The Three Musketeers

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THE THREE MUSKETEERS

OPEN ON:

1 EXT. GASCONY - DAWN 1

Dawn. A verdant field in Gascony. BIRDS CALL from treetops. The WIND RUSTLES through green leaves. A fox

darts into a thick hedge. And last, anti-pastoral, out

of place -- the sound of CLASHING STEEL.

SUPERIMPOSE:
France, 1625.

Suddenly, two young men burst INTO VIEW, sword points

cutting brilliant arcs through the morning air. The

first is GIRARD, bearded, nearly thirty, a man in every

facet. The second, D'ARTAGNAN. Younger in appearance

and attitude. Exuberant, handsome. And at just this

moment, bounding over a low stone wall with a boisterous

cry.

They battle across an expanse of turf thick with dew.

Girard is the more polished combatant. But d'Artagnan is

nearly a force of nature. He whips his sword through the

air with wild-hearted abandon. He tumbles and somersaults. This is fun.

Girard and d'Artagnan cross the field, pass over a wooden

fence, struggle toward a stable and hayloft. As they

fight, both men utilize a variety of props. Handfuls of

hay, a wooden spar, quick kicks from heavy boots.

Anything goes as the swords cut through the air.

D'Artagnan, gaining increasing advantage, forces Girard

up against a peaceful country manor. Girard, seemingly

cornered, executes a gymnastic flip onto the roof,

fights from this high angle. D'Artagnan merely smiles...

and follows.

2 ANGLE ON ROOFTOP 2

Seen briefly in silhouette against the rising sun, Girard

and d'Artagnan scramble up the v-shaped rooftop, pause

to exchange swipes at the peak, then slide down the other

side, attacking, defending, as they go.

3 INCLUDE INTERIOR 3

Inside the manor house, a HANDSOME WOMAN of forty glances

up from her writing table, hears FOOTSTEPS on the roof.

She reacts -- curious, not afraid -- and steps to an open

window. As if to follow the footsteps to the other side.

2.

4 BACK TO SCENE 4

Girard leaps to the ground first -- landing in an enclosure filled with SQUAWKING GEESE. D'Artagnan flies

after. The geese scatter, d'Artagnan -- whose wild

progress frequently resembles that of a young colt --

stumbles briefly. Girard seeks advantage, thrusts his

sword toward the young man's heart. But d'Artagnan

parries the blow with a heavy gloved hand, rolls over

the offending goose -- glances deadpan apology -- and

rises to fight again.

The epic battle continues. Girard's modest success devolves into desperate flight. D'Artagnan's seemingly

endless reserves are wearing him down. Then, at the

last possible moment, Girard spies escape: a slowmoving HAYCART RUIMBLING up the country road. He runs

toward the cart, leaps upon it, turns back to d'Artagnan

with a confident smirk -- an expression that vanishes

when the young Gascon executes a nearly impossible leap

to join him.

And still they battle, the clash of swords a kind of

music by now, the men, their exuberance, the bright morning all combined into a dazzlingly heroic display. Just

then:
The haycart crosses a wooden plank bridge. Girard

backs from d'Artagnan's sword, weak from exhaustion, he

stumbles. D'Artagnan has his man and he knows it. He

prepares one last blow --

-- And the haycart shifts, deposits both men over the

side and down to the small muddy creek below. A comical

antidote to all this glorious swordplay.

5 INCLUDE CREEK 5

Girard lands flat on his back, stunned, his sword out of

reach. D'Artagnan lands similarly, but recovers with

grace, or rather, as much grace as the muddy situation

will allow. He rolls toward Girard, sword in hand, and

lightly places the sharp gleaming tip against his adam's

apple.

A long beat. Then a surprise. Girard begins to laugh,

long and loud. D'Artagnan responds with a charmed smile.

D'ARTAGNAN

Had enough?

GIRARD:

(breathless

deadpan)

I believe now would be a good

time to end your, uhm, formal

training. Well done.

(CONTINUED)

3.

5 CONTINUED:
5

D'ARTAGNAN

Thank you, sir.

D'Artagnan leaps to his feet, races off without another

word. Girard struggles upward, peers at the shape of his

clothing -- cut to ribbons, muddy and soaked.

GIRARD:

And god have mercy on whomever

you meet next.

CUT TO:

6 EXT. GASCONY - HANDSOME WOMAN'S POV - DAY 6

D'Artagnan races across the green fields, triumphant.

7 ANOTHER ANGLE 7

She stands at the open window, watches his coltish high

steps with love. Sadness too.

CUT TO:

8 INT. D'ARTAGNAN'S HOME - DAY 8

D'Artagnan steps through the country manor, calls out:

D'ARTAGNAN

Mother...?

But he does not see her. D'Artagnan continues, chattering proudly as he goes.

D'ARTAGNAN

Did you see us? You heard us,

I'll bet. Girard finally

surrendered a compliment...

though I almost had to kill him

to get it... Mother...?

D'Artagnan comes upon an open door, a small room beyond.

He pauses, then steps inside.

9 INCLUDE FATHER'S STUDY 9

A Spartan interior. Heraldic emblems upon the wall, souvenirs from battles won and lost.

(CONTINUED)

4.

9 CONTINUED:
9

A piece of parchment, on it the words: "All For One, and

One For All." And, in a place of honor, a worn blue and

gold tunic. Below it, the Handsome Woman, d'Artagnan's

mother, kneels at an open chest. She turns back to him.

MOTHER (HANDSOME WOMAN)

Sit down.

D'ARTAGNAN

Didn't you hear me? Girard --

MOTHER:

Sit.

D'Artagnan sighs, sits in a large wooden chair. A beat.

His mother speaks quietly, eyes turned back to the open

chest.

MOTHER:

Your father was a proud man. And

he had a right to be. I never

knew one as brave or as kind. He

knew that his strength was a gift

to be given in the service of

honor. That is why he dedicated

his life to his country and his

King. That is why he gave his

life, for both.

She reaches into the chest, carefully extracts a

beautiful saber.

MOTHER:

I watched you this morning and

saw someone I knew. You have

your father's heart, his will to

fight, his courage. But these

gifts have no value unless they

are given.

She rises, holds the sword out to him.

MOTHER:

It's time for you find your

fortune with men as brave and

as bold as you are. In Paris.

With the King's Musketeers.

(re:
sword)

You'll need this.

D'ARTAGNAN

(quiet, moved)

Father's sword.

(CONTINUED)

5.

9 CONTINUED:
(2) 9

MOTHER:

Forged in the Crusades, handed

from generation to generation.

D'ARTAGNAN

And now to me.

D'Artagnan can't help it, his eager reply leavens the

nobility of the moment with warm humor, youthful innocence. His mother smiles as she repeats.

MOTHER:

Yes, son. And now to you.

With that, she holds out the beautiful saber. D'Artagnan

takes it firmly into his hands.

CUT TO:

10 EXT. GASCONY - DAY 10

A huge and beautiful field appropriate to the moment.

Mother and son stand in the vast expanse. D'Artagnan

holds a restless horse by the reins, his traveling satchel attached to the saddle.

MOTHER:

I'm not your mother now. I'm

speaking for your father. And

this is what he would have told

you. Never forget the code of

the d'Artagnans. It is your

special heritage.

(beat)

Always seek out adventure...

D'ARTAGNAN

I will.

MOTHER:

Never run from a fight...

D'ARTAGNAN

I won't.

MOTHER:

Never submit to insults. Except

from the King.

D'ARTAGNAN

Never.

(CONTINUED)

6.

10 CONTINUED:
10

MOTHER:

And be wary of Cardinal Richelieu

for he rules France through the

King.

A bittersweet moment. D'Artagnan posed before his first

great adventure. But not completely certain that he

wishes to leave home.

D'ARTAGNAN

Mother. Maybe I should wait.

Until after harvest.

D'Artganan's mother smiles, understands. And speaks

gently to urge him forward.

MOTHER:

You've heard that every man in

the Musketeers is on the run from

someone or something?

D'ARTAGNAN

Yes. But what am I running from?

MOGHER:

(gentle humor)

A shrew of a mother, and a drafty

old house. Now go.

And in this fashion, she releases him. D'Artagnan sweeps

his Mother into an embrace, now turns, heroic, and leaps

into the saddle. The horse reacts with a start, skitters

in a half-cicle. D'Artagnan struggles to gain control,

finally brings the horse to rein. He manages a charmed

grin. His mother smiles, scolds:

MOTHER:

And for heaven's sake, practice

your horsemanship.

D'ARTAGNAN

Horsemanship. Got it.

D'Artagnan digs his heels into the horse's flanks, shoots

off across bright green fields. His Mother shields her

eyes from the sun, feels a gathering of tears, and

watches him ride into the distance.

11 HIGH ANGLE 11

D'Artagnan's flight toward a new world.

DISSOLVE TO:

7.

12 EMBLEM OF KING'S MUSKETEERS 12

It FILLS the SCREEN, serves as background for the MAIN

TITLES. As the FINAL CREDIT APPEARS, and the MUSIC ENDS,

the blade of a sword ENTERS FRAME. It slides beneath the

emblem, pries it off the wall. The emblem falls to the

floor with an undignified thud. A fire blazes in a huge

hearth behind it.

13 INCLUDE MUSKETEERS' HEADQUARTERS 13

A room in the Musketeers Headquarters. The fallen emblem

is retrieved by JUSSAC, an officer who wears the bright

red tunic of the Cardinal's Guards.

JUSSAC:

What should I do with this?

Jussac offers the emblem to a tall, elegant wraith in

black finery, a patch covers one eye. This is the COUNT

DE ROCHEFORT, Richelieu's right hand, one of the deadliest swordsmen in all of France.

ROCHEFORT:

Throw it on the fire with

everything else.

JUSSAC:

But this is the emblem of the

Musketeers...

ROCHEFORT:

The Musketeers no longer exist.

Or haven't you heard?

(cold command)

Throw it on the fire.

Jussac hastily adds the emblem to the fiery blaze, it is

instantly consumed. Rochefort watches it burn, then

walks to a balcony overlooking a vast courtyard.

14 INCLUDE COURTYARD 14

Grim, funereal silence as a hundred Musketeers remove

their blue and gold tunics, drop them into a pile that

already contains their swords and muskets. The

Musketeers remain stoic throughout, unwilling to reveal

the depth of their despair. The latter is supervised by

the Cardinal's Guards, who view their hated enemies'

plight with satisfaction. This is a sad day for the

Musketeers, the end of an era.

MONSIEUR DE TREVILLE forces a salute toward the captain

of the Cardinal's Guards, hands over his own musket.

(CONTINUED)

8.

14 CONTINUED:
14

Treville is the respected leader of the Musketeers. This

is the saddest moment of all.

Rochefort watches from above, a cruel smile twists his

lips. He steps to the railing, addresses the men below.

ROCHEFORT:

Musketeers...

A hundred faces turn upward to regard him. And on each

the same expression -- absolute loathing for the man in

black. Rochefort is not intimidated by this sea of contempt. He revels in it.

ROCHEFORT:

By joint edict of His Majesty

King Louis XIII and His Eminence

Cardinal Richelieu, the

Musketeers are officially

disbanded. In preparation for

the coming war with England, your

ranks and commissions are hereby

transferred to the Infantry. You

will be contacted and told where

to report. Until that time, you

are instructed to return to your

homes.

DE TREVILLE:

(shouting to

Rochefort)

And who will protect the King?

ROCHEFORT:

The Cardinal's Guards are more

than capable of assuming that...

responsibility.

Muttered curses and dissent throughout. Rochefort raises

his voice to be heard:

ROCHEFORT:

You are hereby ordered to

disperse. Should even one of you

resist... the entire corps will

be arrested and imprisoned.

(with pleasure

and disdain)

'All for one, and one for all.'

As Rochefort intended, the Musketeers explode. But

before they can attack the Guards, de Treville's commanding voice calls out above the clamor.

(CONTINUED)

9.

14 CONTINUED:
(2) 14

DE TREVILLE:

Musketeers!

And with that, the Musketeers freeze. Their eyes go to

de Treville. There is a moment of silence as de Treville

chooses his words carefully. Even in defeat, de Treville

is stoic.

DE TREVILLE:

Go to your homes. Wait. Our

day will come again.

De Treville shoots a defiant look at Rochefort who smiles

in a patronizing manner. Then, de Treville leads his

Musketeers out of the courtyard.

15 ROCHEFORT 15

He returns to the adjoining room where Jussac stands by.

Rochefort has enjoyed himself immensely. He goes to a

mirror and preens, adjusting his eye patch to a more rakish angle. That's when he catches a glimpse of something

behind him. Something red. Rochefort turns.

a tall, powerfully built MAN stands in the shadows of the

room, a spectre in red.

ROCHEFORT:

Your Eminence.

Rochefort and Jussac instantly fall to their knees.

ARMAND DU PLEISS THE CARDINAL RICHELIEU steps out of the

darkness and into the light, his long crimson robes

swirling about him like clouds of blood. His face is

long, shrewd and intelligent. His eyes are penetrating. He smiles his crocodile smile.

Richelieu observes a duty roster on one of the walls.

It contains the names of all the Musketeers, past and

present.

RICHELIEU:

Have they all been accounted for?

ROCHEFORT:

(hedging)

All but... three.

On Richelieu's face, a flicker of irritation.

RICHELIEU:

Three?

(CONTINUED)

10.

15 CONTINUED:
15

JUSSAC:

(speaking up)

I sent a patrol to find them but

it hasn't returned yet.

RICHELIEU:

I want those Musketeers, not

excuses. Bring them in at once.

CUT TO:

16 EXT. BOULEVARD OF CRIME - DAY 16

Jussac leads a regiment of the Cardinal's Gruards down

Paris' most colorful and notorious street. They react

to SHOUTING and VIOLENT NOISES coming from a tavern

ahead. The one called... The Dead Rat.

The tavern door flies open, and two of the Cardinal's

Guards are flung into the street, bruised and bloody.

Just then:
A window on the second floor bursts open,

and a big Musketeer dangles a struggling Guard by his

feet, threatening to drop him into the street. The

Musketeer, a man of enormous appetites -- wine, women,

song -- is called PORTHOS. Jussac shouts:

JUSSAC:

Release that man!!

Happy to comply, Porthos lets go of the Guard who plunges

to the street with a dull thud. Then, with a wink and a

piratical grin, Porthos ducks inside. Jussac darkens,

signals his men, and they rush toward the tavern.

17 INT. TAVERN 17

Jussac and his company burst in and discover the room in

a shambles, the aftermath of a violent fight. But for

now, all is calm.

A group of the Cardinal's Guards is seated around a big

table littered with flagons and bottles. On the floor

around them are their swords and rifles. It appears the

Gruards are celebrating a victory. But wait. There's

something wrong with this picture. On closer inspection,

we see that the Guards have been stripped to their underclothes and tied to their chairs with ropes. They are

all bruised and bloody. Some are unconscious.

Presiding over the "celebration" are two Musketeers.

They sit at the head of the table, relaxing with their

boots up.

(CONTINUED)

11.

17 CONTINUED:
17

One of them casually cleans his sword with a lace handkerchief. He is ARAMIS, the most handsome and dashing of

the Musketeers -- a poet and idealist -- a gentleman of

great personal charm and style.

His companion is ATHOS, the Musketeers' deadliest and

most charismatic member -- also its most mysterious and

tortured. Athos is the unofficial leader of the Three

Musketeers, their planner and strategist. At the moment,

he's sewing up a nasty gash on his right arm.

JUSSAC:

(approaching)

What is this?

Athos greets him with a dark smile.

ATHOS:

A private party. Go away.

ARAMIS:

Athos -- is that any way to greet

our guests?

Aramis leaps to his feet and bows graciously. He is the

epitome of politeness.

ARAMIS:

Don't be shy, gentlemen. Come

in. Your friends have been

expecting you.

Jussac is not amused.

JUSSAC:

Your presence is requested at

Musketeer Headquarters by Captain

Rochefort.

Athos and Aramis exchange looks.

ATHOS:

The Cyclops is a Captain? He

must've made a pact with the

Devil.

ARAMIS:

Or the Cardinal.

ATHOS:

What's the difference?

(CONTINUED)

12.

17 CONTINUED:
(2) 17

ARAMIS:

(with an edge

of contempt)

The Devil is more ethical than

the Cardinal.

Jussac takes a step forward, fingering his saber.

JUSSAC:

You're instructed to come with

me and surrender your tunics.

With a sweeping gesture, Athos indicates the bloody

Guards around him.

ATHOS:

These gentlemen made a similar

request.

JUSSAC:

Are you refusing to come

peaceably?

ATHOS:

Probably. But I'll leave it up

to my companions. Aramis?

ARAMIS:

We can't refuse Rochefort's

invitation. It would be

impolite.

Athos tips back in his chair and gazes upward.

ATHOS:

And what do you say, Porthos?

To the Guards' surprise, Porthos is balancing on the

balcony rail above, just about even with a large wagon

wheel chandelier.

PORTHOS:

I'll be right down!

With the grace of an aerialist, Porthos jumps from the

balcony and lands atop the chandelier. His weight causes

the chains suspending it to break. With a whoop of

pleasure, Porthos rides the chandelier down as it lands

squarely atop Jussac's Guards, squashing them.

When the dust clears, only Jussac has been spared. He

looks on in disbelief as Porthos extricates himself from

the wreckage and calmly brushes his clothes off.

(CONTINUED)

13.

17 CONTINUED:
(3) 17

PORTHOS:

(to Athos and

Aramis; cheerful)

Ready when you are.

Athos and Aramis sheathe their swords, put on their hats,

wrap their capes around them and cross the room to join

Porthos.

ARAMIS:

Congratulations, Porthos. You

brought down the house.

PORTHOS:

My aim was off. I was trying to

hit Jussac.

Athos fixes Jussac with a dark, threatening look.

ATHOS:

Now. About those tunics...

Jussac turns to watch Athos, Porthos, and Aramis step to

the street. He mutters as if to curse:

JUSSAC:

Musketeers.

CUT TO:

18 EXT. HIGH ROAD TO PARIS - DAY 18

D'Artagnan, on horseback, pauses on a bluff overlooking the magnificent city on the Seine. What he beholds

is Paris as it looked in the early part of the Seventeenth Century, its steeples and towers rising to meet the

sky. For a country boy like d'Artagnan, Paris is a

magical place where the wildest of dreams can come true.

D'Artagnan's reverie is broken by the sound of THUNDERING

HOOFBEATS coming from behind. He turns in response and

what he sees is this:

Two women on horseback are riding for all they're worth

pursued by two men on horseback.

19 D'ARTAGNAN 19

His heroic blood stirs. Women in danger! As the women

GALLOP past, d'Artagnan leaps from his horse. Quickly

formulating a plan, he clambers up the trunk of a nearby

tree and climbs out on a branch that overhangs the road.

14.

20 ANGLE 20

As the two riders pass underneath, d'Artagnan leaps into

space and tackles one of them, knocking him out of the

saddle. The rider hits the ground and is knocked senseless. One down.

D'Artagnan scrambles to his feet as the second rider reverses direction and GALLOPS back, charging d'Artagnan.

The rider draws his saber.

D'Artagnan dodges the horse and the sword. He catches

the second rider's arm and yanks him right out of the

saddle. The man lands with a painful thud at

d'Artagnan's feet. Before he can recover, d'Artagnan is

upon him with flying fists. One swift punch -- and the

second rider is senseless. Two down.

D'Artagnan stands over his two victims, out of breath,

but greatly pleased with his performance. He looks up as

the two women ride back to see what's happened.

The first woman is of noble breeding, a beautiful darkhaired girl in her late teens. Her name is ANNE. Her

companion is roughly the same age, titan-haired and

equally beautiful. Her name is CONSTANCE.

Anne regards the two men on the ground, then d'Artagnan.

She shakes her head, laughs with delight and rides off.

Constance remains. She smiles down at d'Artagnan from

atop her horse.

CONSTANCE:

Do you have any idea what you've

done?

D'ARTAGNAN

I've saved you and your friend

from these bandits.

CONSTANCE:

These 'bandits' are the Queen's

own bodyguards.

D'Artagnan is stunned.

D'ARTAGNAN

The Queen?

Constance points a finger in Anne's direction.

CONSTANCE:

If I were you, I'd make myself

scarce. These men are going to be

very angry when they wake up.

(CONTINUED)

15.

20 CONTINUED:
20

D'Artagnan looks at the two bodyguards who are beginning

to recover. Then he looks up at Constance, feeling like

a prize idiot.

D'ARTAGNAN

I didn't know. I thought...

Constance smiles at him, her eyes twinkling.

CONSTANCE:

Do you have a name?

D'ARTAGNAN

D'Artagnan.

CONSTANCE:

You're a very foolish boy,

d'Artagnan... but a very handsome

one. Good-bye.

Constance spurs her horse and rides off to catch up with

Anne.

D'ARTAGNAN

(calling after her)

Wait! You didn't tell me your

name!

But Constance is gone.

D'Artagnan stands in the middle of the road, feeling

foolish and oddly thrilled at the same time. The two

bodyguards groan and grumble.

A bright reflection catches d'Artagnan's eye. He looks

down and sees a gleaming bracelet. He picks it up and...

D'ARTAGNAN

The man who attacked you...

(pointing in the

opposite direction)

... went that way.

With a guilty smile, d'Artagnan spurs his horse and rides

like Hell.

CUT TO:

21 EXT. COUNTRY ROAD 21

D'Artagnan rides to the top of the ridge, stops suddenly,

sees something that takes his breath away.

16.

22 D'ARTAGNAN'S POV 22

Paris laid out for him like a jewel, cloaked in mystery,

promising adventure and romance. D'Artagnan watches the

women as they ride into the fabled city in the distance.

He follows.

CUT TO:

23 INT. MUSKETEER HEADQUARTERS - DAY 23

Athos, Aramis, and Porthos sweep into the now deserted

courtyard. Silence -- the last thing they expected --

stops them in their tracks. The place is a cemetery,

haunted by the ghosts of generations of Musketeers.

Porthos is visibly distraught. Rochefort enters from

behind an archway.

ROCHEFORT:

I'll take those tunics,

Musketeers.

PORTHOS:

(to Aramis)

What did he say?

ARAMIS:

He said he'll take those tunics.

PORTHOS:

Tunics? Coming right up.

Porthos reaches inside his cloak and takes out a crumpled

red tunic he took from one of the Cardinal's guards. He

drops it on the ground, digs into a pocket and takes out

another. He finds another in his boot and another up his

sleeve. There's one in his hat. Like a magician, he

keeps pulling red tunics out of the most bizarre places.

Athos and Aramis have a few guard tunics themselves.

They pull them out and drop them into the growing pile.

ATHOS:

I was trying to remember the last

time I saw you here. I know. It

was the day you were kicked out of

the Musketeers.

ARAMIS:

Conduct Unbecoming a Musketeer.

Wasn't that the charge?

ROCHEFORT:

You ought to know. Three witnesses

stood against me.

(CONTINUED)

17.

23 CONTINUED:
23

ATHOS:

It was the least we could do.

The bitter memory hangs in the air for a moment.

ROCHEFORT:

You are hereby ordered to

surrender your commissions and

make yourselves available for

reassignment in the King's Army.

ATHOS:

And if we refuse?

ROCHEFORT:

You will become outlaws. Hunted

men.

PORTHOS:

It doesn't matter where I go or

what I do. Sooner or later

somebody's calling me 'outlaw.'

Athos cuts him off with a look. He's familiar with

Porthos' propensity for tall tales. But not here, not

now. Athos turns back to the balcony. Rochefort lobs a

taunt.

ROCHEFORT:

Are you refusing to serve your

King?

ARAMIS:

We are refusing to serve the

Cardinal.

PORTHOS:

Same thing, these days.

ARAMIS:

France has one King too many.

ROCHEFORT:

I'll tell him you said that.

Athos, who has remained silent, speaks with quiet power:

ATHOS:

Do that, Rochefort. Tell his

Emminence the Cardinal that we

will continue to perform our sworn

duty to protect the King. From

enemies across the sea.

(MORE)

(CONTINUED)

18.

23 CONTINUED:
(2) 23

ATHOS (CONT'D)

From traitors who sit at his right

hand. And tell him that he can

take away our tunics, our muskets,

even our swords. But he cannot

stop us from being what we are.

Musketeers.

The gauntlet has been thrown. Rochefort picks it up with

glee.

ROCHEFORT:

I'll make sure His Emminence the

Cardinal gets the message. But I

can't promise he'll be pleased.

Rochefort steps back, disappears into the shadows. A

beat. The Musketeers regard each other.

PORTHOS:

Well, if we're going to be

outlaws, I suppose we'll have to

get our affairs in order.

ARAMIS:

Are you going to visit them

alphabetically or in order of

preference?

PORTHOS:

Alphabetically seems... fair.

ARAMIS:

When it comes to you and women,

fairness rarely applies.

ATHOS:

(interrupts)

We'll meet at the Columbier-Rouge

at sundown.

(off their looks)

To celebrate. And to plan our new

lives.

PORTHOS:

Outlaws.

ARAMIS:

Citizens of France.

ATHOS:

The three Musketeers.

And that is all that remains.

(CONTINUED)

19.

23 CONTINUED:
(3) 23

Athos, Porthos, and Aramis step in different directions.

CUT TO:

24 EXT. STREETS OF PARIS - DAY 24

D'Artagnan rides through the streets of Paris. A country

boy happily stunned by the sights, sounds, and smells of

the city. Merchants gossip and call to each other from

shop doors. Colorful vendors and pedestrians move along

the crowded boulevard. Acrobats, puppeteers, and jugglers perform on street corners. LAUGHTER and MUSIC

drift from taverns and public houses.

D'Artagnan views it all with great enthusiasm. He sees

the exterior of the Musketeer Headquarters... wow! The

future belongs to him.

25 ATHOS 25

He crosses the courtyard to a large wooden door. But as

he reaches for the handle, the door flies open and smacks

him in his injured arm.

D'ARTAGNAN

(as he enters)

Look out!

ATHOS:

(wincing in pain)

Aaarrgghh...

D'ARTAGNAN

(in a panic; looking

around)

Where are they? Where are the

Musketeers? I'm in the right

place, aren't I?

ATHOS:

(through gritted

teeth)

Not as far as I'm concerned.

Athos is wearing his cape in such a way that it hides

his Musketeer tunic. D'Artagnan has no idea who he's

dealing with.

D'ARTAGNAN

But this is Musketeer

Headquarters...

(CONTINUED)

20.

25 CONTINUED:
25

ATHOS:

No. This was Musketeer

Headquarters.

D'ARTAGNAN

You mean it's been moved?

ATHOS:

I mean the Musketeers have been

disbanded. Feel free to poke

around for souvenirs.

D'ARTAGNAN

What do you mean 'disbanded'?

ATHOS:

Some nonsense about being needed in

the army. Now if you'll excuse

me...

D'Artagnan blocks Athos' path.

D'ARTAGNAN

But I just got here. How can I

become a Musketeer if they've been

disbanded?

ATHOS:

I'd say you've got a problem.

D'Artagnan grabs Athos by his injured arm. Athos, stifling pain, fixes d'Artagnan with a deadly look.

ATHOS:

You could use a lesson in manners.

D'Artagnan touches his sword, eyes flashing at the possibility of a duel.

D'ARTAGNAN

Any time.

ATHOS:

I'm in a hurry now -- but I'll

meet you at the Carmes-Deshaux

monastery at noon.

Athos exits.

D'ARTAGNAN

(calling after him)

I'll be there ten minutes early.

(MORE)

(CONTINUED)

21.

25 CONTINUED:
(2) 25

D'ARTAGNAN (CONT'D)

(to himself)

An hour in Paris, and I already

have my first duel!

Just then, d'Artangnan spies two familiar figures on

horseback, distinctive cloaks hiding their faces. Anne

and Constance, though he does not yet know their names.

D'Artagnan hurries after.

CUT TO:

26 EXT. STREETS OF PARIS - DAY 26

START CLOSE ON Porthos, his rogue's grin, the twinkle in

his eye.

PORTHOS:

But, Catherine, don't you see? As

an outlaw I'll be constantly on

the run from the Cardinal's guards,

a refugee. Think of all the places

you can hide me. I'm thinking of

them now.

27 ANOTHER ANGLE 27

reveals Porthos leaning against an open window, speaking

amiably to a pretty woman on the other side. She dabs a

tear from her eye, manages a nod.

28 ANGLE ON D'ARTAGNAN 28

Meanwhile, d'Artagnan races around another corner, down a

narrow lane, and speeds after the ladies on horseback.

He dashes through a muddy puddle -- spraying foul water

all over Porthos where he stands. D'Artagnan doesn't

notice, a huge cart loaded with wine barrels has rolled

INTO VIEW, blocking the lane. Fellow travelers shout

complaints, the cart driver shakes his head, makes an

obscene gesture. It's a Seventeenth Century traffic jam.

D'Artagnan sees Anne and Constance dismount in the distance, tie their horses, and step into an alley. A man

waits in the shadows to escort them. D'Artagnan leaps

off his horse, he means to continue his pursuit on foot.

But he takes two quick steps, and... runs directly into

Porthos' outstretched hand.

(CONTINUED)

22.

28 CONTINUED:
28

D'Artagnan looks up -- literally, given Porthos' impressive stature -- and sees the Musketeer's muddied tunic,

and worse, a unique and expensive sash, now thoroughly

soiled.

PORTHOS:

(not a glimmer of a

grin)

Do you know where this sash comes

from?

D'ARTAGNAN

No.

PORTHOS:

It is a gift from the Queen of

America.

Porthos' righteous indignation is more impressive than

his knowledge of current affairs. D'Artagnan corrects.

D'ARTAGNAN

There is no Queen of America.

PORTHOS:

(to pretty woman)

Madame Augustine, would you excuse

me for a moment, I'm going to kill

him.

(back to d'Artagnan;

ever the gentleman)

Now, where were we?

D'ARTAGNAN

(glancing at the

ladies; the alley)

I rode through a puddle, muddied

your sash, the Queen of America

except there isn't one, I'm in a

hurry, and you were about to

challenge me to a duel.

PORTHOS:

(amused)

I was?

D'ARTAGNAN

That seems to be the local custom.

Porthos lets out a weary sigh. He shakes his head.

(CONTINUED)

23.

28 CONTINUED:
(2) 28

PORTHOS:

Everywhere I go, it's always the

same. There's always some kid who

thinks he's hot with a sword...

some itchy punk who wants to go

up against the great Porthos...

D'ARTAGNAN

The great who?

PORTHOS:

The great Porthos.

(when d'Artagnan

isn't impressed)

Me, you idiot.

D'Artagnan gives him a blank look.

PORTHOS:

Don't you know who I am?

D'ARTAGNAN

The world's greatest talker?

Porthos couldn't be more insulted. He sputters with

rage.

PORTHOS:

All right, you little puke! You

want to die? So be it! One

o'clock behind the Luxembourg!

And bring a coffin!

D'ARTAGNAN

Bring your own!

29 EXT. STREETS OF PARIS - ALLEY - DAY 29

D'Artagnan thinks he sees Anne and Constance, races down

the alley, turns a corner, down a short street, makes a

hasty decision, runs down yet another alley... and tumbles into a shadowy lane. He stops, looks left and

right. And does see them.

The ladies enter a chapel's back door, close the door

behind them. D'Artagnan flies after, skids across cobblestones, rips the door open... and finds himself face

to face with the man who has escorted Anne and Constance

this far.

D'ARTAGNAN

Let me pass.

(CONTINUED)

24.

29 CONTINUED:
29

CARDINAL'S GUARD

I'm afraid that's not possible.

D'ARTAGNAN

I must speak to those young women.

CARDINAL'S GUARD

The young women do not wish to be

spoken to.

D'ARTAGNAN

I have something that belongs to

the Queen.

GUARD:

(alert)

What?

D'ARTAGNAN

A bracelet.

GUARD:

I'll deliver it for you.

D'ARTAGNAN

No, you've been enough help

already. Would you be so kind

as to point out the Carmes-Deshaux

Monastery?

The Guard points to a large building in the distance with

a large cross.

CUT TO:

30 INT. ROOM 30

PAN ACROSS the Virgin Mary and many lit candles to a

BEAUTIFUL DAMSEL sharing a love seat with the third

Musketeer, the dashing Aramis. Aramis has a book open

and is reading from it.

The Damsel suddenly grabs Aramis and kisses him on the

mouth. Aramis politely extricates himself. He's not the

least bit embarrassed, only slightly amused.

ARAMIS:

Madam, I'm flattered but I thought

you wanted me to tutor you in

theology.

(CONTINUED)

25.

30 CONTINUED:
30

DAMSEL:

Excuse me, Monsieur Aramis. But

when you started talking about

Original Sin, I lost control and

became impassioned. It won't

happen again.

ARAMIS:

There's nothing unholy about

expressing one's emotions. On

the contrary. Religion should be

experienced in a passionate, allembracing way. We should feel

free to express our spirituality.

DAMSEL:

Yes, darling!

The Damsel attacks him again. Suddenly, a pounding on

the door.

MAN (O.S.)

Open up!

DAMSEL:

(a gasp of fear)

My husband!

ARAMIS:

Your husband!?

DAMSEL:

Aramis -- run!

But Aramis' heart is too noble. He gets down on his

knees.

ARAMIS:

First we must pray to God for

forgiveness.

That's when the door bursts open and the lady's husband,

an irate MARQUIS enters with a pistol. His eyes blaze

with madness. He aims the pistol at Aramis' head.

ARAMIS:

On second thought, God's often

busy.

Aramis leaps to his feet and sprints for the open window.

As the Marquis aims and FIRES, Aramis puts one foot on

the ledge and leaps into space. The shot misses him by

inches.

26.

31 STREET BELOW 31

As d'Artagnan runs past. Aramis lands on top of him and

they go crashing to the cobblestones. As they untangle

themselves and get up...

ARAMIS:

Thanks. You broke my fall

perfectly. But I do apologize

for the inconvenience...

D'ARTAGNAN

(angry)

Get off me!

D'Artagnan pushes Aramis aside. Aramis grabs d'Artagnan

by the scruff of his neck and pulls him back.

ARAMIS:

If there's one thing I can't

abide, it's rudeness.

D'ARTAGNAN

You fell on me!

ARAMIS:

And I apologized for it.

D'ARTAGNAN

I suppose you'd like to teach me a

lesson in manners, too.

ARAMIS:

I'd be honored.

D'Artagnan brightens. Another duel!

D'ARTAGNAN

How's two o'clock behind the

Luxembourg?

Aramis bows politely.

ARAMIS:

If that's where you wish to die,

I won't disappoint you. Until

then...

Aramis takes off. d'Artagnan swells with pride.

D'ARTAGNAN

Three duels in one day. I love

this town.

CUT TO:

27.

32 EXT. LOUVRE - DAY 32

The Royal Palace of Louis XIII.

ANNE (V.O.)

Have you seen the King?

SENESCHAL (V.O.)

No, Your Majesty.

33 INT. THRONE ROOM - DAY 33

Anne, or rather, Queen Anne, steps into the throne room,

a massive cathedral-like chamber. Twin thrones occupy

a raised dais. An entire wall is covered with a spectacular map of the world. The map contains every known

country and continent, including the New World. The

SENESCHAL exits, closing the doors with a resounding boom.

Anne pauses, all alone in the big, drafty chamber. And

for the first time, she looks and acts her age. Barely

a woman, chilled by the ghosts of all the French kings

and queens who came before her. And a long way from

home. Anne steps to the great map of the world. She

reaches out to touch her own country, Austria, feels a

pang of separation. We hear:

MAN (O.S.)

Your Majesty...

Anne reacts with a start. A tall, powerfully built man

stands in the shadows, a spectre in red.

ANNE:

Cardinal Richelieu, you surprised

me.

Cardinal Richelieu steps out of the darkness. He smiles.

RICHELIEU:

How was your ride?

Richelieu's question takes her by surprise. He bows

before Anne. Considering a reply, she extends her hand.

The Cardinal kisses it.

ANNE:

My ride...? Well, I... I'm not

sure...

RICHELIEU:

(rising up)

Forgive me.

(MORE)

(CONTINUED)

28.

33 CONTINUED:
33

RICHELIEU (CONT'D)

But your welfare is

more than a matter of personal

interest. It is a matter of

State. But rest assured, your

secret is safe with me.

His manner is both charming and paternal. Anne, smart

enough to exercise caution in all her palace dealings,

is nonetheless touched by his concern.

ANNE:

Thank you.

Richelieu turns to the great map, speaks gently.

RICHELIEU:

You're homesick.

ANNE:

(after a beat)

Lonely. Is that the same thing?

RICHELIEU:

Sometimes.

Richelieu brings his eyes back to Anne, continues:

RICHELIEU:

Austria's loss is France's gain.

ANNE:

I'm not sure my new husband shares

your opinion.

RICHELIEU:

Nonsense. He's young, not blind.

ANNE:

Mostly, he is absent. I've barely

seen His Majesty since our wedding,

and that was three months ago.

Whenever he's around me, he has

nothing to say.

RICHELIEU:

Arranged marriages can be

difficult. Your father and I

thought yours would bring Austria

and France closer together.

(CONTINUED)

29.

33 CONTINUED:
(2) 33

ANNE:

Countries align more swiftly than

people, I'm afraid. Louis and I

remain... far apart.

RICHELIEU:

May I advise you?

He says it with seeming humility, not condescension. Anne

nods assent.

RICHELIEU:

Louis was only nine years old

when his father was assassinated.

He lost his childhood forever that

day. I have watched him grow

toward manhood, seen the toll his

life demands. A boy who is not

allowed to be a boy sometimes has

difficulty becoming a man. He is

shy, yet boastful. Giving, yet

stubborn. But most of all, he is

not yet sure exactly who he is.

The boy who lost his father. Or

the King of France.

ANNE:

But how can I...?

RICHELIEU:

Flatter him. Make the boy feel

like a King. So that the King

may be your husband.

Anne considers his eloquent advice, formulates a reply...

when the huge doors to the throne room open with a dull

boom, the Seneschal chants:

SENESCHAL:

His Majesty, the King.

The Seneschal steps aside as LOUIS XIII enters. He is

surprisingly young, no older than d'Artagnan. His face

is handsome and intelligent.

RICHELIEU:

Your Majesty.

LOUIS:

Cardinal Richelieu, I've been

looking for you.

As Louis strides toward them, Richelieu and Anne bow.

(CONTINUED)

30.

33 CONTINUED:
(3) 33

When Louis sees Anne, he reacts with an almost imperceptible start. Her presence catches him off guard.

LOUIS:

Oh. Anne. Hello. I didn't know

you were here.

Louis hides his nervousness, not to mention his love,

behind a formal veneer. Anne, emboldened by Richelieu's

confidences, replies:

ANNE:

Would you like me to go?

Louis suddenly remembers the reason he's here. Determination breeds a more capable attitude.

LOUIS:

No. Please, stay.

(to Richelieu, aware

that she is watching

him)

Your Eminence, I demand an answer.

RICHELIEU:

(hiding his amusement)

Perhaps if I knew the question...

LOUIS:

I've just been told that you went

ahead and disbanded my Musketeers.

RICHELIEU:

You approved the decision.

LOUIS:

But not the timing of the matter.

I intended to address them myself,

explain the situation...

RICHELIEU:

Your Majesty, France is on the

brink of war. We dare not

hesitate.

LOUIS:

But these men are my personal

guards...

RICHELIEU:

They are the bravest fighters in

France.

(MORE)

(CONTINUED)

31.

33 CONTINUED:
(4) 33

RICHELIEU (CONT'D)

We'll need them in the

field if we're to win this war

with England. Buckingham plans

to invade La Rochelle within the

month. I thought it best to act

quickly --

LOUIS:

I will be the judge of what is

best. For me, and for France.

He says it with newfound resolve. Richelieu receives the

rebuke with quiet grace. Anne watches the latter closely,

suppresses a smile. The boy is nearer to King than

Richelieu imagined.

RICHELIEU:

Of course. Forgive me.

A tense beat. Anne, feeling out of place, steps toward

the door.

LOUIS:

Anne? Are you all right?

ANNE:

You two should continue this

discussion in private.

LOUIS:

(hesitates, seeks a

reason for her to

stay)

Your thoughts on the matter

interest me. They might... help.

ANNE:

It seems to me that... you're

doing very well on your own.

She means it. Anne smiles, exits. A beat. Louis sighs.

LOUIS:

She's beautiful.

RICHELIEU:

Extremely.

LOUIS:

Intelligent.

RICHELIEU:

Very.

(CONTINUED)

32.

33 CONTINUED:
(5) 33

LOUIS:

(after a beat)

Sometimes she scares me half to

death.

RICHELIEU:

May I advise you?

Repetition reveals calculation. Louis nods. And the

Cardinal surprises with quiet humor:

RICHELIEU:

She scares me too. As do all

women who join beauty to

intelligence. What's a man to

do?

LOUIS:

(enjoying the Cardinal's

humor)

I have no idea.

RICHELIEU:

The course of love is full of

frightful turns. But, no matter

how you feel, no matter how

hopelessly afraid... never let

her know that you are anything

other than the bravest and most

confident man in France. Make

that your starting point, and

everything else will fall... into

place.

LOUIS:

The bravest man in France...

RICHELIEU:

Good advice for a shopkeeper.

Let alone a King.

A beat. Richelieu acting as the lost father. And Louis

appreciating it, speaking as a son:

LOUIS:

Your Eminence, I'm sorry that I

was sharp with you. It's just

that the Musketeers... well, they're

not just my guards. They're my

friends too.

RICHELIEU:

I know. But don't worry.

(MORE)

(CONTINUED)

33.

33 CONTINUED:
(6) 33

RICHELIEU (CONT'D)

From now on, I'll take complete

responsibility for your welfare.

Indeed he will.

CUT TO:

34 INT./EXT. THRONE ROOM/HALLWAY - DAY 34

Richelieu bursts out of the Throne Room and is joined by

Rochefort. Walking quickly down a long hallway.

ROCHEFORT:

He's a foolish boy. And barely

that.

RICHELIEU:

That foolish boy is about to

become a man.

(off Rochefort's

look)

Which is all the more reason for

us to act... quickly.

ROCHEFORT:

(reacts, knows what

this portends)

And the Queen...?

RICHELIEU:

(he smiles, lewd)

She will receive me in ways she

never thought possible. Privately.

HOLD ON the Cardinal and Rochefort, watching the King and

Queen below.

CUT TO:

35 EXT. STREETS OF PARIS - DAY 35

D'Artagnan walks proudly toward the Carmes-Deschaux

monastery, bold and brave, his future at hand. Suddenly.

COACH DRIVER (O.S.)

Get out of the way, idiot!!

A speeding carriage bears down on him. D'Artagnan leaps

from its path, stumbles. He looks up in time to see the

passenger inside, and for a moment, time seems to stop.

(CONTINUED)

34.

35 CONTINUED:
35

She is a noblewoman of remarkable beauty, her face framed

by the carriage window. Long blonde curly hair that

cascades in ringlets to her shoulders, languid blue eyes,

and skin as white as alabaster. She is known as MILADY

DE WINTER. She is to sex, what Constance is to innocence.

D'Artagnan watches as if in a dream. The carriage, the

beautiful woman inside it. Paris wraps its arms around

the young man's heart. Suddenly: a second face enters the

carriage window, replacing hers, jarring by contrast. It

is the fierce visage of Milady's Indo-Chinese Bodyguard,

PARKER. The bodyguard glares, pulls at the carriage

window curtains, taking Milady, the dream, from view.

HOLD ON d'Artagnan, bewitched, as the CARRIAGE RUMBLES off

into the city.

CUT TO:

36 EXT. STREETS OF PARIS - SEINE - POV SHOT - DAY 36

A beautiful house situated near the Seine. Milady's

carriage stops before it. She steps to the street,

Parker follows. After a brief spoken exchange, the bodyguard departs on some errand. HENRI, the driver, a brutallooking fellow, incongruous in his elegant coachman's

uniform, snaps the reins, and guides the carriage away.

Milady steps inside.

37 ANOTHER ANGLE - POV 37

REVEALS this to have been the POV of two men standing in

the shadows across the street. COUNT DE WINTER, fortyfive, a kind face etched with sadness, and ARMAND DE

WINTER, twenty-five, his son. They are well-dressed. But

their manner and appearance suggests that they have

traveled a long distance to find her.

COUNT DE WINTER:

Wait here.

ARMAND:

But, Father...

COUNT DE WINTER:

Wait.

He will not consider otherwise. Armand sighs, stands in

the shadows, and watches his father cross toward Milady's

house.

CUT TO:

35.

38 INT. MILADY'S HOUSE - DAY 38

Milady stands before a mirror, reaches for one of the many

ivory combs that adorn her hair. As she places the comb

we notice a small flower-like tattoo on her arm. She

pauses to admire her beauty, then to see the image of

Count de Winter, now standing behind her, his eyes dark

and cold. Milady does not move from the reflecting glass,

she smiles.

MILADY:

Count de Winter.

COUNT DE WINTER:

(as much happiness as

the thought allows)

We found you.

MILADY:

(eyes on the mirror)

Yes. Now that you have, what

will you do?

COUNT DE WINTER:

Bring you back. To pay for what

you did to my son.

MILADY:

And if I resist...?

COUNT DE WINTER:

(voice breaking with

emotion)

I will kill you with my bare

hands.

The Count steps closer, close enough to touch. Milady,

eyes bright with excitement, the smile still playing about

her lips, replies:

MILADY:

Well if that's the case, I'd

better start packing. But first,

my hair...

Milady, who has been removing combs throughout, reaches

for the next, and...

CUT TO:

39 EXT. MILADY'S HOUSE - DAY 39

Armand keeps his eyes on Milady's house opposite. No

sign of his father. He looks about, impatient... and

steps across the street to enter.

CUT TO:

36.

40 INT. MILADY'S HOUSE - DAY 40

Armand climbs a flight of stairs. Still no sign of his

father, or Milady. He calls out:

ARMAND:

Father?

Worry makes him hurry. Armand takes hasty steps into

Milady's bedroom. The first thing he sees is his own

face in the mirror. The second is his father's inert

body below it. Armand gasps, races to his side. A thin

trail of bright blood is seen briefly at the older man's

ear. Armand gathers his father up into his arms, and

begins to weep.

CUT TO:

41 EXT. CARMES-DESCHAUX MONASTERY - DAY 41

The monastery is a windowless building bordered by a

barren field, a dueling ground for men who have little

time to waste. Athos sits on a stone bench, waits for

his adversary to arrive. His horse is hobbled nearby.

D'Artagnan rides INTO VIEW, dismounts.

ATHOS:

Ten minutes early.

D'ARTAGNAN

I have another appointment at one.

ATHOS:

You'll miss it, I'm afraid.

D'ARTAGNAN

I'll try my best to be on time.

Athos appreciates the young man's retort, takes a closer

look. Then he rises to his feet, the pain in his arm

makes him wince.

ATHOS:

I asked two of my friends to act

as seconds, but they are not as

punctual.

D'Artagnan notices Athos' pained expression, the blood on

his sleeve.

D'ARTAGNAN

But you're wounded.

ATHOS:

Don't worry. I fight just as well

with my left hand.

(CONTINUED)

37.

41 CONTINUED:
41

D'ARTAGNAN

If you'd rather kill me another

time...

ATHOS:

Thanks, but I see my seconds

coming now.

Porthos and Aramis arrive on horseback. They dismount,

view d'Artagnan with amazement. D'Artagnan reacts with

similar surprise, smiles sheepishly.

PORTHOS:

(to Athos)

What're you doing? You can't

fight this man.

ATHOS:

Why not?

PORTHOS:

Because I'm fighting him.

D'ARTAGNAN

Excuse me, monsieur. But not

until one o'clock.

ARAMIS:

(amused)

Wait a minute. I've got a duel

with him, too.

D'ARTAGNAN

Yes, sir. But not until two.

ATHOS:

(to d'Artagnan)

How long have you been in Paris?

D'ARTAGNAN

I arrived this morning.

ATHOS:

You've been... busy.

D'ARTAGNAN

I've also fallen in love.

ATHOS:

(gruff to a fault)

Better to die for love than to

live for it. Gentlemen?

(CONTINUED)

38.

41 CONTINUED:
(2) 41

Athos gestures for Aramis and Porthos to stand aside. He

draws his saber, ready to fight. A beat. And in that

moment, d'Artagnan's face reveals an emotion he has never

felt before in his young life. Fear. Athos sees it,

allows him a moment to withdraw his saber. D'Artagnan

does so, they square off, touch sabers, and...

... Jussac leads a patrol of the Cardinal's Guards INTO

VIEW.

JUSSAC:

There they are!!

Athos and d'Artagnan separate as Jussac and his four

swordsmen stride towards them.

ARAMIS:

Jussac. Again.

Athos steps forward to meet him.

ATHOS:

I told you the next time we met

I'd want an answer. But I didn't

expect you so soon.

JUSSAC:

The three of you are under arrest.

The boy's of no interest to me

and is free to go. Do you intend

to resist?

PORTHOS:

Oh, don't be stupid. Of course we

intend to resist. Just give us

a second.

Porthos huddles with Athos and Aramis.

PORTHOS:

Interesting odds. Five of them

and three of us.

ARAMIS:

It hardly seems fair. Let's give

them the chance to surrender.

D'ARTAGNAN

(interrupting)

Excuse me, but there are four of

us.

They turn and regard d'Artagnan.

(CONTINUED)

39.

41 CONTINUED:
(3) 41

ATHOS:

This is not your fight. You're

not a Musketeer.

D'ARTAGNAN

I may not wear the uniform, but I

believe I have the heart of a

Musketeer.

The three Musketters exchange smiles. D'Artagnan's

youthful bravado manages a small dent in their cynicism.

PORTHOS:

Bold and brave.

ARAMIS:

A poet.

ATHOS:

Have you got a name, boy?

D'ARTAGNAN

D'Artagnan.

PORTHOS:

(startled)

D'Artagnan?

The name has meaning for all of them. The Musketeers

look at each other, deadpan, shake their heads.

ARAMIS:

Impossible.

PORTHOS:

It couldn't be.

Athos knows that it is. He steps forward, extends a

hand. The others follow, shake as well. Athos introduces each in turn.

ATHOS:

Athos... Porthos... Aramis.

D'ARTAGNAN

Pleased to meet you... How do you

do?... Good to see you again...

Meanwhile, Jussac and his Guards look on with increasing

impatience. He clears his throat, draws his saber. The

Musketeers turn toward the Guards, d'Artagnan standing

among them.

(CONTINUED)

40.

41 CONTINUED:
(4) 41

PORTHOS:

Well. Now that we're all

acquainted...

ATHOS:

The Cardinal's Guards.

D'Artagnan and the Musketeers draw their swords... and

charge.

42 FIGHT 42

Suddenly:
nine men are locked in mortal combat. Athos

takes a Guard named Cahusac, Porthos battles BISCARAT,

and Aramis battles with two adversaries at once.

D'Artagnan looks for an opponent... and finds himself

face to face with Jussac.

The fighting style of the Musketeers is an exuberant mixture of styles and techniques. Athos is a brutal swordsman, his strokes overpowering and savage. His repertoire

also includes swift kicks, solid punches, the occasional

elbow when necessary. Aramis is a seamless and graceful

technician, he handles his two opponents with balletic

ease, an artist working with steel and flesh, rather than

paint and canvas.

And last, and perhaps the most entertaining of all,

Porthos. He is a walking arsenal, carrying a variety of

bizarre weapons on his body -- a crossbow, daggers, bolo,

nunchucks -- all of which he uses with the polished skill

of a master. Add this funhouse of armaments to his

already impressive size and strength, and you have a oneman wrecking crew of epic proportions.

D'Artagnan's youthful energy is by now familiar. He

bounds about like a newborn tiger, encircles his adversary, changing stance and shifting his ground with alacrity. Jussac is having a hard time defending himself

against his opponent who seems to be attacking from all

directions at once.

JUSSAC:

(losing patience)

Stand still! How do you expect

me to kill you if you keep jumping

around!!

43 MONASTERY 43

A monk watches from the bell tower, incensed by the battle

raging on the field below. He grabs the BELL rope, gives

it a mighty pull... and sounds a clamorous ALARM.

41.

44 BACK TO SCENE 44

Porthos reacts to the interruption with irritation. He

produces a pair of nunchucks. Biscarat looks at the odd

weapon with professional curiosity, slight confusion...

and Porthos whacks him on the side of the head, knocks

him to the ground.

PORTHOS:

(eyes on the tower)

Damn monks. Always spoiling

everybody's fun.

Aramis replies while shifting from one foe to the next.

ARAMIS:

They are nearer to God...

PORTHOS:

They're about to get a little

nearer to the hilt of my sword.

ARAMIS:

Pagan.

PORTHOS:

Papist.

Porthos slides over to handle one of Aramis' opponents.

He'd rather bicker from close range. But Biscarat

struggles to his feet, grabs his saber. Porthos sees

him, sighs.

PORTHOS:

(to Aramis)

Excuse me?

ARAMIS:

I'm fine, thank you.

And Porthos returns to his original foe. Meanwhile,

Athos' heavy strokes take their toll. Cahusac staggers,

wounded in arm, shoulder, grazed at the head -- and falls

to the ground with a thud. Aramis calls out to him,

indicates d'Artagnan:

ARAMIS:

Take a look at our young friend.

ATHOS:

You mean he's still alive?

Not only is d'Artagnan alive, but he's making a fool out

of Jussac. Frustrated, enraged, Jussac makes a full lunge

at him, but d'Artagnan ducks, then slips under Jussac's

sword like a snake and runs him through.

(CONTINUED)

42.

44 CONTINUED:
44

Jussac falls to the ground, lies still. He is dead.

Athos and Aramis react, impressed. Then turn their full

attention on weakening foes. They disarm and disable

them with swift strokes. Meanwhile, Porthos chases

Biscarat into a grove of trees. The Guard has discovered

the better part of valor, now runs for his life. Porthos

-- who is at play as much as he is war -- takes a Spanish

bolo from his cloak, and whips the balls over his head.

Biscarat hears the odd WHIZZING sound, turns to face him.

The color drains from his face.

BISCARAT:

Now what...?

Porthos lets the bolo fly -- it catches Biscarat about

the neck, the balls slam into his head. The Guard drops

to the ground without a sound.

PORTHOS:

God, I love my work.

45 AFTERMATH 45

A sudden silence, save for the occasional dull groan.

D'Artagnan scans the battlefield, sees Aramis bending

over Jussac's body, speaking in solemn tones under his

breath.

D'ARTAGNAN

(to Athos)

What's he doing?

ATHOS:

Last rites. Aramis takes death

very seriously.

Porthos returns in high spirits, stashes the bolo in a

pouch under his cloak. D'Artagnan sees the other weapons

there, including a boomerang. Maybe next time.

PORTHOS:

(re:
the bolo)

Do you know where this bolo comes

from?

D'ARTAGNAN

(a bold jest, given

the circumstances)

The Queen of America?

PORTHOS:

Spain.

(CONTINUED)

43.

45 CONTINUED:
45

Porthos deadpans, then grins acceptance. All for one,

and one for all. D'Artagnan beams.

ARAMIS:

Don't encourage him. By killing

Jussac, the boy's made himself

an outlaw too.

ATHOS:

Not if he leaves Paris. Which is

exactly what he's going to do.

D'ARTAGNAN

I can't leave. I just got here.

PORTHOS:

Go home, find a wench, live long

and prosper.

D'ARTAGNAN

Why can't I stay with you?

Aramis and Porthos look to Athos. As always, he will

decide.

ATHOS:

Because I do not want you to.

It's hard to say whether he's acting out of concern for

the boy... or he simply doesn't give a damn. Whatever

the case, d'Artagnan is crestfallen. The Musketeers

mount their horses, Porthos and Aramis adopt a friendlier

tone.

ARAMIS:

I know Athos may seem cold and

unfriendly, but don't let that

fool you.

PORTHOS:

He really is cold and unfriendly.

ARAMIS:

But he's also right. This is our

fight, not yours. Go on, get out

of here.

D'ARTAGNAN

Whatever happened to the motto of

the Musketeers? 'All for one,

and one for all.'

ATHOS:

Wake up, boy. The Musketeers are

just a dream.

(CONTINUED)

44.

45 CONTINUED:
(2) 45

Athos spurs his horse, rides away. Aramis and Porthos

follow. HOLD ON d'Artagnan as he watches the Musketeers

grow small in the distance. Then, sadly, he steps to his

horse, climbs into the saddle. It has been both the best

and the worst day of his young life.

That's when a group of horsemen come riding around the

corner of the monastery -- five Cardinal's Guards led by

Rochefort himself. They see their wounded comrades,

Jussac dead, and the three Musketeers escaping in the

distance.

ROCHEFORT:

(pointing)

There they go! After them!

But before Rochefort and the Guards can give chase,

d'Artagnan rides into the middle of the field to

challenge them, as if to further prove himself worthy

of the blue and gold.

D'ARTAGNAN

(defiant)

Long live the Musketeers.

And d'Artagnan draws his saber.

AT DISTANCE:

The three Muskeeters rein their horses, look back to

d'Artagnan's bold charge.

PORTHOS:

(with admiration)

Do you believe this kid.

D'Artagnan gallops toward the Guards to engage them. He

races through PISTOL SHOTS like a demon possessed.

Rochefort rides to the lead, draws his sword.

ROCHEFORT:

(shouts to the

others)

Fall back! I'll take him myself!

And like two jousting knights, d'Artagnan and Rochefort

meet in the middle of the field. Their BLADES connect

with a resounding CLASH, d'Artagnan is knocked clear of

his saddle. He hits the ground with a painful thud.

Rochefort's Guards leap towards him.

45.

46 ANGLE TO INCLUDE MUSKEERS 46

Porthos and Aramis are greatly moved by d'Artagnan's

courage.

PORTHOS:

Rochefort's got the boy.

ATHOS:

(seemingly unmoved)

Too bad.

ARAMIS:

You can't just leave him.

Athos spurs his horse, rides away. Aramis and Porthos

exchange sad looks and hopeful comments.

ARAMIS:

He has a plan.

PORTHOS:

Definitely. A plan.

And with that, they gallop after.

47 BACK TO SCENE 47

Meanwhile, d'Artagnan is soon outnumbered, and quickly

subdued.

GUARD:

This boy fights like a wildcat.

D'ARTAGNAN

(exhausted)

Thank you.

The Guard clobbers d'Artagnan with the scabbard of his

sword. The last thing d'Artagnan sees is the three

Musketeers riding into the distance. Then the WORLD

TILTS, GOES SUDDENLY BLACK.

FADE IN:

48 EXT. BASTILLE - NIGHT 48

The walls and towers of France's most infamous prison

rise to meet a starless sky. The portcullis is raised

by men-at-arms, admitting a spectacular crimson carriage

pulled by a team of snow-white stallions. The emblem of

the Cardinal of France is emblazoned on the carriage

door, and THROUGH its WINDOW we see the profile of

Richelieu.

(CONTINUED)

46.

48 CONTINUED:
48

Lovingly, he fingers the upholstery of his extravagant

carriage.

CUT TO:

49 INT. DUNGEON - NIGHT 49

A chamber in hell. Spiders the size of rats, rats the

size of small dogs. A foul stench in the air. D'Artagnan

is sprawled in a corner, unconscious, on a filthy matted

floor. The sharp tip of a sword pokes him in the chest.

D'Artagnan wakes with a start, springs back into action.

As if he was still battling Jussac at the Carmes-Deschaux.

He slaps the sword away, leaps to his feet, and reaches

for his own. But it is gone.

D'ARTAGNAN

My sword --

ROCHEFORT:

It's magnificent. Where did you

get it?

Rochefort steps INTO VIEW, the familiar eyepatch, admiring

d'Artagnan's sword in his hands.

D'ARTAGNAN

(after a beat)

It belonged to my father.

ROCHEFORT:

Your father...

Rochefort studies d'Artagnan for a long moment, then...

ROCHEFORT:

Well now it belongs to me. I

collect swords. I take them

from the men I kill.

D'ARTAGNAN

I'm not dead yet.

D'Artagnan starts forward. But Rochefort raises the

sword, points it at his throat. D'Artagnan freezes,

feels the sharp tip of the blade.

ROCHEFORT:

Soon enough.

Rochefort shoves d'Artagnan back to the floor with a

heavy boot. A beat. D'Artagnan peers at his dismal

surroundings.

(CONTINUED)

47.

49 CONTINUED:
49

D'ARTAGNAN

Where am I?

ROCHEFORT:

I'll give you a hint. It's not

the Louvre.

D'ARTAGNAN

(realizing)

The Bastille! I'm in the Bastille!

ROCHEFORT:

Well, you're the first person who

was ever happy to be here.

Unfortunately, your visit will be

a short one.

D'ARTAGNAN

What do you mean?

ROCHEFORT:

You killed one of the Cardinal's

Guards. An offense punishable

by death.

D'ARTAGNAN

He interrupted a duel I was

fighting.

ROCHEFORT:

Also punishable by death.

D'ARTAGNAN

It was a long day.

ROCHEFORT:

You know them?

D'ARTAGNAN

Who?

ROCHEFORT:

The Musketeers.

D'Artagnan says nothing. He will not betray them.

Rochefort leans close.

ROCHEFORT:

Tell me where they are, and I

will be lenient.

D'ARTAGNAN

How?

(CONTINUED)

48.

49 CONTINUED:
(2) 49

ROCHEFORT:

(after a beat)

I will give you your father's

sword.

A long beat. D'Artagnan eyes the gleaming saber, forged

in the Crusades. He nods, gestures for Rochefort to

come closer. As if to impart a secret. Rochefort tilts

downward, d'Artagnan rises up... and whispers.

D'ARTAGNAN

Give me my father's sword, and

I'll cut out your heart.

Bold words, bad timing. Rochefort snarls, slams the hilt

of the sword into d'Artagnan's head. The youth slumps

from the wooden stool to the floor, unconscious.

ROCHEFORT:

Fool. Like your father.

Rochefort storms from the cell. He nods at a grizzled

jailer on his way out, indicates the chains and manacles

on the cell wall. The jailer scurries over to d'Artagnan,

inert in a shallow puddle of foul water. He lifts, drags

him toward the chains -- but d'Artagnan's eyes pop open,

the jailer reacts with surprise, and...

CUT TO:

50 INT. BASTILLE - CORRIDOR - NIGHT 50

The jailer exits from d'Artagnan's cell, closes the heavy

door behind him. A CLOSER look reveals d'Artagnan in the

jailer's soiled tunic, eyes bright with adventure. He

looks left and right -- dank corridors, darkness, the

OCCASIONAL GROAN. And steps lightly into the shadows.

51 ON D'ARTAGNAN 51

He seeks exit, finds only a labyrinth. Two jailers converse, step towards him. D'Artagnan leaps into a cell

doorway, allows them to pass. Suddenly: scabrous hands

reach from inside the cell, grab d'Artagnan by the throat.

He shudders, leaps free. And continues.

D'Artagnan steps deeper in the labyrinth. Frustrated,

no way out. Just then: more FOOTSTEPS heading toward

him. D'Artagnan seeks refuge, watches as a cloaked

figure steps INTO VIEW, accompanied by a retinue of

sullen jailers.

D'Artagnan thinks fast... and joins them.

CUT TO:

49.

52 INT. BASTILLE - NIGHT 52

D'Artagnan keeps step with the cloaked figure, the retinue. He keeps his head down, glances at the corridor

ahead, looking for a way out. But the cloaked figure is

escorted up a long stairway, into another hall, and

toward a pristine wooden door. D'Artagnan watches as

the door opens, revealing... Cardinal Richelieu, a fearsome apparition in red, the most powerful man in France.

D'Artagnan's jaw drops. The cloaked figure steps inside.

The jailers disperse. D'Artagnan takes steps as if to

join them... then turns back, eyes the door, the Cardinal

and the cloaked figure now behind it.

53 ANGLE TO INCLUDE INTERIOR 53

The cloaked figure bows to the Cardinal. Richelieu

smiles, concupiscent. Rochefort stands in a corner,

ignored for the moment.

RICHELIEU:

I have an errand that requires

your singular talents.

The figure rises. The hood falls back... revealing the

unforgettable features of Milady de Winter. She answers

the Cardinal's smile with a seductive expression.

MILADY:

I was beginning to think you'd

forgotten me.

RICHELIEU:

Forget you? Impossible.

Richelieu and Milady share a look of intimacy, two vipers

from the same pit.

54 OUTSIDE DOOR 54

D'Artagnan slips closer, reaches for the handle, finds it

unlocked. He opens the door a fraction, holds an ear

close...

55 BACK TO SCENE 55

Richelieu produces a sealed document from his sleeve,

and hands it to Milady.

RICHELIEU:

Carry this to the Duke of

Buckingham.

(CONTINUED)

50.

55 CONTINUED:
55

MILADY:

(impressed)

You did it. An alliance with

Buckingham.

RICHELIEU:

The King left me no choice. Now

that he's come of age, the boy

believes he should rule France.

Instead of me.

Rochefort knows what this portends. He steps from the

corner.

ROCHEFORT:

You're going to go through with

... everything?

RICHELIEU:

(silences him with

a glance)

Yes. Everything.

(to Milady)

You're to leave for Calais at

once. A ship called the

Persephone will carry you to

England. It sails Tuesday,

midnight. I want Buckingham's

signature next to mine before the

King's birthday. Friday.

MILADY:

Consider it done.

RICHELIEU:

And doing so, shall earn you the

gratitude of... a King.

Richelieu's not talking about Louis. He's talking about

himself.

CUT TO:

56 INT. BASTILLE - CORRIDOR - NIGHT 56

D'Artagnan leaps back from the door as it opens, head

down, shuffles to join the retinue of jailers as they

RETURN TO VIEW. Milady, unrecognizable behind her cloak,

steps into the corridor, the retinue escorts her forward.

D'Artagnan falls into place, eyes down, eager for escape.

Just then:
a hand slams down upon his shoulder.

D'Artagnan looks up into the face of Captain Rochefort.

51.

57 EXT. BASTILLE - MILADY'S COACH 57

Exiting.

CUT TO:

58 INT. BASTILLE - NIGHT 58

D'Artagnan lands with a thud at Richelieu's feet.

Rochefort hisses:

ROCHEFORT:

On your knees.

When d'Artagnan fails to respond, Rochefort gives him a

mighty kick. D'Artagnan scrambles into the correct

posture of supplication. Rochefort continues:

ROCHEFORT:

This is the boy who killed

Jussac.

D'ARTAGNAN

I can explain that --

ROCHEFORT:

Silence!

Rochefort punches d'Artagnan in the head, knocking him to

the floor. The Cardinal frowns.

RICHELIEU:

Rochefort. Violence solves

nothing. Leave him to me.

D'Artagnan reacts to the Cardinal's reasonable tone.

Rochefort makes a sullen exit. The Cardinal smiles.

RICHELIEU:

Please. Sit down.

D'Artagnan reacts with perceptible awe, as if seeing his

first movie star. He sits in a finely brocaded chair,

looks at the Cardinal, an apparition in red. The Cardinal

speaks, his manner casual, friendly.

RICHELIEU:

How much did you hear?

D'ARTAGNAN

(busted)

Not a word, Your Eminence. I

stepped from my cell for a breath

of air, and became lost in the

corridors, it's dark as you know,

but then I saw a light up ahead,

the light over your door, I...

(CONTINUED)

52.

58 CONTINUED:
58

Richelieu smiles, dismisses d'Artagnan's tale with a

wave of his hand.

RICHELIEU:

You may have many talents, my

young friend. But guile is not

one of them. Do you have a name?

D'ARTAGNAN

D'Artagnan.

RICHELIEU:

I've heard that name before. Are

you a Gascon?

D'ARTAGNAN

Yes, Your Eminence.

RICHELIEU:

Tell me. What brought you to

Paris. And don't say 'a horse.'

D'ARTAGNAN

I came to join the King's

Musketeers.

RICHELIEU:

Bad timing.

D'ARTAGNAN

So I've heard.

RICHELIEU:

D'Artagnan, I like you. I could

use a capable young man like you

in my Guards.

D'ARTAGNAN

I'm honored, Your Eminence, but I

don't think I would be very

popular with the other men. Not

after today.

RICHELIEU:

I suppose not. Your heart is set

on being a Musketeer.

(off his look)

When I was your age, I too had

dreams of joining the Musketeers.

D'ARTAGNAN

(surprised)

You, Your Eminence?

(CONTINUED)

53.

58 CONTINUED:
(2) 58

RICHELIEU:

Why not? Becoming a Musketeer is

the fantasy of every young

Frenchman. Or should I say it

was...

(with seeming

kindness, reason)

Like the Knights of the Round

Table, the Musketeers have

outlived their usefulness. They

are a thing of the past.

(beat)

And so have your three friends.

Tell me where they are, d'Artagnan,

and I will spare your life.

Richelieu's seeming kindness conceals a heart of ice.

D'Artagnan sees it now, replies quietly. No longer in

awe, but in opposition.

D'ARTAGNAN

I'm sorry. But I can't tell you

what I do not know.

RICHELIEU:

In that case, give my regards to

the headsman.

D'ARTAGNAN

What about my trial?

RICHELIEU:

You've just had it.

Richelieu turns for the door, means to dismiss him.

D'Artagnan calls after.

D'ARTAGNAN

Wait --

RICHELIEU:

Why? Do you object to losing

your head?

D'ARTAGNAN

Yes. I like it where it is.

RICHELIEU:

Then tell me what I want to know,

and perhaps you will keep it there

a few years longer.

(beat)

Where are the three Musketeers?

(CONTINUED)

54.

58 CONTINUED:
(3) 58

D'ARTAGNAN

I don't know.

RICHELIEU:

And if you did?

D'ARTAGNAN

(after a beat)

I wouldn't tell you.

RICHELIEU:

I admire your courage, young man.

You might have made a fine

Musketeer after all.

Richelieu opens the door. Rochefort waits on the other

side.

RICHELIEU:

But we'll never know, will we?

Rochefort steps into the room, grabs d'Artagnan roughly

by the arm, hurls him from the chair to the floor. This

time Richelieu does not utter protest. Instead, he

turns to the Captain, commands:

RICHELIEU:

Find the three Musketeers and kill

them.

ROCHEFORT:

They'll be dead by dawn.

RICHELIEU:

A comforting thought. Good night,

d'Artagnan. Enjoy it. Morning

comes quickly.

With that, Cardinal Richelieu sweeps into the dark. HOLD

ON d'Artagnan for a beat. History's pawn.

CUT TO:

59 EXT. BASTILLE - MARKET SQUARE - DAY 59

BELLS TOLL. A motley crowd gathers around the execution

scaffold, held back by men-at-arms. A hooded executioner

mounts the steps of the scaffold in the company of a

PRIEST. The Priest wears a black cassock and a broad

black sombrero. The executioner, a large man, raises

his axe and touches the end of the blade, cutting his

finger. Razor-sharp. The executioner holds up his

bloody thumb.

(CONTINUED)

55.

59 CONTINUED:
59

The crowd roars approval. And turns to regard the day's

victim as he is rolled INTO VIEW.

D'Artagnan stands, half-naked, his hands bound behind him,

in a horse-drawn cart. The driver turns the cart, begins

a circuit of the square. The blood-thirsty crowd cheers

and jeers at d'Artagnan. But d'Artagnan keeps his head

high. If he must die, he will die with dignity.

60 TOWER OF BASTILLE 60

Rochefort watches from a tower overlooking the square.

Richelieu appears beside him.

ROCHEFORT:

Milady left at midnight. By

private coach.

RICHELIEU:

A remarkable woman. The most

beautiful I've ever known. And

the deadliest. Which would

explain my attraction.

(peering down at

the scene)

How is our young daredevil holding

up?

ROCHEFORT:

He's wishing he'd never heard of

the Musketeers.

Down below, the horse cart reaches the scaffold. A manat-arms drops the tailgate, d'Artagnan steps down. He is

taken into the custody of a CAPTAIN OF THE GUARDS, and

several men-at-arms carrying muskets.

61 ANOTHER ANGLE 61

The Cardinal's familiar carriage is parked a safe distance

from the square. The Guards who attend it have wandered

off to watch the festivities. The coachman remains,

seated on top, braiding his whip. Suddenly, a gloved hand

grabs the coachman, yanks him from his seat.

62 SCAFFOLD 62

D'Artagnan is led by the Captain of the Guards up the

stairs to the execution platform. The executioner and

the Priest wait patiently above. D'Artagnan sees the

bloodstained block where his neck will soon lie; pales.

The Priest mutters comfort:

(CONTINUED)

56.

62 CONTINUED:
62

PRIEST:

Fear not, my son...

D'Artagnan regards the Priest whose face is hidden beneath the brim of his broad black hat. He holds a

large Bible in his hands.

PRIEST:

For we are with you, always.

The Priest raises his face, reveals it... and winks. It

is Aramis. He whispers:

ARAMIS:

All for one, and one for all...

D'Artagnan's heart soars. He turns to face the executioner. Porthos grins beneath the hood's overhang.

CAPTAIN OF THE GUARDS

Prepare the prisoner.

Porthos lays his axe aside, approaches d'Artagnan in a

threatening manner. He takes him by the scruff of the

neck, and forces his head upon the chopping block. The

crowd goes wild.

PORTHOS:

(whispers into his

ear)

Don't worry, boy. You won't

feel a thing.

The Captain of the Guards gives Aramis a suspicious look.

CAPTAIN OF THE GUARDS

Where is Father Rostand today?

ARAMIS:

The good father is... all tied up.

CAPTAIN OF THE GUARDS

Very well. Proceed.

Porthos nods.

63 ANOTHER ANGLE 63

Meanwhile, on the perimeter of the square, two figures

ride on horseback, they wear familiar cloaks. A CLOSER

look reveals Queen Anne and Constance. They ride through

the city, towards the countryside beyond. But their

progress has led them here. Anne frowns at the spectacle.

(CONTINUED)

57.

63 CONTINUED:
63

ANNE:

Barbarism.

CONSTANCE:

Men call it justice.

ANNE:

Are you surprised?

She replies with contempt, reins her horse away from the

square, the crowd, the executioner's axe. But Constance

freezes in place, eyes wide. As d'Artagnan, upon the

cart, rolls INTO VIEW.

CONSTANCE:

It's him.

For just a moment, their eyes lock. Inestimable space

between. Constance's eyes fill with tears, she watches

d'Artagnan. Porthos steps back from d'Artagnan, raises

his axe. D'Artagnan shuts his eyes, wonders, mutters a

silent prayer. That's when screams of panic erupt from

the crowd. D'Artagnan raises his head to see the source

of this mayhem.

64 MARKET SQUARE 64

The Cardinal's crimson carriage races toward the scaffold,

scattering the crowd in all directions. Men shout, women

scream, all leaping to avoid the stallion's sharp hooves,

the coach's THUNDEROUS spinning WHEELS. In the driver's

seat, clutching the reins in one hand and CRACKING a WHIP

in the other... is Athos.

Porthos uses the heavy blunt end of the axe to topple the

closest men-at-arms. Aramis opens his Bible, pulls out

a PISTOL, and BLASTS the saber from the hand of the

Captain of the Guards. A man-at-arms raises his musket

to shoot the false priest, but d'Artagnan leaps out of

nowhere, lands on him with both feet, knocking the manat-arms off the scaffold.

65 CARRIAGE 65

Athos pulls up alongside the scaffold.

ATHOS:

(the usual dour

expression, but a

hint of levity)

Gentlemen, your carriage.

Compliments of the Cardinal.

(CONTINUED)

58.

65 CONTINUED:
65

D'Artagnan rushes to the edge of the scaffold, springs

into the air, landing on the seat beside him. Aramis and

Porthos shed their disguises, jump after, light upon the

carriage. The roof fabric tears, they drop into the

plush interior below. Athos CRACKS the WHIP... and the

stallions race off through the crowd, towards freedom.

66 SQUARE 66

Constance watches the escape, transfixed, delighted. As

the carriage barrels from the scaffold, she thrusts a

gloved fist into the air, triumphant.

CONSTANCE:

Yes!

67 TOWER 67

But the Cardinal looks on with horror.

RICHELIEU:

My carriage.

68 CARRIAGE 68

Athos produces a dagger, cuts the leather ties that bind

d'Artagnan's wrists.

ATHOS:

Hold on!

Athos cracks the whip, driving the horses onward.

CUT TO:

69 INT. CARRIAGE - DAY 69

Aramis and Porthos have settled in comfortably. Porthos

spies a wicker hamper on the floor.

PORTHOS:

Well, what have we here?

Porthos lifts the lid. Inside: bottles of wine, champagne,

and a wide assortment of foods.

PORTHOS:

How considerate of the Cardinal

to provide us with a snack.

(CONTINUED)

59.

69 CONTINUED:
69

Porthos extracts a bottle of wine, grabs a turkey leg.

Aramis looks about the interior, spies a small ornate

box.

ARAMIS:

Hello.

Aramis opens the box, reacts. It is filled with gold

coins, jewelry.

ARAMIS:

How is it that a man of God

becomes a man of gold?

PORTHOS:

(looks on, grins)

Trinkets for the ladies.

ARAMIS:

Let's share.

70 STREETS OF PARIS - CARRIAGE 70

Aramis sticks his head through the hole in the fabric

roof, hands the ornate box to d'Artagnan.

ARAMIS:

Would you be so good as to

distribute these? Your generosity

will be greatly appreciated.

D'ARTAGNAN

(open the box, reacts)

But...?

ARAMIS:

(to the point)

Throw the coins, boy. The people

are hungry.

D'Artagnan grabs a handful of coins, and tosses them into

the air. Aramis smiles approval, drops back to the

carriage interior. Pedestrians see the gold, shout, and

leap after. Their hurried steps impede the Guards' progress, horses rear up, soldiers tumble. But several of

the Guards manage to avoid the obstacle, pursue the

carriage with renewed determination. D'Artagnan hears a

LOUD POPPING sound, ducks.

D'ARTAGNAN

They're firing at us!

(CONTINUED)

60.

70 CONTINUED:
70

Porthos sticks his head INTO VIEW, offers them a bubbling

bottle of champagne, the source of the popping sound.

PORTHOS:

Champagne?

ATHOS:

You know I prefer wine.

PORTHOS:

Don't go away.

Porthos ducks down, returns with a new bottle.

PORTHOS:

May I recommend this find

Cabernet?

Porthos hands the bottle to Athos. Athos hands the reins

to d'Artagnan. D'Artagnan struggles with the reins, tries

to control the horses. And beams, taking delight from

every instant of adventure. Athos SMASHES the top of the

BOTTLE, drinks deeply, settles back to enjoy himself.

ATHOS:

Turn right at the next street.

D'ARTAGNAN

The next right...?

ATHOS:

Turn.

Athos growls, d'Artagnan jerks at the reins. The carriage

careens around the corner, tipping on two wheels.

71 INCLUDE INTERIOR 71

Porthos looks up from his chest, champagne spilled all

over his tunic... and a brand new sash.

PORTHOS:

(to Aramis)

That's it. Next time, you drive.

CUT TO:

72 EXT. STREET - DAY 72

The carriage charges up a steep hill. At the summit, Athos

tosses aside his bottle, takes the reins from d'Artagnan.

(CONTINUED)

61.

72 CONTINUED:
72

D'Artagnan sighs with relief. Athos yanks the brake

lever, brings the horses to a halt, and leaps down from

the driver's seat. D'Artagnan follows. Athos pulls the

passenger door open, revealing Porthos and Aramis inside.

Gold coins on the carpet at their feet, food and drink

between them.

ATHOS:

Gentlemen, this is the end of the

line. I hope you had a pleasant

ride.

(to d'Artagnan)

Unhitch the horses.

D'ARTAGNAN

But the Guards.

D'Artagnan points to the bottom of the hill. The mounted

Guards chase after, begin their ascent.

ATHOS:

Do as I say.

D'Artagnan hurries to the horses. Porthos and Aramis

climb from the cab. Porthos emits a contented belch.

ATHOS:

(to Aramis)

Your pistol and powder, please.

Aramis hands Athos a sack of powder, and his pistol.

Athos tosses the sack into the carriage, takes aim with

the PISTOL, and SHOOTS it -- igniting the powder inside.

ATHOS:

Stand back.

The interior of the Cardinal's carriage bursts into

flames.

73 BOTTOM OF HILL 73

D'Artagnan and the three Musketeers mount the Cardinal's

white stallions, race off into the distance. Porthos

shouts, laughing.

PORTHOS:

I'd give five years of your life

just to see the Cardinal's face!

ARAMIS:

Ten!

CUT TO:

62.

74 RICHELIEU'S FACE 74

The Cardinal's face is contorted in fury. He steps out of

a horse cart, approaches the charred remains of his beloved carriage. He stares at the smouldering ruin for a

long beat. Rochefort and a company of Guards stand nearby, wait for him to speak. When he does, his tone is

measured and calm.

RICHELIEU:

One thousand pistoles on each of

their heads, dead or alive. The

boy knows our plans.

Rochefort reacts with surprise.

CUT TO:

75 EXT. WOODS - DAY 75

D'Artagnan and the three Musketeers rest against tree

trunks in a hidden glade, polish off the last of the

Cardinal's food and drink. Their usual cynicism replaced

by something approaching camaraderie. Aramis smiles as

d'Artagnan attacks a turkey wing.

D'ARTAGNAN

I haven't eaten in three days.

I guess with all the excitement,

I forgot.

ARAMIS:

Your trip from home has been an

eventful one.

D'ARTAGNAN

(he can't quite

believe it)

Three days.

PORTHOS:

I heard of a d'Artagnan once. He

was a captain in the Musketeers

when we were just recruits.

D'ARTAGNAN

He was my father.

ARAMIS:

A good man, I'm told.

PORTHOS:

I knew there was something

familiar about this boy.

(CONTINUED)

63.

75 CONTINUED:
75

D'ARTAGNAN

(sadly)

He died when I was nine.

The mention of the elder d'Artagnan's death casts a pall.

D'Artagnan continues, tentative, the memory still hurts.

D'ARTAGNAN

All my mother would tell me is

that he died in the service of

the King.

An uncomfortable silence. It is Athos who finally speaks:

ATHOS:

D'Artagnan, your father and another

Musketeer were ambushed and

murdered outside the Louvre.

D'Artagnan pales, stunned and silent. He manages a

broken whisper:

D'ARTAGNAN

This other Musketeer -- is he

still alive? I'd like to talk

to him.

Athos shakes his head. Porthos adds:

PORTHOS:

You already have. His name is

the Count De Rochefort.

D'Artagnan isn't listening. He stands suddenly, turns,

and walks away. He doesn't want the Musketeers to see

the tears forming in his eyes. Aramis shouts after:

ARAMIS:

D'Artagnan.

CUT TO:

76 EXT. WOODS - DAY 76

D'Artagnan stands at a flowing stream, wipes the tears

from his eyes. Aramis appears at his side, offers silent

comfort, a hand on d'Artagnan's shoulder.

D'ARTAGNAN

(quietly)

I imagined his death a hundred

time.

(MORE)

(CONTINUED)

64.

76 CONTINUED:
76

D'ARTAGNAN (CONT'D)

On a battlefield, defending

his King. Fighting bravely for

France. And now... I will find

the man who murdered my father

and kill him where he stands.

ARAMIS:

A man is better measured by his

life than by his death. Your

father was bold, and brave.

D'ARTAGNAN

But you never knew him...

ARAMIS:

He lives in you.

That's all the evidence Aramis requires. D'Artagnan

pauses to reflect. Then wonders:

D'ARTAGNAN

And your father?

ARAMIS:

I was orphaned at a young age.

The church took me in.

D'ARTAGNAN

You didn't have one.

ARAMIS:

But I did. He was a great man,

a leader of the church. And his

example inspired me to dedicate

my life to God's service.

Aramis opens his cloak, reveals a priestly cloth. A

secret he carries near to his heart.

D'ARTAGNAN

You were a priest...

ARAMIS:

I was a fool.

(eyes on the cool

water)

This great man, this father,

betrayed the church, and turned

his back on God. To worship power

and gold.

(MORE)

(CONTINUED)

65.

76 CONTINUED:
(2) 76

ARAMIS (CONT'D)

(quietly)

It broke my heart to see it.

D'ARTAGNAN

And you became a Musketeer.

ARAMIS:

I joined the Musketeers and a

strange thing happened. I got my

faith back.

D'ARTAGNAN

But who was that man...

ARAMIS:

(turns to face him)

All of France knows him. His

Eminence, the Cardinal Richelieu.

D'Artagnan nearly jumps from his boots.

CUT TO:

77 EXT. ROOF OF PALAIS CARDINAL - DAY 77

Richelieu stands on the roof of the Palais, lost in

thought. He looks down and sees, through the smoke and

mist, the silent rooftops of Paris, pointed, innumerable.

Richelieu turns, and crosses to an elaborate pigeon coop.

Servants attach messages to the legs of carrier pigeons.

Rochefort steps INTO VIEW, anxious, out of breath.

ROCHEFORT:

(bowing)

Your Eminence. The Musketeers

have been sighted riding north

on the road to Calais.

Richelieu nods, he already knows. He picks up one of

the pigeons, strokes it gently.

RICHELIEU:

Don't worry. Thanks to our winged

friends, every mercenary and

bounty hunter in France will be

waiting for them.

(with a smile)

Isn't modern communication a

wonderful thing?

(CONTINUED)

66.

77 CONTINUED:
77

Richelieu releases the bird, and watches it streak skyward, flying across the sky.

CUT TO:

78 EXT. WOODS - DAY 78

The three Musketeers gather around d'Artagnan, listen to

his story. In mid-telling:

D'ARTAGNAN

... I couldn't hear it clearly,

I was standing by the door, the

voices were low --

PORTHOS:

Go on.

D'ARTAGNAN

The Cardinal sent someone to

England. With a secret treaty.

ARAMIS:

What?

D'ARTAGNAN

He's made an alliance with a man

named, Bucking... Buckingham.

The Musketeers look at each other with alarm.

PORTHOS:

The Duke of Buckingham?

D'ARTAGNAN

(nodding)

Do you know him?

ARAMIS:

He rules England the way Richelieu

rules France.

D'ARTAGNANj

A ship called the Persephone waits

for the Cardinal's agent at

Calais. To take him to England.

Tuesday, midnight.

ARAMIS:

(figuring)

Calais is over two hundred leagues

from here...

(CONTINUED)

67.

78 CONTINUED:
78

PORTHOS:

This messenger and the treaty will

prove the Cardinal a traitor. If

we can get our hands on them.

D'ARTAGNAN

What are we waiting for, let's go.

ATHOS:

Wait.

Athos stops their exuberant plots and plans with a

single word. All turn, wonder.

ATHOS:

(as always, the

bottom line)

Does the Cardinal know you have

this information?

D'ARTAGNAN

Yes.

ATHOS:

Then he knows we have it too. And

he'll do everything in his power

to stop us.

PORTHOS:

But with three men trying, one

of us might be able to make it.

D'ARTAGNAN

Four.

Bold words. D'Artagnan matures by leaps and bounds.

Athos almost smiles.

79 EXT. ROAD TO CALAIS - NIGHT 79

Fog drifts across a lonely stretch of road. Suddenly:

pounding HOOFBEATS come over the scene. MUSIC SWELLS.

And galloping out of the fog come d'Artagnan and the

three Musketeers, riding hell-for-leather. HOLD ON this

heroic tableau for a long beat.

80 EXT. BRIDGE ON ROAD TO CALAIS - NIGHT 80

Four rough-looking MERCENARIES crouch on a low bridge

spanning a shallow stream. They are armed with muskets

and swords. The Mercenaries wait in the darkness, whisper

eagerly among themselves.

(CONTINUED)

68.

80 CONTINUED:
80

One of them hisses for silence, all conversation ends.

And the sound of HOOFBEATS is heard in the distance.

Faint, but growing closer.

MERCENARY:

Shoot low. We'll need their

heads for identification.

The Mercenaries raise their muskets, take aim. Right on

cue, four horsemen come THUNDERING out of the mist. But

just before they reach the bridge, the four horsemen

break in half -- one pair rides to the left, the other to

the right. Before the Mercenaries realize what's

happened, the horsemen ride on either side, splashing

through the shallow stream. In a flash, they return to

the road, and race away. Having avoided the bridge

completely.

Cursing, the angry Mercenaries whirl about, FIRE at

d'Artagnan and the three Musketeers as they ride into

the night. Porthos' merry laugh drifts back to mock them.

CUT TO:

81 EXT. ROAD TO CALAIS - NIGHT 81

An overturned wagon lies in the ditch. Beer kegs litter

the roadway. The wagon's driver, an old FARMER, sits on

one of the kegs, holding his head. D'Artagnan and the

Musketeers gallop INTO VIEW, rein their horses to a stop.

FARMER:

(with relief)

Thank God for a friendly face.

My horse broke loose. Can you

help me move these kegs out of

the road?

D'Artagnan starts to dismount.

ATHOS:

Stay on your horse.

D'ARTAGNAN

He needs our help.

ATHOS:

Don't worry. We'll help him.

Suddenly:
two other men step before the wagon, pointing

muskets. The ragged Farmer reaches inside his coat, pulls

out a pistol, makes a smirking request:

(CONTINUED)

69.

81 CONTINUED:
81

FARMER:

Won't you step down... Musketeers?

ARAMIS:

Gentlemen, I beg you. Please put

away your weapons and remove these

kegs from the road. We'd prefer

to ride on without having to kill

you.

D'Artagnan and the "Farmers" gape at Aramis in surprise.

FARMER:

You're threatening us?

PORTHOS:

It's not a threat, it's a fact.

If you don't haul those kegs away,

you're dead where you stand.

The Farmer laughs, contemptuously. He raises his pistol

and aims it at Porthos' head. But before he can pull the

trigger, THREE EXPLOSIONS ERUPT from under the cloaks of

Athos, Porthos and Aramis.

When the smoke clears, d'Artagnan is startled to see the

three dead "Farmers" sprawled in the road and the three

pistols emerging from beneath the cloaks of the

Musketeers.

PORTHOS:

Mine hit the ground first.

ATHOS:

Mine was taller.

Aramis swings out of the saddle and begins to perform

last rites over the bodies. D'Artagnan still can't believe what just happened. He turns to Porthos. Porthos

raises the barrel to his lips and blows away the gunsmoke.

PORTHOS:

There's only one rule, d'Artagnan

-- stay alive.

THUNDER RUMBLES and RAINS begins to fall.

CUT TO:

82 INT. COUNTRY INN - NIGHT 82

A large warm tavern with a ROARING FIRE.

(CONTINUED)

70.

82 CONTINUED:
82

Present are the INNKEEPER, his wife, a few benighted travelers and THREE BARMAIDS. They turn as the door flies

open and the Musketeers and d'Artagnan enter from a RAGING

STORM. They keep their cloaks drawn about them and wear

the brims of their hats pulled low to cover their faces.

The occupants of the inn regard the new arrivals with

suspicion. Outisde, the STORM BLOWS. D'Artagnan closes

the heavy door. Fearful, the Innkeeper comes forward to

meet the four ominous travelers.

INNKEEPER:

Good evening.

ATHOS:

See to our horses and bring us

some food.

INNKEEPER:

(apologetic)

I'm sorry but we have little to

spare. The Cardinal's Guards were

here today. They helped

themselves to our food and then

refused to pay.

ARAMIS:

(bitter)

In the name of God, I'm sure.

Porthos is on the lookout for danger. He reaches inside

his cloak for a weapon and, in doing so, accidentally

exposes his Musketeer tunic.

BARMAID #1

(crying out)

Musketeers!

The sound of SLIDING STEEL as Athos, Porthos, Aramis and

d'Artagnan draw their swords, ready to fight. They stand

back to back in a circle, ready for attack.

But there is no attack. Quite the contrary. The people

here are thrilled to see them.

INNKEEPER:

(honored)

Musketeers in my house! Gentlemen,

put away your swords and come in.

Anyone who fights the Cardinal is

welcome here.

The Musketeers lower their swords.

(CONTINUED)

71.

82 CONTINUED:
(2) 82

ARAMIS:

I think we've found a home.

The Musketeers return their swords to their sheathes and

take off their dripping hats and capes. The pretty

Barmaids crowd around them to collect their gear and carry it to the fire.

INNKEEPER:

We don't have much but what we

have is yours.

Porthos rubs his hands together, eager to indulge himself.

He follows the Barmaids, booming in his loud, friendly

voice.

PORTHOS:

Ladies, you're in for a treat

tonight. Allow me to introduce

myself. I'm the Musketeer they

call Porthos.

Porthos beams, waiting for a big response but nothing

happens. The Barmaids look at each other.

PORTHOS:

(repeating; louder)

Porthos.

Still no response. Aramis and d'Artagnan hide smiles.

ARAMIS:

It's hard to believe they haven't

heard of the great Porthos.

PORTHOS:

Oh, shut up, Aramis.

The three Barmaids perk up.

BARMAIDS:

(with excitement)

Aramis? Did you say Aramis?

And with that, the three Barmaids desert Porthos and

scurry across the room to attach themselves to Aramis.

Porthos shakes his head and flops down in a chair.

PORTHOS:

I don't get it. I just don't

get it.

CUT TO:

72.

83 INT. TAVERN - NIGHT 83

Moments later. Porthos regales the Barmaids with a tale.

PORTHOS:

I said, 'A Queen is no different

than a barmaid in the dark. Though

less... practiced in the arts of

pleasure...'

The Barmaids accept his leering compliment with glee.

But d'Artagnan isn't so sure. Porthos, with two Barmaids,

bellows a reply.

PORTHOS:

If you're going to be a proper

Musketeer, you'll have to learn

the manly art of wenching. Right,

ladies?

The Barmaids heartily concur. D'Artagnan looks over

Porthos' shoulder, to the dark-haired Barmaid seen previously. Porthos follows his gaze, grins.

PORTHOS:

Ahh, very good. Your first

subject. But you'll need

instruction. Watch closely.

Porthos pulls one of the Barmaids to his chest, brings

her lips toward his.

PORTHOS:

The secret to wenching is the

first kiss. For in that kiss, a

lasting impression is made. If it

is weak, she will think you are

weak. And if it is comical, she

will think you are a clown. With

me?

D'ARTAGNAN

Weak... weak. Comical... clown.

PORTHOS:

Very good. And as a Musketeer is

never weak, and only rarely a

clown, your first kiss must be all

the things that you are. Like

this...

Porthos gives the Barmaid a powerful kiss. He breaks it,

turns to d'Artagnan with a grin.

(CONTINUED)

73.

83 CONTINUED:
83

PORTHOS:

You may speak first if you like,

your name, her name, an endearment

or two. But words are usually a

waste of time.

ARAMIS:

Only if you don't know which words

to say.

All turn to regard Aramis. He'll play along too.

Porthos reacts with delight. D'Artagnan with interest.

Aramis continues:

ARAMIS:

Words may make a more lasting

impression than a thousand of

Porthos' kisses.

BARMAID:

(still reeling)

Not likely.

ARAMIS:

I'll demonstrate. Please. Sit

beside me.

Aramis' courtly behavior is as out of place in these environs as it is persuasive. The Barmaid slips from

Porthos' lap, sits down on the bench beside him.

Aramis does not touch her. He simply looks into her

eyes... and begins to speak.

ARAMIS:

'Shall I compare thee to a

summer's day?

Thou art more lovely and more

temperate:

Rough winds do shake the darling

buds of May,

And summer's leash hath all too

short a date;

Sometime too hot the eye of heaven

shines,

And often is his gold complexion

dimmed;

And every fair from fair sometimes

declines,

By chance, or nature's changing

course untrimmed;

But thy eternal summer shall not

fade.

(MORE)

(CONTINUED)

74.

83 CONTINUED:
(2) 83

ARAMIS (CONT'D)

Nor lose possession of that fair

thou owest,

Nor shall death brag thou

wanderest in his shade,

When in eternal lines to time thou

growest;

So long as men can breathe, or eyes

can see.

So long lives this, and this gives

life to thee.'

The Barmaid, once skeptical, sits silently. Her face

covered with tears. Aramis pauses, almost embarrassed by

the outcome. He turns to d'Artagnan, cites:

ARAMIS:

Shakespeare.

PORTHOS:

That's cheating.

The Barmaid on his lap disagrees.

BARMAID:

It's beautiful.

D'Artagnan looks at the dark-haired Barmaid across the

room. Porthos urges him on.

PORTHOS:

Come on, d'Artagnan. We haven't

got all night.

D'Artagnan steps forward. The dark-haired Barmaid sees

him coming and smiles. D'Artagnan stands before her,

hesitates, not sure where to start. Then, remembering as

best he can:

D'ARTAGNAN

'Shall I compare thee to a summer's

day?

Thou are move lovely and more

tempest, er, more tempered...'

(beat)

Ahh, to hell with it --

D'Artagnan takes the Barmaid into his arms, delivers a

powerful kiss. As previously demonstrated. Porthos and

Aramis smile proudly. The Barmaids cheer.

PORTHOS:

The boy's a natural.

(CONTINUED)

75.

83 CONTINUED:
(3) 83

ARAMIS:

So little time, so much to learn.

D'Artagnan drains his flagon, indicates Athos sitting at

a table by himself, scowling, working on his third bottle

of Burgundy.

ARAMIS:

In all the years I've know him...

I have never seen Athos smile.

D'ARTAGNAN

Why is he sitting by himself?

PORTHOS:

Athos takes his drinking seriously.

Ignore him. He'll be his usual

warm, charming self by morning.

(calls out)

Service! My lap is cold!

A Barmaid scurries INTO VIEW. Porthos grabs her by the

waist, adds the Barmaid to the one already sitting on his

lap. The chair breaks beneath them, and all three go

sprawling on the floor, laughing heartily.

84 ATHOS 84

He remains lost in drink. D'Artagnan appears beside him.

He hides his concern behind a cheerful attitude.

D'ARTAGNAN

Come join us.

Athos pulls d'Artagnan down with a dark smile. He fills

his flagon for him.

ATHOS:

You fight like a Musketeer. Let's

see if you can drink like one.

D'ARTAGNAN

I'll drink anything you put in

front of me.

ATHOS:

Famous last words.

(raising his flagon)

What shall we drink to?

D'Artagnan notices the dark-haired Barmaid eyeing him

across the room.

(CONTINUED)

76.

84 CONTINUED:
84

D'ARTAGNAN

Love?

The word nearly makes Athos grimace. He stares at

d'Artagnan for a long beat, then beyond. As if to look

into another time and place. Finally:

ATHOS:

Love.

(beat)

Would you like to hear a story,

d'Artagnan? A love story?

Athos' voice reveals unexpected vulnerability, the pain

he keeps inside. D'Artagnan is fascinated, moved. He

nearly whispers:

D'ARTAGNAN

Yes.

Athos takes a long pull from the bottle of burgundy,

wipes the blood red wine from his lips.

ATHOS:

I once knew a man... one of the

Counts of Berry. My native

province. When the good Count was

about your age, he fell in love

with a visitor from Paris. A

breathtaking girl of seventeen.

She was more than beautiful,

d'Artagnan. She was...

intoxicating. And this man, the

poor idiot, he married her.

D'ARTAGNAN

Isn't that what people do when

they fall in love?

ATHOS:

(sharply)

Be quiet and listen.

(beat)

The Count took her to his castle

and made her the first lady of the

province. They were happy for a

time, as happy as a man and a

woman can be. Then one day, while

riding in the woods, the girl was

thrown from her horse, and knocked

unconscious. The Count hurried to

help her. Her dress was torn.

(MORE)

(CONTINUED)

77.

84 CONTINUED:
(2) 84

ATHOS (CONT'D)

On her her arm, the woman wore a

gold band in the shape of a

serpent. It was the only article

of clothing she refused to remove.

The Count's curiosity got the best

of him. He reached over and slid

down the gold band. He saw

something on her arm... something

she'd kept hidden 'til then...

D'ARTAGNAN

What?

ATHOS:

The fleur d'lis. She'd been

branded...

85 ANOTHER ANGLE 85

D'Artagnan reacts with shock.

ATHOS:

The Count's angel turned out to be

a murderess who escaped the

Executioner's blade. She swore

that she loved him. Swore that

she had changed. And if he would

just keep her secret, they would

live a long life together.

Athos pauses, imagines that life. The Count and his

angel.

ATHOS:

But the Count was young and he was

stupid. He was tormented by the

ridicule of his social class. And

so he rejected her. For her lies

and for her past.

(beat)

And turned her over to the

authorities to be executed for the

crime.

Athos now turns his unflinching gaze on d'Artagnan.

ATHOS:

But you see... his heart did not

agree. The Count soon realized

what she had meant to him. And

what he had done.

(MORE)

(CONTINUED)

78.

85 CONTINUED:
85

ATHOS (CONT'D)

That his... betrayal was far

greater than her own.

(beat)

Soon after he foreswore the

society that shaped him. Gave up

his title. And was never seen

again.

D'ARTAGNAN

He loved her.

ATHOS:

He killed her. It seemed like the

same thing after a while.

HOLD ON Athos for a long time. As he gathers up his pain,

and puts it back again.

Athos SMASHES open another BOTTLE. But the story has

made d'Artagnan quite sober and a little sick to his

stomach. He refuses another drink.

ATHOS:

Good. More for me.

PORTHOS:

Aramis -- play something with some

blood in it! I feel like dancing!

Aramis launches into something appropriate. Porthos and

a Barmaid get up and begin a festive folk dance.

Porthos is damned good. His joie de vivre is infectious

and soon everyone in the inn is clapping and encouraging

him. Every once in awhile, another WEAPON -- a dagger or

something -- drops out of Porthos' clothing and hits the

floor with a CLATTER.

That's when Porthos, dancing with abandon, spins out of

control, trips and falls on Athos' table, crushing it to

the floor.

Porthos lies in the wreckage, staring up. Athos, totally

unperturbed, looks down and offers him the bottle.

PORTHOS:

Care to dance, Athos?

ATHOS:

Only if I can lead.

Porthos blinks in amazement at Athos' grim face, then

breaks out laughing.

PORTHOS:

Aramis! Athos made a joke!

79.

86 ANGLE 86

The Innkeeper comes down the stairs wearing a nightshirt

and a sleepy expression.

INNKEEPER:

Excuse me, gentlemen.

D'ARTAGNAN

Were we making too much noise?

INNKEEPER:

You told me to wake you at dawn.

ATHOS:

Well?

INNKEEPER:

It's dawn.

They turn in disbelief to the shuttered windows. Sure

enough. Sunlight is peeking in through the cracks.

CUT TO:

87 EXT. RURAL LANDSCAPE - DAY 87

The sun rises, casts long shadows across a sparkling dewwet field. D'Artagnan and the Musketeers ride INTO

FRAME, continuing their journey to Calais. D'Artagnan

squints ahead, wincing with every bump. Porthos grins.

PORTHOS:

Beautiful morning, eh, d'Artagnan?

D'Artagnan is terribly hung-over from the night's

carousing. He looks like he could puke at any moment.

So that's exactly why Porthos shouts to him and says...

PORTHOS:

You know, d'Artagnan, it's not a

good idea to travel on an empty

stomach. You really should have

had a big portion of those sheep's

brains...

D'Artagnan covers his mouth. Porthos laughs goodnaturedly.

D'ARTAGNAN

My head feels like it's filled

with the King's marching band.

Would you please stop whistling?

(CONTINUED)

80.

87 CONTINUED:
87

PORTHOS:

Whistling? I'm not whistling.

D'ARTAGNAN

Well someone is.

PORTHOS:

(to others)

The Barmaid's kiss left him dizzy.

ARAMIS:

I hear it too. It sounds like...

ATHOS:

(knows immediatley)

A connon ball.

Athos is cut off by an EAR-PIERCING WHISTLE as a CANNON

BALL drops out of the sky and STRIKES the ground nearby,

sending up a tremendous EXPLOSION.

PORTHOS:

I hate cannon balls.

Another BALL EXPLODES into the ground in front of them.

Their horses rear up in fear, threatening to dump them

out of their saddles. As the Musketeers and d'Artagnan

struggle to control their horses, they look back and see

an old castle atop a distant hill.

A group of men operate two rusted cannons, left over from

some long-forgotten war.

The Musketeers barely calm their horses, when another

BALL comes SCREAMING their way, IMPACTING a few feet

away. As dirt rains upon them:

ARAMIS:

(to d'Artagnan)

How's your head now?

D'ARTAGNAN

I'm beginning to wish the Cardinal

had chopped if off.

ATHOS:

Stay with us, and you just might

get your wish.

Athos spurs his horse across the field, d'Artagnan and

the Musketeers follow. But they discover crude battlements in their path. Athos changes direction, sees six

horsemen waiting for them in the near distance. He

changes direction again, as the horsemen charge after.

(CONTINUED)

81.

87 CONTINUED:
(2) 87

They ride as fast their mounts will carry them. A crossroads up ahead. Athos sizes up the situation, shouts

command.

ATHOS:

Split in half! D'Artagnan rides

with me!

D'Artagnan nods, thrilled to go with Athos.

ARAMIS:

We'll see you in Calais!

ATHOS:

Or hell!

Athos and d'Artagnan take off in one direction, Porthos

and Aramis in the other. The pursuing horsemen soon

race INTO VIEW, break in half to give chase.

CUT TO:

88 INT. QUEEN'S BATH - DAY 88

A room heavy with mist and steam. Behind a maze of gauze

screens, we discover Anne reclining in a large tiled bath,

Constance attending. Constance replenishes the bath with

pitchers of hot water drawn from a boiling cauldron.

In mid-conversation, as confidantes and friends:

CONSTANCE:

But how, your Majesty? How can

you tell if you're really in love?

ANNE:

Do you think about him all the

time?

CONSTANCE:

(considers; replies)

Yes.

ANNE:

And when he's around, do your

knees feel as weak as water?

CONSTANCE:

Yes.

ANNE:

And when he looks at you, do you

suddenly forget how to breathe?

(CONTINUED)

82.

88 CONTINUED:
88

CONSTANCE:

Yes.

ANNE:

Then you're in love.

CONSTANCE:

(thrilled by the

knowledge; knew it

all alone)

I am.

Anne turns to Constance, soap and water swirl about her

naked body. She wonders:

ANNE:

Who is he?

CONSTANCE:

You'll never believe it.

ANNE:

Of course I will.

CONSTANCE:

You won't.

ANNE:

Who?

CONSTANCE:

The young man who rescued us from

the bandit.

ANNE:

The young man on the scaffold?

CONSTANCE:

Yes.

ANNE:

(turns back in the

water, peers ahead)

You're right. I don't believe it.

A warm beat. Anne and Constance are friends as much as

they are Queen and subject.

CONSTANCE:

Are you in love, Your Majesty?

ANNE:

What an impertinent question.

(CONTINUED)

83.

88 CONTINUED:
(2) 88

CONSTANCE:

Are you?

Anne pauses. If only her life, her emotions, were as

simple.

ANNE:

My love... is a matter of state.

It's complicated.

A sad beat. Constance teases:

CONSTANCE:

Do you think about him all the

time?

ANNE:

(playing along)

As Queen, my mind touches on many

subjects.

CONSTANCE:

Do your knees feel as weak as

water?

ANNE:

Never.

CONSTANCE:

When he looks at you, do you

forget how to breathe?

A beat. And Anne is a girl of eighteen again, not Queen.

Wistful, she replies:

ANNE:

I hope he will someday. I hope

I will too.

HOLD ON Anne for a beat.

CUT TO:

89 INT. QUEEN'S BATH - DAY (LATER) 89

Anne steps to a dressing chamber, wearing a long robe,

arranging her thick wet hair into braids.

ANNE:

Constance, have you seen my...?

Anne stops short. Cardinal Richelieu waits for her in

the dressing chamber, now bows, assumes a supplicant air.

(CONTINUED)

84.

89 CONTINUED:
89

RICHELIEU:

Your Majesty, forgive me.

ANNE:

Cardinal.

RICHELIEU:

I need your help. And could not

in good conscience wait another

minute.

ANNE:

You want my help?

RICHELIEU:

Yes.

ANNE:

On what matter?

RICHELIEU:

Your... husband.

ANNE:

(remembering

Richelieu's last

encounter with Louis)

Your King.

Richelieu allows the jest, remains silent, watchful.

Anne resumes, chooses her words with care.

ANNE:

Of course. As Your Eminence has

been kind enough to advise me...

(nods assent)

It's the least I can do.

Richelieu reacts with quiet pleasure. He steps closer.

RICHELIEU:

I am worried about the King's...

happiness.

ANNE:

What do you mean?

RICHELIEU:

The Huguenot rebellion, occupation

in the Antilles and Cayenne. The

coming war with France. These are

not the usual hobbies of youth.

ANNE:

No.

(CONTINUED)

85.

89 CONTINUED:
(2) 89

RICHELIEU:

And now he wishes to postpone his

birthday celebration.

ANNE:

Why?

RICHELIEU:

He feels it is not... appropriate.

ANNE:

It sounds as though he is

concerned with more important

matters.

RICHELIEU:

Which is exactly why we must

celebrate.

(off her look)

To show the world that the King of

France is strong enough to face

any enemy on any field. To show

France... that he is King.

(beat)

He will listen to you. If you

will speak.

Richelieu makes his case with forceful eloquence, seeming

loyalty. Anne considers, replies, noncommittal:

ANNE:

I will speak to him.

Anne senses hidden agenda, intrigues below the surface.

The conversation's conspiratorial tone begins to disturb

her.

ANNE:

Now, if you'll excuse me, I...

RICHELIEU:

Of course.

Anne nods, turns back toward the chambers. Richelieu

calls after.

RICHELIEU:

Your Majesty?

(off her look)

Please understand that I do not

underestimate the value of your

assistance.

(MORE)

(CONTINUED)

86.

89 CONTINUED:
(3) 89

RICHELIEU (CONT'D)

And that I wish for you to

consider -- in fact, to know --

all that you and I might

accomplish. Together.

(quietly, as if

to justify)

For France.

Richelieu steps away, his red cape swirling behind him.

Anne feels a chill, pulls her robe more tightly about

her body.

CUT TO:

90 EXT. LOUVRE (PARIS) - DAY 90

Infantry troops drill outside the King'spalace, practicing muskets and sabers.

CUT TO:

91 INT. THRONE ROOM - DAY 91

Louis watches from a balcony. Richelieu appears, fresh

from his encounter with the Queen. Louis looks up,

greets him with displeasure.

92 INT. THRONE ROOM AND GREAT HALL 92

Louis watches from a balcony. Richelieu appears, fresh

from his encounter with the Queen.

RICHELIEU:

I'm sorry to be late, Your

Majesty, but I was wrestling with

an important matter of state.

Richelieu never allows the mask to slip. Even for an

instant. Louis glances at the throne room, the increasing

number of Cardinal's Guards on duty. They make him feel

uncomfortable. Louis speaks with renewed determination.

LOUIS:

Why is it I don't see any of my

Musketeers?

RICHELIEU:

I'm afraid... that's impossible.

LOUIS:

Why?

(CONTINUED)

87.

92 CONTINUED:
92

RICHELIEU:

They have become outlaws. They

are terrorizing the countryside,

robbing and killing innocent

people.

Louis can't believe it.

LOUIS:

There must be some mistake.

RICHELIEU:

No mistake. I have reports from

the local constables involved.

Richelieu, ever prepared, produces a sheaf of papers. No

doubt counterfeit. But Louis has no way of knowing. He

takes the papers into his hands, reacts with sadness.

LOUIS:

Musketeers...

RICHELIEU:

They are better off disbanded.

Louis turns back to the balcony, the soldiers marching

below. His mood glum and lonely. He sighs, moves on to

another matter of business.

LOUIS:

Your Eminence, I've been hearing

some very troubling rumors about

you.

Richelieu nods, not the least bit concerned.

RICHELIEU:

There are so many to choose from.

Is it the one about my alleged

alliance with Buckingham? Let's

see if I remember it correctly.

While the English attack from

without, I'll undermine the throne

from within -- depose you -- and

become sovereign of France myself.

That rumor, Your Majesty?

Richelieu smiles, his face a mask of innocence.

LOUIS:

It does seem rather farfetched.

(CONTINUED)

88.

92 CONTINUED:
(2) 92

RICHELIEU:

If there are any doubts of my

loyalty, they'll be put to rest

when we appear together at your

birthday celebration.

LOUIS:

I've been thinking about that. A

birthday celebration when we're

on the brink of war...

RICHELIEU:

(alert, ready for

this as well)

Your subjects are eager to

celebrate the birth of their King

at a time like this.

LOUIS:

I'm not so eager.

RICHELIEU:

I have an idea. Why don't you

discuss the matter with your

Queen?

Louis looks up, wonders. As Richelieu draws him deeper

into his spider's strategems.

CUT TO:

93 EXT. FRENCH COUNTRYSIDE - DAY 93

Porthos and Aramis ride hard, look back over their

shoulders. They crest the top of a bluff, rein their

horses to a stop. They can afford to rest for a moment.

Their pursuit is at least a mile behind them.

ARAMIS:

My horse will not survive another

league.

PORTHOS:

And you?

ARAMIS:

(in kind)

Ten, twenty at the most.

Porthos looks into the near distance, manages a weary

smile.

(CONTINUED)

89.

93 CONTINUED:
93

PORTHOS:

Here's just the thing. A nice,

relaxing boat ride.

At the bottom of the hill: a crude ferry lands at the

bank of a swift, choppy river.

CUT TO:

94 EXT. RIVER AND FERRY LANDING - DAY 94

The ferry is an open flatboat -- a wooden platform, about

fifteen-by-twenty feet. It travels from one shore to the

other by means of a ferry rope. Transport is slow, the

trip to the other shore takes nearly five minutes.

As Porthos and Aramis arrive, the flatboat is just returning, piloted by its FERRYMAN, a hunched and weatherbeaten gnome. Four passengers wait to be carried across

-- TWO GENTLEMAN CAVALIERS on horseback, and a country

WOMAN and her child. As the flatboat enters its slip,

the two Cavaliers urge their horses on board, rudely

jostling the Woman and her child to the rear.

The Ferryman, an experienced boot-licker, bows and

scrapes to the Cavaliers, collects the coins they toss

to his way.

FERRYMAN:

A privilege to carry you on my

humble boat...

The Ferryman turns a greedy eye on the Woman and child.

FERRYMAN:

Two pistoles.

WOMAN:

But I only have one. Couldn't

my child ride free? She's so

small...

FERRYMAN:

(hand outstretched,

demanding)

Two pistoles.

A courtly voice intervenes.

ARAMIS:

Put away your money, madame. You

and your child will cross the

river under our protection. For

free.

(CONTINUED)

90.

94 CONTINUED:
94

All turn to regard Aramis on horseback, Porthos at his

side. The Woman reacts with grateful surprise. The

Ferryman is outraged, spittle flies as he curses and

protests.

FERRYMAN:

Nobody rides for free! Under

your protection bloody well

indeed! I'll teach you a thing

or two about protection! Applecheeked young fools!! -- Just who

do you think you are!!

ARAMIS:

(waits for the

tirade to cease;

simply)

Musketeers.

Two two Cavaliers react to the word. The Ferryman does,

too -- into cringing, obedient servant.

FERRYMAN:

Musketeers? Well, why didn't you

say so? Of course you'll ride for

free. I insist on it. This way,

pretty madame. My what a lovely

little girl...

ARAMIS:

Porthos!

PORTHOS:

What?

Aramis takes Porthos by the shoulder and turns him so

he can see their pursuers pouring over the top of the

hill on their horses.

PORTHOS:

We sail!

And with that, Porthos takes the sharp edge of his boomerang and brings it down on the dock rope. The rope

splits and the ferryboat lurches away from the dock.

95 HILL AND SHORE 95

The pursuers charge down the hill and ride to the end of

the dock but they're too late. Porthos and Aramis have

gotten away.

91.

96 FLATBOAT 96

Porthos laughs and taunts the angry pursuers. Aramis

ties scarves around the horses' eyes to blindfold them

for the crossing. Then he turns around and sees what

Aramis is already seeing -- the two Cavaliers watch them

with keen interest.

FIRST CAVALIER:

You're those Musketeers everyone's

been looking for.

PORTHOS:

Popularity has its price.

The First Cavalier smiles, produces a flask.

FIRST CAVALIER:

I have some excellent brandy here.

Would you gentlemen care to drink

a toast with us to the Cardinal?

PORTHOS:

We'd be happy to.

Porthos produces a bottle from under his cloak.

PORTHOS:

If you'll drink one with us to

the King.

SECOND CAVALIER:

But the only King we recognize...

is the Cardinal.

ARAMIS:

There are those who would call

that treason.

FIRST CAVALIER:

Happily, no such objections have

been raised... here.

PORTHOS:

All right. I'll object.

SECOND CAVALIER:

I'm listening.

PORTHOS:

Let's see. You are, by your dress

and by your manner, members of a

bone-lazy class of servile ninnyhammers

whose slavish allegiance to His

Eminence the Cardinal is as that

of a dog who likes nothing better

than to sniff today where he has

peed the day before.

(MORE)

(CONTINUED)

92.

96 CONTINUED:
96

PORTHOS (CONT'D)

(beat)

Piss is piss, no matter what robes

surround it.

ARAMIS:

Well said. I'm impressed.

Ninnyhammers.

PORTHOS:

I was momentarily inspired.

The Cavaliers are not amused. The first replies in

measured tones, his lips white with fury.

FIRST CAVALIER:

May I reply?

ARAMIS:

(courtly)

By all means.

FIRST CAVALIER:

Better to be a dog in the service

of a great master, than a beefwitted moron so dazzled by the

throne that he does not see the

true nature of the foolish boy

who wobbles atop it. Which is to

say, that most muddy-brained of

all men... a Musketeer.

The Cavaliers have already pulled out their swords.

Porthos and Aramis now reach for their own. Porthos

deadpans:

PORTHOS:

Maybe there's something about us

that just pisses people off. At

least I'd like to think so. It's

too bad we can only kill them

once.

97 FIGHT 97

The middle of a river on a rocking flatboat is not the

best place for a duel. But the combatants make the most

of it. Slipping, sliding, and falling. They attack with

everything they've got. The Cavaliers are excellent

swordsmen. And, as if that were not enough, the

Musketeers have an additional disadvantage -- they must

keep the Woman and child clear of the flashing blades.

(CONTINUED)

93.

97 CONTINUED:
97

Porthos drives his opponent about the flatboat with a

devilish grin, chases him between -- and at one point,

over -- blindfolded horses.

Aramis duels with the expected artistry, gradually reducing his opponent to tatters. At one juncture, the

child loses her footing, slides toward the low end of

the flatboat, the deep river beyond. Aramis executes a

neat sidestep, stops the child's desperate progress with

one arm while continuing to do battle with the other.

He returns child to Mother with a grin, continues.

The two Cavaliers are soon vanquished, groaning on the

flatboat deck. Porthos and Aramis meet at the middle,

breathless. Porthos complains:

PORTHOS:

I've been called a lot of things

in my time...

ARAMIS:

(eyes on the

opposite shore)

Porthos...

PORTHOS:

But beef-witted is a little more

than I can stand, not to mention

unfair...

ARAMIS:

Porthos...

PORTHOS:

What?

Aramis indicates the opposite shore as the flatboat

approaches it. There, waiting patiently, swords and

muskets already drawn... is a patrol of Cardinal's

Guards.

ARAMIS:

Can you swim?

PORTHOS:

(doesn't like the

sound of this)

No. My horse can.

ARAMIS:

That'll do.

PORTHOS:

But...?

(CONTINUED)

94.

97 CONTINUED:
(2) 97

Aramis hurries to his horse, takes off the blindfold.

Porthos grumbles after, follows suit. They leap atop

their mounts, the horses slip upon the wet deck as they

guide them to the edge.

ARAMIS:

You go first and I'll watch your

progress.

PORTHOS:

No, no. Please. After you.

Stalemate. Then, they can't help it, Aramis and Porthos

grin. Life is an adventure, lived to the fullest. They

count...

ARAMIS AND PORTHOS

One, two -- three!

And with that, as the Woman and child, the Ferryman look

on, Aramis and Porthos guide their horses into the raging

river. The Woman whispers after:

WOMAN:

Thank you. God speed.

Porthos manages a wink as he floats into the distance.

98 ON SHORE 98

The Cardinal's Guards react with anger and disbelief.

99 RIVER 99

A wild ride down the ROARING RIVER. Porthos clinging to

his horse for dear life. Aramis keeping an eye on his

fellow Musketeer... and the deep rapids up ahead.

Through twists and turns, walls of white water, huge

boulders, and gyrating whirlpools... Aramis and Porthos

finally reach a quiet pool, a leafy shore beyond. They

lead their horses from the water, step toward dry land...

and see yet another (or perhaps the same) patrol of

Cardinal's Guards. Waiting, swords drawn, for their

arrival.

Porthos looks down at his latest sash -- destroyed like

the others. Aramis draws his saber, mutters.

ARAMIS:

A nice relaxing boat ride...

(CONTINUED)

95.

99 CONTINUED:
99

And with that, Aramis and Porthos charge towards the

Guards.

CUT TO:

100 EXT. DENSE FOREST - DAY 100

Cool, clear water. WIDEN to reveal d'Artagnan and Athos

at a shallow pond, watering their horses. The forest

around them is dark and primeval.

D'ARTAGNAN

Do you think we've lost them?

ATHOS:

They'll catch up eventually.

To the point, as always. D'Artagnan pauses to look at

their beautiful surroundings, remembers:

D'ARTAGNAN

My father used to hunt in a forest

like this. He promised to take me

on my tenth birthday. I don't know

why he picked that year. Something

about a boy becoming a man. I'd

lay in bed at night and imagine it,

just the two of us. But he died

before I could go with him.

Athos is unmoved, or so it would seem. He replies with

quiet cynicism:

ATHOS:

Well. You have your boyhood wish

at last. The dark forest. The

thrill of the hunt. The nearness

of death.

Only d'Artagnan is the hunted, not the hunter.

D'ARTAGNAN

I'd be proud to die for my King.

ATHOS:

I just wanted to save you from the

life of a Musketeer. You don't

have to go looking for experience,

d'Artagnan. It'll find you soon

enough. And when it does -- it

will mark you forever.

Athos rides into the forest. D'Artagnan hurries to

follow.

CUT TO:

96.

101 EXT. FOREST - DAY 101

Athos leads d'Artagnan through the forest. Sunbeams

shoot down through thick branches like golden bars. A

pastoral setting, almost peaceful. And then: THUNDERING

HOOFBEATS. Athos and d'Artagnan turn in surprise, see

SIX HORSEMEN CRASHING through the glade.

102 ANOTHER ANGLE 102

Athos and d'Artagnan GALLOP through the dense forest.

The horesmen FIRE PISTOLS as they ride. A SHOT grazes

d'Artagnan's shoulder, he staggers, retains his mount.

Athos leads them up a hillside, a series of boulders at

the top. The climb is fast and treacherous, GUNFIRE all

around them. Athos' horse is struck by a bullet, staggers forward... and collapses just as they reach the

crest. D'Artagnan leaps off his horse, takes cover with

Athos behind the boulders. Athos takes aim, FIRES a

SHOT, and kills one of the horsemen below. The others

curse, leap from their mounts, seek cover. SHOTS WHIZ

back and forth like angry hornets.

Stalemate, but not for long. They are badly outnumbered.

The horsemen creep slowly up the hillside, from tree to

tree. Athos turns to d'Artagnan as he reloads:

ATHOS:

I'll hold them off for as long as

I can. Go on without me.

D'ARTAGNAN

I can't leave you here. Not like

this.

ATHOS:

Ride to Calais and stop the

Cardinal's agent.

D'ARTAGNAN

Athos... I can't.

Athos points his pistol at d'Artagnan.

ATHOS:

Go, or I'll kill you myself.

A few days ago, d'Artagnan would have obeyed without

question. Fearful, if nothing else. But not here, not

now.

D'ARTAGNAN

A duel then.

(CONTINUED)

97.

102 CONTINUED:
102

ATHOS:

You're insane.

D'ARTAGNAN

We never finished the first.

ATHOS:

All right. I'll toss a coin.

Tails I stay, heads you remain.

Agreed?

D'Artagnan nods. Athos FIRES off another SHOT. He

produces a gold coin, flips, slams it between palm and

hand. And looks between.

103 ATHOS AND HIS POV 103

Heads. D'Artagnan is to remain. Athos looks up without

missing a beat.

ATHOS:

Tails. I stay.

Athos returns the coin to his doublet without giving

d'Artagnan a chance to see.

D'ARTAGNAN

But...?

Athos reloads, FIRES below. D'Artagnan recognizes the

kindness he has received. That Athos cannot fully express

it. And that there is no use arguing with him.

D'ARTAGNAN

At least take my pistol.

He gives it to Athos. They clasp hands.

ATHOS:

(gruff; yet proud)

Don't let us down... Musketeer.

There are tears in d'Artagnan's eyes. He knows Athos

hasn't got a chance.

D'ARTAGNAN

(a choke of emotion)

I'll never forget you.

ATHOS:

Go!

Athos turns away, SHOOTS at another horseman. D'Artagnan

runs to his MOUNT, GALLOPS away.

98.

104 D'ARTAGNAN 104

He rides, straining to hear the sounds of GUNFIRE. As

long as the SHOTS continue, he knows Athos is alive.

Abruptly... the SHOTS CEASE.

D'Artagnan swallows his heart, and rides.

CUT TO:

105 EXT. ROAD TO CALAIS - NIGHT 105

A lonely stretch of road, illuminated by moonlight. A

signpost announces: CALAI 15 LEAGUES. An exhausted

HORSE CLOPS INTO VIEW, its rider half-conscious in the

saddle. It is d'Artagnan. He can barely keep his eyes

open. Suddenly, d'Artagnan passes out, tumbles from

his saddle, and lands in the middle of the road. He

opens his eyes once -- a sky filled with stars -- then

closes them.

We hear HORSES, and the CREAK of a CARRIAGE APPROACHING.

The DRIVER brakes, and the horses are brought to a halt

just short of trampling d'Artagnan. In the darkness, we

can make out other shapes, rugged men on horseback,

bodyguards to the carriage's passenger. Milady de

Winter.

MILADY (O.S.)

What is it, Henri?

HENRI (DRIVER)

There's a body in the road, Milady.

MILADY (O.S.)

Be careful.

Pistols are cocked. Henri's shadow falls across

d'Artagnan's body.

HENRI:

It's a young man. He appears to

be injured.

We hear the CARRIAGE DOOR OPEN. FOOTSTEPS to d'Artagnan's

side.

MILADY (O.S.)

My, what a handsome boy. Put him

inside with me.

Strong hands grasp d'Artagnan and lift him from the cold

ground.

CUT TO:

99.

106 D'ARTAGNAN'S POV - BLACK SCREEN 106

Out of the darkness, a face appears, BLURRY and OBSCURED.

It FILLS the SCREEN, slowly swimming INTO FOCUS. It is

Milady de Winter, even more beautiful in CLOSEUP.

Familiar, and no doubt deadly, ivory combs gleam in her

hair. She smiles warmly.

MILADY:

Welcome back. Did you dream?

107 ANOTHER ANGLE 107

reveals the interior of a bed chamber at a roadside inn.

D'Artagnan, regaining his senses, finds himself propped

up in a large bed. He blinks into the face of Milady

who sits at the edge. His eyes widen with recognition,

faint awe.

D'ARTAGNAN

You.

MILADY:

Have we met?

D'ARTAGNAN

I... saw you in Paris.

D'Artagnan notices that his shoulder has been bandaged.

He looks around the large room. A FIRE ROARS in the

grate. Food and drink have been set upon a table.

D'Artagnan continues, still groggy, uncertain:

D'ARTAGNAN

Where am I...?

MILADY:

This is Calais.

D'ARTAGNAN

(with a jolt)

Calais!

(muttered; to self)

The ship... Tuesday at midnight...

D'Artagnan leaps out of bed. Then realizes he is stark

naked. Milady smiles. D'Artagnan gathers a bedsheet

around him.

D'ARTAGNAN

(frantic)

Where are my clothes?

(CONTINUED)

100.

107 CONTINUED:
107

MILADY:

Filthy. I'm having them cleaned.

Is something wrong?

D'ARTAGNAN

What day is it? What time?!

D'Artagnan runs to a window, and throws open the shutters.

Beyond:
the harbor lights of the Port of Calais.

MILADY:

It's Tuesday, near nine.

D'ARTAGNAN

Nine? Are you sure?

Somewhere in the night, a BELL TOLLS the HOUR. Milady

smiles.

MILADY:

Quite sure.

D'Artagnan relaxes slightly. Milady rises from the bed.

She wears a sky blue dressing gown, something soft and

silken beneath it. D'Artagnan reacts perceptibly. Enjoying his discomfort, Milady crosses the room, joins

him at the window.

MILADY:

Are you in a hurry?

D'ARTAGNAN

(after a beat)

How did I... get here?

MILADY:

I found you in the road.

Discarded. Like an unwanted

kitten. Do you have a name or

shall I make one up for you?

D'ARTAGNAN

(nervous)

My name is d'Artagnan.

MILADY:

D'Artagnan. I like that. I am

the Countess de Winter. Milady.

D'ARTAGNAN

Countess?

MILADY:

My husband's dead.

(CONTINUED)

101.

107 CONTINUED:
(2) 107

D'ARTAGNAN

I'm sorry.

MILADY:

I have learned to live with death.

She manages to combine sympathy, seduction, and just a

hint of danger. All in a single reply. D'Artagnan

hesitates, he is not immune to her charms, then:

D'ARTAGNAN

Countess, I'm very grateful for

what you've done, but I can't stay

here. I've got...

MILADY:

What...?

D'ARTAGNAN

Important business.

MILADY:

How mysterious. A handsome young

man with 'important business' in

the still of night. Does it

involve a young lady?

D'ARTAGNAN

No.

MILADY:

Does it require clothes?

D'ARTAGNAN

Yes. I need my clothes.

MILADY:

They won't be ready for at least

an hour.

D'ARTAGNAN

An hour?

MILADY:

I told the innkeeper to bring them

when they are dry. Until then,

I'm afraid you are my prisoner.

Would the prisoner care for a

drink?

Milady crosses to the table, food and drink upon it. As

she passes by the fire, her dressing gown seems to disappear, revealing a silhouette that makes d'Artagnan's

heart stop.

(CONTINUED)

102.

107 CONTINUED:
(3) 107

D'ARTAGNAN

(always innocent;

never coy)

I am... thirsty.

Milady pours wine into glasses, turns to face him. And

offers a smile that dazzles and burns.

MILADY:

Good. Then we will sit by the

fire, and eat and drink, and you

may impress, perhaps even move me,

with the story of how you came to

lie unconscious, in the middle of

the night, on the road to Calais.

(soft seductively)

I love a good adventure.

D'Artagnan hesitates, then steps to her.

CUT TO:

108 EXT. ROOF OF PALAIS CARDINAL (PARIS) - NIGHT 108

A CARRIER PIGEON FLUTTERS out of the dark sky, and enters

its box. The little door on the other side opens. A

hand reaches in and removes the bird. Richelieu unpeels

the message on its leg.

CUT TO:

109 INT. CARDINAL'S PRIVATE CHAMBER - NIGHT 109

A room as cold as the man who owns it. Behind

Richelieu's desk, there is a life-sized portrait of the

King. Rochefort occupies a window seat, cleaning

d'Artagnan's sword. He lifts it to the light, and

slashes the air. He stands, duels with an imaginary

opponent. Richelieu enters with the message.

RICHELIEU:

(dry; re:
Rochefort's

fencing)

The wonderful thing about an

imaginary opponent is that he is

always greatly skilled, and always

easily defeated. The pride of

victory, without the risk of loss.

If only life were like that.

Richelieu sits at his desk, peers at the message. He

looks up, pleased.

(CONTINUED)

103.

109 CONTINUED:
109

RICHELIEU:

Milady has reached Calais.

ROCHEFORT:

I told you not to worry about the

Musketeers. They are dead by now.

RICHELIEU:

Buckingham's signature will be on

the treaty by morning.

ROCHEFORT:

The King's birthday celebration...?

RICHELIEU:

Will proceed as planned. Thanks

to the kind intercession of Queen

Anne.

Rochefort steps closer, speaks quietly.

ROCHEFORT:

And our plans...?

RICHELIEU:

(knowingly)

Will proceed as well.

Richelieu pours two glasses of port, offers one to

Rochefort. They turn, raise their glasses to the

King's portrait. And drink.

CUT TO:

110 INT. MILADY'S CHAMBER AT INN - NIGHT 110

D'Artagnan and Milady face each other on a rug in front

of the roaring fire. The plate of food between them is

empty. They drink wine from goblets. D'Artagnan drains

his cup, and stares into the burning embers. Milady

speaks quietly, with seeming compassion:

MILADY:

You are sad.

D'ARTAGNAN

I was thinking about my friends.

Milady knows when to speak, and when to listen. She

looks at d'Artagnan with gentle expression, allows him to

continue. The warm room, the wine, her kindness. All

conspire to loosen his tongue. D'Artagnan speaks

quietly, from the heart:

(CONTINUED)

104.

110 CONTINUED:
110

D'ARTAGNAN

The three best friends a man could

have. We were separated on our

way to Calais. I'm afraid I'll

never see them again.

MILADY:

What brings you here?

D'ARTAGNAN

I'd like to tell you. But I can't.

MILADY:

'Important business.'

D'Artagnan nods. He wants to impress her. He wants her

to know how brave he is. And Milady is well aware of it.

She looks down, assumes a more vulnerable pose.

MILADY:

I understand. Men make bold plans

in secret. And women wait... to

mourn, or to celebrate the outcome.

I know from experience, it's a

lonely vigil.

D'ARTAGNAN

(after a beat)

All I can tell you is... I'm on a

mission for the King.

MILADY:

(looks up; laughs

lightly)

I've heard that one before.

D'ARTAGNAN

I'm serious.

MILADY:

You are a young man. And young

men are given to exaggeration.

However, if you would like to

entertain me with a story, I'm

eager to hear it. And please,

make it very brave, filled with

handsome knights and beautiful

ladies. I know, a dragon --

There is nothing a man is more loathe to experience than

a woman who does not take him seriously. D'Artagnan acts

accordingly, and reveals:

(CONTINUED)

105.

110 CONTINUED:
(2) 110

D'ARTAGNAN

I came to Calais to stop a spy

from sailing to England.

MILADY:

(alert; though

d'Artagnan doesn't

see it)

A spy...?

D'ARTAGNAN

Yes.

MILADY:

I believe you...

(beat)

Aren't you afraid?

D'ARTAGNAN

Musketeers are not afraid of

anything.

MILADY:

I knew it. I knew you were a

Musketeer the moment I saw you.

D'ARTAGNAN

You did?

MILADY:

Of course.

(with sudden concern)

But, d'Artagnan, if this spy was

to find out you are here, your

life could be in grave danger.

D'ARTAGNAN

A Musketeer is not afriad of

danger.

MILADY:

I'm dangerous. You're not afraid

of me?

Her tone heralds a sudden shift. D'Artagnan sees the

look in her eyes, can almost feel her lips upon him.

But he resists. There is Constance's memory to consider.

And midnight as it approaches.

D'ARTAGNAN

You're not dangerous.

MILADY:

Then what am I?

(CONTINUED)

106.

110 CONTINUED:
(3) 110

D'ARTAGNAN

You're... beautiful.

Milady covers him with caresses. D'Artagnan resists

slightly, but she presses closer, she will not be denied.

Milady leans close, runs a fingertip along the line of

his jaw. Her dressing gown falls open at the top, enough

for d'Artagnan to see her breasts as they press against

the silk beneath it. Milady speaks as her finger traces.

MILADY:

Beauty, danger. They are the same.

And with that, she reaches up to her hair, an ivory

comb...

111 ON D'ARTAGNAN 111

He cannot continue. Constance, the hour, a confusion he

cannot deny.

D'ARTAGNAN

I'm sorry --

D'Artagnan pulls back -- just as Milady's arm arcs down

toward his neck, holding a long sharp stick pin, almost a

dagger, attached to an ivory comb. D'Artagnan sees it in

the nick of time, parries with his free hand, knocking

the dagger to the rug. Milady leaps after it, hands outstretched. D'Artagnan follows, battles for the dagger,

stunned with fear and surprise:

D'ARTAGNAN

What're you doing?! Have you lost

your mind?!

MILADY:

You came to Calais to stop a spy

from sailing to England.

D'Artagnan nearly chokes on the knowledge. Milady is the

messenger he is seeking. He grabs the dagger, rolls to

the side. Milady staggers after, the shoulder of her

negligee rips open. D'Artagnan sees the soft white flesh,

reacts with shock, recognition -- she bears the brand of

the fleur de lis. The infamous mark of the murderess.

Just as Athos told it to him. Not so long ago.

D'ARTAGNAN

My God...

(CONTINUED)

107.

111 CONTINUED:
111

MILADY:

(crying out)

Parker!!

The chamber door flies open. Henri and Parker, the IndoChinese bodyguard, appear. Parker faces d'Artagnan with

a half-smile. He holds out his hands, both empty. And

steps toward him. D'Artagnan looks at the dagger in his

right hand. Then, unwilling to fight the man with an unfair advantage, he tosses the dagger to the side, steps

forward to meet him.

Parker disposes of d'Artagnan with lightning speed. A

series of unexpected kicks, brutally efficient blows.

The young man is unfamiliar with, and no match for, the

martial arts. Parker hoists d'Artagnan to his feet,

dazed. Henri picks up the dagger with bad intentions.

Milady straightens her dressing gown, adjusts her hair,

and commands:

MILADY:

Kill him.

Parker holds him fast. Henri steps forward. And

d'Artagnan thinks fast.

D'ARTAGNAN

You can kill me. But a surprise

waits for you in England. That

even Buckingham can't prevent.

MILADY:

(stops Henri with

a gesture)

What... surprise?

D'ARTAGNAN

That's one thing I'll never tell

you.

MILADY:

D'Artagnan. You are young, vain,

and foolish. But I do not know

if you are clever.

D'Artagnan's expression reveals nothing. Except to

suggest the existence of a secret he is bravely keeping.

Duly deceived, though she doesn't know it, Milady changes

her mind.

MILADY:

We'll take him with us.

(MORE)

(CONTINUED)

108.

111 CONTINUED:
(2) 111

MILADY (CONT'D)

(to d'Artagnan,

with a nod at

Parker)

Parker will devise ways to

convince you to share your final

secret with me. It is a long

voyage.

Milady's eyes show nothing but cold cruelty.

CUT TO:

112 INT. INN - UPPER HALL AND LANDING - NEAR DAWN 112

Milady emerges from her room, dressed for travel. She is

followed by d'Artagnan, now clothed. He is flanked by

Henri and Parker. Henri presses the blade of a knife

against d'Artagnan's side.

HENRI:

The bodyguards are waiting outside.

Milady leads them down the hall. But when she reaches

the landing, and looks at the tavern below... she draws

back with surprise.

113 ANGLE TO INCLUDE MILADY AND HER POV 113

The innkeeper, roused from sleep, and wearing a nightshirt, is engaged in urgent conversation with Armand de

Winter -- the son of the man Milady killed in Paris. The

innkeeper shakes his head. Armand grabs him by the

collar.

D'Artagnan sees Milady's reaction -- surprise, impatience,

and just a hint of fear. Milady commands:

MILADY:

The back stairs. Hurry!

They change directions. As he is pulled away, d'Artagnan

catches a glimpse of Armand de Winter below.

CUT TO:

114 EXT. INN - NIGHT 114

Milady's coach emerges from the carriage house, speeds

away in the direction of the harbor. In the driver's

seat, Henri whips the horses, driving them onward.

Milady's seven bodyguards follow on horseback.

CUT TO:

109.

115 INT. CARRIAGE - NIGHT 115

D'Artagnan and Parker sit across from Milady. Her face

betrays faint doubt, apprehension. Emotions she is not

used to feeling, let alone displaying to the world around

her. D'Artagnan sees his opening... and speaks:

D'ARTAGNAN

The man at the inn... what did

he want?

MILADY:

(hollow laugh)

Justice. Honor. Revenge.

D'ARTAGNAN

Why?

MILADY:

He is the brother of my late

husband, Lord de Winter. He

blames me for de Winter's death.

He thinks I murdered him.

D'ARTAGNAN

Did you murder your husband,

Milady?

MILADY:

What do you think?

A beat. D'Artagnan studies her pale, beautiful face.

Remembers Athos' tale of love and loss.

D'ARTAGNAN

I think he's not the first husband

you killed.

(off her look)

I once knew a man, one of the

Counts of Berry. He told me a

story... of beauty and danger.

He was the bravest man I've ever

known. And the saddest.

MILADY:

I know...

The truth strikes home. Milady cannot conceal it. But

she does not react with anger or scorn. D'Artagnan has

reminded her of the one thing in the world that still

touches her heart. D'Artagnan looks at her with a steady

gaze. Milady cannot hold it, she turns to the carriage

window.

CUT TO:

110.

116 EXT. CALAIS - NIGHT 116

Milady's carriage turns down a steep lane that leads to

the harbor. The fog is so thick that only the masts of

the schooners can be seen, poking out of the gloom.

Their lanterns glow gloomily. The carriage comes to a

stop.

CUT TO:

117 EXT. HARBOR OF CALAIS - NIGHT 117

The lights of the harbor are muted by low-hanging fog.

We see the outline of a ship waiting at the pier. Henri

helps Milady out of the carriage. D'Artagnan follows.

Milady's bodyguards dismount, six of them. A motley

bunch of sinister killers. They look around the pier,

ready for any encounter.

D'Artagnan takes in his surroundings. There is a melancholy air about him.

MILADY:

What's the matter, d'Artagnan?

Still hoping for your friends to

ride to the rescue?

D'ARTAGNAN

My friends are dead.

MILADY:

Well. If it's any consolation,

you'll soon be joining them.

Milady's return to form does not surprise. Parker shoves

d'Artagnan toward the fog-enshrouded ship. A name can be

made out on her barnacled hull. Persephone.

CUT TO:

118 EXT. PIER - NIGHT 118

Henri calls out to the ship, which is little more than an

outline in the fog, her boarding gangplank leading to

the soupy darkness of her deck.

HENRI:

We are the Countess de Winter's

party, arrived from Paris.

Permission to come aboard.

There is no reply. Closely guarded by Parker, d'Artagnan

strains to see.

(CONTINUED)

111.

118 CONTINUED:
118

VOICE (O.S.)

Permission granted.

Milady nods to Henri. He steps up the narrow gangplank,

followed by Milady, d'Artagnan, Parker, and the six

bodyguards.

CUT TO:

119 EXT. DECK OF THE PERSEPHONE - NIGHT 119

The deck is filled with swirling fog. Henri peers into

the gloom as he climbs aboard, followed by the others.

He addresses one of the crew, a tall figure standing

nearby.

HENRI:

Take us to your captain.

The tall figure does not reply, nor does he move. Henri

demands:

HENRI:

What are you, deaf?

Henri goes to shake the man. He grabs his arm, and the

man pitches forward, falling face first on the deck.

Henri jumps back in alarm. Milady and the others react.

BODYGUARD:

What is this?

Milady's Bodyguards rush around the deck, confront the

other silent silhouettes. They, like the tall figure...

are dead. The limp bodies topple at their touch. The

Bodyguards shout alarm and panic:

BODYGUARDS:

Dead! They're all dead!

PORTHOS (O.S.)

Well I certainly hope so. After

all that hard work.

That's when Porthos, and Aramis -- come swooping down

from above like avenging angels. They swing on the ends

of ropes, slicing through the air, then dropping feet

first on top of Milady's Bodyguards. D'Artagnan stands

open-mouthed, as his three friends draw their swords.

ARAMIS:

(calling to him)

You look like you've seen a ghost.

(CONTINUED)

112.

119 CONTINUED:
119

D'ARTAGNAN

Two of them.

PORTHOS:

Remind me to tell you the story

of horses that could fly above

raging waters. A heroic tale of

love, death, and Musketeers.

Suitable for the general public.

Porthos wades into the Bodyguards, at play, shouting as

he goes.

PORTHOS:

All right then. All those who

wish to die, raise your hands!

Don't by shy, there's plenty to

go around!

D'Artagnan grabs a sword from the deck, turns to join

the fray. And finds himself face to face with Parker, the

Indo-Chinese bodyguard. Parker has two Oriental swords

spinning in his hands. One knocks d'Artagnan's sword out

of his hand. D'Artagnan does a back flip but falls on

the slippery deck. As Parker is about to chop

d'Artagnan's head off, his face grimaces as he is lifted

on a sword OUT OF FRAME. In the mist Athos is revealed!

ATHOS:

Sorry I'm late. Did I miss

anything?

D'Artagnan almost cries with happiness. He leaps to his

feet and embraces Athos.

D'ARTAGNAN

I thought you were dead.

ATHOS:

Keep your mind on the mission,

d'Artagnan.

He winks at d'Artagnan, returns to the fray. D'Artagnan

follows. The Musketeers confront Milady's evil Bodyguards

in the night and fog. Athos with brutal perfection.

Porthos with strange weapons and a healthy sense of the

absurd. And Aramis with familiar grace and artistry --

and a marked determination to disable, not kill, his

opponents.

Milady views the latter with alarm. As the battle rages

around her, she retreats into the shadows.

(CONTINUED)

113.

119 CONTINUED:
(2) 119

Athos and d'Artagnan find themselves fighting side by

side. Athos observes d'Artagnan's technique -- the usual

frenetic windmill of feint and thrust -- with a frown.

ATHOS:

Boy, it's a miracle you're still

alive fighting like that.

D'ARTAGNAN

What do you mean?

ATHOS:

First, always find your enemy's

weakness. Second, take advantage

of it. Watch me.

One of the Bodyguards, who wears a wooden leg, attacks

Athos. Athos kicks the false leg out from under him,

knocks him to the deck. D'Artagnan repeats, even as he

disables his own foe.

D'ARTAGNAN

Find the weakness. Take advantage.

Got it.

Aramis kneels at a dying man, delivers muttered last

rites. A Bodyguard races INTO VIEW, means to kill him

where he kneels. Aramis doesn't miss a beat -- he shifts,

rises, delivers a punch and kick, knocking the man off the

ship to the water below. A SPLASH is heard. And Aramis

resumes a priestly pose, continues the litany.

CUT TO:

120 EXT. PIER - NIGHT 120

Two SAILORS, crew members of the Persephone, return to

the ship after a night's drunk. They see and hear the

mayhem ahead.

SAILOR:

That's our ship...

The two Sailors pull out daggers, and bound up the

gangplank.

CUT TO:

121 EXT. DECK OF PERSEPHONE - NIGHT 121

The two Sailors find themselves in the middle of a wild

battle. They look around for someone to assault, see a

large Musketeer with his back turned. They charge.

(CONTINUED)

114.

121 CONTINUED:
121

Porthos hears them coming, spins. The two Sailors stop

in their tracks, eyes popping with horrified recognition.

BOTH SAILORS:

Porthos the Pirate!!

With a collective "yah!" the two Sailors drop their

daggers, and flee into the foggy night. Porthos looks

about to see if anyone noticed their exit. D'Artagnan

grins nearby.

PORTHOS:

I told you I was famous.

D'ARTAGNAN

Porthos the Pirate?

PORTHOS:

Privateer. There's a difference.

Every Musketeer is running from something or someone.

D'Artagnan deadpans:

D'ARTAGNAN

I love a good sea story. Do tell

me sometime.

Porthos reacts to d'Artagnan's jest. But before he can

reply, the youth has bolted back to the fray.

122 HIGH ANGLE 122

The battle raging aboard the Persephone, sabers flash,

PISTOLS EXPLODE.

123 BACK TO SCENE 123

Athos drives several Bodyguards back with his sword,

notices d'Artagnan working his way towards him.

ATHOS:

Did you find the Cardinal's spy?

D'ARTAGNAN

Yes.

ATHOS:

Did you kill him?

D'ARTAGNAN

Athos. The spy... is a woman.

(CONTINUED)

115.

123 CONTINUED:
123

ATHOS:

What?

Athos turns to d'Artagnan, wonders. And at that moment,

sees a figure at the gangplank, swathed in fog and diffuse

light. Milady. Time stops as they regard each other

across the deck, the battle between.

ATHOS:

No.

Milady turns and runs into the night. Athos races after.

CUT TO:

124 EXT. PIER - NIGHT 124

With the speed and grace of a panther, Milady runs down

the gangplank, climbs into the saddle of one of her

Bodyguard's horses, and gallops off. Athos appears

moments later, leaps into the saddle of another horse.

And gives chase.

CUT TO:

125 EXT. HARBOR ROAD - NIGHT 125

Milady whips her horse, drives it onward. But Athos

overtakes, leaps from his saddle, takes her into his arms.

They fall to the ground with a crash. Milady grabs the

deadly comb from her hair, grips the dagger's handle.

Athos, stunned from breaking their fall, rolls to his

side. Milady peers at his face, vulnerable in the halflight. And lowers the dagger. She will not kill him.

Milady scrambles to her feet, runs toward a dark forest.

But Athos stands and shouts:

ATHOS:

Stop!!

Milady takes a halting step, then turns to face him.

Athos holds his musket in a steady hand. A very long

beat. Milady takes a step closer. Finally, she whispers,

with love, with hate:

MILADY:

Athos.

ATHOS:

How did you do it, Sabine? How

did you come back from the dead?

(CONTINUED)

116.

125 CONTINUED:
125

MILADY:

A kind gentleman took pity on me.

ATHOS:

I did not.

MILADY:

No, Count. You were too proud to

listen to the truth. I learned

the value of lies soon after.

Athos grips the pistol tighter, as if to ward off the

past and what it brings.

ATHOS:

Give me the Cardinal's treaty.

MILADY:

No.

ATHOS:

Then I will shoot.

Athos c*cks the trigger. Milady whispers:

MILADY:

Be kind. And aim for my heart.

Athos' face is a mask of contradiction. He tries to pull

the trigger, but it is not in him. Milady recognizes

his pain with a nod. She feels it, too. Then, briefly,

before she leaves him, Milady speaks softly. The past,

their love, and where it led them.

MILADY:

I remember... everything.

She turns and runs away... directly into the arms of

Armand de Winter. He has ridden, and he has followed,

and he has finally found her here.

ARMAND:

Countess de Winter...

As d'Artagnan, Porthos, and Aramis arrive on the scene...

CUT TO:

126 INT. INN (CALIAIS) - PUBLIC ROOM - NIGHT 126

The public room is empty, save for d'Artagnan and the

three Musketeers. They gather around a table. Aramis

holds the treaty in his gloved hand. The mood is somber

and tense.

(CONTINUED)

117.

126 CONTINUED:
126

ARAMIS:

The treaty outlines Richelieu's

plan to forge an alliance with

Buckingham.

PORTHOS:

What about the King?

ARAMIS:

He is not mentioned directly. But

the agreement is contingent on a

'demonstration' of the Cardinal's

power.

D'ARTAGNAN

A demonstration? What does that

mean?

ARAMIS:

I don't know.

Athos' face grows dark. He has been silent throughout.

Now he rises to his feet.

ATHOS:

I know someone who does.

D'Artagnan, Aramis, and Porthos watch in grim silence as

Athos crosses the room to an imposing door.

CUT TO:

127 INT. PRIVATE ROOM - NIGHT 127

A fire burns in the grate. Milady sits beside it in a

chair, staring into the glowing embers. Their hot reflection dances in her pale blue eyes. There is a KNOCK

at the door. Armand de Winter emerges from a dark corner

of the room where he has been standing guard with an

impassive executioner. He crosses to the door, opens it.

And Athos steps inside.

ATHOS:

I'd like a word with your

prisoner.

ARMAND:

(a beat, he nods)

She dies at dawn.

Athos nods, and steps to Milady, stands before her.

Milady stares at the fire, speaks softly, her eyes on the

flames.

(CONTINUED)

118.

127 CONTINUED:
127

MILADY:

(quietly sardonic)

Did you come to offer me

consolation?

ATHOS:

No.

Milady turns, looks up to face him.

MILADY:

There was a time when I would've

given my life for a kind word.

ATHOS:

I could not give it, Sabine.

I was... a fool.

Milady hears the regret in his voice, holds his gaze.

Athos indicates Armand in the corner.

ATHOS:

Did you kill his brother and his

father as he says?

MILADY:

(a long beat,

honest at the

last)

I have become... the nightmare

you once thought me to be.

ATHOS:

But not before. Not us.

MILADY:

No. The memory will keep me

company.

Athos kneels at her side, near to pleading:

ATHOS:

Do you know the Cardinal's plans?

MILADY:

Yes.

ATHOS:

Tell me.

MILADY:

Will you spare my life?

ATHOS:

I can't.

(CONTINUED)

119.

127 CONTINUED:
(2) 127

MILADY:

(remembering another

time, another place)

Society demands swift justice.

(off his look)

I'll take the secret to my grave.

ATHOS:

Sabine. You'll die for your

crimes. Nothing can stop that.

But how you leave this world is

up to you.

Milady offers a half-smile, takes his hand in hers.

MILADY:

What did the world ever do for me?

HOLD ON Athos. Milady's hand in his. All that he is

feeling.

CUT TO:

128 EXT. SEASIDE CLIFFS - NIGHT 128

A hundred feet below, waves crash on a rocky shore. On

the jagged cliff above, a black mass of trees is outlined

against a stormy sky filled with copper-colored clouds,

surreal in effect. A sinister procession approaches the

cliff.

Porthos leads Milady. She wears a simple white shift,

her hair pulled back into a long braid. She looks years

younger, the girl she used to be. The Executioner walks

behind them. Followed by Armand de Winter, Aramis,

d'Artagnan. And Athos. He watches every step.

The procession stops at the cliff's edge.

THUNDER RUMBLES. Lightning slashes the sky. The

Executioner ties Milady's hands behind her. The

Executioner removes a bright scimitar from beneath his

cloak. Milady catches Athos' eye. He holds her gaze.

He stares at Milady unflinchingly, as if to burn her

image into his eyes, so that he might keep it there until

the day he dies.

Aramis reaches inside his cloak, removes the sacred

priestly cloth he carries.

(CONTINUED)

120.

128 CONTINUED:
128

The Executioner delivers the formal litany:

EXECUTIONER:

I forgive you for your crimes.

Die in peace.

Athos repeats, whispers:

ATHOS:

Die in peace.

Aramis comes forward, intones:

ARAMIS:

I am the resurrection and the

life, sayeth the Lord. He that

believeth in me, though he were

dead, yet shall he live; and

whosoever liveth and believeth

in me shall never die...

The Executioner's sharp blade shines in the light of

dawn.

EXECUTIONER:

On your knees.

Milady kneels, the Executioner steps closer. The tableau

silhouetted against a reddish glow on the horizon. The

Executioner brushes Milady's braid from her neck,

exposing the soft white skin beneath. He raises the

scimitar overhead, and just as he is about to bring it

down... a cry is heard, torn from the heart:

ATHOS:

No.

Athos grabs the Executioner's wrist, and twists the

scimitar loose. It falls to the ground.

EXECUTIONER:

What's this...?

Porthos leaps forward, locks his great arms around Athos.

PORTHOS:

Athos --

But Athos breaks free. Milady rises to her feet. Athos

rushes to her.

ATHOS:

Forgive me, Sabine. Please

forgive.

(CONTINUED)

121.

128 CONTINUED:
(2) 128

MILADY:

I do.

The words he could never say, finally spoken. Milady

locks eyes with him. Athos' desperate act, the pure

feeling it signifies, has given her a kind of release.

And the strength to face her fate.

MILADY:

The Cardinal intends to assassinate

the King at his birthday celebration

on Friday.

And with that, Milady reaches forward, offers a gentle

kiss. Then, as Athos and the others look on, stunned,

uncertain... she takes a backward step, finds the

cliff's edge... and steps over it. The Executioner

rushes to look after. The others follow. Except for

Athos, who remains rooted in place, eyes on the

distant horizon. A long silence. THUNDER RUMBLES.

EXECUTIONER:

God's justice be done.

D'Artagnan sadly lowers his head. Porthos puts a

consoling hand on his shoulder. Aramis stands to the

other side, mutters:

ARAMIS:

Amen.

ATHOS:

Musketeers.

D'Artagnan, Porthos, and Aramis turn. Athos has regained

his former self. Stoic, in command. And hiding a broken

heart.

ATHOS:

The King's life in danger. We

have work to do.

129 EXT. ROOF OF PALAIS DU CARDINAL (PARIS) - NIGHT 129

START CLOSE ON the now familiar portrait of King

Louis XIII, usually found hanging behind Richelieu's

desk. A SHOT RINGS OUT -- and a blast tears through

the painting, leaving a smoking hole where the King's

heart should be.

122.

130 ANOTHER ANGLE 130

REVEALS Richelieu and Rochefort as they walk across the

roof to the painting, appraise the damage. Thie Cardinal

pokes a long finger into the hole.

RICHELIEU:

Impressive.

ROCHEFORT:

He can do it every time.

Rochefort signals approval to a solitary marksman

positioned far away on one of the roof parapets. The

marksman rises from a shooter's crouch, bows curtly,

and begins to reload his musket.

RICHELIEU:

And he has no qualms about...

ROCHEFORT:

None. He believes that man should

honor no Kings before God.

RICHELIEU:

A man of faith. How delightful.

(turns back to

the painting)

Whatever you're paying him, double

it. I want the King's birthday to

be a memorable event. And rehang

this painting in my chamber. Just

as it is.

HOLD ON Richelieu for a beat. Framed by a sky filled

with stars. His evil intent.

CUT TO:

131 DAWN 131

breaks. MUSIC UP, and...

CUT TO:

132 EXT. VILLAGE SQUARE - DAY 132

D'Artagnan and the three Musketeers thunder through on

horseback. Pedestrians scurry to get out of their way.

As they ride past, Porthos raises a crossbow and fires

it. The arrow slices through the air with a terrible

hum and imbeds itself on the public wall. Attached to

the arrow is a piece of parchment, like the one in

d'Artagnan's father's study. It reads: All For One,

And One For All.

CUT TO:

123.

133 EXT. ANOTHER VILLAGE - DAY 133

A CAPTAIN in the Cardinal's Guard makes a public

pronouncement from horseback outside a cathedral.

Townspeople are gathered around.

CAPTAIN:

... the aforenamed Musketeers are

declared outlaws and are sentenced

to death. Any person sheltering

or aiding them will be hanged --

HOOFBEATS interrupt. The Captain turns in irritation.

And Porthos and Aramis ride to either side, snatch the

man up by the arms, drag him briefly through the air,

and deposit him with a thud against a hitching post.

The Captain, stunned, looks down at the piece of

parchment now attached to his chest. All For One, And

One For All.

CUT TO:

134 INT./EXT. VARIOUS SCENES - DAY 134

As the word is passed to Musketeers in homes and

pastures, brothels and gaming casinos. Galvanizing them

into action. All For One, And One For All.

CUT TO:

135 EXT. PARIS - DAY 135

The city as SEEN FROM the hills. A glorious sunny day.

CUT TO:

136 EXT. LOUVRE - DAY 136

The citizens of Paris move through the streets. They

share a common destination, the Palace. A festive mood

is in the air. And why not, it is the King's birthday.

CUT TO:

137 INT. LOUVRE - GREAT HALL AND THRONE ROOM - DAY 137

A gathering of nobles and ladies, all in full ceremonial

dress. Rochefort is there as well, the familiar eye

patch, in command of the Cardinal's Guards. A Seneschal

waits at the door with two flanking lines of trumpeteers.

The trumpeteers raise their instruments and blow a royal

blast.

124.

138 ENTRANCE DOORS 138

Louis, Queen Anne, and their retinue enter from a

corridor, proceed slowly across the room toward the

balcony that overlooks the waiting crowd outside.

Noblemen bow, and their ladies curtsy as the King and

Queen pass. Constance, dressed for the occasion, looks

on from the sidelines, smiles. The King and Queen

proceed, two teenagers with the world at the feet.

LOUIS:

They look... happy.

ANNE:

Hungry, more likely.

LOUIS:

Still, you were right about the

celebration. And when the Cardinal

told me how much it meant to you...

ANNE:

I said nothing.

LOUIS:

But... ?

ANNE:

The Cardinal expressed in

confidence how much the celebration

would mean to you...

Both pause to consider the manipulation.

139 INT. ANTEROOM - DAY 139

Richelieu stands in an anteroom just off the procession,

he watches the King and Queen as they walk, speaks

quietly, to himself:

RICHELIEU:

I'm not sure which is sadder... to

die so young. Or to die a King.

Richelieu turns from the procession. Speaks to Rochefort

who pauses in the shadowy alcove behind him.

RICHELIEU:

France will not go wanting. A new

King will sit on the throne. The

true King after all...

He says it quiet fervor, the dream at long last within

reach. Then, as if to reassure:

(CONTINUED)

125.

139 CONTINUED:
139

RICHELIEU:

Is everything ready?

ROCHEFORT:

Yes, Your Eminence.

RICHELIEU:

Are you sure?

ROCHEFORT:

I'd stake my life on it, Your

Eminence.

RICHELIEU:

(a dark beat)

Rest assured, Captain. You have.

CUT TO:

140 EXT. GROUNDS OUTSIDE LOUVRE - DAY 140

The balcony has been colorfully decorated. The crowd

focuses its attention on the empty space where the King

will soon appear. Below, the entrance to the Palace is

protected by a double line of the Cardinal's Guards,

resplendent in their crimson tunics. It would take an

army to get past them.

CUT TO:

141 EXT. NEAR LOUVRE - DAY 141

The streets leading to the Palace are clogged with

people, all pushing and straining to get closer.

D'Artagnan and the three Musketeers arrive on horseback,

are forced to dismount. They push through the crowd,

trying to reach the Palace, afraid that they will be too

late. Athos barks orders as they struggle forward:

ATHOS:

(to d'Artagnan)

Look through the surrounding area.

We'll try to reach the King...

D'ARTAGNAN

But...?

ATHOS:

Go!

Athos and the others press on. D'Artagnan, a little

disappointed to be left behind, pauses, checks the

buildings that loom overhead. Then he starts, reacts

with shock and surprise.

126.

142 D'ARTAGNAN'S POV 142

The bell tower of the Carmes-Deschaux monastery. A

figure moving about, dimly-viewed, but this much is

clear. The man is not a monk. And he is carrying a

musket in his hands.

143 BACK TO SCENE 143

D'Artagnan turns to alert the Musketeers. Too late, they

have already vanished into the throng. D'Artagnan takes

off running for the monastery.

144 BELL TOWER 144

HIGH ABOVE the swelling scene. The marksman assumes a

crouching position, raises his musket, and trains it on

the empty balcony where the King is soon to appear.

CUT TO:

145 INT. LOUVRE - GREAT HALL AND THRONE ROOM - DAY 145

Louis and Anne continue toward the balcony. Richelieu

trails the royal couple. He nods to Rochefort in

passing. They exchange significant smiles. Anne spots

the smirk on Rochefort's face. He resumes a supplicant

pose. Anne glances back, Richelieu behind them.

ANNE:

I do not trust him.

LOUIS:

I'm not sure who to trust.

ANNE:

Then we will discover the truth

together.

Louis likes the sound of that. They step side by side

toward the balcony.

CUT TO:

146 INT. STEEPLE - DAY 146

Bell ropes, hundreds of feet long, dangle down the

vertiginous shaft. D'Artagnan races up the narrow,

circular stairs. Above him is the open trap to the bell

tower. He catches a glimpse of the marksman, back

turned, taking aim.

CUT TO:

127.

147 IN CROWD BELOW 147

Athos, Porthos, and Aramis push their way through the

crowd, trying desperately to reach the Palace entrance.

But the throng is impenetrable. Athos turns, wonders.

And shoots a worried look at the bell tower of the

Carmes-Deschaux, looming against the sky, as if to intuit

the danger lurking there.

CUT TO:

148 EXT. LOUVRE - BALCONY - DAY 148

Louis and Anne lead the procession to the doors of the

balcony. The crowd roars and the TRUMPETS BLARE. The

King steps into the sunlight. The Queen follows, then

Richelieu. The three most important people in France

stand together, acknowledging the clamoring multitudes.

149 EXT. BELL TOWER - DAY 149

The marksman takes careful aim. The cheering down below

is like a faint whisper at this altitude. The marksman

c*cks the hammer of his flinklock.

CUT TO:

150 INT. STEEPLE - DAY 150

D'Artagnan hears the click of the musket's hammer, and

knows he must act now. He looks around and sees his

chance. D'Artagnan leaps off the stairs and grabs a

handful of rope, using his weight to RING the BELL

overhead.

CUT TO:

151 EXT. BELL TOWER - DAY 151

The BIG BELL makes a resounding, ear-splitting CLANG --

causing the marksman's SHOT to go wild.

CUT TO:

152 EXT. LOUVRE - BALCONY - DAY 152

The SHOT misses the King and EXPLODES INTO the WALL an

inch from his head. Louis turns to Richelieu -- sees

anger and disappointment flash on the Cardinal's face.

Just for an instant... but it is enough.

CUT TO:

128.

153 INT./EXT. LOUVRE - DAY 153

Pandemonium, inside and outside the Palace. Athos,

Porthos, and Aramis emerge from the crowd at the entrance,

draw their swords, and prepare to rush the long line of

Guards protecting the doors. The Guards cannot believe

what they are seeing. Three men against a hundred. It's

ridiculous. But then... the looks on Guards' faces begin

to change, subtly at first, from amusement to horror.

154 THEIR POV 154

Behind Athos, Porthos, and Aramis, something incredible

happens. Musketeers appear from every direction. Some

from the surrounding crowd. Some from buildings, rooftops. Others appear on horseback, a few disguised as

monks. And all defiantly wearing their blue and gold

tunics.

The murmur of the crowd becomes an excited roar. The

corps of Musketeers line up behind Athos, Porthos, and

Aramis. Porthos and Aramis exchange a smile. Athos

keeps his usually dour expression. But his eyes are

charged with excitement. They raise their arms, and

face the long line of Guards. A hundred sabers flash in

the sunlight.

ATHOS:

Save the King!!

The Musketeers charge. It is a glorious sight.

CUT TO:

155 EXT. BELL TOWER - DAY 155

D'Artagnan scrambles up through the trapdoor, and tackles

the marksman. As the BELL CONTINUES TO CLANG, they fight

hand-to-hand. The marksman forces d'Artagnan toward the

edge of the tower. Two hundred feet to the ground below.

They remain deadlocked for a beat, the marksman inching

d'Artagnan backward, certain death behind him. And at

the last moment, d'Artagnan summons up the strength of

three -- and shoves the marksman backward with a resounding kick.

The marksman stumbles, falls through the open trapdoor,

and plunges to his death.

D'Artagnan peers down the shaft. There's a faint CRASH

as the marksman hits bottom. Utilizing the bell ropes

like a fireman's pole, d'Artagnan grabs hold and slides

down into the abyss.

CUT TO:

129.

156 INT. GREAT HALL AND THRONE ROOM - DAY 156

Pandemonium reigns. Rochefort instructs his Guards to

close the huge door to the great hall. The members of

the King's royal court run in panicked circles, convinced

the palace is under seige. Constance pauses amid the

riot, seeks the Queen.

But Richelieu has found her first. He steps to Anne,

assumes an air of priestly innocence.

RICHELIEU:

Your Majesty...

But Louis steps INTO VIEW, puts a protecting arm around

his wife, speaks stern command:

LOUIS:

Leave us... alone.

That's when a loud BOOM rocks the room.

157 ANOTHER ANGLE 157

The great door shudders under the impact of a terrific

blow. Another BOOM and the great hall is plunged into

further chaos. The regiment of Guards rush forward,

press their bodies against the door to secure it.

BOOM -- the great door threatens to split in half.

Richelieu huddles with Rochefort amid the rising panic.

His eyes narrow to mean slits, he gestures toward Louis

and Anne across the room.

RICHELIEU:

(a cold whisper)

Kill him. Kill her, too.

Rochefort draws d'Artagnan's sword from its sheath. He

advances on Louis and Anne. Louis has witnessed the

latter, treason confirmed. He raises his own sword,

prepared to protect his Queen. To die for her if

necessary.

LOUIS:

(to Anne)

Get behind me.

Rochefort takes confident steps toward the King. But

one last BOOM and the great DOOR comes CRASHING down on

the Guards, revealing a tide of Musketeers on the other

side. Athos, Porthos, and Aramis at the lead.

(CONTINUED)

130.

157 CONTINUED:
157

Louis breaks into a wide grin. The Musketeers wade into

the Guards, and the great hall is transformed into a battlefield. Rochefort turns, sees Athos charging at him.

ATHOS:

Greetings, Monsieur Cyclops. Are

we interrupting?

ROCHEFORT:

Not for long.

Athos and Rochefort lock swords and duel.

158 BATTLE 158

Musketeers surround Louis and Anne to ward off attack.

But the young King has no intention of being protected.

He wades to the fore, fights side by side with his

Musketeers. Anne watches him with a host of emotions.

Respect, admiration... love. Louis pauses to return her

gaze, then returns to battle.

Constance dashes through the fray. She sees a Guard

slip behind a curtain, approach the Queen. She grabs a

heavy goblet, shouts:

CONSTANCE:

Look out!

Anne looks up. Constance tosses the goblet to her. Anne

catches it neatly, brings it down on the head of the

hapless Guard. Constance smiles, leaps forward.

Aramis cuts down a Guard. As another man comes at him

from behind, Porthos intervenes, runs the man through.

The two Musketeers pause to exchange deadpan thanks,

and continue.

Athos and Rochefort slash at each other. It is a mighty

confrontation. But Athos soon gains the upper hand.

Rochefort shouts to a nearby Guard for help. Now it's

two on one. Athos receives a wound in the shoulder, he

staggers... and the treaty falls from his tunic to the

floor. Rochefort reacts with a start, he grabs the

treaty, stuffs it into his doublet. Athos shakes off

the sudden pain, disposes of the Guard. Rochefort and

Athos face each other a second time. Athos wounded,

Rochefort confident he can finish the injured Musketeer.

But Athos merely changes sword hands. Rochefort reacts.

Their SABERS CLASH as they draw together. Rochefort

grabs a dagger from his belt with his free hand. But

Athos sees it coming, and smashes Rochefort across the

face with his fist.

(CONTINUED)

131.

158 CONTINUED:
158

Rochefort goes sprawling. He loses his sword, it slides

across the floor until someone's foot stops it.

Rochefort looks up... and sees d'Artagnan standing on

the blade.

D'ARTAGNAN

This sword belongs to me.

D'Artagnan stoops to pick up his long-lost sword. He

tosses his other saber to Rochefort, who catches it

neatly. Athos watches from a short distance, knows

this moment belongs to d'Artagnan. He will not intervene.

But he shouts:

ARAMIS:

D'Artagnan. Kill him where he

stands.

These are d'Artagnan's words. A son vowing to avenge the

death of his father. D'Artagnan wonders. Rochefort

confirms.

ROCHEFORT:

By all means. Let's discover if

you are as brave a man as your

father was. And as foolish.

D'ARTAGNAN

(stunned by the

revelation as it

unfolds)

What...?

ROCHEFORT:

He died for his King and for

France. But most of all... he

died on the end of my sword.

(the final curse)

As will you.

Rochefort smiles a taunt. D'Artagnan raises his sword,

whispers to heaven.

D'ARTAGNAN

This is for you, Father.

Then, eyes blazing, d'Artagnan attacks Rochefort with

everything he's got, driving him into an adjoining

chamber.

159 ANGLE TO INCLUDE CHAMBER 159

A FIRE ROARS in a great stone hearth. Its light projects giant shadows on the wall as d'Artagnan and

Rochefort duel, slashing at each other.

132.

160 GREAT HALL 160

Athos, Porthos, and Aramis take the fight to the

Cardinal's Guards. Each with his by-now familiar

tradmarks. King Louis fighting beside them.

161 D'ARTAGNAN AND ROCHEFORT 161

They battle before the blazing fire, sweat covers their

faces. Rochefort wears a wolfish grin. But d'Artagnan

has learned his lessons well. He attacks with gusto.

Rochefort's grin soon turns toward desperation. He

cannot match the boy's vengeful steel. So he drives a

knee into d'Artagnan's groin. D'Artagnan falls to the

floor. Rochefort means to finish him there. But

d'Artagnan rolls away from the blade, leaps back to his

feet. Undaunted, he hurls himself at his hated opponent.

Rochefort sidesteps, throws d'Artagnan against a wall.

He pins him there, stunning the youth. And hisses with

superior disdain:

ROCHEFORT:

One thing's certain. You're no

Musketeer.

But d'Artagnan remembers Athos' advice. "Always find

your enemy's weakness." He shoves a thumb into

Rochefort's good eye. Rochefort stumbles backward.

D'Artagnan plunges his sword into Monsieur Cyclops's

heart.

D'ARTAGNAN

Take it back...?

ROCHEFORT:

I might... have been... mistaken.

Rochefort crumples to the floor, dead. D'Artagnan looks

at Rochefort's blood on his sword. His father's death

finally avenged. That's when he hears the RUSTLE of a

SILKEN ROBE. D'Artagnan pivots, sees Richelieu kneeling

at Rochefort's body... extracting the treaty from his

doublet.

D'ARTAGNAN

No!!

Richelieu smiles, hurls the treaty into the blazing

fireplace. As the flames begin to lick at the parchment

paper, d'Artagnan flies past the Cardinal, and dives

after to retrieve it.

(CONTINUED)

133.

161 CONTINUED:
161

Athos, Porthos, and Aramis enter the room. D'Artagnan

stumbles out of the fireplace, covered with soot,

clutching the treaty. He grins. ON d'Artagnan's look

of triumph...

CUT TO:

162 INT. GREAT HALL AND THRONE ROOM - DAY 162

A short time later. The battle is over. The Musketeers

have won. On the dais, Louis and Anne confront Richelieu

who is a prisoner now, guarded by several Musketeers.

Louis holds the recovered treaty in his hands.

D'Artagnan and the three Musketeers stand nearby.

RICHELIEU:

Your Majesty, that document is an

obvious forgery. I am clearly the

victim of a conspiracy designed

and perpetuated by these three

Musketeers.

Richelieu assumes a trustworthy pose, one familiar to

both King and Queen.

LOUIS:

This is a complicated matter,

Your Eminence, affecting both

France and the crown...

A beat. As all wonder if Richelieu will manage to elude

blame after all. But Louis continues with quiet authority, just a trace of humor. As King, and as a man.

LOUIS:

And so, until such time as I and

my advisors --

(gestures toward

Anne; the

Musketeers)

-- can determine the whole truth

of the matter. I invite you to

await our decision in the comfort

of... the Bastille.

Musketeers close in around the Cardinal. He fumes,

protests.

RICHELIEU:

You can't do this to me. I'm the

Cardinal of France.

(CONTINUED)

134.

162 CONTINUED:
162

LOUIS:

(never more certain)

And I am its King.

Shouts of "Long live the King! Long live the King!"

LOUIS:

And as King... I hereby reinstate

the Musketeers.

A tremendous cheer is heard from all. Richelieu is led

from the room. He pauses in front of d'Artagnan.

RICHELIEU:

Congratulations, Monsieur

d'Artagnan. I'll be keeping an

eye on you.

D'ARTAGNAN

(unphased)

Thank you, Your Eminence. I'll

be watching you, too.

Richelieu smiles his crocodile smile. Followed by

guards, he turns and strides away, hands clasped behind

his back, scarlet robes billowing behind him.

Louis turns to the Musketeers. He indicates d'Artagnan.

LOUIS:

Is this the young man who saved

my life?

Porthos puts a hand on d'Artagnan's shoulder.

PORTHOS:

His name's d'Artagnan, Sire.

LOUIS:

Approach, d'Artagnan.

D'Artagnan's heart pounds as he draws closer to King and

Queen. Then he remembers, reaches into his doublet. And

turns to the Queen.

D'ARTAGNAN

I have something that belongs to

... Your Majesty...

D'Artagnan produces the bracelet he found on the country

road. He holds it out to her. The King wonders, the

Queen smiles.

(CONTINUED)

135.

162 CONTINUED:
(2) 162

ANNE:

Thank you, d'Artagnan. But the

bracelet does not belong to me.

(off his look)

It belongs to her.

Anne indicates Constance, who steps forward, INTO VIEW.

D'Artagnan and Constance lock eyes for the third time.

The thrill of recognition, the promise of romance,

charges between. D'Artagnan slips the bracelet around

her wrist. Constance kisses him on the cheek. Louis

continues:

LOUIS:

D'Artagnan, I am in your debt.

What can I do to repay the courage

you've shown me? Anything,

D'Artagnan. Whatever your heart

desires...

D'Artagnan knows what he wants. But he is tongue-tied,

unable to ask for it. Athos asks for him.

ATHOS:

Majesty, his heart has only one

desire. To become a Musketeer.

D'Artagnan looks at Athos, thankful for the intercession.

Louis answers with pleasure.

LOUIS:

Then kneel, d'Artagnan.

D'Artagnan drops to his knees. Louis lays the blade of

his sword on each of his shoulders.

LOUIS:

The world is an uncertain realm,

filled with danger. Truth

despoiled by broken promises.

Honor undermined by the pursuit

of gold. Freedom sacrificed when

the weak are oppressed by the

strong. But there are those who

oppose these powerful forces.

Those who dedicate their lives to

truth, honor, and freedom. They

are a constant reminder to all of

us. That such a life is not just

possible, but necessary to our

continued survival. As a country,

as a King. These men are known as

the Musketeers...

(CONTINUED)

136.

162 CONTINUED:
(3) 162

As Louis speaks, D'Artagnan closes his eyes; countless

images rush through his mind. His home in Gascony,

Constance and Queen Anne on the country road, his first

encounters with Athos, Porthos, and Aramis, their

adventures together, the face of Milady. It's been a

busy week.

LOUIS:

Rise, d'Artagnan. And join them.

Musketeer.

D'Artagnan stands, transformed from boy to man. BELLS

RING in the distance. Constance smiles brightly, tears

gleam in her eyes. Athos, Porthos, and Aramis surround

their young friend, and happily present him with the

bright blue tunic of the Musketeers. They slip the tunic

over d'Artagnan's head, react with a cheer. D'Artagnan

hugs each of the three. For each has given him gifts

more valuable than gold.

Porthos, Aramis, and last... Athos. Who, to the surprise

of all who know him... smiles.

PORTHOS:

Do my eyes deceive me?

ARAMIS:

I find it hard to believe myself.

PORTHOS:

His lips, unused as they are to

such a contortion, twisted and

stretched... into a smile.

ARAMIS:

It was spectacular. And what

teeth.

D'Artagnan basks in their company, wonders aloud.

D'ARTAGNAN

I know this is a stupid question.

But what exactly does a Musketeer

do?

Porthos and Aramis exchange a glance. They're not so

sure themselves.

PORTHOS:

Truth... honor...

ARAMIS:

(helpfully suggests

a third)

And freedom.

(CONTINUED)

137.

162 CONTINUED:
(4) 162

PORTHOS:

Weren't you listening?

163 HIGH ANGLE 163

The Three Musketeers -- no, make that the four

Musketeers -- raise their swords, and clash blades

together, causing them to give off sparks.

D'ARTAGNAN

All for one...

OTHERS:

... And one for all!!

MUSIC SOARS. The curtain falls.

FADE OUT.

THE END:

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