Opens on a breathtakingly beautiful shot of the coast

Cohen's house – Kitchen - Kirsten is pouring juice & Seth is sitting at the kitchen table.

Kirsten: first day of school, are you excited? (Seth gives her a look) You know I ask you questions in the hopes of eliciting an actual response

Seth: I feel I convey more with a look (makes puppy dog eyes at her)

Kirsten: you look adorable!

Seth: no

Kirsten: cute?

Seth: no

Kirsten: dope?

Seth: no

Kirsten: RAD!

Seth: PLEASE, please this is so painful

Kirsten: ah, I'm-I'm-sorry-sorry (Sandy walks in) How was surfing?

Sandy: cut it short, I wanted to see the boys off

Kirsten: doesn't Seth look rad (Sandy kisses her head)

Sandy: oh you do look rad, bad props son

(Seth is shaking his head in horror, Ryan walks in)

Seth: thank god man, are you ready to go

Sandy: (to Ryan) first day, are you excited?

(Ryan gives him a look, like Seth tried to do earlier with Kirsten)

Sandy: enough said

Seth: how do you do that by the way, how do you convey everything with just a look

(Ryan gives it to Seth)

Seth: again!

Kirsten: (to Ryan) how're you doin?...are you nervous?

Ryan: why would I be nervous?

Seth: because we're going to school with like three hundred Luke's minus the redeeming social qualities (Ryan looks at him) I got it, sorry you make me more nervous (?)

CUT TO: Jimmy's house - Marissa and Summer are sitting on the sofa, Jimmy walks in with French toast

Summer: don't be nervous

Marissa: uh I'm not nervous I'm just not going

Summer: Coop you have to go, you own the school and what about kick off carnival your still the social chair

Marissa: hmm let's see, be humiliated in front of the entire school or hire someone to do balloon animals

Summer: Huh, you have to hire the guy who makes the balloon octopus (Marissa gives her a look) So your boyfriend cheated on you and yes you almost died in Mexico and, OK there is that whole scandal with your dad

Marissa: If you're trying to make me feel better...

Summer: ok the point is there's no such thing as bad publicity

(Marissa smells something)

Marissa: Is that something burning?

Jimmy: Ok so uh new oven, haven't quite figured out how to make French toast

Summer: Not in the oven, would be a good place to start!

Jimmy: since no one will hire me I've got plenty of time, I'm gonna go out and buy a cook book (Marissa smiles) come on, it's good its, there crunchy, see

Marissa: umm no thanks

Summer: yeah...I don't know who I'm more worried about here

Jimmy: well I think it's safe to say that this year is...going to be different

CUT TO: Cohen kitchen - Kirsten and Sandy are standing at the sink, Seth & Ryan are getting ready to leave

Kirsten: you know maybe this year'll be different you know, better

Seth: yeah that's the mantra every year, and every year some big water polo player ends up uh peeing in one of my shoes (Sandy looks at him) nah I'm just kidding, they pee in both. Ryan has Mr. Schmidt for uh pre cal

(they all look at Ryan)

Ryan: what's wrong with Mr. Schmidt?

Seth: nothing, say hi to his mom for me!

Sandy: well, at least you have each other

Seth: that is very wise dad

Sandy: thankyou son

Ryan: (looks worried) we're doomed

CUT TO: Theme Song - California by Phantom Planet

The Harbor School - Seth & Ryan are walking

Seth: the master race, it's been perfected Ryan and they all go to our school (to passing jocks) Hey, fellas (the jocks knock into him as they walk passed, and say nothing) Alright, don't get your speedos in a bunch

Ryan: This is a nightmare

Still Harbor School, Summer & Marissa are walking

Marissa: This is a nightmare

Summer: I bet like no one even knows

Marissa: are you kidding?

(they walk passed a group of girls talking about Marissa)

Girl: I heard she died down there; she looks pretty good for a dead girl

Summer: Hey whores, why don't you go work another corner

Marissa: Sum, (walking away) maybe I should just go home, you know help my dad unpack

Summer: no Coop that is as bad as it's gonna get (sees Seth & Ryan walking towards them) I spoke to soon

Seth: Hello Summer, what does your schedule look like today

Summer: Full

Seth: oh really, ok, alright

CUT TO: Marissa & Ryan

Ryan: Hey, a friendly face

Marissa: Hey, how's it goin?

Ryan: not good, you?

Marissa: oh worse

Ryan: so uh, why don't we just get outta here, right now just get in your car and go down to the pier

Marissa: I can't dean Kim would call my dad, or worse my mom

Ryan: ok, how about after school?

Marissa: I'm suppose to help chair the kick off carnival committee...I know I've been looking for an excuse to get out of it

Ryan: well I think you've found one

Marissa: (smiles) ok, I'll meet you out front

Ryan: something to look forward to

(Summer walks up)

Summer: Coop, can we go please

(they both walk away from Ryan and not realising, towards Luke)

Luke: hey, could we maybe talk or

(a shot of Ryan looking worried, Marissa backs away)

Summer: stay away from her!

Luke: how am I spose to do that we all go to the same school

Summer: oh well maybe you should of thought about that before hooking up with one of her best friends! Ass!

(Ryan catches up to Marissa)

Ryan: hey, are you ok?

Marissa: yeah, I just have to get use to it...this I guess

Ryan: but, we're still on right?

Marissa: yeah, something to look forward to! (smiles and walks away)

Summer: Coop (catching up to her)

Seth: see ya Summer (to Ryan) slowly I thaw her icy heart

CUT TO: Cohen house - Sandy & Kirsten's bedroom - Sandy is fixing his tie in the mirror, Kirsten is watching

Kirsten: Look at you!

Sandy: if I must

Kirsten: new suit, new scent, mm new look

Sandy: I feel like this is headin somewhere

Kirsten: new girlfriend

Sandy: ohh, and there it is, you still wont forge

(Kirsten kisses him and pushes him back onto the bed)

sandy & Kirsten: mm, ooh, mm

Sandy: oh god, I shoulda found an attractive co worker years ago (Kirsten looks at him) it was a figure of speech

Kirsten: Rachel's attractive?

Sandy: is that her name? its context only you know in relation to which she invokes amorous feelings in my far more, extremely more attractive wife

Kirsten: good answer (she kisses him again, they sit back up) mornings use to be our time

Sandy: (with his head buried in her neck) oh I remember them well

Kirsten: mm, what happened? (they kiss again)

(mobile phone rings)

Sandy: oh, work happened (he tries to get his phone out of his pants pocket) I can't get it just hang on one sec (lays back on the bed and rolls Kirsten to his side) just hold on, wait, I got it

Kirsten: (looks at the phone) how did she know? (sighs) your not going to answer it are you

(Kirsten's phone rings now)

Kirsten: ooh, it's my dad

Sandy: Hey, Rachel

Kirsten: Hi dad (sighs)

CUT TO: Harbor school - Seth & Summer are walking inside, down stairs

Seth: so Summer if you would care to join me for lunch today I can arrange to have an empty chair available at my table

Summer: there's nothing but empty chairs at your table

Seth: (gasps)

(off screen)

Anna: Seth Cohen!

Seth: Anna! (gives her a hug) hey how're you doin

Summer: (looks jealous) um excuse me we were talking here

Anna: oh, so insulting him counts as conversation

Seth: yeah well if it doesn't then we've never spoken, Summer you remember Anna right, she's moved here from Pittsburgh

Summer: how could I forget (walks away)

Seth: oh hey so we're gonna, we're gonna still be on for lunch today right... (to Anna) she probably didn't even hear me

Anna: Seth, what are you doing? I thought you got passed this whole Summer thing at Catillion

Seth: Right, and I know Anna that it seems like not alot of progress has been made but I have to tell you, well yeah not that much progress has been made despite all my best judgements I cannot, not like her

Anna: you are such a boy!

Seth: well, whatever. I don't see what the problem is I'm nothing but available to that girl

Anna: alright, right there, that's your problem. girls like to be chased by guys that aren't into them

Seth: and that sounds a little bit like a game to me Anna and I don't really like to play games ok, unless we're talking about a little-a little Saturday night jenga, a little-little magic gathering. LOVE magic gather

Anna: maybe you just don't know how to play

Seth: well, your a gir...l right

Anna: yeah

Seth: uh huh and we're friends right

Anna: sure

Seth: ok awesome so then why don't you train me in the ways of women huh, give me a little advice

Anna: I don't understand the mind of chicks like Summer

Seth: ill teach ya how to play jenga

Anna: (sighs) do you really like her

Seth: (nods) since I was ten

Anna: (giving in) fine...but I make no promises

Seth: trust me I cannot do any worse then I've been doing

Anna: that I trust

Seth: You're my girl!

CUT TO: Sandy's office - Sandy is looking at case files, and Rachel walks in

Rachel: hey

Sandy: hey

Rachel: what were you doing this morning when I called you sound um, did I wake you?

Sandy: uh, huh I was spending some time with my wife

Rachel: oh yeah, how'd that go?

Sandy: well I got to work on time didn't I?

Rachel: to bad, it might be a while before your wife is in the mood for looove

Sandy: oh yeah, something you know I don't

Rachel: well I know lots that you don't but in this case, are you familiar with the Balboa wetlands

Sandy: yeah, it's the largest coastal wetlands in California, home to the blue heron and the brown pelican and my personal favourite something called the swamp rose

Rachel: right, the wetlands are key to water quality in the county and not to mention, they're kinda pretty

Sandy: so naturally they must be destroyed

Rachel: The Balboa heights are 250 acres of land that sit above said wetlands

Sandy: yeah, every developers been going after the heights for years

Rachel: well somebody got it, and they're looking to tear it up, put in condos, a golf course

Sandy: (sarcastically) oh thank god cause you know the lack of golf courses around here is, it's tragic

Rachel: This is a policy changing career making piece of litigation here, a tree hugging crusader like yourself would probably kill for a case like this

Sandy: and you wanna share this with me

Rachel: yes

Sandy: why?

(Rachel hands him the file)

Sandy: oh, my wife's company is the plaintiff

Rachel: it's her fathers company

Sandy: so why even tempt me with this, it's a conflict of interest I, I'm not even sure it'd be ethical

Rachel: well the client, the Balboa land trust not only waived the conflict of interest they insisted that you take the case. your politics, your passion, your severe dislike for your father in-law, your the ideal advocate

Sandy: I suspect my wife is gonna have a different spin on all this

Rachel: look, you came to this firm because we have the resources to help you make a difference, they're gonna teach this in law school...so what's it gonna be? Your sex life or the swamp rose

CUT TO: Harbor school - Marissa walks into a class, and she sees Holly & a group of girls gossiping and laughing

Holly: (whispering) did you know that she overdosed on vicadin

(Marissa tries to ignore it)

CUT TO: Ryan walking into his class, he sees Luke at the table, neither looks impressed

CUT TO: Dr Kim's office - Marissa is talking to her about quitting social chair

Dr Kim: you are not quitting your post as social chair Marissa, you were elected by the students, you've held the position for 2 years

Marissa: I know Dr Kim but that was before everything that's happened this summer

Dr Kim: I understand you are going through alot of change right now but you're a leader here at Harbor that doesn't have to change. you're a wonderful example to your fellow students they look up to you

Marissa: not anymore they don't

Dr Kim: putting aside the issue of how walking away from your extracurricular responsibilities will affect your college transcript. people are always going to talk, may as well give em somethin good to talk about. Don't disappear Marissa, this is your school, your life, your future

CUT TO: Ryan waiting for Marissa out the front, Seth & Anna walk up

Seth: Hey what're you doing?

Ryan: you haven't told me about summer reading?

Seth: who does summer reading

Ryan: apparently everyone in my class

Seth: oh, yeah sorry about that one. so listen Anna here has convinced me to join the plank, it's the literary magazine

Anna: I needed an extra curricular activity and apparently you don't have to wear a sports bra to be on the lit mag

Seth: See it's appealing on many levels, plus I feel I uh have a few limericks that are ready to be shared with the world

Ryan: well have fun, I'm gonna hang with Marissa

Seth: school might not suck this year

(Seth and Anna walk away, Marissa walks over)

Marissa: Hey, so it turns out I have to plan this carnival thing after all

Ryan: oh...ok

Marissa: yeah I mean I talked to the dean and I think getting involved in school again might not be such a bad idea...I know that sounds lame

Ryan: uh yeah, no, no, it's cool. so uh

Marissa: can we reschedule

Ryan: absolutely

Marissa: what about the carnival, I'll save you a ride on the ferris wheel (grinning)

Ryan: no ferris wheels, I don't, I don't do heights, but uh we'll figure somethin out

Marissa: are you sure your gonna be...

Ryan: Fine I just got a, alot of reading to do, like five hundred years of it so

Marissa: ok, so I'll see ya!

CUT TO: Cohen house the next morning - Sandy & Kirsten's bedroom

Sandy: morning

Kirsten: hey, I didn't hear you come in last night

Sandy: uh I didn't wanna wake you, you look nice

Kirsten: dads demanding a company breakfast, some kind of crisis. so if this is how its gonna be after a couple of weeks of work we're just gonna be like

Sandy: two ships passing in the morning

Kirsten: hmm, what have they got you working on?

Sandy: a big uh high profile case

Kirsten: uh, how bout lunch today, ill pay. you know what actually you can pay your the one thats working on a high profile case

Sandy: how bout Friday?

Kirsten: ill have my people call your people, I love you (kisses him on the cheek)

Sandy: love you too

Cohen kitchen - Ryan is drinking coffee and reading, Sandy comes in

Sandy: hey kid...how did school go for ya?

Ryan: fine, just behind

Sandy: after one day, nice work...oh its brutal you're brave to face those preppy little savages and I mean the teachers

Ryan: I don't think it was a good idea, me and private school

Sandy: your one of the smartest kids they've got

Ryan: it's not the work, its just (sighs) everybody's got somethin, except me

Sandy: well you've got Seth

Ryan: Seth's got his women

Sandy: (shocked) Seth Cohen? (Ryan nods) ok s, really?

So you need something, and activity, a sport

(Seth walks in)

Seth: Ladies

Sandy: don juan we're trying to figure out an extra curricular activity for Ryan here

Seth: ok

Sandy: Harbors got a great archery program (Ryan looks at him) fencing

Seth: what century are you in open your mind for a second here dad this isn't me we're talking about. with Ryan we have an opportunity to have a real athlete in the family

Sandy: true

Seth: somebody to achieve all that your Jewish ness has prevented me from accomplishing, hey I always wanted to play soccer

Ryan: I use to play soccer

Seth: done

Sandy: glad I could help

CUT TO: Jimmy's house - He and Marissa are in the lounge room

Jimmy: I didn't get around to gettin those cookbooks

Marissa: yeah I guess it's better to play it safe though

Jimmy: so how's sleepin on the uh, on the sofa

Marissa: it's... fine

Jimmy: you know it's just temporary

Marissa: I know, I can handle it

Jimmy: did you uh, talk to your mom (Marissa shakes her head) I'm sorry about all this sweetheart

Marissa: I just wish you would of told me

Jimmy: I know, I know but things, things 'll be different now (doorbell) Hey, don't get to excited, the phone company is installing an actual phone line (Marissa smiles at him) It's a very big day

(Jimmy opens the door)

Luke: Hey Mr. Cooper

Jimmy: Luke

Luke: yeah so uh is this your new place it looks great

Jimmy: not buyin it Luke

Luke: right uh, can I talk to Marissa

Jimmy: No, you can't

Luke: come on Mr. Cooper its me if I could talk to her for a minute or so

Jimmy: yeah she told me what happened and uh I don't think she wants to talk to you right now

Luke: come on, I mean if anybody knows about being in the dog house

Jimmy: don't say it

Luke: what can I do?

Jimmy: you can leave

Luke: alright well tell her, sorry

Jimmy: ok (shuts the door)

Marissa: (smiling) thanks

CUT TO: Harbor school - corridor, Ryan and Marissa bump into each other

Ryan: hey

Marissa: hi

Ryan: how did it go with the carnival?

Marissa: oh, very exciting. so maybe if I get out of my meeting early, I think we're voting on cotton candy versus funnel cakes

Ryan: cotton candy no question

Marissa: my thoughts exactly

Ryan: uh but I cant today, I got soccer practice

Marissa: you do?

Ryan: yeah, gonna try out, figured getting involved in school might not be such a bad idea

Marissa: (smiling) yeah and plus now we both get out at five right. ill meet you in the quad after school

Ryan: ill see you then

CUT TO: Seth walking into a class, Anna is already in there

Seth: hello

Anna: hey

Seth: is this seat taken

Anna: it is now

Seth: cool (sees Summer walk in) you uh, you can sit here if you want Summer

Summer: thanks

Anna: Seth, come sit here by me

Seth: are you sure? you don't mind the whole ah one cheek on one cheek off

Ann: SIT

Seth: sitting (to Anna) OH oh my god, ok so we didn't talk about this, tell me about Tahiti

Anna: ooh, it was incredible

Seth: was it (to Summer) ah Anna just sailed to Tahiti

Summer: (scoffs) sailing is like so not the fastest way to get anywhere, I mean if you would have flown you would of gotten there alot sooner

Anna: you should be on the debate team

Summer: ugh (gives Anna a look)

CUT TO: Sandy's office, Kirsten is waiting for him

Sandy: Hi

Kirsten: (icy) Hi, nice office

Sandy: it came furnished

Kirsten: brought ya lunch (she throws it at him)

Sandy: well it's not a lump of coal

Kirsten: Sandy when were you gonna tell me

Sandy: soon

Kirsten: not soon enough, I signed a deposition this morning

Sandy: oh, honey, I-I-I-I'm not even sure if I'm gonna take this case

Kirsten: there IS no case! (folds her arms)

Sandy: we're talking about destroying one of the most biologically productive ecosystems in the world, its like selling off the rainforest to profit a few wealthy individuals and asking generations and generations of others to pay for it

Kirsten: we have proposed to protect three hundred and fifty acres of wildlife refuge and a natural park

Sandy: you'll still add thirty percent more traffic and ten tonnes of air pollution daily, not to mention what you'll do to the water supply

Kirsten: your gonna take this, I

Sandy: n, no

Kirsten: oh Sandy, it isn't even ethical

Sandy: I feel pretty comfortable comparing ethics with your father

Kirsten: Well as long as you're comfortable! I gotta go, I gotta keep this off my fathers radar he's gonna lose his mind

CUT TO: Harbor school - soccer field, Ryan is there to try out

Coach: alright move, don't wait for it (to Ryan) hey, you Atwood (Ryan nods) alright what position you comin out for?

Ryan: striker

Coach: striker, alright I tell you what, you see that kid out front that's Luke, he's our captain he's also our striker, well let's go, show me somethin

Coach: hey Ward, you got a little competition

CUT TO: Marissa finishing up her meeting

Marissa: ok thanks you guys, so tomorrow we'll figure out event parking, hey and make sure the bands booked, no last second suprises

(Luke is standing at the door as Marissa goes to walk out)

Luke: we need to talk Marissa

Marissa: believe me you do NOT wanna hear what I have to say

Luke: yes I do

Marisa: No, all you want is for me to tell you that everything's ok now, but I can't, its not

Luke: I know, I know and-and I'm so sorry

Marissa: I DONT CARE, (getting teary) I don't care how you feel, or what your going through because you sure as hell didn't care about me!

Luke: that's not true

Marissa: I slept with you! and then you went and slept with one of my best friends! I waited for you and you lied to me! you humiliated me (goes and sits down)

Luke: Marissa I (sighs) it's just

(a shot of Ryan walking into the corridor and seeing Luke with Marissa through the window)

Luke: I'm so sorry, do you have any idea how hard it is to come to school every day and not be able to talk to you

Marissa: you think it's easy for me?

Luke: lets just, start over...please...I don't know what I'd do without you...and just because I ruined everything it doesn't mean that I didn't love you because I did... I-I do

(Ryan sees Luke take her hand)

Marissa: ...you know what the worst part is...if I hadn't caught you...I'd still love you to...I gotta go

(Marissa leaves, and sees the main door moving)

CUT TO: Cohen house morning, Sandy is out the front & Kirsten walks out to talk to him

Sandy: oh I know that look

Kirsten: I was trying to keep this from my dad, I was trying to protect us and now it's on the front page! (hands Sandy a newspaper, the heading reads: Wetlands lawsuit turns personal) I thought we could at least settle this privately, you and me

Sandy: this was not spose to go to the press

Kirsten: it's your firm, and now the entire community knows we're fighting (walks away)

Sandy: well I guess they got the story straight!

(Kirsten slams the door)

CUT TO: The pool house - Ryan just got out of the shower; he comes out & sees Seth

Ryan: what're you doing?

Seth: Morning ritual Ryan, coffee-bagel-arts and leisure

Ryan: you have a morning ritual (shakes his head)

Seth: something I've been crafting for a while...so what's up dude? how's life, I feel like we never get a chance to talk anymore. who are you?

Ryan: we had dinner twelve hours ago

Seth: fine, you keep it all bottled up

(Ryan looks as if he's going to say something, but doesn't)

Seth: what was that?

Ryan: nothing

Seth: No, that wasn't nothing see I saw something I saw thoughts forming I saw words percolating

Ryan: its jus...never mind

Seth: come on! what was that dude

Ryan: (giving in) uh last night I saw...Marissa with Luke

Seth: makin out?

Ryan: mm making up...Luke was crying

Seth: Luke was CRYING...so Luke was crying that doesn't sound like anything

Ryan: it didn't sound like nothing, it looked like they were getting back together

Seth: w, so ask her about it, I'm sure that if nothings going on she'll tell you

CUT TO: Harbor school - Marissa & Summer are walking inside

Summer: do NOT tell him

Marissa: uhh, I don't know shouldn't I just be honest

Summer: never, ok you guys haven't even like gone out on a date yet, your only gonna freak him out, trust me Coop what he doesn't know wont hurt you

Ryan is walking towards Marissa at her locker

Ryan: hi

Marissa: Hi (big smile) what happened to you last night I waited and I tried calling

Ryan: yeah, sorry I got a little slammed last night I'm pretty behind

Marissa: after two days

Ryan: (nods) what'd you do?

Marissa: umm, nothing, my meeting went long

Ryan: ahh how'd it go?

Marissa: good I think it's gonna be good

Ryan: well what did you do after?

Marissa: after I couldn't find you I uh went home

Ryan: oh yeah, sorry

Marissa: yeah but you've got soccer practice later right, so maybe ill stop by

Ryan: (staring at her) I gotta get to class, ill see ya

(they both walk off looking worried

CUT TO: a class room - Seth & Summer are there

Summer: (touches a dead frog) oh (sees that Seth is watching her) I mean eeewww

Seth: that's my girl!

Summer: Cohen, your a good dissector right

Seth: hands of a surgeon

Summer: well it's decided then, you'll be my lab partner. you can write up all those boring lab reports right

Anna: actually Seth already has a partner, he's promised himself to me, right

Seth: yyyyes I am betrothed

Anna: good

Seth: what're you doing, she wanted to be my lab partner,wh, your suppose to help me get her

Anna: watch and learn Cohen

(Summer goes and sits with a geek)

Anna: follow my lead. Scalpel

Seth: where should we begin?

Anna: the heart!

(Summer is watching them both, clearly jealous)

CUT TO: Sandy's firm - Rachel is there

Rachel: Well Sanford you are all anybody is talkin about around here

Sandy: tell me now, did you bring me into this firm because of this case

Rachel: we didn't have this case when we hired you, but don't worry about it, you've already convinced everyone that you're really torn. now could we get on with it, you know this could go to the state supreme court

Sandy: yeah, and I know I can win, it's a question of what I'm gonna lose

Rachel: oh well...if your marriage can't survive this what kinda marriage is it?

CUT TO: Harbor school - soccer field, Ryan shoots for a goal, Luke is at the bench and Marissa walks up

Marissa: hey

Luke: s-sorry about yesterday, that was kind of intense...I think the last time I cried was...when Mcauly Culkin died at the end of my girl

Marissa: (laughs) yeah the bee stings, you were a mess

(Ryan sees them laughing together and doesn't look happy)

Coach: hey Ward, get over here

Luke: well I'll uh (?) Sorry coach I had to tape up my ankle

Coach: alright are we finally all together

(Marissa waves to Ryan, he doesn't wave back)

Coach: alright I wanna see some hustle now, let's go!

(Whistle blows, Luke takes the ball and Ryan goes after it, he bashes into Luke and trips him up)

Coach: hey, illegal (grabs Ryan by the arm) Hey, get in my office, RIGHT NOW

(Coach is taking care of Luke & Marissa looks on, confused)

CUT TO: Cohen house at night, they are eating dinner and everyone except Seth is in a bad mood

Seth: (to Ryan) Hey, how was soccer? (Ryan doesn't answer) So pops how's the new job (Sandy doesn't answer) Oh hey mom um are we (Kirsten glares at him) I'm just going to be quietly eating now

CUT TO: the pool house, Ryan is on his bed reading and Marissa comes in

Marissa: Hey, what was that about?

Ryan: what

Marissa: well you attacked him

Ryan: he beat me to the ball, it was a clean tackle

Marissa: why are you lying to me?

Ryan: why are you lying to me?

Marissa: what're you talking about?

Ryan: you and Luke, I saw you yesterday I heard everything

Marissa: I didn't know what to say

Ryan: how bout the truth, why didn't you just tell me

Marissa: why didn't you just tell me! instead of just going off and hurting him, you're as bad as he is!

Ryan: you know what; I don't need to be lied to by one more person

Marissa: I didn't lie to you...what happened was between me and Luke it has nothing to do with you

Ryan: you're right it has nothing to do with me

(the both look hurt)

Ryan: this just isn't gonna happen

Marissa: no, its not (she leaves)

CUT TO: The pool house the next morning - Ryan walks out of the bathroom and Sandy is waiting for him

Sandy: your coach called...he wants to suspend you for 2 games

Ryan: great

Sandy: he thinks you've got talent, he also thinks your attitude sucks

Ryan: It does

Sandy: SIT down and listen to me (Ryan doesn't move) You can stand if you want but you know how lawyers love to talk (Ryan sits on the bed) The last thing you need is for this blow out on the soccer field to turn into a suspension from school. This school could do great things for you

Ryan: for Seth maybe, not for me

Sandy: you're angry, I know that, I don't blame ya, every day at that school your gonna run into spoilt little rich kids who's ass you are gonna wanna kick, well you've just gotta find a way to work it out right now because forget about suspension...we're always one mistake away from...from someone taking you from us

(Ryan looks at him)You know Seth was never really uh big on organised sports, id love to see you play, go to some of your games

(Ryan half smiles, Sandy leaves)

CUT TO: Harbor school - Seth & Ryan are walking outside

Seth: huh, and women usually find stuck brutality so romantic

Ryan: I messed up

Seth: ah yeah, well its my experience in life Ryan that you should always apologise alright, even if you haven't done anything wrong, your shoes would get peed in so much less...it was a metaphor

Ryan: apologise, right, and to Luke

Seth: that cry baby no man, he gets to drowned in his own tears

Marissa and Summer are walking down stairs

Summer: They're all the same, it's to bad cause I could tell you really liked him

(Ryan walks up to them, as they get to the bottom of the stairs)

Ryan: Hey, uh do you mind, could we?

Summer: oh, we have to get to class...come on Coop

(Summer pulls Marissa away, Marissa turns back to look at Ryan)

(beautiful scenes of the beach at sunset/coast at sunset)

CUT TO: Cohen house, backyard at night - Kirsten is in the spa, Sandy comes out with flowers

Sandy: I do love Mr. Solomon Bourke

Kirsten: (softly) hey

Sandy: hey...I was, I was gonna bring you a bouquet of swamp roses but you know apparently there, there endangered...I'm gonna take it, I gotta, I'm sorry, it's who you married

Kirsten: I know

Sandy: y, you know I've been pissing you off for years, why stop now

Kirsten: (smiles) my father, my husband, its gonna be a long year

Sandy: could be a couple of years

Kirsten: (softly) yeah, well, I couldn't be married to a man who wasn't a man

Sandy: (softly) I'm all man

(they both smile/laugh)

Kirsten: we'll get through this, there's a reason why we're together

Sandy: I have that suspicion

Kirsten: ok

Sandy: ok?

Kirsten: ok

Sandy: ok

Kirsten: ok (kisses him) the kids are at that carnival

Sandy: I heard that rumour

Kirsten: mm hmm

Sandy: are you getting out

Kirsten: are you gettin in (she pulls him closer to her by his tie, phone rings) Oh my god

Sandy: why do you keep this thing on?

Kirsten: emergencies, oh that's my dad, and it's an emergency

(Sandy's phone rings)

Kirsten: hey, dad

Sandy: Rachel, hi

CUT TO: The carnival - Seth & Anna are playing ski ball

Seth: if only ski ball were a school sport, you know what I mean

Anna: a boy can dream

Seth: alright let's see you take a shot

Anna: no, ill pass

Seth: take one shot, take a shot, its very easy, ok concentrate, alright lean to the left a little bit (to Ryan) hey

Anna: (to Ryan) any luck finding Marissa

Ryan: nah, no sign of her, you guys

Seth: nothing, we have to let Anna concentrate now because she dares step up to the master, ssshhh

(Anna throws, she's get 100,000 and screams/cheers in excitement)

Seth: ok, clearly uh you're a lesbian, wow I'm gonna go trade in my tickets for some cash prizes (to Anna) oh hey do you think I should get Summer something, what do you think she would like (Anna gives him a look) ok I can figure it out

Anna: (to Ryan) Seth doesn't understand the whole hard to get strategy

Ryan: that's because he's not

Anna: oh

Ryan: why are you helping him with Summer?

Anna: why not (Ryan raises his eyebrows) Seth doesn't see me that way, when he looks at Summer he sees lips, and hair and boobs, when he looks at me he sees...a lab partner, we're friends

Ryan: an your gonna let that slide (Anna shrugs) Anna, guys wannna be chased by girls who aren't interested in them

(they see Summer & Marissa in the distance)

Anna: so do girls

Ryan: she's heading for the ferris wheel, gotta go

Anna: good luck!

Ryan heads over to the ferris wheel and runs into Luke

Ryan: I'm sorry about yesterday

(Luke looks over at Marissa in the queue, and then back at Ryan, Ryan runs to catch Marissa just as Marissa and Summer get on. Ryan grabs Summers arm)

Ryan: do you mind

Summer: not getting involved

(Summer walks away, letting Ryan take her place. Ryan sits next to Marissa and pulls the lap bar down)

Marissa: what're you doing?

(Ryan looks freaked out, remember he doesn't ‘do' heights)

Ryan: I wanna talk (ride starts)

Marissa: I thought you were afraid of heights

Ryan: uhh huh, but this is important to me (getting up top) oh boy, look um I said some things last night and I just want y

(they stop abruptly right at the top, Marissa is amused)

Ryan: whoa, uh-wh-what's going on

Marissa: uh, we're stopped

Ryan: yeah wh-wh-wh-why why are we stopped

(Marissa looks down to see why, Anna hands money to the operator)

Anna: keep them up there a few minutes, let them work it out

Seth: you are the master

Anna: Cohen, there's something I wanna tell you

Seth: alright, more advice I'm ready, bring it

(Anna grabs Seth & kisses him, Seth looks up after the kiss and sees Summer watching, Anna sees who Seth is looking at)

Seth: is this... all part of the plan (Anna looks disappointed) cause it looks like its working

Anna: yeah, was all part of the plan...so you gonna go

Seth: yeah, thankyou (walks away but stops) oh hey, (shrugs) I got this for you (hands Anna a sock monkey) it's all I could get with my tickets

Anna: thanks

Seth goes over to Summer

Seth: (clears throat) hey Summer, what's goin on

Summer: Coop's stuck on the ferris wheel and I was looking for someone to go on the tilta-whirl with me

(Seth takes some of her cotton candy)

Seth: well I'll go on it with you

Summer: ok, I may vomit

Seth: I like those odds

CUT TO: Ferris wheel, Ryan & Marissa are still stuck at the top. Ryan doesn't look great

Marissa: are you ok

Ryan: yeah

(Marissa sits forward and rocks the seat)

Ryan: had to get the cheap ferris wheel didn't you, oh what kinda carnival is this Cooper (Marissa looks at him) UUhh ok (closes his eyes and turns to her) Look, I don't talk, alot about stuff and I really don't trust people… but I trust you (Marissa smiles) and I wanna make it, (swallows) this work, no matter what...and if we ever get down from here maybe we could talk about it

Marissa: (having fun with his vulnerability) oh, well who knows when that'll be

Ryan: oh please don't say that (Marissa smiles)

Marissa: Look, maybe you just need something to take your mind off of it

Ryan: Oh we're fifty feet in the air how do you expect me to possibly

(Marissa leans over and kisses him! Ryan opens his eyes, then closes them again - Awwww - after a while they begin to move down and neither notice, they stop at the bottom and Ryan says to the operator one more time, Marissa laughs and they start kissing again. camera pulls out to a wide shot of the ferris wheel still going round, and lit up beautifully)