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Sweet Smell of Sucess

       











                 SWEET SMELL OF SUCCESS

                           by

                     Clifford Odets

                     Ernest Lehman




                     Working Script For

                 THE SWEET SMELL OF SUCCESS

FADE IN:

EXT. INT. GLOBE NEWSPAPER BUILDING - DUSK - N.Y.

A row of newspaper delivery trucks is lined up against the
long loading bay, waiting for the edition.  In the foreground
a large clock establishes the time as 8:10 PM. A rumbling
noise warns the men to take their positions; a few seconds
later the bales of newspapers come sliding the spiral chutes
onto the moving belts from which they are manhandled onto
the trucks.  Much noise and shouting.

The front truck moves out to the city street.  As it does
CAMERA EMPHASIZES the big poster on its side.  The design
features a large pair of spectacles with heavy rims - a
trademark of Hunsecker's. (It will later be seen as the
masthead of the gossip column.)

                     "GO WITH THE GLOBE"

                            Read

                       J.J. HUNSECKER

                   "They eyes of Broadway"

EXT. BROADWAY - DUSK - N.Y.

The truck starts on its journey along Broadway.  Some shots
are of the vehicle moving through very heavy traffic (taken
from a camera car).  Others are from the inside of the
truck; as it slows down, the delivery man tosses the heavy
bundle of papers onto the sidewalk.  CAMERA following the
truck, holds it in foreground against the blazing electric
signs of Broadway and Times Square.

EXT. BROADWAY - NIGHT

The southeast corner of the intersection of Broadway and
46th Street, CAMERA, fairly high, shoots north towards the
impressive vista of electric signs, silhouetted against the
darkening sky.  Very heavy traffic and crowded sidewalks.
CAMERA descends towards the Orange Juice stand on the
corner, passing the booth which sells souvenir hats.  It
moves through the congestion of chattering passersby,
steadily approaching a smartly dressed young man, who stands
at the counter of the Orange Juice stand.  Oblivious of the
hub-bub around him, SIDNEY FALCO is concerned only with his
private problems.

He turns sharply as a newspaper truck pulls up at the curb
behind him; this is what he has been waiting for...

CLOSER ANGLE - NIGHT

The news truck delivery man tosses a bundle out onto the
sidewalk besides a newsstand.

DETAIL

The bundle of newspapers.  It hits the sidewalk with a smack.
CAMERA PULLS BACK as Sidney Falco crosses the sidewalk.  The
owner of the newsstand, IGGY, comes to pick up the bundle;
he is a grizzled gnome with a philosophical sense of humor;
Sidney snaps his fingers with impatience.  Iggy wears
spectacles and is clearly more or less blind, he has to
grope for the cord that binds the papers.

                         IGGY
            Aw Lady, if I looked like you, I'd--

                         SIDNEY
            C'mon...C'mon...

                         IGGY
                   (recognizing Sidney's voice)
            Keep ya sweatshirt on, Sidney.

Majestically taking his time, Iggy lifts the bundle to his
stand and cuts the cord.

                         IGGY
            Hey, Fresh, the Globe just came
            in -- Hey, Sidney, want an item for
            Hunsecker's column?  Two rolls get
            fresh with a baker!  Hey, hot, hot,
            hot -- etc.

Annoyed, Sidney throws him a dime, seizes a paper and
returns briskly to the orange juice stand.

ORANGE JUICE STAND - NIGHT

Sidney's place at the crowded counter has been taken by
newcomers.  Rudely, he recovers his half-consumed glass of
orange juice and sandwich.  He takes them further down the
counter to a quieter corner at which he can examine the
paper.  CAMERA MOVING WITH HIM, picks up further snatches of
overheard dialogue. (See dialogue attached at the end of the
scene) We move close enough to see Sidney's hands open the
paper expertly at HUNSECKER'S column - identifiable by the
picture of the spectacled eyes.  Over scene there is a
babble of offstage dialogue.

CLOSE UP OF SIDNEY

His face is sullen as his eyes run rapidly down the column.
He is reacting to a not unexpected disappointment.

EXT. SIDNEY'S APARTMENT - BROADWAY - NIGHT

CAMERA SHOOTS WEST on 46th Street, as Sidney comes down the
side street from the newsstand in background.  Irritably, he
jerks open the door of a shabby entrance.  As the glass door
closes, Sidney is seen striding up the stairs.

FIRST FLOOR - OUTSIDE SIDNEY'S APARTMENT - NIGHT

Beside the top of the stairs is the door to Sidney's office.
On it there is a cheaply printed cardboard sign which reads:

SIDNEY FALCO

Publicity

From inside comes the sound of desultory typing.  Sidney
comes up the stairs two at a time and turns into the door.

INT. SIDNEY'S APARTMENT - NIGHT

SALLY is on the phone as Sidney strides in.

                         SALLY
            Just a minute, Mr. Weldon.  I
            think...

Sidney vigorously indicates that he doesn't want to take the
call.

                         SALLY
                   (to phone)
            I'm sorry.  I thought that was Mr.
            Falco returning.  Yes, I'll tell
            him when he comes in.  I know he's
            been trying to reach you.

She hangs up.

                         SALLY
            That's the third time he's called
            today.

                         SIDNEY
            He wants me to break a leg?

                         SALLY
                   (literally)
            No, an arm, he said.
                   (then)
            I told him you were sure the item
            would be in Mr. Hunsecker's column
            in tomorrow's...

                         SIDNEY
                   (interrupting, sharply)
            It isn't.  I've just seen the early
            edition.

                         SALLY
            But...

                         SIDNEY
            But what?

                         SALLY
            That makes five days in a row that
            Mr. Hunsecker's cut you out of his
            column.

                         SIDNEY
            May I rent you out as an adding
            machine.

He has begun to change his clothes.

                         SIDNEY
            Get me Joe Robard.

Sally goes back into the outer room.

                         SIDNEY
            Who else phoned?

                         SALLY
            The renting agent and the tailor.

                         SIDNEY
            Pay the rent.  Let the tailor wait.

                         SALLY
            It won't leave much of a balance in
            the bank...
                   (to phone)
            Mr. Robard?  Could you locate him?

Sidney, in a state of semi-undress, comes to take the phone
from her.

                         SIDNEY
                   (gloomily)
            Watch me run a fifty yard dash with
            my legs cut off!

Very abruptly, he comes alive on the phone.  A real laughing
boy.

                         SIDNEY
                   (effusively)
            Sidney, Joe.  How do you like it?
            I'm running out of alibis!  No, I
            asked Hunsecker to withhold the
            item, until he could give it a
            fine, fat paragraph.  The column
            was running over and I didn't want
            you kissed off with just a line...

INT. ROBARD'S CLUB - NIGHT

Robard is a stolid, secure man, balding and with a moustache.
He has a morose sense of humor.  He is speaking from a
telephone on a little desk at the end of the bar.  In
background, the Club is open, but there are few customers as
yet.  Some recorded jazz is being played while the musicians
are still arriving, strolling past in background, depositing
their overcoats and music cases in the little closet assigned
to them.

                         ROBARD
                   (in answer to Sidney)
            Of course.
                   (he listens to
                   protest from Sidney)
            What is this, Sidney, a kissing
            game?  You're a liar - that's a
            publicity man's nature.  I wouldn't
            hire you if you wasn't a liar.  I
            pay you a C-and-a-half a week
            wherein you plant big lies about me
            and the Club all over the map.
                   (a pause)
            Yeah, I mean in that sense.  But
            also in the sense that you are a
            personal liar, too, because you
            don't do the work I pay you for.
                   (new protests on the
                   other end of the line)
            Oh, stop it, Sidney.  You're from
            the country, not me.

RESUME SIDNEY

Sally is watching him, unhappy on his behalf.

                         SIDNEY
                   (to phone)
            Now, wait a minute, Joe.  When I
            saw J.J. last night he said...

But Robard has cut off.  Sidney hangs up.  A silence.  Sally
tries to be comforting.

                         SALLY
            I wish I could help in some way,
            Sidney.

                         SIDNEY
                   (aggressively)
            Help me with two minutes of silence!

Sally, hurt, says nothing.  Presently, he adds:

                         SIDNEY
            Go home, Sally.  It's late...

                         SALLY
            I hate to see you like this --

Sidney, with another mercurial change of manner, begins some
sarcastic clowning.

                         SIDNEY
                   (horsing around)
            Yes, but as a new subscriber you're
            under no obligation to take more
            than three books.  And if you mail
            the enclosed card within ten days --

                         SALLY
                   (pleadingly)
            Sidney, I know you by now.  Don't
            do a dance with me...

                         SIDNEY
                   (still clowning)
            You mean you don't want the extra
            free gift of a colorful giant map
            of the world???

                         SALLY
                   (distressed)
            Sidney, please, dear, if you feel
            nervous...

Sidney is abruptly savage.

                         SIDNEY
                   (with cruelty)
            So what'll you do if I feel nervous?
            You'll open your meaty, sympathetic
            arms...?

                         SALLY
                   (breaking down)
            Sid...you got me so...I don't know
            what...

She is crying.  Sidney feels uncomfortable.  Not too
generously, he relents:

                         SIDNEY
            You ought to be used to me by now.

                         SALLY
                   (pathetically)
            I'm used to you...

                         SIDNEY
                   (with a touch of bitterness)
            No.  You think I'm a hero.  I'm no
            hero.  I'm nice to people where it
            pays me to be.  I gotta do it too
            much on the outside, so don't
            expect me to kow-tow in my own
            office.  I'm in a bind right now
            with Hunsecker so --
                   (grimly)
            Every dog has his day!
                   (going)
            Lock up and leave the key.

The phone rings.  Sidney is dressed by now.  As Sally goes
for it, he makes for the outer door.

                         SIDNEY
            If that's for me, tear it up!

                         SALLY
            Take a top coat.

                         SIDNEY
            And leave a tip in every hat-check
            room in town?

He is already gone as she picks up the phone.

                         SALLY
            Sidney Falco office... Oh, Miss
            Kay, he tried to reach you.  No,
            he's at the barbers now.  No,
            that's held over till the Tuesday
            column...

                                            LAP DISSOLVE TO:

INT. ELYSIAN ROOM - NIGHT

The quintet.  As the dissolve clears, a clatter of polite
applause greets the end of a previous number.  CAMERA is on
the bandstand, moving smoothly through the group of five
musicians as the rhythm of a new number is set up: first the
leader (a guitarist) snaps his fingers, giving the tempo
to...the bass, who "walks" with the beat, bringing in...the
drums, which start a quiet, insistent wire-brush background
for...the cello and the flute, whose introductory phrases,
set the stage for...

STEVE DALLAS

...the guitar, the leader again.  It comes in after this
short preamble with the first statement of melody. (The tune
has a faint echo of significance because it is one of the
themes of the film, already heard as a phrase in the
background score of the title music.) CAMERA lingers a
moment on the guitarist, STEVE DALLAS.  He is a youth of
pleasant, intelligent appearance.  He plays with the intent
air of the contemporary jazz musician who takes his work
very seriously indeed and affects a much greater interest in
the music and his fellow musicians than in the listening
audience.

SIDNEY

A close shot.  Sidney has just entered the club, strolling
into the vestibule near the entrance.  He wears an expression
of oddly unsuitable antagonism, as he looks forward...

DALLAS

Seen in long shot from Sidney's viewpoint.  CAMERA moves to
include Sidney in foreground again.  He turns as he is
accosted by RITA, the cigarette girl of the club.  She is a
pert creature, attractive and not unaware of the fact.

                         RITA
            Don't you ever get messages,
            Eyelashes?  I called you twice.

                         SIDNEY
                   (irked)
            I've been up to here.  Listen,
            honey, tell me something.  You know
            Susan Hunsecker...?
                   (Rita nods)
            Has she been in?  I mean lately, in
            the last coupla days...?

                         RITA
            I don't think so.

                         SIDNEY
            You're sure.  Find out for me.

                         RITA
                   (with a nod)
            Sidney, can I talk to you a minute?

Rita wears an injured air.  Sidney, preoccupied with other
worries, callously ignores it.

                         SIDNEY
            Is Frank D'Angelo around?

                         RITA
            At the bar - Sidney...

But Sidney has moved away from her.

D'ANGELO

He is at the bar, listening with satisfaction to the music,
watching the performers and studying the audience.  Sidney
comes up behind him.  We see Sidney's eyes flick from
D'Angelo towards the bandstand and back again.  Then, as he
takes the stool next to D'Angelo, he assumes a different
manner, a sulky resentment.  D'Angelo sees Sidney.

                         D'ANGELO
                   (to the bartender)
            Joe, give my nephew a drink.

                         SIDNEY
                   (sullen)
            Your nephew doesn't want a drink.

D'Angelo is still watching the quintet.  The guitar can be
heard again.

ANOTHER ANGLE

Shooting past D'Angelo and Sidney towards the bandstand.

                         D'ANGELO
            That's a lollipop that, boy.  The
            kid is only great.

                         SIDNEY
            And with ten percent of his future,
            you're great, too, Frank.

D'Angelo looks quickly at Sidney, sensing the undercurrent.
Then he turns his back on the musicians, remarking in a
quiet tone.

                         D'ANGELO
            Went over to Philly yesterday an'
            seen the folks...it's nice you send
            them the fifty a month...

                         SIDNEY
                   (after a pause)
            See my mother?

                         D'ANGELO
                   (shaking his head)
            I only had a few hours.

A glum moment.  Frank sips his highball: Sidney lights a
cigarette, animosity on his face.

                         D'ANGELO
            Thanks for the publicity spread you
            got the boys for the benefit
            tomorrow.

                         SIDNEY
                   (begrudgingly)
            Robard's my client.  I did it for
            him and his club, not your boys.

Frank again notes Sidney's resentful manner.  Sidney looks
towards the musicians.

                         SIDNEY
                   (quietly)
            Frank, I think maybe you lied to me.

                         D'ANGELO
                   (quietly)
            Looka, Sidney, you're my own
            sister's son, but where does that
            give you the right to call me a liar?

                         SIDNEY
                   (looking towards Steve)
            You told me that your boy was
            washed up with Susie Hunsecker,
            didn't you?

                         D'ANGELO
            Yeah, and it's the truth, to the
            best of my knowledge.  And, frankly,
            I'm glad.  For Steve's sake, I'm
            glad, not yours.  I manage these
            boys and I got their best interests
            at heart.  Steve shouldn't get
            mixed up with no bimbo at his age.

                         SIDNEY
                   (narrowly)
            You told him that?

                         D'ANGELO
            Not in those exact words - you know
            what a temper he's got.

A pause.  Sidney is thinking.

                         SIDNEY
            When do these hot-headed boys of
            yours go on the road?

                         D'ANGELO
            Coupla weeks.  For eight weeks.

                         SIDNEY
            That's a nice tour.  All booked?
                   (Frank nodding)
            When was Susie around here last?

                         D'ANGELO
            Four five nights ago.  That's how I
            know the romance is off.  Also
            Steve's in a very bad mood.

                         SIDNEY
                   (abruptly)
            Listen, Frank, you'd better make
            sure you're telling me the truth.

                         D'ANGELO
                   (annoyed)
            I don't like this threatening
            attitude.  When it comes to it,
            what the heck is it your business
            what they do, this boy and girl...

RITA

Locating Sidney, she comes up behind him.  He turns away
from D'Angelo as she whispers to him.  As she departs,
Sidney turns back.

                         SIDNEY
            If you knew Hunsecker as well as I
            did, you might understand why it's
            my business.  Maybe you're walking
            around blind, Frank, without a cane.

Sidney gets off his stool.  Casually, but to effect, he adds:

                         SIDNEY
            ...and in case you didn't know it,
            Susie Hunsecker's out there on the
            back step right now.

He turns away, glancing towards Steve on the bandstand
behind him.

D'ANGELO

He looks disturbed.

INT./EXT. BACKSTAGE AND COURTYARD

From D'Angelo's point of view.  CAMERA LOOKS UP at Steve.
The Quintet is now reaching the end of the number, a driving
rhythm of considerable excitement.  A waiter passes in f.g.
and the CAMERA CRANES BACK through the curtained doorway to
the backstage part of the club.  This movement is continued
as we see some other employees, including Jerry Wiggins, the
intermission pianist, who is waiting in the corridor near
the fire-exit.  As he steps out of the door to discard a
cigarette, CAMERA AGAIN CONTINUES ITS MOVEMENT, CRANING BACK
AND DOWNWARD into the little courtyard.  Here, it discovers
the figure of a young woman who is waiting in the shadow
near the steps of the fire-escape, listening to the music.

CLOSER ANGLE

This is SUSAN HUNSECKER.  She wears an expensive mink coat.
It is oddly in contrast with her personality; the face is
sensitive and intelligent, but childlike and tragic.  A girl
in adolescence already burdened with problems beyond her
capacity.  Over scene, the music continues.  Susan shifts
her position, knowing that the session will soon be at an
end and that the musicians will be coming backstage.

INT. ELYSIAN ROOM

Steve is playing the last bars of the number; the whole
group now in unison.

QUINTET

The music comes sharply, dramatically to its finish.  There
is some applause.  The boys relax.  Steve reaches for the
microphone and in the characteristically casual manner of
the "cool" musician, announces the end of the set, thanking
the audience, identifying the quintet by name and introducing
the intermission pianist.  During this, Carson, Chico and
Paul wander off the bandstand behind him.

EXT. BACKSTAGE AND COURTYARD

Chico, Paul and Carson come through to the corridor backstage.
As they do so, Chico, glancing out of the open door sees
Susan in the courtyard.  He goes out onto the fire-escape;
Paul following behind.

                         CHICO
            Hi!  Susie...

                         SUSAN
            Hello, Chico.  Paul.

                         CHICO
                   (to Paul)
            Throw a rope round this chick while
            I go get Steve.

Chico goes swiftly back into the club.  Paul remains with
Susan.  There is a momentary silence; Paul is embarrassed
because Susan is.  Susan makes an effort at conversation,
she nods towards the club.

                         SUSAN
            Full house...?

                         PAUL
            Packin' 'em in.

INT. CLUB

Steve has been trapped by a young woman in spectacles, a
much-too-earnest devotee of progressive jazz.

                         DEVOTEE
            I'm terribly interested in jazz --
            serious jazz.  You studied with
            Milhaud, didn't you?  This is such
            an interesting fusion of the
            traditional, classical form with
            the new progressive style, I just
            wanted to ask you how you came to
            form the group...-

CHICO

He comes through the curtains of the doorway, pausing as he
sees that Steve is involved with the Intellectual Young Woman.

REVERSE ANGLE

Steve glancing at Chico over the shoulder of the Intellectual
Young Woman.  Seeing that Chico has something to say to him,
he wriggles out of the young woman's clutches by passing the
buck to the unfortunate to Fred Katz, who is descending from
the bandstand behind him.

                         STEVE
            Well, we just sort of got together.
                   (turning to introduce Fred)
            Maybe if you ask Mr. Katz...He
            writes the stuff, you know.

                         FRED
                   (blankly)
            Huh?

RESUME CHICO

Steve joins Chico and they go through the curtains into the
corridor outside.

CORRIDOR

Chico, smiling, explains:

                         CHICO
            Don't waste your time there, man.
            You've got something better waiting
            outside...
                   (as Steve looks at him)
            Susie's out there.

STEVE

His reaction betrays some emotion. (Over scene the
intermission pianist has begun to play a Blues number.)
Steve moves a quick step towards the door to the courtyard,
then hesitates - almost as if he was afraid to go out.  He
meets Chico's eye again.

                         STEVE
            What did she say...?

CHICO

He is amused, but sympathetic.

                         CHICO
            You proposed to her, not me.
                   (slapping him on the back)
            Go get your answer...

COURTYARD

Susan, waiting at the foot of the iron steps, turns as Steve
comes out on the fire escape above.  Steve comes quickly
down the steps towards her, slowing down when he gets a few
paces away from her.

SUSAN

She looks up at Steve.

STEVE

A CLOSE SHOT.  In his expression we read his mute inquiry...

RESUME SUSAN

Quite deliberately, with her eyes moistened by love and
affection...she nods.

REVERSE ANGLE

Great relief and happiness can be seen in the boy's face.
After a moment, he moves to her and she to him.  They
embrace swiftly, hold each other close and then kiss with
passion.  Presently, when the kiss is over, Susan speaks
softly.

                         SUSAN
                   (in a whisper)
            Steve...I'll...I'll try to make a
            good wife.

Steve is still too choked with relief to speak.  For answer,
he clasps her more tightly to him.  The beam of light which
falls on the iron stairs behind them, narrows and then is
extinguished...

CORRIDOR

Paul has closed the door.  Turning, he shares a look with
the grinning Chico and Fred Katz who has managed to escape
from the young woman.  Before there is time for either of
them to make a remark, Sidney comes through the curtains
from the Club.

                         SIDNEY
            Hi, Fellows.  Where's the Chief?

Sidney's manner is very friendly.  But it is immediately
apparent from the reaction of the other three boys that none
of them likes Sidney.  Fred is deliberately uncomprehending.

                         FRED
            Who?

                         SIDNEY
                   (who gets the point)
            Dallas.  Is he around?

Chico's back is to the closed door which opens onto the
courtyard.  Chico nods in the opposite direction towards the
stairs.

                         CHICO
                   (unhelpfully)
            Yeah, he's around somewhere.
            Upstairs, maybe.

                         SIDNEY
                   (coldly, as he goes)
            Thanks.

COURTYARD

Steve and Susan are still embracing.  Steve is exultantly
proud and happy.

                         STEVE
                   (incoherent)
            This is big, you know.  Very big!
            Let's go out later, drink some
            firewater.  With the boys.  Fred
            can call Millie and -

                         SUSAN
            Steve, I'd rather you didn't say
            anything for a day or two...until I
            tell my brother...

STEVE

His sobering reaction shows this is something important.

                         STEVE
                   (gently)
            You haven't told him yet...

SUSAN

                         SUSAN
            I'm telling him in the morning
            after breakfast.

STEVE AND SUSAN

Turning her head, she makes a little gesture, an unconscious
movement, putting her fingers to her brow as if feeling a
headache.

                         STEVE
            He isn't going to like it.

Susan says nothing.  She looks to Steve, smiling, but the
smile is not too confident.

                         STEVE
            You sure you don't want me to be
            with you...?

Susan stoutly shakes her head.  Defensively she reassures
Steve:

                         SUSAN
            Steve, my brother isn't as bad as
            he's painted.  He isn't perfect,
            but -

                         STEVE
            But he isn't going to like this,
            Susie.  And he makes you nervous,
            not me.  No, I take that back - he
            makes me nervous, too.  But I
            wouldn't give him a second thought
            if not for you.

The topic evidently makes Susan uneasy.  In an effort to
dismiss something that she does not want to think about,
Susan puts her arms around Steve's neck again.

                         SUSAN
            Let's forget him and -

But Steve is not so ready to change the subject.

                         STEVE
            His stooge, Falco, is around - I
            saw him walk in.
                   (soberly)
            He's been spying on me for weeks,
            Susie.

                         SUSAN
                   (quickly, perhaps too quickly)
            Darling, I don't care - really I
            don't.  Sidney'd had a secret crush
            on me for years, but nothing we do
            is his business -

                         STEVE
                   (gently insisting)
            But he could be reporting back to
            your brother, couldn't he?

                         SUSAN
                   (pleading)
            Steve, dear, please forget all of
            this.  What can it matter after
            tomorrow?

Now Steve responds.  He grins, holds her closer.

                         STEVE
                   (softly)
            I have a message for you; I love
            you.
                   (kissing her lightly)
            May I dedicate the next number to
            you?...And the next, and the next.
            Every Sunday I'll buy you a new
            bonnet -

                         SUSAN
                   (amused, but moved)
            If the stores are open -

                         STEVE
            And on Monday, I'll take it off and
            stroke your light brown hair and -

                         SUSAN
            And on Tuesday - Hasenpfeffer.
                         STEVE
                   (abruptly grinning)
            How do you think I realized I love
            you?

                         SUSAN
            I made you write a beautiful song...

                         STEVE
            No, you had me eating that Chinese
            food!...

They laugh and enjoyably; but then, as the CAMERA MOVES, we
realize that Sidney is there on the fire escape above them;
his manner is affable.

                         SIDNEY
            Can more than two enjoy this joke...
                   (to Susan)
            Hello, Susie, I didn't expect to
            find you here.

Steve says nothing.  But he obviously resents the intrusion
and finds it difficult to conceal the fact.  Sidney comes
down the fire escape towards them.

                         SIDNEY
            Where's those glossy prints you
            promised?  Tonight's the latest I
            can place them -

                         STEVE
                   (barely polite)
            Well, thanks, anyway - let's forget
            it.
                   (to Susan)
            It's cold out here, Susie.

Steve makes a move to lead Susan back inside.  It is a
gesture which appears to dismiss Sidney.  Sidney chooses to
take umbrage:

                         SIDNEY
                   (lightly sarcastic)
            Let me apologize for getting you
            that press spread.  It's been an
            honor to serve you gratis.

Steve turns to Sidney; his manner is quiet but challenging:

                         STEVE
                   (levelly)
            I get the feeling, Falco, that
            you're always snooping around...

                         SUSAN
                   (quickly intervening)
            Steve, stop it please...

ANOTHER ANGLE

Frank D'Angelo has followed Sidney out onto the fire escape;
other members of the Quintet have also appeared.

                         D'ANGELO
            What are you boys fighting about?

Aggressively indignant, Sidney throws up his hands; he
knocks on the metal of the fire escape.

                         SIDNEY
                   (sarcastic)
            Kill me!  Find me a door somewhere -
            I walked in without knocking!

Sidney is trying to needle Steve; Steve's temper would
normally have exploded; but now he controls it.

                         STEVE
            I'm feeling too good to fight with
            you, but that isn't what I said - I
            said you snoop.  For instance, what
            were you doing around my hotel the
            other night?

                         SIDNEY
                   (needling)
            Begging your pardon, I haven't been
            down the bowery in years!

                         D'ANGELO
                   (soothingly)
            Come on boys, break it up...

                         STEVE
                   (overriding D'Angelo)
            The next time you want information,
            Falco, don't scratch for it like a
            dog - ask for it like a man!

SIDNEY

His face tightens; he appears to be mortally insulted and
controlling himself with difficulty.  He turns his back
swiftly on Steve, addressing Susan in a voice that has a
sharp edge.

                         SIDNEY
            If you're going home, Susie, I'll
            drop you off...

Sidney starts quickly up the fire escape.  This makes Steve
angry and he steps forward to follow him.  But Chico
contrives, without seeming to interfere to obstruct Steve.

                         CHICO
                   (easily)
            Time for the next set, Chief...

                         STEVE
            Just a minute, Chico.

CORRIDOR

Sidney comes inside.  When he is out of sight or the group
in the courtyard, his manner swiftly changes.  It's obvious
now that his indignation was assumed; now he looks back
towards the courtyard and there is shrewdness in his eyes;
he is assessing Steve's temper.  But, presently, seeing
D'Angelo and the boys returning, he moves back to the
curtains into the Club.

COURTYARD

As D'Angelo and the other boys go inside, Steve turns back
to Susan.

                         STEVE
                   (fondly)
            Just so you don't leave me in a
            minor key.

INT. CLUB

Rita has succeeded in recapturing Sidney near the entrance
to the club.  Sidney, alert and interested, listens to her
while keeping his eye on the bandstand in b.g. where the
intermission pianist is finishing his performance and the
quintet are returning, ready to mount the bandstand again.

                         SIDNEY
            Don't tell me you started a polka
            with Leo Bartha?

                         RITA
                   (shaking her head)
            No.  That's what I mean - I'm being
            fired for what I didn't do.

Sidney is amused.  Rita continues in a confidential manner
which is heavily loaded with sex appeal and not-very-
convincing air of injury.

                         RITA
                   (soto voce)
            He came in last week on a very dull
            rainy night.  I know who he was,
            but I didn't let on.
                   (emphatically)
            He didn't take his eyes off me all
            night.  Listening...?

Rita has mistaken Sidney's shrewdly calculating expression
for inattention.

                         SIDNEY
            Avidly.  He was staring.

                         RITA
                   (continuing)
            Staring.  Consequently, when he
            approached me on his way out I
            wasn't surprised, but I didn't let
            on.

                         SIDNEY
                   (prompting)
            He was writing a special Sunday
            piece on...?

                         RITA
                   (nodding)
            ...cigarette girls... And naturally -

                         SIDNEY
            You were thrilled to be interviewed.
                   (she nods)
            Were you "interviewed"?

                         RITA
            In his apartment -

                         SIDNEY
            And where was his wife?

                         RITA
            I don't know - it's a big apartment.
            But I wasn't interviewed.  In fact,
            I was totally unprepared for what
            happened.

                         SIDNEY
                   (grimacing)
            We're old friends, Chickie - quit
            it!  A big columnist comes in this
            room, without his ball-and-chain
            and you make like a delicatessen
            counter!  What did you think would
            happen in his house?

                         RITA
                   (with a nod)
            But, Sidney darling, the man must
            be out of his mind - it was only
            eleven o'clock in the morning!

Despite himself, Sidney chuckles; but she is distressed.

                         RITA
            For a moment I was so taken aback
            that I said anything that popped
            into my sleepy head.  If I'm not
            mistaken, I even ordered the man
            out of his own house.

Sidney's eyes have been caught by something at the other end
of the big room.

STEVE AND SUSAN

From Sidney's viewpoint.  Susan has come back into the club
with Steve and seems to be taking leave of him.  She starts
to walk through the club on her way out.

RESUME SIDNEY AND RITA

Sidney, with half his attention on Susan and Steve, listens
to Rita's rueful protest.

                         RITA
                   (rapidly)
            He was furious and, by the time I
            could have put on a Tropical Island
            mood, I was out on the street!...
                   (dolefully)
            That night Mr. Van Cleve calls me
            into his office here.  He's got
            nothing against me, he says but he
            can't afford to antagonize
            columnists.  I told him I still
            have Sonny at military academy, but
            Van Cleve's made of ice...

Aware that Sidney is moving to leave her so that he can
catch Susan, Rita detains him with an appeal:

                         RITA
                   (tentative)
            Do you think you could do something,
            Sidney?

                         SIDNEY
                   (a quick nod)
            That's what I'm thinking, Rita.
            Maybe...

Rita is anxious to cement the offer.  Delicately, she asks:

                         RITA
            Do you still keep your key under
            the mat?

                         SIDNEY
                   (eyeing her)
            Can you be there by two-thirty?

She drops her eyes, nods.  Sidney pats her arm and is gone.
She looks after him.

SIDNEY AND SUSAN

Sidney overtakes Susan at the front entrance in time to open
the door for her.  He has now reverted to another mood in
which he appears to be sulking over the insult delivered to
him by Steve.  He goes out ahead of her.

BANDSTAND

The quintet are resuming their positions on the stand.
Steve lingers a moment, his guitar already in his hand while
he talks to D'Angelo.

                         STEVE
            Frank, I don't want any secrets
            from you.  I proposed to Susie
            tonight.

D'Angelo hides his feelings, asks:

                         D'ANGELO
            Did she accept?

                         STEVE
            You don't like it, do you.  I think
            she will accept, but I'm not sure.
            She may be too dependent on her
            brother.

He mounts the bandstand.

                         D'ANGELO
                   (solemnly)
            Lots of good people in this town
            are dependent on her brother...

Steve sits on the stool, quietly gives the beat to his group
and begins at once the guitar opening of a very simple and
lonely melody. (The Sage.)

ANOTHER ANGLE

While D'Angelo watches him, the boy continues.  CAMERA
tracks slowly back through the club as the chatter and
babble of the customers begins to diminish in appreciation
of the quiet melancholy of the music.

OUTSIDE THE ELYSIAN ROOM

Susan is standing beside the poster which features Steve,
listening to the music from inside the club.  Sidney comes
to join her.  He is now pretending to be hurt.

                         SUSAN
            You're touchy, Sidney - don't be so
            touchy...

                         SIDNEY
                   (gruffly)
            I wasn't looking for a brawl.  I
            came to bring him a present.
                   (then)
            Wanna bite to eat?

Susan shakes her head.  She looks up as she hears the
doorman's whistle off screen.  Sidney moves forward to
escort her to the taxi.

LONGER SHOT

They cross the sidewalk and get into the cab.  It starts off
and CAMERA PANS with it.

INSIDE CAB

Susan is relaxed, content but thoughtful.  Sidney flicks her
a quick, anxious look.  Finally, gloomily:

                         SIDNEY
            Feels like a Monday night, don't
            it...?

                         SUSAN
                   (softly)
            Not to me.  Sometimes, the world
            feels like a cage.  Then someone
            comes along and opens the door...and
            it's never Monday night again...
                   (turning to Sidney)
            I wish you and Steve could like
            each other.

                         SIDNEY
                   (grimacing)
            We stick in each others craw.

                         SUSAN
            Yes, but why?

                         SIDNEY
            Well, for one thing, he thinks J.J.
            is some kind of monster.

SUSAN

Quizzically, she studies Sidney.

                         SUSAN
            Don't you?

SIDNEY

He looks up sharply, (he is momentarily startled at Susan's
insight.) Swiftly, he assumes a protesting air.

                         SIDNEY
            Susie, your brother's one of my
            best friends, and -

RESUME SUSAN

She is not totally convinced by this performance.  She
smiles skeptically.

                         SUSAN
            I know.  But someday I'd like to
            look into your clever mind and see
            what you REALLY think of him -

RESUME SIDNEY AND SUSAN

Sidney makes a show of indignation.

                         SIDNEY
            Where do you come off to make a
            remark like that?

                         SUSAN
                   (quietly)
            Who could love a man who keeps
            jumping through burning hoops, like
            a trained poodle?

Sidney doesn't immediately answer.  Susan drops her eyes,
becoming absorbed in her own problems.  Cautiously, Sidney
lets the momentary silence continue.  Then:

                         SUSAN
                   (thoughtfully)
            Do you think J.J. likes Steve...?

                         SIDNEY
                   (glibly)
            Frankly, yes, to my surprise.  He
            thinks he's very gifted - those
            boys'll go a big mile, he thinks.

Susan says nothing.  Sidney, watching her closely, probes
further:

                         SIDNEY
                   (gently)
            You feel pretty strong about this
            boy?

A pause.  Then Susan nods.  She is not looking at Sidney and
cannot see the watchfulness in his face.  Sidney prompts
again:

                         SIDNEY
            Wedding bells, you mean?

Again Susan nods.

                         SUSAN
            He wants me to go on the road with
            them.  It's an eight month tour,
            all the way to Oregon...

SIDNEY

The news has considerable impact on him.  But he hides it,
saying lightly:

                         SIDNEY
            Well, congratulations.  But don't
            go just for the ride!  Or didn't
            you accept the proposal?

RESUME SUSAN AND SIDNEY

Susan continues.

                         SUSAN
            I'm going to discuss it with J.J.
            in the morning.

A pause.  Each is concerned with private thoughts.  Susan,
relaxed, adds quietly:

                         SUSAN
                   (softly)
            It's given me a big lift to know
            that some people want me for
            myself, not just because I'm my
            brother's sister.

                         SIDNEY
            Chickie, I'll have to laugh at
            that - an attractive girl like
            you...!

Susan ignores his remark, continuing thoughtfully:

                         SUSAN
            I hope that J.J. really likes
            Steve, that it isn't an act.

                         SIDNEY
                   (with an indignant edge)
            Why should he put on an act?  Your
            brother has told PRESIDENTS where
            to go and what to do!

The taxi has pulled to a stop.  Susan sits for a moment
before she remarks.

                         SUSAN
            The act would be for my sake, not
            Steve's...

Realizing that they have come to their destination, Susan
gets up, moving out of CAMERA as she disembarks from the
taxi.  CAMERA catches a glimpse of apprehension in Sidney's
eyes.  Quickly, he decides to follow her.

EXT. BROADWAY

Susan, getting out of the taxi, moves past CAMERA.  Sidney,
following her, instructs the driver.

                         SIDNEY
                   (to cabbie)
            Wait for me.  I'll be right back.

LONGER SHOT

Sidney moves after the girl, calling: "Susie!"

SUSAN

Hearing him, Susan turns back.  Sidney walks into shot to
join her.

                         SIDNEY
                   (lightly)
            It's not my nature, Susie, but I'll
            talk to you like an uncle...

                         SUSAN
                   (smiling)
            But I don't need an uncle, Sidney.

They move through the doors.

REVERSE ANGLE

Sidney quickly corrects himself, saying earnestly:

                         SIDNEY
            No, I mean because I admire you -
            in fact, more than admire you -
            although that's neither here nor
            there.
                   (quickly skipping to
                   the important point)
            Susie, don't sell your brother
            short.  Talk this over with him, I
            mean - you'll find him a real friend.

SUSAN

Susan looks thoughtful, making no comment.

RESUME SIDNEY AND SUSAN

Carefully (again probing) he prompts her:

                         SIDNEY
            Any message, in case I see J.J.
            later?

Susan turns away and walks out past CAMERA.  Sidney watches
her.

SUSAN

She looks back at Sidney, quietly firm.

                         SUSAN
            Yes.  Tell him for me that Steve
            Dallas is the first real man I've
            ever been in love with...

She turns away and walks through the inner door, going down
the corridor towards the elevators in background.

RESUME SIDNEY

The sincerity of the girl's manner strikes home to Sidney.
Now that her back is turned we see the sharp twinge of pain
with which he hears the statement of her feelings for
another man.  Angered, he wheels, striding out of the door
onto Broadway.

EXT. BROADWAY

Sidney returns to the cab, instructing the driver:

                         SIDNEY
            The Twenty One Club.

He climbs in and the taxi drives off down Broadway.

                                            LAP DISSOLVE TO:

EXT. TWENTY ONE CLUB - NIGHT

CAMERA HIGH, SHOOTING WEST down 52nd Street, as Sidney's cab
pulls up, double parking in front of the 21 Club.  Sidney
maneuvers his way between the parked cars towards the
entrance and the CAMERA DESCENDS to SHOOT ALONG the courtyard
towards the entrance.  We see the figure of Jimmy Weldon and
his girl friend coming out of the Club.

CLOSER ANGLE - NIGHT

Jimmy Weldon is coming out of the Club accompanied by a
girl; he is slightly tight.  As he steps through the outer
doors, Weldon again spies Sidney on the sidewalk; he steps
to one side of the entrance way.

Sidney slips through the congestion, but just as he tries to
enter the Club, Weldon's hand shoots out, neatly ambushing
him, pulling him aside into the narrow courtyard.  Sidney is
instantly resentful of this manhandling, but has to adjust
himself, assuming a quick smile for the benefit of Weldon.

                         SIDNEY
            Jimmy!  This is a coincidence.  I
            am just going -

                         WELDON
                   (overlapping)
            Yeah.  A coincidence you should run
            into the very man you've been
            ducking all week!
                   (to the girl)
            This is my press agent, Joan.

Weldon, jibing at Sidney, plays his remarks off the girl,
who is amused; Sidney, of course, is not.

                         SIDNEY
                   (quickly)
            I tried to reach you twice -

                         WELDON
                   (overlapping)
            What do you do for that hundred a
            week.  Fall out of bed?

                         SIDNEY
            Jimmy, I'm on my way inside right
            now to talk to Hunsecker.  I can
            promise you -

                         WELDON
                   (horsing)
            Joan, call a cop!  We'll arrest
            this kid for larceny!

Sidney flinches, his pride touched.

                         SIDNEY
            Listen, when your band was playing
            at Roseland -

                         WELDON
                   (cutting in)
            That was two months ago.  Take your
            hand out of my pocket, thief!

The girl tries to quiet Weldon, who has gone from horsing to
loud contempt.

                         THE GIRL
            Take it easy, Jimmy dear...

                         WELDON
                   (indignantly)
            Why?  It's a dirty job, but I pay
            clean money for it, don't I?

Abruptly Sidney bursts out, giving as good as he has taken:

                         SIDNEY
            No more you don't!  What is this -
            You're showing off for her?  They're
            supposed to hear you in Korea?

                         WELDON
                   (smirking to the girl)
            He's intuitive - he knows he's
            getting fired!

                         SIDNEY
            If you're funny, James, I'm a
            pretzel!  Drop dead!

Weldon, shepherded by the girl, is already on his way across
the sidewalk.

                         WELDON
            It was nice knowing you, Sidney.
            Not cheap - but nice.  Happy
            unemployment insurance.

INT. TWENTY ONE CLUB - NIGHT

Sidney, entering the Club, threads his way through the
crowded foyer, coming up to CAMERA near the foot of the
staircase.  There he meets a Captain who turns to him.

                         CAPTAIN
            How are you tonight, Mr. Falco?

                         SIDNEY
                   (nodding towards the restaurant)
            Is "he" inside?

                         CAPTAIN
            But of course...

                         SIDNEY
            Alone or surrounded?

                         CAPTAIN
            A Senator, an Agent and Something -
            With - Long - Red - Hair.

Sidney moves past CAMERA, coming a couple of paces towards
the door to the restaurant.  He pauses.

REVERSE ANGLE

From Sidney's viewpoint.  Shooting through the doorway into
the restaurant, we can see the group at the table.
(Hunsecker's back is turned to us.) CAMERA PULLS BACK to
include Sidney in foreground.  He decides not to go into
restaurant and turns away out of shot.

INT. LOUNGE

Sidney comes round the corner from the foyer and walks
through the lounge to the door into the alcove where the
phone booths are, CAMERA PANNING.

PHONE BOOTHS

Sidney moves briskly past the girl at the switchboard,
instructing her:

                         SIDNEY
            Honey, get me Mr. Hunsecker.

The girl reaches for a book of phone numbers, then remembers:

                         OPERATOR
            He's right inside, Mr. Falco.

                         SIDNEY
                   (from inside the booth)
            So it isn't Long Distance.

As the girl, shrugging, puts through the call, CAMERA moves
closer to Sidney in the booth.  He hears the connection
made, speaks at once.

                         SIDNEY
                   (to phone)
            J.J.?  It's me --

We are close enough to the instrument to hear the sound of a
voice on the other end.  Though the words are not
distinguishable, it is quite clear that the speaker is not
talking to the phone.  Sidney seems to relax, as if this is
something that happens often.  He waits, studying his
manicured fingertips...

Presently Sidney hears the voice on the other end become
clearer.  It asks: "Yes?" CAMERA moves closer as Sidney says:

                         SIDNEY
            J.J., it's Sidney.  Can you come
            outside for one minute?

Hunsecker's voice, filtered through the sound of the
telephone, is sharp and tiny; but the words are now very
clear.

                         HUNSECKER (O.S.)
            Can I come out?  No.

                         SIDNEY
                   (tensely)
            I have to talk to you, alone, J.J.,
            that's why.

                         HUNSECKER (O.S.)
            You had something to do for me -
            you didn't do it.

                         SIDNEY
            Can I come in for a minute?

                         HUNSECKER (O.S.)
            No.  You're dead, son - get yourself
            buried!

There is a click as Hunsecker hangs up.  Sidney, more
slowly, also hangs up.  Brooding, he comes out of the booth.

INT. TWENTY ONE CLUB - LOUNGE

Sidney comes out of the door to the phone booths, walks
through the lounge to the hallway.  He turns towards the
dining room.

INT. HALLWAY

Sidney comes to the door into the dining room, CAMERA
tracking with him.  Here he pauses, looking towards...

HUNSECKER

From Sidney's viewpoint.  Hunsecker is seated at a table
which is cleverly his habitual position.  We see him only in
semi-back view, a broad and powerful back.  He is listening
to a man who has paused at his table, stooping over Hunsecker
to whisper in his ear.  As the columnist listens, his hands
play with an omni-present pad and pencil which lie on the
dinner table amongst an assortment of envelopes, mimeographed
sheets and a telephone.  Beyond Hunsecker and the man
talking to him are the SENATOR, the AGENT, and an attractive,
if fatuous GIRL.

                         HUNSECKER
            I'll check it in the morning, Low -
            thanks.

The man leaves; Hunsecker is scribbling a note on the pad.
Meanwhile the Senator whispers something to the girl, who
giggles softly.

REVERSE ANGLE

Sidney comes across to the table, nervous but deliberate.
CAMERA PULLS BACK to include Hunsecker in foreground.
Sidney, without accosting him, stands a few feet from the
columnist's elbow and deliberately lights a cigarette.
Hunsecker, barely turning his head, sees him.  We have heard
of Hunsecker as a monster, but he is evidently in a mild
phase of his metabolism, for he seems gentle, sad and quiet,
as he turns his gaze casually to the Senator, totally
ignoring the young man who stands behind him.

                         HUNSECKER
                   (softly)
            Harvey, I often wish I were dead
            and wore a hearing aid...with a
            simple flick of a switch I could
            shut out the greedy murmur of
            little men...

SIDNEY

A close shot.  Sidney shows no reaction to this insult.  He
steps in closer, an Indian fixity in his face.

                         SIDNEY
            J.J., I need your ear for two
            minutes...

REVERSE ANGLE

Shooting across Sidney, onto Hunsecker.  J.J. turns - but
not to Sidney.  He raises his hand in a small gesture which
summons a passing Captain, who steps into picture at Sidney's
elbow.

                         HUNSECKER
            Mac!  I don't want this man at my
            table...

                         SIDNEY
                   (quickly but quietly interrupting)
            I have a message from your sister.

The Captain is already there.  But now Hunsecker's eyes have
switched to Sidney's face.  For the briefest of moments,
nothing happens.  Then Hunsecker, seeming to relax and
ignoring the Captain whom he has summoned, turns back to
casual conversation with the Senator as if nothing had
happened.

                         HUNSECKER
            Forgive me, Harvey.  We were
            interrupted before -

In foreground, Sidney turns to the Captain with a carved
smile, indicating that Hunsecker's change of topic is to be
interpreted as sanction for Sidney to remain.  The Captain,
not entirely convinced, retreats.  Sidney finds himself a
chair, places it and takes a seat which is near enough to
the table to establish his presence.  During this:

                         SENATOR
                   (who is mildly
                   surprised and faintly embarrassed)
            Err...the Supreme Court story, I
            was telling you - Justice Black.

                         HUNSECKER
                   (nodding)
            Yes, the Justice, that's right.
            But I think you had it in the column.

                         SIDNEY
                   (smoothly, casually)
            Last July, the lead item...

Sidney's interjection is quietly well-mannered.  Hunsecker
totally ignores it.  The other members of the party are a
little astonished at the interplay.  The girl, in particular,
is fascinated; she clearly admires Sidney's looks.  The
Senator, noting this, glances at Sidney, accepting the point:

                         SENATOR
                   (laughing)
            And I believe that's precisely
            where I read it, too.  You see,
            J.J., where I get my reputation for
            being the best-informed man in
            Washington.

                         HUNSECKER
            Now don't kid a kidder.

THE SENATOR, THE GIRL, AND THE AGENT

The girl looks again towards Sidney.  The Senator again sees
this, addresses Sidney pleasantly.

                         SENATOR
            I don't think we caught your name,
            young man.

REVERSE ANGLE

Group shot.  The Senator in foreground, Sidney beyond
Hunsecker in background, and the others on edge of shot.

                         SIDNEY
            Sidney Falco, sir.  And, of course,
            everyone knows and admires you,
            Senator Walker.

                         SENATOR
                   (humorously)
            Every four years I get less
            convinced of that.  This young lady
            is Miss Linda James.
                   (indicates the Girl)
            She's managed by Manny Davis.
                   (he indicates the Agent)


SIDNEY AND HUNSECKER

Sidney nods pleasantly to the Girl and the Agent.

                         SIDNEY
            I know Manny Davis.

                         HUNSECKER
                   (quietly)
            Everyone knows Manny Davis...
                   (as the phone rings
                   on the table)
            ...except MRS. Manny Davis.

Hunsecker is picking up the phone, continuing:

                         HUNSECKER
            Yes?  Go ahead, Billy - shoot...

REVERSE ANGLE

To intercut with the above.  The Senator, the Agent and the
Girl watching Hunsecker.  The Agent's reaction to Hunsecker's
remark is a sickly smile.

RESUME HUNSECKER

He repeats aloud a story which is told him over the telephone.

                         HUNSECKER
            Uh huh.  Sports cars in California
            are getting smaller and
            smaller...the other day you were
            crossing Hollywood Boulevard and
            you were hit by one...you had to go
            to the hospital and have it
            removed...
                   (coolly)
            You're not following the column: I
            had it last week.

During the speech, CAMERA eases back to include Sidney again.
At the end, Sidney looks up in the direction of the Senator.

                         SIDNEY
            Do you believe in capital
            punishment, Senator?

RESUME REVERSE ANGLE

The Senator, amused, asks:

                         SENATOR
            Why?

RESUME HUNSECKER AND SIDNEY

Sidney glances sidelong at Hunsecker.

                         SIDNEY
                   (pointing to the phone)
            A man has just been sentenced to
            death...

Hunsecker's face hardens; aware of Sidney's impertinence, he
does not design to react directly; he turns towards the Agent.

                         HUNSECKER
            Manny, what exactly are the UNSEEN
            gifts of this lovely young thing
            that you manage...?

THE AGENT AND THE GIRL

The Agent glances uneasily at the Girl beside him.

                         AGENT
            Well, she sings a little...you
            know, sings...

                         GIRL
                   (by rote)
            Manny's faith in me is simply awe-
            inspiring, Mr. Hunsecker.  Actually,
            I'm still studying, but -

RESUME HUNSECKER

He studies the Girl intently.

                         HUNSECKER
            What subject?

RESUME THE AGENT AND THE GIRL

                         GIRL
            Singing, of course...straight
            concert and -

RESUME HUNSECKER

Hunsecker's glance flicks between the Girl and the Senator.

                         HUNSECKER
            Why "of course"?  It might, for
            instance, be politics...

As the Girl betrays herself with a nervous glance at the
Senator beside her, CAMERA eases back to include him.  The
Senator is unruffled; gravely, he lights a cigar.  The Girl
laughs.

                         GIRL
            Me?  I mean "I"?  Are you kidding,
            Mr. Hunsecker?  With my Jersey City
            brains?

RESUME HUNSECKER

Again his glance links the Girl and the Senator.

                         HUNSECKER
            The brains may be Jersey City, but
            the clothes are Trainor-Norell.

THE SENATOR, THE AGENT AND THE GIRL

The Girl and the Agent are both nervously uneasy.  The
Senator closely examines the tip of his cigar and, with
deliberation, turns towards Sidney.

                         SENATOR
            Are you an actor, Mr. Falco?

                         GIRL
                   (supporting the
                   change of subject)
            That's what I was thinking.  Are
            you, Mr. Falco?

SIDNEY AND HUNSECKER

Hunsecker, for the first time, half-turns in Sidney's
direction, amused.

                         HUNSECKER
            How did you guess it, Miss James?

RESUME THE AGENT, THE GIRL AND THE SENATOR

They all look at Sidney.

                         GIRL
            He's so pretty, that's how.

RESUME SIDNEY AND HUNSECKER

Sidney bitterly resents the adjective, but contrives to hide
the fact; he smiles, gracefully accepting the compliment.
Hunsecker (who knows what Sidney feels) is pleased; he turns
towards Sidney expansively.

                         HUNSECKER
            Mr. Falco, let it be said at once,
            is a man of FORTY faces, not one,
            none too pretty and ALL deceptive.
            See that grin?  It's the charming
            street urchin's face.  It's part of
            his "helpless" act - he throws
            himself on your mercy.  I skip the
            pleading nervous bit that sometimes
            blends over into bluster.  The
            moist grateful eye is a favorite
            face with him - it frequently ties
            in with the act of boyish candor:
            he's talking straight from the
            heart, get it?  He's got about
            half-a-dozen faces for the ladies,
            but the real cut one to me is the
            quick dependable chap - nothing he
            won't do for you in a pinch.  At
            least, so he says!  Tonight Mr.
            Falco, whom I did not invite to sit
            at this table, is about to show in
            his last and most pitiful role:
            pale face with tongue hanging out.
            In brief, gentlemen and Jersey
            Lilly, the boy sitting with us is a
            hungry press agent and fully up to
            all the tricks of his very slimy
            trade!

Hunsecker has started his speech lightly, but it has built
up to enough cold contempt and feeling to embarrass and
intimidate the others at the table.  In conclusion,
Hunsecker, his eyes on Sidney, picks up a cigarette and
waits expectantly...

                         HUNSECKER
                   (quietly)
            Match me, Sidney...

                         SIDNEY
                   (coolly)
            Not just this minute, J.J....

Amused, Hunsecker lights his own cigarette, turns towards a
man who comes up to the table.

HUNSECKER

A single close up, to intercut with the above.

SIDNEY

A matching single; Sidney's reaction to Hunsecker and to the
others at the table.

THE AGENT, THE GIRL AND THE SENATOR

To intercut with the above; their reactions of embarrassment.

GROUP SHOT

A florid MAN comes up to the table, obviously anxious to
catch Hunsecker's attention.  Hunsecker, in the act of
lighting, his own cigarette, scarcely looks at the man as he
dismisses him:

                         HUNSECKER
            I know - that loafer of yours opens
            at the Latin Quarter next week.
                   (more sharply)
            Say goodbye, Lester!

The florid man retreats.  To cover the embarrassment, the
Senator makes a sally in Sidney's direction.

                         SENATOR
            May I ask a naive question, Mr.
            Falco?  Exactly how does a press
            agent work...?

SIDNEY AND HUNSECKER

Sidney doesn't answer.

                         HUNSECKER
            Why don't you answer the man,
            Sidalee?  He's trying to take you
            off the hook.

                         SIDNEY
                   (to the Senator)
            You just had a good example of it.
            A press agent eats a columnists
            dirt and is expected to call it
            manna.

RESUME THE AGENT, THE GIRL AND THE SENATOR

                         GIRL
            What's manna?

RESUME HUNSECKER AND SIDNEY

Hunsecker glances spitefully at the Girl.

                         HUNSECKER
            Heaven dust.

RESUME THE AGENT, THE GIRL AND THE SENATOR

The Senator continues to Sidney:

                         SENATOR
            But don't you help columnists by
            furnishing them with items?

RESUME SIDNEY AND HUNSECKER

Sidney leans forward, indicating to the Senator some of the
items of paper that litter the table in front of Hunsecker;
these are both handwritten notes and mimeograph sheets,
scraps of assorted items from professional and amateur
agents who supply the columnist.  Sidney fingers some of them.

                         SIDNEY
            Sure, columnists can't get along
            without us.  Only our good and
            great friend, J.J., forgets to
            mention that.  We furnish him with
            items -

Sidney lifts a mimeographed sheet, as an example.

                         HUNSECKER
            What, some cheap, gruesome gags?

                         SIDNEY
                   (to Hunsecker now)
            You print them, don't you?

                         HUNSECKER
            Yes, with your clients' names
            attached.  That's the only reason
            those poor slobs pay you - to see
            their names in my column all over
            the world!  Now, as I make it out,
            you're doing ME a favor!

                         SIDNEY
            I didn't say that, J.J.

                         HUNSECKER
            The day that I can't get along
            without press agents' handouts,
            I'll close up shop, lock, stock and
            barrel and move to Alaska.

THE AGENT, THE GIRL AND THE SENATOR

The Agent makes the mistake of trying to agree with Hunsecker.

                         AGENT
                   (nodding)
            Sweep out my igloo, here I come.

CAMERA pulls back as Hunsecker leans forward across the
table.  He vents upon the unfortunate Agent some of the
annoyance prompted by Sidney's impertinence.

                         HUNSECKER
                   (to the Agent)
            Look, Manny, you rode in here on
            the Senator's shirt tails, so shut
            your mouth!

The Senator doesn't like this treatment of others and his
manner and face show it.

                         SENATOR
                   (slowly)
            Now, come, J.J., that's a little
            too harsh.  Anyone seems fair game
            for you tonight.

                         HUNSECKER
                   (not as harsh, but -)
            This man is not for you, Harvey,
            and you shouldn't be seen with him
            in public.  Because that's another
            part of a press agents life - he
            digs up scandal among prominent men
            and shovels it thin among the
            columnists who give him space.

SENATOR

He finds Hunsecker's manner disturbing, but addresses him
frontally.

                         SENATOR
            There is some allusion here that
            escapes me...

HUNSECKER

                         HUNSECKER
                   (an edge of threat)
            We're friends, Harvey - we go as
            far back as when you were a fresh
            kid Congressman, don't we?

RESUME SENATOR

                         SENATOR
            Why does everything you say sound
            like a threat?

RESUME HUNSECKER

He leans back, speaking more quietly, enjoying himself.

                         HUNSECKER
            Maybe it's a mannerism - because I
            don't threaten friends, Harvey.
            But why furnish your enemies with
            ammunition?  You're a family man.
            Someday, with God willing, you may
            wanna be President.  Now here you
            are, Harvey, out in the open where
            any hep person knows that this one...

AGENT

Hunsecker leans into shot pointing directly at the Agent.

                         HUNSECKER
                   (continuing)
            ...is toting THAT one...

Hunsecker points to the Girl and the CAMERA makes a slight
crab movement to include the Girl as Hunsecker points in
turn to her.

                         HUNSECKER
                   (continuing)
            ...around for you...

Another CAMERA movement.  Now Hunsecker is directly
challenging the Senator.

RESUME HUNSECKER

He smiles disarmingly.

                         HUNSECKER
                   (continuing)
            ...Are we kids or what?...

Hunsecker rises.

GROUP SHOT

As Hunsecker stands up, Sidney follows suit.  The Agent,
very nervous, gets to his feet and the Girl does likewise.
The Senator, whose face is sober, also rises from the table.

                         HUNSECKER
                   (to the Senator, affably)
            Next time you come up, you might
            join me at my TV show.

With Sidney making way for him, Hunsecker walks round the
end of the table to the Senator.  The Senator faces Hunsecker
solemnly.

                         SENATOR
                   (quietly and cautiously)
            Thank you, J.J., for what I consider
            sound advice.

Hunsecker matches the Senator's solemnity.

                         HUNSECKER
                   (deadpan)
            Go, Thou, and sin no more.

Hunsecker moves out of shot.  Sidney murmurs a "pleased to
meet you" to the Senator; then he follows Hunsecker.  The
Senator remains looking after Hunsecker.  Behind him, the
Agent and the Girl, watch him apprehensively.  The Senator,
his face now showing the traces of guilt which he did not
reveal to Hunsecker, seems unwilling to turn back to face
them.

ON THE WAY TO THE FOYER

Hunsecker and Sidney.  Hunsecker addresses the Captain on
his way out of the restaurant.

                         HUNSECKER
            Mac, don't let the Senator pay that
            check...

                         CAPTAIN
            I'll take care of it, Mr. Hunsecker.

CAMERA tracks with Hunsecker and Sidney as they move out
towards the hat check stand.

                         HUNSECKER
                   (murmuring)
            President!  My big toe would make a
            better President!

By now they are at the coatroom, Hunsecker smiling.

                         ATTENDANT
            Mr. Hunsecker's coat, Joe.

                         HUNSECKER
            Find me a good one, Joe.

He accepts the proferred coat as he moves past CAMERA.

LONGER SHOT - NIGHT

The Doorman on the sidewalk has noticed Hunsecker, almost
before the columnist has appeared.  The Doorman wheels,
snapping his fingers and signaling towards the car park
attendant, who can be seen at some distance in the background
under the lights of the Kinney Car Park.  The attendant is
seen to react with alacrity, running into the Park.

HUNSECKER

Putting on his overcoat, he addresses another of the Captains
who has escorted him out of the Club.

                         HUNSECKER
            Dan, anyone calls, tell 'em I'll be
            at the Morocco, maybe the Embers.

                         DAN
            Very good, Mr. Hunsecker.

Sidney catches up with Hunsecker as he moves out onto the
sidewalk.

                         HUNSECKER
            Where's your coat, Sidalee?  Saving
            tips?

Sidney thinks of an impertinent reply, decides not to be
drawn and says nothing.

                         HUNSECKER
                   (to Sidney)
            My curiosity is killing me; what
            are you so rambunctious about
            tonight?

Sidney again does not answer; this time he points across the
street...

                         SIDNEY
            There's your fat friend.

LONGER SHOT - POLICE CAR - NIGHT

The car is framed in foreground; We can read the sign POLICE
attached to the visor.  Two men in plain-clothes, detectives,
are in the front seats.  The man nearest is HARRY KELLO.
Wanting to look like a prosperous business man, Kello looks
soft, fat, mild and well-barbered; but he is dangerous; he
knows it and enjoys it.  With "big shots" he is playful and
kidding, always says just enough, not too much.  He is very
relaxed, and mild in manner, but underneath there is not
only an animal energy, but a feral pressing at you.  His
voice is on the hoarse side.  He measures situations
automatically and instantly.

The police radio is chattering.  Also in evidence is the
telephone, the radio link with headquarters.  The detective
at the wheel nudges Kello, pointing across the street.
Kello gets out of the car and moves to meet the columnist.

                         HUNSECKER
                   (as he approaches)
            Hello, Harry.

                         KELLO
                   (cheerfully)
            Bonna sera, commendatore.  Come sta?

Sidney follows a couple of paces behind Hunsecker; he is in
no hurry to meet the detective, whom he clearly dislikes.

                         HUNSECKER
                   (turning to Sidney)
            You see, Sidalee, that shows that
            Lt. Kello likes your people.

REVERSE ON KELLO

Kello offers his hand to Hunsecker.

                         KELLO
            It's my Brooklyn background, J.J.
            I'm good on Yiddish, too.

Hunsecker accepting the handshake, winces with pretended
pain at what is clearly an over-enthusiastic grip.

                         HUNSECKER
            Harry, am I supposed to say "uncle"?

Kello laughs, releases the grip; Hunsecker strolls past him
stoops to lean into the car listening to the police calls on
the radio.

                         HUNSECKER
            Anything fit to print, tonight?
                   (to the policeman in
                   the car)
            Hello, Phil.  How're the kids.

The detective inside the car answers, respectfully.

                         PHIL
            Fine, Mr. Hunsecker.

                         HUNSECKER
            Any news fit to print tonight?

                         KELLO
                   (joining Hunsecker)
            I just checked "downtown".  Quiet
            everywhere tonight.

                         HUNSECKER
            Incidentally, what happened to that
            doll? - You gave me the item last
            night.  Still alive?

                         KELLO
            Yeah.  At Bellevue.  Still hanging
            on.  But they still don't know if
            she was pushed.

                         HUNSECKER
            She mighta jumped.  Love suicide?
                   (to the policeman in
                   the car)
            Check it for me, Phil...it's a real
            heart throb.

While Phil lifts the radio phone, calling headquarters,
Hunsecker turns back to Kello and Sidney.

ANOTHER ANGLE

Mischievously, Hunsecker nods at Sidney.

                         HUNSECKER
                   (to Kello)
            Say hello to Sidney Falco.  Tickle
            him - he's been a bad boy tonight.
            He called you my fat friend.

                         KELLO
                   (mildly)
            I don't believe it.

Instantly aware that J.J. is toying with Sidney, Kello
offers his large hand to Sidney, who refuses it.

                         SIDNEY
            I know...I know you're the strongest
            cop in town.

                         KELLO
                   (with a laugh)
            I call him the boy with the ice
            cream face!

                         HUNSECKER
                   (laughing)
            Say, that's good - it's nice - in
            fact, it's APT, Harry!

                         KELLO
                   (modestly)
            Yeah, I got eyes.  I put things
            together.

                         HUNSECKER
            I remember ONCE when you didn't
            quite "put things together".  Boy!
            Was the Mayor mad!

The memory of something unpleasant clouds Kello's face.

                         KELLO
            Citizens committees!  I didn't mean
            to hit the boy that hard.  Yeah,
            that's when a feller needed a
            friend and I won't forget his
            initials, J.J.

The policeman in the car sticks his head out of the window.

                         PHIL
                   (to Hunsecker)
            She died twenty minutes ago, Mr.
            Hunsecker.  They're still
            investigating.

                         HUNSECKER
                   (shaking his head
                   with total dismissal)
            That's show business.  Thanks, Phil.
                   (to Kello)
            See you.

ANOTHER ANGLE - 52ND STREET - NIGHT

Kello gets into the police car.

                         KELLO
                   (as he does so)
            Hasta La Vista, J.J.  Hasta Luego.

ANOTHER ANGLE - 52ND ST. - NIGHT

The car moves off eastward.  Sidney and Hunsecker walk
westward.  Sidney, falling into step with Hunsecker, glances
back at the departing police car.

                         SIDNEY
            Spahish...that must show he likes
            "spigs", too.

                         HUNSECKER
            I like Harry, but I can't deny he
            sweats a little.

CAMERA now SHOOTS down 52nd Street.  Hunsecker, back to
CAMERA, studies the evening, hearing the sound of a screech
of female laughter from one of the groups in the distance.
A drunk is being thrown out of one of the strip tease joints.

                         HUNSECKER
            I love this dirty town.

Amused, Hunsecker turns back; he signals across the street
to the car park, indicating that the big black Lincoln
Continental should follow as he strolls with Sidney.

HUNSECKER.  SIDNEY FOLLOWING.

                         HUNSECKER
                   (after a pause)
            Conjugate me a verb, Sidney.  For
            instance, TO PROMISE!

CAMERA TRACKS with them in a CLOSE TWO SHOT.  Sidney is
alert now.

                         HUNSECKER
                   (continuing)
            You told me you'd break up that
            romance - when?

                         SIDNEY
                   (hesitantly)
            You want something done, J.J., but
            I doubt if you yourself know what's
            involved.

                         HUNSECKER
                   (soft and sardonic)
            I'm a schoolboy - teach me, teach me.

                         SIDNEY
                   (carefully)
            Why not break it up yourself?  You
            could do it in two minutes flat.

Hunsecker pauses, halts.

                         HUNSECKER
                   (harshly)
            At this late date you need
            explanations...?  Susie's all I
            got - now that she's growing up, I
            want my relationship with her to
            stay at least at par!  I don't
            intend to antagonize her if I don't
            have to.
                   (starting to walk again)
            Now, be warned, son - I'll have to
            blitz you...

Sidney follows quickly.

                         SIDNEY
            Frankly, J.J., I don't think you
            got the cards to blitz me.

                         HUNSECKER
            I don't?

                         SIDNEY
            Correct me if I'm wrong, but I
            don't think so...

                         HUNSECKER
                   (turning to eye him)
            I'll listen one more minute.

Sidney steps in front of Hunsecker, blocking his way for a
moment.

                         SIDNEY
                   (very rapidly)
            About a year ago, you asked me to
            do a favor.  It was a thing - well,
            I never did a thing that dirty in
            all my life.

Hunsecker, totally disinterested in Sidney's problems of
conscience, signals to his car again, walks past Sidney, who
continues rapidly:

                         SIDNEY
            Awright, that brings us up to five
            weeks ago. "Sidney, I got a nasty
            little problem here." Did I say no?
            I'm frank to admit - it don't jell
            as fast as we like... But all of a
            sudden I CAN'T GET YOU ON THE PHONE
            NO MORE!  WHY?... And why, as of
            this date, am I frozen out of the
            column...

                         HUNSECKER
                   (scornfully)
            Are you finished?

                         SIDNEY
                   (quickly)
            No, lemme finish.  I DON'T LIKE
            THIS JOB!  That boy is dumb only on
            matinee days - otherwise he's got a
            head.  And Susan, like you said,
            she's growing up.  Two heads.
            What I mean, we got a slippery,
            dangerous problem here!

                         HUNSECKER
                   (incisively)
            Not "we", Sidney, you!

                         SIDNEY
                   (gamely)
            Correct me if I'm wrong - WE!
            Because when I'm out on this very
            slippery limb for you, you have to
            know what's involved.

                         HUNSECKER
                   (sardonically)
            Ha!  My right hand hasn't seen my
            left hand for thirty years!

Sidney quickly moves into J.J.'s path, desperate to hold his
attention.

                         SIDNEY
            I'll do it, J.J. - don't get me
            wrong - in for a penny, in for a
            pound.  I'll see it through, but
            stop beating me around the head.
            Let me make a living!

                         HUNSECKER
                   (his mouth tight and mean)
            What you promised - do it!  Don't
            finagle around.  It's later than
            you think.

Hunsecker walks past Sidney, now making for the car at which
the attendant still waits.

                         SIDNEY
                   (as Hunsecker passes him)
            Excuse it, but it's later than you
            think.  That boy proposed tonight.

HUNSECKER

Hunsecker is HIT: he stops in his stride; he pauses and he
turns slowly to look at Sidney.  Lowering, he hesitates,
mind clicking...

                         HUNSECKER
            Susie told you that...?

REVERSE ANGLE - FAVORING SIDNEY

Sidney, his eyes bright, nods.  Hunsecker studies Sidney,
then:

                         HUNSECKER
            No wonder you've been so 'feisty'
            tonight.

A pause.

                         HUNSECKER
                   (quietly)
            Can you deliver?

Sidney nods.

                         SIDNEY
            Uh huh.

                         HUNSECKER
            When?

                         SIDNEY
            Tonight.  Before you go to bed.
            The cat is in the bag and the bag
            is in the river.

HUNSECKER

Expressionless, he examines Sidney.  Then he walks off
toward the car.  He tips the attendant, who thanks him, but
instead of getting into the back of the car, he makes a
small authoritative gesture to Nikko (double) to move over
so that Hunsecker himself may drive.  While Nikko does so,
Hunsecker turns back to Sidney, whom the CAMERA now includes.

                         HUNSECKER
                   (quietly)
            Don't be a two time loser, Sidalee.
            The sentence could be severe...

SIDNEY

He is satisfied.

HUNSECKER

Hunsecker gets into the driver's seat beside Nikko, the
Japanese houseboy.  CAMERA is CLOSE on Hunsecker who does
not look back but is clearly aware of the position of Sidney
as he puts the car into gear, revving the engine...

SIDNEY - NIGHT

The big car accelerates with impressive power.  In doing so,
it sends a cloud of fumes and a swirl of dust in Sidney's
direction.  He leaps out of the way, too late.  CAMERA MOVES
closer to him as, with anger and ignominy he inspects his
precious clothing for damage.  But, as he looks after the
car, his face hardens into grim humor; he senses that this
petty gesture from Hunsecker is an indication of his
vulnerability, not his strength.  As, dusting his coat,
Sidney walks away, CAMERA RISES, watching his jaunty figure
cross the street in the direction of 51st Street.

                                      QUICK LAP DISSOLVE TO:

INT. TOOTS SHOR'S RESTAURANT

A LONG SHOT looking over the round bar towards the entrance.
Sidney comes in through the revolving doors and comes toward
CAMERA.  His eyes search among the crowd.

CLOSER ANGLE

REVERSE ANGLE.  A CAPTAIN approaches Sidney.

                         CAPTAIN
            Hello, Sidney.  Wanna table?

                         SIDNEY
                   (shaking his head)
            Just hopping tonight.  Leo Bartha
            been in?

                         CAPTAIN
            Yeah, having supper with the Mrs.
            She's over there.

The Captain nods towards a booth on the other side of the
bar where Mrs. Bartha is sitting alone.  Seeing that Bartha
is not with her, the Captain looks around the bar...

                         CAPTAIN
            He's somewhere...

                         SIDNEY
                   (interrupting)
            Thanks, I see him...

Sidney is looking back towards the entrance hall, where...

BARTHA

Bartha comes forward (from the Men's Room) passing the
Captain and Sidney.  Sidney moves to intercept him.

                         SIDNEY
            Hello, Leo.  How goes that Sunday
            piece on cigarette girls?

ANOTHER ANGLE

A CLOSE SHOT on Bartha as he turns towards Sidney, stopping.

                         BARTHA
                   (cautiously)
            Who told you about it?

SIDNEY

Sidney smiles at Bartha, but the threat is clear.

                         SIDNEY
            The cigarettes girl...Rita.  And
            she took out all her hairpins, too.

RESUME BARTHA

He throws a quick glance at his wife in the booth in
background.  CAMERA PULLS BACK as Sidney, who has noted the
look, moves closer to Bartha.

                         SIDNEY
            I never had the pleasure of meeting
            your wife.  You know what I wonder,
            Leo?  Could you use a hot little
            item for tomorrow's column?

Sidney is pulling out of his pocket a pad on which to
scribble the item.  But Bartha faces him squarely, speaking
sotto voce but with emphasis:

                         BARTHA
            What is this, blackmail?  Beat it!

Bartha turns on his heel and turns to walk towards his wife
beyond.

SIDNEY

Sidney's face tightens.  After a pause, he makes a decision
and walks towards the booth.

BARTHA AND HIS WIFE

Bartha's wife is reading a tabloid and sipping champagne
while her husband resumes eating a sandwich.  These two are
antagonists in a long war.  Sidney comes up to the table,
repeats:

                         SIDNEY
            Leo, I've never had the pleasure of
            meeting your wife...

Bartha looks up.  What can he do?  Begrudgingly:

                         BARTHA
            Loretta...Sidney Falco...

                         WIFE
                   (chatty)
            How do you do, Mr. Falco.  If you
            know anything about horses, sit a
            minute.  Help yourself to a glass
            of this N.Y. State champagne -
            that's what my husband buys me.

Mrs. Bartha pushes the champagne bottle in Sidney's direction
as Sidney sits pleasantly; Bartha concentrates on his
sandwich.

                         SIDNEY
            All the imported wines aren't what
            they're cracked up to be.

                         WIFE
            Whose side are you on, Mr. Falco,
            his or mine?

                         SIDNEY
            Frankly, Mrs. Bartha, I'm a neutral
            observer for the United Nations.

WIFE

Mrs. Bartha laughs, enjoying his deftness; then:

                         WIFE
            What's your first name?

                         SIDNEY
                   (over scene)
            Sidney.

Mrs. Bartha turns to concentrate on the names in the racing
column of the tabloid.

                         WIFE
                   (searching the column)
            No horse running tomorrow by that
            name...

BARTHA, WIFE AND SIDNEY

An ANGLE favoring Bartha and Sidney.  Bartha glowers at his
wife, resenting the fact that she has permitted Sidney to
join them.

                         BARTHA
            You ought to stop this nonsense,
            Loretta, these two dollar bets.

                         WIFE
                   (cheerfully)
            It's compensation, Leo, for the
            marginal life we lead.
                   (to Sidney)
            Sidney, did you hear the story
            about the cloak-and-suitor who -- ?

                         BARTHA
                   (sharply interrupting)
            That's right!  Tell him, so I can
            read it in Hunsecker's column first!

                         WIFE
                   (to Sidney, brightly)
            Oh, are you a spy for the other side?

                         SIDNEY
            No, I actually sat down to give Leo
            an item.

produces his pad again, begins to write on it.

                         WIFE
            Leo, he wants to give you an item -
            don't be sullen.

Bartha notes Sidney's writing.

                         BARTHA
                   (to his wife)
            Will you mind your own business!

                         WIFE
                   (calmly)
            Hitler!

She returns to her paper, ignoring them, Sidney finishes
scribbling the item.

                         SIDNEY
            Just in case you'd like to print
            it, Leo.  It's a blind - no names
            mentioned.  But for your private
            information, the guy's name is
            Dallas.

He pushes the item to Bartha, who reads it, briefly.
Meanwhile:

                         WIFE
                   (concentrating on the tabloid)
            There isn't a single name here that
            gives off vibrations...

Bartha pushes the item back towards Sidney.  Sidney glances
quickly at Bartha's stony face then, significantly, turns
towards his wife.

                         SIDNEY
            Anything there with a name like
            "cigarette girl"?

Bartha raises his head, looks squarely at Sidney with
contempt and anger.  His wife is unaware of this reaction.
Still looking at the paper, she murmurs:

                         WIFE
            MMmmmm..."cigarette girl"... No, no
            horse with a name like that...

Sidney pushes the item back towards Bartha.

WIFE

Mrs. Bartha's attention is attracted by Sidney's gesture.
She looks up, made aware of this strange by-play.

BARTHA AND SIDNEY

A CLOSE TWO SHOT.  Sidney waits; Bartha is white-lipped, but
pushes the item back again:

                         BARTHA
            I don't print blind items.

RESUME WIFE

She looks from Sidney to her husband and back.

                         WIFE
            What is this, chess or checkers...?

RESUME BARTHA, MRS. BARTHA AND SIDNEY

The THREE SHOT favoring Bartha and Sidney.  Both Sidney and
Bartha are now aware of Mrs. Bartha's curiosity.

                         SIDNEY
                   (pointedly)
            Neither does Hunsecker.
                   (fractional pause)
            He likes to use the real names...

A moment of chill silence.  Then Bartha gets to his feet,
signals for a waiter.  As Sidney rises also:

                         WIFE
            Where are we running?  What am I
            missing here?

                         BARTHA
            Waiter, the check.
                   (to wife)
            This man is trying to hold a gun to
            my head!

                         WIFE
                   (abruptly)
            That's the horse!  Shotgun -
            Shotgun in the fifth!

She quickly studies her newspaper again.  As quickly, Bartha
leans across the table and snatches it out of her hands.  In
doing so, he upsets the glass of champagne, which contains
only a few drops.

SIDNEY AND BARTHA

Bartha turns challengingly to Sidney.

                         BARTHA
                   (sternly)
            What do you want to tell my wife,
            Sidney...?

WIFE

She is brushing her lap with her napkin.

                         WIFE
                   (indignantly)
            He wants to tell me that you poured
            champagne all over my lap.

RESUME BARTHA AND SIDNEY

Bartha ignores her, again challenges Sidney.

                         BARTHA
            Go on, tell her, I'm waiting!

                         SIDNEY
                   (flustered)
            What are you talking about?  Are
            you nuts or what?

The Waiter arrives in picture beside them, puts the check on
the table and goes.  Bartha picks it up.

RESUME WIFE

Still mopping her dress with her napkin, she waits for her
husband to speak.

BARTHA

He glances unhappily at his wife.

                         BARTHA
            Lorry, I can't let this man
            blackmail me...

MRS. BARTHA, BARTHA AND SIDNEY

A THREE SHOT favoring Mrs. Bartha, her husband and Sidney in
foreground.

                         WIFE
            Blackmail...?

Sidney decides to retreat.  He turns, starts to go.  But
Bartha blocks his way, holding Sidney and explaining to the
Wife.

                         BARTHA
            He wants me to print a dirty smear
            item for keeping his mouth shut

A momentarily pause.  Then:

                         WIFE
            About what?

RESUME BARTHA

He is uneasy, ashamed of himself.

                         BARTHA
            Foolishly, Lorry, and I hope you'll
            understand... this cigarette
            girl...I was kidding around with
            her...this girl, I mean...I was
            kidding around and she took it
            seriously.  It was a case of bad
            judgment, Lorry, bad taste...and
            I'm just sorry, Lorry, that's all...

RESUME WIFE

She says nothing.

RESUME BARTHA, SIDNEY AND MRS. BARTHA

The ANGLE favoring Bartha and Sidney, Mrs. Bartha in
foreground.  Bartha now turns on Sidney.

                         BARTHA
            Your friend Hunsecker - you can
            tell him for me - he's a disgrace
            to his profession.  Never mind my
            bilious private life - I print a
            decent, responsible column - that's
            the way it stays!  Your man -
            there's nothing he won't print if
            it satisfies his vanity or his
            spite!  He'll use any spice to
            pepper up his daily garbage!  Tell
            him I said so and that, like
            yourself, he's got the morals of a
            guinea pig and the scruples of a
            gangster!

Sidney tries to brazen it out, sneering:

                         SIDNEY
            What do I do now?  Whistle "The
            Stars and Stripes Forever?"

Mrs. Bartha slides along the seat, reaching for her fur.

MRS. BARTHA

CAMERA PULLS BACK with her as she collects her belongings,
slides out between the tables and comes forward, passing
Sidney to her husband.

                         WIFE
                   (lightly)
            What you do now, Mr. Falco, is crow
            like a hen - you have just laid an
            egg.

She presents her fur to her husband, and turns her back,
inviting him to put it around her shoulders.

BARTHA AND WIFE

ANOTHER ANGLE, favoring Bartha.  He has not fully understood
the significance of his wife's gesture.  He studies her.
She confirms his hopes as she adds:

                         WIFE
            Leo, this is one of the cleanest
            things I've seen you do in years...

With the fur around her shoulders, she turns and takes her
husband's arm with some pride.  They walk away.  CAMERA
ERASES BACK to include Sidney.  He is angry at himself -
more for the failure of his efforts at blackmail than any
sense of shame at the attempt.

OTIS ELWELL

A MEDIUM LONG SHOT.  At a booth on the other side of the bar
sits a dapper gentleman with a twinkle of malice in his eyes.
He has been watching the altercation with keen interest and
satisfaction.  Elwell gives some instructions to a waiter
who is serving him with drinks, pointing towards Sidney.

SIDNEY

Sidney's face shows a burning resentment.  He glances about
him to see how much of the embarrassing scene has been
observed.  As he moves away, the waiter walks into shot,
addressing him.

WAITER

A waiter approaches Sidney.  He has a message.

                         WAITER
            Otis Elwell wants to see you, Sidney.

The waiter nods towards the other side of the circular bar.
Sidney, his humiliation and rage still burning, looks off
towards...

OTIS ELWELL

From Sidney's viewpoint.  Elwell beckons.

SIDNEY

He comes round the circular bar.  He shows no eagerness to
join Elwell, but approaches the table.  Elwell makes a
gesture, inviting Sidney to sit.  Sidney doesn't accept it.

                         ELWELL
                   (pleasantly)
            I see Bartha gave you cold tongue
            for supper.
                   (as Sidney starts to leave)
            Hey, wait a minute!

                         SIDNEY
                   (hesitating)
            I'm late for a date with a dame.

Then, returning, he leans over the table addressing Elwell
with quiet anger.

                         SIDNEY
            Otis, if you're trying to blow this
            brawl into an item for your column -
            forget it!

REVERSE ANGLE

Across Sidney and Elwell.  Elwell is quietly enjoying
Sidney's display of hurt dignity.

                         ELWELL
                   (affably)
            How is dear old J.J. by the way?

                         SIDNEY
                   (his anger relapsing)
            Call him up and ask - he might drop
            dead with shock.

                         ELWELL
                   (lightly)
            If it were that easy, you wouldn't
            find an empty phone booth for the
            next two hours...

SIDNEY

A CLOSE SHOT.  While Elwell continues, he is not looking at
Sidney.  Elwell's expression of dislike of Hunsecker is not
overemphatic; but Sidney senses, nevertheless, that it is
very real - and this gives him a new idea.

                         ELWELL
                   (continuing over scene)
            ...Talk of a wake! - they'd club
            each other to cater the affair for
            free!

RESUME ELWELL AND SIDNEY

Elwell looks up at Sidney as he continues.

                         ELWELL
                   (happily)
            By the way, did I hear something
            about J.J. giving you the flit gun
            treatment - he shut you out of the
            column.
                   (amused)
            Why?

REVERSE ANGLE

Sidney has rapidly resumed his manner of resentment (in
order to exploit Elwell's dislike of Hunsecker).

                         SIDNEY
            You don't know that lunatic yet?
            Whims - egotistic whims!  Like the
            gag - when you got him for a
            friend, you don't need an enemy!
                   (a pause, then:)
            That's what the fight with Bartha
            was about. "Leo", I says, "Hunsecker
            froze me out.  So I'm eating humble
            pie this month - please print me an
            item."

                         ELWELL
                   (pleased)
            And, instead, he printed his heel
            in your face?

                         SIDNEY
                   (morose)
            I see you're full of human
            feelings...

ELWELL

He has lost interest in Sidney.

                         ELWELL
                   (with a shrug)
            Like most of the human race,
            Sidney, I'm bored.  I'd go a mile
            for a chuckle...

Elwell's voice fades: his attention has been caught by...

REVERSE ANGLE

...three people are passing the table, squeezing their way
past; a man with two very fetching young women.  Elwell's
eyes are riveted to the anatomy that is temptingly displayed.

                         SIDNEY
                   (noting Elwell's preoccupation)
            ...and two miles for a pretty
            girl...?

ELWELL

He is unembarrassed at Sidney's all-too-accurate estimate.

                         ELWELL
                   (lightly)
            Three...even four...

Elwell turns back towards the papers on his table, a zippered
document case and some publications among which a columnist
might search for scandal; among these is a magazine of
semipornographic nature.

                         ELWELL
                   (continuing, casually)
            Then you're really washed up with
            Hunsecker...?

REVERSE ANGLE

The nature of Elwell's reading tastes is also not lost on
Sidney.  With his eyes glancing at the magazine, Sidney now
accepts the original offer to sit down.  He produces the
slip of paper that Bartha rejected, offering it as
illustration.

                         SIDNEY
            This is how much I'm washed with
            J.J....

As Elwell reads, Sidney continues giving a passing scrutiny -
apparently casual - to a picture of a girl on the magazine
cover.

                         SIDNEY
            Look, Otis, I make no brief for my
            bilious private life, but he's got
            the morals of a guinea pig and the
            scruples of a gangster.

Elwell shows no undue enthusiasm for the item.

                         ELWELL
                   (dryly)
            A fine, fat dirty item.
                   (offering it back to Sidney)
            Who's it about?

But Sidney doesn't take the paper back; he explains:

                         SIDNEY
            A kid named Dallas, who runs a
            dinky jazz quintet.
                   (he leans closer)
            He keeps company with J.J.'s
            screwball sister...

ELWELL

This does get a reaction, a flicker of genuine interest.
Elwell reads the item for a second time.

SIDNEY AND ELWELL

Watching Elwell read, Sidney encourages:

                         SIDNEY
            It's a real goody if, like me, you
            wanna clobber J.J.!

Now Elwell lays the item down in front of him.  Clearly, he
is considering it.  Sidney prompts again.

                         SIDNEY
            He's got his TV tomorrow.  He'd
            read it just before rehearsals.

Elwell nods.  But he is still reluctant.

                         ELWELL
                   (cautiously)
            Mmm.  Trouble is I can't think of
            any good reason why I should print
            anything you give me.  I can't even
            think of a bad reason.

SIDNEY

Sidney drops his eyes to the magazine once more.  He fingers
it in a preoccupied but significant way.

                         SIDNEY
                   (gently)
            Suppose I introduce you to a lovely
            reason, Otis.  One that's good and
            bad...and available?

ELWELL

His eyes go from the magazine to Sidney; he gets the point
alright.

                         ELWELL
            I'm not an unreasonable man...

Elwell reaches for the slip of paper once more.

SIDNEY AND ELWELL

In picking it up, Elwell clearly implies his readiness to
accept the item - on conditions.  Sidney, in his turn, gets
this point.  He turns towards the passing waiter.

                         SIDNEY
            Waiter!  The check.

                                            LAP DISSOLVE TO:

INT. SIDNEY'S APARTMENT - NIGHT

Rita is in the bedroom.  She appears to have some familiarity
to the premises... She hears the doorbell.  She makes swift
adjustment to her appearance and takes a swift gulp of a
drink as she carries it through to answer the door.

SIDNEY'S OFFICE

The outer room is lit only by one of the lamps on the desk.
Rita crosses and goes to the door.  Sidney's shadow can be
seen through the frosted glass.  At the door, Rita opens it
slowly and with a seductive manner.

                         RITA
                   (coyly)
            Hi!

Sidney steps into the room.  Rita begins to close the door
prior to stepping into his embrace.  Sidney puts one arm
about her.  But now she reacts to...

ANOTHER ANGLE

Otis Elwell stands on the landing outside.  In most
gentlemanly fashion, he takes off his hat.

RITA

This new arrival gets a dismal reaction from the girl.

                         SIDNEY
                   (unembarrassed)
            Rita, say hello to Otis Elwell.

                         RITA
                   (with no welcome whatsoever)
            Hello.

ANOTHER ANGLE

Elwell is not unaware of his cool reception.  He glances at
Sidney as he comes into the room.  But his manner is suave.

                         ELWELL
            Friends call me Otis - sometimes
            Tricky Otis.

                         SIDNEY
            Otis was outraged when I told him
            Van Cleve was going to fire you.
            Tell him not to pay any attention
            to anything you-know-who says about
            you-know-what.
                   (to Otis)
            Right, Otis?

                         ELWELL
            Right!

Elwell sits down on the sette, stretches his limbs, smiles
at the girl.  Rita still says nothing.  Sidney mistakes her
attitude for acquiescence.  He swallows his drink, sets it
down.

                         SIDNEY
            I thought you two could talk the
            whole thing over till I got back.

Rita looks at him sharply.

                         RITA
            Back?

                         SIDNEY
            One of those business meetings,
            honey - always coming up in the
            middle of the night.

He grins at Rita.  She doesn't respond.  Turning, she goes
swiftly through the door into the bedroom.

                         RITA
                   (sharply)
            Hold on.  You can drop me off on
            your way...

Emphasizing the asperity in her voice, she closes the door
behind her.

ANOTHER ANGLE

Elwell looks at Sidney; Sidney looks at Elwell.  Elwell gets
up slowly from the settee.

                         ELWELL
                   (amused by acid)
            Consternation reigns...

Sidney is uncomfortable, not sure how Elwell is taking the
rejection.  Elwell glances at his wristwatch, lays down his
drink.

                         SIDNEY
                   (quickly)
            Now, Otis...

Elwell shrugs, remarks pleasantly but with significance:

                         ELWELL
            I hate J.J. -- but not that much at
            this moment...

                         SIDNEY
            Give me a chance --

He goes into the bedroom, closing the door after him.

INT. BEDROOM

Rita is in a flurry of indignation.  Sitting on the bed, she
is fastening one high-heeled shoe.  Sidney stands glaring at
her.

                         SIDNEY
            Don't you know who that man is?

                         RITA
                   (bitingly)
            Yeah.  Otis Elwell.  The columnist.

                         SIDNEY
                   (nodding with emphasis)
            Yeah!

                         RITA
                   (aggressively)
            And he's a perfect stranger to me.

                         SIDNEY
                   (explosively)
            So take five minutes!  Get
            acquainted!  He's an important
            man - he's lonely - don't be dumb!

Rita, who one shoe on, has begun to search for the other.

                         RITA
            What do you want all of a sudden -
            Lady Godiva...?  Where's my other
            shoe?

                         SIDNEY
            What kind of an act is this?

Rita jumps to her feet.  Her righteous indignation is
handicapped by the lop-sided stance caused by the lack of
one shoe.

                         RITA
            Don't you think I have any feelings?
            What am I?  A bowl of fruit?  A
            tangerine that peels in a minute?

                         SIDNEY
                   (caustic)
            I beg your pardon!  I turn myself
            inside out to help you and now I'm
            a heavy.
                   (stooping swiftly as
                   he discovers her shoe)
            Here's your shoe, there's your
            coat, that's the door!

Contemptuously he thrusts the coat and the shoe into her
arms.  The positive force of his manner gives the girl pause.
There is a silence.  Rita searches for words to explain the
offense to her sensibilities.

                         RITA
            Sidney...I...I don't do this sort
            of thing...

                         SIDNEY
            What sort of thing?

                         RITA
                   (emphatic)
            This sort of thing!

                         SIDNEY
                   (as emphatic)
            Listen, you need him for a favor,
            don't you!  And so do I!  I need
            his column--tonight.
                   (then)
            Didn't you ask me to do something
            about your job?  Don't you have a
            kid in Military School?

A pause.  Sidney has struck brutally home.  Rita's lower lip
trembles.

                         RITA
            You're a snake, Falco.  You're a
            louse, a real louse.

Sidney's manner becomes swiftly sympathetic - but still
urgent.

                         SIDNEY
                   (persuasively)
            Honey - he's going to help you!
            You want to lose your job?

Rita begins to waver, her moral indignation losing ground
before Sidney's reminders of her dire necessity.

                         RITA
                   (remonstrating)
            A girl needs a little romancing
            before she -

                         SIDNEY
                   (cutting in)
            Next time I'll call in a guy to
            paint silver stars on the ceiling!

                         RITA
                   (in a small voice)
            What would you think of me if -

                         SIDNEY
                   (cutting in to
                   reassure her)
            Nothing I didn't think of you before.

                         RITA
                   (dryly, with significance)
            - that's what I mean!

This attempt at humor signals to Sidney that he has brought
her round.  He comes to her, pats her in an encouraging
manner - to which she does not respond.

He turns to the door, and picks up the glasses she has set
down on the table behind it.

                         SIDNEY
                   (as he opens the door)
            How many snorts does it take to put
            you in that Tropical Island Mood?

Sidney goes out.

SIDNEY'S OFFICE

Elwell overhears the last remark and as Sidney passes him,
he winks.  While Sidney pours another drink, Elwell faces
the doorway.  Rita comes into it, stands on the threshold.
She is still far from enthusiastic.

                         ELWELL
                   (an inspiration)
            Havana!  That's where we met!

Rita shakes her head morosely.  Sidney comes and puts a
stiff drink into her hand.  Elwell raises the glass toasting
the girl, encouraging her to drink.  Rita responds dimly.

                         RITA
                   (to Otis)
            Here's mud in your column!

Sidney laughs, more from relief than from the joke.

                         SIDNEY
            Blessings on thee, the both...well...
            Gotta run now.  See you two kids
            later!

                         ELWELL
                   (lightly)
            Hurry back.

At the door Sidney takes cheerful leave of them.

                         SIDNEY
            Don't do anything I wouldn't do.
            That gives you lots of leeway.

HALLWAY OUTSIDE SIDNEY'S APARTMENT

Closing the door, Sidney seems pleased with himself.  He
goes swiftly down the stairs.

INT. SIDNEY'S OFFICE

Rita remains on the threshold of the doorway between the two
rooms.  There is an uncomfortable silence.  Elwell carries
it off by coming to the girl, offering her a cigarette.  She
accepts it.  Elwell studies her, smiling affectionately.
Rita meets his eyes, avoids them again, then quietly offers
the information:

                         RITA
            Palm Springs.  Two years ago.

Elwell begins to laugh.  Whatever the memory, it seems to
amuse him vastly because he continues to laugh.

                         ELWELL
                   (delighted)
            That's right!

Rita drinks.  She adds glumly:

                         RITA
            Don't tell Sidney.

Elwell continues to laugh as we...

                                            CUT TO:

ORANGE JUICE STAND - NIGHT

Shooting east on 46th Street walks Sidney, coming out of the
entrance of his apartment, towards CAMERA.  He is pleased
with himself, satisfied with his ingenuity in dealing with
Rita and Bartha.

The streets behind him are dark and empty (it is about 3:00
in the morning).  CAMERA moves with Sidney as he steps
briskly into the orange juice stand and lifts the receiver
from the pay telephone.  There are no other customers at the
counter, but the man behind is squeezing orange halves for
the day ahead, piling up a mountain of empties some of which
fall at Sidney's feet.

EXT. HUNSECKER'S PENTHOUSE - NIGHT

CAMERA shoots up at the penthouse on the roof of the Brill
Bldg.  The Budweiser sign is extinguished, a black silhouette
against the sky.  A light burns in the window of Hunsecker's
apartment.

INT. HUNSECKER'S PENTHOUSE - NIGHT

The ringing of the telephone is heard in the big room - an
impressively furnished apartment which has a decor indicating
that the owner thinks of himself in epic terms.

CAMERA moves to discover Hunsecker in robe and pajamas,
tapping at his typewriter.  Taking his leisurely time, he
picks up the phone and eventually answers it.

                         HUNSECKER
                   (to phone)
            Yes...?  You sound happy, Sidney.
            Why should you be happy when I'm
            not?
                   (then)
            I'll see the papers when I get up.
            How do you spell Picasso, the
            French painter?
                   (languidly writes
                   down Picasso on his
                   scratch pad, answering
                   a query, dryly)
            It's an item - I hear he goes out
            with three-eyed girls.

ORANGE JUICE STAND - NIGHT

CAMERA shoots past Sidney at the phone toward Broadway,
which is now deserted.  A street-flushing truck goes by,
moving through the dead city.

                         SIDNEY
                   (to phone)
            It would be nice if you mentioned
            R-O-B-A-R-D - Robard's jazz joint --
            it's his 20th anniversary.  Don't
            begrudge it to me, J.J. - I owe him
            lots of favors.
                   (glancing toward the
                   attendant to see that
                   he has not overheard)
            I think you understand, don't you,
            that the Dallas skull is badly
            dented?  Oh, real bad... starting
            today, you can play marbles with
            his eyeballs.
                   (even coquetting)
            Don't hold out on me, J.J., mention
            Robard.  R.O. -
                   (hangs up and walks
                   to street)

HUNSECKER'S PENTHOUSE - NIGHT

Hunsecker is writing Robard's name on his pad, but he says
into the phone:

                         HUNSECKER
            We shall see what we shall see...
                   (lazily)
            And don't ever use this apartment
            phone again; I have a nervous sister.

He cradles the phone, looks at it for a moment, switches his
eyes and then physically follows them, rising to stroll
towards the glass doors onto the terrace.  He moves out and
turns aside to look in at the adjoining window, which
belongs to Susan's bedroom.

INT. SUSAN'S BEDROOM - NIGHT

CAMERA shoots across Susan in foreground; she is asleep, a
tired, helpless, sweet kid.  The figure of her brother is
seen - a dark shape on the terrace outside.  He moves away
across the terrace.

EXT. TERRACE - NIGHT

Hunsecker turns from the window.  CAMERA is close on his
brooding face.  CAMERA tracks with him as he crosses towards
the parapet.  At this height there is a wind which blows his
hair and the movement of the camera emphasizes a remarkable
vista of the New York skyline.  The buildings are now dark,
only a few of the electric signs are left on all night.
CAMERA comes to rest looking over Hunsecker's shoulder; it
tilts downward to a view of Broadway below, Duffy Square in
the distance.

HUNSECKER - NIGHT

A close-up; Hunsecker is looking down on his "kingdom".  But
there is little love in the man's face, only authoritarian
power.

EXT. FROM THE TERRACE - NIGHT

From Hunsecker's viewpoint.  The streets empty, except for
an occasional passing taxi.  The street flushing truck comes
up Broadway from Duffy Square...

                                    LAP DISSOLVE THROUGH TO:

EXT. FROM THE TERRACE - DAY

The identical camera set-up.  Through the dissolve the light
changes from night to day; Broadway magically becomes a
roaring stream of traffic.

EXT. GLOBE BUILDING - DAY

In foreground a NEWS VENDOR.  Sidney comes out of the exit
of a subway, reaching for his pocket as he approaches the
news vendor who offers him a paper.

                         NEWS VENDOR
            The Globe?

                         SIDNEY
                   (shaking his head)
            Gimme The Record.

Sidney buys and opens the paper.  CAMERA MOVES closer to
shoot over his shoulder.  We see the gossip column which
bears a photograph of Otis Elwell at the top.  Smirking with
satisfaction, Sidney turns away from the CAMERA and throws
the paper into a trash basket before he disappears into the
impressive entrance of a large office building.  The sign
above the doorway reads: THE NEW YORK GLOBE.

                                          QUICK DISSOLVE TO:

INT. GLOBE BUILDING

Mary, Hunsecker's secretary, occupies a cubicle which is
separated form the rest of the newsroom by a partition.
From the big room beyond, comes the hum and chatter of a big
newspaper.  The walls of the urgent murmur of the staff of a
big newspaper.  The walls of Mary's cubicle are covered with
photographs; filing cabinets are piled high with unopened
mail; two wire service teletype machines click desultorily.
Mary is plain but attractive, past 30, a level-headed woman
with a sense of integrity.  She is on the phone just now,
bored with the insistent voice on the other end.  Beside her
an earnest young LAWYER waits with several papers in hand.

                         MARY
                   (to phone)
            I have no power to retract, Mr.
            Cummings... I'm only Mr. Hunsecker's
            secretary.  No.  Nor can I agree
            that can retraction is necessary.
            Thank you for calling.

Sidney has come through the newsroom in background.  He
pauses tactfully, seeing Mary occupied with the lawyer.

                         LAWYER
                   (huffily)
            I fail to see what's amusing about
            these papers.

                         MARY
            I'll get the boss to sign them.

                         LAWYER
                   (giving her the papers)
            They're important.

                         MARY
            You've said that six times - that's
            why I'm smiling.

As the disgruntled lawyer leaves, Sidney comes in, wearing
his most winning smile.  With a glance after the lawyer,
making sure that he is not observed, Sidney greets Mary,
assuming a brogue:

                         SIDNEY
            Hello, Mary, me darlin' and phwat
            are ye up to today?

Sidney's hand caresses her shoulder with a gesture which
indicates a certain intimacy between them.

                         MARY
            That's a question I usually like to
            ask YOU.  Your secretary phoned.

                         SIDNEY
            What about?

                         MARY
                   (shrugging)
            Something about a Frank D'Angelo
            trying to reach you...

Sidney reaches for the phone.  As he does so, Mary hesitates
and glances at a copy of The Record which lies on the desk
open at Otis Elwell's column.  She picks it up.

                         MARY
                   (continuing)
            Is that the man who manages Susie's
            boyfriend?

Sidney murmurs casually, "Yeah.  Why?" as he dials.  Mary
holds up the paper, indicating the item.

                         MARY
            Have you seen this?  In Otis
            Elwell's column.
                   (reads)
            "The dreamy marijuana smoke of a
            lad who heads a highbrow jazz
            quintet is giving an inelegant odor
            to that elegant East Side Club
            where he works.  That's no way for
            a card-holding Party Member to act.
            Moscow won't like, you naughty boy!"

Sidney accepts the paper from Mary, examines the item while
he talks to Sally on the phone.

                         SIDNEY
                   (into phone)
            Sally?  I got the message.  If
            D'Angelo calls again, tell him I'll
            be at the office around noon.

He hangs up, continuing to read.

                         MARY
            Could this be that boy?

                         SIDNEY
                   (casually)
            Dallas?  Could be.  He doesn't look
            like a reefer smoker...

He discards the paper with a show of disinterest.  Mary
picks it up again.

                         MARY
                   (looking at The
                   Record again)
            If this is true, J.J.'s going to
            hit the ceiling...

Sidney moves around behind Mary.  His eyes are fixed on a
spike which sits on Mary's desk.  On it is impaled a proof
of Hunsecker's column.  Meanwhile, he remarks:

                         SIDNEY
            Can it be news to you that J.J.'s
            ceiling needs a plaster job every
            six weeks?

INSERT

From Sidney's viewpoint, Hunsecker's column.  The shot is
just too distant for us to be able to read the print.

SIDNEY AND MARY

Sidney is looking at the column.  Mary is concentrated on
papers before her.  Without looking up, she is clearly aware
of Sidney's efforts to read the proof.

                         MARY
                   (quietly)
            Sidney, you know that J.J. doesn't
            like people to look at the column
            proof in advance...

Sidney, caught "in flagrante", laughs.

                         SIDNEY
            Mary, I'm not "people" - there's
            Falco blood, sweat and tears in
            that column.

He turns away, changing the subject (apparently).

                         SIDNEY
            How about dinner tonight?

Mary turns to study him.

                         MARY
            Bribing me again?

                         SIDNEY
                   (uncomfortable under
                   her scrutiny)
            And why should I bribe the woman
            who holds most of my heart?

Mary is thoughtful.  Without malice, in a detached sort of
way, she examines Sidney.

                         MARY
            You're a real rascal, Sidney.  I'd
            certainly dislike you if I didn't
            like you.  You're an amusing boy,
            but there isn't a drop of respect
            in you for anything alive - you're
            too immersed in the theology of
            making a fast buck.  Not that I
            don't sometimes feel that you yearn
            for something better...

Sidney finds this analysis hard to take.  Again he tries to
laugh his way out of it.

                         SIDNEY
                   (cynical)
            Mary, don't try to sell me the
            Brooklyn Bridge.  I happen to know
            it belongs to the Dodgers.

Mary, smiling, decides "to let him off the hook".  She takes
the spike and the column and passes it across to Sidney's
side of the desk, as she returns briskly to her business.

                         MARY
                   (affably)
            I don't mind you looking at the
            proof of the column in advance, as
            long as J.J. doesn't know.  But
            don't do it like a boy stealing gum
            from a slot machine.

Sidney doesn't like this; but, on the other hand, he does
want to look at the column.  After only a momentary struggle,
he picks the column off the spike and reads.

                         SIDNEY
            Who put this item in about the
            comic?
                   (reading)
            "If there's a more hilarious funny
            man around than Herbie Temple at
            the Palace, you'll have to pardon
            us for not catching the name.  We
            were too busy screaming." Does this
            Temple have a press agent?

                         MARY
            No.  It's one of J.J.'s occasional
            beau gestes.  Evidently the fellow's
            funny, so he gave him a plug.

He goes to the door, grinning.

                         SIDNEY
            What's your favorite ribbon to go
            around your favorite chocolates?

                         MARY
            Let's wait till Christmas - it's
            more legitimate then.

She looks after Sidney, thinks about him for a moment.  Then
she types.

EXT. PALACE THEATRE - DAY

Sidney comes down 47th Street from Broadway, making for the
stage door entrance of the Palace theatre.  He walks
confidently into the alleyway, paying no attention to the
old doorman gossiping with the shoeshine boy at the chairs
next to the entrance.  The doorman turns, protesting:

                         DOORMAN
                   (calling out)
            Hey!

                                            LAP DISSOLVE TO:

Sidney, without halting, looks back towards the Doorman,
addressing him with the patronizing manner of a superior.

                         SIDNEY
            Herbit Temple here yet?

                         DOORMAN
            Yeah, but you can't come in now!

                         SIDNEY
            I'm in, Sonny Boy!

He is already on his way into doorway.

INT. BACKSTAGE OF PALACE THEATRE

The movie will soon by finished and the comedian who opens
the stage show is ready and made-up in the wings.  He sits
with his agent, (AL EVANS) a small, worried, bespectacled
man, who waves an unlighted cigar as big as himself.  They
converse in loud whispers, talking against the muffled and
echoing sound of the film sound track, silhouetted against
the ghostly, distorted images on the big screen seen at a
weird angle behind them.

                         EVANS
            I didn't waste words, Herbie, take
            my word.  I says, "look, Figo, I'm
            not selling you a dozen eggs, I'm
            selling you HERBIE TEMPLE", I says,
            so don't gimme your lip!

The comedian, Herbie Temple, looks up.  Sidney comes through
a fire-proof door which separates the stage from the
corridors to dressing room.  In background two chorus girls
in costume are squeezed into a telephone booth.  Sidney
joins the comedian and the agent; he smiles to the comedian,
while he addresses the agent.

                         SIDNEY
            Hiya, Al!

The agent looks from Sidney to Temple, surprised and
displeased.

                         EVANS
            Since when did you two get
            acquainted?

Sidney has clearly never met Evans; blandly he chooses to
regard the agent's remark as an introduction; he offers his
hand with generous amiability.

                         SIDNEY
            How do you do, Mr. Temple...

The comic accepts the hand doubtfully.

                         EVANS
                   (uncertain)
            Delighted.

                         SIDNEY
            I'm Sidney Falco.

                         TEMPLE
                   (still dubious)
            Yeah, delighted...

Evans stands up, warns the comic.

                         EVANS
            Watch this guy, Herbie, he's a
            press agent.

Temple's smile congeals.

                         TEMPLE
            You watch him, Al, I s...s...stutter!

                         SIDNEY
                   (in no way discouraged)
            Temple, I caught your act the other
            night and -

                         TEMPLE
            Did you now?  On which bounce?

                         SIDNEY
            - and I just had to drop by and
            tell you how great I thought you
            were.

                         TEMPLE
                   (dryly)
            Cheers.  What time is it, Al?

                         EVANS
            You got ten minutes.
                   (to Sidney)
            Hope you don't mind, Falco: we're
            busy and if -

Sidney stands up.

                         SIDNEY
            No, I don't mind.  I'm busy too.

                         TEMPLE
                   (scowling)
            Good!  We're all off to Utica, so
            excuse me, Mr. Frannis-on-the-
            Portisan.

Sidney moves toward the doorway onto the corridor.  The
chorus girls have now vacated the phone booth.

                         SIDNEY
            But can I ask one impertinent
            question here?  With no criticism
            intended, because I know, Al, you
            earn your ten percent, how come you
            let a sock act like Herbie Temple
            tip-toe through town without a
            publicity build...?

Smiling wise, Evans shakes his head.

                         EVANS
            We're not buying it, Falco - no
            fish today.

Sidney presses, as if annoyed.

                         SIDNEY
            I'm not selling.  I'm just curious,
            that's all.

Temple turns away from Sidney, leaving him to Evans.

                         TEMPLE
            Answer the man, Al, if he asks you
            a question.  Quick, before he
            thinks up another!

Evans moves to Sidney, trying to shepherd him out the way he
came.

                         EVANS
            Mr. Temple doesn't believe in press
            agents - does that answer you
            something?

ANOTHER ANGLE

Evans makes the mistake of laying a hand on Sidney's elbow.
Sidney doesn't like people touching him.  He reacts in
anger, as we have seen before - fixes a burning eye on Evans.

                         SIDNEY
            Take your hand off, lump!
                   (more politely, to Temple)
            No one believes in press agents,
            Temple, when they make claims they
            can't perform.  I got nothing to
            sell - I didn't come here to
            peddle - but if I tell a client
            that Hunsecker will give him space,
            it's not just talk!

Sidney stops briskly up the stairs into the corridor.
Evans, angry, is stalled for a moment of delay action by
mention of the magic name of Hunsecker.

                         EVANS
                   (after hesitation)
            Listen, you bull artist - !

                         TEMPLE
            Let him go, Al...

SIDNEY

But Sidney has already stepped to the phone booth and is
dialing.

                         SIDNEY
                   (to phone)
            Hello?  Mary, let me speak to J.J.,
            please...it's Sidney Falco...

REVERSE ANGLE

Shooting past Sidney in foreground onto Temple and Evans
beyond, they watch him, open-mouthed.  Sidney notes their
reaction.

                         SIDNEY
                   (to phone)
            Tell him it's important...

INT. SIDNEY'S APARTMENT - DAY

Gloria is at her desk, bewildered as she speaks into the
phone.

                         GLORIA
            What?  Is this Sidney?...

RESUME BACKSTAGE OF PALACE THEATRE

                         SIDNEY
                   (to phone)
            Sure, I'll wait...

While doing so, he glances back with disinterest at Evans
and Temple.  The comedian and the agent exchange looks.
Evans is uneasy; he comes up the steps into the corridor to
address Sidney with a deflated manner.

                         EVANS
                   (hesitant)
            Look, nobody hired you!  We didn't
            talk any deal, and -

With his hand over the mouthpiece, Sidney addresses Evans
with contempt.

                         SIDNEY
            Relax, lump!  I told you I'm not
            selling fish...
                   (abruptly reverting
                   to the phone)
            J.J...Sidney!...How are you,
            sweetheart?
                   (laughing)
            Yeah...
                   (then seriously)
            Listen, I know it's late, J.J., but
            is it too late to add something
            important to the column?
                   (grinning)
            No, not a relative, but important...

RESUME - GLORIA IN INT. OF SIDNEY'S APARTMENT

Shaking her head, Gloria places the phone down on the desk,
looks at it as it chatters away.  She considers returning to
her typing, but, worried, picks the phone up again.  Sidney's
chattering voice is barely audible: "You know Herbie Temple,
the comic...?  What about him?  He's at the Palace and he's
great.  That's what about him.  And you'd do me a big bunny
basket of a favor if you would say it in tomorrow's column.

RESUME BACKSTAGE PALACE THEATRE

Temple and Evans are now staring at Sidney with considerable
respect.

REVERSE ANGLE

The comedian and the agent in foreground, Sidney still on
the phone beyond.

                         SIDNEY
            Yeah, if you got a pencil there
            I'll suggest a word or two.
            Uh...uh...

The comedian and the agent in foreground, Sidney still on
the phone beyond.

                         SIDNEY
                   (to phone, continuing)
            If there's a funnier man in the
            world than Herbie Temple at the
            Palace...uh...pardon us for not
            catching the name, we were too busy
            laughing.  No, make that 'screaming'.
                   (then)
            It's sweet of you, J.J., thanks.
            Probably see you at Twenty One
            tonight.  No, for supper, late.
            Right. 'Bye...

                         TEMPLE
            Speak to this lad, Al, ... to Mr.
            Falco.

                         SIDNEY
            See me in my office.

He turns and walks away down the corridor.  As he vanishes,
Temple starts after him.

CORRIDOR

Sidney walks off in the direction of the exit -- (not so
fast that he can't be overtaken).  Temple hurries into the
corridor and comes after him.  Evans also follows, though
not so eagerly.

                         TEMPLE
            Wait a minute.
                   (turning back to
                   encourage Evans)
            Speak to him, Al.
                   (to Sidney, apologetically)
            Al makes all my deals.

Sidney permits himself to be detained.

                         SIDNEY
                   (coolly, looking
                   toward Evans)
            I don't like a guy that's quick
            with the hands.
                   (to Temple)
            Temple, you've been three passes
            behind for twenty years.  This
            could start you off big - T.V. and
            anywhere.

Evans, not as wholly convinced as the comedian, comes up to
join them.  Temple looks at the agent.

                         TEMPLE
            And it would cost a pretty penny,
            huh?

                         SIDNEY
                   (to Evans)
            You tell him, I stutter!

                         EVANS
                   (shrewdly)
            Uh...Why don't we wait till tomorrow?

Sidney, shrugging, makes a negligent exit.

                         SIDNEY
                   (as he goes)
            Wait as long as you like - you know
            where my office is.

They look after him.  Evans face is cold and suspecting, but
Temple's face contains fresh warmth.

                                            DISSOLVE TO:

STAIRS OUTSIDE SIDNEY'S OFFICE - DAY

Sidney comes briskly up the stairs.  Outside his door he
pauses, listens, hearing the murmur of voices inside.  Then
he walks in casually.

INT. SIDNEY'S OFFICE - DAY

Sidney steps in, closing the door.  He pretends surprise as
he sees...

ANOTHER ANGLE

...Steve and D'Angelo waiting for him.  Sidney comes into
SHOT.  Sally remains at her desk while Steve and D'Angelo
are silent, looking at Sidney.

                         SIDNEY
                   (perkily)
            What is here, a wake?

D'Angelo rises from the couch, crossing to Sidney to hand
him a copy of the tabloid, The Record.  It is folded open at
Elwell's column.  As he passes it to Sidney, D'Angelo marks
with his thumbnail an item near the bottom of the column.
Sidney takes the paper and reads. (He reads a little too
quickly.)  Then he hands it back to D'Angelo.

ANOTHER ANGLE

Steve notes Sidney's too-perfunctory reading.

                         STEVE
            You read as you run, don't you?

Sidney turns on Steve, coldly:

                         SIDNEY
            It's a habit with me.  So now I'm
            briefed.  So what?

                         STEVE
                   (glancing at D'Angelo)
            Frank thinks I shouldn't have come
            here -

                         D'ANGELO
                   (a quick correction)
            Excuse me, Steve.  I said namely
            you shouldn't go around wild,
            blaming people without justification.

                         STEVE
                   (watchfully, to Sidney)
            I thought you might have a faint
            idea of how this item originated.

REVERSE ANGLE

Favoring Sidney.  He pauses.

                         SIDNEY
            Why me...?

                         STEVE
            Why not you?

                         SIDNEY
            That's your idea of logic?  I tell
            the Judge I didn't murder the man -
            the Judge says, "Why not you?"

                         STEVE
            Only two men in this town could be
            responsible for that smear - you or
            Hunsecker or both.

                         SIDNEY
                   (explosively)
            Dallas, ask your own manager - he's
            standing here like a pained
            wolfhound - Hunsecker and Elwell
            are enemies to the knife.  So how
            do you get him doing J.J. a favor?

                         STEVE
                   (quickly)
            It is a favor, isn't it?

                         SIDNEY
                   (as quickly)
            According to you, yeah.
                   (continuing rapidly
                   and with heat)
            Dallas, your mouth is as big as a
            basket and twice as empty!  I don't
            like you, comma, but neither do I
            go along with this column saying
            you smoke marijuana and belong with
            the Reds.  Also, since we're
            talking repulsive, J.J. won't like
            this for two cents!  Don't give me
            that look, Dallas - J.J. believes
            in fair play.  And secondly, this
            could splatter his sister with
            rotten egg by implication - your
            her boyfriend!

RESUME REVERSE ANGLE

Sidney's manner is a little too vigorous. (In adopting an
aggressive tone, he is really trying to needle Steve.)
Steve, though on the verge of losing his temper, is sharp
enough to notice the point:

                         STEVE
            You're talking very fast.

                         SIDNEY
                   (expostulating)
            Well, I'll tell you what - excuse
            me for breathing, will ya?
                   (wheeling to Sally)
            How do you like it?  He comes to my
            office and -

D'ANGELO

Sensing the danger, D'Angelo moves forward soothingly
between them.

                         D'ANGELO
            Boys, this gets nobody nowhere -
            you're over excited, Steve and -

                         STEVE
                   (sharply)
            Don't apologize for me, Frank!

                         D'ANGELO
            ...excited with good reason, I
            wanted to say.
                   (to Sidney)
            Because this endangers the future
            of the whole quintet...

                         SIDNEY
                   (lightly)
            Should I cry...?

Steve, with a glare at both men, goes to the phone on
Sally's desk.  He dials.

                         D'ANGELO
                   (continuing)
            ...People catch on quick to such an
            item.  Van Cleve already called
            me - he's firing the quintet.

                         SIDNEY
            Then what are you doing here?  Go
            over there and fight!  If Van Cleve
            fires your boy, it gives a lie the
            ring of truth!

In background Steve speaks quietly into the phone:

                         STEVE
            I want to speak to Miss Hunsecker,
            please.

                         D'ANGELO
                   (replying to Sidney's question)
            We're on our way there now...

                         SIDNEY
                   (who has wheeled on Steve)
            What are you calling her for...?

STEVE

Sidney's reaction to the mention of Susan's name gives Steve
food for thought.  While he waits for Susan to be summoned
to the phone, he studies Sidney.

                         STEVE
                   (to Sidney)
            I'm the boyfriend, remember?  I
            hope one day she'll be my wife...
                   (into the phone, gently)
            This is Steve, Susie.  Don't be
            alarmed, Susie, but I want you to
            look at Elwell's column in The
            Record...today...No, about me...

INT. HUNSECKER'S PENTHOUSE - SUSAN'S BEDROOM - DAY

Susan is on the phone.  Listening to what Steve says, she is
frightened - almost too frightened; it is as if, in some
curious sense, she had been expecting this blow.  It brings
an echo of an earlier tragedy.

                         SUSAN
            A smear?...What...What kind of
            smear...?  Where are you?

INT. SIDNEY'S APARTMENT

Steve is on the phone in foreground, the others watching him.
In particular, Sally, who stands near Steve, is studying him
with obvious sympathy.  She looks slowly towards Sidney.

                         STEVE
                   (to the phone)
            We're on our way to the Elysian
            Room to dicker with Van Cleve -
            he's fired us already.  I'll call
            you later, dear... 'Bye!...

He hangs up quietly, looks at Sidney and walks towards the
door.

                         STEVE
            Come on, Frank.

ANOTHER ANGLE

As the door closes behind Steve, Frank follows, more slowly.
As D'Angelo reaches the door, he pauses with his hand on the
doorknob and turns back to study Sidney.

SIDNEY

He feels uneasy under D'Angelo's scrutiny.  Sally, in
background, is also watching Sidney.

                         SIDNEY
                   (to D'Angelo)
            What are you looking at...?

D'ANGELO

He does not answer for a moment.  The unspoken accusation in
his look is very clear.  Then:

                         D'ANGELO
                   (quietly)
            The ugly world, Sidney...
                   (a pause)
            If I told Steve what I really
            think, he'd tear your head off...

RESUME SIDNEY

He brazens it out.

                         SIDNEY
                   (sneering)
            Tell him.

RESUME D'ANGELO

D'Angelo shakes his head.

                         D'ANGELO
            No.  I'm interested in his future.

D'Angelo goes slowly out.

RESUME SIDNEY

He hesitates before turning towards Sally (because he
realizes that this exchange with D'Angelo must have confirmed
Sally in her suspicions).

SALLY

Her face shows that Sidney is right.  Sally is deeply hurt,
disillusioned.

ANOTHER ANGLE

Sidney turns to her, challenging.

                         SIDNEY
            What's the matter?

                         SALLY
                   (not looking at him)
            Nothing...

Resentfully, Sidney moves about the room.  Sensing the
silent accusation against him, he is aggressive.

                         SIDNEY
            You know, Sally, sometimes I get
            the impression you think you live
            in Star-Bright Park.  This is life,
            kid - get used to it!

Sidney comes to the phone on her desk.  He dials.  Then he
glances swiftly at Sally and, carrying the phone, walks into
the bedroom, dragging the long cord behind him.

INT. BEDROOM

When the phone comes alive, Sidney pushes the bedroom door
shut.  The gesture is as casual as he can contrive to make
it.  Keeping his voice fairly low so that it cannot be heard
in the other room, he says:

                         SIDNEY
                   (to phone)
            Nikko, is Mr. Hunsecker there?
            This is Mr. Falco.  Well, have him
            call me as soon as he can.  It's
            important.

He sets the phone down on the bedside table, looks at it
thoughtfully before he goes back to the bedroom door, opens
it and goes back into the office.

INT. OFFICE

Sidney stands on the threshold, studying Sally.  His manner
is now more sympathetic as he asks:

                         SIDNEY
            Did you send my folks in Philly the
            check...?

                         SALLY
            Yes.

Leaving the bedroom door open, Sidney comes up to her,
watches her shrewdly, cautiously.

                         SIDNEY
                   (softly)
            I put a lotta trust in you,
            Chickie...

                         SALLY
                   (low-voiced)
            I know you do, Sidney.

                         SIDNEY
            Don't judge a situation where you
            don't know what's involved...

Sally is putting paper in the typewriter, trying to hold her
head up.

                         SALLY
            I'm not judging...

Sidney comes closer to her.  He puts his hand on the nape of
her neck, carrassing her.  Under his touch, the girl is
unhappy, and yet at the same time, responsive.  Sidney still
has power over her but she is disturbed by feelings of shame.
Feeling her relaxed, Sidney bends and kisses her on the side
of the throat with more than negligence, for something about
her always excites him; his aggression tune in with her
submissiveness.

                         SALLY
                   (pathetically)
            I swear, Sidney, I can't help it -
            sometimes I wonder what I see in
            you...

                         SIDNEY
                   (murmuring)
            That's no way to talk...

                         SALLY
            Or what you see in me, for that
            matter...

                         SIDNEY
            Stay down town tonight.  Maybe
            we'll take in a show, etc.

                         SALLY
            If you want me to -

The phone in the bedroom rings.  Sidney, reacting sharply,
forgets his advances to Sally as he turns towards the bedroom.

                         SIDNEY
                   (exhilarated)
            You see?  Hunsecker's gotta phone ME!

He goes into the bedroom, closing the door as he goes.
Sally looks at the closed door.

INT. BEDROOM

Sidney has picked up the phone.

                         SIDNEY
                   (calmly)
            Hello, J.J....I presume you saw the
            Elwell smear.
                   (smiling)
            No, no medals - not yet.  Oh, it's
            worse than that - Aunty Van Cleve
            is firing them...from the horse's
            mouth... They were just here - in a
            panic...

INT. HUNSECKER'S PENTHOUSE - THE STUDY - DAY

Hunsecker wears a dressing gown as he sits at his breakfast
table.  Behind him are the big glass windows to the terrace
overlooking the Manhattan skyline.  The papers are at
Hunsecker's elbow; his manner is crisp and cold:

                         HUNSECKER
            Who was just there?
                   (then)
            You'll be the death of me.  Sidalee!
            Why?  Didn't you just tell me that
            they've already traced this smear
            to you?  All they have to do now is
            to put two and two together and I'm
            a chicken in a pot!

RESUME SIDNEY'S APARTMENT

Sidney smiles confidently, answers calmly:

                         SIDNEY
            J.J., peace on earth, good will to
            men - it's working out just the way
            I planned.  Yeah, I guarantee this
            bomb will pop right on schedule,
            but you have to play your part -
            you be a Saint and let me be the
            Devil.  But I wanna talk to you
            first...

RESUME HUNSECKER'S PENTHOUSE

Hunsecker pauses, eyes full of cold voltage.

                         HUNSECKER
            Don't come here.  Susie is up and
            about.
                   (listening)
            He called her?  You'd better see me
            at the TV - three o'clock.

He bangs down the phone, tense thought in his manner.

INT. SIDNEY'S APARTMENT

Sally is busy with her typing again, but in a depressed mood
when Sidney comes out of the bedroom to put the phone down
on her desk again.  He seems satisfied with himself, smug.
Sally watches him for a moment.  Then:

                         SALLY
            What are you going to do?

Sidney prepares to leave the apartment.  His tone is full of
confidence, self-assertive.  (For once Sidney is certain
that he is smarter, more cunning than even Hunsecker).

                         SIDNEY
                   (the wise one)
            Chickie, a lotta people think
            they're smart.  You watch.  They're
            dumb: they'll do the work for me!
            Just watch.

Sidney makes for the door, goes out.

INT. CIGAR STAND - LOBBY

Susan buys paper - DOLLY with her - toward elevator - she
gets in.

INT. HUNSECKER'S LIVING ROOM

J.J. has not moved; he is thoughtful and morose.  Nikko, the
Japanese butler, comes in to remove the breakfast table.

                         HUNSECKER
            The table can wait.  No calls.  I
            have to think about my TV show.

                         NIKKO
            Pleased to do.  I will come back
            later.
                         HUNSECKER
                   (abruptly)
            Did you put the bread out on the
            terrace for the birds?

                         NIKKO
            Yes, but they don't come no more
            this time of year.

Smiling, Nikko leaves.  Hunsecker picks up a pencil and
makes a note on a pad, about birds no doubt.  Abruptly he
looks up, calling:

                         HUNSECKER
            Susie!  Come in a minute, dear...

She has been trying to pass unnoticed to her room.  She
comes forward to him; her manner is serious and wary.  His
act is one of a tasteful Mammy singer, but he is watchful,
too.

                         HUNSECKER
            Susie, you're very much in my
            thoughts today.

                         SUSAN
            Why?

                         HUNSECKER
            What a question, dear, with that
            newspaper in your hand...

                         SUSAN
                   (pausing)
            Did Sidney tell you about it?

                         HUNSECKER
            Yes, he phoned.  I don't know this
            boy too well.  Anything in these
            charges?

She shakes her head.

                         HUNSECKER
            Not being partial, are you?

                         SUSAN
                   (with quiet certainty)
            No, I'm not.  I'm not!

He soothes, smiles indulgent, but watchful:

                         HUNSECKER
            Susie, take it easy.  I'll trust
            your judgment - you don't have to
            protest with me.

With a paternal gesture of affection, he holds out his arms,
inviting her into his comforting embrace.  Not wanting to,
she walks into his open waiting arms.

                         HUNSECKER
            Why are you trembling, dear...?

                         SUSAN
            History repeats itself.  Everything
            that happened to Alan Leslie...began
            with a smear like this...

Hunsecker considers this gravely, as if it was a new and
troubling thought.

                         HUNSECKER
            Yes...

She leaves his arms; he watches keenly.

                         SUSAN
                   (incoherent)
            It's just as if I've seen a ghost
            today...

                         HUNSECKER
                   (quickly)
            But that wasn't your fault, dear,
            what happened to Leslie.  I've told
            you that a million times...

He goes to her gently; she appraises both him and her
wrenched life with brooding, frightened eyes.

                         SUSAN
            Then whose fault was it, J.J.?  It
            was someone's fault, wasn't it?

                         HUNSECKER
                   (gravely)
            I wouldn't have called the boy
            exactly balanced...

                         SUSAN
                   (stronger)
            Alan was not...unbalanced when I
            married him.  And he was
            not...'indifferent to women' no
            matter what they said!
                         HUNSECKER
                   (simply)
            I'm not fighting with you, puss...

She gets up and walks around in considerable agitation.

                         SUSAN
            He never would have killed himself
            if I hadn't gone through with the
            annulment.  Don't you see that made
            all the rumors seem true?  I should
            have stood up for him...not run out.

She turns to Hunsecker, her manner firmer.

                         SIDNEY
            J.J., I want you to get them back
            their job, Steve and the Quintet.

                         HUNSECKER
                   ("incredulously")
            You mean they've been fired already,
            on the basis of this crude smear?

He walks away with a wag of indignation,  but turns, asking:

                         HUNSECKER
            Susie, you're sure there isn't some
            fire where there's this much smoke?

Susan shakes her head emphatically.

                         SIDNEY
                   (earnestly)
            I know Steve.  No.

                         HUNSECKER
            Then maybe you can tell me if he's
            as solid as you say, why does he
            rap me every chance he gets?

                         SUSAN
                   (involuntarily)
            Sidney is a liar!

                         HUNSECKER
            Who said Sidney?

                         SUSAN
                   (defiantly)
            I said Sidney!...

Staring, he pauses; then he deftly changes the subject.

                         HUNSECKER
            You know, dear, we're drifting
            apart, you and I, and I don't like
            that.

                         SUSAN
            I thought we were talking about
            Sidney?

                         HUNSECKER
                   (with rasp)
            Let me finish, dear.  You had your
            say, now let me have mine...

                         SUSAN
                   (interrupting)
            I haven't said anything yet, J.J.,
            but if -

Susan hesitates.  Hunsecker waits for her to continue.  But
she isn't yet sure enough of herself or of the point she
means to make.  She turns away.

                         HUNSECKER
                   (gently)
            I started to say we're drifting
            apart.  A year ago, in your wildest
            dreams, would you have walked by
            that door without taking up this
            situation with me?  Today I had to
            call you in!

                         SUSAN
            I'm taking up the situation with
            you now...

                         HUNSECKER
                   (interrupting)
            Susie, I want to help you--,
            there's nothing I won't do for you.
            You're all I've got in the whole,
            wide world.

Hunsecker strides about, elaborately playing on a note of
disillusion and pain.

                         HUNSECKER
                   (continuing)
            Well, what have I got?  Alimony to
            a pair of tramps?  They're of no
            concern to me.  It's you who count,
            but don't get me wrong - I don't
            intend to let you break your neck
            again!

                         SIDNEY
            J.J., you said you want to help
            me - prove it!

                         HUNSECKER
                   (quietly)
            How?

                         SIDNEY
            Get Steve back his job...please...

                         HUNSECKER
                   (pausing)
            He means that much to you...?

                         SIDNEY
                   (simply)
            Yes.
                   (then)
            With your "prestige" it only takes
            a minute - ten cents worth of
            American Tel and Tel.

                         HUNSECKER
            You're picking up my lingo, hon.

                         SIDNEY
                   (levelly)
            I read your column every day...

He looks at her with pursed lips and, for a change, some
real interest.  Her level, straightforward manner has pinned
him down completely; he shows a slow, charming grin, as he
goes for a private phone book:

                         HUNSECKER
            Susie, I like this new attitude of
            yours.  You're growing up and I
            like it!  I don't like it when
            you're limp and dependent, when
            you're odd and wayward.  This gives
            you a chance for real survival in a
            very lousy world.  Because, don't
            forget, dear, you won't always have
            me with you, will you...?

                         SIDNEY
            No, I won't...

He crosses to the white desk phone, delaying dialing for a
moment:

                         HUNSECKER
            This Dallas boy must be good for
            you.  Why not bring him around
            today, before the show?  This time
            I'll clean my glasses for a better
            look.

Susan doesn't like this idea, is evasive:

                         SIDNEY
            I'm not sure I can reach him in time.

                         HUNSECKER
                   (easily)
            Sure you can if you want to, and I
            know you'll want to...
                   (then)
            By the way, what's your beef
            against little Sidney?

                         SUSAN
                   (steadily)
            When I'm certain, I'll let you
            know...

                         HUNSECKER
            A man couldn't ask for a squarer
            shake.
                   (into phone)
            Let me have Billy Van Cleve...
                   (then)
            Don't ever tell anyone, Susie, how
            I'm tied to your apron strings...
                   (to phone)
            Billy!  J.J.!  What's this about
            that boy?  What boy?  Where are we,
            lug, in a drawing room comedy?
            You're brain is warming up,
            sweetheart - yeah, Dallas!...
                   (then)
            No, don't explain your point of
            view, but...

EXT. TV THEATRE - DAY

CAMERA SHOOTS TOWARDS the entrance to the TV theatre.  A
line of people are queuing for Hunsecker's TV Broadcast
which is advertised by large posters beside the entrance.  A
taxi drives up in foreground; Susan Hunsecker gets out.

SIDNEY

Sidney comes up Sixth Avenue towards the theatre.  As he
reaches the corner of the building, he halts, having seen...

SUSAN

Susan is seen in the act of paying the driver.  As the taxi
pulls away, Susan walks CAMERA left.

TV THEATRE

Susan pauses, deciding not to enter the theatre; turning she
looks about her and waits on the sidewalk outside.

SIDNEY

Sidney decides that this is not the moment to approach Susan.
He glances down the sidestreet then moves off in that
direction.

SIDESTREET

Sidney moves down the sidestreet towards a stage entrance,
through which are emerging some TV technicians.  He slips
inside.

INT. TV STATION

Hunsecker is standing at a table, stop watch in hand,
reading aloud from a script which he is rehearsing and
timing.  Beside him sits Mary busy typing more of the
material from Hunsecker's handwritten note.  Mary is calm,
but he is irritable, trying to concentrate despite the
bustle around him.

An old movie star, MILDRED TAM, sits waiting in one of the
canvas-backed chairs supplied for the guests on the show.
BURTON, a manager, also waits, deadpan, at Hunsecker's elbow.
Hunsecker clicks his stop watch as he reads:

                         HUNSECKER
            "I was reminded of it this morning,
            when I noticed that the birds had
            gone South.  We want the same kind
            of freedom for ourselves - that's
            what the man said!
                   (he clicks the watch,
                   pauses to underline
                   the phrase, continues:)
            A man has the right to face his
            accusers!  That's the American Way!
            Who said?  The man said!  From..."

He turns in exasperation to Burton.

                         HUNSECKER
            Burton, don't stand around.  If I
            go over I'll cut some items off the
            tail...

Burton departs.  Mary whips a second sheet out of the
typewriter, hands it to Hunsecker.  As he accepts it,
Hunsecker looks off towards the auditorium.

SIDNEY

SHOOTING towards the auditorium, from Hunsecker's viewpoint.
Sidney mounts the steps onto the stage.  Seeing that the
columnist is surrounded but knowing that J.J. wants to talk
to him privately, Sidney loiters so that J.J. can join him
as soon as he chooses to.  CAMERA PULLS BACK to include
Hunsecker.  Only momentarily distracted by private
considerations connected with Sidney's arrival, Hunsecker
returns to the business of timing the script.  He clicks the
watch again...

                         HUNSECKER
            "From Washington through to
            Jefferson, from Lincoln and F.D.R.
            right up to today - the Democratic
            Way of Life!  That's what the man
            said!  Nowadays it doesn't export
            to well...
                   (then, concluding)
            But you know...and I know...that
            our best secret weapon is D-E-M-O-
            C-R-A-C-Y.
                   (dropping to a modest tone)
            Let's never forget it, ladies and
            gentlemen."

ANOTHER ANGLE

Sidney lingers beside the old movie star who is listening,
rapt, to Hunsecker's words.  Sidney is less impressed with
J.J.'s eloquence.  At the conclusion, Mildred applauds
lightly.  She stands up and moves towards J.J.  J.J. wants
to talk to Sidney but is frustrated by the old movie star.

                         MILDRED TAM
            That's grand, just grand, J.J.!
                   (then, anxiously)
            Is my makeup all right?  You know,
            despite the scads of movies I've
            made, I've never appeared on TV
            yet...

                         HUNSECKER
                   (cutting her short)
            Of course, Mildred.  Of course.
            You look fine.
                   (swiftly summoning Mary)
            Mary, help Miss Tam - anything she
            wants; she's our star today.

Under the pretense of studying the typed script, J.J. walks
away across the stage.  Sidney strolls after him.

ANOTHER ANGLE

A TRACKING SHOT.  Sidney comes up beside Hunsecker, falls
into step beside him.  As they cross towards a water cooler
at the back of the stage, they talk in rapid undertone.

                         HUNSECKER
            I got that boy coming over here.
                   (a glance at Sidney)
            What's so funny?

                         SIDNEY
                   (who is smiling faintly)
            With a pocket fulla firecrackers -
            good.

                         HUNSECKER
                   (narrowly)
            I think you loused this up but good.
            If I can trust my eyes, and I think
            I can, Susie knows all about your
            dirty work.

                         SIDNEY
                   (shrugging)
            Can't hurt...

                         HUNSECKER
                   (incredulously)
            Can't hurt?  I had to get him back
            his job.

                         SIDNEY
                   (smugly)
            I like that, too.
                   (closer, faster)
            Look, J.J., we can wrap this up in
            one neat bundle, addressed to the
            dumps - to oblivion.  We're going
            great, but please play it my way.
            I cased this kid.
            Know his ins and outs...He's fulla
            juice and vinegar, just begging for
            some big shot like you to give him
            a squeeze.  Do little Sidney a
            favor: squeeze! - You know, J.J. -
            the porcupine bit - needles.

                         HUNSECKER
            But it's too late.  I got him back
            the job...

                         SIDNEY
                   (impatiently)
            No, that's the point - he won't
            accept your favor!  The manager
            yes, but not the boy.

A pause.  Hunsecker renumerates.

                         HUNSECKER
            Well he's got her in a tizzy, I'll
            tell you that!

                         SIDNEY
            Sure, he steams her up - wants her
            to stand on her own two feet and
            all that jazz!

                         HUNSECKER
            And who's feet is she on now?

                         SIDNEY
            Presumably yours...
                   (a hasty addition)
            That's according to St. Dallas.

                         HUNSECKER
            What's this boy got that Susie likes?

                         SIDNEY
            Integrity - acute, like indigestion.

                         HUNSECKER
            What does that mean - integrity?

                         SIDNEY
                   (repeating as before)
            A pocket fulla firecrackers -
            looking for a match!
                   (grinning)
            It's a new wrinkle to tell the
            truth... I never thought I'd make a
            killing on some guy's "integrity".

Hunsecker gives him certain slow begrudging admiration:

                         HUNSECKER
            Full of beans, ain't you?  But you
            know that you'll stand or fall by
            what you're doing now...

                         SIDNEY
                   (grins; confidently)
            Calculated risk.  Only we happen to
            know, J.J., that you like me.  I'm
            your star pupil -- I reflect back
            to you your own talent.

Hunsecker permits himself a faint smile.  Burton is
approaching with script in hand.

                         HUNSECKER
            I wouldn't like to take a bite of
            you; you're a cookie full of arsenic.

Sidney smirks.  He turns away and goes off towards the
auditorium in the background.

EXT. TV STATION - DAY

Frank D'Angelo pays a taxi out of which he and Steve have
just emerged.  Frank turns towards the boy, resuming a
conversation as they stroll across the sidewalk towards the
entrance of the theatre.

                         STEVE
                   (depressed)
            I still think he's responsible for
            the smear.

                         D'ANGELO
            Not that I'm convinced, but you'll
            never prove it in a million years.
                   (gently)
            Steve, you'll do what you want, but
            it can't hurt; he offers you an
            olive branch - so today like olives!

                         STEVE
            I guess you're right, but -

Steve completes the sentence with a slow shake of the head;
compromise is a gesture which he finds very difficult.

D'ANGELO

D'Angelo studies the boy with a paternal affection.

                         D'ANGELO
            Steve, sometimes it's better not to
            look at your own honesty; but to
            look the other man in the face.
            Not because you're my meal ticket -
            which you are - but because I like
            you and the boys, please take my
            advice: we -

D'Angelo stops, halted by an expression which he sees in
Steve's face.

STEVE

He is looking through the glass doors of the TV Theatre, no
longer listening to D'Angelo's words; his face has hardened
in anger.

INT. TV THEATRE FOYER

From Steve's viewpoint.  Sidney has come out of the curtained
entrance to the auditorium.  CAMERA PULLS BACK to include
Steve in foreground.  With a movement that suggests his
annoyance at discovering Sidney present, Steve jerks open
the glass door and moves in.

ANOTHER ANGLE

Susan is waiting in the foyer.  She is standing in a position
where she has not been able to see Steve until he enters;
now she moves forward to greet him.  As soon as she is near
him, she speaks in a quiet, urgent manner:

                         SUSAN
                   (in an undertone)
            Steve, before we go in - I'd like
            to...

But she, too, is halted as Steve lays a hand on her arm.
Seeing his look over her shoulder, she turns...

SIDNEY

He is already strolling forward to join them.  CAMERA PANS
with him to include Susie, Steve and D'Angelo.

                         SIDNEY
            Hey, Susie - This is a real
            surprise -- not one but three.
            J.J.'s just finishing up his
            rehearsal.

STAGE

Hunsecker comes forward to the front of the stage looking
towards...

STEVE, SUSAN, D'ANGELO AND SIDNEY

In the group that comes down the aisle of the empty theatre.

RESUME HUNSECKER

He studies them, then calls out:

                         HUNSECKER
            Looks like a wedding.

REVERSE ANGLE

Hunsecker back to CAMERA in foreground; he begins to whistle
The Wedding March to the rhythm of Steve and Susan's walk.

STEVE

He breaks the rhythm of his stride, his face rigid.

RESUME HUNSECKER

He descends to meet them; his manner is full of welcome.

REVERSE ANGLE

Susan nervously makes the introduction - Steve is nervous;
D'Angelo hangs behind warily; Sidney is in background.

                         SUSAN
            Steve, you remember my brother...

                         STEVE & HUNSECKER
                   (together)
            Of course.

Steve shakes the hand that the smiling Hunsecker gives.

                         HUNSECKER
            Well, son, looks like you went out
            and bought yourself a packet of
            trouble...

                         STEVE
            You've been very kind about it, Mr.
            Hunsecker.
                         HUNSECKER
            Give Susie credit for that.  I took
            her word that there was nothing to
            the smear.  Matter of fact, I'll
            have my say about smears on the
            show today.  That's why I'd like
            YOUR personal assurance, too.

                         STEVE
                   (quietly)
            Mr. Hunsecker, there's nothing to
            that smear.  You have my sincere
            word...

                         HUNSECKER
                   (nodding judicially)
            I'll by that, son.  Now, you owe ME
            a favor.
                   (pausing; to Susan)
            Be good to my kid sister...

                         SIDNEY
                   (solemnly)
            Yeah, she's had a peck of trouble
            for a kid...

Hunsecker flicks a look at Sidney.  No one else, warier by
the minute, knows what to say.  Hunsecker purrs onward:

                         HUNSECKER
            Susie likes to keep her girlish
            secrets.  But in her heart of
            hearts I imagine, Dallas, that she
            fancies you in an uncommon way.
            Now, what about YOU, son?  Not just
            tom-catting around...I hope?

                         SUSAN
                   (quickly)
            J.J., Steve isn't...

Hunsecker cuts her off with lazy good nature:

                         HUNSECKER
            Take it easy, Susie.  He wouldn't
            be much of a man if he didn't
            understand my concern.  Would you,
            son?

                         STEVE
                   (pausing, quietly)
            No, I wouldn't...

                         HUNSECKER
                   (nodding)
            Serious as a deacon...I like it.  I
            like your style, son!  In a world
            of old rags and bones, I like it!
            For instance, take Sidney.

Hunsecker crosses toward Sidney.

                         HUNSECKER (CONT'D)
            If Sidney got anywhere near Susie
            I'd break a bat over Sidney's head!
                   (smiling faintly)
            Sidney lives so much in a moral
            twilight that, when I said you were
            coming here, he predicted disaster.
            You wouldn't take my favor -- you'd
            chew up the job, he said, and spit
            it right back in my face!
                   (sniffing)
            Any truth in that...?

D'ANGELO, STEVE AND SUSAN

Steve is thrown for a loss momentarily; Frank steps in.

                         D'ANGELO
            No, Mr. Hunsecker, and if I can
            amplify --

HUNSECKER AND SIDNEY

                         HUNSECKER
                   (motionless)
            Don't amplify.

RESUME D'ANGELO, STEVE AND SUSAN

                         D'ANGELO
            Steve wantsa thank you for this
            favor.  He --

GROUP SHOT

                         SIDNEY
                   (provocatively)
            Frank, you don't listen!  J.J. just
            told you to shut your mouth!

                         STEVE
                   (hotly)
            Don't you think it's about time you
            shut yours?  Who are you to tell a
            man like Frank D'Angelo to shut up?!

                         D'ANGELO
                   (warningly)
            Steve, that isn't important --

But Steve, on a heated rip, has turned to Hunsecker:

                         STEVE
            Does he have to be here in our hair?

HUNSECKER

                         HUNSECKER
            Why, has he bothered you before?

STEVE, D'ANGELO AND SUSAN

                         STEVE
            Is it news to you?

HUNSECKER

                         HUNSECKER
            Son, lots of people tell me I'm a
            gifted man, but I still can't see
            around corners.

GROUP SHOT

                         HUNSECKER
                   (tolerantly)
            Just exactly what are you so hot
            about?
                   (waiting)
            I mean, I know it's a difficult
            thing to be an artist in this
            crudest of possible worlds, but --

                         STEVE
                   (impatiently)
            Nuts!  I'm not here as an artist!
            I'm here as an average Joe, who
            happens to love your sister Susie!

                         HUNSECKER
                   (with ironic smirk)
            Well, just be careful you don't
            knock her down, huh?

Steve stops dead.  Then, strangely and dangerously, he picks
up Hunsecker's smile.  On each man's face the smile broadens
and grows up into a chuckle from each; but the meanness
still flickers around Hunsecker's mouth.  Steve is out of
the net!

                         HUNSECKER
                   (affably)
            Frankly, son, you lost me on that
            last hill.  Just give us the punch
            line...

                         STEVE
                   (agreeably)
            No punch line.  Maybe I was just
            admiring your know-how---yours and
            Falco's.

HUNSECKER AND SIDNEY

                         HUNSECKER
            Why do you keep coupling me with
            Falco?

STEVE, D'ANGELO AND SUSAN

                         STEVE
                   (innocently)
            He's here, isn't he?  Do you think,
            sir, when he dies he'll go to the
            dog and cat heaven?

HUNSECKER AND SIDNEY

Even Hunsecker smiles.  Sidney likes neither the ridicule or
the turn of events.  He moves quickly past CAMERA.

SIDNEY, STEVE, D'ANGELO AND SUSAN

Sidney comes round the row of theatre seats to attack Steve.

                         SIDNEY
            Let's forget cats and dogs and
            other pseudo-literary remarks---
            I'll just lay it on the line!  What
            about that big rumpus in my office
            today?  You were there, Frank!
            Where, according to St. Dallas, J.J.
            was responsible for the Elwell smear!

HUNSECKER

                         HUNSECKER
            Don't go wild, Sidney.

GROUP SHOT

                         SIDNEY
            Wild?  Take a look at them and see
            who's wild...

Playing along nicely, Hunsecker looks at Steve and Frank and
slowly removes his arm from Susan; he pauses before asking
Dallas:

                         HUNSECKER
            What about that...?

                         D'ANGELO
                   (uneasily)
            Steve was excited...he didn't mean
            it exactly the way it's stated
            here...

                         HUNSECKER
                   (to Steve)
            How did you mean it...?

           SIDNEY                         SUSAN
  What he likes to---            J.J., I don't want to say---

With a roar Hunsecker takes them both out of play; he stands
up.

SIDNEY, STEVE, D'ANGELO

Hunsecker enters from behind CAMERA.

                         HUNSECKER
            Both of you keep quiet!
                   (to Sidney)
            You've made more damage here in one
            minute than a plague of locusts!
            If you're tired, Susie, sit down---
            this needs investigation!
                   (to Steve, quieter)
            How did you mean it...?
                   (waiting)
            Come on, let's go!  Let's go!...

Steve is cornered, the other completely out of play.  He
pauses:

                         STEVE
            I don't take kindly to you and
            Falco selling me ethics.  Who's the
            injured party here, you?

                         HUNSECKER
                   (with contempt)
            Right now you're in no position to
            ask questions!  And your snide
            remarks---

                         STEVE
                   (stronger)
            Wait a minute, I haven't handed
            over punishing privileges to you
            YET!  Put the whip down and I might
            respect what you're saying...

Switching his leonine tail, Hunsecker looks broodingly at
Susie.  Frank says one beseeching word, "Steve...", but no
one hears him.

                         HUNSECKER
            Susie, did you know about this
            accusation...?

SUSAN

                         SUSAN
                   (mutely)
            No...

HUNSECKER

                         HUNSECKER
                   (abruptly)
            Before you leave, son, I'll answer
            your question---Susan Hunsecker is
            the injured party here!
                   (balefully)
            Or will I be hearing next that I
            don't even have my sister's welfare
            at heart...

STEVE AND SUSAN

Steve hesitates defensively but can't resist a small smile;
he moves nearer to Susan.

                         STEVE
            Mr. Hunsecker, you've got more
            twists than a barrel of pretzels.

                         HUNSECKER
                   (unturning)
            You hear that, Susie...
                   (to Steve)
            Continue please...

                         STEVE
                   (shaking his head)
            I'm afraid I can't cope with them.

REVERSE ANGLE

Susan in foreground, Steve, Hunsecker and Sidney beyond.

                         STEVE (CONT'D)
                   (simply)
            You're too shrewd for me so I'll
            just be honest.  Susie and I love
            each other, if I'm not mistaken,
            and we want to get married.

Hunsecker pauses; Sidney throws in a stage whisper:

                         SIDNEY
            Give him credit---the boy's gall is
            gorgeous!

                         STEVE
            Why don't we hear what Susie has to
            say?

                         HUNSECKER
                   (sardonically)
            That's stout of you, Dallas, but
            Susie may not care to air her
            dismal views in public...

Steve walks to Susie, trying to lift her with his hopes and
air of gentle urging and support.

                         STEVE
            Susie...?

SUSAN

She stares at the floor.

RESUME REVERSE ANGLE

Hunsecker doesn't like the drift of things; his mouth
tightens and he speaks to Susan with veiled warning:

                         HUNSECKER
            Susie, as always, is free to say
            anything she thinks.  Go on, dear,
            say exactly what's on your mind,
            dear.

                         STEVE
            Those "dears" sound like daggers.
            May I suggest that you stop DARING
            her to speak?

                         HUNSECKER
            May I lift my eyebrows?  What is
            this?  What are you trying to do?

                         STEVE
                   (strongly)
            I'm trying to get Susie to stand up
            to you.  But your manner is so
            threatening that she's afraid to
            speak!

                         HUNSECKER
            Son, you raise your voice again and
            you'll be outa here on your golden
            pratt!

SUSAN

Suddenly Susan lets loose, with restrained nervous energy;
she is near to tears.

                         SUSAN
            Steve, if only for my sake, I want
            this stopped!  And the same goes
            for you, too, J.J.!

HUNSECKER

He interjects.

                         HUNSECKER
                   (contritely)
            Susie, I'm sorry if---

RESUME SUSAN

                         SUSAN
                   (bitterly)
            Sometimes I think ALL men are
            fools!...

Restraining tears, she runs up the steps to the stage.

STEVE, HUNSECKER AND SIDNEY

Steve looks after her.  Sidney watches intently.  Hunsecker's
smile is frostily taunting:

                         HUNSECKER
            You see, Dallas, a plague on both
            our houses...
                   (then)
            We may have to call this game on
            account of darkness...

Steve turns a blank-eyed stare at him.  Tension gone, a slow
mumbling fatigue has set in.  Hunsecker plays it light:

                         HUNSECKER
            If looks could kill, I'm dead...

                         STEVE
                   (slowly)
            No, I don't care about you --
            you're fantastic.  My whole
            interest, if it's not too late, is
            in Susie...and how to undo what
            you've done to her...

                         HUNSECKER
                   (smiling)
            And what have I done to her,
            besides not buy her a new fur coat
            lately?  Sidney, you were right --
            the boy's a dilly.

                         STEVE
                   (stung)
            Why?  Because I don't like the way
            you toy with human lives? - Your
            contempt and malice?  Because I
            won't be the accomplice of your
            sick ego - and the way it's crippled
            Susie...?  You think of yourself -
            you and your column - you see
            yourself as a national glory...but
            to me, and thousands of others like
            me, you and your slimy scandal,
            your phony patriotics - to me, Mr.
            Hunsecker, you are a national
            disgrace!

                         HUNSECKER
                   (blandly)
            Son, I don't fancy shooting
            mosquitoes with elephant guns.  So
            suppose you just shuffle along and
            call it a day...

He turns and stares away, but Steve stops him with---

                         STEVE
            But my day with Susie isn't over
            yet and--

                         HUNSECKER
                   (cold)
            Ten'll get you fifty you're playing
            hookey from a padded cell!

STAGE

Hunsecker comes up the steps from the auditorium, Sidney
following closely behind.  In background, beyond, Steve and
D'Angelo are walking up the aisle to the exit.  CAMERA
TRACKS CLOSE on Sidney and Hunsecker.  Hunsecker's face is
rigid.  Sidney, close at his elbow, whispers:

                         SIDNEY
                   (softly)
            You did it, J.J., you did it good...

Sidney is full of confidence.  But Hunsecker barely hears
him (Hunsecker has been hurt very deeply by the boy's
attack; in particular, by the appalling fear that what Steve
has said is the kind of thing which Susan may also secretly
believe.)

ANOTHER ANGLE

Susan is still standing in the wings.  Mary is with her,
obviously sympathetic.  The girl is drying her eyes with
Kleenex, and Mary glances at her employer with a look of
reproach.  Hunsecker walks round the table, obviously trying
to approach Susan; seeing this, Susan turns away and moves
further from him.  Hunsecker stops.

HUNSECKER

There is some emotion in his face as he looks towards the
girl.  More gently, he moves forward past CAMERA...

SUSAN

Sensing the approach of Hunsecker behind her, she moves away
again; she is still crying, but is trying to recover.
Presently Hunsecker approaches her again.  He speaks very
gently, soothingly, comforting...

                         HUNSECKER
                   (softly)
            You in a mood, Susie, to run over
            to Milgrim's later and buy a few
            new frocks?

                         SUSAN
                   (a small voice)
            No.  I'm going home.

Hunsecker again tries to come nearer to her.

                         HUNSECKER
            Want Sidney to drive you over?

Ignoring the shake of her head, he calls to Sidney.

                         HUNSECKER
            Drive Susie home.

HUNSECKER

Again we see some emotion in his face as he studies the girl.
His eyes flick towards the stage behind him where Sidney
stands watching.  He moves gently forward and then speaks in
a quiet voice which reveals how desperately he needs her
reassurance:

                         HUNSECKER
            Susie...I...I'd have to take it
            very much amiss if you ever saw
            that boy again.

SUSAN

After a pause, she turns towards him; she looks him straight
in the face.

                         SUSAN
                   (levelly)
            I'll never see him again.

RESUME HUNSECKER

He seems to take this as a gesture of forgiveness from her.
Now he touches her.  His need for her is apparent; he tries
to reach her, tries to find an excuse to embrace her.  She
submits to this very passively.

SUSAN

A VERY CLOSE SHOT.  We see the effort with which she is
controlling herself.

RESUME TWO SHOT

Satisfied with this crumb of affection from his sister,
Hunsecker lets her go.  Susan moves away, still avoiding his
eyes.  Then she goes off towards the steps down into the
auditorium.  Sidney looks at Hunsecker, then after Susan and
follows her.

RESUME HUNSECKER

He goes back to Mary and the script.  He instructs her:

                         HUNSECKER
            Call Van Cleve.  Tell him he was
            right.  Tell him I said the Dallas
            boys are not worthy of his club.

Poring over the typewritten pages, he senses Mary's eyes on
him.  He speaks to her quietly without raising his head and
there is still an undertone of feeling in his voice:

                         HUNSECKER
                   (without looking up)
            Mary...for Susie's own good...don't
            give her misplaced sympathy...

Mary says nothing.  Hunsecker gathers his papers and with a
visible effort to resume his public personality turns
towards the machinery of the television broadcast in
background.

INT. TV THEATRE FOYER

Susan crosses towards the doors out onto the street.  Sidney
comes behind her, watchful as he overtakes her near the
doors.  He goes past her to open the door for her.

                         SIDNEY
            I'll get you a cab...

Susan stops dead.

                         SUSAN
                   (coldly)
            Get away from me.

She goes out into the street.  Beyond, we see a crushing cab.
Hesitating, Sidney adds:

                         SIDNEY
            J.J. asked me to drive you over
            and -

But Susan has already moved out of shot, hurrying across the
sidewalk to hail the taxi.

RESUME SIDNEY

Uncertain what to do, whether to follow her or not, he moves
after her.

SUSAN

She has already opened the door of the taxi.  She turns to
see Sidney come up behind her.  As he enters SHOT, she
repeats:

                         SUSAN
            I told you to leave!  I don't know
            if Steve'll ever talk to me again
            and I'm ready to blame it all on you!

She starts to get into the cab...

SIDNEY

Alert, he moves to detain her (anxious to know exactly the
extent of her suspicion.)

                         SIDNEY
            Susie...!

ANOTHER ANGLE

As Sidney steps up, he grasps at the door of the taxi,
trying to hold it open, but Susan pulls it shut, catching
his fingers in the door.  Sidney steps back in pain...

TAXI

It drives off down Sixth Avenue.

SIDNEY

Nursing the injury to his hand, he looks after the
disappearing taxi.  As he recovers from the pain, his
expression slowly changes to one of thoughtful appraisal.
(Susan's suspicions maybe of less importance than some other
considerations.)

                                            DISSOLVE TO:

INT. TWENTY ONE CLUB WASHROOM - NIGHT

Hunsecker and Sidney are washing in adjoining basins.  Coat
off, the former is in one of his punitive moods of silence.
Sidney, despite his throbbing, bandaged finger, is feeling
satisfied and self-confident.  He hums quietly.  Hunsecker
throws him annoyed side-glances, but Sidney refuses to
"catch on".  The following dialogue is spaced between the
washing, the drying and hair-combing.

                         HUNSECKER
            So that's what "integrity" looks
            like.  Well, I'm always willing to
            learn...
                   (later)
            How is that slob, D'Angelo, your
            uncle?

Sidney no longer hums; after a moment, he answers.

                         SIDNEY
            My mother's side--her brother.
            That reminds me, J.J., Susie looks
            run down.  She can stand a vacation
            and so can you.  People say, "Oh,
            the great J.J., he's made of
            iron!", but you can use a rest, guy.

Sidney's cheerfulness annoys Hunsecker.

                         HUNSECKER
            What are you so chipper about?  If
            I put a cross on every one of your
            mistakes, you'd look like a
            graveyard!

                         SIDNEY
                   (smiling)
            But not for anything I did today...

                         HUNSECKER
            Sidney, I know human nature.  Susie
            lied to me - she'll see that boy
            again.

Hunsecker moves out of shot.

                         SIDNEY
            You're right, J.J. - she won't give
            him up, but it doesn't matter.
            Because the real "money ball" is
            the boy, not Susan.  And if --

Hearing the sound of the door, Sidney turns sharply.  CAMERA
MOVES to discover that Hunsecker has gone out.  Sidney,
quickly, finishing the brushing of his hair, follows...

INT. DINING ROOM - "21" CLUB

Two waiters are fussing over Hunsecker's table at which
places are already set for Sidney and Hunsecker.  Matre d'
hands him an envelope as he passes.

                         MATRE D'
            Mr. Hunsecker this was to be
            delivered to you personally -

When the columnist comes up to the table, the waiters
quickly pull out the table for him.  Sidney comes to join
him; Sidney gets some attention, but considerably less.
CAMERA MOVES CLOSER.

                         HUNSECKER
            These drinks are warm.

                         WAITER
            You said you like to have them on
            your table.

                         HUNSECKER
            What are you a critic?

                         WAITER
            I'll change --

                         HUNSECKER
            Forget it.
                   (to Sidney)
            The real money ball is the boy...

                         SIDNEY
            Yeah, the boy...we're on the verge
            of a farce, a real farce.  As I see
            it, if Susie had stood behind him
            today he might have proved a threat.
            But since primarily he's wedded to
            his work, he's not going to be able
            to take it.

A waiter shifts the position of the salad dish at Hunsecker's
elbow.

                         HUNSECKER
                   (to waiter)
            Stop tinkering, pal - that horse
            radish won't jump a fence!

The waiter retreats rapidly.

                         SIDNEY
            In brief, J.J., it's all over
            because any hour now the boy will
            give her up.  Is it a farce or not?

Delicately salting his oysters, Hunsecker looks obliquely at
Sidney.

                         HUNSECKER
            This syrup you're giving out,
            Sidney, you pour over waffles, not
            J.J. Hunsecker!  What do you mean
            that lousy kid will give up my
            sister?

Hunsecker, with a casual gesture, tugs lightly at the end of
Sidney's tie.

Hunsecker's gesture is playful, but it inflicts great injury
to Sidney's dignity; Sidney cannot bear to be touched; he
finds this liberty on J.J.'s part as intolerable as anything
he has experienced, and only with great difficulty controls
himself.  The SHOT FAVORS Sidney.

SIDNEY AND HUNSECKER

Hunsecker continues:

                         HUNSECKER
            Are you listening?

                         SIDNEY
                   (warily)
            How does it matter who's sister?
            The main thing, they're through
            and -

HUNSECKER

From Sidney's viewpoint.  Without turning, Hunsecker
interrupts:

                         HUNSECKER
            Am I supposed to forget how that
            boy talked to me today?

RESUME SIDNEY AND HUNSECKER

Sidney senses a warning in Hunsecker's manner.  He protests:

                         SIDNEY
            J.J., is he worthy of a second
            glance from a man like you?  Is he,
            I mean?...

HUNSECKER

From Sidney's viewpoint.  Pausing during the process of
eating, Hunsecker reaches into an inside pocket.

                         HUNSECKER
            Brief epitaph: "The boy was talking
            when he should have been listening."
                   (then)
            Bite on this.

CAMERA PULLS BACK to include Sidney as Hunsecker tosses in
front of him an envelope.  Sidney opens it, extracts two
steamship tickets.

                         SIDNEY
            Steamship tickets?
                         HUNSECKER
                   (as he eats)
            For the next sailing of the Mary.
            Susan's run down - she's never been
            abroad and as you so cogently put
            it, I'm not made of iron.

Sidney slowly pushes the envelope back to Hunsecker, who
leaves it lying on the table before him.

                         SIDNEY
            That's good.  Now that louse is
            outa Susie's hair for good.

SIDNEY

He has an instinct to laugh; but something tells him not to.

HUNSECKER

As Sidney makes no response, Hunsecker slowly, carefully
continues in a voice which is dangerously soft:

                         HUNSECKER
            I want that boy taken apart.

SIDNEY AND HUNSECKER

SHOOTING ACROSS Hunsecker onto Sidney.  Sidney puts down his
fork.  He sees now that the issue is serious and must be
faced.

                         SIDNEY
                   (seriously)
            Why do something that would drive
            them right back into each other's
            arms?  Not to mention that this
            time Susie would know who shot the
            arrow...

                         HUNSECKER
                   (interjecting quietly)
            She knows now.

                         SIDNEY
                   (quickly)
            Why give her real proof?  You
            nearly ruined her with her first
            husband - and you were right,
            J.J., - but she almost followed him
            out the window.  What do you want -
            a chronic invalid?

HUNSECKER

He wants no advice from Sidney.  He interrupts with quiet
savagery.

                         HUNSECKER
            I know how to handle Susie.  You
            just handle the boy, Sidney...
                   (scribbles on scratch pad)
            ...preferably tonight.
                   (pushes pad across to Sidney)


SIDNEY AND HUNSECKER

SHOOTING ACROSS Hunsecker onto Sidney.  Sidney feels sick.

                         SIDNEY
            Why, what's tomorrow - a holiday?

CAMERA MOVES CLOSER as Sidney picks scratch pad up.  We can
read two words: "Get Kello".

                         SIDNEY
            I think I'll go home - maybe I left
            my sense of humor in another suit.

HUNSECKER

Hunsecker finishes eating.  During the ensuing speech, which
he begins quietly and sensibly, Hunsecker's venomous feelings
are unexpectedly betrayed.

                         HUNSECKER
            You've got that God-given brain -
            learn to use it!  Do you think it's
            a personal matter with me, this boy?
            Are you telling me I see things in
            terms of personal pique?  Don't you
            see that today that boy wiped his
            feet on the choice, on the
            predilections of sixty million men
            and women of the greatest country
            in the world!  If you had any
            morals yourself, you would
            understand the immorality of that
            boy's stand today!  It was not me
            he criticized - it was my readers!...

CAMERA PULLS BACK to include Sidney.  Hunsecker manages to
control himself; he reaches with nervous fingers toward his
scribbling pad.

SIDNEY

Sidney's face has tightened.  He has begun now to realize
the extent of this man's megalomania.  After a moment he
says:

                         SIDNEY
            I'm leaving, J.J....

HUNSECKER AND SIDNEY

SHOOTING ACROSS Sidney onto Hunsecker.

                         HUNSECKER
                   (a quiet warning)
            Don't remove the gangplank, Sidney;
            you may wanna get back on board.

SIDNEY

Sidney feels the chill of despair upon him.

                         HUNSECKER
            This crab gumbo - terrific!

HUNSECKER AND SIDNEY

SHOOTING ACROSS Hunsecker onto Sidney.  A waiter has come to
serve the next course.  Hunsecker appears relaxed, but
Sidney is sightlessly staring at the piece of paper in his
hand.  He speaks with a quaver in his voice, for he has
worked hard to make a life which is now ready to relinquish:

                         SIDNEY
            J.J., it's one thing to wear your
            dog collar...but when it gets to be
            a noose...I'd rather have my freedom.

                         HUNSECKER
            The man in jail is always for
            freedom.

Sidney begins to get up from the table.

                         SIDNEY
                   (as he rises)
            Except, if you'll excuse me, I'm
            not in jail.

Hunsecker looks up at Sidney.

HUNSECKER

From Sidney's viewpoint.

                         HUNSECKER
                   (easily)
            Sure you're in jail, Sidney.
            You're a prisoner of your own
            fears, of your own greed and
            ambition; you're in jail.

SIDNEY

From Hunsecker's viewpoint.

                         SIDNEY
            J.J.  If you're trying to -

He leans over Hunsecker and the CAMERA PULLS BACK to include
Hunsecker in f.g.

                         HUNSECKER
                   (interrupting)
            You, little boy, don't know who you
            are!  Talking around corners with
            the big shots, ten dollar dinners -
            fourteen suits and cashmere coats -
            you tell yourself THAT'S who you
            are!  Later you won't know who you
            are without a penthouse on upper
            Park!  But underneath it all,
            ratting around from day to day, you
            DO know who you are!  You're a
            fearful, ignorant nobody - a poor
            wop kid from the slums of Philly -
            hoping nobody else finds it out!

SIDNEY

A CLOSE UP.  He knows the truth of what is said.  But he
takes refuge in quiet retaliation:

                         SIDNEY
            A little hunch occurs to me - you
            have just painted a self-portrait.
            You know who YOU are because you
            scare people - that's what you've
            got against this boy.  He -

HUNSECKER

Hunsecker is prepared to give it out, but not take it.

                         HUNSECKER
                   (cutting in)
            I told you what I want you to do
            tonight!

SIDNEY

He looks down on Hunsecker, leans over the table.

                         SIDNEY
            You're blind, Mr. Magoo.  This is a
            crossroads for me.  I won't get
            Kello.  Not for a life-time pass to
            the Polo Grounds.  Not if you serve
            me Ingrid Bergman on a plate.

CAMERA has PULLED BACK to include Hunsecker, whose attention
has returned to his food.

                         HUNSECKER
                   (over patient)
            Sidney, I told you -

                         SIDNEY
                   (continuing)
            J.J., I swear to you on my mother's
            life, I won't do it.
                   (he leans even closer)
            If you gave me your COLUMN I
            wouldn't do a thing like that...

But as he speaks the last words, Sidney's voice falters
because he has glanced down at the table...

SIDNEY

We see that an idea has entered his head - an idea that
takes the wind out of his indignation.  His eyes lift
rapidly to Hunsecker's face.

                         HUNSECKER
                   (delicately touching
                   the envelope)
            And who do you think writes the
            column while Susie and I are away
            for three months?...

RESUME SIDNEY

He is quite speechless.  Over scene Hunsecker's voice:

                         HUNSECKER (V.O.)
                   (continuing)
            ...The man in the moon?

HUNSECKER AND SIDNEY

CAMERA SHOOTS across Sidney again onto Hunsecker.  Hunsecker
leans back, looks at Sidney.

Seeing that Sidney has accepted the proposition, he smiles.

                         HUNSECKER
                   (softly)
            Thank you, Sidney.

In a pleasantly affable way, he leans across the table to
tap the hand with which Sidney is leaning on the table.

                         HUNSECKER
            And, Sidney, I'll have that piece
            of paper back...

Helplessly, Sidney unclenches a fist and reveals the slip of
paper which he had meant to keep.  Hunsecker takes it.  With
his eyes on Sidney, he slowly tears it up...

                                            LAP DISSOLVE TO:

CIGAR STAND AND PHONE BOOTH - EVENING

D'Angelo is buying a cigar at the counter.  He turns as
Steve opens the door of one of the booths and comes out.
Steve is in a gloomy, irksome mood; D'Angelo is sympathetic
and fatherly.

                         STEVE
            She'll be down in a minute.

CAMERA TRACKS with them as they come out into the hallway.
They move towards the side entrance, away from the elevators.

                         D'ANGELO
            What does she wanna see you about?

The boy shrugs impatiently.

                         STEVE
            She didn't say.

Some passersby come down the hall and enter a waiting
elevator, barely glancing at D'Angelo and the boy.  D'Angelo
feels uneasy.

                         D'ANGELO
            I could think of better places to
            meet her, instead of here.  He
            lives on the whole top floor.

                         STEVE
                   (carelessly)
            I doubt that it matters any more.

D'ANGELO

He addresses Steve soberly.

                         D'ANGELO
            Steve.  You made a very dangerous
            enemy of him today.  Matter of
            fact, I'm very glad we got the tour
            ahead.  If I'm any judge, you hurt
            him today where he lives... He
            won't forget it and he won't
            forgive...

RESUME STEVE AND D'ANGELO

Steve is silent.  He hears the sound of the elevator door
opening and turns.

Susan comes out of the elevator, the one farthest from them,
and looks around.

                         SUSAN
                   (as she comes forward
                   to join them)
            Good evening, Mr. D'Angelo.

D'Angelo acknowledges her greeting, touches his hat and
retires tactfully.  Susan faces Steve.  It's an awkward
meeting.  Each does not know where the other stands.  She
has thrown her fur coat about her shoulders like a cloak; it
will keep slipping off.  He is faintly embittered, a little
hurt and baffled, but he is sympathetic; he is involved and
concerned.

MED. CLOSE TWO SHOT OVER SHOULDER - SUSAN TO STEVE

                         SUSAN
            Hello, Steve.  I'm glad you could
            come.

                         STEVE
            Why did you call me?

                         SUSAN
            Would you buy me a cup of coffee?
            In there...

REVERSE ANGLE

Susan nods in the direction of the door into the little cafe.

                         STEVE
            Sure.

As he walks with her towards the cafe:

                         STEVE
            We're on our way to Robard's for a
            benefit.  I've only got five
            minutes...

INT. CAFE

As they enter the cafe, the Counterman looks up from counting
the day's take at the far end.

                         COUNTERMAN
            Too late for service.

                         STEVE
            Just two cups of java.

                         COUNTERMAN
                   (with a twinkle)
            We serve here only moka coffee.

                         STEVE
                   (smiling faintly)
            Make it moke.

The Counterman goes to the urn for the coffee.

SUSAN AND STEVE

A closer angle.  They talk in quiet undertones.  Steve waits
for her to speak first; she starts slowly, hesitantly, with
difficulty:

                         SUSAN
            Steve...what you tried to do
            today...you tried to take me up on
            a high mountain...I couldn't go all
            the way...I failed you...
                   (a pause)
            Will you forgive me?
                   (then)
            Have I lost you, Steve?  Have I...?

                         STEVE
            Well, maybe I was wrong, too... But
            there's no doubt, Susie, that we
            have to face some serious things...

                         SUSAN
            No one's ever stood up to my
            brother the way you did.

                         STEVE
                   (quietly, to the point)
            But you didn't do much about it,
            Susie.  You walked out, and there I
            was...solo...and not too good at
            that.

                         SUSAN
            I just didn't think that I could
            antagonize him, Steve -- for OUR
            sake, I mean.

STEVE

                         STEVE
            Susie, I was there for OUR sake,
            too.  But what a world it would be
            if we were all afraid to learn to
            walk and talk because it might
            offend poppa!  By the way, I think
            your brother was completely
            responsible for the smears...

SUSAN

This accusation is made lightly, in passing.  But Susan
reacts to it, trying to interject:

                         SUSAN
            Steve, I...

                         STEVE
                   (overriding her)
            But I don't care about that now.
            He knew what he was doing today.
            He was laying down the conditions
            under which he MIGHT consent to our
            marriage - if I would bend to every
            whim of his, like Sidney!  I
            couldn't do that, Susie...

SUSAN

After a pause, she says:

                         SUSAN
            You're saying goodbye, aren't you?

SUSAN AND STEVE

Steve flares up.

                         STEVE
            No!  I'm saying that for your sake
            you have to make a clean break with
            your brother!

                         SUSAN
                   (wrenched)
            But, please, Steve, please - one
            step at a time!  I was born only
            yesterday!...

                         STEVE
                   (pausing, softer)
            I told your brother I couldn't be
            his accomplice.  I can't be yours
            either, Susie, and encourage him to
            go on pulverizing you.  I know what
            type - he's my old man all over
            again!

Susan, pathetically despairing, fingers the handle of her
coffee cup, which she has not touched.  The coat slips from
her shoulders...

ANOTHER ANGLE

Steve stoops to pick it up, replaces it on her shoulders.

                         STEVE
            This beautiful coat is more than
            just a coat... I hate it!  It's a
            mink straight-jacket!

Susan turns to him.  She is deflated, lacking all will power.

                         SUSAN
                   (drooping)
            Steve, I feel exhausted...what do
            you want me to do?

                         STEVE
                   (not sure of himself)
            Not what you're doing now.  At
            least don't ask me - don't ask him.
            You're fighting for your life!
            What do YOU want to do?

                         SUSAN
                   (pausing, woodenly)
            You are saying goodbye, aren't
            you...?

STEVE

He reacts vigorously, protesting:

                         STEVE
                   (impatiently)
            That's fish four days old...!  I
            can't buy it, Susie!  Right out of
            that mouth I love, like you're a
            ventriloquist's dummy, your BROTHER
            is saying goodbye!  Gee!...you want
            me to be honest, don't you?!

SUSAN

A despairing cry:

                         SUSAN
            No, Steve, I don't.  I don't.  Not
            if it KILLS me I don't!...

SUSAN AND STEVE

It takes her a moment to recover.  When she does so, she
gets up, leaving the counter.

                         SUSAN
                   (without luster)
            Let's not talk any more...you have
            to go...

She moves towards the exit into the hallway; he follows.

HALLWAY

D'Angelo is waiting for them.  Silently they come up to join
him, very depressed.  Susan looks towards D'Angelo, speaks a
little pathetically:

                         SUSAN
            Goodbye, Mr. D'Angelo.  Take care
            of Steve.

                         D'ANGELO
                   (softly)
            I will, Miss Hunsecker.

He walks a little way down the corridor, again leaving them
alone.

SUSAN AND STEVE

She smiles at him, trying to smile, trying to make a joke.

                         SUSAN
            Say something funny...Mr.
            Hasenfeffer.

Steve steps to her quickly, kisses her.  Then he turns and
swiftly walks off down the corridor without a backward
glance.  He goes past D'Angelo, who walks quietly after him
towards the exit in background.

SUSAN

She remains just in the attitude in which he left her.

EXT. BRILL BUILDING - NIGHT

Steve comes out of the door, pauses without looking back.
D'Angelo comes up behind him.

                         STEVE
                   (after a moment)
            Look back, Frank, see if she's
            still standing there...

D'Angelo looks discreetly over his shoulder.

SUSAN

From D'Angelo's point of view.  She is still standing where
Steve left her.

RESUME STEVE AND D'ANGELO

D'Angelo turns back to Steve.

                         D'ANGELO
            Still there...

Steve, still without looking back, walks up the street;
CAMERA TRACKING WITH THEM.

                         D'ANGELO
                   (with sympathy)
            Not that I don't like her - she's a
            very lovely person, but who can
            tell?  A year from now you might
            thank your stars that it turned out
            this way.
                   (changing the subject)
            By the way, Robard said that...

Steve, his manner full of pain, stops.

                         STEVE
            Frank, I don't want to make the
            benefit.  They'll be jammin' all
            night, and the way I feel -- I'd
            like to be alone -- I'd like just
            to walk and walk and never come back.

D'Angelo takes him firmly by the arm.

                         D'ANGELO
            No.  I don't leave you alone on a
            night like this.  And, anyway, you
            promised...

Steve looks at him, knowing that he can never shake off the
devoted Frank; he shrugs.  They walk past CAMERA.

INT. HUNSECKER'S PENTHOUSE - NIGHT

The heavy brass doors of the elevator slide open and the
Elevator Man pulls open the grille.  Susan, still in the
mood in which Steve left her, stands in the elevator for a
moment before she realizes that she has reached the top
floor.  As she walks out, the Elevator Man looks at her
anxiously.  CAMERA PANS with Susan towards the door to the
apartment.  Susan fumbles for her key.

INT. HUNSECKER'S PENTHOUSE

The apartment is dark as Susan enters.  She does not switch
on the lights.  She walks through the shadows of the big
room, which has a grim and menacing atmosphere.  She kicks
off her shoes and, hugging the coat about her for warmth
walks to the glass windows of the terrace.  After a moment
she opens them and steps out.

EXT. TERRACE - NIGHT

Susan walks across the terrace.  At this height the wind is
very strong.  CAMERA TRACKS with the girl, emphasizing the
dizzying panorama of New York at night.  The girl's manner
is strange; she moves as if under compulsion, a sleepwalker.
When she reaches the stone parapet, she leans against it
with her body slumped, still hugging the fur coat as if it
were some protection against her misery.

EXT. FROM THE TERRACE - NIGHT

Vertically downward.  From Susan's point of view.  The stone
sidewalks of Broadway are a terrifying distance below.

SUSAN

An angle, shooting sharply upwards against the night sky.
Wind blows the girl's hair, as she looks fixedly downwards.
Her face is blank, expressionless. (For a moment we may fear
for her, afraid that she may have suicide in mind.) But
presently she lifts her head looking towards the horizon...

                                            LAP DISSOLVE TO:

EXT. ROBARD'S CLUB - NIGHT

CAMERA SHOOTS PAST the entrance to Robard's Club, framing
the outline of the bridge in sky in background.  From inside
comes the sound of music -- the Quintet.

The taxi drives up; Sidney gets out; he glances at his
wristwatch, looks around and then makes his way into the club.

INT. ROBARD'S CLUB - NIGHT

Steve Dallas' Quintet on the stand.  CAMERA FRAMES the group
in foreground, SHOOTING towards the entrance way.

INT. ROBARD'S CLUB - NIGHT

Sidney has come in through the entrance.  He is taking off
his overcoat.  He moves forward past the hat check room on
the left, approaching the recess in which several music
cases are stacked beside a coat rack on which the musicians'
overcoats are hung.

DETAIL

As he hangs up his coat, Sidney identifies the other coat, a
black and white check raglan which he (and we) saw Steve
wearing when he visited Hunsecker at the TV Studio.

SIDNEY

A CLOSE SHOT.  The coat appears to have some significance
for him; Sidney is under tension.

A waiter, carrying a carton of beer cans, comes out of the
doorway just behind Sidney, moving between him and the
overcoat.  Thus interrupted, Sidney turns away.

INT. ROBARD'S CLUB - NIGHT

Robard is standing at the bar, surrounded by a group of his
cronies.  Drink is flowing and there is a sentimental mood
of celebration.

As Sidney arrives at the bar, ordering a drink, FRANK
D'ANGELO is seen coming from the interior of the club where
Dallas and the Quintet can be seen playing; D'Angelo accosts
Robard:

                         D'ANGELO
            Lew, Steve don't feel too good...

                         ROBARD
                   (interjecting)
            I'm sorry to hear it.

REVERSE ANGLE

CAMERA shoots past D'Angelo and Robard in f.g. towards
Sidney, who overhears:

                         D'ANGELO
                   (continuing)
            ...So, if you don't mind, he'll
            leave after this set.

In b.g., Sidney sets down his drink, reacting to this
information.  Robard clamps D'Angelo on the shoulder,
reassuring him with warm emphasis:

                         ROBARD
            I like that boy, Frank.  Anything
            he does is okay with me...

SIDNEY

Sidney, thinking rapidly, leaves the bar, moving
unobtrusively but purposefully towards a telephone booth.
He enters and closes the door.

PHONE BOOTH

A CLOSER ANGLE.  Shooting through the glass panel we see
Sidney dialing.  His manner is urgent.

                                      QUICK LAP DISSOLVE TO:

EXT. ROBARD'S CLUB - NIGHT

A long shot of the club exterior.  A different musical
number is now being played in the interior. (GOODBYE BABY).
A black car comes swiftly under the bridge, turns into the
little square opposite the club, braking sharply.

CLOSER ANGLE

As the car comes to a stop, CAMERA shoots across the hood
onto the windshield where we see the insignia: POLICE.
The occupants of the car are not visible.

INT/EXT. ROBARD'S CLUB

Sidney lingers near the doorway of the club.  He is looking
across the square towards the car which can be seen in b.g.
Now he turns and walks towards the coat rack, CAMERA tracking
with him.  He takes his own coat and, as he thrusts his arm
into the sleeve, contrives neatly to slip some unseen object
into the pocket of Steve's overcoat; CAMERA notes the
gesture, but only very briefly.  Overscene a voice addresses
Sidney:

                         D'ANGELO (O.S.)
            Hey!..........

SIDNEY

A CLOSE UP.  As he turns in swift apprehension, we note the
moment of panic in his face.

REVERSE ANGLE

CAMERA shoots past Sidney in foreground towards D'Angelo who
advances on Sidney.  D'Angelo's manner is unfriendly; for an
instant we feel, like Sidney, that D'Angelo may have seen
Sidney tampering with Steve's coat, but then we are reassured
as D'Angelo, deliberately using Sidney's surname, says:

                         D'ANGELO
                   (continuing)
            Mr. Falco...I hate to give you this
            satisfaction - they broke it off
            tonight for good.

REVERSE ANGLE

Shooting across D'Angelo onto Sidney, who now relaxes, his
fears ungrounded.

                         D'ANGELO
                   (continuing)
            Tell that to Hunsecker - tell him
            we agree - he's a big man - he wins
            all the marbles!

SIDNEY

As D'Angelo moves away again Sidney looks after him.  Once
more his face goes tense. (He asks himself, does this
development - which he himself anticipated - change the
situation?) He turns away, moving out of shot.

ANOTHER ANGLE

CAMERA moves with Sidney as he walks towards the doorway.
There he hesitates again; he looks back into the club.

DALLAS

From Sidney's viewpoint.  A LONG SHOT of Steve on the
bandstand.  CAMERA PANS deliberately towards the coatrack in
f.g.  A group of newly arrived musicians walk into the shot,
setting down their instrument cases and starting to hang up
their coats. (Clearly, Sidney could not now return to the
coat rack - even if he decided that he did want to undo his
handiwork.)

RESUME SIDNEY

CAMERA, shooting out across the square, frames Sidney in f.g.
Facing the inevitable, Sidney turns away, walks across the
sidewalk.  On the other side of the square the headlamps of
the car blink twice.  Sidney walks towards it.

POLICE CAR

A big man gets out of the seat next to the driver.  As he
comes round the hood of the car, the headlamps of a passing
truck illuminate him, identifying HARRY KELLO.  CAMERA PANS
as he walks to meet Sidney.

CLOSER ANGLE

Kello pauses as Sidney comes up to him, asks affably:

                         KELLO
            What's all the rush?  You said
            three o'clock.

                         SIDNEY
                   (glancing back
                   towards club)
            He's leaving early.  After this
            "set".  He'll be out in a couple of
            minutes...

They wait for a moment, listening to the sound of the music
in the distance.  It is a blues number (GOODBYE BABY) Kello
hums nonchalantly; Sidney glances at him with irritation,
finding something gruesome in his relaxed manner.

INT. POLICE CAR

There are two plainclothes policemen inside, one at the
wheel, the other in the back seat.  The latter leans forward
to ask the former:

                         1ST POLICEMAN
            What's this deal tonight?

                         MURPH
                   (the 2nd policeman)
            One of the lieutenant's "surprise
            parties", I think.

Murph's tone shows obvious repugnance.  The 1st Policeman
broods for a moment; he adds in a quiet, but viciously
resentful manner:

                         1ST POLICEMAN
            One of these days I'd like to turn
            in my badge and tangle with "POPSIE"
            myself - he's no good.

RESUME KELLO AND SIDNEY

Sidney, increasingly uncomfortable, turns to Kello.

                         SIDNEY
            Can't you wait up the block?  It's
            not going to look so good, right in
            front of the club...

To Kello this is a great joke.  He laughs, enjoying Sidney's
uneasiness.  He begins to "cat and mouse" Sidney.

                         KELLO
                   (heavily humorous)
            It's nice, Sidney, that you give me
            this tip...

                         SIDNEY
                   (interjecting)
            - He's got them on him.

                         KELLO
                   (solemnly nodding his approval)
            ...And he's got them on him.  I
            appreciate a thing like that - I
            appreciate where you are looking
            out for the virtue of the city.

Sidney, annoyed at this sarcasm, moves past Kello, not
deigning to respond.  As he goes by, Kello grasps him
forcibly by the arm.

                         KELLO
            What's your hurry, Snooks?

CAMERA HAS PANNED to SHOOT towards the car out of which
emerges a second detective.

                         SIDNEY
                   (revolted)
            Take your hands off, Kello...

Kello, holding Sidney, turns towards the second detective in
background.

                         KELLO
            Murph, how do you like this face?
            Why, I'll be darned -- it's melting!
            Something got you scared, Sidney...?
            Listen, rectify me a certain thing.
            Wasn't you kidding, Snooks, when
            you told J.J. I was fat...?

Sidney jerks his arm away, rapidly retreats a few yards, a
safe distance from Kello.  CAMERA PANS with him to the
bottom of the steps.

                         SIDNEY
            Sleep in peace, Kello -- you're
            skinny -- but J.J. says you sweat!

ANOTHER ANGLE

Sidney in foreground, Kello and Murph beyond.  Kello laughs;
but obviously he would like to be nearer to Sidney.  Perhaps
to detain Sidney, Kello drawls:

                         KELLO
            Is that a fact?  He's a dilly,
            ain't he?  By the by, what did he
            have against this boy?

                         SIDNEY
            He goes out with girls.

                         KELLO
            Well, I'll be darned.  And what
            does J.J. think he SHOULD do?

                         SIDNEY
                   (impudently)
            Go out with DIFFERENT girls!

KELLO

He moves forward a little.

                         KELLO
                   (softly now)
            I get the peculiar impression,
            Snooks, that you don't like me.
            Could I be wrong?

SIDNEY

He turns swiftly and goes up the stairs out of Kello's reach.

                         SIDNEY
                   (as he goes)
            You could be right, you fat slob?

ANOTHER ANGLE

From half-way up the stairs.  Sidney comes up the steps two
at a time.  Kello and Murphy are seen beyond.

                         KELLO
                   (with a guffaw)
            Come back here, Sidney...I wanna
            chastise you!...

FROM THE BRIDGE

Sidney reaches the top.  He comes along the pedestrian walk
up to CAMERA, slowing down he turns across the rail and
looks down towards the square.  CAMERA MOVES to take in the
scene in WIDE ANGLE: Sidney in foreground, the police car
and detectives below, the entrance to Robard's across the
square.  Sidney waits.  In the distance we can hear the
music of Dallas' last number coming to an end.

INT. ROBARD'S CLUB

The last bars of the number.  Enthusiastic applause.

STEVE

He responds to the ovation, nicely but a little wearily.  He
gets down off the stand.  There is too much noise to hear
his parting words to his fellow musicians, but it is clear
that he is urging them to stay without him.  He walks off
towards the entrance to the club.

D'ANGELO

D'Angelo leaves the bar, in search of Steve.  He sees...

INT/EXT. ROBARD'S CLUB - NIGHT

Steve is putting his guitar away in the case, collecting his
overcoat.  In this gesture he is arrested by the sound of
D'Angelo's voice over scene.

                         D'ANGELO (O.S.)
                   (urgently)
            Steve!

Steve, mildly startled, looks up.

REVERSE ANGLE

Shooting into the club.  D'Angelo comes forward from the bar.
He is a little drunk, a little emotional.  He waddles toward
Steve, then takes the white carnation out of his buttonhole
and puts it in the buttonhole of Steve's coat, saying:

                         D'ANGELO
                   (fondly)
            Press this in your friendship
            book...Love is a crooked thing,
            friendship not...
                   (then, sheepishly)
            You see, it comes out in the wash
            of a few drinks -- I'm a very
            sentimental guy.

RESUME ROBARD'S CLUB

Steve is touched.

                         STEVE
            I like it that way, Frank...don't
            change.

He picks up his guitar case and makes for the door.  D'Angelo
goes a few paces with him, CAMERA TRACKING.  Then it moves
past D'Angelo, following Steve out onto the sidewalk, where
he stands under the light of the club framed against the
dark background of the square.

FROM THE BRIDGE

CAMERA PANS from the small figure of Steve to include Sidney
big in foreground.  Below him Kello and Murph turn towards
the club.

KELLO

CLOSER ANGLE downward from Sidney's viewpoint.  Kello turns
deliberately to look at the bridge above.

RESUME BRIDGE

Sidney sees Kello's look; he nods deliberately.  Below him
we see Kello and Murphy move swiftly to get into the car.
Sidney, as if shrinking from a sight from which he doesn't
wish to witness, draws back from the balustrade.  He turns
and begins to walk towards CAMERA.

POLICE CAR

A LOW ANGLE SHOOTING upwards at the car, the stairs to the
bridge in background.  As the doors of the car slam, it
starts to move forward and, abruptly, its headlamps are
switched on, glaring into the lens.

EXT. ROBARD'S CLUB - NIGHT

Steve, concerned only with his only melancholy thoughts,
walks down the sidewalk under the bridge.  The car headlamps
illuminate him in their glare as they move across him.
Steve, without undue, interest, glances back but continues
on his way.

CAMERA SHOOTS eastward towards the silhouette of the bridge.
The Police Car turns as it comes out of the square under the
bridge towards CAMERA.  It moves slowly; again its headlamps
flare into the lens.  CAMERA PULLING BACK includes Steve in
foreground.  Behind him the Police Car slows down at the
curb; it barely stops as Kello slips out of the off-side
door; then the car moves forward along the curb leaving him
behind Steve.  As the car goes out of picture past CAMERA,
Kello strolls across the sidewalk, following Steve.  Steve,
looking past CAMERA, notices...

REVERSE ANGLE

CAMERA SHOOTS toward 2nd Avenue.  The Police Car slows down
again at the curb and Murph gets out of it, turning to face
Steve.

RESUME

Steve, seeing the man ahead of him, notes something slightly
menacing in his manner and slows down in his walk.  Then,
instinctively, he realizes that there is a second man behind
him, turns to look at Kello.  Kello approaches.

                         KELLO
            Hey, fella...!

CAMERA MOVES CLOSER and CLOSER on Steve.  In his face we see
a growing sense of something wrong...

INT. ROBARD'S CLUB

A JUMP CUT.  Loud noise, Chico Hamilton on the drums...

INT. BAR

Another jump cut in the sound track.  Silence.  It is an
empty saloon, occupied only by a solitary drinker at one end
of the long bar, nursing a beer, and by the bartender who is
making out a dope sheet.  Sidney enters, strides to the bar
and throws down a jangling half dollar.

                         SIDNEY
            A bunch of nickels, mister!

While the change is made, Sidney stands with cocked head,
listening in reality or imagination to what is happening
down the street.  As the barman supplies the change, Sidney
goes to the juke box and loads it with nickels saying over
his shoulder:

                         SIDNEY
            A double Johnny Walker Black.  Or
            whatever you got.  Scotch.

Sidney puts both hands on the juke box as if leaning on it.
With a click, drop and whirl, the music box comes to life;
music blares out.  Pausing a moment, Sidney turns back
toward the bar.

SIDNEY

He reaches for his drink, downs it.  He is shivering.

INT. ROBARD'S CLUB - NIGHT

Once more, an abrupt sound transition: the jam session at
full blast.  CAMERA FRAMES the musicians in foreground, but
moves away from them towards the entrance in background.
Near the doorway there is some activity; an attendant
beckons to Robard who is drinking with D'Angelo.  Robard
moves toward the entrance.

INT/EXT. ROBARD'S CLUB - NIGHT

CAMERA STARTS on D'Angelo at the bar.  He looks off after
Robard.  There is little concern in his face, but as he
watches, curiosity grows.  He strolls out after the
proprietor.  CAMERA TRACKS with him as D'Angelo comes to
join the little mob of two or three people on the sidewalk.
PANNING, THE CAMERA now SHOOTS TOWARDS 2nd Avenue.  Beyond
the bridge we can see the Police Car.  Kello and Murphy are
beside one of the open doors (into which Steve has been
carried). Murphy turns back, walks a few paces across the
sidewalk and picks up Steve's music case, which he carries
back to the Squad Car.  He gets in and the car drives off.

                         BOUNCER
            Hey, Robard, somebody just picked
            up one of your boys.

                         ROBARD
            What sa -- Wha --

REVERSE ANGLE

D'Angelo's face shows a bewildered astonishment and dismay
as he turns back to the couple of people who are talking to
Robard.  D'Angelo is a little befuddled with drink.  He
pushes towards Robard.

                         D'ANGELO
                   (dazed)
            Whatsa matter, Lou?

                         ROBARD
                   (turning to D'Angelo)
            I'm trying to find out myself.
            They just picked up Steve.

                         LOITERER
                   (blankly)
            Some fat guy...

                         2ND LOITERER
            A cop, a couple of cops.

                         LOITERER
            They smeared him all over the lot.

D'ANGELO

He turns to look back towards the direction in which the
Police Car has departed.  He seems unable to comprehend what
he has heard; but a slow and terrible fear is dawning on
him...

                                            LAP DISSOLVE TO:

Susan opens the door to discover Frank D'Angelo in lobby.
He speaks at once:

                         D'ANGELO
            I'm looking for your brother.  Is
            he home?

                         SUSAN
            No.
                   (sensing the
                   seriousness of his manner)
            Mr. D'Angelo - is something wrong?

D'Angelo has no wish to become involved with the girl; he
doesn't reply.

                         D'ANGELO
            When does he usually gets in, your
            night-owl brother?

                         SUSAN
            Seldom before five.
                   (again)
            What's the matter?  Would you care
            to come in a minute?

D'Angelo backs away, shaking his head.

                         D'ANGELO
            No...no.  Thanks.

He turns back to the elevator.  Susan closes the door, but
slowly; she is watching D'Angelo.  CAMERA MOVES WITH D'Angelo
as he goes to the bell of the elevator and rings it.  He
remains in this position, waiting for the elevator, but now
(believing himself to be alone) he leans his head against
the wall and begins to weep, quietly.  Surprisingly, Susan
is abruptly at his elbow, she seizes him forcibly by the
arm, demanding:

                         SUSAN
                   (taut)
            Something's happened.  To Steve.

D'Angelo, with his face contorted in grief and bitterness,
can no longer refuse to answer her.

                         D'ANGELO
                   (in a broken voice)
            He's in the hospital...He's under
            arrest, too... They planted reefer
            cigarettes on him...in his overcoat
            pocket.

Susan is becoming hysterical.

                         SUSAN
                   (wildly)
            Where is he...I want to go to him...

D'Angelo recovers his self control.  There is force and
authority in his voice as he insists:

                         D'ANGELO
            Miss Hunsecker, if you see him
            again they might...might kill him.

Susan is sobered by his seriousness.

                         SUSAN
                   (slowly)
            Who is "they"?

                         D'ANGELO
            Don't ask foolish questions.
                   (then)
            Tell your brother I'm a sensible
            man.  He understands only two
            things - power-politics and homage -
            tell him I came tonight to pay
            homage!

INT. HALLWAY - HUNSECKER'S PENTHOUSE

The elevator door opens and Sidney steps out: He crosses to
the door of the apartment, pushes the button.  The bell is
heard ringing inside.  While he waits, Sidney produces a
handkerchief, dabs his face, straightens his tie; clearly he
is trying to sober up.  He goes to the bell push to ring
again.  Now he notices something that had escaped him
before: the door is not quite shut.  He pushes it open.

INT. HUNSECKER'S PENTHOUSE

From inside.  Sidney hesitates, enters tentatively.

LONGER ANGLE

The apartment appears empty.  Only one light is lit; the
place is eerie.

RESUME SIDNEY

Sidney closes the door, goes into the main living room,
CAMERA pans with him.  Something chills him, he calls
softly, "J.J.?"

ANOTHER ANGLE

Sidney walks towards the study, there is nobody there either.
He goes back towards the stairs to the upper floor; in doing
so he repasses the door of Susan's bedroom, sees that it is
half open, goes to look in.

INT. BEDROOM

From Sidney's viewpoint.  The bed has been slept in but is
unoccupied.  The room is empty.

On the seat at the foot of the bed is a drawer that has been
pulled out of the wardrobe; it contains a collection of
miscellaneous objects, a snapshot album, letters, souvenirs,
disarranged as if someone had been looking at them.

SIDNEY

He looks at the empty room, disturbed.

RESUME BEDROOM

The curtains of the window onto the terrace are blowing: the
window is open.  Sidney walks into shot form behind CAMERA.
He calls:

                         SIDNEY
            Susan?

Susan steps into the room from the terrace, confronting
Sidney.  She is dressed, wearing the fur coat over a skirt
and blouse.  Her manner is very strange; the effect of the
drugs, no doubt.

RESUME SIDNEY

Sidney is very uncomfortable in her presence; Susan is the
last person he wants to have conversation with.

                         SIDNEY
            Where's J.J.?

He retreats across the threshold of the bedroom, into the
outer room.

RESUME SUSAN AND SIDNEY

She walks forwards.

                         SUSAN
            He isn't here...

INT. LIVING ROOM

Sidney stands back to let her pass.

                         SIDNEY
            But he called and said...

Susan comes out of the bedroom, walks past CAMERA.

                         SUSAN
            No, I called...

He studies the girl, says nothing.

LONGER ANGLE

She walks listlessly across the room, moving like a
somnambulist.

                         SUSAN
            Mr. D'Angelo phoned about Steve...I
            went down to the hospital, but they
            wouldn't let me in.  He promised to
            keep in touch with me - Mr.
            D'Angelo, I mean...

RESUME SIDNEY

He watches her cautiously, not sure of how to deal with her.

                         SIDNEY
                   (carefully)
            It's all over town about Dallas...
                   (moving towards her)
            How is he?

SUSAN

A CLOSE UP.  Susan's expression is blank; her eyes are
unseeing.

                         SUSAN
            He's...unconscious...

There is a tone of great despair in her voice.  Presently,
she recovers, CAMERA eases back to include Sidney beyond.
She glances at him.

                         SUSAN
            I...I gave Steve up...
                   (then)
            Why did you and J.J. do it?

RESUME SIDNEY

Sidney looks at her, tensely.  Her voice is so calm, so
certain that Sidney finds it difficult to play-act innocence.
He protests a little too loudly:

                         SIDNEY
            Susie, if I get your meaning,
            you're pitching very wild balls.
            What -

RESUME SUSAN AND SIDNEY

Susan interrupts, with a simplicity which is damaging.

                         SUSAN
            Don't bother to lie, Sidney.
                   (moving away)
            I don't care anymore.

LONGER ANGLE

Sidney decides that it is wiser not to argue.  He assumes a
tolerant sympathy.  He moves towards her.

                         SIDNEY
            Listen, get a good night's sleep -
            tomorrow's another day.  Feeling
            sorry for yourself won't help.

                         SUSAN
                   (shaking her head)
            I'm sorry about Steve, not myself.
            I'm even sorry for my brother.  To
            be so lonely, without one real
            friend in the world - to have to
            hang on to a worthless rag of a
            girl like me because she's his only
            real family -

                         SIDNEY
                   (moving towards her again)
            Come on now, chickie, why don't you
            go to bed...?

Now she turns to him.

                         SUSAN
            And I'm sorry for you, too, Sidney.
            You're going down with the ship.

                         SIDNEY
            What ship?

She walks past him, still aimlessly wandering about the
room; then she turns back, indicates herself.

                         SUSAN
            THIS ship.

She studies Sidney.

                         SUSAN
            Don't you know how my brother will
            see you after tonight?  You'll be
            the man who drove his little
            stainless sister to suicide...
REVERSE ANGLE

Shaken, Sidney decides to ridicule the implied threat.

                         SIDNEY
            Honey, I'll just have to smile at
            that.

He walks past CAMERA.

RESUME SUSAN

Sidney walks into shot, going past her on his way to the door.

                         SIDNEY
                   (as he goes)
            It's late and I'm going home...

Susan, in foreground, remains quite still, says nothing.  In
background, Sidney slows down, his confidence failing him;
he looks back at her.

SIDNEY

He can't go.  Probably, she's bluffing.  But he can't be
certain.  He is suddenly angry.

RESUME SUSAN AND SIDNEY

He strides back towards her.

                         SIDNEY
            Susie, whatever problems you have
            with J.J. - I didn't invent them!
            What're you blaming me for?  If you
            learned to let out your hatred you
            would be better off!

                         SUSAN
            Like you?

                         SIDNEY
            Yeah!  Like me!  I don't choke on
            my own gall - I fight back!  Let
            THEM choke, not me!

                         SUSAN
            I'm not a man, Sidney, I'm -

                         SIDNEY
            I know that bit - you're a girl;
            you need a man to give you strength!
            So what do you pick such weak
            sisters for?  Don't you know yet
            that you fight fire with fire, not
            with tear drops?

                         SUSAN
            I could almost forgive you if what
            you did to Steve came from jealousy
            and love...

                         SIDNEY
                   (quickly)
            I didn't do anything!

                         SUSAN
            ...but you did it for greed,
            Sidney - and that's pathetic.

She moves past him.  He grips her, turning her around.

                         SIDNEY
            Don't run away - I was always the
            man for you!  I'm talking to you
            out of two years of silence -
            listen to what I say!  Inside of
            six months -

                         SUSAN
                   (helplessly)
            Please, Sidney, I can't stand this -

CAMERA HOLDS Sidney and Susan in foreground.  But it is now
shooting towards the door of the apartment.  A PANNING
movement has included a figure at the other end of the big
room...

HUNSECKER

He is taking off his overcoat near the door of the apartment.
We don't know how long he has been there, how much he has
overheard.  Without appearing to be consciously spying,
Hunsecker is listening to Sidney's voice over scene.

                         SIDNEY
                   (over scene)
            Listen to me, lunatic!  All your
            life you've been doing penance for
            crimes you never committed!  I
            could change that, I'd teach you,
            I'd show you - !

CAMERA PANS round with Hunsecker who strolls across the
room, making his presence known.  Sidney breaks off, drops
his hands, releasing the girl.  Susan turns towards Hunsecker.
Hunsecker lays his briefcase and papers on the table.  He
addresses Susan without looking at her.

                         HUNSECKER
            Go to bed, Susie.  It's late...

Susan makes no move.  Hunsecker glances at her, sees Sidney
but treats Sidney as if he were invisible.

                         HUNSECKER
                   (to Susan)
            What is he doing here?

Susan walks towards Hunsecker.

                         SUSAN
            I called him.

Sidney moves forward also.

                         SIDNEY
                   (carefully)
            She was depressed - she heard about
            Dallas.

Hunsecker still ignores his existence, he walks past Susan
carrying his papers to the desk.  Susan turns, watching him.

                         HUNSECKER
                   ("controlling" his feelings)
            That subject it might be better not
            to start me on.
                   (angry)
            He's made all the papers tonight.

Hunsecker studies the item in the paper.

SUSAN

She is staring at her brother.  Suddenly, she is unable to
suffer his authoritative air; she goes to him; he ignores
her...

HUNSECKER AND SUSAN

Childishly, she snatches the paper from his hand, throws it
to the floor.  He looks at her.  Patiently, as with a
hysterical infant, he stoops, recovers the paper.

                         HUNSECKER
                   ("mildly")
            Is there something you wanted to
            say...?
                   (as she does not
                   answer, continuing
                   with growing viciousness)
            I've put up with a lot of your
            guff, Susie, because you were a
            child.  But you're a woman now and
            I suspect, despite my best
            intentions, more than a bit of a
            slut...

SUSAN

Her head comes up sharply at the insult.

HUNSECKER AND SUSAN AND SIDNEY

Hunsecker glances at Sidney, clearly reminding them of the
compromising situation in which they were found.  Sidney
moves to answer.

                         SIDNEY
                   (quickly)
            J.J., if you think -

                         SUSAN
                   (cutting in)
            Don't explain, Sidney... It doesn't
            matter now...

                         HUNSECKER
                   (continuing)
            Whose arms will I have to pry you
            out of next?  Not that I don't
            think you didn't invite it!  I know
            that look of yours, that pose of
            being wronged - and how it arouses
            the crusading instinct in even a
            Sidney Falco -

Hunsecker's rising tide of brutality is having some effect
on Susan, and Sidney, fearing for her, tries to intervene.

                         SIDNEY
            I was trying to build her up, not
            tear her down -

                         HUNSECKER
                   (viciously)
            Is that why you were romancing her,
            you mutt!
                   (turning back to Susan)
            Let's call it quits, my dear.  I'd
            like it fine if you found another
            home.  That means the front door is
            open!  Pack your things, rent a
            moving van and GIT!
                   (pacing the room)
            And as for marriage, let me hit you
            with a few choice facts: you aren't
            ready for marriage!  You're
            incompetent - a capricious and
            shaky frail with a sick fatality
            for frail and useless men!

Susan is staring sightlessly at the floor near Hunsecker's
feet.  After a moment she turns and moves to the door of her
bedroom; her walk is a little unsteady; she goes inside,
closes the door in Hunsecker's face.

INT. BEDROOM

With the door closed, she leans against it as if afraid of
falling.  She gropes for the door handle, finds the key and
turns it.

INT. LIVING ROOM - HUNSECKER AND SIDNEY

Hunsecker is studying the closed door.

                         HUNSECKER
                   (to himself)
            Another crisis past.
                   (walking away)
            She'll be fast asleep in five
            minutes, loaded with those headache
            pills...

SIDNEY

Sidney seems not to hear this remark.  He is concentrated on
the door; he moves hesitantly towards it, apprehensive.
CAMERA includes Hunsecker in background.

                         HUNSECKER
            Now we'll get to you, Sidney.
                   (turning to Sidney)
            As far as the column is concerned -
            tonight you have forfeited every
            ethical consideration I ever felt
            for you...

Much more concerned with his anxiety for Susan, Sidney
interrupts.

                         SIDNEY
                   (cutting in)
            Look, J.J., I'll grant you anything
            you want.
                   (as Hunsecker is
                   about to interrupt)
            Susie's off her rocker tonight!  Go
            in and see what she's doing!  Go in
            and talk to her quietly - unless
            you want a corpse!

Sidney's conviction is impressive.  But Hunsecker is
unwilling to admit the danger, he continues.

                         HUNSECKER
                   (acid)
            Let me finish what I started to
            say -

Seeing that Hunsecker is not taking his advice, Sidney
strides swiftly to the door of Susan's bedroom.  He knocks
on it.

INT. BEDROOM

SHOOTING TOWARDS the door.  Susan is sitting on the bed in
foreground.  In a methodical, hypnotic way, she is destroying
the contents of the drawer, tearing letters into small
fragments.  Sidney's voice is heard outside: "Susie!" Susan
appears not to hear it; CAMERA TRACKS closer to her.
Sidney's voice is heard again, louder: "Susie!" Susan turns
sharply towards the door.

SUSAN

A CLOSE UP.  Susan rises to her feet, staring at the door.
She begins to back away from it.

RESUME REVERSE ANGLE

CAMERA PULLS BACK as Susan glances down at the record player
beside her.  She turns the knob.  We hear the clatter of a
record dropping and music begins.  The tune is "The Sage."

INT. LIVING ROOM

CLOSE SHOT of Sidney.  He hears the music starting.

HUNSECKER

Hunsecker has come forward.  But now, as he listens to the
gramaphone record playing in the bedroom, Hunsecker relaxes,
assuming that this is a sign that Sidney's suspicions are
unfounded.

                         HUNSECKER
                   (coming forward)
            What a cornball you are, Sidney...

CAMERA TRACKS to include Sidney.  He does not share
Hunsecker's confidence; he knocks again, calling:

                         SIDNEY
                   (anxiously)
            Susie!
                   (in growing fear)
            SUSIE!

CAMERA TRACKS closer to Sidney.  As he tries the doorknob,
CAMERA TILTS DOWN.  Sidney's hand tries the doorknob, finds
it locked, shakes it forcefully.

DETAIL

From inside the bedroom.  We see the doorknob rattled.

RESUME SUSAN

A CLOSE UP.  She realizes that Sidney means to insist.  She
turns away towards the blowing curtains in background.

RESUME LIVING ROOM

A DETAIL SHOT.  Sidney's hand is still shaking the doorknob.
He releases it.  CAMERA PULLS BACK to a TWO SHOT of Sidney
and Hunsecker as Sidney retreats from the door in
apprehension.  Now Hunsecker has begun to share Sidney's
anxiety.  He moves to the door, knocks and then pounds on it.

                         HUNSECKER
                   (with authority)
            Susie, this is J.J.!  Open up!

SUSAN

A CLOSE UP.  She comes forward past the blowing curtains.
The wind whips at her hair.  Over scene we hear the rumble
of the traffic on Broadway far below.

RESUME HUNSECKER

He is pounding on the door again.  CAMERA makes a quick pan
to Sidney who, in a split second, realizes that Susan may
have gone out on the balcony.  He turns, dashes towards the
study to look out on the terrace.

RESUME SUSAN

She has now started to climb onto the parapet.  Sidney leaps
into shot, dragging her bodily off the parapet and out of
shot.  We hear Susan cry out, a hysterical gasp.  CAMERA,
looking through the windows of Susan's bedroom, sees the
door fly open as Hunsecker bursts into the room.  He looks
swiftly around, advances towards the open window.
Exasperated by the sound of the gramaphone, he switches it
off; he steps out onto the terrace.  CAMERA PANS with him as
he turns to look back into the study where Susan's inanimate
figure is sprawled on the floor, half across the low
upholstered footstool.  Sidney, white and shaking, is
standing over her.

REVERSE ANGLE

CAMERA at floor level.  Susan is framed in foreground.  The
lower half of Sidney can be seen beside her.  Hunsecker is
on the terrace in background.  Shocked, he moves quickly
into the room.

HUNSECKER

A CLOSE UP.  He looks down at his sister.  He is badly
shaken.  The sharp bite of terror produces a reaction of
something akin to anger.  But he swiftly controls it.  He
moves past CAMERA.

REVERSE ANGLE

Hunsecker stoops into shot.  Tenderly, he lifts the girl's
body to get it into the arm chair.  Susan is quite lifeless,
limp with the dead weight of a creature that has lost any
instinct for self-preservation.  But as she feels her
brother's arms, and as she recognizes who it is, she breaks
out in hysteria.

                         SUSAN
                   (wildly)
            No!  NO!  Don't touch me!

                         HUNSECKER
                   (sharply)
            Susan!...

But Susan strikes at him, a vicious gesture of revulsion.
Hunsecker lets her go.  She falls into the arm chair, her
face hidden from him; she begins to sob.

                         SUSAN
                   (her body shaking)
            Go away!...Go away!...

Hunsecker would like to comfort her, but he dare not touch
her again for fear of inviting another rebuff.  He is deeply
hurt and wounded.  Embarrassed that Sidney should watch this
moment, Hunsecker rises.  To cover his emotion, he walks to
the tray of drinks in background; he pours a brandy and
comes back.  Stooping, he offers it to Susan.  Her only
reaction is again to wrench herself away from him, facing
the opposite direction.

                         SUSAN
                   (sobbing bitterly)
            GO AWAY!

Hunsecker sets down the drink, stands up.

                         HUNSECKER
                   (in a choked voice)
            Talk to her, Sidney...

                         SIDNEY
                   (hushed)
            Talk to her yourself...

Over scene the telephone rings.  It is ignored.  While
Hunsecker looks down at the girl, helplessly, the telephone
continues to ring.

SUSAN

A CLOSE UP.  It is she who first becomes aware of the
telephone.  Her weeping has stopped now.  Slowly, she raises
her head.  CAMERA EASES BACK to include Sidney beyond her;
he notes this movement, seeing in it a revival of the girl's
will to live; he is moved.

ANOTHER ANGLE

The telephone is framed in foreground, Susan beyond.  It
continues to ring.  As Hunsecker crosses to his desk to pick
up the instrument, CAMERA PULLS BACK.  Hunsecker speaks:

                         HUNSECKER
            Yuh...Yuh...
                   (he listens)
            Just a minute...
                   (turning back to Susan)
            Susie, it's Mr. D'Angelo - from the
            hospital...

RESUME SUSAN

A CLOSE SHOT.  She raises her head higher, still weakly.  We
see in her face a mixture of terror and hope.

REVERSE ANGLE

Hunsecker comes forward to set down the telephone in front
of her, on the footstool.  Hunsecker and Sidney watch.  She
reaches a hand, which is still trembling, picks up the
receiver.  Her voice as she speaks to the instrument is
barely audible.

                         SUSAN
            Yes...yes...yes...

Presently, she hangs up.  When she becomes aware that
Hunsecker and Sidney are waiting for an explanation, she
tells them:

                         SUSAN
                   (speaking with difficulty)
            Steve...is out of danger...

HUNSECKER

Hunsecker nods.  He already knows this.  Then:

                         HUNSECKER
                   (soberly)
            That means a lot to you?

SUSAN

She does not look at him, she lowers her eyes but answers
with a nod.  And then, more positively:

                         SUSAN
            Yes.

RESUME HUNSECKER

He studies the girl.  His face has hardened.  He moves,
beginning to pace. (And also beginning his 'manipulations'.)

                         HUNSECKER
            But I have to warn you, Susie - for
            your own sake - he'll still do
            time...

CAMERA FOLLOWS Hunsecker.  It now takes in Sidney who is
standing beside him.  Sidney has begun to stare fixedly at
Hunsecker. (He is now realizing that Hunsecker, although he
has been faced with this demonstration of the girl's
willingness to kill herself, has still learned nothing, is
still continuing in the old pattern.)

                         HUNSECKER
                   (continuing, warming
                   to his theme)
            He's a hop-head - that's a felony
            in New York.  I can try, of course,
            to...

SIDNEY

A CLOSE UP.  Revolted, Sidney breaks in:

                         SIDNEY
            You're unholy, J.J.!  You'd rather
            kill this girl than let her go!

GROUP SHOT

Hunsecker wheels on Sidney, bellowing:

                         HUNSECKER
                   (in blind rage)
            GET OUT OF THIS HOUSE!

Sidney, with equal heat, spins round to Susan, crying out
before he has time to check himself:

                         SIDNEY
                   (impulsively)
            Susie, YOU get out of this house! -
            Get out before it's too late!

SIDNEY

Sidney has gone too far now to pull back.  Inevitably, he
continues.  During the speech, CAMERA PULLS BACK to include
Susan and then Hunsecker.

                         SIDNEY
                   (with sincerity)
            Listen with care - this will cost
            me everything, so you know I'm
            telling you the truth!

                         HUNSECKER
                   (trying to stop him)
            You're incapable of the truth...

                         SIDNEY
                   (who will not by stopped)
            Susie, there's nothing wrong with
            Dallas!
                   (turning toward Hunsecker)
            Your brother and I arranged it all.
            And if the Leslie boy is still a
            squooshy item in your life, forget
            it! - your brother arranged that
            one, too!  I don't usually give
            away presents; but this is my gift
            to you: Get out of here!  Leave
            this man!

During the latter part of the speech, Susan rises slowly to
her feet, staring first at Sidney and then, with fearful
significance, at her brother.  Hunsecker does not look at
her; he is concentrated on Sidney.  Twice he has been about
to demolish Sidney, but he now stops, A THOUGHT IN HIS HEAD.

HUNSECKER

He is perfectly controlled, smiling.

                         HUNSECKER
            Like most Italians, Sidney's got a
            big gift for dramatics.  I, however,
            prefer the cool and stubborn facts.
            Sidney has not appeared in my
            column in weeks - check that fact
            with Mary.  That leads right to
            another fact: Sidney had nothing to
            lose tonight!  To the contrary,
            dear - ONLY HIS OBVIOUS GREED TO
            BEAT HIS WAY BACK INTO THE COLUMN
            EXPLAINS HIS ACCUSATIONS AGAINST ME!
            In brief, BLACKMAIL!

Hunsecker pauses impressively.

GROUP SHOT

Framing Hunsecker in foreground, Susan and Sidney beyond.
Susan listens to Hunsecker objectively, with a mounting
sense of his diseased reasoning.

                         HUNSECKER
                   (continuing)
            Mind you, not that one true fact
            didn't come out of Sidney's mouth
            tonight: self-admittedly, he
            committed a vicious crime of
            jealousy against Steve Dallas!
                   (pausing)
            Now we have to clear Dallas, don't
            we?...But I'll have to sacrifice
            him...
                   (he indicates Sidney)
            ...to do it.
                   (turning to Susan)
            Am I doing right?

SUSAN

She is looking at Hunsecker.

                         HUNSECKER (O.S.)
                   (over scene)
            Yes or no, Susie...?

Slowly, Susan nods.

REVERSE ANGLE

SHOOTING ACROSS Susan onto Hunsecker.  Hunsecker turns away
from her and walks to the telephone.  He picks it up and
begins to speak.  While the scene continues, we hear his
voice off screen, speaking to the phone, saying: "This is
J.J. Hunsecker.  I want you to get a message through to
Lieutenant Kello.  Ask him to ring me back.  It's urgent."
Susan backs slowly away from Hunsecker.  Then she turns into
CAMERA, which TRACKS with her and includes Sidney.  Susan
looks at Sidney and then, ashamed, avoids his eye.  But
Sidney comes nearer to her.  Susan is deeply distressed.

                         SUSAN
                   (very quietly)
            He's sick.

She looks again at Sidney.  Deliberately, Sidney nods.
Susan walks toward her bedroom.

INT. BEDROOM

Susan comes into the room, finding shelter from the
revelation which has so appalled her.  Inexorably Sidney
follows her.  He comes across the threshold, closes the door.

                         SIDNEY
                   (quietly)
            Yes, he's sick and you're the only
            idiot alive who didn't know it.

A pause.  Sidney moves closer to her.

                         SIDNEY
            But what are you going to do?

There are some tears of pity in Susan's eyes.  Once more she
moves away from Sidney.  Sidney senses that her compassion
for Hunsecker might easily lead her once again to slip back
into the trap.  He insists:

                         SIDNEY
                   (with emphasis)
            You don't owe your brother a cup of
            water!

Another pause.  Sidney again repeats:

                         SIDNEY
            What are you going to do?

She moves away from Sidney, CAMERA following her.  After a
moment, she answers:

                         SUSAN
            Go to Steve.

SIDNEY

Sidney is moved, having done his solitary act of chivalry.
To hide his feelings, he is harsh:

                         SIDNEY
                   (sharply)
            For Pete's sake, straighten out the
            seams of your stockings - comb your
            hair - don't be so helpless all the
            time!

CAMERA PULLS BACK to include Susan.  From the other room, we
hear the telephone ring.  Sidney turns and goes quickly out.
After a moment, Susan looks back at the door through which
Sidney has disappeared.

INT. LIVING ROOM

Hunsecker is framed in foreground, speaking into the
telephone.  Sidney is in background, outside the door of
Susan's bedroom.  Hunsecker is fully aware of Sidney's
presence, as he says:

                         HUNSECKER
                   (to phone)
            No, he's admitted that, Harry.  My
            kid sister's a witness.

SIDNEY

A CLOSE SHOT.  He watches Hunsecker with a curious detachment.
Producing a cigarette, he lights it and then looks up
towards Hunsecker.

                         HUNSECKER (O.S.)
                   (over scene)
            No, he admits he planted the stuff
            on the Dallas boy...

RESUME HUNSECKER AND SIDNEY

Hunsecker framed in foreground, Sidney beyond.  Hunsecker
has at the same time been tapping a cigarette on the desk.
Sidney walks across to Hunsecker, offers the lighted match.

HUNSECKER - REVERSE ANGLE

As he accepts the light he continues speaking to the phone:

                         HUNSECKER
            Yeah...jealousy.

RESUME HUNSECKER AND SIDNEY

Sidney turns on his heel, walking out of the apartment.

                         HUNSECKER
                   (continuing)
            ...He's been trying to make my
            sister behind my back.

CAFE ON BROADWAY

Kello is in a phone booth.

                         KELLO
                   (to phone)
            Oh, that's serious, J.J.  Real
            reprehensible...

Kello leans out of the booth into the cafe signaling through
the window to the street outside where the squad car pulls
ahead to a position ready for him outside the door.

                         KELLO
                   (to phone)
            Don't worry, I'll get there.  I'm
            on Broadway now.

Kello hangs up.  Hurries out.  We see him get into the squad
car which rapidly accelerates.

INT. HUNSECKER'S LIVING ROOM

Hunsecker has hung up.  He stares at the telephone for a
moment.  Then he moves towards Susan's door, CAMERA TRACKING
with him.  He comes to the threshold, looks at Susan who is
standing in much the same position in which Sidney left her.

SUSAN

Unaware that her brother is watching her, she picks up the
fur coat on the bed. (She is about to start packing her
belongings.) She turns as she hears Hunsecker speak.

                         HUNSECKER
                   (over scene)
            That's a pretty coat.

REVERSE ANGLE

SHOOTING ACROSS Susan, towards Hunsecker.  Hunsecker comes
into the room.

                         HUNSECKER
                   (continuing)
            - but it's about time you had a new
            one.

Susan turns squarely to face him.

RESUME SUSAN

She braces herself to tell him:

                         SUSAN
                   (soberly)
            I'm leaving, J.J.

RESUME REVERSE ANGLE

He does not sense any danger in the seriousness of her tone
(or, if he does, refuses to recognize it.)

                         HUNSECKER
                   (with a faint scoff)
            Don't kid a kidder.  I'll see you
            for breakfast around eleven.

Without waiting for a response, Hunsecker goes out, closing
the door.  Susan stares at it for a moment.  Then she moves
to get a small suitcase which she lays on the bed.

TERRACE

Hunsecker opens the windows onto the terrace, comes out and
looks over the parapet, (looking to see how far Sidney has
got, hoping to see Kello's squad car.)

RESUME SUSAN

She completes her simple packing, closing the suitcase.
With a gesture that is obviously automatic, she starts to
put on the fur coat; then she halts, realizing what she is
doing.  She pauses; CAMERA MOVES CLOSER.  Now, deliberately
she throws the coat back on the bed.  CAMERA PANS down with
the gesture.  She looks down at the coat, the discarded
symbol of her dependence upon her brother.  CAMERA PULLS
BACK again as she takes a quick look round, then goes to
take a duffle coat from the wardrobe.  She throws this over
her arm, picks up the suitcase, goes to the door.

INT. LIVING ROOM

Susan comes out of the door.  She moves with a sober
determination, expecting to find Hunsecker in the room.
CAMERA TRACKS with her.  But then she realizes that Hunsecker
has gone out on the terrace.  She takes a step or two
towards him, then pauses.

HUNSECKER

From Susan's viewpoint, SHOOTING through the big glass
windows.  Hunsecker is at the parapet.  He is impatiently
looking down into Broadway.

SUSAN

A CLOSE UP.  She now realizes that there is no point in
saying goodbye to him: she has already told him that she is
leaving and, if she becomes involved in further argument
with him, it can do no good.  Yet there is some emotion on
her face as she takes a last look at her brother; she turns
away.

HUNSECKER

Framing him in foreground at the parapet.  Susan can be seen
through the windows before she disappears to the door.
Hunsecker reacts as he catches sight of a vehicle on Broadway
below...

EXT. BROADWAY

The squad car comes down Broadway at speed.

EXT. DUFFY'S SQUARE

Sidney is walking across the square.  The squad car appears
in foreground; it pauses hardly at all as Kello slips out of
it, and starts to move after Sidney.  Then the car
accelerates round Duffy Square to cut Sidney off on the
other side.

SIDNEY

Sidney comes up towards CAMERA.  Seeing something ahead, he
halts...

SQUAD CAR

From Sidney's viewpoint.  The car breaks to a stop.  It's
door opens and a detective gets out slowly.  It is Phil.

RESUME SIDNEY

Sidney is framed in foreground, the squad car beyond.
Sidney knows what this means.  He starts to speak before he
turns to look over his shoulder.

                         SIDNEY
            Hello, Harry...

REVERSE ANGLE

Kello, moving silently up behind Sidney, slows down, amused
at Sidney's prescience.

                         KELLO
            Hi!
                   (coming to join Sidney)
            I just been on the phone to J.J.

Kello's manner is almost affectionate.  He shakes his head,
admonishing Sidney.

                         KELLO
                   (mildly)
            You been a bad boy, Sidney.  J.J.'s
            going to write about you in his
            column tomorrow.

REVERSE ANGLE

SHOOTING ACROSS Kello onto Sidney.  Sidney's smile is tired.

                         SIDNEY
            I thought he would.

                         KELLO
            Yeah...
                   (then)
            And another thing - he's gonna say
            you 'resisted arrest'...
                   (as Sidney nods)
            You know J.J....!

Sidney turns away to look back towards Phil.  Then, taking
Kello totally by surprise, he wheels, striking the cop
viciously across the mouth.

KELLO

Kello's head jerks back.  Recovering at once, he guffaws,
lurches into CAMERA with a sudden vicious movement.  There
is a sharp guttural cry over scene.

LONGER ANGLE

Phil runs forward towards the figures of Sidney and Kello
seen beyond him.  In doing so, he blocks the view so that we
do not clearly see the violence with which Kello strikes
Sidney down.  Phil, in foreground, is seen to relax.  When
he moves aside, clearing the view, Sidney is writhing on the
ground at Kello's feet.

CLOSER ANGLE

Kello wipes his knuckles on his handkerchief.  He signals to
Phil to help lift the body at his feet.  Phil enters shot
and they raise Sidney, half carrying, half dragging him out
of shot.

LONG SHOT

The cops carry the figure of Sidney Falco across Duffy
Square; they bundle him into the police car.  The pigeons in
the square, circle.

HUNSECKER'S TERRACE

CAMERA LOOKS down towards Duffy Square in the distance.  The
police car can be seen moving off, circling the square and
disappearing southward on Broadway.  CAMERA PULLS BACK to
include Hunsecker in foreground.

HUNSECKER

A CLOSE SHOT, SHOOTING sharply upward at Hunsecker.  He
looks down, quiet impassively, and there is a slightly
insane grandeur, a paranoiac superiority in the way that he
turns back, dismissing Sidney from his thoughts.

INT. LIVING ROOM

CAMERA SHOOTS towards the closed door of Susan's room.
Hunsecker walks into the shot, stops before the door.  He
begins to take off his tie and unbutton his shirt, clearly
preparing to go to bed.  As an after-thought, he comes back
to the door, addresses it:

                         HUNSECKER
                   (gently)
            Susie?
                   (getting no answer)
            Are you in bed...?

CAMERA MOVES CLOSER.  It is at a low level, still emphasizing
the man's dignity.  He strolls for a few paces.

                         HUNSECKER
                   (continuing)
            I don't have to tell you, of
            course, that I cleared your
            boyfriend's name; I didn't let you
            down...

CAMERA has now moved so that we are shooting past Hunsecker
onto Susan's door.  He gets no answer except silence.

HUNSECKER

A CLOSE SHOT, REVERSE ANGLE.  We now see in his face a
flicker of fear.  With what is clearly an effort, he
reassumes a confident manner.

                         HUNSECKER
            ...I was saving this news for
            breakfast, but I think I'll jump
            the gun!  I'M GONNA GIVE YOU AND
            DALLAS THE BIGGEST WEDDING THIS
            TOWN HAS EVER SEEN!

Still no answer from inside the bedroom.  Hunsecker's forced
expression remains unnaturally fixed upon his face.  He
calls out:

                         HUNSECKER
            Susie...?

INT. BEDROOM

The room is quite empty.  CAMERA SHOOTS across the bed
towards the door in background.  Susan's discarded fur coat
lies on the bed.  And the doors of the wardrobe are open.
Hunsecker's voice can be heard continuing over scene:

                         HUNSECKER (O.S.)
                   (outside)
            I'm getting the Mayor to perform
            the ceremony and - NO, I think I'll
            fly the Governor down from Albany...
                   (a pause)
            Do you hear...?

A pause.  Then, very tentatively, the bedroom door is opened.

                         HUNSECKER (O.S.)
                   (outside)
            Are you listening?...

Now he opens the door and comes in.

HUNSECKER

A BIG CLOSE UP.  The sight of the empty room freezes his
face for a moment.  His eyes look round.

INT. BEDROOM

From Hunsecker's viewpoint.  A PANNING SHOT, from the open
door of the cupboard to the fur coat.  CAMERA PULLS BACK to
include Hunsecker.  He steps to the bed, picks up the coat.

REVERSE ANGLE

There is a dazed, incredulous look on his face.  But, as he
glances over his shoulder, CAMERA ZOOMS PAST him towards a
little door in the wall behind him: It is ajar, showing a
couple of inches of light.

RESUME HUNSECKER

Once again Hunsecker reassures himself that Susan must be
behind the door.  But his voice is even more false as he
declares:

                         HUNSECKER
                   (a note of anger
                   appearing in his voice)
            Susie!...You won't threaten
            me!...Nobody walks out on J.J.
            Hunsecker!
CAMERA NOW MOVES CLOSER and closer to Hunsecker.  The ANGLE
is a weird one, tilting grotesquely upward.

                         HUNSECKER
                   (continuing)
            You need me - you all need me!...

Hunsecker, his fists clenching fiercely at the fur coat,
walks towards the door.  CAMERA PANS with him.  He stands a
few inches from the narrow opening.  He seems about to push
the door open further, but is afraid to do so.

INT. BATHROOM

CAMERA SHOOTS ACROSS the bathtub, showing enough of the tiny
room to make it clear that it, too, is completely empty.
Through the slit in the door, we can see only a glimpse of
the movement of Hunsecker outside.  Hunsecker's voice
continues:

                         HUNSECKER (O.S.)
            "The Lord is my Shepherd; I shall
            not want".
                   (a sneering laugh)
            That's bunk in a book!  I'm the
            Shepherd of millions of little men
            and women!...

INT. BEDROOM

A DOWNWARD ANGLE, SHOOTING past Hunsecker to the door.  As
Hunsecker retreats from the door, he is still clutching the
fur coat.  He stands alone in the middle of the room and his
gestures are a little wild.  CAMERA rises higher to shoot
down at Hunsecker, alone in the little room.

                         HUNSECKER
                   (continuing)
            ...I don't ask them to get on their
            knees, but they come to me for
            advice and guidance!  Who are you
            to reject me!

With an increasingly eccentric manner, Hunsecker strides out
of the bedroom door into the living room again.

INT. LIVING ROOM

A similar ANGLE, SHOOTING down on Hunsecker as he comes out
of the bedroom.  But as he starts to roam the vast room,
CAMERA rises higher still, pulling backwards and upwards to
a LONG SHOT which holds the entirety of the big room in all
its ugliness.

                         HUNSECKER
                   (continuing)
            What makes YOU fit to sit in
            judgment on a man like me.  Only a
            great person understands another
            great person, and that leaves you
            out!

Hunsecker is now addressing the whole of the apartment, no
longer pretending even to himself, that the girl is still
listening.  He moves off towards the windows to the terrace
where the curtains are now blowing in the morning wind.  He
goes out towards the terrace, his voice becoming more
distant - a man shouting empty nonsense, addressing no one.

                         HUNSECKER
                   (continuing)
            - That leaves you ALL out!  You're
            pigmies!  You're all sick, weak
            midgets!  I'm proud to be alone!...

EXT. BROADWAY

CAMERA SHOOTS STEEPLY UP towards the top of the Brill Bldg.
(At this angle Hunsecker's terrace will not be visible but
its position is established in relationship to the Budweiser
sign.) CAMERA PANS DOWN to pick up the figure of Susan
Hunsecker as she pushes her way out of the brass doors onto
Broadway.

CLOSER ANGLE

Susan pauses on the sidewalk.  She stays there for a moment.
She breathes in the fresh morning air, looking around with
the expression of someone who sees the world with new eyes.
Then she starts up Broadway - away from the Times Square
area.  The girl's step has a purpose in it; she has
confidence and courage.  Music for the end titles is quiet,
simple and lyrical.

                       END OF PICTURE

 

Sweet Smell of Success



Writers :   Ernest Lehman  Clifford Odets
Genres :   Drama  Film-Noir


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