The Internet Movie Script Database (IMSDb)


The web's largest
movie script resource!

Search IMSDb

Alphabetical
# A B C D E F G H
I J K L M N O P Q
R S T U V W X Y Z

Genre
Action Adventure Animation
Comedy Crime Drama
Family Fantasy Film-Noir
Horror Musical Mystery
Romance Sci-Fi Short
Thriller War Western

Sponsor

TV Transcripts
Futurama
Seinfeld
South Park
Stargate SG-1
Lost
The 4400

Movie Software
Rip from DVD
Rip Blu-Ray

Latest Comments
Kung Fu Panda10/10
Limitless9/10
Clueless3/10
Conan the Barbarian10/10
Rise of the Planet of the Apes10/10

Movie Chat



ALL SCRIPTS





The Sting






















				T H E   S T I N G









				Second Draft Screenplay

					by

					DAVID S. WARD
	




















					THE STING

	FADE IN:

	A white on black TITLE appears in the lower left hand corner
	of the screen:

	AUGUST, 1936

								FADE OUT.

	FADE IN:

	EXT. A SLUM AREA OF JOLIET - DAY

	It's a bleak, windy morning, the kind that clears the
	streets of all but the winos (who carry their own heaters),
	and the point-men for juvenile gangs.  We pick up a solitary
	figure, Joe Mottola, coming down the street and entering
	what appears to be an abandoned tenement.  He pauses a
	second to dust his white-winged alligator shoes on the back
	of his pants leg.  Sharply dressed and surrounded by the
	aura of one who is making money for the first time and
	broadcasting it on all bands, he seems an incongruity in
	this part of town.

	We follow him up a flight of rickety stairs to a second
	floor flat.  He knocks on the door, is admitted by a cautious
	doorman.

	INT. NUMBERS SPOT - DAY

	Suddenly we are plunged into a room of chattering, clamoring
	people.  This is a spot for the numbers racket, a place
	immune from legal interference, where any sucker can bet on
	a number between 1 and 1000 in the hope of getting the 600
	to 1 payoff that goes to those few who guess right.  The
	bettors are queued up in several lines before a long table,
	where they place their bets and are given receipts in return.
	Others wait at a cashier's window to pick up previous
	earnings or to ask for credit.

	Mottola moves through the crowd to a back room where betting
	slips are being sorted and money counted under the watchful
	and somewhat impatient gaze of a Supervisor, an older man
	named Mr. Granger.  The Yankee-White Sox game is heard on
	the radio in the background.

	Mottola, noticing that his entrance has aroused little
	interest, saunters over to the Phone Girl and gives her a
	little pinch on the cheek.  The girl slaps his hand away,
	obviously having been through this before.

					PHONE GIRL
			Beat it, Mottola.

	Granger glances up and exchanges a token nod with Mottola,
	who plops down in a folding chair next to the radio.  The
	phone rings.

					PHONE GIRL
			8720...Yes, hold on a second.
				(calling over to the Supervisor)
			Mr. Granger, Chicago on the line.


	Granger is a little apprehensive about talking to Chicago,
	but takes the phone anyway.

					GRANGER
			Yeh?

								CUT TO:

	INT. A WATERFRONT PROCESSING PLANT - CHICAGO - DAY

	A flabby, bald man named Combs is on the other end of the
	line.  Visible beyond the door and interior window of his
	office is a large room, cluttered with tables, typewriters,
	clerks and adding machines.  This room is the clearinghouse
	for all the transaction of the numbers game.  All the
	betting slips and income from the spots are brought in here
	and processed.

					COMBS
			Granger, this is Combs.  Why
			haven't we heard from ya?  Everybody
			else is in.

					GRANGER
			We had a few problems with the Law
			this morning.  The Mayor promised
			the Jaycees to get tough on the
			rackets again, so he shut everybody
			down for a couple hours to make it
			look good.  Nothing serious, it
			just put us a little behind for the
			day.

					COMBS
			You been making your payoffs,
			haven't ya?

					GRANGER
			Hell yes.  He does this every year.
			There's nothing to worry about.

					COMBS
			Okay, finish your count and get it
			up here as soon as you can.  I
			don't wanta be here all night.

					GRANGER
			Believe me, the Man's gonna be real
			happy.  Looks like we cleared over
			ten grand this week.

					COMBS
				(not impressed)
			We cleared 22 here.

					GRANGER
			Well, hell, you got the whole
			Chicago south side.  How do ya
			expect the eight lousy spots I've
			got to compete with that?

					COMBS
				(reading off a sheet
				of paper on his desk)
			They did 14 grand in Evanston, 16.5
			is Gary, and 20 in Cicero.  Looks
			like you're bringing up the rear,
			Granger.

	INT. NUMBERS SPOT - DAY

	Granger burns inside.  One of the girls who's been sorting
	and counting hands him a slip of paper.

					GRANGER
			I just got the count.  We'll put
			the take on the 4:15.

					COMBS
			We'll be waitin'.

	Combs hangs up, smiling to himself, proud of the way he gave
	the needle to Granger.

								CUT TO:

	INT. NUMBERS SPOT - DAY

	Granger storming over to a safe and jerking open the door.

					GRANGER
				(snapping)
			Mottola.

	Mottola hustles out of his chair.

					GRANGER
				(handing him a bundle
				of bills)
			Take this up to the city on the
			4:15.  They'll be waitin' for it at
			the clearing house.  And don't stop
			for no drinks.  You can get a cab
			down the street.

	Mottola takes the money and slips it into his inside coat
	pocket with all the dramatic flair of the true flunky.  No
	one would ever guess that he was just an overdressed
	messenger boy.

	EXT. OF THE TENEMENT AGAIN

	Mottola emerges from a side entrance into a narrow alley.
	He walks briskly down to the end and turns left into a large
	alleyway; this one connecting two streets.  The alley is
	deserted save for one scruffy, slovenly dressed young
	stranger coming toward him from the opposite direction.  The
	man carries a battered suitcase and seems to be in a hurry.

	Suddenly, Mottola hears shouting coming from somewhere
	behind him.  He turns around to see a small, weathered
	looking thief come racing around the corner and down the
	alley toward him, frantically pursued by a gray-haired black
	man.  Limping noticeably, the black man manages a few cries
	for help and then stumbles and falls.  The stranger yells at
	Mottola to cover his side of the alley, and then readies
	himself for the arrival of the thief.  Mottola just stands
	there, not the least interested in the exercise of justice.
	Just as the thief is about to run on by, the stranger throws
	his suitcase at the little man's legs, sending him sprawling
	and separating him from the wallet he's been carrying in his
	left hand.

	The stranger makes a dash for the wallet and kicks it back
	to where Mottola is standing.  Almost by reflex, Mottola
	picks it up.  The thief scrambles to his feet and starts
	back toward his new-found enemy, brandishing a knife.  Both
	the stranger and Mottola brace themselves for an attack.
	The thief, realizing that there are two people to fight,
	begins to think better of it.  He is not a young man, nor
	particularly strong.

					THIEF
				(shaking his fist at
				the stranger)
			You fuckin' nigger-lover.  I'll get
			you for this someday, sucker egg.

	Mottola and the stranger exchange glances of relief as the
	thief flees out onto the street and disappears.

	The black man, meanwhile, has struggled to his feet and is
	staggering toward them.  He collapses against the alley wall
	after a few steps.  The stranger rushes over to him, followed
	somewhat absently by Mottola.

					BLACK MAN
			The wallet.  You gotta go after him.
			He's got all the money.

					STRANGER
			Don't worry, we got the wallet.
			What happened?  He get ya with the
			knife?

	The stranger opens the Black Man's coat to reveal a bloody
	wound at the top of his leg.

					BLACK MAN
				(trying to move)
			Give it to me!  Please.  I gotta
			know it's all there!

					STRANGER
			You just sit tight, old man.  We're
			gonna have to get you to a doctor.
				(starting to leave)
			I'll call a cop.

					BLACK MAN
			No, no cops!

	Mottola has given him his wallet, which the black man now
	opens, disclosing a fat bundle of bills tied by a rubber
	band.  Mottola and the stranger are amazed by the amount of
	money.

					STRANGER
				(a little uneasy)
			You wanted by the law or somethin'?

					BLACK MAN
			Naw, it's okay.

					STRANGER
			You're crazy carryin' that kinda
			money in this neighborhood.  No
			wonder you got hit.

					BLACK MAN
				(trying to get to his feet)
			Thanks.  I'm obliged to ya, but I
			gotta get goin'.
				(his leg gives way
				under him)

					STRANGER
			You ain't goin' nowhere on that leg.

					BLACK MAN
			I gotta!  Look, I run some slots
			down in West Bend for a mob here.
			I got a little behind on my payoffs
			so they figure I been holdin' out
			on 'em.  They gave me to 4:00 to
			come up with the cash.  I don't get
			it there I'm dead.

					STRANGER
			It don't look good, gramps, it's
			ten of now.

					BLACK MAN
			I got a hundred bucks for you and
			your friend if you deliver the
			money for me.

					STRANGER
				(hesitates)
			I dunno.  That little mug that got
			ya is mad enough at me already --
			what if he's out there waitin'
			around a corner with some friends.

					BLACK MAN
			He won't know you're carryin' it.
			C'mon, you gotta help me out.

					STRANGER
				(makes up his mind)
			Sorry, pal.  I'll fix you up, call
			you a doc, but I ain't gonna walk
			into a bunch of knives for ya.

					BLACK MAN
				(desperate to Mottola)
			How bout you?  I'll give you the
			whole hundred!

					STRANGER
			What makes you think you can trust
			him?  He didn't do shit.

					MOTTOLA
			Hey, butt out, chicken liver.  I
			gave him back his wallet, didn't I?
				(to black man)
			How far is this place?

					BLACK MAN
			1811 Mason.  Put it in Box 3C.  You
			won't have no trouble.  There's
			five thousand dollars there and
			here's a hundred for you.

					MOTTOLA
				(taking the bundle of
				bills from the black
				man, plus the $100 bill)
			All right.  I'll make your drop for
			you, old man.  And don't worry, you
			can trust me.

	Mottola puts the bills in his inside coat pocket, right next
	to the numbers money.  The stranger, who has now finished
	bandaging, watches him do it.

					STRANGER
			If that punk and his pals decide to
			search ya, you'll never fool 'em
			carryin' it there.

					BLACK MAN
				(suddenly afraid again)
			What do we do?

					STRANGER
			You got a bag or somethin?

					BLACK MAN
			No.

					STRANGER
			How 'bout a handkerchief?

					BLACK MAN
			Here.

	The stranger goes into the right coat pocket and pulls out a
	wrinkled handkerchief.

					STRANGER
			Let me have the money.

	Mottola takes out the Black Man's five grand and hands it to
	the Stranger.  He puts it in the handkerchief.

					STRANGER
			You better stick that other in here
			too, if you wanta keep it.
	


					BLACK MAN
				(pleading)
			Just hurry, will ya.

	Mottola pulls out the numbers money and puts it in the
	handkerchief too.  The stranger ties it all up.

					STRANGER
				(demonstrating by
				slipping the bundle
				down into crotch)
			All right.  Carry it down in your
			pants here.
				(pulling it back out
				and tucking it in
				Mottola's pants)
			Ain't no hard guy in the world
			gonna frisk ya there.

					MOTTOLA
			Thanks.
				(to the black man)
			So long, partner.  Don't worry,
			everything's gonna be all right.

	The Black Man nods gratefully, but there's still a trace of
	worry on his face.  Mottola trots off down the alley and out
	onto the street, glancing around cautiously for signs of
	trouble.  He walks hurriedly down the sidewalk toward the
	cab stand in the distance.  Suddenly the little man with the
	knife appears out of a doorway about 15 yards behind him.
	Mottola notices him and quickens his pace, finally breaking
	into a dead run.

	We follow him as he dashes headlong down the street, opening
	a big lead on the guy with the knife.  He reaches the taxi
	zone.  He hops in a cab and slams the door.

	INT. TAXI - DAY

	He jumps in, closes the door, and breathes a sigh of relief.

					CABBIE
			Where to?

					MOTTOLA
			Which way is Mason?

					CABBIE
			About 20 blocks south.

					MOTTOLA
			Okay, go north.  The Joliet
			Station -- Fast.
	


Mottola settles back in his seat and starts to laugh.

					CABBIE
			What's so funny?

					MOTTOLA
			I just made the world's easiest
			five grand.

	He takes the bundle out from inside his pants in order to
	gaze upon his new-found fortune.  He unties the handkerchief.
	It's full of toilet paper.  Mottola looks like he's just
	been shot.

								CUT TO:

	EXT. ALLEY - DAY - THE STRANGER AND BLACK MAN

	hightailing it down the street, two newly solvent con
	artists on the lam.  It's hard to run they're laughing so
	hard.  The stranger chucks his suitcase in a trash can and
	pulls the real handkerchief out of his pants.

					BLACK MAN
			Jesus, what a bundle.  Did you know
			he was that loaded?

					STRANGER
			Hell no, I just cut into him.  I
			woulda settled for pawning one of
			them shoes.

	As they split off, music begins, and we go into a

	TITLES SEQUENCE

	Done to a driving Chicago blues, the sequence is designed to
	establish somewhat the milieu of the stranger, known to
	friends and enemies alike as Hooker.  We see the following:

	EXT. PAWNSHOP - LOOKING INSIDE - DAY

	Hooker is getting a radio and well-worn suit out of hook.
	It's like seeing old friends again.  All pantomime.

	INT. HOOKER'S ROOM - DAY

	A shabby little place he rents above a cigar store.  We pick
	him up in a jerry-built outdoor shower, which he's rigged up
	on the fire escape.  The rinse water drips down through the
	landing into the grimy alley below.

					HOOKER
				(singing)
			'With plenty of money and you-oo-
			oo,
			Oh baby, what I wouldn't do-oo-
			oo...'

	ON THE STREET AGAIN

	jauntily carrying a magnum of champagne and some flowers,
	obviously on his way to see someone special.

	IN A BURLESQUE HOUSE

	Hooker stands in the wings holding the flowers and champagne,
	watching his date for the evening, a 6'3" stripper named
	Crystal, do her routine.

	Crystal finishes up and comes off the stage.

					CRYSTAL
				(tired)
			Hi, Hooker, you gettin' married or
			somethin'?

					HOOKER
			Come into a little dough.  You
			wanna get outa here tonight?

					CRYSTAL
			Can't.  I got a 10 o'clock show.  I
			need the five bucks.

					HOOKER
			I'll spend fifty on ya.

	Crystal looks at him a second and starts to giggle.  We're
	pretty sure she's gonna get outa here tonight.

	COMING INTO A POOR MAN'S GAMBLING JOINT

	Little more than a reconverted brick basement, the place
	contains three shoddy, homemade roulette tables.  Hooker,
	accompanied now by Crystal, nods a greeting to the doorman
	and proceeds to a table where there are already several
	other people laying their bets for the next spin.  Hooker
	knows the wheel man, an old-timer named Jimmy.

					JIMMY
				(glad to see him)
			Hooker!

					HOOKER
			How ya doin', Jimmy.
	


					JIMMY
				(collecting bets and
				paying off the winners)
			Ain't seen you in months, boy.
			Thought maybe you took a fall.

					HOOKER
			Naw, just a little hard times,
			that's all.  It's all over now.

					JIMMY
			You gonna have a go here?
				(pointing to the
				betting board)
			How 'bout a ten spot on the line
			here.  The 4-9 been lookin' good
			today.  Lotsa action on 28th Street
			down there, too.  Pay ya 10-1.

	As Jimmy finishes his spiel, he starts the wheel spinning
	and drops in the ball.  Betting is allowed to continue until
	the ball drops from the outer ring into the center.

					HOOKER
				(taking out his wallet)
			Three grand on the black.

	Jimmy is stunned.  The others at the table, used to dollar
	bets, look at Hooker like he's some kind of foreign dignitary.

					JIMMY
				(worried)
			You sure you wanna start off that
			big?  Bet like that could put a
			real dent in us.

					HOOKER
			I feel lucky tonight.

					JIMMY
			Aw, come on, Hooker, why don't you
			just...

					HOOKER
			Three grand on the black, Jimmy.

	Jimmy wants to argue some more, but the ball is getting
	ready to drop into the center.  We see Jimmy quickly press a
	hidden lever under the table with his foot.  The ball falls
	and settles into red 27 with a motion that is not quite
	right.  The others at the table fail to notice, but Hooker
	is not fooled.  He stares venomously at Jimmy, who knows
	that Hooker is on to him.

					JIMMY
			Sorry, Hooker.
				(making an attempt at
				levity, in order to explain)
			Good thing that ball came up red.
			Guy could get in trouble around
			here, losin' a bet that big.

	Jimmy reaches for Hooker's money.  Hooker stops him by
	putting his hand on it.

					HOOKER
			Spin it again.

	Jimmy doesn't know what the hell to do.  He gives Hooker a
	little head motion to indicate a small window high up in one
	of the walls.  Behind it, we see a pair of eyes.  Suddenly,
	Hooker understands why Jimmy had to cheat him, but it
	doesn't change his demand.

					HOOKER
			Spin it anyway, Jimmy.

	Jimmy is beside himself.  If he doesn't spin again, Hooker
	may expose him.  If he does spin, and loses, his management
	will fire him.  He pleads to Hooker with his eyes, but it's
	no use.  Jimmy spins the wheel and reluctantly drops in the
	ball.  This time there is no foot on the lever, and it
	settles into black 15.  Hooker stares at the ball a second
	and then looks up at his terrified friend.

					HOOKER
			Don't worry, pal.  I knew it was my
			night.

	Hooker pushes the money over to Jimmy and walks out of the
	room.  He's lost $3,000, but he's still working on a lucky
	night.

								CUT TO:

	EXT. GAMBLING JOINT

	Hooker and Crystal out on the street.

					CRYSTAL
				(irritated)
			Thanks for the evening, Hooker.  I
			can still make the 10 o'clock.  If
			you wanna spend 50 bucks on me
			again, mail it.

	She walks off down the street.

					HOOKER
				(going into his
				pocket for more money)
			Hey wait a minute.
				(he comes up with 30)
			Aw, the hell with ya.

								CUT TO:

	EXT. THE WATERFRONT PROCESSING PLANT - LATE AFTERNOON

	A late model Ford roars up and screeches to a stop in front
	of the plant.  Out bursts a carefully-groomed, tight-lipped
	young man named Greer, who hustles into the plant.  We
	follow him through a maze of machinery to the service
	elevator and up to the third floor where we find ourselves
	in the clearinghouse room we saw earlier.

	INT. PLANT - AFTERNOON - LATE

	The working day is over now, and everyone has gone, except
	for Combs, who sits somberly in his office.

					GREER
			They found Mottola.  He was drunk
			in a dive in Joliet.  Never got on
			the train.

					COMBS
				(aggravated)
			I don't wanta hear about his day,
			Greer.  What happened to the money?

					GREER
			He lost it to a coupla con artists
			on his way outa the spot.

					COMBS
			How much?

					GREER
			Twelve thousand.

	Combs sits in quiet thought for a second.  Finally:

					COMBS
			All right.  Better get on the phone
			to New York.  See what the big mick
			wants to do about it.
				(pause)
			I gotta pretty good idea, though.

								CUT TO:

	INT. AN EXCLUSIVE NEW YORK GAMBLING CLUB - LATE AFTERNOON

	An agitated young man, Floyd, weaves his way through the
	craps and roulette tables, and hustles up a staircase to a
	second floor room with a drawing of a snarling tiger on the
	door.  Below the tiger, the word "FARO" appears.  There is a
	large man, of thuggish demeanor, guarding the door, but
	Floyd gives him a small hand signal and walks right by him.

								CUT TO:

	INSIDE THE FARO ROOM

	In the center is a beautifully-carved wooden table, on which
	sit a faro board and a dealing box, tended by a stone-faced
	Dealer, who calls the progress of the game in a continuous
	abacus-like device that keeps track of the cards which have
	already been played.  On the opposite side of the table,
	completely absorbed in the rhythmic appearance of the cards
	from the dealing box, sits Doyle Lonnegan.  Although is
	clothes and accessories are those of a wealthy man, there is
	a coarseness to both his movement and speech which bespeak
	lower class origins, for which he now has nothing but
	contempt.

	Floyd enters the room and approaches him cautiously, trying
	hard to make as little noise as possible.

					FLOYD
			Doyle, can I see you a minute?

					LONNEGAN
				(not looking up from
				the table)
			I'm busy, Floyd.

					FLOYD
			It's important.  We had a little
			trouble in Chicago today.  One of
			our runners got hit for 12 grand.

					LONNEGAN
				(calmly)
			Which one?

					FLOYD
			Mottola.

					LONNEGAN
			You sure he didn't just pocket it?
	


					FLOYD
			No, we checked his story with a
			tipster.  He was cleaned by two
			grifters on 47th.

					LONNEGAN
			They workin' for anybody?

					FLOYD
			I don't know.  Could be.  We're
			runnin' that down now.

					LONNEGAN
			All right, mark Mottola up a little
			and put him on a bus.  Nothin'
			fancy, just enough to keep him from
			coming back.  Get some local people
			to take care of the other two.
				(impassively)
			We gotta discourage this kinda thing.

								CUT TO:

	INT. AN OLD BROWNSTONE - NIGHT

	Hooker, still in his suit, but looking a little worse for
	wear, knocks on the door of one of the apartments.  A young
	black woman, Louise, answers the door, holding a baby.

					HOOKER
			Howdy, Louise.

					LOUISE
				(admiring Hooker in
				his suit)
			Goddamn, Johnny Hooker, you're a
			sharp hunky in them linens.  If you
			wasn't so pale, I'da sworn you had
			class.

	Hooker steps inside and walks right into a big hug from an
	older black woman, Alva.  Alva has a hat on, obviously just
	about to go out.  Beyond her we see the Eirie kid and the
	Black Man (known from here on as Luther Coleman) playing a
	game of mah jong on the dining table with a man whose back
	is to us.  An 11-year-old boy is listening to the radio.

					COLEMAN
			Turn that down, Leroy.

					ALVA
			Oh, Johnny, Luther said you was
			somethin' to see today.

					HOOKER
			I'll never be as good as that mark,
			Alva.

					ALVA
			Well, we gonna hear all about it
			when we get back from church.
			Leroy, get your jacket on, boy.

	Leroy goes to get his jacket.  Louise is finished putting
	the baby to bed.

					HOOKER
			You goin' to church now?

					ALVA
			They been havin' late bingo down
			there.  I'm gonna call on the Lord
			for a little cash, while he's still
			payin' off.  Luther, you look in on
			that child from time to time, will
			ya?

	Luther nods that he will.  Alva, Leroy and Louise leave for
	church as Hooker strolls over and tosses two packets on the
	table.  Luther doesn't pick his up, but the other man does.
	We now see that he is the thief in the opening sequence.  He
	is called the Eirie kid and he is delighted at his share.

					EIRIE KID
			Hey, Luther told me he was carrying
			a wad, but I didn't figure this much.

					HOOKER
			Which way did he do, Eirie?

					EIRIE KID
			Straight north.  He was gonna take
			it all and run.

					HOOKER
				(laughs)
			The bastard.  He can blow his nose
			all the way.

	They laugh again, but Luther doesn't share their enthusiasm.
	He watches Hooker who becomes uncomfortable under his gaze.

					COLEMAN
			You're late.  Where you been?

					HOOKER
				(flopping into a chair)
			I had some appointments.

					COLEMAN
				(not fooled)
			How much did ya lose?

					HOOKER
				(after a pause)
			All of it.

					COLEMAN
				(pissed)
			In one goddamn night?  What are ya
			sprayin' money around like that for?
			You coulda been nailed.

					HOOKER
			I checked the place out.  There
			weren't no dicks in there.

					COLEMAN
			You're a con man, and you blew it
			like a pimp.  I didn't teach ya to
			be no pimp.

					HOOKER
			What's eatin' you?  I've blown
			money before.

					COLEMAN
			No class grifter woulda' done it,
			that's all.

					HOOKER
			You think my play is bad?

					COLEMAN
			I think it's the best...

	Hooker sinks back, embarrassed that he misread Coleman's
	intentions.

					COLEMAN
			...It's the only reason I ain't
			quit before now.

					HOOKER
				(bewildered)
			What?

					COLEMAN
			I'm gettin' too slow for this
			racket.  I done the best I'm gonna
			do.  You hang on too long, you
			start embarrassin' yourself.

					HOOKER
			What are you talkin' about?  We
			just took off the biggest score
			we've ever had.  We can do anything
			we want now.

					COLEMAN
			It's nothin' compared to what you
			could be makin' on the Big Con.
			You're wastin' your time workin'
			street marks.

					HOOKER
			Hey look.  You think I'm gonna run
			out on ya or somethin'?  Just cause
			we hit it big.  Luther, I owe you
			everything.  If you hadn't taught
			me con, I wouldn't know nothin'.

					COLEMAN
				(a little embarrassed)
			Aw hell, you sound like some
			goddamn sucker.  You know everything
			I know.  You got nothin' more to
			learn from me.

					HOOKER
			But you played the Big Con.  You
			said it was nothin'.  A game for
			flakes and mama's boys.

					COLEMAN
			And I'm tellin' ya now, you're a
			fool if you don't get into it.  A
			bigger fool than I was.
				(pause, holding up
				the money)
			I been lookin' for this one all my
			life, Johnny.  Now I got a chance
			to step out at the top.

	Hooker knows it's no use.

					HOOKER
				(after a long silence)
			What the hell you gonna do with
			yourself?

					COLEMAN
			Aw, I got a brother down in K.C.,
			runs a freight outlet.  I can go
			halfsies with 'em!  It ain't too
			exciting, but it's mostly legal.

	Hooker just nods.

					COLEMAN
			Straighten up, kid.  I wouldn't
			turn ya out if ya weren't ready.
				(flipping Hooker a
				piece of paper)
			I got a guy named Henry Gondorff I
			want you to look up.  There ain't a
			better insideman alive.  He'll
			teach ya everything ya gotta know.

					HOOKER
			You'll take a cut of what I make,
			won't ya?

					COLEMAN
			I'm out, Johnny.

					HOOKER
			If that's the way you want it.

					COLEMAN
			That's the way I want it.

								CUT TO:

	EXT. A DIMLY LIT STREET - NIGHT

	It's late at night now.  Hooker and Eirie wander along the
	street together, not really ready to go home, but with no
	other ideas either.  Hooker, obviously preoccupied, idly
	strikes a match on a street lamp as he passes and lets it
	burn out.  He does this several times.

					HOOKER
			How do you like that Coleman, huh?
			After three years.

					EIRIE KID
			Aw come on, it was the only thing
			to do.  He knew he was holdin' ya
			back.

					HOOKER
			We were partners.  If it weren't
			for Luther I'd still be hustlin'
			pinball down at Gianelli's.  I
			don't need anything more than I got.

					HOOKER
			You ain't gonna have nothin' if you
			don't lay off them games of chance.
			There's a depression on ya know.

					HOOKER
			There's always a depression on.

					EIRIE KID
			If you saved a little, you wouldn't
			have to grift so much.

					HOOKER
			I like griftin'.

					EIRIE KID
			You could buy yourself some things.
			Clothes, or a nice car...

					HOOKER
			I don't look any good in clothes
			and I don't know how to drive.
			What else ya got to sell, Eirie?

					EIRIE KID
			Forget it.

	They walk on a few more feet, when suddenly a police car
	pulls up alongside them and two men jump out.  The first, a
	uniformed policeman, grabs Eirie around the neck.

	Hooker makes a break for it, but the second Figure, a burly
	detective named Snyder, tackles him in the middle of the
	street, drags him back into the alley and plasters him up
	against a brick wall.  The two have met before.

					HOOKER
			Hi there, Snyder.  Things a little
			slow down at the Bunco Department
			tonight, eh?  Somebody lose the
			dominoes?

					SNYDER
			You scored blood money today,
			Hooker.  You need a friend.

					HOOKER
				(knocking Snyder's
				hand away)
			Aw, find yourself a shoplifter to
			roll.

	Snyder gives Hooker a swift knee in the thigh and follows it
	with an elbow across the head.  Hooker flies into a row of
	boxes and garbage cans.

					HOOKER
				(getting up slowly)
			You got the wrong guy, pal.  I been
			home with the flu all day.
				(rising to a fuller height)
			You can stake out my toilet if you
			want.

	Bang.  Snyder, infuriated by Hooker's irreverence, slams him
	to the ground again.  The policeman is no longer holding
	Eirie but is almost daring him to make a move.  Eirie wants
	to go to Hooker's aid, but he knows the policeman will beat
	him to a pulp.

					SNYDER
				(pulling Hooker out
				of the heap and
				smashing him against
				the wall again)
			I'll tell ya what you did, smart
			boy.  You tied into a loaded mark
			on 47th across from Maxies.  You
			and Coleman played the switch for
			him and blew him off to a cab on
			49th.  If he hadn't been a numbers
			runner for Doyle Lonnegan, it
			woulda been perfect.

					HOOKER
				(startled by the information)
			You're crazy.  I'm not stupid
			enough to play for rackets money.

					SNYDER
			Not intentionally maybe, but that
			don't make no difference to Lonnegan.
			He'll swat you like any fly.

					HOOKER
			I'll square it with the fixer.

					SNYDER
			Nobody can buy you a prayer, if I
			put the finger on ya.

	Snyder lets go.  Hooker sinks back against the wall.  He
	says nothing; he's waiting for the price.

					SNYDER
			I figure your end of the score was
			at least 3 gees.  I want 2 no
			matter what it was.
	


					HOOKER
				(lying)
			My end was only one.

					SNYDER
				(not taking the fake)
			Then you'll have to come up with
			another grand somewhere.

	Hooker is beat and he knows it.

					HOOKER
			All right.

	He reaches into his coat, pulls out a stack of bills and
	counts out $2000 to Snyder.  Eirie looks on in amazement; he
	didn't think Hooker had it.

					SNYDER
				(pocketing the money
				and motioning his
				partner to put his
				gun away)
			You're a smart egg, Hooker.  No use
			dyin' for 2 grand.

	Snyder and his policeman friend get in their car and start
	down the street.  Hooker and Eirie walk nonchalantly in the
	other direction.

					EIRIE KID
			I thought you blew all your money.

					HOOKER
			I did.  That stuff I gave him was
			counterfeit.  They'll pinch him the
			first place he tries to spend it.

	Snyder and his partner disappear around a corner.  Hooker
	suddenly takes off like a shot.

	INT. DRUGSTORE - NIGHT

	He runs into a drugstore and goes to the phone booth.
	There's already a woman in it.  Hooker rips open the door
	and throws her out.  Hurriedly, he begins to dial.

					EIRIE KID
				(standing outside the booth)
			What the hell you gonna do when
			Snyder rushes his finger right to
			Lonnegan?  You're committin'
			suicide, kid.

					HOOKER
				(waiting for the ring)
			Aw Christ, it doesn't make no
			difference now.  If Snyder knows
			about it so does everybody else.
			He never gets anything first...Damn,
			there's no answer at Luther's.

					EIRIE KID
			Listen to me, Hooker.  What ever
			you do, don't go back to your place
			tonight, don't go anyplace you
			usually go, ya hear me?  Get outa
			town or somethin', but...

	Hooker, still getting no answer, slams the phone down and
	blasts out of the booth.

	EXT. STREET - NIGHT

	Eirie chases him frantically, calling him to come back, but
	he's giving away too many years and there's no stopping
	Hooker at this point.

								CUT TO:

	EXT. STREET - NIGHT - SHOTS OF HOOKER

	Pumping down the street.

	EXT. LUTHER'S BROWNSTONE - NIGHT

	Hooker races into Luther's brownstone, charges up to the
	third floor.

	INT. LUTHER'S BROWNSTONE - NIGHT

	Hooker runs up through a small group of people on the stairs.
	He bursts into Luther's room, the door of which is already
	open.  The room shows signs of a struggle, a turned-over
	chair, a broken lamp, but there is no Coleman.  Hooker goes
	slowly to the window.  He looks down into the courtyard and
	then suddenly sprints back out the door.  As we hear him
	scrambling down the stairs, the camera dollies to the window
	and looks out.

	EXT. COURTYARD - NIGHT

	There on the concrete below, face down, is the body of
	Luther Coleman.  Hooker races out to it and kneels down.

					HOOKER
				(shaking the body)
			C'mon Luther, get up.  You gotta
			get up, Luther.

	In the distance, sirens are heard.  Heads are out of the
	windows and some people are starting to gather in the
	courtyard.

					HOOKER (CONT'D)
			Goddamn you, Luther, will you get
			up?
				(pounding on the body)
			I'm not waitin' for you, Luther.
			I'm not waitin' anymore.  Get up,
			you son of a bitch.  Goddamn you,
			Luther, goddamn.

	The sirens are close now, and Hooker tears himself away from
	Luther and runs.  The others gather to look at the body.

								FADE OUT.

	FADE IN:

	THE SET-UP

								FADE OUT.

	FADE IN:

	INT. THE TRAIN STATION - DAY

	We open on Hooker sleeping in some remote corner of the
	station, covered with newspapers for warmth, and barely
	distinguishable from the clutter of junk surrounding him.  A
	station security officer, on his morning sweep, wanders by
	and delivers a terrific blow to the soles of Hooker's feet
	with a nightstick.  Hooker jolts awake with a cry of pain,
	as the officer diffidently moves on toward another sleeping
	victim.

	Tired and sore from his night in the station, Hooker
	struggles to his feet and attempts to take stock of the
	situation.  He tries to smooth the wrinkles out of his suit,
	but it's futile.  A quick check of his wallet finds it as
	empty as he'd remembered it.

								CUT TO:

	THE STATION - GIFT SHOP - DAY

	Hooker walks in and goes to the toy section.  He looks
	through several small novelties, till he finds what he's
	looking for -- a little tin replica of a policeman's badge.
	He looks around for station detectives, and seeing none,
	slips the badge into his pocket.

								CUT TO:

	THE STATION - WASHROOM - DAY

	Hooker rinses out his mouth, towels off his face and slicks
	his hair back with water.  It's a drop in the bucket, but it
	seems to revitalize him a little.

								CUT TO:

	STATION - HALLWAY - DAY

	We see Hooker removing a sign from a door, but the angle
	prohibits us from reading it.

	INT. STATION - DAY

	He drops the sign in a waste can and walks out into the
	crowded passenger lobby.  After scanning the area carefully
	for a minute, he goes up to a conservative young business
	man, who's busy reading the schedule board.

					HOOKER
				(flashing open his
				wallet to reveal the
				little tin badge and
				then closing it again quickly)
			Excuse me, sir.  Treasury Dept...
			I'd like to ask you a few questions.

					MAN
				(flustered)
			What for?  I haven't done anything.

					HOOKER
			We don't doubt that, but there's a
			counterfeiting operation passing
			bad money in the station.  Have you
			made any purchases here today?

					MAN
				(reluctantly)
			Yes, a ticket to Chicago.
	


					HOOKER
			Then I'm afraid we'll have to
			impound your money until we're sure
			that it's all good.  Can I see your
			wallet and your ticket, please?

					MAN
				(handing them over)
			But I got a train to make.

					HOOKER
				(taking out the money
				and returning the wallet)
			It'll only take 20 minutes or so.
			You can pick it up at the window
			down the hall.

					MAN
			But what about all these other
			people?

					HOOKER
				(blowing up)
			We'll get 'em!  Give us a chance.
			I'm not the only agent in here, ya
			know.  We go around advertising
			ourselves, how many counterfeiters
			do you think we'd catch, huh?
				(pointing to his suit)
			You think I'm wearin' this rag here
			'cause I like it?  Christ, everybody
			thinks life's a holiday or somethin'
			when you got a badge.
				(pouring it on)
			I been here since three this
			morning, Charlie, and I never knew
			there was so much ugliness in
			people.  You try to help 'em and
			they spit on you.  I shoulda let ya
			go and gotten yourself arrested for
			passin' false notes.

	The Businessman is totally shamed.

					MAN
			I'm sorry, really I am, but my
			train leaves in ten minutes.

					HOOKER
			All right, I'll give ya a break.
				(pointing to a hall)
			Down that hall there, there's an
			unmarked door on the left.  Go on
			in there and wait at the window.
			I'll take this...
				(he holds up the money)
			...in the back and run it through
			right away.  We'll have you outta
			there in a couple minutes.

					MAN
			Thank you.  You don't know how much
			I appreciate this.

					HOOKER
				(with a little wave)
			Think nothin' of it.

	The man goes off down the hall, more than grateful to be
	given a break like this.  Hooker heads for the "back".  We
	follow the Man down the hall to the unmarked door.  He
	strides on through to find himself face to face with a wall
	of busily flushing urinals.

								CUT TO:

	EXT. STATION - DAY - HOOKER

	Boarding the 8:10 for Chicago.

								CUT TO:

	INT. STATION - DAY

	The Man wandering up and down the hall, wondering how he
	could have missed that room.

	EXT. CHICAGO STREET - DAY

	The street runs along side an elevated train track.  We pick
	up Hooker coming down the street, eating a hot dog he bought
	with the money he just earned in the train station.

	He appears to be looking for an address, referring every now
	and then to the piece of paper Luther gave him the night
	before.  Finally he stops in front of an old three-story
	building which contains a carousel on the bottom 2 floors
	and what appear to be apartments on the third floor.  He
	peers inside the big, sliding glass doors and seeing no sign
	of life, goes around to the side to look for a way in.

	A 35 year-old woman, Billie, appears in her bathrobe on the
	second floor landing and descends the stairs to get the
	morning paper.  She's eating an apple.  Although she has
	just gotten up and looks it, she has the presence of one who
	is probably quite striking at other hours.  The sight of
	Hooker fazes her not at all.

					HOOKER
			Excuse me, I'm looking for a guy
			named Henry Gondorff.  You know him?

					BILLIE
				(starting back up the stairs)
			No.

					HOOKER
			Luther Coleman sent me.

	Billie stops and comes back down the stairs.  It's the first
	time she's stopped chewing.

					BILLIE
				(checking him out)
			You Hooker?

					HOOKER
			Yeh.

					BILLIE
			Why didn't you say so.  I thought
			maybe you was a copper or somethin'.

	She goes to a side door and unlocks it.

					BILLIE
			It's the room in the back.  He
			wasn't expecting you so soon though.

	Hooker's not quite sure what that means, but there's
	something about Billie that makes him know that you don't ask.

	INT. CAROUSEL - DAY

	Hooker walks past the now motionless carousel to the room in
	the back and knocks on the door.  No answer.  He gives the
	door a little push and it swings open.

	INT. GONDORFF'S ROOM - DAY

	The room inside if small and cluttered, consisting of a bed,
	a sink, and a bathroom, all covered by a layer of books,
	dirty clothes and beer bottles.  Draped over a chair, fully
	dressed, but completely passed out is the one and only Henry
	Gondorff.

					HOOKER
				(to himself)
			The great Henry Gondorff.

								CUT TO:

	INT. A SHOWER - DAY

	Water blasting out of the fixture.  We see Gondorff, still
	fully clothed, sitting in the bottom of the shower, the
	spray streaming off his face.  An imposing figure, with deep
	set eyes and full beard, he just sits there stoically,
	looking like a soggy lumberjack.  Hooker, sitting on the
	floor between the toilet and the sink, watches listlessly.
	Finally --

					GONDORFF
			Turn the goddamn thing off, will ya.

					HOOKER
			You sober?

					GONDORFF
			I can talk, can't I?

	Hooker makes no move to get up.  Gondorff struggles to his
	knees, turns off the water, and slumps back against the wall.
	The two men just look past each other a second.  Down in the
	bottom.

					GONDORFF
			Glad to meet ya, kid.  You're a
			real horse's ass.

					HOOKER
			Yeh, Luther said you could teach me
			something.  I already know how to
			drink.

	Gondorff wipes his face with his hand.  His mood softens a
	little.

					GONDORFF
				(quietly)
			I'm sorry about Luther.  He was the
			best street worker I ever saw.

					HOOKER
			He had you down as a big-timer.
			What happened?

					GONDORFF
			Aw, I conned a Senator from Florida
			on a stocks deal.  A real lop-ear.
			He thought he was gonna take over
			General Electric.  Some Chantoozie
			woke him up, though, and he put the
			feds on me.

					HOOKER
			You mean you blew it.

					GONDORFF
				(pause)
			Luther didn't tell me you had a big
			mouth.

					HOOKER
			He didn't tell me you was a fuck-
			up, either.
				(Gondorff looks at
				him coldly)
			You played the Big Con since then.

					GONDORFF
			No, I lammed it around for a while
			while things cooled off.  Philly,
			Denver, Baltimore, nuthin' towns.

	Hooker's disappointment is obvious.

					GONDORFF
			But don't kid yourself, friend, I
			still know how.

	Hooker nods, unconvinced.

					GONDORFF
				(getting up from the
				floor and emptying
				the water out of his pockets)
			You gonna stay for breakfast, or do
			you already know how to eat?

					HOOKER
				(tired)
			I picked something up on the way.

					GONDORFF
				(sensing something)
			Lonnegan after you, too?

					HOOKER
			I don't know.  Haven't seen anybody.

					GONDORFF
			You never do, kid.

	We go to Hooker.  He hadn't thought of that.

	EXT. A BEAUTIFUL OLD COLONIAL COUNTRY CLUB - LONG ISLAND -
	DAY

	Lonnegan, in plus fours and argyles sits on a bench as other
	members of his foursome tee off.  Floyd comes up to him.

					FLOYD
			We got word from Chicago.  They got
			one of the grifters last night.
			The nigger.

					LONNEGAN
			What about the other one?

					FLOYD
			They're still looking for him.

					LONNEGAN
			Who's got the contract?

					FLOYD
			Combs gave it to Reilly and Cole.

					LONNEGAN
			Hackers.

					FLOYD
			They staked out the other guy's
			place last night, but he never
			showed.  They figure maybe he
			skipped town.  You wanna follow 'em
			up?

	Lonnegan regards Floyd patiently and then pats the bench
	beside him.  Floyd sits gingerly.

					LONNEGAN
			You see the guy in the red sweater
			over there?

	We cut to one of Lonnegan's foursome, a short, squat little
	Irishman in a red sweater.  He was a good-time, friendly
	manner and a winning Irish smile.  We like him immediately.

					LONNEGAN
			Name's Danny McCoy.  No Neck McCoy
			we called him.  Runs a few
			protection rackets for Carnello
			while he's waiting for something
			bigger to come along.  Me and Danny
			been friends since we were six.
			Take a good look at that face,
			Floyd, cause if he ever finds out
			we let one lousy grifter beat us,
			you'll have to kill him and every
			other hood in Chicago who'd like to
			do the same thing.  You understand
			what I'm sayin'?

					FLOYD
			Yes sir.

					LONNEGAN
			Good lad.

	Lonnegan is called to the tee by one of his foursome.  He
	exchanges a friendly smile with McCoy and belts the ball
	down the fairway.

								CUT TO:

	INT. THE CAROUSEL AGAIN - DAY

	Gondorff, dried off now and in a new set of clothes, is
	pulling up the shades of the large facing windows of the
	carousel building.  The morning light pours in, illuminating
	fully for the first time the ornate merry-go-round and its
	massive oaken horses.  Hooker watches him go about his
	business.  Billie calls down from the mezzanine which
	surrounds the carousel.

					BILLIE
			You feeling all right this morning,
			Henry?

					GONDORFF
			Fine, Billie.

					BILLIE
			You mind opening the round a little
			early today?  We got some business
			coming in before hours.

	Gondorff waves okay.

					GONDORFF
				(to Hooker)
			Great little countess, that Billie.
			Runs a good house up there, too.
			One of the few left that Luciano
			doesn't own.

	Gondorff walks around on the carousel, checking straps,
	bearing and poles.  Hooker follows him.

					HOOKER
				(getting impatient)
			Gondorff, you gonna teach me the
			Big Con or not?

					GONDORFF
				(on his back, checking
				underneath one of the horses)
			You didn't act much like you wanted
			to learn it.

					HOOKER
			I wanna play for Lonnegan.

					GONDORFF
				(getting up)
			You know anything about him?

					HOOKER
				(exploding)
			Yeh, he croaked Luther.  What else
			do I gotta know.

	Gondorff just sits tight and waits for him to cool off.

					HOOKER
				(waving Gondorff off,
				embarrassed at his
				own outburst)
			Aw right, he runs the numbers outta
			the south side.

					GONDORFF
				(going over to start
				the machinery)
			And a packing company, a chain of
			Savings and Loans and half the
			politicians in Chicago and New York.
			There ain't a fix in the world
			gonna cool him out if he blows on ya.

					HOOKER
			I'll take him anyway.

					GONDORFF
				(whirling on him)
			Why?

					HOOKER
				(like steel)
			'Cause I don't know enough about
			killin' to kill him.

	It's the right answer. Gondorff didn't know it himself until
	now.

					GONDORFF
			You can't do it alone, ya know.  It
			takes a mob of guys like you and
			enough money to make 'em look good.

					HOOKER
			We'll get by without 'em.

					GONDORFF
			This isn't like playin' winos on
			the street.  You gotta do more than
			outrun the guy.

					HOOKER
				(incensed)
			I never played for winos.

					GONDORFF
				(going right on,
				ignoring Hooker's remark)
			You gotta keep Lonnegan's con, even
			after you spent his money.  And no
			matter how much you take from his,
			he'll get more.

					HOOKER
			You're sacred of 'em, aren't ya?

					GONDORFF
			Right down to my socks, turkey.  If
			I'da been half as scared a that
			lop-ear, I wouldn't a fallen asleep
			on 'em.  Lonnegan might kill me,
			but at least he won't bore me to
			death.

					HOOKER
			Then you'll do it?

					GONDORFF
			If I can find a mob that'll risk it.
			But no matter what happens, I don't
			want you comin' back to me halfway
			through and sayin' it's not enough...
			cause it's all you got.

	Hooker nods.  Gondorff switches on the carousel and steps
	back to admire his handiwork.  The carousel makes a grinding
	sound, does a few lurches and stops cold.

								CUT TO:

	Music begins and we are into a short:

	MONTAGE SEQUENCE

	Detailing the arrival of the others three members of
	Gondorff's "mob." Throughout, Gondorff wears the fedora hat
	which is his trademark.  We begin with --

	A tall, good-looking man, Kid Twist, making his way through
	the railway station.  Impeccably dressed and carrying a
	small suitcase, he combs the terrain carefully with his eyes.
	Finally he catches a glimpse of the thing he's been looking
	for.  It's Gondorff, standing by a newsstand.  Gondorff
	makes a quick snubbing motion on his nose as if flicking off
	a gnat.  This is known among con men as the "office." Twist
	returns the sign with a barely discernible smile as he walks
	on by.  Con men rarely acknowledge each other openly in
	public, but it's obvious that these two are glad to see each
	other.

								CUT TO:

	INT. BARBER SHOP - DAY

	Hooker in, having his hair cut and his nails manicured.
	Gondorff gives instructions to the barber.

								CUT TO:

	INT. HABERDASHERY - DAY

	Hooker is modeling a new suit in front of a mirror.  He
	doesn't look too pleased, but Gondorff peels out a bankroll
	anyway.

								CUT TO:

	EXT. HOTEL - DAY

	A pair of white spats stepping off a bus.  We follow them
	into a:

	INT. HOTEL LOBBY

	Where we tilt up to reveal J.J. Singleton, the most
	flamboyant of the bunch.  On his way to the check-in desk,
	he silently exchanges the "office" with Gondorff, who is
	sitting on a lounge reading the paper.

								CUT TO:

	INT. APARTMENT - DAY

	Hooker being shown into a small apartment room by an old
	woman.  It consists of a bed, a table and a sink.  Hooker
	nods his acceptance to the woman and gives her a bill.  He
	takes another look around the room and decides to go out
	somewhere, but first he wedges a small piece of paper
	between the door and the jamb, about an inch off the floor.

								CUT TO:

	INT. A BIG METROPOLITAN BANK - DAY

	We hold on a slight, bespectacled teller, Eddie Niles, in
	the process of counting a large deposit.  Niles is all
	business; if he's ever smiled, no one knows about it.  He
	glances up for a second and sees Gondorff "officing" him
	from across the bank.  Without a word he shoves the money
	he's been counting back into the hands of a startled
	customer, abruptly closes up his window, flips his
	identification tag on the manager's desk and walks out of
	the bank.

								CUT TO:

	INT. AN UPSTAIRS ROOM OF THE CAROUSEL BUILDING - NIGHT

	This room has obviously been relegated to the status of the
	storage room.  It contains the water heater, mops and
	brooms, old bed springs, etc.  In the middle of the room a
	space has been cleared for a table, around which are seated
	Hooker, Gondorff, Niles, Singleton and Twist.  Gondorff is
	in his T-shirt, but still wears his hat.  Kid Twist is in a
	suit as usual.  The room is illuminated by a single bare
	bulb hanging from the ceiling.

					TWIST
				(showing Hooker
				photographs of three men)
			These are Combs' favorite torpedoes.
			Riley and Cole.

	We recognize Riley and Cole as the two guys who got into
	Mottola's cab.

					TWIST
			They do most of the small jobs, but
			Lonnegan might not wanna use 'em on
			you 'cause they're kinda messy.  No
			class.

	We go to Hooker.  He's real grateful.  Billie, wearing an
	evening dress, enters the room and begins gathering up the
	empty beer mugs on the table.

					TWIST
			We got reason to believe Riley was
			the guy who hit Luther.  But if you
			see either one of these two, find
			yourself a crowd, or take 'em
			someplace you know you can handle
			'em.

					GONDORFF
			But most of all let us know.  If
			they got a hit on you, we gotta
			fold up the con.  You're too
			exposed.  You got that?

	Hooker nods, but we know he hasn't really got that.

					HOOKER
			You sure it'll be one of these two?

					TWIST
			No.  They're just the only ones we
			know of.

	Billie has finished  gathering the mugs, and leaves the room
	with them.  We follow her down the hall and into the:

	RECEIVING ROOM OF HER BROTHEL

	Carousel music filters up from the arcade below.  The room
	has a bar along one wall and the rest of the space is taken
	up by tables and couches.  It's a comfortable place, but not
	opulent.  Some of the girls sit patiently on the couches,
	others play canasta at the tables.  Most of the men are at
	the bar, fortifying themselves for the task at hand.  Billie
	comes over to the bar.

					BILLIE
				(to the bartender)
			Set me up five more beers, will ya
			Danny.

	As Danny goes to fill the mugs, Billie's eyes fix on a man
	at the end of the bar.

	We move to reveal Snyder, intently scanning the room, as if
	he'd lost a dancing partner in the crush.  Not finding what
	he wants, he comes down the bar to Billie.

					SNYDER
			You the owner here?

					BILLIE
			That's right.

					SNYDER
				(flipping out his badge)
			Lieutenant Snyder.  Bunco.

					BILLIE
			Joliet badge, Snyder.  Don't cut
			much up here.

					SNYDER
				(trying to ignore her remark)
			I'm lookin' for a guy on the lam
			from a counterfeiting rap.  Thought
			he mighta come in here.

					BILLIE
			Don't think so.  I know everybody
			in the place and I always bounce
			the lamsters.

					SNYDER
			All right if I look around your
			lobby?

					BILLIE
			No, but you're welcome to a free
			beer before you go.

	Billie grabs a bottle of beer, pours some in a shot glass
	and pushes it over to Snyder.  He ignores the gesture.

					SNYDER
				(with controlled force)
			I don't really need your permission.

	We go to Billie.  She knew that when he came in.

								CUT TO:

	THE STORAGE ROOM AGAIN

	The discussion continues.  Hooker, a bit out of his depth
	here, listens and stays silent.

					SINGLETON
			Lonnegan's a fast egg, Henry.  He's
			not gonna sit still for a standard
			play.

					GONDORFF
			Everybody'll sit still for somethin'.
			What did ya find out about the
			train, Eddie?

					NILES
			He's been taking the 8:10 Century
			Limited outa New York on Friday and
			getting in here early Saturday
			morning.  He usually stays a day to
			check on his policy operations, and
			then flies back.

					GONDORFF
			Wonder why he doesn't fly both ways.

					NILES
			The porters say he runs a braced
			card game in one of the cars.  $100
			minimum, straight poker.  Last time
			he pulled in here ten grand heavier
			than he left New York.

					GONDORFF
			Fancies himself a gambler, huh?

					TWIST
			Lotta plungers ride that train just
			to play him.

					GONDORFF
				(breaking into a smile)
			See J.J., he's slowly down already.

								CUT TO:

	THE RECEIVING ROOM AGAIN

	Snyder has completed his inspection of the "lobby" and found
	nothing.  Danny, meanwhile, has set up the five beers on a
	tray.

					SNYDER
			Which way are the rooms?

					BILLIE
			Who told ya this guy was in here?

					SNYDER
			Nobody.  I just know what kinda
			women he likes.  I'm gonna check
			all the joyhouses till I find him.

					BILLIE
			Maybe I could help ya if ya told me
			his name.

					SNYDER
			I think I'll keep that to myself.
			Which way are the rooms?

					BILLIE
			Right through there.  But I wouldn't
			go in there if I were you.
				(picks up the tray)


					SNYDER
				(snidely)
			What are ya gonna do, call the cops?

					BILLIE
			I don't have to.  You'll be bustin'
			in on the Chief of Police just up
			the hall.
				(she exits with the drinks)


	Snyder is stopped cold.  He calls after her.

					SNYDER
			Keep your nose clean, lady.  He
			can't spend all his time here.

								CUT TO:

	THE STORAGE ROOM AGAIN

	Billie comes over to Gondorff and whispers in his ear, while
	the others talk.  His eyes flick momentarily to Hooker.

					SINGLETON
			I think we ought to play him on the
			Rag.  It's the tightest game we
			got, and it's not all over the
			papers yet.

					NILES
			No good, J.J.  You're not gonna con
			stocks to a banker.  Lonnegan's too
			smart for that.
	


					TWIST
			What are you going to do, con the
			payoff to a gambler?

					SNYDER
			Twist is right.  It won't work.

	Gondorff has nodded to Billie and now rejoins the
	conversation.  She serves the others beer.

					GONDORFF
			We'll use the wire.  Never known a
			gambler who wouldn't like to beat
			the ponies.

					NILES
			The wire is ten years outa date.

					GONDORFF
			That's why he won't know it.

					SINGLETON
			I'm not sure I know it.

					GONDORFF
			We'll give him the hook on the
			train, and play him here.  You
			think I can get in that poker game,
			Eddie?

					NILES
			All you gotta do is show up with
			some money and look like a fool.

					GONDORFF
			I also gotta win.

	He looks at Hooker.  There is a challenge in their book.
	Gondorff smiles broadly, then casually, to them all.

					GONDORFF
			By the way, any of you guys been
			passing off any green goods lately?

	We go around the table.  No reply.

					GONDORFF
			Billie, if that Dick comes in
			again, stall him till I can get a
			look at him.  And let me pay ya for
			these beers.

					BILLIE
			What are you talking about?  It's
			on the house.

					GONDORFF
				(pulling out a $5 bill)
			Naw, I want ya to have this.

	He hitches up Billie's skirt, and puts the bill in her garter.

					GONDORFF
			Don't look at it till ya go to bed
			though or it'll turn to paper.

	Billie smiles and leaves the room.

	INT. HALLWAY

	She walks halfway down the hall and stops.  She can't wait.
	Lifting up her skirt, she finds that the five has indeed
	turned to paper.  As she breaks into laughter and continues
	on down the hall, we:

								FADE OUT.

	FADE IN:

	THE HOOK

								FADE OUT.

	FADE IN:

	EXT. A SUNKEN ALLEY - DAY

	Actually little more than a service area between two
	apartment buildings.  Niles, Kid Twist, and a middle-aged
	black man, named Benny Garfield, enter the alley with an old
	man and follow him down a stairwell to a subterranean
	basement.  A faded sign above the door says Stenner's
	Billiards.  We follow them inside to a:

	INT. A LARGE BARREN ROOM - DAY

	An office comes off it at one end.  Judging from the
	fluorescent lights overhead and the scattered cue racks
	which still hang tenuously on the walls, the place, indeed,
	used to be a pool hall.  Niles and Garfield go all the way
	to the back, while Twist stays near the front with the old
	man.

					NILES
			Looks all right.  It's big enough
			and off the street.

					GARFIELD
			I don't know.  This is kinda short
			notice.  I'm not sure we can get it
			all done by Saturday.

					NILES
			Got to.  Gondorff's ridin' the mark
			in from New York on the Century.

	Garfield thinks it over a little.  He's taking another look
	at the place.  We go to Twist and the old man by the door.

					TWIST
			We'll take it.
				(pointing through the door)
			You manage the building at the end
			of the alley?

					OLD MAN
				(with pride)
			For fifteen years.

					TWIST
			I'll need a room over there that
			faces this way.  How much a week?

					OLD MAN
			Only rents by the month.  Two
			hundred and fifty for the two of
			them.

					TWIST
				(pulling out his wallet)
			This is the last time I expect to
			see you down here.

					OLD MAN
				(watching the bills
				being counted into
				his hand)
			Never heard of the place.

	We go back to Niles and Garfield.

					GARFIELD
			Been a while since I stocked a wire
			store.  Not many mobs playing that
			anymore.

					NILES
			All we need is the bookie setup for
			now.  We'll worry about the
			telegraph office later.

					GARFIELD
			All right, I'll rent ya everything
			I got in the warehouse for two
			grand.  That'll give ya phones,
			cages, blackboards and ticker gear.
			You supply the guys to move 'em.
			If you want a counter and bar,
			that's another grand.  I don't know
			where the hell I'm gonna get 'em
			though.

					NILES
			C'mon, you can do better than that.
			We ain't no heel grifters.

					GARFIELD
			You want the stuff tomorrow or
			don't ya?  It's gonna take hours
			just to clean it up.
				(pause)
			Besides, Gondorff's still a hot
			item.  Where am I gonna be if he
			gets hit?

					NILES
			Just give us what ya can, Benny.
			We'll send a truck down.

	Twist has rejoined them by now.

					TWIST
				(to Garfield)
			You wanna work flat rate or
			percentage?

					GARFIELD
			Who's the mark?

					TWIST
			Doyle Lonnegan.

					GARFIELD
			Flat rate.

								CUT TO:

	INT. A NEW YORK TRAIN STATION - DAY

	We pick up Doyle Lonnegan, accompanied by two bodyguards and
	Floyd, making his way through the station.  He stops at a
	cigar counter to buy some cigarettes, and we reveal Gondorff
	and Hooker sitting on their suitcases on the other side of
	the room.

					GONDORFF
				(eyes fixed on Lonnegan)
			Guy in the blue pinstripe and grey
			fedora.

	Hooker looks and finally spots him in the crowd.  We go back
	to Lonnegan, as he moves off from the cigar counter, toward
	his train.  Hooker watches him with the intensity of one
	gazing on a religious object.

					HOOKER
			He's not as tough as he'd like to
			think.

					GONDORFF
				(picking up his suitcase)
			Neither are we.

								CUT TO:

	EXT. TRAIN

	Lonnegan and his retainers getting on the train.  Two cars
	down the line, we see Hooker and Gondorff boarding also.  On
	his way in, Gordorff takes the conductor aside.

					GONDORFF
			I hear there's a friendly poker
			game on this train tonight.  You
			know anything about that?

					CONDUCTOR
			A little.

					GONDORFF
			You think you could get me in that
			game?

					CONDUCTOR
			I don't know.  There's usually a
			waiting list.

	Gondorff flashes a $50 bill.

					CONDUCTOR
				(loosening up a bit)
			That'll get you first alternate, sir.

	Gondorff pulls out another fifty.
	


					CONDUCTOR
				(taking the money)
			I'll see what I can do.

								CUT TO:

	INT. A BASEMENT BAR - EARLY EVENING

	Kid Twist enters and threads his way through the maze of
	tables to a door at the back of the building.  A large bull
	of a man is stationed there, obviously to discourage those
	who don't have credentials to enter.  Twist is not such a man.

					TWIST
				(going right on through)
			How ya doin', Lacey.

					LACEY
				(innocently pleased
				for one so menacing)
			Good to see ya again, Twist.

	INT. ANOTHER ROOM - EARLY EVENING

	Inside is another room, this one much better lit than the
	outer one.  There are only three tables in here, around
	which are seated the elite of the Con World.  Twist is
	enthusiastically greeted by Duke Boudreau, a large, rotund
	man whose stylish dress and authoritative manner mark him as
	a powerful figure in this group.

					BOUDREAU
			Twist!  When did you get back in
			town?

					TWIST
			Coupla days ago.  I'm workin' a big
			one with Gondorff on the North Side.

	The two men sit down together, apart from the others.

					TWIST
			Listen Duke, we're setting up a
			wire store.  I need a twenty man
			boost right away.

					BOUDREAU
			I got twenty or so in here tonight.
			Take your pick.

					TWIST
			These guys have gotta be the quill,
			Duky.  We can't afford to rank the
			joint.

					BOUDREAU
				(to one of his assistants)
			Get me the sheet, Jake.  Let's see
			who's in town.

								CUT TO:

	THE OUTER PART OF THE BAR AGAIN

	A silhouetted figure appears in the entrance doorway.  The
	word "chill" races from table to table and the place falls
	still.  The bartender pushes a button behind the bar and a
	buzzer goes off in the back room.  Boudreau gets up from his
	table and opens a small viewing port in the door.

	The silhouetted figure is now walking slowly past the silent
	tables.  It's Snyder and he's checking out every face in the
	place.

					BOUDREAU
			Twist, you know this guy?

					TWIST
				(taking a look
				through the viewing port)
			No.  Never saw him before.  He's a
			dick, though.

	Snyder walks all the way to the back, and then retraces his
	route.  About halfway back, he stops at one of the tables,
	recognizing a grifter he knows.  It's the Eirie Kid.

					EIRIE KID
			Hello, Snyder.  What are you doin'
			up here?

					SNYDER
			I'm on vacation.  You seen your
			friend lately?

					EIRIE KID
			Yeh, he packed it in and enrolled
			in detective school.

	Snyder, in no mood for jokes, grabs Eirie by the hair and
	slams his face into the table.  Eirie just stays there; he
	knows it doesn't pay to assault a detective.  Twist is
	watching all this intently from the viewing port.

					SNYDER
			You see him, you tell him to pay
			his debts before I get him.

	Eirie raises his head slowly, but says nothing.  There is a
	slight trickle of blood from his nose.  Snyder turns and
	walks slowly out of the bar.  When he is a safe distance
	down the street, the chatter and drinking resume.

								CUT TO:

	THE INSIDE ROOM AGAIN

	Twist gives an all clear signal and returns to the table
	where he and Boudreau were talking.  Boudreau reads from a
	list of names.  Twist listens with a certain preoccupation.
	He's still thinking about the little confrontation he just
	witnessed.

					BOUDREAU
			Paltrow, Sterling, Furey, and the
			Big Alabama are in from New Orleans.
			Fiskin and the Boone Kid from
			Denver, and Phillips, Barnett and
			Limehouse Chappie from New York.
			Those and the guys outside should
			give ya 30 or so to choose from.

					TWIST
			Good, have 'em down at Stenner's
			old Pool Hall before 3:00.  We're
			gonna run through the route tonight.

					BOUDREAU
			Okay, Twist, but you know if this
			blows up, I can't do ya no good
			downtown.  Gondorff is Federal.

					TWIST
			Don't worry about it, pal.

								CUT TO:

	EXT. SPEEDING PASSENGER TRAIN - NIGHT

	Ripping through an open stretch between New York and Chicago.

								CUT TO:

	INT. TRAIN - NIGHT

	Singleton is walking down a passageway and stops at a door
	and goes in.

	INT. GONDORFF'S COMPARTMENT - NIGHT

	Gondorff is rapidly shuffling cards to four empty places.
	He is alone.  He looks up as Singleton enters.

					SINGLETON
			You in?

					GONDORFF
			Yeh, I think so.  I gave the kay-
			ducer a C-note.  You find out the
			deck?

					SINGLETON
			He usually plays with a Royal or a
			Cadenza.
				(handing him two
				sealed decks)
			I got you one of each.  He likes to
			cold deck low, 8's or 9's.

					GONDORFF
			Nice work, J.J.

	Singleton slips out as Gondorff unpeels the packs.

	INT. TRAIN - NIGHT

	We pick up Lonnegan coming out of his compartment, flanked
	by only one bodyguard and Floyd.  He starts through the
	passenger section toward the compartment where the poker
	game will be held.  Suddenly a drunken woman comes staggering
	around the corner and bumps into him.

	They grapple a moment and Lonnegan pushes her away in disgust.

					WOMAN
				(sloppy drunk)
			Keep your mitts off me, ya big lug.
			If I'da wanted you handlin' me I
			woulda asked ya.

	Lonnegan ignores her and proceeds down the passageway.  As
	the woman proceeds in the other direction between passengers,
	we see it is Billie.  She drops something on a seat beside a
	passenger.  A hand reaches to pick it up.  It is Lonnegan's
	wallet and it is Hooker who picks it up.

	Hooker waits a moment, then stands and goes in the direction
	Lonnegan has taken.  He passes by the open door to the card
	room, hesitating only slightly to hear the greetings
	exchanged inside before the door is shut.  Then he continues
	on into the next car.  He turns into Gondorff's compartment.

								CUT TO:

	INT. GONDORFF'S COMPARTMENT - NIGHT

	Gondorff is still practicing.  He looks up as Hooker enters
	and tosses him the wallet.

					HOOKER
			She got him clean.  He hasn't
			missed it.

	Gondorff nods, takes the money out, counts it.

					GONDORFF
			Fifteen grand.  Looks like he's
			expecting a big night.

	He takes out his own wallet and puts the money in it, and
	tosses the empty wallet back to Hooker, and resumes his
	shuffling and dealing.  Hooker sits back silently and
	watches him.

					HOOKER
			He's waitin' for you in the card
			room.

					GONDORFF
			Let him wait.

	As he deals, on the second pass he attempts to cut from the
	bottom, muffs it completely and sprays half the deck on the
	table.  Hooker regards him steadily as he gathers them back
	up.  Gondorff finally meets his gaze.

					GONDORFF
			You just worry about your end, kid.

					HOOKER
			If we ever get to it.

								CUT TO:

	INT. THE POKER ROOM - NIGHT

	A specially outfitted compartment with a table and chairs in
	the middle and leather cushions around the outside for
	kibitzers.  Lonnegan and 3 other players are already there
	and seated.  They're getting slightly impatient.

					LONNEGAN
				(to the Conductor)
			Where the hell is this guy?

					CONDUCTOR
			I don't know.  He said he'd be here.

								CUT TO:

	GONDORFF'S CABIN AGAIN

	Gondorff is standing in front of the mirror dressing.  He
	grabs up a clean white shirt and rumples it up in his hands.
	He then picks up a half-full bottle of bourbon.  Hooker
	gives him a disapproving look.  Gondorff smiles and pats
	some on his face.

								CUT TO:

	THE POKER ROOM AGAIN

	Everybody's itchy now.

					LONNEGAN
			All right, let's start without him.
			Mr. Clemens, give me the cards.

	The Conductor hands him a sealed deck.  As he begins to open
	it, Gordoff comes into the room, coatless, rumpled, unshaven
	and looking slightly tipsy.  The others at the table, all
	men of high school or financial standing, are somewhat put
	off.

					GONDORFF
			Sorry I'm late boys.  I was takin'
			a crap.

	This bit of grossness does little to improve his image.

					CONDUCTOR
				(making the
				introductions;
				referring first to Gondorff)
			Mr. Shaw is a bookmaker from
			Chicago.  Mr. Shaw, meet Mr.
			Clayton from Pittsburgh, Mr.
			Jameson, Chicago, Mr. Lonnegan, New
			York and Mr. Lombard, Philadelphia.

	Gondorff nods and takes a seat, none too gracefully.

					CONDUCTOR
			Straight poker, gentlemen.  100
			dollar minimum, table stakes.  We
			assume you're good for your debts.

					LONNEGAN
				(shuffling the cards)
			Mr. Shaw, we usually require a tie
			at this table.  If you don't have
			one, we can get ya one.

					GONDORFF
			Yeh, that'd be real nice of ya, Mr.
			Lonneman.

					LONNEGAN
				(irritated)
			Lonnegan.

	He begins to deal, obviously not pleased that his evening
	seems to be peopled with drunks.

								CUT TO:

	EXT. THE SUNKEN ALLEY - NIGHT

	A truck is now parked at the end of the alley, and several
	workmen are busy unloading it.  One group carries a large
	blackboard; others have boxes of glasses, ash tray stands,
	furniture, etc.  Take several cuts.

								CUT TO:

	INSIDE THE ONCE-VACANT POOL HALL

	Now a blaze of activity.  We take several cuts of workmen
	papering the walls, tacking down carpet, putting in new
	light fixtures, painting signs, all under the supervision of
	Niles.  From now on, we will refer to the pool hall as the
	store.

	Back in the office, Kid Twist is "interviewing" one by one,
	a group of con men lined up outside the office door.  A
	gray-haired old buzzard, Curly Jackson, approaches the table
	which is serving Twist as a desk.  Curly is practically in
	rags and has several days growth on his face.  He wears a
	little beret which he takes off to address Twist.

					CURLY
			Name's Curly Jackson.  I worked for
			Gad Bryan outa Baltimore.

					TWIST
			You ever played the Wire, Curly?

					CURLY
			Used to rope for it long ago.  I
			can shill, mark board, anything you
			want.  I don't run with riffraff
			and I only drink on weekends.
				(affecting an English accent)
			Me specialty is an Englishman.

	Twist is taken with the man, despite his appearance.

					TWIST
			All right, Curly, you're in.  We
			got a rack of suits over there.
			Get yourself a nice tweed one.

					CURLY
				(exiting)
			That's all right.  I got all my own
			stuff.

								CUT TO:

	THE CARD GAME AGAIN

	Gondorff and Lonnegan have most of the chips.  Lonnegan is
	slightly ahead.  Gondorff has made a token attempt to wear
	the provided tie, having tied it in a knot around his neck,
	but not having bothered to put it under his collar.  He has
	a shot glass and a bottle next to him, from which he has
	been drinking heavily.  He and Lonnegan are the only ones
	left in this hand.

					LONNEGAN
				(throwing chips in)
			Raise 500.

					GONDORFF
				(likewise)
			See ya and raise three.

					LONNEGAN
				(more chips)
			See and raise five.

					GONDORFF
			Five and call.

	Lonnegan lays down his hand, a solid two pair.  Gondoroff
	turns out three tens.  Lonnegan is beat.

					GONDORFF
			Tough luck, Lonnihan, but that's
			what you get for playin' with your
			head up your ass.  Couple more like
			that and we can all go to bed
			early, huh boys.

	Lonnegan burns, and the "boys" have no comment.

								CUT TO:

	INT. THE STORE - NIGHT

	The work is still progressing.  We see two workmen installing
	a ticket tape machine in a secluded area of the store.

					GARFIELD
			We bought ya a tap into Moe
			Anenberg's wire.  He's got eyes at
			every track in the country.  You'll
			get race results, odds, scratches,
			pole positions, everything; and
			just as fast as Western Union gets
			'em.

					NILES
			Does J.J. know how to use this thing?

					GARFIELD
			All he's gotta do is read.

	We go to Kid Twist, still conducting interviews in the
	office.  A young, rather sullen man, Buck Duff, steps to the
	table.

					DUFF
			Buck Duff.  I was in Maxwell's
			boost in Troy.

					TWIST
			You the Duff that didn't come up
			with his end when Little Jeff was
			sent up?

					DUFF
			Wasn't no problem a mine.

					TWIST
			He was a con man, wasn't he?

					DUFF
			He was a tear-off rat.  He got what
			he deserved.  No sense helpin' pay
			his bills.

					TWIST
				(like ice)
			Shove off, Duff.

	Duff stands there a second and then slouches away from the
	table.  He stops however, by the door.  The next man up is
	the Eirie Kid.  Twist knows he's seen him somewhere before.

					EIRIE KID
				(nervous as hell)
			Names's Joe Eirie.

	Twist waits for more, but it's not coming.

					TWIST
			You played for any particular mobs?

					EIRIE KID
			No.

					TWIST
			You know the Wire at all?

					EIRIE KID
			No...I never played no Big Con
			before.  But Luther Coleman was a
			friend a mine.  I thought maybe
			there was something I could do.

					TWIST
				(pointing to Eirie
				slightly swollen nose)
			You get that nose in Duke Boudreau's
			tonight?

	Eirie nods a reluctant "yes."

					TWIST
			You got moxie, Eirie.  Get yourself
			a suit.

	Eirie is so happy, he can barely blurt out a thank you.
	Buck Duff, enraged that Twist would hire a total amateur,
	turns in disgust and strides vengefully out of the store.

								CUT TO:

	THE CARD GAME AGAIN

	The room is dense with smoke now, and the players are
	feeling the heat.  Gondorff has his white shirt open,
	revealing a stained T-shirt underneath.  The bottle next to
	him is almost empty.  He sneezes and wipes his nose with the
	tie Lonnegan gave him.

	The chips are now about equally divided between Gondorff and
	Lonnegan.  The others are losing badly.

					GONDORFF
			Raise 300.

					LONNEGAN
			Pass.

					JAMESON
				(throwing in his last
				few chips)
			Raise 200.

					GONDORFF
			Two and call.

	Jameson lays down two pair.  Gondorff has a flush.  Gondorff
	rakes in the chips, which now put him ahead of Lonnegan.

					JAMESON
			Well, I'm out.

					GONDORFF
			Don't worry about it, pal.  Lemongan
			here wouldn'ta let you in the game
			if you weren't a chump.

					LONNEGAN
				(getting to his feet)
			I've had enough of your lip, Shaw.

	Gondorff grabs the whiskey bottle next to him, breaks it
	against the table and waves the jagged end in Lonnegan's face.

					GONDORFF
				(barely able to stand up)
			Just take it easy there, Larrabee.

	Jameson and the conductor step in between.

					JAMESON
			Let's take a break for a couple
			minutes and cool off.

	Lonnegan storms out of the room, followed by Floyd and
	Bodyguard.

	INT. SMOKING ROOM

	We pick up Lonnegan coming down the passageway to enter the
	smoking room.

					LONNEGAN
				(to his assistant)
			I've had it with that bum, Floyd.
			Stack me a cooler.

					FLOYD
				(trying to settle him down)
			You've only been playin three
			hours, Doyle.

					LONNEGAN
				(not to be pacified)
			I don't care.  Load me a deck.  Set
			it up for threes and nines.  I'll
			cut it in on his deal.

					FLOYD
				(taking a deck and
				beginning to sort it)
			What do ya want the others to get?

					LONNEGAN
			Nothin'.  They gotta be outa there
			early.  I'm gonna bust that bastard
			in one play.

								CUT TO:

	INT. THE POKER ROOM AGAIN - NIGHT

	A pair of hands shuffling.  We pull back to reveal that
	they're Gondorff's.  He passes the deck to Lonnegan to be
	cut and turns to pen a new whiskey bottle.  Lonnegan takes
	the deck and in one lightning motion substitutes a new deck,
	while making it look like he's cutting the old one.

	Gondorff picks up the deck and begins to deal.  As the hand
	is picked up, we see that Gondorff has four threes, Lonnegan
	four nines, and everybody else has nothing.

					CLAYTON
				(opening the bidding)
			Fold.

					LONNEGAN
			250.

					GONDORFF
			Raise 1,000.

					LONNEGAN
			Raise 500.

	Gondorff looks at Lonnegan very carefully for a second.
	Lonnegan meets his stare.

					GONDORFF
				(slowly)
			Raise 2,000.

	The spectators shift a little.  It's the biggest bet of the
	night.

					LONNEGAN
			See and raise 1,000.

					GONDORFF
				(taking it to him)
			Raise 5,000.

	Lonnegan fingers his remaining chips.  He knows he's won,
	but he wants to bleed it for every bit of suspense.

					LONNEGAN
				(going for broke)
			See, and raise the rest.

	Lonnegan pushes in the rest of his chips.  Gondorff, who is
	only required to match Lonnegan's total, throws in all his
	too.  It's a showdown.

					GONDORFF
			Call.

	Lonnegan puts down his four nines.  Gondorff just stares at
	them a second, lets out a deep sigh and lays down four jacks.
	Lonnegan is aghast.  This just can't be.  He glances at
	Floyd, who can do nothing but sit there with his mouth open.

					GONDORFF
				(raking in the chips)
			Well that's all for me tonight,
			boys.  I'm gonna leave ya some cab
			fare.

	The other players look at each other in disgust, and reach
	for their wallets, all of which are well stocked.

					GONDORFF
				(to Lonnegan)
			You owe me 15 grand, pal.

	Lonnegan, with a stare that could kill, reaches for his
	wallet.  Suddenly the stare goes soft.  He tries a few more
	pockets.  No soap.

					LONNEGAN
				(getting up to get it)
			I guess I left it in my room.

					GONDORFF
				(blowing up)
			What!  Don't give me that crap you
			little weenie.  How do I know you
			ain't gonna take a powder.
				(waving his wallter,
				which is full of
				Lonnegan's money)
			You come to a game like this, you
			bring your money.

	Lonnegan, having had all he can take, goes for Gondorff, but
	is restrained by the conductor.

					GONDORFF
			All right, buddy, I'm gonna send a
			boy by your room in five minutes,
			and you better have that jack, or
			it's gonna be all over Chicago that
			your name ain't worth a dime.

	Gondorff stalks out of the room.  We pick him up coming down
	the passageway to his compartment.

	INT. GONDORFF'S COMPARTMENT

	The drunkenness has vanished.  We follow him into his cabin,
	where Hooker is waiting anxiously.

					HOOKER
			How'd ya do?

					GONDORFF
				(modestly)
			Well we got some workin' money
			anyway.

	Gondorff tosses his winnings on the table.

					GONDORFF
				(big smile)
			Okay, kid, you're on.  But I gotta
			tell ya, its a hard act to follow.

								CUT TO:

	INT. LONNEGAN'S CABIN - NIGHT

	Lonnegan sits in a chair smoking, obviously still upset.
	Floyd paces in front of him.

					FLOYD
			I know I give him four threes.  We
			can't let him get away with that.

					LONNEGAN
			What am I supposed to do?  Call him
			for cheating better than me?

	There's a knock at the door.  Floyd goes and opens it.  It's
	Hooker.

					HOOKER
			My name's Carver.  Mr. Shaw sent me.

	Floyd motions him in without a word.

					LONNEGAN
			Your boss is quite a card player,
			Carver.  How does he do it?

					HOOKER
				(very matter-of-factly)
			He cheats.

	Lonnegan says nothing.  He doesn't like smart asses.  He
	looks Hooker over a second, as if considering whether to
	have him wasted or not.

					LONNEGAN
				(reaching into his
				coat pocket)
			He'll have to take a check.
				(pulling out a check)
			I couldn't find my wallet.

					HOOKER
			Yeh, he knows that.

					LONNEGAN
				(startled)
			What do you mean?

					HOOKER
				(pulling out
				Lonnegan's wallet and
				tossing it to him)
			He hired a dame to take it from ya.

	Lonnegan just holds the wallet.  He can't believe it.
	


					HOOKER
			You were set up, Lonnegan.  Shaw's
			been planning to beat your game for
			months.  He was just waiting for
			you to cheat him so he could clip ya.

					LONNEGAN
				(the heat rising)
			I could have you put under this
			train for this, errand boy.

					HOOKER
				(cool as hell)
			So could Shaw.

					LONNEGAN
			Then why the rat?

					HOOKER
			Cause I'm tired of bein' his nigger.
				(pause)
			I want you to help me break him.

	Lonnegan looks at Hooker long and hard, as if the intensity
	of his gaze could separate truth from fiction.  Lonnegan
	hadn't expected this, but now that it's here, it better be
	on the level.  The silence is suddenly broken by the noise
	of the train braking into the station.

					LONNEGAN
				(to Hooker)
			C'mon, I'll give ya a lift home.

	Hooker hesitates, not sure whether to accept or not.

					LONNEGAN
			What's the matter?  You gotta get
			back to Shaw?

					HOOKER
			Naw, he picked up some jane in the
			bar.  Can't see him till morning
			anyway.

					LONNEGAN
			All right, then.

								CUT TO:

	INT. LONNEGAN'S CAR - NIGHT

	Driving through the city, the driver and Floyd in front,
	Hooker and Lonnegan in back.

	Hooker glances out the window from time to time, just to
	make sure they're really going to his place.

					LONNEGAN
			Why me?  Shaw probably has lotsa
			enemies to choose from.

					HOOKER
			I need somebody respectable...but
			not completely legit.  What I'm
			gonna do isn't very legal.

					LONNEGAN
				(insulted)
			I'm a banker, friend.  That's legit
			in this state.

					HOOKER
			All you gotta do is place a bet for
			me at Shaw's place.  I'll supply
			all the money and the information.

	Lonnegan is listening, but you'd never know it.

					HOOKER
			If you help me out, I'll pay ya
			back the money you owe Shaw, myself.

					LONNEGAN
			That's worth fifteen grand to ya?

					HOOKER
			Maybe a couple million.

	We go to Lonnegan.  He's still not talking, but that last
	phrase has registered.

	EXT. HOOKER'S PLACE

	The car pulls up in front of Hooker's place.

					LONNEGAN
			You're dreamin', kid.

					HOOKER
				(getting out)
			660 Marshall Street.  Tomorrow at
			12:30, if you're interested.

					LONNEGAN
				(diffidently)
			If I'm not there by quarter of, I'm
			not coming.

	Hooker nods and walks up the steps to his apartment building.
	Lonnegan's car speeds away from the curb and on out of sight.
	Hooker breathes a sigh of relief.  He's passed his first
	test; or has he?  We follow him up the stairs to his room.

	INT. HOOKER'S APARTMENT

	He's just about to unlock the door, when he notices the
	little piece of paper he left in the door is on the floor.
	Without the slightest hesitation, Hooker leaps over the
	bannister and races back down the stairs.  Two gunmen, Riley
	and Cole, burst out of his room and fire at him over the
	railing, but he's already too far down.  Riley and Cole give
	chase.

								CUT TO:

	THE FRONT OF THE BUILDING

	Riley and Cole barrel out of the building and onto the
	sidewalk.  There is an empty bus stopped at a light, but
	they find no sign of Hooker.  As the light changes, we cut
	to the other side of the bus, where we see Hooker crouched
	on the rear wheel housing, hanging on to a vent.  He's a
	little shaken, but most of all, he's still alive.  We hold
	on him, as the bus moves off.

					GONDORFF (V.O.)
			Everything go all right?

					HOOKER (V.O.)
				(lying)
			Yeh, it was easy.

								CUT TO:

	INT. THE STORE - NIGHT

	Hooker and Gondorff are sitting alone in the back office
	while the work goes on outside.  Their conversation continues.

					GONDORFF
			No signs of trouble?

					HOOKER
			What do ya mean?

					GONDORFF
			You know, somebody tailin' ya.  A
			torpedo or somethin'.

					HOOKER
				(wanting to get off
				the subject)
			No, not a thing.

	Gondorff has his doubts, but lets them ride.

								CUT TO:

	OTHER PARTS OF THE STORE

	We concentrate on some of the fine details, i.e. Garfield
	explaining how the ticker will read out to Singleton and
	Billie; Curly Jackson showing a younger con man how to mark
	the odds board properly.

					GONDORFF (V.O.)
			How 'bout Lonnegan?

					HOOKER (V.O.)
			I gave him the breakdown just like
			ya told me to.

					GONDORFF (V.O.)
			And?

					HOOKER (V.O.)
			He threatened to kill me.

					GONDORFF (V.O.)
			Hell, they don't do that and you
			know you're not gettin' through to
			'em.

	We concentrate on Niles, who's making up the "boodles" or
	fake bankrollls.  He puts a real $100 bill on the bottom,
	then two inches of cut green paper on top, and then another
	$100 bill on top of that, so that it looks like he has a
	whole stack of $100 bills.  The bundle is then bound with a
	sealed label, like those used in banks, that says $10,000.
	We see that he has already made several of these bundles.

					HOOKER (V.O.)
			Then he drove me home.  He tried to
			put himself away as legit, so I
			went right into the pitch.

					GONDORFF (V.O.)
			Did he hold you up on anything?
	


					HOOKER (V.O.)
			Naw, he just sat there and listened.
			I don't know if he bought it or not.

								CUT TO:

	INT. THE STORE

	Twist in the middle of the room giving a route to the Eirie
	Kid.  He shows him where to get his drink at the bar, where
	to sit and finally how to leap up and throw his racing form
	down in disgust.

					GONDORFF (V.O.)
			That's all right.  Once they start
			listening, they're in trouble.
			Just don't give him more than he
			asks for.  If you rattle his
			imagination a little, he'll come up
			with all the right answers himself.
			But all he's gotta do is catch you
			in one lie and you're dead.

								CUT TO:

	HOOKER AND GONDORFF IN THE STORE OFFICE AGAIN

	They both look tired.

					HOOKER
			You think he'll show?

					GONDORFF
			Did he say he wouldn't?

					HOOKER
			No.

					GONDORFF
				(softly)
			He'll show.

								FADE OUT.

	FADE IN:

	THE TALE

								FADE OUT.

	FADE IN:

	WE OPEN ON A WIDE SHOT OF THE ALLEY OUTSIDE THE STORE

	At first it appears to be deserted, but we move to reveal a
	figure in an upper window of the apartment building which
	forms one side of the alley.  It's Kid Twist.  His eyes roam
	the street, for what, we do not yet know.

								CUT TO:

	INT. AN OLD DRUGSTORE ACROSS FROM THE ALLEY - DAY

	Probably prosperous at one time, it has since declined, its
	large fountain and eating area bow host to two bums and
	Hooker, who sits alone in a rear booth near the telephone.
	Dressed in a tuxedo, he nurses a cup of coffee, and anxiously
	alternates his glances between the clock and the empty
	street outside.  It's 12:52.

								CUT TO:

	INT. THE STORE - DAY

	The place is full of people, although we avoid long shot so
	as not to give away the room as a whole yet.  Instead, we
	concentrate on the tense, waiting faces of some of the more
	familiar people:

	Gondorff and Niles in tuxedos behind a barred cashier's area.
	Gondorff mutilates a piece of gum in his mouth.  Niles just
	stares out into space cracking his knuckles.

					GONDORFF
			Eddie, cut that out, will ya.

	The boardmarker walking nervously back and forth in front of
	his odds board, checking every letter and number.  He stops
	to cross a T on one of the horses' names.  It was already
	crossed, but he does it again anyway.

	Billie and Singleton, in an area hidden from the rest of the
	room, watching the print-out on the ticker machine.  The
	clicking of the ticker is the only sound we hear in the store.

	Curly Jackson in front of a mirror, pasting a fake Van Dyke
	on his chin to go with his tweed suit and monocle.

	A couple of Billie's girls adjusting their waitress outfits
	and primping their hair.  Each has a tray full of drinks
	beside her.

	The Eirie Kid silently retracing his "route" to make sure he
	has it down.

	Despite the crowd, there is no talking and little movement,
	save for the constant swirling of smoke from several cigars
	and cigarettes.  The group is like a theatre company waiting
	to go on opening night.

								CUT TO:

	THE DRUGSTORE AGAIN

	It's 12:56 and Hooker is worried.  He looks up to see two
	large men, obviously racket goons, come in the front door,
	and take a seat facing him in the next booth.  They stare at
	him impassively, waving the waitress away when she comes to
	take their order.  Hooker knows they're Lonnegan's men, but
	is somewhat unsettled by the fact that Lonnegan is not with
	them.  Suddenly, a voice.

					VOICE
			Carver?

	Hooker turns around to find that Lonnegan is seated in the
	booth directly behind him.  His bodyguard is in the one
	behind that.

					LONNEGAN
			You should always look to the back
			too, kid.

					HOOKER
				(sliding out of his
				booth and into Lonnegan's)
			I was afraid you weren't gonna come.
			We haven't got much time.

					LONNEGAN
				(curtly)
			Get on with it then.

					HOOKER
				(pointing to telephone)
			Sometime after 1:00 a guy's gonna
			call here and give you the name of
			a horse.
				(pulling out a wad of bills)
			All you do is take this two grand
			across the street to Shaw's place
			and bet it on that pony.  There's
			nothin' to it, but don't take too
			much time.  We only have 3 or 4
			minutes after you get the call.

					LONNEGAN
			You're not gonna break him with a
			$2,000 bet.

					HOOKER
			This is just a test.  The big one
			comes later.  Be careful with that
			though, it's all I got.

					LONNEGAN
			And you were gonna pay me back?

					HOOKER
			I am after this race.

	Lonnegan says nothing.  He's not sure he likes a man who's
	stupid enough to bet his last dollar on a horse race.

					HOOKER
			I gotta get back before Shaw misses
			me.  Good luck.

	EXT. STREET

	Hooker hustles out across the street and into the alley.

	INT. DRUGSTORE

	Lonnegan watches him through the window and then settles
	back in his seat to wait for the phone.

	OUTSIDE STORE

	As Hooker descends the stairwell into the store, he gives
	Kid Twist the office.  Twist turns away from the window and
	looks at his watch.  12:58.

								CUT TO:

	DRUGSTORE

	Lonnegan waiting by the phone, idly pinging a knife on the
	salt shaker.  It's 1:40.  A man enters the store and walks
	over to use the phone.

					LONNEGAN
			We're waitin' for a call.

	The man looks at Lonnegan a second, and then at his four
	goons.  He decides maybe he'll make the call later.

								CUT TO:

	INT. THE STORE

	Kid Twist again.  Billie enters the room with a piece of
	paper.  Kid Twist looks at it a second and then picks up the
	pohne and begins to dial.

	INT. DRUGSTORE

	Lonnegan again.  He's getting impatient now and lights a
	cigarette, and then the phone rings.  He answers it quickly
	and we hear:

					TWIST
			Bluenote at 6 to 1 on the nose.

	The receiver clicks down at the other end.  Lonnegan hangs
	up and goes out the door, followed by his entourage.

	EXT. STREET

	We follow him across the street and into the alley, where he
	signals one of the bodyguards to check the place out.  Kid
	Twist pushes a button on his window sill, and a buzzer goes
	off inside the store.  The previously inert figures there
	spring to life.

	Lonnegan's bodyguard descends the stairwell and knocks at
	the door, where he is greeted by Hooker in the capacity of
	host.  He looks the place over and motions an okay to
	Lonnegan.

	INT. THE STORE

	As Lonnegan enters, we see the room for the first time in
	its entirety.  Overnight it has been transformed into a
	swank private club, with bar, cigarette girls, upholstered
	furniture and chandeliers.

					SINGLETON
			Look at that.  He's got four apes
			with him.

					GONDORFF
			That's what I like about these
			guys, J.J... They always got
			protection against things we'd
			never do to 'em.

	Everywhere there is activity.  A bank of telephones buzzes
	incessantly.  Sheet writers scurry from phone to phone,
	taking bets of tremendous size from prominent people.

					SHEET WRITER
			Yes, Mr. Ruth, 20,000 on Dancing
			Cloud.

	We reveal that the phones are controlled by a master switch,
	which one of the recruited con men operates from behind a
	partition.

	The boardmaker, wearing headphones suspended from a sliding
	wire, hurriedly chalks up races and odds on a huge blackboard.
	From the loudspeakers we hear the words "last flash." The
	odds on Bluenote settle down to 8 to 1.

	Lonnegan makes his way through the throng toward the betting
	line.  His bodyguards fan out to various positions in the
	room.  The betting crowd itself (known as the "boost")
	consists of close to twenty people, none of whom, of course
	are what they're pretending to be.  There are brokers with
	pasty faces, sportsmen, tanned and casual, and financiers
	with goatees and highly tailored clothes.  Large amounts of
	money are changing hands at the betting window.  Boodles are
	in sight everywhere.

	Lonnegan slips into the betting line, feeling somewhat
	estranged from the general merriment around him.  There are
	two men in line ahead of him.  The first, Curly Jackson,
	slaps down several bundles of cash in front of Niles, who's
	the cashier, and places a $20,000 bet on War Eagle.  Gondorff
	appears at the cashier's window and catches sight of Lonnegan.

					GONDORFF
			Never get enough, huh pal?  I'd
			think you'd get tired of losin',
			Honnigan.

					LONNEGAN
				(piercingly)
			The name is Lonnegan.

					GONDORFF
				(to Niles)
			Make sure you see cash from this
			guy, Eddie.  He's got the name for
			bettin' money he don't have.

	The man in front of Lonnegan puts $5,000 on Dancing Cloud.
	He makes the bet on credit.  Lonnegan steps to the window.

					LONNEGAN
			Two-thousand on Bluenote.

					NILES
				(writing out a ticket)
			Is that all?

					LONNEGAN
				(pissed)
			That's all.

	Bluenote's race is now up on the board.  The race caller
	comes on the loudspeaker.

					CALLER
			Ladies and Gentlemen.  This is
			Arnold Rowe, your caller for the
			second race at Belmont in New York.
			A mile and 1/8.  Four year olds and
			up.  And they're off!

	We see that the caller is Singleton, and that he's calling
	the race from a concealed booth next to the cashier's cage.

					CALLER
			Around the first turn it's a War
			Eagle first by a length, Jail Bate
			second by one and a half, Dancing
			Cloud third by a half on the
			outside, followed by Lucky Lady,
			Mojo, Wits' End and Bluenote.

	Lonnegan goes to the bar, orders a drink, and settles down
	at one of the tables.  It happens to be the one the Eirie
	Kid is at.  Gondorff and Niles watch it from the cashier's
	cage.

					GONDORFF
				(worried)
			That's not where we want him to sit.

	Eirie tries to ignore Lonnegan at first, but realizes he
	better make some conversation.

					EIRIE KID
			C'mon War Eagle.
				(to Lonnegan)
			That Dancing Cloud's a hell of a
			finisher.  War Eagle's gonna have
			to open up a little more on 'em.

					LONNEGAN
			You know anything about a horse
			named Bluenote?

					EIRIE KID
			Naw, he's never done much.  Probably
			in here just to round out the field.
			War Eagle's where you wanna have
			your money.

	Eirie excuses himself and heads for the bar.

					CALLER
			Into the clubhouse turn, it's War
			Eagle by two lengths, Dancing Cloud
			has moved up to second by a half,
			Lucky Lady is third by three
			followed by Jail Bait, Mojo,
			Bluenote and Wits' End.

	The heretofore chaotic energy of the parlor is now focused
	on the race.  Several of the patrons begin to yell for their
	horses.  Lonnegan remains seated.  He seems bored with it
	all.  Hooker comes over to clear some empty glasses from his
	table.

					LONNEGAN
				(out of the corner of
				his mouth)
			You really picked a winner, kid.

					HOOKER
			Give 'em a little time.

					CALLER
			Into the backstretch it's War Eagle
			still by a length, Dancing Cloud
			closing on the inside, is second by
			two, Lucky Lady is third by one and
			a half, followed by Bluenote, Jail
			Bait, Wits' End and Mojo.

	Lonnegan perks up just a little.  Bluenote, at least, has
	moved up.  The rest of the people in the place are really
	rooting now.  Few of them remain seated.

	Hooker arrives at the bar, with the glasses he cleared from
	Lonnegan's table.  Eirie is already there, fortifying
	himself with a scotch.

					HOOKER
			You're doin' great, Eirie.  He
			loves ya.

	Eirie nods, somewhat unconvinced, and heads bak to the table.

					CALLER
			Into the far turn, it's Dancing
			Cloud now by half a length, War
			Eagle is second by two, Bluenote is
			third by a half and moving fast on
			the outside.  Lucky Lady is fourth
			by four lengths, followed by Jail
			Bait, Wits' End and Mojo.

	Lonnegan is getting more intent now.

					CALLER
			Coming down the stretch, it's
			Dancing Cloud by one length, War
			Eagle and Bluenote are neck and
			neck by two.  Now it's Dancing
			Cloud, Bluenote and War Eagle.
				(shouting now)
			Dancing Cloud and Bluenote head to
			head...

	The place is going crazy.  Even Singleton is standing up to
	get the necessary excitement in his voice.

					CALLER
			Dancing Cloud, Bluenote.  Dancing
			Cloud, Bluenote.  It's Bluenote by
			a nose.  Dancing Cloud is second by
			two, War Eagle third by three and a
			half.  Time for a mile and 1/8,
			2:01 and 6/10 seconds.

	Most of the patrons collapse into their chairs like spent
	lovers.  Eirie slams his racing form to the floor.  Nobody
	had Bluenote.

					CURLY
				(tearing up his ticket)
			Bloody awful.  Who in blazes is
			Bluenote?

					LONNEGAN
				(to Eirie, very self-satisfied)
			War Eagle's where you want to have
			your money, huh?

	Eirie doesn't reply.  He can't believe Bluenote won.
	Lonnegan looks to Hooker.  Hooker gives him a wink.  For
	the first time, Lonnegan permits a smile.

								CUT TO:

	LONNEGAN AT THE CASHIER'S WINDOW

	Niles is counting out $16,000 to him (all of which Gondorff
	won the night before).  Gondorff looks somewhat perturbed.
	Lonnegan picks up the money and tauntingly waves it at him.

					GONDORFF
				(getting his name
				right this time)
			Don't bother to come back with a
			piker's bet like that again,
			Lonnegan.  We got a $5,000 minimum
			here.
				(to Hooker)
			Show this bum out.

	Hooker hesitates a second.

					GONDORFF
			Go on, ya goddamn ninny.

	Gondorff gives Hooker a hard shove in the back with his
	foot, sending him into a table and sprawling to the floor.

					GONDORFF
				(indicating Lonnegan's
				bodyguards)
			And tell him not to bring his
			garbage men in here no more.  This
			is a class joint.

	Hooker, pretending to be humiliated, gets to his feet and
	escorts Lonnegan to the door.  Lonnegan stops, gives Gondorff
	a derisive smile, and walks out.  Once he's gone, the
	general clatter and hubbub in the room cease, like it had
	been turned off by a faucet.  Most of the boost sit down and
	relax.  Curly Jackson rips off his Van Dyke.  It's been
	itching him.

					GONDORFF
			He's gaffed, kid.  He should start
			coming to you now.

								CUT TO:

	INT. COMB'S OFFICE AT THE CLEARINGHOUSE - DAY

	Combs sits passively on the edge of his desk glancing across
	the room every now and then at Riley, who is slumped uneasily
	in a folding chair, looking like a defendant at the
	Inquisition.  Both remain silent, like two men in a waiting
	room.  Suddenly, what they've been waiting for arrives.
	Lonnegan comes into the office, flanked by his bodyguards.
	Skipping the usual pleasantries, he walks right over to Riley.

					LONNEGAN
			All right, Riley.  What the hell
			happened?

					RILEY
				(not looking at him)
			We missed him.

					LONNEGAN
			You weren't hired to miss him.

					RILEY
			There wasn't any way he coulda
			known we was in there.  We made a
			clean pick on the lock and didn't
			leave no footprints in the hall.
			Somebody musta wised him up.

					LONNEGAN
			Yeh, and what does Cole say about
			that?

					RILEY
			I don't know.  He took it hard.

					LONNEGAN
			All right, get outa here.  You're
			outta work.

	Riley gets up and drags himself out the door like a whipped
	dog.

					LONNEGAN
			We'll put Salino on it.  I need
			somebody careful.

					COMBS
			Salino?  Why waste our best people
			on a small-time job like this?  It
			ain't no heavy gee we're after.
			The guy's a five and dime grifter.

					LONNEGAN
			Then why ain't he dead?

					COMBS
			They didn't think he'd be so cagey,
			that's all.  They'll get him next
			time.

					LONNEGAN
			Use Salino.  It'll take a little
			longer, but there won't be any
			holes in it.

	Combs gives up.  The second time's the charm.

					LONNEGAN
			And tell Cole I wanta see him when
			he gets in.

					COMBS
			He's not comin' in.  Not to get
			bounced off a job anyway.

					LONNEGAN
			He had his chance and all he did
			was shoot up a rooming house.  Made
			a lotte noise and woke up a few
			cops, but didn't hit nothin'.

	Combs keeps his mouth shut.  There's no way to talk to
	Lonnegan when  he's like this.

					LONNEGAN
				(cooling a little)
			This is Salino's job now, Vince.
			If Cole wants to muscle in on it,
			that's his business.  But he's
			breakin' the rules and when Salino
			finds out about it, I can't feel
			sorry for what's gonna happen to him.

								CUT TO:

	INT. LONNEGAN'S HOTEL - DAY

	The finest the period had to offer.  We pick up Hooker
	coming down the hall to Lonnegan's suite.  He is admitted by
	the Bodyguard.  Lonnegan, wearing a smoking jacket, is
	seated at a table counting a pile of money.  There are two
	other assistants standing behind him.  They don't look
	friendly.

					HOOKER
			Well, what did I tell ya?

					LONNEGAN
			You're a lucky man, all right.

					HOOKER
			Lucky, hell.  I could do it every
			day.

					LONNEGAN
			Why don't ya then.

					HOOKER
			'Cause it's better to do it all at
			once.
				(leaning close)
			We're puttin' down 400 grand next
			week.  At 5-1 we make 2 million.
			Twenty per cent of that is yours if
			ya stick with us.

					LONNEGAN
			You got a system, Carver?
	


					HOOKER
			You stayin' in or not?

					LONNEGAN
			I'm in.

					HOOKER
				(drawing up a chair,
				barely able to
				contain his enthusiasm)
			It's foolproof.  We got a partner
			downtown runs the central office of
			the Western Union.  Race results
			from all over the country come in
			there and go right across his desk
			on their way to the bookies.  All
			he does in hold them up a couple
			minutes until he can call us and
			get a bet down on the winner.  Then
			he releases the results to the
			bookies and we clean up on a race
			that's already been run.  It can't
			miss, unless the Western Union
			Dicks get onto it.

	Lonnegan is amazed.  He sits back a second, then comes
	forward again and pushes a pile of bills over to Hooker.
	Hooker smiles and begins to count the money.

					LONNEGAN
			You got the 400 grand yet?

					HOOKER
			Not yet, but...
				(stopping suddenly)
			Hey, there's only a grand here.

					LONNEGAN
				(more like a command)
			I think we oughta place another bet
			tomorrow.

					HOOKER
				(getting angry)
			What is this?  That's my money.
			You tryin' to muscle me?

					LONNEGAN
				(controlled)
			If your system's as foolproof as
			you say, you'll get even more.

	Hooker's in a jam and he knows it.

					HOOKER
				(after a pause)
			I gotta talk to me partner first.
			We can't afford to expose our game
			too much.

					LONNEGAN
			Let me talk to him.

					HOOKER
				(flatly)
			No.

					LONNEGAN
			You want your money back?  Try and
			get it in a court of law.
				(softening a bit)
			C'mon, don't be a sorehead.  I'll
			make it worth your while.  Migth
			even help ya finance the big play
			if this one works out.

	Hooker says nothing for a minute, and then reluctantly nods
	his head.

					HOOKER
			Four o'clock tomorrow.  Pick me up
			at Dewey Lyle's.

								CUT TO:

	EXT. LONNEGAN'S HOTEL - DAY

	We pick up Hooker coming out of the hotel and going off down
	the street.  As he does so, we pull back all the way across
	the street and through the interior of a parked car to
	reveal the silhouette of a man seated at the wheel.  We move
	to his right hand, which rests on the steering column.  It's
	covered by a black glove and the middle finger is missing.
	His trigger finger, however, taps lightly on the wheel.

								CUT TO:

	INT. AN INDOOR TELEPHONE BOOTH - DAY

	One of the old, wooden kind -- accordian doors with glass
	panes in the upper half.  Hooker dials rapidly.

					HOOKER
			Twist?  I told him the tale.  He
			wants to see ya.

					TWIST
			All right, when?

					HOOKER
			Tomorrow, after 4:00.  Stay inside,
			I'll come in and get ya.  And be
			hard on him for a while; he's
			talking money.

					TWIST
			Okay, Tootsie.

	Hooker blows a mock kiss through the phone and hangs up.  He
	turns to leave the booth, when suddenly he sees something
	that stops him cold.  There looking through the glass is the
	smirking face of Detective Synder.  Hooker is immobilized.

	Snyder puts his hand inside his coat and slowly draws out
	his gun.  He points it right at Hooker's face and then
	violently smashes all the glass in the upper half of the
	door with the barrel.  Fragments of glass spray into the
	booth, a couple of which imbed themselves in Hooker's cheek.

	Hooker quickly whips open the door, trapping Snyder's hand
	in the accordian and jarring loose his gun.  Hooker sprints
	out of the booth as Snyder scrambles for his pistol and
	gives pursuit.

	EXT. ALLEYS AND SIDESTREETS - NIGHT - THE TWO MEN

	We follow the two men up alleys and sidestreets as they race
	through the dregs of the city, two panting shadows moving
	through places that only get light at night.  The wind blows
	drops of blood off Hooker's cheek as he runs.  Snyder still
	has his gun, but would rather inflict pain than death.

	CONDEMNED BUILDING

	Hooker makes for a condemned building and scrambles up the
	stairs, steps giving way under him as he goes.

	INT. BUILDING

	On the fourth floor, he ducks into a room and quickly locks
	the door.

	We pan the room to reveal that the whole back side of the
	building is gone.  Hooker runs toward the ledge and leaps
	through the air, landing on the fire escape of an adjacent
	building, some 15 feet away.  He kicks in a window and goes
	off down the hall.  We cut back to

	Snyder furiously kicking in the locked door.  He finally
	crashes through, only to find an empty room and a beautiful
	panorama of the city and its nearest Hooverville.

								CUT TO:

	LONG SHOT - HOOKER

	Winding his way through the slum area of town, dashing along
	backstreets, over fences and through vacant lots, making
	good his escape.  From our angle, he looks like a rat in a
	maze.

					GONDORFF (V.O.)
			Why didn't you tell me about Snyder
			before?

					HOOKER (V.O.)
			I thought I'd lost him.

								CUT TO:

	INT. GONDORFF'S ROOM AT THE CAROUSEL BUILDING - DAY

	Hooker sits sullenly at the table.  Billie stands over him
	putting some ointment on his face to close the cuts.
	Gondorff looks on.  Their discussion continues.

					GONDORFF
			Well you found him again and we're
			gonna have to do somethin' about it.
			What else haven't ya been tellin' me?

					HOOKER
			Nothin'.  I told ya everything
			there is.

					GONDORFF
			Then why'd ya move outa your room?

					HOOKER
			It was too noisy.

					GONDORFF
			You can't play your friends like
			marks, Hooker.

	Hooker doesn't reply.  He knows Gondorff's on to him.

					GONDORFF
			You know how easy it'd be for one
			of Lonnegan's guys to nail you?

					HOOKER
			All we need is a couple days, Henry.
			A couple days and we'll get Lonnegan
			down and stomp on 'em.

					GONDORFF
			You just won't learn, will ya.
			Hell, you come in here, I teach you
			stuff maybe five guys in this world
			know, stuff most grifters couldn't
			do even if they knew it, and all
			you wanna do is run down a bullet.
				(pause)
			You're just like all them new jerks.
			Lotsa nerve and no brains.  And ten
			years from now when me and the
			others are through and you dumb
			guys are all dead there won't be
			one gee left who knows the Big Con
			was anything more than a way to
			make a livin'.

					HOOKER
			A couple days; that's all I'm
			askin'.  I can stay clear that long.

					GONDORFF
				(trying to be angry
				and failing)
			Christ, they'll probably miss you
			and hit me.

								FADE OUT.

	FADE IN:

	THE WIRE

								FADE OUT.

	FADE IN:

	INT. A SLEEPY DINER - LATE AFTERNOON

	Located across the street from Hooker's apartment building.
	Hooker sits down alone in a booth, with a plate of ham and
	eggs he's hardly touched.

	The two cuts on his face have pretty much stopped bleeding.
	A big fan above the counter area drones away lethargically,
	it's air stream insufficient to either cool the place or
	drive out the smell of onions and grease.

	A waitress, Loretta, emerges from the kitchen and ambles
	slowly over to Hooker's table.  Slim and raven-haired, she
	manifests an indifference bred from years spent delivering
	things to people who are rarely grateful for what she brings.
	Only a light scar on her left cheek hints at another side.
	


					LORETTA
			You done?

					HOOKER
			Yeh, I guess I shoulda had the meat
			loaf.

					LORETTA
				(deadpan)
			It isn't any better.

					HOOKER
			Where's June today?

					LORETTA
				(figuring up the bill)
			She don't work here no more.  I'm
			fillin' in for a couple days...
			till I can get a train outa here.

					HOOKER
			Where you goin'?

					LORETTA
				(putting the check
				down and walking away)
			I don't know.  Depends what train I
			get on.

	Hooker looks for some sign that she's putting him on.  He
	doesn't get it.  He takes out some money, drops it on the
	table and walks out.

								CUT TO:

	EXT. A WESTERN UNION OFFICE - LATE AFTERNOON

	A truck with the words CLAYTON BROS., CUSTOM PAINTING AND
	DECORATING stenciled on the side, is parked out front.  Two
	men, wearing overalls and painter's caps, walk into the
	office to the reception counter, we see that they are Twist
	and Singleton.

					TWIST
				(to the receptionist)
			Excuse me.  We're here to paint Mr.
			Harmon's office.

					RECEPTIONIST
				(obviously not
				expecting them)
			Mr. Harmon's office?  Hold on just
			a second.
	


She goes to get Mr. Harmon.

								CUT TO:

	EXT. THE SLEEZY DINER - LATE AFTERNOON

	Hooker is standing on the curb outside the diner, obviously
	waiting for somebody.  Lonnegan's car pulls up and Hooker
	hops in the back.

					LONNEGAN
			What happened to your face?

					HOOKER
			Had a little fight with a raggle
			down on 13th.  She got me with her
			ring.

	Lonnegan laughs.

								CUT TO:

	INT. THE WESTERN UNION OFFICE AGAIN - LATE AFTERNOON

	Mr. Harmon is looking over the authorization papers that
	Twist and Singleton have given him.  He can't find anything
	wrong with it.

					HARMON
			Brigham signed it all right.  I
			can't understand why he didn't tell
			me.

					SINGLETON
			Ah, he's like all them supervisors.
			They think they're too good for
			regular people.  He says he was in
			here a while ago and the place was
			a mess.

	Harmon looks around, hoping it's not true.

					TWIST
			We'll try and hurry so we don't
			keep you out of your office too long.

					HARMON
			Why can't I work with you in there?

					SINGLETON
			Look pal, we gotta cover the floor,
			the furniture, everything, so we
			don't spill on nothing.  Now if you
			wanta sit in there with a tarp over
			your head, you're welcome to it.

					HARMON
			All right, how long will you be?

					TWIST
			Hour or two at the most.  We do
			good work.

	Harmon is resigned.  Twist and Singleton pick up their gear
	and march into the office.  Once inside, we notice that the
	office has an exit door which opens to an outside alley.
	Twist immediately removes his overalls, revealing the suit
	and tie he's wearing underneath.  He takes out a picture of
	himself, a woman and three small children, and puts it on
	Harmon's desk, replacing a similiar picture of Harmon's
	family.  Singleton, meanwhile, has spread a few tarps and
	begins to paint the walls.

								CUT TO:

	EXT. THE WESTERN UNION OFFICE - LATE AFTERNOON

	Lonnegan's car pulls up and stops across the street.

					HOOKER
			We'll go to the side door.

	We follow Hooker and Lonnegan across the street to the side
	entrance which opens into:

	INT. HARMON'S OFFICE

	Hooker knocks and Twist, of course, answers.

					HOOKER
			Les, I got Mr. Lonnegan with me.
			He wants to see you a second.

					TWIST
				(irritated)
			What the hell's the matter with you.
			We coulda met at a club or somethin'.

					HOOKER
			I thought it might be good for him
			to see the setup.

					TWIST
				(hushed)
			Well we can't talk in here.  They're
			having the place painted.

	Twist walks over to the intercom on his desk.  He leaves the
	door open so that Lonnegan can get a good look at the
	office, Twist's picture in it, the painter, etc... Lonnegan's
	not missing any of it.

					TWIST
				(talking into the intercom)
			Miss Barnes, I'm going home a
			little early today.  Tell anyone
			that calls that they can reach me
			here in the morning.  Thank you.

								CUT TO:

	INT. FRONT OFFICE

	Harmon's secretary at the other end of the intercom.  Mr.
	Harmon is with her.  They look at each other a second and
	Harmon decides he better see what's happening in his office.
	He opens the door to find it empty except for a pile of
	painting equipment and one haphazardly painted wall.

								CUT TO:

	INT. A DILAPIDATED CHINESE RESTAURANT - EVENING

	Dark and somewhat foreboding, its peeling dragons and shoddy
	lanterns compete for space with the many slot machines and
	arcade games that line the walls.  Hooker, Lonnegan and
	Twist sit at one of the more secluded tables.  They are not
	eating.

					TWIST
			Can't do it.  There're telegraph
			inspectors all over the place.  I
			got 750 grand coming in from the
			coast, and I'm not gonna blow it
			for a lousy 14 gees.  We'll get
			somebody else to do our betting.

					LONNEGAN
			I could come up with 750 grand in a
			day if I had a reason to.

					TWIST
			But who says you will.  I got a guy
			I can depend on.  He's liquidating
			everything he has for this.  You
			wouldn't even give Carver his money
			back.

					LONNEGAN
			I need more proof, that's all.
			Anybody can get lucky once.

					TWIST
				(stubbornly)
			On a 6-1 shot?  The hell with ya.
			We'll keep the deal we got.

					LONNEGAN
			If it works again tomorrow, I'll
			have a half million in cash here by
			noon the next day.  We split 60-40.

					TWIST
				(feebly, beginning to break)
			We were getting 50 from our guy.

					LONNEGAN
			With 20% coming off the top for me
			laying your bet.  Either way you
			end up with 40.

	Twist hesitates.

					LONNEGAN
			A week's a long time, friend.
			Anything can happen.  All of it bad.

					HOOKER
			He's right, Les.

					TWIST
			Yeh, and what if we play tomorrow
			and he doesn't come up with the
			money.  We risk our whole operation
			for nothing.  I'll say when we make
			our bets.

					LONNEGAN
			Not if you want me to keep makin'
			'em for ya.
	


					HOOKER
			And what do we know about your guy.
			He says a week, but who knows if
			it's a month?  Lonnegan here's a
			banker.  He can get that dough with
			no questions asked.

	Twist says nothing for a minute, then:

					TWIST
			All right.  Be at the booth at 1:00.
			I'll give you all three places this
			time, Lonnegan.  That better be
			proof enough.

	Hooker and Lonnegan smile at each other like life-long
	friends.  They get up to leave, and we frame the shot with a
	coffee cup large in the foreground.  As they go out the
	door, a black-gloved hand with four fingers enters the frame
	and puts a nickel down next to the cup.

								FADE OUT.

	FADE IN:

	THE SHUT-OUT

								FADE OUT.

	FADE IN:

	INT. A DOWNTOWN DINETTE - MORNING

	Snyder finishes a donut and a cup of coffee, puts down a
	dime for the lot and exits.  We follow him down the street:

	EXT. STREET

	To a corner newsstand, where he stops to buy a morning paper.
	As he peruses it, he's approached by two large, clean-cut
	men in white skimmers.

					MAN
			Are you Lieutenant William Snyder?

					SNYDER
			I don't know, what's up?

					MAN
			F.B.I... The Captain'd like a few
			words with ya.  Ya got a couple
			minutes?

					SNYDER
				(completely floored)
			Yeh, sure.

	The two men show him to a waiting car.

								CUT TO:

	INT. AN ABANDONED WAREHOUSE - DAY

	Snyder stands in the middle of a dusty old machine room,
	surrounded by four or five Federal Agents.  Visible around
	the room are several folding cots and portable lockers.  The
	agents have obviously been quartered here temporarily.  They
	all wear white skimmers, save for one, a portly man, Captain
	Polk, who paces the room smoking.  There is something long-
	suffering about him, as if he wondered how he ever got in a
	service that thought white skimmers were classy.

					SNYDER
			What is this?  I got work to do.

					POLK
			Sit down and shut up, will ya.  Try
			not to live up to all my
			expectations.
				(not in the mood to
				screw around)
			We were told you know a hustle
			artist named Johnny Hooker.

	Snyder doesn't answer.

					POLK
			Do ya know him or don't ya?

					SNYDER
			Yeh, but I don't know where he is.

					POLK
			Well we do.  He's chummin' around
			with a Big C named Henry Gondorff.
			Ring any bells?

					SNYDER
			Sure.  Every bunco man in the
			country knows Gondorff.

					POLK
			There's word he's gonna run a con
			on the North Side here.  We got a
			year-old Florida warrant on him,
			but it's a thin beef, and he can
			beat it in court unless we catch
			him cold.  All we want you to do is
			pick up Hooker for us.

					SNYDER
			Why don't you pick him up yourself?

					POLK
			Cause the stoolies are used to
			street dicks jumpin' him.  If word
			gets around that Feds are in on it
			too, Gondorff'll fold up the whole
			thing.

					SNYDER
			Wouldn't that be too bad.  You'd
			hafta move outa this nice office ya
			got.

					POLK
				(enraged)
			Don't crack wise to me, flatfoot.
			I spent a lotta time in dumps like
			this, eatin' Gondorff's dust while
			the bunco squad gets rich tippin'
			him off.  But it's not gonna happen
			this time.  We're not even gonna
			let the police know we're here.  If
			you keep your mouth shut and do a
			job, there'll be a promotion in it
			for ya.  And you better take it,
			cause I can make ya work for us
			without it.

					SNYDER
			What the hell good is Hooker to ya?

					POLK
			He's gonna set up Gondorff for us.

					SNYDER
			He'll never do it.

					POLK
				(self-satisfied)
			I think he will.

								CUT TO:

	INT. DRUGSTORE - DAY

	Lonnegan sits by the phone, watching the clock and sipping a
	cup of coffee.

								CUT TO:

	INT. THE STORE - DAY

	Specifically, the small room from which Singleton does his
	race broadcasts.  Singleton, himself, is hunched over the
	ticker machine, reading the print-out.  Billie sits at the
	microphone table with a pencil and pad, ready to write.

					SINGLETON
			Visitation is still up by two at
			the three-quarters.  Single Action
			second, Fasanella third.

					BILLIE
			What's the line on Visitation?

					SINGLETON
				(checking further up
				on the print-out sheet)
			7 to 2.  That ain't bad.

					BILLIE
			He'll probably fall down.

	Gondorff appears at the doorway.

					GONDORFF
			How ya doin'?

					SINGLETON
				(eyes still glued to
				the ticker)
			Nothin' yet.  I got a good one on
			the lead at Hialeah, but he's fadin'.

					BILLIE
			Best we had was Cat's Eye in the
			second at Del Mar, and he was only
			5-2.  Not many longshots comin' in
			today.

					SINGLETON
				(excited)
			Billie.  You ready?

	Billie prepares to write on her pad.

					BILLIE
			Yeh, go ahead.

					SINGLETON
			At the finish, it's Single Action
			by two, Fasanella second, Visitation
			third.
				(reading up the sheet again)
			Line on Single Action... 3 to 2.
			Hell with it, that's no good.

	Billie crumples up the piece of paper she's been writing on
	and chucks it in a wastecan.

					GONDORFF
			We don't need big odds on this one,
			J.J.  Take anything you get at 3-1
			or better.

	Gondorff leaves the room, as Singleton turns back to his
	vigil at the ticker.

					SINGLETON
				(a little weary)
			Okay, the Fairfield Stakes at Santa
			Anita.  Mile and a quarter for 3
			year olds and up.

								CUT TO:

	THE FLOOR AREA OF THE STORE

	Everyone is in his place as before.  Today, however, Curly
	Jackson is playing the part of the aging sport.

	Well scrubbed and clean shaven, he cuts a dashing figure in
	his blue blazer and white pants.  We go to Gondorff in the
	cashier's cage.  He's talking to Niles, who's busy handing
	out fake bankrolls to members of the boost.

					GONDORFF
			He's gonna hit ya with 20 grand,
			Eddie.  How much cash we got?

					NILES
			Not enough to cover a bet that big.

					GONDORFF
			Get a couple extra guys in the
			line, then.  We'll give him the
			shut-out.

	Niles nods.

								CUT TO:

	INT. DRUGSTORE - DAY

	Lonnegan is still waiting.  He takes the 20 grand out of his
	coat pocket and thumbs through it, just to make sure it's
	all there.

								CUT TO:

	INT. THE STORE - DAY

	Singleton and Billie at the ticker again.  Billie looks a
	little sleepy.  Singleton is obviously involved with the
	progress of a race.

					SINGLETON
			Okay, Billie, here we go.

	Billie snaps to and prepares to write as Singleton reads.

					SINGLETON
			At the wire it's Wrecking Crew the
			winner by five, Grand Theft second,
			Wingless third.
				(reading up)
			Wrecking Crew was...4 to 1.
				(ripping the sheet
				out of the ticker)
			That's our boy.

	Billie and Singleton hustle out of the room.

	EXT. ALLEY

	We follow Billie through the store and across the alley to
	the building from which Twist keeps his lookout.

								CUT BACK TO:

	INT. THE STORE

	Gondorff, holding the ticker sheet Singleton has given him,
	emerges from the office and starts giving instructions to
	the boost.

					GONDORFF
			All right, Furey, your horse is
			Wingless.  Paltrow, the Big Alabama
			and Phillips'll take Grand Theft.
			Rodgers and Eirie have Wrecking
			Crew.  Jackson -- His Dandy,
			Cowan -- Change of Heart, Fiskin
			and Chappie -- Made to Order.
				(pointing to the
				Eirie Kid)
			Eirie, he gets a bang outa seein'
			you lose, so we oughta use that on
			'em.  If you play the birds of a
			feather routine we worked on, it
			should steam him up pretty good.
			You think you can handle that?

					EIRIE KID
				(a little nervous)
			Yeh, sure.

					GONDORFF
			O.K., you guys in line take your
			time, and I wanta see lotsa joy on
			Wrecking Crew.

								CUT TO:

	INT. TWIST'S ROOM - DAY

	Billie enters and gives Twist the piece of paper she wrote
	the race results on.  He picks up the phone and starts to
	dial.

								CUT TO:

	INT. DRUGSTORE - DAY

	The phone rings and Lonnegan answers it.

					VOICE
			Wrecking Crew at 4-1, Grand Theft
			to place, Made to Order to show.

	Lonnegan smiles and hangs up the phone.

								CUT TO:

	INT. THE STORE - DAY

	Lonnegan's in line at the betting window.  There are four
	people in front of him this time, and they are moving rather
	slowly.  The "Last Flash" call is heard on the speakers.

					LONNEGAN
				(getting impatient)
			C'mon, let's hurry up there.

	The man at the head of the line turns around and gives
	Lonnegan a chilling look, as if he were beneath contempt.
	He puts down $25,000 on Grand Theft.  The next man in line
	plunges down $30,000 on Wrecking Crew.

	Just as Lonnegan is about to step to the window, Gondorff
	gives a quick signal to Singleton.  The speakers come on.

					CALLER
			Ladies and Gentlemen, this is
			Arnold Rowe, your caller for the
			$100,000 Fairfield Stakes at
			Hollywood Park in Los Angeles.  A
			mile and 3/8 for three year olds
			and up.  And they're off!

					LONNEGAN
				(counting out his money)
			Twenty-thousand on Wrecking Crew.

					NILES
			I'm sorry, sir.  We can't take bets
			after the race is started.

	He points to a sign above the window, which says exactly
	that.  Lonnegan grabs up his money in disgust.

					GONDORFF
			Don't take it so hard, pal.  You
			probably woulda lost it.

	Lonnegan wanders over to the bar in a funk.

					CALLER
			And around the first turn it's
			Wrecking Crew by a half length,
			Grand Theft second by one, His
			Dandy is third by one half, followed
			by Change of Heart, Back Flip, Made
			to Order and High Ground.

	The assembled patrons are once again thoroughly involved in
	the race.  Eirie comes up to Lonnegan at the bar.

					EIRIE KID
			Who you got?

					LONNEGAN
				(half-heartedly)
			Wrecking Crew.

					EIRIE KID
			Me too.  Maybe it's our day.

	Lonnegan nods and wanders away.  Hooker comes over to him.

					HOOKER
			What happened?

					LONNEGAN
			I didn't get the bet down in time.

					HOOKER
				(pissed)
			Oh, Jesus.

								CUT TO:

	INT. STORE OFFICE

	Gondorff and Niles, back in the office.

					NILES
				(looking out at the floor)
			Looks like he's sulking.

					GONDORFF
			If we're lucky, this'll bring him
			back stronger than ever.

								CUT TO:

	THE FLOOR

					CALLER
			Coming for home, it's Wrecking Crew
			by six lengths, Made to Order is
			second by two and a half, High
			Ground is third by a length and
			Grand Theft is coming fast on the
			rail.  It's Wrecking Crew, Made to
			Order and Grand Theft.  Wrecking
			Crew wins it by five lengths, Grand
			Theft is second by a nose, Made to
			Order is third by two.  Time for
			one and 3/8 mile, 2:11 and 4/10
			seconds.

	Eirie explodes in a joyous frenzy.  He grabs Lonnegan by the
	shoulders and shakes him.

					EIRIE KID
			We won!  We won!  You hear that!  I
			won 30,000!  You hear that!

	Yeh, Lonnegan heard that.  Lonnegan shakes loose, grabs his
	coat and heads for the door.

	EXT. ALLEY - DAY

	He finds Hooker waiting for him outside.

					LONNEGAN
			Tell your friend I'll have the
			money here by post-time tomorrow.
			We'll take the first race where the
			odds are 4-1 or better.  And make
			sure I can get to that window this
			time.

					HOOKER
			How am I gonna do that?

					LONNEGAN
				(coarsely)
			I don't know, figure something out.

	Lonnegan storms across the street to his waiting car and
	drives off.  Hooker relaxes into a smile.  He's already
	figured something out.

								CUT TO:

	INT. SLEEZY DINER ACROSS FROM HOOKER'S APT. BLDG. - EVENING

	Hooker sits at the counter finishing a plate of meat loaf.
	Loretta is down at the cash register, leaning on the counter,
	looking idly out into space.  Hooker glances over at her
	every once in a while to see if she might be interested in
	striking up a little conversation.  She's not.  He finishes
	his meal and comes down to the register to pay his bill.

					HOOKER
			Meat loaf, apple pie and a cup of
			coffee.

					LORETTA
				(ringing it up)
			Sixty-five.

	Hooker gives her a dollar.  She goes to the register for
	change.

					HOOKER
			What time you get off work here?

					LORETTA
			2:00 A.M.

					HOOKER
			You doin' anything tonight?

					LORETTA
				(handing him his change)
			Yeh, sleepin'.

	Hooker figures that's enough of that.  He pockets his change
	and starts out the door, when suddenly he stops short.

	EXT. STREET

	Across the street in a doorway is the silhouette of a man.
	It's Cole.  He's pretending not to look at the diner, but
	Hooker isn't fooled.

	INT. DINER

	He goes back to Loretta at the register.

					HOOKER
			You got a back door to this place?

					LORETTA
			No.  What's wrong with the front?

					HOOKER
				(urgently now)
			Look, I don't have time to fuck
			around.  There's somebody out there
			I don't need to see.  You got a
			fire escape or anything?

					LORETTA
			No.

					HOOKER
			All right, do me a favor.  Go into
			the bathroom, open the window and
			wait for me there.

					LORETTA
			What the hell for?

					HOOKER
			Just do what I tell ya and
			everything'll be jake.

	Cracks of concern begin to appear in Loretta's marble.

					LORETTA
			What does this guy want?

					HOOKER
				(evenly)
			He'd like to kill me.

	Loretta just looks at him a second.  Realizing that this is
	no joke, she turns and walks slowly but steadily to the
	bathroom.  Hooker waits until she's out of sight.

	EXT. STREET

	Hooker goes to the front door and steps outside.  Cole looks
	up at the sound of the door.  Hooker makes a big show of
	spotting him, and runs back into the diner.  Cole, his cover
	blown, draws his gun and races across the street in pursuit.
	Arriving just in time to see --

	INT. DINER

	Hooker go into the bathroom, he charges in after him, only
	to find the place empty.  He goes quickly from stall to
	stall, on the chance that Hooker might be hiding in one of
	them.

	He comes to one that's closed, and seeing a pair of woman's
	legs under the door, rejects that, and moves on to the next
	one.

	We cut inside the stall to reveal Loretta sitting on the
	toilet with her skirt hiked up.  Right behind her, crouched
	on the back of the seat, is Hooker.

	Cole has finished his rapid inspection now, and having found
	nothing, looks around for Hooker's probable escape route.
	He sees the open window and climbs out to find himself in a
	small air shaft, from which he knows Hooker could not escape.
	Hooker, seizing the time, bursts out of the stall and runs
	back out through the diner.  Cole sees him, but too late to
	get off a shot.  He climbs back in the window and gives chase.

	EXT. STREET

	We pick up Hooker barreling down the street with Cole a
	hundred yards or so behind.  Hooker makes a sharp cut into
	an alley, and we see immediately that it's a hopeless dead
	end.  Inexplicably, he makes no attempt to run back out.

	Cole draws up and cuts into the alley, anticipating the kill
	which should be easy now.  He prepares to sight down his
	victim, when suddenly he realizes there is no victim in
	sight.  Hooker, miraculously, has vanished.  Cole scans the
	alley frantically for some trace of him.  There are no
	windows or doors at the street level.  Not even a drain pipe.
	Just brick wall.  It's impossible.  Hooker has disappeared
	into thin air.

	Cole slams his gun into his shoulder holster with a curse,
	and starts back out of the alley, when all of a sudden he
	stops in utter terror.  His mouth drops open and he chokes
	out the words:

					COLE
			Salino, hey look.  I didn't mean to
			move in on...

	Before anything else can come out, two bullets rip into his
	chest.  He falls to the concrete, coming to rest on a
	manhole cover, which we notice is slightly ajar.  We:

								CUT TO:

	THE SEWER PIPES

	Beneath the manhole.  We see Hooker making his way through
	the slop, having gained another reprieve, but unaware that
	with two down, there is still one to go.

								CUT TO:

	INT. HOOKER'S APARTMENT BUILDING - EVENING

	Hooker comes in the front entrance and goes to the elevator,
	one of the old-fashioned kind with the iron grid on the
	inside.  He's still a little rattled and waiting for the
	elevator is making him restless.  It finally arrives, and he
	steps inside, closing the grid behind him.  As he starts to
	push the button for his floor, he realizes for the first
	time that he's not alone.  He looks to the corner to find
	Snyder, holding a gun on him.  This time there's not much
	doubt that he'll use it if necessary.

								CUT TO:

	INT. THE ABANDONED WAREHOUSE - EVENING

	Snyder brings Hooker into the crate room where Capt. Polk
	and the other Agents are waiting.  Polk, as usual, has his
	coat off, revealing his shoulder holster.

					POLK
			Hello, Mr. Hooker.  Captain Polk,
			F.B.I...
				(shoving a chair over
				to him)
			Have a seat.

	Hooker remains standing.

					POLK
				(ignoring it, drinking
				from a cup)
			You want a drink or something?

					HOOKER
			No.

					POLK
			We want to talk to ya about Henry
			Gondorff.

					HOOKER
			Don't think I know him.

					POLK
			Well give yourself a couple seconds,
			crumb.  You wouldn't wanna lie to
			me.  Lt. Snyder here says you done
			a lotta griftin' in this town.

					HOOKER
			Lt. Snyder doesn't know shit.

	Capt. Polk almost laughs, but he checks it.

					HOOKER
			You got nothin' on me.

					POLK
			We'll get it, and if we can't,
			we'll just make it up.  Grand
			larceny, extortion.
				(with special emphasis)
			Counterfeiting, anything you want.

	Hooker says nothing, but it's not from defiance now.  He's
	beginning to get the picture.

					POLK
			Look, I got nothin' against you,
			but you're in trouble here.  All
			you gotta do is tell us when
			Gondorff's gonna play his chump.
			We come in at the sting, make the
			pinch, and you walk out free as a
			bird.  No questions, no court
			appearance, nothing.

					HOOKER
			No.
	


					POLK
			You've already done time twice, and
			judges don't like three time losers.
			You wanna sit in the can for forty
			years, startin' tonight?

					HOOKER
			I'll make parole.

					POLK
			Like hell.  You won't even get a
			review till you're seventy.  And if
			the board starts to go soft, we'll
			let ya out in the yard some night
			with a hard-nose young bull who'll
			put fifty slugs in your face and
			ask what you were doin' there later.

	Hooker wants to come back with something, but can't find it.

					POLK
			Don't be a sap, kid.  You could
			save us a little trouble.  But
			Henry Gondorff is through whether
			you help us or not.  There's
			nothin' left to do now but save
			yourself.

	Hooker's thoroughly whipped.  He sits down for the first time.

					HOOKER
				(softly)
			Will you wait until the chump is
			played?

					POLK
			Hell yes.  We don't care about the
			mark.  He deserves what he gets.

					HOOKER
				(with heat)
			I mean completely played.  Until
			he's beat and the score is taken.
			You come in before we beat him and
			I'll kill him.  You'll have a tough
			time explaining that, won't ya.

					POLK
			All right, Hooker, but you take it
			on the lam, and we'll shoot you
			down on sight.

					HOOKER
				(barely audible)
			Just as long as I get to finish the
			play.

								CUT TO:

	INT. GONDORFF'S ROOM - NIGHT

	Gondorff and Hooker are playing gin rummy and drinking.
	Gondorff makes little comments as he plays, but Hooker is
	quiet and withdrawn.  The carousel is not in operation and a
	heavy silence hangs over the place.

					GONDORFF
			What's the matter, kid?  You're not
			sayin' much.

					HOOKER
			Just a little nervous, that's all.

					GONDORFF
			Luther always told me to bite my
			toenails when I get nervous.  You
			see yourself doin' that and you
			realize it ain't worth it.

	Hooker smiles feebly.

	Billie appears at the door.

					BILLIE
			Things are a little slow tonight,
			Henry.  I wanna open the round for
			the girls.

	Gondorff takes out a set of keys and tosses them to her.
	She leaves to go start the merry-go-round.  Gondorff settles
	back into the game.

					GONDORFF
			Take it easy, you won't lose him
			now.  We had him 10 years ago when
			he decided to be somebody.  Believe
			me, I've seen enough to know.

					HOOKER
				(softly)
			How many guys you conned in your
			life, Henry?

					GONDORFF
			Two or three hundred I guess.
			Sometimes played two a day when I
			was in Shea's mob.  We had it down
			to a business.
				(pause)
			'Course Chicago was a right town
			then.  The fix was in.  The dicks
			took their end without a beef.  All
			the Wall Street boys wanted to make
			investments for us.  Even had marks
			looking us up, thinkin' they could
			beat the game.
				(pause)
			Yeh, kid, it really stunk.  No
			sense in bein' a grifter if it's
			the same as bein' a citizen.

	Gondorff chucks his cards on the table.  He's through for
	the night.

					GONDORFF
			I better do some packin'.  I'm
			gonna be a hot number again after
			tomorrow.

					HOOKER
			Then why you doin' it?

					GONDORFF
			Seems worthwhile, doesn't it?
			Maybe it's just for the cave-in on
			Lonnegan's face when we put in the
			sting.

	That's good enough.  Hooker gets up to leave.

					HOOKER
			Henry.

					HOOKER
			Yeh.

					HOOKER
				(apologetically)
			I appreciate your stickin' your
			neck out.  I wouldn't have asked ya
			if it weren't for Luther.

					GONDORFF
			Ain't nothin' gonna make up for
			Luther, kid.
				(pause)
			Revenge is for suckers.  I been
			griftin' 30 years and never got any.

	Hooker just nods and walks out the door.

	INT. CAROUSEL

	We follow him past the Carousel which is now full of giggling
	prostitutes in various stages of undress.  Their childish
	frolicking is charming from a group usually so jaded, but
	it's lost on Hooker tonight.

								CUT TO:

	EXT. A CITY STREET - NIGHT

	It's late now and the street is deserted save for an
	occasional derelict or streetwalker on her way home from a
	night's work.  We pick up Hooker coming down the street
	toward his apartment building.  He walks slowly, almost
	reluctantly, as if he didn't care whether he ever got there
	or not.

	As he nears his building, he notices Loretta coming out of
	the diner across the street.  He stops and watches as she
	looks up and disappears into an adjacent building that
	advertises rooms for rent.  After a few seconds, we see a
	light come on in one of its second story windows.

	Hooker just stands there a second, debating with himself,
	trying to figure out a reason for doing what he's going to
	do anyway.  We follow him across the street to Loretta's
	building and:

	INT. LORRETA'S

	He goes up the stairs to the room where the light came on.
	He passes a couple of derelicts on the way.  He knocks twice
	and Loretta answers in her bathrobe.  She is more than a
	little startled to see him.

					LORETTA
			Looks like he missed ya.

					HOOKER
			Yeh, this time anyway.

	Loretta notices an old busybody peeping out at them from her
	room across the hall.

					LORETTA
			Good night, Mrs. Hillard.

	Mrs. Hillard quickly closes her door.

					HOOKER
				(shuffling a little)
			I, ah...thought you might wanna
			come out for a while.  Maybe have a
			drink or somethin'.

					LORETTA
			You move right along, don't ya.

					HOOKER
				(with more innocence
				than confidence)
			I don't mean nothin' by it.  I just
			don't know many regular girls,
			that's all.

					LORETTA
			And you expect me to come over,
			just like that.

					HOOKER
			If I expected somethin', I wouldn't
			be still standin' out here in the
			hall.

	Loretta looks at him carefully.  She knows it's not a line.

					LORETTA
				(with less resistance now)
			I don't even know you.

					HOOKER
				(slowly)
			You know me.  I'm just like you...
			It's two in the morning and I don't
			know nobody.

	The two just stand there in silence a second.  There's
	nothing more to say.  She stands back and lets him in.

								CUT TO:

	INT. GONDORFF'S ROOM - NIGHT

	A record spinning lazily on an old phonograph.  We hear
	Robert Johnson's "Come On In My Kitchen." Gondorff is
	sitting up in bed, with his hat on, lost in thought.  Billie
	is curled up asleep next to him.  There's a packed suitcase
	next to the bed.  Billie wakes up and turns over a second.
	


					BILLIE
			C'mon, Henry, knock off.  You've
			done everything you can.

	Gondorff nods his agreement like a zombie and goes right on
	thinking.

								CUT TO:

	LORRETA'S ROOM

	Hooker and Loretta are asleep against each other, their
	bodies illuminated every few seconds by the light from a
	neon sign across the street.  We dolly to the window and
	move in on another window in the building next door.  There's
	no light on in it, but we can discern the basic outline of a
	face behind the curtains, which are slightly parted to
	afford a view of Hooker's room by a black-gloved hand.

				"I said come on in my kitchen
			Cause it's gonna be rainin' outdoors."

	Music ends.

								FADE OUT.

	FADE IN:

	THE STING

								FADE OUT.

	FADE IN:

	We open on Hooker in bed, the morning sun streaming in on
	his face.  He awakens slowly, looks at the ceiling for a
	second and, remembering last night, turns to the side to
	find that Loretta is no longer there.  Still drowsy, he gets
	out of bed and looks around the room for a note or some
	evidence of her continued presence.  He opens an empty
	closet, then opens empty drawers.  Finding nothing, he
	suddenly hits on another possibility, and looks in his
	wallet.  The money is still there.  Almost disappointed, he
	slumps down in a chair, as the harsh reality of what will
	happen this day floods back in on him.  Music begins and we:

								CUT TO:

	INT. AN UNKNOWN LOCATION - DAY

	We see the black-gloved hand opening a small wooden box.
	Wrapped inside is a shiny black revolver, at this point in
	two pieces.  The hand reaches in and takes them out.

								CUT TO:

	INT. THE SLEEZY DINER - DAY

	Hooker is poking at a plate of waffles and sausage.  The
	waitress on duty is not Loretta and Hooker has noticed.

								CUT TO:

	INT. GONDORFF'S ROOM - DAY

	Gondorff is standing in front of the bathroom mirror,
	putting on his tuxedo.  He goes to his dresser, pulls out a
	very small gun and tucks it in his cummerbund.

								CUT TO:

	THE GUNNMAN'S ROOM AGAIN

	The hand swirls a pipe cleaner inside the barrel of the
	revolver and picks some lint out of the chamber.  He then
	screws the barrel onto the body.  This is all seen in closeup.

								CUT TO:

	HOOKER'S ROOM AGAIN

	Hooker now has his tuxedo on.  He takes two small rubber
	bladders out of a drawer and puts them in his pocket.

								CUT TO:

	INT. LONNEGAN'S SUITE - DAY

	Lonnegan paces nervously around the room, looking at the
	clock.  Obviously waiting for something, he's getting
	extremely impatient.

								CUT TO:

	THE GUNNMAN'S ROOM AGAIN

	We watch the hand carefully loading bullets into the chamber
	of the revolver.

								CUT TO:

	INT. THE CAROUSEL BUILDING - DAY

	Gondorff emerges from his room carrying his suitcase.  He
	stops and looks up at the mezzanine where Billie is standing.
	They smile sadly at each other and give a simple wave,
	having done this too many times to get sentimental about it
	now.  Gondorff walks out of the building.

								CUT TO:

	HOOKER'S ROOM AGAIN

	Hooker is busily stuffing all his possessions in a paper
	bag, lumping clothes with food, records and toilet articles.

								CUT TO:

	LONNEGAN'S SUITE AGAIN

	Lonnegan goes to the door to admit Floyd and two assistants,
	one of whom carries a large brief case.  Lonnegan takes the
	brief case to a table and opens it.  Inside is a half
	million dollars in cash.

								CUT TO:

	INT. THE GUNNMAN'S ROOM AGAIN

	We see the hand putting a silencer on the revolver.  The
	gunman puts the revolver up to his eye to check the alignment
	and for the first time we see the face that goes with the
	hand.  It is fully as menacing as we had imagined: Broad,
	flat nose, thick cracked lips, narrow eyes and cauliflower
	ears.

								CUT TO:

	HOOKER'S ROOM AGAIN

	Hooker is on the phone now.

	INT. WAREHOUSE

	We see that he's talking to Captain Polk.  Snyder listens
	also.

	HOOKER'S ROOM

	Hooker finishes the conversation, hangs up and goes to take
	one last look at himself in the mirror.  Finding everything
	in order, he grabs up his sack of possessions and leaves the
	room.

	EXT. HOOKER'S APARTMENT

	We pick him up emerging from the building, and follow him
	around the corner to a secluded alley which he generally
	takes on his way to the store.  As he walks along, he
	notices Loretta coming toward him from the other end.  She's
	wearing a coat, obviously on her way somewhere.  As she
	comes closer, we move to reveal the gunman appearing suddenly
	in the alley behind and to the right of Hooker.

	EXT. ALLEYWAY

	The gunman quickly takes out his revolver, braces it in the
	crook of his hand, and takes careful aim.  Loretta sees him.
	The gunman fires.  Loretta falls dead on the asphalt.

	Hooker spins around in confusion.  The gunman moves quickly
	toward him.  Hooker starts to back up but the gunman stops
	when he gets to Loretta.  He kicks her over to reveal a gun
	under her body.

					GUNMAN
			She was gonna kill ya, kid.

	Hooker is stunned.  He can't believe it.

					GUNMAN
				(dragging the body
				over behind a trash can)
			Her name's Loretta Salino.
			Lonnegan's people set her up in the
			diner.  C'mon, let's get outa here.

	Hooker wants to stay and try to figure it all out, but the
	gunman drags him away.

								CUT TO:

	INT. THE ABANDONED WAREHOUSE - DAY

	Polk, Snyder and several federal agents are busy putting on
	their shoulder holsters, and checking their weapons.

					POLK
				(to Snyder)
			Whoever Gondorff's playin' for is
			bound to be a wheel.  As soon as
			we're inside, I want you to get the
			guy outa there as fast as possible,
			before the reporters show up.  We
			can't afford to embarrass any big
			shots.

	Snyder nods.

								CUT TO:

	EXT. LONNEGAN'S HOTEL - DAY

	Lonnegan, carrying the brief case personally, is seen
	getting into his limousine.  Four assistants get in with him.

								CUT TO:

	INT. THE STORE - DAY

	Gondorff enters the store carrying his suitcase.  Several of
	the boost are already there.  Gondorff clasps his hands to
	generate a little enthusiasm.  He's obviously up for this one.

								CUT TO:

	INT. TAXI CAB - DAY

	Hooker sits in the back seat with the gunman right next to
	him.  He's still very uneasy with this man.

					HOOKER
			She coulda killed me last night.

					GUNMAN
			Too many people coulda seen ya go
			in her room.  She was a professional.
			Used to work in the Dutch Schultz
			gang.

					HOOKER
			Who are you?

					GUNMAN
			Gondorff asked me to look after ya.

					HOOKER
			How do I know you're tellin' the
			truth.

					GUNMAN
			Don't have much choice, do ya?

	We go to Hooker.  No, he doesn't.

								CUT TO:

	EXT. THE ABANDONED WAREHOUSE - DAY

	We pick up Polk, Snyder and the other federal agents coming
	out of the warehouse in their white skimmers, and piling
	into cars.

								CUT TO:

	THE STORE AGAIN

	Niles is busily spreading "boodles" all over the cashier's
	area.  Singleton checks his microphone.  It works fine.  He
	checks it again.

								CUT TO:

	LONNEGAN IN HIS LIMOUSINE

	He holds the brief case in his lap, his fingers tapping
	lightly on it.

								CUT TO:

	THE STORE AGAIN

	Hooker and the gunman enter and go over to Gondorff, who
	breaks into a wide smile.  Hooker returns it halfheartedly,
	still ill at ease about what has happened.

								CUT TO:

	THE F.B.I. CARS ON THEIR WAY

	There are four or five driving in a column.  Snyder and Polk
	ride together in the back of the lead car.

								CUT TO:

	EXT. THE DRUGSTORE - DAY

	Lonnegan's limousine pulls up outside, and the bodyguards
	pile out.

								CUT TO:

	THE STORE AGAIN

	Gondorff, Hooker and the others waiting, the tension
	expressed in their faces.

	INT. THE DRUGSTORE - DAY

	Lonnegan sits tensely in the usual booth.  He keeps both
	hands firmly planted on the brief case.  The phone rings and
	Lonnegan goes to it.  Music ends.

					VOICE
			Place it on Syphon at 8-1.

	Lonnegan hangs up with the look of the financial killer.
	Eight to one odds is more than even he could have hoped for.

	EXT. STREET

	We follow Lonnegan across the street and into the store.
	The bodyguards remain outside.
	


INT. THE STORE

	The store is buzzing with activity.  Money and booze are
	everywhere.  The sheet writer and the boardmarker can hardly
	keep up with the action.  Lonnegan walks quickly to the
	betting line and finds to his relief that there's only one
	man ahead of him.  The man puts $25,000 on King's Image.

	Lonnegan steps to the window, swings up the brief case, and
	opens it for Niles to see.

					LONNEGAN
				(straight-faced)
			Five hundred grand on Syphon.

	Niles is struck dumb.  He's never seen that much money before.

					NILES
				(playing the flustered
				clerk)
			Hold on, I'll have to get the
			manager.

	Niles goes and returns with Gondorff.

					GONDORFF
			What's the problem?

					NILES
				(pointing to the
				brief case)
			He wants to put a half million on
			Syphon.

	Gondorff looks at the money a second and then looks up at
	Lonnegan like he's gotta be crazy.

					GONDORFF
				(uneasily)
			I can't lay that off in time.  We
			lose a bet that big, it could break
			us.

					LONNEGAN
				(challenging)
			If ya win it could make ya, too.

					GONDORFF
				(to Niles)
			What are the odds on Syphon?

					NILES
			Eight to one.

	Gondorff looks at Lonnegan long and hard.

					GONDORFF
			A half mill on an eight to one shot.
			You're dumber than I thought,
			Lonnegan.

					LONNEGAN
			You're more gutless than I thought.

	The words "Last Flash" are heard on the speaker.  Gondorff
	looks at Lonnegan with utter contempt.  He turns to Niles.

					GONDORFF
				(chopped)
			Take it.

	Niles hurriedly writes out a slip for 500,000 dollars.
	Lonnegan, allowing himself a sly smile, picks it up and
	retires to a nearby table.  He flashes a little okay sign to
	Hooker who acknowledges it with a nod.

					CALLER
			Ladies and gentlemen, this is
			Arnold Rowe, your caller for the
			San Antonio Handicap at Pimlico in
			Baltimore -- A mile and 1/16 for
			three-year-olds.  And they're off.

	Lonnegan takes a deep breath and leans forward in his chair,
	the larceny boiling in his veins.  Hooker looks to Gondorff.
	Gondorff gives him the "office." Hooker has to smile.

					CALLER
			And around the first turn it's
			King's Image by a neck, Syphon is
			second by one, Key to the Vault
			third by one half, followed by Mr.
			Moonlight, Red Ridge, Moneyman and
			No Charge.

	Unexpectedly, Kid Twist bursts in through the entrance.
	Barely able to control his enthusiasm, he hurries over to
	Lonnegan's table and sits down next to him.

					TWIST
			Sorry, but I just couldn't wait.
			Did everything go all right?
	


					LONNEGAN
				(motioning for him to
				keep his voice down)
			Take it easy.  Everything's all
			right.  I put it on Syphon, on the
			nose.

					TWIST
				(in utter horror)
			On the nose!  I said place.  Place
			it on Syphon.  That horse is going
			to run second.

	Lonnegan looks like he's just been stabbed.  He vaults over
	the table to the teller's window and grabs Niles.

					LONNEGAN
			You give me my goddamn money back!
			You hear me?  There's been a mistake!

					NILES
			I'm sorry, sir.  The betting's
			closed.

	Lonnegan begins to shake him violently.

					LONNEGAN
			You give me my money back.  There's
			been a mistake, do you hear me?

	Gondorff leaps to Niles' aid when suddenly there is a crash
	at the entrance door, and Polk, Snyder and eight federal
	agents burst into the room, guns drawn.  The place falls
	silent except for the loudspeaker, the members of the boost
	afraid to move.  Gondorff and Niles look at each other
	wondering how this could have possibly happened.

					POLK
				(motioning to Hooker)
			All right, Hooker, you can go.

	Hooker's eyes go to Gondorff, who looks back at him in utter
	disbelief, the betrayal raging in his features.  Hooker,
	unable to meet his gaze, lowers his head and starts to walk
	out.  Almost unnoticed, there's a flash of movement at
	Gondorff's belt.  A small gun.  A shot.  Hooker clutches his
	back and falls dead on the floor, the blood spurting from
	his mouth.  Polk, reacting instantly, pours four shots into
	Gondorff, who goes down in a heap.  Pandemonium breaks loose.
	The members of the boost race for the door.  Lonnegan is
	totally stunned.  First he lost his money and now he's
	involved in a murder.  Snyder rushes over to him.

					SNYDER
			C'mon.  We gotta get you outa here.

	EXT. STREET

	Snyder drags him through the crowd and out onto the street
	where an F.B.I. car is waiting.  His bodyguards have long
	since fled at the sight of the F.B.I. men.

					LONNEGAN
			My money's back there.

					SNYDER
			We'll worry about that later.

	Snyder gets in beside Lonnegan, and the car speeds away.

								CUT TO:

	INSIDE THE STORE AGAIN

	The pandemonium has now ceased.  Those who could escape
	have; the rest are lined up against the wall in frisking
	position.  Gondorff and Hooker lie on the floor dead.  The
	loudspeaker drones on.  Singleton is still calling the race
	from his booth, apparently oblivious to what's happened.

					CALLER
			And the winner is King's Image by
			four lengths, Syphon is second, by
			two, Moneyman third by two and one
			half.  Time for 1 and 1/16 miles,
			1:21 and 2/10 seconds.

	Polk walks slowly over to Hooker's body and bends down.

					POLK
			He's gone.

	Hooker opens his eyes and slowly drags himself up off the
	floor, spitting out a little rubber bladder, filled with
	blood, that he's had in his mouth.  Gondorff does likewise.
	Niles, Twist, Singleton and the rest of the boost begin to
	laugh and shake hands, as do the Federal Agents.

					GONDORFF
				(to Polk)
			Nice con, Hickey.  I thought you
			were Feds myself, when you first
			came in.

					HICKEY
			No problem, Henry.  Snyder went for
			it all the way.
				(laughing)
			You shoulda seen the rag he lit
			under Lonnegan.

	Gondorff turns to the others.

					GONDORFF
			Okay, let's take this place apart
			and get outa here.  You can get
			your splits from Eddie at Boudreau's
			tonight.

	Gondorff walks over to Hooker, who's wiping the blood off
	his face and hands.

					GONDORFF
			You beat him, kid.

					HOOKER
				(softly)
			You were right, Henry.  It's not
			enough... But it's close.

					GONDORFF
			You wanta wait for your share?

					HOOKER
			Naw, I'd just blow it.

	Gondorff nods, and walks slowly to behind the bar.  He comes
	out with his suitcase in one hand and Hooker's paper bag in
	another.  He throws the paper bag to Hooker, who stops by
	the door.  Eirie Kid is standing there.  Hooker gives the
	"office" to Eirie, who beams and gives it back.

	EXT. ALLEY AND STREET

	Then Hooker and Gondorff leave.  We hold on them, two
	ragtail grifters again as they walk off down the street and
	disappear around the corner.

								FADE OUT.

					THE END







Sting, The



Writers :   David Ward
Genres :   Comedy  Crime  Drama


User Comments


Internet Movie Script Database
Back to IMSDb





Index    |    Submit    |    Links    |    Link to us    |    RSS Feeds    |    Disclaimer    |    Privacy policy