FADE IN:

EXT.  LIMBO - DAY/NIGHT

A heavy mist hangs before us - endless and impenetrable. And out of that primordial fog
a CROW materializes, flying toward the camera in slow motion.


SARAH (O.S.)
I believe there’s a place where the restless souls wander.
Burdened by the weight of their own sadness, they cannot
enter Heaven...

Presently a second shape materializes - a FIGURE ON HORSEBACK. A warrior whose
baleful eyes shine behind the familiar irony mask war paint.


SARAH (O.S.)
And so they wait, trapped between our world and the next,
endlessly searching for a way to rid themselves of their
pain - in the hopes that somehow, some day...

The figure on horseback sweeps past us, disappearing once again into the mists of time.

SARAH (V.O.)
... they will be reunited with the ones they love.

DISSOLVE TO:

EXT. DOCS, COMMERCIAL WATERFRONT - NIGHT

Present day. The Crow settles on a shipping container, tilts its head, watching...

SUPER TITLE:

"CITY OF ANGELS - OCTOBER 29TH - LA NOCHE DE SAN LUCAS"

CLOSE ON A PAIR OF HANDS tearing open a tiny glassine envelope filled with
powder - our drug du jour - Trinity. The face of the envelope has been stamped with an
image - a cartoon imp with a shit-eating gring giving us the thumbs-up sign.

A MAN lowers his face to the envelope, snorts up the powder. The man discards the
glassine envelope...

FOLLOWING THE ENVELOPE

as it flutters to the ground, landing "imp-side" up. Let the rush begin.

PULL BACK TO REVEAL

Garbage-poisoned waters wreathed in fog. Although once part of a thriving shipping
industry, decades of decline have seen these docks become a hellish dumping ground.
Case in point:

A FATHER AND HIS YOUNG SON

are kneeling next to one another at the end of a pier, their arms linked together, then tied
behind their backs. DANNY CORVEN (8) is quietly sobbing. ASHE (late 20s), tries to
calm the frightened boy.

DANNY
I’m sorry, Dad...I’m sorry... I didn’t mean to look...

ASHE
It’s okay, Danny. It’s okay...

NEMO (O.S.)
Lights...

A bright light comes on. Ashe and Danny turn their heads to avoid the glare.

NEMO (O.S.)
...camera...

CLOSE ON

A camcorder lens as it auto-focuses, bringing Danny’s distorted face into view via the
lens’ reflection.

NEMO (O.S.)
...action.



CAMERA FINDS Ashe and Danny’s executioners, CURVE, KALI, SPIDER MONKEY,
and NEMO.

NEMO, a post-modern sleaze-hound, circles Danny and Ashe with a camcorder. He Pats
Ashe’s face.

NEMO
Make-up.



SPIDER MONKEY, lean and gangly, crouches next to Ashe, holding a marigold in his
hand.

SPIDER MONKEY
Flowers for the dead, Senor?

CAMERA POV (CLOSE ON ASHE’S EYE)

Ashe stares directly into the camera.

SPIDER MONKEY
No? Suite yourself, then.

Spider Monkey tucks the flower behind his ear. Danny is praying now, MUMBLING a
Catholic School litany.

SPIDER MONKEY
You’re wasting your breath, angelito. Nobody up there’s
listening.

WHOOSH!

We cut to an extreme high-angle shot - God’s omniscient POV, perhaps.

CURVE

leans up against his motorcycle a few yards away - big, burly, shaved head, a ciggie
hanging from his lips. He’s got a custom paint-job on his pearl drop gas tank - a buxom
blonde doing the "wild thing" with the Grim Reaper. Curve’s also the one who just dusted
himself

CURVE
(hyped on drugs)
Let’s get this over with. Judah’s waiting.

Kali, a cold-eyed heavy-metal femme with a killer’s casual stoicism, is methodically
loading bullets into her revolver. She’s taking her own sweet time, in defiance of Curve.
There’s a tension between them. Finally, she flicks her wrist, snaps the revolver shut. Kali
walks up to them...

DANNY
I’m scared, Dad.

ASHE
I know...

Ashe turns to his executioners, pleading with them...

ASHE
Listen to me, please. He’s just a kid. Let him go. He can’t
hurt you. He doesn’t even know who you are...

...and puts a bullet through Danny’s chest. Ashe SCREAMS.

ASHE
NO!!!

Danny’s body slumps forward, dragging Ashe down next to him. Ashe stares into his
son’s lifeless eyes.

Curve saunters over, stares down at Ashe, flicks his cigarette butt off into the water.

CURVE
Nothing personal, sport. Guess you were just in the wrong
place at the wrong time.

BANG! BANG! BANG! Curve FIRES a gun into Ashe’s back. As Ashe crumples...

CURVE
Dump ’em. Let’s get this cluster-fuck on the road.

CURVE

motions to Kali and Spider Monkey. Together, the three of them heave Ashe and Danny
into the ocean.

CURVE
Bon voyage, shitheads.

EXT. OCEAN DEPTHS - NIGHT

Ashe and Danny sink down into the murky underworld, taking their place amongst a
thousand other deep-sixed dreams.

ASHE’S POV

falling further and further away from the light of the surface world. Bit by bit, Ashe’s
struggles subside. All we hear now is an ever-slowing HEARTBEAT. Darkness begins to
close in around us, womblike, peaceful...

...AND OUT OF THE DARKNESS,

something takes shape - a CROW. Winging its way from Ashe’s dream-like death up
through watery depths into a smog-bound cityscape...

EXT. CITY OF ANGELS - NIGHT

The Crow flies over a bridge with spans the Styx - the city’s polluted, man-made river.

THE CROW

rides the thermals above an urban sprawl riven by fires, floods, and earthquakes. Smog
hangs in the air like an army of ever-present ghosts. We pass over a roof where someone
has painted a smart-ass welcome mat for the benefit of anyone flying overhead - "GO
BACK". Nevertheless, we continue on.

SARAH (V.O.)
They say that time cancels pain. I don’t know about that.
Eight years ago I lost two of my best friends. Two thousand
miles later I find I’m still living in the past...

THE CROW

sweeps down into man-made caverns of pigeon-shit concrete and grimy glass. Through
the bird’s eyes we glimpse the city’s silent HOMELESS. Automobile hulks littering the
streets like insect husks. The shifting searchlights of police helicopters...

WE PASS OVER SARAH’S ROOFTOP

The Crow circles downward...

SARAH (V.O.)
Every night when I close my eyes the dreams come. That’s how
the dead talk to us, I guess. In the dark, when our souls
are off wandering...

INT. SARAH’S LOFT - NIGHT

The Crow lands next to an open window. It perches on the edge, looking into the loft.

SARAH (V.O.)
I just wish I understood what they were telling me.

CROW’S POV (ANAMORPHIC)

SARAH, early 20s, lies asleep in bed. She stirs, troubled by uneasy dreams, rolls over,
opens her eyes...

INT. SARAH’S LOFT, SLEEPING AREA - NIGHT

As Sarah rises the Crow flits away like yesterday’s memory. Sarah’s not sure whether or
not she dreamed the bird. GABRIEL, the cat Sarah inherited from Eric and Shelly, is
perched on the end of the bed.

SARAH
Hey, Gabriel...

Sarah gives the cat an obligatory behind-the-ear scratch, then climbs from bed, making
her way across the loft.

SARAH’S ARTIST LOFT

is furnished in thrift-store treasures. The loft has an earthy warmth to it, in stark contrast
to the urban decay outside - an island amidst a sea of unrest, dominated by an
arching half-circle window through which Sarah can view the local wildlife on the streets
below.

ON SARAH’S CANVASSES

Turbulent oils reminiscent of history’s brooding symbolist painters. Give Sarah’s
childhood inspiration, the subject matter is no real surprise.

CAMERA ISOLATES a work-in-progress. The painting depicts a woman resembling
Sarah being cradled in the arms of her pale-faced lover, surrounded by a sea of watchful
dead.

SARAH

reaches the shower, strips off her clothes. Her back and upper arms are decorated with
graceful tattoo work - a pair of black angel wings sweeping over her shoulder blades.
She’s got a ring in her navel, another in a nipple...

In short, the skate-waif we knew back in Detroit has matured quite a bit since that fateful
Devil’s Night. Sarah shuts here eyes, turns her face up into the spray. For a brief
second we see a flash of...

EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT

Ashe’s death. Plunging into the icy waters, down into darkness. Just as suddenly we are
back in...

INT. SARAH’S LOFT - NIGHT

Sarah’s eyes snap open. She holds a hand out to the shower wall, takes a moment to
collect herself.

Troubled, Sarah climbs from the shower, shrugs on some clothes. Among her
accourterments is a necklace featuring a silver ankh, the symbol of eternity.

As Sarah sites in front of her vanity we catch sight of the irony mask that used to hang by
Shelly’s mirror. Next to the mask is a...

TARNISHED WEDDING RING

Once Shelly’s. There’s an inscription inside - "FOREVER".

Sarah fingers the ring a moment, glancing at the irony mask.
Lots of memories. Lots of ghosts.

Gabriel creeps up, MEOWING forlornly.

SARAH
(wistfully)
Me too.

She threads the ring onto her necklace, letting it fall next to the ankh, then slips the silver
chain over her head. Sarah stands, pulls on a jacket, heads out.

EXT. SARAH’S LOFT, STREET - DUSK

An ill-wind kicks up trash and grit. Sarah glances down. Dozens of the glassine imp
envelopes swirl around Sarah’s feet like confetti. One of the envelopes has stuck to her
heel. As she peels it off, she catches sight of...

A PALE FACE

in a shadowed entryway. It’s a TEENAGED GIRL (16), strung out on drugs. The girl
cowers in a narrow stairway, hugging herself, shivering from withdrawal.

Sarah draws closer, notices some of the grinning imp drug sachets at the girl’s feet. The
girl shies away, frightened, suspicious.

SARAH
(dryly)
Nice place you’ve got here.

GRACE
(a muttered whisper)
No place else to go.

Sarah can’t help but recognize a part of herself in this lost soul.

SARAH
Gotta name?

GRACE
Grace. So what?

SARAH
Listen, Grace, how does some hot coffee sound? Maybe a
little food?

GRACE
What do you want?

SARAH
Nothing. Guess you just remind me of someone I used to know.

After a moment, Grace offers a reluctant nod. Sarah helps her from the entryway, into the
warmth of the dying light. Grace blinks, shields her eyes.

As they walk away down the street, camera rises up to include...

THE CROW

perched on a nearby rooftop, watching them.

CUT TO:

EXT. GRAY GARGOYLE TATTOO SHOP - NIGHT

the Gargoyle is an usassuming ink shop - the sole oasis of light in an otherwise desolated
block populated by derelict warehouse buildings. Flickering neon BUZZES in the
window.

Nearby is a battered road sign - "END CITY LIMITS". Someone has spray-painted "OF
THE FUCKING WORLD" over "city limits". In the distance, the bridge of the River Styx
rises through the mist like a skeletal dinosaur.

SUPER TITLE:

"OCTOBER 30TH - LA NOCHE DE LA SANTA MUERTE"

INT. GRAY GARGOYLE TATTOO SHOP - NIGHT

CLOSE ON a sparking tattoo "gun", the needle WHIRRING as it travels over a patch of
Vaseline-smeared skin.

SARAH (V.O.)
Almost finished. Doing okay?

CUSTOMER (V.O.)
Yeah, stings a little.

SARAH (V.O.)
That’s why they call me the Mistress of Pain.

PULL BACK TO REVEAL Sarah expertly guiding the needle, wearing glasses, surgical
gloves, concentrating.

Sarah’s buzz-headed CUSTOMER sits in a ratty dentist’s chair. Sarah is finishing coloring
a Japanese dragon which winds its way over the man’s forearm. She makes another line
of color then sits back, smoothing more Vaseline over the man’s arm. She picks up a
jeweler’s loupe, makes an adjustment on her needle...

Behind Sarah we glimpse the cluttered tattoo shop - walls covered with sheets of flash
(ready-made art), bookshelves crammed with reference works. Sarah’s partner, NOAH, a
chain-smoking proto-punk Brit, consults with a YOUNG GRUNGE COUPLE.

LATER -

Noah is closing up shop, while Sarah sterilizes some needles in an autoclave.

NOAH
What a downer - this kid wanted me to tattoo "If you’re
reading this, you’re too close" on his bleedin’ bum!

Sarah smiles. Noah fires up a fag, flops down into a dentist chair. The two slip into a
familiar, good-natured banter.

NOAH
Christ, I’m knackered.

SARAH
Beats pushing ink in Detroit.

NOAH
That it does, Princess, that it does.
(remembering)
Oh, I bought you a little present...

Noah reaches into his shirt pocket and pulls something out. It’s a handmade candy sugar
skull with a little strip of paper glued to the bottom - a fortune.

NOAH
They do ’em for the Day of the Dead.
(tossing the skull to Sarah)
Nice, huh? Necrophagia, Princess. Eat the dead.

SARAH
(reading fortune)
"Life is just a dream on the way to death." I like that.

Sarah studies the skull, then pops it in her mouth, nodding. Noah rises, stretching.

NOAH
Want to grab a beer, then?

SARAH
No, I gotta go home. Haven’t been sleeping much lately.

NOAH
So, what’s the dirty dog’s name?

SARAH
I’ve just been having some weird dreams.
(reflecting)
You ever dream that you’re dying someone else’s death?

Outside we hear a MOTORCYCLE pulling up, then someone KNOCKS on the front
door.

NOAH
(calling out)
Sorry, we’re closed.

CURVE

appears outside. He POUNDS harder on the door.

CURVE
Open the fucking door!

NOAH

stands, moves to the door.

NOAH
Look, I said we’re...

BANG! Curve kicks open the door and storms in. He PUNCHES Noah in the nose, then
heads straight for Sarah.

CURVE
You think what you did to me is funny? Some kind of joke?

SARAH
What are you talking about?!

CURVE
I’m talking about the fucking tattoo you gave me! I took off
the bandages. Look...!!!

Curve rips open his shirt, revealing his chest.

CURVE’S TATTOO

It’s a crow, rendered in bold slashes of black. Or is it? Upon closer examination the crow
looks like something else - two demons fighting. The design is a classic ambiguous
figure - like the picture of the woman in front of a vanity which can also be seen as a
skull.

SARAH
A crow...

CURVE
Damn right, it’s a crow. And did I ask for a fucking bird on
my chest? Did I?!

Sarah shakes her head.

CURVE
Then what-the-fuck is it doing there?!

SARAH
I don’t know, I was just going from the design you gave
me...

SMACK! Curve backhands Sarah across the face. Noah rushes forward, blood still
running from his nose.

NOAH
Stop it!

Curve pulls an automatic from his waist-band and points the gun at Noah. Noah freezes...

CURVE
What’s it going to be, hero? Ready to kiss your faggot-ass
good-bye? I think so. I think you’re shitting yourself
you’re so goddamn ready.

Curve snaps open an imp bag of his favorite drug, snorts up the contents. He presses the
gun against Noah’s forehead.

SARAH (O.S.)
Over here, ass-hole...

As Curve turns, Sarah squeezes a bottle of tattoo ink into the killer’s eyes, blinding him.

CURVE
Agh!!! SHIT!!!

Sarah plants one of her Doc Marten boots in Curve’s groin. He SCREAMS, doubles over.
Sarah pulls the automatic from his grasp and trains it on him.

SARAH
Get up.

Curve cups his balls, slowly rises. His eyes are glowing with manic intensity. A slow
smile creeps across Curve’s face. He backs away towards the front door.

CURVE
Shoulda killed me while you had the chance, sugarplum. Be
seeing you.

Curve smashes his fist into the neon sign, then ducks out thedoor. Moments later we hear
his motorcycle ROAR to life. He takes off, ENGINE SCREAMING away into the night.

Sarah lowers the gun, takes a deep breath, looks to Noah.

SARAH
You okay?

Noah wipes his bloody nose, looks to the floor where Curve discarded the drug sachet,
shakes his head in disgust.

NOAH
Fuck me, wonder what they’ll be snorting next?

Sarah shakes her head, at wits end.

SARAH
I just can’t do this anymore... I’m so tired of this.

Noah pulls Sarah toward him, gives her a big hug.

NOAH
Easy there, luv. It’ll all work out.

EXT. GRAY GARGOYLE, - NIGHT

Sarah, still clutching Curve’s gun, hurries to her Galaxy 500 which is parked along the
nearby train tracks.

INT. SARAH’S GALAXY - NIGHT

Sarah moves behind the wheel, dumps the gun on the seat, and rests her head in her
hands. As Sarah raises her head...

SARAH’S POV (THROUGH WINDSHIELD)

The Crow is perched on the hood of her car. Sarah HONKS her horn in frustration. The
Crow doesn’t move.

EXT. GRAY GARGOYLE, ALLEYWAY - NIGHT

Sarah rushes out of her car, screaming at the bird.

SARAH
Get out of here! Go!!!

Sarah FIRES a wild shot into the sky. The Crow files off into the night. Sarah collapses
against the hood of her Galaxy and starts to cry.

CUT TO:

EXT. CITYSCAPE - NIGHT

The Crow soars away from the Gargoyle, toward the beckoning lights of Downtown. In
the distance, a flashing "JESUS SAVES" sign draws our attention to a monolithic tower.

EXT. JUDAH’S TOWER, CAMPANILE - NIGHT

The Crow makes its way towards the decaying tower, which is crowned by a
weather-worn campanile. The campanile is a complex arabesque of rusted iron
scrollwork, like something Antonio Gaudi conjured up from an art nouveau fever-dream.

Just as the Crow is about to reach the campanile, it banks away. We, however, continue to
rush onward, right through one of the dark openings in the scrollwork...

INT. JUDAH’S TOWER, CAMPANILE - NIGHT

SCRITCH! SCRITCH! All we see is black, then some vague, shiny reflections...

CAMERA PULLS BACK to reveal a stag beetle, imprisoned within a box, leashed to a
nail with a piece of thread. We were tight on its shiny carapace. The beetle strains at its
leash, moving in a perpetual circle around the nail.

CAMERA MOVES UP

over the side of the box. Although mere inches in height, this enclosure might as well be
the Great Wall as far as our little member of the Coleoptera is concerned.

AS THE CAMERA CONTINUES TO PULL BACK

we see crime lord Judah Earl’s lair in all its sepulchral glory...

Dark, filled with shadows. The decor is a cross between ruinous palatial splendor and a
SoHo industrial art installation. The upper reaches of the campanile are laced
with a spiderweb network of steel girders.

Look close enough and you might see PEOPLE bound to the supporting pillars, like the
half-glimpsed shapes crouching at the foot of your bed in the middle of the night.

VOICES draw our attention to an area partitioned off by chain-mail curtains. CAMERA
MOVES IN towards a break in the curtains. We linger there for a tantalizing moment...

JUDAH (V.O.)
Talk to me, Sibyl. Tell me what you see.

SIBYL (V.O.)
I see Death returning from the veil of tears. He has your
name on his tongue.

Now we plunge in through the curtains...

The "camera" consists of a series of lenses and mirrors which project images from the
outside world onto a circular table, offering the ultimate voyeuristic view of the
crumbling cityscape. TWO FIGURES stand with their backs to us, studying the camera’s
view. The first is...

JUDAH EARL,

A sinewy, slash-mouthed Byronic figure with a guttural voice. Old before his time,
touched by childhood visions of his own death. The tower is Judah’s prison in more ways
than one.

SIBYL, Judah’s blind oracle, waits by his side. Attractive, though of indeterminate sex.
His/her dour features are hidden beneath a black cowl.

JUDAH
(fatalistic)
It’s finally beginning, isn’t it? What mask will Death wear,
can you tell me that?

SIBYL
I see the face of one of your victims.

Judah lifts his head up and we see his luminous amber eyes for the first time. A kind of
madness dances within them.

JUDAH
All my sins remembered.

CUT TO:

INT. SARAH’S LOFT - NIGHT

Sarah sits in bed, cigarette burning in one hand, a half-filled wine glass in the other. She
turns out her light, looks to the window and the cityscape beyond - as if the answers were
lying out there in the steam-cloaked streets.

CUT TO:

SOMEONE’S SPEED-INDUCED POV. Performers flaunt their flesh on a raised stage.
CROWDS OF SEXUAL LIBERTINES and CUTTING EDGE FETISHISTS writhe as
one on the dance floor. Lots of rubber, latex strap bodices, Victorian hoop skirts - it’s a
modern-day De Sade’s wet-dream.

REVERSE ANGLE

on Curve as he pushes his way upstairs and through the tangle of flesh.

He pulls up to a bar, takes a seat alongside Kali and Spider Monkey (who’s amusing
himself with a Viewmaster). CLICK, CLICK - we see

MONKEY’S POV - as the 3-D tableaus rotate into position

THE BARTENDER,

a barrel-chested Samoan, sets a drink down in front of Curve, nods a greeting. Curve sits
back, opens his shirt, nudges Spider Monkey.

CURVE
Spider Monkey, what’s this tattoo look like to you?

SPIDER MONKEY
This a test?

CURVE
Come on, man, just tell me what you see.

Spider Monkey inspects Curve’s chest.

SPIDER MONKEY
A bird.

CURVE
(annoyed)
Think about it a minute. Don’t you see two demons?

SPIDER MONKEY
Nope. I see a bird.

CURVE
Ah, fuck you, then.

Curve lifts up his beer bottle. ECU from within the beer as the amber liquid rushes
towards us...

DISSOLVE TO:

EXT. UNDERWATER REALM - NIGHT

Air bubbles escaping, blood. Ashe is drowning again, the orbs of his eyes bulging
outwards. Over this we hear a WOMAN’S SCREAM and...

INT. SARAH’S LOFT - NIGHT

Sarah bolts up in bed, knocking her wine glass to the floor, SHATTERING it. She’s
choking, gasping for breath. Her heart is hammering within her chest.

SARAH
...ohgodohgodohgod...

Suddenly she catches sight of a shadow on the wall before her - a GIANT BIRD slowly
spreading its black wings.

Sarah turns to the window. The Crow is perched just outside.

SARAH
What do you want from me?!

The Crow CAWS, then takes flight.

CLOSE ON SARAH

Calm now, realization and a sense of purpose dawning.

CUT TO:

EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT

We descend towards the empty docks, pushing out into the mist-shrouded water, then
down into the ocean’s murky depths.

PRESENTLY THE BODIES OF ASHE AND DANNY

come into view, caught up in a tangle of razor wire.

CLOSE ON ASHE’S FACE

Unaltered by the ravages of time. His eyelids flicker, dreaming. A SINGLE TEAR
escapes, flowing down his cheek. We push on INSIDE HIS HEAD...

We see brief MEMORY FLASHES of he and Danny together...

INT. ASHE’S GARAGE - NIGHT/DAY (MEMORIES)

Danny stretched out on the floor of their garage, painting a picture...

Danny and Ashe rough-housing, having a water fight...

Danny sitting in Ashe’s lap as Ashe reads aloud from a story.

ASHE
(reading)
"...midway through our life’s journey I came to myself
within a dark wood where the straight way was lost..."

Danny asleep, curled up next to his father. Ashe reaches out and strokes Danny’s hair...

CLOSE ON ASHE’S FACE

His dead eyes suddenly open. Confusion. Pain. Fear. A stream of bubbles rushes from his
mouth, obscuring our view.

ASHE’S POV

As the bubbles clear, Danny’s face comes into focus just a few inches from his own.

Ashe panics, jerks back. The razor-wire barbs cut into his flesh. The more he struggles,
the tighter the coils become, slashing his hands and face, shredding his clothes. He’s
caught in his son’s embrace, the two of them thrashing about in a grotesque underwater
ballet.

CUT TO:

EXT. RIVER STYX BRIDGE - NIGHT

The headlights of Sarah’s Galaxy cut through the fog. She pulls up just in time to see the
Crow disappearing into the mist which cloaks the bridge. Sarah follows, trying to keep
up with the bird.

CUT TO:

EXT. UNDER WATER - NIGHT

Ashe’s struggles become more and more violent. He thrashes, churning up a cloud of
bubbles. We are intercutting quickly now, between Ashe’s turmoil and...

CUT TO:

EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT

Sarah reaches the pier where Ashe and Danny were executed. She climbs from her car...

THE CROW

flies on ahead, landing atop one of the piles, staring down into the water.

AND AS SARAH

starts toward the bird we...

CUT TO:

EXT. UNDER WATER - NIGHT

Ashe tears his hands free, clawing his body away from the barbwire, swimming to the
surface in a storm of bubbles...

FLASHBACKS

of subjective POVs. The killers walking down the jetty, marching Ashe and Danny to
their deaths and...

EXT. DOCKS, COMMERCIAL DISTRICT - NIGHT

We are beneath the jetty now in the present, looking up through the slats as a FIGURE
(Sarah?) makes its way to the water...

Camera CRANES UP from beneath the jetty to reveal Sarah standing there in silhouette...

EXT. UNDER WATER - NIGHT

Ashe is propelled towards the surface.

EXT. DOCKS COMMERCIAL WATERFRONT - NIGHT

Ashe suddenly bursts from the sea with his arms outstretched. A hellish Venus on the
half-shell. Gasping, full of terror and rage. He lets loose a TORTURED HOWL.

ASHE

digs his fingers into the wood-rot pulp of the pilings and claws his way up to the jetty. He
collapses down onto the wooded slats.

ASHE

crouches before us, his face hidden from view. He reaches out his hand, touching an
unmistakable BLOOD STAIN... Danny’s blood stain. This triggers more painful
memories...

EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT

Images from Ashe and Danny’s execution assault him. BANG!!! Kali FIRING her gun.
Ashe SCREAMING. Danny’s body slumping forward like a marionette whose strings
have been severed.

CUT TO:

EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT (PRESENT)

Ashe lifts his head, WAILING. He’s covered from head to toe in ocean-bottom silt. Blood
from the razor-wire wounds has smeared across his face in patterns which eerily recall the
Crow make-up. Strips of the wire still cling to his arms and chest, the barbs buried deep
in his flesh.

Reliving the violent moment is more than his mind can bear. Ashe’s eyes roll up into his
head. The world spins around him. But even as the lights are going out, Ashe glimpses...

A DARK FIGURE

standing in front of him. It’s the last thing Ashe sees before consciousness escapes him.

SARAH

emerges from the shadows, staring down at Ashe in wonder.

CUT TO BLACK:

SUPER TITLE:

"OCTOBER 31ST - ALL HALLOWS EVE"

INT. SARAH’S LOFT - DUSK

Ashe opens his eyes. The mud-silt which covers his face has dried and cracked, causing it
to crumble away in flakes.

Ashe is lying on a cot in the middle of the loft. We see scattered images: candles burning,
a reilgious altar overflowing with trinkets, mirrors, mannequins, canvases, and finally...

GABRIEL

perched at the end of the bed, watching Ashe intently.

SARAH

sits on the other side of the loft in a paint-smeared work-shirt, brush in hand. She’s
studying a half-finished canvas, contemplating her next move.

CANVAS

The eerie scene depicting a woman on her death-bed being cradled in the arms of her
ghostly lover.

Sarah tenses, feeling Ashe’s eyes burning into the back of her neck. She turns around, sees
Ashe.

ASHE
(disoriented)
...who are you?

SARAH
My name’s Sarah. I had a dream about you. I saw them shoot
you and your son...
(beat)
...I saw you drowning.

Ashes shuts his eyes a moment, trying to recall the imagery.

EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT (FLASHBACK)

BANG! BANG! BANG! Curve FIRES a gun into Ashe’s chest. Ashe crumples and we
are back at...

INT. SARAH’S LOFT - DUSK

Ashe looks down at his chest, tracing his fingers over the area where bullet holes should
be. Instead, he finds a series of indented welts.

ASHE
How did I survive?

Sarah suddenly comes to the terrible realization that Ashe does not know he has died.

SARAH
(coming towards him)
You didn’t.

Ashe looks up at Sarah, uncomprehending.

SARAH
You’re dead.

ASHE
No...

Ashe stands, enraged. He starts toward Sarah. She backs away...

ASHE
Stop looking at me that way -- stop looking -- this isn’t
real, none of this is real! I’m dreaming this.

SARAH
(shaking her head, frightened)
No.

The two of the struggle a moment, Ashe pushes Sarah back. Sarah reaches for him, trying
to restrain him, trying to somehow keep his rising terror in check... she’s not getting
through to him, he can’t be made to listen...

Finally, Sarah grabs a kitchen knife from the counter and plunges it into Ashe’s chest.

Ashe gasps. He stares down at the incongruous sight of a knife-handle stickout out from
his sternum, then he yanks the knife back out. No pain. No wound. A moment of shock,
then...

ASHE
(looking at her, a tortured whisper)
I’m dreaming this.

Sarah tries to reach for Ashe again. He tears away from her, flinging her back and running
for the door.

EXT. SARAH’S LOFT - NIGHT

Ashe stumbles from the doorway out onto the sidewalk. He rushes blindly up the street.

CAMERA WHIP-PANS

from the fleeing Ashe to Sarah’s window. On a pillar outside, the Crow is waiting...

INT. SARAH’S LOFT - NIGHT

Sarah rushes to the window, watching Ashe run. She SEES the Crow perched below her.
It takes wings, flying after Ashe...

CUT TO:

EXT. BRIDGE/GARAGE - NIGHT

Beneath the arching span of a freeway bridge is a series of corrugated iron sheds.
CAMERA FOLLOWS as Ashe, exhausted fro his run, makes his way towards them. The
Crow flies on ahead, landing next to one of the doors, beckoning...

Ashe slides one of the RATTLING doors open...

INT. GARAGE - NIGHT

As light spills in, we catch a glimpse of the humble auto repair garage - tools, a few
wrecks-in-progress, a motorcycle...

CAMERA ISOLATES a tempera painting on the floor that’s been executed on
construction paper. A brush and a collection of paint canisters are scattered around it, like
the kind you might find in a primary school art class. Ashe kneels next to the painting...

CLOSE ON PAINTING

An image rendered by a child’s optimistic imagination - a crude father and sone,
respectively labeled "DAD" and "ME". A FOOTPRINT mars the otherwise perfect
memento. Ashe touches the figure labeled "ME", which triggers...

INT. GARAGE - NIGHT (FLASHBACK)

Ashe is working beneath a car. Danny is sprawled on the floor. He holds up the painting
in question.

DANNY
Hey, Dad...what color should I make the sun?

ASHE
Blue.

DANNY
There’s no such thing.
ASHE
(playful)
No. Well there should be.

Just then we hear a GUNSHOT coming from outside.

DANNY
(wide eyed)
What was that?

Danny climbs to his feet, moves outside...

ASHE
Danny, wait!

Ashe slides out from under the car.

EXT. GARAGE - NIGHT (FLASHBACK)

From the back doorway, Ashe and Danny catch sight of Curve and his crew executing
someone beneath the freeway overpass. Curve’s face is splattered with blood. He turns
and sees them...

CURVE
See no evil.

EXT. DOCKS, COMMERCIAL WATERFRONT - NIGHT (FLASHBACK)

Now we’re back at the pier. The memory flashes are coming faster and faster. Danny is
sobbing once again.

DANNY’S VOICE
I’m sorry, Dad...I’m sorry...

We see Kali raise her gun. BANG! There’s the muzzle flash! Ashe SCREAMS...

ASHE
NO!!!

CURVE’S VOICE
Nothing personal, sport.

SMASH CUT TO:

INT. GARAGE - NIGHT (PRESENT)

Ashe is tearing the place apart, sobbing, knocking over racks of tools. Finally, he sinks to
his knees, his face a mask of tears.

Ashe spins, murderous rage in his eyes. Never startle an animal, right?

SARAH

stands in the doorway.

ASHE
Why are you here?

SARAH
I don’t know.

She stops herself -- she does know, she just didn’t want to admit it to herself.

SARAH
I want to help you. I need to.

Sarah approaches, dropping by Ashe’s side. She sees Danny’s painting which Ashe cradles
protectively.

Ashe looks up at Sarah, his eyes full of questions.

ASHE
Everything’s so confused...
(anguished, touching the drawing)
Danny...

SARAH
He’s not here anymore.

Sarah draws closer, touched by Ashe’s inner struggle. She reaches out to him, drawing
him into her arms. He stares up at her, eyes distant.

ASHE
There’s no moon...

Sarah touches Ashe’s face, calming him, trying to reach through his pain.

SARAH
You’ve been given another chance, Ashe -- to put the wrong
things right...

Sarah’s eyes drop to the canisters of paint which have been scattered nearby. She reaches
for the canister of white and unscrews the lid, dipping her fingers inside...

Sarah’s re-creation of the irony war mask has an oddly ritualistic feel to it. Yet the act is
also quite erotic, for the mutual attraction between these two battered souls is almost
palpable.

As Sarah continues to speak, she begins to paint Ashe’s face using Danny’s art supplies.

We see this transformation in bits and pieces - an eye here, fingers dipping into the
canister of white there, ruby lips being smeared with black...

...the face that is taking shape is both similar to and different from Eric’s. It’s the legacy of
the Crow, as funneled through Ashe’s own, unique pain.

SARAH
I believe there’ve always been people like you...

Sarah has finished. She sits back, surveying her work...

SARAH
It’s the pain that brings people back. It makes us strong
again.

CLOSE ON ASHE’S FACE as he turns towards us. A slash of light illuminates the
signature black and white war-paint of the Crow in all its glory. Ashe looks like a dark
saint.

CUT TO:

EXT. FREEWAY OVERPASS - NIGHT

Ashe rockets beneath the gothic arches of the freeway overpass on his motorcycle, hellfire
burning in his eyes, his coat flapping behind him like a fallen angel’s wings.

THE CROW

flies alongside Ashe.

THE CROW

lands on a telephone wire, studying the warehouse.

Presently we hear Ashe’s MOTORCYCLE approaching, then we see the front wheel of
his bike pulling into the foreground.

CROW’S POV (ANAMORPHIC)

Ashe turns to the Crow, slyly giving the bird the thumbs-up sign...

MATCH CUT TO...

INT. SPIDER MONKEY’S WAREHOUSE LAB - NIGHT

CA-CHUNK, CA-CHUNK, CA-CHUNK. CLOSE ON a sheet of glassine drug bags as a
hand-powered printing press comes down, mass-producing the image of the imp giving us
the thumbs up...

PULL BACK TO REVEAL the lab set up in a maze of barrells. The walls are stained
from the toxic fumes. Blacked-out windows sweat with moisture. There are heating
mantles rigged with flasks and condensers, vacuum pumps - along with ingredients like
battery acid, paint thinner, and Epsom salts. Nearby are dozens of 50-gallon drums
containing the finished product.

Spider Monkey is working away at the printing press, pausing to snoot some of Judah’s
drug. Nearby is an old TV featuring lurid videos of amateur bull riding - we watch as a
drunken participant gets gored.

Suddenly the power in the lab goes out, the TV screen sputters and goes dark.

SPIDER MONKEY
Ono!

ASHE (O.S.)
’My mother was accursed the night she bore me and I am faint
with envy of all the dead’.

Spider Monkey whirls around, startled. Ashe is sitting cross-legged on one of the tables,
grinning like a black leather Buddha.

ASHE
Tell me, Monkey. Does the corpse have a familiar face?

SPIDER MONKEY
Who the fuck are you?

ASHE
You have to learn to look beyond the mask.

Ashe jumps down from the table, walking into the light. Spider Monkey’s eyes widen in
recognition.

SPIDER MONKEY
No way, man...we put you under...you and that little
snot-nosed kid...

Ashe dips his hand into one of the 50-gallon drums. He blows a handful of the Trinity
dust at Spider Monkey. Spider Monkey, terminally spooked, reaches back to the counter
behind him, searching for something...

ASHE
Looking for this?

Ashe holds up a pistol and puts it to his head.

ASHE
(an evil grin)
Don’t try this at home, kids.

BOOM! ASHE

puts a bullet through his own forehead. His head snaps backward and his body collapses
onto the floor. Spider Monkey creeps forward toward Ashe’s body...

ASHE

springs from the ground, SLAMMING Spider Monkey against a table of chemicals.
Bottles SHATTER on the floor, spilling their toxic contents.

SPIDER MONKEY
What are you?! What the fuck are you?!

Ashe leans in so he’s eye to eye with Spider Monkey.

ASHE
I wasn’t sure at first. Now I know. I’m the boiling man,
Monkey. I’m the plague of Darkness and the death of the
first-born. All your nightmares rolled into one.

Ashe removes a wooden match from his inside coat pocket. He scrapes his thumb-nail
over the head, igniting it.

SPIDER MONKEY
Whoa...this shit’s flammable! Look, look, what do you want?

ASHE
The others. Who are they?

SPIDER MONKEY
Nemo. Kali. Judah. And Curve.

ASHE
I’ll start with Nemo, then work my way up the food chain.
Where is he?

SPIDER MONKEY
Nemo? Nemo’s an old gash-hound. He hangs out at the
Peep-O-Rama on Deacon Street!

WHOOSH! Ashe blows the match out.

ASHE
Congratulations, monkey. You just bought yourself a fighting
chance.

Ashe reaches into his coat pocket, pulling out a deck of cards. He fans them out, points...

ASHE
Pick a card, monkey.

Spider Monkey slowly extends his hand, half-expecting Ashe to pounce on him. He pulls
a card out.

Spider Monkey tosses the card down, face up. He’s got the Jack of Hearts. he smiles
tentatively. Ashe pulls out a card of his own and flips it around - the King of Clubs.

ASHE
Lady Luck’s a bitch.

Ashe produces another wooden match.

SPIDER MONKEY
Aw, Jesus, c’mon, man!

ASHE
You’re wasting your breath, angelito. Nobody’s up there
listening.

CLOSE ON MATCH

as Ashe scrapes his thumb-nail over the head...

EXT. SPIDER MONKEY’S WAREHOUSE LAB - NIGHT

An EXPLOSION rips through the front of the lab, spilling roiling CLOUDS OF FIRE out
into the street. The blackened windows SHATTER OUTWARDS in a HAIL STORM OF
GLASS...

ASHE

emerges from the raging conflagration, walking right through the flames, indifferent to
the heat. A flurry of the tiny glassine drug bags swirl around him like snow.

THE CROW

spirals down from a telephone wire, landing atop the handlebars of Ashe’s motorcycle.

ASHE

lifts his head to the night sky, laughing. His clothes are still smoking.

CUT TO:

INT. GRAY GARGOYLE - NIGHT

Sarah is working at one of the drawing tables. Noah is mixing pigments.

SARAH’S SKETCH PAD

She’s working on a rendering of Ashe. She sits back...

SARAH
...and all the world will be in love with night...

SARAH STARES AT THE DRAWING.

SARAH
Do you believe in fate, Noah?

NOAH
(considering)
Seeems to me it’s more a question of fate believing in you.

Sarah rises, reaching for her bag. As she heads for the exit, Noah reaches for the sketch.
He smoothes it out, studies the image awhile as we...

CUT TO:

EXT. SPIDER MONKEY’S WAREHOUSE LAB - NIGHT

The demolished building is still burning strong. Curve arrives on the scene, dismounting
his motorcycle.

CLOSE ON CURVE

as he studies the shattered glass which litters the asphalt. The fire is reflected in the
fragments. With a growing sense of dread, Curve looks from the glass to the tattoo on his
chest. He touches the Crow tattoo.

SCENE FROM ABOVE -

Now we see that the glass shards have fallen in an array that is anything but random. The
shards have taken the shape of a large crow.

CUT TO:

THE CROW

flys past a line of palm trees which burst into flames.

CUT TO:

INT. JUDAH’S TOWER, CAMPANILE - NIGHT

TWO ZIPPER-MASKED WOMEN are frolicking on a bed, acting out an elaborate
bondage fantasy. Pull back to include...

A VIDEO CAMERA

recording the pornographic act for posterity. Pull further back to include...

JUDAH

lounging on a couch a few dozen yards away, watching the women on four video
monitors, detached and twice removed from the sex play.

CURVE

enters from out of the shadows. Judah looks up to him.

CURVE
Bad news.

JUDAH
Illuminate me.

CURVE
Someone torched the lab on Manchester. Spider Monkey’s a
fucking crispy critter.

JUDAH
Monkey I could care less about. What about our merchandise?

CURVE
A total loss.

SIBYL (O.S.)
He left a sign, didn’t he?

Judah looks to Sibyl who is standing nearby.

CURVE
(rising, uneasy)
I don’t know what you’re talking about.

SIBYL
Yes you do. You’ve seen it.

Sibyl points an accusing finger at Curve’s chest.

SIBYL
You’ve been marked.

CURVE
(even more agitated)
Jesus Christ, Judah, why the fuck to you listen to her?!

JUDAH
Because she speaks the truth.

Judah rises swiftly from his chair. He snags a handful of Curve’s shirt and rips it open,
revealing the Crow tattoo.

JUDAH
What’s this, Curve? A beauty mark?

SIBYL
Your enemy wears the mask of the Crow. The bird of ill-omen.

CLOSE ON Judah as the words sink in. He strides across the floor, sweeping aside one of
the curtains surrounding the camera obscura.

JUDAH
The Crow. Death’s avatar. I’ve heard the legends.

JUDAH

looks down at a view of the seething landscape.

JUDAH
Let him come, then.

CUT TO:

EXT. PEEP-O-RAMA PORN SHOP - NIGHT

The Peep-O-Rama occupies an old Japanese movie house. A geisha-girl sign flashes over
the marquee. Beneath that is a blinking neon eye which opens and closes. Other signs
offer enticements like "ONLY 25 CENTS A PEEP!" and "REAL GIRLS WORKING
THEIR WAY THROUGH COLLEGE!"

As Nemo approaches, a laconic HINDU with a throat microphone sits outside, reciting
his tired schpiel.

HINDU
Tokens for the buddy booths, live girls. Tokens for the
buddy booths, live girls...

Nemo hands the Hindu a twenty.

INT. BUDDY BOOTH - NIGHT

Nemo enters a cramped booth, clutching a handful of tokens embossed with the
Peep-O-Rama eye logo on them. There’s a seat, a box of Kleenex, a phone, and a grimy
Plexiglas window with a metal shutter over it.

Nemo starts popping tokens into the slot next to the window, pockets the rest of them.

With a WHIR the metal shutter rises, revealing a WOMAN in a garter-belt get-up
perched on a stool. In a forgiving light, she might even be beautiful.

An LED display starts counting down from sixty - the seconds remaining on the metered
shutter. Nemo picks up the receiver.

NEMO
You got a name?

WOMAN
Holly Daze. Do you want me, baby?

NEMO
I need to see some sugar.

Holly shrugs out of her bra, plants her scuffed-up high heels on either side of the window,
runs her hands up and down her body, utters some tired-ass MOANS.

NEMO
Right on, sister...

Nemo unbuckles his belt, drops his drawers...

HOLLY
(eyeing his endowment)
Mmmm. Is that for me?

NEMO
Yeah, we’re gonna celebrate Christmas a little early this
year.

HOLLY
Keep doing that, honey, you’ll go blind.

CUT TO:

INT. PEEP-O-RAMA BUDDY BOOTH - NIGHT

Holly is still MOANING. Over on the LED display, Nemo’s time has just about expired.

HOLLY
Time’s almost up, lover. Better hurry up with those tokens.

NEMO
Shitfire...

Nemo fumbles with his pants, scoops out some more tokens...

Too late, the shutter is already closing. Nemo feeds some more tokens into the slot.
Nothing happens. Nemo punches the LED display.

NEMO
Come on, fucker!

The shutter starts rattling up again, only this time...

ASHE

is standing on the other side of the Plexiglas. His mouth splits into an evil grin.

ASHE
"Do you want me, baby?"

Nemo’s eyes just about pop from his skull.

NEMO
You.

ASHE
Me.

CRASH! Ashe slams his fists through the Plexiglas window, reaching for Nemo’s throat.

INT. PEEP-O-RAMA, HALLWAY - NIGHT

Nemo comes flying out the booth door. He struggles to rise. A CHORUS OF
ORGASMIC SIGHS and cheesy SURF MUSIC drifts out from the other booths.

ZEKE
(o.s.)
Hey, mime boy.

AT THE FRONT COUNTER.

ZEKE, the Peep-O-Rama’s corpulent manager, is cradling a sawed-off shotgun. BOOM!
He blows a blast into Ashe’s chest!

Ashe starts toward Zeke, unfazed. Zeke moves to fire again...

Ashe snatches the shotgun from the fat man’s grasp, smashing him in the face with the
butt-end. Zeke falls back into a video display, sending an avalanche of porno tapes
raining down on top of him.

Seizing the moment, Nemo rushes for the exit...

Ashe spins, pumps the shotgun, blows out one of Nemo’s kneecaps. Nemo collapses on
the floor, wailing like a child. she strides over to him.

ASHE
One crow sorrow...

He HEAVES Nemo through a glass display booth filled with sex toys. Ashe punctuates
each line of the nursery rhyme with a new assault on Nemo.

ASHE
...two crows joy...

Nemo starts dragging his broken body across the floor. He finds himself face to face with
an anatomically- correct blow-up sex doll - the kind with a built-in pre-recorded
memory chip.

DOLL
Ooh, oh baby, I like it like that. You’re so good. You’re so
good...

ASHE
Three crows a letter, four crows a boy...

Ashe HEAVES Nemo back the other way, sending him SMASHING into the front
counter. Peep-O-Rama tokens go flying, bouncing and spinning every which way...

CLOSE ON A SPINNING TOKEN

On one side of the coin the eye is open, on the other it’s closed - this creates the illusion
of the eye blinking.

ASHE
Five crows silver, six crows gold...

Nemo utters a half-sob and rolls over, feebly wiping away the blood which is clouding his
eyes.

ASHE
Seven crows a secret never to be told.

NEMO
...please, please just stop...

Ashe pries open Nemo’s eyes with his fingers.

ASHE
You killed my son, Nemo. You took away the only piece of
light left in my soul.

NEMO
We had to! Judah’s orders. Never leave any witnesses! We
didn’t have a choice!

ASHE
We always have a choice.

Ashe plunges his fingers into Nemo’s eyes - killing him off-camera. He lifts up his now
blood-covered hands and turns...

Just then, Holly Daze bursts out into the hall. She sees Ashe and YELPS, certain her
number’s up. Ashe grabs her by the wrist, spinning her around.

HOLLY DAZE
(cringing)
...no...

Ashe touches her face and sees a split-second FLASH of...

HOLLY DAZE DANCING

Jump-cut bump and grind, CAT-CALLS, LAUGHTER, the distorted faces of men leering
with their hungry eyes, tongues and sweaty palms and heavy breath and I wanna be your
fucking dog, baby, and...

BANG! ASHE

shuts his eyes, reeling...

Ashe looks up at Holly - one victim to another. His eyes burn a laser beam into her soul.

ASHE
If you value what you’ve lost, you’ll walk away from this
place and never look back.

Holly Daze nods with conviction. Ashe releases her. She bolts like a rabbit flushed from
cover.

CUT TO:

EXT. PEEP-O-RAMA - NIGHT

Curve ROARS UP on his motorcycle, followed by Kali and a car-load of ENFORCERS.
The team grab their weapons, head for the porno shop...

KALI
Inside!

Kali leads the crew of killers into the porno shop. But Curve stops, sensing something. He
spins around...

THE CROW

is sitting atop one of the cars, watching him.

INT. PEEP-O-RAMA, BACK CORRIDOR - NIGHT

Kali and Curve move down the dark corridor. The PORN ACTRESS VOICES from the
vid-booths continue their ORGIASTIC MOANS, but one voice in particular stand out.

KALI
Nemo?

DOLL’S VOICE
Ooh, oh baby, you’re so good...

CAMERA FINDS NEMO’S BODY

at the end of the corridor, lounging in the arms of the sex doll which is still repeating its
tinny refrain. Nemo’s neck has been snapped and his head hangs at an awkward angle.

DOLL
...oh! Oh yea, that’s the spot. Do me, baby. Do me.

There’s a folded piece of paper shoved into Nemo’s mouth. Curve pries it out. The paper
unfolds like one of those snowflake cut-outs we used to make in grade school - only
this cut-out is of a crow.

Written across the paper crow are the following words:

" I KNOW WHY JESUS WEPT"

A phone on the wall is RINGING. RINGING and RINGING. Finally, Curve leans in,
snatches up he receiver...

ASHE’S VOICE
Do you know what they call a gathering of crows, Curve?

At the sound of Ashe’s voice, Curve’s eyes widen with fear.

ASHE’S VOICE
A murder. A murder of crows. Think about it.

CLICK! The line goes dead. Furious, Curve tears the phone from the wall, HEAVING it
across the porno shop.

CUT TO:

EXT. STREET/CHURCH - NIGHT

Ashe exits a phone booth, leaving the receiver dangling. A DOG BARKS nearby,
followed by the sound of CHILDREN LAUGHING. Ashe turns and sees...

A GROUP OF CHILDREN running away, giggling, their FOOTSTEPS receding into the
night.

A BLACK DOG trots toward Ashe. The children have tied a plastic skull mask to the
dog’s head. The skull dog trots up the street towards...

A SMALL, INNER-CITY LATINO CHURCH

sandwiched between two derelict buildings. The doors are open - there’s a path of
marigold petals leading up the front steps. The skull dog trots up the steps and enters.

INT. CHURCH - NIGHT

Ashe moves into the sanctuary. He watches from the rear, entranced. PEOPLE are
scattered amongst the pews.

At the altar is a lavish offrenda - an offering of food and drink for the wandering dead
decorated with sugar skulls and floral garlands. Amidst the decorations are photos of
departed loved ones. There are tiers of candles surrounding these, scores of them.

An ELDERLY PRIEST emerges from a confessional, looking to Ashe with a raised
eyebrow..."Next?".

PRIEST
Can I help you?

ASHE
I’m sorry, Father, I was just watching...

PRIEST
Our doors are open.

The Priest moves to a candelabra and lights some tapers.

ASHE
What is this for?

PRIEST
Dias de los Muertos, the Days of the Dead. We light the
candles for our loved ones - so that they might find their
way back to earth and share in the pleasures of the living.

Ashe watches an OLD WOMAN place a toy motorcycle in front of a picture of a child.

PRIEST
Tomorrow night we will celebrate. The people will dance,
sing...
(indicating Ashe’s makeup)
...many will wear masks.

ASHE
Why?

PRIEST
Some spirits linger here too long. They become confused,
mistaking themselves for the living. They have to be
frightened away.

The priest nods to Ashe and moves down the aisle to the next candelabra.

A LITTLE BOY

is watching Ashe from one of the back pews. He clutches a striped ball. He drops it.

The boy rolls the ball across the floor to Ashe. Ashe kneels and catches it, rolling it back.
The boy smiles.

BOY
Santa Muerte.

Unnerved, Ashe retreats out of the sanctuarly, letting the night’s shadows swallow him up
once more.

CUT TO:

INT. SARAH’S LOFT - NIGHT

Sarah sits by her paintings. Gabriel suddenly stands, arching his back, hair standing on
end.

ASHE

appears on the ledge of the broken window, crouching there like a gargoyle in silhouette.

SARAH
(hesitant, but relieved)
You came back...

ASHE
Heaven wouldn’t have me and Hell was afraid I’d take the
place over.

Ashe drops into the loft.

ASHE
I needed to see you again.

Ashe moves towards Sarah’s paintings, pausing to study the one of the woman being
cradled in the arms of her ghostly lover. He touches the woman’s face.

ASHE
She looks like you.

After a long moment, Sarah responds.

SARAH
I paint what I see.

Ashe approaches Sarah. He points to the wedding ring which hands from her neck.

ASHE
Were you married?

SARAH
It belonged to a friend.

ASHE
Where are they now?

SARAH
A better place.

Sarah turns the ring around her finger, fidgeting with it.

SARAH
What about you?

ASHE
Danny’s mother left after he was born. She was a drug
addict.

SARAH
(nodding)
I lost my mother the same way.

ASHE
Small world.

Sarah reaches for a cigarette and lights up, taking a long drag. Ashe notices a number of
scars on her forearm, possibly some track marks...

Sarah catches him looking, self-consciously pulls her hand back.

SARAH
(meeting his gaze)
I left Detroit because I wanted to put the past behind me.
(struggling)
The problem is, I know how it ends. Blood. Violence. I don’t
want a part of it anymore.

Gabriel approaches Ashe. He crouches, runs his fingers along the cat’s back.

ASHE
What happens to me when I finish what I’m supposed to do
here?

SARAH
You go back.

ASHE
What if I don’t want to go back?

Sarah looks away.

SARAH
Then you’re damned

INT. JUDAH’S TOWER, CAMPANILE - NIGHT

CLOSE ON A VIDEO MONITOR. We’re watching the tape documenting Ashe’s death.
We see Ashe’s face sinking beneath the water’s surface. The image freezes.

CURVE (O.S.)
It was him. It was that son of a bitch we dumped off the
pier. I know it.

PULL BACK TO REVEAL Judah, Curve, and Kali gathered around the monitor. Sibyl
waits nearby. Curve is snapping open an envelope of Trinity, sniffing up the contents.

JUDAH
I thought you killed him.

CURVE
I shot him in the head!

KALI
He’s a ghost.

CURVE
No such thing as ghosts.

KALI
(pointedly)
Then who killed Spider Monkey and Nemo?

Curve starts pacing, growing more apprehensive.

CURVE
All I know is, he’s fucking with us. The Crow’s his symbol,
right? That means I’m marked. It means he’s coming for me
now!

KALI
I thought you said you didn’t believe?

Curve turns on Kali, furious, ready to strike her. In a flash, Kali has one of her katanas
out.

Curve backs away, bristling.

CURVE
Look, you want to tell yourselves some bullshit fairytales,
that’s your business. But i’m not gonna sit here with a
fucking target on my chest. I’m going to take this
motherfucker out!

SIBYL
You won’t stop him with bullets or knives. He doesn’t feel
pain. He doesn’t bleed. Don’t you see? His soul has crossed
over. He’s come back from the other side.

Curve looks like he’s going to be sick from fear. But Kali and Judah are listening
intently.

JUDAH
So how do you stop a man who’s already dead?

SIBYL
Can you look destiny in the eye without flinching?

Judah studies Sibyl’s shadowed face.

JUDAH
You tell me.

A stare-down ensues. Judah doesn’t avert his gaze.

SIBYL
The Crow is the source of his power - his link between this
world and the next. Sever that link and he’s as vulnerable
as the next man.

CUT TO:

INT. SARAH’S LOFT - NIGHT

Ashe pushes through a curtain, turns towards Sarah’s vanity -- SEES the knick-knacks
and mementos gathered there, then SEES the ceramic irony mask which hangs above.
Ashe approaches, reaching a hand out to trace its features.

At the bottom of the mirror, a FADED POSTCARD has been tucked between the frame
and the glass. Ashe pulls it free, studying it...

CLOSE ON POSTCARD

A carnival midway set on the beach, people strolling along a boardwalk, golden sand and
blue skies. WORDS at the top of the picture read: "WISH YOU WERE HERE".

ASHE
I’ve been here.

Ashe stares at the picture, entranced, caught up in a moment of wistful nostalgia for the
life he’s lost.

ASHE
I took Danny last summer. We went up on the bike, rode all
the way up the coast...
(beat)
It was cold up there. I remember we could see each other’s
breath.

Ashe catches himself, setting the postcard down. He turns his back to Sarah, hiding his
face form her, overcome by emotion.

Sarah stands, drawing near. She reaches out to console him, touching his shoulder. She
alone, among all the souls of the world, understands the isolation that is consuming Ashe.

SARAH
Look at me.

But Ashe won’t.

SARAH
Ashe. Look at me.

Ashe finally turns around, a sense of deep and profound loss in his eyes...

Something unspoken passes between them. Sarah leans into Ashe, tentative, eyes
searching. It’s one of those fragile moments where things could go either way. And then...

ASHE
(pulling back)
No...
(turning away)
We can’t do this...

The spell has been broken. Ashe starts away from her.

ASHE
I have to finish what I started. I have to find the others.

SARAH
I know.

Ashe moves to the door, hesitant, a terrible sense of longing gnawing at his heart.

SARAH
I wish I’d met you before.

Ashe nods, then turns to leave. There’s nothing else to say.

INT. SARAH’S LOFT - NIGHT

Sarah watches from her window as Ashe strides to his motorcycle. She raises her hand
up, as if to say good- bye.

EXT. SARAH’S LOFT - NIGHT

As Ashe climbs aboard his bike, he catches sight of himself in the...

DISPLAY WINDOW OF A BAKERY

Within the bakery are mountains of sugar skulls, candy skeletons, and pan de muerte
(bread of the dead). Ashe’s reflection is superimposed over this morbid tableau.

Ashe fires up the bike’s engine. He takes off down the street...

CUT TO:

INT. JUDAH’S TOWER, CAMPANILE - NIGHT



Judah moves back to the stag beetle, watching its Sisyphean
efforts. SCRITCH! SCRITCH!

JUDAH
So the Crow is Ashe’s familiar...
(to Sibyl)
Can his power be taken?

SIBYL
The bird is the key, the life-force that flows within it...

JUDAH
(understanding)
The blood of the Crow.

Judah whirls around, his eyes glowing with a manic fervor.

JUDAH
(to Curve)
The tattoo on your chest, who gave it to you?

CURVE
Some bitch down at the Gargoyle, but what’s that got to do
with...

Judah grips Curve’s shoulders tightly, shaking him.

JUDAH
Everything, you idiot! Find her. If she gave you his mark,
then she’s connected to him in some way. She can lead us to
him.

CUT TO:

EXT. DOCKS, COMMERCIAL WATERFRONT - DAWN

Ashe stands at the end of the pier, staring down into the silent waters where his natural
life ended. He takes something from his coat...

THE PAINTING

which Danny had been working on. It’s got bullet holes in it now.

Ashe throws his arms back and lifts his face to the heavens, SCREAMING, cursing his
fate.

ON ASHE,

as seen from afar. A tiny figure dwarfed by the endless expanse of ocean and sky.

CUT TO:

INT. GRAY GARGOYLE TATTOO SHOP - MOMENTS LATER

SUPER TITLE:

"NOVEMBER 1ST - NOCHE DE LOS MUERTOS"

Curve and Kali have duct-taped Noah to one of the dentist chairs - even his mouth and
nose have been sealed shut. Curve lets Noah thrash a moment, then violently rips the
tape from Noah’s face.

NOAH
(frightened, gasping)
Look, what do you people want?

CURVE
A house in the country, a dog, a wife and two kids...
(grins)
...your fucking head stapled to my saddlebags.

KALI
We’re looking for Sarah. Where is she, Noah?

NOAH
I’m not going to tell you that...

KALI
Oh, but I think you are...

Kali sites astride Noah. She reaches for one of the tattoo machines. She motions to Curve,
who hits the treadlight foot switch. Noah eyes the sparking tattoo machine with rising
apprehension as Kali moves it towards his face.

CLOSE ON THE NEEDLE

a vibrating blur just a few centimeters from Noah’s blinking eye. Noah tries to shut his
eyes. Kali forces an eye open with the thumb and forefinger of her other hand.

BACK TO SCENE

KALI
Last chance, "love".

NOAH
(defiant)
Get bent, you dried-up bitch.

From behind, we see Kali lower the vibrating needle towards Noah’s eye. His SHRILL
SCREAMS split the night as we...

CUT TO:

EXT. GRAY GARGOYLE TATTOO SHOP - NIGHT

Curve and Kali are leaving the shop. Suddenly Curve clutches at his chest, wincing in
pain. He opens his coat, looks down at his chest...

THE CROW TATTOO

is dripping blood from its beak and talons.

Curve staggers back, horrified. Kali is watching him.

CURVE
No...no...

KALI
What is it?

But Curve isn’t listening. He leaps onto his motorcycle and hits the ignition. He takes off
with a ROAR...

KALI
Curve!

It’s no good. Curve is long gone.

CUT TO:

INT. SECOND COMING FETISH CLUB - NIGHT

Curve makes his way to the bar. He rips open a glassine bag of Trinity and vacuum snorts
it. His eyes roll up in his head as the chemicals flow. Another wave of pain washes over
him. Curve claws at  his chest, falls against the bar...

CURVE
...goawaygoawaygoawaygoaway...

TIME SLOWS TO A CRAWL

The MUSIC fades to a muted echo of distant WAR DRUMS. As a feeling of inexorable
doom settles over him, Curve lifts his head and sees...

ASHE

reflected in the bar mirror, materializing out of the narcotic haze. He’s wading through the
ocean of bodies. In his face paint and black leather Ashe looks like he’s just another part
of the twisted scene. people are stroking him, brushing up against him - like they can
leech off some of his morbid angel charisma.

Ashe lifts his hand - he’s clutching House o’ Peep Zeke’s sawed-off shotgun.

Curve DIVES to the floor as Ashe’s shotgun blast shatters the bar mirror, taking out his
own reflection. Curve rolls, climbs to his feet, starts running...

The Samoan bartender grabs a semi-auto pistol, opens up on Ashe. Now some of the
other ARMED DOORMEN are FIRING too...

...but Ashe keeps on coming, trudging through the HAIL OF GUNFIRE. Bullets are
EXPLODING over his body at an insane rate. Ashe is a human roman candle. Nothing is
going to stop him from reaching Curve, nothing.

The Samoan stops firing. He takes one look at Ashe, who’s still coming at them...

Fuck this. He turns tail and run.

EXT. SECOND COMING FETISH CLUB - NIGHT

Curve comes storming out the back door like a bat out of Hell. He takes the rear stairs
three at a time, spilling into a couple of back-alley JUNKIES. He stumbles into a pile
of garbage, scatters some rats...

Curve makes for his bike, which is parked nearby. He fumbles with the key, hits the
starter switch...

Ashe comes flying off from a second story fire escape, landing atop a car roof on all
fours, popping the windows.

ASHE
Time’s up, Curve.

CURVE
Fuck you, bird-dick!

Curve jerks his bike towards the street and guns it...

EXT. STREET - NIGHT

Curve zooms by a bridal shop-sees his own reflection in the window.

EXT. STREET - NIGHT

Curve SHRIEKS, turns into the Alley, tachometer red-lining. He glances behind
him...The crow flies by.

THE CROW

plunges down from the night sky, wings flapping madly, quickly gaining on Curve like
the breath of death.

EXT. CITY STREETS - NIGHT

Ashe, in a dream-like state, races along.

EXT. OVERPASS - NIGHT

Curve leans in low, trying to urge his bike on by will-power alone. He races by a
warehouse, veering off the road onto the railroad tracks.

UP ABOVE,

Ashe appears on the overpass, riding on his own motorcycle, matching Curve’s speed.

THE CROW

soars higher for a bird’s eye view, tracking Curve’s progress as it sweeps past chimneys,
swerves around billboards, ducks under laundry lines...

ON ASHE

as he ROCKETS along the overpass. The Crow lands on his shoulder. Ahead is a break in
the guard rail. Ashe cuts sharply to the right, taking the motorcycle airborne through the
break in the rail and...

ASHE

...lands on the surface street some thirty feet below! Ashe is now just behind Curve.

CUT TO:

INT. SARAH’S LOFT - NIGHT

Sarah is back at work on the painting of the woman being cradled by her lover. Gabriel,
who’s lounging nearby, suddenly looks up and HISSES.

UP ABOVE THEM

the Crow lands on the skylight, staring down at Sarah, watching...

There’s a KNOCK at her door. Sarah approaches, looks through the peephole...

SARAH
Who is it?

SARAH’S POV (THROUGH FISH-EYE PEEPHOLE)

Kali stands there, cradling an automatic. She’s flanked by TWO IDENTICAL TWIN
THUGS. Kali FIRES into the lock...

EXT. TUNNEL MOUTH - NIGHT

The chase continues. Curve approaches the bridge doing well past ninety. Abruptly, he
cuts down a roadway which parallels the river. There’s a chain-link running across the
mouth of the tunnel.

Up ahead is a hole in the fence leading down to a tunnel spillway. Curve guides his bike
through the hole...

INT. TUNNEL - NIGHT

Curve speeds into the dark tunnel, splashing through puddles of water, whipping past
graffiti. As he nears the mouth at the other end, Curve brakes hard, TIRES SQUEALING,
almost going down...

CURVE’S POV

We are now beneath the bridge. It’s a stone-cold dead-end. The roadway slopes sharply
downward, spilling out into the concrete river bed which is filled to capacity with rushing
flood waters.

BACK TO SCENE

We hear the ROAR of an approaching motorcycle, then an engine cutting out. Curve
looks back the way he came...

AT THE OPPOSITE END OF THE TUNNEL

Ashe’s siilhouette steps into view. He’s on foot now, clutching the sawed-off shotgun. He
lets loose a LAUGH which chills Curve to the bone.

ASHE
"I have a rendezvous with Death, on some scarred slope of
battered hill..."

Ashe starts into the tunnel. His WET FOOTSTEPS echo off the weeping walls...

ASHE
"God knows, ’twere better to be deep where love throbs out
in blissful sleep, pulse nigh to pulse and breath to
breath..."

As Ashe draws closer, his death-like face emerges from the gloom - a ghastly visage
floating in the ether...

ASHE
"But I have a rendezvous with Death. And I to my pledged
word am true..."

Ashe stops some twenty feet away, grinning like the Cheshire Cat.

ASHE
"I shall not fail that rendezvous."

Silence like knives. Ashe and Curve facing one another. Curve is tense, dry-mouthed...

CURVE
You think i’m afraid of you, you fucking freak?! YOU THINK
I’M AFRAID?!!

Curve SCREAMS and guns his cycle forward, rolling the throttle all the way open - a
kamikaze run aimed straight at Ashe.

Ashe stands his groupd, lifts the shotgun, FIRST at Curve’s customized teardrop gas tank.
There’s the woman doing the wild thing with Death and...

BOOM! CURVE’S MOTORCYCLE

disintegrates beneath him, breaking apart into a RUSHING COMET OF FLAMING
WRECKAGE. Shrapnel skids along the tunnel walls, SPEWING SPARKS.

CURVE

lies on the garbage-strewn tunnel floor in a spreading pool of blood - burnt, battered, a
barb of steel sticking up from his chest. Still, Curve has one glorious, giddy moment
where he thinks he’s actually succeeded in defeating Ashe, then...

CURVE’S POV

as Ashe steps through the gasoline flames.

Curve’s elation vaporizes.

ASHE
Can you hear me, Curve?

Curve offers a weak nod.

ASHE
You’re going to die now.

Curve tries to speak, blood spills from his mouth. Ashe places a finger to his lips.

Ashe drops down, kneeling over Curve’s chest.

ASHE
People used to put coins in the mouths of the dead. Do you
know why? So they could pay the ferryman to take them across
the river Styx.
(reaching to Curve’s ear)
What’s this?

In a parody of a stage magician, Ashe retrieves one of the Peep-O-Rama tokens from
Curve’s ear. The embossed eye logo flashes.

ASHE
Open your mouth, Curve.

Curve’s eyes are wide, filled with terror. He MOANS.

ASHE
Shhh. It’s not so bad. Trust me. I’ve been there.

Curve slowly opens his mouth. Tears run from his eyes. Ashe places the coin on Curve’s
tongue, like a priest administering a Holy wafer.

Ashe stands, grabs Curve by the coat collar. He pulls him back towards the end of the
tunnel...

EXT. TUNNEL MOUTH/RIVER - NIGHT

Ashe drags Curve down the sloping end of the spillway to the waters edge.

ASHE
I want to thank you for showing me my pain, Curve. You made
me what I am.

ON ASHE

As he releases Curve, letting the current carry him away. Ashe stands, tracking Curve’s
progress.

ON CURVE

as he floats downstream, limbs outstretched, consciousness fading fast.

CURVE’S POV

GHOSTLY FACES stare down at him from the girders - people who have made their
home in the underbelly of the bridge which stretches overhead.

A WOMAN lets loose a cloud of marigold petals. They flutter down around Curve,
swirling in the currents.

PULL BACK TO REVEAL

the petals have clustered around Curve’s body in the shape of a Crow. Curve continues to
float downstream towards an estuary, borne away on the wings of the bird.

INT. TUNNEL - NIGHT

Ashe starts back into the tunnel. He pauses a moment, kneeling down, lowering his head.
Whether out of respect for the dead or his own condition, we’ll never know.

After a minute, Ashe lifts his head again and stands. It’s time to see his mission through to
the end.

CUT TO:

INT. TUNNEL - NIGHT

Ashe is heading back from the river when he’s struck by...

A VISION OF THE CROW’S POV OF SARAH

ASHE

is seeing what the crow is witnessing - Sarah in danger.

ASHE
Sarah!

Ashe starts to run, back toward his bike...

CUT TO:

EXT. CITY STREETS - NIGHT

Ashe is on the motorcycle, racing through the streets. He takes a corner on a skid, zipping
past the Gray Gargoyle and the neighboring train tracks.

CUT TO:

EXT. SARAH’S LOFT - NIGHT

Ashe pulls up on the motorcycle, SCREECHING to a stop. He leaps from the bike,
rushing into Sarah’s building.

INT. SARAH’S LOFT - NIGHT

Ashe stumbles through the doorway into the loft...

The loft has been trashed. Furniture turned over, paintings slashed, the ceramic irony
mask smashed into pieces...

ASHE
(alarmed, desperately looking for her)
Sarah?!

KALI (O.S.)
Sarah’s gone, ghost man.

Ashe whirls around

KALI

who had been standing still amidst the shadows, now moves
from behind Sarah’s paintings.

ASHE
Where is she?

KALI
Judah’s tower. He’s waiting for you there.

As Kali steps closer we see that she’s dressed for war -- a katana secured in a black
scabbard, twin daggers on each hip, a bandoleer of throwing stars.

ASHE
You took my son’s life.

KALI
(gasping)
Some people are born victims.

ASHE
It takes two to make a murder.

Kali unsheathes her katana. The blade edge catches the streetlight’s glare coming in from
the window.

KALI
Shall we dance?

Kali comes at Ashe blindingly fast. She spins and cartwheels end over end, 
somersaulting. As she lands, Kali shifts into Ginsu-mode, her blade a whirling blur...

Ashe ducks under the blade, trapping Kali’s sword arm. He twists his hands, SNAPPING
her arm...

As Kali CRIES OUT, Ashe pivots, THROWING HER towards the half-moon window
looking out over the street...

CUT TO:

INT. CAMPANILE - JUDAH’S TOWER - NIGHT

Sarah’s eyelids flutter open with a start. She’s waking on the heels of a dream.

PULL BACK to reveal Sarah curled up on the cold tile floor, a number of candles
burning nearby. Sarah sits up, disoriented. Upon moving her arm she finds that it’s been
shackled to one of the pillars via a long chain.

Sarah wastes a few moments tugging at her tether, trying to snap one of the links, but it’s
no good.

Frustrated, Sarah looks around, trying to get her bearings...

SIBYL

is standing a few yards away, cloaked in darkness, head bowed. Sarah didn’t notice her at
first.

SARAH
Where am I?

SIBYL
The Tower. Everyone finds their way here eventually.

Sarah rises from the floor, a little unsteady. She moves towards Sibyl, reaches out to
touch her shoulder. The prophetess abruptly lifts her head, causing her hood to fall
back. Sarah takes a step back, GASPING...

SIBYL’S EMPTY EYE SOCKETS

have been sewn shut with black thread.

SARAH
My God. What happened to you...?

JUDAH (O.S.)
Fate happened to her.

Sarah spins...

JUDAH

emerges from the gloom, almost as if he were materializing from the shadows
themselves.

JUDAH
Sibyl’s been cursed with the gift of prophecy. She sees
things that are fated to happen...
(beat)
She cut her eyes out with a carving knife because she wanted
to make the visions stop...

Judah brushes the back of his hand affectionately against Sibyl’s cheek.

JUDAH
...but that only made the visions stronger, didn’t it, dear?

Sibyl turns her head away from Judah, shunning his caress.

SIBYL
I’ve learned to live with my affliction.

JUDAH
Don’t we all.

Sarah backs away from Judah, wary.

SARAH
Judah Earl.

JUDAH
My reputation precedes me.

SARAH
(disgusted)
I’ve seen what your drugs have done to this city.

JUDAH
(shrugging)
I saw a need, I exploited it. It’s all economics, Sarah.
Supply and demand.

SARAH
Why did you bring me here?

JUDAH
I’m glad you asked that, Sarah. You’ve got a very important
part to play in this little drama of ours. You see, I intend
to capture the Crow...

Judah draws near, devouring Sarah with his hungry eyes.

USING A JAGGED FINGERNAIL, HE INCISES A CROSS INTO HER FOREHEAD.

JUDAH (O.S.)
... and you, my dear, are the birdseed.

CUT TO:

EXT. SARAH’S LOFT/ALLEY - NIGHT

Kali comes CRASHING through the window, falling down to the sidewalk below. She
lands atop a wrecked car, snapping her back in two...

CLOSE ON KALI

lies on the ground, her limbs twisted at awkward angles. She MOANS, somehow still
alive.

KALI’S POV

as Ashe approaches. The Crow flits in from off-screen, landing on his shoulder. Watching
Kali with it’s curious golden eyes.

As Ashe draws near, Kali tries to rise. The most she can do is lift her head.

KALI
(gasping)
I...can’t...move...

Ashe stares at her, dispassionate.

KALI
Kill...me, then...finish...it...

Ashe simply shakes his head.

KALI
You...have to.

ASHE
My job is to send you to hell. You’re in it.

Kali stares at Ashe in disbelief, her stoic warrior’s mien quickly evaporating.

KALI
There’s no...honor in this. It’s my...death. I’ve won it..

Ashe turns and starts away.

ASHE
Me, too.

KALI
Wait! Where are you going?! Wait! You can’t...do this! You
can’t do this!!!

But Ashe doesn’t turn back. He leaves Kali in the cold, wet street, ignoring her pathetic
laments.

Ashe continues on to the end of the alley...

THE CROW

lands on Ashe’s outstretched hand.

The Crow takes wing, lifting its way up into the night.

Ashe fires up the motorcycle’s engine, tearing away from Sarah’s apartment in a cloud of
smoke.

CUT TO:

INT. JUDAH’S TOWER, CAMPANILE - NIGHT

The scene resumes. Sarah stares at Judah, horrified.

SARAH
Why are you doing this?

JUDAH
Have you ever read Dante’s Inferno? It says that the only
true path through Hell lies at its center. If you want to
escape it -- you have to go further in.

Judah lowers himself into a chair.

JUDAH
When I was a boy I fell through the ice of a lake. I
remember seeing the sky through the ice above me, close
enough to touch. The world grew cold around me. Dark.
Eventually my heart stopped beating. And in that moment, I
died.

Judah sweeps his hand through one of the candle flames, then pinches the flame out of
existence. A tiny wisp of smoke trails up into shadow.

Judah settles back in his chair, overcome by a memory that for him has never lost its
vibrancy.

JUDAH
A half-hour later I awoke on an operating table. I had
returned to the world of flesh and bone -- But I brought a
knowledge back with me...
(tapping his forehead)
Forbidden knowledge.

Judah leans in close to Sarah, his lambent eyes glowing like hot coals. As Judah
continues, Sarah fingers the ankh which hangs from her neck.

JUDAH
I’ve been living on borrowed time ever since. I’ve always
known Death would be coming for me.
(beat)
I see now that your friend is the one I’ve been waiting for.

SARAH
You can’t stop him.

JUDAH
You’re wrong, Sarah.
(rising)
There is a way to defeat Death... and that’s to trade places
with him.

Sibyl turns her head towards the east.

SIBYL
The Crow is coming.

Judah looks back at Sarah.

CUT TO:

EXT. CITY STREETS - NIGHT

Ashe comes screaming over a hill on his motorcycle, the image of Judah’s face burned
into his mind...

A HORSE-DRAWN CARRIAGE

piloted by a man in a devil mask suddenly looms up in front of Ashe. The street ahead has
been cordoned off with flashing wooden barricades. There’s some kind of street fiesta
going on...

Ashe swerves, BRAKING HARD to avoid hitting the carriage. Ashe’s bike slips out from
under him and Ashe goes CRASHING into the barricades. But even as the carriage’s
skull-faced costumed occupants rush up to help him...

... Ashe is up and running, leaping over the barricades into the crowd beyond...

CUT TO:

EXT. JUDAH’S TOWER - JESUS SAVES SIGN - NIGHT

The Crow lands atop the buzzing "JESUS SAVES" sign. It cocks its head, as if
considering its next move, then flies toward the campanile.

INT. JUDAH’S TOWER, CAMPANILE - NIGHT

The Crow enters through one of the openings in the grillework, settling on one of the
rafters.

CROW’S POV

Sarah sits within one of the pools of illumination far below, still bound to the bed by the
chain. Judah and Sibyl are nowhere in sight.

THE CROW

flies down from the rafters, landing on the floor at Sarah’s feet. It CAWS at her, trying to
communicate.

SARAH
...go...please go...

The Crow tilts its head as if trying to understand...

SARAH
(shaking her chain)
GO!!!

WHOOSH! A steel cage on a wire and pulley system CLATTERS down from above,
SLAMMING to the floor and trapping the bird within it. The bird CAWS angrily, flitting
from one side of the cage to another, but its efforts are futile.

CROW’S POV (ANAMORPHIC)

as Judah emerges from the darkness, crouching down on the floor to study the Crow. He
grins.

JUDAH
Look who’s come home to roost.

CUT TO:

EXT. STREET - DAY OF THE DEAD CELEBRATION - NIGHT

A massive street festival is under way with Dia de los Muertos CELEBRANTS mobbing
the area. Paper "BIENVENIDOS" banners are strung overhead. CHILDREN light strings
of /firecrackers. Masked MUMMERS in garish costumes dance, MUSICIANS stroll.
People are holding giant papier-mache skulls on sticks along with torches and calavera
placards.

There are stalls offering marigolds and cockscomb, black beeswax tapers, dangling toy
skeletons, mountains of calaveras de azucar.

ASHE

pushes through the throng of revelers, invisible amidst the carnival atmosphere. In his
makeup he’s just another face in the crowd.

CUT TO:

INT. JUDAH’S CAMPANILE/CAMERA OBSCURA - NIGHT

Judah, now carrying the cage which contains the Crow, sweeps aside the curtain of the
camera obscura. He reaches up to a lever which opens the camera’s lens. Moonlight
shines down on the camera table. With another lever, Judah adjusts the camera’s view.

CAMERA TABLE

The camera lens is now trained on the night sky. A churning landscape of night-sky
coulds drifts across the table’s surface, creating an eerie effect.

JUDAH

sets a package wrapped in velvet on the camera table. He peels back the cloth, revealing a
set of ornately decorated, tapered daggers. He looks back at Sarah.

JUDAH
Do you know what these are called? Misericords. Wonderful
name, isn’t it?

Judah removes one of the blades from its sheath, running the glinting edge along his
finger.

JUDAH
In the Dark Ages, these were used to deliver the death stroke to
the mortally wounded. They were considered tools of mercy.

Judah turns to the steel cage in which the Crow has been trapped.

He pulls on a leather falconer’s glove and opens the door to the cage. The Crow flaps his
wings madly, desperately trying to strike at Judah with its beak and claws...

... but Judah secures his grip around the bird’s throat, pulling it out. He pins the Crow to
the focusing table of the camera obscura with his gloved hand.

CUT TO:

EXT. STREET - DAY OF THE DEAD CELEBRATION - NIGHT

Ashe fights his way through the crowd. A drunken, MASKED WOMAN grabs hold of
him, spins him around, dancing. Ashe shoves her aside, making his way to...

EXT. JUDAH’S TOWER, STREET LEVEL - NIGHT

The black sky beyond shimmers with turbulent yellow thunderheads. The entry way to the
tower has been gated and chained. The only way in is up.

EXT. JUDAH’S TOWER, STREET LEVEL - NIGHT

Ashe grabs a hold of one of the ornamental statues which crowd th ebuildint’s facade. He
pulls himself up, starting the daunting task of scaling the tower.

CUT TO:

INT. JUDAH’S CAMPANILE/CAMERA OBSCURA - NIGHT

Back to Judah and the Crow. The clouds being projected onto the camera table (and
subsequently the Crow itself) are rushing at an unearthly speed. The create a surreal
backdrop for the Crow’s frenetically beating wings - in effect, a mockery of the bird
flying.

JUDAH
Easy, little wing. It will all be over soon.

EXT. JUDAH’S TOWER - NIGHT

Ashe continues to climb. A cluster of PIGEONS take wing, startled from their roost...

Ashe pulls back, one of his hands slipping free. He dangles there for a moment, hanging
by the tenuous grasp of his fingertips.

SIBYL

who has been lurking in the shadows, suddenly lifts her head up...

SIBYL
(full of portent)
Ashe is here.

Judah grins. This moment has been a long time coming...

JUDAH
Not for long.

Judah raises the misericord up high. Sarah turns her head away as...

...Judah plunges the weapon down, pounding it straight through the bird’s right wing!

CUT TO:

EXT. JUDAH’S TOWER - NIGHT

Ten stories up now. Ashe suddenly loses his handhold. He SCREAMS in agony as he
suffers the pain of the Crow through their symbiotic link. Ashe stares down at his hand in
disbelief...

CLOSE ON ASHE’S HAND

Blood seeps from a stigma-like wound on his palm.

INT. JUDAH’S TOWER - CAMERA OBSCURA - NIGHT

Judah plunges a second misericord into the Crow’s left wing...

EXT. JUDAH’S TOWER

Ashe CRIES OUT again as his left hand is seemingly twisted back against his will. A
second stigma wound appears.

He slips, tumbling to the next ledge down but catching himself on his fingertips. He
hazards a look down...

ASHE’S POV

Day of the Dead CELEBRANTS crowd the streets far below.

BACK TO SCENE

ASHE
(in agony)
...oh God...help me...

It takes every ounce of Ashe’s strength to keep from letting go. He tightens his
white-knuckled grip on the ledge above.

Shaking terribly, trying to fight back the pain, Ashe continues to climb. He reaches up to
a...

STONE MAIDEN

which protrudes from the building’s facade. The maiden’s face has been all but worn bare
by the harsh elements.

Ashe clutches the back of the maiden in a parody of a lover’s embrace. Using the statue
for support, he drags himself back up to relative safety. Now Ashe is face to face with the
maiden, staring into its blind stone eyes.

ASHE
Sarah.

Ashe whispers the word like a mantra, using it to urge him on. Steeling himself again,
fighting the burning pain, Ashe resumes his climb. He’s on autopilot now, just trying to
reach the campanile, which at this point, seems hopelessly unattainable.

THE SKY ABOVE

seems to churn and roil. A storm of epic proportions is about to break.

CUT TO:

INT. JUDAH’S CAMPANILE - CAMERA OBSCURA - NIGHT

The Crow has now been crucified to the camera table, a misericord staked through each
wing.

CROW’S ANAMORPHIC POV

as Judah reaches for a third misericord. He raises it high above his head, preparing for the
coup de grace.

JUDAH
(whispering)
Ashes, ashes, we all fall down...

As the dagger comes down we hear...

SARAH
(screaming)
No!!!!

CUT TO:

EXT. JUDAH’S TOWER - NIGHT

Ashe Cries out a final time as a GAPING WOUND appears on his chest, BLOOD
BLOSSOMING outward.

CITY STREET

The Day of the Dead celebrants swirl around us, Judah’s Tower rising up behind the mob
- an unholy ziggurat built to challenge the gods. The CROWD has been worked up into a
frenzy. Everyone is singing and dancing. MUSIC blasts from loudspeakers...

ASHE

comes CRASHING DOWN atop a small vending stall filled to the brim with flowers an
sugar skulls. Time slows as a flurry of golder marigold petals flutter down around his still
form.

INT. JUDAH’S CAMERA OBSCURA - NIGHT

The Crow is dead, transfixed by the gleaming misericords. Blood is pooling beneath
black flight feathers.

Judah steps back, momentarily overwhelmed by the enormity of his crime.

JUDAH
It’s done.

Judah looks to the camera obscura’s table. The blood from the Crow has completely
covered the table’s concave surface, filling it to the brim like liquid in a shallow bowl.
The end result is an eerie reflecting pool.

AS WE WATCH, THE IMAGE OF THE CLOUDS

cast by the camera lens onto the table begins to ripple and dissolve, only to be replaced by
Judah’s own, shimmering reflection.

BACK TO SCENE

With a shaking hand, Judah dips his fingers into the pooling blood and begins to paint his
face. A swatch of blood over one eye, then a swatch over the other. A long, bloody smear
over his lips...

The action harkens back to the moment when Sarah painted Ashe’s face - a parallel ritual
turned on its head.

CUT TO:

INT. JUDAH’S CAMPANILE - CAMERA OBSCURA - NIGHT

Judah turns towards us, his transformation now complete. We see that he has painted
himself a parody of Ashe’s irony mask in the Crow’s own blood.

SARAH

watches with a mixture of mounting horror and morbid curiousity.

JUDAH

scoops up a handful of the Crow’s blood and brings it to his lips.

CLOSE ON JUDAH’S LIPS

as he drinks, letting the overflow trickle down over his chin and neck.

CLOSE ON JUDAH’S FACE

his once-pallid features now glow with a kind of beatific radiance.

WE RISE UP

from Judah, up and up into the darkest reaches of his tower. Judah is LAUGHING,
laughing in the face of Death itself.

CUT TO:

EXT. JUDAH’S TOWER - STREET

Ashe lies amidst a field of shimmering glass shards and flowers.

THE MASKED CELEBRANTS

slowly gather around Ashe, craning their necks for a view of the fallen angel.

CLOSE ON ASHE’S FACE

Relaxed, peaceful, even. For a moment, we aren’t sure whether or not Ashe’s soul has
fled.

The peripheral noise from the street festival dies away. We’re in the eye of the hurricane
now. Once again, time seems to shudder to a stop. And the only thing we hear are...

THE CROWS

Thousands of them, filling the heavens with their KEENING WAILS.

Ashe slowly opens his eyes, tentative. When you’re this deep in the bosom of bliss, the
last thing you want to do is waken, but waken he does...

ASHE’S POV - THE SKY ABOVE JUDAH’S TOWER

is black with crows. And endless army of carrion-creatures, swirling madly about.

BACK TO SCENE

Ashe sits up, stares at the crows, fascinated, frightened. Then his eyes fall to the faces of
the people around him. We are in dream-time now, blurring the edges of reality.

A CHILD

wearing a skull mask pushes to the front of the crowd. He stares at Ashe a moment, then
lifts the mask from his face...

It’s Danny.

ASHE
(confused)
Danny...?

Ashe rushes to Danny’s side, holding him tight, his disbelief overpowered by the
unfettered joy of seeing his son once again.

ASHE
What are you doing here?!

DANNY
It’s time to go back, Dad.

Ashe looks up at the screaming crows above them.

ASHE
Is that why they’re here?

DANNY
(nodding)
They’re the souls who came before you. They’re crying for
the people they’ve lost.
(beat)
Now they’re crying for you.

ASHE
But Sarah still needs me.

DANNY
You don’t understand, Dad. You work for the dead, not the
living. Your work here is done.

Ashe reaches for his son’s shoulders, all but pleading with him.

ASHE
I can’t go, not yet, not now...

DANNY
You have to.

ASHE
Danny, I can’t leave her like this...

The CRIES of the crows grow louder as the sky above becomes darker.

A shadow passes over Danny’s face. He Seems Saddened. For a moment, it seems as if
another entity creeps into Danny’s voice.

DANNY
If you turn your back on the dead now, you’ll be trapped
between the worlds. You’ll never be allowed to cross over.
(beat)
You’ll be alone, Dad. Forever.

Ashe hesitates a moment, realizing the enormity of what he is about to do. It’s an
agonizing choice.

ASHE
I have to stay.

Danny nods.

DANNY
I know.

Danny reaches out to touch Ashe’s painted face...

DANNY
(forlorn)
Good-bye, Dad.

As Danny says his parting words, the SOUNDS of the world around them come rushing
back with startling clarity. Danny starts to turn away...

ASHE
Danny, wait...!

WHAM! Ashe bolts up from the bed of flowers and glass. The spell is broken. Was he
dreaming...?

No, there’s Danny slipping back into the crows, the mask pulled down over his face once
again.

Ashe reaches for Danny, spinning him around, pulling off the mask...

...only it’s not Danny! It’s a drunken DWARF with fucked-up teeth who’s laughing his ass
of at Ashe. Ashe recoils, horrified, then spins around, suddenly finding himself face
to face with...

JUDAH

standing just a few yards away, emerging from the doorway of his tower. He got the
anti-Crow blood mask on his face. His eyes are glowing like twin stars and his lips are
curled back in a feral snarl. In his hands, he holds one of the chains from his campanile.

Judah grabs Ashe by the lapels of his coat, draging him close so they’re eye to eye -- close
enough to breathe the same beath -- two sides of a coin.

JUDAH
Tell me, Ashe. Do you every get the feeling we’re all just
dead men on leave?

ASHE
(seething with hatred)
Judah.

JUDAH
In the flesh.

Judah flings Ashe backwards...

Ashe reaches his hand into his coat, pulling out a .45. He FIRES into Judah’s chest - once,
twice, thrice...

Judah doesn’t even stagger, he just keeps on grinning. Wisps of smoke rise up from the
holes in his chest.

Ashe stares at Judah, dumbfounded.

ASHE
What...are...you?

JUDAH
I’m your shadow, Ashe. Every angel’s got a devil. Didn’t you
know that? Or maybe you just slept your way through Sunday
school?

Judah lashes out with the rope. Ashe spins and falters. Incredibly, he finds himself feeling
pain.

Judah follows with a series of blows, each more savage than the next, driving Ashe
back...

Ashe stumbles, falls to his hands and knees. He reaches to his mouth, his hand comes
away spattered with blood. Ashe shakes his head to clear it.

Judah kicks Ashe in the face, knocking him onto his back...

...but Ashe springs back to his feet. He tries to strike Judah. Judah catches Ashe’s hand
and squeezes tight. We hear bones snapping.

CRACK! Judah smashes out with his other fist, Ashe spins around and collapses...

Ashe tries to push himself up by his hands. He coughs, spitting up more blood, crawls
forward...

ASHE
What... did you do to me...?

JUDAH
I’ve tasted the blood of the Crow and taken your power.

WHOOSH! Judah whips the rope about, snapping the end around Ashe’s neck, dragging
him off his feet.

Judah pulls Ashe forward, crouching over him like a spider ready to devour its prey.

JUDAH
You’re flesh and blood now, Ashe. You can die like any other
man.

ASHE
Go to hell.

JUDAH
Already been there. And I must confess, I liked what I saw.

CUT TO:

INT. JUDAH’S TOWER - NIGHT

Sarah sobs quietly, still chained to the pillar. A figure suddenly appears at her side --
Sibyl. Sarah looks up...

SARAH
What...?

Sibyl produces a key from within her robes. She places the key in the lock on Sarah’s
manacles. With a turn of the key, the manacles fall away and Sarah is free.

Sarah looks back at the blind oracle, uncertain.

SARAH
Why are you doing this?

Sibyl fixes Sarah with her blind stare.

SIBYL
Ashe needs you now. More than ever.

Sibyl raises her other hand. She’s holding one of the misericords which she extends to
Sarah.

SIBYL
Go to him.

Sarah takes the misericord and racees for the end of the campanile, towards a beckoning
doorway and a stairwell beyond. Printed on a grime-smeared placard nearby are the
words...

"THIS IS NOT AN EXIT"

Sarah rushes through the doorway, heedless.

CUT TO:

EXT. JUDAH’S TOWER, CITY STREETS - NIGHT

Judah plants his foot on Ashe’s chest, tightening the chain around Ashe’s throat.

JUDAH
Looks like the dead have forsaken you, my friend.

Ashe clutches at the rusty chain links which bite into his flesh, choking.

JUDAH
Look at you, bleeding like a stuck pig. Where’s your
precious strength? Where’s your power?
(drawing closer, whispering)
You’re nothing now, Ashe, not even a ghost.

Judah rises. He grabs a hold of the chain, pulling...

ASHE

down the street. Ashe SCREAMS as his body is dragged across the asphalt...

CUT TO:

INT. JUDAH’S TOWER, ELEVATOR - NIGHT

Sarah rushes into a rickety old elevator, pulling the accordion-style security gate shut. She
punches the "DOWN" arrow on the tarnished control panel. With a lurch and HUM
the elevator car starts its journey downward.

EXT. CITY STREET, MOVIE PALACE - NIGHT

Judah has dragged Ashe over to the East side of the street, in front of an old movie
palace. He leaps atop one of the vending stalls and clambers onto the marquee itself.

JUDAH

shouts to the crowds below, his eyes on fire.

JUDAH
You want death?! Here he is, people!!! Take a good look!!!

Even as Ashe fights to free himself of the chain, Judah loops one end of it over a street
lamp. He jumps from the marquee, using his body weight to pull Ashe from the ground...

ASHE

is dragged up into the air, dangling above the faces of the crowd.

EXT. CITY STREET, JUDAH’S TOWER - NIGHT

Sarah rushes out the front entrance of the tower, into the Day of the Dead crowd which
swarms below. She pushes through the mob, trying to fight her way across the street.

EXT. CITY STREET - MOVIE PALACE - NIGHT

Ashe swings like a puppet from Judah’s improvised hangman’s noose. His coat and short
have been all but torn to shreds.

Judah drags down on the chain harder, lifting Ashe even higher, tightening the noose. He
secures the chain on a hydrant, then strolls forward, inspecting his work. Judah circles
Ashe, grinning like the cat who swallowed the canary.

JUDAH
Now don’t we look pretty...

Ashe struggles, choking, causing...

THE TATTERED PAINTING

of Danny’s that Ashe had kept in his coat pocket to fall free. It flutters to the ground,
landing at Judah’s feet.

Judah kneels, picking it up. As he unfolds the painting, we see that it has been stained
with Ashe’s own blood. He tilts it this way and that -- as if he were appraising the
craftsmanship of the piece.

JUDAH
Nice. If you prick him, does he not bleed?

Judah looks up at Ashe, his eyes full of crazed humor, then he very deliberately tears the
painting to shreds, letting the pieces fall away into the night wind.

Judah reaches for metal rod, lashing out at Ashe’s bare, bloodied back...

WHACK! Ashe SCREAMS. Judah is hell-bent on beating Ashe into oblivion. With every
stroke of the switch the crowd CHEERS.

CLOSE ON ASHE

His eyes are rolling to whites as consciousness begins to recede...

ASHE’S POV

The swirling faces of the masked celebrants, with Judah front and center. Mob mentality,
everyone drunk and LAUGHING, jeering at Ashe, the dangling fool. It’s a scene out of
Hell...

.. and behind Judah, a familiar figure pushing her way to the front of the crowd...

SARAH

lunges forward, clutching the misericord, shoving a reveller aside...

SARAH
Get away from him!

Judah turns. Sarah drives the misericord into Judah’s eye. Judah, momentarily blinded,
falls back...

Sarah unlashes the end of the chain from the hydrant...

ASHE

falls to the street as the chain CLATTERS over the street lamp. He unravels the chain
from his throat and drags himself back up...

ASHE
Sarah, get back!

Too late. Judah has torn the misericord from his eye. He rushes up to Sarah and...

...THUNK! Drives it deep into her chest.

ASHE
SARAH!!!

Sarah gasps, drops to her knees, clutching at the dagger’s handle. She pulls the misericord
out. Blood begins to well up from the wound. She stares at her blood-covered hands in
disbelief, then falls back.

Silence now as the crowd begins to back away. The mood has shifted.

Ashe drops by Sarah’s side. She stares up at the sky, eyes wide with wonder...

SARAH
The crows...I can see them coming...

SARAH’S POV

Once again, the crows are wheeling a