INT. NATURAL HISTORY MUSEUM - BUG LAB - DAY

 A large Madagascar Hissing Cockroach, striped brown and
 black, sits in the hand of a LITTLE BLONDE GIRL (5).

 Her angelic face is filled with curiosity and wonder. She
 pets the insect as if it were a mouse. 

 Six other children crowd around her, trying to get a look.

 NICK (O.S.)
 He hisses by forcibly expelling air
 through breathing pores. 

 NICK GREGGOR (25) is good looking, with a thin wiry frame and
 large haunted eyes. Although he's painfully shy around
 adults, he comes alive when talking to children.

 The bug lab is a large, dimly lit room with rows of pinned
 bugs in display cases. All shapes and sizes.

 NICK
 But don't be afraid. This little
 guy is very docile, and makes a
 great pet.

 The bug HISSES. The children all giggle with delight.

 BLONDE GIRL
 Mommy, can I have one? Please!

 Behind the kids, all wearing expressions of disgust are a
 YOUNG MOM, an ATTRACTIVE MOM, and other parents. 

 YOUNG MOTHER
 Absolutely not. Give it back,
 honey. Give it back to the man.

 Nick takes the roach and puts it back in its plastic bin.
 There are several other bins, filled with exotic insects.

 NICK
 (to the kids)
 I'll tell you what, if you all come
 back around noon, you can watch me
 feed Brittany, my TARANTULA.

 The children react with glee, the mothers with revulsion. As
 the women usher their children into the museum hall...

 ATTRACTIVE MOTHER
 You really keep those things in
 your home?

 Nick seems flattered that she is talking to him.

 NICK
 Sure, I have over eighty different
 pet insects in my apartment.

 ATTRACTIVE MOTHER
 I'm guessing you're NOT married.

 Now, Nick looks stung. As they exit, the women titter and
 whisper like cruel schoolgirls.

 YOUNG MOTHER
 Melissa you are so mean!



 EXT. NATURAL HISTORY MUSEUM - DAY

 Establish. The children and their pretty mothers exit the
 museum past sculptures of dinosaurs.



 INT. NATURAL HISTORY MUSEUM - BUG LAB - DAY

 Nick catalogues rows of exotic dead insects spread out on a
 worktable. Near by sits his best friend...

 SANJAY
 What do you expect? Roaches aren't
 babe magnets. 

 SANJAY PATEL (27), obnoxious and cocky, speaks with a
 lingering Indian accent, making his American idioms sound a
 little odd. He fancies himself a lady's man.

 NICK
 Her kids were nice - still young
 enough to be curious. No fear. No
 judgement. Not like their mother.

 SANJAY
 Too bad. She had a nice rack, too.

 NICK
 I just want to meet someone I
 connect with. 

 Sanjay pins dead wasps in neat little rows, and makes notes
 on each sample on a pad.

 SANJAY
 A romantic.
 (beat)
 What about that grad assistant. The
 redhead upstairs. You like her?

 NICK
 Her hair's always in her face. I
 can't tell what she looks like.

 SANJAY
 She's not bad. I can tell all I
 need to know about a woman by
 looking at her feet.
 (beat)
 She has delicate bones.

 NICK
 I don't know. She seems a little
 weird.

 Beat. Sanjay gives him a look - you're one to talk.

 SANJAY
 She's just shy. I'm telling you, girls
 like that are animals in the sack. 

 Nick examines a specimen with a pair of long metal tweezers.

 NICK
 I just feel like, whenever I meet
 someone, they look at me like I'm
 some kind of... insect.

 SANJAY
 My friend, let me give you some
 advice. Get rid of your pets.

 Nick looks genuinely shocked.

 SANJAY
 Take it from me. I don't even keep
 BOOKS about wasps in the house - It
 drives chicks away like poison.

 NICK
 (indignant)
 I'm an entomologist. Shouldn't I
 find somebody who likes me for who
 I am?

 Sanjay laughs.

 SANJAY
 At some point you make a choice.
 Women or bugs. You can't have both.



 INT. NATURAL HISTORY MUSEUM - HALLWAY - NIGHT

 Nick walks down the dark, vacant hallway. His bins of live
 bugs are stacked on a hand dolly. 

 He hears footsteps and he looks over his shoulder to see if
 he is being followed. The hall has the ambiance of a morgue.

 Then he sees her, sitting on the bench near the elevator.

 ALICE BANNER (22), frizzy red hair obscures her face. A
 frumpy sweater hangs to her knees. She's reading a book.

 He slows down. Unsure if he should say something. Decides to
 just roll past her...

 ALICE
 Hi!

 It startles him.

 ALICE
 Sorry. You're Nick right? I hear
 you're really good with the kids.

 NICK
 Oh... Thanks.

 ALICE
 You like to work late too?

 Nick shrugs and tries to get a good look at her, but the
 light is dim and her hair covers her features.

 She speaks in nervous bursts, talking very quickly, but then
 abruptly stopping. 

 ALICE
 I'm Alice Banner. And-I-was-going
 to-get-a-cup-of-coffee.
 (pause)
 I-don't-know-why-I-said-that-It-was
 such-a-stupid-thing-to-say.
 (pause)
 I-hate-coffee-I-drink-tea.

 She laughs nervously and abruptly stops. They have a hard
 time making eye contact. There is a long awkward pause.

 ALICE
 So, what's in the boxes? 

 NICK
 Oh, Nothing. Just... for the kids.

 Something scuttles around in the bin.

 ALICE
 What is it? A hamster?

 NICK
 No. Actually.
 (beat)
 You know. I'm sorry. I'm sort of in
 a hurry.

 ALICE
 Oh okay.

 She brushes her hair back for a second, revealing that her
 face is VERY pretty. Delicate as a fairy. 

 As he steps into the elevator, Nick reconsiders. He opens his
 mouth to speak and searches for the words. 

 But the moment is lost. The elevator doors close. 



 INT. NICK'S APARTMENT - STAIRWAY - NIGHT

 He trudges up the stairs dragging his bins along behind him.
 He punctuates each step with a curse.

 NICK
 Stupid. Idiot. Stupid. Idiot. 

 When he finally gets to the door of the apartment, he sees
 something sitting on the welcome mat.

 A PACKAGE

 A cube the size of a jack-in-the-box, wrapped in brown paper
 with UPS labels and holes for ventilation - a live specimen.



 INT. NICK'S APARTMENT - KITCHEN - NIGHT

 The kitchen is lit by a single lamp. It's barren otherwise.

 Nick enters and places the package on the counter, and uses a
 long pair of SCISSORS to cut away the cardboard.

 Inside the wrapping is a plastic, translucent container. And
 in the container we see the shadow of some sort of bug.

 CLOSE ON NICK

 Excitedly, like a child at Christmas, he pops the lid and
 looks inside. He's shocked. Amazed. 

 We don't see what he sees but whatever it is, it takes his
 breath away. A faint green glow plays on his face.

 From the box, comes a distinctive CHIRP, causing Nick to
 break into a wide grin.



 INT. NICK'S APARTMENT - LIVING ROOM - NIGHT

 There is a single couch and an old TV sitting on a crate, but
 the room is dominated a dozen lushly landscaped, TERRARIUMS.
 Each is filled with EXOTIC BUGS.

 Nick dials a number on a cordless phone, and as it rings he
 puts his pet Madagascar roaches back in their glass box.

 SANJAY (O.C.)
 Hello?

 NICK
 So I talked to that girl.

 Sanjay sounds groggy - his sleep interrupted.

 SANJAY (O.C.)
 What girl? What time is it? Fuck.

 Nick taps the glass to say hello to his other pets. Mantids.
 Katydids. Colorful horned beetles. Undulating millipedes.

 NICK
 Did you say something to Alice
 about me working with kids? 



 INT. NICK'S APARTMENT - BEDROOM - CONTINUOUS

 Nick walks through the bedroom, past more terrariums. Again
 there is no furniture other than a simple, double bed.

 CLOSE ON a giant, black SCORPION stalking a cricket.

 SANJAY (O.C.)
 I talked you up a little sure. I
 was trying to do you a favor.

 NICK
 Well, there's something about her I
 like, but she took me by surprise.



 INT. NICK'S APARTMENT - HALLWAY - CONTINUOUS

 Nick continues to walk and talk, stopping to put his
 tarantula, Brittany, back in her terrarium.

 SANJAY (O.C.)
 You choked again, didn't you?

 NICK
 Well... That's not why I called. 



 INT. NICK'S APARTMENT - KITCHEN - NIGHT

 Nick comes full circle, back to the kitchen counter.

 NICK
 I got a package. I thought I was
 getting a mantid, but they sent me
 something else. 

 Nick opens the plastic container. Once again, we don't see
 what he sees, but he is spellbound. 

 NICK
 It has a head like a praying
 mantis, but a body like a carabida.
 It also has some sort of proboscis.

 SANJAY (O.C.)
 Well, if is has a proboscis, it's
 not a mantid. How big is it?

 We hear a strange CLICKING. 

 NICK
 It's big. It's really big.
 (beat)
 And beautiful... in its own way.

 SANJAY (O.C.)
 How many segments on its abdomen?

 Nick rummages and finds a pair of long tweezers.

 NICK
 Hold on, I'll check. It came from
 Brazil, originally but - 

 As he reaches in with long tweezers, there is a loud CROAK
 and the container SHAKES. 

 Nick flinches, jerks back, and GASPS... 

 NICK
 Holly shit! It's aggressive.

 SANJAY (O.C.)
 Hey man, I'm beat. We'll look it up
 in the morning. 

 Sanjay hangs up. The box shakes again and Nick quick slams on
 the lid to keep it from escaping. 



 INT. NICK'S APARTMENT - BEDROOM - NIGHT

 The old architecture, dark wood paneling, and HISS of the
 iron radiator make the space ominous and surreal.

 Nick can't sleep. He's restless, tossing and turning in his
 patterned FLANNEL PAJAMAS. His new bug darts and jumps around
 in its container, making quite a racket. 

 He sits up in bed. The mysterious bug CHIRPS.

 CLOSE ON A WRIGGLING ROACH - MOMENTS LATER

 Nick drops a small ordinary beetle into the container. There
 is a HISS and a flurry of movement inside the box.

 NICK
 Wow. You're mean when you're
 hungry.



 EXT. NICK'S APARTMENT - DAWN

 Establish. A quaint little building with about eight units.



 EXT. NICK'S APARTMENT - OUTSIDE HALLWAY - DAY

 Nick hustles out of his apartment, but just as he shuts the
 door, MIRIAM FOGEL (66) appears in the hall. She's a short
 fussy woman with a sour expression. The landlady.

 MIRIAM
 Mr. Gregory, I was hoping I'd catch
 you.

 NICK
 Hi. I think I sent you a check -

 MIRIAM
 - Yes you did. There's something
 else we need to discuss. 

 NICK
 Sure.

 MIRIAM
 Your neighbors have a problem and
 frankly I share their concerns.

 NICK
 Miriam, when I moved in, you said I
 could keep pets.

 MIRIAM
 I meant a dog, a cat, a goldfish.

 NICK
 My pets are as safe as fish. Safer
 in fact, because there's no water
 to leak on the floor.

 MIRIAM
 I keep a CLEAN building.

 NICK
 Yes. Spotless. I agree. I promise
 they will NEVER cause trouble.

 Miriam looks Nick over. She's not a woman you want to cross.

 MIRIAM
 I don't ever want to hear that
 something got out. Understood?

 NICK
 Yes Ma'am.

 Nick hustles past her, down the stairs.



 INT. NATURAL HISTORY MUSEUM - HALLWAY - DAY

 Nick walks apprehensively down the hallway.

 He sees Alice, sitting on the bench by the elevator, eating a
 bag lunch and reading her paperback, The Trial. 

 She looks up, but he looks away, pressing the elevator button
 and behaving absurdly like he doesn't notice she's there. 

 She looks back to her book.

 ON ALICE - NICK'S POV

 Her legs are crossed, and she has popped her sandal off one
 foot - nude from the toe to the ankle. 

 ON NICK

 He is so taken by her pretty foot that he doesn't notice the
 elevator has arrived and the doors are open behind him.

 Alice looks up at him again. Curious. 

 Nick suddenly notices the elevator doors closing and lunges
 to hit the button. Too late. He shakes his head lamely.

 Alice smirks and goes back to her book.

 Nick looks like a man about to take a leap into a yawning
 abyss. All at once, he blurts out...

 NICK
 Would you like to have dinner with
 me?

 ALICE
 (quickly)
 Yes.



 INT. CHINESE RESTAURANT - DAY

 It's a tiny hole in the wall, filled with steam and noise
 from the kitchen. Alice and Nick are the only patrons, eating
 noodles on a wobbly table.

 She's anxious, talking fast. He's awkward, talking slowly.

 ALICE
 It's-a-really-cool-place-I've-never
 come-here-before-do-you-come-alot?

 NICK
 I usually just. Get take out.

 ALICE
 I-thought-we'd-see-a-movie-but-I
 looked-in-the-paper-and-nothing
 seemed-good-so-I-rented-this-I-hope
 you-don't-think-I'm-presumptuous.

 From her purse, Alice pulls out a video tape.

 NICK
 Okay.

 ALICE
 I-thought-we'd-watch-it-at-your
 place-if-thats-okay-I-mean-I-don't
 want-you-to-think-I'm-this-psycho
 control-freak-or-anything.

 NICK
 Uh... What?

 ALICE
 Do you have a VCR?

 NICK
 Sure.

 ALICE
 So-after-this-can-we-just-go to
 your-place?

 Nick looks uncomfortable.

 NICK
 Actually. Well, I. It's kind of a
 mess over there.

 ALICE
 You-should-see-my-place-I-mean-I
 tried-cleaning-up-but-I-started-to
 have-an-anxiety-attack.

 NICK
 Right.

 ALICE
 I-was-dusting-the-TV-when-I
 realized-oh-my-god-what-an-idiot-I
 don't-have-a-VCR-just-a-DVD-how-are
 we-going-to-watch this?

 She giggles wildly and then abruptly stops.

 NICK
 Right.

 Alice tucks her hair back behind her ear and SMILES. 

 It's the cutest smile Nick has every seen, but quickly she
 blushes and hides behind a curtain of frizzy red hair.

 Nick picks up the cassette and checks it out. Thinks.
 Hesitates. Thinks. Gathers his strength.

 NICK
 Okay. I think that would be okay. 

 ALICE
 Cool.

 They eat their noodles in silence, making furtive eye
 contact. 

 ALICE
 I'm having a really good time.

 Nick nods, and they eat their noodles in silence.



 INT. NICK'S APARTMENT - HALLWAY - NIGHT

 They enter stiffly. Nick in particular looks extremely
 uncomfortable. He takes her coat and they walk slowly into...



 INT. NICK'S APARTMENT - LIVING ROOM - CONTINUOUS

 The terrariums and bugs are nowhere to be seen. There is just
 the couch and the TV. Bare walls. Bare hardwood floor.

 ALICE
 I love this old building.

 NICK
 It's got character.

 ALICE
 And it's got a big kitchen.
 (beat)
 Is that the bedroom?

 She walks towards the far door to take a peek, but Nick
 lunges forward and blocks her way.

 NICK
 Oh, wait! Don't go in there. 

 ALICE
 (jumpy)
 Okay. Okay. I'm sorry.

 NICK
 It's just. I just don't... 

 ALICE
 No problem.

 He puts the videotape in the VCR. She sits down stiffly on
 the end of the couch.

 ALICE
 Do you have anything to drink? I'm
 feeling a little antsy.

 KITCHEN - MOMENTS LATER

 Nick nervously rummages through a cabinet and he finds an
 unopened bottle of vodka. 

 Then he rinses out two mismatched glasses in the sink.

 LIVING ROOM - MOMENTS LATER

 He pours the vodka straight into the glasses with ice. The
 old, black and white movie plays on the TV.

 NICK
 I don't really have anything to mix
 it with.

 ALICE
 That's okay.

 Nick takes a tentative sip of his drink and grimaces. She
 takes several thirsty gulps, finishing the glass.

 ALICE
 It's hot in here.

 She puts down the drink and in one swift motion pulls off her
 big baggy sweater. 

 She's wearing a little white t-shirt underneath, and her body
 is surprisingly slender and pert. 

 ALICE
 I'm sorry. Is this the most boring
 first date ever?

 NICK
 I'm not bored.

 Nick watches her as she refills her glass.

 WIDE ON THE LIVING ROOM - LATER

 Alice seems tipsy, giggling at the movie, and playing with a
 lock of her hair. Nick can't keep his eyes off her.

 ON ALICE - NICK'S POV

 As she leans forward to grab her glass, she repositions her
 legs so that their THIGHS ARE TOUCHING.

 This seems to send waves of electricity through Nick. He
 doesn't know what to do with his hands.

 ON NICK AND ALICE

 She takes yet another healthy sip of vodka and leans back so
 that their shoulders are touching as well.

 THEIR THIGHS - NICK'S POV

 Her pretty hand rests on her leg.

 Summoning his courage, Nick places his hand on his own thigh
 next to hers. Inches it closer.

 And inches it closer.

 He lifts his hand to put it on hers...

 Then the PHONE RINGS, shattering his nerves.

 WIDE ON THE LIVING ROOM

 Abruptly he stands up, grabs the cordless phone, marches into
 the bedroom, and closes the door behind him.

 Alice is left alone... and a little confused. She can hear
 Nick's hushed voice in the other room.

 BEDROOM - CONTINUOUS

 He paces back and forth in the dim light.

 NICK
 Why are you calling me?

 SANJAY (O.C.)
 I just want to hear how your big
 date went.

 NICK
 It's still going. She's here and
 we're watching a movie.

 SANJAY (O.C.)
 Did you get rid of the bugs?

 NICK
 Yeah. Well. I just moved them all
 into the bedroom.

 Beat. Reveal that the missing terrariums are stacked
 everywhere, filling the room and blocking the bed.

 SANJAY (O.C.)
 Nick. The point is to get HER into
 the bedroom. What are you thinking?

 NICK
 Damn it. I didn't think.

 SANJAY (O.C.)
 Nick. Breathe deeply. Listen to me.
 Go in there and make your move.
 (beat)
 But DON'T LET HER SEE THE BUGS.



 INT. NICK'S APARTMENT - LIVING ROOM - NIGHT

 Nick comes back into the room and sees that Alice is lying
 down on the couch.

 As he gets closer he realizes that she has passed out. The
 vodka bottle on the floor is half empty.

 Timidly, he touches her shoulder, but she doesn't wake up.

 He shakes harder, and she sits up, spilling her glass.

 ALICE
 Oh... where am I. Okay. Oops.

 She giggles and tries to take another sip, but Nick takes the
 glass away. She seems MUCH drunker than she was a minute ago.

 NICK
 You don't want more of that.

 ALICE
 Something happened. I was just
 sitting here and WHAM... and then I
 was asleep.

 NICK
 Are you okay to drive?

 ALICE
 Ohhh... sure. Do you want me to go?

 She tries to stand up but is unsteady on her feet. Nick
 catches her by the arm and sits her back down.

 NICK
 I think I should drive you.

 ALICE
 Can't I just stay?

 Beat. Nick nods sheepishly.

 NICK
 Okay. You can sleep here.
 (qualifying)
 Right here on the couch.

 She notices he is still holding his arm. She takes his hand. 

 ALICE
 You must think I'm such a freak.

 NICK
 No you're... exquisite.

 ALICE
 Exquisite? What kind of word is
 "exquisite?"

 She breaks into a wide, grin. Their eyes lock. If ever there
 was a time to kiss her, it's now.

 But he doesn't. He stands up lamely. 

 NICK
 Okay, you're going to need pajamas.
 And a blanket.

 He walks off, leaving her alone on the couch.

 CLOSE ON ALICE

 She looks sleepy, embarrassed... and disappointed. 



 INT. NICK'S APARTMENT - HALLWAY - NIGHT

 Nick pulls a comforter down from high in the closet.



 INT. NICK'S APARTMENT - LIVING ROOM - NIGHT 

 He walks back in with the blanket, and sees that she is
 asleep again, lying on her side with her back to him. 

 She wears his pajama top, and her face is hidden by hair, but
 her legs, bare and lithe, stretch out over the cushions.

 Nick covers her with the blanket. Switches off the light.



 INT. NICK'S APARTMENT - BEDROOM - NIGHT

 Nick enters, lost in his thoughts, and he flips off the
 light. It's pitch black.

 Click! He turns the light back on. He does a double take. He
 stares at something off screen. 

 REVEAL the container for the new bug. The top has been chewed
 up and pushed away. Nick looks closer. 

 The box is EMPTY. THE BUG HAS GOTTEN OUT.

 From somewhere else in the apartment he hears it CHIRP.



 INT. NICK'S APARTMENT - KITCHEN - NIGHT

 He enters with the long tweezers, listening for the sound.

 He hears the chirp and the scamper of little legs.

 CLOSE ON NICK

 He pushes aside a trash basket, and IT SPRINGS OUT AT HIM.

 He jumps back and falls to the ground. We hear the scuttle as
 it runs out of the room. We just miss seeing it clearly.

 NICK searches through a drawer and finds a flashlight.



 INT. NICK'S APARTMENT - HALLWAY - NIGHT 

 Quietly and cautiously he walks down the hall, scanning the
 baseboards with his flashlight beam.

 He flinches, hearing something, and he whips his light to the
 ceiling, but there is nothing there.



 INT. NICK'S APARTMENT - LIVING ROOM - CONTINUOUS

 He enters quietly, trying not to wake her. In the dim light
 she looks like a mermaid floating on dark water.

 The beam searches the floor... then the walls. There is no
 sound other than her gentle breathing.

 Crack! He bumps into something. The TV. 

 He turns just in time to glimpse something scurry under the
 couch where she is still dead asleep.

 He tip-toes over. He crouches down to peer under the couch.

 NICK'S POV

 He shines the flashlight up and down. He's startled by an old
 COOSH BALL but there's no sign of the bug.

 He sees an old hole in the wall, about three inches wide.

 ON NICK

 He hears it scuttle through the wall like a rat.

 NICK
 (whisper)
 Fuck.

 He sits up and turns off the flashlight...

 ...Just as something JUMPS ON HIS SHOULDER.

 Nick SCREAMS...

 ... but it's not a bug, it's a HAND.

 ALICE
 It's just me. I'm sorry. I didn't
 mean to scare you.

 She pets his hair, touches his cheek.

 ALICE
 Calm down. It's okay.

 His heart racing, he leans forward and kisses her.

 For both of them, it's as if a damn has finally broken. They
 fall upon each other, ripping at each others clothes.

 We don't see much in the darkness, just glimpses of luminous
 flesh and writhing arms and legs. 

 As they make love, we PAN down her calf to find...

 AN INSECT BITE. Right on the top of her foot.

 Their moans get frenzied as they get close to climax...

 SMASH CUT:

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