As Good as It Gets Page #5

MELVIN:

The table's fine if it had some

cholesterol on it. Two sausages,

six bacon strips, fries, three

eggs over easy and coffee.

CAROL:

You're gonna die soon with that

diet, you know that?

MELVIN:

We're all gonna die soon. I will.

You will. It sure sounds like

your son will.

ON CAROL:

Stunned. Some crazy street-freak has slipped under her

perfect guard and momentarily devastated her. Melvin

senses that he's gone way too far. He wipes his knife.

CAROL:

If you ever mention my son again,

you will never be able to eat here

again. Do you understand? Give me

some sign you understand or leave

now. Do you understand me...

(adds truthful label)

you crazy freak? Do you?!?

A beat and then Melvin nods, hardly breathing -- backing

down.

CAROL:

Okay. I'll get your order.

She walks away. Melvin watches her, biting his lower

lip. He takes some napkins and cleans the table himself.

INT. CAROL'S APARTMENT - NIGHT

She is underneath a YOUNGER, cuter MAN on the living room

sofa. He is expertly into foreplay. She begins to make

noises as she responds... each time startling herself

with her own noise and trying to reign it in.

She's two women here -- one speeding the pleasure highway

-- the other -- functional mom so blown away by the

emergence of this sexy self that she laughs. The Young

Man stops and looks at her.

YOUNG MAN:

What?

CAROL:

I... I... I don't know... You got

me.

His eyes try to burn into hers... She is getting excited

but doesn't know how to play it... He pushes one of the

fingers of the hand caressing her face toward her

mouth... She closes her teeth, his fingers attempt

opening her mouth. She stops him.

CAROL:

Let me just do whatever I do by

myself... I'll catch up to you

someplace I promise.

(as he's put off)

Oh, no... don't look like that.

No. I'm sorry if I'm a goof.

And so with earnestness and caring, she has transformed

the sex into something more intimate -- and, talk about

egg in your beer, hotter. Things are getting wild when

we hear from the distance a child, SPENCER, CALLING and

COUGHING.

CAROL:

Kissing... kissing boys. Oh my.

Carol pulls her head away -- as Spencer's call continues.

SPENCER (O.S.)

(softly)

Grandma, grandma...

YOUNG MAN:

Maybe you better check.

CAROL:

Like what did you think I was

going to do?

INT. HALLWAY/BEVERLY'S ROOM - NIGHT

Pulling herself together she goes off down the hallway...

she ducks her head into the first bedroom where her

mother, BEVERLY, is listening to music on headphones...

she takes them off when she sees Carol, then hears the

cough.

BEVERLY:

I'm sorry. I was hearing just

everything you were doing so I put

these on to give you privacy.

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