. A WAITRESS, KIM, arrives with food.

                             KIM
                    (to Frawley)
               Turkey club.

     She sets down a hot dish in front of Claire with less
     hostility.

                             KIM
               Veggie stir fry.

     Kim moves off as Frawley lifts the bread off the top of
     his club sandwich, inspecting the insides with suspicion.

                             FRAWLEY
               Why didn't you tell me you lived
               in Charlestown?

                             CLAIRE
               It's on my paperwork.

                             FRAWLEY
               Well, I hope I didn't scare you.

                             CLAIRE
               I like it here.

     Frawley is lifting up the other piece of bread.

                             CLAIRE
               You don't like your sandwich?

                             FRAWLEY
               It's the unfortunate, nagging
               suspicion you get as an FBI agent
               who's sent a lot of neighborhood
               people to federal prison that
               someone may have violated your
               meal.

                                                   (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)              34.
49   CONTINUED:                                                   49

     He smiles, oddly charming and biting all at once.

                             CLAIRE
               No one would do that.

                             FRAWLEY
               They would throw Tom Fitz off the
               roof of Mishawum for cooperating
               then stand around, taunting him
               while he drowned in his own blood.
               So I don't know how out of bounds
               the lunch special is.

     He bites into the sandwich.

                             FRAWLEY
               They can rationalize everything.
               Rob banks, hey, it's insured by
               the government. Who insures the
               government? They lionize
               criminals and then complain about
               the crime. And they view me as
               the bad guy. By the time your
               mother and sister are heroin
               addicts, it's a little late to re-
               think your models for who the good
               guys are.

                                CLAIRE
               The good guys?

                             FRAWLEY
               That's right. These people have
               fundamentally misunderstood that
               paradigm and it's cost them a lot
               of family members. This place is
               one square mile. You walk in to
               Lewisberg, and there are a hundred
               Townies in there.

                             CLAIRE
               I think I'll skip Lewisberg.

                             FRAWLEY
               Doesn't sound like a fun second
               date?

     Is that what this is?   A date?

                             CLAIRE
               Should I be talking to you without
               a lawyer.



                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                   35.
49   CONTINUED: (2)                                                  49

                             FRAWLEY
               This isn't a very civil
               libertarian thing to say but
               anyone who lawyers up is guilty.
               I think you're okay.

     BLACKBERRY GOES OFF.    He looks at it.   Nasal exhale.

                                CLAIRE
               What?

                                FRAWLEY
               Stickup.     Chelsea Credit Union.

     He shows her his BLACKBERRY IMAGE: A STILL of the
     SECURITY CAMERA -- GUY AT A TELLER WINDOW WITH A .22.

                             FRAWLEY
               What would we do without Chelsea?

                             CLAIRE
               If I ask you a question will you
               give me an honest answer?

                             FRAWLEY
               Depends on the question.

                             CLAIRE
               Am I a suspect?

                             FRAWLEY
                    (surprised, amused)
               A suspect? Would I ask you out if
               I thought you were a suspect?

                                CLAIRE
               I don't know.     Would you?

                             FRAWLEY
               Not if I wanted a conviction.

                             CLAIRE
               I might be seeing someone already.

                             FRAWLEY
               The piano mover?

     He smiles when he sees, by her reaction, that it is.

                             CLAIRE
               What's so funny? He's...

                               FRAWLEY
               No, good.    That's good.

                                                      (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 36.
49    CONTINUED: (3)                                                49

                              CLAIRE
                He's not a piano mover.    And
                aren't there rules...?

                              FRAWLEY
                Against dating the vic? There is
                a rule. You don't do it.


50    INT. FBI OFFICE - BULLPEN - DAY                                50

      Frawley sits at his desk, an array of STILL PHOTOS from
      the bank's security cameras spread out before him.

      Dino stands over Frawley's desk, extending a piece of
      paper towards him. Frawley grabs it.

                               FRAWLEY
                     (reading)
                Desmond Elden.

                              DINO
                Works at Vericom. Never seen the
                inside of a jail cell. Now, most
                of these guys get no show jobs, so
                when they hit a truck, foreman
                says, `Guy was here yesterday,'
                and shows us a forged time card.
                But they can't play them games at
                Vericom because it's a public
                company. You don't show up, it's
                a recorded sick day. `Dezzy' has
                some interesting sick days.

      He names banks that were robbed and holds up 8X10
      surveillance stills taken from each of the robberies.

                              DINO
                Bank Boston, Strong Armored,
                Arlington Brinks and... Cambridge
                Merchants.

                                FRAWLEY
                Jesus Christ.


A51   INT. SULLY'S - NIGHT                                          A51

      Jem comes over to Doug at the bar.

                              JEM
                Hey, did you check on that thing?

                                DOUG
                What?
                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)              37.
A51   CONTINUED:                                                 A51

                                JEM
                The license.

                                DOUG
                Yeah.

                                JEM
                And?

                                DOUG
                Dead end.

                              JEM
                So, no need to remove her from the
                equation?

                                DOUG
                What?

                                JEM
                You heard me.

                              DOUG
                What are you, a trigger man, now?

                                JEM
                Loose ends.

                              DOUG
                Oh, I see, you don't want to go in
                the jail, you want to get us
                buried underneath!

                              JEM
                Always so panicked, dig dug. I'm
                not trying to get backdoored,
                that's all.

                                DOUG
                It's fine.

                              JEM
                You look at the next thing?

                              DOUG
                I been lookin' at it.

      Jem looks expectantly at him, Doug holds his hand up as
      if to say "have patience."

                              JEM
                No rule that says you got to wait
                six months. Mark and them did
                three in ten days.

                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)             37A.
A51   CONTINUED: (2)                                              A51

                              DOUG
                Mark got shot in the head by a
                guard and has no short-term
                memory.

      Doug turns to go.

                              JEM
                Just get it going.


B51   EXT. CLAIRE'S APARTMENT FRONT STEPS - NIGHT                 B51

      Doug watches Claire come down her stairs and approach him
      as he waits for her.




                                                    (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               38.
B51   CONTINUED:                                                  B51

                              DOUG
                So, where we going?

                              CLAIRE
                What do you think?

                              DOUG
                Anything not in Charlestown. I'd
                even go to Southie if they had
                food there.

      Dialogue from him gets them to the car and in the door.
      She gets in her side. They close their doors.

                              DOUG
                Sorry, I should have got your door
                for you.

      She looks out the window, or a little distracted --
      something where you get a sense of her a slight
      disconnection from him.

                              CLAIRE
                I don't want to do this.

                              DOUG
                Look -- give me another chance --
                I'll take the door off the truck
                for you.

                              CLAIRE
                I just want to get this out there
                because otherwise I'll be
                pretending to listen to you all
                night and thinking about something
                else.

                              DOUG
                Okay.

                              CLAIRE
                My bank was robbed. Four men took
                it over and opened the safe.
                     (beat)
                They made us take off our shoes.
                I don't know why I'm stuck on
                that, but now I'm barefoot in all
                my dreams. They took me as a
                hostage. I was blindfolded and
                they drove me around.
                              (MORE)




                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)             38A.
B51   CONTINUED: (2)                                             B51
                              CLAIRE (CONT'D)
                I kept thinking how my mothers
                tell their daughters, not to get
                in cars with strange men and now I
                was in a car with strange men who
                had guns and were probably looking
                for a place to drop my body. And
                no one spoke. Which made it
                worse. When I was sure I was
                going to die, I got really calm.
                Then they stopped and let me out.
                Over at the beach in South Boston
                -- where the planes come in.
                              (MORE)




                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 39.
B51   CONTINUED: (3)                                                B51
                              CLAIRE (CONT'D)
                One of them told me to walk until
                I felt the water on my toes. It
                was the longest walk of my life.
                I kept thinking I'd step off a
                cliff.
                      (beat)
                And then I felt the water.

                                 DOUG
                     (moved)
                I'm sorry.

                              CLAIRE
                It's not your fault.
                     (small smile)
                Anyway, that's why I was crying at
                the laundromat. That and I ruined
                my shirt.

                                 DOUG
                Are you okay?

                              CLAIRE
                The FBI agent told me this would
                feel like I was in mourning.

                                 DOUG
                The FBI?     Are you working with the
                FBI now?

                                 CLAIRE
                This one guy.

                              DOUG
                He what, he calls you, checks in?

                                 CLAIRE
                Yeah.

                              DOUG
                That's who asked you what my job
                was?

      She smiles a little.

                              CLAIRE
                Yes, he's been very attentive.

                              DOUG
                Good. That's good.        They don't
                have any suspects?




                                                        (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)            39A.
B51   CONTINUED: (4)                                            B51

                              CLAIRE
                Not that they've told me. He
                intimated that they were scouring
                Charlestown but I don't know...
                They were wearing masks.




                                                    (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 40.
B51   CONTINUED: (5)                                                B51

                              DOUG
                Would you recognize their voices
                if you heard them again?

      She thinks for a beat.

                               CLAIRE
                Yeah.   I'm sure I could.

      Doug considers this.

                              DOUG
                That might be harder than you
                think.
                     (beat)
                At least you weren't hurt.

                              CLAIRE
                No. But David was. My assistant
                manager. He was assaulted really
                badly when the alarm went off.

                              DOUG
                He hit the alarm?

      She doesn't immediately respond.

                              DOUG
                Did he see anything, or know
                anything?

                              CLAIRE
                He's been at Mass Eye and Ear for
                a week for eye surgery. I still
                haven't been able to see him and I
                feel like a terrible person.

                              DOUG
                Then I guess that's where we're
                going.


51    INT. HOSPITAL HALLWAY - NIGHT                                  51

      A hospital hallway.    Claire leading.   Walk in silence.

                                 DOUG
                You all right?

                             CLAIRE
                Yeah. I just don't like
                hospitals. My brother died in
                one.


                                                       (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)             40A.
51   CONTINUED:                                                   51

                                DOUG
               When was that?

                             CLAIRE
               I was young. He was little.     He
               had lymphoma.




                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)               41.
51   CONTINUED: (2)                                                51

     Before Doug can come up with a response, sees a COP
     sitting in a chair outside a room. It gives him
     instinctive pause.

                             CLAIRE
               You should come in.

                               DOUG
               You sure?

                             CLAIRE
               Yeah, you should meet him.


52   INT. HOSPITAL RECOVERY ROOM - MOMENTS LATER                   52

     David Bearns propped up against an avalanche of pillows,
     gauze and bandaging masking his face.

     Doug stays put while Claire crosses the room and kisses
     his cheek.

                             CLAIRE
               I feel bad. I should have brought
               you something, David.

                             BEARNS
               Uh, people bring so much clutter --
               it's like, what am I supposed to
               do with balloons? Make animals?

                             CLAIRE
                    (pulling up chair)
               So they're hopeful?

                             BEARNS
               Well, hopeful means I may recover
               fifty percent of my sight in this
               eye. I just want to get back to
               work.

                               CLAIRE
               No you don't.    I just went back
               today.

                             BEARNS
               Well, you have memories. One
               inconvenience I was spared.

                             DOUG
               I'm gonna leave you guys alone.

     Doug does an awkward wave, as he retreats to the doorway.


                                                     (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 42.
52   CONTINUED:                                                     52

                             BEARNS
               I won't keep her long.    But we
               will talk about you.


53   INT. HOSPITAL HALLWAY - CONTINUOUS ACTION                      53

     While Claire is inside, Doug stands awkwardly next to a
     COP who can't resist letting him in on the deal.

                             COP
               You heard what happened?   Big take-
               down robbery.

                                DOUG
               Is that right?

                             COP
               Took a hostage. They laid the guy
               out.

     Doug looks out, waits a beat to respond.

                             DOUG
               Good thing you're here.    The guys
               could come back.


54   INT. DUNKIN' DONUTS - LATER                                    54

     The neon loneliness of an empty urban coffee house at
     night.

                             DOUG
               Your friend got a tough break.

     Claire looks away.

                             CLAIRE
               I lied to the FBI.

     Not what Doug expected.

                             CLAIRE
               It was my fault. I hit the alarm.
               It wasn't David.

                             DOUG
               He thinks he's a hero. Least he
               got something out of it.

                             CLAIRE
               He got to lose the sight in his
               right eye.

                                                      (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)               43.
54   CONTINUED:                                                    54

                             DOUG
               What you did was brave.
                    (beat)
               And there was nothin' you could do
               to help your friend.

                             CLAIRE
               Should I tell the FBI?

                             DOUG
               No, cops are just people like
               everyone else. They want to find
               a bad guy so they can go home and
               nuke their supper. And that's
               whoever's talking the most.
                    (beat)
               I would just let this go.

                             CLAIRE
               There's something else.

     Doug tastes copper in the back of his throat.

                             DOUG
               What?

                             CLAIRE
               I saw something during the
               robbery.

                             DOUG
               What?

                             CLAIRE
               Something I can identify.

     Doug's heart is pounding.

                             DOUG
               Okay.

                             CLAIRE
               When the guy attacked David, his
               shirt came up and I could see a
               tattoo on his neck.

     Jesus Christ.

                             DOUG
               Of what?

                             CLAIRE
               One of those Fighting Irish
               tattoos.

                                                     (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                    44.
54   CONTINUED: (2)                                                   54

                             DOUG
               Probably a lot of guys out there
               with those.

                             CLAIRE
               He had a gun in one hand and I
               think a bag of money in the other.

     Fucking Jem.

                             CLAIRE
               What should I do?

     A beat.

                             DOUG
               You can tell the FBI.

     She shows no reaction.

                             DOUG
               If the guy has a record, they'll
               know the tattoo and they'll ring
               him up the next day. And they'll
               charge him with weapons and
               robbery and he'll get thirty-five
               years.
                    (beat)
               Then they'll arrest all his known
               associates. I guess they'd want
               those guys to turn on him but if
               they don't -- someone's gonna come
               looking for the witness and the
               FBI will put you in witsec -- I'm
               just guessing, but it sounds like
               you have to move to Cleveland and
               never talk to anyone you know for
               a decade.

     This sinks in.

                             DOUG
               Or you can wait. You have a card
               right now. You can put that in
               your pocket. Play it when you
               need to, not when anyone else
               needs you to.

                             CLAIRE
               Quite an expert.

     Suspicious?    A reproach?   She thinks she's stung him.



                                                      (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)              45.
54   CONTINUED: (3)                                              54

                             DOUG
               Guidance through the criminal
               justice system is how we show
               affection in Charlestown.

     That gets a smile.


55   EXT. CLAIRE'S APARTMENT - NIGHT                             55

     They get out of the car and walk toward Claire's front
     door. Doug looks around furtively.

                             CLAIRE
               Do we know each other well enough
               where I can tell you that this
               truck is a little much?

                             DOUG
               I know. It's good for work but
               there are only two intersections
               in the North End wide enough for
               me to take a right -- but I can
               fit your Prius in the back if you
               need a tow.

                             CLAIRE
               How did you know I had a Prius?

     Whoops.

                            DOUG
               I didn't. Just seemed like a
               toonie car. You really have a
               Prius?

                             CLAIRE
               Not anymore. It was pretty
               completely vandalized. Now I have
               to walk a mile from the train to
               my apartment.

                             DOUG
               Sully Square is right down the
               street.

                             CLAIRE
               I know. I tried to be the
               progressive girl in the city who
               can walk through the projects but
               these guys...

                             DOUG
               What?

                                                   (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)               46.
55   CONTINUED:                                                    55

                             CLAIRE
               I don't know if they were the same
               ones who wrecked my car, but it
               started with yelling at me when I
               walked by -- then they got really
               aggressive and they seemed to be,
               I don't know... targeting me.
               Discretion being the better part
               of valor, once glass bottles
               started being thrown -- I started
               coming to terms with not being
               cool enough to walk through the
               projects.

                             DOUG
               They threw bottles at you?   (Where
               was this?)

                              CLAIRE
               I'm fine.   I just have to go the
               long way.

     They are in front of her gate, time to say good night.

                             DOUG
               Yeah. That's too bad. (You don't
               remember what they looked like?)

                             CLAIRE
               You want to come in?

                             DOUG
               I do but I can't. There's
               something -- I need to find a
               friend.


56   INT. JEM'S APARTMENT - FIFTEEN MINUTES LATER                  56

     Doug walks in.   Jem is watching television.

                             DOUG
               I need you to do something with
               me. I can't tell you why, you
               can't ask me about it after and
               we're gonna hurt people.

                             JEM
               Whose car we gonna take?


57   INT. PROJECT HALLWAY - POV THROUGH THE FISH-EYE - NIGHT       57

     Jem's face, distorted.

                                                     (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)   46A.
57   CONTINUED:                                       57

                             JEM
               Kenny with the white nose!
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)              47.


58   INT. KENNY'S APARTMENT (BRICKS PROJECTS) - SEMI-           58
     CONTINUOUS ACTION

     Jem and Doug step in to greet KENNY WITH THE WHITE NOSE.
     He is a black man with a skin disorder which creates
     patches of white skin -- one of which has discolored his
     nose, hence the name. He sells drugs.

                              JEM
                What's goin' on, Ken piece?

                              KENNY
                I hope you're here to buy
                something if you roll up on Nigga
                Kenny with the White Nose like
                that.

                              JEM
                I always forget to use your full
                name.

                              DOUG
                We need a bag of dope.   Cheap,
                real shitty dope.

                              JEM
                He don't sell no other kind.

                              KENNY
                Let me find my box.

     Kenny moves to the back bedroom.    To Doug:

                              JEM
                Charlestown worst heroin problem
                on the East Coast and Nigga Kenny
                can't find his box.

     Calling.

                              JEM
                One bedroom apartment in the
                projects, Nigga Ken. It didn't go
                far.
                     (to Doug)
                You ever buy from this clown?

                              DOUG
                I bought drugs from electrician
                Marty with the white nose.
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                48.


59   EXT. BRICKS PROJECTS - NIGHT                                  59

     Doug and Jem cruise slowly. They pass the LAUNDROMAT,
     turn into the projects. Turn around and we can see the
     BUNKER HILL MONUMENT looming over the BRICKS. They pull
     to a STOP outside one UNIT.

     Pull out MASKS.    Jem grabs a SLEDGEHAMMER from the trunk.


60   INT. ALEX COLAZZO'S APARTMENT - MOMENTS LATER                 60

     We are at the stairway landing. Doug and Jem arrive, don
     masks, and quickly step up to the door.

     He raps on the metal door.

     From within.

                               ALEX (O.S.)
               What?!

     The door cracks, Alex is about to look through using the
     chain but Jem HITS IT with the SLEDGEHAMMER -- sending
     ALEX SPRAWLING BACK into his apartment.

     Doug and Jem seamlessly continue their momentum and rush
     through behind the door.


61   INT. ALEX COLAZZO'S APARTMENT - INSIDE - CONTINUOUS           61
     ACTION

     Jem removes an EXPANDABLE METAL STICK and uses it to
     CRACK the FAT FRIEND of Alex's across the face as he
     emerges to help.

     Doug is all over Alex, punching and stomping him. It is
     a very fast, brutal flurry of violence that is more a
     beating than a fight -- despite the fact that if
     anything, Jem and Doug are outsized.

     Jem opens a bag of WHITE POWDER and THROWS some on ALEX's
     FACE and SCATTERS THE REST ON THE FLOOR.

                             DOUG
               Another deal gone `sour' for you
               assholes.

     Doug looks around the room, sees what he is looking for:
     EMPTY BEER BOTTLES.
                             DOUG
               Oh, you guys been drinking?

                                                     (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 49.
61   CONTINUED:                                                      61

     He takes one and SMASHES IT OVER ALEX'S HEAD.     Then grabs
     another, SMASH! Then another, SMASH!

                             DOUG
               Oh you don't like that, huh?
               Those fuckin' things hurt, right?

     He takes a broken bottle and GRINDS IT INTO ALEX'S HEAD.

     Doug takes Alex's arm and steps on it.

                             DOUG
               This your throwing hand?

     He HOISTS THE SLEDGEHAMMER and HAMMERS DOWN on ALEX'S
     HAND.

                             DOUG
               If you're still in this unit next
               week we're coming back.

     Jem is looking at Alex.

                                 DOUG
               We're done.

     Jem isn't done.    He seems curious about Alex.

                             JEM
                    (to Alex)
               What did you do?

     Alex says nothing, his face is a bloody mess -- it's all
     he can do to keep one eye open and hope this ends soon.

                             JEM
               This is my brother right here.
               How'd you get him so cranked up?

     Jem's gun comes out.

                                 ALEX
               No!     No!   I didn't do nothin'.

                                 JEM
               Don't lie.

                                 ALEX
               Chill.

                             JEM
               Don't tell me to chill.

     He aims the gun at Alex's head.

                                                       (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 50.
61   CONTINUED: (2)                                                 61

                                 DOUG
                Easy.

                              JEM
                What did you do?

                                 ALEX
                Nothin'!

     BOOM!   Jem shoots him in the thigh.    Alex HOWLS!

                              JEM
                There goes college soccer!

     BOOM!   BOOM!   Two shots in the other leg.

                              JEM
                You're fucked up now.

     Jem puts the gun to Alex's head.

                              JEM
                What did you do?

                                 DOUG
                Let's go.

     Jem turns to both of the thugs, thinks for a beat and
     takes off his mask.

                              JEM
                Now you seen my face. Go ahead
                and tell the cops. Just remember.
                I seen yours, too.


62   INT. JEM'S CAR - MOMENTS LATER                                 62

     They drive in silence.   Four CRUISERS ZOOM BY the other
     way, lights off.

                              DOUG
                I don't need to be up there
                killin' people.

                                 JEM
                You called me.

                                                   TIME LAPSE TO:


     BRIGHT SUNLIGHT
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)             51.


63   EXT. CHARLESTOWN COMMUNITY GARDENS - DAY                    63

     The sun shines across the garden. We see the New Town
     projects behind Doug across the water and a soccer field
     populated by immigrants mid-game behind Claire. She digs
     in the dirt as Doug watches her, sitting on a wood beam.

                             DOUG
               So how's work now, all right?

                             CLAIRE
               It's okay. It's a routine.
               That's what I liked about working
               there. It's ordered. Or it was.
               My childhood was kind of chaotic.

                             DOUG
               Really?

                             CLAIRE
               My mother has personality
               disorder. Do you know what that
               is?

                             DOUG
               Never heard of it.

                             CLAIRE
               The primary clinical symptom of
               personality disorder is that you
               are irritating and crazy.

     Doug laughs.

                             DOUG
               I got some friends with that.

                             CLAIRE
               My father wasn't very good at
               handling it. I wasn't very good
               at becoming an only child and she
               was... basically a lunatic -- but
               maybe a lot of people would say
               that about their mother.

     We see some miles traveled in her eyes. Shrink's offices
     and a hard-won forgiveness of herself and her parents.

                             CLAIRE
               What about yours?

                             DOUG
               I couldn't tell you.   She left
               when I was six.

                                                   (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                     52.
63   CONTINUED:                                                        63

                                CLAIRE
               What happened?

                                DOUG
               She left.

                                CLAIRE
               Okay.

     She goes back to her garden.      Then he starts talking.

                             DOUG
               This sound woke me up. I thought
               it was an animal. I'd never heard
               a man cry. When I saw my father
               in the kitchen all I remember is
               the ashtray. A hundred
               cigarettes. Ash like a little
               mountain. He stopped crying and
               he was sitting there watching TV
               on our little black and white with
               no sound. I think he just didn't
               know what else to do. He saw me
               standing in the doorway and he
               just goes, `your mother left.
               She's not comin' back.' Just like
               that. Smokin' cigarettes and
               eatin' a TV dinner at six in the
               mornin'.
                    (beat)
               We lost our dog the year before.
               I wanted to make these posters so
               if she was lost someone could call
               us like the guy who found our dog.
               To this day my father will tell
               you he helped me make those
               posters. But he didn't. He sat
               there and drank a case of beer and
               I went around by myself on School
               Street asking people if they seen
               my mother.
                    (beat)
               Her name is Doris MacRay and her
               mother had a restaurant called
               Carrol's in Tangerine, Florida.
               Still there. For a long time I
               let myself think that was where
               she went. But somewhere along the
               line I came to terms with the fact
               that if she left, it was for a
               reason, she didn't want to be my
               mother and she wasn't coming back.

     She has stopped gardening and been listening to him.

                                                       (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)              53.
63   CONTINUED: (2)                                              63

                             DOUG
               And now you know about my family
               but I'm still not showing you my
               apartment.

     Claire laughs.   Tension release.

                             CLAIRE
               How bad can it be?

                             DOUG
               You have no idea.


64   EXT. COUGHLIN TRIPLE-DECKER - BACKYARD - LONG SHOT - DAY    64

     of our crew barbecuing in the backyard.

     Doug and Jem sit on the steps of the back porch; Gloansy
     tends the grill; Krista and Joanie are in lawn chairs
     near SHYNE (2), Krista's daughter, who clamors around a
     playpen.

     Dez pushes through the back door with an armload of
     beers. Jem snatches one of them, and as Dez descends the
     steps, we FREEZE-FRAME on him and hear:

     The CLICK OF A CAMERA SHUTTER...

                                DINO (V.O.)
               Desmond Elden.

                                                       CUT TO:

65   INT. MINI-VAN - CONTINUOUS ACTION                           65

     Behind tinted windows, Dino snaps photos with a long-lens
     camera and Frawley watches through binoculars.

                             DINO (V.O.)
               Systems tech at Vericom.


66   BACK TO BARBECUE                                            66

     Jem takes a swallow from his beer, then turns and says
     something to Krista.


67   INT. FBI OFFICE - CONFERENCE ROOM - DAY                     67

     The FBI's ARMED ROBBERY TASK FORCE is gathered around a
     table in a conference room. FIFTEEN OTHER GUYS,
     including AGENTS CONLAN AND QUINN listen to Frawley and
     Dino's presentation.
                                                   (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                  54.
67   CONTINUED:                                                     67

     Surveillance photos, mug shots, and rap sheets litter the
     table, wall, A VIDEO WALL, full multi-media.

     Dino places a PHOTO of Gloansy up.

                             DINO
               Albert Magloan. Only in Boston is
               a guy named `Albert MacGloan.'

                             FRAWLEY
               Never walked by a car he didn't
               boost -- one of these kids can
               start your Cherokee for you while
               you're lookin' for your keys.

                             DINO
               James Coughlin. Shot Brendan
               Leahey by the cemetery behind
               Mishawum when he was eighteen.
               Pled it out. Judge asked why he
               did it, said: `I didn't like the
               kid.' Served nine for
               manslaughter. Father killed in
               prison. Mother died HIV. Left
               him and the sister this three-
               banger. Townie, hijacker, killer,
               shithead.

                             FRAWLEY
               These guys plan and execute with
               sophistication and discipline --
               and we know that ain't Coughlin.
               We believe the architect is
               Coughlin's best friend -- Douglas
               MacRay.

                             DINO
               Lives in the same house, dates
               Coughlin's sister, who likely
               mules for the Florist who used to
               employ... MacRay's father -- you
               need a Venn diagram for these
               fucking people --

     Laughs in the room.   Stills of executed guards on the
     video screen.

                             FRAWLEY
               Mac senior got life for the Nashua
               job. They hijacked the bread
               truck to New Hampshire -- a guard
               saw his face, they executed both
               of them with their own guns.
                             (MORE)

                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                  55.
67   CONTINUED: (2)                                                   67
                             FRAWLEY (CONT'D)
               Big Mac's legacy is that now no
               driver of an A car is allowed out
               of the cab even if they have a gun
               to his partner's head.

                               DINO
                 Young MacRay did a skid bid --
                 Eight months easy for going over
                 the counter of a BayBank with a
                 nailgun after he washed out from
                 pro hockey.

                               BPD TASK FORCE OFFICER
                      (formerly Male Cop)
                 Pro hockey?

                               DINO
                 He was a big deal for a minute.
                 Went to camp but -- here's a
                 shocker, he started fightin'
                 guys --

                               AGENT QUINN
                      (formerly Female Cop)
                 Don't they pay you to fight in
                 hockey.

                               DINO
                 Not guys on your own team.

                               FRAWLEY
                 MacRay came home and joined the
                 family business. Same song: got
                 into oxycontin, Townie Grape Nuts
                 -- MacRay's hockey ship sailed
                 with the narcotics --

     Frawley indicates a chart showing various MG of Oxycontin
     pills.

                               FRAWLEY
                 Most come in a large 80 milligram
                 green pill and because you people
                 here have a one-track mind,
                 they've picked up a unique local
                 nickname.

     Pause.

                               DINO
                 Green monsters.

     Laughter.


                                                        (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                  55A.
67   CONTINUED: (3)                                                  67

                               FRAWLEY
                 I love this town.

     More laughs.

                               FRAWLEY
                 We're a long way from a grand jury
                 but if those aren't our guys --
                      (thinks what to say)
                 ... I will make love with Dino.

     Laughter.   Dino rolls his eyes.    Guys start moving.

                               DINO
                 How is that a win for me?


68   EXT. HARVARD SQUARE EATERY - DUSK                               68

     Claire and Doug eat pizza at outdoor tables. His is
     plain. Hers is Hawaiian, pineapple and sausage.

                                CLAIRE
                 So, I've been telling my friends
                 all about you.

                                DOUG
                 Oh yeah?   All good things, I hope.




                                                       (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 56.
68   CONTINUED:                                                      68

                              CLAIRE
               Mostly good.

                             DOUG
                    (smiles)
               What do they say?

     Her momentary pause tells Doug the answer.    Of course.

                             DOUG
               Overcome with jealousy. You moved
               to Charlestown and snagged a rock-
               breaking Townie.

                             CLAIRE
               They just think it's a rebound.
               Rebound from what? The robbery?
               Anyway, I feel estranged from them
               now. They still have this,
               carelessness -- which I envy but
               at the same time I hardly
               understand anymore. It feels like
               I'm leaving them behind.

                             DOUG
               I know what you mean.

                             CLAIRE
               My brother died on a day like
               this. I was holding his hand.

     The sun is bright through the shop.

                             CLAIRE
               The room smelled like bedpans and
               plastic flowers. The sun was
               bright through the windows. Now
               on really sunny days I think about
               someone dying. That's wrong,
               isn't it?

                             DOUG
               I'm sure he'd be glad you're
               thinking of him.

     She smiles, the mood is melancholy but they are no less
     connected to one another.

                             DOUG
               I'm having a good time.     This is a
               good day.

     She sets her napkin on the table, pushing back her chair.


                                                       (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 57.
68   CONTINUED: (2)                                                 68

                            CLAIRE
               Good. Then you'll miss me while
               I'm gone.

     Claire disappears inside to the bathroom. Doug sits
     back, tipping his chair, looking up at a jet trail in the
     sky.

     Someone pokes him in the back of the neck.

                                VOICE (O.S.)
               Money, Bitch.

     Doug tenses -- but notices the rest of the diners eat
     calmly. He turns and sees that it's Jem.

                             JEM
               What're you doing here?

     Jem steps over the low fence, drops into Claire's seat.

                                DOUG
                       (watching the door)
               What?

                                JEM
               Fuck is this?     Who you here with?

     Jem scoops up Claire's slice and bites in.

                                DOUG
               No one.

                                JEM
               No one?

     Jem picks up Claire's lemonade glass.     He puts his lips
     on her straw and SUCKS.

                                JEM
               What is this?

     Doug peels off two twenties, making to stand. He sees
     the pizza is "Hawaiian" pineapple and sausage.

                                JEM
               Is this yours?

                             DOUG
               You wanna get outta here?

                             JEM
               Naw, naw, I'm cool.     Let me get a
               beer.

                                                      (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                58.
68   CONTINUED: (3)                                               68

     The door opens and Claire steps back outside. Doug goes
     deaf -- the sound of a passing jet. Without sound,
     Claire's lips say, "Hi."

     "Hey," says Jem, chewing. He surrenders his seat with a
     flourish -- SOUND RETURNING to Doug's ears.

                                CLAIRE
               I'm Claire.

                                JEM
               Jem.

                                CLAIRE
               Jim?

                              JEM
               Jem.   Just Jem.

     Claire nods, turning to Doug for help.

                             JEM
               I'm a friend of this loser. He
               lives with me. Not with me,
               domestic partners. Above me, my
               house. Third floor of my house.

     Claire sits staring across the table at silent Doug.

                             JEM
               Yeah, I saw the Avalanche parked
               around the corner.
                    (to Doug)
               I told you that thing stands out.

     Doug flashes to Jem, realizes he has been following him.

                                CLAIRE
               The Avalanche?

                             JEM
               His truck. The work truck.
               Duggy's quite the worker.

                             CLAIRE
               You two have been friends a long
               time?

                             JEM
               Like brothers. Since we were six.
               But he never breathed a word about
               you, the secrets with this one.

     Doug sees JEM's TATTOO on his NECK: FIGHTING IRISH GUY
     WITH BAG OF MONEY JUST LIKE CLAIRE DESCRIBED.
                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 59.
68   CONTINUED: (4)                                                  68

                             CLAIRE
               I'm sorry, did you say your name
               was Jim or Gem?

                             JEM
               Both actually. Teachers always
               used to say, `You can have this
               one, he's a real gem.' It kind of
               stuck.

     Claire smiles.

                              JEM
               So what do you do for yourself
               there, Claire?

     Claire takes up her lemonade. Her lips move to the
     straw. She takes a long draw as Doug looks on, helpless.

                             CLAIRE
               I work in a bank.

                              JEM
               Oh yeah?   Which one?

                             CLAIRE
               Cambridge Merchants.

                             JEM
               Wasn't that the one -- ?

                             CLAIRE
               We were robbed, yeah.

                             JEM
               Yeah, I read about that.     So how'd
               you two meet?

                             CLAIRE
               Um... we met in a Laundromat.

                             JEM
               Love among the bleach.     Happens
               more than you think.

     Doug dead-staring at Jem now.     No cracks in Jem's facade.

                             CLAIRE
               Funny, he never mentioned you
               either.

                             JEM
               Oh, you can't believe a word he
               says, Claire.

                                                       (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                60.
68   CONTINUED: (5)                                               68

                             CLAIRE
               You mean he's not really an
               astronaut?

                             JEM
               Well -- that one's true. We're in
               the space program. So if you got
               any friends interested in --
               manned exploration, preferably
               redheads.

                             CLAIRE
               I'll let them know.

                             JEM
               Don't get too used to your life of
               leisure here. Duggy -- he's a
               real workaholic...

     Jem's smile vanishes a moment under his dead eyes as he
     rises to leave.

                             JEM
               ... always taking his work home
               with him.

     Jem TURNS and we see that he is ABOUT TO REVEAL HIS
     TATTOO TO CLAIRE. Quickly, Doug has to WRAP HIS ARM
     AROUND JEM'S NECK and BACK in a manufactured show of
     AFFECTION.

     Jem looks to Doug, nods, moves off, DOUG KEEPS HIS HAND
     OVER THE TATTOO.

     Claire watches him go.   She turns to Doug.

                             CLAIRE
               I guess you haven't been telling
               all your friends about me.


69   INT. JEM'S APARTMENT - DAY                                   69

     Jem is in his apartment.   Doug enters.

                             DOUG
               Who you following, Jem?   Me or
               her.

                             JEM
               I think that's my line, right
               here.

                             DOUG
               Look, I know what I'm doin'.
                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)              61.
69   CONTINUED:                                                   69

                             JEM
               Oh, so you're trying to get us
               jammed up? Tell me you got a move
               here. Because the only
               explanation I see is... you got
               sprung like a bear trap on some
               tuned-up pussy and gave us all to
               the one person who can give us to
               the G.

                             DOUG
               Calm down... we need to be smart
               right now.

                             JEM
               Smart? Oh, let's start fuckin'
               all the witnesses. I'm blowin'
               the assistant manager. Am I smart
               now?
                    (beat)
               And no -- I didn't tell the guys,
               only because I want them focused
               on the next thing.

                             DOUG
               It's not ready.

                             JEM
               Then fucking make it ready.

                             DOUG
               I don't like the guards on the
               next thing. Driver looks like GI
               Joe, with the vest on the outside,
               tucks his pants into the boots.

                             JEM
               The truck is waist high.

                             DOUG
               Relax. We'll find a truck with a
               fat kid for a guard who don't
               think he's special forces.

                             JEM
               `Relax' there's gonna be fuckin'
               snow on the ground.

                             DOUG
               What are you, late on Florist
               payments? Oh I thought it was for
               a job? How much you in for? He
               can't wait a month?


                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                62.
69   CONTINUED: (2)                                                 69

                             JEM
               Duggy, I know you're happy in fuck
               city over there --
                    (beat)
               But I waited nine years in Walpole
               for you, motherfucker. Nine
               years. I'm done waitin'.

     This seems to affect Doug.   He shakes his head, stuck.

                              DOUG
               We need to hit pause after this.
               It's too many.

                             JEM
               Then we need enough to hibernate.
               I got no problem gettin' in the
               back of the truck.

                             DOUG
                    (walking out)
               We end up in the can, remember
               whose idea this was.

                             JEM
                    (calling out)
               Say hi to my boyfriend for me.

                              DOUG
               Fine.   Good by Friday.


70   INT. BOYS AND GIRLS CLUB HOCKEY RINK - DAY                     70

     A KID is SWATTED IN THE FACE WITH AN INFLATABLE BAT. IT
     starts a small fracas. Claire breaks it up. She directs
     some KIDS into another area and idly scans the walls; we
     see a BULLETIN BOARD. See HOLDS HER LOOK.

                             CLAIRE (V.O.)
               I saw your picture yesterday.


71   INT. CLAIRE'S APARTMENT - NIGHT                                71

     Doug is at Claire's, on her couch. She is next to him.
     His heart rate goes up and his instinct kicks in.

                             DOUG
               Sure it was me?

                             CLAIRE
               Pretty sure, yeah.

     He holds her look.   She's giving him nothing.
                                                      (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)               63.
71   CONTINUED:                                                    71

                             CLAIRE
               Why do you look horrified. You
               weren't the only hockey player in
               the nineties with a mullet.

                              DOUG
               Oh, yeah.   Boys and Girls.

                             CLAIRE
               It's under a local heroes banner --

     He is a little embarrassed.

                             CLAIRE
               When I said I knew you, they acted
               like I was dating Tiger Woods. It
               was almost like they were
               intimidated of me.

                             DOUG
               I wasn't that good.

                             CLAIRE
               Apparently you were `drafted.'
               I'm pretty sure they only do that
               to the good players.

                             DOUG
               Yeah. I was drafted like a lot of
               other guys. And I didn't do what
               it took to make the team. And I
               got a second chance and I blew
               that, too. When it was over for
               me I wasn't smart enough to see it
               or classy enough to accept it. So
               I did a lot that make things
               worse. I look at that picture and
               see a kid who thinks he knows
               everything and is about to throw
               it all away.

     Doug's honesty takes him by surprise and has a propulsive
     quality.

                             DOUG
               Can I be your boyfriend?

     She smiles, surprised.

                              CLAIRE
               I haven't had a `boyfriend' since
               sixth grade...

     The gap between them closes, and the kiss, once it comes,
     is at once both soft and electric.
                                                     (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                   64.
71   CONTINUED: (2)                                                  71

                             DOUG
               We should go in your room. I'm
               not trying to push things but my
               uncle the bus driver lives across
               the way and he can see right into
               this apartment.


72   INT. CLAIRE'S ROOM - NIGHT                                      72

     Claire and Doug, in her bed. Love scene. We don't hear
     what they're saying. The sound of score and the DRIFT of
     the CAMERA creates something impressionistic.


73   INT. CLAIRE'S ROOM - LATER                                      73

     Claire and Doug lie in bed.

     We CUT BETWEEN her in bed and her AT THE BEACH being let
     off by Doug as PLANES FLY OVERHEAD and she takes her
     blindfold off. See Doug whisper in her ear in the WORK
     VAN.

                             CLAIRE
               Robbery. They know that two
               hundred thousand dollars spent on
               a guard rail will save one life
               every ten years. Actuaries know
               one person in a thousand banks
               over twenty years will lose half
               their eyesight in a robbery and
               they price that in with costs like
               cleaning solvents and condiments.
               They can see the future. People
               will rob a bank. A boy will die
               of cancer. It's already accounted
               for and set aside and now we're
               just here waiting to make good on
               the debt. I don't mind paying
               what I owe. I just don't like
               surprises.


74   EXT. OUTSIDE CLAIRE'S DOOR - NIGHT                              74

     Doug exits Claire's door.    The Monument.   The Tobin.


75   EXT. CITY OF BOSTON - CRACK OF DAWN                             75

     The city as the sun peeks over the edge of the world.
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                65.


76   INT. SEEDY HOTEL ON MELNEA CASS BLVD. - SERIES OF SHOTS -      76
     EARLY MORNING

     We see Jem, Doug, Gloansy and Dez as they prepare.


77   INT. SEEDY HOTEL ON MELNEA CASS BLVD. - SHOWERS - MORNING      77

     Scrubbing down vigorously in the shower, thick brushes
     over hands, trying to remove as much loose skin as
     possible.


78   INT. SEEDY HOTEL ON MELNEA CASS BLVD. - MORNING                78

     Preparing the weapons -- Jem meticulously wipes down not
     just each weapon but each piece of AMMUNITION with an
     ALCOHOL SWAB, eliminating DNA traces.

     Magazines for the AK-47s are held together, separated
     only by the broken end of a paintbrush and HOCKEY-TAPED
     together. They are then SNAPPED INTO PLACE.


79   INT. SEEDY HOTEL ON MELNEA CASS BLVD. - MORNING                79

     Each man puts on a black track suit, taping it down at
     the ankles and wrists.


80   INT. DARK SPACE - MORNING                                      80

     Dez, Jem, Gloansy and Doug huddled across from one
     another, in a dark space -- packing weapons into large
     duffel bags. They place masks on top of the bags, zip,
     etc.

                                                          CUT TO:


81   OUTSIDE THE DARK SPACE                                         81

     We REVEAL that the four of them are inside:


     EXT. DEZ'S VERICOM TRUCK - DAY

     We see it in a parking lot across from an EASTERN BANK.


82   INT. FRAWLEY'S CAR - SAME TIME                                 82

     Frawley and Dino are parked at the other end of the lot,
     Frawley looks through BINOCULARS at the VERICOM TRUCK.
     They have the guys STAKED OUT.
                                                   (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)              66.
82   CONTINUED:                                                  82

     A THIRD, MIDDLE-AGED SURVEILLANCE AGENT (50) is in the
     back seat.

                             FRAWLEY
               When did he get here?

                             SURVEILLANCE AGENT
               Six this morning according to GPS
               we have on his truck. So we
               alerted you.


83   INT. DARK SPACE - CONTINUOUS ACTION                         83

     The four guys conference, Jem checking slide on a
     handgun. He and Doug are OPPOSITE one another.

                             DOUG
               No one needs to get hurt. Act
               like pros, we're out safe and
               easy.

                             JEM
                    (gives them a look)
               These guards like to test you
               though. They want to get hurt for
               ten dollars an hour, don't get in
               their way.


84   EXT. DEZ'S VERICOM TRUCK PARKING LOT - WIDER SHOT - SAME    84
     TIME

     lets us see, as we MOVE THROUGH the parking lot, EVERY
     THIRD CAR HAS UNDERCOVER OR UNIFORMS IN IT.


85   INT. FRAWLEY'S CAR - SAME TIME                              85

     Frawley, Dino and the younger agent wait.

                             DINO
               Let's go pop the door and kick
               their fucking nuts in.

                             FRAWLEY
               We should wait for them to commit
               a crime, don't you think?

     The middle-aged agent, LEVINE, tries to chime in.

                             LEVINE (MIDDLE-AGED AGENT)
               Weapons, conspiracy...


                                                   (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)              67.
85   CONTINUED:                                                   85

                             FRAWLEY
               A real crime, Levine. Dino, they
               aren't going home in the cable
               van. No switch car, this is
               probably surveillance.

     A VOICE comes over the radio.

                             CAPTAIN (V.O.)
                    (on radio)
               Ran a q-hot on the parking lot.
               That Cherokee is boosted. It's
               gotta be their getaway.

     Frawley goes ashen.

                             FRAWLEY
               Call SWAT, now.


86   INT. DARK SPACE - CONTINUOUS ACTION                          86

     Jem holds up a bullet and shows it to Doug.

                             JEM
               7.62 round. Go through a car
               door, a vest and the ceramic chest
               plate, an engine block and two
               people.

                             GLOANSY
               They give you a nice boost to your
               sentence for that.

                             JEM
               They gonna tack twenty years to
               two hundred? They go after me --
               I'm taking motherfuckers with me.
                    (to all)
               And you better be ready to use
               yours or don't open the door.

     They exchange looks.

                             DOUG
               Let's go.


87   INT. FRAWLEY'S CAR - SAME TIME                               87

     They see the DOORS OPEN on the TRUCK!

                             FRAWLEY
                    (drawing his gun)
               They're coming out!
                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                   68.
87   CONTINUED:                                                      87

     They get out and draw their weapons.


88   EXT. WORK TRUCK - SAME TIME                                     88

     Police move forward towards the truck.      COPS SWARM.

                               POLICE
               DON'T MOVE!!!    ON THE GROUND!

                                                           CUT TO:


89   INT. DARK SPACE - SAME TIME                                     89

     We counter with the guys as they rise and open the door,
     revealing they were in a BLACKED-OUT HOTEL ROOM and NOT
     THE VAN, they EXIT INTO THE STREET and TOWARDS THEIR
     WAITING CAR.


90   INT. DEZ'S VERICOM TRUCK - SAME TIME                            90

     A RED-FACED LOCAL TOWNIE gets out. He is wearing
     civilian clothes and sleeping off a decent drunk.

     This fear is matched in intensity by Frawley's
     frustration and anger.

                               FRAWLEY
               Motherfucker!

     Levine tries to make sense of it.

                             SURVEILLANCE AGENT
               They must have had him drive the
               van and follow them in a car we
               don't have...

                             FRAWLEY
               Nothing gets past you... except
               the people you are salaried not to
               let get past you -- in which case
               you're a fucking sieve.

                               DINO
               Easy.

     He moves Frawley away.

                             DINO
               You want to close the bridge?
               Just put someone there at least?


                                                       (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                69.
90   CONTINUED:                                                   90

                             FRAWLEY
               That's a metaphor, Dino. Do I
               want to close a major traffic
               artery and compound our
               professional embarrassment for a
               fucking wive's tale? No.

                              DINO
               Just asking.


91   INT. MINIVAN (HANOVER ST.) - MOMENTS LATER                   91

     GLOANSY drives the MINIVAN through the North End. DOUG
     and JEM are in the BACKSEAT. They hold their weapons and
     masks on their laps so they cannot be seen from outside
     the car.

                             JEM
               What happened to eight forty-five?

                             DOUG
               They're late, is what happened.

     Many ITALIAN RESTAURANTS ARE LOADING IN THEIR FOOD FOR
     THE DAY.

     Gloansy is caught off guard -- he has to STOP SHORT.

                              DOUG
               Easy.

                             GLOANSY
               Watch it now, I got six gallons of
               premium back here.

     Reveal a number of JERRY CANS of gasoline that are wedged
     in the back of the minivan.

                             JEM
               You're all right.     That's just
               regular.

     They turn and head down a street past a Catholic school.

                              DOUG
               Fuck.

                              JEM
               What?

                             DOUG
               The Catholic school.


                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 69A.
91   CONTINUED:                                                      91

                                JEM
               What about it?

                             DOUG
               What if they have nine AM in the
               yard like St. Ansem's?

                             JEM
               What if they're having their prom?
               It's two different schools.

     They must circle the block, orbiting while they wait for
     the truck to arrive. No one says a word, until:

                                GLOANSY
               Here we go!

     The ARMORED CAR turns out onto the street in front of
     them and pulls up in front of the bank.

     Our guys will time their arrival just as the Courier is
     opening the back door of the truck and loading money.

     96fps on a boy on the sidewalk, looking into the minivan.


     ANGLE ON THE MINIVAN

     Three masked men with submachine guns ride by.     One LOOKS
     RIGHT AT THE BOY.

     RAMP UP to 24fps.

     The Courier opens the back.      The MINIVAN DOORS SPRING
     OPEN SIMULTANEOUSLY.

     Doug and Jem JUMP from the car, weapons out.

     Doug knocks down the courier.

                             DOUG
               Courier, get on the ground.

     The GUARD FLAILS. Doug QUICKLY SUBDUES HIM, grabs the
     COAL BAG. He stands over him, waiting for Jem.

     Jem GOES THROUGH THE BACK OF THE CAR looking for loot.




                                                       (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                70.
91   CONTINUED: (2)                                                91

     Some passersby are FROZEN IN PLACE.    A few WALK RIGHT BY,
     NOT NOTICING THE ROBBERY.

                             DOUG
                    (to pedestrians)
               It's all right. We're just
               getting our bailout money back.


92   INT. ARMORED TRUCK - CONTINUOUS ACTION                        92

     Jem is rifling through the truck's contents, packing the
     bags. He hears some YELLING O.S. He turns and sees:
     THERE IS NO DRIVER IN THE CAB!

                             YOUNG GUARD (O.S.)
               Get on the ground, you're under
               arrest!
                    (beat)
               Get out here! I got your friend.


93   EXT. HANOVER ST. - CONTINUOUS ACTION                          93

     Jem walks out of the back of the armored truck. The
     DRIVER/YOUNG GUARD HAS A HANDGUN TO DOUG'S HEAD. This
     guard is young and a little crazy. One of those guys who
     failed the test to be a cop so he became an A Car Guard.
     Obviously, he has been fantasizing about what he would do
     if he were ever robbed and his big day just arrived.

     Jem has his AK aimed at the guard. The Young Driver aims
     his gun alternately at Doug's head and neck.

                             YOUNG GUARD/DRIVER
               You motherfuckers are under
               arrest. Put that down.

     He indicates Jem's gun.

                             YOUNG GUARD/DRIVER
                    (indicates his chest)
               This is a bulletproof vest,
               motherfucker.

     Jem is very calm.

                             JEM
               I got one, too.

                             YOUNG GUARD/DRIVER
               Do he have a neck vest?

     Gun in Doug's neck.

                                                     (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                71.
93   CONTINUED:                                                   93

                             DOUG
               You're not supposed to come out of
               the truck.

                             YOUNG GUARD/DRIVER
               I ambushed you, motherfucker!

                             DOUG
               Put your gun down.   You're gonna
               get hurt.

     Jem takes stock of the Young Guard/Driver's personal
     arsenal.

                             JEM
               Oh, you got a speed loader...

                               YOUNG GUARD
               That's right.    And a bulletproof
               vest.

     A few things happen really quickly, Doug MOVES to get out
     of the way, the Guard AIMS at Jem and:

     BOOM BOOM BOOM BOOM.

     Jem shoots him four times in the chest.   The rounds sail
     through the vest.

     THE GUARD FALLS OVER SIDEWAYS, completely disoriented.

     Jem approaches the Guard and talks down to him:

                             JEM
               What happened to your vest?


94   INT. US DEPT. OF JUSTICE (1 CENTER PLAZA, 6TH FL) - SAME     94
     TIME

     Frawley and his entire staff mill around their office.
     Frawley's BLACKBERRY goes off. Then, to Dino:

                             FRAWLEY
               You see this? Something's in
               front of the camera.


95   INT. MINIVAN - CONTINUOUS ACTION                             95

     Gloansy fires up the car and they start down the street.

                             GLOANSY
               What the fuck happened?

                                                    (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                72.
95   CONTINUED:                                                   95

                             JEM
               I hope that fuckin' kid don't
               live.

     A SIREN goes off. They all turn back to see a POLICE
     CRUISER bearing down on them.

                             GLOANSY
               Must have been around the fuckin'
               corner.

     Jem picks the gun back up.

                               JEM
               Stop the car.

     Gloansy locks up the brakes. The CRUISER comes
     SCREECHING TO A HALT behind them.

     Jem and Doug get ready to light up the cruiser with AKs.

     Doug sees that behind the cruiser to one side is a
     schoolyard FILLED WITH CHILDREN.

                             DINO
               Wait, wait WAIT!


96   EXT. NORTH END STREET - MOMENTS LATER                        96

     The minivan comes CAREENING around the corner of a narrow
     street, nearly taking out a bench.

     A van is parked up on a sidewalk so the minivan is forced
     to drive up on the opposing sidewalk.

     The cruiser gives chase around several incredibly narrow,
     ancient turns and alleys -- built to accommodate horses
     (and even those only narrowly) in the 1700's. Driving
     though at 60 mph is harrowing.

     At one point the cruiser pushes the guys' tail, the car
     spins and they SHOOT THROUGH THE FRONT WINDSHIELD. Then
     they turn the car around and continue on. Another
     CRUISER joins the pursuit at this point. Another cruiser
     comes down a perpendicular street and Doug stands up out
     the side door and FIRES at that one while Gloansy BACKS
     OUT and turns around. ONE CRUISER continues pursuit.

     The chase lasts about thirty seconds until a car PULLS
     OUT in front of them AND SLAMS ON ITS BRAKES, forcing our
     guys to a halt.



                                                   (CONTINUED)
     THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 73.
96   CONTINUED:                                                    96

     The driver of the front car gets out, our guys go for
     their guns, we REVEAL the driver is DEZ in the "switch
     car."

     The guys jump out of the minivan, and leave it in the
     middle of the street, Gloansy grabs the bags of money
     while Jem uses the door for cover, taking aim at the
     cruiser who has pulled up behind them.

     Jem starts FIRING at the car, incredibly loud automatic
     rifle report-BANGBANGBANG -- quickly disabling it and
     forcing the driver out of the car.


97   INT. MINIVAN - CONTINUOUS ACTION                              97

     The back is filled with JUGS OF GASOLINE. Doug OPENS
     ONE, dumping as much of it as he can over as much area of
     the interior as he can. He calls to Jem.

                             DOUG
               Let's go.

     He stands back, cracks a Zippo and lets it drop.

     THE WHOLE THING GOES UP IN FLAMES.


98   EXT. SWITCH CAR (SALEM ST.) - CONTINUOUS ACTION               98

     They pile into the switch car as the minivan burns,
     blocking any pursuing traffic and take off.


99   INT. FBI HEADQUARTERS - 6TH FLOOR - SAME TIME                 99

     Frawley, Dino and several agents are in the bullpen area.
     Frawley is staring at IMAGES FROM THE ROBBERY as they
     come across his BLACKBERRY.

     Frawley lets the handset drop a bit.

                             FRAWLEY
               Dino.

     Dino is distracted.

                             FRAWLEY
               Dino.

                             DINO
               Yeah?

                             FRAWLEY
               Close the bridge.
                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               74.
99    CONTINUED:                                                  99

                                 DINO
                What?

                              FRAWLEY
                Close the fucking bridge!


100   EXT. CAUSEWAY ST. - SAME TIME                               100

      The Jeep Cherokee SCREAMS down the street, headed back to
      Charlestown. Gloansy drives without ever touching the
      brakes. We see he steers this car with a "suicide knob."


101   EXT. CHELSEA ST. FROM ABOVE - SAME TIME                     101

      Black and White cruisers light up their roofs.   Traffic
      pushes back.


102   EXT. CAUSEWAY ST. FROM ABOVE - HELICOPTER                   102

      The Jeep flies down the wrong side of the street, headed
      for the bridge.


103   EXT. CHELSEA ST. - SAME TIME                                103

      The cruisers move the traffic aside and make better
      speed.


104   EXT. CHARLESTOWN BRIDGE - HELICOPTER                        104

      The Jeep makes the bridge, zooms across it and onto Route
      99 towards Malden.

      We PAN WITH the Jeep and just as it goes out of sight,
      the CRUISERS ARRIVE, stopping traffic -- a moment too
      late.


105   INT. JEEP CHEROKEE - MOMENTS LATER                          105

      The four guys are elated.

                              GLOANSY
                That's how you drive a fuckin'
                car.

      Laughter and adrenaline.
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               75.


106   INT. SWITCH CAR - CONTINUOUS ACTION                         106

      Gloansy turns onto School Street, approaching the
      intersection of Tufts St. and O'Reilly Way.

      The guys grab their bags in one hand, rifles in the
      other, still wearing masks.

      As they hit the intersection, Gloansy pulls up behind the
      SECOND SWITCH CAR and they JUMP OUT.


107   EXT. TUFTS ST. AND O'REILLY WAY - CONTINUOUS ACTION         107

      Dez, Doug, Jem and Gloansy come out of the Jeep, carrying
      duffel bags in one hand and AK's in the other. They stay
      low and move quickly.

      As they get to the second switch car, Doug looks across
      the street (TOWARDS CAMERA) and sees something that stops
      him cold. The other four guys stop immediately after.

      REVEAL: A POLICE OFFICER ACROSS THE STREET -- SITTING IN
      HIS CAR STARING BACK AT THEM.

      The cop is in his late fifties, doing lazy duty on a
      construction site. Now he finds himself no more than
      thirty feet from four guys with bags, masks and assault
      rifles.


      ANGLE ON OUR GUYS

      Not moving a muscle.


      ANGLE ON THE COP

      His face hasn't even had time to react to what's
      happening in his brain.

      After a long beat, the cop simply TURNS HIS HEAD THE
      OTHER WAY, holding his stare in the opposite direction.

      Our guys wait a beat, frozen still... Then they simply
      pick up where they left off, throw their stuff in the
      switch car, fire it up and get on their way.


108   INT. THIRD SWITCH CAR - MOMENTS LATER                       108

      Doug, Jem, Gloansy and Dez all tear off their masks and
      start stashing their weapons.


                                                    (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 76.
108   CONTINUED:                                                    108

                              DEZ
                What the fuck was that?

                              JEM
                He didn't want to end up on the
                wall at the VFW.


109   EXT. SALEM ST. - SAME TIME                                    109

      Police are everywhere. The burned-out minivan is
      cordoned off. Dino and Frawley are taking stock of the
      scene.

                              FRAWLEY
                Did you print the van?

      Frawley walks closer to the minivan.   The bullet-riddled
      cruiser is still behind it.

                              DINO
                The van is a volcano.

      OVER the following we see:

      MONEY BANDS BURNING IN A SAFE HOUSE

      CASH BEING POURED INTO A DRYER

      A CRUMMY BASEMENT WHERE THEY ARE HANGING OUT AND SMOKING.

      A LITTLE KID WHO HAS BEEN EVICTED FROM PLAYING VIDEO
      GAMES FOR THE GUYS TO DRINK AND CHOP MONEY AND DRUGS.

                              FRAWLEY
                Just find something and make it
                look like something that looks
                like a print.
                     (circles car)
                Because right now they're burning
                the money bands in a safe house --
                where someone's cousin's wife's
                sister got paid twenty thousand
                not to be home for the day. Their
                alibis were paid a week in
                advance. We won't find any DNA
                here or on the switch car. And
                that, as they say, is the end of
                that. This is the `not fucking
                around' crew. So, get me
                something that looks like a print
                so I can shake their tree. `Cause
                the not fucking around thing is
                about to go both ways.
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 77.


110    EXT. BOSTON SAND AND GRAVEL - NEXT DAY                        110

       Several POLICE OFFICERS are waved over to Doug, who JOGS
       UP to them, carrying his hard hat. He nods at them,
       expecting this, and heads with them to their car.


111    OMITTED                                                       111


112    INT. CRUISER - MOMENTS LATER                                  112

       Doug sits handcuffed in the back, looking out over the
       front onto the road.

                               DOUG
                      (to the cop driver)
                 You might not want to take Storrow
                 Drive unless you're gonna light up
                 the roof.


113    OMITTED                                                       113


A114   INT. PHOTO AREA - CONTINUOUS ACTION                           A114

       ALL FOUR GUYS ARE PHOTOGRAPHED SEPARATELY.


114    INT. INTERROGATION ROOM - DAY                                 114

       Jem is seated at a table.   Several police sit beside him.
       Frawley enters.

                               FRAWLEY
                 Mr. Coughlin --

                               JEM
                 Lawyer.

       And that's all he'll say.   Frawley looks at him, at the
       cops. That'll do it --


A115   INT. POLICE STATION - SMALL INTERROGATION ROOM - DAY          A115

       Doug sits across from officer recording his voice, by
       rote.

                               DOUG
                 Courier, get on the ground.
                 You're going to get hurt.
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                78.


115   INT. POLICE STATION - SMALL INTERROGATION ROOM - DAY         115

      Same room Doug was in. Gloansy, who has been arrested
      for car theft eighteen times since he was eleven, is
      accustomed to this process.

                              GLOANSY
                Courier, get on the ground before
                I pop your fucking teeth out.

      Something garbled is said O.S.; Gloansy responds.

                              GLOANSY
                I know, but I'm tryin' to make it
                sound authenticious. Your shit
                don't sound right?
                     (beat)
                What's a courier? Were they
                robbin' ten speeds? I'm playin'.


116   INT. INTERROGATION ROOM - DAY                                116

      Doug and Dino enter. Dino waves at Doug to have a seat.
      There is a seat and three chairs.

                              DINO
                Have a seat, son.

                              DOUG
                Thanks.

                              DINO
                I knew your father.

                              DOUG
                Me, too.

                              DINO
                I helped put him away.
                     (smiles)
                Got a few years left on his bid.

      Doug opts not to reply, knows where this routine goes.

                              DINO
                I hear they got to the old guy.
                Split him up the back. You'd
                think they'd go after a younger
                kid. Makin' a statement, I guess.
                Charlestown crew ain't what it
                used to be. Dorchester, Southie
                makin' a move. Maybe you can
                change that when you're up there.

                                                    (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)              79.
116   CONTINUED:                                                 116

      Dino smiles in his eyes, tweaks his head.

                              DINO
                You know we pulled a print off the
                van, right?

      Doug is opaque.

      The DOOR OPENS and Frawley enters. He walks over to Dino
      and stands beside where he is sitting, across from Doug.

                              FRAWLEY
                Do you know what they teach us at
                the academy, Mr. MacRay?
                     (off no response)
                During interrogations, always
                begin treating the subject kindly
                so as to win his trust, the logic
                being that you can always turn
                ugly later but it's very difficult
                to start off unsympathetic and
                later become what we call a
                `trusted figure.'

      Frawley takes a large file, conspicuously labeled
      "MacRay" and puts it on the table between them.

                              FRAWLEY
                Even in light of that, Doug, I
                gotta tell you... you're an
                asshole.

      He points to photos on the wall of the armored car that
      was robbed.

                              FRAWLEY
                You didn't just roll a Star Market
                in Malden for a box of quarters.
                You banged it out in the North End
                with assault rifles at nine in the
                morning. You fucked yourself,
                right in the mouth. Because if
                the 7.62 rounds weren't enough to
                smear you with the scent of fetid
                meat and attract every slophound
                law enforcement from here to
                Springfield -- you fucking dummies
                shot a guard. Now you're like a
                half-off sale at Big and Tall:
                every cop is in line. However,
                this guard, who is two-thirds to a
                retard, has miraculously clung to
                life.
                              (MORE)

                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                80.
116   CONTINUED: (2)                                               116
                              FRAWLEY (CONT'D)
                If they gave me two minutes and a
                wet towel, I would personally
                asphyxiate that half-wit so we
                could string you up for federal M1
                and end this story with a bag on
                your head and a paralyzing agent
                running through your veins. This
                isn't Townie hopscotch anymore.
                You're threatening my job now and
                you've jeopardized things like
                dollars appropriated to our
                division -- matters so far beyond
                your extraordinarily limited scope
                of understanding that I seriously
                question the wisdom of even
                bringing it up. But I do want to
                say this so we're both very, very
                clear: because sometimes, in
                these circumstances, various
                parties bandy about the
                possibility of sentence reduction
                in exchange for cooperation, or
                otherwise assisting the
                prosecution.

      He leans over the table and looks Doug right in the eye.

                                FRAWLEY
                  Not this time. You're here today
                  so I could tell you personally
                  that you're going to die in
                  federal prison. And so are all
                  your friends. No deal. No
                  compromise. And when that day
                  comes, when you start trying to be
                  my hero collaborator so hard I
                  have to slap you to shut up -- and
                  it will -- despite your pitiable,
                  misguided, Irish `Omerta' -- when
                  your `code of silence' gives way
                  to the fear of trafficking in
                  cigarettes to prevent sexual
                  enslavement -- I just want you to
                  know, it's gonna be me who tells
                  you to go fuck yourself.

      A moment.   This sinks in.

                                DOUG
                  I thought it would be the federal
                  prosecutor who tells me to go fuck
                  myself.

      Frawley smiles.

                                                       (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)               81.
116    CONTINUED: (3)                                              116

                                   DOUG
                   Am I all set?

       He rises.

                                 DOUG
                   Next time you want to take
                   pictures of me and my friends,
                   could we do a calendar shoot?
                   Maybe lubed up on a tire or
                   something?

       This is the first time Dino and Frawley realize they were
       made on their surveillance.

                                 DOUG
                   Your antennas are the flat half-
                   inch matte black. Statie are pig-
                   tailed and BPD half and half.
                   Every peewee in the Town knows
                   what a Feebie rear antennae looks
                   like. So in the future, if you're
                   gonna try to be slick -- be
                   slicker than a ten-year-old.
                        (puts on coat)
                   Good luck with the print.

                                 FRAWLEY
                   Surveillance is picking him up on
                   his way out the door.

       A look from Dino.

                                 DINO
                   Should probably make sure no one
                   takes their own car.


A118   EXT. CHARLESTOWN STREET - DAY                               A118    *

       A FEMALE AGENT dressed up like a JOGGER and carrying an             *
       iPod is running down the street. She stops and leans                *
       over, catching her breath, next to Dez's VERICOM VAN.               *

       She surreptitiously slips the iPod under the red bumper             *
       where it sticks to the underside -- and jogs off.                   *


117    OMITTED                                                       117   *




                                                       (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)             82-84.
117    CONTINUED:                                                   117

                                                                            *
118    EXT. MCI CEDAR JUNCTION - NO MAN'S LAND - DAY                  118

       Guard towers.   Prisoners in isolated "dog run" cages.

       The "trap." Doug is stamped and frisked.   The trap doors
       open to reveal no man's land.


A119   INT. MCI CEDAR JUNCTION - VISITORS' AREA - DAY               A119

       The door to general population opens.   BIG MAC (60)
       emerges and is patted down by a C.O.

       Doug, signing in by C.O. #2, sees his father through the
       glass.

       The C.O. escorts Big Mac to his seat.


119    INT. MCI CEDAR JUNCTION - VISITORS' AREA - DAY                 119

       They talk to one another over telephones. Doug sees his
       father is in a different colored jumpsuit, indicated a
       disciplinary issue.

                               DOUG
                 You causing problems?

                               BIG MAC
                 You know how it is. Can't take no
                 shit.

                               DOUG
                 You're too old for this nonsense.

                               BIG MAC
                 Southie Pricks want to run
                 everything now.

                               DOUG
                 Fuck's sake. Mark Reilly's in
                 here. Billy Meeghan. Let them
                 pound it out.

                               BIG MAC
                 Some things you have to deal with
                 yourself.

       A long, quiet beat. Both men holding their phone
       receivers to their ears.




                                                        (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)            84A.
119   CONTINUED:                                                119

                              DOUG
                     (beat)
                I'm thinkin' about taking off for
                a while.

                               BIG MAC
                Takin' heat?

                              DOUG
                Making a change.




                                                    (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               85.
119   CONTINUED: (2)                                              119

                              BIG MAC
                Don't tell me `makin' a change.'
                Either you got heat or you don't.
                     (on to him)
                I heard a bread truck got dropped.

                               DOUG
                Yeah?   I didn't hear about it.

      C.O. #2 calls out:

                                C.O. #2
                FIVE MINUTES!

                              DOUG
                Let me ask you something.   In case
                I don't see you again.

      Doug's father looks skeptical.

                              DOUG
                Why didn't you look for her?

                                BIG MAC
                Look for who?

                              DOUG
                When my mother left. You never
                called her. Tried to find her.
                She might have come back.

                              BIG MAC
                When your mother left, you cried
                so hard that you were throwing up.
                All over the parlor. So I told
                you if you looked around you might
                find her, to give you an activity.
                I didn't think you would carry it
                like a fuckin' disease. You want
                to think she was an angel -- go
                ahead. But look out your front
                door. How many twenty-two-year-
                old girls are out there -- fucking
                around, with kids they don't want
                and no sense in their head? Your
                mother wasn't no different.
                That's the hard truth. I made my
                peace with it. Make yours. I
                didn't look for her `cause there
                was nothin' to find.
                     (regards his son)
                I got to die five times before I
                get out of here.
                              (MORE)

                                                      (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)                   86.
119    CONTINUED: (3)                                                  119
                                BIG MAC (CONT'D)
                       (beat)
                 But I'll see you again.
                       (taps visitor's
                        glass)
                 This side or the other.


A117   INT. FRAWLEY'S APARTMENT - NIGHT                                A117   *

       This scene comes after Doug's visit to his father.                     *
       Frawley is feeling stymied, burning midnight oil.                      *

       We MOVE THROUGH his apartment, see that there are still                *
       unpacked boxes. Little furniture, an open bottle. He                   *
       stands going through case files, computer on and looks up              *
       at his own WALL which, like the FBI, is COVERED WITH                   *
       IMAGES.                                                                *

       He is looking at images from the NORTH END ROBBERY.    He              *
       sets them down.                                                        *

       He picks up a CAMBRIDGE TRUST set of pictures.    Leafs                *
       through them.                                                          *

       WITNESSES:                                                             *

       We see Barnes, then Claire.                                            *

       He holds his look on Claire's photo.                                   *


B117   INT. FBI FRAWLEY'S OFFICE - DAY                                 B117   *

       Frawley pacing, on the phone, looking out the window.                  *

                                  FRAWLEY                                     *
                    Claire Keesey, please.                                    *
                         (beat)                                               *
                    She's the manager.                                        *
                         (beat)                                               *
                    Since when?                                               *


C117   INT. FBI WORKSPACE - DAY                                        C117   *

       Frawley and Dino.                                                      *

                                  FRAWLEY                                     *
                    -- she may have a good reason for                         *
                    quitting, but procedure says                              *
                    follow up, and that's how you do                          *
                    this job.                                                 *

                                  DINO                                        *
                    Okay...                                                   *
                                                        (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)               86A.
C117   CONTINUED:                                                C117

                               FRAWLEY                                     *
                 Get the warrant. Land, cell, fax,                         *
                 e-mail, Skype, the whole fucking                          *
                 thing.                                                    *


117R   INT. CLAIRE'S APARTMENT - DAY                                117R   *

       We START ON BOXES FROM CAMBRIDGE SAVINGS BANK.    Claire's          *
       things. Pictures, etc. UP TO Doug.                                  *

                               DOUG                                        *
                 Why didn't you tell me you quit                           *
                 your job?                                                 *

                               CLAIRE                                      *
                 Why don't you tell me what's in                           *
                 the box?                                                  *

       We see Doug holds a JEWELRY BOX in his hands.                       *

                               DOUG                                        *
                 Did anyone get ahold of you after                         *
                 you left? Say anything to you?                            *

       Doug reflexively glances out the window.                            *

                                  CLAIRE                                   *
                 No.                                                       *

                                  DOUG                                     *
                 What happened?                                            *

                               CLAIRE                                      *
                 I felt like I was drowning every                          *
                 day. So yesterday I quit.                                 *

                               DOUG                                        *
                 What are you gonna do?                                    *

                               CLAIRE                                      *
                 I don't know, teach. Volunteer                            *
                 full time. I saved a little bit.                          *

                               DOUG                                        *
                 What if I told you I was gonna                            *
                 quit, too?                                                *

                               CLAIRE                                      *
                 I guess I'd have company.                                 *

       He hands her the box.                                               *



                                                        (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)                  86B.
117R   CONTINUED:                                                   117R

                                  DOUG                                     *
                    Why don't we do it together.                           *
                         (self-conscious)                                  *
                    It's just a necklace.                                  *

                                    CLAIRE                                 *
                    My God, Doug.                                          *

                                  DOUG                                     *
                    Maybe we could go somewhere for a                      *
                    minute. Take a trip.                                   *

                                  CLAIRE                                   *
                    I can't -- This is too much money --                   *

                                    DOUG                                   *
                    No it isn't.                                           *

                                  CLAIRE                                   *
                    I hope you didn't sell your truck.                     *

       He smiles.                                                          *

                                  DOUG                                     *
                    People tell themselves every day                       *
                    they're gonna change their lives.                      *
                    They never do. Let's do it.                            *

                                  CLAIRE                                   *
                    Where would we go?                                     *

                                  DOUG                                     *
                    I don't know. I found a spot in                        *
                    Tangerine Florida, check out my                        *
                    grandmother's place -- but we                          *
                    could go wherever you want. See                        *
                    when we got there.                                     *

                                  CLAIRE                                   *
                    What would we do?                                      *

                                  DOUG                                     *
                    I saved a little bit, too.                             *

                                 CLAIRE                                    *
                         (re: necklace)                                    *
                    After this?                                            *

                                  DOUG                                     *
                    Look, there some things we don't                       *
                    know about each other -- I know                        *
                    that.                                                  *

                                  CLAIRE                                   *
                    What does that mean?                                   *
                                                           (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)              86C.
117R   CONTINUED: (2)                                           117R

                               DOUG                                     *
                 You might -- Between what people                       *
                 think about me and things I'm not                      *
                 proud of -- don't leave a lot of                       *
                 room.                                                  *

                               CLAIRE                                   *
                 I know who you are.                                    *

                                 DOUG                                   *
                 You do?                                                *

                                 CLAIRE                                 *
                 Yes... yes.                                            *

                               DOUG                                     *
                 Yes, you want to go?                                   *

                                 CLAIRE                                 *
                 Yes.    I want to go.                                  *

       This is the happiest Doug has ever been.                         *

                               DOUG                                     *
                 You, you won't regret that. I'll --                    *
                 just let me, let's go tomorrow.                        *

                                 CLAIRE                                 *
                 Tomorrow?                                              *

                                 DOUG                                   *
                 Yeah.                                                  *

                                 CLAIRE                                 *
                 Soon.                                                  *

                               DOUG                                     *
                 You want to wait? I want to go.                        *
                 I want to be with you. Away from                       *
                 here. I want to start now.                             *

       She smiles.                                                      *

                               CLAIRE                                   *
                 Let's start now.                                       *

       Heaven.                                                          *


D117   INT. FBI BULLPEN AREA - DAY                               D117   *

       This scene comes immediately after the new scene with            *
       Doug and Claire where she agrees to go away with him.            *
       Frawley approaching Dino who is set up with a laptop.            *

                                                       (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)              86D.
D117   CONTINUED:                                               D117

                                 FRAWLEY                               *
                 What is it?                                           *

                               DINO                                    *
                 Call between Claire Keesey and a                      *
                 burner cell, one hour ago. See if                     *
                 you can recognize the voice.                          *

       Dino hits "PLAY" on the laptop and we watch the WAV             *
       signal start to dance on screen. The voices, of course,         *
       are instantly recognizable.                                     *

                               DOUG (V.O.)                             *
                      (on computer)                                    *
                 Can I come by there? I want to                        *
                 talk to you.                                          *

                               CLAIRE (V.O.)                           *
                      (on computer)                                    *
                 Yeah, where've you been?                              *

                               DOUG (V.O.)                             *
                      (on computer)                                    *
                 I got held up. Sorry. I'm coming                      *
                 from my place so you can come down                    *
                 the back and let me in?                               *

       Dino hits "STOP."    Looks at Frawley.                          *

                               FRAWLEY                                 *
                 Well, he fucked up.                                   *


120    INT. FRAWLEY'S OFFICE - DAY                               120

       Frawley is at his desk looking at the internet.   Dino
       enters.

                                 DINO
                 Hey, Frawl.

                                  FRAWLEY
                         (not looking at him)
                 Yeah.

                                 DINO
                 Just got off   with surveillance --
                 earlier this   afternoon MacRay --
                      (starts   laughing)
                 You're gonna   hate this.

       Now Frawley looks up.
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               86E.


121   EXT. MISHAWUM PROJECTS - PARKING LOT - DAY                    121

      Doug approaches, under the catwalks.


122   EXT. MISHAWUM PROJECTS - PARKING LOT/CEMETERY - DAY           122

      Jem waits for Doug by the ancient cemetery that abuts the
      projects. Doug approaches him, irritated.

                              DOUG
                Something wrong with the
                apartment?

                                JEM
                The Florist.

                              DOUG
                The Florist what?

                                JEM
                Came through.

      Doug rolls his head, can hardly believe this.

                                DOUG
                Jesus.




                                                      (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               87.
122   CONTINUED:                                                  122

                                 JEM
                It's large.

                                 DOUG
                We're smoked.     Punt it.

                              JEM
                Who can buy it out there?

                              DOUG
                You should have thought about that
                before you kept breaking the guy
                off for forty dimes after every
                fucking job.

                              JEM
                There's an expectation.

                              DOUG
                I'll correct his fucking
                expectation.

                                 JEM
                Oh, you will?

                              DOUG
                Look, pick someone up or go with
                three guys -- or boot it if you
                ask me.

                              JEM
                But you're not going?

                                 DOUG
                No.

                                 JEM
                Why is that?

                              DOUG
                `Cause there's a ton of fucking
                heat on us for one thing.

                              JEM
                We put a move on, we done it
                before.

                              DOUG
                It doesn't matter.      Do what you
                want. I'm done.

                                 JEM
                You're `done'?


                                                      (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)         87A.
122   CONTINUED: (2)                                         122

                              DOUG
                Yeah.

                              JEM
                Fuck does that mean?

                              DOUG
                What it sounds like.

                              JEM
                It sounds like bull shit.

                              DOUG
                How's this? I'm putting this
                fuckin' place in my rear view.




                                                 (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 88.
122   CONTINUED: (3)                                                122

                                 JEM
                   Is this your girl talking? Hard
                   line of work to explain to a bank
                   teller.

      Jem grins.

                                 DOUG
                   You're just talking to me.

                                 JEM
                   Well... There are people I can't
                   let you walk away from.

                                   DOUG
                   What?   Who?

      A beat.   He realizes.

                                 DOUG
                   She's not my kid, Jimmy.

      He holds Jem's look.

                                 DOUG
                   Did she tell you it was?
                        (as Jem has no reply)
                   Come on. Since that kid was born
                   all you cared about was coke and X
                   Box. Now all of a sudden you give
                   a fuck about Shyne? Please.

                                 JEM
                        (building)
                   Know what your problem is? You
                   think you're better than people.
                   But you grew up here with the same
                   rules I did.

                                   DOUG
                   Okay.

                                 JEM
                   Who's the father?

                                   DOUG
                   I don't know.

                                   JEM
                   Why not?




                                                        (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)             88A.
122   CONTINUED: (4)                                             122

                              DOUG
                Because she knew it wasn't mine
                and -- still I got enough respect
                for her not to ask because I don't
                think she knows. And there aren't
                enough free clinics in Mattapan to
                find out.

      Doug's anger building.

                               DOUG
                I don't know what you think you
                can or can't `let' me do, but
                here's a little fucking cheat
                sheet. It's never gonna be me,
                you and your sister and Shyne
                playin' house.
                               (MORE)




                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               89.
122   CONTINUED: (5)                                              122
                              DOUG (CONT'D)
                I'm finished with you and all your
                one-way bullshit, you want to see
                me again, come down to Florida for
                a visit.

      Doug moves past Jem, who HITS Doug. Doug GRABS Jem
      around the waist. Jem breaks free and rains a few more
      BLOWS. Doug pulls Jem's SHIRT OVER HIS HEAD like a
      hockey fight, but Jem gets one arm loose and PISTOL-WHIPS
      Doug with a GUN he has produced. Blood in his mouth,
      Doug staggers back against the fence.

      He looks up at Jem who holds the gun on him.   Both are
      panting.

                              JEM
                I tried to help you.

                              DOUG
                I didn't need your fucking help.

                              JEM
                Don't say that. Don't do that.

                              DOUG
                I could have handled it.

                              JEM
                You were seventeen and never held
                a gun. Trying to play hockey.
                What were you gonna do?

      The truth of this settles in.

                              JEM
                In the 302, the Feds have me
                dropping Brendan right here. But
                I got him on Tibbets first.
                     (beat)
                Put it right in his fucking chest.
                He looked up at me. I don't know
                who was more surprised he wasn't
                dead, him or me. He waited for a
                second like something was gonna
                happen and then he just took off
                runnin'. Guy booked a hundred
                yards with a bullet in his heart.
                Fuckin' Brendan should have ran
                track.

      Jem indicates the spot in front of him.

                              JEM
                Fell over right here. I popped
                him, part of his head come off.
                              (MORE)
                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)             89A.
122   CONTINUED: (6)                                             122
                              JEM (CONT'D)
                Then I hit him four more times, I
                just kept thinkin', I hope he
                don't start runnin' again.

      We FLASH to BRENDAN LEAHEY in a WHITE JUMPSUIT bleeding
      where Doug lies. Early nineties model sneakers coated in
      BLOOD.

                              DOUG
                I didn't ask you to do that.

                              JEM
                You didn't have to. They told me
                Brendan Leahey was over Mishawum
                about to roll up on my boy with a
                Glock 41. So I came down here and
                put him in the fuckin' ground.
                And I did nine years for it.
                     (beat)
                You don't have to thank me. But
                you're not walking away.

                              DOUG
                I can't give you back that time.
                I wish I could. If you want to
                shoot me, Jimmy? Go ahead.
                You're gonna have to shoot me in
                the back. And I know that's not
                you.

      Doug turns and walks away, leaving Jem standing there.

                                                        CUT TO:




                                                    (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 90.
      CONTINUED:


123   INT. CLAIRE'S DOOR - DAY                                        123

                              FRAWLEY
                Thanks for seeing me.

      Frawley enters, holding a MANILA ENVELOPE.

                              FRAWLEY
                I didn't realize you'd left your
                job at the bank.

      He moves past her, into the living room.

                              CLAIRE
                Last week, yes.

      His eyes spark to a TIFFANY JEWELRY CASE on the table.
      He takes out the diamond necklace like a jilted lover.

                              CLAIRE
                That -- it was a gift.

                              FRAWLEY
                From the piano mover?

      She doesn't answer.   He sets it down, exhales.

                              CLAIRE
                He isn't a piano mover.

                                 FRAWLEY
                No, he isn't.

                              CLAIRE
                Maybe you should leave.

                              FRAWLEY
                We have our suspects.

      Frawley holds up the envelope.




                                                        (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 91.
123   CONTINUED:                                                    123

                              FRAWLEY
                I came here to share that with
                you. Or I can leave if that's
                what you'd like.

                              CLAIRE
                How did you find them?

                              FRAWLEY
                In the end, these Charlestown guys
                always talk to the wrong people.
                Start throwing money around...

      He starts going through the mug shots.

                              FRAWLEY
                Albert MacGloan... Desmond Elden.

      He sets those aside.

                              FRAWLEY
                James Coughlin.

      He turns the paper over, revealing JEM'S PHOTO.

                              FRAWLEY
                A crew we tied to the bank job,
                the North End, and at least three
                other armed car robberies.

      He holds a beat, his look on her. Turns it over,
      revealing an old MUG SHOT OF DOUG.

                              FRAWLEY
                Douglas MacRay. Look familiar?
                You opened the safe for him, he
                left you unharmed, and the two of
                you are now carrying on a
                relationship about which you lied
                to the FBI.
                     (beat)
                I was wrong. You do need a
                lawyer.


124   INT. FLORIST'S SHOP - EVENING                                 124

      Fergie moves through the small shop spraying flowers.
      His bodyguard reads a newspaper on a small stool.

      Doug enters and they both look up.




                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               92.
124   CONTINUED:                                                  124

                              DOUG
                Fergie.
                     (to bodyguard)
                Don't get up.

      Half smile.

                              DOUG
                I wanted to tell you myself,
                whatever you got, my guys can
                handle it without me.

                              FERGIE
                I wouldn't hire them without you
                and I wouldn't hire you without
                them.

                              DOUG
                With respect, I didn't come here
                for a debate. I'm not doin' it.
                So work it out best you can.

      He reaches in his pocket.   Rusty starts to stand.

                              DOUG
                Calm down.
                     (takes out envelope)
                This goes against my better
                judgement, but --

      A beat. He puts the money on the table. Fergie picks it
      up, opens it, looks inside, closes it and looks back at
      Doug.

                               FERGIE
                Not gonna cut it.
                     (beat)
                You think I'm gonna put Joe
                Flipperhead on this? You're gonna
                do what I ask.

      Doug takes a beat, pent up frustration and disdain.

                              DOUG
                Who do you think you are? The
                only guy in Charlestown with a
                gun? You run numbers and pump
                dope. You're an old man with a
                fucked up face who don't know his
                glory years are behind him. I
                ain't workin' for ya. If you have
                a problem with that I'm at one
                sixteen Pearl Street. Top floor.
                Stop by any time. You know where
                to find me.
                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)              93.
124   CONTINUED: (2)                                             124

      He grunts a little smile out, placing flowers in a jar.

                              FERGIE
                You're gonna do this for me or I'm
                gonna clip your nuts like I
                clipped your father's.

                              DOUG
                Don't bring up my father.

                              FERGIE
                Son. I knew your father. He
                worked for me for years. Years.
                Then he wanted his own thing.

      Doug holds Fergie's look.

                              FERGIE
                You play the horses?

      Fergie's accent makes it sound like "husses."

                              FERGIE
                They either geld a horse with a
                knife or with the chemicals.
                     (beat)
                When your father said no to me I
                did him the chemical way -- I gave
                your mother a taste. Put the hook
                in her. Then I turned her out.
                She doped up and hung herself with
                a wire down on Melnea Cass.

      Fergie looks at Doug, who hasn't moved.

                               FERGIE
                Runnin' all over the neighborhood.
                He never had the heart to tell his
                son he was lookin' for a suicide
                doper, who wasn't never comin'
                home.
                      (beat)
                Left her in a pauper's grave. No
                service. If there's a heaven,
                son, she ain't in it.
                      (holds look)
                You're gonna do this. `Cause I
                hear you got a nice girlfriend.
                Lives on the park. I don't want
                to have to send her funeral
                arrangement to your house, but I
                will if I have to.
                      (beat)
                Since I know where to find you.
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                  94.


125   EXT. MONUMENT SQUARE - AFTERNOON                               125

      Doug comes down the street in a hurry. He turns the
      corner and stops in front of Claire's DOOR. He is FROZEN
      by something O.S.

      A FUNERAL ARRANGEMENT rests against Claire's door. There
      is no name on it, just her address, 321 MONUMENT AVE. We
      recognize this as a brand from the Florist's.

      Doug's heart drops. He rings her buzzer.    She doesn't
      answer. He POUNDS the door. No answer.

      He takes out his gun, BREAKS THE GLASS, opens the lock
      and goes in.


126   INT. CLAIRE'S APARTMENT - CONTINUOUS ACTION                    126

      The door to Claire's apartment opens.    Doug enters.
      Holds the gun low in his right hand.

                                 DOUG
                   Claire?

      He moves through the apartment with stealth.

      Through the front living area, to a back hall and
      ultimately into the bedroom.

      Doug stands in the bedroom, sensing something. He moves
      to the bathroom, sees the door slightly AJAR and a SHADOW
      on the FLOOR. He PUSHES IT OPEN slowly.

      We REVEAL:    CLAIRE, SITTING ON THE FLOOR, she's been
      crying.

      Doug quickly sticks the gun away and moves toward her.
      She PULLS away.

                                 CLAIRE
                   Get out.

                                 DOUG
                   Claire...

                                 CLAIRE
                   I know who you are, Doug.

                                 DOUG
                   Hold on a second.

      She indicates her cell phone.


                                                      (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                  95.
126   CONTINUED:                                                     126

                              CLAIRE
                I have this on 911.

      Doug moves very slowly.   He eases himself across from
      her.

                              DOUG
                Why don't you give me a chance?

                              CLAIRE
                You had a chance.

                              DOUG
                Who talked to you?

                              CLAIRE
                The FBI, Doug --

                              DOUG
                Okay, just listen to me -- But I'm
                the same person you knew.

                              CLAIRE
                Everything you told me was a lie.

                              DOUG
                I didn't lie to you.

      She moves into anger.

                              CLAIRE
                You're a criminal. You tried to
                manipulate me and make me feel
                sorry for you --

                                DOUG
                Sorry for me?

                              CLAIRE
                You want to know why people think
                you're trash, Doug? Because you
                are.

                                DOUG
                Claire.

                              CLAIRE
                You go to FUCKING hell!

      Anger, turned brittle, breaks and tears start.

                              CLAIRE
                Why did you do this to me?


                                                       (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)               96.
126    CONTINUED: (2)                                              126

                               DOUG
                 I was going to tell you.   I wanted
                 to tell you that night.

                               CLAIRE
                 The night you fucked me? Is that
                 your thing? It's not enough to
                 terrorize someone, you have to
                 fuck them, too?

                                  DOUG
                 Calm down.

                               CLAIRE
                 Never, never let me see you again.

                               DOUG
                 Listen, listen --

                                  CLAIRE
                 Get out.

       She presses SEND on HER 911 CALL.

                                  CLAIRE
                 GET OUT!

       Doug backs out, propelled by the sheer force of her
       energy.


A127   EXT. BOSTON STREETS (LA DOUBLE FOR BOSTON) - DAY            A127   *

       Doug walks down the street. As he turns a corner we hear           *
       the CHIRP of a SIREN and very quickly an UNDERCOVER SEDAN          *
       hops the curb.                                                     *

       Doug turns to see Dino come out quick followed by                  *
       Frawley. Dino has an expandable baton.                             *

                               DINO                                       *
                 Hey, come here.                                          *

       Dino HITS him with a BATON. Doug STUMBLES, turns back,             *
       Frawley HITS him with a body shot, Dino gives him another          *
       CRACK and he goes to the pavement.                                 *

       Frawley stands over him.                                           *

                               FRAWLEY                                    *
                 If you contact her, if you are                           *
                 around her, again, ever, we're --                        *
                 gonna put you down. Got it?                              *

       Looks down at Doug.                                                *
                                                       (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)              96A.
A127   CONTINUED:                                               A127

                               DINO                                        *
                 You want to make a complaint?                             *
                 Civil right beef?                                         *

       Dino holds out his phone.                                           *

       Frawley turns to go, then turns back.                               *

                               FRAWLEY                                     *
                 You know, those gangsters you and                         *
                 Coughlin shot up in the Bricks                            *
                 were really bent out of shape.                            *

       Frawley gives Doug a look like, "you think we didn't know           *
       that was you?"                                                      *

                               DINO                                        *
                 Lot of machismo in the Dominican                          *
                 culture.                                                  *

                               FRAWLEY                                     *
                 Somehow they got ahold of your                            *
                 picture. Go figure.                                       *
                      (beat)                                               *
                 Just my way of saying `go fuck                            *
                 yourself.'                                                *

       They leave Doug on the ground, panting.                             *

                               DINO                                        *
                 Remember, Duggy, stay away from                           *
                 the white women.                                          *


127    EXT. DEALER'S HOUSE (THE BRICKS) - EVENING                    127

       Doug looks up at the customers who come and go up the
       steps. He heads up, greets a KID in a vestibule.


128    EXT. ABANDONED TRAIN CAR UNDER FREEWAY - DUSK                 128

       Doug sits in his truck, DRINKS A 6 PACK. Some
       PARAPHERNALIA in his hands. 80mg Oxycontin pills being
       crushed, mixed with white powder. A SUBWAY TRAIN goes
       by. Under the din he SHOOTS at the bottles he has lined
       up at the end of the car.


A130   EXT. CLAIRE'S APARTMENT - DAY                               A130    *

       Doug walks up, looks at her window. Something catches               *
       his eye, it's a FUNERAL ARRANGEMENT set against her gate.           *

       He walks over to it and PULLS IT DOWN.                              *
                                                       (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)              96B.
A130   CONTINUED:                                               A130

       He looks over to see a CAR IDLING ACROSS THE STREET. We            *
       see RUSTY in the car, his arm hanging out, emblazoned              *
       with his CHARLESTON TATTOO. The SILHOUETTE OF THE                  *
       FLORIST can be made out in the other seat (photo double).          *

       Rusty holds his look.   They pull out.                             *


129    INT. FLORIST'S - DUSK                                        129

       Doug stands in the door facing the Florist.   Eyes red.

                               DOUG
                 I'm in. But if anything happens
                 to her -- if I think something
                 might happen to her.
                               (MORE)




                                                      (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)                97.
129    CONTINUED:                                                   129
                                DOUG (CONT'D)
                  I'm gonna come back here and kill
                  both of you in your own shop.


130    INT. COUGHLIN HOUSE - KRISTA'S DOOR - EVENING                 130

       Doug's KNOCK brings Krista to the door in a tank shirt,
       nylon pants, and Tweety slippers. She straightens,
       surprised. Doug doesn't look great.


131    INT. KRISTA'S PARLOR - MOMENTS LATER                          131

       Shyne is confined to her sticky highchair, shredding
       string cheese into white threads.

                               KRISTA
                      (indicates Shyne)
                 You want me to put her away?

                               DOUG
                 No.

       She moves off into the kitchen.

                               DOUG
                 I'm going away.

       The microwave opens and shuts in the adjoining kitchen.

                               KRISTA (O.S.)
                 Are you takin' heat?

       Doug hates to hear her talk like her brother.

                               KRISTA (O.S.)
                 When you coming back?

       Doug doesn't answer.

                               KRISTA (O.S.)
                 Jem know?

       She enters, setting down a plate of Chicken a la King in
       front of him and a child's knife and fork.

                               DOUG
                 He asked me to do one last thing
                 for him. So I'm gonna do it.


A132   EXT. BOSTON STREETS - NIGHT                                  A132   *

       Across the street from the florist, Frawley and Dino sit            *
       in their car, binoculars.                                           *
                                                       (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)             97A.
A132   CONTINUED:                                              A132

                               FRAWLEY                                    *
                 Think they're putting together                           *
                 some hydrangeas?                                         *
                      (looks out)                                         *
                 I thought Fergie was strictly                            *
                 drugs and books.                                         *

                               DINO                                       *
                 In eighty-eight, a pizza kid got                         *
                 smart with Fergie. Rusty held him                        *
                 down and Fergie cut his head off                         *
                 with a buck knife in front of four                       *
                 people.                                                  *
                      (beat)                                              *
                 What do you want to do?                                  *

                               FRAWLEY                                    *
                 There's always a weak spot. All                          *
                 we have to do is find it.                                *
                      (beat)                                              *
                 Maybe we're looking in the wrong                         *
                 place.                                                   *


132    INT. TOWN FLOWERS - WALK-IN COOLER - DAY                     132

       Doug, Jem, Gloansy and Dez sit on folding chairs by a
       walk-in cooler. Fergie regards the guys.




                                                      (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                98.
132   CONTINUED:                                                   132

                              FERGIE
                I see your father's faces in you.
                Each of you. Reminds me I'm still
                in the ring. Still taking
                punches. Still ahead on points...

      He laughs to himself.

                              FERGIE
                I got a fella on the inside who
                likes to play the ponies. Has a
                gambling sickness. Sick he can't
                pick a horse to save his fuckin'
                life. So I have this:
                     (holding envelope)
                Security chart, maps, tunnels.
                Cash gets brought out and packed
                fifteen minutes before the can
                does the pick-up. That's when you
                hit it.
                     (beat, hands out)
                Monday morning after a four-game
                stand with New York. Sixty-
                thousand beers a night, food,
                merch -- total haul three and a
                half million.
                     (beat)
                Taking down the cathedral of
                Boston? Priceless.

                              GLOANSY
                     (sotto to Doug)
                He thinks he made that joke up.


133   EXT. FENWAY PARK GAME - ESTABLISHING - AERIAL SHOT -           133
      NIGHT

      Cathedral of Boston.    Big sexy night Fenway stuff.


134   EXT. FENWAY PARK - NIGHT                                       134

      A night game in progress.   Doug turns to Jem.

                              JEM
                What's the half life of the man
                inside when this is over.

                              DOUG
                He should have picked better
                horses.
                     (beat)
                This ain't gonna be easy. You
                know that.
                                                       (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 99.
134   CONTINUED:                                                    134

                               JEM
                If they were easy, kid, everyone
                would do them.


135   INT. LYNN BAR - EVENING                                        135

      Krista sits at the bar and we see Frawley is watching
      her. He comes over and sits next to her.

                              FRAWLEY
                Seems like we were having a bit of
                a staring contest over there.
                     (gets her a drink)
                Funny story, one night at a bar,
                this guy was going around telling
                ladies he was judging a Hugging
                Contest, most of the time, they
                fell for it. He would hold them
                and rub their backs, I finally got
                sick of it, and told him I was
                judging a Face-Punching Contest.

                              KRISTA
                I'd punch him myself.

      He TOASTS her his Bud, then drains it.

                              FRAWLEY
                Oh, by the way, I'm here tonight
                judging a Fucking Contest.

      She smiles, Frawley drops a twenty on the bar.

                              KRISTA
                What are you doing down here?
                Slumming?

                              FRAWLEY
                Trying to do my job.

                               KRISTA
                Oh, right.   The Fucking Contest.

                               FRAWLEY
                Basically.   I work for the FBI.

      Krista throws her head back and laughs, warming to him.

                              KRISTA
                That's the first laugh I had in a
                month.



                                                       (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)             100.
135   CONTINUED:                                                 135

                               FRAWLEY
                You and Doug MacRay used to run
                around, right?

                              KRISTA
                How you know Duggy?

                              FRAWLEY
                We sorta work together.

                              KRISTA
                Sand and Gravel?

                                FRAWLEY
                Nooooo.

      He pulls out FIVE MORE TWENTIES.

                              FRAWLEY
                You a pretty decent judge of size?

                               KRISTA
                Depends.   Size of what?

      He holds up one of the twenties.

                              FRAWLEY
                How big would you say this is?

                              KRISTA
                Less than a fifty.

                                FRAWLEY
                Six inches?    Over or under.

                                KRISTA
                Under.

                              FRAWLEY
                Wrong. Six-point-one-four inches
                exactly. Now the width. Girth.
                Some claim it's more important.
                Take a guess.

      She just looks at him.

                              FRAWLEY
                Two-point-six-one inches. I know
                everything there is to know about
                money. Thickness? Point oh oh
                four-three inches. Not much to
                excite you there. Weight? About
                one gram. That makes a twenty
                almost worth its weight in, say...
                Oxy.
                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                101.
135   CONTINUED: (2)                                                135

      She's hearing him now.

                                 FRAWLEY
                   So how's it work? You get a call?
                   You pick up a package at Point A,
                   deliver it to Point B, and for
                   that the Florist pays you C.
                        (beat)
                   You're thinking about walking out
                   on me. See, it's not that simple.
                   I start waving this around.
                        (shows badge)
                   ... bad for you.

                                 KRISTA
                   I want a lawyer.

                                 FRAWLEY
                   Good, get one. This is about
                   protecting yourself. Not even
                   yourself. Your daughter.

      She gives him nothing.

                                 FRAWLEY
                   How long were you with MacRay?

                                  KRISTA
                   All my life.

                                 FRAWLEY
                   And in all those years you were
                   together -- how many diamond
                   necklaces he buy you from Tiffany?


136   EXT. CHARLESTOWN GARDENS - DAY                                  136

      Doug approaches Claire, digging in the dirt.

      She turns.    Looks at him.

                                 DOUG
                   I just want to talk to you for a
                   minute.

                                 CLAIRE
                   I thought they arrested you.

                                 DOUG
                   They did. If they could have put
                   me away they wouldn't have come
                   trying to scare you.


                                                        (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)            102.
136   CONTINUED:                                                136

                              CLAIRE
                The FBI doesn't scare me, Doug.
                You scare me.

                              DOUG
                I would never hurt you.

                              CLAIRE
                I don't know what you would do.

                              DOUG
                You know who I am. I'm the same
                person you knew then.

                              CLAIRE
                Yeah. I knew who you were. I
                didn't know who you were. But I
                knew who you were. And I did it
                anyway. And I hate myself for it.

                              DOUG
                Don't say that.

                              CLAIRE
                Just so you know: I was in love
                with you. Remember that, when
                you're in Lewisberg, or wherever
                you end up.

      This crushes Doug.

                              DOUG
                Claire.

                              CLAIRE
                You victimized me, and I got
                through it -- and then you came
                back and did it again...

                              DOUG
                Listen to me --

                              CLAIRE
                Everything you've said to me has
                been a lie.

                              DOUG
                I lied to you because I didn't
                want you to hate me.

                              CLAIRE
                How did that work out?

                              DOUG
                I'll never lie to you again.
                                                    (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)            102A.
136   CONTINUED: (2)                                             136

                                CLAIRE
                Doug...

                              DOUG
                Ask me anything you want.

                              CLAIRE
                I won't believe you.

                                DOUG
                Yes you will.

                                CLAIRE
                Why?

                              DOUG
                Because you'll hate the answers.

      She looks him over.

                              CLAIRE
                You knew I was the manager in the
                bank. Were you following me?

                                DOUG
                Yes.

                                CLAIRE
                For how long?

                              DOUG
                Five weeks, off and on.

                              CLAIRE
                How many banks have you robbed?

                              DOUG
                Six trucks and two banks.

                              CLAIRE
                And you shot those men in the
                projects?

                                DOUG
                ... yes.

                              CLAIRE
                Were you ever going to tell me who
                you were?

                              DOUG
                I tried that night -- I kept
                telling myself I would every time
                I saw you. But I didn't want it
                to end.
                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)            102B.
136   CONTINUED: (3)                                             136

      The next question takes a bit longer to ask.

                              CLAIRE
                Have you ever killed anyone?

                                DOUG
                No.

                              CLAIRE
                Are you in love with me?

                                DOUG
                Yes.

                              CLAIRE
                What if you had met me in that
                laundromat and I told you I had
                identified four men who robbed my
                bank and that I was about to tell
                the FBI. What would you have
                done?

                              DOUG
                ... I don't know.

      A long beat.    That sinks in.   Quietly:

                              CLAIRE
                Are you going to do it again?

                                DOUG
                Yes.

                                CLAIRE
                Yes?

                                DOUG
                Soon.

                                CLAIRE
                Why?

      He looks at her.

                              DOUG
                I don't have a choice.

                              CLAIRE
                That's such bullshit. You have a
                choice. It doesn't matter who you
                looked up to from an ice cream
                store. You don't have to do
                anything.


                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)              102C.
136   CONTINUED: (4)                                               136

      She looks at him with something between loss and
      disappointment.

                              DOUG
                You have no reason to believe me.
                I wouldn't blame you for hating
                me. All I can do is tell you the
                truth. I'm leaving here. I have
                to do one last thing. That's it.
                No excuses. I got myself in and I
                have to get myself out. Even
                though I don't deserve it, I hope
                there's still a shot that I can be
                with you. When I'm done I'll come
                find you. I will never hurt you,
                I'll never lie to you and if I
                lose you I'll regret it every day
                for the rest of my life -- in
                Lewisberg or anywhere else.


137   INT. JEM'S BASEMENT - DAY                                      137

      Jem is cleaning the weapons and ammunition on a table in
      a basement room. Doug comes downstairs.

      Doug looks at the several assault weapons.

                                 JEM
                Tools are set.     Got the armor.
                Uniforms?

                              DOUG
                Gloansy got `em.
                     (nods)
                We had a good run.    By any
                standard.

                              JEM
                We set the standard.

                              DOUG
                This thing goes right might be
                your turn to step away, too.

      Jem shrugs.

                              DOUG
                Things change, man.    Nothing wrong
                with it.




                                                       (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)        103.
137   CONTINUED:                                            137

                              JEM
                What am I gonna do? Go down to
                Margaritaville, drink up half a
                yard falling off bar stools?

                              DOUG
                The Florist -- kid, he'll keep
                turning you out till you get
                bounced for good.

      Jem snorts.

                              DOUG
                The weight of this, you should at
                least pack a parachute.

                              JEM
                The worst thing about prison was
                guys pretending they wanted to get
                out.

      Jem checks the action on a weapon.

                              JEM
                You ever hear the old-timers call
                a guy a `fifty pound horse'?

                              DOUG
                No.

                              JEM
                A guy has two horses One's got a
                hundred pounds. The other got
                fifty. Hundred-pound horse falls
                over dead. Guy puts the hundred
                pound sack on the fifty-pound
                horse. Now that fifty-pound horse
                won't move. He won't take a step
                with another pound on his back.
                That's me. Ain't doin' no more
                time. We get jammed up -- we're
                holding court on the street.

                              DOUG
                Mule.

                              JEM
                What?

                              DOUG
                It's not a horse. The story the
                old guys tell. It's a `fifty-
                pound mule.'
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)                   104.


138    INT. HOWARD JOHNSON HOTEL - ROOM 224 - EVENING                   138

       Doug opens a curtain revealing a view of Fenway Park.

       He checks the message light on the phone, picks up the
       receiver, makes sure the phone is working.


139    HOTEL ROOM BATHROOM - LATER                                      139

       Doug is out of the shower getting dressed.      Hears a
       KNOCK.


140    HOTEL ROOM - DUSK                                                140

       Doug throws open the door. A woman three doors down
       turns fast to the sound. It's Krista with Shyne on her
       hip.

       Doug doesn't move.   Krista comes up, looking past him.

                                  KRISTA
                 Got any juice?

       She holds up Shyne's empty bottle.


A141   INT. HOTEL ROOM - MOMENTS LATER                                  A141

       Krista sets Shyne down on the floor in front of the TV.

                               DOUG
                 What the fuck are doing here?

                               KRISTA
                 Dez told me you were here.

                                  DOUG
                 Fuckin' Dez.

                               KRISTA
                 Don't be mad at him.      I need to
                 talk to you.

                               DOUG
                 Not a good time, Krista.

                                  KRISTA
                 I know.

                               DOUG
                 What do you want?


                                                         (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)          104A.
A141   CONTINUED:                                            A141

                               KRISTA
                 To see you before you go.

       Krista sits on the edge of the bed.

                               DOUG
                 You can't stay here.

                               KRISTA
                 I don't want to stay. I want to
                 go with you.
                      (off his look)
                 I want to change, too, Duggy.

                                 DOUG
                 Jesus Christ.

                               KRISTA
                 Why can't I change? I could be a
                 different person.
                               (MORE)




                                                    (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)                105.
A141   CONTINUED: (2)                                             A141

                               KRISTA (CONT'D)
                      (beat)
                 Tell me what you want me to do
                 then. I'll be whoever you want me
                 to be.

       Doug watches Shyne flash blue-green in the TV light.

                               KRISTA
                 Motherfucker. You can't wait for
                 me to go, can you.

                               DOUG
                 I'm leaving with somebody else.

       She looks around the room.

                               KRISTA
                 Why isn't she here then, if she's
                 going with you? Such a trashy
                 little fuck pad. After a Tiffany
                 necklace, I'd've thought a room at
                 the Ritz.

                               DOUG
                 What did you say? Who told you?

                                  KRISTA
                 A little bird.

       He grabs her, his anger eliciting a fierce smile from
       her. He shakes her, but can't shake away that smile.

                               DOUG
                 What do you know about a necklace?

       He GRABS HER BY THE NECK AND SLAMS HER INTO THE WALL.

                               KRISTA
                 I know you'd rather see a rope
                 around my neck.

       Doug sees Shyne in his periphery.   He releases Krista and
       scoops up Shyne and her doll.




                                                      (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)               106.
A141   CONTINUED: (3)                                            A141


       He marches to the door with Shyne under his arm.

       Doug opens the door and sets Shyne down gently on the
       hall floor. He steps back into the room, facing Krista.

                               KRISTA
                 We're coming with you.

                               DOUG
                 You're getting out of here.

       He starts to resolutely move her.

                               KRISTA
                 Don't say no to me.

       He grabs her arm.   She fights him --

                                KRISTA
                 No!

       She shakes free of his grip and walks the few remaining
       steps out into the hallway herself.

                               KRISTA
                 You don't know what you --

       Doug SLAMS the door on her, throws the lock.

       He waits. Expecting banging, screaming -- but there's
       NOTHING. When he looks through the spyglass, she is
       gone.


141    EXT. BOSTON STREETS - MORNING (RAIN)                          141

       Frawley is crossing the street, listening to the cell,
       trying to shovel eggs in his mouth and keep the ones in
       the box from getting wet.

                               FRAWLEY
                 I said, `I can hear you.'

                               SERGEANT (V.O.)
                      (on phone)
                 We got a DWI here, one-car --


142    EXT. CHARLESTOWN STREET - CONTINUOUS ACTION                   142

       Cruisers surround an accident:    Doug's truck demolished.



                                                       (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)              107.
142   CONTINUED:                                                  142

                              SERGEANT (V.O.)
                Coughlin, Kristina. Had a kid
                with her. Little girl's fine,
                tagged in the system to call you --


143   INT. HOWARD JOHNSON HOTEL - ROOM 224 - SAME TIME              143

      Doug and Jem, dressed as cops, Dez in Vericom uniform and
      Gloansy dressed as EMT, all prepare for the job. They
      load WEAPONS into DUFFEL bags.

      Doug checks the door and cracks the blinds slightly to
      look out.

                              JEM
                Will you quit fuckin' doin' that.
                You're makin' me nervous. There's
                no one at HoJo's. Shit.

      Doug ignores him and goes back to loading bags.


144   INT. ER BAY - DAY                                             144

      Krista sits in the padded visitor's chair, gauze wrapped
      around her forehead. Blood spatters her shirt and jeans.
      She has been crying.

                               KRISTA
                Here he is.   Six inches.

      Frawley enters.

                                 FRAWLEY
                What happened?

                              KRISTA
                You're in the FBI. Figure it the
                fuck out.

      Frawley glances at the EMPTY CAR SEAT in the corner,
      crumb-dusted and milk-stained. Krista sees him looking.

                              KRISTA
                No, she wasn't hurt.       Not a
                scratch.

                              FRAWLEY
                You could be looking at Mother of
                the Year.

                              KRISTA
                What the fuck do you know about my
                life? Fuckin' faggot.
                                                      (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                108.
144   CONTINUED:                                                    144

                              FRAWLEY
                Your daughter's in the back seat
                of a state van, being driven by a
                stranger to the Department of
                Social Services. How long you
                want to talk here?

      Krista stares, eyes dampening.     Frawley holds his glare.

                              FRAWLEY
                Maybe you want a lawyer, not FBI.

      She looks crestfallen as he makes to leave.

                              KRISTA
                Why is it I'm always the one who
                gets used?

                              FRAWLEY
                Hey, no one's using you. I found
                you like this. You need to sell
                me something.

                              KRISTA
                I'm a person, you know.

                              FRAWLEY
                You're a person who's going to
                need a plea agreement -- if you
                want any chance to retain custody.

      She looks up fast, her eyes blinking wet.

                              KRISTA
                I want your guarantee.

                              FRAWLEY
                I never said guarantee. I said I
                could try. If that's not enough,
                maybe `Doug' can do something?
                     (smartass)
                Fergie have social services juice?

      Her eyes spark to the last name.

                               FRAWLEY
                I'm kidding.

      Nothing in her low-eyed look is telling -- except its
      duration.

                              FRAWLEY
                I don't think old Fergus is gonna
                come charging in here on behalf
                of --
                                                       (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               109.
144   CONTINUED: (2)                                               144

      Frawley puts it together.

                              FRAWLEY
                Oh, Jesus. He's the father?
                     (to self)
                Mercy.

      Krista's chin trembles.

                                                     QUICK CUT TO:


      FLASHBACK - THE FLORIST

      MOUNTING KRISTA, grunting.


      BACK TO SCENE (PRESENT)

                              KRISTA
                Why do you have to lean on me so
                hard?

                              FRAWLEY
                What do you have?

                              KRISTA
                Duggy's going away after.   With
                her.

                             FRAWLEY
                Her? Wait, what after?     After
                what?

      Krista stares at the ground.   Frawley zeroes in.

                              FRAWLEY
                You need to be smart, Krista.
                This is a big moment for Shyne.
                This can make the difference for
                her.

      She looks away, her jaw quivering.

                              KRISTA
                What about my brother?

                              FRAWLEY
                Honestly, prison is the best thing
                that could happen to your brother.

                              KRISTA
                     (breaking down)
                She's retarded. She's gonna need
                special things.
                              (MORE)
                                                      (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               110.
144   CONTINUED: (3)                                               144
                              KRISTA (CONT'D)
                Different schools... I'm not doin'
                this for me. It's for her...


145   EXT. HOWARD JOHNSON HOTEL - ROOM 224 - BALCONY - SAME         145
      TIME

      The four cops emerge with their gear. Doug looks around,
      all directions. She didn't come -- but she didn't dime.


146   INT. THUNDERBIRD (LANDSDOWNE ST.) - NOON                      146

      Two cops sitting in a parked Thunderbird.   Doug and Jem.

                              DOUG
                Let's go.


147   EXT. THUNDERBIRD (LANDSDOWNE ST.) - CONTINUOUS ACTION         147

      The two rear doors open simultaneously as Doug and Jem
      exit. They start toward an entrance under the green
      monster.


148   EXT. LANDSDOWNE ST. - CONTINUOUS ACTION                       148

      STEADICAM, Doug and Jem THROUGH the crowd, AROUND the
      ballpark, INTO the entrance.


149   EXT./INT. LANDSDOWNE ST. ENTRANCE - CONTINUOUS ACTION         149

      Jem BANGS HARD ON A BANK OF EXIT-ONLY DOORS.    We STAY
      WITH them in STEADICAM real time.

      The DOOR OPENS revealing the INSIDE MAN (55).   He is the
      PARK HEAD of MAINTENANCE.

      He eyes them with deep regret, not a bad man -- just a
      guy with a sickness who couldn't get out from under.

                              INSIDE MAN
                Officer.

                              JEM
                Yeah, let's go.

      Doug holds his look as he passes:    the face of a dead
      man.

      The Inside Man leads them through the doors and onto an
      open metal staircase. They go DOWN ONE FLIGHT.

                                                      (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               111.
149   CONTINUED:                                                   149

      As our CAMERA COUNTERS, we REVEAL an open MAINTENANCE
      door the size of a truck that opens out on to LEFT FIELD
      and the GREEN MONSTER SCOREBOARD. It is odd to be so
      close, the field almost unnaturally green.

      WORKERS mill around, no one gives them a second look.

      The Inside Man leads them into his office, a menagerie of
      lawn tools, odds and ends -- and gestures toward a small
      DOOR IN THE BACK.

      They step through the door and find themselves in a
      CAVERNOUS AREA UNDERNEATH THE SEATS.

      Jem and Doug continue and are able to walk, unobserved
      all the way around the park and into the REAR TUNNELS.
      Jem TAPS A CORNERSTONE that reads "1912."

                                                        CUT TO:


150   INT. ELECTRIC ROOM - CONTINUOUS ACTION                       150

      Doug and Jem emerge from the door into the room with all
      the ELECTRICAL BREAKERS in it. All of the power for
      Fenway Park coursing through mammoth switch boxes. They
      move through.


151   EXT. LANDSDOWNE STREET - SAME TIME                           151

      Dez has his truck parked next to a GRATE which abuts the
      park. He opens it and climbs down.


152   INT. MACHINE ROOM - CONTINUOUS ACTION                        152

      Doug and Jem emerge near some pipes and approach a FIRE
      DOOR. They use a SAW and CROWBAR to open it. They enter
      the SECURITY TUNNELS.

      They SLIDE THE DOOR OPEN and step through.


153   INT. VERICOM SECURITY ROOM - SAME TIME                       153

      Dez starts pulling wires in a room full of electronics.
      He powers off a series of hard drive servers.

154   INT. SECURITY TUNNELS - CONTINUOUS ACTION                    154

      Jem and Doug enter the SECURITY TUNNELS, which have a
      slightly more modern feel than the previous environs
      (which were 1912-era). Doug talks into a phone/walkie:
                                                    (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               112.
154   CONTINUED:                                                   154

                              DOUG
                Nothing recording?


155   INT. VERICOM SECURITY ROOM - CONTINUOUS ACTION                 155

                              DEZ
                No camera in the park.


156   INT. SECURITY TUNNELS                                          156

      Jem and Doug head down the hall and turn a corner to see:

      Two ARMED SECURITY PERSONNEL in CASHCOM shirts stand
      talking to a YOUNGER SECURITY GUARD, ERIC, in a RED
      SHIRT. Doug starts at them, his voice BOOMING inside the
      tunnel.

                              DOUG
                Who called 911?

      The Guards peer down the long tunnel.   Jem's hand is on
      his waist.

                              JEM
                Was it you who called?

      The Red Shirt (ERIC) comes hustling up -- young and
      jittery.

                              JEM
                911 call we got.

                              ERIC
                I didn't... it wasn't...

                                JEM
                Robbery call.    Who else is here?

                                ERIC
                Robbery?

                              DOUG
                Call says you're being held up.
                Right now.

                              ERIC
                I need to call security.

                              DOUG
                Who do you think let us in the
                security doors?

      The concerned Guards put their hands on their holsters.
                                                       (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                     113.
156   CONTINUED:                                                         156

                               JEM
                 We got a distress call!     Who made
                 the call?

      The Guards step into the far end of the tunnel.

                               GUARD #1
                 No call from us.

                  JEM                             GUARD #1
         (closer)                          (raising one hand)
      Who called it?                    Hold on. Where's Mike?

                   JEM                            GUARD #2
      ID!   Let's see some ID!          Hold on, hold it, now.

      Guard #1 drops down into a protective crouch.

                    JEM                             DOUG
      Whoa, whoa!                       Don't do that.

      Doug pushes Eric flat to the ground.

                               DOUG
                 Everybody on the ground now.

                  JEM                                 DOUG
      For our safety! I want IDs        Get down!
      from everybody.

                                 GUARD #2
                 Wait, hey!

                                 JEM
                 ON THE FLOOR!

      Panicky Guard #1 pulls the sidearm from his holster.

                                 DOUG
                 Gun!     Gun!

                               JEM
                 Drop your weapon!      Put it down
                 now!

      Both Doug and Jem DRAW AND AIM.

                GUARD #2                            JEM
      We did not call!                  Stop resisting! Get down!

      Cursing, Guard #1 yields, lying on his belly, arms out.
      Jem approaches, stepping on his wrist. Guard #2 relents.

      Doug hustles to Jem's side, quickly binding their hands
      with plastic ties and taking their radios.
                                                             (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                114.
156   CONTINUED: (2)                                                156

      DOUG AND JEM PULL MASKS UP FROM INSIDE THEIR COLLARS,
      only their eyes are exposed.


157   INT. FENWAY PARK - OUTSIDE MONEY ROOM - LATER                 157

      Doug approaches the money room; it has a steel door and
      concrete walls. There is a smoked glass window. Doug
      calls loudly to the security guys inside the cash room.
      They cannot be seen but can surely hear Doug.

                              DOUG
                Arnold Washton! In the cash room.
                You got a wife, Linda. You live
                at 311 Hazer Street, Quincy --
                with three small dogs. Do not
                make a distress call.

      He takes a beat.

                              DOUG
                Also in the cash room: Morton
                Harford, 27 Counting Lane,
                Randolph -- wife also Linda.
                Arnold, the Lindas want you to
                open this door.

      Nothing from the cash room.

                              DOUG
                Arnold, we have a police scanner,
                we have people at your home and
                you have five seconds to open this
                door. ONE!

      CLACK goes the cash room door, opening.


158   INT. CASH ROOM - MOMENTS LATER                                158

      VALHALLA -- BIG BRICKS of CASH -- counting machines.

      Doug and Jem pull out all the cash.

      ARNOLD and MORTON are being zip-tied.

      Jem dumps off two heavy racks of coins, the rolls
      BURSTING nickels and dimes to the floor.

      Jem tosses cash parcels at Doug who bags them.

      MONEY LOADED on a DOLLY, they set to roll out.

      Jem and Doug look at each other, loaded up with a HUGE
      BAG OF MONEY.
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                115.


159   INT. FENWAY PARK - MONEY ROOM - CONTINUOUS ACTION             159

      JEM AND DOUG TAKE:   A DOLLY OF MONEY.

      Arnold is one of those guys who starts talking when he
      gets scared.

      He is being zip-tied and arranged along with MORTON.

                              ARNOLD
                Listen, no money's worth --

                               DOUG
                -- Arnold.   All be over in a
                minute.

      Long beat as he gets gaffled up.

                              MORTON
                You think you're gonna get out of
                here?

                               DOUG
                Anyone can grab money. It's the
                getaway that separates the pros
                from the cons.

                              MORTON
                I was a guard at Walpole for
                twenty years. I got friends who
                will make your lives rip ass hell.

                              DOUG
                I doubt it, Morton. We'll
                probably do federal time for this.

                              JEM
                     (in his face)
                But we'll make sure our friends
                find you first... just in case.


160   EXT. FENWAY PARK - GATE A - SAME TIME                         160

      Outside the "1912 Fenway Park" facade, Frawley opens his
      trunk and puts on his nylon FBI vest. He pulls his
      REMINGTON 870 TWELVE-GAUGE from its sleeve, Dino's Taurus
      pulls up.

                              DINO
                I looped the block.   No vans
                around, nothing.

                              FRAWLEY
                Maybe we're too early.   Too late.
                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)              116.
160   CONTINUED:                                                   160

      A SWAT COMMAND CAMPER idles:   Two pairs of SWAT COMMANDOS
      emerge and approach Frawley.   Frawley indicates the main
      pedestrian concourse.

                              FRAWLEY
                Guys, we have to close off these
                streets.

      An FBI SWAT officer interrupts him.

                              FBI SWAT #1
                Sir, we've been trying to hail the
                security for the cash room and
                we're not getting a response.

      Frawley starts running that way.


161   INT. FENWAY PARK - CONCOURSE - MOMENTS LATER                 161

      Doug and Jem emerge from a SECURITY DOOR into the public
      section of the park. The game is a long way away, so
      there are very few people around. Stores are being
      cleaned and prepped. A few carts go by with kegs of
      beer.

      Doug and Jem, dressed as police officers, wheel a DOLLY
      which carries a DUFFEL FULL OF FOUR MILLION IN CASH.
      They go under a series of large beams in the open
      causeway.

      They enter the narrower tunnel with outlets to the
      seating. No one seems to take much notice of them.
      Almost home.


162   INT. FENWAY PARK - GATE D - MOMENTS LATER                    162

      They approach an IDLING AMBULANCE sitting near a HALF
      OPEN VEHICLE BAY which affords access out of the park.

      On the other side of the bay is the idling ARMORED TRUCK,
      waiting for the courier (who is zip-tied in the cash
      room). We see the DRIVER reading the paper and watch our
      guys pass in his SIDE MIRROR.

      As they come up to the side of the ambulance, Doug knocks
      on the side deliberately three times. A moment later the
      door OPENS A CRACK, revealing GLOANSY and DEZ and a
      HANDCUFFED AND GAGGED EMT. Doug nods to him.
      They open the door wider and begin loading the bags into
      the ambulance.


                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               117.
162   CONTINUED:                                                    162

      Doug stops for a minute. He looks around. Something
      isn't right. As the guys continue loading, he backs away
      from the ambulance and realizes the place is EERILY
      QUIET.

      It seems like the level of activity has abated almost
      entirely in the park.

                                DOUG
                Drop it.    Walk away.

                                JEM
                We're loaded.

                                GLOANSY
                Get in --

                               DOUG
                We're made.   Walk away.    Go into
                the park.

                              JEM
                Fuck that, we made it.     Let's go!

      Doug cuts him off.

                                DOUG
                Ssshhhh --

      Did he see something behind a piling?

      But Doug is drawn toward the bay, he walks up toward the
      front, knowing what he will see when he gets a look at
      the street. He looks out the bay window, we REVEAL:


163   HIS POV - EXT. YAWKEY WAY - CONTINUOUS ACTION                 163

      SWAT TEAM EVERYWHERE. The place is swarming with cops.
      Includes Agent Conlan from the task force, making his way
      up the street.


      ON DOUG

      That's it. It's over. You don't get out     of this. Guys
      are running back and forth with SHIELDS.    It's SWAT
      Christmas. They are moving to a position    up the street
      so they aren't looking at us -- but there   are too many of
      them to think of getting away.
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)             117A.


164   INT. FENWAY PARK - GATE D - CONTINUOUS ACTION                 164

      Doug looks to Jem. He sees it on Doug's face. Doug
      knows how it will go. Jem sees movement down the alley.




                                                      (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                118.
164   CONTINUED:                                                    164

      It's a small mirror on a long pole poking through a crack
      in the wall. Jem opens up, SHATTERING the mirror.

      Doug looks to the street, people are PANICKING.   SWAT is
      SCRAMBLING. Some police begin to advance.

      He FIRES over their heads to back them off.

      The dock suddenly fills with ricocheting fireballs:
      STARFLASH ROUNDS.

      Jem breaks off his empty mag and reloads, cursing.

      And it begins.

      Total shoot-out pandemonium.

      Doug takes cover at the GATE and shots start RAINING in
      around him.

      He FIRES out the GRATE to back off the fire, SHATTERING
      GLASS on nearby souvenir storefronts.

                              JEM
                How the duck did this happen?

      Gloansy FIRES from outside the car.   Dez moves up to the
      front of the ambulance near Doug.

      SHOTS LAND NEAR DOUG. HE JUMPS, moves, can't see where
      they're coming from. He takes cover behind a pole and
      more shots hit the door of the ambulance.

      GLOANSY IS HIT and falls to the ground clutching his
      chest.

      Doug looks to see the shots are coming out of a PORTHOLE
      in the ARMORED TRUCK. The DRIVER is taking pot shots at
      them.

                              DOUG
                It's the driver. Fuck!

      Doug signals to Dez.

                              DOUG
                Hit the plunger!

      He points to a knob on the wall near the roll-up door on
      the bay. Dez makes a run for it. Simultaneously, Doug
      runs at the armored truck, STICKS HIS RIFLE IN THE PORT
      AND FIRES!

      The Driver JUMPS, panics and gets behind the wheel, guns
      the engine and heads out the door.
                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)            118A.
164   CONTINUED: (2)                                             164

      The POLICE AND FBI outside, thinking this is the crew
      trying to escape, UNLOAD on the TRUCK with everything
      they have as it comes out.




                                                    (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)               119.
164    CONTINUED: (3)                                                164

       The driver weaves to the left, the considerable heft and
       momentum of the truck crashing through several makeshift
       barricades until it caroms onto its side by way of an
       idling cruiser and lands with a crash in a parking lot,
       the driver knocked unconscious after CRACKING his HEAD on
       the wheel on impact.

       Dez HITS THE PLUNGER and the roll door closes -- Doug
       fires out the door as it does.


A165   EXT. YAWKEY WAY (NEAR CRASHED TRUCK) - CONTINUOUS ACTION A165

       Several officers surround the crashed truck.    CONLAN (FBI
       SWAT) among them.

                               CONLAN
                      (into microphone)
                 It's just the driver. He must
                 have got spooked.


B165   INT. FENWAY PARK - GATE D BAY - SAME TIME                     B165

       Jem TAKES FIRE from SWAT positions inside the park.

       An FBI SWAT OFFICER, Agent Hanson, in a SHAKY POV barely
       makes out Jem.

                               FBI SWAT OFFICER HANSON
                      (into radio)
                 They look like EMTs.


165    EXT. YAWKEY WAY - CONTINUOUS ACTION                           165

       An FBI SWAT/TAC COP CANES approaches Frawley in a crouch.

                               FBI SWAT #2 (CANES)
                 Sir, we have concussive grenades,
                 their impact is roughly one
                 decibel short of causing permanent
                 hearing loss and a footcandle
                 short of permanent blindness.

       Well?

                               FRAWLEY
                 How many you got?


166    INT. FENWAY PARK - GATE D - CONTINUOUS ACTION                 166

       Jem sees TWO GRENADES skip into the bay.

                                                       (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)            119A.
166   CONTINUED:                                                  166

                              DOUG
                COVER YOUR EARS!

      The guys DIVE. GRENADES EXPLODE. BOOOM. The guys
      manage to cover up except for Dez who is caught directly.

      He comes walking out from the other side of the
      ambulance, looking like a six-year-old kid, completely
      deaf and blind.




                                                    (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               120.
166   CONTINUED: (2)                                               166

                                 DEZ
                Dougie?

      Dez is shot cleanly through the head by an FBI SWAT
      officer. Blood on the ambulance.

      Jem and Doug turn and FIRE toward where the shots came
      from.

      Jem ADVANCES, FIRING on a SOURCE OF FIRE and BACKS OFF
      some of the SWAT guys. His 7.62 rounds BLOW OFF PIECES
      OF SWAT SHIELDS.

      Doug looks out the WINDOW and SEES FRAWLEY.   He TAKES AIM
      AT HIM and FIRES.

      FRAWLEY DUCKS.

                                 FRAWLEY
                Hello there...


167   INT. FENWAY PARK - GATE D - CONTINUOUS ACTION                 167

      Now that the full tactical team is assembled AND they
      know there are armed men firing at them from inside, the
      firing becomes a continuous assault.

      Gloansy gets their attention --

                                GLOANSY
                Yo!    Meet me at the switch!

                                 JEM
                What?

      Jem and Doug move closer to Gloansy near the car door.

                              GLOANSY
                I'm outta here. See you
                motherfuckers at the switch.

                              JEM
                Are you stupid?

                              GLOANSY
                They're not looking for cops. I
                roll out you'll have a minute to
                beat it out the side with the
                suits on.

                              DOUG
                There's a hundred cops out there.


                                                      (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)            120A.
167   CONTINUED:                                                  167

                                GLOANSY
                  You know I can take a pinch.
                       (off their look)
                  I'll only give them your first
                  names.

      He winks.

      This self-sacrifice is acknowledged with a look before
      Gloansy turns back to the ambulance and gets in.


168   EXT. YAWKEY WAY - CONTINUOUS ACTION                         168

      The ambulance punches through the bay door, lights on.
      It takes the cops by surprise and initially they don't
      fire, thinking it might be a legit emergency vehicle.
      Looks back and forth. Frawley sees Gloansy and fires.

      Frawley works the pump action on his shotgun: BLAM! --
      MISSES the first shot, sparks kicking up off the asphalt.
      He gets a TIRE with his second. He jumps the curb,
      careening into parked cars. Several other OFFICERS FIRE.




                                                    (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)              121.
168    CONTINUED:                                                  168

       GLOANSY JERKS HARD to the RIGHT and then has to OVER-
       CORRECT.

       Gloansy GUNS it toward Landsdowne Street but is SHOT
       before he gets there, crashing into several cars and the
       SWAT trailer.


A169   INT. FENWAY PARK - CONCOURSE GATE D ADJACENT - CONTINUOUS A169
       ACTION

       FBI SWAT advance, calling out to one another.

                                FBI SWAT #1
                 Clear!

       Another moves forward.

                                FBI SWAT OFFICER HANSON
                 Clear!

       They see POLICE at the other end of the concourse.

                                FBI SWAT #1
                 Don't move!

                                POLICE OFFICER
                 Police!

                               FBI SWAT OFFICER HANSON
                 Fuck you, get on the ground.

                                POLICE OFFICER
                 Fuck you.   Police.


169    INT. FENWAY PARK - GATE D - CONTINUOUS ACTION                 169

       Doug and Jem put police coats and hats back on.

                               DOUG
                 See you in Florida, kid.

                               JEM
                 See you when you get back.


A170   INT. FENWAY PARK - CONCOURSE GATE D ADJACENT - SAME TIME A170

       The FBI SWAT come around the corner, police behind them
       and move forward to the Gate D bay.

       They see Doug kneeling over DEZ.


                                                       (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)                121A.
A170   CONTINUED:                                                  A170

                               AGENT CONLAN
                 Get the fuck away from him.

       Doug rises.

                               FBI SWAT OFFICER HANSON
                 Fucking cops. This is an FBI
                 crime scene. BPD fuck off.

                                  DOUG
                 Sorry.

       Doug steps off.    Hanson turns to Conlan.

                               FBI SWAT OFFICER HANSON
                 That's my kill...

       We see Jem, silhouetted in the doorway.      Doug moves down
       the hall.


170    EXT. YAWKEY WAY - CONTINUOUS ACTION                            170

       SIRENS AND FLASHING BLUES arrive. In the ambulance,
       Gloansy is slumped against the blood-streaked window and
       deployed airbag, unmoving.

       Frawley is looking in the window, sees there is only one
       guy. He is approached by Dino and a POLICE CAPTAIN.

                               POLICE CAPTAIN
                 I don't know if we're dealing with
                 a high level of genius, but
                 security's saying they got hit by
                 cops.

                                  DINO
                 Cops?

                               POLICE CAPTAIN
                 Yeah, two cops they said.

       He looks back up Yawkey:    a sea of cops.
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                   122.


171   INT. GATE D CONCOURSE - CONTINUOUS ACTION                        171

      Doug walks up a ramp.     Cops come down the other way.


172   EXT. YAWKEY WAY - MOMENTS LATER                                  172

      Frawley is trolling slowly and sees ONE OFFICER off in
      the MIDDLE DISTANCE who doesn't appear to be engaged.

                                 FRAWLEY
                   Where's he going?


173   EXT. VAN NESS - CONTINUOUS ACTION                                173

      Doug crosses the street briskly.

      Then, ahead of him, he sees Jem with his duffel -- a man
      in an FBI vest (Frawley) trailing him. Doug looks at
      freedom -- looks back and follows Jem.


174   EXT. PARKING LOT (BOYLSTON STREET) - CONTINUOUS ACTION           174

      Frawley following Jem along a row of parked cars.

                                  FRAWLEY
                   Officer!   Hold up a minute there,
                   please.

      Jem stops, motionless. When he turns, he turns firing
      his shoulder-harnessed Tec with a sweeping arm motion.

      Frawley spins away -- just in time.     Jem FIRES.


      ON DOUG

      Jem heads for a crowded McDonald's, a panicked, grainy
      voice SCREAMING at him on the Drive-Thru speaker.


      ON FRAWLEY

      Shotgun to his shoulder. He FIRES WIDE, hitting a stand
      of free Apartment Guides in front of Jem, stopping him
      and keeping him away from the McDonald's.

      Jem cuts back the other way as people stream out of
      McDonald's. People are running in all directions.




                                                        (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               123.
174   CONTINUED:                                                   174

      ON JEM

      Holding the money bag as a shield now, he crosses the
      intersection, where MORE COPS lie in wait. A FLURRY of
      rounds peck at his vest, his leg, his shooting arm.

      Cruisers scream to a halt on Boylston. Police get out.
      Jem stutters GUNFIRE, until he runs out of ammo. He
      throws it to the ground.

      He produces a Beretta and CONTINUES FIRING.

      Frawley returns fire, hitting JEM in the HAND.

                              FRAWLEY
                On the ground, FBI. FBI!

      Jem raises his extra pistol in his bloody hand.    Frawley
      squeezes one blast low -- BLAM!

      JEM FALLS BACK, backpedaling until finally he falls off
      the wet curb and drops hard onto the road, back against a
      MAILBOX.

                                FRAWLEY
                Coughlin!    Throw me your weapon.

      Doug looks back at him. A sea of police officers,
      skulking behind cars, holding weapons. Bouncing brass,
      glass and distant sirens are the only sounds.

                                FRAWLEY
                Coughlin!

                                JEM
                All right!

      Jem sees a DISCARDED SODA, dropped in the panic.

                                JEM
                One second!

      He strains to reach for it and finally grasping it, he
      takes a pull from the straw.

      He raises his empty weapon at the police who light him
      up. He SLUMPS to his seat. Realizing he isn't dead, he
      gets back up, aiming the weapon again until a few SHOTS
      FIND THEIR MARK, the first at his jaw, the second
      snapping his head and releasing his life like a spring.

      The Police approach Jem and fire into what is clearly a
      dead corpse. Everyone wants to get their shot.


                                                       (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)              124.
174   CONTINUED: (2)                                              174

      DOUG'S POV

      Jem lying in the middle of the road, cops firing.   Torn
      cash blowing everywhere.


175   EXT. BOYLSTON STREET - CONTINUOUS ACTION                      175

      There are literally TWENTY POLICE CARS, all stopped at
      various angles in the street -- lights flashing -- doors
      ajar -- the officers having leapt into the action.

      Doug quietly approaches a BOSTON POLICE CRUISER, gets in
      and DRIVES AWAY.


176   EXT. TOWN FLOWERS (MAIN STREET) - LATER                       176

      The CRUISER outside the Florist's shop.


177   INT. TOWN FLOWERS - MINUTES LATER                             177

      The bell RINGS over the door as he enters. Doug waits a
      few airless moments -- Another funeral arrangement lays
      in the shop -- like the one for Claire.

      -- until Rusty pushes through the black curtain behind
      the counter. He looks up eyeing the cop like any
      customer. Then he recognizes Doug's face. Doug
      indicates that Rusty should come, in a hushed, secretive
      manner.

                                 DOUG
                   Rusty...

      Rusty comes to the counter and the second he turns his
      head, Doug puts a GUN to it and PULLS THE TRIGGER,
      killing him instantly.


178   INT. FLORIST'S BACK ROOM - CONTINUOUS ACTION                  178

      The back room is empty.

      Doug enters, comes to the center of the room.   He sees a
      SMALL DOOR, slightly open, lifts his gun.

                                 DOUG
                        (calling out)
                   Fergie, come on out.

      The door opens and Fergie comes through in his
      sweatpants, holding a BOSTON HERALD in one hand and a .45
      in the other, he stands seven or eight feet from Doug.
                                                      (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                125.
178   CONTINUED:                                                    178

                                FERGIE
                Prick.

      They start SHOOTING at one another.

      The feel should be of watching people shoot one another
      on surveillance video: wide, detached and oddly
      pedestrian.

      Doug has the clear advantage of a VEST and after five or
      six shots Fergie BUCKLES and DROPS to the floor abruptly.

      Doug replaces his empty clip with a new one, chambering a
      round. He opens his shirt and checks to see that the
      VEST HAS SAVED HIM FROM SEVERAL HITS -- HE IS OKAY.

      He kneels next to Fergie who lies on the floor and puts
      his gun in the florist's CROTCH and looks him in the eye.

                              DOUG
                Fergie, remember who it was that
                clipped your nuts for you.

      BOOM --


179   EXT. YAWKEY WAY - TEN MINUTES LATER                           179

      Frawley listens to a COP give his SHOOTING STATEMENT to
      an INTERNAL AFFAIRS OFFICER, exaggerating his role.

                              BRAGGING COP
                To reload, at which point I fired,
                struck the suspect. I believe at
                least once in the clavicle...

      Frawley tunes this guy out.

      Then a flurry of activity among the cops nearby.   A
      passing cop's police radio drones:

                              POLICE RADIO (V.O.)
                ... repeat, all units, 529 Main
                Street, Charlestown...

      Dino and Frawley look at each other.

                              FRAWLEY
                That's the Florist.

      Dino hails a passing plainclothes DETECTIVE he knows.

                                DINO
                Hey!   Bobby!   What is that?

                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)              126.
179   CONTINUED:                                                  179

                               DETECTIVE
                 Somebody got Fergie.

      Frawley steps forward into the rain.

                               FRAWLEY
                 Jesus Christ, that must be MacRay.

                               DINO
                 Slow down, Frawl.

                                  FRAWLEY
                      (moving)
                 Claire Keesey.


180   INT. CLAIRE'S APARTMENT - TIGHT ON CLAIRE - HALF HOUR         180
      LATER

      as she sits in her apartment, looking out the window into
      a grey sky.

      Her CELL PHONE goes off, she looks at it with both hope
      and dread, hesitates for a beat and answers. It's DOUG.

                                  DOUG (V.O.)
                 Claire.

                                  CLAIRE
                 Doug.
                      (beat)
                 Are you okay.

                               DOUG (V.O.)
                 Yeah, I'm fine.

                                  CLAIRE
                 Are you sure?     I saw on TV --

                                DOUG (V.O.)
                 I'm fine.   I am.

      INTERCUT WITH:


      INT. APARTMENT - CLOSE SHOT - DOUG

      He is inside an apartment.

                               DOUG
                 Claire, are you coming with me?

      Nothing.


                                                      (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)             127.
180   CONTINUED:                                                 180

                              DOUG
                I need to know.

                              CLAIRE
                     (hard for her)
                I don't know.

      REVEAL in a WIDER SHOT, FRAWLEY and a number of AGENTS
      and COPS standing in her apartment, quiet, listening to
      her talk -- Frawley is closest. Her LAWYER there as
      well.

                              CLAIRE
                Can you come here?

                              DOUG
                You want me to come to where you
                are now?

      At Claire's: Frawley, who is now bent over and listening
      to the phone, makes waving motions as if to say, "yes."

                              DOUG
                I don't think that's a good idea
                for me right now.

                                 CLAIRE
                Why?

      REVEAL: DOUG is in the APARTMENT ACROSS FROM CLAIRE'S
      and, USING BINOCULARS, CAN SEE HER SURROUNDED BY COPS.

      This is the apartment referenced earlier, HIS UNCLE THE
      "bus driver's" apartment that he said could see in.

                              DOUG
                There could be police there.

                                 CLAIRE
                No one's here.

      This breaks Doug's heart.

                                 DOUG
                Are you sure?

                              CLAIRE
                     (beat)
                I don't know. If they're hiding,
                they'll just follow me.

                                 DOUG
                Yeah.


                                                    (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                 128.
180   CONTINUED: (2)                                                 180

      A silence on the phone. Frawley, nervous, fish on the
      wire. Doug's heart now broken, nothing else to say.

                              DOUG
                I guess I'll come over there,
                then.

      Claire closes her eyes.    Frawley et al. spring into
      silent prep.

                               CLAIRE
                Okay.   I'll see you soon.

                              DOUG
                Claire, I'm sorry.
                     (beat)
                I'll be there in one hour.       So be
                out back to let me in.

      Frawley hears this.    Checks his watch.

                              DOUG
                     (beat)
                See ya, Claire.


      DOUG'S BINOCULAR POV

      We see Claire THROUGH Doug's binoculars, agonizing.

                                CLAIRE (V.O.)
                Doug!

                                DOUG (O.S.)
                Yeah?

                              CLAIRE (V.O.)
                I want you to come. I want to see
                you.
                      (beat)
                It will be like one of my sunny
                days.


      BACK TO SCENE

      Doug smiles. This recalls when she said, "Now on a
      really sunny day I think of someone dying." She warned
      him, she let him off the hook. The one bright spot in
      this.

                              DOUG
                Then I'm on my way.


                                                         (CONTINUED)
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)              129.
180    CONTINUED: (3)                                              180

                               CLAIRE
                 Goodbye.

                               DOUG
                 Goodbye, Claire.


181    INT. BUS DRIVER'S APARTMENT - BEDROOM - MOMENTS LATER       181

       The closet opens to reveal a BUS DRIVER'S UNIFORM.


182    INT. BUS DRIVER'S APARTMENT - BEDROOM - MOMENTS LATER       182

       The closet closing, uniform gone, only an empty hanger
       and Doug puts FIFTY THOUSAND IN CASH on the top shelf.


183    INT. CLAIRE'S APARTMENT - SAME TIME                         183

       The cops, Claire, her LAWYER and Frawley wait, look at
       watches. Walkies go off as various people take positions
       outside and call to one another.

                               LAWYER
                      (to Frawley)
                 I'd say we've done our part here.

                               FRAWLEY
                 Come on, not now.


A184   EXT. CHARLESTOWN GARDENS - SAME TIME                        A184

       Doug approaches Claire's plot.


184    EXT. MAIN ST. - SAME TIME                                   184

       A GUY IN A BUS DRIVER'S UNIFORM, wearing glasses and a
       hat, steps out from an alley and onto the street. He
       carries a large duffel. As he gets CLOSER TO CAMERA we
       see it's DOUG.


C184   EXT. TOWNIE APARTMENT - DAY                                 C184   *

       Doug walks out the FRONT DOOR of the same apartment,               *
       comes down some steps and nearly BUMPS into several                *
       UNIFORMED OFFICERS. They see a bus driver walking out              *
       his front door and simply continue on their work of                *
       looking out for a thief on the run dressed as a cop.               *
       THE TOWN - Rev. 5/20/10 (Buff Reshoots)             129A.


D184   EXT. CHARLESTOWN STREET - DAY                               D184   *

       Doug walks down the street, sees FBI agents down the               *
       road, ducks into a side alley (this will cut into                  *
       existing footage of him coming out of alley).                      *


E184   EXT. CHARLESTOWN STREET - DAY                               E184   *

       Doug sees a cop clock him from across the street. He               *
       stares straight ahead, keeps walking. Cop keeps looking            *
       straight ahead.                                                    *


185    EXT. CHARLESTOWN GARDENS - FIVE MINUTES LATER               185

       Doug on his hands and knees in Claire's plot. The hole
       is big enough, he deposits what looks like about THREE
       HUNDRED THOUSAND DOLLARS in the hole, pushes some dirt
       over it, rises.

       We see he has about FIFTY grand left for himself.


A189   INT. STAIRWELL - DAY                                        A189   *

       While the guys are waiting for Doug to show up, Frawley            *
       grabs a passing FBI AGENT.                                         *

                               FRAWLEY                                    *
                 He doesn't show I want people at                         *
                 Logan, South Station, Downtown                           *
                 Greyhound, subways, everything,                          *
                 right?                                                   *

       The Agent nods.                                                    *

                               AGENT                                      *
                 People have the whole metropolitan                       *
                 perimeter.                                               *

                               FRAWLEY                                    *
                 Good.                                                    *
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               130.


186   EXT. SULLIVAN STATION - TEN MINUTES LATER                      186

      Thirty yellow PUBLIC BUSES sit parked in a lot. Drivers
      come and go, getting in and out. Doug climbs in one.


187   INT. BUS - CONTINUOUS ACTION                                   187

      Doug starts the bus (you don't need a key), enters his
      uncle's pass key number, snips the GPS up top with pliers
      and pulls out.


188   EXT. 93 SOUTH ON-RAMP - FIVE MINUTES LATER                     188

      Doug, driving the "No Service" bus, pulls onto 93.


189   INT. CLAIRE'S APARTMENT - SAME TIME                            189

      Now Frawley is on the couch, more tense.    Claire, Lawyer,
      Dino, etc.

                                 CLAIRE
                How long?

                                 YOUNG AGENT
                Forty minutes.

                              FRAWLEY
                No one's on the street, right?

                                 YOUNG AGENT
                No, sir.

                              FRAWLEY
                     (to Claire)
                You know he killed two people
                today?

                                 CLAIRE
                Who?

                              FRAWLEY
                Two, uh, people in Charlestown.
                Small business owners.

      We may catch Dino rolling his eyes.

                                CLAIRE
                Really?    My God. Why?

                              FRAWLEY
                Who knows why the dog bites?     You
                just have to put him down.
                              (MORE)
                                                       (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                131.
189   CONTINUED:                                                    189
                               FRAWLEY (CONT'D)
                      (beat)
                 What time is it, Steve?


190   EXT. BUS DEPOT (BRAINTREE) - 30 MINUTES LATER                 190

      Doug parks the bus at another bus depot and gets off.


191   EXT. TRAIN STATION - TEN MINUTES LATER                        191

      Doug gets on an Amtrak train -- sign indicates its
      destination is FLORIDA -- JUST AS IT IS PULLING AWAY.


192   EXT. BACK OF CLAIRE'S APARTMENT - THIRTY MINUTES LATER        192

      Claire sits on her back stairs. Several other agents lie
      in wait. Frawley stands in the inside of the foyer.
      Checks his watch.

                                 FRAWLEY
                   Maybe he didn't have as big a
                   thing for you as you thought.

                                  CLAIRE
                   I guess not.

      Frawley looks at the OVERCAST SKY.

                                 FRAWLEY
                   My sunny days...

      He smiles.    He gets it.   Walks out into the yard.

                                 FRAWLEY
                   We're a national organization,
                   Claire.

      She is silent.

                                 FRAWLEY
                   And one day, it's gonna rain.    It
                   always does.

      He gestures to the assembled task force.

                                 FRAWLEY
                   Pack it up. Let's get people to
                   the subways, airport, bus stations
                   -- get the description out --

      SWAT TEAM GUYS rise from hiding spots as if by magic.
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                132.


193   EXT. CHARLESTOWN STREET - HOUR LATER                          193

      Frawley, somewhat deflated, going to his car. A kid on a
      bicycle rides away. Moving away from two other agents.
      As he approaches, he sees something WEDGED into his
      ANTENNAE. He pulls it out, it is a PIECE OF PAPER FOLDED
      OVER. He opens it, small grimace. It reads, plainly:
      "GO FUCK YOURSELF." He smiles. Claire's Lawyer walks
      out. Frawley hands him the note.

                              FRAWLEY
                     (to the lawyer)
                It's for you.


194   INT. AMTRAK TRAIN - DUSK                                      194

      Doug is in his seat. He looks out the window of the
      train as the ocean passes by and day's last light breaks
      against New England rocks. He won't see anything like it
      for a long time.


195   EXT. CHARLESTOWN GARDENS - CLAIRE'S PLOT - DAYS LATER         195

      Claire is digging, hits something, reaches down.

      She lifts up a BAG OF MONEY, THEN A NOTE.   We hear Doug's
      voice from the note.

                              DOUG (V.O.)
                I just want you to keep enough of
                this to buy a train ticket... even
                if you never use it.

      She pulls out a TANGERINE which was buried in the earth.

                              DOUG (V.O.)
                If you decide you want to find me,
                I'll be waiting. Every day.


196   INT. BOYS AND GIRLS CLUB - HOCKEY RINK                        196

      SUPERIMPOSE:   10 MONTHS LATER

      The newly renovated Boys and Girls Club hockey rink
      shines. Everything about it feels new. Even the "Local
      Heroes" case, where one picture is noticeably absent.

      The little kids half skate around the ice, swimming in
      new pads and helmets.

      She looks to the rail on the hockey rink.   A small,
      rectangular gold plaque:
                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)               133.
196   CONTINUED:                                                   196

      "RENOVATIONS IN MEMORY OF DORIS MACRAY."

      Claire sits in the bleachers and watches the pee-wees as
      they shriek and clack their sticks -- remarking inwardly
      that from now on she would do the same with her life that
      she did with her garden discovery; see what she finds in
      the dirt and make it something good.


197   INT. CLAIRE'S APARTMENT - KITCHEN - DAY                      197

      Claire looks at her refrigerator. A TRAIN TICKET TO
      FLORIDA is stuck to it, grayed and fraying.


198   EXT. TANGERINE, FLORIDA - DAY                                198   *

      SERIES OF SHOTS to INTERCUT WITH ending V.O.                       *

      Empty road lined with live oak trees.                              *

      Old ramshackle cabin, tucked in the woods along a river.           *

      Fishing poles and crab nets.                                       *

      The river off the cabin, winding its way to the sunset,            *
      not a soul for miles.                                              *

      A quiet country road, an old sign and we can make out a            *
      few letters, "CAROLS."                                             *

      Doug's face (if we need it) looking out over the river,            *
      down the road, waiting for her, living with the choices            *
      he's made, who he's become, what got him there and what            *
      he's left behind.                                                  *

      BLACK.




                               THE END


                         ALTERNATIVE ENDING                              *

199   EXT. PARKING LOT - DAY                                       199   *

      Doug turns the corner, takes off the hat and glasses,              *
      starts stuffing them in his bag. He goes for his coat as           *
      he gets to the switch car which sits waiting for him.              *


                                                     (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                134.
199   CONTINUED:                                                     199

      As he gets there we REVEAL, COLAZZO and two other                    *
      DOMINICANS (the guys we saw earlier wtih Rusty). Behind              *
      them is a beater Nissan, the car they arrived in.                    *

      Doug slows to a halt.    Sees Alex holds a gun.                      *

                              ALEX                                         *
                Where's your boy?                                          *

                              DOUG                                         *
                He ain't coming.                                           *

                              ALEX                                         *
                Let me see the bag.                                        *

      Doug throws the bag.    Alex rifles through it.   It's empty         *
      except for clothes.                                                  *

                              DOUG                                         *
                If Fergie told you I'd have money                          *
                in there you'll have to take it up                         *
                with him.                                                  *

                                ALEX                                       *
                Where is it?                                               *

                                DOUG                                       *
                It's gone.                                                 *

      Alex points his gun at Doug.                                         *

                              DOUG                                         *
                There's ten grand in my pocket.                            *
                Take that. You'll never see me                             *
                again. I just want to walk away.                           *

                              ALEX                                         *
                You should have thought about                              *
                that.                                                      *

      Doug looks up, sees a plane.                                         *

                                DOUG                                       *
                Yeah.                                                      *

      Dominican #1 senses weakness.                                        *

                                DOMINICAN #1                               *
                Do it.                                                     *

                              DOUG                                         *
                You know, I never been on an                               *
                airplane?                                                  *

      Alex stares at Doug.                                                 *
                                                        (CONTINUED)
      THE TOWN - Rev. 5/20/10 (Buff Reshoots)                135.
199   CONTINUED: (2)                                                199

                               DOMINICAN #1                               *
                 Do it, man, he fucked you up!                            *

                               DOUG                                       *
                 Go ahead.                                                *
                      (alternate)                                         *
                 How's your leg?                                          *

      BOOM.   BOOM.   BOOM.                                               *

      Doug stands still then falls softly backward.                       *

      The Dominicans scramble into their car and peel out.                *

      Doug looks up, sees THE AIRPLANE making its flight.                 *

      His eyes go black.                                                  *

                                                      FADE OUT.           *
                                                                          *




                                THE END                                   *
  THIS SCRIPT WAS PREPARED

  BY WARNER BROS. PICTURES

SCRIPT PROCESSING DEPARTMENT

       (818) 954-4632

Town, The



Writers :   Peter Craig  Ben Affleck  Aaron Stockard  Chuck Hogan
Genres :   Crime  Drama  Thriller


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