[Inside Gondor's throne room, Pippin kneels before Denethor. Faramir observes.]

Pippin: "Here do I swear fealty and service to Gondor. In peace or war. In living or dying. Fr… from… from… from this hour henceforth, until my lord release me, or death… take me."

[Denethor rises, smiling.]

Denethor: "And I shall not forget it. Nor fail to reward that which is given."

[Denethor holds out his ringed hand to Pippin, who kisses it reluctantly.]

Denethor: "Fealty with love. Valor with honor." (to Faramir) "Disloyalty with vengeance."

[Denethor sits to eat.]

Denethor: "I do not think we should so lightly abandon the outer defenses. Defenses that your brother long held intact."

Faramir: "What would you have me do?"

Denethor: "I will not yield the river and Pelennor unfought. Osgiliath must be retaken."

Faramir: "My lord, Osgiliath is overrun."

Denethor: "Much must be risked in war. Is there a Captain here who still has the courage to do his lord's will?"

Faramir: "You wish now that our places had been exchanged. That I had died and Boromir had lived."

Denethor: "Yes. I wish that."

Faramir: "Since you are robbed of Boromir, I will do what I can in his stead."

[Faramir walks away. He turns back.]

Faramir: "If I should return, think better of me, father."

Denethor: "That will depend on the manner of your return."

[Faramir walks slowly away from his father.]