"SEASON OF THE WITCH"



























WRITTEN BY:

MARTIN SCORSESE

Mardik Martin
Ethan Edwards




                   Ah, get born, keep warm
            Short pants, romance, learn to dance
                  Get dressed, get blessed
                     Try to be a success
              Please her, please him, buy gifts
                   Don't steal, don't lift
                  Twenty years of schoolin'
              And they put you on the day shift

                          Bob Dylan
                 Subterranean Homesick Blues

(SUPERED OVER BOTTOM OF SCREEN LIKE A TV NEWS BULLETIN)

(THE FILM IS IN COLOR UNLESS OTHERWISE NOTED.)

A darkened diffused image of a man lying on the ground.  A
tree is above him.  The image is more diffused on the edges.
It is black and white, and appears to be coming from a
television.  The body of the man is practically totally in
shadow.

                         ANNOUNCERS VOICE
            Ladies and gentlemen, on the new
            tonight, the first actual motion
            pictures of death.

A small orange fire appears in the breast of the man.

                         ANNOUNCERS VOICE
            Watch closely, at the moment of
            death.

The small orange fire fades away.

COLOR
CHARLES CAPPA JR. (CHARLIE) is 25 of Sicilain origin.  He
was educated in Roman Catholic Parochial schools with one
year and a half at a Jesuit college.  CHARLIE was raised
sternly in the Roman Catholic tradition but now has rejected
many of the religion's tenets.  He is very intelligent and
has a sharp sense of humor.  He is always well dressed.  His
favorite authors are Ernest Hemingway, Thomas Hardy, and
Theodore Dreiser.  He likes reading but enjoys films more.
He is very fond of the New Testament and often exchanges
quotes from it with his friend TONY.

INT. BEDROOM - NIGHT

CHARLIE has been dreaming.  The dream frightened him.  A
TITLE APPEARS on the bottom of the frame: CHARLIE.  He gets
up to look at his face in the mirror.  His room is lit by
moonlight.  It is a small tenement bedroom with a fire-
escape outside.

                                                            2.


He returns to bed and as his head hits the pillow, we hear
the RONETTES singing "BE MY BABY."

                                            CUT TO:

An 8-mm. projector whirring away.

INT. PARTY - HOME MOVIES - DAY

Opening TITLES appear over 8mm.  HOME MOVIES in which
CHARLIE is shown along with his friends and family in a
celebration...a sense of "one big unending party."

During this opening segment WE SEE some of the characters
that will later appear in the story: JOHNNY BOY, MICHAEL,
TONY, TERESA, CHARLIE'S UNCLE GIOVANNI, and others.  They
are all Sicilian and are members of the same Italian-
American neighborhood in New York City.  (WE SENSE, from
these HOME MOVIES, that the neighborhood forces its people
to be strongly tied together in a way of life - Family,
Church, Friendship.)  These HOME MOVIES were taken during
some formal and casual gatherings in which CHARLIE
participated.

                                            CUT TO:

INT. BATHROOM IN A NEIGHBORHOOD BAR

A longhaired "freak" is about to shoot-up.  Suddenly the
door opens and TONY (ANTHONY DEVENZIANO) comes in.  TONY is
totally different in appearance and dress from the "freak."
He is 25, and a part time student studying liberal arts.
His father is a very powerful racketeer in a different part
of the city and owns several night club type discotheques
and strip houses on the west side of town.  One of these is
operated by TONY - "TONY'S PLACE." CHARLIE is one of his
closest friends.  TONY is well dressed, flippant and reckless.
He is a big drinker, liquor, wine, and even cough medicine.

                         TONY
            What the fuck...hey!

TONY rushes over to the "freak", who is too strung out to
defend himself, smashes the needle, and slaps him around.

                         TONY
            Not in my fuckin' place... get
            out... get out!

INT. BAR AREA

TONY pushes him out the door and into the bar area.  There
are a few people in the bar...mainly neighborhood guys like
TONY.  A few "freaks" are in the BG.

                                                            3.


TONY pushes him out the front door.

                         TONY
            And keep the fuck out-a-here.  I
            know your face.

TONY crosses over to one of the neighborhood guys by the bar
and slaps him in the back of the head knocking off his hat.

                         TONY
            And you scumbag...what did I tell
            you 'bout passin' that shit in my
            place
                   (hits again)
            ...huh?

                         BOY
            Hey I didn't do nothin'...cut it
            out...

TONY pushes the BOY out of the bar also.  TITLE APPEARS on
the bottom of the frame: TONY

EXT. WEST SIDE DOCKS - LATE AFTERNOON

The area is totally deserted except for two trucks parked
side by side.  Two men are tossing boxes from one truck to
another and looking around furtively.  MICHAEL stands nearby.
MICHAEL LONGO is 26 years old.  He lives in a different
neighborhood but comes from the same type of background as
CHARLIE and the others.  He runs an illegitimate bar and
dabbles in the yearly sale of firecrackers which he smuggles
in from Maryland.  He also deals in contraband cigarettes
and runs a small-time "loan shark" business.  He has a knack
for business but he is otherwise unintelligent.

Michael crosses over to a '58 black Oldsmobile.

                         MICHAEL
            Hey, hurry up with that shit will ya.

MICHAEL gets in the car.  Another MAN is sitting in the back.
He is also well dressed.  MICHAEL takes a small lens out of
his pocket and tosses it to the MAN.

                         MAN
            What's this?  More shit...?

                         MICHAEL
            Naw...that ain't shit...that's a
            German lens.

The MAN looks at it carefully.

                                                            4.


                         MICHAEL
            A good buy...good two shipments of
            them.

                         MAN
            Can't use it...

                         MICHAEL
            Why...?  That's a telescopic one...
            it's good.

                         MAN
            First, it ain't German...it's
            Japanese...and second, this ain't
            no lens...it's like a...a...an
            adaptor...so you got two shipments
            of Jap adaptors with no lenses.
                   (He laughs)


MAN hands adaptor back to MICHAEL.

                         MICHAEL
                   (disappointed)
            A Jap adaptor?

TITLE APPEARS on bottom of screen: MICHAEL.

EXT. STREET - DAY

A deserted warehouse area in lower Manhattan.  Prominent in
the frame is a brightly painted red white and blue mailbox,
contrasting with the drab hues of the neighborhood.

JOHNNY BOY walks down the street toward camera.  JOHN
CIVELLO (JOHNNY BOY) is 23 years old.  He is an only child
and lives with his mother, a divorcee.  He is clean cut
looking, yet slightly radical in dress.  He was expelled
from high school for vandalism and consequently spent
several months in reform school.  He is reckless,
unambitious, nihilistic, and was classified a psychiatric 4-
F.  He is first cousin of TERESA RONCHALI who lives next
door to CHARLIE.  He has adopted TERESA'S family as his own
and spends more time with them than he does with his mother.

JOHNNY is carrying a package wrapped in plain brown paper
under his arm, and he is smiling.  He drops the package into
the mailbox and keeps walking.  But he is moving a little
faster now and smiling a little more.

Suddenly the mailbox explodes.  Dozens of red, white and
blue fragments shower down on the street.  The impact of the
blast knocks JOHNNY down.  TITLE APPEARS on bottom of frame:
JOHNNY BOY.

                                                            5.


He is up in a moment.  The CAMERA TRACKS with him as he
starts running.  WE SEE that he is grinning - quite
literally - like crazy.

INT. CHURCH

WE SEE CHARLIE full face.  Behind him is a Confessional
Booth.  The church is very old, quiet, and dark.  The CAMERA
ZOOMS OUT to reveal rows of Holy Candles lit in the
foreground.  CHARLIE suddenly begins to speak softly and
confidentially to an unseen entity that is OFF SCREEN.

                         CHARLIE
                   (Confession)
            A...As you know, I've just come out
            of Confession.  And as a penance
            they gave me ten 'Hail Marys' and
            ten 'Our Fathers'...

THE CAMERA BEGINS TO TRUCK OUT.  IT MOVES AROUND CHARLIE AND
AWAY FROM THE HOLY CANDLES REVEALING CHARLIE'S PROFILE.

                         CHARLIE
                   (continued)
            ...Now, between you and me... You
            know how I feel about such things...
            'Hail Marys'...'Our Fathers'...No
            imagination...

THE CAMERA HAS NOW TRUCKED BEHIND CHARLIE AND WE SEE over
his head he has been addressing a life sized statue of the
crucified body of Christ, eyes closed reclining in his
sepluchure.

                         CHARLIE
                   (Continuing)
            ...If I'm going to do penance at
            all, I'll do it the way I think it
            would be done...by me, that
            is...according to my own trespasses.
            You know what I mean.

This conversation of Confession will occur from time to time
in other parts of the story as CHARLIE will periodically try
very casually to justify his thoughts and actions to his
"God." The images accompanying these monologues are to be of
free association almost documentary in nature.

INT. TONY'S PLACE - NIGHT

The club is dark and noisy and smokey when CHARLIE enters.
He greets TONY who is sitting on a bar-stool.  TONY directs
CHARLIE to a corner of the club where the rest of the group
is now getting boisterously drunk.

                                                            6.


CHARLIE joins in, immediately taking on the mood of the group.

The rest of the club is filled with many different types of
customers: teenagers, adults pretending to be teenagers,
sailors, male and female gays, and "the boys from the
neighborhood." The music is loud and the lights are flashing
but the strippers have not yet appeared.

                                            DISSOLVE TO:

TONY is at the bar.  He is approached by GEORGE one of the
bouncers.  He seems upset about the noise that CHARLIE and
his friends are creating.  TONY doesn't take GEORGE very
seriously.

                         GEORGE
            It's ten o'clock and they're like
            this.  And they're just starting?

TONY smiles.

                         GEORGE
                   (continuing)
            Smile...What are you smiling at?
            This is a business night.

                         TONY
                   (interrupting)
            George...did I ever tell you the
            story about the three chickens?

                         GEORGE
                   (genuinely)
            No...

                         TONY
            Too bad.

                                            DISSOLVE TO:

CHARLIE's zany behavior as frenetically as it occurs.  There
is no particular logical sequence except that events are
suited to the rythmic pattern of the music.

1. CHARLIE and his friends dance and sing along with the
   music.

2. CHARLIE picks up a billiard stick.  He attempts to hit a
   filled shot glass towards TONY at the other end of the
   bar.  He fails.

3. CHARLIE tries to pull a tablecloth off of a stranger's
   table without moving the glasses or bottles.  This also
   fails.

                                                            7.


4. A punch is thrown at someone.  A lit cigarette in the
   puncher's fist creates a swift arc of light in the
   darkness.

5. The Strippers finally appear on stage.  CHARLIE becomes
   obsessed with the Negro stripper DIANE.  He shouts to
   her, tosses things, and calls her names.  She tries, half
   amusedly to ignore him but she can't.

6. TONY drinks from a bottle of Southern Comfort, and as a
   chaser swigs down Aqua Velva.

                                            DISSOLVE TO:

CHARLIE sitting at an empty table watching DIANE, the
stripper, perform again.  He stares glassy-eyed and then
begins to speak softly, continuing his Confession.

                         CHARLIE
            Y'know...she's really good-looking...
            really good-looking.  I've gotta
            say that again.  She's really good-
            looking...but she's black... You
            can see that real plain.
                   (as an afterthought)
            When you get down to it though...
            there's not much of a difference,
            is there?
                   (He waits for an answer)
            Well...is there?
                   (He smiles and begins
                   chewing on an ice
                   cube from his half
                   empty glass)


Suddenly MICHAEL appears and sits down at CHARLIE's table.
He hands CHARLIE two cartons of cigarettes.

                         CHARLIE
            Oh great...hey - Winstons?

                         MICHAEL
            For these prices don't be particular.
            That's all they had - but next week
            we'll see...

CHARLIE gives him the money.

                         CHARLIE
            OK, ok...

                         MICHAEL
            Sell 'em if you can't smoke them.

                                                            8.


                         CHARLIE
            No...I'll be ok for a week.

                         MICHAEL
            You seen Johnny Boy tonight?

                         CHARLIE
                   (disinterested)
            Nope...

                         MICHAEL
            Isn't he supposed to be here
            tonight...I mean...

                         CHARLIE
            Look...I don't know.  What am I
            supposed to be, his keeper or
            something?  Yeah, he's supposed to
            be here but who knows what goes on
            in his head.  Right?

                         MICHAEL
            I'd like to know Charlie, it looks
            like your little friend is trying
            to duck me...

CHARLIE remains silent.

                         MICHAEL
                   (continuing)
            ...Charlie, don't you think you
            should be interested in Johnny's
            payments to me?  I think you should
            be, you know that.

                         CHARLIE
                   (quietly)
            Michael, nobody's out to screw you,
            I guarrantee that.

                         MICHAEL
            I know that Charlie but look at my
            side.  You undersigned the loans.
            You vouched for him.  What happens
            if this kid don't pay me?  I gotta
            collect from you?  I don't want to
            do that.  I made a deal with him
            not you, right?

                         CHARLIE
                   (patronizing)
            You're right.  You're right.  Look,
            I'm not gonna wind up paying his
            debts.  You know that.

                                                            9.


                         MICHAEL
            I don't know that.  That's what I'm
            telling you.

                         CHARLIE
            Michael, believe me.  You know the
            kid's a little crazy sometimes.  I
            vouched for him and he'll come
            through.  I promise.  I'll talk to
            him and straighten him out.  Don't
            worry, OK?

                         MICHAEL
                   (satisfied)
            OK.

                                            DISSOLVE TO:

JOHNNY BOY enters the night club with two friends.  He has
been drinking.  JOHNNY BOY'S face shows fresh cuts and
bruises.  His friends approach the hat check girl and give
her their coats.  JOHNNY BOY approaches her giving her his
pants instead.  His friends laugh hysterically.

CHARLIE is now alone at the end of the bar.  JOHNNY BOY now
completely dressed enters the bar area.  CHARLIE watches
JOHNNY BOY approaching and continues his Confession.  JOHNNY
BOY greets people as he passes them, and as CHARLIE speaks,
he appears to be moving in slow motion.

                         CHARLIE
            What do you think?  'If a man have
            a hundred sheep, and one of them
            stray, will he not leave the
            ninety-nine in the mountains, and
            go in search of the one that has
            strayed?  And if he happen to find
            it, amen I say to you, he rejoices
            over it more than over the ninety-
            nine that did not go astray.  Even
            so, it is not the will of your
            Father in Heaven that a single one
            of these little ones should
            perish.'... Ok that's very nce but...

TONY is now behind the bar near CHARLIE.  JOHNNY BOY has
reached them.

                         JOHNNY BOY
            Drinks for everybody Tony...

                         CHARLIE
                   (interrupting)
            Giovanino!  Where have you been?

                                                           10.


                         JOHNNY BOY
                   (continuing)
            and a double for you and Charlie
            here.
                   (quietly to TONY)
            And put it on my tab, willya?

                         TONY
            Which one, the big tab or the
            little tab?

                         JOHNNY BOY
            Put it on the little tab so that it
            balances with the big one.

                         TONY
                   (sarcastically)
            Yeah, so things'll be even.

CHARLIE and JOHNNY BOY grimace.  MICHAEL appears.

                         MICHAEL
            How about me?  I don't get a drink
            John?

                         JOHNNY BOY
                   (feigning surprise)
            Of course!  A double for Michael,
            Tony.

TONY mumbles.

JOHNNY BOY interrupts MICHAEL who is about to speak.

                         JOHNNY BOY
                   (continuing)
            I know what you're going to say but
            don't say it.  These drinks are all
            on the tab.  I'm gonna see you this
            Tuesday payday, I promise.  I give
            you my word.

                         MICHAEL
            You what?

The drinks arrive.  They all smile and salute each other
with their drinks.

                         CHARLIE
                   (saluting)
            The queen!

                                                           11.


                         ALL
                   (drinking)
            The queen!

                                            CUT TO:

CHARLIE and JOHNNY BOY are sitting alone at a table.

                         CHARLIE
                   (refering to JOHNNY
                   BOY'S face)
            What happened to you Flash?

                         JOHNNY BOY
            Charlie, I swear on my mother,
            you're not going to believe this.

                         CHARLIE
            I know but let's hear it anyway.

                         JOHNNY BOY
            I swear to God Charlie, it's the
            truth.

                                            CUT TO:

FLASHBACK

EXT. STREET - LATE AFTERNOON

JOHNNY BOY is walking along the street.  It is rush hour and
the traffic is heavy.  A shiny, late model car stops parallel
to JOHNNY BOY.  The young boy (SAL) signals him by blowing
the horn.  (Note that in the FLASHBACK, JOHNNY BOY'S face is
not bruised.)

                         SAL
            Hey Johnny, where're you goin'?

                         JOHNNY BOY
            Sal!... fourteen street.

                         SAL
            Come on.

INT. INSIDE CAR - LATE AFTERNOON

                         JOHNNY BOY
            This is some boat.  Your father's?

                         SAL
            Yeah...just had it delivered...

                                                           12.


                         JOHNNY BOY
            Hey... you got stereo.

                         SAL
            Yeah, I think so.

As JOHNNY BOY admires the gadgets in the car he notices that
SAL is becoming very nervous.

                         JOHNNY BOY
            You got a speaker back there?

He turns to look for the speaker and sees a police car not
far behind.

                         JOHNNY BOY
                   (continuing)
            Ah...there's a funny lookin' cab
            behind us.

                         SAL
                   (nervously)
            I know...I know.

                         JOHNNY BOY
            What'sa matter...forget your
            registration?

                         SAL
            No...no.  Nooo...it's just that
            I...I...uh... this ain't my car.

                         JOHNNY BOY
            Yeah, it's your father's.

                         SAL
            Well...no.

                         JOHNNY BOY
            You mean it's heisted.

                         SAL
            You could say that.

                         JOHNNY BOY
                   (announcing it loudly)
            This is a heisted car!

SAL smiles sheepishly.  JOHNNY BOY panics.

EXT. STREET - LATE AFTERNOON

The police switch on their flashing red light and try to get
closer to them but the traffic is too heavy.

                                                           13.


SAL manages to turn the next corner at about twenty miles
per hour.

INT. INSIDE CAR - LATE AFTERNOON

JOHNNY BOY frightened now, underestimates the speed of the
car and quickly opens the door.

EXT. STREET - LATE AFTERNOON

JOHNNY BOY tumbles from the car only to smack into a lamp-
post.  He has seriously banged his head and blood is running
down his face.  But because of the near proximity of the
police car he is desperately trying to maintain an air of
dignity as he calmly tries to walk down the street.

END FLASHBACK

                                            CUT TO:

INT. TONY'S PLACE - NIGHT

TONY has now joined the group sitting at the table...
CHARLIE and TONY nod in disbelief.

                         JOHNNY BOY
            It's the truth, I swear.

                         CHARLIE
            All right, forget it.  Tony, you
            got anything we can put on his face?

                         TONY
            Yeah, in the back.

They all get up.

                         TONY
                   (continuing)
            C'mon, I got something to show you
            anyway.

INT. TONY'S PLACE - BACK HALL - NIGHT

They push their way through the crowd and enter a narrow
dimly lit hallway on both sides.

INT. BACK ROOM - TONY'S PLACE - NIGHT

A boy and girl are necking on a make-shift couch in the
darkened room.

                                                           14.


                         GIRL
                   (whispering)
            Jimmy, I tell you there's something
            in this room.

                         JIMMY
                   (murmurs)
            Ahhh come on baby...willya'...cut
            it out.

Suddenly the light is turned on.  TONY, CHARLIE, and JOHNNY
BOY enter the room.  The GIRL is startled and jumps up.
JIMMY appears bewildered.

                         TONY
            Excuse us Jimmy, we'll only be a
            moment.

                         TONY
            S'alright Tony.

The GIRL and JIMMY sit self-consciously as TONY goes to the
medicine cabinet, takes out a few items and gives them to
CHARLIE.  TONY then crosses to the other side of the room
where he removes the blanket which has been covering a large
cage.  He reveals a live, young beautiful PANTHER stalking
to and fro.

The GIRL screams.

                         GIRL
            I told you there was something in
            this room.

The GIRL runs out.

Everyone else except TONY, is backed up against the wall,
frightened.  The BOYS laugh nervously.

                         TONY
            Keep quiet about this.  I don't
            have any license for him yet.  I've
            only had him a couple of days.
            Nobody can feed him except me.  I'm
            the only one he trusts.  Watch.

                         CHARLIE
            Don't go to any trouble.  We
            believe you... We believe you.

TONY begins to open the cage.  The BOYS are now standing on
top of the nearest pieces of furniture.

                                                           15.


                         TONY
                   (entering cage)
            Really wanted to get a little tiger
            Charlie, y'know...a little William
            Blake and all that...

                         CHARLIE
            Be careful.

TONY ignores CHARLIE's warning as he crouches and allows the
animal to wander onto his lap where upon he strokes the
panther gently murmuring to him.

The BOYS watch in silence.

INT. TONY'S PLACE - CORNER TABLE - NIGHT

The Italian song "Malafemina" (a tango-like rythmn) is heard
coming from the juke-box.  It is near closing time and there
are only a few customers left in the club, including MICHAEL
and two gays, BENTON and SAMMY, who is getting very drunk.

CHARLIE is at the corner table with TONY and JOHNNY BOY.
CHARLIE is washing JOHNNY BOY'S face with cold water from a
basin.  Some of JOHNNY'S blood has mingled with the water.

                         CHARLIE
            I'm surprised at you Tone.  I mean
            you've had the place for over a
            year now.  Nothing different...same
            old place...ordinary...flat...no
            imagination.

TONY ignores CHARLIE's half-joking, drunken remarks.

                         CHARLIE
                   (continues)
            For instance, the difference
            between me and you is this...you
            take that panther back there.  I'd
            put him right up here above the
            bar...nice cage, you know?  Nothing
            ordinary in my place.  What good is
            it?  You get robot customers.  They
            come in, drink beer, go to the
            bathroom, and go home.  No sir.

One of the BOYS more casual acquaintances is lying on the
bar, drunk.  He begins to sing along with the Italian
music - but very badly.

                                                           16.


                         CHARLIE
            See what I mean?
                   (pause)
            A question please...'Is this what
            you call living?'

                         TONY
                   (wearily)
            'Take a little tip from Mack the
            Knife...'

                         JOHNNY BOY
                   (interrupts)
            Tony, break down and open another
            bottle willya'?

A well dressed young boy enters the club.  GEORGE, the
bouncer, approaches him.

                         GEORGE
            We're closed.

                         BOY
            I'm just waiting for Joey.

The BOY walks over to a bar stool and sits down.  Nobody
acknowledges his presence.

Suddenly the DRUNK on the bar stops singing and sits up,
dazed.  His sudden silence causes CHARLIE and the others to
look up at him.  The DRUNK stares ahead for a minute.

                         DRUNK
                   (mutters)
            I...I gotta go to the bathroom.

EVERYONE laughs.

                         CHARLIE
            Well, go ahead, whaddaya want?
            Someone to hold it for you?

More laughter.  Even the BOY at the bar laughs.  The DRUNK
rises, still smiling and stumbles off to the mens room.

The Big Bopper - "Chantilly Lace" in playing on the
soundtrack.  CHARLIE is playing with a deck of cards.

                         CHARLIE
                   (continuing previous conversation)
            This place is dead. If I had a
            place...every night...lively.

JOHNNY BOY is sipping his drink and ignoring the conversation.

                                                           17.


                         CHARLIE
                   (continuing)
            And I wouldn't call it TONY'S PLACE
            or CHARLIE'S PLACE...
                   (more confidentially)
            I'd call it something like SEASON
            OF THE WITCH... get it?

                         TONY
                   (quietly)
            You are with out a doubt the
            biggest, most pretentious bullshit
            thrower I know.  Like to see what
            kind of business you'd do.

                         CHARLIE
            Look who's talking.  Pretentious
            bullshit.  Who's the guy with
            William Blake and the tigers, eh?

                         JOHNNY BOY
            Will you guys shut up with the
            witches and tigers.  Tony, you
            gonna close the place, we get out
            of here, get something to eat, or
            what?

                         TONY
            We'll close up as soon as everybody
            leaves.

                         CHARLIE
            Don't forget what's-his-name there
            in the bathroom.

EVERYONE laughs.  JIMMY is drawing on a table top.  CHARLIE
wanders over.

                         JIMMY
            Wanna see your picture?

CHARLIE leans over.  OVERHEAD VIEW shows large crude swastika.

                         JIMMY
            Waddaya think?

                         CHARLIE
            Not quite...but keep trying.

CHARLIE picks up the cards again.

                         CHARLIE
            Let's have a game after we close.

                                                           18.


                         JOHNNY BOY
            Nah.

                         CHARLIE
            C'mon Tony, waddaya say?

                         TONY
            No.

                         CHARLIE
                   (addressing the
                   entire bar)
            Anybody wanna have a game?

The people in the bar do not respond.  CHARLIE shrugs.  The
BOY casually leaves the bar and walks to the men's room.

INT. MENS ROOM - TONY'S PLACE - NIGHT

The BOY slowly swings the door open and stares at the DRUNK
leaning over the urinal, half asleep.  He takes out his
pistol and calmly shoots the DRUNK three times in the back.
To the BOY's surprise the DRUNK does not immediately fall
dead.  Instead, he turns and grabs the BOY by the throat.
They struggle in the open doorway.

INT. BAR AREA - NIGHT

The Italian music is still playing.  Everyone in the bar has
frozen in position as they watch the scene.

In his astonishment CHARLIE allows the cards to fall from
his hands.

The YOUNG BOY breaks away from the DRUNK and runs towards
the exit.

The DRUNK, running only on sheet determination, stumbles
along after the boy.

The people in the bar, including CHARLIE, dash behind tables
and jump behind the bar for cover.

INT. TONY'S PLACE - STAIRWAY EXIT

The BOY reaches the exit and fires at the DRUNK from the top
of the stairs.  The DRUNK still follows.

EXT. STREET - NIGHT BLACK & WHITE

The BOY runs down the street and disappears into the darkness.
The DRUNK staggers out into hte cobblestone street.  His
mind is gone, it is now just a physical matter of the body
being stopped by the presence of a stationary object.

                                                           19.


He staggers straight across the street at tremendous speed
smashing directly into a parked car.

EXT. TONY'S PLACE - BACK ENTRANCE - NIGHT BLACK & WHITE

Everyone (including the two GAYS at the bar) is running out
the back way.

                         TONY
            Don't run...don't run.  Everyone
            split up.

EXT. STREET - NIGHT BLACK & WHITE

MICHAEL and JIMMY turn the corner and calmly walk to his
parked car.  As they get into the car CHARLIE and JOHNNY BOY
turn the corner.

                         CHARLIE
            Michael, give us a lift.

                         MICHAEL
            OK, get in.

As they are getting into the car the two GAYS turn the
corner.  One of them, SAMMY, is very drunk and is crying
hysterically.  His companion BENTON is trying to calm him
down when he notices MICHAEL.

                         BENTON
            Michael...wait.

It is obvious that MICHAEL does not want to take them but he
is also afraid of attracting any attention so he quickly
ushers them into the car.

                         MICHAEL
            Get in, get in.

INT. MICHAEL'S CAR - NIGHT BLACK & WHITE

CHARLIE and JOHNNY BOY are in the back seat.  SAMMY crawls
over CHARLIE into the back seat making apologies.  BENTON is
forced into the front seat with MICHAEL and JIMMY.  They
drive off, with SAMMY crying.

                         CHARLIE
            Oh Jesus Christ...what's this.

                         BENTON
            Sammy get control of yourself.

                                                           20.


                         JOHNNY BOY
            Yes, you're gettin' it all over my
            tie.

                         CHARLIE
            Should I slap him?

                         SAMMY
                   (suddenly in control)
            You wouldn't dare.

                         BENTON
            I'm terribly sorry guys...It's just
            that he was terribly frightened.

                         MICHAEL
            Just keep him quiet.

                         JOHNNY BOY
            Friends of yours Michael.

                         MICHAEL
            Shut up.

                         BENTON
                   (sensing the hostility)
            Oh...ah...I'm Benton and this is
            Sammy.

                         CHARLIE
            I can't get over the way he just
            kept going at him.

                         JOHNNY BOY
            Must have been all the liquor in him.

                         MICHAEL
                   (in Italian)
            Quiet please.

He returns to English.

                         MICHAEL
            Where should I drop you Charlie?

                         SAMMY
                   (interrupting the conversation)
            Yes Charlie, your place or mine.

                         BENTON
            Sammy.

                         CHARLIE
            Away from the neighborhood.

                                                           21.


                         SAMMY
            Oh Benton...look!

SAMMY leans over JOHNNY and CHARLIE to see out the window.
He begins to shout at a young boy on the street.

                         SAMMY
                   (continuing)
            Hi beautiful!!!  I love you.

CHARLIE and JOHNNY BOY hide their faces.

                         MICHAEL
            Hey, shut up.

                         CHARLIE
            Get him in.

                         JOHNNY BOY
            What...are you kidding.

                         BENTON
            Sammy, get in here this minute.

                         SAMMY
            I won't...I won't!  They're all
            beautiful.
                   (shouting)
            I'll suck them all...I'll suck them
            all!

CHARLIE and JOHNNY BOY groan.  They are still hiding their
faces.

                         CHARLIE
            Disgraceful.

                         MICHAEL
            Ok...that's it.

He pulls the car over to the nearest corner.

                         MICHAEL
            Out!!!!

                         CHARLIE
            C'mon Johnny.

                         MICHAEL
            You getting out too?

                         CHARLIE
            Yeah, thanks, it's ok.

                                                           22.


EXT. STREET - NIGHT BLACK & WHITE

CHARLIE and JOHNNY BOY get out of the car first so that by
the time BENTON and SAMMY are out they are already on their
way down the street.  MICHAEL drives away.

                         SAMMY
                   (shouting)
            Going our way?

                         CHARLIE
                   (to JOHNNY BOY)
            Don't answer.

BENTON guides SAMMY the opposite way.

EXT. NEIGHBORHOOD STREET - DAWN

CHARLIE and JOHNNY BOY are walking down the street on their
way home.

                         JOHNNY BOY
            I don't think I should go home
            looking like this.  You think I
            could stay at your place tonight?
            Your mother's not there is she?

                         CHARLIE
            No, she isn't.

                                            CUT TO:

FLASHBACK

INT. CHARLIE'S APARTMENT - DAY

CHARLIE lives in a typical lower east side tenement apartment.
Each room is painted a different pastel color.  It is
furnished in miscellaneous styles and from the pictures on
the wall and various knick-knacks around the rooms it is
evident that this is a family apartment rather than a
bachelors pad.

CHARLIE is helping his mother pack a suitcase.  Through out
the scene he is addressing her but she is never seen on
CAMERA.  The CAMERA PANS following his movements and CHARLIE
directs his conversation always towards but above and beyond
it.

                                                           23.


                         CHARLIE
            Listen, I'll be ok...it's the best
            thing.  You're not going to be able
            to take care of Grandma out here
            and still get to work, you know
            that...
                   (pause)
            Yes the place will be here, I'll
            take care of it.
                   (pause)
            Yeah don't worry about me, I'll
            take care of myself.
                   (pause)


He moves into the bedroom taking more items out of the
drawers.  The room is ver small.  The paint if peeling.
Over the double bed there is a large crucifix.

                         CHARLIE
                   (continued)
            No...no parties.
                   (pause)
            I'll eat.
                   (pause)
            Mom, look, just don't worry...ok?

END FLASHBACK

INT. CHARLIE'S MOTHER'S BEDROOM - MORNING

CHARLIE and JOHNNY BOY are lying on CHARLIE'S MOTHER'S bed
in their underwear.

                         CHARLIE
            You'd better make a move kid.  He
            thinks you're trying to screw him.

                         JOHNNY BOY
            Wouldn't bother me.

                         CHARLIE
            Yeah, big man...get yourself in
            more trouble.  You make a fool out
            of him, you're doing the same to me.
            I signed for you don't forget.

                         JOHNNY BOY
            Don't worry.  I can handle it.

                                                           24.


                         CHARLIE
            You couldn't handle shit.  You just
            better come through with some kind
            of payment on Tuesday...anything.
            Understand?  Hold onto your pay-
            check this week.

                         JOHNNY BOY
                   (laughs)
            There won't be any this week.

                         CHARLIE
            What do you mean?

                         JOHNNY BOY
            Didn't show up.

                         CHARLIE
            You sick or what?  You forget what
            we had to do to get you on the
            trucks, stupid?

                         JOHNNY BOY
            I don't like loading crates.

                         CHARLIE
            You're not supposed to like it.
            What gets me is your attitude.
            Listen... tomorrow you show up.

                         JOHNNY BOY
            What about your attitude...Where's
            your job...eh?  You talk and talk
            and I go to work...what do you do?

                         CHARLIE
            I'll tell you what I don't do... I
            don't owe anybody 2,000 clams plus
            interest, stupid.  Show up or I
            break both your arms, we understand
            each other?

                         JOHNNY BOY
            Ok, ok...take it easy.  I'll show.
            Tuesday I'll give Michael something.
            I promise.

                         CHARLIE
            Don't promise...just deliver.

                         JOHNNY BOY
            Ok, now that that's over with...what
            are you gonna make me for breakfast?

                                                           25.


                         CHARLIE
            I won't wait until Tuesday.  I'll
            break your arms right now.

                         JOHNNY BOY
                   (rising from bed)
            Listen...I'm a guest here.

CHARLIE reaches out to grab him.

                         JOHNNY BOY
            OK...ok...I'm going.

INT. KITCHEN - CHARLIE'S APARTMENT

JOHNNY is raiding the icebox.

                         JOHNNY BOY
            Hey...you got nothing here.

                         CHARLIE
                   (from the other room)
            I could have told you that.

                         JOHNNY BOY
            We'll get some food from my aunt's.
            I'll get in through the fire escape.
            She's always got something.

JOHNNY BOY leaves the kitchen and walks towards the bedroom.

INT. CHARLIE'S MOTHER'S BEDROOM - MORNING

                         CHARLIE
            Don't do that.  You'll scare Teresa
            if you try to sneak in.

JOHNNY BOY is now by the window looking out at the fire
escape mischieviously.

                         JOHNNY BOY
            Yeah...you're right.  Maybe she'll
            have a seizure and we can watch.

He laughs.  CHARLIE hits JOHNNY BOY on the back of the head.

                         CHARLIE
            That's not funny.  You gonna be a
            jerk-off all your life.  Grow up.
            You want something to eat from your
            aunt's house you go knock on her
            door, understand?

                                                           26.


                         JOHNNY BOY
            I'm not hungry anymore.  I'm going
            to bed.

JOHNNY BOY gets into bed.  CHARLIE goes into the kitchen to
get a glass of milk.

INT. KITCHEN - DAYBREAK

CHARLIE takes a glass of milk from the icebox.  He listens
to the sounds of the neighborhood waking up and getting
ready to go to work.  He leaves the kitchen.

INT. BEDROOM - CHARLIE'S APARTMENT - DAYBREAK

CHARLIE returns to the bedroom.  JOHNNY BOY appears to be
asleep.  CHARLIE goes to the window and peers through the
blinds.  He sees in the window across the fire escape.

A SERIES OF DISSOLVES.  TERESA is going through the various
stages of getting dressed.

TERESA RONCHALI is 30 years, well built, attractive and
intelligent.  She is well read and quiet.  The salary she
makes as a secretary in a book publishing firm practically
supports her family.  She has epilepsy which has prevented
her (in her own mind) from entering into any serious
relationships with men.  She has however, been having an
affair with CHARLIE for the past year.  It is a well kept
secret from both families because the families regard each
other as blood relations.

CHARLIE is startled by JOHNNY BOY who is now awake and has
begun to dial the telephone.

                         JOHNNY BOY
                   (pretending to be angry)
            Hello...fifth precinct?  Yeah...I
            want to report a disturbance.  Yeah
            this man and woman next door are
            disturbing the peace.  They're
            keeping me awake all night now.
            What the hell is this.  What?
            Well... yelling, fighting, throwing
            things.  Uh-huh.  If they don't
            kill each other soon I'm goin' over
            there and do the job myself.  Yes -
            the address is 270 Mott street.  I
            think it's apartment 2-r.  Yeah,
            right... thanks.  Look, I demand
            immediate action.  Never mind my
            name I don't like getting involved
            in things like this.

                                                           27.


He hangs up roughly and returns to his position in bed.
CHARLIE shakes his head with an exasperated smile as if this
was a common occurance.  CHARLIE turns back to look at
TERESA but she is no longer in her room.

INT. TERESA'S BEDROOM

CHARLIE is dreaming this sequence.  He and TERESA are both
nude.  She is lying face down on the bed.  He approached and
ejaculates prematurely - However, he doesn't ejaculate
sperm - instead blood.  They are shocked.  The blood is on
the bed, her legs, back, and his hands.  Charlie cries out
in pain.

INT. HOTEL ROOM - MID-DAY

CHARLIE and TERESA are in the hotel room making love.  The
sounds of traffic can be heard from the street below.

                                            CUT TO:

They are getting dressed.

                         TERESA
            I'd like to eat something before I
            go back to work.

                         CHARLIE
            Ok, we'll go for lunch.

                         TERESA
            Do you have enough?

CHARLIE checks his wallet.

                         CHARLIE
            Well...with the hotel that's ten...
            fifteen...

                         TERESA
            Here.

She hands him a few bills.  He hesitates.

                         TERESA
            Please take it.

                         CHARLIE
            Well...

                         TERESA
            I don't mind.

She puts the money into his hand.

                                                           28.


                         CHARLIE
            Sure...it's not that...I mean...

                         TERESA
                   (touching his face)
            It's all right.

                         CHARLIE
            Well, if things go the way I hope
            they'll go, this money business
            will take care of itself.
                   (aside)
            God willing.

                         TERESA
            An apartment uptown?  Downtown?

                         CHARLIE
            Maybe, who knows.

                         TERESA
                   (searchingly)
            Charlie...?

                         CHARLIE
            Nobody knows anything, believe me.

She kisses him gently.

                                            CUT TO:

TERESA is putting on her stockings.  A few minutes have
passed.

                         CHARLIE
            See if you can get your hands on
            some pamphlets on laws or by
            laws...or proprietorship...you
            know...at your place.

                         TERESA
            Anything specific?

                         CHARLIE
            You know...like restaurants, night
            clubs...

                         TERESA
                   (affectionately)
            What is it now?

                         CHARLIE
            Don't ask.

                                                           29.


He gives her a quick kiss on the tip of her nose.

                         TERESA
            Alright... Hey, did you hear any
            more about what happened last night?

                         CHARLIE
            Did you?

                         TERESA
            No.

                         CHARLIE
            CHRIST, you should have seen it.
            Unbelievable.  The kid would turn
            around and fire and he would just
            keep coming at him like Rasputin.
            That kid was scared.  Not half as
            much as we were though.

                         TERESA
            It doesn't make any sense.  He
            wouldn't shoot him just because he
            insulted a racket guy...not unless
            it was personal.

                         CHARLIE
            You missed the point.  The kid's a
            climber...not very bright...but if
            you get down to his level to look
            at it his way; he kills a guy who
            insulted a big man - he gets a
            reputation.  He thinks he's in good
            standing.

                         TERESA
            It's still sick.

                         CHARLIE
            Not sick...just stupid.  Speaking
            of stupid, your cousin last night
            was feeling so good he decided to
            break into your mother's house...to
            get some food.

TERESA laughs at this story but her mood changes suddenly.

                         TERESA
            You're sure he doesn't know.

He takes her in his arms.

                         CHARLIE
            Don't worry.

                                                           30.


INT. HOTEL - BATHROOM - MID-DAY

CHARLIE enters the bathroom to clean-up.  He stares at his
image in the mirror for a moment, then makes a face.  He
checks the whiteness of his teeth, pulls back his hair, and
checks his complexion.  The mirror image begins to speak.
The CAMERA PANS BACK to CHARLIE'S FACE.  His mouth is not
moving.

                         CHARLIE
                   (confession)
            Don't look at me like that, I can
            see this is not going to get us
            anywhere.  She's a good kid, what
            am I supposed to do.  In a way I'm
            doing her a favor...no???  How many
            guys you know feel this way about
            an epileptic?  Don't get me wrong,
            I'm no saint...not yet.

The image of CHARLIE in the bathroom intercuts with stills
from Catholic School text books - vulgar color illustrations
of parables - emphasis on Christ expelling the devils from
the posessed women.

                         CHARLIE
                   (continuing)
            But I'm not like the Pharisee who
            said "Oh God I thank thee that I am
            not like the rest of them."...no...I
            like to think of myself as the
            Publican...

He strikes his breast penitently as he delivers the next line.

                         CHARLIE
            ...'Oh God be merciful to me the
            sinner!' I'm not taking advantage
            of her.  I swear to you that if she
            meets someone she'd like to marry...

Back to CHARLIE in sync.

                         CHARLIE
                   (continued)
            ...I'll cut out. "If Thy eye is an
            occasion of sin to thee...

                                            CUT TO:

Stills of girls, sexy pornographic nude magazine spreads.

                                                           31.


                         CHARLIE
            ...pluck it out and cast it from
            thee." "Woe to the man through whom
            scandal does come." I'm sure you'd
            agree this is no time to get tied
            down.  Like the priesthood...

                                            CUT TO:

Textbook illustration of vocations.

                         CHARLIE
            ...they don't get tied down do they?
            "Have I not a right to do what I
            chose?  Even so the last shall be
            first and the...

                                            CUT TO:

CHARLIE in sync.

                         CHARLIE
            ...first last.  For many are called
            but few are chosen."

INT. RESTAURANT - MID-DAY

CHARLIE is sitting in a quiet corner of the restaurant.
This restaurant was considered an above average business
with quality and prices to match when it was first opened
three years ago.  The quality has diminished but the prices
remain the same.  As a result the place is dying.  CHARLIE
is scrutinizing the restaurant from his corner.  He picks up
a water goblet and critically examines the water spots on it.
He calls a waitress to show her the dirt on the glass.  She
apologizes, cleans it with her apron, and places it back on
the table.  He takes a menu.

A chubby, middle-aged man, OSCAR, approaches the table.  He
is half owner of the decaying restaurant.  He is in his
shirt sleeves which, along with the side of his face, are
smeared with grease and dirt.  He is tired and disgusted.

                         OSCAR
                   (with a slight Jewish accent)
            Hey...you're here.  They told me
            you're here...and you're here.  How
            are you?

                         CHARLIE
            Ok, how's everything going?

OSCAR sits down next to CHARLIE.

                                                           32.


                         OSCAR
            Don't ask...do you have any idea
            what I've been doing all
            morning...eh?

                         CHARLIE
            No.

                         OSCAR
            I was in the basement fixing the
            pipes.  Would you believe that?

                         CHARLIE
                   (laughing)
            What pipes?

                         OSCAR
                   (mimicking)
            What pipes...the ones from last
            year...those pipes.

CHARLIE shakes his head in sympathy.

                         OSCAR
            Look Charlie, you're a good boy.
            Will you just tell your uncle that
            I have nothing.  There is nothing
            to give him.  No envelopes with
            cash inside, no checks, nothing.

                         CHARLIE
            That bad, huh?

                         OSCAR
            I can't make this week's payment
            and if this keeps up not next
            week's either.

                         CHARLIE
            Not next week's either...listen...you
            tell that to Giovanni, not me.

                         OSCAR
            Listen, I should wrap up this place
            in a ribbon and hand it to him, you
            know that.  I don't need this
            aggravation.  I'm getting old.

                         CHARLIE
            He'd rather have the loan payed,
            you know that.

                                                           33.


                         OSCAR
            Your Uncle's a good man...I won't
            stick him.  Either he gets the
            money or the place and right now
            he's getting the place.  And tell
            me why should I care?  I got a
            partner who's a bum, who doesn't
            help out...who disappears and
            leaves me with all the problems.  I
            should go back to Florida...I don't
            need this.

                         CHARLIE
            I don't understand, where's Groppi?

                         OSCAR
            I should know?  His wife don't even
            know.  Probably off with one of his
            little girls...I don't know.  I
            tell you, if he don't give a damn,
            then I don't give a damn...Why
            should I kill myself?

                         CHARLIE
            My uncle figured that this week was
            bad...but about next week...I dunno.
            Maybe you should speak to him
            yourself.

                         OSCAR
            What can I say?

EXT. STREET - DAY

CHARLIE is walking down the street on the lower east side.
A noisy religious street festival is being held on the block.

INT. SMALL ITALIAN CAFE - DAY

CHARLIE enters a small Italian cafe and nods greetings to
some of the people as he makes his way to the back of the
room.  This cafe is a strange hybred of coffee house, candy
store, luncheonette, and meeting place for CHARLIE'S uncle
GIOVANNI and his associates.

GIOVANNI De STEFANO is sixty.  He is well respected and
powerful both in and out of the neighborhood.  He became a
head figure not by being introduced formally as was the
custom, but rather by fighting and killing his way into the
organization.  GIOVANNI is well dressed but not a stereotype
of an old Mafioso, rather a kindly and intelligent old man.

GIOVANNI converses intermittently in Italian.

                                                           34.


A man is putting new records into the jukebox which is in
the corner of the room in the luncheonette area.

                         CHARLIE
                   (to repair man)
            Is my uncle back there?

CHARLIE points in the direction of a doorway.

                         REPAIR MAN
            Yeah, but I think he's busy now.
            Hey Charlie play 463 today - for
            sure.

                         CHARLIE
            Thanks!

CHARLIE walks through the luncheonette area, past the dining
room where his uncle is in conference, to the bathroom at
the very back of the cafe.  MARIO is seated with his uncle.

MARIO is forty five years old.  He is GIOVANNI'S closest
associate, brought into the organization in the traditional
manner, making his early reputation through hits (murders).
He is not very intelligent but has an undying loyalty to
GIOVANNI, and is very fond of CHARLIE.

MARIO and GIOVANNI are seated with a very old man.  They are
deep in their private conversation.  CHARLIE passes by
unnoticed and walks into the bathroom.

CHARLIE begins to wash his hands but changes his mind.  He
shuts off the faucet in order to eavesdrop on the
conversation.

INT. DINING ROOM - DAY

GIOVANNI and MARIO are calmly sipping their coffee as they
listen to the old man's nervous talk.

                         OLD MAN
                   (in Italian with
                   ENGLISH TITLES)
            What I'm telling you is that he did
            it for Mario's honor.

                         MARIO
            But you don't understand.  I knew
            the kid.  He was drunk.  He made of
            fool of himself...not me.

                                                           35.


                         OLD MAN
                   (in Italian with
                   ENGLISH TITLES)
            Giovanni - an insult to Mario is an
            insult to you.

                         MARIO
            There was no insult.

                         OLD MAN
                   (in Italian with
                   ENGLISH TITLES)
            The boy only did what was right.

                         GIOVANNI
            Your son only did what was stupid.
            We have enough down here without
            something like that.  And what for?
            ...Nothing...no reason.  Protect
            him?  Why?  I didn't tell him to do
            anything for me.  He's going to
            Miami?  Good...keep him in Miami
            for six months...a year...a good
            long time.  After everything's
            forgotten then I see what I can do
            for him.  Right now...keep him away.

INT. LUNCHEONETTE AREA - DAY

CHARLIE is seated at a table.  The waitress, MARIE,
approaches and gives him his cup of coffee... The following
scene is reminiscent of a TELEVISION COMMERCIAL.

                         CHARLIE
            Marie, are there Columbian coffee
            beans in this coffee?

                         MARIE
            I dunno.

                         CHARLIE
            Just a second.  Let me taste it.

He pauses to sip the coffee, then shakes his head.

                         CHARLIE
            Yes, I'd say there are some
            Columbian coffee beans in this
            coffee, but only about 39%.

MARIE is disinterested.  CHARLIE continues.

                                                           36.


                         CHARLIE
            You see.  You probably don't notice
            this Marie, but Colombian coffee
            beans are rich coffee beans.
            Bursting with that good, deep
            coffee flavor.  Picked when they
            are ripe to the point of perfection.
            The beans of course, are protected
            by the tall South American Guama
            trees.

MARIE chews her gum for a moment and leaves the table.
CHARLIE'S monologue continues and gradually he falls back
into his CONFESSION.  As he talks, the CAMERA PICKS UP
DETAILS of the cafe and the people in it.

                         CHARLIE
            Then the bean pickers come down and
            pick each bean by hand.  Bean by
            bean, all heavy with flavor.  And
            they load them into boxes, one box
            at a time, box by box.

From time to time CHARLIE is casually glancing at MARIE who
is busy with her work.

BLACK & WHITE & COLOR

The images now move out of the cafe and the CAMERA REVEALS
aspects of the neighborhood - LIVE ACTION and STILLS:
stores, people, streets, buildings, in short; a concise
vision of the neighborhood.  All this is intercut with
CHARLIE mentally stripping MARIE's clothes off with his eyes.

                         CHARLIE
                   (continued)
            Like, looking at my uncle back
            there.  One way is the obvious;
            ...man outside the law.  On the
            other hand, instead of a breakdown
            of order there is a creation of
            order and instead of the breakdown
            of law, there is the creation of
            law...In this society which needs
            new law because 'What's a crowbar
            compared to a share of stock.
            What's the robbing of a bank
            compared to the founding of one and
            what's the murder of a man to the
            gainful employment of that man.'
            'Do not think that I have come to
            destroy the Law or the Prophets.  I
            have not come to destroy but to
            fulfill.' ...Amen.

                                                           37.


The image culminate in aerial shots of downtown New York
City. (STOCK FOOTAGE)

CHARLIE now sees MARIE totally naked as she serves the
customers.

INT. DINING ROOM - DAY

GIOVANNI and CHARLIE are standing and talking.

                         CHARLIE
            Uncle, how are you feeling?

                         GIOVANNI
            Fine.  Did you have a good time
            last night?

                         CHARLIE
                   (quietly)
            About that shooting last night...I
            was there and...

                         GIOVANNI
            No you weren't.

CHARLIE is struck silent for a moment.  He listens.

                         CHARLIE
                   (embarrassed)
            You're right uncle.  I must have
            gotten it confused with something
            else.

                         GIOVANNI
            Yes, you did.

                                            CUT TO:

CHARLIE and GIOVANNI are now sitting at a table.

                         CHARLIE
            About Oscar...I think he put on
            this act...about the restaurant
            being in bad shape and all that.
            He can't make the payments...I
            don't know what to make of it.  He
            says Groppi's run off with a girl.
            I could help if you want.

                         GIOVANNI
            No...his business is bad.  But I'll
            decide what to do and you...and you
            just keep out of anything that
            might...might...er draw attention
            to you.

                                                           38.


                         CHARLIE
            Yes...I understand...I'll be careful.

EXT. BEACH - HAMPTONS - DAY

CHARLIE and TERESA are sitting on the beach which is fairly
deserted.  There are rented cottages behind them.  TERESA
has a book and some papers from which she is supposed to
write a term paper for CHARLIE'S English class.

                         TERESA
            C'mon Charlie...one more day.  I'll
            call in sick for work.

                         CHARLIE
            No...we can come back in a couple
            of weeks.  Besides, if we're both
            gone for three days it wouldn't
            look right.

                         TERESA
            Ok.

CHARLIE picks up a copy of Henry James' Portrait of a Lady
and tries to read it.  He tosses it aside.

                         CHARLIE
            Bore.

                         TERESA
            A paper on that one too?

                         CHARLIE
            Yeah...but don't worry about that
            now.  The Hemmingway one is first.

                         TERESA
            It was nothing.  I'm almost finished.

                         CHARLIE
            Take your time.  I don't care.

                         TERESA
            I know you don't.  You've been very
            preoccupied lately.

                         CHARLIE
            That's the word...preoccupied.

CHARLIE turns towards TERESA and tries to kiss her.  She
playfully turns away.  But CHARLIE quickly gets bored with
that and doesn't pursue her.  She is confused by his actions.

                                                           39.


                         CHARLIE
            Let's go back inside.

                                            CUT TO:

CHARLIE and TERESA already farther up the beach, walking.
They notice a very beautiful house with limousines parked in
front of it.

                         CHARLIE
            See that...know who lives there?
            The name George Earhardt mean
            anything to you?

                         TERESA
            Sure...He lives there?

                         CHARLIE
            No.  Of course he lives there.
            Would I point it out to you if he
            didn't?

The house is seen from a great distance.  CHARLIE'S VIEWPOINT.
There is great activity...all with a very businesslike air.

                         CHARLIE
            That W.A.S.P. bastard.

                         TERESA
            You're intolerable today.

                         CHARLIE
            Watch your language.

They arrive at the cottage.

INT. HAMPTONS COTTAGE - DAY

CHARLIE and TERESA are coming in, putting down the books and
papers.

                         TERESA
            I like it here...alone.

She caresses CHARLIE.  He is still preoccupied.

                         TERESA
            I'm going to take that apartment
            uptown.

                         CHARLIE
            Uhuh...probably a good idea.  Why
            don't you do it this time?

                                                           40.


                         TERESA
            You know why...with my parents.

                         CHARLIE
            Well you can't blame them in a way.

                         TERESA
                   (pulling away from him)
            I can take care of myself.  You
            know that.

                         CHARLIE
            I know...I know.

They embrace.

FLASHBACK

INT. HOSPITAL ROOM

CHARLIE'S father is the patient in the bed.  The visitors
surrounding the bed are CHARLIE'S mother, TERESA, and
TERESA'S mother.  The CAMERA MOVES IN CLOSER AS WE HEAR the
sounds of mechanical voices coming from the T.V. sets in the
lobby.

TERESA'S mother leans over and whispers into CHARLIE'S
father's ear.

                         TERESA'S MOTHER
            Turridu...that's your boy Charles.
            Don't you know him.  Isn't that
            Charles?

There is no answer.  CHARLIE is embarrassed.  TERESA'S
MOTHER asks again.

                         TERESA'S MOTHER
                   (continued)
            Who is that?

                         CHARLIE'S FATHER
            Che Guevara.

CHARLIE doesn't know how to react.  TERESA'S MOTHER looks up
with a half smile in disbelief.  The other Visitors give off
a small ripple of nervous laughter, repeating it...in
whispers.

CHARLIE looks about nervously.  Through the door of the
hospital room can be seen several of the older patients
gathered around a T.V. in the hallway.  They are watching
the races, the announcer's voice is blaring almost
incomprehensibly.

                                                           41.


INT. HAMPTONS COTTAGE - DAY

TERESA and CHARLIE make love.

                                            DISSOLVE TO:

CHARLIE is getting dressed.  TERESA is wrapped warmly in the
sheets - still in bed.

                         CHARLIE
            ...He must have heard the name from
            those T.V.'s in the hall that were
            blaring all the time.  I remember
            GUEVARA was in town at the time.
            Must've heard it from there I
            guess...but that's funny, isn't it?

                         TERESA
            Ummmmmmmmmmmmm.

                         CHARLIE
            Of all people.  Now say the truth.
            Do I look like Che Guevara.  C'mon.

They laugh.  He crosses to TERESA and they kiss.

                         TERESA
            I'm sleepy.

                         CHARLIE
            You've been running round too much.
            Bet you've been forgetting your
            medicine.

                         TERESA
            The green capsules in the top drawer.

CHARLIE gets her the pills and heads out of the cottage for
a walk.

EXT. ROADWAY - HAMPTONS - DAY

CHARLIE is walking along the roadway and looking at the
different cottages.  He is carrying a notebook to which he
periodically refers.  He stops in front of a luxurious
cottage and checks the address on the signpost with the one
in his notebook beside which is listed the name GROPPI.  He
remains standing at a safe distance from the cottage staring
at it.  It looks deserted.

FANTASY

                                                           42.


EXT. ROADWAY IN FRONT OF COTTAGE - DAY

CHARLIE walks directly to the front door of the cottage and
rings the bell confidently.  The door is opened immediately
which startles him.  From inside the house we see GROPPI'S
back as he holds the door open.  He is in a satin robe.  We
can see CHARLIE'S startled face through the partially opened
door.

                         GROPPI
            What do you want kid?

At that moment a nude girl, her back to the CAMERA appears
in the FOREGROUND.  This startles CHARLIE even more.

                         GROPPI
            What do you want?.......well?

                         CHARLIE
            I...I'm selling encyclopedias...er
            a magazines...newspapers...I'm
            conducting a survey...I...

                         GROPPI
            We don't want no fuckin' books!

GROPPI slams the door in CHARLIE'S face.

REALITY

EXT. ROADWAY IN FRONT OF COTTAGE - DAY

CHARLIE is still standing in front of the cottage.  Suddenly
a little boy of about nine appears.

                         BOY
            There's nobody here mister.

CHARLIE turns in surprise.

                         CHARLIE
            Isn't this Jack Groppi's place?

                         BOY
            Yeah.  But he ain't here now.

                         CHARLIE
            Know where he is?

                         BOY
            Follow me.

The BOY leads him towards a heavily overgrown treed area.

                                                           43.


                         CHARLIE
            How much farther?

CHARLIE repeats this question periodically as he follows the
BOY.  Finally CHARLIE finds himself alone in the middle of a
dense forest with the BOY nowhere in sight.  He calls out
but there is no answer.  He realizes he's been had.

                         CHARLIE
                   (Confession)
            Now, don't get excited.

CHARLIE is trying to find his way out of the forest.

                         CHARLIE
                   (continued)
            'The stone which the builders'
            reject will become the
            cornerstone'...I think.

INT. ITALIAN CAFE - DAY

A loud brass band is playing "Oh Johnny, Oh Johnny, How You
Can Love" inside the cafe.  They are part of a religious
festival and GIOVANNI has invited them in for drinks.  In
return they are playing for him.  GIOVANNI has been drinking.
The song ends.

                         GIOVANNI
            Play it again!!!

Everyone laughs and joins in.

                         EVERYONE
            One more time...play it again...

The band begins the song for the second time.  CHARLIE
enters the cafe and goes directly to his uncle who embraces
him.

                         GIOVANNI
                   (shouting boisterously
                   over the music)
            Take a drink!

                         CHARLIE
                   (shouting)
            Ok.

CHARLIE sits next to his uncle and looks around at the crowd
in the cafe which is now singing along with the band.
GIOVANNI is smiling broadly.  Loud applause follow the end
of the song and the band tries clumsily to make its way
through the crowd and out of the cafe.

                                                           44.


                         GIOVANNI
            Hey, where you been?

                         CHARLIE
                   (smiling nervously)
            Oh...around...why?

                         GIOVANNI
                   (leaning closer)
            You heard what happened to GROPPI,
            eh?

CHARLIE gets very nervous at the mention of GROPPI'S name.

                         CHARLIE
                   (innocently)
            Who me? ...No, I don't know, not
            me...all I know is...

                         GIOVANNI
                   (cuts CHARLIE off
                   with a gesture of his forefinger)
            Our friend, Groppi, went to his
            mother's house.  And when he was
            there...at night...

                                            CUT TO:

DARKENED ROOM - NIGHT

An old woman is sitting in front of the television watching
JOHNNY CARSON'S TONIGHT SHOW.

                         GIOVANNI
                   (continues in voice over)
            ...he walks into his mother's room
            where she's watching
            television...and he says to her...

GROPPI has entered the room with his back to the camera.

                         GIOVANNI
            ...that he's sorry.

GROPPI leaves the frame.  The old woman looks up from the
television.

                         OLD WOMAN
            It's all right.

WE SEE GROPPI walking towards the bathroom.

                                                           45.


                         GIOVANNI
                   (voice over continued)
            ...he goes in the next room...

GROPPI TURNS ON the bathroom light.

                         GIOVANNI
                   (voice over continued)
            ...he takes a gun and puts it in
            his mouth and...

GROPPI stands with the gun in his hand.  He lifts it to his
head.  He puts the barrel into his mouth.  He pulls the
trigger.

                                          FAST FADE TO WHITE

INT. ITALIAN CAFE - DAY

                         GIOVANNI
                   (with an Italian hand gesture)
            ...so...

CHARLIE is visibly shocked.

                         GIOVANNI
                   (smiling)
            How do you like that, eh?  He was
            always a little crazy, y'know...
            Groppi... a little crazy.

CHARLIE looks up to see MICHAEL, standing at the entrance of
the cafe.  He waves to CHARLIE in a friendly manner.  CHARLIE
waves back and GIOVANNI looks up, squinting to see who it is.
MICHAEL does not approach the table.  In respect to GIOVANNI
he signals to CHARLIE that he would like to see him outside.

                         CHARLIE
                   (grudgingly)
            Not now...in a few minutes...ok?

MICHAEL is surprised at being spoken to in such a curt
manner, especially in GIOVANNI'S presence because he feels
he has lost status.  CHARLIE and GIOVANNI continue their
conversation.

                                            CUT TO:

EXT. STREET CORNER - NEAR CAFE - DAY

                         MICHAEL
            I gave him all the breaks I can give.

                                                           46.


                         CHARLIE
            Oh Michael, look...

                         MICHAEL
            Nevamind 'look'...This punk
            bastard...I call him at work...I
            say 'Johnny Boy there?'...He
            doesn't even show up for work
            anymore...

                         CHARLIE
            Look...I've talked to him and I've
            talked to him...what more can I
            do...?  Tonight at the party all
            three of us get together and we
            knock some sense into his head...ok?

                         MICHAEL
            All right...but understand, I don't
            like being taken advantage of.  I
            mean you're in there talking with
            your uncle and all...This is
            embarassing.

                         CHARLIE
            We'll settle it tonight.

Two YOUNG BOYS about 15 years old walk up to CHARLIE.

                         BOY #1
            Hey, you sell firecrackers?

                         CHARLIE
            Firecrackers!  No...no.

                         BOY #1
            You know where we can get some?

                         CHARLIE
            Sure, see that guy over there...

He points to MICHAEL.

                         CHARLIE
                   (continuing)
            ...him.  He's got the best.

The BOYS go over to MICHAEL.

                         BOY #1
            Hey - fella...you sell firecrackers?

                                                           47.


                         MICHAEL
            Sssh!  Quiet.
                   (He looks around)
            Y'know that's illegal.

                         BOY #2
            Well the guy over there said...

                         MICHAEL
                   (interrupting)
            Yeah, yeah, never mind.  You gotta
            be careful.

                         BOY #1
            We went down to Chinatown but they
            don't have any.

                         MICHAEL
            Yeah, well, keep away from those
            Chinx.  They don't have shit.

                         BOY #2
            Well, we got $40, and we wanna buy...

                         MICHAEL
                   (interrupting)
            All right!  Quiet!  For $40 I could
            give you...

                         BOY #1
            Well, I don't know if we want to
            buy all $40 worth...

                         MICHAEL
            Hey!  You want good stuff, or you
            want shit?

                         BOY #2
            Well, we want good stuff.

                         MICHAEL
            Well, my stuff comes from Maryland...
            you know what that means?

                         BOY #1
            No.

                         MICHAEL
            That means it's good.

                         BOY #1
            You got sparklers?

                                                           48.


                         MICHAEL
            Yeah.

                         BOY #2
            And cherry bombs...ash cans...and
            rockets?

                         MICHAEL
            Ok.  For another $5.00 a special on
            the packs.

                         BOY #1
            No, all we got is $40.

                         MICHAEL
            You sure?

                         BOYS
            Yeah.

                         MICHAEL
            Ok.  Wait here.

MICHAEL goes to TONY, who has been standing in front of the
cafe with a group of boys.  They talk for a minute, and go
back to the waiting boys.

                         MICHAEL
                   (to the boys)
            C'mon.  Get in the car.

The four of them get into TONY'S car.  They drive to
CHINATOWN.

EXT. CHINATOWN - DAY     IN TONY'S CAR

                         MICHAEL
            Ok, you guys get out, and wait here
            for me.

                         BOYS
            Why?

                         MICHAEL
            I gotta get the stuff.

                         BOYS
            Can't we come with you?

                         MICHAEL
            Nobody sees where I get the stuff.
            That's good business.  I'll be back
            in thirty minutes.

                                                           49.


They start to get out.

                         MICHAEL
            Hey hold it!  Gimmie the cash.

                         BOYS
            Uh...can we give you a check?

                         MICHAEL
            A check?  What the...hey, where you
            kids from?

                         BOY #1
            Riverdale.

                         MICHAEL
                   (contemptuosly)
            Well, maybe they do that in
            Riverdale, but down here we take
            cash.  Now, you got it or not?

They give him the money.

                         MICHAEL
            Ok.  Now wait here...and keep your
            mouths shut!

The car pulls away.

                         TONY
            How much?

                         MICHAEL
            Not bad.  $20.  Here, $5.

                         TONY
            Can you spare it?

                         MICHAEL
            Sure.

                         TONY
                   (sarcastically)
            Thanks.

EXT. LOWER EAST SIDE - DAY

The car pulls up at TONY'S PLACE.  TONY yells to CHARLIE,
who is standing outside.

                         TONY
            Hey Charlie.  Get in.

CHARLIE gets in.

                                                           50.


                         CHARLIE
            What's a'matter?

                         MICHAEL
            Nothin'.  Just stiffed those kids.
            Don't want'em comin' back and
            findin' you...start asking you
            questions.

                         CHARLIE
            How much?

                         MICHAEL
            $20.

                         CHARLIE
            Let's go to the movies...on you.

                         TONY
            Yeah.

                         MICHAEL
            Ok guys...have a heart.  This is my
            business.

BLACK & WHITE

EXT. NIGHT - IN FRONT OF MOVIE THEATER

The boys are paying for their tickets.

INT. MOVIE THEATER - NIGHT

DONOVAN'S REEF is showing.  We see a brief scene from the
film which has JOHN WAYNE fighting LEE MARVIN in a big bar-
room brawl.

                                            CUT TO:

The boys smile and watch.

                                            CUT TO:

EXT. CHINATOWN - NIGHT BLACK & WHITE

The two boys from Riverdale are still watching on the
corner, in the dark.

INT. CHARLIE'S APARTMENT - DAY

CHARLIE is at home shaving.

                                                           51.


                         CHARLIE
                   (Confession)
            You know damn well what's going to
            happen tonight.  I'll probably get
            drunk at that party...it isn't
            every day you send one of your best
            friends off to war for God and
            country... gotta have a party.  I
            mean, he's a nice kid.

                                            CUT TO:

CHARLIE is gluing on a fake beard.

                         CHARLIE
                   (voice over)
            I don't know what You think of him
            but that's between You and him
            anyway...I can't help feeling sorry
            for him though.  Has a talent but
            doesn't use it...His brain.  An
            'Unprofitable servant who shall be
            cast forth into the darkness
            outside, where there will be...

                                            CUT TO:

Television image of old women mourning their dead in India.
The images are slow motion.  The news continues with more
trivial news images...(Washington investigations,
demonstrations, etc.)

                         CHARLIE
                   (continued voice over)
            ...the weeping and the gnashing of
            teeth'...or something like that.
            My talent's my brain too but I use
            my talent...I'm not saying that I'm
            a genius...You'll probably be the
            first one to agree on that, but I
            can tell the difference between the
            intelligent and the stupid.  Take
            the army for example...

                                            CUT TO:

CHARLIE grabbing a white robe off his bed.  We don't see his
face.

                         CHARLIE
                   (continued voice over)
            That's there and I'm here and
            that's the way it's going to stay!

                                                           52.


INT. WEST SIDE TENEMENT APARTMENT BATHROOM - NIGHT

TONY enters the bathroom, turns on the light and locks the
door.  Party noises can be heard in the background TONY is
wearing an overcoat and is dressed as a World War I "dough
boy".  Atop his head is a mask, the features of which can't
be seen.  He opens the coat to reveal twenty packets of red
Jello.  He turns on the hot water in the bathtub and slowly
begins to empty each packet of Jello into the tub of steaming
water.

                                            CUT TO:

LIVING ROOM & KITCHENETTE - PARTY - NIGHT

Most of the characters that were at the club the other night
are present at the party.  Many of them are dressed in semi-
masquerade outfits.  Some are wearing soldiers' uniforms.
One wears a sheet made up to be a Roman Toga.  The girls are
in costumes also.  All of the costumes are makeshift.
MICHAEL is made up as Dracula, sporting a large cape, semi
tuxedo-type suit, and a drop of blood on the corner of his
mouth.  His hair is slicked back to give him a "Bela Lugosi"
look.  He is showing a picture of a girl to one of the boys,
proudly proclaiming that she is his latest conquest.  TONY
comes out of the bathroom and passes by.  He takes the photo
from MICHAEL.  Group attention focuses on TONY now.  He
stares at the picture, holds it away from him, then closer
to his face, then sideways and finally upside-down.

                         TERESA
            Oh sure!  I know her Michael...In
            fact, I saw her a few days ago
            under a bridge in Jersey, making
            out with a nigger.

MICHAEL grimaces in shock.  He spits.

                         MICHAEL
            You sure?...a nigger...Uh!...and I
            kissed her.

He wipes his lips with his cape.

The guest of honor, the young soldier is very drunk.  He is
attempting to open his going away presents, one of which
turns out to be a carefully folded American flag.  He
attempts to open it with one great flourish.  He fails
however, knocking over the glasses on the table.  The group
applauds.

                                                           53.


Suddenly, the doorbell rings and everyone looks up.  The
door opens and CHARLIE appears, arms outstretched, dressed
as the ressurected Christ - with white robes, fake beard and
hair, and artificial wounds.  His arms stretch out wider.
The initial shock wears off and TONY greets him.

                         TONY
                   (smiling)
            Hallelujah!!

CHARLIE enters in mock holiness.

                         CHARLIE
            I have come to create order...
            Scotch and water please.

They all laugh.  The rock music blares as CHARLIE walks to
and fro blessing all in the room.  TONY is delighted with
the scene.  CHARLIE sits at the kitchen table, TONY opposite
him, and the others gather around.  The party is getting
noisier.  TONY gives CHARLIE a glass of ice cubes.  CHARLIE
plays the part of a priest, during the Mass when the chalice
is filled with wine and water, TONY pours the scotch over
his fingers first.

CHARLIE lifts his hands to touch the bottle as a priest
would.  He signifies that there is enough in the glass.
TONY then repeats the same ritual with a bottle of soda-water.

                         CHARLIE
            May God be with you.

                         TONY
            'And with your spirit.'

                         CHARLIE
                   (gesturing with his drink)
            Salute!!!

Everyone drinks after repeating the toast.  The crowd around
them begins to break up as CHARLIE and TONY begin to have
fun with each other.  TONY pulls down his mask, revealing a
skeleton death face which covers his own face except for his
mouth.  It completes the Dough-boy uniform quite well.

                         TONY
                   (taking on the guise
                   of an interviewer)
            'Art thou the King of the Jews'?

                         CHARLIE
            'Dost thou say this of thyself, or
            have others told thee of me?'

                                                           54.


                         TONY
            'Am I a Jew?  Thy own people and
            the chief priests have delivered
            thee to me.  What hast thou done?'

MICHAEL and a few of the others gather around again as they
continue.

                         CHARLIE
            'My kingdom is not of this world.
            If my kingdom were of this world my
            followers would have fought that I
            might not be delivered to the Jews.
            But, as it is my kingdom is not
            from here.'

                         TONY
            'Thou art then a king?'

                         CHARLIE
            'Thou sayest it; I am a king.  This
            is why I was born and why I have
            come into this world, to bear
            witness to the truth.  Everyone who
            is of the truth hears my voice.'

TONY leans over towards CHARLIE.

                         TONY
            'What is the truth?'

The others around them give mock applause.  TONY smiles and
nods his head to them.  CHARLIE laughs.  They drink.  Someone
hits CHARLIE on the back of the head.  CHARLIE startled,
looks up.

                         TONY
            Prophesy to us, oh Christ!  Who is
            it that struck thee?

                         CHARLIE
            I don't know, but God help him if
            he does it again!

They all laugh.

INT. SAME APARTMENT - NEXT ROOM - NIGHT

CHARLIE is talking to MICHAEL.  The conversation is serious.
CHARLIE has not lost his sense of humor.

                         CHARLIE
            He said he'd be here.

                                                           55.


                         MICHAEL
            Well, he isn't.  Nice...real nice.

                         CHARLIE
            He'll be here.  Look, take this for
            now.

He hands MICHAEL a twenty dollar bill from under his robe.

                         MICHAEL
            You kiddin.  The way it is now this
            isn't even interest for two hours.

                         CHARLIE
                   (putting the bill
                   back into his pocket)
            How much was the original loan again?

                         MICHAEL
            $500.  He borrowed that because he
            wanted to pay off his other loans...
            now, counting the interest...it's
            almost $3,000.

                         CHARLIE
            $3,000.  Shit!  Can we hold it at
            $3,000?

                         MICHAEL
            Charlie, this is business.

                         CHARLIE
                   (avoiding the issue)
            'But I say to you, love your
            enemies, do good to those who hate
            you, and pray for those who
            persecute...'

                         MICHAEL
            I'll tell you who you can pray
            for... Next payday, I'll be at
            Tony's Place...Johnny better show
            or I find him and break his
            legs...and I mean it.

                         CHARLIE
                   (in the same manner)
            'But I say to you not to resist the
            evildoer; on the contrary, if
            someone takes thy tunic, let him
            take thy cloak as well...to him who
            asks of thee, give; and from him
            who would borrow of thee do not
            turn away!

                                                           56.


                         MICHAEL
                   (exasperated)
            He could at least show some respect
            and show his face, even if he
            doesn't have the money...

                         CHARLIE
                   (more serious now)
            'Amen I say to thee, thou wilt not
            come out from it until thou hast
            paid the last penny.'

                         MICHAEL
            You said it.

A loud scream is heard from the bathroom.

                                            CUT TO:

APARTMENT - BATHROOM - NIGHT

Someone shoved a nude girl into the bathtub which is now
filled with congealed red jello.  The boys are laughing and
shoving each other about roughly.  CHARLIE comes out of the
next room and walks along in a Christ like manner through
the madness, his arms outstretched.  One boy kneels and
kisses the hem of his robe and CHARLIE blesses him.  There
is a great deal of pushing and shoving going on inside the
bathroom and near the doorway.  CHARLIE promises to save the
sinner as he pushes his way through.  He helps the girl
remove the jello from her body and helps her out of the
bathtub.  It is obvious that she is quite stoned.  She
caresses him and they find themselves kissing.  The others
storm into the bathroom and grab CHARLIE.

                         EVERYONE
            Blasphemy!...The anti-Christ!
            Crucify him!!

They drag CHARLIE into the next room where, amidst all the
shouting and laughing, the other members of the party are
placing firecrackers on model airplanes, simulating their
own "dog fight".  They are flying the planes out the open
window.

CHARLIE takes everything in stride trying to shout a few
lines over their laughter.

                         CHARLIE
            'Father...forgive them...for they
            know not...what they do...'

The doorbell rings and TONY answers it.  It is TERESA and
she looks very worried.

                                                           57.


                         TERESA
            Charlie...?  Charlie here...?

                                            CUT TO:

BLACK & WHITE

EXT. STREET - NIGHT

CHARLIE and TERESA dash from a tenement doorway.  CHARLIE is
still in beard and wig but his robes are open so they give
the effect of being a bulky overcoat.

                         TERESA
                   (frantically)
            The building on the corner.  That
            one!  He's been on the roof a half
            hour now!

                         CHARLIE
            Now don't get excited.  Don't get
            excited!!

It is very late and the streets are deserted.  At the corner
of the building in question, a few of JOHNNY BOY'S friends
cling to the wall for safety.  When they see CHARLIE and
TERESA they call out.

                         FRIENDS
            Charlie, stay there...He's crazy...
            He's got a 22.

TERESA gets up against a wall.  CHARLIE sends her down the
block and she leaves reluctantly.

                         CHARLIE
            Johnny it's me, Charlie.

JOHNNY BOY can now be seen silhouetted against the moonlight
on the tenement roof.  He has a gun in his hand.

                         JOHNNY BOY
            Don't come any closer!!!

                         CHARLIE
            Cut it out stupid.  It's me.

JOHNNY BOY fires a shot into the air.  CHARLIE clings to the
wall with the others.  A moment later he makes a quick run
for the doorway of the building across the street.  He
enters the building that leads to the roof.

BLACK & WHITE

                                                           58.


EXT. TENEMENT ROOF - NIGHT

CHARLIE has reached the roof.

                         JOHNNY BOY
            Charlie...pssst.  Over here.

He laughs with glee.

                         CHARLIE
            What are you...crazy?

He slaps JOHNNY BOY on the back of the head.

                         JOHNNY BOY
            Hey...don't do that...I'm only
            scaring them.

                         CHARLIE
            Stupid bastard...you get your
            cousin half-sick over this.

The boys below are still clinging to the walls of the
building.  JOHNNY is oblivious to CHARLIE'S statement.

                         JOHNNY BOY
            Watch this.

He takes out a home made firecracker consisting of glass
cigar tubing filled with gunpowder and a waxed fuse stick
through the top layer of cork.  He lights it.

                         CHARLIE
            What the fuck...

JOHNNY BOY tosses it over the building and it blows up in
mid-air.  The boys below rush madly away.  Lights go on in
the tenements around them.  The explosion was quite loud.

                         CHARLIE
            Let's get out of here.

                         JOHNNY BOY
                   (laughing)
            Did you see them run!

BLACK & WHITE

EXT. CEMETARY - NIGHT

CHARLIE and JOHNNY BOY are sneaking over a fence in an old
cemetary which is part of their neighborhood.  It surrounds
their church and dates back to the beginning of the 19th
century.  No one is buried there any longer.

                                                           59.


It is very quiet and dark.  They sit and rest.  CHARLIE is
still in his makeup.

                         JOHNNY BOY
            I swear to God Charlie...my arm
            still hurts from the car
            accident...that's why I didn't go
            to work.  I swear it.

                         CHARLIE
                   (angry)
            That's not going to help.

                         JOHNNY BOY
            I'm going to work this week...I
            mean it.

                         CHARLIE
            It's impossible for you to catch up
            on the loan now...the interest is
            going up...$3,000...do you realize
            that, flash?

                         JOHNNY BOY
            I'm sorry Charlie...I didn't mean it.

                         CHARLIE
            Big deal...in the meantime, it's
            done...I'll still try to help you
            out...You know that...but you gotta
            show some effort...some respect...
            understand?

                         JOHNNY BOY
            Charlie, you know the best way to
            take care of this whole mess.

                         CHARLIE
            How?

                         JOHNNY BOY
                   (coaxing)
            If you had a little talk with your
            uncle...if anybody can do it, he can.

                         CHARLIE
            That'll help you out fine.  That's
            the best way for you, not for me!
            I swear to God, I'll rip you open
            if my uncle ever hears a word about
            this.  You understand?  I don't
            care what happens, he doesn't find
            out.
                         (MORE)

                                                           60.


                         CHARLIE (CONT'D)
            I don't get involved with anything,
            you understand that?  Nothing!  I'm
            clean as far as you know...right?

                         JOHNNY BOY
            Yeah, take it easy.  Will you relax.

                         CHARLIE
            That's what I get for getting
            involved.  Look, on pay-day at
            least show up at Tony's Place to
            meet him, ok?  This way he doesn't
            think that you're trying to screw
            him.  If you show good faith and
            save his face maybe we can talk and
            he'll take off the interest or make
            different payment arrangements or
            something... understand?  I'm not
            asking I'm telling you!!

                         JOHNNY BOY
            I understand.

JOHNNY BOY closes his eyes.  CHARLIE looks at JOHNNY BOY and
then looks at the cemetary in the moonlight.  It seems
totally apart from the city with the sirens and cars far in
the distance.

CHARLIE stands and unravels his robes, preparing to take
them off.  He projects the image of Christ delivering a
sermon.  Music and laughter in the distance catches his
attention.  The lights and the music are coming from the top
floor of a tenement building where a Puerto Rican family is
having a party.  The sound echoes through the streets.
Decorations are hanging and blowing away through the open
windows.  As CHARLIE watches a fight break out over one of
the girls.  Screams are heard.  People run up and down the
fire escape.

CHARLIE has pulled off the robe.  He now removes the beard
and wig and has become himself again.  He leans over to find
JOHNNY BOY fast asleep on a tomb.

                         CHARLIE
            'Could you not, then, watch one
            hour with me?'

He wakes JOHNNY BOY up.

                         CHARLIE
            'The spirit is willing but the
            flesh is weak.'

                                                           61.


They leave.

INT. OSCAR'S RESTAURANT - NIGHT

CHARLIE is sitting in the corner.  The restaurant is in the
same condition that it was the last time he was there.
While CHARLIE waits for his uncle in his semi-private
corner, a handful of old Mafiosi, invited by GIOVANNI, sit
at another table.  GIOVANNI enters with MARIO.  The old
Mafiosi are greeted first.  They rise and kiss GIOVANNI on
the cheek.  CHARLIE is very impressed at their respectful
showing.  The waitresses and everyone else in the club treat
them all like royalty.

                                            CUT TO:

OSCAR approaches the table where CHARLIE, GIOVANNI, and
MARIO are seated and greets them warmly.

                         OSCAR
            Put the menus away.  I, personally
            do the cooking tonight.

                         GIOVANNI
            Fine...that's why I'm here.

                         MARIO
            Calamari?

                         OSCAR
            Capozelle, Calamari...anything you
            want...

                         GIOVANNI
                   (pouring wine)
            Drink.

                                            DISSOLVE TO:

INT. OSCAR'S RESTAURANT - LATER IN THE MEAL

OSCAR sits.

                         OSCAR
            Giovanni...er...can I talk?

Refering to CHARLIE.

GIOVANNI nods his head yes.

                         OSCAR
            About the place, Giovanni...

                                                           62.


                         GIOVANNI
            ...I know all about it.  We'll
            discuss it later.

                         OSCAR
                   (continuing)
            Our arrangements about the place
            haven't changed, have they?  I
            mean...

                         GIOVANNI
                   (good-naturedly)
            No, no, not at all...look, we leave
            it the way it is for now, we talk
            later, understand?

                         OSCAR
                   (somewhat relieved)
            Sure, Giovanni...I understand.
            I'll bring the clams now.

                                            DISSOLVE TO:

INT. OSCAR'S RESTAURANT - DURING DINNER

CHARLIE is visible awed by GIOVANNI and MARIO'S confidence
and power.  He is behaving as if he were at a job
interview...very formally.  CHARLIE had often had dinner
with his uncle but this time the conversation is more
pointed.  Their conversation is mostly in ITALIAN WITH
ENGLISH TITLES.  They are discusssing GROPPI'S suicide.

                         CHARLIE
            I really couldn't believe it when
            you told me, you know that?

                         GIOVANNI
            Well, he was always a little
            crazy... he puts a gun in his
            mouth...
                   (he smiles)
            ...like your friend...comme si
            chiama...Henning?  Heming?

                         CHARLIE
            Hemmingway.  Killed himself.  I was
            more upset about that than about
            Groppi, that's for sure.

                         GIOVANNI
                   (laughing to MARIO)
            You know, this boy over here, once,
            long time ago, tried to enrich my
            mind...so he gives me a book by
            this Hemin fella...to read, so I
            read it.

                                                           63.


                         CHARLIE
            Wasn't a book...was a short story.

                         MARIO
            What was it?

                         CHARLIE
                   (embarrassed)
            Nothing.

                         MARIO
            No, c'mon...Y'know, I read.

                         CHARLIE
                   (muttering)
            "Francis Macomber."

                         MARIO
            Wha?

THE CONVERSATION IS NOW ENGLISH.

                         CHARLIE
                   (softly)
            "Short Happy Life of Francis
            Macomber."

                         MARIO
            Oh yeah...didn't read it but I saw
            the movie...Gregory Peck...pretty
            good.

                         GIOVANNI
            Yeh, Mario over here, he reads a lot.

IN ITALIAN.

                         GIOVANNI
            Surprised?

                         MARIO
            I like this Harold Robbins...

                         CHARLIE
                   (politely)
            Oh yes, he's pretty good.

                         GIOVANNI
            What I don't understand is why you
            have to go to college to read these
            books that you're gonna read anyway.

                                                           64.


                         CHARLIE
            It's only a couple of courses...just
            for the draft.

                         MARIO
            Charlie, couple of courses isn't
            enough to get you student deferred...
            I mean if they wanted to draft you,
            you would've been drafted by now.

CHARLIE feels that it would be better not to pursue the point.

                         GIOVANNI
            What Mario's trying to tell you,
            Charlie, is that you're wasting
            your time with those "couple of
            courses" ...you don't need them.
            There are a lot of things that can
            be taken care of...you know what I
            mean?

They all laugh.

                                            DISSOLVE TO:

They become aware of the T.V. set which is on in the rear of
the back room where they are dining.  The news is
on...politics, society, and war.

                         GIOVANNI
            These politicians...they talk nice.

CHARLIE listen attentively, but obviously has heard
GIOVANNI'S philosophy before.

                         GIOVANNI
                   (continuing)
            ...but it's the same thing, all the
            same...they're in there by having
            something on somebody...and when
            that doesn't work...they fight...Our
            life has honor...we have no show to
            put on because we do what we have
            to do.  They know where to come
            when they need us.  I realize this
            during the war...World War II...Vito
            Genovese... during WWII he worked
            with the government, taking care of
            the docks...

                         CHARLIE
            What did he do?

                                                           65.


                         GIOVANNI
            What did he do?  He was there...
            that's what he did.

                         MARIO
            In the fifties when the communists
            started in with this country and
            they tried to clean them out, we
            offered to do it for them...but
            they didn't want us to...so we kept
            out of it.

CHARLIE nods.

                         GIOVANNI
                   (to CHARLIE)
            I told this...the same thing to
            your father thirty years ago...I
            told him what to do...but he didn't
            listen.

INT. OSCAR'S RESTAURANT - COFFEE

The conversation turns to more direct topics while they have
their coffee and ainsette.

                         GIOVANNI
            You're still around with that kid
            Johnny Boy...last night with that
            gun...Don't get mixed up with them.
            This Johnny Boy, you know, he's
            named after me...
                   (sarcastic)
            nice, eh?  This Johnny Boy is like
            your mister Groppi...a little crazy.
            It's nice you should help him out
            because of his family and our
            family but watch yourself...Don't
            spoil anything.

CHARLIE nods, feeling very uneasy.

                         GIOVANNI
                   (confidentially)
            His whole family has problems...his
            cousin, the girl who lives next
            door to you...

                         CHARLIE
            Teresa.

                         GIOVANNI
            ...The one who's sick, right?  In
            the head.

                                                           66.


                         CHARLIE
            No, she's got epilepsy.

                         GIOVANNI
            Yeah.  That's what I said, sick in
            the head.

CHARLIE nods.

                         GIOVANNI
            Her mother and father come to me
            and ask advice...she wants to
            leave...get her own
            apartment...worries them sick...what
            am I gonna tell them?  Lock her up?

                         CHARLIE
            What do they expect you to say?

                         GIOVANNI
            Who knows?  It's not hard to figure
            out what she'll wind up like.  When
            the respect for parents breaks
            down, that's bad...you know I'm
            "cumpari" with them...so I take an
            interest.  You live next door, keep
            an eye open...but don't get involved.

                         CHARLIE
            All right.

                         MARIO
            Why don't you take a look around
            the place if you want?

                         CHARLIE
            Oh, that's ok...I've been in and
            out of this place fifty times.

                         GIOVANNI
            Well, maybe you missed something?

                         CHARLIE
                   (catching on)
            Oh yeah, that's a possibility.

CHARLIE heads for the kitchen.

                         CHARLIE
                   (confession)
            ...looks good...things look good,
            if I may say so myself.  Don't you
            agree?  Unless there's something
            You know that I don't know?

                                            CUT TO:

                                                           67.


INT. OSCAR'S RESTAURANT KITCHEN - NIGHT

CHARLIE is examining the kitchen closely.  A black cook is
working hard, taking a piece of meat off the grill.  He
carefully prepares a dish.

                         COOK
            Hi Charlie.

CHARLIE smiles and moves in closer to the grill.  The cook
is sweating and mopping his brow.

                         COOK
                   (continuing)
            Man, it's hot as Hell in here,
            every day like going through Hell
            in here.

CHARLIE moves in closer and the COOK continues preparing the
food.

                         CHARLIE
                   (smiling)
            Hot as hell...You're not the only
            one going through Hell kid.

                         COOK
            Maybe so...but at this pay it ain't
            worth it...that much I can tell you.

CHARLIE hasn't been listening to the COOK.  He has become
fascinated with the flames on the grill.  They remind him of
an old device from his Catholic School days.  CHARLIE brings
his hand forward and closer to the fire, testing the pain of
the "Fires of Hell."

                         CHARLIE
                   (Confession)
            'If thy hand is an occasion of sin
            to thee, cut it off.  It is better
            for thee to enter into life maimed
            than having two hands to go into
            hell, into the unquenchable fire.
            'Where their worm dies not and the
            fire is not quenched.'

CHARLIE'S hand touches the flame.  He winces.  Music in.

INT. TONY'S CAR (NEW CADILLAC CONVERTIBLE-TOP UP) - DAY

CHARLIE, JOHNNY, TONY and JIMMY are driving along in TONY'S
car.  As they talk, a derelict takes advantage of a red
light to wipe their windshield.

                                                           68.


TONY rolls up the window and rolls the car forward a bit to
force the derelict out of the way.

                         TONY
            Is it near Sullivan Street?

                         JIMMY
            No - by Bedford.

                         TONY
            Oh - you gotta show me.  I always
            get lost in the village.

                         CHARLIE
            Next time, bet with your own kind.

                         JIMMY
            The number was 235 - I bet it
            combination.

                         CHARLIE
            It'll be OK - I know those guys.
            They won't stiff you.

                         JIMMY
            I bet 235.  Because I dreamt of my
            grandfather - and when he died, the
            number of the funeral parlour was
            235 - so when I dreamt...

                         JOHNNY BOY
            Yeah, yeah - enough.

They arrive at the bar.

                         JOEY
            Hello Charlie, you canonized yet?

                         CHARLIE
            No - not yet - just blessed.

                                            CUT TO:

Boys are in mid-discussion.

                         JIMMY
            On Friday, the 25th--I placed it
            with Sally--

                         JOEY
                   (being distract)
            I never heard of it.

                                                           69.


                         CHARLIE
            Oh Joey, really...we're all friends
            here--let's cut the bullshit.

                         JOEY
                   (begins to chuckle)
            ...Well...
                   (to JIMMY)
            you got a good friend here--come to
            think of it, I do remember now.

                         JOHNNY BOY
                   (under his breath)
            Scumbag--

                         TONY
                   (nudging JOHNNY BOY)
                    (under his breath)
            Shut up.

                         JOEY
                   (making excuse)
            Well, Friday's are busy--a mistake
            can be made y'know.  Have another
            drink.

                         CHARLIE
            Whatever, just lets settle this and
            it's all forgotten.

                         JOHNNY BOY
            I don't forget nothin.

JOEY looks at JOHNNY BOY but decides to let it pass.  CHARLIE
gives JOHNNY BOY a dirty look.  Music is playing on a juke
box.  Several girls stand nearby listening to both the music
and the discussion.  JOHNNY BOY looks over at them and then
at JOEY.

                         JOHNNY BOY
            Lower the fuckin music--I can't
            hear nothin.

                         JOEY
            The girls like it loud.

                         JOHNNY BOY
            Girls?  You call those skanks girls?!

JOEY, his friends, and the girls all look up.  JOEY'S
attitude changes.

                                                           70.


                         JOEY
                   (to CHARLIE)
            What's the matter with this kid?

                         JOHNNY BOY
            I feel fine--nothing wrong with me.

                         CHARLIE
            Keep your mouth shut.

                         JOHNNY BOY
            You tell me that in front of these
            creeps?

                         JOEY
            We won't pay...

                         JIMMY
            Why?  We just said...

                         JOHNNY BOY
                   (interrupting)
            We won't pay...because this guy
                   (pointing to JIMMY)
            is a...mook.

                         JIMMY
            But I didn't say nothin.

The fellows look at each other bewildered.

                         JOEY
                   (to JIMMY)
            We don't pay mooks!

Nobody knows what a mook is.  JIMMY'S attitude now changes.

                         JIMMY
                   (angrily)
            A mook...I'm a mook...
                   (pauses)
            What's a mook?

CHARLIE can no longer control the situation as tempers rise.

                         JIMMY
            You can't call me a mook!

JIMMY swings at JOEY.  A fight breaks out.  JIMMY, CHARLIE,
TONY and JOHNNY BOY are beaten.  CHARLIE, not badly hurt
manages to calm everything down.  The police arrive to break
up the fight.  People look iin as the two cops walk into the
bar.  The boys stop fighting immediately as they see the
cops.

                                                           71.


In fact, they treat CHARLIE and the others as friends--
helping them up off the floor, dusting off the clothes, etc.
The police search everyone.  When they ask who started it--
what happened, etc. everybody including CHARLIE and the
others cover for everyone else. "It was a joke officer"
"He's my cousin" "We were just kidding," etc.

The cops nod. "Play nice now" and leave.

Everyone apologizes to each other.  They drink again.
JOHNNY BOY doesn't say a word--just stares.

                         JOEY
            We were gonna pay you Jimmy, we
            just don't like being moved in on.

                         CHARLIE
            C'mon -- I'm movin' in on you?
            Let's have another drink and forget
            about it.

They drink again.  JOEY gives JIMMY the money, JIMMY goes to
count it.

                         JOEY
            Don't count it...it's all there.

                         JOHNNY BOY
                   (sarcastic)
            Count it.

                         JOEY
            Hey, c'mon - no bullshit - friends.

JOEY extends his hand.  JIMMY and CHARLIE shake.  JOEY
extends his hand to JOHNNY.

                         JOHNNY BOY
            Don't fuckin' touch me - scumbag.

CHARLIE and the others "Oh no."

                         CHARLIE
            Shut up stupid.

He is interrupted by a flying fist.  The fight breaks out
anew.  They barely make it to the door.  JIMMY is out first,
with his cash.  They run down the street.  The west side
boys don't chase them but stand by their bar shouting after
them.

JOHNNY is laughing as he runs.  CHARLIE yells at him.

                                                           72.


                         CHARLIE
            You got some mouth!

                         JIMMY
            Johnny, you're a real jerk-off.

                         JOHNNY BOY
                   (laughing)
            What're ya hollering?  You got your
            money.

They reach the car.  TONY heads in first behind the wheel.

                         TONY
                   (about to take off)
            Fuck youse all.

The others jump in.

                         CHARLIE
            You got no honor Tony.  Charge!

The car starts off.

Garbage and garbage pails are tosses after them as the boys
take off.

INT. TONY'S PLACE

                                            CUT TO:

A LONG-HAIRED ROCK GROUP

The lead guitarist holds his guitar out like a machine gun
and strums frantically on it swinging it back and forth at
the audience and then at the rest of the group.  As he does
so, the rest of the group falls "dead" over their instruments.
The number is over and they all get up.  The place is empty
except for CHARLIE, TONY, and a few others, all of whom have
been listening to the band.  They applaude.

                                            CUT TO:

INT. TONY'S PLACE

CHARLIE is talking to the leader of the group.

                         CHARLIE
            No, really, I liked it...thought it
            was great.

                         BOY
            Thanks.

                                                           73.


                         CHARLIE
            What are your plans?

                         BOY
            Well, we're here for about two
            weeks, then whatever else comes
            along... we're still working on our
            album and...

                         CHARLIE
            Great...great...listen, I'm very
            interested in you guys because I'll
            be opening a new club myself soon...
            uptown...and maybe we can work
            something out...

                         BOY
            Sounds good.

                         CHARLIE
            Of course, 'The Season of the
            Witch' won't be ready for a while
            yet but we have to keep in touch.

                                            CUT TO:

INT. TONY'S PLACE - PHONE BOOTH

CHARLIE is calling TERESA.  The rock group is taking a break
before their evening performance and they can be heard
breaking up the session in the background.  TONY and the
others are getting the tables ready.

                         CHARLIE
            Teresa?...Yeah, Charlie.  Listen,
            I'm looking for your cousin.  Yeah,
            well today's Tuesday, payday.  I
            haven't seen him all
            day...no...well, have you got any
            idea where he is?  I know it's
            early yet but I'm just getting
            worried that's all...

                         TERESA
            Charlie...I've got to see you.  I
            want to talk...

                         CHARLIE
            Honey, I can't talk now...I've
            gotta run, bye.

                         TERESA
            But...

                                                           74.


                         CHARLIE
            I'll see you later.

He hangs up.

                                            CUT TO:

INT. TONY'S PLACE - DRESSING ROOM

CHARLIE can see the Negro stripper, DIANE, down the hall, in
her dressing room.  She is putting on her makeup.  CHARLIE
is still very attracted to her.  He enters her room.

                         CHARLIE
            Diane, how are you feeling?

                         DIANE
                   (coldly)
            Fine.

As CHARLIE continues to talk to her she undresses and begins
to get into her first costume.  CHARLIE feels slightly
uncomfortable.

                         CHARLIE
            You know Diane...I've been wanting
            to talk to you for a while
            now...er... a...
                   (she is undressing)
            aside from all that joking around
            we do out there...when you're
            on...I... a...I really...think that
            you're a terrific performer...

                         DIANE
            Fine.

                         CHARLIE
            No, I'm serious...You're really good.

                         DIANE
            I know.

                         CHARLIE
            In a little while...I'm gonna have
            the opportunity of opening my own
            place...not here...much nicer than
            this...uptown...sort of nite-club
            and restaurant and everything.

                         DIANE
            That's nice.

                                                           75.


                         CHARLIE
            I was thinking maybe you'd do very
            nicely for the place.

                         DIANE
            Stripper?

                         CHARLIE
            No...no stripping...as the hostess.

                         DIANE
            Hostess?

                         CHARLIE
            Yeah, you know...you greet the
            people...see them to their tables...
            well...it'll be different though...
            Listen...why don't we get together
            and talk after your show tonight.

                         DIANE
            Chinese food?

                         CHARLIE
            Ok.  Chinese.  We'll meet on the
            corner of 6th Avenue and Waverly
            Place after you finish.

                         DIANE
            Why not here...Ok nevermind...6th
            Avenue and Waverly.

                         CHARLIE
            Bye.

                                            CUT TO:

EXT. TONY'S PLACE - NEAR ENTRANCE

CHARLIE bumps into MICHAEL and a friend as he is leaving.

                         MICHAEL
            Be seeing you and Johnny tonight...
            here...right?

                         CHARLIE
            We'll be here.

MICHAEL is sarcastic.  He points to the parked car in front
of him.

                         MICHAEL
            I tell you, Charlie.  If that kid
            doesn't show up tonight...

                                                           76.


MICHAEL'S plan is seen on the screen as he speaks.

                         MICHAEL
            ...I'm gonna find him, drag him
            down here, tie one of his legs to
            that Ford bumper over here...

JOHNNY BOY is dragged to the car and MICHAEL'S friend ties
his leg to the car.

                         MICHAEL
            ...and his other leg to that
            Chrysler over there.

JOHNNY BOY'S other leg is tied to the Chrysler.

                         MICHAEL
            ...and bam!!!

We see a close-up of a foot slamming down on the gas pedal,
twice.  One car heads for the West Side--the other to the
East Side.  Tires screech and exhaust fumes fill the air.

All three laugh.

                         CHARLIE
            Look, Michael, I'll get him here.
            What do you want me to do, kill him?

                         MICHAEL
            Whatever.

CHARLIE leaves.

                                            CUT TO:

INT. CHARLIE'S APARTMENT

CHARLIE is on the phone trying to locate JOHNNY BOY.  TERESA
is pacing back and forth nervously in the background.
CHARLIE hangs up.

                         CHARLIE
            Are you sure he didn't say anything
            to you about tonight?

                         TERESA
            For God's Sakes...I told you
            before...nothing.
                   (she moves closer)
            Charlie, I can't stay in here too
            long at this hour...will you please
            listen to me?

                                                           77.


CHARLIE turns and smiles at her.  He kisses her because he
doesn't feel like listening.  TERESA is too preoccupied to
respond.  CHARLIE turns.

                         CHARLIE
                   (muttering)
            ...that sonofabitch.

                                            CUT TO:

EXT. NIGHT - BLACK AND WHITE

JOHNNY BOY walking through Greenwich Village looking around
as if being chased.

                                            CUT TO:

INT. CHARLIE'S APARTMENT

CHARLIE is kissing TERESA who is still very upset.

                         TERESA
            But Charlie...it's uptown and it's
            perfect.  It's big enough for two
            people...she's going to get out by
            the end of the month.  If you don't
            act right away, it'll go in no time.
            What do you think?

                                            CUT TO:

EXT. STREET - NIGHT - BLACK AND WHITE

JOHNNY BOY is making his way back to the apartment by
sneaking along the sides of the buildings in the darkened
street.

                                            CUT TO:

INT. CHARLIE'S APARTMENT

CHARLIE tries to make love to TERESA out of his nervous
energy and impatience at waiting so long for JOHNNY BOY.
TERESA is rejecting his attempts.

                                            CUT TO:

EXT. STREET - NIGHT - BLACK AND WHITE

JOHNNY BOY imagines he is being followed and dashes into the
door of a nearby building and up the stairs.

                                            CUT TO:

                                                           78.


INT. CHARLIE'S APARTMENT

CHARLIE is doubly frustrated by TERESA'S rejection of his
attempts at lovemaking because of his concern for JOHNNY BOY.
He becomes sarcastic and abrupt.

                         TERESA
            Don't you realize what that
            apartment means?

CHARLIE doesn't answer.  TERESA continues.

                         TERESA
            Do you?  For both of us.  Think...
            after a while you might even be
            able to move in yourself.

CHARLIE laughs.  TERESA is visibly shaken but CHARLIE cannot
be bothered.

                         CHARLIE
            Are you serious?  Me move in with
            you.  You crazy?

                                            CUT TO:

EXT. ROOFTOP - NIGHT - BLACK AND WHITE

JOHNNY BOY is silhouetted against the moonlight.  He makes
his way quietly over the roofs of the tenements and climbs
down CHARLIE'S fire escape.

                                            CUT TO:

INT. CHARLIE'S APARTMENT

                         CHARLIE
                   (continues)
            Teresa, get these ideas out of your
            head...I've got enough on my hands
            right now...with that bastard
            cousin of yours.  You wanna move?
            Go ahead.  By all means!  But keep
            me out of it...I've got nothing to
            do with it...you
            understand...nothing.

                                            CUT TO:

CHARLIE'S WINDOW

JOHNNY BOY is at CHARLIE's window.  Through it he can see
TERESA lying on the bed in tears and CHARLIE pacing back and
forth across the room.

                                                           79.


He is still talking loudly, JOHNNY BOY doesn't seem to pay
any attention to the fact that TERESA is in CHARLIE'S
bedroom.  He opens the window and jumps in, smiling
sarcastically.  TERESA and CHARLIE are startled.  CHARLIE
grabs JOHNNY BOY by his coat collar.

                         CHARLIE
            Where were you?  Answer me, you
            sonofabitch!  Where were you?

TERESA is frightened and rushes towards CHARLIE.  JOHNNY BOY
reacts to the scene with uncontrolled laughter.  CHARLIE is
outraged and slaps him across the face but JOHNNY continues
to laugh.  TERESA screams.

                         CHARLIE
                   (to Teresa)
            Shut up!

                         JOHNNY BOY
                   (to Teresa)
            Yeah, Teresa, shut up!  We don't
            wanna get Charlie here in trouble,
            do we?...We love Charlie.

CHARLIE flings JOHNNY BOY against a wardrobe, letting go of
his collar.

                         CHARLIE
            You had me going crazy!

TERESA is crying.  JOHNNY goes into the kitchen and CHARLIE
follows.  TERESA stays in the doorway.

                                            CUT TO:

INT. KITCHEN - CHARLIE'S APARTMENT

JOHNNY BOY takes a drink of water from the sink as he talks.
CHARLIE is calmer now; calm enough to realize that JOHNNY
has figured out his true relationship to TERESA.  He tries
to protect himself.

                         CHARLIE
            Your cousin here was getting sick,
            worrying about you.  We've been in
            here calling...

                         JOHNNY BOY
            Oh, that's too bad, Teresa...

CHARLIE is embarrassed and TERESA is afraid.

                                                           80.


                         JOHNNY BOY
                   (continues)
            Well kids...have the bans been
            announced yet?

                         CHARLIE
            Don't be smart.

                         JOHNNY BOY
            I'm not smart...I'm stupid, remember.
            I'm so stupid that you have to look
            out for me, remember?

TERESA is crying.

                         JOHNNY BOY
            Don't be upset Teresa.  You have to
            understand Charlie, here...he gives
            of himself to help others...

                         TERESA
            I'm going to go home.

                         JOHNNY BOY
            No, you stay.

                         CHARLIE
            Johnny, I swear to God, if you open
            your mouth about any of this...

                         JOHNNY BOY
                   (angry)
            Me?  I wouldn't say a word to my
            aunt and uncle...or even your
            uncle, Charlie...

TERESA makes it to the door and opens it quickly.  JOHNNY
BOY grabs her to keep her from leaving.  CHARLIE rushes
towards them and pulls JOHNNY BOY away.  By now, they are
halfway down the hall.

                         JOHNNY BOY
                   (shouting)
            Charlie...I always wondered about
            her...what happens when she comes?
            Does she get one of those fits?  Eh?
            That would be something to see...

JOHNNY BOY is interrupted by CHARLIE'S fist as it lands a
solid punch on the right side of his hand.  TERESA screams
and rushes to separate them.

                                                           81.


                         JOHNNY BOY
            You rat bastard!!  Don't hit me
            again!!

CHARLIE stops.

                         JOHNNY BOY
            I think I will fuckin go see your
            uncle right now...he'd be interested.

CHARLIE rushes JOHNNY BOY towards the stairs.  They bump
into TERESA, slamming her against the wall.

                         CHARLIE
            Go ahead!  Go on!  And we'll see
            what happens to you without me.

TERESA is terrified that JOHNNY BOY will really go to
CHARLIE'S uncle.

                         TERESA
            No...no...don't.

TERESA falls, hitting the stairs with a thud.  She lies
there moaning and tossing her head.  CHARLIE and JOHNNY BOY
go to help her.

                         CHARLIE
            What do I do?  You know anything
            about this?

JOHNNY BOY steps over TERESA to go down the stairs.  He turns.

                         JOHNNY BOY
            I don't know...she's your girl...I
            gotta go.

CHARLIE is furious.  JOHNNY BOY points to TERESA who is
getting worse.

                         JOHNNY BOY
            Hate to miss the floor show, though.

CHARLIE lunges out at JOHNNY BOY shoving him halfway down
the stairs.  He has gotten hold of his coat so that JOHNNY
BOY can't leave.  Neighbors from downstairs open their doors
and come up the stairs.  CHARLIE, in complete panic, tries
to put something into TERESA'S mouth while holding JOHNNY
BOY at the same time.  He shoves his hand into her mouth
trying to pry it open but she bites into it.  CHARLIE
screams as the blood streams out.  He lets go of JOHNNY BOY.

                                                           82.


The neighbors take over.  One woman appears to know how to
administer aid to TERESA.

                                            CUT TO:

INT. CHARLIE'S BUILDING - STAIRS

JOHNNY BOY is halfway down the stairs by now.  The neighbor
takes care of TERESA.  While CHARLIE dashes down the stairs,
CHARLIE grabs JOHNNY in the ground floor hallway.

EXT. STREET - NIGHT - BLACK AND WHITE

In the deserted factory section of Manhattan, JOHNNY BOY and
CHARLIE stand next to a corregated metal garage door.
CHARLIE smashes JOHNNY BOY against the door sending
resounding echoes into the street.

                         CHARLIE
            You crazy bastard!  What are you
            trying to do, ruin me?

JOHNNY BOY is not fighting back anymore.  He is on the verge
of tears.  CHARLIE smashes him against the door again--again
the crashing sound reverberates in the empty street.

                         CHARLIE
            You...

Again, JOHNNY BOY is thrown up against the door.

                         CHARLIE
            You threaten me with my uncle?
            After what I'm doing for you?

                         JOHNNY BOY
            What you're doing for me isn't
            worth it...believe me!

CHARLIE slaps JOHNNY BOY and pushes him against the door
again.

                         CHARLIE
            Then don't show up tonight and see
            what happens.

CHARLIE stops.  He digs his hands into JOHNNY'S pockets but
he can't find anything.

                         CHARLIE
            How much have you got for Michael
            tonight?

                                                           83.


                         JOHNNY BOY
            I only got eight bucks on me.

CHARLIE stares at JOHNNY BOY for a moment then puts his hand
into his own pocket and pulls out three ten dollar bills and
three ones.

                         CHARLIE
            Here, take twenty bucks.  With your
            eight that makes twenty-eight bucks
            you give Michael.  I keep the
            thirteen for the weekend.  Maybe
            we'll eat some Chinese food later.

JOHNNY BOY doesn't take it.  CHARLIE forces it into his hand.

                         CHARLIE
            Take it.  I'm doing it for you,
            stupid!

                         JOHNNY BOY
            No you're not...

CHARLIE, calmer now, is feeling ashamed.

                         CHARLIE
            Oh, cut it out, will ya?

                         JOHNNY BOY
            Charlie, twenty-eight bucks is
            nothing.  The only way to do it is
            through your uncle...think about it
            will you?

                         CHARLIE
            NO!!!  What do you think I am,
            crazy???

                         JOHNNY BOY
            No, I just want to help myself,
            that's all.

                         CHARLIE
            Come on.

He tugs JOHNNY BOY along.

                                            CUT TO:

INT. TONY'S PLACE - BAR

                         TONY
            You're over an hour late.  Michael
            said he'll be back later, though...

                                                           84.


CHARLIE takes a drink.  JOHNNY BOY sits at the bar.  The
place is beginning to empty and the show is over.  CHARLIE
takes TONY aside.

                         CHARLIE
            Watch this kid for me.  I have to
            go someplace but I'll be back soon
            to get Michael and him together.
            Don't even let him go to the
            bathroom.

He turns to JOHNNY BOY.

                         CHARLIE
            Don't you move!!!

                         JOHNNY BOY
                   (sulking)
            I'll be here.  Don't worry.

JOHNNY orders a drink.

                                            CUT TO:

INT. CAB - NIGHT - BLACK AND WHITE

CHARLIE gets into the cab.

                         CHARLIE
            6th Avenue and Waverly Place, fast
            please.

The cab takes off.  They soon arrive at their destination.

                         CAB DRIVER
            Where do you want me to stop?

CHARLIE leans back into the seat and peeks out the window.

                         CHARLIE
            No...don't stop...just pass real
            slow, OK?

CHARLIE looks out the window and sees DIANE, the negro
stripper.  She is standing on the corner waiting for him.
CHARLIE nods his head for the driver to stop.

                         CHARLIE
            Stop here.
                   (he hesitates)
            No...what am I...crazy???  Take me
            back to where you picked me up.

                                                           85.


                         CAB DRIVER
                   (sighing)
            Ok.

The car drives away, passing DIANE who is on the corner.

                                            CUT TO:

INT. TONY'S PLACE

CHARLIE is back inside the club.

                         JOHNNY BOY
            Back so soon.

                         CHARLIE
            Mind your own business.

TONY sets up drinks for them and pours them into shot glasses.

CHARLIE strikes a match and lights each glass... little blue
flames dance along the rims of the glasses.

                         TERESA
            Hey, cut it out.  Will ya?

He blows out the flames.  CHARLIE moves to the other and of
the room with his drink.

                         CHARLIE
                   (confession)
            You can see things aren't going too
            well for me at the moment.  My
            willpower and powers of persuasion
            are not what they usually are today.
            My ability to control events and
            situations are wanting.  I know.  I
            know...what can I say...I offer
            this as part of my penance.

A young couple, two of the few people left in the place, are
having a hushed quarrel at the end of the bar.  The boy
leaves for the men's room.

                         CHARLIE
                   (to Tony)
            Who's the girl?

                         TONY
            Jewish...

                         CHARLIE
            How do you know?

                                                           86.


                         TONY
            Look at her.

                         CHARLIE
            She don't look Jewish.

                         TONY
            Sure she is.  She's always in here
            with some different guy.  You know
            the way they are.

CHARLIE approaches the girl.

                         CHARLIE
            I love you.

The girl looks at him, first embarrassed, then annoyed.

                         CHARLIE
                   (smiling)
            Ever since that first day I saw you
            at the convent with the nuns,
            playing volleyball, I couldn't help
            myself.

                         GIRL
            You Italian?

                         CHARLIE
            Yeah why?

                         GIRL
            You don't look it.

The girl laughs.  Her boyfriend comes out of the men's room.
He has her coat in his hand.

                         GIRL
                   (to the Boy)
            Fuck off.

                         BOY
                   (stunned)
            What do you mean?
                   (he looks at CHARLIE)
            ...let's go.

                         GIRL
            You go...I'm staying.

                         BOY
            Let's go!

                                                           87.


CHARLIE reaches over and grabs the GIRL'S arm tightly.  She
looks up, startled, and the boy appears to be frightened.

                         CHARLIE
            It's obvious that the girl doesn't
            want to accompany you, isn't it?

                         BOY
            Look fella...this is private...

                         CHARLIE
            Nothing's private...

The GIRL is really scared now.

                         GIRL
            I'd like to leave.

CHARLIE won't let go of her arm.  She tries to pull away but
his grip tightens.

                         CHARLIE
            Whether she wants to or not...she's
            not going.

                         BOY
            Let go of her.

The GIRL is in tears.

                         GIRL
            Stop it...you're hurting me.

                         CHARLIE
            Take her away from me...I mean
            physically take her away from me.

He is holding her so tightly that she is doubling over in
pain.  The BOY, although he is scared, lunges at CHARLIE.
There is a brief scuffle which TONY breaks up.

                                            CUT TO:

EXT. TONY'S PLACE - BACK ALLEY - BLACK AND WHITE - NIGHT

JOHNNY BOY is lifting the lid of a garbage pail.  He takes
out a brown paper bag and opens it.  He takes a small .22
pistol from it and puts it inside his jacket, then replaces
the bag in the garbage pail.

                                            CUT TO:

                                                           88.


INT. TONY'S PLACE - BAR AREA

MICHAEL has entered the club.  The BOY and GIRL are gone.
TONY is with CHARLIE and JOHNNY BOY, whose return went
unnoticed.

                         MICHAEL
            What's it gonna be?  I was here
            tonight...you kept me waiting for
            over an hour.

MICHAEL has two friends with him.

                         JOHNNY BOY
            Hello, Michael.  I've got something
            for you...not much...but...

                         CHARLIE
            He has about twenty-eight bucks...
            it's all he has on him.

                         MICHAEL
            Better than nothing.

JOHNNY BOY takes out a ten dollar bill and hands it to him.

                         MICHAEL
            Where's the rest?

                         CHARLIE
            Yeah, where's the rest?

                         JOHNNY BOY
            I bought a few rounds of drinks
            while waiting.

CHARLIE is stunned.

                         MICHAEL
                   (angry)
            Twenty-eight bucks is enough of an
            insult...I was gonna take the
            twenty-eight bucks because of
            Charlie here...but ten bucks!

MICHAEL takes the ten dollars, crumples it and flings it
into JOHNNY BOY'S face.  JOHNNY BOY picks it up and slowly
smooths it out.  He sets it on fire as he talks.

                                                           89.


                         JOHNNY BOY
            You make me laugh, Michael...you
            know that?  I've borrowed money all
            over the neighborhood and never
            paid it back...so I couldn't borrow
            anymore from them...so who's the
            only jerk off left that I can
            borrow from without paying
            back...YOU.  Because that's what I
            think of you...Jerk off.  I fuck
            you where you breathe!

MICHAEL lashes out at JOHNNY BOY with the back of his hand.
JOHNNY BOY tosses the flaming bill at MICHAEL and quickly
pulls out his .22 pistol.  Everyone is shocked.

                         CHARLIE
                   (muttering)
            You're really crazy.

                         MICHAEL
            You're not going to use that gun,
            Johnny.

JOHNNY BOY doesn't answer but holds the gun straight at
MICHAEL'S face.  MICHAEL turns to go, defying JOHNNY BOY.
His friends follow.  When he reaches the doorway, he turns.

                         MICHAEL
            You don't have the guts to use
            that...be seeing you Charlie, Tony,
            and of course you John...be seeing
            you.

They leave.

JOHNNY BOY is still frozen with the gun in his hand, pointing
it at mid-air.  CHARLIE slams JOHNNY BOY across the face
with his fist.  TONY takes the gun from his hand.

                         CHARLIE
            You stupid bastard!  Never pull a
            gun unless you intend to use it.

He hits JOHNNY BOY again.

                         TONY
                   (holding gun)
            ...No bullets in it.

CHARLIE hits JOHNNY BOY again.

                                                           90.


                         TONY
            Get out of here before this really
            goes up.

                         CHARLIE
            Hide the gun.  Throw it away.
            Anything.  Listen, I gotta borrow
            your car...I think we should take a
            ride...away from here for the
            night...you know what I mean?

                         TONY
                   (reluctantly)
            Ok...but go to a movie first or
            something...not good to be driving
            around right away.  You know you
            can't do much for him now...it's
            out of your hands.

                                            CUT TO:

SCENE FROM "TOMB OF LIGEIA"

A young girl is in her room with her maid.  The maid is
helping her dress.  Eerie music creates a frightening
atmosphere.  CHARLIE and JOHNNY BOY watch nervously affected
by the film's mood.  The theatre is a 42nd street one with
lots of sleeping drunks.

Suddenly, the maid's face begins to contort as if she's
seeing something horrible.  The audience is on edge.  The
young girl sees the maid and shouts "What is it?" - but the
maid only sneezes.

                                            CUT TO:

EXT. NIGHT - TONY'S CONVERTIBLE - BLACK AND WHITE

CHARLIE is driving.  JOHNNY BOY is beside him in the front
seat.  The top od the car is down and CHARLIE is driving
with no particular destination in mind.

                         JOHNNY BOY
            I think we should see your uncle.

                         CHARLIE
            No.

                         JOHNNY BOY
            This can't be settled any other way
            now...I'll take full blame.

                         CHARLIE
            Forget it.

                                                           91.


                         JOHNNY BOY
            What are you going to do?  Hide me?

                         CHARLIE
            Good idea.

JOHNNY BOY turns away and tunes in the radio to a loud rock
song.

                         CHARLIE
                   (confession)
            I guess you could safely say that
            this evening has been so far very
            unimpressive as far as my efforts
            are concerned...more unproductive.
            Now, I'd like to know what you do,
            for an encore, Lord?  I know
            penance is penance but this is
            something else.

JOHNNY BOY opens his eyes.

                         JOHNNY BOY
            What are you talking to yourself???

He turns up the radio.

                         CHARLIE
                   (sarcastic)
            Go ahead!  Play the radio...play
            music...you're going to a party...
            louder!  Go ahead.  Louder.  A
            party.  Lots of fun.

A black sedan has been driving along parallel to CHARLIE'S
car, unnoticed by CHARLIE.  Otherwise the street is deserted.
The car begins to drive CHARLIE off the road.

                         CHARLIE
            Hey, what is this guy, crazy?

                                            CUT TO:

EXT. NIGHT - BLACK AND WHITE

BLACK SEDAN - MICHAEL AND ANOTHER BOY.

                         VOICE
            Now, now's the time!

CHARLIE turns his head to look.  JOHNNY BOY looks up.  They
fire the gun.

                                            CUT TO:

                                                           92.


FULL COLOR SHOTS

A barage of bullets (5 gunshots) hit CHARLIE'S car.  CHARLIE
is hit in the hand.  JOHNNY BOY has been hit in the throat.
He stands up and leans over the windshield of the car,
spewing blood onto it and into the wind.  He is screaming.
The black sedan turns onto another street.

                                            CUT TO:

TONY'S CONVERTIBLE

CHARLIE is so shocked that the car is completely out of
control.  It goes screeching along the street, swerves, and
slams into a fire hydrant, breaking it off and causing water
to shoot out onto the sidewalk, car and street.  CHARLIE has
been thrown from the car.  He kneels in the street holding
his wrist.  He is on the yellow letters "FIRE LANE." JOHNNY
BOY lies against the side of a building--still.  CHARLIE
goes to the curb and sits there holding his bleeding hand.
The police arrive with their guns drawn.

                                            CUT TO:

EXT. NEIGHBORHOOD STREET

Back in the neighborhood, the religious fiesta is ending.
The singers on the bandstand are singing the last song of
the evening, "Vincino Amare." A crowd of elderly Italian-
Americans stand below the bandstand and listen.  There are
four singers, their voices projected through a PA system.

                                            MUSIC:

CONTINUES THROUGH ALL CUTS.

                                            CUT TO:

TERESA'S ROOM

TERESA is in bed, asleep.  The music can be heard echoing in
the background.

                                            CUT TO:

EXT. STREET CORNER

CHARLIE is still sitting on the curb holding his injured
wrist.  The ambulance and the police are going about their
business.  A crowd has gathered.

                                            CUT TO:

GIOVANNI'S LIVING ROOM

                                                           93.


GIOVANNI is watching the Late Late Show on T.V. (Car
explosion scene from "The Big Heat").  Aside from the light
of the screen, the room is darkened.

                                            CUT TO:

ALL NIGHT VILLAGE LUNCHEONETTE

DIANE is alone, sipping coffee.

                                            CUT TO:

EXT. STREET CORNER

The police are standing around CHARLIE with open notebooks,
questioning him.  He doesn't answer.  JOHNNY BOY'S body is
being taken into the ambulance.

                                            CUT TO:

TONY'S PLACE - MEN'S ROOM

TONY is relieving himself.  He washes his hands.

                                            CUT TO:

NEIGHBORHOOD STREET

The last song of the festival is ending now.  As the singers
come to a stirring climax they wave and shout in Italian.

                         SINGERS
            Good night...Good night...thank
            you...good night!

The band plays a few bars of "Home Sweet Home." The singers
throw kisses to the dispursing crowd.  People who have been
watching the festival pull down the blinds of shades and go
in.

                                            CUT TO:

MICHAEL'S CAR - PARKED

MICHAEL'S car is parked in a deserted area on the docks.  He
has his head in his hands.  The BOY with him says nothing.

                                            CUT TO:

STREET CORNER

CHARLIE is still in shock, sitting on the curb.

The police are still walking around in a businesslike manner.

                                                           94.


CHARLIE stares down at his feet.  The wrecked car is being
pulled away.

CHARLIE is being put into an ambulance.  He is muttering to
himself and seems shocked and bewildered.

                                            CUT TO:

INT. POLICE STATION - DAY

Early morning.  A door in the far corner of the room opens.
CHARLIE is motioned through by a cop, who shuts the door
immediately behind him.  There is an unnaturally loud
clanging sound that echoes in the room.  CHARLIE looks
around, still a little dazed, and spots MARIO standing over
by the door.  MARIO has made no move to greet him.  He just
stands there watching.  CHARLIE walks over to him, sensing
something a little ominous.

                         CHARLIE
            My uncle didn't come?

MARIO says nothing, just nods at him to step outside.
CHARLIE goes out into the street.  MARIO follows.

                                            CUT TO:

EXT. STREET - DAY

There is practically no one on the street.  The early
morning light makes everything a clammy grey.  CHARLIE waits
at the bottom of the steps.

                         MARIO
                   (pauses for a moment)
            Giovanni says now he done enough.
            He got you outta jail.  Now...
                   (reaching in pocket)
            he wants you outta the way.

MARIO hands CHARLIE an envelope containing an airline ticket.

                         MARIO
            He says use it.  Don't sell it.  He
            says he'll see you.  Someday.  Maybe.

CHARLIE stares at the ticket in his hand.  MARIO is obviously
uncomfortable.

                         MARIO
                   (abruptly)
            Things worked out rotten kid.  Sorry.

                                            CUT TO:

                                                           95.


INT. CAR - DAY

TONY'S car.  He is driving CHARLIE to the airport.  A
suitcase can be seen in the back seat.

                         TONY
            Where to?

                         CHARLIE
                   (preoccupied)
            Kennedy.

                         TONY
                   (trying to be jolly)
            I know, I know, stupid.  I mean
            where you goin'?

                         CHARLIE
            It's an open ticket.  I can go
            anywhere up to $350.

                         TONY
            So?

                         CHARLIE
                   (edgy)
            So I'll send you a postcard from
            wherever.  If I get there.

                         TONY
            Nervous?

                         CHARLIE
            Yeah.

                         TONY
            You flew before?

                         CHARLIE
            No.

                                            CUT TO:

CHARLIE'S face - slightly upset.

CHARLIE snapping seat belt in car.

                                            CUT TO:

STOCK SHOT: airplane exploding BLACK AND WHITE (FANTASY)

                                            CUT BACK TO:

CHARLIE in car - more upset.

                                                           96.


                         CHARLIE
                   (irritated)
            Hey, come on...

                         TONY
            Take it easy.  I only asked because
            maybe I could, you know, let you
            have a little something.

                         CHARLIE
            Yeah, well thanks, but I got enough
            to hold me.  My mother can send me
            some.  I don't know.

                         TONY
            How about Teresa?  I could talk...

                         CHARLIE
                   (trying not to be impatient)
            Listen, I appreciate it, but I'll
            handle it myself.  I'll write.

                         TONY
            And say what?

                         CHARLIE
            I'll say that I'm travelling.

                                            CUT TO:

EXT. AIRPORT - DAY

The TWA terminal at Kennedy.  TONY'S car pulls up to the
curb, CHARLIE gets out, waves away help from an idle porter,
and pulls his suitcases out of the back seat.  TONY leans
across the seat toward him.

                         TONY
            Listen, try a place with some sun.
            Swimming pools.  Palm trees.  Girls
            in little French bathing suits.

                         CHARLIE
                   (smiles)
            Thanks for the ride.

CHARLIE breaks away from the handshake and grabs TONY
affectionately behind the neck.

                         CHARLIE
            Take care of that tiger.

                                                           97.


                         TONY
                   (correcting him)
            Panther...

                         CHARLIE
            Panther!  Same thing...

                         TONY
            Hey...no more good times like
            before.  Until you come back.

                         CHARLIE
            Sure.  And you're gonna take the
            vows next Tuesday, right.

                         TONY
                   (laughs)
            Yeah, I'm gonna worry about you, too.

TONY gives CHARLIE'S hand a last slap, then gets back behind
the wheel.

                         TONY
            See you.

CHARLIE nods and watches the car pull away.  Then he picks
up his bag from the sidewalk and walks into the terminal.

                                            CUT TO:

INT. TERMINAL - DAY

The place is huge and there is a lot of bustle and excitement.
CHARLIE is noticeable because he is the only member of the
crowd who walks slowly, without any apparent mission or
destination.  He makes his way toward the large flight board
that looms over the whole room.  Loudspeakers announce
planes to and from every part of the world.  On the flight
board, the origins and destinations of the days flight spin
and change every moment.  He passes the insurance machines
and almost stops - more upset than before.  A businessman
calmly pays for insurance.  (Muzak is heard)  CHARLIE
continues on past a novelty shop where some plastic crosses
and St. Christopher medals hang alongside the stuffed toy
dogs and flight bags.  He looks at the cross.

                         CHARLIE
            I don't know what to say to you...

The ticket desk is under the flight board. CHARLIE eventually
works his way over to the desk, drops his bag on the floor
and stands staring at the board.  He sees the names of
dozens of cities flashing before him.  As he watches, a
pretty ticket clerk speaks to him from behind the desk.

                                                           98.


                         CLERK
            May I help you?

CHARLIE stares at the flight board in dismay and indecision.
He apparently does not hear her.

                         CLERK
            Sir, may I help you?

CHARLIE hears her this time.  He reaches into his jacket
pocket and pulls out the ticket which he passes across to
her.  The clerk starts to open it to check the destination.

                         CHARLIE
                   (questioning, challenging)
            Where can I go?

The question is unusual.  The clerk looks up.  CHARLIE stare
back at her with a quality that is almost defiance.

                                            CUT TO:

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