"In writing fiction, the more fantastic the tale, the plainer the prose should be. Don't ask your readers to admire your words when you want them to believe your story." - Ben Bova [ more quotes ]

MILLER'S CROSSING

An original screenplay by

Joel Coen

And

Ethan Coen

FADE IN

CLOSE SHOT - A WHISKEY TUMBLER

That sits on an oak side bar under a glowing green bankers
lamp, as two ice cubes are dropped in. From elsewhere in
the room:

MAN
(off)
I'm talkin' about friendship. I'm
talkin' about character. I'm talkin'
about--hell, Leo, I ain't embarrassed
to use the word--I'm talkin' about
ethics.

Whiskey is poured into the tumbler, filling it almost to the
rim, as the offscreen man continues.

MAN
...You know I'm a sporting man. I
like to make the occasional bet.
But I ain't that sporting.

THE SPEAKER

A balding middle-aged man with a round, open face.

He still wears his overcoat and sits in a leather chair in
the dark room, illuminated by the offscreen glow of a desk
lamp. This is Johnny Caspar.

Behind him stands another man, harder looking, wearing an
overcoat and hat and holding another hat--presumably Caspar's.
This is Bluepoint Vance.

CASPAR
When I fix a fight, say--if I pay a
three-to-one favorite to throw a
goddamn fight--I figure I got a right
to expect that fight to go off at
three- to-one. But every time I lay
a bet with this sonofabitch Bernie
Bernheim, before I know it the odds
is even up--or worse, I'm betting
the short money...

Behind Caspar we hear the clink of ice in the tumbler and a
figure emerges from the shadows, walking away from the glowing
bar in the background.

CASPAR
...The sheeny knows I like sure
things. He's selling the information
I fixed the fight. Out-of-town money
comes pourin' in. The odds go
straight to hell. I don't know who
he's sellin' it to, maybe the Los
Angeles combine, I don't know. The
point is, Bernie ain't satisfied
with the honest dollar he can make
off the vig. He ain't satisfied
with the business I do on his book.
He's sellin' tips on how I bet, and
that means part of the payoff that
should be ridin' on my hip is ridin'
on someone else's. So back we go to
these questions--friendship,
character, ethics.

The man with the whiskey glass has just passed the camera
and we cut to the:

REVERSE

Another well dressed, middle aged man, behind a large polished
oak desk, listening intently.

This is Leo.

He is short but powerfully built, with the face of a man who
has seen things.

The man with the whiskey enters frame and passes Leo to lean
against the wall behind him, where he listens quietly.

CASPAR
...So its clear what I'm sayin'?

LEO
Clear as mud.

Caspar purses his lips but continues unfazed.

CASPAR
It's a wrong situation. It's gettin'
so a businessman can't expect no
return from a fixed fight. Now if
you can't trust a fix, what can you
trust? For a good return you gotta
go bettin' on chance, and then you're
back with anarchy. Right back inna
jungle. On account of the breakdown
of ethics. That's why ethics is
important. It's the grease makes us
get along, what separates us from
the animals, beasts a burden, beasts
a prey. Ethics. Whereas Bernie
Bernheim is a horse of a different
color ethics- wise. As in, he ain't
got any. He's stealin' from me plain
and simple.

Leo leans back in his chair.

The man behind Leo raises the whiskey glass to his lips.

He is trimmer and younger than Leo, perhaps in his thirties,
dark-complected, with a pencil mustache and a gaunt intensity
that is not entirely healthy-looking.

This is Tom.

As he drinks, he studies Caspar and Bluepoint.

LEO
You sure it's Bernie, selling you
out?

For the first time the man behind Caspar speaks:

BLUEPOINT
It ain't elves.

LEO
Nobody else knows about the fix?

CASPAR
No one that ain't got ethics.

LEO
What about the fighters you pay to
tank out?

BLUEPOINT
We only pick fighters we can put the
fear of God in.

LEO
Any other bookies know? You play
anyone else's book?

CASPAR
I lay an occasional bet with Mink
Larouie.

BLUEPOINT
But it ain't Mink, I'll vouch for
that.

LEO
How do you know?

Caspar shakes his head.

CASPAR
It ain't Mink. Mink is Bluepoint's
boy.

LEO
Mm. And of course, Bluepoint always
knows about the fix.

BLUEPOINT
What the hell is that supposed to
mean?

LEO
Let it drift. All it means is a lot
of people know.

CASPAR
I guess you ain't been listening.
Sure other people know. That's why
we gotta go to this question of
character, determine just who exactly
is chiseling in an my fix. And that's
how we know it's Bernie Bernheim.
The Motzah Kid. 'Cause ethically,
he's kinda shaky.

LEO
You know Bernie's chiseling you
because he's a chiseler. And you
know he's a chiseler because he's
chiseling you.

Airily:

CASPAR
Sometimes you just know.

LEO
...So you wanna kill him.

BLUEPOINT
For starters.

Leo nods, thinking. He swivels to look interrogatively at
Tom.

Tom gives an almost imperceptible shrug. The ice cubes in
his glass clink.

Leo turns back to Caspar, pauses.

LEO
...Sorry, Caspar. Bernie pays me
for protection.

Tom, peering over his drink, does not entirely conceal his
surprise.

Caspar stares at Leo, his mouth open. It is not the response
he expected.

CASPAR
...Listen, Leo, I ain't askin, for
permission. I'm tellin' you as a
courtesy. I need to do this thing,
so it's gonna get done.

LEO
Then I'm telling you as a courtesy
that you'll have trouble. You came
here to see if I'd kick if you killed
Bernie. Well there's your answer.

Caspar's voice is harder:

CASPAR
Listen Leo, I pay off to you every
month like a greengrocer--a lot more
than the Motzah--and I'm sick a
gettin' the high hat--

LEO
You pay off for protection, just
like everyone else. Far as I know--
and what I don't know in this town
ain't worth knowing--the cops haven't
closed any of your dives and the
D.A. hasn't touched any of your
rackets. You haven't bought any
license to kill bookies and today I
ain't selling any. Now take your
flunky and dangle.

Caspar is staring at Leo. He looks at Tom, then rises slowly
to his feet.

Back at Leo:

CASPAR
Ya know I'm tryin'...I'm tryin' not
to raise my voice in anger. I've
always gone along to get along. But
you make me lay off the Matzoh and
you're givin' me the needle. I told
you the sheeny was robbin' me blind,
I told you I wanna put him in the
ground and I'm telling you now I'm
sick a the high hat.

He swipes his hat from Bluepoint.

CASPAR
...You think I'm some guinea fresh
off the boat and you think you can
kick me. But I'm too big for that
now.

He puts his hands on the desk and leans towards Leo. The
cords stand out on his neck.

CASPAR
I'm sick-of takin' the strap from
you, Leo. I'm sick a marchin' down
to this goddamn office to kiss your
Irish ass and I'M SICK A THE HIGH
HAT!

Caspar stops, out of breath. He is red faced and panting.

Bluepoint has put a gently restraining hand an his shoulder.

Leo and Tom stare at Caspar impassively.

After a beat Caspar shuts his mouth. His eyes lose some of
their glaze. He looks at Bluepoint's hand, turns and strides
towards the door.

CASPAR
...Youse fuckin' fancy-pants, all of
ya.

He opens the door, but Leo's voice stops him.

LEO
(softly)
Johnny. You're exactly as big as I
let you be and no bigger and don't
forget it. Ever.

Caspar looks at Leo from the open doorway.

After a beat he chuckles.

CASPAR
At's right, Leo, you're the big-shot
around here.

He dances over at Tom again, then back to Leo:

CASPAR
...And I'm just some schnook likes
to get slapped around.

He leaves, Bluepoint following, shutting the door.

After a beat Tom crosses in front of the desk and sits down
in the chair Caspar has just vacated.

Leo chuckles and leans back in his chair.

LEO
Twist a pig's ear. Watch him squeal.

Tom swallows the last of his drink and stares ruminatively
down at his glass.

TOM
...Bad play, Leo.

Leo, unfazed, grins at Tom.

LEO
Got up on the wrong side, huh?

TOM
Same side as always.

LEO
That's what I mean. Still owe money
to--who's your bookie? Lazarre?

TOM
Mm.

LEO
I could put it right for you.

TOM
Thanks Leo, I don't need it.

LEO
In a pig's eye. You haven't played
a winner in six weeks. People'll
speak ill of me if I let him break
your legs.

Tom grins back, for the first time.

TOM
People'll say I had it coming.

LEO
And they'll be right, but that ain't
the point. Call me a big-hearted
slob, but I'm gonna square it for
ya.

He picks up a phone on his desk and starts to dial.

LEO
...Yeah, I think I'll do that, this
very same night. Looking at you
moping around takes away all my...
What did you call it? Joy de veever.

Tom stands and walks over to the desk.

TOM
Joi de vivre.

He takes the receiver from Leo and prongs the phone.

LEO
Well look, if your gonna laugh at
me, the hell with you.

Tom walks to the door, putting an his hat.

TOM
And with you. I'll square myself
with Lazarre if you don't mind.
That's why God invented cards.

He pauses in the doorway and turns back to Leo.

TOM
...There is something you can do for
me.

LEO
Name it.

TOM
Think about what protecting Bernie
gets us. Think about what offending
Caspar loses us.

Leo chuckles good-naturedly.

LEO
Come on, Tommy, you know I don't
like to think.

Tom has stepped into the hallway and, just as he closes the
door:

TOM
Yeah. Well, think about whether you
should start.

The door clicks shut.

CUT TO BLACK

FADE IN

THE WOODS - CREDIT SEQUENCE

Although it is day, the tree cover gives an effect of almost
cathedral-like darkness. The sun filters down through the
leaves in gently shifting patterns.

We hear only the sound of the wind and the creaking and
groaning of tree limbs in the breeze.

Head titles are supered over the dissolving series of woods
scenes.

In the last woods scene the angle is low--almost ground-
level. The sun dapples the floor of the forest, which is
carpeted with pine needles.

With a whoosh of rustling leaves the wind gusts a fedora
into frame. For a moment it lies still in the foreground,
sunlight rippling over it, making it seem almost alive.
Then the wind picks up again and the hat tumbles away from
us, end over end, in slow motion into the background,
impossibly far away until... it disappears.

As we fade out, we hear a distant knocking.

FADE IN

CLOSE SHOT - TOM

Unshaven, eyes closed, motionless.

The head credits continue over this one-shot scene.

The knocking continues, faintly, offscreen. As we hear a
door opening we pull back to a looser shot, revealing that
Tom is slumped back on a tired green sofa.

A fat hand enters to shake Tom's shoulder.

VOICE
Wake up, Tommy.

Without opening his eyes:

TOM
I'm awake.

VOICE
You're eyes were shut.

TOM
Who're you gonna believe?

Tom sits up, though it seems like an effort. He looks sick.

From a small mirror behind the couch we see that we are in
the back room of a gambling establishment. The leavings of
a card game litter a table in the middle background.

TOM
...How'd I do?

VOICE
What do you think. You're a
millionaire. You gonna remember
your friends?

Tom reaches up to feel his head, and looks stupidly about.

TOM
...Where's my hat?

VOICE
You bet it, ya moron. Good thing
the game broke up before you bet
your shorts.

After a beat of staring at nothing in particular, Tom abruptly
lurches to his feet and staggers out of frame.

The other man sits heavily onto the couch that Tom has just
vacated. He is Fat Tony, a big man wearing an apron.

He watches as we hear Tom, offscreen, staggering across the
room, bumping into something which scrapes and then clatters
over, opening a door, staggering across tile, and then
vomiting.

Fat Tony watches with mild interest.

Finally:

TOM
...Who left with my hat?

TONY
Verna. Verna and Mink.

TOM
...Who?

Louder:

TONY
Mink and Verna.

Offscreen we hear a tap running.

TOM
...Thunderclap running tonight?

TONY
Yeah.

TOM
What's she leave at?

TONY
Three-to-one, more'n likely. Lay
off, Tom. You shouldn't go deeper
in the hole.

TOM
Tell Lazarre I want five hundred on
the nose.

Tony shrugs.

TONY
You would have it.

TOM
...Somebody hit me?

TONY
Yeah. Mink hit you.

TOM
...Whyzat?

Tony inspects a hangnail on his thumb.

TONY
You asked him to.

CUT TO

A HALLWAY

A loose shot looking over Tom's shoulder as he knocks on an
apartment door. Head credits continue.

The door swings open and Verna, an attractive but hard-
looking woman in her late twenties or early thirties looks
coldly out at Tom.

TOM
(still slightly woozy)
Miss me?

VERNA
You again. What now?

TOM
I want my hat.

VERNA
...Is that all you came for?

TOM
Yeah. I want my hat.

VERNA
I won it. It's mine.

TOM
What're you gonna do with it?

VERNA
Drop dead.

She slams the door.

There is a long, motionless beat.

Tom raises his hand and knocks again, missing the door
completely on his first try.

After a knock or two the door swings open again.

TOM
I need a drink.

VERNA
Why didn't you say so.

She steps away from the door and Tom enters the apartment.

As the door clicks shut we cut to black, and the last of the
movie's head credits.

Music plays under the credits, mixed in with the woods sounds
we heard earlier. As the last of the credits is fading to
black we hear a distant knocking, and from black we:

CUT TO:

CLOSE SHOT - A FEDORA

Lying on a marble bureau top in a dark room. A gently
rippling cookie plays over it--light from a streetlamp thrown
through a curtained window.

Reflected in the bureau mirror behind the fedora we see the
soft glow of a burning cigarette.

REVERSE

Tracking in on Tom, sitting in bed, smoking, staring at the
bureau.

The rippling street light plays over him from the window.

We hear a distant knocking.

WIDER

The bedroom, as Tom swings his legs around and gets out of
bed.

Tom throws on a dressing gown and leaves the bedroom through
its double oak pocket doors, closing the doors behind him.

LIVING ROOM

Also dark, lit only by streetlight filtering in.

The knocking is louder here.

Tom crosses the room, silhouetted against the windows, to
the apartment's front door. Light fans in as he opens it.

Shifting uncomfortably in the hallway is Leo, in an overcoat
and fedora.

LEO
'Lo, Tommy. Sorry about the hour.

TOM
I'll live. What's the rumpus?

LEO
Can I come in?

Tom thinks about this for the slightest beat.

TOM
Sure.

He lets Leo precede him into the living room.

Tom turns on a lamp that sits on a rolling bar.

TOM
...Drink?

LEO
I wouldn't mind... I tried calling
earlier.

TOM
I got home late.

As Tom sits down facing Leo with two drinks:

LEO
Well... Sorry about the hour.

TOM
Uh-huh.

He waits, with no apparent impatience.

The older man is uncomfortable; he is having trouble finding
the words.

Finally he lifts his glass and swallows it in one gulp.

LEO
...Not bad...

TOM
Better than the paint we sell at the
club.

LEO
That it is... That it is...

TOM
Thought about cutting Bernie loose?

Leo is shuffling his hat nervously from hand to hand.

LEO
Can't do it, Tommy, can't do it...
That's sort of why I'm... Tommy... I
don't know where Verna is.

Tom fixes him with a level stare, then takes a sip of his
drink.

TOM
Uh-huh.

LEO
I know what you're thinking: What
else is new? But the situation now,
I'm worried...

Tom blows out air.

TOM
Verna can take care of herself.
Maybe better than you can.

LEO
What does that mean?

Tom stands up, takes Leo's glass and walks back over to the
bar.

TOM
Want another?

LEO
No. What does that mean?

Tom turns to look at Leo, pauses, then decides to speak:

TOM
How far has she got her hooks into
you?

LEO
That's a hell of a question.

TOM
It's a grift, Leo. If she didn't
need you to protect her brother from
Johnny Caspar, d'you think she'd
still go with you on slow carriage
rides through the park? That is the
deal, isn't it? You keep Bernie
under wraps 'till Caspar cools down?

LEO
Jesus but you're a prickly pear.
What's wrong with her wanting her
brother taken care of?

TOM
Not a thing. I don't blame her.
She sees the angle--which is you--
and she plays it. She's a grifter,
just like her brother. They probably
had grifter parents and grifter
grandparents and someday they'll
each spawn little grifter kids--

LEO
Stop it, Tommy. I don't like to
hear my friends run down. Even by
other friends.

Tom shrugs.

TOM
Friendship's got nothing to do with
it.

LEO
The hell you say. You do anything
to help your friends. Just like you
do anything to kick your enemies.

TOM
Wrong, Leo. You do things for a
reason.

LEO
Okay, Tom, you know the angles--
Christ, better than anybody. But
you're wrong about this. You don't
know what's in Verna's heart...

Tom stares down into his drink. There is an awkward pause.
Then finally, without looking up:

TOM
Leo, throw her down. And her brother,
too. Dump her.

Leo looks like he has just been stepped on.

LEO
Jesus, Tom... Verna's okay...

He nods to himself.

LEO
She's a little wild, but she's okay.
I like her.

Tom smiles.

TOM
Yeah, you like her. Like the Kaiser
likes cabbage. You're dizzy for
her.

Leo scowls at Tom.

LEO
What of it? Jesus, Tom, ain't you
ever been bit by that bug?

TOM
Leo, if she's such an angel, why are
you looking for her at four in the
morning?

Leo digs his hands into his pockets and slouches back,
profoundly embarrassed.

LEO
I put a tail on her this afternoon.

TOM
Hah!

LEO
Yeah, I asked Rug Daniels to follow
her around--just, you know, just to
keep her out of trouble.

TOM
And to tell you what trouble she was
managing to whip up herself.

LEO
It wasn't to spy, Tom; I was worried.
After that meeting with Caspar, well--
you can't be too careful.

TOM
Uh-huh. And what did Rug tell you
that has you scurrying over here?

LEO
That's just it. Nothing. He's
disappeared.

Tom laughs humorlessly.

TOM
So you've lost your ladyfriend and
the tail you put an her.

LEO
I guess it does sound pretty sorry
at that...

He looks from his empty glass up to Tom.

LEO
...Help me out, Tom. I wouldn't
know where to start looking. You
know Rug's crowd, you know the people
Verna runs with. I'm just worried
now, with things the way they are
between me and Caspar--

Tom gives a wave of disgust.

TOM
You shouldn't be confronting Johnny
Caspar, it's what I've been trying
to tell you. You can't trade body
blows with him. He's gotten too
strong.

For the first time Leo displays some testiness:

LEO
I reckon I can still trade body blows
with any man in this town...

He sighs, looks back down at his drink.

LEO
...Except you, Tom.

TOM
And Verna.

Leo smiles good-naturedly.

LEO
Okay, give me the needle. I am a
sap, I deserve it...

He stands and walks to the door.

Tom doesn't move. His eyes remain fixed on the chair Leo
has just vacated.

Leo pauses in the open doorway.

LEO
...Thanks for the drink. Let me
know if you hear anything...

The door closes and he is gone.

Tom grimaces and stands up.

Sunlight is just starting to come in through the windows,
defining for the first time the corners of the large semi-
circular room as Tom walks across it to the bedroom.

Distant early-morning traffic noise is filtering up from the
street.

INT. BEDROOM

As Tom opens the double oak doors and enters, leaving them
open.

He crosses to the bed and sits an its edge, hunched forward,
thinking. Behind him, a woman stirs.

WOMAN
(sleepily)
Who was that?

TOM
Leo...

He takes a cigarette from the nightstand and lights it.

TOM
...He's looking for you.

Verna stiffens.

VERNA
Did you tell him I was here?

TOM
No.

Verna relaxes.

VERNA
Did you put in a good word for my
brother?

TOM
No.

VERNA
You said you would.

TOM
...I said I'd think about it.

VERNA
What did you tell him?

Tom is lost in thought. He exhales smoke.

TOM
...Did you see Rug Daniels last night?

VERNA
No. What did you tell Leo?

Tom finally turns to face her. After looking at her for a
beat:

TOM
...I told him you were a tramp and
he should dump you.

A shoe flies past his head and hits the wall behind him.

VERNA
You're a son of a bitch, Tom.

EXT. ALLEYWAY - EARLY MORNING

We are on an extreme close shot of a small dog. Behind him,
in the distance, we can see the mouth of the alley.

The dog is on point, perfectly still, one front leg crooked
and raised off the ground, his ears pointed straight up, his
eyes in a fixed stare.

A MAN

is slouched, half-sitting, against the wall of the alley.
He is motionless. His mouth is agape. His eyes are rolled
up in a lifeless stare.

He is wearing an overcoat but it is unbuttoned and reveals a
blood stain in the middle of his chest. His fedora lies on
the ground near one of his splayed hands.

There is something subtly odd about his hair.

CLOSE SHOT A LITTLE BOY

Perhaps five years old. He stares down at the dead man in
front of him.

CLOSE SHOT THE MAN

Staring vacantly.

THE BOY

After a moment, he reaches forward.

THE MAN

As the boy's hand enters frame. The boy pokes once at the
man's shoulder.

There is no reaction.

The boy touches the top of the man's head.

The man's hair slips forward a couple of inches over over
his forehead.

THE BOY

Staring.

THE MAN

Also staring, his skewed hairpiece ill becoming his stunned
expression.

The boy reaches forward and takes the hairpiece off the man's
head. Now a bald man stares off into space, still looking
stunned, still quite dead.

WIDE SHOT THE ALLEY

The dead man and the little boy face each other in profile
in the middle foreground. In the background, between them,
the little boy's dog faces us, still on point, still whining.

The little boy is fascinated by the hairpiece he holds. He
turns it over and around, and looks from it to the dead man.

Suddenly the boy turns and runs, away from us, towards the
mouth of the alley, still clutching the hairpiece.

As he passes the dog it turns and runs after him, wagging
its tail, happy to be leaving.

FADE OUT

FADE IN

INT. DINER - EVENING

A man sits facing us at the counter in the foreground. His
face is hidden by the newspaper he is reading.

The page of the newspaper being presented to the camera bears
a story headlined:

GANGSTER SLAIN. The subhead: Politician's "Aide" Found Dead
in Alley.

After a beat the diner drops the paper to the counter, and
we see that it is Tom, wearing overcoat and hat. He is
grimacing at whatever he was reading. He stands and digs
into his pocket.

REVERSE

Looking down at the newspaper an the counter, next to a
steaming cup of coffee. Tom's hand enters to put some change
on the counter, leaves, and we hear his receding footsteps.

The headlined story on the page Tom was reading is:
THUNDERCLAP INJURED IN RACING MISHAP.

CUT TO

TRACKING IN TO CLOSE SHOT PLAQUE

Set into the brick of a building's exterior, it reads:
SHENANDOAH CLUB. In script underneath: Members Only.

INT. THE CLUB - NIGHT

Tracking towards the front door as Tom enters. He puts his
coat and hat on the check counter.

TOM
Hello, Beryl--

Her arm sweeps across frame to slap Tom hard.

CHECK GIRL
(off)
Ain't you got a conscience?

Tom stares dumbly.

ON BERYL

A diminutive woman in a french maid's uniform with a pill
box hat. She rocks her weight on one leg with her hands
proceed defiantly on her hips.

BERYL
...It's a little voice inside that
tells you when you been a heel!

TOM
Mine's been mum lately--what'd I do?

BERYL
Stood me up is all. Made me wait an
hour and a half is all? Or maybe
you don't remember sayin' you'd pick
me up after work last night. I seen
heels in my time, sure, plenty of
'em! But none so low as couldn't
tell me to my face when they was
sick of me!...

She throws a check number at him.

BERYL
...You know where you can stick it!

CUT TO

TRACKING SHOT

Pulling Tom as he walks across the gambling floor. He is
joined by a nervous young man in a tuxedo.

MINK
'Lo Tom. What's the rumpus?

TOM
Mink.

Mink throws a glance back in the direction of the coat check.

MINK
...I see you got your hat back.

TOM
Yeah, what of it.

MINK
Not a thing, Tommy. I got not a
thing to say. Listen, Bernie wants
to see you. It's important.

TOM
Well I'm right here, and I'm not
made of glass.

MINK
Yeah, but he's nervous walkin' around
in public. He's a right guy, but
he's nervous, Tommy! He's very
nervous! Who wouldn't be?!

Tom looks at Mink for the first time.

TOM
Mink--

MINK
The spot he's in, who wouldn't be!
He asked me to ask you to ask Leo to
take care of him. You know, put in
a good word with Leo. Leo listens
to you. Not that Leo wouldn't help
the Motzah anyway! A guy like Bernie?
A square gee like the Motzah! A
straight shooter like him?

TOM
I don't get it, Mink--

MINK
What's to get?! It's as plain as
the nose--

TOM
I thought you were Bluepoint's
sycophant.

MINK
Yeah Tom, that's right. But a guy
can have more than one friend, can't
he? Not that I'd want Bluepoint to
know about it, but a square gee like
the Motzah? He's a right guy, Tom!
He's a straight shooter! I know
he's got a mixed reputation, but for
a sheeny he's got a lot a good
qualities!

Tom has reached the foot of a large staircase. He turns to
look at Mink with mild curiosity.

TOM
Why should I care what happens to
Bernie?

MINK
C'mon Tom, you like Bernie dontcha?

TOM
I don't like anybody, Mink, you know
that.

MINK
Well, you like his sister.

TOM
What's that supposed to mean?

MINK
Nothing, Tom. If it ain't my business
I got not a thing to say.

Tom studies Mink for a beat.

TOM
What's going an between you and
Bernie?

MINK
Nothin, Tom! We're just friends--
you know, amigos?

He sucks on his cigarette and looks nervously around the
floor, then back at Tom, who stares coolly back.

TOM
You're a fickle boy, Mink. If
Bluepoint found out you had another
"amigo"--well, I don't peg him for
the understanding type.

Mink is startled. In a high shrill voice, as Tom walks up
the stairs, clutching his drink:

MINK
Find out!? How would he find out?!
Damnit Tom, me and you ain't even
been talking! Jesus Tom, damnit,
Jesus!

INT. LEO'S OFFICE

Pulling Tom as he enters the office.

LEO
(Off)
'Lo, Tom. You know O'Gar...

REVERSE

Leo faces us from behind his desk.

Seated in two chairs facing the desk, twisting around to
greet Tom, are two men. O'Gar is a large man wearing a police
uniform. Dale Levander wears a suit; a florid man with a
shock of white hair, in his mid-sixties.

LEO
...and the mayor.

TOM
I ought to. I voted for him six
times last May.

Levander chuckles.

LEVANDER
And that ain't the record, either.

Tom is crossing to the bar.

LEO
Verna turned up. She's downstairs.

Tom, his back to Leo as he pours a drink, stiffens.

TOM
...She say where she'd been?

LEO
No, I uh... didn't want to press
her. Hear about Rug?

Drink in hand, Tom turns and crosses to perch an a corner of
Leo's desk.

TOM
Yeah, R.I.P.

LEO
They took his hair, Tommy. Jesus
that's strange. Why would they do
that?

TOM
Maybe it was Injuns.

LEO
Eye-ties, more like it. Giovanni
Casparro.

TOM
So you figure it was Caspar bumped
Rug?

Leo, with a puzzled smile, glances at O'Gar and the mayor,
and then back at Tom.

LEO
...Well it's pretty obvious ain't
it?

TOM
Mm... So what's the plan?

LEO
Jump on the guinea hard. With both
feet.

He looks at the mayor who shifts uncomfortably in his seat.

LEO
...Give him the low-down, Dale.

MAYOR
Yes, well... Leo here has just
reminded us that Mr. Caspar operates
several clubs in our city wherein
the patrons imbibe of rum and play
at games of chance.

Morosely:

O'GAR
And we're supposed to stop the party.

TOM
Uh-huh...

Looking at Leo, he jerks his head towards the two men.

TOM
...They don't seem too happy about
it, Leo.

O'GAR
Naw, it ain't that, Tom.

MAYOR
Jesus, Tom! We do as we're told!

Tom ignores them.

TOM
Maybe they're right not to like it.
Stirring up this hornets' nest won't
be good for anyone. And it'll mean
killing.

LEO
Well I'm not thrilled about it either,
but I can't just lay down to Caspar.

TOM
You could do worse. You might not
like it, but giving up Bernie Bernheim
is a pretty small price to pay for
peace. Business is business and a
war's going to hurt everybody. Bernie
plays with fire, he's got to deal
with the consequences--even if that
means he gets bumped off.

LEO
Sweet Jesus, Tom, that ain't even
the point anymore. Caspar popped
Rug. The day I back down from a
fight, Caspar is welcome to the
rackets, this town, and my place at
the table. I didn't start this thing,
but--

Tom's voice is sharp:

TOM
You did start it--you and Verna--

The mayor has risen to his feet.

Uncomfortably:

MAYOR
We can dangle, Leo, if you'd prefer.

LEO
Siddown Dale, we're all friends here.

TOM
--and Caspar hasn't broken the rules,
Bernie has--and you too, by helping
him. And if that isn't enough,
consider that if you make it a war,
you have more to lose than Caspar.

Leo is getting up from behind the desk and walking over to
stare out the window.

LEO
Okay, but more to beat him with.
Jesus, Tom, the two of us've faced
worse odds.

TOM
But never without reason. It helps
to have one.

Leo doesn't reply. Tom is irritated, but shrugs indifference.

TOM
...Well, it's your call.

He gets to his feet and starts for the door.

TOM
...My opinion use to count for
something around here, but it's always
yours to take or leave.

Leo has turned from the window and is striding after Tom,
gesturing apologetically.

LEO
Aw, c'mon Tommy. Its not like that...

The door clicks shut.

LEO
...Goddamnit. Goddamn kid is just
like a twist.

CUT TO:

FAT TONY

Tending the downstairs bar as Tom stalks over.

TOM
Gimme a stiff one.

TONY
No small talk, huh? They shoot your
nag?

Tony has finished pouring a shot of whiskey which Tom
immediately knocks back.

TOM
If there's any justice. Verna around?

TONY
She stepped into the ladies, room.
You got Lazarre's five hundred?

TOM
He'll have to carry me for a few
days.

Tom is pouring himself another drink.

TONY
He ain't gonna like that. Couldn't,
you get it from Leo?

Tom is irritated:

TOM
It's not Leo's debt. I'll pay my
own way.

TONY
I admire a man of principle. Does
this go on the tab?

Drink in hand, Tom is already walking away.

INT. LADIES' LOUNGE

As Tom bangs through the door, still carelessly holding his
tumbler of whiskey. A rogue lock of hair hangs down over
his forehead.

TOM
Close your eyes, ladies, I'm coming
through.

REVERSE

The hubbub of female voices evaporates as all turn to look
at the male intruder.

The lounge's decor is done in various shades of pink.

Some of the women apply make-up facing the large bulb-
encircled mirrors on overstuffed seashell shaped pink chairs.
Other women sit, smoking, in the banquettes that line the
other wall.

All react to Tom's entrance with surprise mixed with various
degrees of outrage, and they hurry to gather their things
and leave. The one exception is Verna, who looks at Tom
with unperturbed distaste.

As he crosses to her seashell chair:

TOM
Who's the warpaint for?

VERNA
Go home and dry out.

TOM
You don't need it for Leo, believe
me. He already thinks you're the
original Miss Jesus.

She glances hurriedly around the lounge, but the last of the
women are already leaving.

VERNA
...What the hell's the matter with
you?

TOM
What's the matter with you? Afraid
people might get the right idea?

Verna studies him for a beat.

VERNA
Leo's got the right idea. I like
him, he's honest and he's got a heart.

Tom weaves a couple of steps closer to her.

TOM
Then its true what they say.
Opposites attract.

VERNA
Do me a favor and mind your own
business.

She turns back to the mirror and starts applying her lipstick.
Tom drops down to face her in the mirror.

TOM
This is my business. Intimidating
helpless women is part of what I do.

VERNA
Then find one and intimidate her.

Tom swallows the rest of his drink in one gulp.

TOM
Leo's upstairs getting ready to shoot
himself in the foot on your account.

VERNA
I don't know what you're talking
about.

TOM
He's gonna go to the mat for your
brother. And it's gonna hurt him.

VERNA
I don't know Leo's business, but
he's a big boy.

TOM
He used to be.

Verna pauses with the lipstick. She looks at Tom intently
but her tone softens.

VERNA
Look. What do you want, Tom? You
want me to pretend I don't care what
happens to Bernie? Well I do. He's
my brother and I don't want him to
get hurt. If Leo wants to help him
out I'll step out with him, show him
a good time in return. There's no
harm in that.

TOM
There's a name for that kind of
business arrangement.

VERNA
I'll do what I have to for Bernie
and there's no reason for you to try
and queer that. Regardless of what
you think of me, Bernie's a decent
guy.

TOM
A straight shooter, huh? A square
gee?

VERNA
Yeah, sneer at him like everyone
else. Just because he's different.
People think he's a degenerate.
People think he's scum. Well he's
not.

TOM
Poor misunderstood Bernie.

Verna swivels around to stare quizzically at Tom.

VERNA
...What is this about? You want me
to stop seeing Leo... Why don't you
just say so?

TOM
I want you to quit spinning Leo in
circles and pointing him where to
go.

VERNA
I forgot--that's your job, isn't it?

TOM
I'll do what I have to to protect
Leo. I'm asking you--politely, for
me--to leave him alone. I don't
have to ask. If I told him about
our little dance last night, your
pull would dry up pretty fast.

Now Verna is irritated:

VERNA
So would yours. I don't like being
threatened.

TOM
I don't like being played for a
sucker. That game might work with
Leo but it won't work with me.

VERNA
You think last night was just more
campaigning for my brother?

TOM
I can see the angles...

He grabs her by the arm and drags her roughly to her feet.

TOM
...And I know if there was a market
for little old ladies, you'd have
Grandma Bernheim first on line.

VERNA
(struggling to get
out of his grasp)
You're a pathetic rumhead.

TOM
And I love you, Angel.

Tom takes her hat off, tosses it onto the chair, and kisses
her roughly on the lips.

Verna breaks away and socks him on the jaw. Tom staggers
back, upsetting a table of toiletries and landing against a
banquette.

He throws his empty whiskey glass at Verna.

She ducks and it smashes into the mirror.

They stand staring at each other for a beat, breathing hard.
Tom has a smear of lipstick near one side of his mouth.

Finally:

VERNA
...I suppose you think you've raised
hell.

She picks up her stole and heads for the door.

Tom stands staring at her back, swaying, ever so slightly.

TOM
Sister, when I've raised hell you'll
know it.

CUT TO:

INT. TOM'S APARTMENT

A wide shot, facing the semi-circular windows, the door of
the apartment behind us. A large easy chair in the middle
foreground faces away from us: a smaller chair is at the
window end of the room, facing us.

At the cut we hear the ringing of the telephone.

Offscreen we can hear the unhurried scrape of a key in the
lock, then the door opening, then the door closing.

Tom's back enters frame as he strolls into the room and then
disappears briefly through an open doorway to the right. We
hear an icebox door opening and closing, and then Tom reenters
again, still not reacting to the insistently ringing phone.
He is now holding a balled-up towel.

He walks over to the facing chair at the window end of the
room, shrugs off his overcoat, drapes it on the chair, sits,
crosses his legs, takes off his hat, tosses it onto the
upraised toes of his crossed leg, tilts his head back, and
presses the towel against his forehead--apparently it is an
icepack.

We are beginning to track slowly towards him.

After a beat he takes out a cigarette, lights it, and reaches
back for the phone that refuses to stop ringing.

TOM
Yeah...

He casually looks forward, just off to one side, at a specific
point in space. He does not react to whatever he is hearing.

TOM
...I need a couple days... Because I
don't have it now...

We are almost in close shot now. His gaze is still fixed
and emotionless.

TOM
...Because I say so... What would be
good enough?... Well, if it'll make
him feel any better, tell Lazarre he
can send someone by to break my legs.
I won't squawk.

He prongs the earpiece, still looking off. The track has
stopped in close shot. He exhales a stream of smoke, then
after a beat:

TOM
...'Lo, Bernie.

REVERSE

Slouched in a chair, in the corner of the room, facing Tom,
is Bernie Bernheim. He is about thirty and wears his overcoat
and hat and a good-natured smile. He holds an apple in one
hand and a paring knife in the other. The long peel of the
apple corkscrews down off the knife.

BERNIE
'Lo, Tom. What's the rumpus?

TOM
C'mon in, make yourself at home.

BERNIE
Yeah, you weren't here so I thought
I'd do that. Didn't wanna answer
the phone, though. Figured it wasn't
for me.

TOM
Uh-huh.

After a silent beat, Bernie chuckles.

BERNIE
...I get it, get to the point, huh?
Okay. The point is: I'm a good guy.

TOM
I've heard that from a lot of people
today.

Bernie slices off an apple section and holds it out to Tom,
who shakes his head.

BERNIE
Good guy, lot of friends--that's the
way it works. Maybe if you
appreciated me a little more, you
wouldn't be making waves with Leo.

He pops the slice in his mouth.

BERNIE
It's a bad time to be doing that. I
mean, right now we're both in a jam.
I hear you're on a bad streak, short
of funds, and I've got that psychotic
guinea mad at me. Don't ask me why;
I'm just a small-timer trying to get
by, like everyone else. I need help
from my friends. Like Leo. And
you.

TOM
Leo gets your sister, what're you
selling me?

BERNIE
C'mon Tom, its not like that at all.
Wasn't my idea. She'll sleep with
anyone, you know that. She's even
tried to teach me a thing or two
about bed artistry. Can you believe
that--my own sister! Some crackpot
idea about saving me from my
friends...

Bernie laughs pleasantly.

BERNIE
She's a sick twist all right. I
guess some guys like that.

TOM
She speaks highly of you.

Bernie shrugs.

BERNIE
Yeah, well, you stick by your family.
The point is, I can help you with
your debts if that would make us
friends. My motto is, a guy can't
have too many. Big payday Saturday,
Tom. You could be in on it.

For the first time, Tom is interested.

TOM
Another fix? Which fight?

BERNIE
Well that's confidential at the
moment. But it doesn't have to stay
that way.

Tom gives Bernie a speculative eye.

TOM
How d'you know about it? Caspar
isn't laying any more bets with you.

BERNIE
Mm.

Tom gives a humorless smile.

TOM
...You must really have Mink jumping
through hoops.

Bernie is getting to his feet wiping the knife blade on his
coat.

BERNIE
Like I say, you can't have too many.

He pauses at the open door, looks up and down the hall and
turns to look at Tom.

BERNIE
...We got a deal?

TOM
...I'll think about it.

On his way out:

BERNIE
I wouldn't want it any other way.

On the click of the door latch we cut to:

STREET DAY

Pulling Tom along the sidewalk.

TOM
Cud...

He is calling out to a short rail-like man lounging against
a building who joins him as he walks. Cud has small sharp
features except for one cheek, which is hugely distended by
a wad of chewing tobacco.

TOM
...My credit still good with you?

Cud gives a so-so flutter of his hand.

TOM
...Give me a hundred across on Tailor
Maid in the third tonight.

Cud shakes his head.

CUD
Lazarre won't like it.

TOM
Try fifty across.

Cud shrugs.

CUD
I'll try. That'll make another one-
fifty you owe him.

TOM
Only if I lose, Cud.

CUD
Tommy, the way you're goin'--horses
got knees?

TOM
I dunno. Fetlocks.

CUD
Well the way you're goin', if I was
a horse I'd be down on my fetlocks
prayin' you don't bet on me.

Another man, a huge man, has walked up to flank Tom's other
side. This is Frankie.

FRANKIE
Drift, small guy.

CUD
Drop dead, ape.

FRANKIE
C'mon Tom, my boss wants to see you.
He didn't have time to engrave nothin'
formal.

Cud starts to fade away.

CUD
I'll see you later, Tommy. I gotta
go spit.

INT. ROOM

It is a large room with a couple of card tables, straight-
backed chairs, a ratty sofa--a sparsely furnished card room
off the main floor of a club.

At the cut we are tracking behind Tom into the room as Frankie
and Tic-Tac, a small ferret-faced-man, escort him in.

We hear a woman's voice speaking rapid-fire Italian.

Bluepoint is sitting on the couch, wearing his overcoat and
his hat pushed back an his forehead.

Sitting at one of the card tables is Caspar. With him is
his wife, a short, very round Italian woman, and his son,
Johnny Jr.

Johnny Jr., about five years old, is also very round. He
wears a suit with short pants that reveal dimpled knees.

Bluepoint, an the couch, is watching the domestic scene
without any particular warmth.

CASPAR
Whaddya mean he's eatin' too much?
Whadduz the goddamn doctor know?

He turns to the little boy.

CASPAR
...What you eat for lunch?

JOHNNY JR.
A hot dog.

CASPAR
Just a hot dog?

The boy shakes his head.

JOHNNY JR.
A hot dog and mustard.

Caspar throws his head back and roars with laughter.

CASPAR
A hot dog with mustard! A hot dog
with mustard! You hear that,
Bluepoint! The kids as smart as a
whip! Even Uncle Bluepoint thinks
that's funny.

Bluenpoint's face is a solem mask.

CASPAR
...Whadduz the goddamn doctor know!

Caspar wipes away tears of mirth and digs in his pocket with
his left hand. Extending two closed fists towards the boy:

CASPAR
...G'head, which hand is the penny
in?

The boy touches his right fist.

CASPAR
...Choose again.

The boy just looks at him.

CASPAR
...Okay, here ya go. Take the penny.
Shiny new penny.

To his wife.

CASPAR
...Take the kid. Wait in the car.
Give'm a penny, boys.

Tic-Tac and Frankie dig in their pockets for change as the
boy and his mother cross to the door.

FRANKIE
I ain't got a penny, boss.

Caspar has turned his attention to a check book that lies on
the table in front of him.

As he writes:

CASPAR
Ah, well, that's a penny ya owe him.
'Lo Tom, what's the rumpus? You
like kids?

TOM
No.

Absently:

CASPAR
Uh-huh. Have a seat. G'ahead.

He tears out the check.

CASPAR
...Well, you're missin' out on a
complete life. I know, kids, big
deal, but still, I'm tellin' ya.

He blows on the check.

CASPAR
...Anyway... Thanks for comin' by.
I just wrote this check out to your
bookmaker, Lazarre. It's for an
even fifteen hundred, which is more
than I hear you owe him but I figure
you can always use some money on the
cuff, a high roller such as yaself
whaddya say?

TOM
...Thanks.

Caspar laughs.

CASPAR
Always the yapper, huh? Well, you're
welcome. You wanna know why I'm
putting you square with Lazarre?

TOM
Not particularly.

CASPAR
Bad feeling. It ain't a good thing.
It's a poison, kid. I want everybody
to be friends. I do this, you're
friends with Lazarre, he's friends
with you, and you're friends with
me. And all you gotta do, show you're
a friend, is to give me Bernie
Bernheim. You know it's the right
thing anyway; I can't keep any
discipline if I can't punish the
people I need to punish. The Motzah
steals from me, I can't have Leo
givin' him a shiny new penny... You
find some way to make Leo understand
that.

TOM
So the deal is, I give you the Motzah,
smooth it over with Leo, and you
bail me out with Lazarre.

CASPAR
Yeah, then we're all friends again:
You, me, Leo, Bluepoint.

Bluepoint sneers from the couch:

BLUEPOINT
We can maybe have tea sometime.

CASPAR
C'mon, Bluepoint. Friends is a mental
state. Wuddya say, kid?

TOM
...I'll think about it.

CASPAR
He'll think about it. Hear that,
Bluepoint? That's terrific. The
kid's a thinker.

BLUEPOINT
Does he want a pillow for his head?

CASPAR
Okay kid, think about it. It's a
mental state. But make it quick, my
family's waitin'.

TOM
I'll think about it and tell you
later.

BLUEPOINT
He needs to think in the thinking
room.

Caspar shakes his head sadly.

CASPAR
Kid, if it'll help you think, you
should know that if you don't do
this you won't be in any shape to
walk outa here.

Tom considers this.

TOM
...Would that be physically, or just
a mental state?

Caspar stares at him for a beat, then slowly starts to tear
up the check.

CASPAR
...That ain't friendly, kid. I make
you a nice offer, I get the high
hat.

He gets up and walks over to the door. Tic-Tac opens it for
him and precedes him out.

Before following Caspar out the door, Bluepoint grins at
Tom.

BLUEPOINT
Too bad for you, smart guy.

He leaves, shutting the door.

The room is quiet.

Tom looks at Frankie, the large man, who looks back.

Frankie stands, takes off his suit coat, and hangs it
carefully on a rack by the door.

He approaches Tom.

TOM
Hold it.

Frankie complies. Tom is standing and shrugging off his
coat. He folds it neatly and turns to lay it on the chair
he was in.

When he turns around again he is holding the chair and he
smashes it into Frankie's face.

Frankie staggers back but doesn't drop. He reaches up to
his nose and his hand comes away bloody.

FRANKIE
...Jesus, Tom.

Tom still holds the chair.

Frankie looks at him for a moment, then walks over to the
door, opens it, and leaves, shutting it behind him.

The room is very quiet. Tom stands facing the door, still
holding the chair. After a beat or two, he starts to put it
down.

The door opens and he quickly raises the chair again.

Tic-Tac, the little man with the hawk nose, is striding into
the room, briskly approaching Tom. Frankie, the gorilla,
follows cautiously.

Tic-Tac blocks Ton's swing of the chair with his forearm,
wraps both arms around it and pulls it away from Tom. As
Frankie circles Tom, Tic-Tac tosses the chair across the
room.

Frankie, now behind Tom, wallops him in the small of the
back. The blow sends him staggering towards Tic-Tac, who
cracks him in the jaw.

Frankie grabs Tom's hair and yanks his head back as Tic-Tac
works on his midsection. Tom's hands are reaching back to
grope for Frankie.

Still holding his hair with one hand, Frankie cuffs Tom
awkwardly on the side of the head. Tom staggers around and
Tic-Atc, now behind him, also hits him on the side of the
head.

Tom goes down. His head hits the floor with a thunk.

We are on a low angle an the floor. Behind Tom's head, in
the background, we see the door to the room.

The door splinters in with a loud crash.

Frankie's feet are walking up alongside Tom's head, as blue
uniforms stream into the room.

FRANKIE
Just in the nick of time, huh?

He brings his foot back to deliver a walloping kick to the
back of Tom's head. On the impact we cut to:

BLACK

Over black we hear the sound of running water.

FADE IN

TOM

Gasping for air as his head is pulled out from under a running
faucet.

The uniformed policeman who was holding him there and is now
pulling him back up, grins at him.

COP
No harm done. Unless your friend
broke his foot.

Tom is still woozy.

TOM
...Wuzzit... How long... What day is
it?

COP
Friday, 12th of September, 1929.
Same as when you left us, about ten
seconds ago...

He is leading Tom by the arm out of the cramped bathroom,
back into the card room where he was beat up. Another cop
has Frankie cuffed in a straightbacked chair and is taking
roundhouse swings at him. He pauses, breathing heavily.

SECOND COP
...'Lo, Tom. Care to skin a knuckle
on your playmate here?

TOM
No... thanks, Delahanty...

As Tom and the first cop leave the card room:

SECOND COP
Well if you change your mind, we'll
be interrogatin' for a while...

Tom and his escort are emerging onto the casino floor.

FIRST COP
What was that party about, anyway?

TOM
We do this every weekend.

Blue uniforms are everywhere.

Some are escorting tuxedoed patrons and employees to the
exit; some wield axes on the gaming equipment; others are
using nightsticks to smash the bottles behind the bar.

Tom winces at this and lights a cigarette.

TOM
Jesus...

He takes a battle and glass from a table as they walk by.

TOM
...What the hell is the matter with
you people?

FIRST COP
Well, they said make it hurt... So
we make it hurt.

EXT. THE BUILDING

We see that the building's facade claims to be SABBATINI'S
ANTIQUES AND COLLECTIBLES.

Tom weaves across the street with his battle and glass towards
O'Gar, the police chief, leaning against a squad car, chewing
a toothpick.

He is watching morosely as his men load other men into
paddywagons; the street is clogged with police vehicles.

TOM
Drink, O'Gar?

O'Gar does not bother to look at Tom as they talk; he is
unhappily watching the spectacle.

O'GAR
I'm on duty.

Tom pours himself a glass.

TOM
To Volstead...

He tosses back a shot.

TOM
...Any news on Rug?

O'GAR
Still dead, far as I know.

TOM
Get a slug out of him?

O'GAR
Yeah, a .22. Listen, Tom, I'm just
the chief around here, so don't bother
telling me if you don't happen to
feel like it, but what the hell is
Leo doing?

TOM
Ours is not to reason why, friend.

O'GAR
Balls. Look at this mess. Make him
listen to you, Tom. It ain't right,
all this fuss over one sheeny. Let
Caspar have Bernie--Jesus, what's
one Hebrew more or less?

He nods at the building.

O'GAR
...We're burning our mealticket here.

TOM
Leo'll do what suits him, and you'll
do what he tells you. Last I heard
Leo's still running this town.

O'GAR
He won't be for long if this keeps
up. It's no good for anyone--you
said as much yourself.

TOM
First off, O'Gar, I can say what I
please to Leo and about him...

He taps him on the chest.

TOM
...You can't. Second, once Leo
decides--that's that. And if that
sticks going down, there are plenty
of other coppers wouldn't mind being
chief, and could swallow it clean.

O'Gar looks chastened.

O'GAR
Jesus, Tom, I was just speculatin'
about a hypothesis. I know I don't
know nothin'. It's just a damn mess
is all--

He is interrupted by gunfire from an upper story of the facing
building.

O'Gar's men react, finding cover, returning the fire.

O'Gar unholsters his gun as he and Tom scramble for cover.

O'GAR
...a goddamn mess.

HALLWAY

We are shooting over Tom's shoulder as he knocks at the door
to Verna's apartment.

After a beat, Verna opens the door.

On seeing who it is she starts to swing the door shut.

Tom puts his toe in the doorway and leans into the door.

As he pushes his way in:

TOM
Thanks, don't mind if I do.

INT. APARTMENT

As Verna gives up and Tom enters.

Verna walks over to the phone. As she dials, Tom tosses his
hat onto a chair and checks the apartment to see if they're
alone.

VERNA
Hello, officer, I'd like to report
an intruder at 346 West--

Tom grabs the phone away from her.

TOM
Who's this?... 'Lo, Shad, Tom
Duchaisne here. We won't be needing
any today... That's right, my mother.
She didn't recognize me. Lemme talk
to Mulvaney.

He takes a flask out of his packet and looks across the room
towards Verna.

TOM
...Miss me?

VERNA
Drop dead.

We hear a voice barking through the line and Tom turns back
to the phone.

TOM
...'Lo Sean, tell O'Gar to send a
car over to Leo's tonight. If we're
going to be banging away at Caspar
we ought to be ready for him to bang
back... Yeah.

He hangs up the phone and tips the flask back, draining the
last drop.

VERNA
What do you want?

Tom is crossing to the bar.

TOM
I was in the neighborhood, feeling a
little daffy. Thought I'd drop in
for an aperitif.

He pours himself a drink.

TOM
...Rug Daniels is dead.

VERNA
Gee, that's tough.

TOM
Don't get hysterical. I've had enough
excitement for one night without a
dame going all weepy on me.

VERNA
I barely knew the gentleman.

TOM
Rug? Bit of a shakedown artist.
Not above the occasional grift, but
you'd understand that. All in all
not a bad guy, if looks, brains and
personality don't count.

VERNA
You better hope they don't.

He gives her a sick grin.

TOM
...Yeah well, we're none of us the
saint I hear your brother is.

VERNA
Who killed him?

TOM
Leo thinks Caspar did.

VERNA
But you know better.

TOM
I do now. Caspar just tried to buy
me into settling his tiff with Leo,
which held hardly do if he was waging
war. So I figure you killed him,
Angel. You or Saint Bernard.

VERNA
Why would I--or my brother--kill Rug
Daniels or anybody else?

TOM
Rug was following you. He knew about
you and me. That wouldn't help your
play with Leo, would it?

He looks at her. She holds his gaze.

VERNA
You think I murdered someone. Come
on, Tom, you know me a little.

TOM
Nobody knows anybody--not that well.

VERNA
You know or you wouldn't be here.

TOM
Not at all, sugar. I came to hear
your side of the story--how horrible
Rug was, how he goaded you into it,
how he tried to shake you down--

VERNA
That's not why you came either.

Tom shrugs.

TOM
Tell me why I came.

Verna looks at him.

VERNA
The oldest reason there is.

TOM
There are friendlier places to drink.

VERNA
Why can't you admit it?

TOM
Admit what?

VERNA
Admit you don't like me seeing Leo
because you're jealous. Admit it
isn't all cool calculation with you--
that you've got a heart--even if
it's small and feeble and you can't
remember the last time you used it.

TOM
If I'd known we were going to cast
our feelings into words I'd have
memorized the Song of Solomon.

Verna smiles.

VERNA
...Maybe that's why I like you, Tom.
I've never met anyone made being a
sonofabitch such a point of pride.

She turns to walk across the room.

VERNA
...Though one day you'll pay a price
for it.

Tom grabs her wrist.

TOM
Okay, Verna. But until then, let's
get stinko.

He draws her close.

VERNA
...Let's do something else first.

She reaches up, takes off his hat, and tosses it casually
away. We pan with the hat to where it lands on the floor,
in front of a curtained window.

TOM
(off)
Yeah. Let's do plenty.

DISSOLVE THROUGH TO

ANOTHER WINDOW - NIGHT

A living room window, open, its white sheers billowing lazily
in the draft.

Faintly, from another room in the house, we can hear a
phonograph playing John McCormack singing "Danny Boy".

At the cut we hear a thump, close by, and briefly the sounds
of a struggle. We then hear a breathy, gurgling sound, which
quickly subsides.

The living room is late-night quiet.

The shot is a lateral track, which brings us off the window
to an end table in the foreground. On the end table is a
pouch of Bull Durham, a package of rolling papers, a cup of
coffee with steaming rising off of it, and a section of a
newspaper. The draft gently lifts a couple rolling papers
off the table.

The continuing track takes us off the end table and, booming
down, shows us an upset chair and the legs of the man who
occupied it.

We track along the man's body to discover that he is face-
down on the section of newspaper he was reading, blood oozing
out of his slit throat onto the newspaper.

The continuing track shows that, between the fingers of one
outflung hand, a cigarette burns. It is resting on the
newspaper.

We see the feet of another man who is turning and walking
away from the man on the floor, into the background. We pan
over to watch him recede, framing out all of the dying man
except his outflung hand and cigarette.

As the walking man recedes, more and more of his topcoated
body crops in. By the time he reaches the house's front
door, in the deep background, we can see him full figure.

The newspaper in the foreground is crackling into flame.
The rug it rests on is beginning to smoke and discolor.

As the man in the background opens the front door we jump
in:

OVER HIS SHOULDER

Waiting in the darkness just outside is another man in a
topcoat and fedora. He is holding two tommy guns.

The men do not exchange words.

The man outside hands his partner a tommy gun and follows
him as he walks back into the house.

Still faint, we continue to hear "Danny Boy". We also hear
the lick of flames.

VICTROLA

The song is louder at the cut. We are in an upstairs bedroom.

LEO

Stretched out an his bed, wearing a robe over his pajamas,
smoking a cigar, listening--but only to the phonograph. Its
sound covers any other noise in the house.

STAIRWAY

A close track on the two pairs of feet climbing the stairs.
We see only the feet, the swaying hems of the topcoats and,
occasionally dipping into frame, the muzzles of the two tommy
guns.

BEDROOM

Leo, is motionless, looking down, a puzzled expression.

HIS POV

The floor.

Thin smoke is beginning to sift up through the floorboards.

STAIRWAY

Tracking on the approaching feet. The song grows louder.

BEDROOM

Leo, looking, slowly taking the cigar from his mouth.

BEDROOM DOOR

From inside as--CRASH--it is kicked in.

LEO

Hitting the floor and rolling under the bed.

THE TWO GUNMEN

Striding into the room.

LEO

On his belly under the bed, facing the door, swinging a
handgun in front of him.

HIS POV

From floor level, the bottom of the mattress above us, the
floorboards stretching away.

The bed crops the two gunmen mid-shin as they swing their
guns up, firing.

RAT-TAT-TAT-TAT--the hems of their coats sway as they fire.

The floorboards in front of us are pocked by bullet hits
that walk across the floor towards the bed and hit the
mattress.

The mattress above us dances under the gunfire as ticking
sprays down at the floor.

Smoke curls up through the floorboards.

LEO

Jaw clamped on his cigar, he starts firing.

HIS POV

Blood spurts as one gunman takes a hit in the ankle.

He staggers and his tommy gun clatters to the floor.

LEO

Still firing.

HIS POV

The other gunman is ducking out the door.

The injured gunman pitches forward, head towards us, his hat
rolling off.

LEO

Firing.

HIS POV

A bullet hit in the top of the fallen man's head.

LEO

Rolling out from under the bed.

He stoops to pick up the dead man's tommy gun. Thick smoke
seeps up through the floor.

The phonograph plays.

Leo ducks through another door.

HALLWAY

Facing down the length of the dark hallway, towards the mouth
of the stairs.

As Leo leaps across frame in the foreground, to enter a facing
room, muzzle flashes erupt at the end of the hall--where the
other gunman has been waiting in the darkness.

SECOND ROOM

Leo throws open a window.

EXT.

As Leo rolls out onto the long sloping eave of a front porch.

His gun skates down the eave and falls. Leo grabs the rain
gutter, hangs by his hands and drops down to the front lawn.

The first floor of the house is in flames.

From a high angle the camera swoops down on Leo as he picks
up the gun and backs away from the house, looking up at the
second story. His open robe flaps in the breeze. The dead
cigar is still clamped between his teeth.

LEO'S POV

The second floor window that he just emerged from. Staccato
gunfire erupts in the dark room.

The strobing gunfire makes a strobing shadow of the gunman,
whose back is to us as he rakes the room with fire.

LEO

Firing, the gun jumping and bucking in his hands.

INSIDE THE ROOM

The gunman, riddled with bullets and showered with broken
glass, spins around, his thompson still firing uncontrol-
lably.

Bullets dance across the walls and ceiling, blast out the
remaining glass and sing harmlessly into the trees outside.

BACK TO LEO

As we hear the screech of skidding tires. A black coupe
takes a curve on the street behind him, machine gun fire
spitting out of the back window.

Leo turns, in the glow of the fanning flames, walking calmly
into the street, firing at the receding car.

ON THE CAR

Growing smaller, still spitting fire and lead.

PULLING LEO

Still walking calmly up the street, the gun still bucking in
his hands. Bullets whistle by and claw up the pavement around
him.

BEHIND LEO

His robe whips back in the breeze. He fires again and we
hear the distant sound of shattering glass. The car weaves,
runs up off the road, hits a tree and bursts into flame.

A figure emerges from the car and staggers off into the
darkness. He is on fire.

CLOSE ON LEO

As he stops, squinting, raising the gun.

HIS POV

The burning gunman zig-zagging into the darkness.

BACK TO LEO

A faint smile curls around the cigar. He drops the muzzle
of the gun.

LEO
Huhh...

The shell of the car explodes in a fireball as we:

CUT TO

UPSTAIRS HALLWAY - SHENANDOAH CLUB

The explosion echoes over the cut as we track up the hallway
behind Tom and a tall cadaverous man with prematurely white
hair. This is Dead Terry McGill.

Gunmen of every description line the hallway, lounging against
the walls, barely acknowledging the two men.

TOM
Who's winning?

TERRY
We are, for the nonce.

TOM
What's the disposish?

TERRY
Last night? Four to one. Dana Cudahy
went up with the house.

TOM
And theirs?

TERRY
One burned.

TOM
The other three?

TERRY
Lead.

TOM
Whose?

TERRY
Leo's.

He is opening the door to admit Tom. In a low, gravelly
voice:

TERRY
...The old man's still an artist
with a thompson.

INT. LEO'S OFFICE

As Tom enters.

Leo is bellowing into the phone:

LEO
--well find him, goddamnit! Go see
if he fell in the john! And get
him, over here!

He slams down the phone.

LEO
...Sonofabitch! No chief! Who's
running the goddamned store?

Tom goes to the bar to pour himself a drink.

TOM
Can't raise O'Gar?

LEO
No, nor the mayor either.

TOM
Hmm.

He takes a sip.

TOM
...That's not good. They're running.

LEO
They wouldn't dare.

TOM
I don't know, Leo. I warned you not
to hit Caspar's club--

LEO
I'm still here, ain't I?

TOM
Caspar's play hurt you anyway.

LEO
Hah! That sorry sonofabitch just
slit his own throat. He just made
me decide to step on him--

TOM
Listen to me Leo. Last night made
you look vulnerable. You don't hold
elected office in this town. You
run it because people think you run
it. Once they stop thinking it, you
stop running it.

LEO
Jesus, Tom, sounds like a bad break
for me I wasn't killed.

TOM
I mean it, Leo. Start taking Caspar
seriously.

LEO
Don't sing me the blues again, Tommy.
I need your help. He shoots, we
gotta answer--

TOM
That's what got you in this mess.

LEO
I know, I know. Retreat to win.
Give up Bernie. That'll solve all
our problems.

TOM
It won't anymore, I'll grant that.
Now its either you or Caspar. But
going toe-to-toe with a psychopath'll
get you nowhere. It'll force everyone
to choose sides just when you're
looking shaky.

LEO
The hell I do!

TOM
Then where's the mayor? Why aren't
there any police here? Why weren't
there police at your place last night?

LEO
I didn't ask for any.

TOM
I did.

Leo chuckles.

LEO
Mother hen, huh? What's the matter,
Tommy, you think I can't take care
of myself?

TOM
I know you can't. Here's the smart
play, Leo: you lay back, give up
Bernie, let Caspar think he's made
his point. Wait for him to show you
a weakness--

LEO
Please, Tom...

Tom stares at him.

TOM
You're sticking on Bernie. Sticking
your neck out for a guy who'd chop
you off at the heels if there was
two bits in it.

Leo leans back in his chair, puts his feet up, and gazes out
the window.

LEO
...Tom, it ain't all as clear-cut as
you make it... Bernie's--Well hell,
you know about me and Verna... Things
now are--not that I haven't been a
gentleman, but... I, uh... I plan to
ask her to marry me, Tom.

There is a long, awkward silence. Leo avoids Tom's look but
finally responds to the silence:

LEO
...I guess you think that's a bonehead
play.

TOM
Do you think she wants you to?

LEO
How the hell do I know, Tom?... I
think she does... Yeah, 'course she
does. I know, I know, you think
different but--well, we just differ
on that.

TOM
Leo.

Tom takes a deep breath, and exhales.

TOM
...Caspar didn't kill Rug.

Absently:

LEO
Course he did.

TOM
No. Think about it. Just this one
time. Who was Rug following?

This gets Leo's attention. He turns to look at Tom.

LEO
...Huh?

TOM
It needn't have been that sinister.
A strange man, following her down a
dark alley, late at night... I've
told you, Leo, she can take care of
herself.

Leo stares at Tom. He seems somewhat dazed.

LEO
...Tom, why're you saying that?
Christ, Tom. I just told you, I
plan to...

TOM
They pulled a .22 slug out of him.
A pop gun, Leo--a woman's gun.

LEO
...That's a whiskey dream. Verna
wouldn't panic--shoot someone--just
because he was following her.

He gazes off again, shaking his head.

LEO
...No... It wouldn't have happened
that way in the first place, and if
it had she would have told me... I
know you don't like her, Tom, but I
trust Verna as much as I trust you.

TOM
On her account you'll burn the town
down.

LEO
Don't worry, Tom. We'll still be
standing when the smoke clears.

Tom's tone is gentle:

TOM
Okay Leo. Then maybe it wasn't that
innocent. Maybe Rug knew something
she didn't like him knowing, and
wouldn't want you to know. He was
following her. He knew who she was
seeing. He knew where she was
sleeping, and who with...

Leo has taken his feet off the sill and has turned back to
face Tom. He studies him carefully.

LEO
Maybes don't make it so.

Tom's suddenly very earnest, almost beseeching.

TOM
They're more than maybes. You've
trusted me before, and never lost
anything by it. Trust me on this.

LEO
This is too important.

TOM
I don't ask much, and I don't ask
often. Trust me on this.

LEO
Tommy--

TOM
Trust me on this or the hell with
you.

LEO
You don't mean that.

TOM
...She was at my place. The night
Rug was following her; the night you
dropped by.

Leo is still staring impassively at Tom. Tom doesn't flinch
from his gaze.

After a long beat Leo gets up slowly from his chair, walks
over to the window, shoves his hands in his pockets and gazes
out.

For a moment Tom looks at Leo's motionless back, but he has
nothing left to say. He rises, plucks his hat from the desk
and goes to the door. Before exiting, he looks back.

Leo, in long shot, is still gazing out the window.

Tom exits.

HALLWAY

Pulling Tom up the hall.

Behind him we can see the door to Leo's office opening and
Leo coming out. He strides up the hall after Tom.

Tom turns as Leo reaches him.

Leo, without breaking stride, seems to walk right into him,
throwing a punch that catches Tom on the chin and sends him
stumbling back, his hat flying off.

The men lining the hall watch with casual interest.

Tom staggers into one of the men who catches him. Another
man has picked up Tom's hat and now hands it to him. The
first man shoves Tom back into the middle of the hall just
in time for the approaching Leo to land another punch against
his jaw.

This blow sends Tom rolling down the staircase, still
clutching his hat.

Leo is clomping down the stairs; his army of private retainers
clomp down behind him. In his shirtsleeves and chomping an
unlit cigar, Leo looks like a labor leader taking the rank
and file to the barricades.

Tom claws himself up the wall to his feet.

Leo has reached the floor and still without breaking stride
uppercuts Tom with a blow that straightens him up and sends
him staggering like a drunk into gamblers in evening dresses
and tuxedos.

A path clears for Leo and his entourage. He has not slackened
his pace, but is also not hurrying. Tom weaves, watching
Leo approach, but makes no attempt to defend himself.

Leo grabs his own wrist with one hand and swings his elbow
up to catch Tom with a sharp blow on the side of his face.

Tom spins into a screaming lady in a sequined evening dress
and sinks to the floor grabbing at her bodice and skirt for
support. She bats at him with her handbag as he slips down.

Fat Tony emerges from the crowd and helps Tom to his feet.
He raises his hand to stop Leo.

TONY
Okay, Leo. I'll throw him out.

Leo stops, panting. He is looking at Tom, but speaking to
to Tony.

LEO
...Yeah. Do that... It's the kiss-
off. If I never see him again it'll
be soon enough.

CUT TO

TOM'S APARTMENT

Wide shot of his living room, facing the windows. It is
night.

Tom sits with his back to us at the window, feet propped up
on the sill. He is smoking a cigarette. A full ashtray on
a table at his side indicates that he has been sitting there
for some time.

We are slowly tracking in.

The telephone sits on the the arm of his chair. After a
moment he stubs out the cigarette, picks up the phone and
dials.

TOM
...'Lo Frankie its Tom, how's the
flunky business?... I've had worse;
your ventilator healing up?

Offscreen we hear a knocking at the door to the apartment.
Tom ignores it.

TOM
...Tell Caspar its already forgotten.
I'd like to see him...

The knocking continues.

TOM
...All right, do what you have to do
and let me know.

He cradles the phone, lights another cigarette, takes a drag,
blows a thoughtful cloud of smoke and turns to face the door.
After a beat he rises and leaves frame.

THE DOOR

As Tom swings it open. Verna stands in the hallway outside.
After a wordless beat she moves past him into the apartment.
Tom turns and follows her.

He walks over to his bar, pours two drinks, then crosses the
room to Verna who has seated herself, hands her a drink and
sits down in a chair facing hers.

VERNA
...It worked, whatever you did; Leo
told me we're quits. But you know I
didn't have anything to do with Rug.

TOM
Maybe not... Anyway, that isn't what
soured him on you.

The thought is bitter but her tone isn't:

VERNA
Oh, you and me, huh? You always
take the long way around to get what
you want, don't you Tom... You could
have just asked.

Tom looks at her.

TOM
...What did I want?

Verna returns his look, then answers evenly:

VERNA
Me.

After a beat Tom, his eyes still on Verna, brings the glass
to his lips and takes a sip. The ice cubes clink.

FADE OUT

FADE IN

THE BEDROOM

Tom sits perched on the edge of the bed, smoking a ciga-
rette. Verna is in bed behind him. The lamp on the
nightstand is burning a faint yellow.

The telephone rings.

As Tom reaches for it, Verna stirs behind him.

TOM
Yeah?

He reaches over to switch off the light; when he does the
room remains illuminated by dull gray light; it is dawn.

TOM
...Yeah yeah, when?... Okay.

He hangs up, and continues to smoke, staring absently off.

VERNA
...You're still up?

Tom answers without turning to face her:

TOM
Yeah.

VERNA
...What're you chewing over?

TOM
...Remembering something...

VERNA
What was it?

Tom turns to look at her, then turns back and looks out the
window.

TOM
Just a dream. I was walking in the
woods, don't know why... The wind
came up and blew my hat off...

VERNA
And you chased it, right? You ran
and ran and finally you caught up to
it and picked it up but it wasn't a
hat anymore. It had changed into
something else--something wonderful.

TOM
No. It stayed a hat. And no I didn't
chase it. I watched it blow away...

He takes a drag an the cigarette.

TOM
...Nothing more foolish than a man
chasing his hat.

Tom rouses himself, rises, and we pan to follow as he picks
up a shirt and starts buttoning it in the bureau mirror.

VERNA
Where're you going?

TOM
Out.

Verna stares at him.

VERNA
...Don't let on more than you have
to.

Tom shrugs.

TOM
Just have to do a few things.

VERNA
You and Leo might still be able to
patch things up.

Tom grimaces into the mirror.

TOM
Me and Leo are finished. Nothing's
going to change that.

VERNA
You never know. He's got a big heart.

TOM
We're quits--as far as I'm concerned,
never mind him. And if Leo did want
me back he's an even bigger sap than
I thought.

VERNA
...Then why don't we just pick up
and leave town? There's nothing
keeping you here. I know there's
nothing keeping me.

Tom is starting to knot a tie.

TOM
What about Bernie?

VERNA
He could come with us.

TOM
You, me and Bernie. Where would we
go, Verna? Niagara Falls?

VERNA
Why do you hate him?

TOM
I don't hate anyone.

VERNA
Or like anyone.

TOM
Whatever. Where is Bernie?

Verna looks at him.

VERNA
Why?

TOM
Leo can't protect him anymore. I
ought to tell him to skip.

VERNA
The Royale. Room three-oh-two.

She gazes off.

VERNA
...I guess we both double-crossed
Leo, there's no getting around that.
I guess he's well rid of both of us.

TOM
Mm.

VERNA
The two of us, we're about bad enough
to deserve each other.

TOM
Are we?

VERNA
We're a couple of heels, Tom. Yes
we are.

PULLING TOM

Into a dark office. Behind him, Frankie, his nose swathed
with bandages, is closing the door from the outside.

CASPAR
(Off)
'Lo, Kid. You know O'Gar...

TOM'S POV

Caspar sits behind his desk. Bluepoint sits slouched on a
couch to one side, wearing his hat, his hands jammed into
the pockets of his overcoat.

In two chairs facing the desk, away from us, sit two men who
are twisting around to smile at Tom.

CASPAR
...and the mayor.

TOM
'Lo, boys.

MAYOR
Tom's a big booster. Always has
been.

CASPAR
S'fine, s'fine. Well, Tom and me's
got the proverbial fat to chew--

The mayor and O'Gar are already rising to their feet.

MAYOR
Well, let us know if you need
anything. . .

CASPAR
Yeah, happy days. Have a seat, kid...

Tom sits into one of the vacated chairs facing Caspar.

CASPAR
...So you had enough time to think
about it?

TOM
Yeah, well, circumstances have
changed.

CASPAR
Don't I know it. Last night, I know
Bluepoint was disappointed the bulls
showed up before Frankie and Tic-Tac
could really pin your ears back, but
I said, Relax, Bluepoint, I got a
feeling about this kid. Take the
long view. The kid and Leo are gonna
go bust-o. If the kid ain't ready
yet, well, he soon will be. Matter
of time. I said, the kid's too smart
for Leo. That's what I said. Like
a psychic. Ask Bluepoint if I didn't.
Like a goddamn psychic. G'ahead.
Ask him.

Tom turns to look at Bluepoint.

TOM
You vouch for this psychic business?

From the couch, Bluepoint sneers:

BLUEPOINT
That's right, smart guy.

Caspar cheerfully continues, oblivious to any hostility in
the room:

CASPAR
I know you knew protecting the Motzah
was a dumb idea. I know you been
wise to all of Leo's dumb ideas
lately. Only a matter of time.
Bust-o.

He chuckles.

CASPAR
...That's why last night we didn't
put the arm on you. Only Leo.

TOM
Seeing how you squiffed your play on
Leo, I can be only so grateful.

BLUEPOINT
That's brave, coming from Little
Miss Punching Bag.

CASPAR
C'mon Bluepoint. Friends now, huh?

BLUEPOINT
Nuts.

Caspar smiles at Tom.

CASPAR
So we get a little jingle. And I
figure you know Leo's on his way
out. It's only a matter of time
before we get him. Am I right, kid?

TOM
Maybe.

Caspar laughs.

CASPAR
What maybe. You know or you wouldn't
be bust-o. So I guess you're looking
for a job?

TOM
I might be.

Caspar laughs.

CASPAR
You got references? You been to
college, kid? We only take yeggs
what's been to college. Ain't that
right, Bluepoint?

Bluepoint says nothing. His scowl is set in cement.

CASPAR
...I'm jokin', of course. We all
know you can be useful to us, a smart
kid such as yaself, the man who walks
behind the man and whispers in his
ear. I guess you could be useful,
in spades.

TOM
Yeah. I can do plenty for you. But
the fact is that right now Leo's
still got all his vital signs and
once he hears about this he'll be
more anxious to get to me than to
either of you.

CASPAR
I'm tellin' ya not to worry about
Leo. We got plans for him.

TOM
Yeah? What?

BLUEPOINT
Not so fast there, Kaputnik.

There is a beat through which Caspar continues to smile at
Tom.

CASPAR
...I think what the Bluepoint is
trying to say is, there'll be time
to talk about that. That can be
tabled for a later date. See, the
last time we jawed you gave-me the
high hat. So I guess I'm sayin',
maybe we want your confidence before
we give you ours. You gotta put
somethin' on the table. Ante up.

TOM
Fair enough. Where shall we start.

CASPAR
Hear that, Bluepoint? All business!
I told you he was a good kid! Where
shall we start! All business!...

He rocks back in his chair and dries his eyes. Tom smiles
pleasantly. Finally Caspar sighs.

CASPAR
...Well, we could start for instance
with the Motzah... Like where's the
Motzah? You could maybe tell us
that...

TOM
The Royale. Room three-oh-two. You
might find Mink with him.

BLUEPOINT
The hell you say.

TOM
Sure, Bernie and Mink are as cozy as
lice.

He turns to look at Bluepoint.

TOM
...And it ain't just business.

Caspar looks at Bluepoint. Bluepoint's eyes bare into Tom.

BLUEPOINT
This guy's lying.

Tom shrugs.

TOM
Why would I?

BLUEPOINT
This guy's wrong. This guy's all
wrong. Mink is clean and this clown
is a smart guy.

Caspar is still staring at Bluepoint, no longer smiling.

CASPAR
Easy enough to find out, ain't it?
You find Mink, bring him back here.

He nods at Tom.

CASPAR
...You go down to the car. I'll
send Frankie and Tic-Tac with you to
the Royale. If Bernie's there,
Frankie and Tic-Tac'll take care of
him.

BLUEPOINT
And if he's not there?

Tom shrugs.

TOM
I'll sit facing the corner in a funny
hat.

CUT TO

INT. CAR

Tom sits behind the wheel of the parked car; we are on his
profile.

Tom's face is rigidly set; we don't know why as we watch him
for a short beat.

BAM--with a loud impact Bernie Bernheim's face is slammed
against the driver's window. Tom still faces forward.

Bernie is wailing as he is muscled back away from the window
by two topcoated torsos--their faces above the car window.

They muscle Bernie out of frame towards the rear of the car
and we hear the back door being opened.

Bernie's voice, off, is near hysteria:

BERNIE
Frankie, let me go, I'm prayin' to
ya, Jesus God--Tom! Jesus!

As Frankie and Tic-Tac pile Bernie into the back, we continue
to hold on Tom's face. He still does not react.

BERNIE
...Are you part of this?! You can't
be part of this! I think these
guys're gonna whack me! You gotta
talk to 'em, Tommy!

FRANKIE
You gimme a headache, you little
sheeny.

To Tom:

TIC-TAC
Okay, we're going to Miller's
Crossing.

Tom still doesn't react. There is a beat of Bernie's crying.

Finally:

FRANKIE
...Lets go!

As Tom reaches forward and starts the car:

BERNIE
You're not part of this! Tom! Help
me! These guys are gonna whack me!

TIC-TAC
Whack you inna mouth you don't shut
up.

MILLER'S CROSSING - WIDE

Day. A wooded area outside of town. The wind blows.

The car pulls into frame and stops on the shoulder. The
backseat passengers--Frankie, Tic-Tac and Bernie--emerge;

Tom remains in the driver's seat.

Bernie is weeping, loudly; he has lost control. Frankie
takes out a gun and whacks him smartly on the side of his
head. The blow sends him stumbling over towards Tic-Tac,
who kicks him down.

The blows haven't quelled Bernie's sobbing.

TIC-TAC
I don't want you runnin' anywhere.

Frankie takes a swig from his flask and hands it to Tic-Tac,
who leans in the car window.

INT. CAR

Tom gazes forward, jaw set, eyes off the doings outside.

As Tic-Tac hands his gun in through the window:

TIC-TAC
Kay. Take him in the woods and whack
him.

TOM
Huh? I don't...

TIC-TAC
Yeah, that's right, the boss wants
you to do it. Make sure you're with
the good guys.

Tom stares dumbly at the gun. Tic-Tac holds it, grip towards
Tom, motionless.

After a beat he takes the gun.

TIC-TAC
You know how to do this, right? You
gotta remember to put one in his
brain. Your first shot puts him
down, then you put one in his brain.
Then he's dead, then we go home.

Tom opens his door.

WIDE EXT.

Bernie is still on the ground, sobbing, not responding to
Frankie who prods him with his foot.

FRANKIE
Get up.

BERNIE
I can't get up! I can't get up!

Frankie drags him to his feet.

FRANKIE
Get up and walk, you chiselin' little
yid.

He pushes him towards the woods and reaches for the whiskey
flask.

Bernie stumbles off; Tom follows him.

TRACK

Through the woods, pulling the two men, Bernie in the
foreground. Tree limbs groan in the wind.

Bernie is stumbling, his clothes rumpled and dirty, his face
stained by tears and blood from the gun blow. His shaking
voice strains for a tone of reasonableness:

BERNIE
...Tommy, you can't do this. You
don't bump guys. You're not like
those animals back there...

Tom marches on, face drawn, silent.

BERNIE
...It's not right, Tom. They can't
make us do this. It's a wrong
situation. They can't make us
different people than we are. We're
not muscle, Tom. I never killed
anybody. I used a little information
for a chisel, that's all. I couldn't
help it, Tom, it's my nature.
Somebody hands me an angle, I play
it. I don't deserve to die for that!
D'you think I do? I'm just a grifter!
Huh, Tom?

Still no response from Tom. Bernie is fighting a losing
battle to keep himself from whining.

BERNIE
...But I'll tell you what, I never
crossed a friend. Huh, Tom? Never
killed anybody, never crossed a
friend. Nor you, I'll bet. We're
not like those animals. You can't
do this! You're not like those
animals. This is not us! This is
some hop dream!

Tom's face is a stony mask. Bernie is losing control again.
He starts to weep.

BERNIE
...It's a dream! Tommy! I'm praying
to you! I can't die! I can't die!
Out here in the woods! Like a dumb
animal! I can't die!

He turns and sinks to his knees, wailing, his hands clasped
in front of him, staring up at Tom.

BERNIE
...You can't kill me. I'm praying
to you! look in your heart! I'm
praying to you! Look in your heart!

Tom stares down at Bernie, his face drawn and pale.

BERNIE
...I'm praying to you! Look in your
heart!

Slowly Tom raises the gun and levels it at Bernie's head.

BERNIE
...Look in your heart! Look in your--

BOOM! The gun blast is deafening. With it, Bernie's sobbing
abruptly stops.

The shot echoes away in the woods, taking the wind with it,
leaving silence.

CLOSE BERNIE

Still kneeling, in shock, staring wide-eyed at Tom.

Finally, whispering:

BERNIE
...Tommy.

TOM
Shutup. You're dead, get me?

Still whispering:

BERNIE
I understand. I'm dead. God bless
you--

TOM
Shutup. You have to disappear. You
have to blow, for good. Nobody can
see you, nobody can know.

BERNIE
God bless you--

TOM
Go somewhere no one knows you. Anyone
sees you, you really are dead, I
don't care, you're not my problem
any more.

BERNIE
Of course not. Of course not. You've
done your share. Thank you. Don't
worry, I understand. Thank you--

TOM
Shutup. Just get the hell out, before
I change my mind.

Bernie is already on his feet, and running.

CLOSE ON TOM

Watching Bernie go.

TRACKING

Pulling Bernie as he runs. Foreground trees flash by. In
the background we see Tom standing, his gun dangling at his
side.

Boom!--another gun blast. Running, Bernie reacts, but Tom
has only fired into the ground.

On the echo of the shot we cut to:

WIDE THE ROAD

Tic-Tac and Frankie are leaning against the car, trading the
flask back and forth.

In the background, Tom emerges from the woods.

FRANKIE
Put one in his brain?

Tom takes a few steps more before answering:

TOM
...Yeah.

FRANKIE
Attaboy.

FADE OUT

Over black we hear the sound of coins being dropped into a
phone box.

FADE IN

Looking down a deserted street towards a glowing phone booth
on a dark corner. Tom stands inside the booth waiting, the
receiver to his ear.

TOM
Mink? Tom Duchaisne. Where've you
been?...

CLOSE ON TOM

Inside the phone booth.

TOM
...Well you're lucky, Bluepoint's
been looking for you. Bernie's dead--
Stop wailing and listen to me. Caspar
knows you were in on selling out his
fix... I guess I gave him that idea.
Sorry Mink, we were chatting and it
just slipped out.-- Shutup and let
me talk. You've gotta make yourself
missing, but let me know where you
hole up. You're gonna say some things
for me... Some stories. About
Bluepoint, to Caspar--don't worry,
I'll let you know. For now just
disappear... Yeah, I got you into
it. Just remember, Mink, I'm the
only one who can get you out.

Tom hangs up the phone, turns around and opens up the glass
door.

WHOMMMP! A fist slams into his stomach, driving him back
into the phone booth, knocking his hat off of his head.

The man who hit him leans down, picks up the hat, dusts it
off and hands it into the booth. It is Dead Terry, the tall
cadaverous man we saw earlier outside of Leo's office. A
cigarette dangles from his lower lip.

Behind him a black sedan is parked at the curb. Three or
four gunmen stand on the sidewalk looking warily up and down
the road.

Tom looks up, the color drained from his face, and reaches
feebly out for his hat.

TOM
'Lo, Terry. Getting out the vote?

Dead Terry flicks his cigarette away and smiles.

TERRY
Message from Leo. Leo says, if you're
smart you'll sit this one out--not
that he cares one way or the other.
Leo says if you're on the wrong side
you take your chances, like anyone
else. Leo says he gives no special
favors. That's all.

TOM
Mm...

Terry starts to turn away.

TOM
...Tell Leo he's not God on the
throne, he's just a cheap mick
political boss with no brains and an
office that looks like a French
whorehouse.

Tom moves to exit the booth but Terry lays a hand on his
shoulder.

TERRY
One more thing...

He cracks Tom across the chin with a clean left hook, knocking
him back into the booth again.

Tom rubs his chin, looking up at Terry.

TOM
Leo say that too...?

As Terry and the gunmen get into the car:

TERRY
No, I said that. Cross Leo and next
time I'll say plenty.

We FADE OUT as the door slams and the car roars off.

OVER BLACK WE HEAR:

CASPAR
When you're right you're right, but
you never say I told you so.

FADE IN

On Tom, sitting into frame in Caspar's office.

TOM
So what'm I right about?

Behind his desk, Caspar is smiling.

CASPAR
Well, I'll tell ya, but first you
gotta promise not to say I told you
so.

Tom's eyes hold an Caspar's. He is taking out a pack of
cigarettes.

TOM
I never say that. And I don't like
people who do.

CASPAR
Mink was robbin' me right along with
the Motzah.

TOM
...What convinced you of that?

CASPAR
Mink Larouie took a powder. We can't
find him. Bluepoint's makin' excuses
for him, but personally, I think you
were right. I think Mink and Bernie
was in it together. I think Mink
heard you'd bumped the Motzah, and
lit out. The lousy sonofabitch.

His eyes on Caspar, Tom takes out a cigarette, lights it,
takes a deep drag.

TOM
...I told you so.

Caspar laughs.

CASPAR
Okay. You got a lip on ya. Ats all
right. I don't generally care for
it, but that's all right... You were
a good sport to bump the Motzah. I
just like to make sure my friends is
my friends. So.

He throws his hands up.

CASPAR
...Friends, right?

TOM
How d'you know Mink skipped?

CASPAR
Bluepoint can't find him.

TOM
So he says.

Caspar stares at Tom.

CASPAR
Meanin' what, exactly?

TOM
Maybe nothing... I didn't give it
much thought until now, since a guy
will say pretty much anything when
he knows his number is up, but just
before I bumped Bernie he swore to
me that Bluepoint and Mink were
setting him up. That they were the
ones that were selling out your fix.

Caspar looks at Tom.

CASPAR
'Zat so...

He thinks for a beat.

CASPAR
...Like you say, a guy'll say
anything.

TOM
...Uh-huh. So why isn't Bluepoint
here?

CASPAR
Well...

He fidgets.

CASPAR
...He don't care for you, kid. Maybe
it's only fair to tell you... After
you left us, he tried to sell me on
a double-cross. He says to me, why
don't we double-cross you and give
you the bump once we get the Motzah.
But I figure a deals a deal, you're
square with me, you bump the Motzah,
I'll hold up my end. Question of
ethics. Everything above board,
that's how I like it, so everybody
knows who's a friend and who's an
enemy... But Bluepoint wouldn't
cross me. We go back.

TOM
Uh-huh... Course, there's always
that wild card when love is
involved...

Caspar is staring intently at Tom. After a beat:

CASPAR
...I know Mink is Bluepoint's boy,
but I still don't make it that way.

TOM
Mm. Well, then there's nothing to
worry about.

Caspar seems lost in thought:

CASPAR
Yeah...

We hear the door to the office open offscreen and Johnny Jr.
runs into frame clutching a scrolled piece of paper.

JOHNNY JR.
Poppa! Poppa! I got a prize from
the--

Caspar holds his hand up to quiet the youngster, still looking
at Tom.

CASPAR
Just a minute.

As Tom rises to his feet:

CASPAR
...Course, there's no reason not to
be careful--

JOHNNY JR.
Poppa! Poppa! The sisters gave me
a--unnnh!

Caspar has cuffed him sharply on the side of the head. He
points at Tom.

CASPAR
Shaddap! You take a page outta this
guy's book. A little less you talk
and a little more you think!

Caspar looks at Tom and smiles.

CASPAR
...Kids. Ya gotta be firm. Anyways.
You know what I'm sayin'. No reason
to worry but no reason not to
investigate, neither. If Mink is
around I want you to find him. He
can tell us what's what...
(to Johnny Jr.:)
...What's a matter, somebody hit
you, what's a matter, we ain't friends
anymore?...

He picks up Johnny Jr., who is crying softly, and sets him
in his lap. Encouraged by the attention, the child starts
wailing. Caspar bounces him on his knee and raises his voice
over the sobs:

CASPAR
...If you find him, I wanna talk to
him alone. That's how you get the
straight dope. Man-to- man. Just
me, Mink...

He pats his jacket where his shoulder holster is.

CASPAR
...and my friend roscoe. Y'understand
what I'm sayin'?

Tom takes a contemplative drag on his cigarette.

TOM
...It ain't complicated.

CUT TO

CLOSE SHOT - A MAN'S FACE

Crunch!--being hit by a gloved hand.

The blow and the man's grunt echo.

CLOSE ON A NEWSPAPER

As the noise of fists against flesh continues, echoing, in
the background.

The newspaper headline reads:

PARTY BOSS LOOSES MUNICIPAL CONTRACT.

The subhead reads:

Lima (Leo) O'Bannon Removed From City Highway Commission;
New Construction Contracts To Raffo Bros.

ON TOM

Leaning against a pillar in a large bare room with a hardwood
floor. He is reading the newspaper.

We are in a gym. In a ring in the background two boxers are
sparring as two or three old men with towels slung over their
shoulders and elbows hooked over the ropes idly watch, and
offer occasional bits of half-hearted advice.

We hear high heels echoing across the floor and Verna enters.

TOM
You should leave town for a few days;
things are going to heat up here.
Go out to the Pallisades; I'll join
you once I'm done.

VERNA
...I can't find Bernie. Did you
find him?

Tom looks out at the fighters in the background, avoiding
Verna's look.

TOM
...Yeah.

VERNA
Is he leaving?

TOM
He left.

VERNA
Where to?

TOM
...He didn't say. You should--

She reaches out to touch his hand--

VERNA
Thanks.

She leans in to embrace him.

Tom's eyes drift up to the fighters.

EXT. THE GYM

Peeling paint on its blackened-out window reads: Gleason's
Gym. Training in The Sweet Science.

Verna is exiting the gym in long shot.

We pull back to bring Bluepoint into frame. He sits in the
driver's seat of a car, watching through his side window as
Verna recedes.

Quietly:

BLUEPOINT
What's he up to?

An offscreen voice, a passenger:

VOICE
I dunno.

BLUEPOINT
That's Bernie's sister, isn't it?

VOICE
I dunno.

Bluepoint thinks, a short beat.

BLUEPOINT
What's he seeing her for?

VOICE
I dunno, maybe he's--

BLUEPOINT
Shutup. Get outta the car. Stick
with the bighead.

Bluepoint reaches for the ignition, as we hear the car door
open.

BLUEPOINT
...I'll see where the twist flops.

CUT TO

INT. SPEAKEASY

A hand swings through frame holding the barrel of a gun,
smashing the butt into a surprised face.

With a loud crash the surprised man stumbles back into a
table and hits the floor. Legs and the skirts of an overcoat
approach the prostrate, round, middle-aged man and start
kicking him.

He rolls across the floor trying to shield himself from the
blows.

VOICE
(off)
C'mon, get up. I just wanna talk.

ANOTHER VOICE
(off)
Yeah, get up. He ain't gonna hurt
ya.

ROUND MAN
He already hurt me! He broke my
goddamn nose!

Whisper, the man standing over him, has a long scar across
his neck. He has a rasping voice:

WHISPER
So what? I had my nose broke once.

ROUND MAN
I already paid Leo's men.

Bert, another enforcer, is down at the end of the bar with
Tom.

BERT
You still pay Leo for protection?
Is he protectin' you?

As he kicks at the little round man:

WHISPER
We's protectin' you. Johnny Caspar's
runnin' things or maybe you ain't
heard.

In the background Whisper continues to heckle and kick at
the round man as Bert and Tom talk in the foreground.

TOM
So Bluepoint hasn't got a line on
Leo yet?

BERT
Not that I know about. He's been
lookin', but I guess Leo's been movin'
around and--hoist this over the bar,
will ya?--and things've been kinda
hectic.

He is handing Tom a briefcase. As Tom leans over the bar to
drop it behind:

TOM
Do me a favor--let me know if he
finds anything.

Bert is pouring himself a drink.

BERT
Yeah, okay--

Whisper, gun drawn, calls from the back of the bar:

WHISPER
I'm gonna put this one to sleep,
wuddya think Bert?

Bert shrugs into his overcoat.

BERT
Yeah, okay.

TOM
If you kill him he won't be able to
think things over.

WHISPER
He don't seem like such a hot thinker.

TOM
You'll think about what you've learned
here, won't you Louie?

ROUND MAN
You bet, Tom, I'll think plenty!

Bert shrugs.

BERT
Ah, what the hell...

The round man scrambles to his feet and runs out the back
door. Whisper puts away his gun and saunters over to Tom
and Bert.

As the three men head for the front door:

BERT
...If we can't trust a dago, the
whole thing's hopeless anyway.

EXT. SPEAKEASY

As the three men emerge into the afternoon sun.

TOM
So, are we winning?

Bert gives a so-so flutter of his hand.

BERT
It's tough. Leo's still got some
teeth left. His men bushwhacked
Tony Campisi last night, slit his
throat.

WHISPER
Yeah? He die?

BERT
I said, they slit his throat.

WHISPER
So what, genius? I had my t'roat
slit once.

TOM
Sure Whisper, but normal people's
brains need oxygen--

BOOM!--Behind the three men the front of the speakeasy blows--
glass flying, flame licking out.

Though there is commotion among the passers-by, Tom, Bert
and Whisper don't even turn around to look.

BERT
Get the car, will ya Whisper?

As Whisper trots out into the street:

TOM
Don't tell Bluepoint I was asking
about him.

BERT
Yeah yeah.

TOM
Caspar just wanted me to check up,
make sure he's doing everything he
can--

There is a faint but distinct popping sound.

Tom looks into the street.

Whisper is staggering around, as if drunk. He turns to face
Tom and Bert.

He lurches toward them. A red stain is blossoming on his
chest.

The ambient hubbub fades to total silence; we hear only the
crisp staggering scuffle of Whisper's shoes as he stumbles
into the foreground, looking stunned.

He drops.

A woman screams.

Noise wells up.

Bert is upholstering his gun, looking up.

Tom looks where Bert is looking.

FACING ROOFTOP

A man with a distinctive shock of white hair--Dead Terry
McGill. He puts up his gun and starts running along the
roof.

BERT

Starts running along the street to keep pace, firing up at
the facing roof.

A POLICE CAR

Siren wailing, up on two wheels, taking a speeding turn onto
the street.

It is speeding towards Bert.

PULLING BERT

Running, he is pointing, and bellowing at the car:

BERT
Leo's man! Up there!

POLICE CAR

Cops with guns hang out every window. They start firing.

TRACKING TOWARDS BERT

BERT
...Up there! Leo's--

A hail of bullets cuts him to pieces. A limp rag, he hits
the road.

The police car squeals to a halt in front of his corpse. A
sergeant and his men pile out.

Tom is sauntering over, smoking a cigarette.

SERGEANT
'Lo, Tom. Chalk one up for the good
guys, huh?

TOM
Yeah, Caspar'll be thrilled. You
just shot one of his apes.

SERGEANT
Bullshit!

Tom's attention is drawn by something down the street.

HIS POV

About a block away, a man with white hair is crossing the
street, from the side where the sniper's shot came from.

SERGEANT
(off)
I'm tellin' you that's Two-Toe
Jackson! He's Leo's!

BACK TO TOM

As he starts to leave.

TOM
It's Bert Sachetti, Caspar's bag-
man.

Behind him the Sergeant bellows at another cop:

SERGEANT
Bullshit! Take his shoes off. Count
his goddamn toes!

INT. DINER

Dead Terry McGill sits at a stool looking angrily down at a
cup of coffee. Tom enters to sit next to him.

Through the windows behind them, we can see people running

back and forth on the street, a fire engine racing past--
furious activity, its noise muted inside the diner.

TOM
'Lo, Terry. You weren't aiming at
me, were you?

Terry does not even look over at him. Sullenly:

TERRY
In the first place, I don't know
what you're talking about. In the
second place, if I had been aiming
at you I'd've hit you. In the third
place, I don't know what you're
talking about in the first place.

He tosses some coins onto the counter and gets up. We hold
on Tom as Terry talks to Tom's back:

TERRY
...I'd like to have, believe me.
Leo won't let me--yet. But I'll
bring him around.

He puts a hand on Tom's shoulder and swivels him around.
Terry clenches a fist and draws it back to throw a punch.

Tom and Terry look at each other, Tom making no movement to
defend himself.

After a long beat, Terry unclenches his fist and sneers:

TERRY
...I won't give you the satisfaction.

CUT TO

DOORKNOB

As--CRASH--a foot enters to kick it and the door in.

INT. VERNA'S APARTMENT

Verna is backing away from the door--behind us--into the
apartment. Bluepoint strides into frame.

BLUEPOINT
Know who I am?

Verna continues to back away; Bluepoint continues to advance.

VERNA
Yeah, Johnny Caspar's shadow. Did
he stay in bed today?

BLUEPOINT
Jesus. I open my mouth, the whole
world turns smart...

He glances around the room. Verna is backing around the
couch. Bluepoint continues to follow her.

BLUEPOINT
...What business d'you have with Tom
Duchaisne?

VERNA
None.

She continues to back away; Bluepoint continues to follow.

BLUEPOINT
You're Leo's twist, right?

VERNA
Me and Leo are through.

She picks up her purse from the sill behind the couch and
rummages. Bluepoint doesn't seem to mind.

BLUEPOINT
Yeah? So you're sluttin' around
with Tom now, huh?

Verna has taken a gun from her purse; she levels it at
Bluepoint.

VERNA
Get outta here.

As he continues to stride towards her:

BLUEPOINT
Okay, see ya later...

His hand shoots out in a flash--he has grabbed the gun with
one hand, her arm with the other.

BLUEPOINT
...Before I go, what's your boyfriend
up to?

Verna is struggling in his grasp to no effect.

VERNA
Nothing I know about.

Bluepoint drags her close, nose to nose:

BLUEPOINT
Yeah? It doesn't figure for me,
your dumping Leo for the guy who put
a bullet in your brother.

Verna stops resisting and stares at him.

Bluepoint stares back at her, thinking.

BLUEPOINT
...Didn't tell you, huh?

We hear a footstep offscreen.

REVERSE

Facing the door, from behind Bluepoint and Verna.

Bluepoint wheels, swinging her body in front of his as two
topcoated men enter, guns drawn.

Both intruders hold fire, their shot blocked by Verna. The
gun in Bluepoint's hand barks once.

The lead man pitches forward, his gun clattering away.

His partner is ducking back out the door.

Verna still struggles futilely; Bluepoint keeps his gun,
peeking out from behind Verna, trained on the empty doorway.

The man an the floor, still alive, has started clawing himself
towards his gun, a few paces away.

Bluepoint ignores him. He stares at the open door.

After a silent beat, from the hall:

MAN IN HALL
...Let her go, Bluepoint, there's
nothing you can do. Leave by the
fire escape. There's more of us on
the way--

BANG--Bluepoint fires.

Wood splinters in the door, which shudders back a few more
inches towards the wall. The voice from the hall has stopped
short.

After a short silent beat, we hear a gun clattering to the
floor outside in the hall.

We hear fabric drag across wall, and then see the dead man
drop to the floor just outside the door.

Bluepoint tosses Verna away and saunters unhurriedly over to
the first man, who has almost reached his gun.

Just as the man's hand closes over it Bluepoint, in stride,
steps onto the hand and gun. Most of his weight is on it.

Head cocked, he looks down at the man in front of him.

BLUEPOINT
...You Leo's?

MAN
Yeah. He wanted her looked out for.

BLUEPOINT
Well you did a bang-up job; I'll be
sure to tell him. Where is Leo?

MAN
...If I tell you, how do know you
won't kill me?

BLUEPOINT
Because if you told me, and I killed
you, and you were lying, then I
wouldn't get to kill you then.
Where's Leo?

The man is sweating.

MAN
...He's--he's moving around. But
tomorrow night he's getting his mob
together at Whiskey Nick's.

Bluepoint points his gun at the man's head.

BLUEPOINT
You sure?

MAN
Check it. It's gold.

BLUEPOINT
You know something, yegg? I believe
you.

BANG.

Bluepoint straightens up from the body and turns.

LOW AND WIDE ON BLUEPOINT

One corpse on the floor beside him, the other corpse in the
doorway behind him.

He absently wraps one hand around the warm barrel of the
gun, then brings the hand up to blow against its open palm.

BLUEPOINT
Go ahead and run, sweetie...

HIS POV THE WINDOW

The main zoom is now empty. Sheers billow at the window,
now open, that let's out on the fire escape.

Off:

BLUEPOINT
...I'll track down all a you whores.

DISSOLVE THROUGH TO

WINDOW NIGHT

Sheers billow in the breeze.

TOM

Sitting up in bed, smoking a cigarette, thinking. The bedroom
is dark.

There is a knock at the apartment's front door. Tom reacts,
but does not immediately rise.

The knock is repeated.

Tom finally throws the covers off and swings his feet around
to the floor.

But the knocking stops and another sound brings him up short:
The person at the door is now playing with the lock.

Tom sits motionless, listening.

After some rattling we hear the lock spring, then the door
swinging open, then shut again. We hear footsteps cross the
main room, and then the squeak of chair springs.

Silence.

Tom rises and walks to the living room doorway. He leans
against the jamb.

HIS POV

The windows throw moonlit squares onto the floor. We can
see only the legs of someone sitting in the armchair.

TOM
'Lo, Bernie. Come on in, make
yourself at home.

Bernie turns on the lamp on the table at his elbow. He holds
a gun casually in his lap.

BERNIE
'Lo, Tom. Thought I'd do that, since
you didn't seem to be in. Figured
it was a bad idea to wait in the
hall, seeing as I'm supposed to be
dead.

TOM
Mm.

BERNIE
How'd you know it was me?

TOM
You're the only person I know'd knock
and break in.

BERNIE
Your other friends wouldn't break
in, huh?

Tom shakes his head.

TOM
My other friends wanna kill me, so
they wouldn't knock.

He crosses to the chair facing Bernie's.

TOM
...What's on your mind, Bernie?

BERNIE
Things... I guess you must be kind
of angry. I'm supposed to be gone,
far away. I guess it seems sort of
irresponsible, my being here...

Bernie leaves room for a response but Tom is only listening.

BERNIE
...And I was gonna leave. Honest I
was. But then I started thinking.
If I stuck around, that would not be
good for you. And then I started
thinking that... that might not be
bad for me.

Tom still doesn't answer.

BERNIE
...I guess you didn't see the play
you gave me. I mean what'm I gonna
do? If I leave, I got nothing--no
money, no friends, nothing. If I
stay, I got you. Anyone finds out
I'm alive--you're dead, so... I got
you, Tommy.

Tom is silent.

BERNIE
...What's the matter, you got nothin'
to crack wise about? Bernie ain't
so funny anymore?

Bernie's lip is quivering. His voice is softer:

BERNIE
...I guess I made kinda a fool a
myself out there... I was shittin'
myself, Tommy... you didn't tell
anyone about that.

TOM
No.

BERNIE
'Course you know about it... its...
It's a painful memory. And I can't
help remembering that you put the
finger on me, and you took me out
there to whack me... I know you
didn't... I know you didn't shoot
me... but... but--

TOM
But what have I done for you lately?

BERNIE
Don't smart me.

He stares hard at Tom for a moment.

BERNIE
... See, I wanna watch you squirm.
I wanna see you sweat a little. And
when you smart me, it ruins it.

Bernie gets to his feet, keeping the gun trained on Tom.

BERNIE
...There's one other thing I want.
I wanna see Johnny Caspar cold and
stiff. That's what you'll do for
your friend Bernie...

He has opened the door to the flat.

BERNIE
...In the meantime I'll stay outa
sight. But if Caspar ain't stiff in
a couple of days I start eating in
restaurants.

The door shuts behind him.

Tom, heretofore very still, springs from the chair, goes to
the bedroom and reemerges with a gun.

He bolts for the door, instinctively grabbing his hat off a
hook. He is wearing only his boxer shorts, a sleeveless tee-
shirt, and the hat jammed onto his head.

He throws open the door.

HALLWAY

Empty.

Tom runs to the banister and looks down.

HIS POV

A flight down, a hand slides down along the railing. Bernie's
trotting footsteps echo in the stairwell.

TOM

He runs back to his apartment.

APARTMENT

Tom runs across to the open window and clambers out.

FIRE ESCAPE

Tom trots down. His bare feet ring dully against the steel
of the fire escape.

He reaches the bottom landing, swings over the railing, hangs
by his hands for one brief moment and then drops.

THE ALLEY

As his bare feet hit the pavement. Tom is a silhouette in
the lamplight from the end of the alley.

He straightens from his crouch and runs.

BACK DOOR

Of his apartment building--over Tom's shoulder as he enters
frame. The empty, brightly lit hall inside runs straight
the length of the building to the front door, which is just
closing.

Tom throws open the back door.

HALLWAY

As Tom runs through toward the front.

Before reaching the door, he falls violently forward.

His gun skates away from him across the floor.

He starts to roll over to look behind him and a crunching
blow catches him on the chin, snapping his head the rest of
the way around and sending him flat onto his back.

Bernie, who has emerged from under the staircase, towers
over him.

BERNIE
You make me laugh, Tommy. You're
gonna catch cold, then you're no
good to me...

He is walking over to Tom's gun, which he picks up and unloads
into his hand.

BERNIE
...What were you gonna do if you
caught me, I'd just squirt a few and
then you'd let me go again.

He tosses Tom the empty gun and walks out.

Tom, white-faced and shivering, pulls himself up to sit
leaning against the wall.

A first-floor apartment door opens and a sixty-year-old woman
emerges, pulling a housecoat tight. She goggles at Tom.

WOMAN
Why Mr. Duchaisne! What on earth...

Tom tries a smile that looks idiotic.

TOM
They took everything...

LONG SHOT THE HALL

Clucking sympathetically, the old woman is leaning down to
help Tom up. As he drapes an arm over her shoulder:

TOM
...I fought like hell but there were
too many of 'em...

FADE OUT

CUT TO

CLOSE SHOT PLAQUE

Set into an exterior wall, identifying the SHENANDOAH CLUB.

INT. CLUB

Tom, in his overcoat and hat, is walking up to the bar.

TOM
'Lo, Tony. How's the club holding
up?

Behind the bar, Tony looks sour.

TONY
We're managing to squeak by without
you. Got Lazarre's money?

TOM
No.

TONY
Well, you're not supposed to be here
since you turned rat.

TOM
Relax, Tony, Leo's not around, is
he?

TONY
Maybe Leo's not the only one doesn't
care for you here.

Tom works to keep his smile.

TOM
...Fickle, huh Tony? You could almost
be a dame.

TONY
Pal, you read my mind, you sneak my
thoughts. Jesus, I hope you know
what you're doing.

TOM
No more than usual. The last couple
days, you booked any heavy bets on a
long shot at Saturday's fights?

TONY
Why the hell should I tell you?

Tom shrugs.

TOM
The truth is Tony, there's no reason
on earth.

Staring at Tom, Tony blows air through his teeth. He sets
up a drink for Tom.

TONY
...Saturday's fights. Yeah. Drop
Johnson parked two yards on one
yesterday. On Sailor Reese, an
undercard bum.

Tom downs the drink in a gulp.

TOM
Drop Johnson? He play your book
much?

TONY
You kidding? I didn't even know he
could count.

From offscreen there is a loud CRASH and, with that, many of
the club patrons start screaming. Tony looks off and Tom
swivels to look.

TONY
Oh Jesus... You bring them with you?

As he shoves off from the bar:

TOM
No.

Uniformed policemen are pouring into the club, wielding axes.
They destroy everything in their path, sweeping the elegantly
dressed patrons before them.

Tom wades into the sea of blue and nods at Delahanty, the
policeman we know from the raid on Caspar's.

TOM
'Lo, Brian. Still fighting the good
fight?

DELAHANTY
'Lo, Tom. Neither wind nor rain nor
snow...

TOM
That's just the mailmen. Is O'Gar
here?

DELAHANTY
Just look for the long face.

EXT. THE CLUB

It is just cracking dawn.

O'Gar is leaning against a car, facing the club, taking in
the scene as he glumly chews on a toothpick. The street is
clogged with police vehicles.

Tom approaches.

TOM
'Lo, O'Gar. You don't look happy.

O'GAR
Look at this mess. Gutting the golden
calf again.

He shakes his head.

O'GAR
...I don't know whether to laugh or
cry.

TOM
Yeah, it's awful confusing. You
know a yegg named Drop Johnson?

O'GAR
We've spanked him a couple times.

TOM
Where does he flop?

O'GAR
The Terminal Hotel on Bay Street,
whenever he's broke--which is one
hundred percent of always. Jesus...

He reacts to gunfire from the second story of the club.

O'GAR
...Don't nobody ask me, since I'm
only the chief around here, but I'll
tell you my opinion: Caspar's just
as crazy as Leo. And an eye-tie
into the bargain.

As he heads off:

TOM
What's the matter, O'Gar, doesn't
anything ever suit you?

PULLING TOM

As he walks along a nearby street; we can still faintly hear
the sirens and police activity back at the club.

A black touring car is tooling up alongside of him. Tic-Atc
leans out the driver's window. He has welts around his mouth
and looks like he has been a little roughed up.

TIC-TAC
Hop in, Tom, we been lookin' for
you.

Still briskly walking:

TOM
I'm busy.

TIC-TAC
Hop in anyway, as in you ain't got
no choice.

TOM
You can't hijack me, Tic-Tac, we're
on the same side now--or didn't you
get that far in school?

The car screeches over to put a wheel on the sidewalk and
block Tom's way. The back door swings open and Frankie
emerges to help Tom in. Like Tic-Tac, Frankie looks a little
worked over.

Tom quickly sizes up the situation and decides to comply.

INT. CAR

As Tom sits into the back, next to Bluepoint. Frankie slides
in after him.

BLUEPOINT
How'd you get the fat lip?

The car starts moving.

TOM
Old war wound. Acts up around morons.

BLUEPOINT
Very smart. What were you doing at
the club? Talking things over with
Leo?

TOM
Don't think so hard, Bluepoint, you
might sprain something.

BLUEPOINT
You're so goddamn smart. Except you
ain't. I get you, smart guy, I know
what you are. Straight as a
corkscrew. Mr. Inside-Outsky. Like
a goddamn bolshevik, picking up your
orders from Yegg Central. You think
you're so goddamn smart.

He sneers:

BLUEPOINT
You joined up with Caspar. You bumped
Bernie Bernheim. Down is up. Black
is white. Well I think you're half-
smart. I think you were straight
with your frail and queer with Johnny
Caspar. And I think you'd sooner
join the Ladies' League then gun a
guy down.

His eyes narrow at Tom.

BLUEPOINT
...Then I hear that these two geniuses
never even saw this rub-out take
place.

Defensively:

TIC-TAC
The boss just said have him do it,
he didn't say nothing about--

BLUEPOINT
Shutup, or maybe you still got too
many teeth.

Tic-Tac sulks. Bluepoint turns and gazes out the window of
the car.

BLUEPOINT
...Everyone's so goddamn smart.
Well, we'll go to Miller's Crossing.
And we'll see who's smart.

EXT. WOODS

It is morning; the sun is now fully up. Bluepoint and Tom
walk side-by-side through the woods. Frankie and Tic-Tac
walk several steps ahead of them, each off to one side,
searching. Frankie is singing an old Neapolitan song.

BLUEPOINT
Y'understand if we don't find a stiff
out here, we leave a fresh one.

Tom walks a little unsteadily. His shoulders are hunched
and his hands are jammed into his overcoat packets. He stares
woodenly forward. Bluepoint laughs softly.

BLUEPOINT
...Where're your friends when you
need 'em, huh? Where's Leo now?

Tom tramps mechanically on. His eyes drift up.

HIS POV

Tracking. A canopy of leaves, sprinkled by sunlight. The
boughs of the trees sough quietly in the wind.

We hear the unearthly groaning of the tree limbs.

TOM

Looks forward.

Bluepoint calls out:

BLUEPOINT
Hey Tic-Tac, ever notice how the
snappy dialogue dries up once a guy
starts soiling his union suit?

Tom tramps on.

HIS POV

The backs of Frankie and Tic-Tac as they walk on ahead.

Frankie is still singing.

TOM

He looks stupidly at Bluepoint. He looks ahead.

He stops abruptly.

BLUEPOINT
What?

Tom is still for a moment, then with jerky movements gets
down on his knees, hugs a tree with one arm for support, and
vomits.

Bluepoint watches him, then calls out to Frankie and Tic-
Tac:

BLUEPOINT
...Okay, there's nothing out here.

He grabs Tom's hat off his head and flings it away. Then he
plants a foot against Tom's side and shoves him to the ground.

CLOSE ON TOM

As his face hits the ground.

Bluepoint's foot enters; he plants it an the side of Tom's
neck to keep him pinned.

TOM'S POV

Skewed angle, from the ground.

Frankie is ambling back, singing.

BLUEPOINT

Checking the open chamber of his gun. He snaps it shut.

As he levels the gun at Tom:

BLUEPOINT
Think about this, smart guy.

TOM

Closing his eyes.

From offscreen:

TIC-TAC
Uh-oh, hankie time!

FRANKIE

He stops singing and turns to look.

TOM

The foot comes off his neck.

BLUEPOINT

Looking towards Tic-Tac.

TIC-TAC

Taking a handkerchief out of his breast pocket and bringing
it to his face as he looks at something on the ground in
front of him.

BLUEPOINT

He hauls Tom to his feet and pushes him towards Tic-Tac.

We track behind the two men as they approach Tic-Tac and
Frankie enters from the side.

We cannot yet see what is on the ground in front of him.

TIC-TAC
Birds been at him.

Frankie is taking out his hankie as he draws near.

FRANKIE
Jesus Christ...

He looks up at Tom as Tom approaches.

Over Tom and Bluepoint's shoulders, stretching away from us,
face-up, is a body. We cannot see much of its face; what we
do see is pulp.

Tic-Tac is laughing, incredulously.

TIC-TAC
...I said put one in his brain, not
in his stinking face...

EXTREME LONG SHOT

Four very small men in overcoats and fedoras, looking down
at the ground; they are dwarfed by the surrounding trees.

Very faintly we can hear:

FRANKIE
I told you, Bluepoint, we heard two
shots...

QUICK FADE OUT

CUT TO

APARTMENT BUILDING DOOR BUZZER

A beat-up panel in the building's entryway, listing tenants'
names and apartments opposite a row of buttons.

A hand coasts along the names and stops at CLARENCE
JOHNSON/4C, then moves away and presses two other buzzers on
the fifth floor.

After a beat, we hear the front door buzz open.

FOURTH-FLOOR HALLWAY

Tom walks up to 4C, unpocketing a gun. He gently tries the
knob, which turns, and enters.

DROP'S APARTMENT

As Tom enters.

Drop Johnson is sitting at a table in the living room, which
also serves as kitchen and dining room. He is a large man
with a thick neck, a low forehead, and rather vacant eyes.

He is looking up at Tom, a spoonful of cereal frozen halfway
to his mouth, a folded-back newspaper in his other hand,
opened to the funnies.

TOM
'Lo, Drop. How're the Katzenjammers?

Uncomfortably:

DROP
'Lo, Tom. What's the rumpus?

As he talks, Tom walks casually around the apartment, bumping
open doors, sticking his head in each room.

TOM
Had any visitors?

Drop's head swivels to follow Tom around the room; aside
from that he does not move. He speaks cautiously:

DROP
No.

TOM
Not ever, Drop?

DROP
...Not lately.

Tom nods.

TOM
Then you must be happy to see me.

Drop doesn't respond.

TOM
...So you didn't see Bernie Bernheim,
before he was shown across?

DROP
No.

TOM
...Seen him since?

Drop maintains a sullen silence.

Tom is picking up a hat from a clutter on top of a bureau.

TOM
One last question, Drop. I hear
you've got a lot of money on
tomorrow's fight. Is that your bet,
or did you place it for a friend?

DROP
No, uh... it's my bet. I just... I
have a good feeling about that
fight...

Tom's stroll through the apartment has brought him behind
where Drop sits.

TOM
A good feeling, huh. When did the
feeling return to your head?

DROP
...Huh?

Tom puts the hat on top of Drop's head. Drop's eyes roll up
to look at it, but otherwise he still doesn't move.

The hat, too small, sits ludicrously atop his head.

Tom starts toward the door.

TOM
You've outgrown that one. Must be
all the thinking you've been doing...

He pauses with his hand on the knob.

TOM
...Tell Bernie something's come up.
He has to get in touch. There'll be
nothing stirring 'til I talk to him.

He slams the door.

CUT TO

A LARGE WINDOW

We are looking at the ground-floor window from the street.
Letters stenciled on the glass identify the SONS OF ERIN
SOCIAL CLUB.

A topcoated man scurries into frame, knocks out a pane with
the grip of a gun, and tosses a small pipelike device inside.
He scurries away and we pan with him across the street to
reveal a line of cars, police and civilian, parked along the
far curb. No men are visible except the scurrying man, who
takes cover behind one of the parked cars.

SOCIAL CLUB

A beat.

From inside we hear a pair of trotting footsteps--

BOOM! The window blows out, spitting glass into the street,
along with a large dark form.

THE STREET

Glass showers the pavement and a charred rag-doll of a body
hits hard, face down, and skids a couple feet. Smoke wisps
from it.

THE CLUB

A lick of flame from the bomb is already dying and heavy
grey smoke is billowing out.

THE STREET

Men start cautiously rising from behind the cars. A lot of
men. Some wear police uniforms; some are civilians. All
are armed.

THE CLUB

Billowing smoke.

THE STREET

The men have straightened up. A policeman calls through a
bullhorn:

POLICEMAN
All right. Anyone left in there,
come on out, grabbing air. You know
the drill.

THE CLUB

After a beat, the front door swings open. A man emerges,
one hand in the air, one holding a handkerchief over his
mouth.

He walks into the middle of the street.

One of the civilians behind the cars fires.

The man takes the bullet in the chest and drops to the ground,
where he twitches.

The man who fired, in the foreground, grins. A ripple of
laughter runs down the line of men.

THE CLUB WINDOW

Smoke still pouring out.

With a RAT-A-TAT-TAT muzzle flashes from inside illuminate
the smoke.

THE STREET

Bullet hits chew up the cars and a few of the men; the others
drop back down behind the cars and start returning fire.

THE WINDOW

A forbidding black hole in the exterior wall. A second tommy
has joined the first to pour lead out into the street.

CUT TO

RECEPTION AREA

Tracking in an a youngish secretary in a severe dress, sitting
behind a desk.

Faintly, from a distance, we can still hear gunfire.

SECRETARY
'Lo, Tom, where've you been hiding?

REVERSE ON TOM.

TOM
Hither and yon. The mayor in?

SECRETARY
With Mr. Caspar.

Tom is already heading for the door.

TOM
That's who I'm looking for. Scare
up some hootch, will you honey?

SECRETARY
Surely. I'll announce you.

As he opens the door:

TOM
Don't bother, I'm well liked.

INT. MAYOR'S OFFICE

A grand, high-ceilinged place. Mayor Levander sits behind
his desk sputtering, his face turning purple. Caspar, sitting
across from him, is also turning purple. Sitting to one
side are two identical thirty-year-old men, apparently twins,
mustached, silent, respectful, mournful, their hands clasped
over the hats in their laps, wearing stiff new-looking suits
with old-fashioned collars.

MAYOR
I can't do it, Johnny! I'll look
ridiculous! Why, it simply isn't
done! Assistants, maybe--

CASPAR
For a mayor, you don't hear so hot!
I said head! Head of the assessor's
office!

MAYOR
But there's two of 'em!

CASPAR
I can count! Co-heads!

MAYOR
Johnny, needless to say, this office
will do anything in its power to
assist you and your cousins. We did
it for Leo, of course, on countless
occasions--

CASPAR
Damn right--had every potato eater
from County Cork on the public tit--

MAYOR
But there's a way we do things,
hallowed by usage and consecrated by
time! When we put people on the
pad, when Leo was running things, we--

Caspar is furious:

CASPAR
Leo ain't running things! I ain't
innarested in ancient history! I'm
running things now!

MAYOR
Johnny, no one appreciates that more
than I! I can give them jobs! I
can give them good jobs! I can even
give them jobs where they won't have
to perform any work, where their
lack of English will be no impediment!
But I can't--

CASPAR
What is this, the high hat?!

The mayor mops his face with a handkerchief and looks
beseechingly at Tom.

MAYOR
Tom, can you explain it to him? I
can put them in public works but I
can't--

TOM
You can do whatever the hell Caspar
tells you. I don't remember all
this double-talk when Leo gave you
an order.

The mayor looks flabbergasted.

MAYOR
Tom! Jesus!

TOM
Stop whimpering and do as you're
told.

CASPAR
You can start by gettin' outta here.

MAYOR
But Johnny, it's my office!

CASPAR
Get outta here! Take it on the heel
and toe, before I whack you one!...

The mayor retreats and Caspar stares at the two men sitting
to the side.

CASPAR
...You too, beat it!

The two men look at each other, then back at Caspar.

FIRST MAN
...Partiamo?

CASPAR
Yeah, go keep the mayor company.
I'll take care of ya's later.

The immigrants rise and leave the room. Caspar takes out a
handkerchief and wipes his brow.

CASPAR
...Runnin' things. It ain't all
gravy.

The secretary enters the office with a bottle of whiskey, a
soda siphon and ice. She places it an the mayor's desk and
leaves.

We can still hear faint gunfire and an occasional booming
explosion that rattles the windows of the office.

TOM
What's the fireworks?

CASPAR
Knockin' over one of Leo's clubs.
Sonofabitch just won't go belly-up...
I'm sorry, kid. I heard about your
little ride this morning.

Tom is walking over to pour himself a drink.

TOM
Yeah, well sorry don't fix things.
We could just as easily've missed
Bernie's corpse as stumbled over it,
and I'd be dead now.

CASPAR
I know, I know. But it don't mean
Bluepoint's up to anything. So he
heard some rumor Bernie ain't dead,
those stories pop up, people seen
Dillinger in eight states last week.
So he hears a story, and he don't
like you much anyway, so he decides
to check it out--

TOM
Any stories about Bernie being alive,
Bluepoint's made up himself.

CASPAR
Aw, you don't know that. It don't
even make sense--why would he?

Tom stares at Caspar for a beat.

TOM
...There could be a damn good
reason...

Caspar squints at Tom.

TOM
...If you've got a fixed fight coming
up. Do you?

CASPAR
...Maybe. Okay, yeah, sure. Tomorrow
night, the fix is in. What of it?

TOM
Bluepoint knows about it?

CASPAR
Yeah...

He gazes off.

CASPAR
...Okay, I get it.

TOM
If Bluepoint's been selling you out
on these fights, and means to again,
he'll have to be able to point the
finger at someone else--

Uncomfortably:

CASPAR
Yeah, yeah, I get it.

TOM
--but with Bernie dead there ain't a
hell of a lot of people he can point
to.

CASPAR
Yeah. Bluepoint sells me out. Makes
pretend Bernie's still doin' it.
Ats real pretty. Bernie leaked the
fix, and you take the fall for
supposedly not killing him...

He leans back in the mayor's chair and gazes off, sucking
his lips in and out as he thinks.

Finally:

CASPAR
...But I dunno, why would Bluepoint
cross me like that? Money, okay,
everybody likes money. But somehow
it don't seem like him. And I know
the Bluepoint.

TOM
Nobody knows anybody. Not that well.

Caspar shakes his head.

CASPAR
Money don't mean that much to him.

Tom shrugs.

TOM
Then it's not just money he's after.
He's got a wart on his fanny.

CASPAR
...Huh?

TOM
A wart. On his fanny. Giving him
the fidgets. Maybe he's sick of
sitting on the couch and maybe behind
your desk don't look like a bad place
to move to. Maybe he figures the
money can help move him there.

Caspar studies Tom.

CASPAR
...Kid, you got a lip on ya.

He looks off again.

CASPAR
...I don't generally care for it.
But you're honest, and that's
something we can't get enough of in
this business... I'll admit, since
last we jawed, my stomach's been
seazin' up on me. Bluepoint saying
we should double-cross you; you double-
cross once, where's it all end? An
innaresting ethical question. I'll
find Bluepoint, talk to him,
straighten it out--

Tom laughs bitterly.

TOM
Sure, talk to him. Have a chat.
Ask him whether he's selling you
out. Don't take care of him before
he makes his next move, just sit
back and let him make it. You're
swimmin' in it.

Caspar's eyes flash. Tom's tone softens:

TOM
...Johnny, my chin's hanging out
right along side yours.

Caspar goes slack.

CASPAR
Yeah.

Tom stands up.

TOM
...I'd worry a lot less if I thought
you were worrying enough.

Caspar, miserable, rubs his face. From the distant street,
we hear another booming explosion.

CASPAR
...But I am, kid... Christ... running
things...

CUT TO

TOM'S APARTMENT

The phone is ringing at the cut.

We are looking at the window sill upon which the phone sits,
with an empty chair facing.

Footsteps approach and Tom sits into frame and takes the
phone.

TOM
Yeah?

Through the phone:

VOICE
I got your message.

TOM
'Lo, Bernie, I had a dream about you
the other day.

We hear Bernie laugh.

BERNIE
...Yeah? A nightmare?

TOM
On the contrary; very sweet. I dreamt
you were lying out at Miller's
Crossing with your face blown off.

More laughter.

BERNIE
...You get a kick out of that?

TOM
I was in stitches. It's Mink, isn't
it?

BERNIE
I came back and he wasn't happy to
see me. Can you beat that, Tom?
All he could talk about was how he
had to skip, and how much trouble
he'd be in if anyone found me at his
place.

TOM
Some friend.

BERNIE
Yeah. And you know what a nervous
boy he was. I figured, hell, you're
a friend. Maybe you could use some
insurance.

TOM
That's you to the gills, Bernie:
thoughtful. You didn't happen to
keep his gun, did you?

After a moment's hesitation:

TOM
...Didn't Mink have a .22?

BERNIE
He'd already ditched it. Why?

Another hesitation:

TOM
...After Rug?

BERNIE
Yeah... How did you know?

Down to business:

TOM
Doesn't matter. Listen, Bernie,
I've been thinking about our little
deal and I've decided you can stick
it in your ear.

BERNIE
...Huh?

TOM
I figure you don't have anything on
me that I don't have on you. As a
matter of fact, less, since I've
decided to leave town. So I'm calling
your bluff.

BERNIE
Wait a minute--

TOM
Shutup and let me talk. I'm pulling
out of here, tomorrow morning. The
only thing for you to decide is
whether or not I leave behind a
message for Caspar that you're still
around. If you want me to keep my
mouth shut, it'll cost you some dough.

BERNIE
You can't--

TOM
I figure a thousand bucks is
reasonable. So I want two thousand.

BERNIE
In a pig's eye--

TOM
This isn't a debate, it's
instructions. I'm going out for a
while; I'll be back here at four
this morning. Bring me the money.
If you're not at my place, four
o'clock, with the dough, Caspar'll
be looking for you tomorrow.

He hangs up.

CUT TO

HALLWAY

We are close on Tom as, in overcoat and hat, he emerges from
his apartment and looks down at the keys in his hand.

WHAP--A fist swings into frame to connect with Tom's cheek.
He falls back.

Three topcoated men loom over him.

FIRST MAN
Got any money?

Tom is massaging his face.

TOM
...No.

The first man nods at the other two.

FIRST MAN
Okay.

The two men pick Tom off the floor and start to work him
over. He doesn't resist.

The first man watches dispassionately.

FIRST MAN
...Third race tonight. By the finish,
Tailor Maid had a view of the field.

He lights himself a cigarette.

FIRST MAN
...You oughta lay off the ponies,
Tom.

The two men work in silence for a while. Tom too is silent.

Finally:

FIRST MAN
...Okay.

The two men back away from Tom, breathing heavily. He slides
down the wall to the floor.

FIRST MAN
...Lazarre said he's sorry about
this. It's just getting out of hand.

Tom speaks thickly, his head propped against the baseboard:

TOM
...Yeah.

FIRST MAN
He likes you, Tom. He said we didn't
have to break anything.

TOM
Yeah. Okay... Tell him no hard
feelings.

FIRST MAN
Christ, Tom, he knows that.

With a jerk of the head the first man signals the other two
and the trio turns to leave.

FIRST MAN
...Take care now.

CUT TO

DOORWAY NIGHT

We are looking over Tom's shoulder as he waits in the rain
in front of a large oak doorway with wrought-iron fretwork.
At the cut we hear chimes dying, and the door swings open.

There is a grand foyer with a parquet floor, unsittable
furniture and a large chandelier. A liveried butler looks
inquiringly out at Tom.

TOM
Tom Duchaisne.

BUTLER
Yes sir...

He steps back.

BUTLER
...Mr. Caspar is in the great room.

Tom is handing the butler his hat.

TOM
Swell. Can you take this?

INT. FOYER

As Tom starts to shrug out of his coat, Caspar is crossing
towards him.

CASPAR
Kid, what's the rumpus?

Caspar seems as unhappy as last time we saw him.

TOM
I got news.

CASPAR
Yeah, news at this end too. My
stomach's been seazin' up on me.

TOM
Mink just told me that he--

This has woken Caspar up:

CASPAR
You talked to Mink?!

TOM
Yeah, on the phone. Bluepoint wants
you to think he's disappeared, so
you can't talk to him, but he's been
right here in town.

CASPAR
You're sure it was Mink?

Tom shrugs.

TOM
See for yourself; he's coming to my
place, four o'clock this morning.

Having handed the butler his coat and hat, Tom lets Caspar
lead him towards a pair of double doors.

TOM
...He's afraid of a cross from
Bluepoint. He told me about the
fix. Says he'll sing for a couple
grand skip money, tell us everyone
involved...

Caspar opens one of the double doors, and we continue tracking
behind the two men as they enter the trophy room. The room
has the low warm light of a men's club. Outside the dark
windows the rain sheets down.

Caspar sits in behind his desk and swivels away to poke
morosely with a fire shovel at the blaze in the fireplace.
In the foreground, back to us, Tom rests his knuckles an the
desk to lean towards Caspar.

TOM
...But you better take care of
Bluepoint right away. Mink says if
he comes after us its going to be
tonight.

As he looks into the fire:

CASPAR
Leo's holed up at Whiskey Nick's
dump.

Tom is momentarily taken aback.

TOM
...How d'you know?

Chuckle comes from behind.

REVERSE

On Tom. In the background, Bluepoint is walking over to the
door to the room to close it.

BLUEPOINT
That ain't all we know, smart guy.

He points with a nod towards the couch.

BLUEPOINT
...Recognize your playmate?

On the couch sits Drop Johnson. Drop's face looks worked
on, and is beaded over with sweat.

Having shut the door, Bluepoint is sauntering over to Tom.

BLUEPOINT
...Yeah. You thought I'd quit.

He shakes his head.

BLUEPOINT
Huh-uh. I followed you this
afternoon. And I wondered why
Einstein would want to talk to a
gorilla...

He is nose to nose with Tom, smiling at him.

BLUEPOINT
...So I grabbed the gorilla... And I
beat it out of him.

He shrugs.

BLUEPOINT
...Give me a big guy, every time.
They crack easy. Not like you.

Tom holds Bluepoint's look.

TOM
Is there a point? Or are you just
brushing up on your small talk?

BLUEPOINT
I like that. Cool under fire. I'm
impressed.

Very quickly he delivers two slaps--forehand and backhand.
Tom's head rocks but he recovers to stare back at Bluepoint.

BLUEPOINT
...The gorilla didn't know whose
stiff we found, but I can fill that
in. You killed Mink, you sonofabitch.

He grabs Tom by the lapels, swings him away from the desk,
and lands a punch on his chin.

Tom stumbles backs.

Caspar has turned from the fireplace, watching the doings
across the room.

Bluepoint moves towards Tom, breathing hard with anticipated
pleasure.

BLUEPOINT
...Come here, bum. I'm gonna send
you to a deep dark place. And I'm
gonna have fun doing it.

Bluepoint's hand snakes out and grabs Tom by the front of
the coat, hauling him close. He slaps him savagely.

BLUEPOINT
...It was Mink, and by God I'll hear
you say it!

TOM
Is this how you taught Drop his story?

In one motion Bluepoint's hands wrap around Tom's throat
choking him off. As the pressure increases, Tom, purpling,
sinks to his knees.

BLUEPOINT
I like the way you think. Maybe
when you're dead I'll cut your head
off, put it on my mantle--

WHANG--a shovel blade swings into frame to smash Bluepoint
in the face.

He drops.

From somewhere in the room, a scream.

Bluepoint is on his hands and knees, one hand pressed over
his ruined face, blood pouring from between the fingers.

CASPAR
Sonafabitch...

He stands over Bluepoint with the fireplace shovel.

CASPAR
...If there's one thing I can't stand,
it's a double-cross artist. I had a
feeling 'bout this sonofabitch--

He swings the shovel back and delivers an overhand blow to
the top of Bluepoint's head.

Bluepoint drops to the floor, instantly motionless.

The scream, however, continues.

Drop Johnson, on the couch, his eyes wide, his hands
spastically squeezing his knees, is looking down at Bluepoint.
Drop's mouth is stretched wide. He is screaming.

Tom gets slowly to his feet.

Caspar looks at Drop.

CASPAR
...Shut it, you sonofabitch!

He is striding over to him with the shovel.

CASPAR
...I'll give you something to holler
about!

Tom intercepts him.

TOM
Johnny. It's okay. Bluepoint made
him. It's okay. It's not important.

Caspar is panting.

CASPAR
Then have him shut it!

Drop does.

There is a beat.

Incongruously, Caspar's bellow breaks the silence:

CASPAR
...And we do the same to Mink! This
very same night!

Another silence. The rain. The crackle of the fire.

Tom's tone is soothing:

TOM
...Johnny. We can't double-cross
him. He wants to spill the whole
set-up--

Caspar stares at him through glazed eyes.

CASPAR
I've never let a sonofabitch walk!

TOM
You've never crossed anyone...

Caspar is staring at him. His eyes have lost some of their
glaze.

TOM
...Four o'clock, my place. Mink's
coming in on his own hook so I
promised him the money. Don't make
me out a liar--

Drop is suddenly screaming again.

Caspar looks where Drop is looking:

Bluepoint is raising his head, moaning. His face is a mask
of blood. One hand gropes in his overcoat pocket for his
gun.

Caspar shouts over Drop's howl as he pulls something from
his desk drawer:

CASPAR
...Lookit this, kid.

He strides over to Bluepoint.

CASPAR
...Something I try and teach all my
boys...

With the gun point blank against the back of Bluepoint's
head, he fires.

Tom recoils.

CASPAR
...Always put one inna brain!

CLOCK

A large wall clock. It is 3:30.

We are pulling back and down to reveal that we are inside a
diner; we are isolating on a section of counter on which
sits a half-empty cup of coffee and an ashtray half-filled
with butts. A hand puts some change on the counter and leaves
frame.

EXT. DINER

As Tom pushes the door open and exits. He tucks his overcoat
collar up as he walks; it is pouring rain.

Tom turns at the sound of approaching heels and recognizes
Verna with some surprise. He glances up and down the street,
but it is deserted. Verna doesn't seem to much notice the
rain.

TOM
'Lo, Verna. What's the rumpus.

Coldly, as they walk on together:

VERNA
I was just in the neighborhood,
feeling a little daffy. What're you
doing?

TOM
...Walking.

VERNA
Don't let on more than you have to.

TOM
In the rain.

Tom glances at her.

TOM
...What're you doing out?

VERNA
Bernie's dead, isn't he?

They walk on for a beat, Tom looking down at the sidewalk.

Finally:

TOM
...What makes you think that?

VERNA
That's no answer.

Tom again glances around, and escorts Verna into a dark
doorway alcove. It is very small; they have to crowd into
each other to stay out of the rain. Water drops from the
brim of Tom's fedora. He studies her for a beat.

TOM
I can't tell you anything yet.

VERNA
Nobody cares, do they? His friends
didn't really like him.

Tom shrugs.

TOM
He didn't like his friends.

VERNA
You're a sonofabitch, Tom. You're
someone to talk. You got me to tell
you where he was and then you killed
him.

She is raising a gun into frame: She presses it into his
stomach.

Tom stiffens but continues to stare at her calmly.

VERNA
...Tell me why. What was in it for
you?

TOM
Nothing for me.

VERNA
Then why?

TOM
...Giving up Bernie was the only way
I could see to straighten things out
for Leo.

VERNA
You said you didn't care about Leo.

TOM
I said we were through. It's not
the same thing.

Verna looks at him.

VERNA
I don't understand. I don't care.
I don't care what reason you had or
thought you had.

She raises the gun and presses its barrel into the under-
side of Tom's chin. Tom stiffens but remains calm.

TOM
...He's still alive.

Verna stares at him.

VERNA
You expect me to believe you?

TOM
...No.

VERNA
That's you all over, Tom. A lie and
no heart.

Verna pulls back the hammer. There is a long beat.

Verna's eves widen, locked an Tom's.

Tom returns her look; his is sympathetic.

Verna starts trembling.

Tom's tone is soft, understanding. It's the first time we
have ever seen compassion from him.

TOM
...It isn't easy, is it Verna?

She abruptly lurches away and staggers a couple of paces
onto the sidewalk in the rain. She hugs a lamppost for

support. She is staring down at the street, still trembling.

Tom walks up behind her and rests a hand an her shoulder.

TOM
...Are you all right?

She doesn't look around. After a moment:

VERNA
...I don't know how you did it.

She shrugs off his hand and stumbles off down the street.

Tom watches her disappear into the rain.

CUT TO

TREE LIMBS

Night, but sometime later--it has stopped raining. The
branches groan in the wind. As they sway, streetlight
glitters off the leaves, still wet with rain..

We are booming down to reveal that we are in front of Tom's
building, its windows dark. During the boom we hear the
rumble of an approaching car and the hiss of its tires on
wet asphalt.

The boom down ends as the car pulls into frame to stop at
the curb with the camera framed on the driver's window. The
driver has a small bandage on his left cheek. We hear
Caspar's voice as we hear him getting out the back:

CASPAR
Ya put the razor in cold water, not
hot--'cause metal does what in cold?

DRIVER
I dunno, Johnny.

We hear the back door slam and Caspar appears in the front
passenger window.

CASPAR
...'Ats what I'm tellin' ya. It
contracts. 'At way you get a first
class shave.

DRIVER
Okay, Johnny.

As Caspar walks off the driver slouches back, pulls his fedora
over his eyes and folds his arms across his chest. A back
enters frame in the foreground.

TOM'S VOICE
'Lo, Sal. You can dangle.

The driver looks up, startled.

DRIVER
'Lo, Tom. You sure? You don't look
so hot.

We still don't see Tom's face.

TOM
I'm okay. Go ahead, I'll drive him
home.

The driver shrugs.

REVERSE

Wider, from the other side of the car, as the car pulls away.

Tom walks into the foreground, toward his house; we tilt up
to hold him.

The low-angle shows us the tree behind Tom, its branches
still creaking in the wind.

CRACK CRACK--we hear two gunshots from inside the house.

Tom stops momentarily in close shot, looking up, and then
continues on out of frame.

OVER TOM'S SHOULDER

We follow him as he walks into the building and slowly down
the first-floor hall.

The hallway is quiet except for a light moaning wind.

Beyond Tom we see the door to the first-floor apartment crack
open a slit.

Hissing:

VOICE
Mr. Duchaisne...

The door opens wider. Mrs. Zarpas, wearing a housecoat, her
gray hair down in braids, sticks her head out.

MRS. ZARPAS
...There were shots.

Tom looks up towards the staircase, then back at Mrs. Zarpas.

TOM
Go down to the drugstore. Call the
police.

She stares at him, nods. As she drapes on a raincoat:

MRS. ZARPAS
Yes, Mr. Duchaisne.

TOM
You better stay there 'til the
officers arrive.

MRS. ZARPAS
Yes...

She pauses.

MRS. ZARPAS
...Will the cats be all right here?

Tom stares at her.

Finally, he nods.

TOM
...They'll be fine.

Mrs. Zarpas returns his dazed nod, and shuffles away.

So far, upstairs, all is quiet.

PULLING TOM

As he starts slowly towards the staircase.

TOM'S POV TRACKING FORWARD

A small black object on the staircase--an upside-down fedora.
Blood drips with a hollow rattle down onto a step, a couple
steps above the hat.

PULLING TOM

He looks up.

POV

A head sticks through the balusters of the second story
landing return. The body is on its back; the head lolls
back over the tip of the landing down towards the staircase.

Our climbing low angle shows us mostly the back of the head.
The body's far shoulder has knocked out a baluster whose
splintered bottom juts down towards the stairs.

PULLING TOM

Still climbing, looking at the body.

HIS POV

Climbing and panning as we draw even with the head.

It is Caspar. Blood has been expelled through his nostrils
over his mouth and chin. His face is deep red. His eyes
stare glassily at Tom.

PULLING TOM

As he reaches the top of the stairs and swings around to
face along the landing. We hear a chuckle, close by. Wind
is groaning through the hallway.

POV

In the middle foreground Caspar lies an the floor; beyond
him, Bernie leans against the doorframe in Tom's open doorway,
smiling, his arms folded over his chest.

The balusters stretch away in a regular line, throwing
vertical shadows upwards against the opposite wall.

BERNIE
I get it. You set me up.

Tom leans against the wall and looks morosely down at Caspar.

BERNIE
...Anything to avoid a little dirty
work yourself, huh?

Tom doesn't answer.

BERNIE
...How'd you know he'd get it and
not me? Or didn't you care?

Tom shrugs, still staring down at Caspar.

TOM
I figured you'd come early, and be
looking for blood. He wouldn't, so
you'd likely have the drop on him.

Bernie takes his gun out of his overcoat packet and saunters
over.

BERNIE
You're a sonofabitch, Tom. I like
the way you think. You're right,
the bonehead never knew what hit
him.

He looks down at Caspar, unable to suppress a smile.

BERNIE
...But if you knew I'd come looking
to kill you, how do you know I won't
still?

Tom shrugs again.

TOM
Nothing in it for you, now. With
him dead we got nothing on each other.
Let me have the gun.

BERNIE
Why?

Tom jerks his head towards Caspar.

TOM
Pin this on Bluepoint. Neither of
us wants him walking around after
this.

Bernie shakes his head.

BERNIE
The cops'll be Leo's now. They won't
care what they hang Bluepoint for.

Tom shrugs again.

TOM
I guess that's so. If you don't
mind keeping the gun that killed
Caspar. And Mink.

He stoops down over Caspar's body and starts feeling through
Caspar's pockets, looking for something.

TOM
...Why did Mink shoot Rug, anyway?

Bernie is walking towards him, emptying the bullets from his
gun.

BERNIE
I dunno, it was just a mix-up. Here.

Tom looks back over his shoulder. Bernie hands him the gun,
which Tom slips into his overcoat packet.

BERNIE
...So you're gonna say Bluepoint did
this?

As he goes back to the body:

TOM
Mink thought Rug was tailing him?

He finds Caspar's gun and sets it on the floor, but keeps
looking.

BERNIE
Yeah yeah, you know Mink. Hysterical.
Skin full of hop, head full of
bogeymen. Comes home crying one
day, said he had to pop a guy, one
of Bluepoint's spies.

TOM
Rug was following Verna, not Mink.
Mink just happened to be with her.

He has found a wallet and is thumbing through it.

BERNIE
Yeah. Funny, ain't it? But you
know, Mink was terrified Bluepoint'd
find out me and him were jungled up
together.

Tom has taken out the money, rifles it, and replaces the
wallet.

TOM
And I'll bet you'd kept him plenty
worried about that, to keep him under
your thumb.

BERNIE
Yeah, so what...

Bernie is peering over Tom's shoulder at the money.

BERNIE
...Scratch, huh? A little bonus?

Tom straightens up, Caspar's gun in hand.

TOM
Why did Mink take Rug's hair?

Bernie shrugs.

BERNIE
Beats me, the kid was dizzy. Fifty-
fifty on the dough? Or maybe I should
get a little more, since I did the
deed.

Tom is stuffing the money into his pocket.

BERNIE
...Okay, you keep it. I want you to
have it.

TOM
Bernie...

He nods towards Caspar's body.

TOM
...We can't hang this on Bluepoint.

BERNIE
Huh? Why not?

TOM
Bluepoint's already dead, halfway
'cross town.

Bernie's smile is fading.

BERNIE
What the hell are you talking about?

TOM
Bluepoint's dead. It's gotta be
you. I mean hell, it's your gun.

Alarm is beginning to rise:

BERNIE
What is this! What the hell are you
talking about!...

He looks down at Caspar and then back at Tom.

BERNIE
...You took my gun! Just your word
against mine!

Tom pops the chamber of Caspar's gun, glances in, and snaps
it shut.

TOM
Not necessarily.

Bernie's eyes widen.

BERNIE
Are you crazy! We're square! You
said it yourself! We got nothing on
each other!

TOM
Yup.

Bernie fights against hysteria:

BERNIE
So what's in it for you?! There's
no angle! You can't just shoot me,
like that!

He sinks to his knees, his voice rising.

BERNIE
...Jesus Christ! It don't make sense!
Tommy! Look in your heart!

TOM
What heart.

BANG--Bernie splays backwards from the knees, a bullet drilled
neatly through his forehead.

Tom drops the gun by Caspar's body.

Unpocketing Bernie's gun, Tom goes over to his corpse and
drops it there.

We pan with Tom's legs to bring his doorway into view as he
walks into his apartment, to the window chair in the
background, and sits with his back to us.

The windows show daylight breaking. Far away a clock strikes
the quarter hour.

Tom is picking up the phone and dialing. Waiting for an
answer, he reaches over to turn off the feeble yellow lamp
burning chairside.

As we start to FADE OUT, we can hear Tom talking into the
phone:

TOM
...Tony? Tom. Tell Lazarre I've
got his money... Yeah, all of it.
And I want to place a bet on tonight's
fight...

BEAT OF BLACK

CUT TO

THE HALLWAY

Of Leo's club, leading to his office.

We are tracking over Tom's shoulder as he walks down the
hall, led by Dead Terry.

TERRY
They set you up downstairs?

TOM
How's that?

TERRY
Hootch? Whatever?

Tom gestures with the drink he is carrying. Its ice cubes
clink.

TERRY
...Well thanks for coming, Tom.
Leo's real anxious to see you...

TOM
Yeah. I happened to be near.

We can hear muffled bellowing coming from Leo's office,
growing louder as we approach.

Terry seems embarassed:

TERRY
Actually... this might not be the
best time...

They have pulled up in front of the closed door to Leo's
office.

Leo's bellowing, inside, abates for a moment. We can hear
another voice, muffled so that we don't hear words, but only
the voice's plaintive quality.

Leo's bellowing cuts it short.

TOM
...Who's he got in there?

TERRY
O'Gar and the mayor.

As he leaves frame:

TOM
I'll try again.

Terry calls after him:

TERRY
I'll tell him you stopped by.

DOWNSTATRS

Pulling Tom as he walks across the gambling floor, drink
still in hand.

Behind him we can see workmen busily repairing the damage
done to the club in the police raid.

Halfway across the floor Tom stiffens and slows, seeing
something.

Verna is entering the club.

The two meet.

TOM
'Lo, Verna.

VERNA
See Leo?

They both lean against a countertop and look out at the floor.

TOM
He was busy.

VERNA
You should see him. He has something
to tell you.

TOM
Maybe I'll run into him.

VERNA
Bernie's funeral is tomorrow. You
could stop by.

TOM
Maybe.

VERNA
...Leo has something to tell you.

TOM
So you said.

There is a silent beat. Verna scowls.

VERNA
...Tell me something, Tom. Why didn't
you tell me what was going on? I
thought he was dead, and you never--

TOM
There was no point in telling you.
It could only have queered things if
it had gotten out--

VERNA
Jesus, Tom! You don't just talk to
people for the play it gives you or
doesn't give you! I suffered, you
no-heart son of a bitch!

Tom lets this drift.

Verna tries to compose herself.

VERNA
...I'm sorry. It's just that things
might've been different. With us.
If I'd known that you hadn't... done
anything to him...

TOM
You know now.

Verna looks at him intently.

VERNA
What happened that night?

Tom still looks at her evenly.

TOM
I went to a bar. Passed out. When
I got back to my place they were
both dead.

Verna studies him.

VERNA
...Passed out, huh?

TOM
Yeah.

She looks at him a beat more, then out at the floor.

VERNA
It's funny... I've never even seen
you sleep--though you told me once
about a dream you had.

TOM
Maybe I lied.

WHAP! Verna slaps him hard. His head rocks under the blow.

VERNA
You've never been straight with me
about anything! You are a
sonofabitch!

She stalks off.

Tom watches her go.

He raises the drink and rolls it across his slapped cheek.

The ice cubes clink.

CEMETERY

An small old marble orchard set on a hilltop cleared against
the woods. Stars of David adorn the headstones; in the
foreground Bernie's funeral is ending. Present is a rabbi,
just finishing the chanting of the liturgy, Verna, and Leo.

In the background, on the road at the foot of the hill, Tom
is emerging from a taxi. It rolls away as he starts up the
hill.

Just as he arrives, Leo and Verna turn to leave.

Tom takes in the scene.

TOM
Big turnout.

VERNA
Drop dead.

She stalks off, leaving Leo and Tom alone. Leo takes off
his yarmulke and fiddles with it uncomfortably. The two men
start walking.

LEO
...She's under a lot of strain.

TOM
Well, at least she didn't hit me.

Leo chuckles.

They walk on.

LEO
Tommy, I'm glad you came...

TOM
She's taking the car.

LEO
Huh?

Leo looks up.

Verna is getting into the elegant black touring-car that
waits at the bottom of the hill. It pulls away.

Leo looks at Tom.

LEO
...I guess we're walking.

TOM
I guess we are.

They walk in silence for a beat.

LEO
...We're getting married.

Tom stiffens. He brings out:

TOM
...Congratulations, Leo.

Leo too is uncomfortable.

LEO
The funny thing is... She asked me.
To tie the knot. I guess you're not
supposed to say that.

TOM
It doesn't matter. Congratulations.

LEO
Thanks... Hell, Tom! Why didn't you
tell me what you were up to?! I
thought you'd really gone over--not
that I didn't deserve it. But you
could have told me.

TOM
Telling you could only've queered
things if it had...

Tom cuts himself off and walks in silence for a moment.

TOM
...There just wasn't any point.

Leo wants to be encouraging. He nods.

LEO
I can see that. Well. It was a
smart play, all around. I guess you
know I'm grateful.

TOM
No need.

Leo is grinning again.

LEO
I guess you picked that fight with
me just to tuck yourself in with
Caspar.

TOM
I dunno. Do you always know why you
do things, Leo?

Leo greets this with a puzzled Smile.

LEO
Course I do.

He nods to himself.

LEO
...It was a smart play.

They walk on.

TOM
You'll do fine.

Leo stops, grabs Tom's arm, and the words come cut in a rush:

LEO
...Jesus, Tom! I'd give anything if
you'd work for me again! I know
I've made some bonehead plays! I
know I can be pig-headed but, damnit,
so can you! I need your help, and
things can be like they were, I know
it! I just know it! As for you and
Verna--well I understand, you're
both young, and--well, damnit, Tom,
I forgive you!

Tom instantly bristles. For the first time, his tone is
sharp:

TOM
I didn't ask for that and I don't
want it.

The two men stare at each other--Tom's look angry; Leo's,
distraught.

Tom's look softens.

TOM
...Goodbye, Leo.

Leo still stares at him, waiting for something else.

When nothing is forthcoming he turns and walks away.

Tom watches him go. He unpockets a flask and raises it to
his lips.

Behind him a tree soughs in the wind.

FADE OUT

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