"THE COOLER" by Frank Hannah and Wayne Kramer EXT. STYGIAN DARKNESS - NIGHT STYGIAN DARKNESS The suggestion of traveling through space. Suddenly a star sparkles to life in the distance. Gives rise to another... and another... until we're looking at a whole galaxy of stars. No, not stars. LIGHTS. NEON LIGHTS. A throbbing skyline of neon. LAS VEGAS, NEVADA. As seen from a descending aerial shot. We PLUNGE down into her shimmering embrace... DISSOLVING TO: EXT. LAS VEGAS STRIP - NIGHT Cruising the Strip, taking in modern day Las Vegas. Sin City gone theme park. Gigantic behemoths of pulsating neon: THE MGM GRAND... EXCALIBUR... LUXOR... TREASURE ISLAND... passing revamped faithfuls like CAESARS and THE DESERT INN... ...then heading DOWNTOWN to Fremont Street, where "old school" Vegas makes its last stand. BINION'S HORSESHOE, THE FOUR QUEENS, THE LAS VEGAS CLUB arid... THE SHANGRI-LA HOTEL AND CASINO One thing's for sure. This place ain't no bastard child of Epcott Center. At least, not yet. Sure there's some flash going on, but it's more class than overkill. This is where the pro's come to savor a time forgotten. A joint where every dealer knows your name. Where part of the allure is the smell of moldy paneling and the tactile whisper of worn felt. Where "funny business" doesn't just get you blacklisted... It gets you dead. Lets us enter. INT. SHANGRI-LA HOTEL AND CASINO - NIGHT CREDITS SEQUENCE TRACKING through the casino floor; highlighting SLOT MACHINE PAY-OFFS and pockets of rowdy players winning at BLACKJACK, CRAPS and ROULETTE. It's just one of those nights. The tables are on fire. A FLOOR MANAGER nods as a hefty bet is paid out to a shooter at a craps table: He checks out his watch, anxious for the arrival of... INT. ELEVATOR - NIGHT From behind a FIGURE in a suit. All we see is a murky reflection in gold elevator doors. The floor numbers descending rapidly... INT. CASINO FLOOR - NIGHT STICKMEN, CROUPIERS, DEALERS all anticipating the arrival of... INT. ELEVATOR - NIGHT The elevator doors open... and we PAN DOWN to the figure's feet. He steps out onto the casino floor... and right away we notice he has a pronounced limp. Following behind the figure. We haven't seen his features yet... (and won't for a while.) TRACKING SERIES — -- the figure (seen in soft focus) passes a ROULETTE TABLE, the wheel already in mid-spin. His hand casually brushes the side of the table... and we PAN ACROSS to the wheel -- just in time to see the ball landing on 00. The players HOWL defeat. The croupier rakes in all the losing checks with a slight nod of respect to the passing wraith... -- TRACKING PAST SOME BLACKJACK TABLES... RACKING from the passing figure (still in soft focus) to a DEALER calling out: DEALER Insurance? At the next table, ANOTHER DEALER pulls a six card 21. Off the players' stunned reactions. No way! One of the players instinctively glances behind him... but the figure has moved on. The dealer stifles a grin, her eyes following the figure as he heads toward... -- A HOT CRAPS TABLE. The CROWD APPLAUDS as the shooter lands a hard eight. The dice are fished back to the player. He shakes them up with double ought bravado. We RACK from his hand LARGE in the f.g. to our murky figure passing in the background. The player throws... (we keep tracking with the figure) as the stickman calls it: SEVEN OUT! to a thundering chorus of disappointment. -- Our figure passes by in the foreground, while in the background, we see a growing line of shame at one of the ATM MACHINES. -- Following behind our figure as he turns into a corridor of SLOT MACHINES. CUT TO REVERSE ANGLE from the far end of the corridor. As the murky figure approaches, a player in the f.g. hits a jackpot. Another player in mid-ground is also in the midst of a payout. Suddenly -- with the approach of the figure -- both payouts trickle to a stop. PLAYER IN F.G. (kicks the slot machine) Don't you hold back, baby. Spit it out, darlin'. C'mon... Hey! Hey, this ain't right. S'posed to be eight hundred dollars. Where's the goddamn manager? Who's in charge of these rip-off slots? Yo, ma'am... change lady... CASINO BAR FLOOR - BAR AREA - NIGHT FOLLOWING BEHIND the figure as he turns out of the slot corridor and heads over to the bar. He pours himself a cup of coffee. FIGURE/BERNIE Hey Doris, you got any cream? DORIS THE BARTENDER wanders over with a small container. She starts to pour... Empty. We quickly STEADICAM AROUND to reveal BERNIE LOOTZ's features for the first time. His sad sack eyes register scant surprise at the empty cream container. BERNIE Forget it. He's just about to leave, when an attractive COCKTAIL WAITRESS cruises up. NATALIE BELISARIO -- late 20's-mid-30's. Everything about her sparkles, except her eyes. They're post-mortem. She appears frazzled. Sifts through some coin tips. NATALIE (sotto) Shit. (to Doris) Dewars and a Diet Coke. Please. A sheepish look comes over Bernie. He tries to catch her eye. She doesn't even glance at him. BERNIE Hi, Natalie. She looks at him. Only the faintest hint of recognition. NATALIE Hi. Uh... BERNIE Bernie. NATALIE Yeah, Bernie. (to Doris) Hey, you seen Shelly around? He promised to position me at the tables tonight. I've been on skid row all week. DORIS (chilly) You didn't settle me from last night. NATALIE No? You sure? Fuck... And I was way under. It's been, like, an A.A. convention the whole week. I'll make up for it tonight. Promise. Doris mutters something under her breath -- heard that one before -- and dumps Natalie's drinks on her tray. BERNIE If I see Shelly, I'll let him know. That you're looking for him. Natalie grabs up her tray. Doesn't even look at Bernie. NATALIE Thanks. She takes off. DORIS Bitch. That's the third time this month... (to Bernie) Let me get you that cream. BERNIE (staring after Natalie) Nah, it's okay. DORIS Don't get sweet on that, Bernie. Not unless you're looking to get short- changed. She raises the empty cream container for effect, turns it over. A few drops dribble out. INT. CASINO FLOOR - NIGHT Bernie limps away from the bar. We hear another spike of sound from the gaming area. As he approaches, a FLOORMAN stops him. FLOORMAN Hey, Bernie, Shelly needs you on eleven. BERNIE (nods) Uh... Let's do the Chivas Regal. Have that... Natalie bring it over. The one working nickel slots next to the Paradise. I spoke to Shelly earlier, he wants her at the tables. The floorman nods, walks off. Bernie makes for the rowdy gaming tables. Takes his time about it. His approach brings an ill-wind to the area. The players appear to sense it. It's in their reactions. A slight hesitation of the dice. Fingers tensing over a pile of chips. A hand tugging at a tie. The Cooler has arrived. As he reaches table eleven, Natalie intercepts him with a short glass of Chivas Regal. NATALIE This is you, right? BERNIE (takes it from her) Thanks. NATALIE Joe said I should stick around. You say something to Shelly? Bernie just smiles at her. NATALIE Wow. That was fast. Hey, thanks. She offers up a smile. It jump-starts those dormant eyes. Her whole face comes alive. Notches her up from an eight to a ten. Bernie immediately glances away. He's afraid what she might read in his gaze. BERNIE Don't mention it. Bernie gestures her over to table eleven. Immediately makes the HIGH ROLLER in question. A good old boy named BULLDOG. He's the one boasting loudly as he shakes the dice with one hand. BULLDOG I'll make you a fortune on five and nine. C'mon forty-five-sixty-three fifty-four! Bernie grabs the drink from Natalie's tray, intentionally bumps Bulldog... BERNIE Hey, buddy, is this your drink? BULLDOG Back off, pal. I'm on a roll here. Another man gladly accepts the drink. Meanwhile, Bulldog sends the dice high up into the air. They drop perfectly on the table. The stickman calls it. STICKMAN Seven out! BULLDOG Mother-fucker! STICKMAN Thank you for those bets, folks. The croupiers hungrily devour the chips from the table. Bernie moves on quietly before anyone notices. But he's been noticed all right. By Natalie. Not quite sure what she's just witnessed. Who is this guy? We hear a VOICE over the intercom. VOICE (V.O.) Conway, party of twelve, please check your reservation at the Paradise Lounge. Bernie reacts immediately to the code words over the speaker. BERNIE (to himself) Yeah, yeah, I'm comin'... CUT TO: INT. CASINO FLOOR CRAPS TABLE - MONTAGE - NIGHT A -- a player makes a hard six at a craps table. The players howl... B -- from the same angle we PAN UP from losing dice to the same guy. Bernie looming large in the background. INT. CASINO FLOOR - BLACKJACK TABLES - NIGHT A -- Bernie taking a seat at another blackjack table. Next to him, a full table of players on a good run of cards. B -- The same table with less players as the dealer appears to be gaining an edge over the players. The only thing filling up are ashtrays. C -- Same again, with one player. This time with Natalie watching in the background. Intrigued. QUICK JUMP CUTS show the player's mountain of chips going down until there is only one. D -- The dealer taps the felt for the man to bet his last chip. After a moment of indecision he flips the chip into the air... BRIDGE CUT TO: INT. SHELLY'S OFFICE - OVERLOOKING THE CASINO FLOOR - NIGHT ...the chip becoming an Alka-Seltzer dropping into a glass. The glass is in SHELLY KAPLOW's hand. Director of Casino Operations for the Shangri-la. Late 40's-early 50's. Distinguished, slick, oozing charm. But lose the Cartier, Armani and Paco Raban and you're looking at pure street. He's watching Bernie through the two-way glass. Shakes his head in admiration. Suddenly the office door swings open. THREE MEN stride in. Shelly projects immediate deference to NICKY "FINGERS" BONNATTO. Mid-50's. Former Geovassi family underboss from "back east." The guy's a relic from the days before MBAs became the weapon of choice in the "family" business. He wears his corporate makeover like a bad coat of paint with traces of Mulberry Street primer showing through. Nicky's accompanied by a pair of CORPORATE TYPES in Hugo Boss threads. Shelly glances their way with a look that suggests he's working himself into a full-on sphincter wind- up. Bad news x2. Shelly's muscle, LOU stands off to one side with an apologetic expression. SHELLY Nicky, how the hell are you? I didn't know you were coming in... Nicky reaches out to shake Shelly's hand. Gets nothing back, then remembers. NICKY (shakes his head) Whassimater? You think I don't wash up after goin' to the John? Forget about it. Nicky grabs Shelly, embraces him. SHELLY (uncomfortably) You shoulda called ahead. I woulda sent a car... NICKY Ehh. We thought we'd surprise you. SHELLY Well, anytime, Nicky. Anytime. Shelly sizes up the corporate types. NICKY Shelly, I want you to meet one of our smartest VPs, Larry Sokolov. And his numbers guy, Marty Goldfarb. Shelly sees where this is going. Larry extends his hand... LARRY How do you do, Shelly? ...then catches himself. Quickly pulls it back. Shelly stares him down for a tense beat. SHELLY What can I get you boys to drink? Off their uncomfortable expressions... INT. SHELLY'S OFFICE - A SHORT WHILE LATER - NIGHT Shelly seated across from Nicky, Larry and Marty. SHELLY So... what brings you to town, Nicky? Nicky looks cautiously across the table. NICKY Look, Shelly, this is your joint, you run it the way you see fit. But we got a smart kid here and he's got some good ideas on how to revitalize the Shangri-la. SHELLY Revitalize? What are you talking about? We did thirty-five million last year. Nicky shoots a look over at Larry and Marty. Larry takes this as his cue. LARRY First off, Shelly, I want you to know, I have nothing but respect for you. You've done a fantastic job with the Shangri-la for the last sixteen years. No one would dispute that. NICKY Yeah, no one doubts that, Shelly. Shelly nods carefully. But... LARRY But, the business has changed out here. You just have to take a look at the Strip to see what I'm talking about. SHELLY You mean, that amusement park mook fest out there? You know what that is? That's a fucking violation of something that used to be beautiful. That used to have class. Like a gorgeous high priced hooker with an exclusive clientele. And then that Steve Wynn cocksucker knocks her up and puts her in a family way. Nicky and Larry exchange looks. Marty drops his gaze into his lap. SHELLY Now she's nothing but a cheap, fat whore hiding behind too much makeup. I look at her and see all those ugly stretch marks and I want to cry. 'Cause I remember her as she was. LARRY Yes, well... there's no denying the bottom line. Those eyesores are raking it in. And we can't compete against that. SHELLY What? You think I'm trying to compete with that? You think this joint's about bringing in the stroller crowd? Fresh off some fucking E-ticket ride, looking to break the house on red and black. Fremont's never been about that bullshit. This is where old time and real money comes to play. LARRY The numbers, they don't back you up, Shelly. Nostalgia's grand. We all love nostalgia -- but it belongs in a museum. I think it's time to decide whether you're running a museum or a casino. Shelly is close to losing it. He catches himself, takes a breath. NICKY Hey, forget about it. We'll talk later. Over dinner. MARTY (rubs his hands together) So, how's the action? Larry shoots him a disapproving look. Off Shelly's disturbed expression. He's already calculating serious damage control. INT. CASINO FLOOR - NIGHT Bernie makes his way across the casino floor, when he's intercepted by Shelly. SHELLY Bernie. Mr. Cool. Got a moment? BERNIE I was just heading over to -- SHELLY It can wait. Shelly escorts Bernie over to a nearby bar area. The BARTENDER zips over with some drinks. SHELLY How's the knee? Bernie shrugs. Natalie steps up to the bar a few feet away. Puts in a drink order. She catches Bernie's eye. Nods. Bernie smiles. SHELLY I was speaking to this orthopedic surgeon over at Vegas Memorial. He tells me they can replace a man's entire kneecap with titanium. It's the kinda thing that costs a shitload, but since the man's into us for five hundred large, I'm sure we could -- BERNIE (stealing glances at Natalie) I told you, I'm not gonna be around after Sunday. SHELLY (sighs) Where you gonna go, Bernie? Where the fuck are you gonna go that's better'n here? I got you covered in this town. People, they know you work for me, that's currency in your pocket. That's fuckin' respect when you walk the floor. Where you gonna get that anyplace else? BERNIE (sighs) Seven days, Shelly. Seven days and I'm out from under. A beautiful WOMAN in a low cut dress, sashays her way past them, heading for a high rollers craps table. Shelly reaches out, napkin in hand, grabs her arm. Hands her his card. She snatches it, looks it over. Immediately loses all attitude. Oh shit. SHELLY That's right. I like to know who's shopping it in my neighborhood. You wanna keep working the Shangri-la, you come see me tomorrow morning in my office. We'll go over the rules together. And before you come, you bring me a clean bill of health. OK? The hooker just nods. SHELLY All right, get outta here. She takes off. At the same time Natalie leaves with her drink order. They walk in the same direction. Shelly mistakes Bernie's wandering look for interest in the hooker. SHELLY You want that, Bernie? She's yours. Anytime. I'll keep a tab running for you. (Bernie shakes his head) What's a matter? Not your type? Bernie just stares after Natalie, Shelly finally picking up on it. BERNIE Things are getting hot on fourteen. I gotta go. He limps off. Shelly stares after him. A predator seizing up his prey. Calculating. EXT. LUCKY STAR MOTEL - NIGHT Bernie's 1958 Buick Electra pulls into the parking lot of a flea-bag motel. Next door to the motel, we see a convenience store with the name, THE EZ MARK in pink glowing neon. It's actually supposed to read: The EZ MARKET, but the last two letters of "Market" have burned out. INT. LUCKY STAR MOTEL - COURTYARD - NIGHT One of those center pool style motels. A hard luck oasis, if ever there was one. As Bernie limps toward his room, his neighbor, a low rent HOOKER, approaches from the opposite end of the courtyard with a huge-ass JOHN in tow. They converge at their doors at the same time. There's a weariness about the hooker that's endemic to this town. She winks at Bernie. He nods at her. Then casts a furtive glance over at the John. The man flips him off. The hooker mouths, "Sorry." Bernie hastily enters his apartment. INT. BERNIE'S MOTEL ROOM - NIGHT Bernie flips on the light. A dim overhead bulb hardly makes a dent in the gloomy surroundings. Typical drab motel furnishings. We notice a couple of dead plants on the radiator next to the window. A single place setting on the counter. Something odd: an empty cat food bowl on the kitchenette floor. No sign of a cat. Go figure. Bernie heads over to the dresser. A half-filled bottle of gin rests next to a lone glass with a crack down the side. He pours himself a shot. Turns on the TV. A religious channel. Shitty reception. ON SCREEN: an Appalachian Pentecostal service. The members of the congregation taking up snakes and writhing around in religious hysteria, while a number at the bottom of the screen solicits viewer donations. Bernie doesn't even try to change the channel. He takes a seat on his bed, props himself up against a pair of pillows, stretches out. From next door, the sounds of wild humping. HOOKER (O.S.) ...Oh yeah, baby, give it to me. Oh yeah, that's the spot... Do it to me harder, you big stud... Oooooh... Bernie closes his eyes, tries to ignore the X-rated soundtrack coming at him through the carpaccio thin walls. The hooker's moans are starting to get to him. He raises his fist to the wall, then stops himself. He's just not the confrontational type. Instead, he heads over to the TV, cranks the volume up. The hysterical moaning from the snake ritual now blends in with the grunting and groaning from next door, making for a bizarre remix that could only exist in the world of Bernie Lootz. Bernie emits a deep sigh, closes his eyes. INT. CASINO FLOOR - CRAPS TABLES - NIGHT Big action at the craps tables tonight. The players cheer as MR. PINKERTON makes another pass. He exudes USED CAR SALESMAN. Natalie arrives with his drink. NATALIE Seven and Seven? Pinkerton reaches for the drink without taking his eyes off the table. He throws a hard six. The crowd cheers again. He turns around, stuffs a hundred dollar chip down her shirt and slyly cops a feel. PINKERTON Thanks, dollface. Natalie shudders in disgust. She spins around to leave... runs smack into Bernie, spilling her tray of drinks on him. NATALIE Oh shit... Sorry... I'm such a klutz. Bernie wipes himself off, helps her pick up the pieces. BERNIE It's all right. Happens. Natalie tries to wipe him down a bit more. NATALIE Sorry, this guy... fuckin' hands, you know... BERNIE S'okay. You might want to stick around. Bernie wiggles his way next to Pinkerton. He gives the stickman a certain look. STICKMAN Excuse me, Mr. Pinkerton. You have no hard eight. PINKERTON (throwing in a chip) Gimmie a hundred dollar hard eight. Bernie just watches as Pinkerton throws the dice. STICKMAN Eight the hard way! The players go nuts. The stickman taps the felt in front of the shooter. STICKMAN Nine hundred dollars to Mr. Pinkerton. PINKERTON Parlay! Parlay! The Boxman seated at the center looks up at him. PINKERTON C'mon. You can take that action. The Boxman feigns concern, then nods in approval. PINKERTON That's what I'm talking about. None of this low limit bullshit. Just as the stickman feeds Pinkerton the dice, Bernie flips a dollar chip over toward the center of the table. Natalie peers between them to catch a glimpse. BERNIE Dollar hard eight. The chip lands on Pinkerton's parlayed bet. He releases the dice from his stubby little fingers. STICKMAN Eight easy! Easy eight! Hard eight comes down. The players cry out in defeat. Pinkerton grumbles to himself. He fingers his rail of chips. PINKERTON Five hundred dollar hard eight. And press my nine up two units. He throws in the chips. The croupier places his bets. The dice are fed back to him. He throws. STICKMAN Easy way eight! Eight easy! Pinkerton is fit to be tied. After a passing moment of clarity he empties his entire rail. PINKERTON Hard eight. The entire table stops down for a second. PLAYER (O.S.) Way to go, Pinkie! Bet the farm. Pinkerton sets his dice carefully and lets them fly. STICKMAN Seven out! Pinkerton slams his fist down on the table. He turns to leave the table to find Natalie smiling at him. PINKERTON What the fuck you smiling at, bitch? Pinkerton starts to lose it. Security moves in, right on time. Natalie shoots Bernie a satisfied look. He averts his eyes shyly and limps away. She stares after him for a moment. INT. PARADISE LOUNGE - NIGHT BUDDY STAFFORD, the Paradise Lounge's star attraction, is performing on stage. He's a poor man's Tony Bennett. Mid to late 60's. A staple at the Paradise for the last 20 years. The singer sluggishly descends the stage to the lounge floor, almost tripping over his microphone cable. Buddy works the room, leaning in real close to the ladies, delivering the requisite eye contact. When their companions react with mock outrage, Buddy raises his fists playfully in a boxer's defensive stance. It's classic Buddy Stafford schtick. From somewhere across the lounge, an ATTRACTIVE WOMAN jumps up and throws her panties at Buddy. Buddy catches them and waves them in the air... just as another pair whizzes by... We PAN ACROSS to Shelly seated at his corner booth, in the company of Nicky Fingers, Larry and Marty. TIGHT ON SHELLY as he focuses on Buddy. A smile threatens his patented stoicism. He's flashing back on the old days. While Nicky and Marty are clearly enjoying Buddy's performance, Larry fixates on the singer with joyless eyes. We take on LARRY'S POV of Buddy -- SLOW MOTION CLOSE-UPS of BUDDY SINGING. The MUSIC SLOWED DOWN with the action, emphasizing Buddy's lack of energy. Sweat dripping off Buddy's forehead, splattering into tiny jewels against his microphone. Buddy's tired eyes. Shaking hands around the mic. SMASH CUT to real time APPLAUSE as Buddy reaches the end of the song. Larry is the only one not clapping. RACK ACROSS to Shelly as he picks up on this. INT. PARADISE LOUNGE - BACK STAGE - NIGHT Shelly approaches Buddy's dressing room. He enters without knocking... INT. BUDDY STAFFORD'S DRESSING ROOM - NIGHT ...to find a trembling Buddy hunched over on a sofa, hugging himself. Buddy immediately sits up... BUDDY Shelly. I was a goddamn embarrassment tonight. I shouldn'a let you talk me into going on. (massages his throat) It's definitely strep. SHELLY You were velvet out there, pops. Silk. Shelly throws a pair of red silk panties to Buddy. We see a room number scribbled on the crotch area. SHELLY They were hanging on the door outside. Forget your tonsils. When the muff confetti stops coming, that's when you got yourself a problem. BUDDY (dangling the panties on his finger) You get a receipt? SHELLY Excuse me? BUDDY Charmayne's in the lobby. They got these on sale in the window. Victoria Secret's Valentine's Collection. And the broad waiting in the room, what she set you back? Always Grade-A for Ol' Buddy. SHELLY Are you kidding me? Gimme that. (snatches the panties away from Buddy) You don't fucking deserve this. All those ladies going home with a sweet breeze between their legs because you still do it for them and you're fingering me for some kinda Buddy Stafford ego pimp. Hey, fuck you, old man. Shelly feigns as if he's leaving. BUDDY (affectionately) Get back here, you prick. Hand it over. Shelly throws the panties back at Buddy. Buddy just stares at him with pained eyes, waiting for something else. Sweat mirror balls his wrinkled forehead. Shelly nods. Removes a foil package from his pocket. Hands it to Buddy. The singer rushes over to his dressing table. Unwraps his works. Rubber tubes his forearm. Trembling hands juggle lighter and hypodermic. Shelly takes a seat on the sofa. Buddy, euphoric as the dope hits the spot. Tears in his eyes. He picks up on Shelly's somber expression in the mirror. BUDDY Whassimatter, kid? You got that Nostradamus look. Shelly shakes his head. BUDDY You ever watch those nature shows on TV? Shelly shakes his head. BUDDY I've seen this one a dozen times. It's about lions. Cycle of life thing. The leader of the pack... SHELLY Pride. It's called a pride. BUDDY Yeah, pride. The leader of the pride... when he gets on in years. It's just a matter of time before some young male arrives on the scene to challenge him. They go at it and the old cat gets the crap beaten outta him. It's humiliating. In front of all the females, this goes down. And after he's defeated, he's cast out of the pride, to scavenge and die alone in the bush. SHELLY Yeah, nature's got a real sick sense of humor. BUDDY No shit. It's fucking tragic because the old lion can't figure it out on his own. That he's past it. It'd be so much easier for him to just walk away and save himself all that pain and humiliation. SHELLY That's like admitting to yourself that you're already dead. I prefer nature's way. BUDDY (a beat) Yeah. Me, too. Shelly holds Buddy's gaze in the mirror. INT. PARADISE LOUNGE - BACK STAGE - NIGHT Shelly exits the dressing room, to find Larry waiting on him. He's accompanied by a good looking YOUNG MAN. LARRY Shelly, got a minute... Shelly's expression: no. But he heads over anyway. LARRY Shelly, this is Johnny Capella. JOHNNY How ya doin', Shelly? Johnny extends his hand. Shelly ignores the gesture. SHELLY I know you from somewhere, right? LARRY Johnny's been opening for Danny Ganz at the Mirage. Sony's talking about signing him to a three album deal. They're positioning him as the new Ricki Martin. SHELLY And I should be interested in this, why? LARRY Johnny's looking to headline. I told him we might be interested. SHELLY (icy) We? JOHNNY Hey, if this is a bad time... SHELLY Even if I were interested, Buddy's got ink with us through 2003. I just renegotiated his contract last year. JOHNNY Sounds like the two of you need to get on the same page. (to Larry) If I don't hear from you by Thursday, I'm taking the Stardust's offer. Johnny nods at Shelly, takes off. Shelly and Larry eyeball each other for a long, cold beat. Shelly's about to say something, when Nicky and Marty approach. Larry shrugs, flashes a chilling smile. NICKY Where's Buddy? I wanna buy the old fart a drink. SHELLY Buddy asked me to send you his regards, Nicky. He's not feeling so great. I think he's got that stomach flu that's going around. NICKY Oh yeah? That's too bad. (Shelly isn't fooling him) Well, another time then. MARTY Hey, Shelly, Nicky says you might be able to hook us up with some showgirls. Something with class. Shelly eyeballs Marty for a tense, extended beat. What do I look like, some fuckin' pimp, college boy? Just as Marty's starting to get real uncomfortable, Shelly cracks a smile. SHELLY Sure, no problem. You got any preferences? NICKY (jumps in) Yeah. Something with big headlights, nice rims and low mileage. MARTY You got any Asian babes? Shelly looks to Larry. LARRY I think I'll just stick with the tables. We linger on Shelly's unsettled look. This guy is bad news. EXT. SHANGRI-LA PARKING LOT - NIGHT Bernie weaves his way through the lot to his car. Arriving at his Buick, he's startled to find Natalie leaning against it. She holds up the $100 chip the drunk tipped her. NATALIE Buy you a drink? Off of Bernie's surprised expression... CUT TO: INT. THE MAKAWAO BAR AND GRILL - NIGHT Cheesy Polynesian decor. Mood lighting = an excuse to keep the electric down. Basically, a joint where people come to lose themselves. Natalie and Bernie are seated in a booth near the back. She sips on an umbrella drink; he's nursing his usual gin. Natalie has an astrological chart in front of her. In between sips, she makes annotations to the chart. NATALIE (almost to herself) Your Progressed Venus is Gemini, 12.5 Degrees, and is in Direct motion. Which tells me that you're a slow starter when it comes to romance. (off Bernie's taken aback expression) You know what? This is real unprofessional of me. I shouldn't discuss your chart with you until I'm all done. I can tell by that look, you think this is all a lot of B.S. BERNIE No... I just know what the outcome's going to be. NATALIE The outcome? There's not, like, one particular outcome. A lot of things enter into it. The planets, moon phases... BERNIE The outcome won't change with me. It'll be all bad. NATALIE God, I have never met anyone who was so down on themselves. I used to be down on myself, OK? I don't go there anymore. I've got just three more correspondence classes with this stuff, then I'll have my certificate and everything. And you know how I got OK? BERNIE (deadpan) You had your chart done. NATALIE Yes, as a matter of fact that is perfectly correct. BERNIE Do you know what I do at the Shangri- la? NATALIE I asked around. You're a "cooler." You turn winners into losers. BERNIE And do you know how I do that? NATALIE I know there's stuff that goes on in casinos all the time -- BERNIE I do it by being myself. People get next to me and their luck turns. It's always been that way. NATALIE That sounds to me like a self fulfilling prophecy. There's a whole chapter on that in my course. Anyways, I can see a big factor in your life is that you're lacking companionship. There's nobody to deflect off. If you've got, as you put it, bad karma, then you need someone with good karma to neutralize it. Well, that's my take on it anyway. Bernie maintains eye contact with Natalie for an extended beat. Then drops his head, gazes at his glass. BERNIE I don't know about you, but I'm real tired. Natalie nods. Bernie motions to stand. Natalie just remains seated. Keeps talking. NATALIE I have this recurring dream where I'm on some beautiful island in the Bahamas. I'm sitting on the beach, taking in this amazing sunset with one of these in my hand (gestures to her drink) ...and then it starts to rain. And I wake up and it's my roof leaking on me. Yeah, I'm also real tired, Bernie. BERNIE (not even sure why he's telling her this) I only got six more days. Well, almost five really. Then I'll be leaving town. NATALIE Only five more days? (a beat) Then we shouldn't waste any more time. Natalie covers Bernie's hand with hers. NATALIE Why don't we go back to your place? BERNIE (completely caught off-guard) I, uh... If this is... I don't know... I don't know if I can afford... Natalie flinches slightly. Then swiftly regains her composure. It's Vegas. An honest mistake. BERNIE Oh god... I'm so sorry... I didn't mean... You see -- that's exactly what I'm talking about. I've gone and "cooled" the damn table. NATALIE Ah, just shut up, Bernie. You haven't gone and cooled anything. Not by a long shot. INT. BERNIE'S MOTEL ROOM - NIGHT Natalie's hand flips on the television. Another bizarre religious service. We pull back from the screen as she tries to change the channel. Just gets a whole lot of static. Bernie's standing uncomfortably in the middle of the room. NATALIE You should complain about this. BERNIE I'm not here that much. Drink? Sorry, all I got's gin. NATALIE Nah. I've had my fill. Go ahead. Bernie walks over to the dresser, pours himself a shot. Natalie glances around. She notices Bernie's dead plants... NATALIE You know, once they're dead, they don't really grow back. In case, that's what you're waiting for. Her eyes land on the empty cat bowl. She's about to say something, when she picks up on Bernie's expression. Let's not even go there. She gestures to an old record player in the corner. NATALIE So... got any music? Bernie opens one of the kitchenette cupboards. Bare shelves... except for a lone RECORD up on top. He brings it down. It's a Sinatra album. Never been opened. Natalie looks on as Bernie meticulously removes the record from its sleeve. He blows a few particles of dust from its surface. Then delicately lays it on the turntable. The way he goes about this is incredibly ceremonious. With as much care as given to disarming a nuclear weapon. Natalie can't help but smile. Bernie lowers the needle to the first cut of the record. Everything seems to be going so well, until... SKREEEEEE! The needle skids across the surface of the record with a sound worse than chalk on a blackboard. Bernie opens his mouth in a silent grimace... and a delicious laugh comes out. It's Natalie's laugh. Talk about a tension breaker. Bernie turns to her, shrugs. He tries again. This time the needle catches... and Sinatra takes command of the room. He's singing "This Town," a finger snapping upbeat Valentine to Vegas. Marred only by a slight clicking caused by the scratch. Natalie summons Bernie over with her wagging forefinger. He picks up his glass, shuffles over. NATALIE Sit. Relax. I promise you, at least one of us has done this before. BERNIE This is not my first -- NATALIE Sssh. Surprise me. She starts massaging his shoulders, eliciting involuntary moans from him. Bernie is almost in tears. Nobody's touched him like this in years. And it shows. Natalie takes Bernie's glass, gulps down the remains herself, then sets it on the floor. She drops down next to Bernie. Starts kissing him. Takes it slow. NATALIE You're doing real good. They fall back onto the mattress. Natalie taking the reigns, maneuvering her hips, kicking off her panties... Bernie gets an eyeful of a tattoo on her butt. A pair of dice. Both twos. In seconds, Natalie has separated Bernie from his pants and underwear, taking him inside of her, Ol' Blue Eyes keeping the rhythm... Natalie moans uninhibitedly. Surprise: she's a real screamer. Moments later, we hear banging from the hooker's side of the wall. Some John telling them to keep it down. Bernie, with tears of elation in his eyes, thrusts away at Natalie... for all of thirty seconds, before he explodes, convulsing in her arms with a stifled gasp. Frank winds down "This Town" a few seconds later. Poor Bernie, he didn't even make it through the song. BERNIE Sorry... Natalie wraps her arms around him. NATALIE Don't worry, Bernie. I've had worse. We'll try again later. Bernie rests his head on her breasts. Closes his eyes. We hold on him. A few seconds pass... and he breaks into a smile. Fade to black. INT. BERNIE'S MOTEL ROOM - DAY TIGHT on Bernie sleeping. He still has that goofy smile on his lips. A beat or two later, he opens his eyes. We PULL BACK to reveal that he's alone in the bed. No sign of Natalie. Bernie turns to the pillow next to him, buries his face in it. Takes a deep breath. Moans at her scent. Ambrosia. He still has his face in the pillow, sucking in deep breaths, when Natalie steps out of the bathroom. Big smile. NATALIE Hey, so, you wanna get some breakfast? Bernie just looks up at her; replay on the goofy smile. Heaven. BERNIE (V.O.) -- I did six months at Rikers for running numbers. It was Shelly's thing, but I took the rap for it. INT. MOONLIGHTER COFFEE SHOP - DAY Bernie and Natalie sit eating breakfast. BERNIE After I get out, I call up Shelly and he tells me to come out here. I figure he's going to set me up good at the Shangri-la. But he tells me they got all these rules about casinos employing felons. So he gets me this gig doing telemarketing for one of their fronts -- trying to scam pensioners out of their retirement money. I lasted two weeks. As Bernie talks, Natalie spies a very PREGNANT GIRL (20's) coming out of the restroom. Her eyes follow the girl back to a table where a YOUNG MAN (20's) waits on her. BERNIE Already, I was getting in deep. Finally it got so bad, I had to beg Shelly to take on my markers around town. That just bought me more time to keep losing. I put Shelly in an awkward position. I understand why he did what he did. (taps his knee) NATALIE He did that to you? What, he shot you? BERNIE Baseball bat. (off her cringing expression) I got off easy. NATALIE That's getting off easy? BERNIE I was out of control. NATALIE But he maimed you... BERNIE Let me tell you something. I'm grateful for what he did. (off her stunned look) No kidding. Every time I get an urge to play off the clock -- to so much as drop a quarter in a slot -- I reach down and squeeze what's left of my cartilage. It's one helluva reminder. NATALIE Jesus... I thought stuff like that didn't happen no more. Like that was just in the movies or something. Bernie holds her gaze her for a moment. BERNIE Anyway, Shelly and I worked out a payment plan. Two years off the books at the Shangri-la, cooling tables. Five more days and I walk. Before Natalie can respond, we hear the pregnant girl start to moan out loud. The waitress rushes over. PREGNANT GIRL (clutching her belly) Oh shit, I think I'm going into labor! The young man at the table rushes her to her feet, escorts her toward the exit in a dramatic fashion. All this without paying the bill. As they pass by Bernie and Natalie's table, the girl trips over Natalie's purse. Bernie quickly helps her up. That's when he notices the young man... BERNIE (shocked) Mikey? MIKEY Bernie... There's a quick moment of confusion. Bernie feels a bit thrown by it all. EXT. MOONLIGHTER COFFEE SHOP - PARKING LOT - DAY Bernie accompanies them out to their car at a quick step. Once out the door, the girl's contractions appear to have subsided. Natalie walks with the girl to try and help. PREGNANT GIRL I'm OK now. False alarm. Thanks. Bernie pulls Mikey aside. BERNIE Mikey? Is that...? You're not the... MIKEY (nods) Bull's eye. One time. Obviously runs in the family. I guess you're gonna be a grandfather, Bernie. They reach the couple's car. A rusted out 1955 Ford Fairlaine. By the looks of it, they've been living out of it. BERNIE This you? MIKEY Hey, what the fuck, it runs. Anyways, we gotta be somewhere... BERNIE How's your mom doing? MIKEY I'm gonna pretend like you give a shit and tell you, she's getting by. As long as she's wasted. Bernie nods. He gazes past Mikey to the girl. MIKEY Name's Charlene, in case you were wondering. Looks like she's carrying a whole litter in there, don't it? NATALIE When was the last time you saw a doctor? Charlene sidles up alongside Mikey. CHARLENE This clinic in Jersey. Maybe six months ago. I wasn't about to go back after they treated me like cattle. Just because I didn't have no insurance. And those places, they're crawling with T.B. from all 'em spies. BERNIE So, you're in town...? MIKEY Maybe a week or so. Got some business to take care of. BERNIE If you want, stop by the Lucky Star Motel. Give us a chance to catch up. I'm on three to eleven shift at the Shangri-la. I work the floor. MIKEY No shit. Well, how 'bout that? Yeah, maybe I'll do that. We can play catch up. For the kid's sake. Gotta split. NATALIE (to Charlene) Take care. Mikey helps Charlene into the front passenger seat. They drive off. Natalie looks to Bernie. She's curious, but doesn't ask. He appears thankful for that. INT. CASINO - BLACKJACK TABLES - NIGHT CLOSE on a skyline of black chips neatly positioned on the felt. We see the owner of the chips strike a match. His last one. It fizzles out quickly. TILT UP to the PLAYER'S FACE with an unlit cigarette hanging from his lips. A hand quickly reaches in, lights the cigarette with a Zippo. PULL BACK to reveal Bernie. PLAYER Thanks... BERNIE Don't mention it. Bernie sits at the table. DEALER (he knows the routine) Hundred dollar minimum here, sir. Bernie peels off a hundred from his billfold. Lays it on the felt. DEALER Money plays one hundred. PLAYER (to Bernie) No offense, pal, but there's twenty other tables. What do you wanna come sit on my head for? BERNIE Just wanna play one hand. Feeling lucky tonight. I got this voice in my head, says this is the table... PLAYER I know this is the table. I'm already doing good here. It's my fucking table -- BERNIE (touching him) Hey, heard the one about the fella walks into a bar and says, "Hey, who owns that big great dane outside?" A man at the end of the bar raises his hand. "I do." The fella says, "Yeah? Well, my dog just killed it." The dealer finishes shuffling, begins to deal. BERNIE "Whaddya mean your dog just killed my great dane? What kinda dog you have?" The fella just shrugs and says, "A chihuahua." "You tellin' me your chihuahua just killed my great dane? How?" (a beat) "I dunno," the fella says, "I think he got stuck in his throat." Bernie starts laughing. The player is less than tickled. Just then the dealer interrupts them. DEALER Insurance? We see the dealer's got an ace showing. PLAYER God damnit! The player waves off the insurance, as does Bernie. The dealer checks. Nothing. As the hand plays through the dealer busts out. Bernie glances over at the dealer. What the hell? Bernie places his chips again. PLAYER You said, one hand. BERNIE (agitated; to dealer) Keep going. The dealer plays. Bernie and the high roller win again. Bernie glances around him uncomfortably. We see Shelly approaching. Shelly just has a nose for when things aren't running smoothly. Larry is lurking behind him. The dealer turns up some cards. And again, Bernie and the high roller win. Bernie looks absolutely perturbed. Shelly gestures something with his head. Bernie cashes out. PLAYER Hey, stick around, pal. You and me, we make a great team. Bernie strolls over to Shelly. Shelly guides him away from the table under Larry's watchful eye. SHELLY What was that? Bernie shrugs, still confused. SHELLY Well, what fucking gives? Is it McGann? He's been with us twelve years. The man's as standup as my dick. (thinking to himself) Maybe he's got money problems. I'm gonna pull him. He wasn't counting 'em, was he? The mook with the streak? Bernie shakes his head. Larry sidles over. LARRY Is there a problem? SHELLY (zero tolerance) No, there's no problem. Fella's on a streak, is all. LARRY (re: Bernie) Let me guess? This is one of your "coolers?" SHELLY Why don't you announce it to the whole fucking joint? LARRY (lowers his voice) Man, they told me you were a stickler for the old ways. But coolers? What is this guy, some kind of degenerate gambler? Reformed card shark? He doesn't look too effective to me. SHELLY He's the best. Take it from me. LARRY Sure. Whatever. But there ways -- subtle ways -- to keep things in our favor. I'm talking more forward thinking methods. SHELLY That right? I suppose you got a whole fucking prospectus on the subject. LARRY As a matter of fact I do. Like, right off the bat, I can tell you this wallpaper isn't going to cut it. It's too uplifting. I would go with more muted tones. SHELLY Yeah? Wallpaper? LARRY And personally, I think the waitresses can all pop another button or two. Myself, I wouldn't hire anything less than a C cup. Shelly looks to Bernie. You believe this mook? Larry extracts a CD from his jacket... LARRY Know what this is? Music to be sure. Pleasant, non-intrusive. But blended in at a subsonic level is a mantra. "Lose... lose... lose." And that's just skimming the surface. We really need to talk, Shelly. Shelly is close to losing it. When MORRIE, the manager of the Paradise, comes running up... MORRIE Shelly, you better come quick. INT. HOTEL CORRIDOR - NIGHT Shelly, Larry and Bernie following behind Morrie as he hastily leads them down a hallway of the Shangri-la's best suites. They arrive at an open door, the sound of a TELEVISION beckoning them inside... INT. BUDDY STAFFORD'S SUITE - NIGHT Starting on the TV set: "Lost Horizon" (1937) is playing. It's the scene where Robert Conway (Ronald Coleman), his brother and Maria are leaving the lost city in the end. Conway looks back for one last tearful view of paradise. PANNING OFF THE SCREEN to a pair of naked feet on the floor next to the bed... revealing Buddy slumped against the side of the mattress... a hypodermic needle protruding from his arm. Death glaze fixated on the screen. Bernie slumps back against the wall. Catches his breath. Shelly just stares at Buddy, a slight tremor of grief threatening his granite features. He glances over at Larry, who takes in Buddy's deathly repose without a hint of emotion. Larry meets Shelly's eye with a subtle smirk of one-upmanship. An incendiary beat passes between them. Then... SHELLY (to Morrie) Get a hold of his daughter. Assist her with the arrangements. The Shangri- la will take care of everything. MORRIE What about the Paradise? SHELLY She goes dark tonight. LARRY That won't be necessary. Shelly and Larry exchange looks again. Bernie picks up on it. The tension in the room threatens nuclear fission. A loud ANIMAL ROAR reverberates on the soundtrack... accompanied by jungle-like percussion... as we CUT TO: INT. THE PARADISE LOUNGE - NIGHT A "now performing" poster on a metal stand: JOHNNY CAPPELLA live at the Paradise Lounge! PANNING off the sign and following a COUPLE through the doors into the theater. ...our eye drawn to the stage. A troupe of gorgeous FEMALE DANCERS in leopard print G-strings, grinding their hips to the muscular rhythm. Flanking them are a pair of strutting LIONS in elevated cages. An EXPLOSION OF LIGHT and SMOKE... and JOHNNY CAPPELLA makes his entrance. Decked out in a reflective suit that picks up every light in the house and throws it back at the audience. Johnny's got the style of a Harry Connick Jr. and the moves of Ricki Martin. The energy this guy brings to the stage makes the last twenty years of Buddy Stafford's reign seem like suspended animation. The women in the audience start fanning themselves with delight. It's a new dawn in Paradise. And the panties are coming fast and furious. We see Shelly watching from the back of the room. He shifts his attention to Nicky, Larry and Marty at a primo table. They're having a grand time. Nicky pats Larry on the back of the head. "Good work, kid." Larry turns and raises his drink to Shelly. Shelly stares right through him. A declaration of war. INT. CASINO MIDWAY - NIGHT Bernie and Natalie wander around the midway. A middle-aged WORKER at the ring toss booth gets her attention. RING TOSS WORKER Over here, young lady! C'mon, give it a try. Eight for a dollar. Natalie drags Bernie over. She pays her money and the worker hands her the rings. Natalie throws, and misses all eight. The man pats her on the shoulder. RING TOSS WORKER Sorry there, sweetheart. Better luck next time. Wanna try again? Natalie is about to take him up on it, when she catches Bernie's eye. His look suggests she's being played for a sucker. She decides against it. They walk off down the midway. Bernie chuckles to himself. NATALIE What? BERNIE Nothing. NATALIE What? BERNIE Nothing. You're just an easy mark, is all. NATALIE An easy mark? BERNIE Yeah. Easy mark. You never heard that term? Natalie shakes her head. BERNIE When we were kids, Shelly and me, we used to work Coney Island during the summer. When a guy would walk up and seemed eager to open his wallet, we would always mark him with chalk. We'd pat him on the back or arm with the chalk. Like, 'Hey buddy, good job!' (pats Natalie) Meanwhile, he had no clue the other guys saw him coming a mile away. Easy mark. Natalie looks down at her shoulder where the man patted her. She brushes it for effect. Bernie smiles. They take a seat at the end of the midway. Natalie locks onto a little toe-headed BOY being dragged around by his OLDER BROTHER and the brother's FRIEND. The kid has a glazed look in his eyes. Natalie fixates on the boy with a haunted expression. Bernie picks up on it. BERNIE You OK? NATALIE You notice last night, that tattoo on my butt? BERNIE (are you kidding?!) Little Joe. NATALIE Yeah, two twos. Little Joe. Natalie hides her face behind her soda cup. Looks off in the distance. NATALIE I had a son. His name was Joe. I was his mother for a year. BERNIE You know, you don't have to tell me this. NATALIE I want to, Bernie. Better you know the worst of me up front. Later, when I'm already invested in you, it'll be too hard to come clean. After I tell you this, you'll probably... I mean, I'll understand. She tears her eyes away from Bernie. Bernie can't believe what he's hearing. That she wants to be invested in him. What could be so bad? NATALIE I gave my son up for adoption. I just wanted my life back. I was seventeen going on eighteen and I was selfish. My family, they didn't want to have nothing to do with me after that. So I hitched a ride out here. Figured I could make it as a showgirl. Ten years later... (shrugs; starts to break up) I like to think that if it happened when I was older -- with some guy I cared about -- maybe things would have been different. I think about my Little Joe. And, I do know he's better off. I'm convinced of that. She lowers her soda. Turns to Bernie. He studies her for a lengthy beat, stoic features. She wipes away her tears. Oh well, that's that. Bernie stands up. Looks around... focuses on the arcade clock. It reads 1:40 a.m. He turns to her... BERNIE So, you wanna go try your hand at the dime pitch? It's early still. Off Natalie's tear-filled features. She breaks into a laugh- cry... CUT TO: INT. BERNIE'S MOTEL ROOM - NIGHT Bernie and Natalie making love. Slow, tender. Natalie doesn't make with the "Oh yeah, baby, you're doing great" encouragement. Just some low key moans. Bernie doesn't come too soon either. He outlasts Sinatra through several cuts. In contrast, we hear the hooker and her John howling away through the walls. An escalating ostinato of "Oh Baby's." Until Natalie reaches behind her and raps her fist against the wall. Big smile from both of them. EXT. LUCKY STAR MOTEL - DAY Bernie and Natalie returning from breakfast in Bernie's Buick. Bernie can't find a parking spot. Natalie climbs out, heads for the room. Natalie arrives at the room. She's about to stab the key in the lock, when she realizes the door is ajar. She hesitates for a moment, then pushes it open... INT. BERNIE'S MOTEL ROOM - DAY ...to find Mikey and Charlene waiting on them. Charlene is puffing away on a Marlboro when Natalie enters. She immediately stubs it out. Rises, heads for the bathroom. CHARLENE I gotta go pee. I'm always peeing. She closes the door after her. NATALIE (to Mikey) How did you get in here? MIKEY I told the desk clerk Bernie was my old man. He let us wait inside. That a problem? NATALIE Bernie's looking for a parking space. MIKEY (chuckles) Shit. I musta taken the last one. Mikey steps up to Natalie. She hasn't moved from the doorway. Her dislike for Mikey is evident. MIKEY Tell me something, Natalie? Is he paying you? NATALIE Excuse me? MIKEY My old man, is he renting your ass? 'Cause otherwise I just don't get it. A loser like my pops in the company of some primo T & A. It don't compute. Natalie doesn't dignify Mikey with an answer. She stares him down unflinchingly. Mikey reaches out to Natalie's ear, "pulls" out a $20 dollar chip. MIKEY This enough to get me a taste? Family discount? He drops the chip down Natalie's cleavage. Natalie still doesn't react. Mikey reaches up, starts caressing her face. She flinches. Right then, the door swings open. Bernie enters. Mikey snaps his fingers and a rose appears in his hand. He extends it to Natalie. She ignores the gesture, steps aside. BERNIE Mikey... MIKEY Hey, Bernie. I told you I was gonna stop by. BERNIE Yeah... I figured you'd call ahead. We were out at breakfast. Charlene emerges from the bathroom. Natalie heads over. She doesn't want to be around Mikey. She stops in front of Charlene, points to a sprinkling of white powder on the side of her nose. NATALIE You missed some. Charlene immediately swats the coke off. Natalie enters the bathroom. Closes the door. MIKEY You see, the thing is, Bernie, we're kinda strapped. I mean, Charly here's expecting like yesterday, and we don't have the dough to make with the right nutrition for her an' all. So, I was wondering if you would care to invest a little in your grandchild's future... his well being. Bernie scratches his head, thinks on it for a moment or two. Then heads over to the kitchenette cupboard. Pulls down a coffee can. Extracts a thick wad of bills. Hands them over to Mikey. BERNIE There's about three grand there. That's all I got. CHARLENE Bless you, Bernie. (pats her belly) You know, Michael, I -- think we should name her Bernadette. After your father. MIKEY You mean, Bernie. Trust me, it's a boy. Bernie seems quite moved by it all. CHARLENE (to Bernie) Wanna feel her? BERNIE I don't think... I don't want anything to hap... CHARLENE Ooh, I just felt her kick. C'mon, Bernie, gimme your hand... She places Bernie's hand over her stomach. CHARLENE Feel that? BERNIE (not sure) I don't know... I think so... Mikey takes Charlene by the arm... MIKEY We'll catch you later, Bernie. I think I'm gonna take Charly over to the hospital right now. Get her checked up real good. Charlene kisses Bernie on the cheek. He blushes. CHARLENE Take care, Pop. BERNIE Mikey... Mikey turns in the doorway, eyebrows raised. Yeah? BERNIE You're not going to try anything stupid while you're in town? Mikey plays it dumb. Huh? BERNIE You mess up and they'll cut you no slack. That's all I'm saying. You got a kid to think about. Mikey nods, backs out of the room. Charlene giggles. They disappear into the parking lot. Natalie emerges from the bathroom. She lights up a cigarette, just stares at him as if to say: sucker. Bernie shrugs. INT. SHELLY'S OFFICE - NIGHT Shelly enters to find Larry seated behind his desk. Larry immediately leaps to his feet, phony apologetic grin. Nicky and Marty are lounging on Shelly's sofa. Shelly's gaze is drawn to a table in the middle of the room. There's something on it, covered in a plastic sheet. He raises a "what gives?" eyebrow. NICKY Shelly, I hope you don't mind... SHELLY What's going on, Nicky? NICKY I'm sorry we didn't say nothing about this earlier... but the deal wasn't closed yet. MARTY Don't worry, Shelly, you're gonna love it. Nicky gestures to Larry. Larry whisks the plastic sheet off the table... ...to reveal an impressive SCALE MODEL of a redesigned SHANGRI- LA HOTEL AND CASINO. The model boasts huge snow-capped Himalayan peaks a la "Lost Horizon," surrounding a completely overhauled hotel and casino. A Matterhorn-like rollercoaster traverses the mountain top. Gold and marbled pillars, terraces and floors promise to raise the bar on Las Vegas opulence. We're looking at a hundred million dollar investment easy. NICKY The new Shangri-la Hotel and Casino. We break ground on her in six months. Off Shelly's startled expression -- NICKY I know what you're thinking? Where's she gonna go? You need space to expand, right? Well, that's been taken care of. We're now the proud owners of The Golden Frontier next door. LARRY (gesturing to the model) She's perfect. Three floors of gaming, IMAX theater, entertainment center, boutiques, restaurants, rollercoaster, you name it. She'll pay for herself in three years, and then it's easy money. NICKY Isn't she great, Shell? Shelly slowly approaches the model like a condemned prisoner mounting the scaffolding. We see his stoic features reflected in her sparkling swimming pool. SHELLY In "Lost Horizon," these people, their plane crashes in the Himalayas -- and they get rescued and taken to this Utopia in the mountains. Shangri- la. It's beautiful. The place is completely isolated. Untouched by the outside world. There's no war, no greed, no bullshit... Time is slowed down. People, they don't age. It's... paradise. That's what Shangri- la is. Paradise. LARRY Yeah, we've all seen the movie. And your point is? Shelly whirls around, yells: SHELLY You don't fuck with paradise! All'a ya! NICKY Hey, Jesus, c'mon, Shelly. We're not trying to fuck with it. We're trying to make it better. SHELLY How... how, Nicky, could it be any better? Right now it's perfect. It's the last of its kind. It's pure... and this. (points to the model; weary) ...this is just... it's a mockery. An insult. Trying to make something of it that it isn't. LARRY What are you talking about? It's right outta the movie? SHELLY Whose talking about a fuckin' movie? This ain't a fuckin' movie. This is my life. This is my house of worship. You people are shittin' on all that's sacred to me. A tense silence ensues. Nicky, Larry and Marty exchange looks. SHELLY (tired laugh) I got just one question? Where you gonna be when they decide to change it back? When the people, they come looking for the real Vegas, from before all this Epcott Center bullshit. Who's gonna it give it to them? You guys? I don't think so. You know who? The same fucks who started this shit in the first place. It's all gonna come full circle and bite you in the ass. Mark my words. Shelly falls silent. Massages his forehead. Shit, that wasn't the way to handle it. Nicky gets up from the sofa, walks over to Shelly, places a hand on his shoulder. Shelly flinches, but doesn't pull away. NICKY You make some good points, Shelly. Maybe it'll swing back the other way, who knows? But the smart money suggests we roll the dice. I'm not gonna bullshit you; naturally there's gonna be a lot of restructuring in the months to come, but I want you to know, you'll always have a place with us. SHELLY Where's that? Behind the bar? MARTY (laughs) Behind the bar, that's a good one. NICKY I think you should take some time and think things through. All this, it's a lot to digest, y'know. MARTY Speaking of things to digest, I'm starving. How's that buffet they got in the Valley of the Blue Moon? You recommend their prime rib, Shell? Shelly stares right through Marty. Choke and die on it, motherfucker. SHELLY It's food. NICKY Hey, my arteries can use a workout. Lead us to the trough, Shell. Shelly nods at Nicky, then shifts his gaze to Larry. Larry's all smiles. He steps forward to join them, his hand dropping down and caressing the surface of Shelly's desk behind him. A subtle gesture not lost on Shelly. Shelly mentally unloads a full chamber into Larry's chest. Returns the smile. INT. CASINO - CRAPS TABLES - NIGHT As Shelly and the group pass a hot craps table, Nicky is drawn to it. NICKY Wait up a second... MARTY I thought we were gonna eat? Only now do we see Bernie has arrived to cool the table of its hot shooter -- A LOUD, pudgy, overdressed SUBURBANITE. Shelly eyes Bernie. SHELLY Maybe we wanna play over there. Less crowded. NICKY Nah, let's play here. This is my lucky table. I always play here. (to the others) Go on ahead. I know where to find you guys. Shelly signals Bernie to back off. Bernie steps back. Shelly, Larry and Marty head for the restaurant. Nicky quickly slaps down some green. The stickman slides the dice over to the suburbanite who is shooting. He scuttles the dice. They bounce up over the rail and spike Nicky on the forehead before dropping back on the felt. The players chuckle. STICKMAN Out! Seven, line away seven... Nicky rubs his forehead, glares at the suburbanite. He fires back. SUBURBANITE C"mon, pops! What the hell? I coulda paid my mortgage with the money I just lost. Nicky says nothing. The table is quickly cleared by the dealers. The stickman skips the next shooter and feeds the dice to Nicky. SHOOTER Hey? I'm supposed to be next... NICKY File a grievance, shithead. Suburbanite is still fuming over his loss. Nicky places a couple hundred on the passline. STICKMAN We're coming out. Crap Eleven, any seven. Nicky throws in some chips to the center. NICKY Hundred dollar big red. Suburbanite watches as Nicky runs through a lengthy pre-shot routine. Lots of hand jive and cuff shooting. SUBURBANITE Hurry it up, gramps. Your soup's getting cold. Nicky throws. STICKMAN Crap, Ace Deuce. Line down. The croupiers takes down the pass line. SUBURBANITE Hey, Busketti, maybe you should try shuffleboard. Nicky is fed the dice again. Same routine. Nicky just fires an incendiary look back at the suburbanite. SUBURBANITE Uncle Palsy? Shake'em this direction. Nicky throws. STICKMAN Four, hard four. The point is four. The players make their bets. SUBURBANITE Good now throw it before you fucking keel over and die, old man. Nicky slowly starts his routine defiantly. SUBURBANITE Happy birthday to me. Happy Birthday to me... Jesus, fuck, I'm another year older already. Nicky throws. STICKMAN OUT! Seven! Line away. Nicky claps his hands dealer style -- for effect -- and with a gentlemanly smile steps back from the table. Nicky's chips are quickly swept up by the croupier. SUBURBANITE Don't take it so hard, pops. Everybody craps out. Nicky locks eyes with the suburbanite. Then flashes a smile that suggests he's going to brush it off. He turns away from the table... SUBURBANITE Now go change your fucking Depends. Nicky makes like it's all in good jest. Yeah, that's real cute. He heads around the table to the suburbanite, holds out his hand as if to say: Hey, no hard feelings. The suburbanite shrugs. What the fuck? I was just playing with you, pops. He reaches for Nicky's hand... when Nicky suddenly headbutts him. Before anyone can react, Nicky starts laying into the suburbanite. The man goes down and. Nicky continues pummeling him... NICKY Who's laughing now, huh? ya fuckin! prick! C'mon, crack wise again... Ya fuckin' smooth as a Ken doll, no- dick, suburbanite scum. How's that for a game?! Shelly alerted to the fracas, rushes back to the table. He takes immediate control of the situation. Snaps his fingers at security. The suburbanite is whisked away with a pocketful of comps and a bruised ego. Shelly takes Nicky aside, attempts to calm him. Nicky keeps railing at Shelly: NICKY That ain't right, Shelly! Guy fucks up my game like that. Who the fuck does he think he is? SHELLY You're right. He's just a piece of shit. Forget about him. NICKY I thought this joint had more class. Used to be, we wouldn't even let bums like that in... Nicky catches himself. He looks at Shelly for a beat. There's an unspoken understanding between them. "The good old days." We see Bernie in the b.g., looking more than a bit shocked. INT. THE MAKAWAO BAR AND GRILL - NIGHT Bernie seated with Natalie. BERNIE This town... You know, Natalie, all I want to do is go some place where I can tell day from night. Where they got clocks on the wall. I can't breathe around here no more. Four days and I'm gone. I'm not even sure I can hold out that long. NATALIE (a beat) So where does that leave us? BERNIE A week ago, I didn't remember what it was like to have a woman's hands on me. I'm still pinching myself, expecting to wake-up from... (just blurts it out) Come with me, Natalie. I want you to come with me. NATALIE God, Bernie, that's... BERNIE I'm sorry. I didn't mean to spring that on you. NATALIE Bernie... I want to be with you. I do. But I don't know if I can leave with you. Bernie's look: Why? NATALIE I was working on a compatibility chart for the two of us. And it looks good, really, it does. BERNIE So, what's the problem? NATALIE That's with us here. In Vegas. Bernie's expression: Oh. NATALIE Maybe I was being presumptuous, 'cause I knew you were leaving... and I tried working it in different ways... It wasn't good, Bernie. I got scared. But that's just for now, for the immediate future. Once the planets realign, maybe a year from now... BERNIE Natalie... I can't... Not another year. Not another week. A somber mood falls on the table. Bernie reaches for Natalie's hand. Instead, he knocks the salt over. It spills out in front of them. BERNIE I think... we probably shouldn't see each other anymore. NATALIE Why, Bernie? We only got a couple days left together. Why not make the most of them? BERNIE (a long beat) Because if I spend one more night in your arms, I'm not going anywhere. NATALIE And that's so bad? Bernie just stares at her, shrouded in sadness. Natalie stubs out her cigarette, rises. NATALIE Take care, Bernie. Bernie casts his eyes to the mound of spilled salt in front of him. Nods. A few beats later he raises his head... BERNIE Natalie, don't... Gone. A WAITRESS appears. WAITRESS (O.S.) Get you another? BERNIE (nods) I think you better bring me the bottle. Please. INT. SHANGRI-LA HOTEL AND CASINO/BAR - NIGHT Once again, we see Bernie's feet limp across the casino floor. He walks up to the bar, asks for a cup of coffee. Doris brings it over. Short on the cream again. He just sips it black. Gloom and doom features. Life sucks. His master's VOICE sounds over the intercom: VOICE (V.O.) Chang, party of fifteen, your table is ready, Chang party of fifteen. Bernie looks to Doris. Sighs. Only three more days. INT. CASINO FLOOR - CRAPS TABLES - NIGHT He heads for the crap tables, the sound of raucous CHEERING becomes audible. A large crowd starting to gather. Bernie noodles his way to the front of the crowd. As soon as he gets a look at the heavy hitter at the table, he tenses up. Oh shit. It's MIKEY. With Charlene. Charlene is making one hell of a racket. Playing up her extremely maternal state. Just then Natalie sidles up to Bernie with the Chivas Regal. Without thinking about it, he grabs the glass off the tray, downs it in a single gulp. CHARLENE (clutching her tummy) Come on, Mikey. This is our future. Don't blow it. Mikey throws down a bet for the dealer. MIKEY Put this on the line for the boys. The stickman thanks him as they place the bet. Mikey throws down more money. We can see Mikey has bets all over the table. MIKEY With shoes! STICKMAN Dealer's got shoes. Hands high, the dice are out! The point is nine. CHARLENE Come on all you's. Put a good thought in for our baby! As everyone dotes over Charlene, Mikey quickly swaps the dice before anyone can see. He throws. STICKMAN Six the hard way! Mikey is paid nine thousand by the croupier, as is Charlene. Bernie stands frozen. He doesn't bother trying to get any closer to the table. He knows it'll do no good. CHARLENE Oh my god, I just felt him kick! He knows. He knows you're all pulling for him. God bless you all. Natalie looks over at Charlene. Their eyes meet for a second. It's as though Natalie knows it's a scam and Charlene's acknowledging it. Mikey throws again. STICKMAN Six the hard way! Look out, we got a shooter! Another nine grand. Mikey's rail is nearly full. Charlene hops around awkwardly causing more distraction. Bernie is really sweating it out now. Then Shelly arrives. Larry is hot on his tail. SHELLY How much? BERNIE Eighteen thousand since I stepped up. I'm sorry, Shelly, I guess I've been hit and miss lately. Shelly's expression tells us he isn't so sure. Something definitely isn't kosher. As Charlene chatters on, Mikey switches the dice back. Shelly makes him. SHELLY (sotto) Fucking amateurs... Mikey throws... STICKMAN Seven out! Line away. The players and crowd, though disappointed, applaud Mikey's achievement. MIKEY (bowing) I thank you. My wife thanks you. My unborn child thanks you. Mikey moves his rail of chips to the felt. MIKEY Color me up will ya? Larry notices Shelly slipping on a pair of leather gloves. LARRY You've gotta be kidding me. (off Shelly's steely glare) That's not how I propose we handle it. We'll turn the matter over to the authorities. They'll be blacklisted, their credit ruined... SHELLY (gets in Larry's face) And then we'll give 'em both a lollipop for the ride home. Come watch and learn, Harvard. A little lesson on how to protect your investment -- the old school way. Shelly walks over to Mikey and Charlene, Larry lingering behind him. SHELLY Hey, that was some run you had back there. MIKEY Uh, thanks. Just lucky I guess. Mikey steals a tense glance at Charlene. She starts to fidget nervously. SHELLY Why don't we go do this in my office? I don't like to hand out all this amount of cash on the floor. Security (Tony and Lou) corrals the couple. Leads them away. Bernie watches as they pass by. Mikey looks into Bernie's eyes. They both know he's been made. Natalie doesn't say anything, just looks at Bernie. INT. CASINO RECEIVING AREA - NIGHT Slot machines everywhere -- some on the way out, some on the way in. Crates of casino supplies. Bernie rushes in with Natalie behind him. Heading for an aural beacon of BLOWS landing on flesh... GRUNTING, PLEADING... ...arriving to find Tony and Lou kicking the shit out of Mikey on the floor. Charlene lies clutching her belly a few feet away. Shelly swings a baseball bat, warming up for some blood sport. Larry watches from the sidelines -- at once appalled and enthralled. CHARLENE Oh my God... I can feel the contractions coming on... Bernie rushes over to Shelly... BERNIE Shelly, stop them! Don't do this! SHELLY Get lost, Bernie, this got nothing to do with you. BERNIE It's got everything to do with me. He's my son. Everyone stops dead. Freeze frame. Shelly gets a weird look in his eye. A fuse has just been lit... SHELLY What did you say? BERNIE I said, he's my -- SHELLY Who? This little prick? Shelly smashes Mikey across the shoulder with the bat. AARRRGGGGHHH!!! Shelly raises the bat to cream Mikey again... Bernie grabs Shelly's arm. Shelly shoves him back. Raises the bat again... MIKEY Pop, help me... BERNIE Shelly, don't you fucking do it! Shelly freezes. He lowers the bat, throws it aside. Grabs Bernie by his collar... SHELLY Were you in on this? Jesus, you better come clean with me. BERNIE NO! God, no! I didn't know nothing about it. Shelly releases Bernie. There's a strange look in Shelly's eye. We see the wheels turning... SHELLY How much you think their lives are worth, Bernie? Myself, I don't think they're worth piss. But, hey, it ain't my kid... Bernie sees where Shelly's going with this. We can almost hear the cell door slamming in his head. SHELLY Let me see: they were up almost a hundred and fifty grand. That's 150 G's someone's gonna have to account for. What do you say, Bernie, seventy- five grand a piece? Bernie glances over at Natalie. She has tears in her eyes. He looks to Shelly pleadingly. Please don't do this... SHELLY Hey, I know you don't have that kind of cash. But, since you're a friend of the house, I'm willing to front you. BERNIE Shelly, they didn't get away with the money... You didn't lose anything... Shelly glances over at Lou, nods. Lou kicks Mikey in the face. His nose snaps like a twig. BERNIE Oh Jesus... Yes! All right. It's on me. 150 G's. Charlene clutches her belly, moans... CHARLENE Oh god, oh god... you gotta get me to the hospital... contractions... BERNIE Shelly, please help her. That's my grandson... SHELLY Hey, why don't we all break out the champagne? Lootz is about to become a granddaddy. (walks over to her) How you doin' there, sweetheart? Must hurt like crap, huh? CHARLENE (nods) Hurts so bad... SHELLY Yeah? Suddenly Shelly kicks Charlene in the belly! WHAM! She screeches out. NATALIE Oh God... BERNIE Jesus NOOOOO!!! Even Shelly's goons can't believe what they've just witnessed. Larry is aghast. Bernie rushes Shelly, starts raining blows on him. Shelly swats him off. He drops down next to the squirming girl, rips her sweater and blouse up over her stomach... ...to reveal a mound of fake padding. He tears the padding away from her, throws it at Bernie. SHELLY Here! It's a fuckin' boy. Anyone got a cigar? The muscle start laughing it up. Relief. Larry emits a nervous giggle. Natalie's jaw hits the floor. Bernie takes a step back. He's about to go into serious shock. Charlene curls over, sobbing. SHELLY (to Bernie) You sure you still want to be good for it? Because if you want to change your mind, I don't blame you. Bernie looks over at Mikey. He stares up at his father, trembling. MIKEY I'll make it up to you, Pop, I swear... Bernie holds his son's gaze for a beat. He's almost tempted to... He just shrugs and nods at Shelly. BERNIE It's on me. SHELLY (shakes his head) That's the worst fucking call you ever made in your life. ON NATALIE at that moment. We can tell she agrees with Shelly... but thinks all the more of Bernie for it. That might even be love in her eyes. Shelly snatches his baseball bat up off the floor. Walks over to Mikey, and brings it down full force, pulverizing Mikey's left kneecap. Oh man, the scream... BERNIE What are you doing?! I thought we had -- SHELLY 150 G's buys their lives. This is just a little slap on the wrist to remember me by. Natalie turns her head. She's about to throw up. Larry watches, unflinchingly. Charlene is making with some serious pleading now. CHARLENE Oh god... it wasn't my idea. Shelly steps up to Charlene, tapping the base of the bat in the palm of his hand. He smiles reassuringly at her. SHELLY You know, motherhood is a beautiful thing. This... you made a mockery out of it. Maybe you'll get to experience it for real one day. CHARLENE (nods, sobbing) I want... to be a mother... please don't hurt me... SHELLY I'm not going to hurt you. Shelly turns his back on her. Charlene starts sobbing relief. They're not going to hurt her. It's going to be all right. Wrong. Shelly throws the bat to Lou. The heavy steps up to the plate (as we RACK FOCUS to Shelly walking away) -- CRUNCH!!! followed by the girl's SHRIEKS. Natalie buries her head in Bernie's shoulder. SHELLY (to Tony and Lou) Get 'em outta here. You ever see them in this joint again, kill 'em. SHELLY (to Bernie and Natalie) You two, you're still on shift. Shelly catches Larry's eye: I hope you were taking notes. INT. BERNIE'S MOTEL ROOM - NIGHT Bernie's seated on the edge of his bed, drowning his sorrows with a bottle of gin. Moonlight paints him in jail bars of shadow. Natalie lingers in the b.g. BERNIE I did this to myself. I planted the seed. When Angela took off with Mikey, I didn't... I never made an effort to get back in his life. I figured, the kid don't need a loser for a father. Now it's all come full circle. I give him the money, I open the door to all this... I musta had it coming. Payback. Natalie's hand lowers the needle onto the Sinatra record. "Nice 'n' Easy" starts up. She walks over to Bernie, takes the bottle away. Helps him to his feet. He gives himself over to her reassuring embrace. Natalie raises Bernie's face to her's. NATALIE Bernie, i