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(EXT: The Capwell Mansion)

----Kelly walks down the stairs and stops in the foyer when she sees something she never has before: her father, sitting at the dining room table, crying with the newspaper in front of him. She quietly walks up to him and gently kisses him on the cheek.

"That's a beautiful picture Warren used....."

"There isn't a photograph of your mother where she didn't look beautiful. She represented everything that was good and right in this world- that kind of beauty you cannot hide."

Kelly puts her arm around her father and takes the seat next to him as he continues.

"They cremated her you know. It's how she wanted it. She always told me she never understood why on earth someone would want their dead body on display for all to see when they passed........................Why, why did it have to be your mother? She didn't deserve it, and to know that her brain completely shut down...........Why wouldn't she told me she was sick? I could have done something, helped her...."

"Don't beat yourself up daddy. There's nothing that you or anyone else could've done- you heard Ben & Mary- mama had an aneurism. And it burst. It was her time, dad. It was her time to go...."

"I don't believe that- she had so much in her, so much left to offer....."

CC mentions that over 2000 people attended the public memorial services the previous day. He says that today's services are for friends and family only. Kelly asks him about Sophia's sister, Elizabeth. CC tells her that it's unlikely that she'll be attending the funeral. Kelly says that Ted filled her in some on what went on with Elizabeth, Sophia, and Capwell Enterprises. Kelly asks why they hate each other so much and CC explains that it's about things that happened a lifetime ago, much of it having to do with their father. Kelly shrugs and wonders why, if Elizabeth hates Sophia so much, would she bail out her husband's company from a takeover attempt?

(EXT: Capwell Enterprises)

----Kathleen pops into Elizabeth's office and asks if she can have the rest of the day off to attend Sophia's memorial service. Elizabeth tells her that it's fine and Kathleen wonders if she'll be going as well. Elizabeth claims that somebody has to be at the office today, since everybody else is out.

"But she's your sister. You're not going to go to her funeral?"

"No, I'm not. Now if there's nothing else.....I have a ton of things to do today...."

Kathleen leaves, as Gina approaches. Gina is dumbfounded that Elizabeth wasn't even going to the funeral and asks why. Elizabeth tells Gina that it's certainly none of her business, turning the tables and asking if she'll be attending.

"Actually, I am. I have a son by CC- Channing IV, and he's devastated by his step-grandmother's death."

"YOU? You're Channing IV's mother? You and CC?"

"Yes......well, sort of. It's a long story."

Elizabeth is taken off guard and angered by this. She informs Gina that she'd rather not hear the details of it and that she needs to get back to work. Gina persists with the questioning of Elizabeth about Sophia, saying that the shrew must have done something horrible for Elizabeth not even to attend her funeral. Elizabeth says she's had quite enough of her for one day, as she walks her to the door. Gina stops cold right at the doorway and turns around.

"Just one thing- My son, when I spoke about him, you acted as though you'd recognized the name.....seen it before somewhere. Has CC talked about him before?"

"He has. He's told me about all of his children, including the ones not with my sister....."

"You never asked who his mother was? Kind of odd that it wouldn't be mentioned, since he told you Channing IV wasn't Sophia's son...."

"No, I didn't ask. Satisfied? Now good-bye Gina" she says, slamming the door on her face.

Gina stands outside the door, with a suspicious look on her face......

(EXT: Mason & Julia's House)

----Mason finishes getting ready and comes downstairs, where Julia is waiting alone for him. He asks where Samantha is and she tells him that she went on ahead with Rafe and Adriana. Julia says that she's glad that he's been home the past couple of nights, but with everything going on, they still haven't had a chance to talk.

"We will Julia, I promise you that...."

"How about now?"

"With everything going on with the funeral today and my family.....can't it wait one more day..."

"No, Mason, it can't...."

She tells him that it was devastating for her to see him with Mary in the Capwell Hotel lobby the day after Christmas, after he didn't so much as call for the holiday. She says that she knows that she wasn't honest with him about Mary and for that, she's sorry. But that it didn't give him license to fly off the handle, drinking, getting arrested, and disappearing for the holidays in subsequent order. Julia then asks him point blank if he's in love with Mary. Mason stands there silent and as he begins to speak, someone knocks at the door. Julia goes to answer and sees Pamela standing there, in her black dress & veil. She turns to Mason and says he'd better do something.

"What? I should be there to pay my respects. I may not have liked Sophia, hated her even. But she raised my son...."

Mason quietly says she'd better not plan on making a scene because he's not having it. Pamela insists she'll be on her best behavior, she'll come late, sit in the back, and even keep her veil down if it helps the family. Julia is skeptical about Pamela's motives, eyeing her as she wraps Mason around her finger....

(EXT: Chapel)

----CC arrives with Kelly and sees that Eden, Cruz, Ted, Angela, Adriana, Samantha and Rafe are already there and have been greeting people as they arrived. CC apologizes for not being there sooner but Eden tells him they understand. Eden asks if he's sure that he's up for giving the eulogy and he insists he'll be fine, saying that he owes it to his wife. Santana and Rosa arrive to pay their respects, as people begin filing in. CC, Eden and Ted greet people as they arrive, while Cruz, Angela, and Adriana seat them. CC is thrilled when he sees little Channing running up to him to give him a hug. CC picks his boy up and squeezes him tight, admiring how handsome he looks in his suit. Gina approaches him, while Keith and Lily go and get their seats.

"Thanks for bringing him Gina."

"I thought he should be here, he's old enough now. I thought it'd help a little....."

"It did. Very much. Thank you."

"Of course. And CC........I'm sorry about Sophia."

"Thank you."

They bask in the rare moment between the two of them before Channing IV takes Gina to her seat. The Lockridges arrive and Lionel thanks CC again for allowing him to see Sophia, with Augusta standing there listening. Augusta excuses herself when she sees Mary arriving across the way.

"Well, Mary Duvall, welcome back from the dead!"

"Hello Augusta."

"It's kind of ironic, in a sad way, that you came back to life as Sophia lost hers."

"That's a sick thing to say."

"No more sick than letting people think you're dead for 20 years, only to re-appear in their lives as if nothing's happened."

"I'm not having this conversation with you." Mary begins to walk away but Augusta grabs her by the arm.

"You stay away from my sister's husband. You chose to let Mason think you were dead and you should live with the consequences. Julia has built a life with Mason and while I may not think highly of him, she loves him. They have something you cannot touch- a nineteen year passionate, however tumultuous, relationship that includes a daughter that you weren't around for. My sister will not pay the price for your foolish choices...."

"I don't intend for anyone to pay any price Augusta. If you'll excuse me- I'm going to pay my respects to the family."

---Gina takes her seat by Keith and Lily. She mentions to Keith that Elizabeth isn't even coming to the funeral which she finds peculiar. She also says that when she told Elizabeth about Channing IV, she acted surprised that Gina was his mother, even though she obviously recognized the name.

"Maybe CC mentioned him...."

"That's what she said, but she claimed to know that he wasn't Sophia's son, and she didn't bother to ask CC who his mother was? Doesn't make sense...."

"There's a lot about her that makes little sense.....I think it's time I got to know our Elizabeth a little better...."

"And how do you plan on doing that?"

Keith smiles at her, devilishly. "Charm goes a long way, especially with ladies Elizabeth's age...."

Their attention is re-focused, as everyone takes their seats and the service begins. First, Eden gets up to speak about her mother. Eden says that their relationship was rocky at times but she could count on her mother's wisdom in her times of need. Eden mentions that their was much animosity between them but they had worked past it and she had forgiven her mother. Eden goes on about the respect and generosity that Sophia showed everyone who she came in contact with, even strangers. As Eden is speaking, Pamela quietly takes her seat with her veil down. Eden says that the relationship she had with her father was an inspiration for her and says that he'll be continuing with the rest of her eulogy.

Elizabeth enters the chapel as CC gets up to speak. He locks eyes with her and slightly smiles to show his approval of her being there. She takes remains standing in the back, as Keith turns around to see her. Keith says to Gina that he thought she wasn't coming....and Gina insists she said she wouldn't be there.

CC starts talking about how Sophia was the love of his life and he doesn't know how he'll ever go on without her. He says that their relationship was a struggle but her strength, wisdom, and courage gave him his own strength when with her. He talks about the early days of their marriage and what how happy he was when she was pregnant with Channing. Augusta looks at Lionel, remembering that he was actually the father of the child, unknown to CC at the time. He says that he couldn't have asked for a better woman to be the mother of his children. Elizabeth hears this and can take no more, turning and leaving the chapel. Keith notices this and tells Gina he's going to leave. Gina tells him it's disrespectful for him to get up & go while CC is speaking.

"I think they've come to expect that from me by now...."

Keith gets up and follows her as CC continues with his speech. He goes on about Sophia's death the first time and how he was unable to cope or get through it. He talks about being reunited with her, all those years later, and though he was so angry with her, he was more thrilled to have her back. Julia listens to this and looks at Mary across the room, then looks over at her husband. CC says that the past years with Sophia were a joy as his whole life with her was and that he wouldn't have traded them for anything, nor changed anything that happened during that time, both good and bad. CC continues his speech about Sophia, as the camera pans around the room at all of the guests- Eden, Cruz, Kelly, Ted, Angela, Mason, Julia, Mary, Lionel, Augusta, Warren, Laken, Kathleen, Joann, Santana, Rosa, Gina, Keith, Lily, Channing IV, Ben and finally settling on Pamela, who lifts her veil to reveal a sinister smile on her face.

(EXT: Jet, Flying in through the air)

---CC's speech is still heard as the camera focuses on Edmund, with a person sleeping next to him on his private plane. His assistant comes back and informs him that the they're landing and he'll need to buckle himself and his guest. He thanks her and fastens his seatbelt, and works on the sleeping person's. Startled the person wakes up and the camera zooms in on the face........SLEEPY

"Where are we? What's going on?"

"We're landing, Sophia. Go back to sleep. You need your rest......"

Sophia weakly shuts her eyes and fades back to sleep. The screen splits between she & Edmund and CC finishing her eulogy.

THE END..................for the week