Arrested Develoment - Rocky Balboa

                                   "ROCKY BALBOA"




                                       ACT ONE

             FADE IN:

             EXT. MODEL HOME - NIGHT

             A single light shines in the kitchen window.

                                 NARRATOR
                       It was 3am, and Michael couldn't
                       sleep.

             A second light turns on.

             A MICROWAVE BEEPS.

             INT. MODEL HOME - KITCHEN - CONTINUOUS

             MICHAEL (in pajamas) looks pretty beat.  He takes a glass of
             warm milk out of the microwave.

             LINDSAY enters (in pajamas), points to a canister of
             "Breezifan Herbal Supplement" on the kitchen counter.

                                 LINDSAY
                       Put some Breezifan in that.

                                 MICHAEL
                       Breezifan causes short-term memory
                       loss and that hand thing.

             ANGLE ON:  the warning list on the side of the canister of
             Breezifan, which lists a slew of side effects, including
             "Fatigue", "Memory Loss", "Paranoia", "Phantom Limb Pain", and
             "Hand-Fascination Syndrome".

                                 NARRATOR
                       Those were two of Breezifan's twenty
                       seven possible side-effects.

             BACK TO SCENE

                                 LINDSAY
                       You need sleep.

                                 MICHAEL
                       I'm fine.

                                 LINDSAY
                          ("Aha!")
                       You're having nightmares again.

                                 MICHAEL
                       (LYING) No.

             TOBIAS enters theatrically (in pajamas).

                                 TOBIAS
                       Ah, the terrors of the night.

                                 MICHAEL
                       It's 3:15 -- why are you people up?

             Tobias puts a hand on Michael's shoulder.  Discomfort.

                                 TOBIAS
                       No one is immune.

             Michael tries to get out of his grasp.

                                 TOBIAS
                       I, for one, have this recurring dream
                       of a giant eel, trying to squirm its
                       little way into my --

                                 MICHAEL
                       Tobias, this won't help anybody
                       sleep.

                                 TOBIAS
                       My point is, I have nightmares, too.

             INT. MODEL HOME - LINDSAY'S BEDROOM - NIGHT (A FEW MINUTES
             EARLIER)

             Tobias and Lindsay are asleep.  Tobias tosses and turns a bit.

             CAPTION:  "A few minutes earlier"

                                 TOBIAS
                       (MURMURING) No... no....

             Tobias bolts upright and awake, in terror.

                                 TOBIAS
                       (TO NO ONE) Lindsay, stop kissing me
                       there!

             Lindsay wakes up, gets out of bed, stomps out of the room;
             Tobias doesn't notice.  

             In the kitchen, THE MICROWAVE BEEPS.

             INT. MODEL HOME - KITCHEN - CONTINUOUS

             Right where we left off.

                                 TOBIAS 
                       If you have a nightmare, just wake 
                       yourself up.  In the dream, splash
                       cold water on your face, or pinch
                       yourself on the --

             Michael takes a protective step away from Tobias.

             The FRONT DOOR OPENS AND SHUTS.

                                 MICHAEL
                       I get the idea.

             GOB enters, dressed in all black.

                                 GOB
                       So, Michael's having the naked dream
                       again.

                                 MICHAEL
                       Doesn't anyone sleep around here?

             INT. MODEL HOME - MAEBY'S BEDROOM - CONTINUOUS

             MAEBY is asleep, tossing and turning a bit, but smiling.

             GEORGE-MICHAEL is very awake, all pent-up frustration.

                                 MAEBY
                       (MURMURING) Mmm.  Steve Holt.

             BACK TO SCENE

                                 GOB
                       Lemme guess:  big speech for work, no
                       idea what you're gonna say, no
                       pants...

             Tobias chuckles.

                                 TOBIAS
                       And on that note, it's back to
                       Slumbertown with me!

             Tobias exits with a spring in his step.  Lindsay notices
             Michael still has the mug of warm milk.

                                 LINDSAY
                       Are you gonna drink that?

             INT./EXT. THE STATION WAGON/LUCILLE'S NEIGHBORHOOD - DAY

             Lindsay looks glamorous, in contrast to the station wagon she
             drives through the fashionable neighborhood.

                                 NARRATOR
                       The next day, Lindsay tried to visit
                       her mother.

             INT. THE BLUTH HOME - DAY (1975)

             Two infants (BABY LINDSAY and BABY MICHAEL) throw food at each
             other, screaming at the top of their lungs.  

                                 NARRATOR
                       When Michael and Lindsay were babies,
                       Lucille bought a pair of noise
                       cancelling headphones.

             ANGLE ON:  A YOUNGER LUCILLE sits at the kitchen table,
             ignoring the children and reading a magazine (the Balboa Bay
             Window, with the headline "Music for the Ages with the Captain
             and Tennille").  

             She wears noise-cancelling headphones.

                                 NARRATOR
                       Lindsay knew that those headphones
                       could solve her sleep problem.

             INT. THE MODEL HOME - LINDSAY'S BEDROOM - NIGHT

             Again, Lindsay and Tobias are asleep, but Tobias is tossing
             and turning.  Tobias sits bolt upright.

                                 TOBIAS
                       (TO NO ONE) No, Chuck Norris, we just
                       can't!

             Lindsay's eyes open.

             INT./EXT. THE STATION WAGON/LUCILLE'S NEIGHBORHOOD - DAY

             Pylons block the road; behind the pylons, a DIRECTOR, a
             CAMERAMAN and TWO ACTORS shoot a scene around a (faked) car
             accident.  A pair of noise-cancelling headphones hangs around
             the cameraman's neck.  One of the actors ("Actor #1") wears
             shoes identical to Lindsay's.

             Lindsay approaches the pylon-barrier in the station wagon.

                                 LINDSAY
                       (ANNOYED) What?

             ANGLE ON:  Lindsay's fancy shoes; a loose strap from her right
             shoe is tangled around the gas pedal.  Lindsay tries to hit
             the brakes.

             EXT. LUCILLE'S NEIGHBORHOOD - CONTINUOUS

             The station wagon shudders forward, with Lindsay panicking
             inside.

             The cameraman films the station wagon.

             The station wagon flattens a pylon, knocks over a streetside
             trash bin, and stops.

                                 LINDSAY
                       Dammit!

             She stumbles out of the station wagon and starts kicking it.

                                 DIRECTOR
                       (SOTTO VOCE) Are you getting this?

             The cameraman nods.

                                 NARRATOR
                       Meanwhile, Michael dealt with the
                       problem that was keeping him awake.

             EXT. PRISON - DAY

             The stair car sits in the parking lot.  A bit of "mystical"
             music plays.

                                 GEORGE SR. (O.S.)
                       I hear your troubles.

             INT. PRISON VISITATION LOBBY - CONTINUOUS

             INMATES and VISITORS converse while GUARDS look on.  Michael
             and GEORGE SR. sit at a table.  George Sr. wears a makeshift
             yamulke.  Michael looks troubled.

             A map of "The Sudden Valley Development" covers the table.  It
             shows a larger area in green and a smaller, peripheral area in
             red.

                                 GEORGE SR.
                       Just one DVD.

                                 MICHAEL
                       I'll get you a copy of Soapdish.

             George Sr. smiles beatifically.

                                 GEORGE SR.
                       Ah!

                                 MICHAEL
                       Now if the zoning board blocks --

                                 GEORGE SR.
                       It's such a good movie.

                                 MICHAEL
                       Dad?  

             Michael points at the red area.

                                 MICHAEL
                       If the zoning board blocks us from
                       buying this land, we won't have room
                       to build the houses we promised.

                                 GEORGE SR.
                       You always worry about worst-case
                       scenarios. 

             George Sr. takes a closer look at Michael.

                                 GEORGE SR.
                       Have you been losing sleep over this? 

                                 MICHAEL
                       (LYING) No.  

                                 GEORGE SR.
                       You're not having the no-pants dream 
                       -

                                 MICHAEL
                       (LYING) I'm fine.  But if the zoning
                       board doesn't play ball, the Bluth
                       Company is finished.

                                 GEORGE SR.
                       Convince the zoning board that you're
                       a good, upright citizen.  

                                 MICHAEL
                       That's it?  Okay.

                                 GEORGE SR.
                       Y'know, put on a show.

                                 MICHAEL
                       It won't be a show, but okay.

                                 GEORGE SR.
                       Pretend to be a decent guy.  And
                       seriously --

             He puts his hands on Michael's shoulders. 

                                 GEORGE SR.
                       Face your fears.

                                 GUARD
                       No touching!

             George Sr. retracts both hands, genuinely afraid. 

             EXT. LUCILLE'S NEIGHBORHOOD - DAY

             Lindsay argues with the director.  The cameraman holds out a
             clipboard and pen.  The actors sit by the 'crash', bored.

                                 DIRECTOR
                       Just sign this release, and we can
                       use our footage in the film.

                                 LINDSAY
                       You were filming me?! 

                                 DIRECTOR
                       It's for a video -- 

                                 LINDSAY
                       What kind of f(BLEEP)s are you?

             CUT TO a shelf of driver's ed videos:  "Blood in Balboa",
             "Cocaine + Limos:  the Deadly Combo", "Drivers with Low Self
             Esteem".

                                 NARRATOR
                       They were the filmmakers behind a
                       series of successful driver's ed
                       videos.

             EXT. LUCILLE'S NEIGHBORHOOD - DAY

             Same as before.

                                 DIRECTOR
                       This scene is about how you should
                       wear comfortable shoes while driving.

                                 CAMERAMAN
                       Instead of what *you're* wearing.

                                 LINDSAY
                       Wait... I'm going to be in a "what
                       not to wear" video?

                                 DIRECTOR
                       Kind of.

                                 LINDSAY
                       That would be a first.

                                 NARRATOR
                       Actually, it would be a second.

             INT. NEWS 8 STUDIO (ON TV)

             The ANCHORMAN sits at the NEWS DESK in front of a picture of
             Lindsay in an elaborate (and quite ugly) swan dress (á la
             Bjork) at the "Children's Animal Shelter Fundraiser".  

             A chiron reads "Faux Pas for Poor Pets".

                                 ANCHORMAN
                       Dressing bad while doing good... up
                       next.

             EXT. LUCILLE'S NEIGHBORHOOD - DAY

             Lindsay looks happy, the director looks relaxed, and the
             others pass the time playing cards.

                                 DIRECTOR
                       ... because glamorous shoes can make
                       the brake pedal harder to reach.

                                 LINDSAY
                       So everybody sees how glamorous I am?

                                 DIRECTOR
                       Exactly.

                                 ACTOR #1
                       So we aren't shooting the 'crappy
                       shoes' scene?

             Lindsay looks at her own shoes, then at the actor's, then gets
             ready to punch the actor.

                                 NARRATOR
                       Lindsay still hadn't made up her
                       mind, until she saw some of the
                       filming equipment.

             The cameraman steps in to stop Lindsay.

             Lindsay notices something.  ANGLE ON:  the cameraman's noise
             cancelling headphones.

                                 LINDSAY
                       Let's make a deal.

             EXT. BANANA STAND - DAY

             In the same pavilion as the banana stand, WORKERS set up a
             bandstand with a large banner that reads "BALBOA DANCE
             FESTIVAL".

             Casually-dressed DANCERS mill around the pavilion.  Some of
             them dance to the 30S HOT JAZZ (which sounds rather like the
             show's score and theme) on the PA system.  Among the dancers,
             STEVE HOLT dances particularly well.

             (Note that they are dancing 'Balboa', a partner dance
             characterized by quick, shuffling steps and close proximity
             between partners.)

             George-Michael walks up to the banana stand.  

             To his surprise, Maeby is already there.  She sees off A
             CUSTOMER and turns her attention to George-Michael.

                                 MAEBY
                       You're late.

                                 GEORGE-MICHAEL
                       I had trouble sleeping, 'cos... 

             INT. MODEL HOME - MAEBY'S BEDROOM - NIGHT

             Same scene as earlier.

                                 MAEBY
                       (MURMURING) Mmm.  Steve Holt.

             BACK TO SCENE

             EXT. BANANA STAND - DAY

             Same as before.

                                 GEORGE-MICHAEL
                       (LYING) 'cos of that demon caffeine. 
                       But... why are you here?  You're
                       never here on time.

             Steve Holt walks up to the banana stand.

                                 STEVE HOLT
                       Hey.

                                 GEORGE-MICHAEL
                       How may I --

             Maeby smoothly steps in front of George-Michael and gently-but
             firmly shoves George-Michael aside. 

                                 MAEBY
                       Steve!  I didn't know you danced!

                                 STEVE HOLT
                       Yeah.  (PUMPS HIS FISTS IN THE AIR) 
                       Dance Festival!

             CUT TO A BLUEPRINT OF THE PAVILION.  An arrow labeled "BANANA
             STAND" appears, pointing to the banana stand.  An arrow
             labeled "DANCE FESTIVAL" appears nearby.

                                 NARRATOR
                       Every year, Balboa Island held a
                       dance festival right across from the
                       banana stand...

             CUT TO A PHOTO of a 1930's couple dancing balboa in the
             pavilion.

                                 NARRATOR
                       ... where a dance called "The Balboa"
                       had originated in 1932.

             BACK TO SCENE

             A slower song plays.  Maeby glances at a couple dancing very
             very close.

                                 STEVE HOLT
                       (POINTING TO MAEBY AND GEORGE
                       MICHAEL) You guys watching the
                       contest?

                                 MAEBY
                       Yeah!

                                 STEVE HOLT
                       (PUMPS HIS FISTS IN THE AIR) Steve
                       Holt!

             Maeby can't help but raise her fists slightly as well.

             Steve Holt exits across the pavilion.

             INT. MRS. GRAVELY'S CLASSROOM - DAY

             MRS. GRAVELY (60), middle-aged but still intense, alert, and
             severe, sits behind her desk in the otherwise-empty middle
             school classroom.  The neat rows of desks and drab,
             informative wall posters reflect Mrs. Gravely's sense of order
             and rectitude.

             Michael tentatively enters, wearing casual clothes.

                                 NARRATOR
                       Michael found out that one of the
                       members of the zoning board was
                       Marjorie Gravely, his seventh-grade
                       English teacher.

                                 MICHAEL
                       Mrs. Gravely?

                                 MRS. GRAVELY
                       Michael Bluth, yes?  The zoning board
                       applicant?

                                 MICHAEL
                       And former student made good.

                                 MRS. GRAVELY
                       This is irregular, meeting you
                       without the board present.

                                 MICHAEL
                       It's not a meeting.  (OFF OF MRS.
                       GRAVELY'S REACTION)  It's me...
                       reminding you that I was a good kid,
                       and I'm a good guy, and I run a good
                       company... that you can trust.

                                 MRS. GRAVELY 
                       You?  The boy who demonstrated that
                       ill-fated 'rabbit and the seven
                       deadly knives' trick?

                                 MICHAEL
                       That was GOB.

                                 MRS. GRAVELY
                       And set an entire row of desks on
                       fire?

                                 MICHAEL 
                       Also GOB.

                                 MRS. GRAVELY
                       And burst out crying when he got a C
                       minus on his report on The Grapes of
                       Wrath?

                                 MICHAEL
                       Okay, that was me.

             Mrs. Gravely rolls her eyes.

                                 MICHAEL
                       How can I convince the board to trust
                       me?

                                 MRS. GRAVELY
                       The entire board is attending
                       tomorrow night's BIAS fundraiser. 
                       You can meet us informally.

             EXT. PUBLIC GARDENS - DAY (1985)

             YOUNG GEORGE SR. smiles and cuts the ribbon in front of a park
             with a giant pair of scissors.  A sign reads "Balboa Island
             Animal Sanctuary".  Various ATTENDEES applaud.

                                 NARRATOR
                       BIAS stood for "Balboa Island Animal
                       Sanctuary", which provided a habitat
                       for native island creatures.

             A little fuzzy creature leaps on George Sr.'s neck.  He
             screams, drops the scissors, tries to pull it off of him, and
             falls out of frame.

             INT. HIGH SCHOOL CLASSROOM - CONTINUOUS

             Michael smiles affably as Mrs. Gravely finishes her speech.

                                 MRS. GRAVELY 
                       Perhaps you can make a good
                       impression.  

                                 MICHAEL
                       Great!

                                 MRS. GRAVELY
                       Or we'll give you something to cry
                       about.

             Michael stops smiling.

                                                                  FADE OUT.



                                   END OF ACT ONE