





















                          NAPOLEON


                             A

                         Screenplay

                             by

                      Stanley Kubrick






















                                        September 29, 1969






FADE IN:

INT.  BEDROOM CORSICA - NIGHT

A well worn teddy-bear is cradled in the arms of Napoleon,
age 4, who dreamily sucks his thumb, listening to a
bedtime story told by his young mother, Letizia.  His 5-
year old brother, Joseph, is already asleep, beside him.

                         NARRATOR
          Napoleon was born at Ajaccio in
          Corsica on August 15th, 1769.  He
          had not been a healthy baby and his
          mother, Letizia, lavished him with
          care and devotion.  In middle age,
          he would write about her from St.
          Helena.

                         NAPOLEON (V.O.)
          My mother has always loved me.  She
          would do anything for me.

MAIN TITLES

INT.  DORMITORY BRIENNE - NIGHT

It is still dark on a freezing winter morning.  The boys
are being awakened by a monk, loudly ringing a bell.
Candles are lit.

Napoleon, age 9, sun-tanned, leaps out of bed, rubbing his
arms and shivering.  He tries to pour a pitcher of water,
discovering that it has frozen solid.

                         NAPOLEON
          Who has been putting glass in my
          pitcher?  Look here, someone has
          filled my pitcher with glass!

                         DUFOUR
          Oh, my goodness!  Someone has filled
          Bonaparte's pitcher with glass.
          Now, who on earth would do a thing
          like that?

                         BREMOND
          Oh, heavens, look someone has filled
          my pitcher with glass too!

                         MONK
          Silence!  Silence!  You should not
          make fun of Monsieur Bonaparte, he
          comes from a country where it is
          never very cold.  He has probably
          never seen ice before.

                         DUFOUR
          Never seen ice before?  Oh, dear me
          -- how very odd.

The boys snicker.  Napoleon glares at them.

                         NARRATOR
          At the age of 9, Napoleon entered
          the Royal Military College at
          Brienne, in France, under a royal
          scholarship.  For the next five and
          a half years, he would devote
          himself to preparation for his
          military career.  These were harsh
          and cheerless years for the lonely,
          impoverished provincial, among
          affluent French noblemen's sons.

EXT.  FARM BRIENNE - DAY

A lovely, late-summer afternoon.  A small group of boys,
in their school uniforms, are impatiently gathered around
a rough table, covered with stacks of thick bread and jam
and tin mugs of milk.  The farmer's wife supervises
things, collecting a sou from each boy.

Napoleon, 9, stands apart from the group, drinking his
milk, a book under his arm, lost in thought, gazing across
the cornfield at the school buildings, which are
beautifully colored by the late sunlight.

                         BREMOND
                  (overly cheerful)
          Good afternoon, Bonaparte.

Napoleon ignores him.

                         BREMOND
          What are you reading?

No reply.  Dufour moves behind Napoleon.

                         BREMOND
                  (angling his head to
                   read the title)
          Dear me, aren't we in an unfriendly
          mood.  Caesar's conquest of Gaul.
          Aren't we terribly conscientious
          about our studies?  By the way, did
          the supervisor give you permission
          to take that book away from the
          school grounds?

                         NAPOLEON
                  (quietly)
          Fuck off, Bremond.

                         BREMOND
          Oh, my goodness.  What language!
          Did you learn that from your mother,
          Bonaparte?

Bremond is 4 years older and much bigger than Napoleon.

                         NAPOLEON
          Fuck off!

At this moment, Dufour gives him a violent bump from
behind, spilling milk all over his uniform and splattering
the book.

                         DUFOUR
          Oh, goodness, my dear Bonaparte -- I
          am clumsy.  Oh, and look at your
          book!

Napoleon hurls the tin cup, with all his strength, at
Dufour, hitting him squarely on the forehead, with a
resonant pon-nnng!  Napoleon leaps on Bremond, and the two
boys go down in a tangle of bread, jam and milk.

INT.  MILITARY TAILOR - DAY

Napoleon, age 16, being fitted for his smart, 2nd
Lieutenant's uniform, studies himself in the full-length
mirror.

                         NARRATOR
          At the age of 16, he graduated a
          sub-lieutenant from the Royal
          Military School in Paris, and was
          posted to the crack regiment de la
          Fere, at Valence.

EXT.  FIRING RANGE - DAY

Artillery firing range.  A hot summer morning.  Napoleon
is part of a group of young officers loading and firing a
cannon.

                         NARRATOR
          The practical professional training
          that Napoleon would receive for the
          next three years would give him a
          working knowledge of all arms, and
          expose him to the advanced military
          ideas of du Teil, Bourcet and
          Guibert.

EXT.  DRILL FIELD - DAY

A calm, winter day, snow on the ground.  Napoleon and
group go through the ordered drill of loading and firing a
musket.  Their targets are painted figures of soldiers.

EXT.  FIELD - DAY

The edge of a wood near Valence.  A windy, spring day.
Napoleon and nine other young officers are gathered around
a leathery-looking Captain with steel spectacles, who is
instructing them in the art of map reading.  The map,
about four feet wide, is flapping noisily in the heavy
gusts of wind, despite the four pairs of knees and hands
struggling to hold it flat against the ground.

INT.  ROOM - NIGHT

Napoleon's room at Valence.  It is filled with books,
mostly of military subjects, but well-stocked with poetry,
history and philosophy.  He is reading by candlelight.
Outside we hear the sounds of revelry produced by less
conscientious officers.

                         NARRATOR
          His moods at this time were complex
          and varied.

                         NAPOLEON (V.O.)
          Life is a burden for me.  Nothing
          gives me any pleasure; I find only
          sadness in everything around me.  It
          is very difficult because the ways
          of those with whom I live, and
          probably always shall live, are as
          different from mine as moonlight is
          from sunlight.

INT.  INN - NIGHT

Napoleon, 17, the youngest of a group of a dozen officers
who are seated around a table in the local inn, drinking
and singing songs.

EXT.  FOREST - DAWN

It is a hazy, summer dawn.  Napoleon, 17, and Caroline
Columbier, a lovely young girl of 15, walk together in a
forest.  They occasionally stop to pick cherries.  It is a
scene of pre-Raphaelite innocence and beauty -- the young
officer, smartly uniformed, the innocent girl in a flowing
white dress.

                         NARRATOR
          He made friends with a family called
          Columbier, and would later write of
          his first flirtation with their
          daughter, Caroline.

                         NAPOLEON (V.O.)
          It will scarcely be considered
          credible, perhaps, but our whole
          business consisted in eating
          cherries together.

EXT.  LYON STREET - NIGHT

It is a witheringly cold winter night, in Lyon.  People,
bundled up to the eyes, hurry along the almost deserted
street, past empty cafes which are still open.

Napoleon, hands deep in his pockets, shoulders hunched
against the cold, passes a charming, young street-walker,
about his own age.  He stops and looks at her,
uncertainly.  A large snowflake lands on her nose which
makes him smile.

                         GIRL
          Good evening, sir.

                         NAPOLEON
          Good evening, Mademoiselle.

She is sweet.

                         GIRL
          The weather is terrible, isn't it,
          sir?

                         NAPOLEON
          Yes, it is.  It must be one of the
          worst nights we have had this
          winter.

                         GIRL
          Yes, it must be.

Napoleon is at a loss for conversation.

                         NAPOLEON
          You must be chilled to the bone,
          standing out of doors like this.

                         GIRL
          Yes, I am, sir.

                         NAPOLEON
          Then what brings you out on such a
          night?

                         GIRL
          Well, one must do something to live,
          you know -- and I have an elderly
          mother who depends on me.

                         NAPOLEON
          Oh, I see... That must be a great
          burden.

                         GIRL
          One must take life as it comes -- do
          you live in Lyon, sir?

                         NAPOLEON
          No, I'm only here on leave.  My
          regiment is at Valence.

                         GIRL
          Are you staying with a friend, sir?

                         NAPOLEON
          No... I have a... room... at the
          Hotel de Perrin.

                         GIRL
          Is it a nice warm room, sir?

                         NAPOLEON
          Well, it must be a good deal warmer
          than it is here on the street.

                         GIRL
          Would you like to take me there, so
          that we can get warm, sir?

                         NAPOLEON
          Uh-hh... yes, of course -- if you
          would like to go... there... but...
          I have very little money.

                         GIRL
          Do you have three francs, sir?

INT.  HOTEL ROOM - NIGHT

Napoleon's cheap hotel room is only slightly warmer than
the street.  A candle flickers in the draft, and the
driving snow forms a lovely vignettes on the window panes.

Napoleon sits fully dressed, still wrapped in his coat,
scarf, gloves and hat, watching the girl hurriedly
undressing, shivering, teeth chattering, and diving into
the ice-cold bed.

                         GIRL
          Br-rrr, these sheets are like ice.

                         NAPOLEON
          Oh, I'm sorry about that.

The girl shivers and waits for him to follow her into bed.
He doesn't move.

                         NAPOLEON
          What's your name?

                         GIRL
          Lisette.

                         NAPOLEON
          Only Lisette?

                         GIRL
          Lisette La Croix.

                         NAPOLEON
          That's a very nice name.  Where are
          you from?

                         GIRL
          Please, sir, come into bed or I
          shall die of a chill.

                         NAPOLEON
          Oh, yes... of course.

He stands and blows out the candle.

TITLE:  1789 - REVOLUTION

EXT.  TOWN SQUARE - DAY

It is jammed with 300 peasants and town workers.  Many are
women, Monsieur Varlac, the revolutionary leader, stands
on a cart flanked by a small Revolutionary Committee.  He
is muscular, bald man in his forties, wearing glasses.

Behind him, we see six severed heads, stuck on pikes.

                         VARLAC
          Citizens, word has come from Paris
          that the foul prison of the Bastille
          has been captured.
                  (cheers)
          That its Governor's head is up on a
          pike.
                  (cheers)
          All Paris is now in the hands of its
          people.
                  (cheers)
          Soon all France will be in the hands
          of its people.
                  (cheers)

As the cheers die down, we hear the sounds of a solitary
drum and marching men.  All eyes turn to the appearance of
a column of 25 French troops, led by Napoleon on a horse
and a single drummer, marching into the town square in a
column of threes.

Napoleon halts them just inside the square, and rides
forward, alone, into the huge crowd, who gives way for his
horse.  He stops about 10 feet from Varlac's cart.  The
man of the people stands, hands on hips, glaring at
Napoleon, who is now completely surrounded by the crowd.
Varlac and his committee converse in whispers.

                         VARLAC
          Good day to our brothers-in-arms.
          Have you come to join us?

                         NAPOLEON
          I am looking for Monsieur George
          Varlac who resides in the Rue de
          Frelicot.  Do you know him,
          monsieur?

                         VARLAC
          Very well, Citizen Lieutenant.  You
          have come to the right place, for I
          am Citizen Varlac.

The crowd laughs in an ugly way.

                         NAPOLEON
          Contrary to what you have been
          telling these good people, Monsieur
          Varlac, France is still in the hands
          of its proper authorities, and they
          have sent me here with a warrant for
          your arrest.  You are charged with
          the murder of Monseigneur de Bouchy
          and his son, and the burning of his
          chateau.

Varlac whispers to several of the men standing around him.
One of them disagrees and forcefully shakes his head.

                         VARLAC
          A revolution is not a polite
          discussion in a parlor, Citizen
          Lieutenant.  One does not call it
          murder to kill such vermin.

                         NAPOLEON
                  (speaking for the
                   crowd)
          You may save your philosophy for the
          magistrate, Monsieur Varlac.  I am
          only a simple officer in the army,
          and to me what you have done is
          called murder, and his always been
          called murder by honest men.

                         VARLAC
          Then do you propose to arrest all of
          us, Citizen Lieutenant?  For I was
          not there alone.

                         NAPOLEON
          No, Monsieur Varlac, my warrant is
          only for you.  Now, will you please
          come down at once.  You will be
          taken back to Chalon for trial.

Varlac and his committee talk in agitated whispers.

                         VARLAC
          Citizen Lieutenant, my advice is to
          leave this town at once with your
          men.  We do not wish to do harm to
          our brothers in uniform.

                         NAPOLEON
          Monsieur Varlac, do not pretend to
          speak for these good people whom you
          have misled and inflamed with
          violent speech.  Now, I order you to
          come down from the cart.

Another whispered conference.

                         VARLAC
          I do not recognize the authority of
          the King or any of his lackeys.

Laughter from the crowd.

                         VARLAC
          I suggest that you leave with your
          men while you can.

                         NAPOLEON
                  (drawing his pistol)
          Monsieur Varlac, I will count slowly
          to five, and if you have not begun
          to get down from the cart by then, I
          will carry out your execution, on
          the spot.

Without giving Varlac time for further discussion, he
begins the count.

                         NAPOLEON
          One... Two... Three...

Several of the committee move away from Varlac.

                         NAPOLEON
          Four... This is your last chance,
          Monsieur Varlac.

Varlac is frightened, but make an obscene gesture.  The
crowd laughs nervously.

                         NAPOLEON
          Five...

Napoleon rides up to the cart, carefully aims his
revolver and shoots Varlac in the head.  His entourage
leaps to safety.

A gasp of astonishment from the stunned crowd, who stand
hypnotized.

                         NAPOLEON
          A confessed murderer has just been
          shot.  Now, let all honest men
          return to their homes.

                                            FADE OUT.

FADE IN:

EXT.  TUILERIES PALACE - DAY

A mob of several thousand have broken in and forced Louis
XVI, Marie-Antoinette and their children out onto a
balcony.  Derisive cheers come from the multitude in the
courtyard below.  A dozen or so men of the revolution have
crowded out on to the balcony, pressing the King and Queen
on all sides.  No one seems to know what to do next.
Louis XVI gives a half-hearted wave to the crowd.

A bottle of champagne and some glasses are brought out.
Two glasses are courteously handed to the Royal couple.
The revolutionaries raise their glasses.  The King and
the Queen drink with them.  This creates an uproar of
approval from the crowd.

Then one of the men pulls off his dirty, red stocking cap
and offers it to the King.  Louis XVI stands and looks at
it blankly.  The revolutionary reaches over and puts it on
his head.  The crowd cheers.

                         NAPOLEON
          Incredible... Incredible... How
          could he let that rabble into the
          Palace?  If he had ridden out among
          them on a white horse, they would
          all have gone home.  If he lacked
          the courage to do that, a whiff of
          grapeshot -- and they would still be
          running.

EXT.  VIEW OF TOULON - DAY

The harbor filled with British ships.

                         NARRATOR
          In the summer of 1793, Civil war
          swept through France, and the
          important naval base at Toulon fell
          into the hands of a Royalist
          insurrection, which quickly handed
          over the port to a combined British
          and Spanish fleet.

EXT.  TOULON HQ AREA - DAY

                         NARRATOR
          A French army of 10,000 was ordered
          to retake the port, but its
          commander, General Carteaux, a well-
          known Parisian painter, had little
          experience in war and the siege
          quickly became a stalemate.

General Carteaux, a florid and moustached man in his late
thirties, painting from life, a group of French soldiers,
posed in a patriotic tableau, their eyes fixed on a
distant vision of glory.

In the background, are the tents and the military bustle
of Carteaux's headquarters, set upon a hill overlooking
the harbor of Toulon.

EXT.  TOULON ROAD - DAY

A smart French honor guard and military band is assembled
outside General Carteaux's headquarters for the arrival of
Paul Barras, Deputy from the Committee of Public Safety.

Barras exits his carriage, accompanied by four foppish
aides and embraces General Carteaux.

Barras is a virile, handsome, bisexual man with elegant
manners of the Ancien Regime.

Napoleon is an onlooker with other officers.

                         NARRATOR
          Paul Francois Nicolas Barras, former
          Viscount, now Citizen Deputy from
          the Committee of Public Safety, had
          been sent from Paris to personally
          report on the failure of the Siege.

INT.  TOULON HQ TENT - DAY

A large table has been set up in the middle of the tent,
at which are seated Paul Barras, his four civilian aides
and 7 generals.

Set up at one end of the table is a large military map of
Toulon, pinned to a board.

Standing back from the table, and ranging along the walls
of the tent, are 30 junior officers, the staff and aides
of the generals seated.

Napoleon, now a captain of artillery, is with that group.

Barras slowly squares up a stack of reports before him and
speaks.

                         BARRAS
          Citizen generals, I have read all
          your reports and noted your
          signatures.  In substance, your
          views are unanimous.  The English
          positions, defending Toulon, are too
          strong to be taken by our present
          force.  The two unsuccessful attacks
          to date would appear to support your
          arguments.

He looks around the table.

                         BARRAS
          Citizen generals, it is no secret
          with what displeasure the Committee
          of Safety looks upon any lack of
          patriotism or revolutionary zeal.
          On the other hand, it obviously does
          not wish to indulge in a futile
          waste of life.  Before I send your
          reports to Paris for the Committee's
          review, together with my opinion, I
          should like to give you a final
          opportunity to present any new ideas
          which you may have developed since
          writing these reports.

There is troubled silence, but the generals stand pat.

                         CARTEAUX
          Citizen Barras, since there does not
          seem to have been any new thoughts
          among us, may we know the opinion
          which you, yourself, have formed?

                         BARRAS
          General Carteaux, my report on the
          conduct of this campaign will go in
          writing to the committee.

An awkward silence.

                         NAPOLEON
          Excuse me, Citizen Barras.

All eyes go to Napoleon.

                         BARRAS
          Yes -- who spoke up?

                         NAPOLEON
          I did, sir.

Napoleon speaks with the uncomfortable yet determined
manner that shy but willful people often exhibit.

                         BARRAS
          Yes, Captain?  Have you anything you
          wish to say?

                         NAPOLEON
                  (clearing his throat)
          Yes, with all due respect, I do
          Citizen Barras.

                         BARRAS
          Please...

                         NAPOLEON
          May I come to the map?

ANIMATED MAP

Napoleon's plan for the capture of Toulon.  Explaining
with narration how, rather than trying to capture the town
by storm, it is, instead, only necessary to capture Fort
Eguillette, a promontory of land from which French
batteries would command the inner and outer harbors of
the port, making them untenable to the English fleet, and
quickly leading to the fall of the city.

EXT.  FORT EGUILLETTE - DAY

A cold December day.  The French tricolor is being raised
atop the main battery position on Fort Eguillette, a flat
area atop a hill, fortified with planks of wood and
wickerwork.

French gunners have already swung a few pieces of
artillery to face the harbor and fire on the English
ships, now well within range.

Napoleon wheels around on a white horse, shouting orders
-- a bloody bandage wrapped around his thigh.  The wounded
of both sides are being cared for.

EXT.  TOULON FIELD - DAY

A fine, winter day in a field near the military barracks
of Toulon.  Several hundred troops have been drawn up to
form an honor guard for the presentation of Napoleon's
commission as Brigadier General.  Spectators stand under
the bare trees, and little boys watch from atop an
embankment.

Barras presents Napoleon with his commission and a
fraternal embrace.  The band strikes up.

Napoleon's mother watches from a small wooden reviewing
stand which has been prepared for local dignitaries and
officers.

INT.  PARIS OFFICE - DAY

Robespierre lies severely wounded on a conference table,
amid a disarray of papers, surrounded but ignored by his
captors who lounge about, seated on chairs, waiting to be
told what to do next.

                         NARRATOR
          In July of 1794, the death of
          Robespierre ended the Reign of
          Terror and sent Paris headlong into
          a lavish whirl of pleasure seeking
          and sensuality, as if it were
          necessary to shake off the nightmare
          and make up for lost time.

INT.  BARRAS SALON - NIGHT

A large, elegant salon in the house of Paul Barras, in
Paris.  There are ten card tables set up in the room,
around which are gathered the elite of the new society;
politicians, immensely rich war contractors, high ranking
army officers and government officials.

Many of the women are extremely beautiful, and display
their breast completely uncovered, in the fashion of the
day.

Napoleon is one of the few guests not playing cards; he
has no money.  Ill at ease, he drifts from table to table,
hands clasped behind his back.

Josephine de Beauharnais is the most beautiful of all the
women in the room.  Napoleon settles at her table, rocking
slowly on his heels.  She plays for very high stakes and
is losing gracefully.  She glances up, distracted
momentarily by his rocking, but her look lasts no longer
than the flick of a card.

But Napoleon notices her annoyance and moves off to the
bar, at one end of the room.  The bartender, a friendly
creep, stands alone.

                         CORSICAN
          Yes, sir?

                         NAPOLEON
          A glass of champagne, please.

                         CORSICAN
                  (pouring)
          Yes, sir.  I hope you will excuse me
          for asking, General Bonaparte, but
          are you Corsican?

                         NAPOLEON
          Yes, I am.

                         CORSICAN
          I thought so, I noticed your name
          when you were announced.  I'm
          Corsican too -- my name is Arena.

                         NAPOLEON
                  (starting to move
                   away)
          Oh -- where do you come from?

                         CORSICAN
          Bastia -- and you?

                         NAPOLEON
          Ajaccio.

                         CORSICAN
          Have you been back recently?

The bartender just manages to keep the conversation going.

                         NAPOLEON
          I haven't been there for three
          years.

                         CORSICAN
          I haven't been back for ten years.
          Is your family still there?

                         NAPOLEON
          No, they're living in Nice now.

                         CORSICAN
          That's a nice city.  This is your
          first time here, isn't it?

                         NAPOLEON
          Yes, as a matter of fact, it is.

                         CORSICAN
          You don't know many of Citizen
          Barras' friends, do you?

                         NAPOLEON
          Ah-hh, no.

                         CORSICAN
          I thought not.  I noticed you by
          yourself, all night.

Napoleon nods, sips his champagne and starts to move away.
The Corsican leans forward and speaks in a confidential
whisper, scanning the room with a deadpan expression.

                         CORSICAN
          Just a minute, General.  Listen,
          don't let them fool you with all
          their grand la-de-da.  They've all
          made their money from the war --
          mostly from crooked war contracts.
          They say Citizen Barras has put away
          millions.

                         NAPOLEON
                  (uncomfortably)
          I see...

The Corsican whispers without any facial expression,
hardly moving his lips, without any sense of malice, but
more with a kind of shrewd respect for the big-shots, and
a satisfaction of being in on the know.

                         CORSICAN
          And they say something else about
          him.  They say he never goes to bed
          with less than two at a time -- two
          at a time, and they say it doesn't
          make a lot of difference to him
          which sex they are, if you follow my
          meaning, sir.

Napoleon nods, awkwardly, and leaves the bar.

                         CORSICAN
          Have a nice evening, General.

Barras enters the room, stops in the doorway.

                         BARRAS
          My friends, dinner will be ready in
          half an hour.  Please make your
          plays accordingly.

His announcement draws only some mock cheers with low
murmurs from the losers.  He comes up behind Josephine and
kisses her on the shoulder.

                         BARRAS
                  (softly)
          How is your luck, darling?

Josephine slowly fans her cards to see the draw.

INT.  BARRAS' MUSIC ROOM - NIGHT

Later in the evening, the guests are now assembled in
chairs, grouped in a semi-circle around two raised
rostrums -- one is really more of a small stage.  The
smaller rostrum supports a string quartet playing Mozart.
The larger one is empty.

Napoleon sits at the back of the room, still alone and
awkward.

Servants snuff out the candles, leaving only the empty
stage illuminated.

It begins to look like a musical evening until the
entrance onto the stage of three very attractive girls,
dressed in heavy winter costumes.

The three "actresses" begin to talk about being snowbound
in a desolate cabin, when their conversation is
interrupted by the entrance of three young desperados.

The purpose of this entertainment quickly reveals itself
as the young men proceed to strip off the girls' clothing
and have intercourse with them.

The distinguished audience sits coolly appreciative of the
"sextet."

Napoleon, still the provincial, can scarcely believe his
eyes.

Josephine, seated next to Barras, watches the proceedings,
an imperturbable study of elegance and charm.  Barras
takes her hand and smiles at her.  She whispers something
to him and he nods, gravely.

EXT.  PARIS STREET - DAY

A mob, carrying royalist signs, is jammed into a side
street, their exit barred by a few hundred government
troops.  Things have come to a standstill, and the front
ranks of the opposing forces have begun to exchange crude,
but not unfriendly, jokes.

A table and two chairs, from a nearby cafe, have been
placed in the middle of the street, dividing the two
groups.  Seated at it are General Danican, the emigre
leader of the mob, and General Menou, his government
opposite number.  Danican is reading over some handwritten
sheets of paper which represent an improvised treaty
between the two forces.  General Menou sips a cup of
coffee, looking worried and uncertain.

                         NARRATOR
          A new political crisis was brewing
          in Paris.  The moderate government
          of the Convention, which came to
          power after the fall of Robespierre,
          soon showed itself to be inept,
          corrupt and unpopular -- and it was
          now faced with a serious challenge
          from the royalists.  General Menou,
          sent out to deal with the mob, lost
          his nerve and agreed to withdraw his
          troops from the Section.

EXT.  PARIS STREET - NIGHT

It is the same evening.  Napoleon, Junot and Marmont stand
in a crowd, listening to a Royalist speaker, who stands
atop a wagon, against a carefully painted sign,
illuminated by torches, reading "Long Live the King."

                         ROYALIST SPEAKER
          Citizens of Paris, this morning, the
          troops of the Convention, under
          orders to sweep us from the streets,
          gave way before our victorious
          banners.
                  (cheers)
          Their officers knew they would not
          fire upon us.  Citizens of Paris,
          nothing can stop us now.  We are
          40,000 strong.  Tomorrow morning, we
          will occupy the Convention itself,
          and we will exterminate the
          hypocritical parasites who have bled
          France without pity.
                  (cheers)
          Long Live the King!

INT.  BARRAS' OFFICE - NIGHT

Barras' office in the Tuileries.  The room is lit by
candles.  Barras is in a terrible state, ashen from fear
and lack of sleep.

Napoleon enters.  Barras rises from his desk and comes
forward to greet him.

                         BARRAS
          Ah, my dear friend, come in, come
          in.  Please sit down.

                         NAPOLEON
          I'm sorry, I was at the theater and
          I didn't receive your note until I
          returned to my hotel.

                         BARRAS
          Thank you for coming.  Would you
          care for a drink?

                         NAPOLEON
          No, thank you.

Barras shakily pours a large brandy for himself, speaking
in subdued and apprehensive tones, frequently running his
hands through his hair.

                         BARRAS
          I don't have to tell you of our
          latest difficulties.

                         NAPOLEON
          Things are quite serious, I should
          say.

                         BARRAS
          We expect an attack on the
          Convention tomorrow morning, at
          daybreak, and I have been placed in
          charge of its defense.

                         NAPOLEON
          What do you have in mind?

                         BARRAS
          To be perfectly honest, I haven't
          the vaguest idea.

                         NAPOLEON
          Are you serious?

                         BARRAS
          I don't even know whether a defense
          is possible.

                         NAPOLEON
          What forces do you have at your
          disposal?

                         BARRAS
          About 5,000 troops.

                         NAPOLEON
          Cavalry?

                         BARRAS
          The 21st Dragoons, about two or
          three-hundred troopers.

                         NAPOLEON
          Any cannon?

                         BARRAS
          There are none here.

                         NAPOLEON
          Where are they?

                         BARRAS
          Well, I believe there are at least
          30 guns at Sablons.

                         NAPOLEON
          You could have them here by
          daybreak.

                         BARRAS
          Is this enough to oppose 40,000 men?

                         NAPOLEON
          Properly arranged, yes.

                         BARRAS
          These are odds of 8 to 1.

                         NAPOLEON
          The numbers are not particularly
          relevant.  You are not up against
          soldiers -- this is a mob, and they
          will run as soon as things become
          sufficiently unpleasant.

                         BARRAS
          Would you be prepared to handle this
          for me?

                         NAPOLEON
          Are you proposing to transfer
          command to me?

                         BARRAS
          In every practical sense, yes, but,
          officially, of course, I would have
          to retain command.

                         NAPOLEON
          Fair enough.

                         BARRAS
          I must be honest with you.  I first
          approached three generals more
          senior than yourself, and they all
          very prudently sent excuses.

                         NAPOLEON
          I'm not insulted.

                         BARRAS
          You realize what is at stake?

                         NAPOLEON
                  (smiling)
          Our lives, the revolution, my
          career?

                         BARRAS
          Look, let me be completely open with
          you, I have a carriage and an escort
          waiting for me, and I have a great
          deal of money outside of France.
          Unless we stand a very good chance
          of carrying this off, I am prepared
          to call it quits right now.

Napoleon puts his arms around Barras' shoulder.

                         NAPOLEON
          Paul, everything will be all right.

EXT.  PARIS STREET - DAY

Dreamlike, slow-motion shots of the cannon firing point
blank into the mob on the Rue St. Honore, outside the
Convention.  They are devastated and there is immediate
panic.

Murat's cavalry charges them, and the infantry follows
with fixed bayonets.  There is no sound of the guns.  The
only sound is Napoleon's calm voice:

                         NAPOLEON (V.O.)
          I ordered the artillery to fire ball
          immediately, instead of blanks,
          because, to a mob, who are ignorant
          of fire arms, it is the worst
          possible policy to start out firing
          blanks.  When they first hear the
          terrific noise of the guns, they are
          frightened, but, looking around them
          and seeing no effect from the
          cannon, they pick up their spirits,
          become twice as insolent and rush on
          fearlessly.  It becomes necessary
          then to kill ten times their number
          to make an impression.

INT.  NAPOLEON'S PARIS HQ - DAY

Napoleon's new plush headquarters in Paris.  Pencil
between his teeth, dividers in one hand, he creeps around
on hands and knees on top of a very large map of Italy,
laid out from wall to wall.  Other large maps cover the
table, the couch and any other available space.

Murat, Marmont, Junot and Berthier creep around with him,
working out various march routes.  Appropriate ad lib
dialogue will cover the action.

At one point, Napoleon and Berthier bump heads.

                         NARRATOR
          The crisis was over, and the way was
          paved for the formation of the new
          government of the Directory, with
          Barras at its head.  Napoleon was
          made Commander of the Army of Italy.

There is a knock at the door.

                         MARMONT
          Come in.

                         ORDERLY
          Excuse me, Captain, but there is a
          young man outside who wishes to see
          General Bonaparte -- his name is
          Eugene de Beauharnais.

                         MARMONT
          General Bonaparte is seeing no one
          this morning.

                         ORDERLY
          Yes, sir.

                         NAPOLEON
                  (without looking up)
          What did you say his name was?

                         ORDERLY
          Eugene de Beauharnais.

                         NAPOLEON
          Is he alone?

                         ORDERLY
          Yes, sir.

                         NAPOLEON
          Show him in.

The orderly shows Eugene into the room.

                         ORDERLY
          Citizen de Beauharnais.

Eugene is 16, handsome, well-mannered and extremely
nervous.  Napoleon remains hunched over his map.

                         NAPOLEON
                  (after some silence)
          Good morning, Citizen de
          Beauharnais.

                         EUGENE
          Good morning, sir.  Are you General
          Bonaparte?

                         NAPOLEON
          I am, Citizen.  Is your mother
          Madame Josephine de Beauharnais?

                         EUGENE
          Yes, sir.  Are you acquainted with
          her?

                         NAPOLEON
          I have met her.  What is your
          business with me?

                         EUGENE
          I believe you issued an order that
          all citizens of Paris must hand over
          any weapons that they have in their
          possession.

                         NAPOLEON
          That is correct.

                         EUGENE
          This morning, a Lieutenant and three
          soldiers came to our house and asked
          if we had weapons.  I explained we
          had only my late father's sword,
          which, in fact, was not a weapon but
          only a keepsake of memory.

                         NAPOLEON
                  (marking the map)
          A sword is a weapon whatever else
          you might wish to use it for.

                         EUGENE
          I told the Lieutenant my late father
          was General Alexander de
          Beauharnais, and asked if there was
          any consideration that might be
          given to his memory.

                         NAPOLEON
          And he sent you to me?

                         EUGENE
          He said no one had the authority to
          rescind the order except you.

                         NAPOLEON
          Does your mother know you have come?

                         EUGENE
          No, sir.

                         NAPOLEON
          Well, then, you have a lot of
          initiative, my young friend.

                         EUGENE
          My father's sword means more to me
          than any other possession I have.

                         NAPOLEON
          You realize, of course, that
          thousands of swords have been
          collected.  How do you expect me to
          find yours?

Eugene removes a slip of paper from his pocket.

                         EUGENE
          The Lieutenant gave me a receipt for
          it and said it would be kept at the
          Section Le Pelletier Police
          Barracks.

EXT.  GARDEN - DAY

The garden at Josephine's house on Rue de Chanterine.
Napoleon enters, carrying a very strange-looking package,
wrapped in paper, about three-feet long, following
Hortense de Beauharnais, age 16.

                         HORTENSE
          Mama, this is General Bonaparte.

                         NAPOLEON
                  (bowing)
          Madame de Beauharnais.

                         JOSEPHINE
          Ah, how nice to meet you, General
          Bonaparte.  One has read so much
          about you lately.  Please sit down.

                         NAPOLEON
          Thank you, Madame de Beauharnais.
          You probably don't recall but we met
          briefly a few months ago, at a party
          at Paul's house.

                         JOSEPHINE
          Oh... yes, of course!  Have you met
          my daughter, Hortense?

                         NAPOLEON
          Yes, we introduced ourselves at the
          door.

                         JOSEPHINE
          May I offer you a drink?

                         NAPOLEON
          Oh, I don't want to put you to any
          inconvenience.

                         JOSEPHINE
          Oh, it's not the slightest
          inconvenience, General Bonaparte.
          It is an honor to have you here.

                         NAPOLEON
          You are very kind, Madame de
          Beauharnais.  Do you have some
          sherry, perhaps?

                         JOSEPHINE
          Yes, of course.  Hortense, darling,
          will you tell Louise to bring some
          sherry?

                         HORTENSE
          Yes, mama.  Will you excuse me,
          General Bonaparte?

                         NAPOLEON
          Yes, of course.

Hortense exits.

                         NAPOLEON
          I hope you will forgive me for
          barging in on you like this, Madame
          de Beauharnais.  I called to bring
          this to your son, but I understand
          from your charming daughter that he
          is out for the afternoon.

                         JOSEPHINE
          Yes, I'm afraid he is.  I believe he
          is riding.  I know he'll be
          heartbroken to have missed you.

                         NAPOLEON
          Well, I'm sure that you will be just
          as pleased to have this as he will
          be.

Holding out the package.

                         JOSEPHINE
          General Bonaparte, my curiosity is
          unbearable.  May I ask what you have
          in that mysterious package?

Napoleon proudly unwraps the paper with a flourish and
holds the huge sword with both hands.

                         NAPOLEON
          Your late husband's sword, Madame,
          returned with my compliments.

The paper starts to blow away and Napoleon steps on it.
Josephine stares at the sword, blankly.

                         JOSEPHINE
          Oh... how very nice of you to bring
          that for Eugene... Did General de
          Beauharnais give it to you?

                         NAPOLEON
          No, I'm afraid I never had the
          pleasure of meeting the General.
          This sword was taken several days
          ago from your son by some of my
          soldiers.

                         JOSEPHINE
          Oh, you must forgive me, General
          Bonaparte, I'm afraid you will think
          me incredibly stupid but I know
          absolutely nothing about this.
          Eugene is so independent -- he
          hardly tells me anything any more,
          and he has so many things in his
          room, I must confess I wasn't even
          aware that he had this sword -- you
          know how boys can be!

They both laugh.

INT.  JOSEPHINE'S BEDROOM - NIGHT

The candlelit, oval bedroom is completely encircled with
floor-to-ceiling mirrored panels, which multiply the
erotic images of Napoleon and Josephine, making love.

Napoleon's voice, reading the letter below, is heard over
the scene.

                         NAPOLEON (V.O.)
          My dearest Josephine -- I awaken
          full of you.  Between your portrait
          and the memory of our intoxicating
          night, my senses have had no
          respite.  Sweet and incomparable
          Josephine, what is this bizarre
          effect you have upon my heart?  What
          if you were to by angry?  What if I
          were to see you sad or troubled?
          Then my soul would be shattered by
          distress.  Then your lover could
          find no peace, no rest.  But I find
          none, either, when I succumb to the
          profound emotion that overwhelms me,
          when I draw up from your lips, from
          your heart, a flame that consumes
          me.  You will be leaving the city at
          noon.  But I shall see you in three
          hours.  Until then, mio dolce amor,
          I send you a thousand kisses -- but
          send me none in return, for they set
          my blood on fire.

INT.  MAYOR'S OFFICE - DAY

The marriage of Napoleon and Josephine -- a small private
civil ceremony in the Mayor's officer.  The only guests
are Barras, Eugene, Hortense, Marmont and Junot.

                         JOSEPHINE (V.O.)
          My dear Theresa -- I am being urged
          to remarry.  You have met General
          Bonaparte at my house.  Well, then,
          it is he who wishes to serve as
          father to my children.  Do I love
          him?  You are going to ask me.
          Well, no.  Do I, then, find him
          unattractive?  Again, no -- but
          worse still, I find myself in a
          state of indifference, of
          lukewarmness.

INT.  KITCHEN - DAY

The Bonaparte kitchen in Marseilles.  Letizia is cutting
vegetables with a knife, the sound of which allows a
disapproving punctuation of her silences.

The tap-tap-tapping of the knife dicing a carrot.

                         NAPOLEON
          Mama, I'm sorry that I didn't write
          to you about this, but I thought
          that it would be much better to tell
          you myself.

Tap, tap, tap.

                         NAPOLEON
          Mama, I know that when you meet her,
          you will love her as much as I do.

Tap, tap, tap.

NOTE

The following excerpts, from Napoleon's letters to
Josephine will be read over the following scenes, which
follow after the text of the letters.  The visual will
show Josephine's affair with Hippolyte Charles, and
Napoleon's life in camp and on the march.  The letters are
presented uninterrupted by the scene descriptions, to
preserve there flow.

                         NAPOLEON (V.O.)
          My dearest Josephine, every moment
          increases the distance between us,
          and with every moment that passes I
          feel myself less able to endure the
          separation.  You are the eternal
          object of my thoughts, and my
          imagination exhausts itself
          wondering what you are doing.

                  *       *       *

          By what magic have you captivated
          all my faculties, concentrated in
          yourself all my existence?  It is a
          kind of death, my darling, since
          there is no survival for me except
          in you.

                  *       *       *

          I ask of you neither eternal love
          nor fidelity, but only truth, utter
          honesty.  The day upon which you
          should say "I love you less," would
          be the last day of my love -- or the
          last day of my life.  And if I
          should not die of sorrow, then, my
          heart, maimed for life, would never
          again trust itself to respond to any
          sentiments of tenderness or rapture.

                  *       *       *

          You let many days go without writing
          to me.  What, then, are you doing?

                  *       *       *

          When you write, dearest, assure me
          that you realize that I love you
          with a love that is beyond the
          limits of imagination.  That you,
          you alone, and all of you, as I see
          you, as you are -- only you can
          please me, absorb the faculties of
          my soul; that there is no corner of
          my heart into which you do not see,
          no thought of mine which is not
          subordinate to you.  That my arms,
          my strength, my mind are all yours.
          That my soul lives in your body.
          That the world is beautiful only
          because you inhabit it.

                  *       *       *

          No letters from you -- only once
          every four days do I receive one,
          whereas if you loved me you would
          write me twice a day.  Absence
          relieves minor attachments but it
          intensifies love.  A kiss upon your
          mouth, upon your heart, everywhere.
          There is no one else, no one but me,
          is there?

                  *       *       *

          Your letter is brief, sad and
          written in a trembling hand.  What
          is wrong with you, my darling?

                  *       *       *

          My misfortune is to have known you
          so little; yours, to have judged me
          by the men you have known, who
          surrounded you.

                  *       *       *

          You have inspired in me a limitless
          passion, and an intoxication that is
          degrading.  Josephine, you have made
          me wretched.  But I have never
          believed in happiness.  Is life
          really worth making such a fuss?

                  *       *       *

          Four hours ago, there came that
          scrap of a letter to break the news
          that you are not coming, that you
          are ill, that there are three
          doctors in attendance, that you
          cannot write yourself.  My life is
          now a perpetual nightmare.  A fatal
          premonition stops me from breathing.
          I am ill of your illness, burning
          with your fever.

                  *       *       *

          In a month I have received only two
          notes of three lines each.  Good
          God, tell me how you know so well
          how to inspire love in other's
          hearts, without feeling it in your
          own?  Make mock of me, stay on in
          Paris, take lovers, let all the
          world know it, never write to me --
          and then?  And then, I shall love
          you ten times more than I did
          before!

                  *       *       *

          But don't go on telling me that you
          are ill; don't go on trying to
          justify your behavior.  You are
          forgiven.

                  *       *       *

          Your letters are as cold as
          friendship.  What is left for you to
          do to make me more wretched?  Stop
          loving me?  That's already done.
          Hate me?  Perhaps I should hope for
          that.  Hatred, at least, is not
          humiliating.  But, oh, indifference
          -- the pulse of marble, the vacant
          glance, the distracted air.

NOTE

Now the following scenes relate to the above.

INT.  HQ TENT - NIGHT

Napoleon, seated at a table in his HQ tent late at night
writing a letter by candlelight.

INT.  JOSEPHINE'S BEDROOM - DAY

It is a bright, sunny morning in Josephine's bedroom at
Rue de Chanterine.  There is a letter from Napoleon
leaning against the teapot on her breakfast tray.  She
picks up the envelope, sees who it is from, puts it down,
pours her tea, adds milk and sugar, stirs it carefully,
sighs, looks outside at the tall trees rustling in the
breeze, then idly picks up the letter and opens it.

INSERT

A close shot of Napoleon's hand, writing on his official
stationary which has printed, under a large illustration
symbolizing liberty and equality, "Headquarters of the
Commander in Chief, Army of Italy."

INT.  JOSEPHINE'S SALON - DAY

General Le Clerc presents his aide, Captain Hippolyte
Charles.

                         GENERAL LE CLERC
          I should like you to meet my aide-
          de-camp, Captain Hippolyte Charles
          -- Madame Bonaparte.

                         CAPTAIN CHARLES
          I am delighted to meet you, Madame
          Bonaparte.

                         JOSEPHINE
          Thank you, Captain.  Won't you both
          please sit down?

Love at first sight.

                         GENERAL LE CLERC
          Thank you very much, Madame
          Bonaparte.  I have come at the
          instruction of General Bonaparte to
          bring this letter from his mother in
          Nice.

INT.  TENT - NIGHT

Napoleon lying awake in the early hours of the morning, in
his camp bed.

EXT.  JOSEPHINE'S GARDEN - NIGHT

Moonlight.  Josephine and Charles walk slowly in the
garden.  They stop.  She is still.  He touches his lips to
her shoulders and neck.  She slowly turns, looks into his
eyes and kisses him, long and languorously.

EXT.  CAMPFIRE - DAY

Napoleon standing at a camp fire in the rain, staring
vacantly into the flames.

INT.  JOSEPHINE'S BEDROOM - NIGHT

Josephine and Charles making love in her mirrored bedroom
at the Rue de Chanterine.  Maximum erotica.

TITLE:  THE FIRST ITALIAN CAMPAIGN

EXT.  ITALIAN ROAD - DAY

A spectacular shot of the French army on the march --
about 5,000 men.  Music.

                         NAPOLEON (V.O.)
          Soldiers, you are half-naked and
          badly clothed.  The authorities find
          much fault with you and yet can give
          nothing.  Your patience, your
          courage are admirable but you are
          not getting any fame.  I will lead
          you into the must fruitful plains in
          the world -- rich provinces and
          great cities shall be your
          possessions, and then you will have
          wealth, honor and fame in full
          measure.

ANIMATED MAP

Start of the 1st Italian campaign.

                         NARRATOR
          With the Italian campaign, Napoleon
          steps onto the stage as a figure of
          European importance.  A dozen
          victories in as many months would be
          announced in dramatic and highly
          colored bulletins.  The battles of
          the revolution had been so far
          mainly defensive.  Now, there was
          revealed a new kind of offensive
          warfare such as had not been seen in
          Europe for centuries.

EXT.  ITALIAN ROAD - DAY

Army on the march -- a military band playing -- about 500
men.

NOTE

The following narration will be read over the following
scenes.

                         NARRATOR
          Napoleon now introduced a new era of
          wars of maneuver.  Everything would
          be sacrificed to mobility.  The
          complicated battle formations of the
          18th century would be abandoned, and
          the army freed from clumsy baggage
          trains.  War would be made to feed
          on war.  The armies opposing him
          were still committed to the rigid
          ideas of the previous era, and their
          soldiers were treated as automatons.
          As they could not be trusted to
          forage for themselves without
          deserting, such armies were slowed
          down by their supply trains.  The
          revolution, on the other hand, had
          produced an army of intelligent
          citizens, which could move fast by
          living off the country, and in which
          courage and initiative were rewarded
          by promotion.

EXT.  ITALIAN VILLAGE - DAY

A small village in Italy.  The advance guard cavalry
screen, about 100 troopers, gallop through the town and
form a line preventing anyone from leaving in the
direction of the enemy.

                         MAJOR
          Captain, take 20 men.  Assemble all
          the inhabitants on the main street,
          and collect all mail and newspapers.

EXT.  ITALIAN ROAD - DAY

Horse drawn artillery on the march.

EXT.  ITALIAN FARM - DAY

A party of 20 French infantry removing livestock and food
in a cart from a farmhouse.  The farmer and his family
look on in quiet despair.

EXT.  ITALIAN ROAD - DAY

A section on the march -- boy drummers, in their early
teens.

EXT.  ITALIAN STREAM - DAY

A big, exciting shot of about 200 cavalry crossing the
stream.

EXT.  ITALIAN ROAD - DAY

On the march -- an infantryman has a pet dog on a lead.

EXT.  ITALIAN ROAD - DAY

On the march -- a soldier carries a parrot in a cage.

EXT.  ITALIAN HILL - DAY

Napoleon, on a horse, surrounded by his aides, studying a
large map.

                                            FADE OUT.

FADE IN:

EXT.  ITALIAN BATTLEFIELD - DAY

A long shot of the opposing French and Austrian armies
facing each other across the battlefield.

                         NAPOLEON (V.O.)
          There is no man more cautious than I
          am when planning a campaign.  I
          exaggerate all the dangers, and all
          the disasters that might occur.  I
          look quite serene to my staff, but I
          am like a woman in labor.  Once I
          have made up my mind, everything is
          forgotten, except what leads to
          success.

A cloud of sharp-shooters, some mounted, some on foot,
advance to harass the enemy, escaping from his superior
numbers, by their mobility, and from his cannon by their
dispersal.

Napoleon studies this exchange of fire to better
understand the enemy's position.  Surrounded by his
entourage, he is on a wooded platform constructed in the
top branches of a large tree, overlooking the battlefield.

                         NAPOLEON (V.O.)
          The art of war is a simple art.
          Everything is in the execution.
          There is nothing vague in it.  It is
          all common sense.  Theory does not
          enter into it.  The simplest moves
          are always the best.

When the French skirmishers finally reveal a chink in the
enemy position, it becomes a focal point for the main
effort.

Horse artillery are sent forward, on the gallop, to open
fire with canister at close range.

The main attacking force of infantry are then sent
forward, moving up in columns and lines.

The cavalry trots beside them, in the gaps, to make their
presence felt where it will be best used.

Drummers and bands fill the air with stirring music.

Officers march smartly alongside their men.

The precision of these attacking maneuvers is very
important because the sight of the slow moving, perfectly
aligned mass of infantry is more frightening and
discouraging to the defender than a wild bayonet charge.

When the two main forces are about 100 yards apart, the
Commanding Officer in the field starts the chant "Hymn to
Victory" and places his hat, with its large tricolored
cockade, on the point of his sword so that is can be seen
by all of his troops.

When the distance narrows to about 50 yards, the defending
Austrians fire their first volleys -- first row, second
row, third row.

The French fall everywhere, but the remainder fill in the
formation and keep moving in regular step.

This is the crucial point of the battle.  The defenders
now have to decide whether they are going to run or face
the attackers' volley and subsequent bayonet charge.
There is no time for the defenders to reload.

Now the French are 20 yards away and still hold their
fire, trained to do this because their psychological
advantage is lost once they have discharged their muskets.
They want the defenders to break and run.

Now panic has begun to set in and to dislodge the
defending Austrian troops.  They start to give way.

The French relentlessly move forward.

The Austrian movements at the rear become a stampede.

The officers signal with their swords, and the drummers
beat the charge.  The sky rings with a thousand battle
cries.

The cavalry dashes forward and hacks down the fleeing
Austrian infantry, who are virtually helpless against the
cavalry out in the open.

The French have won the day, and their infantry fires
their first volley at the backs of the fleeing Austrian
troops.

EXT.  MILAN STREET - DAY

The triumphal entrance of the French army into Milan.
Wildly enthusiastic crowds, floral arches, tricolors
everywhere, glittering military bands, flags, columns upon
columns of French troops, the smart clattering of the
cavalry.

Napoleon, on horseback, flanked by his staff and aides,
his eyes shining, his expression transfixed, as if in a
mystical reverie.

                         NARRATOR
          Napoleon would soon arouse the
          resentment of the Directory in
          Paris, exceeding his authority,
          making political decisions and
          treaties like a Roman Conqueror,
          enlarging his role to ruler of
          Italy.  Only his tremendous success
          and ever increasing popularity
          prevented the Directory from
          replacing him.

                         NAPOLEON (V.O.)
          From that moment on, I foresaw what
          I might be.  Already I felt the
          earth flee beneath me, as if I were
          being carried away up to the sky.

INT.  BEDROOM MILAN PALACE - DAY

Napoleon and Josephine are making love.  Sunlight falling
on their bodies.

                         JOSEPHINE (V.O.)
          My dear Therese, the journey here to
          Milan was the most difficult and
          uncomfortable imaginable -- I am
          bored to death.  My husband doesn't
          love me, he worships me.  I fear he
          will go mad with love.  Worse than
          that, I fear for my poor Hippolyte.
          We may have been indiscreet on the
          journey, and I think Joseph and
          Junot suspect something.

INT.  OFFICE MILAN PALACE - DAY

The orderly announces Captain Hippolyte Charles.  He is
24, handsome, short and slight, very much in stature like
Napoleon, and has a hairdresser's elegance.

His behavior is absolutely correct during this interview,
and one could never infer any guilt on his part.

                         NAPOLEON
          Come in, Captain Charles.

Charles approaches the table and salutes smartly.

                         NAPOLEON
          I believe you are acquainted with my
          brother, Joseph Bonaparte, and my
          aide, Major Junot.

                         CHARLES
          Yes, sir, I had the honor of meeting
          them on the trip from Paris.

They nod, politely.

                         NAPOLEON
          Captain Charles, I believe you are
          one of General Le Clerc's aides-de-
          camp.

                         CHARLES
          Yes, sir, I am.

                         NAPOLEON
          Was it he who assigned you to
          command the escort which accompanied
          Madame Bonaparte's coach?

                         CHARLES
          Yes, sir.

There is a pause.  Napoleon studies Charles.

                         NAPOLEON
          Was the trip normal in every
          respect?

                         CHARLES
          Yes, sir.

                         NAPOLEON
          Did any difficulties of any kind
          arise during the trip?

                         CHARLES
          No, sir, none at all.

Pause.

                         NAPOLEON
          Then, you have my thanks, Captain
          Charles, for safely escorting Madame
          Bonaparte to Milan, and you may
          consider your assignment completed.

                         CHARLES
          Thank you, sir.

                         NAPOLEON
          You will return to Paris tomorrow
          and you will carry my compliments
          and thanks to General Le Clerc for
          assigning such an excellent officer
          to carry out a responsibility which
          has meant so much to myself and to
          Madame Bonaparte.

                         CHARLES
          Thank you, sir.  I will do that.

                         NAPOLEON
          You may go, Captain Charles.

Charles salutes and leaves.  Napoleon sits and stares at
his desk for several seconds, then he produces a letter
from his pocket and hands it to Joseph.

                         NAPOLEON
          I would like both of you to read
          this.  Please read it aloud.

                         JOSEPH
                  (reading aloud)
          To Citizen General Bonaparte from
          one who does not wish to see him
          dishonored by his wife.  You should
          know, Citizen General, that your
          wife has taken a lover, one Captain
          Hippolyte Charles... undated and
          unsigned.

Joseph shakes his head.  He hands it to Junot, who reads
it, and hands it back, looking to Joseph to speak first.

                         NAPOLEON
          Naturally, one does not take much
          stock in such a piece of filth but,
          on the other hand, it is not the
          sort of thing one can simply ignore.
          What do you think, Joseph?

                         JOSEPH
          No...

                         NAPOLEON
          Junot?

                         JUNOT
                  (thoughtfully)
          No, one cannot simply ignore it.

                         NAPOLEON
          I am afraid, then, I have to ask you
          both, Joseph as my brother, and
          Junot as my good friend, whether or
          not you know anything about this, or
          whether you saw anything at all
          during the trip which might make you
          suspect some truth to it.

Joseph thinks for a moment and slowly shakes his head.

                         JOSEPH
          No... nothing at all.

                         NAPOLEON
          Not even the slightest hint of
          something?

                         JOSEPH
          No -- Captain Charles commanded the
          cavalry escort, and rode outside the
          carriage.  In the evenings, he
          always ate at another table.  They
          hardly ever spoke to each other.

                         NAPOLEON
          You would tell me, Joseph, wouldn't
          you?

                         JOSEPH
          Yes, of course, I would.  You know I
          am not one of your wife's greatest
          admirers, but I certainly know
          nothing about this.

                         NAPOLEON
          And you, Junot?

                         JUNOT
                  (shaking his head)
          No... No, I don't know anything
          about it either.  Not a thing.

Pause.

                         NAPOLEON
          Well, thank you both.  As I said, I
          shall regard this as a piece of
          malevolence from someone who does
          not wish well to myself or
          Josephine.  Naturally, I shall trust
          to your discretion to say nothing
          about this.

                                            FADE OUT.

FADE IN:

TITLE:  EGYPT

EXT.  SPHINX - DAY

Napoleon, Eugene, Junot, Marmont and Murat, accompanied by
a large party of scientists, stand before the Sphinx.

                         NARRATOR
          On July 2, 1798, Napoleon arrived in
          Egypt with an army of 40,000 men,
          and a romantic dream of conquest,
          following Alexander's march into
          India.  The Directory had been quick
          to approve his plan for attacking
          England, indirectly, through their
          Eastern Empire, rather than by
          invasion of Britain, and they
          breathed a sigh of relief to have
          their unemployed conqueror off the
          doorstep.

EXT.  PYRAMID - DAY

Napoleon and the scientists inspect a mummy, brought out
into the sunlight, after thousands of years.  A mood of
somber reflection pervades the scene.

                         NARRATOR
          There was an air of grandiose
          fantasy about the expedition.
          Napoleon took along a hundred and
          fifty distinguished scientists,
          intellectuals and artists equipped
          with libraries and scientific
          instruments.  They would found the
          Institute of Egypt, do the
          preliminary survey work for the Suez
          canal, and unlock the key to
          hieroglyphic writing.

EXT.  HIEROGLYPHIC WALL OF TOMB - DAY

A young drummer boy scribbles "Long Live the Republic" on
the face of some hieroglyphic writing.  Several other
soldiers closely scrutinize the ancient writing.

EXT.  DESERT - DAY

We are inside of a French division square, defending
itself against an attack of mameluke cavalry.  Each side
of the square is formed of three ranks of men, and
artillery is placed at the corners.

The inside of the square is about the size of a football
field, and is virtually empty, except for a small group of
officers surrounding Napoleon, and a fairly large group of
terrified scientists and intellectuals, dressed in heavy
European clothes, mounted on donkeys and camels, and
carrying umbrellas.

Outside the square, the shrieking mamelukes recklessly
charge, and are slaughtered by the disciplined and
accurate wall of French muskets.

The scene will be shot only from inside the square, and
from this vantage point, all we can see, over the heads of
the defending French troops and clouds of dust, are the
tops of the mamelukes.

Napoleon, pleased with the way things are going, rides
over to the groups of scientists, to cheer them up.  He
has to shout to be heard.

                         NAPOLEON
                  (shouting)
          Good afternoon, gentlemen.  I hope
          you are enjoying this unusual
          spectacle.  One cannot see this in
          Paris for any price.

They are too frightened to be amused.

                         MONGE
          Are we doing well, General
          Bonaparte?

                         NAPOLEON
          We are doing very well, my dear
          Monge.  The mameluke cavalry are
          brave but they are selling their
          lives at a bad price -- at a rate, I
          should say, of 50-1.  My only fear
          is that Murad Bey has some means of
          communicating with his men, and that
          he will manage to call them off
          before we can kill a great many
          more.

The artist, Denon, one of the stronger souls among the
group, has been busy making sketches of the fighting.
Napoleon rides over to him and looks down at the drawing.

                         NAPOLEON
          Those are excellent sketches, Denon.
          May I have them when you are
          finished?

INT.  MANSION MURAD BEY - NIGHT

The captured mansion of Murad Bey, leader of the
mamelukes.  French-Arabian orgy -- quiet, cool, soft
music, occasional male voice, low female laugh; Murat,
Marmont, Berthier, Monge.  Not Napoleon.

INT.  NAPOLEON'S OFFICE IN MURAD BEY MANSION - NIGHT

But Napoleon is at work.  He has taken over a large room,
grouped several tables into an L-shape, and has made it
into an office.  He is seated before the usual 2-foot-high
stack of dispatches, letters, memorandums and reports,
which follow him everywhere.  We hear the continuation of
the music from the previous scene.  Napoleon, in an angry
and irritable mood, is dictating to Bourrienne.

                         NAPOLEON
                  (dictating)
          Must you, too, take this opportunity
          during my absence to indulge the
          petty jealousies of the Bonaparte
          family?  Must you...

There is a knock at the door.

                         NAPOLEON
          Come in!

Junot enters, extremely drunk.

                         JUNOT
          I believe you sent for me.

                         NAPOLEON
          Yes, yes, please sit down.  I will
          be with you in a moment.

Junot staggers over to a couch and sits down heavily.
Napoleon's glance lingers disapprovingly.

                         NAPOLEON
                  (to Bourrienne)
          Read it back.

                         BOURRIENNE
          To Joseph Bonaparte -- Dear Joseph,
          I have been informed by my wife of
          the cold and spiteful treatment she
          has been receiving at the hands of
          my family, since my departure.  I am
          also informed that you have refused
          to pay over to her any of the money
          I left with you expressly for this
          purpose.  Must you, too, take this
          opportunity during my absence to
          indulge the petty jealousies of the
          Bonaparte family?

                         NAPOLEON
                  (quietly)
          Oh, shit, that's not right.

He runs his hand through his hair.

                         NAPOLEON
          Leave us alone, Bourrienne, and come
          back in half an hour.

Bourrienne exits.

                         NAPOLEON
          God damn it, Junot, wouldn't you
          think I have enough things on my
          mind not to waste time on a letter
          like this to Joseph?

                         JUNOT
                  (staring at his
                   boots)
          There's probably some explanation.

                         NAPOLEON
          Yes, I'm sure he's been too busy
          chasing his whores to be bothered
          about my wife.

Junot sits, breathing loudly.

                         NAPOLEON
          Well, anyway, sorry to call you away
          from the festivities, but where is
          the breakdown on serviceable
          vehicles?  I asked for it yesterday.

                         JUNOT
                  (speech affected by
                   drink)
          I gave it to Berthier... this
          afternoon.

                         NAPOLEON
          Why did you give it to him?

                         JUNOT
          I thought he would be seeing you
          before I would, and would give it to
          you.

                         NAPOLEON
          Well, he didn't give it to me, and
          when I ask you to do something for
          me, return the work to me, not to
          Berthier.

                         JUNOT
          I'm sorry, I thought he would give
          it to you.

                         NAPOLEON
          I must have the breakdown now.
          Where is Berthier?

                         JUNOT
          He's downstairs -- somewhere.

                         NAPOLEON
          All right, thank you.  Please ask
          him to come here.

Junot pauses and then speaks with exaggerated importance
and earnestness brought on by too much drink.

                         JUNOT
          Yes... but, first, can I say
          something to you, as a friend?

                         NAPOLEON
          Certainly.

                         JUNOT
          I know that I shouldn't butt into
          things... that are really no
          concern of mine... but you shouldn't
          write a letter like that to Joseph.

                         NAPOLEON
          Why not?

                         JUNOT
          Well, maybe he's only looking out
          for your best interests.

                         NAPOLEON
          What are you talking about?

                         JUNOT
          Nothing.  That's all I can say.

                         NAPOLEON
          That's all you can say?  What are
          you talking about?

                         JUNOT
          That's all I can say.

                         NAPOLEON
          Now, just a minute.  You have just
          very clearly implied that there is a
          reason why Joseph should not give my
          wife the money which I left for her.
          I can't possibly allow a remark like
          that to go without explanation.

                         JUNOT
          Let's just say, he looks after your
          interests.

Napoleon takes Junot by the shoulders.

                         NAPOLEON
          Look, Junot, you aren't going to
          leave this room until you explain
          yourself.

                         JUNOT
          There are some things... better left
          unsaid.

                         NAPOLEON
          You mean about my wife?!  You mean
          there are some things better left
          unsaid about Josephine?!

Suddenly, Junot buries his head in his hands.

                         NAPOLEON
          What the hell is the matter with
          you?

                         JUNOT
                  (mumbling into his
                   hands)
          I didn't want to hurt you... All I
          wanted to do was to keep from
          hurting you.  I swear I didn't want
          to hurt you.

                         NAPOLEON
          Well, whatever the hell you wanted
          to do, you are going to tell me
          everything right now.  Do you
          understand?!

                         JUNOT
                  (pulling himself
                   together)
          You know that... letter you showed
          me in Milan -- the one about
          Hippolyte Charles?

                         NAPOLEON
          Yes.

                         JUNOT
          I wrote it.

                         NAPOLEON
          What?

                         JUNOT
          Yes, I wrote it.

                         NAPOLEON
          You wrote it.

                         JUNOT
          I couldn't face telling you.

                         NAPOLEON
          You couldn't face telling me what?

                         JUNOT
          About Hippolyte Charles.

                         NAPOLEON
          What was there to tell?

                         JUNOT
          My God, what do you think?

                         NAPOLEON
          Do you know what you're saying?

                         JUNOT
          God help me -- yes.

                         NAPOLEON
          How do you know?

                         JUNOT
          I know.

                         NAPOLEON
          How do you know?

Junot pulls himself together and speaks in an unnaturally
controlled and somewhat mechanical way.

                         JUNOT
          I was in her maid's room at an inn
          we stopped at for the night, outside
          of Dijon.  It was an adjoining room
          to Madame Bonaparte's.

                         NAPOLEON
          Yes?

Junot searches for a better way to say it but doesn't come
up with anything.

                         JUNOT
          I could hear them, in the next room.

Napoleon's voice is barely audible.

                         NAPOLEON
          You could hear them?

                         JUNOT
          Yes.

Napoleon stares at the corner of a table.

                         NAPOLEON
          You mean you heard them making love?

                         JUNOT
          Yes.

Napoleon sits down.

                         NAPOLEON
          How did you know it was Captain
          Charles?

                         JUNOT
          I questioned the maid, and she
          admitted Charles had been Madame
          Bonaparte's lover for several
          months.

                         NAPOLEON
          Can you give me a drink, please?

                         JUNOT
          Yes, of course.  What do you want?

Napoleon stares into space and doesn't reply.

Junot pours a glass of whisky.  Napoleon drinks it down,
distastefully.

                         JUNOT
          I wanted to kill him but Joseph
          convinced me it would be a mistake.
          He said people would say you hadn't
          the courage to deal with it
          yourself.

                         NAPOLEON
          And was it so widely known that
          Joseph had reason for such concern?

                         JUNOT
          I believe so.  I believe Madame
          Bonaparte was not discreet, in
          Paris.

A knock at the door.  A momentary pause, then a much more
urgent knock.

                         BOURRIENNE (O.S.)
          General Bonaparte?

                         NAPOLEON
          Come back in an hour.

                         BOURRIENNE (O.S.)
          Excuse me, General Bonaparte, but I
          believe this is an extremely urgent
          matter, requiring your immediate
          attention.

                         NAPOLEON
          Come in.

Bourrienne enters.

                         BOURRIENNE
          This dispatch has just arrived from
          Aboukir, marked highest priority,
          for General Bonaparte's eyes only.

                         NAPOLEON
          Let me see it.

He opens the envelope, reads it and tosses the note on the
table.

                         NAPOLEON
                  (flatly)
          Nelson has engaged Brueys off
          Aboukir.  Brueys is dead and we have
          lost eleven ships.

EXT.  FRENCH TOWN - DAY

Wildly cheering crowds, flags, military band -- Napoleon
rides in an open carriage, waving.  He is followed by two
other carriages, containing the small entourage, brought
back from Egypt.  A beautiful floral Arc de Triomphe
decorates the end of the street.

                         NARRATOR
          On October 9th, 1799, Napoleon, with
          only a small entourage, arrived at
          the port of Frejus, in France, after
          a journey of six weeks, in which he
          evaded a large British fleet.  The
          news of his arrival threw France
          into a delirium of joy.  His return
          was seen as a kind of deliverance,
          by a nation in the grip of economic
          chaos, near anarchy and the threat
          of invasion.

INT.  CHAMBERS OF DIRECTORY IN PARIS - DAY

A large room in Luxembourg Palace.  Napoleon is seated
before the five Directors, Barras, Sieyes, Moulins, Gohier
and Roger-Ducos, who are dressed in their pompous official
costumes with three-foot hats and feathered plumes.
Present also are Talleyrand, Fouche, Joseph, Lucien and
several dozen important officials.

                         NAPOLEON
          Nelson's victory at Aboukir quite
          effectively finished the strategic
          purpose of the campaign, and with
          the loss of all our principal
          fighting ships, the army was
          marooned in Egypt, and our
          communications with the continent
          were severed.  The only options
          remaining to me were to develop the
          occupation of Egypt, to maintain the
          morale of my army, and to respond to
          the threats being created by the
          English and, very soon, the Turks.
          This was accomplished, culminating
          in my final victory against the
          Turks, when they attempted a landing
          at Aboukir.

                         GOHIER
          I wonder if you would care to tell
          us, General Bonaparte, why, so soon
          after this admirable victory, you
          decided to... abandon your army and
          return to France?

                         NAPOLEON
          Citizen Gohier, my army was not
          abandoned -- it was left in a very
          strong position, and in the capable
          hands of General Kleber.

                         GOHIER
          Of course, General Bonaparte.  An
          unfortunate choice of words.  Only
          the enemies of your glory, whom we
          shall regard as our own, would wish
          to give adverse interpretation to
          the honorable motives of patriotism,
          which I am sure, induced you to...
          leave... your colors.  Please
          continue.

Napoleon smiles, coldly.

                         NAPOLEON
          After the defeat of the Turks, a
          negotiation to arrange the exchange
          of prisoners took place aboard Sir
          Sidney Smith's flagship.  At the end
          of the first meeting, Sir Sidney
          gave my chief negotiator, General
          Marmont, several German newspapers,
          of a fairly recent date.

Pause.

                         NAPOLEON
          Now, you must bear in mind that for
          more than a year I had received no
          news at all from Europe, not a
          newspaper or a single mail packet.
          Perhaps you can imagine my state of
          mind when I read of the serious
          defeats that had been inflicted upon
          France during my absence:  the loss
          of Italy, the Anglo-Russian army's
          occupation of Holland, the imminent
          invasion of France herself.  After
          several days of deliberation, it
          seemed clear to me that it was my
          duty to risk the English blockade
          and, with a few small ships, attempt
          to return, to serve my country in
          any way that might be possible.

Narration starts over Napoleon's dialogue which fades
under.

                         NARRATOR
          The government of the Directory was
          bankrupt, and its presses ran all
          night printing the money it would
          spend the next day.  Two of its five
          members, Sieyes and Roger-Ducos, who
          had the support of the moderate
          political factions, were preparing
          to seize power.  They would welcome
          the inclusion of Napoleon who would
          secure the support of the army, and
          who was now the most popular figure
          in France.

The cutting of this scene will be done to place emphasis
on, and establish a relationship between, two of the
Directors, Sieyes and Roger-Ducos, Joseph Bonaparte,
Talleyrand and Napoleon.  Sieyes and Roger-Ducos will be
cut with their names.

INT.  CARRIAGE - DAY

Napoleon and Joseph driving through the park.

                         NAPOLEON
          The important thing is to find the
          right lawyer.  One who will not
          protract the thing indefinitely, in
          the courts.

                         JOSEPH
          You know I am only too happy to be
          of help to you, but surely this
          isn't the ideal moment to involve
          yourself in such matters.

                         NAPOLEON
          I know of no better time.

                         JOSEPH
          You can't be serious.  It would not
          be good to become another husband
          out of a Moliere farce.

                         NAPOLEON
          The comedy of my marriage is
          sufficiently well known already.

                         JOSEPH
          You must not act impetuously.

                         NAPOLEON
          It is time to clarify the situation.
          Everything is over between us.

                         JOSEPH
          But you can do the same thing in six
          months.  The next few weeks may be
          the most important ones in your
          life.

                         NAPOLEON
          My mind is made up.  She will not
          set foot in my house again.  I think
          if I saw her again, I might be
          tempted to strangle her.

Joseph sighs and tries to think of another line of
approach.

                         JOSEPH
          Are you sure that you are not still
          in love with her?

                         NAPOLEON
          Are you trying to insult me?

                         JOSEPH
          Of course not, but such violence of
          feeling makes me wonder.

                         NAPOLEON
          Well, you shall see.

                         JOSEPH
          When is she supposed to return?

                         NAPOLEON
          I have no idea.  Her maid said she
          left two days ago, to meet me -- I
          can imagine where she is.  But when
          she finally does come home, she will
          find her things in the street and my
          door locked.

                         JOSEPH
          She will probably appear with a
          dozen excuses and you will forgive
          her anyway.

                         NAPOLEON
          My dear Joseph, the only thing that
          is clear is that my wife is a slut
          -- and while a man may want a slut
          for his mistress, he does not want
          her for his wife.

INT.  JOSEPHINE'S MIRRORED BEDROOM - NIGHT

Napoleon and Josephine in bed.  The mood is post-coital
depression for Napoleon; submission and apprehension for
Josephine.  There is a long silence before any one speaks.

                         NAPOLEON
          Were you in love with him?

                         JOSEPHINE
          I thought I was.  I was confused.

                         NAPOLEON
          And now?

                         JOSEPHINE
          Now, I know that I shall die if you
          leave me.

                         NAPOLEON
          Do you expect me to believe that?

                         JOSEPHINE
          Yes.

Pause.

                         JOSEPHINE
          And you, are you in love with any
          one else?

                         NAPOLEON
          No.

                         JOSEPHINE
          But you have had mistresses while
          you were away.

                         NAPOLEON
          Of course.

                         JOSEPHINE
          Were you in love with any of them?

                         NAPOLEON
          No.

                         JOSEPHINE
          Were they pretty?

                         NAPOLEON
          Yes.

                         JOSEPHINE
          Were any of them prettier than I am?

                         NAPOLEON
          One had better legs.

                         JOSEPHINE
          Were any of them married?

                         NAPOLEON
          Yes.  They were the easiest.  I made
          love to one of them within ten
          minutes of our first meeting.

                         JOSEPHINE
          She must have been in love with you.

                         NAPOLEON
          Not in the least.  After all, what is
          adultery -- only a brief transaction
          on a couch, requiring a few minutes
          of privacy.

Josephine presses against him.

                         JOSEPHINE
          Promise me you will never leave me.

                         NAPOLEON
          I cannot promise you that.

                         JOSEPHINE
          Promise me.

                         NAPOLEON
          I will never forgive you.

                         JOSEPHINE
          I don't care, but promise you will
          never leave me.

                         NAPOLEON
          I don't understand you.

                         JOSEPHINE
          Promise.

                         NAPOLEON
          Promises mean nothing.

                         JOSEPHINE
          Perhaps -- but tell me you promise,
          anyway.

                         NAPOLEON
          All right -- I promise.

                         JOSEPHINE
          You are my old friend.

TITLE:  COUP D'ETAT

INT.  SALON - NIGHT

A small crowd of men talking to Napoleon, Sieyes, Roger-
Ducos, Joseph and Lucien Bonaparte and Talleyrand.  The
meeting is jovial and relaxed.

                         NARRATOR
          For the next three weeks, conspiracy
          was openly carried on in Paris -- in
          the salons of bankers, generals,
          politicians and government
          officials.

INT.  FOUCHE OFFICE - DAY

Fouche at work as Minister of Police.

                         NARRATOR
          The man responsible for protecting
          the government, the Minister of
          Police, Joseph Fouche, was part of
          the plot.

EXT.  HOUSE - NIGHT

A sleepy deputy, in his night shirt, receives his special
summons from a cloaked messenger.

                         NARRATOR
          In the early morning hours on
          November 9th, notifications of an
          emergency meeting of the councils,
          to be held that morning at 7
          o'clock, were delivered to those
          deputies who supported the
          conspiracy.

INT.  COUNCIL HALL - DAY

Sieyes addresses the deputies.  A good third of the seats
are empty.

                         NARRATOR
          Sieyes warned the sympathetic
          deputies of an imminent plot to
          seize the government by the radical
          Jacobin party, none of whose members
          had been summoned to the assembly.
          He then proposed two resolutions
          which were quickly passed.

EXT.  PARIS STREET - DAY

The exciting clatter of horses hoofs on cobblestones draws
confused spectators to the sight of Napoleon at the head
of 50 gold-braided generals, on their way to the assembly.

                         NARRATOR
          The first called for the appointment
          of Napoleon to command the troops
          assigned to protect the councils.
          The second called for the councils
          to be moved, on the following day,
          to St. Cloud, ten miles from Paris,
          where they would be safe, and out of
          reach of the Paris mob.

INT.  BARRAS SALON - DAY

Barras, in his bathrobe signing 6 copies of his
resignation.  Talleyrand hovers over him, carefully
putting the signed copies to one side.  Three officers
stand by the door.

                         NARRATOR
          Later, the same day, the three
          members of the Directory who were
          not part of the plot were
          effectively taken out of the
          picture.  Barras was forced to
          resign under threat of death and an
          offer of gilded exile.

INT.  LUXEMBOURG - DAY

Moulins and Gohier glumly eating an elegant lunch, laid
out on a desk.  Two soldiers stand guard at the door.

                         NARRATOR
          Gohier and Moulins, who would not be
          intimidated, were locked up under
          guard at the Luxembourg.

EXT.  GROUNDS OF ST. CLOUD PALACE - DAY

Warmly-dressed spectators have made the dawn journey from
Paris, and are scattered about the gardens and lawns,
breakfasting from picnic baskets.

Groups of infantry laze on the grass, playing cards,
reading, smoking and sleeping.

                         NARRATOR
          The next morning, on November 10th,
          at the Palace of St. Cloud, the
          final moves were to be made which
          would bring Napoleon to supreme
          power.

INT.  ORANGERY - DAY

A long, narrow annexe, with high windows which open out
onto a courtyard, occupied by troops.  There are no chairs
and the deputies, dressed in their strange-looking, long,
scarlet togas and odd, square birettas, are uncomfortably
crowded together, in emergency session.

Lucien Bonaparte, who is the temporary President, looks
worried.

Delbrel, the leader of the Jacobin party is in the middle
of a speech to the deputies.  He is an effective orator,
with the right mixture of sarcasm and a sense of moral
superiority.

                         DELBREL
          Citizen Deputies, we have been
          isolated here at St. Cloud and
          surrounded by troops.  Yesterday, we
          were told this was to protect us
          against a plot to seize the
          government.  Today we are told that
          all five members of the Directory
          have suddenly, and without any
          warning, resigned.  Now we have been
          asked to pass a resolution forming a
          provisional government, of three
          consuls to replace the five
          directors -- these three consuls
          being General Bonaparte and two of
          the newly-resigned members of the
          Directory, Sieyes and Roger-Ducos.
          We have further been asked to
          adjourn this assembly for a period
          of three months, leaving all
          executive and administrative power
          in the hands of the three newly-
          appointed consuls, who will then
          draw up a new Constitution.

Angry murmurs.

                         DELBREL
          Citizen Deputies, does any one in
          this room have the slightest doubts
          as to what is being attempted, or to
          the identity of those who are
          involved?

Angry murmurs.

                         DELBREL
          Especially so, since I have it on
          excellent authority that the three
          members of the Directory who are not
          present here today have, indeed, not
          resigned willingly, but in the case
          of Gohier and Moulins, they are
          under arrest in the Luxembourg --
          and, in the case of Barras, a
          resignation was forced from him
          under threat of death.

Pandemonium breaks out in the assembly.

                         LUCIEN BONAPARTE
                  (ringing bell)
          Order, order, order.  Citizen
          Delbrel, you are out of order.  You
          are out of order.

Uproar.

                         DELBREL
                  (shouting)
          And you, Citizen Bonaparte -- your
          role as President of this assembly
          is an honorary one, given only for
          the period on one month, on the
          occasion of your brother's return
          from Egypt.  And since your
          nomination was originally put
          forward by the two conspirators,
          Sieyes and Roger-Ducos, I demand
          that you immediately disqualify
          yourself from these proceedings and
          leave this chamber!!

Uproar of approval, and cries of "Long Live the Republic."

                         LUCIEN BONAPARTE
                  (ringing bell)
          You are out of order, Citizen
          Delbrel!  You are out of order!

INT.  ST. CLOUD SALON - DAY

The conspirators wait in what was formerly one of Marie-
Antoinette's reception salons, now bare of all furniture
except three arm-chairs grouped before a large, ornate
fireplace, in which there is a small fire.

The shouting from the Orangery can be faintly heard
through the walls.

Napoleon paces, nervously.

Sieyes, huddled in an overcoat, stares apprehensively into
the fire.  Roger-Ducos pokes at it with a damp log.

Joseph Bonaparte stands, gazing out of the window at the
troops, sprawled on the grass.

There is a knock at the door.

                         NAPOLEON
          Come in.

                         ORDERLY
          Major Lavallette to see you,
          General.

                         NAPOLEON
          Send him in.

Lavallette comes in, salutes.

                         LAVALLETTE
          General Bonaparte, I have a message
          from Lucien.  He says there is not
          chance at all now to bring the
          proposals to a vote.  Delbrel has
          given the alarm to the other
          parties.  He says you must either
          use the troops immediately, or think
          of saving yourselves.

                         SIEYES
                  (to Napoleon)
          Oh, my God.  I told you he should
          have been arrested yesterday.  Why
          did I listen to you?

Napoleon ignores Sieyes and walks to the window.

                         JOSEPH
          Will you use the troops?

                         NAPOLEON
          Only as a last resort.  What are the
          Councils doing now?

                         LAVALLETTE
          Both chambers are swearing an oath
          to the Constitution.

Knock at the door.

                         NAPOLEON
          Come in.

                         ORDERLY
          A message from Citizen Fouche.

                         NAPOLEON
          Let me have it.

The officer hands Napoleon an envelope and exits.
Napoleon looks at the note and, then, reads it aloud.

                         NAPOLEON
          My dear Bonaparte, if you have not
          already done so, I urge you to press
          things to a conclusion.  I cannot
          guarantee the situation for very
          much longer in Paris.

Sieyes, in an absolute panic, leans over and whispers to
Roger-Ducos.

                         SIEYES
          Go and make sure the carriage and
          driver are ready to leave at a
          moment's notice.

Roger-Ducos exits.  Napoleon paces the room.

                         SIEYES
          Well -- what are you going to do?

                         NAPOLEON
          Have patience -- all will be well.

There is a knock at the door.

                         NAPOLEON
          Come in.

                         ORDERLY
          Citizen Bourrienne to see you, sir.

                         NAPOLEON
          Send him in.

                         BOURRIENNE
          A message from Lucien -- he says
          that you had better act now.
          Delbrel is going to introduce a
          motion to halt the oaths and take a
          vote to outlaw the three of you.

                         SIEYES
          Oh, my God!  Oh, my God!  We will
          all be on the guillotine in 24
          hours.

                         NAPOLEON
          Please stop chattering -- and let me
          think.

                         SIEYES
          There is nothing left to think
          about.  We will be outlawed!  You've
          waited too long!  I'm leaving, and
          any one who wishes to save his neck
          will follow suit.

He exits.

INT.  ORANGERY - DAY

Deputies going through the ritual of individually swearing
their oaths to the Constitution.

Napoleon enters with four grenadier guards and causes an
immediate uproar.

The grenadiers try to force a passage to approach the
speaker's rostrum but a group of Jacobin deputies bar the
way.

                         DEPUTY #1
          What -- bayonets in here?

                         DEPUTY #2
          Soldiers!  You are violating the
          sanctuary of the laws.  Withdraw
          immediately!

                         NAPOLEON
          Please stand out of the way.  Four
          grenadiers are no threat to you.

                         DEPUTY #3
          Withdraw!  Withdraw!

                         NAPOLEON
          Citizen Deputies, please stand out
          of the way -- I wish to approach the
          speaker's rostrum!

                         DEPUTY #1
          Is it for this, then, that you
          became a conqueror?

                         DEPUTY #4
          Withdraw, withdraw immediately, I
          say!

                         NAPOLEON
          Citizens, please stand aside.  I
          wish to approach the speaker's
          rostrum.

                         DEPUTY #2
          Down with the Dictator!  Down with
          the Tyrant!

                         DEPUTY #4
          Outlaw him!  Outlaw him!

The cry is picked up of "Dictator," "Tyrant," and
"Outlaw."

A scuffle breaks out and Napoleon is knocked to the ground
and viciously kicked.  His guards manage to club their way
into this melee and drag him out of the Orangery.

EXT.  ORANGERY - DAY

Among the soldiers, Napoleon, his face bloody, mounts a
horse and rides through his men.  The troops are confused
by his appearance but give him a cheer as he passes by.
It is now five o'clock and the grey November dusk is
closing in.  A cry of "Long Live Bonaparte" thunders
through the courtyard.

INT.  ORANGERY - DAY

The deputies are still in an uproar, but gradually the
sound of drums, beating the charge, is heard.  The drums
get louder and a silence falls over the chamber.  The
drumming gets louder.  The door is thrown open and Murat
stands at the head of a column of grenadiers, with fixed
bayonets.

                         MURAT
          Citizens, you are dissolved.

EXT.  ST. CLOUD - DUSK

Deputies climb through the windows and are jeered by the
onlookers.  Napoleon paces, nervously.

                         NARRATOR
          At the age of 30, Napoleon would now
          become 1st Consul and head of the
          Executive, for a period of ten
          years.  The other two Consuls would
          become merely figure-heads.

TITLE:  EMPIRE

INT.  TUILERIES SALON - DAY

Painted cardboard figures, about six inches high,
representing Napoleon, Josephine and the principal
personages involved in the forthcoming coronation, are
pushed about, discussed and noted, as the group plans the
complex stage management of the coronation.

Napoleon, Josephine, the painter David, and a small
entourage are seated, standing and kneeling around a
cardboard mock-up of the interior of Notre Dame Cathedral.

                         NARRATOR
          In the five years that followed,
          Napoleon gave proof of his brilliant
          legislative, administrative and
          organizational powers.  He created
          effective and enduring institutions
          of government; revitalized the
          economy; negotiated a concordat with
          the Pope, thus ending the religious
          rebellion in the Vendee; reconciled
          the bitterness between right and
          left by opening all careers to
          talent, and bringing into his
          government the best minds of the
          aristocracy and the ablest survivors
          of the revolution.  Napoleon had
          secured the main social and material
          gains of the revolution, destroying
          privileged orders and modernizing
          the state.  In exchange for this, he
          would now be given power far more
          absolute than any Bourbon monarch.

INT.  NOTRE DAME - DAY

The Coronation.  At the moment when the Pope reaches for
the crown of Charlemagne, to take it from the altar,
Napoleon takes it, and, with his own hands, places it on
his head.

Napoleon looks, with an air of pride and satisfaction, at
Josephine, as she advances towards him, at the altar, and
when she kneels down, tears fall upon her clasped hands,
raised to heaven -- or, rather to Napoleon.

                         NARRATOR
          On December 2, 1804, Napoleon was
          made Emperor of France.  He would
          later say:  "I found the crown lying
          in the gutter and I picked it up."

                         NAPOLEON (V.O.)
          Duroc, I have a bill here for
          600,000 francs from Tirot, for
          building the Imperial throne and six
          decorated arm-chairs.  The amount is
          absurd -- and, at least twice too
          much.

INT.  TUILERIES DINING ROOM - NIGHT

Candlelight, silver service -- beautiful women, important
guests.  Napoleon and Josephine are seated at opposite
ends of a long table.  Placed at Napoleon's elbow is the
strikingly beautiful Madame Trillaud, a sexy brunette.  He
speaks to her husband.  Dessert is being served.

                         NAPOLEON
          The revolution failed because the
          foundation of its political
          philosophy was in error.  Its
          central dogma was the transference
          of original sin from man to society.
          It had the rosy vision that by
          nature man is good, and that he is
          only corrupted by an incorrectly
          organized society.  Destroy the
          offending social institutions,
          tinker with the machine a bit, and
          you have Utopia -- presto! --
          natural man back in all his
          goodness.

Laugher at the table.

                         NAPOLEON
          It's a very attractive idea but it
          simply isn't true.  They had the
          whole thing backwards.  Society is
          corrupt because man is corrupt --
          because he is weak, selfish,
          hypocritical and greedy.  And he is
          not made this way by society, he is
          born this way -- you can see it even
          in the youngest children.  It's no
          good trying to build a better
          society on false assumptions --
          authority's main job is to keep man
          from being at his worst and, thus,
          make life tolerable, for the greater
          number of people.

                         MONSIEUR TRILLAUD
          Your Majesty, you certainly have a
          very pessimistic view of human
          nature.

                         NAPOLEON
          My dear Monsieur Trillaud, I am not
          paid for finding it better.

Laughter.

Napoleon exchanges a significant look with his Major-domo,
who nods, picks up a wine decanter, and comes up to Madame
Trillaud's place to refill her glass, deliberately
spilling wine on the front of her dress.

                         NAPOLEON
          You clumsy fool.  Quick, we need
          some water.

Endless ad lib apologies by the Major-domo.

                         MAJOR-DOMO
          This way, if you please, Madame.

The Major-domo gestures to some place out of the room.

                         NAPOLEON
          No, no, I'll take care of it myself.
          We don't want to have any more
          accidents.

Napoleon, the Major-domo and Madame Trillaud exit the
room, amid apologies, reassurances.

The guests resume their conversations, but Josephine, who
has seen the routine before, is distracted and agitated.

INT.  TUILERIES HIDEAWAY - NIGHT

A small, hideaway room, reached by a back staircase,
leading off Napoleon's private office.  It is all couches,
cushions, velvet, mirrors and dim candles.

Napoleon, Madame Trillaud and Major-domo enter.

                         NAPOLEON
          Quick, where is the water?

                         MAJOR-DOMO
          Here it is, Your Majesty.

                         NAPOLEON
          Ah, good, here -- allow me, Madame
          Trillaud.

Napoleon and the Major-domo exchange another look, and the
Major-domo hurriedly exits the room, springing a catchlock
behind him.

Napoleon's attention immediately shifts from Madame
Trillaud's dress to Madame herself.  His efforts to rub
off the wine stains gradually become more intimate.

                         MADAME TRILLAUD
          Oh!  Your Majesty!

                         NAPOLEON
          Don't be afraid.

Napoleon takes her in his arms.

                         MADAME TRILLAUD
          But the guests... my husband... the
          Empress...

                         NAPOLEON
          Don't be afraid, my dear.  We shall
          be back before dessert is finished.

Napoleon kisses her and fumbles with her clothes, to
remove them.  After several passionate seconds, there is a
timid knock at the door.

Madame Trillaud looks startled but Napoleon puts his
finger to her lips and continues.

After fifteen seconds, there is another knock on the door,
louder.

                         NAPOLEON
                  (whispers)
          Don't worry.  It's only the night
          maid.

More kissing, then a louder and more insistent knock.
This time they both sit up.  More knocking.  Madame
Trillaud is frightened.

                         NAPOLEON
                  (angrily)
          Yes -- what is it?

                         JOSEPHINE (O.S.)
          Open the door.  It's me.

                         NAPOLEON
          Go away -- I'm busy.

                         JOSEPHINE (O.S.)
          I know what you're doing in there.

                         NAPOLEON
          Don't be ridiculous and go away --
          I'm busy working.

                         JOSEPHINE (O.S.)
          Where is Madame Trillaud?

                         NAPOLEON
          How should I know.  Ask Roquier --
          he's cleaning her dress.

                         JOSEPHINE (O.S.)
          What are you doing in there?

                         NAPOLEON
          Oh -- now, this is absolutely
          ridiculous!  If you don't want to be
          humiliated in front of your guests,
          you will return to the table at
          once.

                         JOSEPHINE (O.S.)
          Will you be joining us, soon?

                         NAPOLEON
          I will be there in five minutes.  Go
          back to your guests.

                         JOSEPHINE (O.S.)
          Five minutes.

                         NAPOLEON
          Yes!!

                         JOSEPHINE (O.S.)
                  (weakly)
          Five minutes.

                         NAPOLEON
          Goodbye.

Madame Trillaud starts to get up.  Napoleon stops her.

                         NAPOLEON
                  (whispering)
          Darling -- don't be ridiculous.  We
          have five minutes.  Where are you
          going?

                         MADAME TRILLAUD
          But, Your Majesty, we will be missed
          now.

                         NAPOLEON
          Of course we won't -- five minutes
          will never be noticed.

He tumbles her back on to the bed.

INT.  JOSEPHINE'S BEDROOM - TUILERIES - NIGHT

                         NAPOLEON
                  (in a subdued voice)
          How dare you do that to me tonight?
          How dare you?  Do you realize who
          Madame Trillaud's husband is?
          Suppose he found out?

Josephine sobs.  Napoleon speaks in sharp hisses, to keep
the servants from overhearing.

                         NAPOLEON
          Oh, shut up, will you?

Josephine sobs.

                         NAPOLEON
          Your tears have absolutely no effect
          on me... What a fool I have been!  I
          am not a man like any other man.  I
          must be free -- I must be free to do
          what I please.  I must be free of
          this sordid jealousy!

Napoleon looks at the figure of his distraught wife.  She
is on her knees, slumped across the seat of a chair.

                         NAPOLEON
                  (slowly and quietly)
          Very well, then, I will not put a
          specific time limit on this, but you
          must accept the idea that we will
          have to be divorced, and soon...
          And, from now on, we will sleep in
          separate bedrooms.

This last remark finally causes Josephine to attempt to
speak, red-eyed, sniveling, unable to put words together
without involuntary shudders and sobs.

                         JOSEPHINE
          Separate bedrooms?

                         NAPOLEON
          Yes.

                         JOSEPHINE
          But you will not... be safe...

                         NAPOLEON
          Not be safe?  What on earth are you
          talking about?

                         JOSEPHINE
                  (sobbing)
          In case of a... surprise attack...
          at night... I am such a... light
          sleeper... I could wake you... I
          could scream.

This is such a pathetically dumb remark, it stops
Napoleon, cold.

INT.  TUILERIES HALL - NIGHT

Napoleon, in his nightshirt, follow Roustam along the
corridor.  When they reach Josephine's door, Roustam hands
Napoleon the candle and leaves.  Napoleon knocks.

                         JOSEPHINE (O.S.)
          Who is it?

                         NAPOLEON
          It's me.

Josephine quickly opens the door.

                         JOSEPHINE
          Oh!

Napoleon enters the room and she locks the door.  He walks
to the bed and sits down.  He seems depressed.  He sits,
staring at the floor.

                         NAPOLEON
                  (touching the bed)
          Sit down.

Josephine sits down next to him.  He puts his arms around
her, regretfully.

                         NAPOLEON
          I didn't mean the things that I
          said... I was angry and I said more
          than I meant to.

                         JOSEPHINE
          Oh, my darling.  I'm sorry, too.  I
          won't do that again -- whatever you
          do.  I won't cause you any more
          embarrassment, I promise.

Napoleon squeezes her shoulder.  Her surrender has not
brought him happiness.

                         JOSEPHINE
          Oh -- I didn't tell you... I've seen
          Dr. Corvisart, and he was very
          reassuring and encouraging.  He has
          had excellent results with the
          waters of Plombiers, and he thinks
          it would be a good idea for me to
          spend a few weeks there.
          Apparently, he sent Madame Le Floch
          there last year, and she gave birth
          to twins.

                         NAPOLEON
                  (laughs, weakly)
          Indeed -- well, you may tell Dr.
          Corvisart, I should be entirely
          satisfied with half her success.

EXT.  FIELD - DAY

George III reviewing British troops.  Military band.
Spectators.

                         NARRATOR
          Since the year 1069, France and
          England had been at war for a total
          of 152 years.  And, from 1338, the
          Kings of England also called
          themselves the Kings of France,
          until Napoleon obliged them to drop
          this title at the time of the short-
          lived Peace Treaty of Amiens, in
          1802.  In the following year,
          England again declared war on
          France, and the conflict between
          British and French imperialism for
          maritime supremacy and world power
          would now be fought to a finish.

EXT.  BLUFF - DAY

A high, windy bluff, overlooking the English Channel.
Napoleon and his entourage study the English fleet, moored
several miles offshore, and the cliffs of Dover, just
visible on the horizon.

                         NARRATOR
          The struggle was resumed on familiar
          and inconclusive lines, as neither
          side could really get to grips,
          while England was supreme on the sea
          and Napoleon on land.

ANIMATED MAP

Showing French naval strategy.

                         NARRATOR
          Napoleon devised a plan to lure the
          British fleet into a wild goose
          chase, to the West Indies, leaving
          the Channel unprotected long enough
          for the French to ferry their army
          safely across.  But the scheme was
          poorly executed, and eventually led
          to the disastrous French naval
          defeat at Trafalgar.

EXT.  OCEAN BOTTOM - DAY

Eerie shot of two French ships lying on sea bottom.

INT.  ADMIRAL'S CABIN - DAY

A drowned French Admiral floats in his cabin with his
papers, books, clothes and a roast chicken.

EXT.  PARADE GROUND - DAY

Francis II, the severe, opportunistic Emperor of Austria,
reviewing his troops.  He is a year older than Napoleon.

                         NARRATOR
          Napoleon's invasion plans were
          foiled by England's correct naval
          strategy, and by their alliances
          with Austria and Russia.  Subsidized
          by England, Francis II was goaded
          into war by Napoleon's assumption of
          the crown of Italy.

EXT.  PARADE GROUND - DAY

The 29-year old Tsar Alexander reviewing Russian troops.

                         NARRATOR
          He was joined by the young,
          melancholy Tsar Alexander I, who had
          ascended the throne at the age of
          24, after the Palace Guard murder of
          his father, Tsar Paul, and now had
          rival pretensions to Napoleon as the
          arbiter of Europe.

EXT.  REAR AREA AUSTERLITZ BATTLEFIELD - DAY

The young Tsar sits by the side of the road and weeps.
His entourage stand by ineffectually, at a respectful
distance.  All around him is the evidence of the Russian
disaster at Austerlitz.

                         NARRATOR
          But four months later, on the
          anniversary of Napoleon's
          coronation, Alexander would weep
          over the shattered wreck of his
          army, on the battlefield of
          Austerlitz.

EXT.  NAPOLEON HQ AUSTERLITZ - DAY

A cold, blustery day.  A large fire has been built at the
base of a steep-sided gully.  French cavalry vedettes are
posted at the top of the hill.  A party of 50 Austrian
hussars, escorting 3 Imperial carriages, comes to a halt.
Drummers and trumpeters sound a salute.

Napoleon helps the defeated Emperor Francis, of Austria,
from his carriage, embracing him with cordiality.

This is the first meeting between Napoleon and an
important European monarch.

                         NAPOLEON
          Ah, my dear Francis, what a genuine
          pleasure it is to meet you at last.

                         FRANCIS
          I fear our meeting is long
          overdue... Napoleon.

                         NAPOLEON
          I'm sorry that I am unable to offer
          you better hospitality, but this is
          the only place I have inhabited for
          the past month.

                         FRANCIS
                  (shivering)
          You have made such excellent use of
          it; I should think you will hate to
          leave it.

                         NAPOLEON
          Shall we move closer to the fire?

                         FRANCIS
          Yes -- an excellent idea.

They leave their staffs standing on the road.

                         NAPOLEON
          Will Alexander be joining us soon?

                         FRANCIS
          I very much doubt that he will.

                         NAPOLEON
          Oh...?

                         FRANCIS
          I'm afraid he has been rather upset
          by the outcome of the battle.

                         NAPOLEON
          I see.

Francis has developed a violent chill.

                         FRANCIS
                  (shivering)
          But he asked me to say...
                  (shivering)
          on his behalf... that your
          achievements have increased his...
                  (shivering)
          admiration for you, and that he
          believes... your success is
          predestined by heaven...
                  (shivering)
          and that his army...

                         NAPOLEON
                  (interrupting)
          My dear Francis, you do seem
          extremely uncomfortable.

                         FRANCIS
          I'm afraid I am, just a bit.

                         NAPOLEON
                  (offering a flask)
          Would you like some brandy?

                         FRANCIS
          Thank you.

                         NAPOLEON
          I'll have the fire built up.

He shouts to his staff.

                         NAPOLEON
          Berthier, we need some more wood for
          the fire -- and some brandy.

Berthier issues orders and soldiers dash off for the wood.
An aide dashes forward with the brandy.

                         FRANCIS
          Thank you, Napoleon.

                         NAPOLEON
          Francis, may I ask whether you wear
          warm winter underwear?

Francis downs a big swig of brandy.

                         FRANCIS
                  (surprised)
          No -- not as a rule.

                         NAPOLEON
          Ah, well, that is the first rule of
          warfare.  You must wear long-sleeved
          and long-legged underwear.  You can
          never conjure up brilliancies with a
          cold bottom.

They both laugh -- Francis, cheerlessly.

                                            FADE OUT.

FADE IN:

EXT.  FRENCH EMBASSY IN BERLIN - DAY

As an act of provocation, Prussian noble guards sharpen
their swords on the steps of French Embassy in Berlin.

                         NARRATOR
          Having ruined the Austro-Russian
          alliance by her neutrality, Prussia
          proceeded, in the following year, to
          commit suicide by taking on Napoleon
          single-handed.

EXT.  PARADE GROUND - DAY

Queen Louisa and King Wilhelm review Prussian troops.

                         NARRATOR
          Led by the warlike Queen Louisa, and
          her fashion-minded husband, King
          Frederich Wilhelm, the Prussians
          still believed themselves cast in
          the mold of Frederick the Great, and
          more than a match for Napoleon.  The
          King had a special collection of 60
          splendid uniforms, and was
          personally involved in the design of
          all the Prussian army uniforms.

                         NAPOLEON (V.O.)
          If the French army had been
          commanded at Jena and Auerstadt by a
          tailor, the King of Prussia would
          certainly have gained the day.

INT.  OPERA HOUSE - NIGHT

Napoleon enjoying a performance of "Don Giovanni."  An
aide tiptoes into the box and hands him a note which
reads:

          "Prussian ultimatum delivered to me
          today by Haugwitz.  War is now
          imminent.  Talleyrand."

Napoleon quietly folds the note, putting it away in his
pocket.  Berthier leans over inquiringly.  Napoleon puts
his finger to his lips, redirects his attention to the
stage, crosses his arms and settles comfortably back into
his seat.

                         NARRATOR
          Prussia would make the same
          strategic error that Austria made in
          the previous year, and she would
          over-confidently rush forward to
          meet the French alone, without
          waiting for their Russian allies.
          In seven days of fighting, the
          Prussian army would be virtually
          destroyed.

EXT.  ROAD - DAY

Tsar Alexander, happy and confident, surrounded by aides,
flags and military grandeur, on the march with his army.

                         NARRATOR
          Unconvinced by his defeat at
          Austerlitz, committed by alliance to
          Prussia and concerned about his
          interest in Poland, Alexander would
          once again take the field against
          Napoleon.

EXT.  NIEMEN RIVER - DAY

The colors of France and Russia flutter, side by side, in
the summer breeze, atop a large, ornately decorated raft,
moored in mid-stream.  It is an incredible sight, made of
huge logs and planks, beautifully carpeted, draped with
bunting, and with two small pavilions built on top, their
roofs and walls covered with drapery, flags and colored
silks.

On the opposite banks are the massed formations and colors
of the French and Russian Imperial Guards.

At a prearranged time, nervously checked and rechecked by
pocket-watches, clicking open and closed, the two Emperors
set off, in decorated long boats, to their rendezvous in
mid-stream.

As they proceed, an unintentional race between oarsmen
develops.

Napoleon disembarks first and is thus able to welcome Tsar
Alexander aboard.

They embrace and, at this moment, a tumultuous roar of
approval, the sound of fanfares, the beating of drums,
issues forth from both banks of the river.  It is a
splendid and marvelously absurd scene.

                         NARRATOR
          But in June of the following year,
          after the crushing defeat at
          Friedland, Alexander would be forced
          to sue for peace again -- this time
          in person, and with some surprising
          results.

                         ALEXANDER
          Ah, my dear, Napoleon, how good it
          is to meet you at last.

                         NAPOLEON
          And, what a great pleasure it is,
          indeed, to meet you, Alexander.

                         ALEXANDER
                  (looking around)
          And, what a delightful idea!

                         NAPOLEON
          Ah -- you approve?

                         ALEXANDER
          I think it's absolutely charming.

                         NAPOLEON
          I'm glad you like it.

                         ALEXANDER
          Whatever suggested the idea to you?

                         NAPOLEON
                  (with exaggerated
                   secrecy)
          I shall tell you in the strictest
          confidence -- when I was a boy, I
          had a passion for rafts, and never
          had the opportunity to build one.

They both laugh.

The two Emperors now introduce their staffs.

INT.  TILSIT SALON - DAY

Napoleon and Alexander, leaning on their elbows, on a
large map of the world, spread out on a table.

                         NARRATOR
          Alexander had come to treat as a
          fallen enemy, but would find that to
          be defeated by Napoleon seemed
          equivalent to winning a great
          victory.  There would be not
          territorial demands, no reparations
          -- only an intoxicating proposal to
          divide the world between them.

EXT.  FOREST - DAY

Napoleon and Alexander slowly walk through the beautiful
gloom of the dark forest.  They are thoughtful, relaxed,
enjoying the splendor of the late afternoon.

                         NAPOLEON
          We have no rivalry, we have no vital
          issues at stake.  We are only at war
          because you are the ally of England,
          and, in this, it seems to me, you
          are serving only the interests of
          England.

Alexander does not immediately reply.

                         ALEXANDER
                  (quietly and
                   thoughtfully)
          If your fight is against England,
          and against her alone, then we shall
          easily come to terms -- for I have
          as much reason to complain as you
          have.  England has brought me into
          conflict with false promises, and
          has left me to face defeat single-
          handed.

EXT.  FOREST AND FIELDS - DAY

The Tsar and Napoleon riding together, their entourage and
escort follow a few hundred yards behind.

                         NARRATOR
          Napoleon and Alexander would spend
          two weeks together, seeing each
          other every day and sharing the
          entertainments of the evening.  Each
          had set out to charm and flatter the
          other, and each would succeed.  They
          would talk of everything together,
          as two brothers -- philosophy,
          women, politics, war, science.

INT.  THEATER - NIGHT

The Tsar and Napoleon seated together in a box at the
theater.

                         ALEXANDER (V.O.)
          My dear sister, God has saved us.
          Instead of having sacrifices to
          make, we are coming out of this
          struggle with a kind of glory.  But
          what do you think about this?  I
          spend whole days with Bonaparte, and
          hours and hours in private
          conversation with him.  I as you --
          isn't this like something from a
          dream?

EXT.  PARADE GROUND - DAY

Napoleon and Alexander reviewing French troops.

                         NAPOLEON (V.O.)
          If Alexander were a woman, I think I
          should fall passionately in love
          with him.  But, at the same time,
          there is something very peculiar
          about him -- something lacking, but
          it is impossible to foresee
          precisely what will be lacking in
          any given instance, for the defect
          seems infinitely variable.

INT.  SAUNA BATH - DAY

Alexander and Napoleon sit together, naked.

                         NAPOLEON
          You can always tell at a glance
          whether retreating infantry are
          being pursed by cavalry, because
          they hurry along and keep turning
          around and looking back.  When they
          are retreating before infantry, they
          merely trudge along, head down.

                         ALEXANDER
          Fascinating!  Tell me, leaving aside
          the question of grand strategy, for
          the moment, what would you say is
          the single most difficult tactical
          skill to master?

                         NAPOLEON
          Without a doubt, to estimate the
          enemy's strength on the battlefield.
          This is something that is only
          acquired by experience and instinct.
          At Jena, there were as many opinions
          about strength of the enemy as there
          were generals present.  Murat said
          there were 50,000, preparing to
          attack.  Berthier said there were no
          more than 25,000, about to withdraw.
          "Berthier sees only what is in the
          open," Murat said.  "But don't
          forget there is a second force
          hidden in the forest."  And so it
          would always go, each of them would
          judge things according to his own
          ability, character and state of
          mind, at the moment.

                         ALEXANDER
          Ah, my dear Napoleon, sometimes I
          feel that I am not really an Emperor
          as you are.

                         NAPOLEON
          What do you mean?

                         ALEXANDER
          I know absolutely nothing of war --
          and I am still totally dependent
          upon my generals.

Napoleon laughs, reassuringly.

                         NAPOLEON
          That is a problem, and I can
          appreciate your feelings.  But I'm
          sure you have great talent for war,
          and I could teach you a lot.  If we
          are ever at war again together, you
          should lead, say, 30,000 men, under
          my orders -- you would soon get the
          feel of it.

INT.  NAPOLEON'S BATHROOM - DAY

Napoleon soaks in a steaming tub.

Talleyrand, constantly wiping his glasses, balances on his
lap a thick sheaf of draft notes of the Treaty of Tilsit,
referring to them during the discussion.

                         TALLEYRAND
          Article 46, calls for the virtual
          dismemberment of Prussia, reducing
          her population by half and her army
          to a token force.

                         NAPOLEON
          Does she deserve anything better?

                         TALLEYRAND
          Those are extremely harsh terms.

                         NAPOLEON
          I did not ask her to go to war
          against me.

                         TALLEYRAND
          Has Alexander agreed to this?

                         NAPOLEON
          Yes, he has.

Talleyrand looks dismayed and leafs through some more
papers.

                         TALLEYRAND
          Now, the section headed "Secret
          Clauses of the Treaty" -- Article
          14b, provides for Alexander to serve
          as mediator between France and
          England and, if he fails to achieve
          a preliminary agreement within four
          months, it further provides that
          Russia is to go to war against
          England, and close her ports to
          English trade.

                         NAPOLEON
          That is correct.

                         TALLEYRAND
          Do you think Alexander has any
          chance to succeed as a mediator?

                         NAPOLEON
          I very seriously doubt it.  I don't
          think there is any possibility of
          making peace with England so long as
          she sees herself safe from invasion.
          That is why we must increase the
          pressure on her economy.  With
          Russia in the Continental Blockade,
          England must collapse.  More than
          40% of her trade is with the
          Continent and Russia.

                         TALLEYRAND
          England can make no move against you
          on the Continent without Austria.  A
          reliable treaty with Austria would
          end her hopes in that regard.

                         NAPOLEON
          We have a treaty with Austria.

                         TALLEYRAND
          Not one I should like to rely on.
          Francis is still smarting under the
          terms he had to accept after
          Austerlitz, and he is under great
          pressure to recover his losses.

                         NAPOLEON
          My dear Talleyrand, none of the
          Kings of Europe bear any friendship
          for France.  It is easy for you to
          talk of reliable treaties.  The only
          treaties you have been able to
          negotiate are the ones I have won on
          the battlefield.

                         TALLEYRAND
          What I am talking about is
          moderation.

                         NAPOLEON
          What you are talking about is a
          gamble on moderation -- when I
          gamble, I prefer to gamble on force.

                         TALLEYRAND
          And where do you place Alexander?

                         NAPOLEON
          Alexander and I are friends.  We
          have reached an understanding.

                         TALLEYRAND
          I hope that understanding is worth
          as much as you think it is, sire.
          My impression of Alexander is that
          he is moody and impressionable,
          capable of acting on sudden impulses
          which then lead to sudden
          embarrassments.  He is an
          unpredictable mixture of idealism
          and vanity.  You have dazzled him,
          and you have performed a diplomatic
          miracle, but Alexander is weak and
          he is easily influenced by the last
          one who has his ear.

                         NAPOLEON
          That is a matter of opinion.

                         TALLEYRAND
          Sire, you have only enemies in the
          court of St. Petersburg, and I fear
          outside your influence, Alexander
          will have another look at what he
          has agreed to.

                         NAPOLEON
          He will stand by his agreement -- I
          know him better than you do.

EXT.  NIEMEN RIVER - DAY

Napoleon and Alexander exchange fraternal embraces, on the
bank of the Niemen river.  Music, cheers, massed troops,
flags, cannon salutes.

                         NAPOLEON
                  (embracing Alexander)
          My dear Alexander, between us there
          must never be any third parties.  We
          must always deal directly with each
          other and never allow Ministers or
          advisors to muddy the waters.

                                            FADE OUT.

FADE IN:

TITLE:  THE FALL

INT.  THRONE ROOM TUILERIES - DAY

Present for the Imperial divorce are all the high officers
of the Crown and the Empire, the Bonaparte family,
Hortense, Eugene.  Josephine is seated next to Napoleon,
her eyes downcast.

                         NAPOLEON
          The political interests of my
          monarchy, and the wishes of my
          people, require that I should
          transmit to an heir, the throne, on
          which providence has placed me.  For
          many years, I have lost all hopes of
          having children by my beloved wife,
          the Empress Josephine.  It is this
          consideration which induces me to
          sacrifice the dearest affections of
          my heart, to consult only the good
          of my subjects, and to desire the
          dissolution of our marriage.

Josephine, holding a paper in her hands, tries to read it
but uncontrollable sobs choke her voice.

                         JOSEPHINE
          With the permission of my august and
          dear husband, I must declare that,
          retaining no hope of having
          children, who may satisfy the
          requirements of his policy in the
          interests of France, I have the
          pleasure of giving him the greatest
          proof of attachment and devotedness
          that was ever given on earth...

She cannot continue, and breaks down completely.  Eugene
and Hortense comfort her.  Hortense is crying, too.

But the Bonaparte family watch the proceedings, unmoved.
They have never forgiven Josephine.

Napoleon is pale and shaken.  He whispers to an official,
Regnault de Saint-Jean-d'Angely, who picks up Josephine's
speech from the floor.  He reads the speech to the
accompaniment of Josephine's tears.

                         D'ANGELY
          I respond to all the sentiments of
          the Emperor in consenting to the
          dissolution of a marriage which is
          now an obstacle to the happiness of
          France, be depriving it of the
          blessing of being, one day, governed
          by the descendants of that great
          man, who was evidently raised up by
          providence to efface the evils of a
          terrible revolution, and to restore
          the altar, the throne and social
          order.

EXT.  MALMAISON GARDEN - DAY

Napoleon and Josephine walking, arm in arm.  Their
entourages follow, a few hundred feet behind.

                         NARRATOR
          On the day after the divorce,
          Napoleon drove to Malmaison to visit
          with Josephine, and this visit was
          to set a pattern for all those to
          come.  They were always announced in
          advance, there was something
          ceremonious and constrained about
          them, and they always left Josephine
          in a state of deep depression.

INT.  MALMAISON DINING ROOM - NIGHT

The dining room at Malmaison.  Josephine and Hortense are
at dinner.  Josephine is reading a letter from Napoleon,
her food untouched.  Hortense is nervous and upset.

                         JOSEPHINE
                  (reading from letter)
          My dearest Josephine -- I was
          heartsick at the sight of you
          yesterday.  I, too, am sad today and
          need to know that you are more
          composed.  This great palace echoes
          with emptiness and I feel terribly
          isolated.  I am dinning all alone
          tonight.  The page I sent to
          Malmaison this morning tells me he
          saw you weeping.  You promised me
          you would stop.  I want very much to
          come to see you but you will have to
          show more self-control.

Josephine puts the letter down.

                         JOSEPHINE
                  (vacantly)
          Sometimes I have the feeling that I
          am dead, and that the only sign of
          life remaining to me is the vague
          sensation that I no longer exist.

INT.  TUILERIES BALLROOM - DAY

Napoleon is dancing with Murat.  The only other person in
the large ballroom is Berthier.  A trio of musicians,
placed outside the closed door, plays a waltz.

Murat is teaching Napoleon how to waltz.  He is an expert
teacher, and Napoleon is a reasonable pupil.  Berthier
watches glumly.

INT.  AUSTRIAN EMBASSY RECEPTION IN PARIS - NIGHT

Duroc is dozing in an arm-chair.  He is awakened by the
arrival of the Austrian Ambassador, Schwarzenburg, who
enters the room, covered with mud, his face smeared with
blood, and a deep cut behind his ear, trickling blood down
on his collar.

                         DUROC
          Good heavens, Ambassador -- what has
          happened?

                         SCHWARZENBURG
          Ah, good evening, my dear Duroc.
          I'm afraid I've been out hunting and
          I have had a rather bad fall.

                         DUROC
          Indeed you have, Ambassador.  Have
          you sent for a doctor?

                         SCHWARZENBURG
          Yes, I have, and I hope you will
          forgive me, Duroc, but unless your
          visit is extremely urgent, I shall
          have to ask you to excuse me until
          tomorrow.

                         DUROC
          I beg your indulgence, Ambassador,
          but it is.

                         SCHWARZENBURG
                  (holding his face)
          Oh?

He takes the Ambassador by the elbow and speaks softly so
that they cannot be overheard.

                         DUROC
          The Emperor has decided to marry
          your Archduchess, Marie-Louise.

                         SCHWARZENBURG
          What is that?

                         DUROC
          Earlier this afternoon, the Emperor
          refused the hand of the Grand
          Duchess Anna, of Russia, and, as I'm
          sure you can appreciate, he is quite
          able to change his mind again.  For
          the Emperor, to choose a wife, is
          only a matter of minutes.

                         SCHWARZENBURG
          But this is not a matter which can
          be settled tonight, surely?

                         DUROC
          No one can say how the Emperor's
          thoughts work, Ambassador, and
          unless we move quickly, he might
          change his mind again.

                         SCHWARZENBURG
          But, my dear Duroc, how can I act
          without guidance from Vienna?  I
          haven't the slightest idea of how
          the Emperor Francis might feel about
          this.

                         DUROC
          May I suggest that we can prepare
          and sign the agreement, between
          ourselves, subject to the approval
          of the two Emperors.  Believe me, my
          dear friend, your Archduchess,
          Marie-Louis, may very well hold, in
          her hands, the future of our two
          countries.

INT.  THRONE ROOM SCHONBRUNN PALACE - DAY

The proxy wedding of Marie-Louis and Napoleon in Vienna.
The Archduke Charles stands in for the absent Napoleon.

                         FRANCIS II
          I grant my daughter's hand to the
          Emperor of the French.

                         MARIE-LOUISE
          I, with my father's permission, give
          my consent to my union with the
          Emperor Napoleon.

Berthier turns to Marie-Louise, presents her with a letter
from Napoleon, and a portrait of him, in a medallion,
surrounded by 12 extremely large diamonds.

INT.  IMPERIAL COACH - RAIN - NIGHT

Marie-Louise's coach, and those of her entourage bounce
along a road near Compiegne, in a driving rain storm.

Napoleon's sister, Caroline, Queen of Naples, reviews the
protocol to be followed.

Marie-Louise looks tired, confused, slightly sick and
anxious.

                         CAROLINE
                  (reading)
          On arriving, the Empress Marie-
          Louise will ascend the steps on the
          north side, and the Emperor Napoleon
          will use those on the south side.
          The monarchs will arrive at the
          middle simultaneously.  Upon
          perceiving the Emperor, the Empress
          will kneel and bow her head, and the
          Emperor will raise and embrace her.

Suddenly, there is a banging on the windowpane, and the
women shriek.  The door opens, and a man, on horseback,
jumps in.  Marie-Louis is seized, passionately embraced
and drenched, by a rain-soaked cloak.  Shrieks and
laughter.

                         NAPOLEON
                  (laughing)
          Good evening, ladies.  You must
          forgive me, my dearest wife, but I
          simply could not wait to see you.

                         MARIE-LOUISE
          Oh, then you are...

                         NAPOLEON
                  (laughing)
          Yes, my dearest Marie-Louise, I am
          your husband.

They both laugh.

Napoleon looks at her, admiringly, and takes her hand.

                         NAPOLEON
          My dear, sweet Marie-Louis, you are
          even more beautiful than your
          portrait.

Marie-Louise giggles and lowers her eyes.

                         MARIE-LOUISE
          And, where did you see my portrait?

                         NAPOLEON
          Ah, you must forgive me, my dearest
          Marie-Louise, I saw it during one of
          my stays at your palace -- at
          Schonbrunn.

They both laugh.

                         NAPOLEON
                  (jokingly)
          I hope you will forgive me for any
          inconveniences I may have caused
          you, and your family, in the past.

Laughter.

                         NAPOLEON
          And, you, my dear wife, do you find
          that I resemble my portraits?

                         MARIE-LOUISE
          You are much younger, and much more
          handsome, than your pictures.

She giggles.

                         NAPOLEON
                  (laughs)
          Good!  Good!  Then we are both
          pleased with each other.  How
          fortunate we are -- eh?  How
          fortunate we are!

INT.  COMPIEGNE BEDROOM - NIGHT

Napoleon and Marie-Louise in bed, the marriage is about to
be consummated.  Her cloistered upbringing has not
prepared her very well for this moment.  Each time
Napoleon is about to take her in his arms, she speaks.

                         MARIE-LOUISE
          Do you like music?

                         NAPOLEON
                  (gently)
          Yes, I do -- very much.

                         MARIE-LOUISE
          Will I be able to play the harp?  It
          is an instrument of which I am very
          fond.

                         NAPOLEON
          Of course, my dear.

                         MARIE-LOUISE
          You are so good to me.  Will you
          also allow me to have a botanical
          garden?

                         NAPOLEON
          You may have anything you wish, my
          sweet and lovely Marie-Louise.

                         MARIE-LOUISE
          I am told that Fontainebleau has
          many lovely views.  I know nothing
          more interesting than a lovely
          countryside.

                         NAPOLEON
          I am sure you will enjoy the French
          countryside.

                         MARIE-LOUISE
          I hope you have patience with me.  I
          do not know how to dance the
          quadrille but, if you desire it, I
          will learn.

                         NAPOLEON
          I only desire what gives you
          pleasure, my dearest.

                         MARIE-LOUISE
          Will it be possible to have my dog,
          Bijou, sent here?  I was not allowed
          to bring her and I love her so much.

                         NAPOLEON
          Of course, my dear -- how cruel to
          have been separated from her.  And
          how strange it must be for you to be
          here, away from your family and
          everything you know.

                         MARIE-LOUISE
          Oh, no, I am very happy.  But you
          must have patience with me... I know
          nothing at all of what a wife must
          know.  And I know nothing about men.
          My papa has never allowed me even to
          have a pet of the male gender.

                         NAPOLEON
          Did the Emperor or Empress give you
          any... instructions of any kind...
          before you left?

                         MARIE-LOUISE
          Papa said only to comply with any
          request you might make of me.

                         NAPOLEON
          Oh, my dearest child -- you must not
          worry about anything.  I will teach
          you everything that you must know.

Napoleon sits up in bed.

                         NAPOLEON
                  (cheerfully)
          Do you know the joke about the two
          Swiss boys who go to a bordello for
          the first time?

                         MARIE-LOUISE
                  (giggles)
          No.

                         NAPOLEON
          Well, two nice little Swiss boys,
          who are virgins, decide they will
          save up their money and go to a
          bordello.

Marie-Louise giggles.

                         NAPOLEON
          At the door, one of them loses his
          nerve and decides to wait in the
          street while his more adventuresome
          friend goes inside.  Fifteen minutes
          later his friend comes out.

Napoleon does the dialogue with a heavy Swiss accent.

                         NAPOLEON
          "Well, what was it like?" the timid
          one asks.  "Oh," his friend
          nonchalantly replied, "The movements
          are ridiculously simple, but the
          feeling is wonderful!"

Marie-Louise shrieks with laughter which persists until
tears run down her cheeks.

Napoleon gently takes her into his arms.

                         MARIE-LOUISE
                  (trembling)
          Blow out the candle, please.

He does.  The screen is black.  We hear some heavy
breathing, then Marie-Louise, giggling -- then, themes and
variations of her giggling.

EXT.  TUILERIES BALCONY - DAY

Napoleon holds up his son, the infant King of Rome, to the
cheering multitude below.  Standing beside him are Marie-
Louise, his mother and entourage.

EXT.  MALMAISON ZOO - DAY

Josephine is showing the year-old, King of Rome, the small
Malmaison zoo.  She carries him in her arms.  Madame de
Montesquiou, a kind woman, the child's governess, walks
along with them.

                         JOSEPHINE
                  (wistfully)
          Ah, my dear Madame de Montesquiou,
          you have no idea what happiness it
          brings me to see this child, at
          last.  I was told the very idea of
          such a visit would too much distress
          the Empress.

                         MONTESQUIOU
          I am delighted to be of service to
          you again, Your Highness.  And I can
          tell you, my instructions came
          directly from the Emperor, with a
          caution to be discreet.

                         JOSEPHINE
          Oh... I see.  I understand.  How
          is... the Emperor?

                         MONTESQUIOU
          I rarely see him, Your Highness, but
          I believe he is in excellent health,
          and he is very happy with the child.

                         JOSEPHINE
          Ah, that is good.

                         MONTESQUIOU
          And, you seem in excellent health,
          Your Highness.

                         JOSEPHINE
          Ah, well, my dear Madame de
          Montesquiou, peace of mind can
          eventually be a substitute for
          happiness.

Suddenly, the little boy begins making happy noises about
one of the animals, and Josephine hugs him.  Her eyes fill
with tears.

                         JOSEPHINE
          My dear sweet child, one day,
          perhaps you will know the sacrifice
          I have made for you, and I leave it
          to your governess to make you aware
          of it.

EXT.  TUILERIES GARDEN - DAY

Imperial Guard sergeant proudly carries the King of Rome.
Napoleon and Marie-Louise are seated on a park bench
nearby.

                         MARIE-LOUISE (V.O.)
          My adorable papa, I can announce to
          you that your prophesy has been
          realized.  I am as happy as
          possible.  My husband loves me
          profoundly and I return his
          affection.  I feel sure that I shall
          live happily with him.  I assure
          you, my dear papa, that the Emperor
          is as careful of my health as you
          would be.

EXT.  TUILERIES GARDEN - DAY

King of Rome, now 1 1/2 years-old, riding in a
magnificently decorated cart, pulled by two lambs,
supervised by Napoleon, Marie-Louise, Duroc and Murat.

INT.  TUILERIES NURSERY - DAY

The King of Rome is asleep, holding onto one of Napoleon's
fingers.  Letizia looks lovingly at her son and grandson.
Magnificent toys are scattered about the room.

TITLE:  DEFEAT

EXT.  NARROW RUSSIAN ROAD - DAY

A narrow, sandy track.  A French courier, Major Fidon, in
a heavy barouche, is making slow progress.  Immediately
behind him is a Russian light kibitka, which has, for some
time, been unsuccessfully trying to pass him.  The driver
of the Russian vehicle is impatiently ringing a bell and
cursing.

                         MAJOR FIDON
                  (taps on the window)
          Stop the carriage!

The French driver brings the horses to a sudden halt,
almost causing a collision from the rear.

The French courier storms out and hurries to the Russian
carriage.  Ignoring the driver, he unceremoniously opens
the door and addresses a very distinguished looking
Russian gentleman seated inside.

                         MAJOR FIDON
                  (bristling with
                   anger)
          Good day, monsieur.  Do you think it
          is possible for you to tell your
          driver to stop ringing that bell?

                         RUSSIAN GENTLEMAN
          My regrets, my dear Major, but I
          believe you have been blocking the
          road.

                         MAJOR FIDON
          Are you trying to provoke me,
          monsieur?

                         RUSSIAN GENTLEMAN
          No, Major, I merely wish to state
          that your vehicle appears to be
          somewhat slower and heavier than
          mine, and point out that, if you
          would be kind enough to pull over to
          one side of the road, I could pass
          you and be on my way.

                         MAJOR FIDON
          May I inform you, monsieur, that I
          am Major Fidon, official courier to
          the court of the Emperor Napoleon,
          on my way to our Embassy at St.
          Petersburg and, in accordance with
          the rules of the road, no one may
          overtake or pass me.

                         RUSSIAN GENTLEMAN
          Before you quote the rules of the
          road to me, Major, may I point out
          to you that you are not in France
          now, but that you are a guest in
          Russia.

                         MAJOR FIDON
          If I have given you any cause to be
          insulted, monsieur, may I offer you
          immediate satisfaction?

                         RUSSIAN GENTLEMAN
                  (pulling his door
                   closed)
          If you wish to put things on that
          basis, then I will say good day to
          you, monsieur.

The French officer glares at him and walks back to his
carriage.  He gets back inside and drives off, still
blocking the road.

Suddenly, the road widens and it becomes possible for the
Russian to pass.  The driver seizes the opportunity and
easily passes the French barouche.

                         MAJOR FIDON
                  (shouting)
          Insolent bastard!  Insolent bastard!

In a fury, the French courier pulls out his pistol, leans
out of the window and fires several poorly-aimed shots at
the rapidly diminishing vehicle.

                         NARRATOR
          By 1810, relations between France
          and Russia were wearing thin.  The
          terms Russia had agreed to at
          Tilsit, three years earlier, were
          proving to be unrealistic and
          ruinous to her.

INT.  KREMLIN OFFICE - NIGHT

Tsar Alexander and Caulaincourt.  Alexander is slightly
drunk.

                         ALEXANDER
          It is a thing entirely unknown in
          diplomacy, that one government
          should assume a right to dictate to
          another, who is upon terms of
          equality, the conditions on which
          she should conduct her commerce;
          and, assuming such a right, second
          it by threatening language, in case
          of non-compliance.

                         CAULAINCOURT
          But, Your Majesty, the very
          substance of the Tilsit treaty was
          that you should join the Continental
          Blockade, boycott English goods,
          suspend all commercial dealings with
          her, and be France's ally.  Nothing
          more is being asked than to comply
          with the treaty.

                         ALEXANDER
          My dear Caulaincourt, agreements can
          endure only when they allow both
          sides to live.  Napoleon may believe
          it is necessary to injure England
          but, before that, he must realize it
          is necessary for him to allow his
          friends to live.  He cannot expect
          me to tell my nobles they must ruin
          themselves so that he can bring
          England to her knees -- and I'm
          afraid that is what it has come to.

                         CAULAINCOURT
          I can appreciate what Your Majesty
          is saying but the Emperor has staked
          everything on this policy.  He has
          no other way to attack England, and
          no one knows more than Your Majesty
          how his overtures for peace have
          been rejected.

                         ALEXANDER
          It's a fine thing to establish
          policies but, when they don't work,
          they must be reconsidered.  Granted
          that you have hurt England, but she
          is still on her feet.  And to seal
          off her trade with Europe, what has
          it cost you?  You have had to rule
          with an iron hand.  You have turned
          friends into enemies.  And even at
          that, the result has only been
          partly effective.  You have never
          been able to stop the extensive
          cheating, smuggling and corruption
          -- even of your own officials.  But
          I should think the situation in
          Spain, alone, would give your policy
          a minus balance.  You have had to
          commit a quarter of a million of
          your best troops against the
          guerrillas, with no victory in sight.
          And you have given England a
          dangerous foothold on the Continent,
          for her armies.

                         CAULAINCOURT
          I am in no position to debate this
          with you, Your Majesty, but can you
          imagine what a blow it will be to
          the Emperor if you should now desert
          his cause?  It would mean nothing
          less than victory for England.

                         ALEXANDER
          My dear Caulaincourt, you have no
          idea of how compromised my own
          position has become since Tilsit.  I
          am blamed by the army for the
          military disaster at Austerlitz and
          Friedland, by the nobility for
          ruining their trade with England, by
          the merchants who must accept French
          foods at unprofitable prices, and by
          the nation for allowing Napoleon to
          dictate Russian policy.

Alexander comes up to Caulaincourt and takes his arm.  He
speaks slowly and factually.

                         ALEXANDER
          Caulaincourt, my father was
          strangled in his bed by his own
          Palace Guard.  Can you blame me for
          not wishing to meet the same end?

Caulaincourt is at a loss for a reply.

                         CAULAINCOURT
          Your Majesty knows my affection for
          him is deep and genuine, and goes
          far beyond my official role as
          Ambassador.  But I would be remiss
          in my feelings for you, and in my
          responsibility to the Emperor, if I
          did not say that it is entirely
          possible that the Emperor will view
          your refutation of the terms of the
          Treaty of Tilsit, as the first step
          in the exchange of a French alliance
          for an English one -- with all the
          dangers that might entail.

                         ALEXANDER
                  (after a long pause)
          I have given a great deal of thought
          to that possibility, and I am
          prepared to face it.  If it should
          come to war, and I presume that is
          what you are alluding to, I would
          rather have war with the Emperor
          than my own people.

INT.  NAPOLEON'S OFFICE TUILERIES - DAY

                         NAPOLEON
                  (pleasantly)
          Monsieur Barbier, I would like to
          have all the books, that are best
          worth consulting, on the topography
          of Russia, and especially of
          Lithuania, with special attention to
          the rivers, forests, roads, marshes
          and so forth.  I would also like to
          have the most detailed account there
          is of Charles XII's campaigns in
          Poland and Russia.

INT.  NAPOLEON'S OFFICE - NIGHT

Maps and books are everywhere.  Napoleon is on his hands
and knees, creeping around on a huge map of Russia.

                         NARRATOR
          The seeds of the Russian campaign of
          1812 were planted at Tilsit, in
          1807, and began to bear fruit in
          1810, when Alexander reopened his
          ports to British goods and imposed
          high tariffs on French imports.
          From then on, the situation between
          France and Russia steadily began to
          deteriorate -- friction grew,
          accusations were exchanged,
          spasmodic negotiations were
          attempted, tension increased and
          extensive military preparations were
          carried out by both sides.

EXT.  DRESDEN STREET - DAY

Crowds.  Honor Guard.  Imperial carriages.  Napoleon and
Marie-Louise greet Francis of Austria, Frederich Wilhelm
of Prussia, and the other Kings.

                         NARRATOR
          Napoleon had made up his mind that a
          showdown with Russia was inevitable.
          Dresden was appointed as a mutual
          rendezvous for all the Kings,
          Princes, Dukes and dependent
          royalties of every description, who
          were subordinates to Napoleon, or
          who hoped for good or evil at his
          hands.  And it was here, on May 16,
          1812, where for the last time he
          would appear as King of Kings.

Emperor Francis of Austria and his wife, Maria Ludovica,
embrace the Imperial couple.

                         NAPOLEON
                  (embracing Francis)
          Since my marriage, some people have
          said the lion has been sleeping --
          they will now see whether he has
          been sleeping.

Good-natured laughter.

                         NARRATOR
          The Emperor of Austria, with his
          Empress, had come to honor his
          mighty son-in-law.  But he had
          already written to Alexander that
          the Treaty just signed with France
          should not, he hoped, prevent Russia
          and Austria from continuing their
          secret understanding, relative to
          their common political views.

King Frederich Wilhelm embracing them.

                         NARRATOR
          The King of Prussia also came to pay
          his respects.  He had already
          written to Alexander, excusing
          himself for having yielded to
          irresistible force and fatality.
          "If war breaks out, we shall harm
          each other only as much as is
          strictly necessary, remembering
          constantly that we are one, that we
          must one day be allies again."

INT.  DRESDEN PALATIAL ROOM - DAY

Napoleon and the monarchs are seated at a large table.

                         NAPOLEON
          Never was the success of an
          expedition more certain.  I see on
          all sides nothing but probabilities
          in my favor.  For the first time, I
          advance at the head of the combined
          forces of France, Austria, Italy,
          Germany, the Confederation of the
          Rhine, and Poland.

He smiles at each ruler as their country is mentioned.

                         EMPEROR FRANCIS
          Let us hope that just the sight of
          our preparations will cause
          Alexander to yield.

                         NAPOLEON
          That is my fervent hope.  I love
          Alexander, as a brother, and wish
          him no harm.

                         FREDERICH WILHELM
          If war should come, Alexander has
          sworn he will not make peace under
          any conditions, however many battles
          he may lose, using the size of his
          country, the poverty of the soil and
          the rigors of the climate, to wear
          you down.

                         NAPOLEON
          I know he has said that, and I am
          sure that he would like to believe
          it's true.  But Russia is a semi-
          Asiatic nation which cannot field an
          army as large as your own, and has
          no literature or music to speak of.
          It is a barbarian nation, and
          barbarians are superstitious and
          have simple ideas.  A single blow
          delivered at the heart of the
          Russian Empire, at Moscow the Great,
          Moscow the Holy, will, in a single
          instant, put this whole blind
          apathetic mass into despair.

Napoleon pauses, thoughtfully.

                         NAPOLEON
          I know Alexander.  His imagination
          must be struck by some great, bold,
          powerful stroke, and he will come
          back to me, just as he did at
          Friedland.

EXT.  BANK OF VISTULA RIVER - DAY

                         NARRATOR
          With his army of 400,000 men in
          concealed bivouacs, on a ten mile
          front, in the forests, bordering the
          banks of the Vistula river, Napoleon
          conducted a last minute personal
          reconnaissance, disguised in the
          uniform of a Polish lancer.

Napoleon rides along the river bank, accompanied by
Berthier, Murat, Duroc, Bessieres and Davout, all
similarly disguised.

The opposite bank of the river is silent and deserted.
The only sounds to be heard are those of the river and of
birds singing.

Suddenly, Napoleon's horse stumbles and falls.  Napoleon
is stunned and helped to his feet by his concerned
entourage.

                         NAPOLEON
                  (smiling)
          Well, this is an ill-omen, indeed.
          Caesar would probably turn back.

There is uneasy laughter.

EXT.  FLAT RUSSIAN COUNTRYSIDE - DAY

Impressive shot of the Grand Army on the march.  Maximum
numbers.

                         NARRATOR
          The campaign of 1812 was the first
          time in which Napoleon had a marked
          superiority of numbers, but in
          accumulating such a mass of uneven
          quality, he would defeat his object,
          which was to bring about another
          Austerlitz or Friedland.

EXT.  FLAT RUSSIAN COUNTRYSIDE - DAY

Russian army retreating in good order.

                         NARRATOR
          The disparity of numbers left the
          Russians no option but to avoid
          battle and repeatedly disengage,
          however much political pressure
          developed for them to stand and
          fight.

EXT.  RUSSIAN VILLAGE - DAY

Russian rear guard cavalry setting light to the deserted
houses.

                         NARRATOR
          Alexander gave orders that his
          retiring army should blow up bridges
          behind them, destroy the cities and
          villages, remove all the necessities
          of life, and leave behind them,
          nothing but a desert waste.

EXT.  HILL - DAY

                         NARRATOR
          Although the Russians refused any
          major encounters, there was fierce
          fighting between the French advance
          guard and the Russian rear guard.

Concealed in some trees, the Russian rear guard cavalry
occupies a height, above a village occupied by the French
advance guard infantry.

Fifty French grenadiers, part of the advance guard,
ascends the hill, unaware of the enemy cavalry waiting for
them.

When the French infantry are half way up the hill, the
Russian cuirassiers and cossacks gallop down the hill and
surround the grenadiers, who immediately form into a
square.  It is no contest.  200 cavalry against 50
infantry, with no help in sight.

The Russian officer commanding the cavalry rides up to
them, demanding their surrender.  The officer, in command
of the French, answers by killing him with a pistol shot.
Upon this, the Russian cavalry, inexplicably, leave the
field, allowing the French to withdraw.

ANIMATED MAP

Showing progress of the Grand Army's march through Russia
during the summer of 1812.

Narration to explain situation.

                         NARRATOR
          The Tsar's scorched earth strategy
          was in line with the views of some
          of the more enlightened Russian
          strategists, but the army and the
          people were full of reckless
          confidence and impatience for
          battle, and the long retreat to
          Moscow filled them with bitterness
          and a sense of feebleness and
          incompetence at the top.

INT.  ROSTOPCHIN'S SALON - NIGHT

                         NARRATOR
          As Napoleon approached Moscow, the
          court of St. Petersburg was in
          despair, and the Tsar, his resolve
          shaken, was ready to sue for peace.
          Now, the intervention of one man,
          Count Feodor Vasilievitch
          Rostopchin, the Governor of Moscow,
          would have a decisive effect on the
          course of history.

Rostopchin is a steady man, a good husband and father -- a
man of gentle and attractive manners, with a superior and
cultivated mind.  Present are the head of the secret
police, and eleven senior Moscow officials.  The doors are
locked, the shades are down and the men speak in low
voices.

                         ROSTOPCHIN
          My friends, I have it now on
          excellent authority that the French
          will enter Moscow within a few days.
          Kutusov still swears he will fight
          to the death, but I have learned, on
          excellent authority, he has plans to
          surrender the city without a
          struggle.  Our empire is almost
          overthrown.  The court of St.
          Petersburg trembles, and will begin
          peace negotiations as soon as
          Napoleon enters the Kremlin.  One
          can only imagine what will be lost.
          My friends, we are living in a time
          when men of conviction must be
          prepared to influence the nation
          even without the approval of their
          sovereign.  They must dare to
          evaluate the public and private
          interests which they may be called
          upon a sacrifice.

He looks around the group.

                         ROSTOPCHIN
          The flames of our beloved Moscow
          will erect a barrier of fire between
          the Tsar and all weakness, and they
          will rob from Napoleon the end and
          the aim of his campaign.

Pause.

                         ROSTOPCHIN
          Is there anyone who wishes to
          withdraw?

Silence.

                         ROSTOPCHIN
          Very well -- there is a great deal
          to be organized.

EXT.  HILL OVERLOOKING MOSCOW - DAY

Napoleon standing on the summit of Sparrow Hill, looking
at the glittering domes and minarets of Moscow, in the
distance.  Moscow is lordly and striking, with the
steeples of its 30 churches, and its copper domes
glittering in the sun; its palaces of eastern architecture
mingled with trees and surrounded with gardens; and its
Kremlin, a huge triangular mass of towers, something
between a palace and a castle.

But not a chimney sends up smoke, not a man appears on the
battlements or at the gates.  All is silence.  His
marshals are gathered around him.

                         NAPOLEON
          It was all very well for Alexander
          to do more damage to his country
          than I could possibly do, but he
          could not destroy Moscow.  This is
          the prize that will end the war.
          You will see, we will have peace
          offerings from him within a few
          days.

EXT.  MOSCOW STREET - DAY

A French cavalry patrol finds Moscow a ghost-town,
deserted, lifeless, a city of the dead, except for the
eerie echo of their horses' hoofs.

Behind them, a column of a 100 infantry march, led by a
drummer and a drum-major.

Suddenly, a wild-looking man, with long grey hair down to
his shoulders, and a thick white beard, armed with a
pitchfork, rushes out of an alley and into the path of the
troops.

He is such an incredible sight, the men laugh at him.

                         DRUM-MAJOR
          Hello, grandfather.  Are you the
          only welcome we shall have today?

More laughter.

The old man suddenly attacks the drum-major with the
pitchfork, which the unfortunate man takes full in the
belly, letting out a horrible scream.

Several soldiers rush up to the old man and drag him off.

An officer shouts to bayonet him.

A soldier stabs at him but finds his bayonet will not
penetrate the man's thick sheepskin coat.  Several others
have the same result.

The officer rides up and, without further ado, shoot him
with his pistol, accidentally wounding a French soldier in
the hand.

INT.  KREMLIN BEDROOM - NIGHT

Napoleon is sleeping heavily.  Duroc and Caulaincourt
stand over him, gently trying to wake him.

                         NAPOLEON
          What do you want?

Napoleon immediately becomes aware of the strange light in
the room, leaps out of bed and rushes to the window.  The
entire city seems to be in flames.

                         NAPOLEON
          My God...!  What time is it?

                         DUROC
          Four o'clock.

                         NAPOLEON
          My God, what a fire!

They stand in silence.

                         NAPOLEON
          When did it start?

                         DUROC
          The first reports came in at about
          ten.

                         NAPOLEON
          Why didn't you wake me then?

                         DUROC
          At first, it hardly seemed more than
          a routine fire.

                         NAPOLEON
          How did it spread so quickly?

                         DUROC
          It is the work of incendiaries.

                         NAPOLEON
          I told Mortier that he would answer
          with his life for any looting.

                         DUROC
          Our troops have no part in this.  It
          has been started by the Russians!

                         NAPOLEON
          Impossible, I don't believe it.

                         DUROC
          We have already captured a dozen
          incendiaries, convicts, released
          just two days ago.  They said they
          were acting under orders of the
          secret police.

                         NAPOLEON
          But to start a fire like this in
          five hours -- how is it possible?
          It would take a carefully organized
          plan, tons of combustibles and
          hundreds of people.

                         DUROC
          From what we can tell, there are
          hundreds of agents, all over the
          city.  The combustibles seem to have
          been carefully placed beforehand,
          and all the fire-engines have been
          removed from the city.

                         NAPOLEON
          My God -- this could be very bad for
          us... very bad, indeed.

EXT.  MOSCOW STREET - NIGHT

Fires are started by wild-looking men and women in rags,
wandering about in the flames.  An official of the secret
police gives orders and carefully writes something in a
notebook.

EXT.  MOSCOW STREET - NIGHT

Three Russians, one of whom is armed with a lance, the
second with a sword, the third a lighted torch, are
setting fire to a house.

A party of 5, unarmed, French soldiers, dragging a cart
containing loot, surprises them.

The Russian with the lance puts himself in a position of
defense.  The others simply ignore the French and continue
about their work.

One of the Frenchmen grabs a long pole from a smoldering
carriage, using it as a quarterstaff, and attacks the man
armed with the lance; he quickly breaks both his legs and
the Russian falls with a terrible cry of pain.  The
Frenchman strikes him on the head killing him.

The other two Russians run away.

EXT.  MOSCOW STREET - DAY

Some French soldiers making jam fritters in the
smoldering ruins of a bakery while the fire rages at the
other end of the street, and furniture, sliding down from
collapsing floors, crashes to the pavement.

INT.  BEDROOM ST. PETERSBURG PALACE - NIGHT

Alexander is in bed with a heavy cold, and in a foul mood.

                         GENERAL KUTUSOV
          I hope you will forgive me, Your
          Majesty, for requesting an audience
          at such a late hour, but I have
          traveled all the way from Moscow to
          see you, on a matter which cannot
          wait.

                         ALEXANDER
          Very well, General, what is it you
          wish to say?

                         GENERAL KUTUSOV
          Your Majesty, I have been advised
          that you have received a letter from
          Napoleon, offering a peace treaty,
          and that you have decided to accept
          it.

                         ALEXANDER
          I have decided to accept the
          principle of a negotiation; the
          terms are not established.

                         GENERAL KUTUSOV
          If I may, Your Majesty, I would like
          to offer a dissenting opinion.

                         ALEXANDER
          General Kutusov, feel free to say
          whatever you like.

                         GENERAL KUTUSOV
          I believe I am right in saying that,
          before the fire, the country had
          grown weary of the war, and there
          were few who were interested in
          continuing the battle.

                         ALEXANDER
          Proceed.

                         GENERAL KUTUSOV
          But, since the fire, a completely
          new spirit has been aroused in the
          nation.  The French have become an
          army of criminals, against whom
          Russia must be avenged, against whom
          she is now prepared to fight to the
          death.

                         ALEXANDER
          You know, General Kutusov, there is
          a very strong possibility that the
          fire was not started by Napoleon's
          troops but was organized under the
          orders of Rostopchin's secret
          police.

                         GENERAL KUTUSOV
          I have heard that story but I do not
          believe it.

                         ALEXANDER
          Rostopchin is a fanatic and he is
          capable of anything -- however, it
          doesn't affect what we are talking
          about.  Please go on.

                         GENERAL KUTUSOV
          The point I was trying to make is
          that I think it is reasonable to say
          that Your Majesty would not find
          himself under unbearable pressure,
          if he decided to make peace with the
          Emperor, at least at this time.

                         ALEXANDER
          For the sake of your argument, let
          us say that is correct.

                         GENERAL KUTUSOV
          Well, has Your Majesty considered
          what Napoleon's alternatives might
          be, if you simply chose to ignore
          his note?

                         ALEXANDER
          Yes, General Kutusov, I daresay that
          this has been considered and
          discussed at great length.  Napoleon
          would simply spend the winter in
          Moscow and continue the campaign in
          the spring.  Another lesser
          possibility might be to march on St.
          Petersburg now, although there is
          some doubt that he has the strength
          to do this, until he refits his
          army.

                         GENERAL KUTUSOV
          You have my absolute assurance, Your
          Majesty, that Napoleon does not have
          the strength to attack St.
          Petersburg now -- his army is
          exhausted and ill-supplied, and he
          would be defeated if he attempted
          that.

                         ALEXANDER
          I will accept your assurance, but
          I'm afraid I don't see your point.

                         GENERAL KUTUSOV
          Forgive me, Your Majesty, I am about
          to make it.

                         ALEXANDER
          Ah, yes -- proceed.

                         GENERAL KUTUSOV
          The point is that I don't think
          Napoleon will sit in Moscow until
          the spring!  I don't think he can
          afford to.

Pause.

                         GENERAL KUTUSOV
          It would be a sensible decision if
          he were merely commander of the
          army, but he is also the Emperor of
          France.  Can he afford to stay away
          from Paris for what will amount to a
          year by the time he commences his
          campaign again in the spring?  And,
          even if he might consider this, his
          lines of communication are over-
          stretched and vulnerable -- they can
          be easily cut by our cossacks.  Will
          he then be willing to remain,
          completely out of touch with Paris
          -- for a year?  The French are like
          women.  You cannot stay away from
          them for too long.

The Tsar sneezes and blows his nose.

                         ALEXANDER
          Well, that is a very interesting
          idea, General Kutusov, but I can
          assure you that Napoleon is no
          beginner at this.  Whatever analysis
          you have done on this situation, I
          am sure that he has gone over the
          same ground.

                         GENERAL KUTUSOV
          I have no doubt that he has, Your
          Majesty, but does he have any strong
          moves from which to choose?

                         ALEXANDER
          Well, one thing immediately comes to
          mind, if what you are saying is true
          -- he would merely withdraw his army
          from Moscow and return to Poland for
          the winter.

                         GENERAL KUTUSOV
          Your Majesty has grasped the
          outlines of his problem in much less
          time than it took me.  This is a
          crucial point -- and it is a
          political one, which Your Majesty
          will be in a far better position to
          answer than I.  Can Napoleon afford
          to abandon Moscow without signing
          even the preliminaries of a peace
          treaty with you?

                         ALEXANDER
          I must confess he would look a bit
          silly, fighting his way to Moscow
          and turning right around again.

                         GENERAL KUTUSOV
          Perhaps it would be even more
          serious than that, Your Majesty.
          His European confederation is held
          together by some very slender
          threads.  Your Majesty knows even
          better than I that Austria and
          Prussia are very doubtful allies,
          and the Emperor has reason enough to
          fear that they will turn on him, at
          the first sign of weakness.

                         ALEXANDER
          Proceed.

                         GENERAL KUTUSOV
          If I can presume to go into the
          Emperor's mind, I believe that he
          has based his entire campaign
          strategy on obtaining a peace treaty
          after the fall of Moscow.  When
          Vienna fell, there was a peace
          treaty.  When Berlin fell, another
          treaty.  That has always been the
          rules of the game.  But what is he
          to do now if no treaty is forth-
          coming?  He knows that beyond
          Moscow, there is nothing, and that,
          if he withdraws, there remains only
          a fall into emptiness.

Alexander is thoughtful.

                         ALEXANDER
          What do you think Napoleon will do?

                         GENERAL KUTUSOV
          I, personally, am convinced that he
          will withdraw his army from Moscow,
          and attempt to establish himself in
          Poland for the winter.  In the end,
          he will not allow himself to be cut
          off from Paris.  But I believe that
          if he is offered any encouragement,
          by Your Majesty, he will postpone
          this decision as long as possible.
          He is a gambler and he will trust to
          his luck.

Pause.

                         GENERAL KUTUSOV
          If he withdraws his army in good
          order, it will be a serious
          political defeat.  But, if he should
          be caught on the move, with his
          army, in the full grip of winter,
          then it will be a catastrophe.  If
          Your Majesty can prolong his hopes
          for a treaty by silence, be deceit,
          by any means, for another month,
          thus postponing his departure, then
          the graves of his army are already
          dug in the soil of Russia.

                         ALEXANDER
          General Kutusov, I would like to
          call a meeting of my cabinet
          tomorrow morning and have you
          present this idea to them.  I think
          it has merit and is worthy of
          consideration.

                         GENERAL KUTUSOV
          I am at your disposal, Your Majesty.

EXT.  KREMLIN BALCONY - DAY

It is a fine, fall day.  Napoleon and a small entourage
are having lunch outside on a balcony overlooking Moscow.

                         NARRATOR
          Day after day of fine autumn weather
          was allowed to slip away, while
          Napoleon waited for the word from
          Alexander which would never come.
          The weather was so fine and the
          temperature so mild that it seemed
          as if even the season was conspiring
          to deceive Napoleon.

EXT.  FIELD - DAY

Murat and his staff are exchanging gifts with the Cossack
officers and soldiers, who treat Murat with great respect.
Drinks, food and song:  the mood is one of expansive
warmth, in the manner the Russians so easily generate.

                         NARRATOR
          His troops fraternized with the
          enemy and reported them demoralized,
          and tired of war.

EXT.  KREMLIN COURTYARD - DAY

The mail carriage being unloaded in the Kremlin courtyard.
Twelve large trunks with Imperial markings are carried
inside.

                         NARRATOR
          Trunks, bearing dispatches and mail,
          arrived regularly every day from
          Paris.  It seemed as easy to travel
          from Paris to Moscow as from Paris
          to Marseilles.

INT.  KREMLIN SALON - NIGHT

A small theatrical performance for Napoleon and his inner
circle, performed in a Kremlin room, by a troupe of French
artists who were in Moscow at the time of the occupation.
They are playing a farce to polite laughter and applause.

                         NARRATOR
          Thus, lulled by events, and by
          realities he could not face,
          Napoleon seemed to fall into a dream
          in Moscow, and, amid the dreadful
          storm of men and element gathering
          around him, he spent his time
          discussing the merits of some new
          verses which he had received, or the
          regulations for the Comedie
          Francaise in Paris which took him
          three evenings to prepare.

INT.  NAPOLEON'S KREMLIN BEDROOM - DAY

Napoleon, alone in his room in the Kremlin.  Vacant,
immobile, heavy.

                         NARRATOR
          Napoleon was extremely superstitious
          and retained a mystical belief in
          his partnership with fate, a sense
          that he could only do so much, and
          that events must somehow complete
          the decision.  And, so it would be
          in Moscow, where, without confidence
          and full of apprehension, he would
          cheerlessly pursue his destiny,
          unaware that fortune, which had so
          often smiled upon him, had now
          abandoned his cause just when he
          required miracles of her.

EXT.  ROAD - SNOW - DAY

The Russian advance guard cavalry moves through the debris
of the retreat scattered along the sides of the road --
dead men and horses, overturned wagons containing the
booty taken from Moscow, gold candlesticks, porcelain
vases, paintings, beautifully bound books, silverware,
priceless furniture.

                         NARRATOR
          It was not until October 20, that
          Napoleon withdrew the Grand Army
          from Moscow, to begin their thousand
          mile march into oblivion.

EXT.  SNOW - DAY

Napoleon on foot with his army.

                         NARRATOR
          He had waited too long.  But the
          execution of his army would not be
          principally caused by cold or
          battle, but be starvation.

EXT.  RUSSIAN VILLAGE - SNOW

French foragers loading carts, protected by a hundred
cavalry.

Thirty Cossack horsemen watch from some woods, a few
hundred yards away.

                         NARRATOR
          In order to feed the army in the
          barren and ravaged wasteland through
          which it had to march, it was
          necessary to send large foraging
          parties deep into the surrounding
          countryside, protected by strong
          escorts of French cavalry, against
          the clouds of Cossacks which flanked
          and followed the march.

EXT.  SNOW - DAY

A French trooper soothes and strokes his dying horse,
gives him a bit of sugar, then shoots him.  The shot draws
attention of some ragged soldiers, who rush up for a meal
and are kept at bay by the trooper's pistol.

                         NARRATOR
          But, by November 5, the temperature
          was down to 30-degrees of frost, and
          30,000 French horses were dead.
          They were not bred to endure such
          cold and, not being properly shod
          for ice, had no chance to survive in
          these conditions.

EXT.  SNOW - DAY

The starving army stumbles along.  Hundreds of Cossacks
flank the march, out of musket range, several hundred
yards off the road.

                         NARRATOR
          The cavalry was now on foot and it
          was a simple matter for the hordes
          of Cossack cavalry to confine the
          retreating French to their single
          road, thus transforming the finest
          army the world had ever seen into a
          starving, feverish mob, without
          purpose.  General Famine and General
          Winter, rather than Russian bullets,
          would conquer the French.

EXT.  ROAD - SNOW - DAY

A French soldier, Picart, struggling along with a dog tied
to his back.  His friend, Didier, comes up to him.

                         DIDIER
          Hello there, Picart.

                         PICART
          Ah, Didier -- you are alive.

                         DIDIER
          Why are you carrying the dog?

                         PICART
          His paws are frozen and he cannot
          walk.

                         DIDIER
          When you eat him, may I have some?

                         PICART
          My God -- don't you recognize Mouton
          -- our regimental dog?  I would
          rather eat Cossack.

Didier looks disappointed.

EXT.  FROZEN FIELD - DAY

A dozen French soldiers around a small fire, cooking bits
of horse-flesh, and a saucepan full of blood, while four
or five others fire at a small party of Cossacks, keeping
them at a distance.  The men who are cooking are utterly
unconcerned with the fighting.

EXT.  RUSSIAN VILLAGE - NIGHT

A posting house is crammed full of officers and men and
horses.

Outside, others are banging on locked doors, trying to get
in, but they are refused, virtually condemning them to
death during the sub-zero night.

A man on the roof, trying to pull off a plank, draws shots
from the inside.

Suddenly, a fire breaks out inside and, because of the
horses and the way that the doors are nailed up, it
becomes an instant disaster.  No one can get out.

The freezing men on the outside make a feeble effort to
open the doors but they have been effectively barricaded
from the inside.

The noise and the flames attract other men who have been
huddled in the open and, since they can do nothing, they
crowd as close as they can to the flames to warm
themselves, or cook bits of horse-flesh on the points of
their swords.

TITLE:  INVASION OF FRANCE

INT.  TUILERIES - DAY

The Christmas tree is still up.  Toys.  Napoleon, on his
hands and knees, plays with his son.  Marie-Louise watches
happily.  An aide enters and whispers something, causing
Napoleon to get to his feet and excuse himself.

                         NARRATOR
          On January 1st, 1814, France itself
          was invaded.  Now, with a small army
          of raw recruits, Napoleon would have
          to face the powerful combination of
          England, Russia, Prussia and
          Austria, operating against him
          together, for the first time.  The
          balance of numbers had tilted
          irretrievably against him.

                         NAPOLEON (V.O.)
          A year ago, the whole of Europe was
          marching alongside of us.  Today,
          the whole of Europe is marching
          against us.

EXT.  FRENCH ROAD - DAY

Tsar Alexander on the move with his army.

EXT.  FRENCH ROAD - DAY

French refugees, their belongings on carts.  A few miles
to the rear, the smoke of a burning village.

EXT.  FRENCH VILLAGE - NIGHT

Anxious French townspeople gather around a courier reading
war dispatches.

EXT.  FRENCH CITY - DAY

Deserters are arrested.

INT.  NAPOLEON'S OFFICE TUILERIES - DAY

Napoleon spends his last afternoon burning private papers
and playing with his 3-year old son.

EXT.  TUILERIES - DAY

Napoleon kisses Marie-Louise and son for the last time.
He will never see them again.  Carriage and escort
waiting.

EXT.  FRENCH ROAD - DAY

Napoleon, at the head of his army, marching through the
wintry countryside to meet the invading allied army.

                         NARRATOR
          All around him, the sands were
          giving way, but Napoleon struck back
          with a brilliance which caused
          Wellington, much later on, to
          remark:  "The study of the campaign
          has given me a greater idea of his
          genius than any other."  For two
          months, Napoleon's small army would
          bedevil the jittery and
          uncoordinated allied armies by rapid
          marches and surprise attacks on
          their flanks and rear.

INT.  SALON - DAY

The negotiators' meeting at Chatillon.

                         NARRATOR
          During much of the fighting, a peace
          conference took place at Chatillon,
          where both sides insincerely raised
          and lowered their terms with the ebb
          and flow of the fighting.

EXT.  FIELD HQ - NIGHT

Napoleon asleep in his chair near a fire.  The table in
front of him is covered with maps, papers.  His marshals
and generals stand at a respectful distance.

ANIMATED MAP

Illuminating and illustrating the narration.

                         NARRATOR
          But despite the brilliance of his
          tactics, Napoleon's numbers dwindled
          and, in desperation, he made a
          daring and imaginative decision to
          move eastward, placing himself in
          the rear of the allied armies.  This
          would cut their long lines of
          communication but, at the same time,
          leave open the road to Paris.
          Napoleon counted on Joseph
          fulfilling his orders for the
          defense of the city, so that, if the
          allies took the bait and marched on
          Paris, it would offer Napoleon an
          opportunity for a decisive victory.

INT.  TSAR HQ - NIGHT

Alexander reading the letter from Talleyrand.

                         NARRATOR
          But on March 10th, the Tsar received
          a note from Talleyrand, revealing
          the total lack of military
          preparations in Paris.

EXT.  FOREST - DAY

Russian cavalry patrol captures French courier on snowy,
forest road.

                         NARRATOR
          On March 23rd, allied patrols
          captured a courier carrying a letter
          from Napoleon to Marie-Louise in
          which he rashly revealed his plans.

ANIMATED MAP

Situation map showing Paris, Allies, Napoleon, strung out
in that order, and covering the narration.

                         NARRATOR
          Although Alexander realized it was
          essential for Paris to surrender
          within 24 hours, to avoid the allies
          being trapped between the walls of
          Paris and Napoleon's forces which
          might attack his rear, he chose to
          gamble, persuading his generals to
          ignore Napoleon and march on Paris.
          This crucial decision would bring
          down Napoleon's empire.

EXT.  ROAD - DAY

A snowy road near Fontainebleau -- French troops
retreating.  Napoleon's carriage and escort gallop through
the troops to the head of the column and stop.  Napoleon
climbs out and confronts General Belliard.

                         NAPOLEON
          Well, Belliard, what's this?  What
          are you doing here?  Where is the
          enemy?

                         BELLIARD
          They are at the gates of Paris,
          sire.

                         NAPOLEON
          And where is the army?

                         BELLIARD
          It is on this road, sire, following
          me.

                         NAPOLEON
          And who is defending Paris?

                         BELLIARD
          Paris is evacuated, sire.  The enemy
          is to enter at nine o'clock tomorrow
          morning.  The National Guard is on
          duty at the gates.

                         NAPOLEON
          Paris has surrendered?!  I don't
          believe it.

                         BELLIARD
          Unhappily, it is true, sire.

                         NAPOLEON
          But where are my wife and son?
          What's become of them?  Where is
          Marmont?  Where is Mortier?

                         BELLIARD
          The Empress, your son and the whole
          court left two days ago for
          Rambouillet.  Marshals Mortier and
          Marmont are probably still in Paris,
          completing the arrangements.

Napoleon starts walking rapidly down the road, in the
direction of Paris.  The party of senior officers scurry
after him.

                         NAPOLEON
          Well, you've heard what Belliard
          says, gentlemen -- come, I am going
          to Paris.  Caulaincourt, have my
          carriage brought up.  Come, come,
          Belliard, turn your men around.

                         CAULAINCOURT
          But, Your Majesty, we cannot go to
          Paris now.  There are no troops left
          there.

                         NAPOLEON
          No troops?  The National Guard is
          still there -- they will follow me.
          Things may yet be put right.

                         BELLIARD
          But, sire, Your Majesty would lay
          Paris open to being sacked.  The
          enemy is outside the gates with more
          than 120,000 men.  Besides this, I
          left the city under the terms of a
          treaty and I am forbidden to reenter
          Paris.

                         NAPOLEON
          A treaty?  Don't be ridiculous.
          What treaty is this?  Who made it?
          Who has been giving orders?

                         BELLIARD
          I don't know the details of the
          treaty, sire, Marshal Mortier sent
          me word of its having been agreed
          to, and he said that I was to take
          the army and make for Fontainebleau.

                         NAPOLEON
          But who made this treaty?

                         BELLIARD
          I believe it was arranged by
          Marshals Mortier and Marmont.  I
          must explain to you that we have had
          no orders all day.  Each marshal has
          been keeping his own position.

                         NAPOLEON
          Who sent my wife and son out of
          Paris?

                         BELLIARD
          I don't know, sire.

                         NAPOLEON
          And where is Joseph?

                         BELLIARD
          I don't know what has happened to
          Prince Joseph.

                         NAPOLEON
          What cowardice!  What treason!
          Joseph has ruined everything.  How
          could they all lose their heads.
          They knew I was coming up fast.
          Victory was just within grasp.
          Come, come, turn your troops around,
          General Belliard.

                         CAULAINCOURT
          But, sire, we mustn't risk turning
          Paris into another Moscow.

                         NAPOLEON
          There seems little enough danger of
          that.  Come!  Come!  My carriage!
          The troops!

Another column of troops, withdrawing from Paris, comes
into sight.  Suddenly, Napoleon stops, sits down by the
side of the road, and holds his head.

                         NARRATOR
          In defeat, Napoleon would be
          punished by the Kings of Europe,
          according to a standard which they
          would not have applied to each other.
          He might marry the niece of Marie
          Antoinette, and call himself an
          Emperor, but that did not make him
          one.

TITLE:  ELBA

EXT.  ELBA MAIN STREET - DAY

In a comic opera parody of former grandeur, Napoleon
marches in a pathetic procession, led by the governor, the
prefect and other city officials, cheered by the local
population.

A band of twenty fiddlers -- no brass, no percussion,
marches along playing the Elban national anthem.

A few hundred of his guards bring up the rear.

                         NARRATOR
          The treaty of Fontainebleau of April
          11th, 1814, signed by the allies and
          Napoleon, in return for his
          abdication from the throne of
          France, gave him the token
          sovereignty of the tiny island of
          Elba, with the title of Emperor, a
          yearly income of 2 million francs,
          an army of 700, and a navy of 3
          ships.  But in ten months time, even
          this tiny stake would be sufficient
          capital to bring this most reckless
          of all gamblers back into the game
          for a final, breathtaking spin of
          the wheel.

EXT.  MALMAISON GARDEN - NIGHT

A glittering garden party at Malmaison.  Josephine and
Tsar Alexander.  Present are:  Frederich Wilhelm of
Prussia, Francis II of Austria, the Kings of Bavaria.

Alexander and Josephine off, walk alone.  She wears a low-
cut dress.

                         NARRATOR
          After the solitude and semi-
          banishment of the last four years,
          Josephine found herself again at the
          center of Paris society.  There
          would be a crush of crowned and
          coroneted heads at Malmaison, led by
          Tsar Alexander.  But Josephine's
          final conquest would be pathetically
          brief -- in two weeks, she was to
          die of pneumonia.

                         ALEXANDER
          How delightful it must have been
          this spot to Napoleon.  Could he but
          pass his life here with you, Madame,
          he would have nothing to complain of
          but the too rapid slide of time.

                         JOSEPHINE
          He loved Malmaison.  I think it was
          the only place he was ever happy and
          carefree.

Alexander inhales the fragrant night air.

                         ALEXANDER
          The fall of a great man is a sad
          sight to behold... He treated me
          badly but, even in my religion did
          not not forbid me to bear malice, I
          would bear him none.  I am a better
          friend of his than he may know.

                         JOSEPHINE
          You were the only monarch for whom
          he had both affection and respect.

                         ALEXANDER
          It was I who secured the sovereignty
          of Elba for him, at a time when
          treachery and desertion of his own
          followers left him at the mercy of
          those who would have done much worse
          to him.

                         JOSEPHINE
          I am certain you still hold his
          affection and gratitude.  I believe
          he is only bitter about the
          desertions to his cause of those who
          were closest to him -- most
          particularly, the Marshals.  He
          thought that, by giving them titles
          and making them rich, he would
          ensure their loyalty -- but in the
          end, they thought only of saving
          their titles and estates.

Alexander stops, takes her hands in his, moves very close
to her, and speaks in a whisper.

                         ALEXANDER
          Madame, I hope you will allow me to
          discuss a matter which I fear may be
          distasteful to you at the present
          time, but which, in fairness to
          yourself and to your children, I
          feel I must -- and that is the
          subject of your own properties and
          pensions.

Josephine is, of course, more than happy to discuss this.

                         JOSEPHINE
          Oh?

                         ALEXANDER
          Let me be as good a friend to you as
          Napoleon ever was.  If you will but
          command me, I shall secure all that
          is due to you and your children --
          and even more, should you so desire.

He leans forward and kisses her.

EXT.  ELBA BEACH - DAY

A sunny beach on the island of Elba.  Napoleon is seated
at a folding table in front of a tent.  He is talking with
General Bertrand.  A few guards of the escort are visible
in the distance.  Napoleon has not just heard the news but
has been talking about it for hours.

                         NAPOLEON
          Josephine dead -- how unbelievable!
          How impossible it is to believe it.
          She was always physically so strong
          -- she was never ill a day in her
          life.

                         BERTRAND
          It is a terrible shock.

The silences are punctuated by the sound of the gentle
surf.

                         NAPOLEON
          But did she have the best doctors?
          Wasn't there any chance at all to
          save her?

                         BERTRAND
          I don't know, sire -- she had the
          Tsar's personal physician.

                         NAPOLEON
          She should have had Larrey or
          Corvisart.  They might have saved
          her... But why didn't anyone even
          write to me?  Can you believe that
          no one even bothered to write to me?
          Would you have believed that I
          should read such news in a
          newspaper?  How incredible!

                         BERTRAND
          That is incredible.

                         NAPOLEON
          Ah, my poor Josephine.  She was the
          most alluring, most glamorous
          creature I have ever known -- a
          woman in every sense of the word,
          and she had the kindest heart in the
          world.  She may have been a liar and
          a spendthrift, but she had something
          that was irresistible -- she was a
          women to her very fingertips... How
          impossible it is to believe that she
          is dead.

                         BERTRAND
          I have never heard an unkind word
          about her spoken.

                         NAPOLEON
          I suppose I might blame her for
          opening her house to the men most
          responsible to my downfall, but how
          can I?  She was on her own again,
          she had to look after her own
          affairs, and how can one blame her
          for having her head turned by the
          attention of Kings?

Pause.

                         NAPOLEON
          She made me very unhappy when we
          were first married, but when we are
          young we become addicted to the pain
          of love and, once having experienced
          it, never want to be cured.  For
          afterwards, we dread the horrible
          solitude of the heart, the emptiness
          of feeling...

He reaches into his pocket and pulls out a bill.

                         NAPOLEON
          Look at this -- how incredible!  My
          last souvenir -- a bill I received
          just two weeks ago from her
          couturier -- 6,000 francs...!

Pause.

                         NAPOLEON
          Now I have lost everything that is
          precious to me.  My dearest wife has
          been locked away by her father, and
          my poor baby grows up without me.

INT.  SCHONBRUNN BEDROOM - NIGHT

Marie-Louise and General Neipperg, a handsome and virile
man, with a patch over one eye, making love.

                         NARRATOR
          Marie-Louise would prove to be a
          little more than a dull,
          commonplace, sensual girl,
          accustomed to obey the dictates of
          her father, who easily dissuaded her
          from joining Napoleon, and carefully
          chose instead as her aide-de-camp,
          the gallant and dashing General
          Neipperg, who soon became her lover.
          They would have two children
          together before Napoleon's death.

INT.  SCHONBRUNN NURSERY - DAY

A grotesquely large nursery in Schonbrunn Palace, over-
filled with expensive toys.  The King of Rome, now four
years old, sits alone on the floor, playing with some
soldiers.  Two nursemaids sit at some distance from him,
near the window.

                         NARRATOR
          Napoleon would never see his son
          again, and the child would grow up
          in gilded isolation, melancholy,
          ignored by his mother, in chronic
          ill-health and haunted by the legend
          of this father.  He would die at the
          age of 22.

INT.  TUILERIES THRONE ROOM - DAY

Throne room of the Tuileries Palace.  A large group of
marshals are swearing their loyalty to the King and
kissing his hand.  We should see Berthier, Ney, Marmont,
MacDonald, Lefebver.

                         NARRATOR
          When Louis XVIII returned to Paris
          in 1814, he was as unknown in France
          as an Egyptian Pharaoh.  Marked by
          clumsiness and disdain, he quickly
          proved that the Bourbon dynasty had
          learned nothing and forgotten
          nothing.  People said that he did
          not return to the throne of his
          ancestors but simply ascended the
          throne of Bonaparte.  By 1815, the
          army and the people were ready to
          rise against him and welcome the
          return of Napoleon.

EXT.  BEACH - DAY

Along shot of Napoleon walking with his mother.  We are
too far away to hear what they are saying.

EXT.  SHIP DECK - NIGHT

A cold, clear, brilliant moonlit night.  Napoleon on the
deck, crowded with his troops who are writing
proclamations in long hand.

                         NARRATOR
          Napoleon set sail, from Elba, on
          February 26th, 1815, with his small
          force of 700 soldiers, while the
          governor of the island, Sir Neil
          Campbell, was away in Florence.  He
          put his soldiers to work writing out
          his proclamations in long hand.

EXT.  ROAD - DAY

A regiment of government troops bars the road and the
fields bordering it.  Some 300 yards away, Napoleon's
small army faces them.

An aide, of the general commanding the government troops,
gallops down the road, salutes and dismounts.

                         AIDE
                  (embarrassed)
          General Cannet presents his
          compliments to the Emperor, and
          requests that he lay down his arms
          and surrender himself and his men.

                         NAPOLEON
          Thank you, Colonel.  Please present
          my compliments to General Cannet,
          and tell him that I shall come
          presently and bring the answer
          myself.

The aide salutes, remounts and rides back.

General Cannet speaks to his troops, riding slowly back
and forth on his horse.

                         GENERAL CANNET
          Bonaparte is on his way to attempt
          to illegally reestablish himself
          over the legitimate government of
          our King, Louis XVIII.  It is our
          responsibility, as loyal soldiers of
          France, to prevent him from doing
          this, by whatever means are
          necessary.  His force numbers less
          than 700 men.

At this remark, voices are heard from the back ranks.

                         VOICES
                  (derisively)
          What about us -- don't we count?

Napoleon has mounted a horse and approaches the government
troops at a gallop.  He reigns up about 10 yards from
their front ranks.

                         NAPOLEON
          Hello, men of the 5th -- do you
          recognize your Emperor?

                         VOICES
                  (from the crowd)
          Yes!

Mixed in with this, there are a considerable amount of
cheers.

                         NAPOLEON
          I recognize you -- we are old
          friends.  I know you from Friedland
          and Borodino.  And, you there,
          Sergeant Monestier, how are you?

More cheers from the ranks.

                         NAPOLEON
          My good friends, I am told that
          Marshal Ney has promised the King to
          bring me back to Paris in an iron
          cage.  I have sent word to my old
          friend, Marshal Ney, that he can
          make that a wooden box, if he is
          able to manage it, but I certainly
          must refuse an iron cage -- I'm not
          as young as I used to be, and I
          can't accept such drafty
          accommodations!

Laughter and cheers from the ranks.

                         NAPOLEON
          Men of the 5th, your general has
          invited me to surrender myself and
          my men, but I come to make you an
          offer -- Men of the 5th, will you
          join me?

There is a thunderous cheer from the ranks and the men
rush forward surrounding Napoleon.  Some soldiers fling
themselves at his feet, kissing his coat and his hands.
Napoleon's eyes fill with tears.

                         NAPOLEON
                  (to a grenadier)
          I shall have to send a message to
          Louis VXIII, in Paris, and tell him
          not to send any more troops -- I
          have enough already.

INT.  TUILERIES DINING ROOM - NIGHT

Napoleon dines alone at a large table.  He picks at his
food in no special order -- dessert, fish, soup, potatoes.
He is absorbed, reading a thick report.

                         NARRATOR
          After the dizzying magic of the
          return, came a sense of
          disenchantment -- and some anxious
          second thoughts.  The allies had
          quickly patched up the differences
          that had divided them for almost a
          year, at the Congress of Vienna, and
          on which Napoleon had counted to
          give him some breathing space.  To
          make matters worse, they refused to
          have any diplomatic dealings,
          declaring him a criminal beyond the
          protection of the law.

His valet enters the room silently and crosses the long
room to the table.

                         VALET
          Excuse me, Your Majesty.

                         NAPOLEON
                  (without looking up)
          Yes?

                         VALET
          Madame Avrillon has arrived, sire.

Napoleon listlessly looks up from a spoon full of pudding.

                         NAPOLEON
          Oh -- where is she?

                         VALET
          I have shown her to your bedroom,
          Your Majesty.

Napoleon stirs his coffee and glances at his wrist watch.

                         NAPOLEON
                  (gloomily)
          Please ask her to get undressed, and
          tell her I'll be along as soon as I
          can.

                         VALET
                  (bowing)
          Yes, sire.

He goes back to his report.

ANIMATED MAP

Illustrates the narration.

                         NARRATOR
          The allies were preparing to move on
          the frontiers of France with more
          than a million men.  Strung along
          the Belgian frontier was an army of
          100,000 English and German troops,
          under Wellington, separated by ten
          miles from a force of 120,000
          Prussian troops, under Blucher.
          Napoleon calculated the huge Russian
          and Austrian armies could not reach
          his Eastern frontiers before July.
          This gave him the opportunity to use
          a favorite tactic and strike quickly
          against Wellington and Blucher,
          hoping to defeat them separately,
          before they could unite their
          forces.  On June 16th, Blucher was
          defeated at Ligny, and Wellington
          was forced to retreat from Quatre
          Bras, but neither victory was
          decisive, nor were they followed up
          as they should have been, due to
          Napoleon becoming ill, and to
          mistakes by his generals.  But what
          would prove disastrous for Napoleon,
          was that he believed the Prussians
          to be out of the battle for good,
          and retreating away from Wellington,
          whereas Blucher, still full of
          fight, was marching north to join
          him.

EXT.  BATTLEFIELD - DAY

The opposing French and British armies.

                         NARRATOR
          On the morning of June 18th,
          Napoleon, with 74,000 men faced
          Wellington with 67,000, on a
          battlefield near the village of
          Mount St. Jean, ten miles south of
          Brussels.  Confident that the
          Prussians were out of action, or
          contained by Grouchy's pursuing
          cavalry, Napoleon's only fear was
          that Wellington would retreat.

EXT.  BRITISH POSITIONS - DAY

Wellington and entourage ride along ridge.  Troops cheer.

                         NARRATOR
          But Wellington had decided to fight
          it out, on Blucher's assurance that
          at least one Prussian corps would
          reach him by mid-day.  He had chosen
          his favorite defensive position, on
          a rise, where the reverse slopes
          would shelter his infantry from
          plunging artillery fire.

EXT.  NAPOLEON HQ - DAY

Napoleon, surrounded by officers, bent over a map.

                         NARRATOR
          Napoleon was in no hurry to start
          the battle and he waited until mid-
          day to allow the ground to dry, so
          that his heavy guns could get into
          position.  This was to prove to be a
          crucial mistake.  Had the battle
          begun at day-break, Wellington
          would probably have been defeated
          before the Prussians intervened.

ANIMATED MAP

Shows position of both armies on the battlefield and
Napoleon's plan of attack.

                         NARRATOR
          Napoleon ignored the warning of his
          Peninsular war generals about the
          fire-power of the English infantry,
          and decided on a frontal attack on
          the center, preceded by an attack on
          the Hougoumont farmhouse, which
          anchored the English right flank.

EXT.  FRENCH ARTILLERY - DAY

Opens fire.

EXT.  HOUGOUMONT FARM - DAY

The farm is in the valley below the British positions.
French troops beaten back by the English in fierce
fighting.

                         NARRATOR
          In the opening moves of the battle,
          the French could not dislodge the
          English from the Hougoumont farm.

EXT.  TREE TOP OBSERVATION POST - DAY

Napoleon and his staff have their telescopes trained on
what appears as a cloud of dust, at a distance of some six
miles.  The staff talk, somewhat absently, concentrating
on their telescopes.

                         GENERAL SIMON
          I think it is only some dust
          blowing.

Pause.

                         GENERAL MARCHADIER
          I though for a moment, then, that I
          could just make out the color of
          French uniforms.

                         GENERAL SIMON
          Yes -- a bit of blue and red.  I
          thought so, too.

                         GENERAL LABESSE
          Let us hope it is Marshal Grouchy.

                         GENERAL MARCHADIER
          How far away do you make it?

                         GENERAL SIMON
          I should say, five or six miles.

                         GENERAL MARCHADIER
          At least that.

                         GENERAL SIMON
          I thought for a moment I could make
          out the colors of Prussian uniforms.
          What do you think?

All eyes stare with concern through their telescopes.
Napoleon puts his telescope down.

                         NARRATOR
          At 12:30 pm, the column approaching
          on the right flank was identified as
          Prussian.  Napoleon could have
          called off the battle at this point,
          but the campaign would have been
          lost, and he preferred the chance of
          smashing Wellington before the
          Prussians could arrive in strength.

EXT.  ROAD - DAY

Marshal Grouchy at breakfast.  Dismounted cavalry are
along the sides of the road, as far as the eye can see.
All ears are cocked, listening to the distant sound of
guns.  Grouchy looks worried and uncertain.

                         NARRATOR
          Had Marshal Grouchy maintained
          aggressive contact with the
          retreating Prussians, they would
          have been prevented from entering
          the battle.  Having failed to do
          this, had he now marched his 34,000
          men to the sound of the guns, he
          would have increased Napoleon's army
          by fifty percent and would most
          probably have ensured a French
          victory.  But this was not to be,
          and Grouchy's inadequacies would be
          the ruin of Napoleon's last battle.

ANIMATED MAP

Shows the battlefield, the Prussians coming up, and
Grouchy out of the battle.

                         NARRATOR
          With Grouchy's force out of the
          battle, and the Prussians moving
          against his flank, Napoleon was in a
          strategically compromised position,
          but there was still time to achieve
          a tactical triumph on the
          battlefield before the Prussians
          arrived.

EXT.  INN - DAY

Three quarters of a mile behind the battlefield.  Napoleon
is seated in an arm-chair.  Dry straw has been spread on
the ground around him.  He sits with his head in his
hands.  He is in pain.  His staff waits fretfully at a
respectful distance.

                         NARRATOR
          But Napoleon was painfully ill, and
          spent most of the day three-quarters
          of a mile behind the battle.

EXT.  FRENCH RIDGE - DAY

Marshal Ney, mounted and surrounded by his staff, looks
through his telescope.

                         NARRATOR
          He left the tactical handling of the
          battle entirely to Marshal Ney, who,
          having deserted Napoleon the year
          before at Fontainebleau, was the
          only one of that group of Marshals
          who had since then reconciled with
          him.  Berthier had committed suicide
          when he heard of Napoleon's return
          from Elba, and Ney's eleventh hour
          switch of allegiance to Napoleon,
          had left his soldier's mind in a
          clouded and uneasy state.  He would
          now make tactical blunder after
          blunder, while gallantly rushing
          around the battlefield like a young
          subaltern.

EXT.  BATTLEFIELD - DAY

French columns march up a slope to the British positions
on top.  Suddenly, a wall of redcoats rise up from behind
the protection of the ridge and fires a devastating
volley.  The French line wavers.  A second line of
redcoats appears and fires another volley.  The French
line breaks, and they begin to fall back.

                         NARRATOR
          At 1:30, Ney launched the first main
          attack, when four densely massed
          infantry columns, unsupported by
          cavalry or horse artillery, were
          repulsed with heavy loss.

EXT.  BATTLEFIELD - DAY

Massed columns of French horsemen riding up the slope at a
slow canter, their helmets and breast-plates glittering
like a stormy wave of the sea, when it catches the
sunlight.  They are riding stirrup, unhurried, confident,
deliberate.

                         NARRATOR
          At 3:30 pm, Ney misinterpreted
          movements in the English line as
          signs of a general retreat and, now,
          blundered again, sending in the
          cavalry alone, unsupported by
          infantry.

EXT.  BRITISH ARTILLERY - DAY

Opens fire.

EXT.  BRITISH INFANTRY - DAY

Opens fire.

EXT.  BATTLEFIELD - DAY

Terrible losses of horses and men.

EXT.  BRITISH SQUARES - DAY

An incredible stalemate has developed in the battle.  Dead
men and horses are everywhere.  But the British infantry,
in their defensive squares, hold their fire, and merely
exchange stares with the hundreds of French heavy cavalry
who prowl around them, at a distance of no more than
twenty yards.

                         NARRATOR
          After two hours of savage fighting,
          the British infantry had learned
          that when the French cavalry were
          close, the artillery stopped.  And
          they also realized that each time
          they fired a volley, the cavalry
          would try to break through them,
          before they could reload.  So they
          stopped firing.

A French colonel rides too close to one of the German
squares, his horse stumbles and he falls, dazed.  Two
Brunswick soldiers dash out, take his purse, his watch and
his pistols, and then blows his brains out.

A cry of "shame" goes up from the nearby British square.

EXT.  FRENCH RIDGE - DAY

Napoleon giving orders.  Ney, covered with mud and
bloodstains, has become a wild-looking creature.

                         NARRATOR
          By 6 pm, Napoleon had entered into
          the battle himself and was forced to
          commit 14,000 men of his general
          reserve to hold up Bulow's
          Prussians.

EXT.  BATTLEFIELD - DAY

The Imperial Guard infantry being blasted by a wall of
British fire, they falter and retreat.  The sound of
musket balls against the French breast-plates sound like a
hail-storm beating on windows.

                         NARRATOR
          At 7:30 pm, Napoleon released 5
          battalions of the guard reserve for
          Ney's final assault.  When this
          failed, the French morale cracked.

EXT.  BATTLEFIELD - DAY

British cavalry charge.

                         NARRATOR
          Wellington put in his cavalry, and
          the French army broke in panic and
          ran.

EXT.  BATTLEFIELD - DAY

Ney, now a bloodspattered demon, trying to stop the
retreat.

                         NEY
          Come on -- follow me and see how a
          Marshal of France dies!

He charges into the battle.

                         NARRATOR
          But Ney would survive the battle to
          be shot for treason by the returning
          monarchy.

TITLE:  ST. HELENA

EXT.  DECK OF SHIP - DAY

Napoleon on the deck of the "Northumberland" looking at
the cliffs of St. Helena.  He is depressed by the mass of
bare volcanic granite rising steeply out of the sea,
barely twenty-eight miles in circumference.

                         NARRATOR
          Napoleon escaped from France where
          he might have met the same fate, and
          surrendered to the English, hoping
          for a congenial exile in Britain.
          But he was sent as a prisoner to the
          tiny island of St. Helena, in the
          South Atlantic, a thousand miles
          from the nearest land.  He would
          live out the last five years of his
          life there, amid the petty squabbles
          of his own entourage, and his
          captors.

EXT.  LONGWOOD HOUSE - DUSK

A gloomy sight, situated in a wild landscape.

                         NARRATOR
          His house was a hastily rebuilt
          collection of buildings originally
          constructed as cattle-sheds.

INT.  LONGWOOD HOUSE - DAY

Napoleon dictating his memoirs to Count Bertrand, a large
map is spread on the floor.  The room is overcrowded with
books and papers.

A rat is noticed and ignored.

                         NARRATOR
          His four constricted rooms were
          infested with rats.  His food and
          wine, and opened mail were subjects
          of continuous dispute.

EXT.  BLUFF - DAY

Napoleon stares out at the grey Atlantic, watched by
several British soldiers.

                         NARRATOR
          His walks were so closely guarded
          that he eventually gave them up
          altogether.

INT.  SIR HUDSON LOWE'S OFFICE - DAY

Sir Hudson Lowe opens Napoleon's mail.

                         NARRATOR
          His gaoler, Sir Hudson Lowe, was a
          weak, narrow-minded, and petty man,
          obsessed with the fear his prisoner
          would escape, though a squadron of
          ten ships, and a garrison of 3,000
          men guarded the island.

INT.  NAPOLEON'S BEDROOM - NIGHT

Napoleon, grey-faced and looking very ill, being examined
by a hearty English naval surgeon.

                         NARRATOR
          His final illness would, until the
          very end, be dismissed by English
          doctors as a diplomatic disease.

INT.  BEDROOM - NIGHT

Count Bertrand, a figure of despair in the dimly-lit room,
keeps a lonely death-watch.  Napoleon stirs.

                         NAPOLEON
                  (weakly)
          Who is there?

                         BERTRAND
          Bertrand, sire.

                         NAPOLEON
          I have just had the most vivid...
          dream... about Josephine.

                         BERTRAND
          Yes, sire?

                         NAPOLEON
          She was sitting there... and it was
          as if I had last seen her only the
          night before... She hadn't changed
          -- she was still the same -- still
          completely devoted to me... and she
          told me we were going to see each
          other again and, never again, leave
          each other... She has promised me.
          Did you see her?

                         BERTRAND
          No, sire... I was asleep.

                         NAPOLEON
          I wanted to kiss her, but she didn't
          want to kiss me... She slipped away,
          the moment I wanted to take her in
          my arms.

EXT.  GRAVE - DAY

The unmarked grave.

                         NARRATOR
          Napoleon died on May 5, 1821.
          Hudson Lowe insisted the inscription
          on the tomb should read "Napoleon
          Bonaparte."  Montholon and Bertrand
          refused anything but the Imperial
          title -- "Napoleon."  In the end, it
          was left nameless.

INT.  LETIZIA'S BEDROOM ROME - DAY

His mother, dressed in black, sits alone, a study of gloom
and lament.  The shutters are closed and the semi-darkness
of the room is broken by bright slivers of sunlight.

The camera moves slowly away from Letizia, to an open
portmanteau.  It is filled with very old children's things
-- faded toys, torn picture books, wooden soldiers and the
Teddy bear Napoleon slept with as a child.

                                            FADE OUT.

                         THE END



----------------------------------------------------------




















                          NAPOLEON


                      Production Notes




























                                         November 22, 1968






LENGTH

180 minutes.

SHOOT

1.3 minutes average per day.

LENGTH SCHEDULE

150 days, allowing 10 days lost to travel.

START DATE

July 1 - September 1, 1969

SCHEDULE

DAYS      TYPE OF PRODUCTION        COUNTRY

30        Battles and marches       Yugoslavia
40        Location exteriors        Yugoslavia
40        Location interiors        Italy
30        Front projection          Yugoslavia
10        Lost to travel
---
150

TREATMENT

Fifteen sequences which will approximately average 12
minutes per sequence, giving 180 minutes finished length.

COST

The four principle categories of cost which represent the
largest proportion of any spectacle film are:

1.  Large numbers of extras.
2.  Large numbers of military uniforms.
3.  Large numbers of expensive sets.
4.  Over-priced movie stars.

I intend that, for 'Napoleon', these four categories be
handled in a financially advantageous manner, which will
result in substantial savings to the budget, allowing the
film to be produced for a much lower cost than I had first
envisaged, without any loss of quality, size or substance.

EXTRAS

The daily cost of a costumed extra in England is $19.20,
in Spain $14.28, in Italy $24 and France $24.30.

We have received bids from Romania to provide up to a
maximum of 30,000 troops at $2 per man, though it is
unlikely that we will ever exceed 15,000 men on the
largest days.

We have also received a bid from Yugoslavia to provide up
to the same numbers at $5 per man.  Both prices also apply
to lesser numbers.

I have personally met with representatives of both
countries and they are all extremely anxious to have an
important film made largely in their country.

They are also very, very interested in getting dollars,
and can give us very generous deals for their services and
man-power that they can pay for with their own currency,
and which have little relationship to the dollar
equivalent they receive.  They have almost the same
freedom to trade, in this respect, as they would if they
were swapping monopoly money for dollars.

Effective guarantees of their performance on this, or any
other deal made with a Socialist country, can be obtained
through the Cyrus Eaton Organization, who have worked with
us in arranging the Romanian contact.  They guaranteed
performance on the "Fixer," filmed in Hungary, and
regularly preform this function for important business
deals of every type between East and West.

UNIFORMS

Both countries have offered to make military uniforms and
costumes for us at a very reasonable rate, about $40 for a
first-line military uniform, compared with about $200 for
a normal European costumier.

But, in this area, the most significant break-through has
come through a New York firm, who can produce a printed
uniform on a Dupont, fireproof, drip-dry, paper fabric,
which has a 300-pound breaking strength, even when wet,
for $1-$4 depending on the detailing.

We have done film tests on the $4 uniform and, from a
distance of 30 yards or further away, it looks marvelous.
Naturally, in a large crowd scene, these cheap uniforms
will be seen from a much further distance than 30 yards.

I should point out that renting uniforms for this film is
not a viable proposition, because the numbers available
are totally inadequate, and for a long, rough usage, it
is cheaper to make them.

SETS

Building and decorating a large number of Palatial sets
for Emperors and Kings would be a formidable expense
indeed, somewhere, I should say, between $3 - $6 million.

Fortunately, this will not be necessary to do.  A number
of authentic Palaces and Villas of the period are
available for shooting in France and Italy.  There is even
one in Sweden, built and decorated by Bernadotte and
Desiree.  These locations can be rented for a daily fee of
between $350 - $750, and in most cases are completely
furnished, requiring only the most minor work on our part
before shooting.

In addition to this, I intend to exploit, to the fullest,
the Front Projection techniques I developed during the
production of '2001.'  I have several new ideas for
enhancing its usefulness and making operations even more
economical.

CAST

I think sufficient proof must now exist that over-priced
movie stars do little besides leaving an insufficient
amount of money to make the film properly, or cause an
unnecessarily high picture cost.  A recent 'Variety'
study, published during the past year, showed the domestic
grosses of the last four films by a group of top stars
were not sufficient to return even the star's salary,
computed at a recoupment rate of 2.5 to 1.

On the other hand, films like 'Dr. Zhivago', '2001', 'The
Graduate' and many others show that people go to see good
films that they enjoy, and that the main impetus of going
to the movies is word-of-mouth recommendations from
friends.

As was discussed in our first meetings about 'Napoleon',
my intention is to use great actors and new faces, and
more sensibly put emphasis on the power of the story, the
spectacle of the film, and my own ability to make a film
of more than routine interest.

I have not completed my casting survey, but I expect to
have this done shortly.  I will then send you a list of
actors' names, broken down by parts.

I would like to give you some idea, however, of my general
thinking about some of the more important characters in
the story.

Napoleon was 27 when he took command of the Army of Italy,
and 30 when he became First Consul.  He was 35 when he was
proclaimed Emperor, 45 at Waterloo, and 51 when he died.

I want an actor between 30-35 who has the good looks of
the younger Napoleon and who can be aged and made-up for
the middle-aged Napoleon.

He should be able to convey the restless energy, the
ruthlessness, and the inflexible will of Bonaparte, but,
at the same time, the tremendous charm which every
contemporary memorist attributes to him.

Josephine should be five to six years older than Napoleon,
beautiful and elegant.

The most important supporting characters will probably be
Talleyrand and Fouche, and there are untold numbers of
actors who can play parts like these.

There are excellent younger parts for Napoleon's aides,
staff officers, and Marshals:  Junot, Marmont, Ney,
Berthier, Murat, Eugene, Caulaincourt.  These parts should
be played with virile, fit, military types; again, there
is considerable choice.

Important younger women will be Maria Walewska, Hortense
Beauharnais, Marie-Louise and Napoleon's sister, Pauline.
All of these women will be attractive and should lend
luster to the cast.

Napoleon's mother is very important, and again a great
deal of choice exists.

Czar Alexander, Francis Joseph of Austria, Kutusov,
Wellington, Blucher, all of these represent important
supporting roles.

PREPARATION THUS FAR

A great deal of preliminary preparation has already taken
place and I would like to briefly outline what this has
been.

1.  A picture file of approximately 15,000 Napoleonic
subjects has been collected, cataloged and indexed, on
IBM aperture cards.  The retrieval system is based on
subject classification, but a special visual signaling
method allows cross indexing to any degree of complexity.

2.  David Walker, who is a leading costume designer in
England, has been preparing research and making sketches.
Because of the very provocative, see-through dresses and
bare bosoms of the Directoire period, the film will have
some very notable costumes.

3.  Military uniform prototypes of the different nations
involved have been manufactured and these will serve as
quality control comparisons in the subsequent mass
production of uniforms of all grades.

4.  Extensive location research photography has taken
place in France and Italy, covering the possible interior
locations in which we might wish to work.  A team is now
in Yugoslavia doing the same thing, and another team is
about to leave for Romania.

5.  The services of Professor Felix Markham have been
engaged as principal historical advisor, and the rights to
his biography of Napoleon have been purchased.

Professor Markham has devoted some 30 years of work to the
period, and is one of the outstanding living Napoleonic
scholars writing in English.

The rights to his book also establish a known work on
which to legally base the screenplay, and should help to
avoid the usual claims from the endless number of people
who have written Napoleonic books.

6.  A master biographical file on the principal 50
characters in the story has been prepared by graduate
history students of Oxford University.  They have taken
the highlights of each person's life, putting a single
event and its date on a single 3 x 5 index card.  These
cards have all been integrated in a date order file with
special signals indicating the names of the characters.
The system allows you to instantly determine what any of
the 50 people were doing on any given date.

7.  A library of approximately 500 Napoleonic books has
been set up, cataloged and indexed and is available for my
own use and anyone else on the production.  These books
contain the key memoirs and the principal biographies
available in English.

8.  A Production Designer and Art Director have been
engaged, as well as the necessary Production staff and
Location research staff.

9.  Research has been done in locating an extremely fast
lens, which will cover a 70 mm format.  This will allow
shooting to continue on exterior locations beyond the
normal hour where the light becomes photographically
inadequate.

Fast lenses are also vital in shooting interior locations
with only the natural daylight coming from the windows.

We have found an F.95 50 mm lens, made by the Perkin Elmer
Co. who specialize in making lenses for the Aero Space
Industry.  This lens is two full stops faster than the
fastest lens presently available for 65 mm cameras and
should even allow interiors to be shot by candlelight.
Despite the extremely high speed of this lens, the
resolution is very good.

Research has also been carried out to find means of
increasing the speed of color film by special laboratory
techniques.

A small laboratory which can be installed at the studio in
Borehamwood, can accomplish this.  I believe that a
feasibility study on this subject is being done by the MGM
studio in Borehamwood.  Personally, I am convinced it is
not only economically feasible for the studio to invest in
this, but there will also be very significant advantages
that go beyond the profit and loss statement of the lab,
because it will be capable of doing many other things,
particularly in the area of special effects, which are not
currently possible by using the conventional laboratory
facilities available in England.


                                    S.  Kubrick