SWEET SMELL OF SUCCESS

                           by

                     Clifford Odets

                     Ernest Lehman




                     Working Script For

                 THE SWEET SMELL OF SUCCESS

FADE IN:

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

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

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

                     "GO WITH THE GLOBE"

                            Read

                       J.J. HUNSECKER

                   "They eyes of Broadway"

EXT. BROADWAY - DUSK - N.Y.

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

EXT. BROADWAY - NIGHT

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

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

CLOSER ANGLE - NIGHT

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

DETAIL

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

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

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

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

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

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

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

ORANGE JUICE STAND - NIGHT

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

CLOSE UP OF SIDNEY

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

EXT. SIDNEY'S APARTMENT - BROADWAY - NIGHT

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

FIRST FLOOR - OUTSIDE SIDNEY'S APARTMENT - NIGHT

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

SIDNEY FALCO

Publicity

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

INT. SIDNEY'S APARTMENT - NIGHT

SALLY is on the phone as Sidney strides in.

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

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

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

She hangs up.

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

                         SIDNEY
            He wants me to break a leg?

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

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

                         SALLY
            But...

                         SIDNEY
            But what?

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

                         SIDNEY
            May I rent you out as an adding
            machine.

He has begun to change his clothes.

                         SIDNEY
            Get me Joe Robard.

Sally goes back into the outer room.

                         SIDNEY
            Who else phoned?

                         SALLY
            The renting agent and the tailor.

                         SIDNEY
            Pay the rent.  Let the tailor wait.

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

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

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

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

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

INT. ROBARD'S CLUB - NIGHT

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

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

RESUME SIDNEY

Sally is watching him, unhappy on his behalf.

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

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

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

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

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

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

                         SALLY
            I hate to see you like this --

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

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

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

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

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

Sidney is abruptly savage.

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

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

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

                         SIDNEY
            You ought to be used to me by now.

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

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

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

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

                         SALLY
            Take a top coat.

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

He is already gone as she picks up the phone.

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

                                            LAP DISSOLVE TO:

INT. ELYSIAN ROOM - NIGHT

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

STEVE DALLAS

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

SIDNEY

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

DALLAS

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

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

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

                         RITA
            I don't think so.

                         SIDNEY
            You're sure.  Find out for me.

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

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

                         SIDNEY
            Is Frank D'Angelo around?

                         RITA
            At the bar - Sidney...

But Sidney has moved away from her.

D'ANGELO

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

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

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

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

ANOTHER ANGLE

Shooting past D'Angelo and Sidney towards the bandstand.

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

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

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

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

                         SIDNEY
                   (after a pause)
            See my mother?

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

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

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

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

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

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

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

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

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

                         SIDNEY
                   (narrowly)
            You told him that?

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

A pause.  Sidney is thinking.

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

                         D'ANGELO
            Coupla weeks.  For eight weeks.

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

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

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

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

RITA

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

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

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

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

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

D'ANGELO

He looks disturbed.

INT./EXT. BACKSTAGE AND COURTYARD

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

CLOSER ANGLE

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

INT. ELYSIAN ROOM

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

QUINTET

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

EXT. BACKSTAGE AND COURTYARD

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

                         CHICO
            Hi!  Susie...

                         SUSAN
            Hello, Chico.  Paul.

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

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

                         SUSAN
            Full house...?

                         PAUL
            Packin' 'em in.

INT. CLUB

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

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

CHICO

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

REVERSE ANGLE

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

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

                         FRED
                   (blankly)
            Huh?

RESUME CHICO

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

CORRIDOR

Chico, smiling, explains:

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

STEVE

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

                         STEVE
            What did she say...?

CHICO

He is amused, but sympathetic.

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

COURTYARD

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

SUSAN

She looks up at Steve.

STEVE

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

RESUME SUSAN

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

REVERSE ANGLE

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

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

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

CORRIDOR

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

                         SIDNEY
            Hi, Fellows.  Where's the Chief?

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

                         FRED
            Who?

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

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

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

                         SIDNEY
                   (coldly, as he goes)
            Thanks.

COURTYARD

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

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

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

STEVE

His sobering reaction shows this is something important.

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

SUSAN

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

STEVE AND SUSAN

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

                         STEVE
            He isn't going to like it.

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

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

Susan stoutly shakes her head.  Defensively she reassures
Steve:

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

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

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

                         SUSAN
            Let's forget him and -

But Steve is not so ready to change the subject.

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

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

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

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

Now Steve responds.  He grins, holds her closer.

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

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

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

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

                         SUSAN
            I made you write a beautiful song...

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

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

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

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

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

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

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

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

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

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

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

ANOTHER ANGLE

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

                         D'ANGELO
            What are you boys fighting about?

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

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

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

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

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

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

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

SIDNEY

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

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

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

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

                         STEVE
            Just a minute, Chico.

CORRIDOR

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

COURTYARD

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

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

INT. CLUB

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

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

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

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

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

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

                         SIDNEY
            Avidly.  He was staring.

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

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

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

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

                         RITA
            In his apartment -

                         SIDNEY
            And where was his wife?

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

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

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

Despite himself, Sidney chuckles; but she is distressed.

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

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

STEVE AND SUSAN

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

RESUME SIDNEY AND RITA

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

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

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

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

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

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

                         RITA
            Do you still keep your key under
            the mat?

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

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

SIDNEY AND SUSAN

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

BANDSTAND

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

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

D'Angelo hides his feelings, asks:

                         D'ANGELO
            Did she accept?

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

He mounts the bandstand.

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

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

ANOTHER ANGLE

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

OUTSIDE THE ELYSIAN ROOM

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

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

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

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

LONGER SHOT

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

INSIDE CAB

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

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

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

                         SIDNEY
                   (grimacing)
            We stick in each others craw.

                         SUSAN
            Yes, but why?

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

SUSAN

Quizzically, she studies Sidney.

                         SUSAN
            Don't you?

SIDNEY

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

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

RESUME SUSAN

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

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

RESUME SIDNEY AND SUSAN

Sidney makes a show of indignation.

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

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

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

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

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

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

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

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

                         SIDNEY
            Wedding bells, you mean?

Again Susan nods.

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

SIDNEY

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

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

RESUME SUSAN AND SIDNEY

Susan continues.

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

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

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

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

Susan ignores his remark, continuing thoughtfully:

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

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

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

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

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

EXT. BROADWAY

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

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

LONGER SHOT

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

SUSAN

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

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

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

They move through the doors.

REVERSE ANGLE

Sidney quickly corrects himself, saying earnestly:

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

SUSAN

Susan looks thoughtful, making no comment.

RESUME SIDNEY AND SUSAN

Carefully (again probing) he prompts her:

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

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

SUSAN

She looks back at Sidney, quietly firm.

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

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

RESUME SIDNEY

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

EXT. BROADWAY

Sidney returns to the cab, instructing the driver:

                         SIDNEY
            The Twenty One Club.

He climbs in and the taxi drives off down Broadway.

                                            LAP DISSOLVE TO:

EXT. TWENTY ONE CLUB - NIGHT

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

CLOSER ANGLE - NIGHT

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

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

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

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

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

                         SIDNEY
                   (quickly)
            I tried to reach you twice -

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

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

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

Sidney flinches, his pride touched.

                         SIDNEY
            Listen, when your band was playing
            at Roseland -

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

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

                         THE GIRL
            Take it easy, Jimmy dear...

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

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

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

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

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

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

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

INT. TWENTY ONE CLUB - NIGHT

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

                         CAPTAIN
            How are you tonight, Mr. Falco?

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

                         CAPTAIN
            But of course...

                         SIDNEY
            Alone or surrounded?

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

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

REVERSE ANGLE

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

INT. LOUNGE

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

PHONE BOOTHS

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

                         SIDNEY
            Honey, get me Mr. Hunsecker.

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

                         OPERATOR
            He's right inside, Mr. Falco.

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

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

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

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

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

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

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

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

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

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

                         SIDNEY
            Can I come in for a minute?

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

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

INT. TWENTY ONE CLUB - LOUNGE

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

INT. HALLWAY

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

HUNSECKER

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

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

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

REVERSE ANGLE

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

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

SIDNEY

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

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

REVERSE ANGLE

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

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

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

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

                         HUNSECKER
            Forgive me, Harvey.  We were
            interrupted before -

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

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

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

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

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

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

                         HUNSECKER
            Now don't kid a kidder.

THE SENATOR, THE GIRL, AND THE AGENT

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

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

REVERSE ANGLE

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

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

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


SIDNEY AND HUNSECKER

Sidney nods pleasantly to the Girl and the Agent.

                         SIDNEY
            I know Manny Davis.

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

Hunsecker is picking up the phone, continuing:

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

REVERSE ANGLE

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

RESUME HUNSECKER

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

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

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

                         SIDNEY
            Do you believe in capital
            punishment, Senator?

RESUME REVERSE ANGLE

The Senator, amused, asks:

                         SENATOR
            Why?

RESUME HUNSECKER AND SIDNEY

Sidney glances sidelong at Hunsecker.

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

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

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

THE AGENT AND THE GIRL

The Agent glances uneasily at the Girl beside him.

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

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

RESUME HUNSECKER

He studies the Girl intently.

                         HUNSECKER
            What subject?

RESUME THE AGENT AND THE GIRL

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

RESUME HUNSECKER

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

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

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

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

RESUME HUNSECKER

Again his glance links the Girl and the Senator.

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

THE SENATOR, THE AGENT AND THE GIRL

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

                         SENATOR
            Are you an actor, Mr. Falco?

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

SIDNEY AND HUNSECKER

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

                         HUNSECKER
            How did you guess it, Miss James?

RESUME THE AGENT, THE GIRL AND THE SENATOR

They all look at Sidney.

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

RESUME SIDNEY AND HUNSECKER

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

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

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

                         HUNSECKER
                   (quietly)
            Match me, Sidney...

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

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

HUNSECKER

A single close up, to intercut with the above.

SIDNEY

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

THE AGENT, THE GIRL AND THE SENATOR

To intercut with the above; their reactions of embarrassment.

GROUP SHOT

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

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

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

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

SIDNEY AND HUNSECKER

Sidney doesn't answer.

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

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

RESUME THE AGENT, THE GIRL AND THE SENATOR

                         GIRL
            What's manna?

RESUME HUNSECKER AND SIDNEY

Hunsecker glances spitefully at the Girl.

                         HUNSECKER
            Heaven dust.

RESUME THE AGENT, THE GIRL AND THE SENATOR

The Senator continues to Sidney:

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

RESUME SIDNEY AND HUNSECKER

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

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

Sidney lifts a mimeographed sheet, as an example.

                         HUNSECKER
            What, some cheap, gruesome gags?

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

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

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

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

THE AGENT, THE GIRL AND THE SENATOR

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

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

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

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

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

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

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

SENATOR

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

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

HUNSECKER

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

RESUME SENATOR

                         SENATOR
            Why does everything you say sound
            like a threat?

RESUME HUNSECKER

He leans back, speaking more quietly, enjoying himself.

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

AGENT

Hunsecker leans into shot pointing directly at the Agent.

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

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

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

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

RESUME HUNSECKER

He smiles disarmingly.

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

Hunsecker rises.

GROUP SHOT

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

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

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

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

Hunsecker matches the Senator's solemnity.

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

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

ON THE WAY TO THE FOYER

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

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

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

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

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

By now they are at the coatroom, Hunsecker smiling.

                         ATTENDANT
            Mr. Hunsecker's coat, Joe.

                         HUNSECKER
            Find me a good one, Joe.

He accepts the proferred coat as he moves past CAMERA.

LONGER SHOT - NIGHT

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

HUNSECKER

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

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

                         DAN
            Very good, Mr. Hunsecker.

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

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

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

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

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

                         SIDNEY
            There's your fat friend.

LONGER SHOT - POLICE CAR - NIGHT

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

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

                         HUNSECKER
                   (as he approaches)
            Hello, Harry.

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

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

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

REVERSE ON KELLO

Kello offers his hand to Hunsecker.

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

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

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

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

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

The detective inside the car answers, respectfully.

                         PHIL
            Fine, Mr. Hunsecker.

                         HUNSECKER
            Any news fit to print tonight?

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

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

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

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

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

ANOTHER ANGLE

Mischievously, Hunsecker nods at Sidney.

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

                         KELLO
                   (mildly)
            I don't believe it.

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

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

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

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

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

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

The memory of something unpleasant clouds Kello's face.

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

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

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

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

ANOTHER ANGLE - 52ND STREET - NIGHT

Kello gets into the police car.

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

ANOTHER ANGLE - 52ND ST. - NIGHT

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

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

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

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

                         HUNSECKER
            I love this dirty town.

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

HUNSECKER.  SIDNEY FOLLOWING.

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

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

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

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

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

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

Hunsecker pauses, halts.

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

Sidney follows quickly.

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

                         HUNSECKER
            I don't?

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

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

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

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

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

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

                         HUNSECKER
                   (scornfully)
            Are you finished?

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

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

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

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

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

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

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

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

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

HUNSECKER

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

                         HUNSECKER
            Susie told you that...?

REVERSE ANGLE - FAVORING SIDNEY

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

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

A pause.

                         HUNSECKER
                   (quietly)
            Can you deliver?

Sidney nods.

                         SIDNEY
            Uh huh.

                         HUNSECKER
            When?

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

HUNSECKER

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

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

SIDNEY

He is satisfied.

HUNSECKER

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

SIDNEY - NIGHT

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

                                      QUICK LAP DISSOLVE TO:

INT. TOOTS SHOR'S RESTAURANT

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

CLOSER ANGLE

REVERSE ANGLE.  A CAPTAIN approaches Sidney.

                         CAPTAIN
            Hello, Sidney.  Wanna table?

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

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

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

                         CAPTAIN
            He's somewhere...

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

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

BARTHA

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

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

ANOTHER ANGLE

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

                         BARTHA
                   (cautiously)
            Who told you about it?

SIDNEY

Sidney smiles at Bartha, but the threat is clear.

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

RESUME BARTHA

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

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

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

                         BARTHA
            What is this, blackmail?  Beat it!

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

SIDNEY

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

BARTHA AND HIS WIFE

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

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

Bartha looks up.  What can he do?  Begrudgingly:

                         BARTHA
            Loretta...Sidney Falco...

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

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

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

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

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

WIFE

Mrs. Bartha laughs, enjoying his deftness; then:

                         WIFE
            What's your first name?

                         SIDNEY
                   (over scene)
            Sidney.

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

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

BARTHA, WIFE AND SIDNEY

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

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

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

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

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

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

produces his pad again, begins to write on it.

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

Bartha notes Sidney's writing.

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

                         WIFE
                   (calmly)
            Hitler!

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

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

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

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

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

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

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

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

Sidney pushes the item back towards Bartha.

WIFE

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

BARTHA AND SIDNEY

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

                         BARTHA
            I don't print blind items.

RESUME WIFE

She looks from Sidney to her husband and back.

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

RESUME BARTHA, MRS. BARTHA AND SIDNEY

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

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

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

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

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

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

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

SIDNEY AND BARTHA

Bartha turns challengingly to Sidney.

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

WIFE

She is brushing her lap with her napkin.

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

RESUME BARTHA AND SIDNEY

Bartha ignores her, again challenges Sidney.

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

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

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

RESUME WIFE

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

BARTHA

He glances unhappily at his wife.

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

MRS. BARTHA, BARTHA AND SIDNEY

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

                         WIFE
            Blackmail...?

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

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

A momentarily pause.  Then:

                         WIFE
            About what?

RESUME BARTHA

He is uneasy, ashamed of himself.

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

RESUME WIFE

She says nothing.

RESUME BARTHA, SIDNEY AND MRS. BARTHA

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

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

Sidney tries to brazen it out, sneering:

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

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

MRS. BARTHA

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

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

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

BARTHA AND WIFE

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

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

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

OTIS ELWELL

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

SIDNEY

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

WAITER

A waiter approaches Sidney.  He has a message.

                         WAITER
            Otis Elwell wants to see you, Sidney.

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

OTIS ELWELL

From Sidney's viewpoint.  Elwell beckons.

SIDNEY

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

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

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

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

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

REVERSE ANGLE

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

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

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

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

SIDNEY

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

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

RESUME ELWELL AND SIDNEY

Elwell looks up at Sidney as he continues.

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

REVERSE ANGLE

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

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

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

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

ELWELL

He has lost interest in Sidney.

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

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

REVERSE ANGLE

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

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

ELWELL

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

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

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

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

REVERSE ANGLE

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

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

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

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

Elwell shows no undue enthusiasm for the item.

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

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

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

ELWELL

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

SIDNEY AND ELWELL

Watching Elwell read, Sidney encourages:

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

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

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

Elwell nods.  But he is still reluctant.

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

SIDNEY

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

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

ELWELL

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

                         ELWELL
            I'm not an unreasonable man...

Elwell reaches for the slip of paper once more.

SIDNEY AND ELWELL

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

                         SIDNEY
            Waiter!  The check.

                                            LAP DISSOLVE TO:

INT. SIDNEY'S APARTMENT - NIGHT

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

SIDNEY'S OFFICE

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

                         RITA
                   (coyly)
            Hi!

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

ANOTHER ANGLE

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

RITA

This new arrival gets a dismal reaction from the girl.

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

                         RITA
                   (with no welcome whatsoever)
            Hello.

ANOTHER ANGLE

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

                         ELWELL
            Friends call me Otis - sometimes
            Tricky Otis.

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

                         ELWELL
            Right!

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

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

Rita looks at him sharply.

                         RITA
            Back?

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

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

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

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

ANOTHER ANGLE

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

                         ELWELL
                   (amused by acid)
            Consternation reigns...

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

                         SIDNEY
                   (quickly)
            Now, Otis...

Elwell shrugs, remarks pleasantly but with significance:

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

                         SIDNEY
            Give me a chance --

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

INT. BEDROOM

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

                         SIDNEY
            Don't you know who that man is?

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

                         SIDNEY
                   (nodding with emphasis)
            Yeah!

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

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

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

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

                         SIDNEY
            What kind of an act is this?

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

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

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

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

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

                         SIDNEY
            What sort of thing?

                         RITA
                   (emphatic)
            This sort of thing!

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

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

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

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

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

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

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

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

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

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

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

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

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

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

Sidney goes out.

SIDNEY'S OFFICE

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

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

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

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

Sidney laughs, more from relief than from the joke.

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

                         ELWELL
                   (lightly)
            Hurry back.

At the door Sidney takes cheerful leave of them.

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

HALLWAY OUTSIDE SIDNEY'S APARTMENT

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

INT. SIDNEY'S OFFICE

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

                         RITA
            Palm Springs.  Two years ago.

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

                         ELWELL
                   (delighted)
            That's right!

Rita drinks.  She adds glumly:

                         RITA
            Don't tell Sidney.

Elwell continues to laugh as we...

                                            CUT TO:

ORANGE JUICE STAND - NIGHT

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

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

EXT. HUNSECKER'S PENTHOUSE - NIGHT

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

INT. HUNSECKER'S PENTHOUSE - NIGHT

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

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

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

ORANGE JUICE STAND - NIGHT

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

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

HUNSECKER'S PENTHOUSE - NIGHT

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

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

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

INT. SUSAN'S BEDROOM - NIGHT

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

EXT. TERRACE - NIGHT

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

HUNSECKER - NIGHT

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

EXT. FROM THE TERRACE - NIGHT

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

                                    LAP DISSOLVE THROUGH TO:

EXT. FROM THE TERRACE - DAY

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

EXT. GLOBE BUILDING - DAY

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

                         NEWS VENDOR
            The Globe?

                         SIDNEY
                   (shaking his head)
            Gimme The Record.

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

                                          QUICK DISSOLVE TO:

INT. GLOBE BUILDING

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

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

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

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

                         MARY
            I'll get the boss to sign them.

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

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

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

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

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

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

                         SIDNEY
            What about?

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

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

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

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

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

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

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

He hangs up, continuing to read.

                         MARY
            Could this be that boy?

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

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

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

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

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

INSERT

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

SIDNEY AND MARY

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

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

Sidney, caught "in flagrante", laughs.

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

He turns away, changing the subject (apparently).

                         SIDNEY
            How about dinner tonight?

Mary turns to study him.

                         MARY
            Bribing me again?

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

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

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

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

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

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

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

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

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

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

He goes to the door, grinning.

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

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

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

EXT. PALACE THEATRE - DAY

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

                         DOORMAN
                   (calling out)
            Hey!

                                            LAP DISSOLVE TO:

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

                         SIDNEY
            Herbit Temple here yet?

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

                         SIDNEY
            I'm in, Sonny Boy!

He is already on his way into doorway.

INT. BACKSTAGE OF PALACE THEATRE

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

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

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

                         SIDNEY
            Hiya, Al!

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

                         EVANS
            Since when did you two get
            acquainted?

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

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

The comic accepts the hand doubtfully.

                         EVANS
                   (uncertain)
            Delighted.

                         SIDNEY
            I'm Sidney Falco.

                         TEMPLE
                   (still dubious)
            Yea