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Producers (1968)

by Mel Brooks. March, 1967.

More info about this movie on imdb.com
INT. DAY. HALLWAY OUTSIDE OF MAX BIALYSTOCK'S OFFICE.
CLOSE-UP OF LITTLE OLD LADY.  She blows a kiss and WAVES
GOOD-BYE.

CUT TO CLOSE-UP OF MAX BIALYSTOCK.  HE RESPONDS WITH SIMILAR
GESTURES.

CAMERA PULLS BACK TO FULL SHOT.  LEGEND ON FROSTED GLASS OF
BIALYSTOCK'S OFFICE DOOR READS:

	MAX BIALYSTOCK - THEATRICAL PRODUCER

LITTLE OLD LADY BEGINS TO DESCEND STAIRWAY.  SHE STOPS,
TURNS, BLOWS ANOTHER KISS AND ONCE MORE WAVES GOODBYE.
BIALYSTOCK GRACIOUSLY ANSWERS IN KIND.

			BIALYSTOCK
	Don't forget the checkee.  Can't
	produce playees without checkees.

			LITTLE OLD LADY
	You can count on me-o, you dirty
	young man.

CAMERA BACK TO BIALYSTOCK'S FACE FROZEN IN A LITTLE GOODBYE
SMILE.  THE LITTLE OLD LADY'S FOOTSTEPS.  BEGIN TO FADE.
BIALYSTOCK'S FACE QUICKLY RESUMES ITS NORMAL EXPRESSION --
DESPAIR AND DISGUST.  HE THEN REACHES INTO HIS VEST POCKET,
PULLS OUT AN OLD-FASHIONED, POCKET WATCH AND EARNESTLY
CONSULTS ITS FACE.

CAMERA STAYS WITH HIM AS HE RUSHES INTO HIS OFFICE.
BIALYSTOCK MOVES WITH A QUICK SHUFFLING GAIT TO HIS DESK.
FROM THE TOP OF IT HE PICKS UP A FRAMED PHOTOGRAPH.

CAMERA INSERT: CLOSE-UP OF PHOTOGRAPH.  IT IS FACE OF LITTLE
OLD LADY WHO HAS JUST LEFT.

CAMERA BACK TO BIALYSTOCK.  HE OPENS DESK DRAWER.  IT IS
FILLED WITH TAGGED KEYS.  HE PICKS UP A KEY.

CAMERA INSERT: TAG ON KEY READS: INVESTORS FILE.

CAMERA BACK TO BIALYSTOCK.  WITH PHOTOGRAPH IN HAND, HE
MOVES ACROSS HIS OFFICE TO A LARGE, DOUBLE-DOORED CABINET.
HE UNLOCKS CABINET.

CAMERA SHOWS CABINET INTERIOR FILLED WITH HUNDREDS OF
SIMILARLY FRAMED PHOTOGRAPHS OF LITTLE OLD LADIES.

CAMERA BACK TO BIALYSTOCK.  HE PLACES PHOTOGRAPH IN ITS
PROPER NICHE AND BEGINS TO LOOK THROUGH THE FACES.

CAMERA SLOWLY PANS ROWS OF PHOTOGRAPHS, BIALYSTOCK'S P.O.V.

							    2.


			BIALYSTOCK
		(Voice Over)
	"Hold me, touch me', 'hold me,
	touch me', 'hold me, touch me',
	where is 'hold me, touch me'?  Ahhh
	... here we are.  'Hold me, touch
	me.'"

CAMERA STOPS PANNING AND REMAINS ON ONE OF THE PHOTOGRAPHS.
BIALYSTOCK'S HAND MOVES INTO THE FRAME AND PICKS UP
PHOTOGRAPH.

CAMERA MOVES IN TO CLOSE-UP OF PHOTOGRAPH

DISSOLVE THROUGH TO MATCHING CLOSE-UP OF SAME FACE WE HAVE
JUST SEEN IN PHOTOGRAPH.

CAMERA PULLS BACK TO REVEAL LITTLE OLD LADY IN REAR SEAT OF
LIMOUSINE.  EXTERIOR.  DAY.

CAMERA KEEPS MOVING BACK TO EXTERIOR OF LIMO AS IT MOVES
ALONG THROUGH NEW YORK'S THEATRICAL DISTRICT.

LONG SHOT.  45TH STREET.  SAME LIMOUSINE PULLS UP IN FRONT
OF ONE OF THE THEATRES THAT LINE THE BLOCK.

MEDIUM SHOT.  CHAUFFEUR BRISKLY HOPS OUT, AND SMARTLY OPENS
REAR DOOR.  THE LITTLE OLD LADY EMERGES.  SHE LOWERS HER
VEIL AND FURTIVELY DUCKS INTO THE BUILDING ENTRANCE.

INT. MEDIUM SHOT.  DILAPIDATED THEATRE OFFICE BUILDING.  THE
LITTLE OLD LADY ENTERS.  SHE RAISES HER VEIL, CHUCKLES
GLEEFULLY, AND BEGINS TO ASCEND THE STAIRS.

MEDIUM SHOT.  UPON REACHING THE LANDING, SHE SPOTS THE FIRST
LITTLE OLD LADY COMING DOWN.  SHE QUICKLY DROPS HER VEIL.
THE FIRST LITTLE OLD LADY DISCREETLY HIDES HER FACE WITH HER
PURSE AS THEY PASS EACH OTHER ON THE LANDING.

DISSOLVE TO FOURTH FLOOR LANDING.  THE LITTLE OLD LADY MAKES
HER WAY TO THE TOP.  SHE HANGS ONTO THE BANISTER FOR SUPPORT
AS SHE CATCHES HER BREATH.  SHE RAISES HER VEIL, REACHES
INTO HER PURSE, TAKES OUT A SMALL FLACON OF PERFUME AND
SPRAYS DELICATELY BEHIND BOTH EARS.  THOROUGHLY COMPOSED,
SHE APPROACHES BIALYSTOCK'S DOOR.  SHE RAPS ON THE DOOR
THREE TIMES IN QUICK SUCCESSION, WAITS A MOMENT, RAPS TWICE
AND THEN THREE TIMES AGAIN.  SUDDENLY THE DOOR IS FLUNG OPEN.

MEDIUM SHOT.  MAX BIALYSTOCK

			BIALYSTOCK
		(leering)
	Darling!

							    3.


MEDIUM SHOT OVER BIALYSTOCK'S SHOULDER.  LITTLE OLD LADY.

			LITTLE OLD LADY
		(passionately)
	Hold me, touch me.

CUT TO TWO SHOT.  BIALYSTOCK CLUTCHES THE LITTLE OLD LADY IN
A PASSIONATE EMBRACE.

			BIALYSTOCK
	Devil woman.

FREEZE ACTION.

SUPER-IMPOSE FIRST CREDIT:  ZERO MOSTEL.

RESUME ACTION.

THE LITTLE OLD LADY GIGGLES JOYOUSLY AND THEN SLIPS FROM

BIALYSTOCK'S GRASP, DARTS INTO THE OFFICE AND DUCKS BEHIND
THE COUCH.  SHE POPS HER HEAD UP.

			LITTLE OLD LADY
	Finder's keepers.

FREEZE ACTION.

SUPER-IMPOSE: TITLE OF FILM

RESUME ACTION.

			BIALYSTOCK
	Here I come, ready or not.

BIALYSTOCK LEAPS THROUGH THE AIR TOWARDS THE COUCH.

FREEZE-ACTION.

CREDIT.

RESUME ACTION.

BIALYSTOCK LANDS BADLY.  HE WRITHES IN PAIN.  LITTLE OLD
LADY COQUETTISHLY CRAWLS TO HIM.

			LITTLE OLD LADY
	What's the matter?  Papa no want to
	play with baby?

			BIALYSTOCK
	Ohhhhhh.

FREEZE-ACTION.

							    4.


CREDIT.

RESUME ACTION.

BIALYSTOCK REACHES OUT FOR HER.  SHE ELUDES HIM, DARTS INTO
A CHAIR, CROSSES HER LEG SEDUCTIVELY, RAISES HER SKIRT JUST
ABOVE HER KNEE REVEALING A GOLDEN ROSE AND GARTER.

FREEZE-ACTION.

CREDIT.

RESUME ACTION.

BIALYSTOCK STRUGGLES TO HIS FEET.

			BIALYSTOCK
	Come to Papa.  Come to Papa do.

LITTLE OLD LADY LEAPS OUT OF HER CHAIR AND POSES, COYLY.

			LITTLE OLD LADY
	To the victor go the spoils.

BIALYSTOCK STARTS FOR HER.  SHE RUSHES AROUND A CHAIR AND
DUCKS BEHIND IT.  BIALYSTOCK TIPTOES ON TO CHAIR AND PEEKS
OVER IT.

			BIALYSTOCK
	I'm gonna get you.

FREEZE-ACTION.

CREDIT.

RESUME ACTION.

CUT TO LITTLE OLD LADY WEDGED BETWEEN DESK AND BACK OF CHAIR.
SHE STRAIGHTENS HER LEGS AND SENDS THE CHAIR HURTLING ACROSS
THE ROOM.

CLOSE-UP OF BIALYSTOCK'S FACE:  TERROR.

FREEZE-ACTION.

CREDIT.

RESUME ACTION.

BIALYSTOCK CRASHES INTO RADIATOR.

			BIALYSTOCK
	Ohhhhhhhh.

							    5.


CUT TO LITTLE OLD LADY.  SHE IS LYING PHONE ON THE DESK,
PREENING HERSELF AND PURRING.

			LITTLE OLD LADY
	Meeow.  Meeow.  I wonder where Old
	Tom is tonight?  Meeow.

BIALYSTOCK, WITH GREAT WILL, PUSHES THE HATE OUT OF HIS FACE
AND REPLACES IT WITH SWEETNESS.

			BIALYSTOCK
	Rowrrr.

BIALYSTOCK GLIDES IN TOM-CAT FASHION OVER TO HIS PREENING
PUSSY-CAT.

FREEZE-ACTION.

CREDIT.

RESUME ACTION.

BIALYSTOCK FINISHES CROSSING TO DESK, PUTS HIS FACE DOWN
NEAR HERS AND SOFTLY MEWS INTO HER EAR.  SHE SUDDENLY LETS
OUT A FIERCE HOWL AS SHE REBUFFS HIM WITH A SAVAGE SWIPE OF
HER "PAW".  BIALYSTOCK GRABS HIS STRICKEN FACE WITH BOTH
HANDS AND SHRIEKS.

			BIALYSTOCK
	Aieeeeyiyiyiyiyi,

CLOSE-UP OF BIALYSTOCK'S PAIN-RIDDEN FEATURES.

STOP ACTION.

CREDIT.

RESUME ACTION.

BIALYSTOCK FALLS INTO THE CHAIR MOANING.  SHE HOPS ON TO HIS
LAP.  FROM HIS BREAST POCKET SHE TAKES A HANDKERCHIEF AND
TENDERLY DABS HIS CHEEK WITH IT.

			LITTLE OLD LADY
	Oh, Bialy, Bialy, darling, did I
	hurt you?

FREEZE-ACTION.

CREDIT.

RESUME ACTION.

							    6.


			BIALYSTOCK
	My hand.  My hand.  I can't turn my
	hand.
		(he turns his hand)


THERE IS A RAPPING AT THE DOOR.  WE HEAR IT, THEY DON'T.

			LITTLE OLD LADY
		(taking his hand)
	Don't worry.  I'll kiss it and make
	it well.
		(she smothers his
		hand with kissers)


			BIALYSTOCK
		(trying to rescue his hand)
	Enough.  It's better.  Please,
	Lambchop, it's better.  Stop.
	You're hurting it again.

CUT TO DOOR.  IT OPENS.  LEO BLOOM ENTERS.

			BLOOM
		(his forward motion
		arrested by the
		unbelievable scene)
	How do you do.  I mean ... Excuse
	me ... I mean ...

			BIALYSTOCK
	You mean ooops, don't you?  Say
	ooops and get out.

			BLOOM
	I'll wait in the hall ...

			BIALYSTOCK
	Oooooooops!

			BLOOM
		(backing out of door)
	Ooooooops.

LITTLE OLD LADY HOPS OFF BIALYSTOCK'S LAP AND GOES TO DOOR.

			LITTLE OLD LADY
	I can't abide a peeping Tom.
	There's one in the apartment just
	opposite my bedroom window.  I
	swear that man NEVER takes his
	field glasses off me for a minute.

							    7.


SHE LOCKS DOOR AND STARTS BACK TOWARD BIALYSTOCK.

			LITTLE OLD LADY
	Feeling better?

BIALYSTOCK NODS HIS HEAD IN ASSENT.

			LITTLE OLD LADY
	Good.  Let's fool around.  Now,
	I'll be the innocent little milk
	maid and you'll be the naughty
	stable boy.
		(she goes into her act)
	Oh, this milk is so heavy.  I'll
	never reach the house.  Help.  Will
	someone help me?

			BIALYSTOCK
		(stopping her)
	Wait.  Wait.  We can't play today.
	I have too many appointments.

			LITTLE OLD LADY
		(crushed)
	We can't play today?

			BIALYSTOCK
	Thursday.  Thursday.  We'll play
	Thursday.  We'll play the Contessa
	and the chauffeur.

			LITTLE OLD LADY
	Oh, the best one.

			 BIALYSTOCK
		(trying to steer her
		towards the door)
	Until Thursday, then, Contessa Mio.

			LITTLE OLD LADY
		(she sits on the sofa)
	Oh, Bialy, please, just a little.
	Just a little.

			BIALYSTOCK
		(harassed)
	All right.  All right.

HE SQUATS DOWN IN FRONT OF HER IN CHAUFFEUR FASHION, HIS
HANDS ON THE WHEEL.

							    8.


			LITTLE OLD LADY
	So, the Count hired you this
	morning, Rudolfo ... Watch the road
	... Watch the road.

			BIALYSTOCK
	I can't take my eyes off you.  How
	can I drive when you drive me mad.
	Mad.

			LITTLE OLD LADY
		(she squeals with delight)
	Rudolfo, you dirty pig!  Pull over.

			BIALYSTOCK
		(upright)
	Good.  That's enough.  We'll do the
	rest on Thursday.
		(he reaches down and
		helps her off the couch)
	That's a good girl.
		(leading her to the door)
	It's always such fun to see you.

BIALYSTOCK OPENS THE DOOR AND USHERS HER OUT ONTO THE LANDING.

CUT TO HALLWAY.  FAR SHOT.  REVEALING BLOOM WAITING OUTSIDE.
WE SEE HIM.  THEY DO NOT.  BLOOM, VERY EMBARRASSED, HUGS THE
WALL TRYING TO MAKE HIMSELF LESS CONSPICUOUS.

MEDIUM SHOT.  BIALYSTOCK AND THE OLD LADY IN FRONT OF
BIALYSTOCK'S DOOR.

			BIALYSTOCK
	Until Thursday, then, you bawdy
	wench.

HE SLAPS HER ON THE RUMP.

			LITTLE OLD LADY
	Oooh.  I love it.  Hold me, touch me.

CUT TO BLOOM IN SHADOWS, AGHAST.

BACK TO MEDIUM SHOT LITTLE OLD LADY AND BIALYSTOCK.

			BIALYSTOCK
	Thursday.  I'll see you Thursday.

			LITTLE OLD LADY
	And we'll finish playing the
	Contessa and Rudolfo.

							    9.


			BIALYSTOCK
	Good.  Yes.  Thursday.

			LITTLE OLD LADY
	And after that we'll play the
	Abduction and cruel rape of Lucretia
	... And I'll play Lucretia.

CUT TO BLOOM IN SHADOWS.  IT IS ALL TOO MUCH FOR HIM.  HE
LOOKS THE OTHER WAY.  SUDDENLY HIS EYES WIDEN IN SURPRISE,
AS HE DISCOVERS ANOTHER MAN HIDING IN THE NEXT DOORWAY.  THE
MAN PUTS A FINGER TO HIS LIPS INDICATING SILENCE.  THERE IS
NO PLACE LEFT FOR BLOOM TO LOOK.  HE LOOKS TO HEAVEN.

BACK TO LITTLE OLD LADY AND BIALYSTOCK.

			LITTLE OLD LADY
	Oh, Thursday.  Will Thursday ever
	come?

			BIALYSTOCK
		(to himself)
	Like clockwork.

SHE STARTS TO DESCEND.

			LITTLE OLD LADY
	I shall count the minutes.

			BIALYSTOCK
	Goodbye, my angel ... My angel!
		(calling after her)
	Hey, touch me ... wait!  Hey, uh ...
	Lucretia, Lucretia!

WE HEAR A MOUNTING CLATTER OF FOOTSTEPS AS THE LITTLE OLD
LADY FLIES BACK UP THE STAIRS.

			LITTLE OLD LADY
		(eagerly)
	Yes???

			BIALYSTOCK
	Oh, Angelcake, you forgot to give
	me the check.  Can't produce a play
	without money, ha, ha, ha.

CUT TO BLOOM.  ONCE MORE HE STEALS A GLANCE AT THE STRANGER
HIDDEN IN THE SECOND DOORWAY.  ONCE AGAIN THE MAN GESTURES
FOR HIM TO BE SILENT.

CUT BACK TO BIALYSTOCK AND THE OLD LADY.

							   10.


			LITTLE OLD LADY
		(opening her handbag
		and reaching inside)
	Of course, the check, I had it with
	me all the time.

SHE TAKES OUT THE CHECK AND HANDS IT TO HIM.

			LITTLE OLD LADY
	I don't know what's happening to me.
	I must be getting old.

BIALYSTOCK TAKES CHECK AND READS IT.

			LITTLE OLD LADY
	Is it all right?  I made it out to
	cash.  You didn't tell me the name
	of the play.

			BIALYSTOCK
	Oh, it's fine.  Fine.  Good.  Good.
	Bye.  Bye.

			LITTLE OLD LADY
	Til Thursday, my Darling, I shall
	count the minutes.

SHE STARTS TO DESCEND.

			LITTLE OLD LADY
		(descending)
	Ta.  Ta.

			BIALYSTOCK
		(waving check at her)
	Ta.  Ta.

THE MAN, WHO HAS BEEN LURKING IN THE SECOND DOORWAY, SUDDENLY
SPRINGS INTO ACTION.  HE DARTS FORWARD AND QUICKLY TAKES THE
CHECK OUT OF BIALYSTOCK'S HAND.

			THE MAN (LANDLORD)
	He who signs a lease, must pay rent.

HE SHOVES THE CHECK INTO HIS POCKET AND STARTS DOWN THE
STAIRS.

			LANDLORD
	That's the law.

			BIALYSTOCK
	Murderer!  Thief!  How can you take
	the last penny out of a man's pocket?

							   11.


			LANDLORD
		(turns back, shrugs)
	I have to ... I'm a landlord!

			BIALYSTOCK
		(shouting to heaven)
	Oh Lord, hear my plea.  Destroy him.
	He maketh a blight on the land.

CUT TO LANDLORD ON THE WAY DOWN.

			LANDLORD
		(to the Lord)
	Don't pay attention.  He's crazy.

CUT BACK TO BIALYSTOCK.  HE TURNS TO RE-ENTER HIS OFFICE.

			BIALYSTOCK
		(biting his knuckle)
	Nnnnn.  That hurt.
		(he sighs)
	I'll have to make another call.

HE STARTS IN AND STOPS.  HE NOTICES BLOOM.

			BIALYSTOCK
		(to Bloom, quietly)
	Have you been there all this time?

BLOOM NODS.

			BIALYSTOCK
	And did you see and hear everything?

BLOOM NODS.

			BIALYSTOCK
	Then what do you have to say for
	yourself?

			BLOOM
	Uh ... uh ... ooooooops?

			BIALYSTOCK
		(shouts)
	Who are you?  What do you want?
	Why are you loitering in my hallway?
	Speak, dummy, speak!  Why don't you
	speak?

			BLOOM
	Scared.  Can't talk.

							   12.


			BIALYSTOCK
	All right.  Get a hold of yourself.
	Take a deep breath, let it out
	slowly and tell me who you are.

			BLOOM
		(breathes deeply.
		Words tumble from his
		mouth as he exhales)
	I'm Leo Bloom, I'm an accountant,
	I'm from Whitehall and Marks, I was
	sent here to do your books and I'm
	terribly sorry I caught you with
	the old lady.
		(he has run out of breath)


			BIALYSTOCK
	"Caught you with the old lady."
	Come in, Mr. Tact.

CUT TO OFFICE.  THEY ENTER.  BLOOM ENTERS TIMOROUSLY.  HE
DOESN'T KNOW QUITE WHERE TO GO.  HE LOOKS TO BIALYSTOCK FOR
GUIDANCE.  BIALYSTOCK STUDIES BLOOM CURIOUSLY FROM HEAD TO
TOE.

			BIALYSTOCK
	So you're an accountant, eh?

			BLOOM
		(timidly)
	Yes sir.

			BIALYSTOCK
	Then account for yourself!  Do you
	believe in God?  Do you believe in
	gold?  Why are you looking up old
	lady's dresses?  Bit of a pervert,
	eh?

BLOOM, WHO HAS BEEN QUAKING UNDER THE ASSAULT, REACHES INTO
HIS POCKET AND TAKES OUT THE TATTERED CORNER OF AN OLD BLUE
BABY BLANKET.  HE TWISTS THE BLUE BLANKET NERVOUSLY IN HIS
HANDS.

			BLOOM
	Sir, I ...

			BIALYSTOCK
	Never mind.  Never mind.  Do the
	books.  They're in that desk over
	there.  Top drawer.

							   13.


BLOOM DUTIFULLY GOES TO DESK.  OPENS TOP DRAWER AND BEGINS
REMOVING BOOKS.

			BIALYSTOCK
	How dare you condemn me without
	knowing all the facts.

			BLOOM
	But sir, I'm not condem ...

			BIALYSTOCK
	Shut up.  I'm having a rhetorical
	conversation.
		(to himself)
	How humiliating.  Max Bialystock.
	Max Bialystock.

BIALYSTOCK SUDDENLY WHEELS AND SHOUTS AT BLOOM.

			BIALYSTOCK
	You know who I used to be?  Max
	Bialystock!  The King of Broadway!
	Six shows running at once.  Lunch
	at Delmonico's.  Two hundred dollar
	suits.  Look at me.  Look at me now!
	I'm wearing a cardboard belt!

HE RIPS THE BELT OFF AND HOLDS IT IN THE AIR.

			BIALYSTOCK
	I used to have thousands of
	investors begging, pleading, to put
	their money into a Max Bialystock
	production.

HE PICKS UP THE PICTURE ON DESK ('HOLD ME, TOUCH ME') TAKES
IT OVER TO OPEN CABINET FILLED WITH SIMILAR PICTURES.

			BIALYSTOCK
	Look at my investors now.  Voila!
		(gestures at pictures)
	Hundreds of little old ladies
	stopping off at Max Bialystock's
	office to grab a last thrill on the
	way to the cemetery.

HE PUTS PICTURE BACK IN ITS PLACE.  LOOKS TOWARD BLOOM.

CUT TO BLOOM.  HE IS OBVIOUSLY TOUCHED BY THE GREAT MAN'S
DILEMMA.

CUT TO BIALYSTOCK.

							   14.


			BIALYSTOCK
	You have exactly ten seconds to
	change that disgusting look of pity
	into one of enormous respect.  One
	... Two ...

CUT TO BLOOM.  HE IS REALLY TRYING TO CHANGE HIS EXPRESSION.

CUT TO BIALYSTOCK.

			BIALYSTOCK
	Do the books!  Do the books!

CUT TO BLOOM.  HE IS GREATLY RELIEVED.

			BLOOM
		(sighing)
	Yes, sir.  Thank you.

HE PLUNGES INTO HIS WORK.

CUT TO BIALYSTOCK.  HE GOES TO WINDOW, LOOKS OUT.

			BIALYSTOCK
		(to himself)
	Window's so filthy, can't tell if
	it's day or night out there.

HE WIPES WINDOW WITH HIS CUFF.  LOOKS AT WINDOW.  NO GOOD.
LOOKS AT HIS GRIMY CUFF.  GRIMACES.  FROM HIS DESK HE TAKES
THE REMAINS OF A CARDBOARD CONTAINER OF COFFEE AND SLOSHES
IT AGAINST THE WINDOW.  HE WIPES WITH HIS TIE.  HE LOOKS
OVER HIS SHOULDER AT BLOOM TO SEE IF HE IS WATCHING.  BLOOM
IS WATCHING.  THEIR EYES MEET.  BLOOM'S EYES RETREAT.
BIALYSTOCK VICTORIOUSLY TURNS AWAY AND LOOKS OUT THE WINDOW
DOWN INTO THE STREET.

CAMERA:  SHOT OF STREET.  BIALYSTOCK'S POINT OF VIEW.  A
WHITE ROLLS ROYCE SLOWLY MAKES ITS WAY UP THE BLOCK.

			BIALYSTOCK
		(voice over as camera
		follows Rolls)
	Look at that.  A white Rolls Royce.
	That's it baby, when you got it,
	flaunt it.

			BLOOM
		(off screen)
	Koff, koff ... ahem, ahem ...
	harrumph ...

							   15.


			BIALYSTOCK
	I assume you are making those
	cartoon noises to attract my
	attention.  Am I correct in my
	assumption, you fish-faced enemy of
	the people?

BLOOM IS WOUNDED.

			BIALYSTOCK
	I have hurt your feelings.

BLOOM NODS.

			BIALYSTOCK
	Good, what is it?

			BLOOM
	Sir, may I speak to you for a minute?

			BIALYSTOCK
		(looking at his watch)
	Go!  You have fifty-eight seconds.

			BLOOM
	Well, sir, it seems ...

			BIALYSTOCK
		(interrupting)
	You have forty-eight seconds left.
	Hurry.  Hurry.

			BLOOM
		(speedily)
	In looking at your books, I've
	discovered that ...

			BIALYSTOCK
		(interrupting)
	Twenty-eight seconds, hurry, hurry,
	you're using up your time.

IN HIS ANXIETY, BLOOM UNCONSCIOUSLY REACHES INTO HIS POCKET
TAKES OUT THE OLD BLUE BLANKET AND NERVOUSLY STROKES HIS
CHEEK WITH IT.

			BLOOM
	Mr. Bialystock, I cannot function
	under these conditions.

BIALYSTOCK CURIOUSLY EYES THE BLANKET.

			BLOOM
	You're making me extremely nervous.

							   16.


			BIALYSTOCK
	What is that?  A handkerchief?

BLOOM QUICKLY BEGINS TO PUT AWAY HIS BLUE BLANKET.

			BLOOM
	It's nothing ... nothing.

QUICK AS A FLASH, BIALYSTOCK REACHES OVER AND SNATCHES IT
OUT OF BLOOM'S HAND.

			BIALYSTOCK
	If it's nothing, why can't I see it?

BLOOM LEAPS UP IN HOT PURSUIT OF HIS BLANKET.

			BLOOM
		(shrieking in panic)
	My blanket.  Give me my blue blanket.

BIALYSTOCK, TAKEN ABACK, HURRIEDLY GIVES THE BLANKET BACK TO
BLOOM.

			BIALYSTOCK
	Here, don't panic.

			BLOOM
		(clutching his blanket)
	I'm sorry ... I don't like people
	touching my blue blanket.  It's not
	important.  It's a minor compulsion.
	I can deal with it if I want to.
	It's just that I've had it ever
	since I was a baby and ... and ...
	I find it very comforting.

HE KISSES IT AND SHOVES IT INTO HIS POCKET.

			BIALYSTOCK
		(to himself)
	They come here.  They all come here.
	How do they find me?

			BLOOM
		(recovering his dignity)
	Mr. Bialystock ...

			BIALYSTOCK
	Yes, Prince Mishkin, what can we do
	for you?

							   17.


			BLOOM
	This is hardly a time for levity.
	I've discovered a serious error
	here in the accounts of your last
	play.

BIALYSTOCK MOVES AROUND THE DESK TO EXAMINE THE LEDGER.

			BIALYSTOCK
	Where?  What?

			BLOOM
	According to the backer's list you
	raised $60,000.  But the show you
	produced only cost fifty-eight
	thousand.  There's two thousand
	dollars unaccounted for.

			BIALYSTOCK
	I went to a Turkish bath, who cares?
	The show was a flop.  What
	difference does it make?

			BLOOM
	It makes a great deal of difference.
	That's fraud.  If they found out,
	you could go to prison.

			BIALYSTOCK
	Why should they find out?  It's
	only two thousand dollars,  Bloom,
	do me a favor, move a few decimal
	points around.  You can do it.
	You're an accountant.  The word
	'count' is part of your title.

			BLOOM
		(aghast)
	But that's cheating!

			BIALYSTOCK
	It's not cheating ... It's charity.
	Bloom, look at me ... look at me!
	I'm drowning.  Other men sail
	through life.  Bialystock has
	struck a reef.  Bloom, I'm going
	under.  I am being sunk by a
	society that demands success, when
	all I can offer is failure.  Bloom,
	I'm reaching out to you.  Don't
	send me to jail.  Help!  Help!

							   18.


DURING BIALYSTOCK'S LAST SPEECH, BLOOM UNCONSCIOUSLY REACHES
INTO HIS POCKET, TAKES OUT THE BLUE BLANKET AND RUBS IT
ACROSS HIS CHEEK.

			BLOOM
	Oh dear, oh dear, oh dear, oh dear.

			BIALYSTOCK
		(faintly)
	Help!

			BLOOM
	All right.  I'll do it.  I'll do it.

			BIALYSTOCK
	Thank you, Bloom.  I knew I could
	con you.

			BLOOM
	Oh, it's all right ... wha?

			BIALYSTOCK
	Nothing.  Nothing.  Do it.  Do it.

			BLOOM
		(pouring over the accounts)
	Now let's see, two thousand dollars.
	That isn't much.  I'm sure I can
	hide it somewhere.  After all, the
	department of internal revenue
	isn't interested in a show that
	flopped.

			BIALYSTOCK
	Yes.  Right.  Good thinking.  You
	figure it out.  I'm tired.  I'm
	gonna take a little nap.
		(crossing to couch)
	Wake me if there's a fire.

HE HURLS HIMSELF DOWN ONTO THE COUCH.

CAMERA MOVES IN TO TIGHT SHOT OF BLOOM.

			BLOOM
	Now let's see, if we add these
	figures, we get ...

CAMERA MOVES INTO CLOSE-UP OF BLOOM'S FINGER SWIFTLY MOVING
DOWN LONG COLUMN OF FIGURES.  HE COMES TO THE END AND
IMMEDIATELY WRITHES TOTAL BELOW.

BACK TO TIGHT SHOT OF BLOOM.  HE COMPARES PAGES.

							   19.


			BLOOM
		(musing to himself)
	Heh, heh, heh, amazing.  It's
	absolutely amazing.  But under the
	right circumstances, a producer
	could make more money with a flop
	than he could with a hit.

QUICK CUT TO BIALYSTOCK'S SLEEPING FACE.  HIS EYES POP OPEN.

CUT BACK TO BLOOM.

			BLOOM
	Yes.  Yes.  It's quite possible.
	If he were certain the show would
	fail, a man could make a fortune.

CUT TO BIALYSTOCK.  BY NOW HE IS HALFWAY ACROSS THE ROOM.
HIS WHOLE BEING TINGLING WITH ALERTNESS.  HE MOVES TO
BLOOM'S DESK AND HOVERS OVER HIM, WAITING EXPECTANTLY FOR
MORE INFORMATION.  BUT BLOOM IS LOST IN HIS WORK, UNAWARE
THAT BIALYSTOCK IS HANGING ON HIS EVERY WORD.

			BIALYSTOCK
	Yes???

BLOOM LOOKS UP.  HE IS STARTLED TO SEE BIALYSTOCK'S FACE SO
CLOSE TO HIS OWN.

			BLOOM
		(at a loss)
	Yes, what?

			BIALYSTOCK
	What you were saying.  Keep talking.

			BLOOM
	What was I saying?

			BIALYSTOCK
	You were saying that under the
	right circumstances, a producer
	could make more money with a flop
	than he could with a hit.

			BLOOM
		(smiling)
	Yes, it's quite possible.

			BIALYSTOCK
	You keep saying that, but you don't
	tell me how.  How could a producer
	make more money with a flop than
	with a hit?

							   20.


BLOOM, SLIGHTLY EXASPERATED, PUTS HIS PENCIL DOWN AND FACES
BIALYSTOCK.  HE SPEAKS TO BIALYSTOCK AS A TEACHER WOULD A
STUDENT.

			BLOOM
	It's simply a matter of creative
	accounting.  Let us assume, just
	for the moment, that you are a
	dishonest man.

			BIALYSTOCK
	Assume away!

			BLOOM
	Well, it's very easy.  You simply
	raise more money than you really
	need.

			BIALYSTOCK
	What do you mean?

			BLOOM
	You've done it yourself, only you
	did it on a very small scale.

			BIALYSTOCK
	What did I do?

			BLOOM
	You raised two thousand more than
	you needed to produce your last play.

			BIALYSTOCK
	So what?  What did it get me?  I'm
	wearing a cardboard belt.

			BLOOM
	Ahhhhhh!  But that's where you made
	your error.  You didn't go all the
	way.  You see, if you were really a
	bold criminal, you could have
	raised a million.

			BIALYSTOCK
	But the play only cost $60,000 to
	produce.

			BLOOM
	Exactly.  And how long did it run?

			BIALYSTOCK
	One night.

							   21.


			BLOOM
	See?  You could have raised a
	million dollars, put on a sixty
	thousand dollar flop and kept the
	rest.

			BIALYSTOCK
	But what if the play was a hit?

			BLOOM
	Oh, you'd go to jail.  If the play
	were a hit, you'd have to pay off
	the backers, and with so many
	backers there could never be enough
	profits to go around, get it?

			BIALYSTOCK
	Aha, aha, aha, aha, aha, aha!!  So,
	in order for the scheme to work,
	we'd have to find a sure fire flop.

			BLOOM
	What scheme?

			BIALYSTOCK
	What scheme?  Your scheme, you
	bloody little genius.

			BLOOM
	Oh, no.  No.  No.  I meant no
	scheme.  I merely posed a little,
	academic accounting theory.  It's
	just a thought.

			BIALYSTOCK
	Bloom, worlds are turned on such
	thoughts!

BIALYSTOCK STARTS MOVING IN ON BLOOM.

			BIALYSTOCK
	Don't you see, Bloom.  Darling,
	Bloom, glorious Bloom, it's so
	simple.  Step one:  We find the
	worst play in the world -- a sure
	flop.  Step two:  I raise a million
	dollars -- there's a lot of little
	old ladies in this world.  Step
	three:  You go back to work on the
	books.  Phoney lists of backers --
	one for the government, one for us.
	You can do it, Bloom, you're a
	wizard.
			(MORE)

							   22.


			BIALYSTOCK (CONT'D)
	Step four:  We open on Broadway and
	before you can say 'step five' we
	close on Broadway.  Step six:  We
	take our million dollars and fly to
	Rio de Janiero.

BIALYSTOCK GRABS BLOOM IN HIS ARMS AND BEGINS TO LEAD HIM IN
A WILD TANGO AROUND THE ROOM.

			BIALYSTOCK
		(sings)
	"Ah, Rio, Rio by the seao, meo,
	myo, meo ... "

			BLOOM
		(afraid of the
		scheme, afraid of the
		dance, afraid of Bialystock)
	Mr. Bialystock.  No.  Wait.  Please.
	You're holding me too tight.  I'm
	an honest man.  You don't understand.

			BIALYSTOCK
		(leading Bloom as he talks)
	No, Bloom, you don't understand.
	This is fate, this is destiny.
	There's no avoiding it.

AT THIS POINT, BIALYSTOCK SWEEPS BLOOM INTO AN ELABORATE DIP.

			BLOOM
		(the back of his head
		practically touching
		the floor)
	Mr. Bialystock, not more than five
	minutes ago, against my better
	judgment, I doctored your books.
	That, sir, is the ultimate extent
	of my criminal life.

BIALYSTOCK RAISES HIS FISTS TO THE HEAVENS IN DESPAIR.
BLOOM, EXPERIENCING A DEFINITE LACK OF SUPPORT, GOES CRASHING
TO THE FLOOR.

			BIALYSTOCK
	OOOOOHH!  OOOOOHH!  OOOOOHH!
	OOOOOHH!  I WANT THAT MONEY!

CAMERA ON BLOOM AS HE LIES STRICKEN ON THE FLOOR.

							   23.


			BLOOM
		(to himself)
	Oh, I fell on my keys.
		(he shifts slightly
		to make himself more comfortable)
	I've got to get out of here.

			BIALYSTOCK
		(angrily hovering
		over Bloom)
	You miserable, cowardly, wretched
	little caterpillar.  Don't you ever
	want to become a butterfly?  Don't
	you want to spread your wings and
	flap your way to glory?

BIALYSTOCK FLAPS HIS ARMS LIKE A HUGE PREDATORY BIRD.

			BLOOM
		(his eyes widened in terror)
	You're going to jump on me.

BIALYSTOCK STARES AT HIM INCREDULOUSLY.

			BLOOM
	You're going to jump on me.  I know
	you're going to jump on me -- like
	Nero jumped on Poppea.

			BIALYSTOCK
		(nonplussed)
	What???

			BLOOM
		(by now he is shrieking)
	Poppea.  She was his wife.  And she
	was unfaithful to him.  So he got
	mad and he jumped on her.  Up and
	down, up and down, until he squashed
	her like a bug.  Please don't jump
	on me.

			BIALYSTOCK
		(shouting and jumping
		up and down next to Bloom)
	I'm not going to jump on you!

			BLOOM
		(rolling away in terror)
	Aaaaaaaaaa!

							   24.


			BIALYSTOCK
		(hoisting Bloom to
		his feet)
	Will you get a hold on yourself.

			BLOOM
		(up on his feet and
		running for cover)
	Don't touch me!  Don't touch me!

HE RUNS TO A CORNER OF THE ROOM.  TRAPPED!  HE TURNS.

			BIALYSTOCK
	What are you afraid of?  I'm not
	going to hurt you!  What's the
	matter with you?

			BLOOM
	I'm hysterical.  I'm having
	hysterics.  I'm hysterical.  I
	can't stop.  When I get like this,
	I can't stop.  I'm hysterical.

BIALYSTOCK RUSHES TO THE DESK.  PICKS UP A CARAFE OF WATER
AND SHOSHES ITS CONTENTS INTO BLOOM'S FACE.

			BLOOM
	I'm wet!  I'm wet!  I'm hysterical
	and I'm wet!

BIALYSTOCK IN A DESPERATE MOVE TO STOP BLOOM'S HYSTERICS,
SLAPS HIM ACROSS THE FACE.

			BLOOM
		(holding his face)
	I'm in pain!  And I'm wet!  And I'm
	still hysterical!

BIALYSTOCK RAISES HIS HAND AGAIN.

			BLOOM
	No!  No!  Don't hit.  It doesn't
	help.  It only increases my sense
	of danger.

			BIALYSTOCK
	What can I do?  What can I do?
	You're getting me hysterical.

			BLOOM
	Go away from me.  You frighten me.
		(he indicates the sofa)
	Sit over there.

							   25.


BIALYSTOCK SITS ON THE SOFA.

			BIALYSTOCK
		(exasperated)
	Okay.  I'm way over here.  Is that
	better?

			BLOOM
	It's a little better, but you still
	look angry.

			BIALYSTOCK
	How's this?
		(he smiles sweetly)


			BLOOM
	Good.  Good.  That's nice.  That's
	very nice.  I think I'm coming out
	of it now.  Yes.  Yes.  I'm
	definitely coming out of it.  Thank
	you for smiling.  It helped a great
	deal.

			BIALYSTOCK
		(for want of something
		sensible)
	Well, you know what they say,
	"Smile and the world smiles with
	you."  Heh, heh.
		(to himself)
	The man should be in a straight
	jacket.
		(to Bloom)
	Feeling better?

			BLOOM
	Much, thank you.  But I am a little
	lightheaded.  Maybe I should eat
	something.  Hysterics have a way of
	severely depleting one's blood
	sugar, you know.

			BIALYSTOCK
	They certainly do.  They certainly
	do.  Come, let me take you to lunch.

			BLOOM
	That's very kind of you, Mr.
	Bialystock, but I ...

							   26.


			BIALYSTOCK
		(interrupting)
	Nonsense, nonsense, my dear boy.  I
	lowered your blood sugar, but least
	I could do is raise it a little.

BLOOM LOOKS AT HIM SUSPICIOUSLY.

			BIALYSTOCK
	And I promise you faithfully, I
	won't discuss that silly scheme to
	make a million dollars anymore.

BIALYSTOCK DONS HIS CAPE AND "BELASCO" HAT.  FROM A RACK HE
SELECTS A GOLD-TOPPED WALKING STICK.  HE GOES TO DOOR, OPENS
IT, AND WITH A GRAND FLOURISH, MOTIONS BLOOM TO PRECEDE HIM.

			BIALYSTOCK
	Avanti!

BLOOM GRACIOUSLY COMPLIES.  THEY EXIT.

CUT TO EXTERIOR.  ENTRANCE OF BIALYSTOCK'S OFFICE BUILDING.

THE DOOR OPENS.  IT IS HELD BY BIALYSTOCK.  BLOOM EXITS
BUILDING INTO STREET.

			BLOOM
		(to Bialystock, who
		is holding door)
	Thank you.

			BIALYSTOCK
	Je vous empris.

THEY TURN UP 45TH STREET AND HEAD TOWARD BROADWAY.
BIALYSTOCK REACHES INTO HIS POCKET AND COUNTS HIS MONEY.  HE
LOOKS WORRIED.  SUDDENLY HIS FACE BRIGHTENS.

WE SEE WHAT BIALYSTOCK SEES.

CUT TO MURRAY THE BLINDMAN WORKING 45TH STREET.

CAMERA BACK TO BIALYSTOCK AND BLOOM.

BIALYSTOCK DROPS A STEP BEHIND, QUICKLY TAKES OFF HIS HAT
AND FLINGS IT THROUGH THE AIR.

			BIALYSTOCK
		(pointing to his hat)
	My hat.

			BLOOM
	I'll get it.

							   27.


HE RACES AFTER IT.

BIALYSTOCK DETOURS SLIGHTLY TOWARD MURRAY THE BLINDMAN, WHO
WEARS A LARGE CARDBOARD SIGN WITH THE LEGEND: "MURRAY THE
BLINDMAN.  YOU CAN SEE.  I CAN'T.  GIVE!"  INSCRIBED ON IT.
BIALYSTOCK REACHES DOWN INTO HIS CUP AND GRABS A FIST FULL
OF COINS.

			BIALYSTOCK
	Murray, I'm going to lunch.  I took
	two dollars.

			MURRAY THE BLINDMAN
	Okay, Bialy, that makes six eighty
	you owe me.

			BIALYSTOCK
	I know.  Don't worry.  You'll get
	it.  You'll get it.

			MURRAY THE BLINDMAN
		(tapping his way along)
	Well, don't forget about it.  I
	need it.  Nobody understands.  I'm
	competing with giants.  The Greater
	New York Fund.  The March of Dimes.
	The Community Chest.  They're
	driving me out of business.

BLOOM COMES DASHING BACK WITH HAT IN HAND.

			BLOOM
		(out of breath)
	I got it, Mr. Bialystock.

HE PROFFERS HAT TO BIALYSTOCK.  BIALYSTOCK TAKES IT.

			BIALYSTOCK
	Thank you, Leo.  And call me Max.
	You know, I don't let everybody
	call me Max.  It's only people I
	really like.

			BLOOM
		(trying it on)
	Okay ... Max!  And you can call me
	Leo.

			BIALYSTOCK
	I already have.  Come on.

			BLOOM
	Oh.

							   28.


			BIALYSTOCK
	Where would you like to eat?

			BLOOM
	Well, Max, I don't know, Max.  What
	do you think, Max?

BIALYSTOCK QUIETLY WINCES AT THE SURFEIT OF MAX.

			BIALYSTOCK
	Let me see ... it's such a beautiful
	day.  Why waste it indoors.  I've
	got it!  Let's go to Coney Island!
	We'll lunch at the sea shore.

			BLOOM
	Coney Island??

			BIALYSTOCK
	What's the matter, Leo?  Don't you
	like Coney Island?

			BLOOM
	I ... I love it.  I haven't been
	there since I was a kid.  But it's
	nearly two o'clock.  I really
	should be getting back to Whitehall
	and Marks.

			BIALYSTOCK
	Nonsense!  As far as Whitehall and
	Marks are concerned, you're working
	with Bialystock, right?

			BLOOM
	Right.

			BIALYSTOCK
	Then stick with Bialystock!

SWISH PAN CUT TO CONEY ISLAND.

FAR SHOT OF BIALYSTOCK AND BLOOM AMIDST THE CROWD AT A
CUSTARD STAND.

CAMERA ZOOMS IN.  TWO SHOT.

			BIALYSTOCK
		(to Custard Man)
	We'll have another round.

			CUSTARD MAN
	What kind now, sports?

							   29.


			BIALYSTOCK
	What kind now, Leo?

			BLOOM
		(he's loosening up)
	I don't know.  Let's see.  We've
	had chocolate, vanilla, banana -
	let's go green.

			BIALYSTOCK
		(to Custard Man)
	Two pistachios, my good man.

			CUSTARD MAN
	I'm not your good man, I happen to
	own this establishment.
		(he turns to fill the order)


			BIALYSTOCK
	Everybody's a big shot.
		(turns to Bloom)
	Well, Leo, are you having a good
	time?

			BLOOM
	I don't know.  I think so.  I feel
	very strange.

			BIALYSTOCK
	Maybe you're happy.

			BLOOM
	Yes.  That's it.  Happy.  Well,
	whatta ya think of that.  Happy.

QUICK DISSOLVE TO BIALYSTOCK AND BLOOM ON THE WHIP (A CONEY
ISLAND RIDE).  THEY ARE TIGHTLY SQUEEZED INTO ONE OF THE
MOVING SEATS.  THEY ARE BETWEEN "WHIPS".

			BLOOM
		(licking his pistachio
		custard.  He is ecstatic)
	I love it.  I love it.  Get set.
	We're coming to another turn.

			BIALYSTOCK
		(working, relentlessly
		working on Bloom)
	Bloom, it can always be like this.
	Life can be beautiful.  Let me show
	you.  Stick with ...

THEY HIT THE TURN.

							   30.


			BIALYSTOCK
	Bialysto-o-o-o-ckk.

QUICK DISSOLVE TO BARKER SELLING TICKETS IN FRONT OF TUNNEL
OF LOVE.  MEDIUM SHOT OF EXIT.  A LITTLE BOAT COMES OUT.  IN
IT ARE A MAN AND A WOMAN EMBRACING.  IT IS FOLLOWED BY
ANOTHER.  IN IT THERE IS A SAILOR KISSING A GIRL.  BOAT
NUMBER THREE COMES OUT.  IN IT ARE BIALYSTOCK AND BLOOM.

CLOSE IN TO A TIGHT TWO SHOT.  BLOOM IS MESMERIZED.
BIALYSTOCK SPEAKS IN A SOFT, ENCHANTING TONE.

			BIALYSTOCK
	Money is honey.  Money is honey.
	Money can put soft things next to
	your skin.  Silk ... satin ... women.

CLOSE-UP OF BLOOM'S EYES.  THEY WIDEN ON THE WORD "WOMEN."

QUICK DISSOLVE TO PARACHUTE JUMP.  BIALYSTOCK AND BLOOM ARE
SEATED IN A LITTLE GONDOLA THAT SWINGS BENEATH A HUGE
PARACHUTE.  THEY ARE BUCKLING THEMSELVES IN.

			BLOOM
	But if we're caught, we'll go to
	prison.

			BIALYSTOCK
		(sensing victory, he
		marshals his forces
		for the final assault)
	You think you're not in prison now?
	Living in a grey little room.
	Going to a grey little job.  Leading
	a grey little life.

			BLOOM
	You're right.  You're absolutely
	right.  I'm a nothing.  I spend my
	life counting other people's
	money -- people I'm smarter than,
	better than.  Where's my share?
	Where's Leo Bloom's share?  I want,
	I want, I want, I want everything
	I've ever seen in the movies!

THE PARACHUTE BEGINS TO ASCEND.  WE FOLLOW.

			BLOOM
		(coming out of it)
	Hey, we're going up.

							   31.


			BIALYSTOCK
	You bet your boots, Leo.  It's
	Bialystock and Bloom -- on the rise.
	Upward and onward.  Say, you'll
	join me.  Nothing can stop us.

BIALYSTOCK OFFERS HIS HAND TO BLOOM.

			BLOOM
		(shouting at the top
		of his lungs)
	I'll do it!  By God, I'll do it!

BLOOM GRABS BIALYSTOCK'S HAND AND SHAKES IT FIRMLY.

			BIALYSTOCK
	This is where we belong, Leo.  On
	top of the world.  Top of the world!

THEY HIT THE TOP.  THE PARACHUTE IS RELEASED, THEY QUICKLY
PLUMMET DOWN.

			BIALYSTOCK
	Oiiiiiii!!!

			BLOOM
	Ohhhhhhhh!!!

BIALYSTOCK AND BLOOM DROP OUT OF FRAME.

SLOW DISSOLVE TO BIALYSTOCK'S OFFICE.  NIGHT.  OVERHEAD SHOT.
BIALYSTOCK AND BLOOM ARE BATHED IN A SMALL POOL OF
CONCENTRATED LIGHT.  THEY ARE DOWN TO THEIR SHIRT SLEEVES.
THEY ARE FEVERISHLY READING PLAY MANUSCRIPTS.  ALL ABOUT
THEM ARE STREWN COFFEE CONTAINERS, SOME EMPTY, SOME HALF-
FILLED.  THERE IS A HUGE PILE OF DISCARDED SCRIPTS ON THE
FLOOR.

CUT TO TIGHT SHOT OF LEO BLOOM AS HE READS SCRIPT.  HE LOOKS
UP, PUSHES HIS GLASSES BACK AND MASSAGES THE BRIDGE OF HIS
NOSE.

			BLOOM
	Max, let's call it a night.  It's
	two in the morning.  I don't know
	what I'm reading anymore.

PULL BACK TO TWO SHOT.

			BIALYSTOCK
	Read, read.  We've got to find the
	worst play ever written.

							   32.


BIALYSTOCK TURNS HIS ATTENTION TO A NEW SCRIPT.  HE CRACKS
IT OPEN AND BEGINS READING.

			BIALYSTOCK
	Hmmnn.  "Gregor Samsa awoke one
	morning to find he had been
	transformed into a giant cock-a-
	roach."

IN A RAGE BIALYSTOCK FLINGS THE MANUSCRIPT ONTO THE PILE OF
DISCARDS AS HE BELLOWS:

			BIALYSTOCK
	It's good!!!

CAMERA MOVES UP AND WE DISSOLVE THROUGH TO MEDIUM SHOT OF
OFFICE.  BIALYSTOCK AND BLOOM ARE THOROUGHLY DISHEVELED AND
BADLY IN NEED OF A SHAVE.

			BLOOM
		(mumbling to himself
		as he reads)
	Wait a minute, I've read this part.
	I'm reading plays I read this
	morning.

HE GETS UP, STRETCHES, GOES TO WINDOW AND RAISES SHADE.
SUNLIGHT FLOODS THE ROOM.  HE REELS BACK AS THOUGH STRUCK.

			BLOOM
	Good lord, it's morning.  Let's
	face it, we'll never find it.
		(he turns to face Bialystock)
	Max, tomorrow's another day.
	Today's another day.

			BIALYSTOCK
		(off-camera.  Crazy
		little voice)
	We'll never find it, eh?  We'll
	never find it, eh?  Ha, ha, ha, ha,
	ha.

CUT TO BIALYSTOCK.  HE IS STANDING.  AT HIS FEET LIES A
SCRIPT.  HE DANCES AROUND IT, HIS ARMS FOLDED ACROSS HIS
CHEST.

			BIALYSTOCK
		(as he does an insane
		little jig around the script)
	You can't smell it when it's under
	your nose.  You can't see it when
	it's right before your eyes.
			(MORE)

							   33.


			BIALYSTOCK (CONT'D)
	You can't feel it when it's in your
	hand, when it's in your pocket.

CUT TO MEDIUM SHOT.

			BLOOM
	Max, what is it?  What are you
	doing?  What's happening?

			BIALYSTOCK
	I'll tell you what's happening.
	We've struck gold.  Not fool's
	gold, but real gold.  The mother
	lode.  The mother lode.  The mother
	of them all.

			BLOOM
		(brightening)
	You found a flop!

			BIALYSTOCK
	A flop, ha!  That's putting it
	mildly.  A disaster!  A catastrophe!
	An outrage!  A guaranteed-to-close-
	in-one-night beauty!

HE BENDS DOWN, PICKS UP THE SCRIPT AND SHAKES IT IN BLOOM'S
FACE.

			BIALYSTOCK
	This is freedom from want forever.
	This is a house in the country.
	This is a Rolls Royce and a Bentley.
	This is wine, women and song and
	women.

BLOOM SNATCHES THE SCRIPT FROM HIS HANDS AND READS ALOUD THE
TITLE.

CUT TO CLOSE-UP.  TITLE OF SCRIPT.

			BLOOM
		(voice over)
	"SPRINGTIME FOR HITLER, A Gay Romp
	with Adolph and Eva in
	Berchtesgarten."  Fantastic!

BACK TO TWO SHOT.  BIALYSTOCK AND BLOOM.

			BIALYSTOCK
	It's practically a love letter to
	Hitler!

							   34.


			BLOOM
		(ecstatic)
	It won't run a week!

			BIALYSTOCK
	Run a week?  Are you kidding?  This
	play has got to close in the first
	act.

			BLOOM
	Who wrote it?

CUT TO AUTHOR'S NAME ON THE MANUSCRIPT:  By FRANZ LIEBKIND.

DISSOLVE THROUGH AUTHOR'S NAME TO BIALYSTOCK AND BLOOM,
SHAVED AND DAPPER, WALKING DOWN STREET IN A RUN-DOWN TENEMENT
NEIGHBORHOOD.

			BLOOM
	Here it is -- 415.

THEY MARCH UP STOOP TO NUMBER 415.  THEIR MOTION IS ARRESTED
BY A QUERULOUS COMMAND ISSUED IN PHLEGMATIC TONES BY THE
SUPERINTENDENT OF THE BUILDING (A WOMAN IN HER LATE FORTIES)
WHO IS LEANING OUT OF HER WINDOW WHICH IS ADJACENT TO THE
STOOP.

			SUPER
	Who do you want?

			BLOOM
		(taken aback)
	I beg your pardon?

			SUPER
	Who do you want?  No one gets in
	the building unless I know who they
	want ... I'm the concierge.  My
	husband used to be the concierge.
	He's dead.  Now I'm the concierge.

			BIALYSTOCK
		(imperiously)
	We are seeking Mr. Franz Liebkind.

			SUPER
	Oh, the kraut.  He's on the top
	floor.  Apartment twenty-three.

			BLOOM
	Thank you.

THEY START INTO THE BUILDING.

							   35.


			SUPER
	But you won't find him there.  He's
	up on the roof with his birds.  He
	keeps birds.  Dirty, disgusting,
	filthy, lice-ridden birds.  You
	used to be able to sit out on the
	stoop like a person.  Not anymore.
	No sir.  Birds!  You get my drift?

			BLOOM
	We ... uh ... get your drift.
	Thank you, Madam.

			SUPER
	I'm not a madam.  I'm a concierge.

BIALYSTOCK AND BLOOM ENTER THE BUILDING.

CUT TO FRANZ LIEBKIND.  HE IS IN HIS EARLY FORTIES.  HE IS
WEARING, AS ALWAYS, A GERMAN HELMET.  HE CROUCHES BESIDE A
HUGE PIGEON COOP.  IN HIS LEFT HAND HE TENDERLY HOLDS A
PIGEON.  IN HIS RIGHT, A SMALL PHOTO OF ADOLPH HITLER.  HE
SHOWS THE PICTURE TO THE BIRD.  HE MOVES IT BACK AND FORTH
UNTIL HE IS SURE THE BIRD IS FOCUSED ON IT PROPERLY.

			LIEBKIND
		(to pigeon)
	Hilda, look ... look good ...
	Hilda, you're not looking.  Hilda,
	if he lives, I know you will find
	him.

HE KISSES THE BIRD AND TOSSES IT SKYWARD.

CUT TO ROOF DOOR.  BIALYSTOCK AND BLOOM ENTER ONTO THE ROOF.
THEY LOOK FOR LIEBKIND.  HE IS NOT ON THAT SIDE OF ROOF.
THEY WALK AROUND TO OTHER SIDE.  AS SOON AS THEY TURN THE
CORNER, THEY SPOT LIEBKIND CROUCHED NEAR THE COOP.

			BLOOM
		(quietly to Bialystock)
	He's wearing a German helmet.

			BIALYSTOCK
		(in a fierce whisper)
	Shhh.  Don't say anything to offend
	him.  We need that play.
		(cups his hands to
		his mouth and calls
		up to the coop)
	Franz Liebkind?

LIEBKIND IS NOT AWARE OF THEIR PRESENCE UNTIL HE HEARS HIS
NAME CALLED.

							   36.


STARTLED, HE QUICKLY FLIPS HITLER'S PICTURE UNDER HIS HELMET.

			LIEBKIND
		(he speaks with a
		German accent)
	I vas never a member of the Nazi
	party.  I am not responsible.  I
	only followed orders.  Who are you?

			BIALYSTOCK
	Mr. Liebkind, wait.  You don't
	understand.

			LIEBKIND
	Vhy do you persecute me?  My papers
	are in order.  I love my country.
		(he sings)
	"Oh, beautiful for spacious skies,
	For amber vaves of grain."

			BIALYSTOCK
	Mr. Liebkind, wait ...

			LIEBKIND
		(singing)
	"I'm a Yankee Doodle Dandy ...

			BIALYSTOCK
		(interrupting)
	Mr. Liebkind, relax, relax, we're
	not from the government.  We came
	here to talk to you about your play.

			LIEBKIND
	My play?  You mean, "Springtime For
	... " you know who?

			BIALYSTOCK
	Yes.

			LIEBKIND
	Vat about it?

			BIALYSTOCK
	We loved it.  We thought it was a
	masterpiece.  That's why we're here.
	We want to produce it on Broadway.

			LIEBKIND
	You're not, as you Americans say,
	dragging my leg, are you?

							   37.


			BLOOM
	No, not at all sir, we're quite
	serious.  We want to produce your
	play.
		(he reaches into his
		attache case and
		displays a legal
		looking document)
	I have the contracts right here.

			LIEBKIND
		(looking up)
	Oh joy of joys!  Oh, dream of
	dreams!  I can't believe it.
		(he turns to the pigeons)
	Birds, birds, do you hear?  Otto,
	Bertz, Heintz, Hans, Wolfgang, do
	you hear?  Ve are going to clear
	the Fuhrer's name.  Fly, fly,
	spread the words.

HE OPENS THE CAGES AND SETS THE BIRDS FREE.

			LIEBKIND
		(singing at the top
		of his lungs)
	"Deutchland, Deutchland, uber
	alles, Uber alles in der velt."

BIALYSTOCK AND BLOOM LOOK AT EACH OTHER IN ALARM.

			LIEBKIND
		(singing for all he's worth)
	"Deutchland, Deutchland ... "

			BLOOM
		(shouting)
	Mr. Liebkind, Mr. Liebkind.

LIEBKIND STOPS SINGING.

			LIEBKIND
	Vat?

			BLOOM
	People can hear you.

			LIEBKIND
	OH.
		(he sings)
	"I'm a Yankee Doodle Dandy, Yankee
	Doodle is my ... " Listen, this is
	not place to talk.  Come!
			(MORE)

							   38.


			LIEBKIND (CONT'D)
	We go to my flat.  An occasion like
	this calls for Schnapps.

DISSOLVE TO FRANZ LIEBKIND'S APARTMENT.  LIEBKIND HAS JUST
FINISHED POURING THREE GLASSES OF SCHNAPPS.  HE PUTS THE
BOTTLE ON A TRAY.

			LIEBKIND
		(as he hands glasses
		to Bialystock and Bloom)
	Mr. Bloom, Mr. Bialystock.
	Gentleman, with your permission, I
	would like to propose a toast to
	the greatest man that ever lived.
	Let us say his name quietly to
	ourselves.  The walls have ears.

CUT TO TIGHT SHOT OF FRANZ LIEBKIND.

			LIEBKIND
		(a fervent whisper)
	Adolph Hitler.
		(he downs drink)


CUT TO TIGHT SHOT OF BLOOM.

			BLOOM
		(whisper)
	Sigmund Freud.
		(he downs drink)


CUT TO TIGHT SHOT OF BIALYSTOCK.

			BIALYSTOCK
		(whisper)
	Max Bialystock.
		(he downs drink)


BACK TO SCENE.

			LIEBKIND
	I vas vit him a great deal, you know.

			BIALYSTOCK
	With whom?

							   39.


			LIEBKIND
		(astonished by the question)
	Vit the Fuhrer, of course.  He
	liked me.  Out of all the household
	staff at Berchtesgarten, I vas his
	favorite.  I vas the only one
	allowed into his chambers at bedtime.

			BIALYSTOCK
	No kidding?

			LIEBKIND
	Oh, sure.  I used to take him his
	hot milk and his opium.  Achhh,
	those were the days.  Vat good
	times ve had.  Dinner parties vit
	lovely ladies and gentlemen,
	singing und dancing.  You know, not
	many people knew about it, but the
	Fuhrer vas a terrific dancer.

			BIALYSTOCK
	Really, I never dreamed ...

			LIEBKIND
		(flies into an
		indignant rage)
	That's because you were taken in by
	that verdampter Allied propaganda.
	Such filthy lies.  But nobody said
	a bad vord about Winston Churchill,
	did they?  Oh no, Vin Vit Vinnie!
		(he gestures V for victory)
	Churchill, vit his cigars and his
	brandy and his rotten paintings.
	Couldn't even say Nazi.  He would
	say Narzis, Narzis.  Ve vere not
	Narzies, ve vere Nazis.  But let me
	tell this, and you're getting it
	straight from the horse, Hitler vas
	better looking than Churchill, he
	vas a better dresser than Churchill,
	had more hair, told funnier jokes,
	and could dance the pants off
	Churchill!

			BIALYSTOCK
		(swinging along)
	That's exactly why we want to do
	this play.  To show the world the
	true Hitler, the Hitler you knew,
	the Hitler you loved, the Hitler
	with a song in his heart.
			(MORE)

							   40.


			BIALYSTOCK (CONT'D)
		(to Bloom)
	Leo, quick, the contract.

BLOOM QUICKLY WHIPS THE CONTRACT OUT OF HIS POCKET, PRODUCES
A PEN, HANDS THEM TO BIALYSTOCK.  BIALYSTOCK SPREADS THE
CONTRACT OUT ON THE TABLE BEFORE LIEBKIND.

			BIALYSTOCK
	Here, sign here, Franz Liebkind.
	And make your dream a reality.

HE HANDS LIEBKIND THE PEN.  LIEBKIND REFUSES IT.

			LIEBKIND
	Wait.  No.  How do I know I can
	trust you?  How do I know you vill
	present this play in the manner and
	spirit in vhich it vas conceived?

			BIALYSTOCK
	We swear it!

			LIEBKIND
	Not good enough... Vould you be
	villing to take the Siegfried oath?

			BIALYSTOCK
	Yes.  We would!

INSERT:  CLOSE-UP BLOOM.  HE LOOKS WORRIED.

			LIEBKIND
	Good.  I will make the preparations.

LIEBKIND LEAVES THE ROOM.

			BLOOM
		(anxious whisper)
	Max, I don't want to take any
	Siegfried Oath.  I don't know what
	it is, but I don't want to take it.
	We might end up in the German Army.

			BIALYSTOCK
	Shut up, you idiot.  He's a harmless
	nut.  Play along with him.  It's
	almost in the bag.

LIEBKIND ENTERS.  HE IS LADEN DOWN WITH ALL SORTS OF
RITUALISTIC PARAPHERNALIA.  LIEBKIND PLACES ALL THE STUFF ON
THE TABLE.  WITHOUT A WORD TO THEM, HE GOES TO PHONOGRAPH.

							   41.


IN A FEW SECONDS WE HEAR THE OPENING STRAINS OF WAGNER'S
"RIDE OF THE VALKYRIES."  AS THE MUSIC BOOMS LOUDER, LIEBKIND
ADDRESSES THEM.

			LIEBKIND
	Please to don your helmets.

FROM THE TABLE THEY TAKE CLASSIC WAGNERIAN HELMETS (WITH
HORNS) AND PLACE THEM ON THEIR HEADS.

			LIEBKIND
	Please to light your candles.

THEY EACH TAKE A HUGE WHITE CANDLE FROM THE TABLE AND LIGHT
IT.  LIEBKIND FLICKS THE LIGHT SWITCH.  NOW THEY ARE IN THE
DARK EXCEPT FOR THE GLOW OF THEIR CANDLES.

			LIEBKIND
	Please repeat after me.  I solemnly
	swear...

			BIALYSTOCK AND BLOOM
	I solemnly swear...

			LIEBKIND
	By the sacred memory...

			BIALYSTOCK AND BLOOM
	By the sacred memory...

			LIEBKIND
	Of Siegfried...

			BIALYSTOCK AND BLOOM
	Of Siegfried...

			LIEBKIND
	Wagner...

			BIALYSTOCK AND BLOOM
	Wagner...

			LIEBKIND
	Nietzche...

			BIALYSTOCK AND BLOOM
	Nietzche...

			LIEBKIND
	Bismark...

			BIALYSTOCK AND BLOOM
	Bismark...

							   42.


			LIEBKIND
	Hindenburg...

			BIALYSTOCK AND BLOOM
	Hindenburg...

			LIEBKIND
	The Graf Spee...

			BIALYSTOCK AND BLOOM
	The Graf Spee...

			LIEBKIND
	The Blue Max...

			BIALYSTOCK AND BLOOM
	The Blue Max...

			LIEBKIND
	And last, but not least, Adolph...
	you know who.

			BIALYSTOCK AND BLOOM
	And last, but not least, Adolph...
	you know who.

			LIEBKIND
		(saluting)
	Heil you know who!

			BIALYSTOCK AND BLOOM
		(spiritlessly saluting)
	Heil you know who!

			LIEBKIND
	Good.  Good.  Now ve sign the
	contract.

			BIALYSTOCK
	Good.  Good.
		(he hands Liebkind
		the pen)


			LIEBKIND
	No.  No.  Not in ink.  We'll
	desecrate the oath.  It must be
	done in blood.

CUT TO BLOOM'S FACE.  IT IS A SILENT OI.

			LIEBKIND
	Fingers, please.

							   43.


BIALYSTOCK AND BLOOM EXTEND THEIR FOREFINGERS AND LOOK THE
OTHER WAY.  LIEBKIND PRICKS THEM WITH THE SACRED SAFETY PIN,
AND SQUEEZES A FEW DROPS OF BLOOD FROM EACH INTO THE SACRED
VESSEL (A JAR COVER).  HE DOES THE SAME WITH HIS OWN FINGER.

			LIEBKIND
	Ve vill sign vit this sacred qvill
	taken from the last chicken I
	served at Berchtesgarten.

LIEBKIND SIGNS.  "THE RIDE OF THE VALKYRIES" REACHES ITS
ZENITH.  IT ECHOES THROUGH THE ROOM AS WE FADE OUT.

FADE IN ON BIALYSTOCK AND BLOOM AS THEY WALK UP STREET AWAY
FROM TENEMENT.  IT IS LATE AFTERNOON.  THEY ARE BOTH WEARING
SWASTIKA ARM BANDS.

			BIALYSTOCK
		(triumphantly whacking
		the contract with the
		back of his hand)
	There it is... in red and white!
	"Springtime For Hitler," signed,
	sealed and delivered.
		(he notices Bloom's
		dour expression)
	What's the matter with you?

			BLOOM
	Look, I'm just not wearing this arm
	band.  I don't care how big the
	deal is.

			BIALYSTOCK
		(placating him)
	Okay, take it off, take it off.

THEY TAKE OFF THEIR ARM BANDS AND TOSS THEM INTO A LITTER
BASKET.  BIALYSTOCK SPOTS A PASSING TAXI.  HE WHISTLES.  IT
STOPS.

			BIALYSTOCK
		(to cab driver as he
		opens door)
	The Blue Gypsy.

			BLOOM
		(about to enter cab
		with Bialystock)
	Why are we going to the Blue Gypsy?!

							   44.


			BIALYSTOCK
		(stopping Bloom from
		entering cab)
	We are not going to The Blue Gypsy.
	I am going to The Blue Gypsy.

BIALYSTOCK GETS INTO CAB AND SLAMS THE DOOR.  HE CONTINUES
SPEAKING TO BLOOM THROUGH THE WINDOW.

			BIALYSTOCK
	I have a rendez-vous with a lady of
	some means.  You see dear Bloom,
	phase one is complete, the play is
	ours.  We are now entering phase
	two -- the raising of the money.
	In the days to come, you will see
	very little of me, for Bialystock
	is launching himself into little-
	old-lady-land.
		(to cab driver)
	Avanti!

THE CAB SPEEDS AWAY.

SWISH PAN CUT TO TIGHT SHOT OF LITTLE OLD LADY #3.  IN HER
HAND SHE HOLDS A BUBBLING GLASS OF CHAMPAGNE.  SHE RAISES IT
TO BIALYSTOCK.

PULL BACK TO TWO SHOT OF BIALYSTOCK AND LITTLE OLD LADY.
THEY ARE SEATED IN A CORNER BOOTH OF A LITTLE VIENNESE CAFE.

			LITTLE OLD LADY #3
	Here's to the success of your new
	play.

BIALYSTOCK RAISES HIS GLASS.

			BIALYSTOCK
	Our play, my love.

HE GALLANTLY INTERTWINES HIS ARMS IN HERS IN A LOVER'S TOAST.
IT IS HARD TO DRINK WITH ARMS ENTWINED, ESPECIALLY IF ONE OF
THE ARMS IS ATTACHED TO A LITTLE OLD LADY.  THE TOAST IS A
FIASCO, BIALYSTOCK GETTING MOST OF THE CHAMPAGNE OVER HIS
VEST AND TROUSERS.

			LITTLE OLD LADY #3
	Oh, I'm sorry, Bialy, did I wet you?

			BIALYSTOCK
	Think nothing of it, my dear.  A
	mere trifle.  A mere trifle.  Did
	you bring your checkbook?

							   45.


			LITTLE OLD LADY #3
	It's right here in my purse and I
	made it out just as you told me --
	to cash.  That's a funny name for a
	play.

			BIALYSTOCK
	Think nothing of it.

SHE SNAPS OPEN HER LITTLE BEADED PURSE, TAKES OUT THE CHECK
AND BEGINS TO HAND IT TO BIALYSTOCK.  AT THIS MOMENT, WE ARE
ASSAULTED BY THE PASSIONATE SOUND OF A CRYING VIOLIN.

CAMERA PULLS BACK TO REVEAL A VIOLINIST IN GYPSY ATTIRE
CLOSING IN ON THE TABLE.  THE LITTLE OLD LADY IS DELIGHTED
BY THE VIOLINIST AND UNFORTUNATELY FOR BIALYSTOCK STOPS THE
PASSAGE OF THE CHECK AS HER ATTENTION IS DIVERTED.
BIALYSTOCK CAUTIOUSLY REACHES OUT TO SNATCH THE CHECK BUT
EACH TIME THAT HE DOES, A TURN IN THE MUSIC MAKES THE LITTLE
OLD LADY CLUTCH HER HEART.  BIALYSTOCK IS VERY UNHAPPY.  HE
QUIETLY BRINGS HIS FOOT FROM BENEATH THE TABLE AND PLACES IT
DIRECTLY OVER THE FOOT OF THE VIOLINIST.

CUT TO CLOSE-UP OF BIALYSTOCK'S FOOT POISED OVER VIOLINIST'S
FOOT.  BIALYSTOCK PROCEEDS TO CRUSH VIOLINIST'S FOOT.

CUT TO VIOLINIST'S FACE.  SOMEHOW IT CONVEYS TO US ALL THE
MISERY AND PAIN OF THE HUMAN CONDITION.  WITH EYES CROSSED
BY GRIEF, HE LIMPS TO ANOTHER TABLE.  BIALYSTOCK QUICKLY
REACHES OUT AND SNATCHES THE CHECK.

SWISH PAN CUT TO HANSOM CAB THREADING ITS WAY THROUGH
CENTRAL PARK.  NIGHT.

CUT TO INTERIOR OF CAB.  BIALYSTOCK IS COZILY ENSCONCED WITH
LITTLE OLD LADY #4.

			BIALYSTOCK
		(taking check from
		old lady)
	Thank you, my dear.

			LITTLE OLD LADY #4
	Oh, Bialy, Bialy, tell me again.
	Tell me again.

			BIALYSTOCK
	Edna, I swear on my life, you don't
	look a day over sixty-five.

SWISH PAN CUT TO CITY TRAFFIC.  DAY.  A TAXI FILLS THE
SCREEN.  AS IT MOVES OUT OF FRAME, WE DISCOVER BIALYSTOCK
AND LITTLE OLD LADY #5 ASTRIDE A RED AND WHITE HONDA MOTOR
SCOOTER.  AS THEY ROAR PAST THE CAMERA, BIALYSTOCK SHOUTS.

							   46.


			BIALYSTOCK
	Clear the road!  Clear the road!

			LITTLE OLD LADY #5
		(clutching Bialystock fiercely)
	Go, Bialy, baby, go!

SWISH PAN CUT TO POSH PARK AVENUE APARTMENT.  NIGHT.  A
PRIVATE CONCERN IS IN PROGRESS.  A THIN, CONSUMPTIVE-LOOKING
YOUNG MAN FINGERS HIS WAY THROUGH A CHOPIN NOCTURNE.

CAMERA SLOWLY PANS THE ROOM.  SEATED IN A SEMI-CIRCLE AROUND
THE PIANO ON VARIOUS PIECES OF DELICATE EMPIRE FURNITURE IS
AN AUSTERE GROUP OF ELDERLY DIGNIFIED PATRONS OF THE ARTS.
SUDDENLY AN OLD LADY'S SHRIEK RENDS THE AIR.  EVERYONE'S
HEAD TURNS.

			LITTLE OLD LADY #6
		(slightly flustered)
	Go on with the concert!  Go on with
	the concert!  It's nothing.  Nothing.

BIALYSTOCK STARES STRAIGHT AHEAD.

			LITTLE OLD LADY #6
		(to Bialystock, smiling)
	You dirty man.

SWISH PAN CUT TO NEW YORK STREET.  OLD FASHIONED LIMOUSINE
PULLS INTO VIEW.  THE WINDOW SHADES ARE DRAWN.  AS IT
PASSES, WE DETECT STRANGE SOUNDS EMANATING FROM THE INTERIOR.

			LITTLE OLD LADY #7
		(off camera)
	Tee hee, ha ha ha, ho ho, ooo, ooo,
	teehee hee.

			BIALYSTOCK
		(off camera, simultaneously)
	Heh, heh, heh.  Hah, hah, hah.

THE CAR DRIVES OUT OF FRAME.

SWISH PAN CUT TO SCULPTOR'S ATELIER.  DAY.  AN ANCIENT
LITTLE OLD LADY WEARING A SCULPTOR'S SMOCK IS FEEBLY CHIPPING
AWAY WITH CHISEL AND HAMMER AT A HUGE SQUARE BLOCK OF MARBLE.
SHE MAKES NOT A SCRATCH ON IT.

CAMERA DOLLIES BACK TO REVEAL BIALYSTOCK, HER SUBJECT,
STANDING NUDE, EXCEPT FOR LOIN CLOTH, HOLDING UP AN ENORMOUS
GLOBE.  HE IS OBVIOUSLY ATLAS.

							   47.


			LITTLE OLD LADY #8
		(stepping back to
		admire her work)
	Well, Bialy, how's it coming?

			BIALYSTOCK
	It's beautiful, Alma, beautiful.
		(to the heavens)
	Oi.

SWISH PAN CUT TO LIVING ROOM.  NIGHT.  BIALYSTOCK, DRESSED
AS A TURKISH SLAVE, IS ASLEEP ON THE SOFA.  THE ROOM HAS
BEEN DONE IN A BYZANTINE DECOR.  THE STRAINS OF SCHEHERAZADE
SOFTLY FILL THE ROOM.  SUDDENLY A WHIP COMES FLASHING INTO
THE FRAME AND WHACKS AGAINST THE TORSO OF THE SLEEPING
BIALYSTOCK.

SHOT WIDENS TO REVEAL 'HOLD ME, TOUCH ME' WIELDING THE WHIP.
SHE IS DRESSED IN AN 'ARABIAN NIGHTS' COSTUME.

			HOLD ME, TOUCH ME
	Dance!  Dance, slave!

BIALYSTOCK IS UP IN A FLASH AND INTO A QUICK TURKISH TIME
STEP SO AS TO AVOID THE DEADLY LASH.

			BIALYSTOCK
	How's this?

			HOLD ME, TOUCH ME
	Faster, faster, you dog.  Excite
	me, delight me.  Hold me, touch me.

CUT TO CLOSE-UP OF BIALYSTOCK'S FACE AS HE DANCES.

			BIALYSTOCK
		(murmuring to himself)
	Money is honey, money is honey.

DISSOLVE TO BIALYSTOCK'S OFFICE.  NIGHT.  BIALYSTOCK IS
SEATED AT THE DESK.  ON ONE SIDE OF HIM IS A LARGE STACK OF
SIGNED INVESTOR CONTRACTS.  ON THE OTHER AN EQUALLY LARGE
PILE OF UNSIGNED ONES.  BIALYSTOCK SIGNS FURIOUSLY, AS BLOOM
FEEDS THE CONTRACTS TO HIM.

			BLOOM
		(handing Bialystock contract)
	Mrs. Sarah Catheart.  She owns 50%
	of the profits.

BIALYSTOCK DUTIFULLY SIGNS.  BLOOM TAKES ANOTHER AND PLACES
IT BEFORE BIALYSTOCK.

							   48.


			BLOOM
	Mrs. Eleanor Biddlecombe.  She also
	owns 50% of the profits.

BIALYSTOCK SIGNS.  BLOOM PUTS THE NEXT ONE DOWN.

			BLOOM
	Mrs. Virginia Resnick.  She also
	owns 50% of the profits.

BIALYSTOCK SIGNS.  BLOOM TAKES ANOTHER.

			BLOOM
	Mrs. Alma Wentworth.  She owns 100%
	of the profits.

BIALYSTOCK SIGNS.  THEN LOOKS UP AT BLOOM.

			BIALYSTOCK
	Leo, what if this play is a hit?

			BLOOM
	Then the Department of Justice owns
	100% of Bialystock and Bloom.

			BIALYSTOCK
		(Bloom's thought
		makes him unhappy)
	OI.  I'm depressed.  Leo, do me a
	favor.  Open the safe.  I want to
	see the money.

LEO, HUMORING HIM, SPINS THE COMBINATION DIAL ON SAFE AND
OPENS IT.

CUT TO INSIDE OF SAFE.  IT IS JAMMED FULL OF NEATLY STACKED
PILES OF MONEY.

CUT TO BIALYSTOCK ON HIS HANDS AND KNEES IN FRONT OF SAFE.

			BIALYSTOCK
		(to himself.  Inhales deeply)
	That's better.

BIALYSTOCK TAKES OUT A STACK OF NEATLY FOLDED BILLS.  HE
SMELLS IT, KISSES IT AND PUTS IT IN HIS POCKET.

			BLOOM
	What are you doing?

			BIALYSTOCK
	I'm going to buy a toy.  I worked
	very, very hard and I think I
	deserve a toy.

							   49.


			BLOOM
		(quizzically)
	A toy?

DISSOLVE TO CLOSE-UP, FACE OF A GORGEOUS BLONDE, ULLA.
DOLLY BACK TO REVEAL THE REST OF HER.  SHE IS INCREDIBLY
WELL-ENDOWED.

CUT TO BIALYSTOCK AND BLOOM.  THEIR EYES GLUED TO HER FORM.

			BLOOM
	That's a toy?

			BIALYSTOCK
	Yes.  She's an adult, educational
	toy made in Sweden for children
	over fifty.

BLOOM STARES AT HIM.

			BIALYSTOCK
	Stop looking at me like that.
	She's not an indulgence.  She
	happens to be our new receptionist.
	She goes with our new surroundings.

QUICKLY PAN POSH NEW WALL-PAPER, FURNISHINGS, ETC.

			BIALYSTOCK
	Ulla, I'd like you to meet my
	partner and associate, Mr. Leo Bloom.

			ULLA
	Got dag pa dig.

			BLOOM
	How do you do.
		(to Bialystock)
	Have you gone mad?  A receptionist
	that can't speak English.  What
	will people say?

			BIALYSTOCK
	They'll say, "Oooh, wah, wah, wah,
	ooh, ooh."

			BLOOM
	What is she gonna do here?

			BIALYSTOCK
	I'll show you.  Ulla, go to work.

			ULLA
	Ya, sur.

							   50.


ULLA GOES TO PHONOGRAPH AND PLACES NEEDLE ON RECORD.  THE
DRIVING SOUND OF A TWIST FILLS THE ROOM.  ULLA SENSUOUSLY
TWISTS, VIBRATES, FRUGS, WATUSIS AND ROCKS HER BODY IN TIME
WITH MUSIC.

			BIALYSTOCK
	See, it helps the day go by.  Ulla,
	okay.  Okay.

ULLA STOPS, GOES TO PHONOGRAPH AND TAKES NEEDLE OFF.

			BIALYSTOCK
	Go to desk.  Answer telephone.

HE PICKS UP PHONE TO SHOW HER.

			BIALYSTOCK
	Bialystock and Bloom.  Bialystock
	and Bloom.

			ULLA
		(repeating to herself
		as she leaves)
	Bialystock and Blum.  Bialystock
	and Blum.  Bialystock and Blum.
	Got dag pa dig.  Bialystock and Blum.

			BIALYSTOCK
		(to Bloom, opening up
		a box on his desk)
	Hey, Blum, have a cigar.

			BLOOM
	No thanks.

BIALYSTOCK TAKES AN ENORMOUS BLACK CIGAR.

			BLOOM
	Max, maybe...

BIALYSTOCK REACHES UNDER HIS DESK.  PRESSES BUZZER.  WE HEAR
BUZZING SOUND IN ANTE-ROOM.

			BLOOM
	What's that?

			BIALYSTOCK
	Nothing.  Nothing.  Go on.

ULLA ENTERS.  GOES TO DESK, PICKS UP CIGARETTE LIGHTER,
LIGHTS BIALYSTOCK'S CIGAR, KISSES HIM.

							   51.


			ULLA
		(pinching Bialystock's
		cheek)
	Min Bialystock.

ULLA LEAVES.

			BIALYSTOCK
	Nice girl.

			BLOOM
	Max, as I was saying, maybe we
	should go easy on the spending.  I
	mean these offices and everything.

			BIALYSTOCK
	Why?  Take it when you can get it!
	Flaunt it, baby, flaunt it!

			BLOOM
	But if something should... God
	forbid... go wrong, at least we
	could give them some of their money
	back.  It would look better in court.

			BIALYSTOCK
	Stop talking like that, you white
	mouse!  Nothing's going to go wrong.
	As a matter of fact, today I have
	taken steps to insure total disaster.
	At two o'clock we have an
	appointment with none other than
	Roger De Bris.

			BLOOM
		(searching)
	Roger De Bris.  Roger De Bris.  Oh
	yes, the director.  Is he good... I
	mean bad?

			BIALYSTOCK
	Roger De Bris is the worst director
	that ever lived.

			BLOOM
	Do you think he'll take the job?

			BIALYSTOCK
	Only if we ask him.

BIALYSTOCK CONSULTS HIS WATCH.

							   52.


			BIALYSTOCK
	Come on.  We'd better hurry.  We're
	late.

BIALYSTOCK BUZZES.  ULLA ENTERS.

			BIALYSTOCK
	Call chauffeur.  Get car.

			ULLA
		(smiling)
	Good.  Good.  We go Motel.

			BIALYSTOCK
	No.  We go.
		(he indicates Bloom
		and himself)


			ULLA
	You, Blum go Motel.

			BIALYSTOCK
	No.  No Motel.  Get car.  Get car.

			ULLA
		(as she leaves)
	Get car.  Get car.

			BIALYSTOCK
	Very nice girl.

DISSOLVE TO STREET IN FRONT OF CHIC TOWNHOUSE UPPER SIXTIES.
DAY.  A WHITE ROLLS ROYCE LIMO PULLS UP.  A LIVERIED
CHAUFFEUR WITH SMALL LATIN-TYPE MUSTACHE GETS OUT AND OPENS
DOOR FOR PASSENGERS.  BIALYSTOCK AND BLOOM GET OUT.

			BIALYSTOCK
		(to chauffeur)
	Thank you, Rudolfo.

BIALYSTOCK AND BLOOM CLIMB THE STEPS TO THE FRONT DOOR.
BIALYSTOCK PUSHES THE DOORBELL.  WE HEAR CHIMES.

			BIALYSTOCK
		(whispering)
	Now don't let anything he does or
	says upset you.  He's a little
	peculiar.

			BLOOM
	What do you mean?

							   53.


THE DOOR OPENS.  FRAMED IN THE DOORWAY IS A THIN, STRANGE
LOOKING MAN IN A BLACK TURTLENECK SWEATER.  (CARMEN GIYA)
HE CONTEMPLATES THEM COLDLY.

			CARMEN
	Yesssssss?

			BIALYSTOCK
	I am Max Bialystock.  This is my
	associate, Mr. Bloom.  We have an
	appointment with Mr. De Bris.

			CARMEN
	Ah, yes, you're expected.  Please
	come in.

THEY ENTER THE VESTIBULE.  CARMEN CLOSES THE DOOR BEHIND THEM.

			CARMEN
	How do you do.  I'm Carmen Giya, Mr.
	De Bris' private secretary.  Would
	you be so kind as to remove your
	shoes.

BIALYSTOCK AND BLOOM LOOK AT EACH OTHER BEWILDERED.

			CARMEN
	White, white, white is the color of
	our carpets.

BIALYSTOCK AND BLOOM REMOVE THEIR SHOES.

			CARMEN
		(to Bloom indicating
		a rack of slippers)
	Now, let's see, you're wearing grey.
	I would suggest the crimson.
	They're a little vivid, but your
	suit is so quiet.
		(to Bialystock,
		studying his mish
		mash attire)
	Why don't you... Oh, take anything.
	Please follow me.

CARMEN LEADS THE WAY.  BIALYSTOCK AND BLOOM SCUFF AFTER HIM.
WE FOLLOW THEM DOWN A NARROW CORRIDOR LINED WITH EXAMPLES OF
CLASSIC GREEK SCULPTURE -- EACH ONE DEPICTING NUDE MALES IN
VARIOUS POSES.

INT: ELEVATOR.

CUT TO ROGER DE BRIS' BOUDOIR SITTING ROOM.  IT IS ELEGANTLY
FEMININE.

							   54.


CHAISE LOUNGE, ANTIQUE MIRRORS, LOUIS XVI ARMOIRE AND
DRESSING TABLE.  FROM BEHIND AN ORNATE DRESSING SCREEN, WE
HEAR MUFFLED SOUNDS OF DISCONTENT.

			DE BRIS
		(from behind screen)
	I'll never get into this damned
	thing.

CUT TO BOUDOIR ENTRANCE.  CARMEN, BIALYSTOCK AND BLOOM ENTER.

			CARMEN
		(to De Bris)
	We're not alone.

DE BRIS' HEAD POPS OVER THE SCREEN.  HE IS A ONCE HANDSOME,
NOW DISSIPATED MAN IN HIS LATE FORTIES.

			DE BRIS
	Ah, Messers Bialystock and Bloom, I
	presume.  Ha, ha, ha, forgive the
	pun.

			BLOOM
		(to Bialystock)
	What pun?

			BIALYSTOCK
		(a curt whisper)
	Shut up.  He thinks he's witty.
		(to De Bris)
	It's good to see you again, Roger.
	Did you get a chance to read
	"Springtime For Hitler?"

DE BRIS EMERGES FROM BEHIND THE SCREEN.  HE IS WEARING A
"LADY WINDERMERE'S FAN" STYLE DRESS.

			DE BRIS
	Remarkable.  Remarkable.  A stunning
	piece of work.

			BLOOM
		(shocked, whispers)
	Max!  He's wearing a dress.
		(his mouth remains open)


			BIALYSTOCK
	Shhhhhh.

							   55.


			DE BRIS
		(continuing)
	I think it's a very important play.
	I, for one, never realized that the
	Third Reich meant Germany.  I mean
	it's drenched with historical
	goodies like that.

DE BRIS IS SUDDENLY AWARE OF BLOOM'S EXPRESSION.  (BLOOM'S
MOUTH IS STILL AGAPE.)

			DE BRIS
	Oh, dear, you're staring at my
	dress.  I should explain.  I'm
	going to the Choreographer's Ball
	tonight.  There's a prize for the
	best costume.

			CARMEN
		(smugly)
	We always win.

			DE BRIS
		(looking in the mirror)
	I'm not so sure about tonight.  I'm
	supposed to be the Grand Duchess --
	I think I look more like Tugboat
	Annie.  What do you think?

HE PARADES BACK AND FORTH, EXECUTING SHARP TURNS LIKE A
MODEL AT A FASHION SHOW.

			DE BRIS
	No be cruel.  Be brutal.  Be brutal.
	Because heaven knows they will.
	Well, what do you think, Mr. Bloom?

			BLOOM
		(very embarrassed)
	Well, it's... uh... it's nice and
	long... I mean, it's... uh... uh...
	where do you keep your wallet?

			BIALYSTOCK
		(jumping in)
	It's gorgeous.  Absolutely gorgeous.
	You couldn't have picked a better
	color.  It brings out your eyes.
	Let's face it, Roger, that dress is
	you.

							   56.


			DE BRIS
		(his eyes flashing flirtatiously)
	Do you really think it brings out
	my eyes?

			CARMEN
		(irritated)
	We can't tell a thing without your
	wig.  As far as I'm concerned,
	you're only half-dressed.

			DE BRIS
	Ummmm.  Well, if you're so worried
	about the wig, get it, o' wicked
	witch of the west.

CARMEN TURNS IN A HUFF AND LEAVES TO GET THE WIG.  DE BRIS
REACHES INTO CUT CRYSTAL CIGARETTE BOX, TAKES CIGARETTE,
TAPS IT, AND HOLDS IT FOR A LIGHT.

			BIALYSTOCK
		(in a whisper to Bloom)
	Quick, light his cigarette.  He
	likes you.

BLOOM NERVOUSLY REACHES FOR A BOOK OF MATCHES, RIPS ONE OUT
AND STRIKES IT.  IT DOESN'T LIGHT.  HE TRIES ANOTHER AND
ANOTHER.  ONE FINALLY CATCHES FIRE.  HE TRIES TO HOLD IT
STEADY, BUT HE IS TOO NERVOUS.  DE BRIS FIRMLY PLACES HIS
HAND OVER BLOOM'S TO STEADY THE FLAME.

			DE BRIS
	Didn't I meet you on a summer cruise?

HE LIGHTS THE CIGARETTE BUT CONTINUES TO HOLD BLOOM'S HAND.

			BLOOM
	I've... I've... never been on a
	cruise.

			DE BRIS
	Oh, quel dommage.

CARMEN ENTERS CARRYING WIG.  HE SEES DE BRIS HOLDING BLOOM'S
HAND.

			CARMEN
		(snidely)
	Oh, I see we're getting acquainted.

DE BRIS DROPS BLOOM'S HAND AND TURNS ON CARMEN.

							   57.


			DE BRIS
	How would you like to go back to
	teasing hair, big mouth?

			BIALYSTOCK
	Roger, do you mind if we talk a
	little business?

			DE BRIS
	Please, please, that's what we're
	here for.
		(to Carmen, who is
		adjusting the wig)
	Be careful, that hurt.

			BIALYSTOCK
	I think this would be a marvelous
	opportunity for you, Roger.  Up to
	now, you've always been associated
	with musicals, and...

			DE BRIS
	Yes.  Dopey show-girls in gooey
	gowns.  Two-three-kick-turn!  Turn-
	turn-kick-turn!  It's enough to
	make you throw up!  At last a
	chance to do straight drama!  To
	deal with conflict, with inner
	truth.  Roger De Bris presents
	history.  Of course, I think we
	should add a little music.  That
	whole third act has got to go.
	They're losing the war.  It's too
	depressing.  We'll have to put
	something in there.
		(gripped by his vision)
	Aaahghhh!  I see it!  A line of
	beautiful girls, dressed as Storm
	Troopers, black patent leather
	boots, all marching together...
	Two-three-kick-turn!  Turn-turn-
	kick-turn!

			BIALYSTOCK
	That's genius.  That's genius.
	Roger, I think I speak for Mr.
	Bloom and myself when I say that
	you're the only man in the world
	who can do justice to SPRINGTIME
	FOR HITLER.

							   58.


			DE BRIS
		(in one rush)
	Wait a minute.  This is a very big
	decision.  It might effect the
	course of my entire life.  I'll
	have to think about it.  I'll do it.

DE BRIS EXTENDS HIS HAND.  BIALYSTOCK SHAKES IT.

			BIALYSTOCK
	Congratulations.

			DE BRIS
		(to Carmen)
	Get on the phone.  Send out a
	casting call.  Call every agent in
	town.  I want to see everybody.
	Everybody.

DISSOLVE TO STAGE DOOR OF BROADWAY THEATRE.  DAY.  SIGN ON
DOOR READS:  CASTING TODAY -- SPRINGTIME FOR HITLER.

QUICK DISSOLVE TO INTERIOR OF THEATRE.  THE PLACE IS A
MADHOUSE.  HUNDREDS OF WOULD-BE HITLERS FILL THE STAGE.
EACH AND EVERY ONE WITH THE FUHRER'S HAIRCUT AND LITTLE
SQUARE MUSTACHE.  THERE ARE TALL HITLERS, SHORT HITLERS, FAT
HITLERS, SKINNY HITLERS, METHOD HITLERS, SHAKESPEAREAN
HITLERS, ALL KINDS HITLERS.

CUT TO FIRST ROW OF AUDIENCE.  SEATED THERE, WATCHING THE
BEDLAM, ARE BIALYSTOCK AND BLOOM, DE BRIS, CARMEN GIYA AND
FRANZ LIEBKIND.

			BIALYSTOCK
		(looking for the
		least likely Hitler)
	Roger, what about that one?  The
	fat Hitler on the right?

			DE BRIS
	I don't know.  I rather fancy that
	one.

CUT TO BEAUTIFUL, BLOND, MUSCULAR, YOUNG MAN, WHO LOOKS AS
IF HE IS POSING FOR "BODY BEAUTIFUL." HE BEARS NOT THE
SLIGHTEST RESEMBLANCE TO HITLER EVEN THOUGH HE DOES SPORT A
LITTLE BLACK MUSTACHE.

CUT BACK TO BIALYSTOCK.

			BIALYSTOCK
	Not bad.  Not bad.  What do you
	think, Franz?

							   59.


			LIEBKIND
		(very emotional)
	I don't know.  I don't know.  For
	some strange reason, I'm deeply
	moved.
		(he wipes away a tear)


			DE BRIS
		(getting to his feet)
	Oh, this is bedlam, bedlam.  We
	must have some order.

DE BRIS, FOLLOWED BY CARMEN, HOPS TO THE STAGE AND ADDRESSES
THE MILLING MOB.

			DE BRIS
		(clapping his hands
		for attention)
	Will all the dancing Hitlers please
	wait in the wings.  We're only
	taking the singing Hitlers.

AS THE DANCING HITLERS LEAVE THE STAGE, CARMEN ARRANGES THE
SINGING HITLERS SO THAT THEY ARE IN A LONG STRAIGHT LINE
AGAINST THE BACK OF THE STAGE WALL.  CARMEN READS OUT A NAME
AND THE FIRST SINGING HITLER WALKS DOWNSTAGE TO AUDITION.
EXCEPT FOR A SPORTY LITTLE HITLER MUSTACHE, HE BEARS LITTLE
RESEMBLANCE TO THE FUHRER.

			CARMEN
	Arthur Packard.

			DE BRIS
	Hello, Arthur.  Tell us something
	about yourself.

			ARTHUR PACKARD
		(in a strangulated
		tenor's voice)
	I was the lead tenor of the
	Albuquerque Opera Company for two
	seasons.  I just finished a road
	tour of STUDENT PRINCE.  And last
	season I was up for the lead in the
	Broadway production of Circus Man.

			DE BRIS
	What happened?

			ARTHUR PACKARD
	I didn't get it.

							   60.


			DE BRIS
	What are you going to sing for us
	Arthur?

AS ARTHUR TELLS HIM THE TITLE OF HIS SONG, DE BRIS MOUTHS IT
WORD FOR WORD TOWARD HIS FRIEND, CARMEN.

			ARTHUR PACKARD
	The soliloquy from CAROUSEL.

FROM THE PIT THE PIANO PLAYS A FOUR BAR INTRODUCTION.

			ARTHUR PACKARD
		(sings)
	My boy Bill will be strong and as
	tall as a...

			DE BRIS
	Thank you.

ARTHUR SHRUGS AND LEAVES THE STAGE.

			DE BRIS
	Next please.

			CARMEN
	Jason Green.

JASON GREEN COMES DOWNSTAGE.  HE IS A BIG, BARREL-CHESTED
MAN.  HE ALSO WEARS HITLER-TYPE MUSTACHE.

			DE BRIS
	Well, Jason, what have you been
	doing lately?

			JASON GREEN
		(in basso profundo)
	For the last sixteen years, I've
	been touring with "Naughty Marietta."

			DE BRIS
	Good.  And what are you going to
	sing for us, Jason?

AS JASON TELLS HIM THE SONG'S TITLE, DE BRIS ONCE AGAIN
MOUTHS IT WORD FOR WORD WITH HIM.

			JASON GREEN
	"Stout-hearted Men."

BEGINNING OF "STOUT-HEARTED MEN" MONTAGE.

THERE IS A SHORT PIANO INTRODUCTION.

							   61.


			JASON GREEN
		(singing)
	"Give me some men
	Who are stout-hearted men
	Who will fight for the right they
	adore."

			DE BRIS
		(off-camera voice)
	Thaaank you.

DISSOLVE TO A NEW HITLER SINGING (LITTLE BALD MAN)

			BALD HITLER
		(singing)
	"Show me some men
	Who are stout-hearted men
	And I'll soon show you ten thousand
	more."

			DE BRIS
		(off-camera voice)
	Thaaank you.

DISSOLVE TO ANOTHER HITLER (ITALIAN BASSO)

			ITALIAN HITLER
		(singing)
	"Shoulder to shoulder and bolder
	and bolder
	They grow as they march to the war."

			DE BRIS
		(voice off camera)
	Thaaank you.

DISSOLVE TO DELICATE HITLER

			DELICATE HITLER
		(singing)
	"There is nothing in this world can
	halt or mar our plan."

			DE BRIS
		(voice off camera)
	Thaank you.

DISSOLVE TO SHORT-HAIRED WOMAN HITLER

			SHORT-HAIRED WOMAN HITLER
	"When stout-hearted men
	Will get together man to man."

							   62.


			DE BRIS
		(voice off camera)
	Thaaank you.

CUT TO CARMEN GIYA ON STAGE.  IT IS NOW EMPTY.

			CARMEN
	Well, that's it.

CUT TO FIRST ROW OF AUDIENCE.  SLOW PAN BIALYSTOCK, BLOOM,
DE BRIS, AD LIEBKIND.  THEY ARE TIRED, DISHEVELED AND UNHAPPY.

			BLOOM
	I think that's enough Hitlers for
	one day.  Maybe we'll get lucky
	tomorrow.

			BIALYSTOCK
	You think out of all those Hitlers
	you could find just one...

			LIEBKIND
	It was the same thing in Germany.
	We looked for years before we found
	the right Hitler.

FROM OFF-STAGE WE HEAR THE SHARP CLICK OF BOOTS APPROACHING.
ALL EYES TURN TOWARD THE STAGE.  FROM OUT OF THE WINGS STEPS

A YOUNG PERSON IN A LEATHER DOUBLET, HIGH LEATHER BOOTS, AND
EXTREMELY LONG HAIR.  IT CARRIES A GUITAR.  UNTIL IT SPEAKS,
WE ARE NOT SURE WHETHER IT IS A YOUNG MAN OR A YOUNG WOMAN.
(LORENZO ST. DU BOIS)

			LSD
	Hey, man.

			CARMEN
	I beg your pardon.

			LSD
	Is this where they're auditioning
	Boomerang?

			CARMEN
		(studying him coldly)
	No, I'm afraid you've wandered into
	the wrong theatre.

			LSD
		(to himself, as he
		starts to leave)
	Man, freaked out again.

							   63.


			BIALYSTOCK
		(leaping to his feet)
	Wait!  This is Boomerang.  This is
	Boomerang.

			DE BRIS
		(to Bialystock)
	What are you saying?

			BIALYSTOCK
	Let's hear him.  What have we got
	to lose?
		(to LSD)
	What's your name?

			LSD
	Lorenzo Saint DuBois.  But everybody
	calls me LSD.

			DE BRIS
	What have you done, LSD?

			LSD
	Six months, I'm out on probation,
	but it's cool now, baby.

			DE BRIS
	I mean in show business.

			LSD
	Oh, in show business.  Well, let's
	put it this way, my next job will
	be my debut.

			DE BRIS
	What do you do best?

			LSD
	Hey, man, I can't do that here,
	that's what they put me away for.

			DE BRIS
	Oh, sing.  Sing!

			LSD
	Hey, baby, that's where they put
	me, Sing-Sing.  How'd you know
	that, you been up?

			DE BRIS
		(a little hysterical)
	Sing a song!  Just sing a song!

							   64.


			LSD
	Here's a little thing I think
	you're going to see on the charts
	any day.  I wrote it last night in
	my sleep.  It's a Hindu Zen Folk
	Rock Ballad.

LSD SINGS "I'M THE VICTIM OF A MULTI-MYSTIC FREAK-OUT." THE
SONG IS GEARED TO THE AU COURANT "RAGA ROCK" BEAT.  PHRASES
SUCH AS, "CONNECT WITH THE INFINITE" AND "TURN ON THE
WORLD." LORENZO FINISHES THE NUMBER.

CUT TO BIALYSTOCK, BLOOM, LIEBKIND AND DE BRIS.  THEY ARE
STUNNED.  BIALYSTOCK IS THE FIRST TO RECOVER.

			BIALYSTOCK
		(shouting)
	That's our Hitler!

			LIEBKIND
		(howls of despair)
	Vaaaat???

			BIALYSTOCK
		(quickly)
	Franz, don't you see, Hitler was a
	man of his time.  This is a man of
	his time.

			LIEBKIND
	But he has long hair!

			BIALYSTOCK
	Don't look at the outside, look at
	the inside.  It's the inner Hitler
	we're after.  The young beautiful
	Hitler, who danced his way to glory.

			LIEBKIND
	I don't know.  I don't know.

			DE BRIS
		(he has been studying
		LSD intensely)
	Could be an exciting piece of off-
	beat casting.  Of course, we'd have
	to do something about that coiffure.

			LIEBKIND
	But he's so crazy, he's so sloppy,
	he's so... so... American!

							   65.


			BIALYSTOCK
	Franz, trust me.  I promise I won't
	let you down.

			LIEBKIND
	All right, but remember, if you
	damage the Fuhrer's reputation, I
	kill you.

DISSOLVE TO MARQUEE OF BROADWAY THEATRE.  MARQUEE READS:
OPENING TONIGHT - SPRINGTIME FOR HITLER.  Directed by ROGER
DE BRIS.

PAN DOWN TO THEATRE ENTRANCE.  THE SIDEWALK IS CHOKED WITH
OPENING NIGHTERS, ALL AGLITTER IN DIAMONDS, FURS AND ELEGANT
TUXEDOS.  LUXURIOUS BLACK LIMOUSINES PULL UP TO THE CURB,
DEPOSITING THEIR RICH CONTENTS, THE MAJORITY OF WHICH ARE
LITTLE OLD LADIES.

CUT TO LOBBY.  THERE IN THE MIDST OF THE SWIRLING CONFUSION
STAND BIALYSTOCK AND BLOOM IN THEIR OPENING NIGHT TAILS.
BIALYSTOCK IS RESPLENDENT IN A BLACK SILK CAPE, LINED IN
CRIMSON SATIN.  BLOOM'S TAILS ARE OBVIOUSLY RENTED.  THEY
ARE NEAR THE TICKET TAKER.  AS SOME OF THE OPENING NIGHT
"SUPPORTERS" ENTER THE THEATRE, THEY SHOUT ENCOURAGEMENTS TO
BIALYSTOCK AND BLOOM.  TO EACH OF THE WELL-WISHERS,
BIALYSTOCK RESPONDS WITH A SMILE AND A MUMBLE.  THEY GET THE
SMILE, WE HEAR THE MUMBLE.

			FIRST WELL-WISHER
		(a silver-haired
		gentleman in his late fifties)
	Good luck, Max, I hope it's a big
	hit.

			BIALYSTOCK
		(mumbling)
	Bite your tongue.

			SECOND WELL-WISHER
		(a little old lady)
	We're gonna do it this time, Bialy,
	I just know it.

			BIALYSTOCK
	I hope you lose your bloomers.

			THIRD WELL-WISHER
		(another old lady)
	My prayers go with you, Bialy.

			BIALYSTOCK
	God Forbid.

							   66.


CUT TO LIMOUSINE PULLING UP IN FRONT OF THEATRE.  DOORMAN
OPENS DOOR, ASSISTS RICH COUPLE OUT OF CAR.  LIMOUSINE PULLS
AWAY.  A MOTORCYCLE WITH SIDE-CAR ROARS UP TO FRONT OF
THEATRE.  AT THE HANDLEBARS, BEAUTIFULLY DECKED OUT IN
TUXEDO AND HIS EVER POPULAR GERMAN HELMET IS FRANZ LIEBKIND.

CAMERA FOLLOWS LIEBKIND AS HE ENTERS LOBBY.  HE MAKES HIS
WAY THROUGH THE MILLING THRONG TOWARD BIALYSTOCK AND BLOOM.

			LIEBKIND
		(to Bialystock and
		Bloom, very seriously)
	Gentlemen, this is a very momentous
	moment.

HE CLICKS HIS HEELS AND SHAKES HANDS WITH EACH OF THEM.

			LIEBKIND
		(to Bloom)
	Good luck.
		(to Bialystock)
	Good luck.

HE STARTS INTO THEATRE, STOPS, TURNS BACK TO BIALYSTOCK AND
BLOOM.

			LIEBKIND
		(a mad gleam in his eye)
	Tonight, New York.  Tomorrow, the
	world!

HE TURNS TRIUMPHANTLY AND ENTERS THE THEATRE.

			OFF-CAMERA VOICE (GIRL)
	Check your hat?

			LIEBKIND
		(off camera)
	No!!

			BIALYSTOCK
	So much for Nutsy Fagin.

			BLOOM
		(nudging Bialystock, whispers)
	Here comes the Times Drama Critic.

			BIALYSTOCK
	Watch closely, as Bialystock drives
	the last nail into the coffin.

BIALYSTOCK AMBLES OVER TO THE TIMES CRITIC, WHO HAS STOPPED
TO CHAT WITH SOME PEOPLE.

							   67.


			BIALYSTOCK
	Always delighted to see the
	gentlemen of the press.  There you
	are, sir.  Two on the aisle,
	compliments of the management.
		(he smiles unctuously)


			DRAMA CRITIC
		(haughtily accepting tickets)
	Thank you.  Here, wait a minute.
	There seems to be some mistake.
	There's a hundred dollar bill
	wrapped around these tickets.

			BIALYSTOCK
		(conspiratorially)
	It's no mistake.  Enjoy the show.

			DRAMA CRITIC
		(outraged)
	Mr. Bialystock, just what do you
	think you're doing?

			BIALYSTOCK
	I'm bribing you.  And if you play
	ball, there's a lot more where that
	came from.

BIALYSTOCK WINKS AND SAUNTERS OFF.

			DRAMA CRITIC
		(blustering with rage)
	I... I... I... How dare he!  I've
	never been so insulted in my life!
	The gall of the man!  The incredible
	gall of the man!  I'll fix his wagon.

THE CRITIC STALKS INTO THE THEATRE.  AS HE PASSES BIALYSTOCK,
HE CONTEMPTUOUSLY FLINGS THE HUNDRED DOLLAR BILL TO THE
FLOOR.  HE DISAPPEARS THROUGH THE DOOR.

			OFF-CAMERA VOICE (GIRL)
	Check your hat?

			DRAMA CRITIC
		(off camera)
	No!!

BIALYSTOCK REACHES DOWN, PICKS UP CRUMPLED DOLLAR BILL,
STRAIGHTENS IT OUT, PUTS IT IN HIS POCKET.

							   68.


			BIALYSTOCK
		(grinning like a
		Cheshire cat)
	Heh, heh, heh.  He'll kill us.

FROM INSIDE THE THEATRE, WE HEAR THE OVERTURE BEGINNING.
LIGHTS IN THE LOBBY BLINK.

			BLOOM
	Come on, they've started the
	overture.

BIALYSTOCK AND BLOOM ENTER THE THEATRE.

CUT TO REVERSE ANGLE.  BIALYSTOCK AND BLOOM ENTERING DARKENED
THEATRE.  THEY TAKE POSITIONS AT THE BACK OF THE HOUSE.
BLOOM EXTENDS HIS HAND TO BIALYSTOCK.  HE INTENDS TO SPEAK
IN A CONFIDENT AND CONTROLLED MANNER BUT WHAT COMES OUT IS
AN HYSTERICAL SHRIEK.

			BLOOM
		(casually shrieking)
	Well, Max, this is it!!!

HE SCARES HIMSELF AND QUICKLY CLAPS HIS HANDS OVER HIS MOUTH.

			BLOOM
		(whispers)
	I'm sorry, I'm a little nervous.

			BIALYSTOCK
	Relax, in two hours our worries
	will be over.

CUT TO STAGE.  AS THE OVERTURE IS CONCLUDED, THE CURTAIN
SLOWLY RISES.  ON STAGE THERE IS A LINE OF GIRLS DRESSED IN
SEXY STORM TROOPER COSTUMES--BLACK PATENT LEATHER BOOTS, ETC.
THEIR ARMS ARE LINKED ABOUT ONE ANOTHER AS THEY DANCE AND
KICK IN RADIO CITY MUSIC HALL ROCKETTE FASHION.

			STORM TROOPER CHORUS
		(singing)
	Germany was having trouble,
	What a sad, sad story.
	Needed a new leader
	To restore its former glory.
	Where, oh, where was he,
	Who could that man be,
	We looked around,
	And then we found,
	The man for you and me,
	And now its...

							   69.


THE STORM TROOPER ROCKETTES PART AND FROM ABOVE THEM,
DESCENDING TWIN STAIRCASES, WE SEE TWO LINES OF BEAUTIFUL
SHOWGIRLS, HOLDING HUGE BALLOONS ABOVE THEIR HEADS.  ON EACH
BALLOON IS PAINTED A PICTURE OF THE FUHRER.  EVERYONE SINGS
AS THEY DESCEND.

			ENTIRE CHORUS
		(singing)
	"Springtime for Hitler," etc.

CUT TO AUDIENCE.  NUMBER ON STAGE CONTINUES.

CLOSE-UP OF MAN AND WOMAN ON AISLE.

			WOMAN (DOWAGER)
	This is shocking!

CUT TO ANOTHER AREA OF AUDIENCE.  ANOTHER COUPLE.

			MAN (STUFFED SHIRT)
	Outrageous!

CUT TO CRITIC ON THE AISLE, BIALYSTOCK'S P.O.V.  HE SCOWLS
AS HE FURIOUSLY MAKES NOTES.

CUT TO BIALYSTOCK AND BLOOM AT BACK OF THEATRE.  THEY ARE
SMILING.  BIALYSTOCK POINTS TO COUPLE WHO HAVE LEFT THEIR
SEATS AND STARTED UP THE AISLE.

			BIALYSTOCK
	Ahhhhh, it's going better than I
	expected.

THE COUPLE COMES ABREAST OF BIALYSTOCK AND BLOOM.

			WOMAN
		(to man as they exit theatre)
	Well, talk about bad taste.

			BIALYSTOCK
		(he chuckles as they leave)
	Come, let us repair to the bar
	across the street.  I don't want to
	be caught here during intermission.
	We'll be stoned to death.

THEY LINK ARMS AND MERRILY MARCH OUT OF THE THEATRE.

CUT TO STAGE.  "SPRINGTIME FOR HITLER" OPENING IS ENDING IN
A GREAT CRESCENDO OF PATRIOTIC INSANITY.

							   70.


			ENTIRE CHORUS
		(singing)
	So Springtime for Hitler,
	Is Springtime for Goering,
	Is Springtime for Goebbels,
	Is Springtime for Himmler,
	Is Springtime for you and me!!

CURTAIN FALLS.  THE NUMBER IS RECEIVED BY THE AUDIENCE WITH
HUSHED SILENCE.  FOLLOWED BY A SURGE TOWARD THE DOORS.  THE
AISLES ARE CHOKED WITH UNHAPPY PEOPLE, WHO CAN'T WAIT TO GET
OUT.

CURTAIN RISES.  ON STAGE ARE EVA BRAUN AND HITLER (LSD).
EVA BRAUN IS A FETCHING BLONDE IN LONG BRAIDS.  LSD IS
PACING UP AND DOWN.  EVA BRAUN SITS ON LOVE SEAT DOWNSTAGE.
IN HER HAND IS AN OVERSIZED DAISY.  AS SHE PULLS THE PETALS
FROM IT, SHE WHINES.  SHE HAS A PRONOUNCED AMERICAN ACCENT.

			EVA
	Er liebt mir.  Er liebt mir nicht.
	Er liebt mir.
		(the last petal)
	Er liebt mir nicht.

CUT TO PEOPLE IN AISLE.  THEY HAVE NOTICEABLY SLOWED DOWN.
SOME ARE WALKING BACKWARDS.  THEY ARE INTRIGUED.

CUT BACK TO STAGE.

			EVA
		(turns to LSD)
	Du liebt mir nicht!

			LSD
		(protesting vehemently)
	I lieb you baby, I lieb you.  You
	know that.

			EVA
	If you lieb me, why are you leaving
	me?

			LSD
	Hey, man, I can't spend all my time
	with you.  I took an oath, baby,
	Deutschland uber alles.

CUT TO AUDIENCE IN AISLES.  THEY HAVE ALL STOPPED LEAVING TO
TURN AND WATCH.  SOME BEGIN TO LAUGH AND OTHERS APPLAUD.
THEY LIKE LSD.

							   71.


			MAN
	That's Hitler?  I get it!  It's a
	put-on.

CUT TO WOMAN.

			WOMAN
	Hey, Harry, he's funny.

NOW THERE IS A MAD RUSH TO REGAIN THEIR SEATS.

CUT TO INTERIOR BAR.  IT IS EMPTY EXCEPT FOR THE BARTENDER
AND A DRUNK AT THE FAR END OF THE BAR.  BIALYSTOCK AND BLOOM
ARE SEATED ON STOOLS AT THE BAR.  THEY CLINK GLASSES.

			BIALYSTOCK
	Here's to the one and only
	performance of "Springtime for
	Hitler."

THEY BOTH LAUGH AND DOWN THEIR DRINKS.  BIALYSTOCK RAPS ON
THE BAR WITH HIS CANE.

			BIALYSTOCK
	Innkeeper, innkeeper, another round
	of drinks here.  As a matter of
	fact, a round of drinks for
	everybody in the place!

BARTENDER LOOKS AROUND AT THE ALMOST EMPTY BARROOM.  DOES A
LITTLE TAKE.  HE THEN REPLENISHES THEIR DRINKS AND PLACES A
GLASS IN FRONT OF THE DRUNK.  THE DRUNK TIPS HIS HAT
GRACIOUSLY TOWARDS BIALYSTOCK.

			BLOOM
	Just think, yesterday I was a
	meaningless little accountant --
	and today, I am the producer of a
	Broadway flop!

			BIALYSTOCK
		(raising his glass)
	To failure!

			BLOOM
	To failure!

			DRUNK
		(blushing)
	Oh, thank you!  It's very kind of
	you.
		(raises his glass and
		downs his drink)
			(MORE)

							   72.


			DRUNK (CONT'D)


CUT BACK TO STAGE.  SAME SCENE.  EVA STARTS TO CRY.

			EVA
	If the Duke of Windsor could give
	up the Throne of England for the
	woman he loved, why can't you?

			LSD
	It's different.  I'm a tyrant, baby.

AUDIENCE LAUGHS.

CUT TO FRANZ LIEBKIND SEATED IN AN AISLE SEAT.  HE NERVOUSLY
PINCHES HIS FACE AS HE SEMI-COHERENTLY MUMBLES TO HIMSELF.

			LIEBKIND
		(becoming slightly unhinged)
	Baby, why does he keep saying baby?
	I didn't write baby.  The Fuhrer
	never said baby.  Vat is it vit
	this baby?

			WOMAN IN ADJOINING SEAT
		(very annoyed)
	Will you shut up!

			LIEBKIND
	You shut up!  I'm the author.
	You're just the audience.  I
	outrank you.

CUT TO BAR.  BIALYSTOCK AND BLOOM ARE A LITTLE TIPSY.  BY
NOW THE DRUNK HAS JOINED THEM AND ALL THREE ARE GOOD PALS.

			BIALYSTOCK
	Bartender, bartender, another drink
	for myself and my associate, Mr.
	Bloom.  And don't forget our good-
	natured inebriate over there.

DRUNK TIPS HIS HAT GRACIOUSLY.

			DRUNK
	Eternally grateful.  Sincerely
	yours, Oliver Wendell Drunk.

DURING DRUNK'S SPEECH, BARTENDER HAS REFILLED THEIR GLASSES.
HE STANDS BACK, WATCHING THEM AS HE DRIES GLASSES.

							   73.


			DRUNK
		(raises his glass)
	A toast!

			BLOOM
	To what?

			DRUNK
		(stumped)
	To... toast!  I love toast.

			BIALYSTOCK AND BLOOM
	To toast.

			BIALYSTOCK
		(smacking his glass
		down on the bar)
	Now I'll take the lead and I want
	you right behind me all the way!
	One... two... three!
		(singing)
	"By the light,

			BLOOM AND DRUNK
		(singing)
	"By the light, by the light,

			BIALYSTOCK
	"Of the silvery moon,

			BLOOM AND DRUNK
	"Of the silvery mooooon,

			BIALYSTOCK
	"I want to croon,

			BLOOM AND DRUNK
	"He wants to croon, he wants to
	croon,

			BIALYSTOCK
	"To my honey I'll croon,

			BLOOM AND DRUNK
	"He's gonna croon love's tune,

			BIALYSTOCK
	"Honeymoon,

			BLOOM AND DRUNK
	"Honeymoon, honeymoon,

			BIALYSTOCK
	"Keep a shining in...

							   74.


BIALYSTOCK STOPS ABRUPTLY.  HE POINTS TOWARD THE DOOR.  WE
HEAR THE SOUND OF PEOPLE ENTERING THE BAR.

			BIALYSTOCK
	Intermission!  Quick, hide your
	face.  They'll tear us to pieces.

BIALYSTOCK AND BLOOM HOP ON THEIR STOOLS AND COVER THEIR
FACES WITH THEIR HANDS.  THE DRUNK SHRUGS, HOPS ON THE STOOL
NEXT TO THEM AND ALSO HIDES HIS FACE.  A HORDE OF FIRST
NIGHTERS SWEEPS INTO THE BAR.  THEY ARE ALL AROUND
BIALYSTOCK, BLOOM AND THE DRUNK, CLAMORING FOR DRINKS.

			CROWD
		(ad-lib)
	"Scotch on the rocks,"
	"Bourbon and soda."
	"Two martinis."
	"Whiskey sour."

THE CROWD IS VERY CHEERFUL.  THEY ARE STILL BUBBLING FROM
THE FIRST ACT.

			WOMAN
		(to her escort)
	Well, so far that's about the
	funniest thing I've ever seen on
	Broadway.

BIALYSTOCK AND BLOOM LOOK AT EACH OTHER.

			WOMAN'S ESCORT
	Never laughed so much in my life.

			MAN
		(to his friend)
	Hysterical, absolutely hysterical.

			MAN'S FRIEND
	I thought I'd split my sides.

			BIALYSTOCK
	Take it easy, don't panic.  There
	are a lot of plays on this street.
	They are not necessarily talking
	about "Springtime For Hitler."

			HUSBAND
		(to his wife)
	Honey, I never in a million years
	thought I'd ever love a show called
	"Springtime For Hitler."

							   75.


BIALYSTOCK AND BLOOM FREEZE.  A LITTLE OLD LADY COMES UP
BEHIND BIALYSTOCK.  SHE RAPS HIM ON THE BACK WITH HER
UMBRELLA.

			LITTLE OLD LADY #8
	Bialy, you sly fox, you've done it.
	It's a smasheroo.

			BIALYSTOCK
		(in a daze)
	Smasheroo.  Smasheroo.

THE CROWD STARTS TO LEAVE.

			LITTLE OLD LADY
	Oh, I'd better hurry back.  I don't
	want to miss one minute of it.

THE FIRST NIGHTERS LEAVE THE BAR.  ALL THAT REMAIN ARE
BIALYSTOCK AND BLOOM, THE BARTENDER AND THE DRUNK.
BIALYSTOCK SLIPS OFF THE STOOL AND WANDERS TO MIDDLE OF
BARROOM.

			BIALYSTOCK
		(dazed)
	Got to think... Got to think... Got
	to think... Got to think... Got to
	think...

CUT TO BLOOM AT THE BAR, FROZEN, STARING STRAIGHT AHEAD.
HIS EYES ARE GLAZED WITH SHOCK.  HE STROKES HIS CHEEK WITH
HIS LITTLE BLUE BLANKET.

			BLOOM
	Mrs. Cathcart -- 50%
	Mrs. Biddlecombe -- 50%
	Mrs. Wentworth -- 50%
	Mrs. Resnick -- 100%

THE DRUNK STARES FROM ONE TO THE OTHER.  UNHAPPY WITH THEIR
PRESENT MOOD, HE DECIDES TO LIVEN THINGS UP AGAIN.  HE
TIPTOES OVER TO BIALYSTOCK, PUTS HIS ARMS AROUND BIALYSTOCK'S
WAIST, ROCKS BACK AND FORTH AND BEGINS TO SING.

			DRUNK
		(singing)
	"By the light...
	By the light, by the light...
	Of the silvery...

BIALYSTOCK PICKS HIM UP AND THROWS HIM ACROSS THE BAR.

			BIALYSTOCK
	Get away from me, you drunken bum!

							   76.


DRUNK PICKS HIMSELF UP AND DUSTS HIMSELF OFF.

			DRUNK
		(indignantly)
	Fairweather friend!

THE DRUNK STAGGERS OUT OF THE BAR.  BIALYSTOCK GETS A HOLD
OF HIMSELF.

			BIALYSTOCK
	Maybe it's not true!

BIALYSTOCK RUSHES OVER TO BLOOM.

			BLOOM
		(still mumbling to himself)
	No way out.  No way out.

			BIALYSTOCK
	Bloom, Bloom, maybe it's not true.

BLOOM DOES NOT RESPOND.  BIALYSTOCK SHAKES HIM.

			BLOOM
		(droning monotonously)
	No way out.  No way out.  What?  Who?

			BIALYSTOCK
	Why don't we go over to the theatre
	and see what's really happening?
	After all, we've only heard from a
	small portion of the audience.
	Let's hear what the majority thinks.

			BLOOM
		(in a trance)
	The majority.  The majority.  Yes.
	Let's hear from the majority.

THEY START TO LEAVE.

DISSOLVE TO BIALYSTOCK AND BLOOM ENTERING LOBBY OF THEATRE.
AS THEY OPEN DOOR TO THEATRE, THEY ARE GREETED BY A SHOCK
WAVE OF LAUGHTER.  THEY PAUSE STRICKEN.

			BLOOM
	I don't want to go in.

			BIALYSTOCK
	Come, we have to.

THEY TAKE EACH OTHER'S HANDS LIKE TWO FRIGHTENED LITTLE BOYS
AND CAUTIOUSLY WALK IN.

							   77.


CUT TO BIALYSTOCK AND BLOOM AS THEY ENTER.  THEY TAKE THEIR
POSITIONS AT THE BACK OF THE HOUSE AND WATCH THE PROCEEDINGS
MEEKLY, LIKE TWO LAMBS AWAITING THE SLAUGHTER.

CUT TO STAGE.  HITLER HAS OBVIOUSLY CALLED A COUNCIL OF WAR.
THE FUHRER IS SURROUNDED BY HIS GENERAL STAFF.

			GENERAL
		(making a report)
	We are falling back on all fronts.
	Our soldiers are retreating.

			LSD
	No good, baby, no good.  You heard
	my orders.  Nobody retreats.
	Attack!  Attack!

			GENERAL
	Who can we attack?  They're all too
	big.

			LSD
		(getting an inspiration)
	Hey, man, let's stomp Switzerland!

			GENERAL
	We can't... we keep our money there!

CUT BACK TO BIALYSTOCK AND BLOOM.  THEY STARE STRAIGHT
AHEAD, STONY-FACED.  HUGE TEARS WELL UP IN THEIR EYES AND
RUN DOWN THEIR CHEEKS.

CUT TO LIEBKIND.  HE HAS RIPPED OFF THE ARM OF HIS CHAIR AND
IS EARNESTLY GNAWING AT IT.

			LIEBKIND
	Baby, again with that baby.  There
	must be no more babies.

LIEBKIND LEAPS FROM HIS SEAT AND HEADS TOWARD THE SIDE
ENTRANCE LEADING TO THE STAGE.

CUT BACK TO STAGE.

			LSD
	Where's Goebbels?  Where's my
	little Joe?

			GENERAL
		(to the wings)
	Send for Goebbels.

							   78.


			LSD
	He's the only cat left that still
	grooves me.

GOEBBELS ENTERS LAUGHING.

			GOEBBELS
	Heil, baby!  I just finished the
	morning propaganda broadcasts.

			LSD
	What did you tell the people?

			GOEBBELS
	I told them we invaded England.

			LSD
	Hey, baby, that's good!  How'd we
	come out?

			GOEBBELS
	We won.

			LSD
	Groovy!

THEY SMACK HANDS.

LAUGH FROM AUDIENCE.

CUT TO BACKSTAGE.  LIEBKIND COMES CHARGING IN LIKE A LUNATIC.

			LIEBKIND
	Bring down the curtain!  Bring down
	the curtain!

HE RUSHES FOR THE CURTAIN ROPE.  A STAGEHAND ATTEMPTS TO
STOP HIM.  HE RIPS OFF HIS HELMET AND BANGS HIM OVER THE
HEAD WITH IT.  AS HE SLUMPS TO THE GROUND, LIEBKIND UNDOES
THE CURTAIN ROPE.

CUT TO ACTORS ON STAGE.

			LSD
	Goebbels, you're the only one...

THE CURTAIN DROPS WITH A THUD.  FROM BENEATH IT CRAWLS
LIEBKIND.  HE JUMPS UP AND ADDRESSES THE AUDIENCE.

			LIEBKIND
	I am the author of this play.  You
	are the victims of a hoax.  These
	are not my words.  The Fuhrer never
	said baby.  The Fuhrer was sweet,
	the Fuhrer was kind, the Fuhrer was
	good.

							   79.


			STAGE MANAGER
		(off camera)
	Get that curtain up.

CURTAIN STARTS TO RISE.  LIEBKIND HURLS HIMSELF IT, AND
HOLDS IT DOWN.

			LIEBKIND
	NO!  No!  The curtain must not go up!

DESPITE HIS EFFORTS, THE CURTAIN SLOWLY RISES.  LIEBKIND
DOES NOT RELEASE HIS HOLD ON IT.  HE STARTS TO GO UP.

			LIEBKIND
	Stop!  Stop!

AS THE CURTAIN RISES, WE SEE A BEWILDERED GROUP OF ACTORS
AND STAGE HANDS WATCHING LIEBKIND'S ASCENT.  THE AUDIENCE,
THINKING LIEBKIND'S BEHAVIOR PART OF THE SHOW, ENJOYS THE
PROCEEDINGS TREMENDOUSLY.  THEY BREAK INTO APPLAUSE.

CUT TO CRITIC.  HE IS LAUGHING UPROARIOUSLY AND TEARING UP
HIS NOTES.

CUT BACK TO LIEBKIND.

			LIEBKIND
	We have been betrayed!  I will
	return!  I will returnnnnn...

LIEBKIND DISAPPEARS INTO THE FLIES.

DISSOLVE TO ANTEROOM OF BIALYSTOCK AND BLOOM'S OFFICE.  DAY.
ULLA, WEARING A BELTED RAINCOAT, SITS AT THE TYPEWRITER.
MUSIC FROM A RECORD PLAYER SOFTLY ROCKS IN THE BACKGROUND.
IN HER LEFT HAND SHE HOLDS A GLASS OF CHAMPAGNE, FROM WHICH
SHE SIPS, WHILE HER RIGHT HAND, INDEX FINGER EXTENDED, STABS
AT THE FUNNY LITTLE KEYS.  SHE IS HAPPY, IT IS THE RIGHT ONE.
THE DOOR FLIES OPEN.  THE DESPERATE BIALYSTOCK AND BLOOM
ENTER.  ULLA LEAPS UP, QUICKLY UNDOES HER RAINCOAT, EXPOSING
HER DELICIOUS BODY, CLOTHED ONLY IN BLACK LACE UNDERTHINGS.

			ULLA
	We make love?

			BIALYSTOCK
	No!  No!  We don't make love.  Go
	to work.

ULLA IMMEDIATELY TURNS UP RECORD PLAYER TO A CRASHING BLARE
AND DOES HER GROOVY DANCE.  BIALYSTOCK HOWLS IN DESPAIR AND
FLEES INTO HIS OFFICE TOGETHER WITH BLOOM.

							   80.


HE CLOSES THE DOOR, SHUTTING OUT THE NOISE.  THE OFFICE IS
FILLED WITH FLOWERS AND CONGRATULATORY TELEGRAMS.  BIALYSTOCK
SWOOPS DOWN ON THE TELEGRAMS.  HE RIPS ONE OPEN AND BEGINS
READING.

			BIALYSTOCK
	"Congratulations.  It's the biggest
	hit on Broadway."

HE TEARS IT UP AND THROWS IT AWAY.  HE PICKS UP ANOTHER AND
READS.

			BIALYSTOCK
	"Congratulations.  Hitler will run
	forever."

HE THROWS IT AWAY.  BIALYSTOCK ATTACKS THE PILE OF TELEGRAMS.
WITHOUT OPENING THEM UP, HE TEARS THEM ONE AT A TIME.

			BIALYSTOCK
		(boiling with rage)
	Congratulations!

HE TEARS TELEGRAM.

			BIALYSTOCK
	Congratulations!

HE TEARS TELEGRAM.

			BIALYSTOCK
	Congratulations!

HE TEARS TELEGRAM.

			BIALYSTOCK
	Congratulations!

HE TEARS TELEGRAM.

THE DOOR SWINGS OPEN.  POSED IN THE DOORWAY IS ROGER DE BRIS.
IN ONE HAND HE CARRIES AN OPEN, BUBBLING MAGNUM OF CHAMPAGNE.

			DE BRIS
		(ecstatic)
	Congratulations!  Have you seen the
	reviews?  Have you seen the lines
	at the box office?  It's a torrent,
	it's an avalanche, it's the biggest
	hit on Broadway!

HE STARTS INTO THE ROOM.  BIALYSTOCK GROWLS AND LUNGES AT HIM.

							   81.


			BIALYSTOCK
	You lousy fruit.  You've ruined me!

HE SMASHES DE BRIS UP AGAINST THE WALL.  THE CHAMPAGNE GOES
FLYING.

			DE BRIS
		(shrieking)
	Help!  Help!  He's crazy!  He's
	going to kill me.  Call the police!
	Call the police!  Help, help,
	murder, murder, rape, rape!!!

BIALYSTOCK THROWS HIM OUT, SLAMS THE DOOR AND LOCKS IT.  HE
FALLS INTO THE CHAIR AND PUTS HIS FEET UP ON THE DESK.

			BIALYSTOCK
		(moaning)
	How could this happen?  I was so
	careful.  I picked the wrong play,
	the wrong director, the wrong cast.
	Where did I go right?  We forgot
	one important, Bloom.  Adolf Hitler
	always drew a crowd.

BIALYSTOCK IS SUDDENLY AWARE THAT BLOOM IS DOING STRANGE
THINGS AT THE NEXT DESK.

			BIALYSTOCK
	What are you doing?

CUT TO BLOOM.  HE IS FEVERISHLY PILING LEDGERS AND ACCOUNT
BOOKS TOGETHER.  HE SWOOPS THEM UP IN HIS ARMS, CLUTCHES
THEM TIGHTLY AND BEGINS BACKING TOWARDS THE DOOR.

			BLOOM
		(defensively)
	Don't try to stop me.  I've made up
	my mind.

			BIALYSTOCK
	What are you doing with those books?
	Where are you going?

			BLOOM
		(with hysterical conviction)
	I'm turning myself in.  It's the
	only way.  I'm going to cooperate
	with the authorities.  They'll
	reduce my sentence and then there's
	time off for good behavior.  And
	maybe I'll get a job in the prison
	library.  So long.

							   82.


HE TURNS THE KNOB.  THE DOOR IS LOCKED.  HE FIDDLES WITH THE
CATCH.  TOO LATE!  BIALYSTOCK IS UP AND AT HIM IN A FLASH.
HE BLOCKS THE DOOR.

			BIALYSTOCK
		(reasonably)
	Leo, take it easy.  Relax, you're
	overwrought.  You don't know what
	you're doing.  You're acting out of
	panic... GIMME THOSE BOOKS!

BIALYSTOCK LUNGES AT BLOOM AND GRABS FOR THE BOOKS.  BLOOM
STILL RETAINS A FIRM HOLD.  THEY STRUGGLE BACK AND FORTH.

			BLOOM
	I never should have listened to you.

			BIALYSTOCK
	I never should have listened to you.

			BLOOM
	Ohhhhhhhhh, how I hate you.

			BIALYSTOCK
	Double.  Double.  Double.

WITH A MIGHTY WRENCH, BIALYSTOCK RIPS THE BOOKS OUT OF
BLOOM'S HANDS.

			BIALYSTOCK
		(clutching the books triumphantly)
	Haaaaa!  Haaaaa!  Haaaaa!

BLOOM FLIPS.  HE ATTACKS BIALYSTOCK LIKE A CRAZY KID,
SCREAMING HYSTERICALLY AND PUNCHING WITH ONE ARM AS HE
PROTECTS HIS FACE WITH THE OTHER.

			BLOOM
		(shrieking)
	FAT!  FAT!  FAT!  FAT!  FAT!

BIALYSTOCK GOES CRASHING TO THE FLOOR UNDER THE ONSLAUGHT.
BLOOM DIVES ON TOP OF HIM.  THEY ROLL ON THE FLOOR LOCKED IN
MORTAL COMBAT.  SUDDENLY THREE SHOTS RING OUT IN SUCCESSION.
BIALYSTOCK AND BLOOM IMMEDIATELY STOP WHAT THEY'RE DOING AND
TURN TOWARD THE DOOR.

CUT TO LOCK AND HANDLE OF DOOR.  THEY DROP OFF.  A LITTLE
SMOKE RISES FROM THE HOLE.

			LIEBKIND
		(off screen, outside door)
	I am betrayed!

							   83.


BIALYSTOCK AND BLOOM LOOK AT EACH OTHER.

CUT TO THE DOOR.  IT FLIES OPEN.  FRAMED IN THE DOORWAY IS
FRANZ LIEBKIND, SMOKING LUGER IN HAND.

			LIEBKIND
		(solemnly)
	You have broken the Siegfried Oath.
	You must die.

HE BLASTS AWAY.  THE WINDOW IS SHATTERED.  PIECES OF WALL GO
WHIZZING THROUGH THE AIR.  BIALYSTOCK DROPS THE LEDGERS AND
HE AND BLOOM DIVE FOR COVER BEHIND THE DESK.

			LIEBKIND
	This is no good.  I'm not killing
	you.  Don't you understand, you
	have broken the Siegfried Oath.
	You must die.  Vill you cooperate!!!

CUT TO TIGHT TWO SHOT.  BIALYSTOCK AND BLOOM SCRUNCHED
BEHIND DESK.  THEY STARE AT EACH OTHER IN AMAZEMENT.  THERE
IS A TIMOROUS KNOCK AT THE DOOR.

			BIALYSTOCK AND BLOOM
		(together)
	Come in.  Come in.

ULLA ENTERS.

			ULLA
	I hear noise.  You call?

SHE LOOKS AROUND.

			ULLA
	Where are you?

SHE CONTINUES WALKING UNTIL SHE SEES THEM CROUCHED BEHIND
THE DESK.

			ULLA
	Ahhh.  I see you.  You like
	something?  Coffee?

BIALYSTOCK AND BLOOM LOOK AT EACH OTHER IN DISBELIEF.

			BIALYSTOCK
	Coffee.  Yes.  That's a good idea.
		(with great emphasis)
	Why don't you ask the gentleman
	with the gun... The gentleman who
	is shooting at us... and trying to
	kill us... what he will have.

							   84.


			ULLA
		(to Liebkind)
	You like coffee?

CUT TO BIALYSTOCK AND BLOOM.  THEY STARE AT EACH OTHER,
DUMBFOUNDED.

			LIEBKIND
	Yes, please.  Black.  Two sugars.

ULLA REPEATS TO HERSELF AS SHE STARTS FOR THE DOOR.

			ULLA
	Three coffees.  Two regular.  One
	black... two sugars.

SHE EXITS AND CLOSES THE DOOR BEHIND HIM.

BIALYSTOCK LOOKS UP TO THE FATES AND MAKES A SMALL SOUND OF
DESPAIR.

			LIEBKIND
	And now ve must resume hostilities.
	Are you coming out from behind that
	desk or not?

			BIALYSTOCK
	Not.

			LIEBKIND
	Cowards, miserable cringing cowards.
	Clinging to life like baby
	butterflies.  Vatch, vatch and
	remember.  Franz Liebkind vill show
	you how to die like a man!

HE PLACES THE MUZZLE OF THE GUN AGAINST HIS TEMPLE.  BLOOM
AND BIALYSTOCK PEER OVER THE DESK TO SEE.

			LIEBKIND
		(exhalted)
	Soon I vill be vit mine Fuhrer, und
	Goering, und Goebbels, and Himmler.
	I'm coming boys!

HE PULLS THE TRIGGER.  CLICK.  CLICK.  CLICK.  THE GUN IS
JAMMED.  HE THROWS THE GUN DOWN IN DISGUST.

			LIEBKIND
		(in utter anguish)
	Boy, vhen things go wrong!

HE FALLS INTO A CHAIR AND SOBS LIKE A CHILD.

							   85.


			LIEBKIND
	I'm a failure.  I'm a failure.  I'm
	a failure.

BIALYSTOCK AND BLOOM COME OUT FROM BEHIND DESK.  BIALYSTOCK
LOOKS AT HIS WATCH.

			BIALYSTOCK
	Five o'clock.  Killed a whole day
	playing hide-and-seek with a crazy
	Kraut.

BIALYSTOCK PICKS UP LUGER.

			LIEBKIND
		(still sobbing)
	I'm not crazy.  I'm inept.

HE CONTINUES TO SOB.  BLOOM WALKS OVER TO THE WEEPING
LIEBKIND AND COMFORTINGLY PATS HIM ON THE SHOULDER.

			BLOOM
	There, there.

			LIEBKIND
		(looking around)
	Vhere?  Vhere?... oh...

			BIALYSTOCK
		(to Liebkind)
	You crazy lunatic!  What are you
	shooting at us for?  Why don't you
	use this
		(indicates gun)
	where it will do us some good?  Why
	don't you shoot the actors?
		(the thought strikes home)
	Liebkind, have I ever steered you
	wrong?

			LIEBKIND
	Always.

			BIALYSTOCK
	Never mind.  Listen.  Every night
	people are laughing at your beloved
	Fuhrer.  Why?

			LIEBKIND
	It's that LSD und his verdampter
	babies!...

							   86.


			BIALYSTOCK
		(handing him the gun
		and some money)
	Here.  Buy bullets.  Kill.  Kill
	them all!

			BLOOM
	What???

			BIALYSTOCK
		(to Bloom)
	Shut up.

			LIEBKIND
	Yes.  The actors.  I must destroy
	the actors.

LIEBKIND STARTS TO GO.

			BLOOM
	Stop!  Stop!  This is insanity.

HE LEAPS ACROSS THE ROOM AND WRENCHES THE GUN FROM LIEBKIND'S
HAND.

			BLOOM
		(screaming)
	Have you lost your mind?  What are
	you talking about?  Kill the actors.
	You can't kill the actors --
	they're not animals, they're human
	beings!

			BIALYSTOCK
	They are?  Have you ever eaten with
	one?  Liebkind, go!  Kill!

			BLOOM
	Liebkind, no!

			BIALYSTOCK
		(to Bloom)
	What are you doing?  We're trapped.
	It's either the show or us.  There's
	no way out.  What can we do, blow
	up the theatre?

BIALYSTOCK FREEZES AS THE THOUGHT TAKES HOLD.

CUT TO CLOSE-UP OF BLOOM.  HIS EYES NARROW AS HE SERIOUSLY
CONSIDERS THE PROPOSAL.

CUT TO CLOSE-UP LIEBKIND.  HIS FACE A POSTER OF SHINING
APPROVAL.

							   87.


CAMERA PULLS BACK.  THE THREE OF THEM SEARCH EACH OTHER'S
FACES EARNESTLY.  THEY ARE OBVIOUSLY IN ACCORD.

FADE OUT:

FADE IN.  DARKENED CELLAR OF THEATRE.  WE SEE THE FAINT GLOW
OF A SHIELDED LAMP AT THE END OF A TUNNEL.  AS THE CAMERA
MOVES THROUGH TUNNEL CLOSER AND CLOSER TO THE LIGHT, WE MAKE
OUT THE SHADOWY FORMS OF THREE MEN.

CAMERA DOLLIES IN TO REVEAL BIALYSTOCK, BLOOM AND LIEBKIND.
BLOOM IS HOLDING A MINER'S LAMP.  LIEBKIND IS TRYING BRICK
LOOSE FROM WALL.  BIALYSTOCK IS CONSULTING MAP.  BRICK COMES
LOOSE.  LIEBKIND REMOVES IT.

			LIEBKIND
		(the surgeon at work)
	Dynamite.

BLOOM SLAPS A NEATLY TAPED BUNDLE OF DYNAMITE INTO LIEBKIND'S
HAND.  LIEBKIND GENTLY PLACES IT IN OPENING.

			LIEBKIND
	Fuse cap.

BIALYSTOCK REACHES INTO HIS POCKET AND HANDS HIM A FUSE CAP.
LIEBKIND PUTS CAP IN PLACE.

			LIEBKIND
	Fuse.

BLOOM REACHES IN POCKET, TAKES OUT SPOOL OF FUSE, HANDS IT
TO LIEBKIND.

			LIEBKIND
	Thank you.

LIEBKIND TIES FUSE IN PLACE.

			LIEBKIND
	Gut.  Now for the master connection.

CAMERA FOLLOWS THEM AS THEY MOVE BACK THROUGH THE TUNNEL.
LIEBKIND TRAILS FUSE FROM SPOOL.  THEY FINALLY EMERGE INTO
AN OPEN AREA OF CELLAR DIRECTLY BENEATH THE STAGE.

			LIEBKIND
	Gut.  Now vhere's the other fuse?

BLOOM RAISES HIS LAMP, REVEALING A SIMILAR TUNNEL ON THE
OTHER SIDE OF THE CELLAR.

			BLOOM
	There it is.

							   88.


CAMERA INSERT: CLOSE-UP SIMILAR FUSE PROTRUDING FROM SECOND
TUNNEL.

BACK TO SCENE.

			LIEBKIND
		(to Bloom)
	Pick it up and bring it here, please.

			BLOOM
	Okay.

HE STARTS TOWARD SECOND TUNNEL.

			LIEBKIND
		(anxiously)
	Where are you going vit the light?

			BLOOM
	I need it.  How'm I gonna find the
	fuse?

			LIEBKIND
	Oh, ve come vit you.  All for one
	and all in the light.

THE THREE OF THEM GINGERLY TIPTOE OVER TO SECOND TUNNEL
ENTRANCE.  BLOOM PICKS UP THE FUSE.  THEY TIPTOE BACK.
BLOOM HANDS FUSE TO LIEBKIND.

LIEBKIND REACHES INTO HIS KNAPSACK, TAKES OUT LITTLE BLACK
METAL BOX WITH TWO TERMINAL CAPS AT EITHER END AND SETS IT
DOWN ON CELLAR FLOOR.

			LIEBKIND
	Now ve take the two fuse leads,
	attach them to the terminals of the
	conductor and ve're in business.

			BIALYSTOCK
		(grinning)
	You mean out of business.  Heh, heh.

LIEBKIND BEGINS FIDDLING WITH THE FUSE LEADS AND TERMINALS.

			BLOOM
	Max, I...

			BIALYSTOCK
		(irritated.  He has
		not time for small talk)
	What is it?

							   89.


			BLOOM
	Well, I... Well, it's just that...
	I'm sorry I called you fat, fat, fat.

			BIALYSTOCK
		(smacking Bloom
		affectionately on the shoulder)
	Ahhhhhh.  Leo, Leo, Leo.

			LIEBKIND
		(mumbling to himself)
	Plus to minus.  Negative to positive.
	Male to...

			BIALYSTOCK
	Come on.  Let's get going.

			LIEBKIND
	Qviet.  Qviet  This is very
	important.

HE TURNS BACK TO HIS WORK.

			LIEBKIND
	Vait a minute.  Vait a minute.
	Male to male?  Male to female?
	Female to male?  Female to female?
	Vait a minute.  In people, male to
	female.  But electricity is strange.
	It's male to male.

HE QUICKLY FINISHES THE CONNECTION.

			LIEBKIND
	Sehr gut.
		(to Bialystock)
	Slow fuse, please.

BIALYSTOCK REACHES INTO HIS POCKET AND HANDS LIEBKIND A ROLL
OF FUSE.

			LIEBKIND
	Thank you.

HE BEGINS TYING SLOW FUSE TO CONDUCTOR.

			LIEBKIND
		(as he works)
	Now ve take the slow fuse.  Tie one
	end to the master connection and
	the other ve attach to the detonator.

HE FINISHES CONNECTIONS.

							   90.


			LIEBKIND
	Come, ve go to the detonator.

THEY BEGIN TO MOVE BACK AS LIEBKIND SLOWLY SPOOLS OUT FUSE.
THEY START UP THE STAIRS.

			LIEBKIND
	Vait a minute.  Are you sure this
	is slow fuse?  It feels like qvick
	fuse.
		(to Bloom)
	Shine your light on it.

BLOOM SHINES LIGHT ON FUSE.

			LIEBKIND
	I don't know.  I don't know.  The
	markings are so similar.  Qvick
	fuse or slow fuse?

LIEBKIND TAKES A WOODEN MATCH OUT OF HIS POCKET.

			LIEBKIND
	I must find out.  It is critical.

HE STRIKES THE MATCH AND LIGHTS THE FUSE.  WHOOSH!  IT
IGNITES.  THE SPARKS RUSH TOWARD THE MASTER CONNECTION.
LIEBKIND CHARGES DOWN THE STAIRS AND CHASES AFTER THE QUICK
BURNING FUSE FOR ALL HE'S WORTH.  HE CATCHES UP WITH IT JUST
BEFORE IT REACHES THE MASTER CONNECTION AND QUICKLY STAMPS
IT OUT.

			LIEBKIND
	Let's face it.  That was dumb.

HE TROTS BACK.

			LIEBKIND
	Boys, vhere is you?

BIALYSTOCK AND BLOOM COME CRAWLING OUT FROM BEHIND STAIRS.

			LIEBKIND
		(seeing them)
	Dot vas the qvick one.

			BIALYSTOCK
	We assumed that.

LIEBKIND REACHES INTO HIS POCKET AND SHOWS THEM A ROLL OF
FUSE.

							   91.


			LIEBKIND
	Here.  You see.  This is the slow
	fuse.  It is much wider.  It has
	more resistance, more density.
	Therefore, it burns slower.

			BIALYSTOCK
	You mean you had the slow fuse in
	your pocket all the time and you
	forgot to put it on?

			LIEBKIND
	Yes.  Amazing isn't it?

BIALYSTOCK RAISES HIS CANE AND SMASHES LIEBKIND ON THE
HELMET.  BONNNG.

			BIALYSTOCK
	You stupid kraut!

			LIEBKIND
	Vhy do you always call me kraut?
	Kraut is cabbage!  Do ve call you
	hot dogs?  Ve call you Yanks not
	franks!

			BIALYSTOCK
	All right.  Finish the job.  Let's
	get outta here.

CUT TO SIDE DOOR OF THEATRE.  THE DOOR OPENS SLOWLY.
BIALYSTOCK, BLOOM AND LIEBKIND TIPTOE OUT.  BLOOM SETS
DETONATOR DOWN.

			LIEBKIND
	Und now for the final connection.

HE WRAPS THE FUSE LEAD AROUND THE METAL CONTACT POLE AND
RAISES THE PLUNGER.

			BIALYSTOCK
	Wait.  I'll check to see if the
	coast is clear.

HE RUNS TO THE END OF THE ALLEY.  LOOKS BOTH WAYS AND RUNS
BACK.

			BIALYSTOCK
	The coast is clear!

			LIEBKIND
	Good.  Get down.

							   92.


BIALYSTOCK AND BLOOM CROUCH DOWN AND HOLD THEIR EARDRUMS.
LIEBKIND GRABS THE HANDLE OF THE DETONATOR.  HIS EYES
SUDDENLY GLISTEN WITH TEARS.

			LIEBKIND
	Goodbye, my foolish fancy.  Goodbye,
	my misbegotten child.  Goodbye, my
	tortured testament of twisted truths.

			BIALYSTOCK
	Do it!  Do it!

LIEBKIND TENSES HIMSELF FOR THE PLUNGE.  HE STARTS AND STOPS.

			LIEBKIND
	I can't.  I can't do it.  It's a
	demon.  It's a gargoyle, it's a
	monster... but it's still my child.

HE SOBS INCONSOLABLY.  BIALYSTOCK ROUGHLY PUSHES HIM ASIDE
AND GRABS THE HANDLE OF THE DETONATOR AND PLUNGES IT DOWN.
HE HURLS HIMSELF TO THE GROUND AND COVERS HIS HEAD IN
ANTICIPATION OF THE EXPLOSION.  NOTHING HAPPENS.  AFTER A
WHILE THEY ALL RAISE THEIR HEADS CURIOUSLY.

			BIALYSTOCK
		(quizzically)
	Nothing.

LIEBKIND GOES TO PLUNGER, RAISES HANDLE AND EXAMINES
DETONATOR.

			LIEBKIND
	Here is gut... of course, of course.
	In electricity, it's always male to
	female.  But with people, it's not
	always so.  Come ve must go back.

			BIALYSTOCK
	Do you need us?

			LIEBKIND
	Of course I need you.  It's dark in
	there.

			BLOOM
	Okay, okay.  Let's not waste time.

THEY OPEN THE SIDE DOOR AND DISAPPEAR INTO THE THEATRE.

			DRUNK
		(off camera, singing)
	"Honeymoon, keep a shinin' in June,"

							   93.


CUT TO ENTRANCE OF ALLEY.  DRUNK COMES STAGGERING INTO VIEW.
HE SPOTS DETONATOR.

			DRUNK
	"your silvery beams,
	Will light love's dreams,"  What
	the heck is that?  A bicycle pump?
	Naaah.  Lemme see.  Could it be?
	Good grief, it's Eli Whitney's
	cotton gin... Naaah.  Aahh, I know
	what it is.

HE WALKS OVER TO DETONATOR AND SITS ON FIRE STANCHION JUST
BEHIND IT.  HE RAISES HIS FOOT AND STARTS IT DOWN TOWARD THE
PLUNGER.

			DRUNK
	Shine 'em up!

HE PUSHES PLUNGER DOWN WITH HIS FOOT.

CUT TO LONG SHOT OF THEATRE.  (MOCK UP) THERE IS A TERRIFIC
EXPLOSION.  PIECES OF THE THEATRE GO FLYING THROUGH THE AIR.

CUT TO TIGHT SHOT OF DRUNK.  HE IS ON HIS KNEES.  DEBRIS
CRASHES ALL AROUND HIM.  SMOKE AND NOISE FILL THE AIR.  HE
STAGGERS TO HIS FEET.  HE ROCKS BACK AND FORTH AS THOUGH HE
WERE IN AN EARTHQUAKE.

			DRUNK
		(bravely singing)
	"Sa-an Fra-ancisco, open your
	golden gates,
	Don't let a stranger wait...

DISSOLVE TO TIGHT SHOT OF JUDGE'S GAVEL SOLEMNLY RAPPING FOR
ORDER.

PULL BACK TO REVEAL CROWDED COURTROOM.

CAMERA MOVES IN TO FOREGROUND OF COURT.  THERE, SEATED AT
THE DEFENDANT'S TABLE ARE, IN ORDER, BLOOM WITH HIS ARM IN A
SLING, BIALYSTOCK WITH HIS LEG IN A CAST, AND A MUMMY
SWATHED IN BANDAGES.  WE KNOW THE MUMMY IS LIEBKIND BECAUSE
IT IS WEARING A GERMAN HELMET.

			LIEBKIND
		(mumbling through his bandages)
	Male to male?  Male to female?

CUT TO TIGHT SHOT OF JUDGE.

			JUDGE
	Has the jury reached a verdict?

							   94.


CUT TO JURY.  THEIR EXPRESSIONS INDICATE THAT THEY ARE NOT
AT ALL WELL-DISPOSED TOWARD THE DEFENDANTS.

CAMERA CLOSES IN ON FOREMAN.  HE RISES.

			FOREMAN
	We have, your honor.

			JUDGE
		(off camera)
	How does the jury find?

			FOREMAN
	We find the defendants incredibly
	guilty.

CUT TO JUDGE.

			JUDGE
	Will the defendants please rise and
	approach the bench.

CUT TO BIALYSTOCK, BLOOM AND LIEBKIND.  THEY STRUGGLE TO
THEIR FEET AND HOBBLE TO THE JUDGE'S BENCH.

			JUDGE
	Do the defendants have anything to
	say in their behalf before the
	court pronounces sentence?

			BLOOM
	I would like to say a word, sir,
	not on my behalf, but in behalf of
	my partner, Max Bialystock.

			JUDGE
	Proceed.

			BLOOM
	Thank you, your honor.  Max
	Bialystock is a very selfish man.

			BIALYSTOCK
		(whispers to Bloom)
	Don't help me.

			BLOOM
	He's a liar and a cheat and a
	scoundrel.  He's taken money from
	little old ladies.  He's talked
	people into doing things they never
	would have dreamed of.  Especially
	me.  But who has he really hurt?
			(MORE)

							   95.


			BLOOM (CONT'D)
	Who are the victims?  Not me, I had
	the most exciting adventure of my
	life.  And what about the little
	old ladies?  What would their lives
	have been without Max Bialystock?
	He made them feel wanted and young
	and attractive again.

			LITTLE OLD LADIES
		(off camera, ad-lib)
	"Oh, Max, Max, I love you Max."
	"Let him go, let him go."
	"Don't take my Bialy."

			JUDGE
		(rapping gavel)
	Order.  Order.

			BIALYSTOCK
	And may I humbly add, your honor,
	that we have learned our lesson and
	we'll never do it again.

			JUDGE
	I will take that into consideration.
	The defendants shall serve not more
	than five and not less than two
	years in the State Penitentiary.
		(he pounds gavel)


DISSOLVE THROUGH TO SIGN ON STONE WALL.  SIGN READS: STATE
PENITENTIARY.

DISSOLVE THROUGH TO PRISON YARD.  DETACHMENTS OF PRISONERS,
LED BY GUARDS, MARCH PAST CAMERA.

DISSOLVE THROUGH TO EXTERIOR OF PRISON BUILDING MARKED:
PRISON LAUNDRY.  MUCH NOISE AND STEAM.

CAMERA PANS TO ANOTHER BUILDING MARKED: MACHINE SHOP.  LOUD
METALLIC CACOPHONY EMANATES FROM INSIDE.

CAMERA CONTINUES ITS JOURNEY.  IT COMES TO REST ON PRISON
AUDITORIUM.  TINKLE OF PIANO IS HEARD FROM INSIDE.

CAMERA MOVES THROUGH CLOSED DOORS TO INTERIOR.  WE SEE A
LONG LINE OF PRISONERS (20).  FOR SOME REASON THEY ARE ALL
HOLDING MONEY IN THEIR HANDS.  LINE ENDS AT A DESK.  SEATED
AT THE DESK, IN A GREY, PRISON UNIFORM, IS NUMBER: 979345,
FORMERLY KNOWN TO US AS LEO BLOOM.  BESIDE THE TABLE IS A
LARGE DISPLAY BOARD READING:

							   96.


		    WORLD PREMIERE
		   979344 and 979345
			  PRESENT
		  "PRISONERS OF LOVE"
		  STARRING 778629 and
		  CO-STARRING 440123
       INVEST NOW!!!! HUGE PROFITS GUARANTEED!!!

A PRISONER HANDS BLOOM MONEY.  BLOOM COUNTS IT AND PUTS IT
INTO TIN BOX.  HE HANDS PRISONER A RECEIPT.

			BLOOM
	Twenty-five dollars.  Here's your
	receipt.  You now own 28% of
	"Prisoners of Love."

CAMERA PANS TO STAGE.  THE STAGE IS FILLED WITH A LINE OF
CONVICT "CHORUS GIRLS."  THEIR TROUSERS ROLLED UP ABOVE
THEIR KNEES, SHOWING AN ASSORTMENT OF INTERESTING HAIRY LEGS.

AT THE PIANO, KNOCKING OUT THE LIVELY RHYTHM, IS FRANZ
LIEBKIND AND HIS EVER POPULAR GERMAN HELMET.

ON STAGE DIRECTING THE REHEARSAL IS THE INDOMITABLE MAX
BIALYSTOCK.

			BIALYSTOCK
		(waving his cane and
		shouting at the top
		of his lungs)
	Higher, you animals, higher!  We
	open Saturday night!  Kick!  Kick!
	Two-three-kick-turn!  Two-three-
	kick-turn!  Okay, let's hear it!

THE PRISONERS BREAK INTO SONG.

			PRISONERS
		(singing)
	"We're prisoners of love, etc."

MUSIC SWELLS TO CRESCENDO.

CAMERA PULLS BACK TO ENCOMPASS THE ENTIRE STAGE AS

			 "THE END"

AND SUBSEQUENT TECHNICAL CREDITS APPEAR ON THE SCREEN.
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