Friday, March 30, 2007

GOOD FELLAS

GOOD FELLAS

by Nicholas Pileggi
and
Martin Scorcese

Based on the book Wiseguys
by
Nicholas Pileggi

















Shooting Draft
January 3, 1989
Revised 1/12/89






FADE IN:

JUNE 11, 1970S QUEENS, NEW YORK. THE SUITE - NIGHT

A smoky, overdecorated cocktail lounge and nightclub on
Queens Boulevard. Sergio Franchi is in full voice on the
jukebox. It is after midnight. It has bean a long night..
Balloons and empty glasses litter the place. BILLY BATTS,
a 50-year-old hood in an out-of-date suit, court at the
bar. WE SEE a younger, more sharply-dressed HOOD walk in
with a BEEHIVE GIRLFRIEND and hug BATTS.

HOOD
Billy. You look beautiful. Welcome
home.

BAITS
(laughing and turning
to the bartender)
What are you having? Give 'em what
they're drinking.

WE SEE FOUR OTHER MEN, including HENRY HILL and JIMMY BURKE,
standing near BILLY BATTS at the bar, raise their glasses
in salute. TOMMY DESIMONE and ANOTHER BEEHIVE BLONDE enter.
BILLY BATTS looks up and sees TOMMY.

BILLY
Hey, look at him. Tommy. You grew
up.

TOMMY
(preening a little)
Billy, how are you?

BILLY
(smiling broadly at
Tommy and the girl)
Son of a bitch. Get over here.

TOMMY walks over and BILLY, too aggressively, grabs TOMMY
around the neck. TOMMY doesn't like it.

TOMMY
(forcing a laugh)
Hey, Billy. Watch the suit.

BILLY
(squeezing Tommy's
cheek, a little
too hard)
Listen to him. "Watch the suit,"
he says. A little pisser I've
known all my life. Hey, Tommy,
don't go get too big.

TOMMY
Don't go busting my balls. Okay?

BILLY
(laughing, to the
crowd at the bar)
Busting his balls?
(to Tommy)
If I was busting your balls, I'd
send you home for your shine box.

TOMMY'S smile turns to a glare as he realizes BILLY is
making fun of him. The Men at the bar are roaring with
laughter. His GIRL is looking glumly at her shoes.

BILLY
(to the hoods at
the bar)
You remember Tommy's shines? The
kid was great. He made mirrors.

TOMMY
(almost a threat)
No more shines, Billy.

BILLY
Come ooonnn. Tommeeee. We're only
kidding. You can't take a joke?
Come ooonn.

WE SEE that TOMMY is still angry, but begins to relax with
BILLY'S apparent apology, but as soon as BILLY sees that
TOMMY is beginning to relax, he contemptuously turns his
back on TOMMY.

BILLY
(facing the bar)
Now get the hell home and get your
shine box.

HENRY quickly steps in front of TOMMY who is about to
explode. BATTS is facing the bar and does not see just how
furious TOMMY has become.

HENRY
(gently wrestling
Tommy away from
the bar)
Come on, relax. He's drunk. He's
been locked up for six years.

TOMMY
I don't give a shit. That guy's
got no right.

HENRY
Tommy. He. doesn't mean anything.
Forget about it.

TOMMY
(trying to wrestle
past Henry)
He's insulting me. Rat bastard.
He's never been any fuckin' good.

HENRY
Tommy. Come on. Relax.

TOMMY
(to Henry)
Keep him here. I'm going for a
bag.

TOMMY roughly grabs his GIRL'S arm and storms out.

HENRY
(rejoining Jimmy
and Billy Batts at
the bar)
Batts. I'm sorry. Tommy gets
loaded. He doesn't mean any
disrespect.

BATTS
He's got a hot head.

WE SEE the LAST TWO GUESTS get up to leave. HENRY puts
another dollar in the jukebox and moves back behind the
bar and starts to total the register receipts.

CUT TO:

From HENRY'S POV behind the bar, WE SEE the GUESTS leave
and suddenly WE SEE TOMMY in the doorway. HENRY walks around
the bar and approaches TOMMY.

WE SEE JIMMY and BATTS are still seated at bar with their
backs to the door.

BATTS
They're fucking mutts.

WE SEE JIMMY nod.

BUTTS
I seen them. They walk around
like big shots and they don't know
shit.

JIMMY
A guy gets half a load on. He
mouths off.

BATTS
When I was a kid, I swear on my
mother, you mouth off, you got
your fucking legs broke.

CUT TO:

HENRY

Approaching TOMMY who is carrying a large folded package
under one arm.

TOMMY, followed by HENRY, walks over to the bar where JIMMY
and BILLY BATTS are talking. TOMMY drops the package on
the floor.

BILLY BATTS looks up.

JIMMY turns around and sees that TOMMY has a gun in his
hand.

JIMMY immediately grabs BATTS's arms and WE SEE TOMMY smash
the gun into the side of BATTS's head. WE SEE TOMMY hit
BATTS again and again as JIMMY continues to hold BATTS's
arms.

JIMMY
(to Henry, while
pinning Batts's
arms)
Quick! Lock the door.

WE SEE TOMMY club BATTS to the ground with JIMMY holding
BATTS's arms.

CUT TO:

HENRY locking the door.

CUT TO:

BATTS'S INERT FORM -

on the floor.

WE SEE TOMMY unfold the package he had dropped near the
bar.

It is a plastic, flower-printed mattress cover.

TOMMY and JIMMY start putting BAITS's legs into the mattress
cover.

HENRY is standing over them as JIMMY and TOMMY struggle to
fit BAITS' s body into the mattress cover.

HENRY
What are we going to do with him?
We can't dump him in the street.

JIMMY
(to Henry)
Bring the car round back. I know a
place Upstate they'll never find
him.

TOMMY is looking brightly at HENRY, as he and JIMMY finally
zip BATTS in the mattress cover.

TOMMY
I didn't want to get blood on your
floor.

EXT. REAR DRIVEWAY - THE SUITE - NIGHT

Darkness. The open trunk of HENRY 's car. The mattress
cover is being shoved into the trunk by the THREE MEN. It
is heavy work.

HENRY
Batts's made. His whole crew is
going to be looking for him. This
is fucking bad.

TOMMY
There's a shovel at my mother's.

INT. TOMMY'S MOTHER'S HOUSE - KITCHEN - NIGHT

Darkness in the kitchen. We hear noise of doors opening
and tools being banged around in the dark.

TOMMY
SSHHH. You'll wake 'er up.

Suddenly the light in the entryway goes on, and WE SEE
TOMMY'S MOTHER, in housecoat, beaming at her SON and his
FRIENDS.

CUT TO:

where TOMMY'S MOTHER' hovers over the seated TOMMY, HENRY
and JIMMY. The table is filled with plates and coffee cops
and the debris of dirty dishes.

MOTHER
(to all)
Have some more. Yon hardly touched
anything. Did Tommy tell you about
my painting? Look.

WE SEE her reach next to the refrigerator and pull up a
couple of oil paintings she props on the edge of the table.

MOTHER (CONTD)
(proudly)
They want me to do a portrait next.
I'm gonna do the Moan Lisa.

CUT TO:

WINDOW

where WE SEE HENRY 's car with the body in the trunk, still
parked at the curb.

INT. HENRY'S CAR - NIGHT

Finally on their way, HENRY is driving. JIMMY, in the
passenger's seat, and TOMMY, in the rear seat, embracing
the shovel, are dozing off. The sleepy humming of the wheels
is suddenly interrupted by a thumping sound. At first,
HENRY thinks he has a flat, but the thumping is too
irregular. JIMMY awakens. His eyes are on HENRY. TOMMY
leans forward from the rear seat. Silence. Thump Silence.

EXT. MERRITT PARKWAY - NIGHT

Car pulls off the road onto the grass. HENRY, JIMMY and
TOMMY, still holding the shovel, get out of the car.

TOMMY
Jesus Christ! Miserable bastard!

HENRY opens the trunk and steps back. In the trunk light
WE SEE the mattress cover squirming around. We hear muffled
groans.

TOMMY
(raising the shovel)
Can you believe this no-good fuck?
The prick! He's still alive.

TOMMY suddenly smashes the shovel into the moving, bloody
mattress cover. He smashes it again and again and again.
Cursing BATTS with every swing.

TOMMY
Rat bastard.
(he swings shovel)
No-good, low-life fuck.

TOMMY swings shovel again and again.

Soon the mattress cover stops squirming and TOMMY stops
swinging the shovel. He is exhausted. TOMMY and JIMMY get
back in the car. HENRY is facing the open trunk.

TILT UP and FREEZE ON HENRY'S face slamming the trunk shut.

HENRY (V.O.)
As far back as I can remember, I
always wanted to be a gangster.

MAIN TITLE:

GOOD FELLAS

UNFREEZE and

DISSOLVE TO:

HENRY - AS A CHILD

looking out his bedroom window.

TITLE - EAST NEW YORK: BROOKLYN. 1955.

HENRY (V.O.)
To me, being a gangster was better
than being President of the United
States.

EXT. CABSTAND - NIGHT

HENRY'S POV - A GRIMY ONE-STORY CABSTAND

with faded "Pitkin Avenue Cabs" sign above the door. Its
after midnight. WE SEE A HALF-DOZEN, immaculately-dressed

HOODS wearing diamond pinky rings and silk shirts, lounging
around the cabstand talking and sipping coffee.

HENRY (V.O.)
Even before I first wandered into
the cabstand for an after-school
job, I knew I wanted to be a part
of them. It was there I belonged.

HENRY'S POV

WE SEE a Cadillac pull up to the cabstand. WEE SEE the
car rise slightly when TWO huge, dapper HOODS get out.

On HOOD #1 WE SEE large diamond pinky ring on a sausage-
thick finger.

On HOOD #2 WE SEE a broken-nosed hood's tie hanging loosely
across his monogrammed shirt like a silk bandolier.

HENRY (V.O.)
To me it meant being somebody in a
neighborhood full of nobodies.

On the sidewalk WE SEE the TWO HOODS who just got out of
the car hug and playfully shove TUDDY VARIO, the sloppily-
dressed, solidly-built HOOD who runs the cabstand.

HENRY (V.O.)
They weren't like anyone else.
They did whatever they wanted.
They'd double-park in front of the
hydrant and nobody ever gave them
a ticket. In the summer when they
played cards all night, nobody
ever called the cops.

WE SEE TODDY laughingly try to push them away.

HENRY (V.O.)
Tuddy Vario ran the cabstand and a
pizzeria and a few other places
for his brother, Paul, who was the
boss over everybody in the
neighborhood.

WE SEE a laughing HOOD #1 slyly slip behind TUDDY and grab
him around the neck, while HOOD #2 starts feigning punches
to TODDY's ample midsection.

Suddenly TODDY VARIO and HOODS see that PAUL VARIO, the
boss, is standing in the cabstand's doorway. VARIO is

A large man, standing six-feet tall and weighing over 240
pounds. He appears even larger.

HENRY (V.O.)
Paulie might have moved slow, but
it was only because he didn't have
to move for anybody.

TODDY and HOODS immediately stop horsing around.

TITLES CONTINUE.

CHILD'S BEDROOM - MORNING

CARMELLA HILL, HENRY'S mother, shoves his books under his
arm and pushes him into the hallway. WE SEE. HENRY'S TWO
BROTHERS putting on their jackets and picking up their
books and almost tripping over another brother's, MICHAEL,
wheelchair. WE CATCH A GLIMPSE OF TWO SISTERS eating
breakfast.

WE SEE HENRY'S construction worker FATHER sipping coffee
in kitchen before going to work.

HENRY (V.O.)
At first, my parents loved that I
found a job across the street. My
father, who was Irish, was sent to
work at the age of eleven, and he
liked that I got myself a job. He
always said American kids were
spoiled lazy.

CARMELLA
(to the brood)
Come on. Come on. You'll all be
late.

HENRY (V.O.)
And my mother was happy after she
found out that the Varios came
from the same part of Sicily as
she did. To my mother, it was the
answer to her prayers.

WE SEE HENRY'S MOTHER shove him out the door with his school
books.

EXT. STREET SIDE OF DOOR - DAY

CARMELLA, in doorway, watches HENRY go down the block toward
school. When HENRY turns the corner, along with

OTHER school-bound' YOUNGSTERS, WE SEE he suddenly stops.
The OTHER SCHOOLCHILDREN keep walking. HENRY carefully
sticks his head around the corner. His MOTHER is no longer
there.

WE SEE HENRY race across the street toward the cabstand.

HENRY (V.O.)
I was the luckiest kid in the world.

EXT. CABSTAND - DAY

WE SEE HENRY leap into the air to catch a set of car keys.

HENRY (V.O.)
I could go anywhere.

EXT. CABSTAND PARKING LOT - DAY

WE SEE HENRY, who can hardly see over the dashboard,
jockeying a MOBSTER'S Caddy around the cabstand parking
lot. WE SEE OTHER KIDS, HENRY'S age, watching HENRY, in
awe, from behind a fence.

HENRY (V.O.)
I could do anything.

INT. CABSTAND BACKROOM - DAY

WE SEE HENRY watching TWO UNIFORMED COPS laughing with
TODDY and SOME HOODS while stuffing whisky bottles under
their tunics.

HENRY
I knew everybody and everybody
knew me.

EXT. SIDEWALK OUTSIDE CABSTAND - DAY

WE SEE HENRY trying to sip hot espresso coffee just like
the BIG GUYS, except WE SEE HENRY grimace because the coffee
is too hot and far too bitter.

HENRY (V.O.)
But it wasn't too long before my
parents changed their minds. For
them, the cabstand was supposed to
be a part-tie job, but for me,
it was full-time.

CUT TO:

INT. REAR OF CABSTAND

TODDY is folding and placing long sheets with policy bets
into a brown paper bag. In the BG, WE SEE HOODS going
through boxes of stolen orange and blue cardigan sweaters.
HENRY waits at TUDDY'S side until TODDY finishes making a
notation on a slip of paper. TODDY holds the paper bag in
his hands and

TODDY
(to Henry, with a
smile)
Okay.

EXT. CABSTAND

WE SEE HENRY running out the cabstand door carrying the
paper bag. He runs past HALF A DOZEN HOODS, lounging outside
on wooden chairs, wearing orange and blue sweaters.

HENRY
People like my father could never
understand, but I was a part of
something. I belonged. I was
treated like a grown-up. Every day
I was learning to score.

INT. KITCHEN - HENRY'S HOUSE

FATHER
(in mock concern)
Did you study hard in school today?
Did you learn a lot? Huh?

HENRY is silent and begins backing away.

FATHER
I can't hear you, you little liar.
(waving the letter)
I got this from the school. They
say you haven't been there in
months.

HENRY tries to dart past his FATHER, but he cannot escape.
HENRY gets a blow on the back of his head. HENRY'S MOTHER
starts to interfere, but is pushed back.

FATHER
(beating Henry, but
glaring at Carmella)
Little lying bastard.

CARMELLA screams. HENRY doubles up. HENRY'S FATHER keeps
pounding away.

CLOSE ON HENRY'S FACE

FREEZE IN ACTION ON HENRY'S FATHER'S FACE

HENRY (V.O.)
My father was always pissed off.
He was pissed that he had to work
so hard. He was pissed that he
made such lousy money. Be was pissed
that there were seven of us living
in a tiny house. But after a while,
he was mostly pissed that I hung
around the cabstand. He said they
were bums and that I was a bum.
He said I was going to get into
trouble. I used to say I was only
running errands after school, but
he knew better. He knew what went
on at the cabstand and, every once
in a while, usually after he got
his load on, I had to take a
beating. But by then, I didn't
care. No matter how many beatings
I took, I wouldn't listen to what
he said. I don't think I even
heard him. The way I saw it,
everybody has to take a beating
some time.

UNFREEZE and continue the beating.

CUT TO:

HENRY'S SWOLLEN AND BEATEN FACE

INT. CABSTAND BACKROOM

TODDY
What happened to you?

HENRY
I can't make any more deliveries.

TODDY
Whadda you mean, you can't make
any more deliveries? You're going
to fuck up everything?

HENRY
My father got a letter from the
school. He said the next time he'll
kill me.

CUT TO:

INT. AUTOMOBILE

THREE HOODS and HENRY in parked car outside the post office.

HOOD #1
(pointing to one
postman)
Is that the one?

HENRY
NO.

HOOD »2
(pointing at another)
Him?

HENRY
No.
(pause)
There. That's him. That's the guy.

HOOD #1 and HOOD #2 get out of the car and grab the stunned
MAILMAN. He loses his hat and spills some mail as they
shove him into the car's rear seat.

INT. A NEIGHBORHOOD PIZZERIA

TODDY VARIO is standing in front of a pizza oven. HENRY
watches the HOODS shove the MAILMAN against the side of
the oven. WE SEE PAUL VARIO in the BG.

TODDY
(pointing to Henry)
You know this kid?

MAILMAN
(barely able to
speak)
Yes.

TUDDY
You know where he lives?

MAILMAN nods.

TODDY
You deliver mail to his house?

MAILMAN nods again.

TODDY
From now on, any letters to the
kid from his school come directly
here. Do you understand? One more
letter from the school to the kid's
house and ...

TODDY looks at PAUL VARIO, who nods, and the HOODS pull
down the door or the pizza oven and shove the MAILMAN up
close.

TODDY
... you're going in the oven head-
first.

FREEZE ON MAILMAN'S face, smeared against the hot stove.

RENKY (V.O.)
That was it. No more letters from
truant officers. No more letters
from school. In fact, no more
letters from anybody. How could I
go back to school after that and
pledge allegiance to the flag and
sit through good government
bullshit.

EXT. MOB SOCIAL CLUB - DAY

WE SEE HENRY entering a mob social club, nodding to a
friendly COP lounging outside, past WISEGUYS in sleeveless
underwear sunning themselves in front of the club. WE SEE
A COUPLE OF MENACING HOODS smile and nod hello at HENRY.

REAR YARD OF SOCIAL CLUB

HOODS are cooking sausages and peppers on grill. There are
bottles of homemade wine and keg of beer.

WE SEE PAUL VAHIO holding court while eating a sausage
sandwich. There are HOODS standing around him at a
respectful distance. Only TODDY approaches him with ease.

WE SEE A HOOD talk to TODDY. WE SEE TODDY relay the message
to PAUL. WE SEE PAUL say something to TODDY, who nods back
to the HOOD and then motions to HENRY to come over. WE
SEE TODDY bend down a little and whisper in HENRY's ear.

DOLLY IN ON PAUL's face.

HENRY (V.O.)
Hundreds of guys depended on Paulie
and he got a piece of everything
they made. It was tribute, just
like the old country, except they
were doing it in America. All
they got from Paulie was protection
from other guys looking to rip
them off. That's what it's all
about. That's what the FBI can
never understand -- that what Paulie
and the organization does is offer
protection for people who can't go
to the cops. They're like the police
department for wiseguys.

EXT. USED CAR LOT - NIGHT

WE SEE TUDDY in his car, hand HENRY a hammer, some rags, -
and a five-gallon can of gasoline.

TODDY
(driving away)
I'll be up at the corner.

WE SEE HENRY break the windows of about six cars parked
facing the sidewalk.

HENRY (V.O.)
People locked at me differently.
They knew I was with somebody.

HE SEE HENRY shove the gas-soaked rags through the broken
car windows. HENRY looks up the block where TODDY has
parked. HE SEE TODDY (from HENRY'S LOT) look around and
nod. HENRY immediately begins tossing lighted matchbooks
through the smashed car windows.

HENRY (V.O.)
I didn't have to wait on line at
the bakery on Sunday morning anymore
for fresh bread. The owner knew
who I was with, and he'd come from
around the counter, no matter how
many people were waiting. I was
taken care of first.

Suddenly the night explodes in orange brightness. WE SEE
HENRY begin to run toward TUDDY"s car as the cars he has
ignited begin to explode behind him.

HENRY (V.O.)
Our neighbors didn't park in our
driveway anymore, even though we
didn't have a car. At thirteen, I
was making more money than most of
the grownups in the neighborhood.
I had more money than I could spend.
I had it all.

FREEZE ON HENRY'S a silhouette against the darkness like a
man in hell.

HENRY (V.O.)
One day some of the kids from the
neighborhood carried my mother's
groceries all the way home for
her. It was out of respect.

CUT TO:

EXT. HENRY'S HOUSE - DAY

HENRY'S MOTHER opens door of house, bright daylight.

MOTHER'S POV

She sees grey lizard shoes, grey pinstriped trousers, grey
silk shirt, Billy Eckstein collar, yellow silk tie, and
double-breasted jacket. She looks up and sees HENRY'S
smiling face.

MOTHER
(aghast)
My God! You look like a gangster.

CUT TO:

SCREAMING MAN

Running toward the pizzeria, holding his hand.

EXT.: PIZZERIA - DAY

WE SEE HENRY standing near front of store.

MAN
(screaming)
I've been shot! Help! Help!

TUDDY
(from rear of store,
to Henry)
Close the door. Don't let him in.

HENRY grabs a chair, takes it outside for the MAN to sit
on and closes the pizzeria door.

The MAS collapses in the seat and HENRY immediately starts
wrapping the MAN'S shredded and bleeding hand in his apron.
The MAN is turning white and praying.

HENRY
(soothing the man)
It's okay. It's okay. They're
getting an ambulance.

WE SEE HENRY prop the MAN in his chair and race into the
pizzeria for more aprons which he takes outside and wraps
around the MAN'S bleeding hand, just as an ambulance pulls
up.

WE SEE TODDY come up behind HENRY as the MAN is rushed
away.

HENRY (V.O.)
It was the first time I had ever
seen anyone shot.

TODDY
(angry)
You're some fucking jerk.

WE SEE that HENRY is stunned.

TODDY
I You wasted eight fucking aprons
on that guy. :

HENRY (V.O.)
I remember feeling bad about the
guy. But I remember feeling that
maybe Tuddy was right. I knew
Paulie didn't want anybody dying
in the building.

CUT TO:

INT. CABSTAND - NIGHT

HENRY is making a ham and cheese sandwich.

CAMERA TRACKING through room full of PEOPLE playing cards,
through professional CARD DEALERS skittering cards across
green felt tables, through BODYGUARDS watching the door,
through TUDDY VARIO walking around the tables, through
PAUL VARIO standing quietly on the side, through HENRY
giving the sandwich to ONE of the PLAYERS.

HENRY (V.O.)
It was a glorious time. Wiseguys
were all over the place. It was
before Apalachin and before Crazy
Joey decided to take on a boss and
start a war. It was when I met the
world. It was when I first met
Jimmy Burke.

CAMERA COMES TO REST when JIMMY BROKE walks in the door.

CUT TO:

HENRY

Looking at JIMMY

HENRY (V.O.)
He couldn't have been more than
twenty-four or twenty-five at the
time, but he was already a legend.
He'd walk in the door and everybody
who worked the room went wild.
He'd give the doorman a hundred
just for opening the door. He
shoved hundreds in the pockets of
the dealers and who ran the games.
The bartender got a hundred just
for keeping the ice cubes cold.

HENRY sees VARIO give BURKE a hug around the shoulder.
HENRY sees JIMMY handing money to the DOORMAN. HENRY
watches PLAYERS timidly move their chairs slightly to make
room for JIMMY. HENRY sees JIMMY pull out a wad of bills
and sit down.

JIMMY
(to Henry, who is
standing near the
bar)
Hey, kid! Get me a seven and seven.

WE SEE HENRY make the drink and bring it to JIMMY.

VARIO is standing next to JIMMY.

VARIO
(his arm around
Henry's shoulder)
Henry. Say hello to Jimmy Burke.

WE SEE JIMMY slip a $20 bill in Henry's shirt pocket.

JIMMY
(lifting his drink
to Henry)
Keep 'em coming.

FREEZE FRAME OH JIMMY.

HENRY (V.O.)
Jimmy was one of the most feared
gays in the city. He was first
locked up at eleven and was doing
hits for mob bosses when he was
sixteen. Hits never bothered him.
It was business. But what he really
loved to do was steal. I mean, he
actually enjoyed it. Jimmy was
the kind of guy who rooted for the
bad guys in the movies. He was
one of the city's biggest hijackers.
Clothes. Razor blades. Booze.
Cigarettes. Shrimp and lobsters.
Shrimp and lobsters were the best.
They went fast.

EXT. TRAILER TRUCK - NEAR IDLEWILD AIRPORT - NIGHT

The trailer truck is stopped at a light in a deserted area
near JFK Airport. WE SEE the DRIVER being quietly led to a
car where JIMMY BURKE is standing. WE SEE JIMMY routinely
take the DRIVER'S wallet. There is absolutely no resistance.

HENRY (V.O.)
And almost all of them were
gimmie's.

CUT TO:

CLOSE UP - WALLET

WE SEE JIMMY put a $50 bill in the DRIVER'S wallet.

HENRY
They called him Jimmy the Gent.
The drivers loved him. They used
to tip him off about the really
good loads. Of course, everybody
got a piece. And when the cops
assigned a whole army to stop him,
(pause)
Jimmy made them partners.

CUT TO:

EXT. CABSTAND PACKING LOT - DAY

CLOSE UP - ROWS OF CIGARETTE CARTONS

piled inside a large trailer truck.

JIMMY and TOMMY DESIMONE, a youngster about HENRY's age,
are moving large cigarette cartons toward truck tailgate.
While JIMMY is dressed like a truck driver, TOMMY is -
very nattily dressed in a sharply-cut suit and highly buffed
shoes.

JIMMY and TOMMY are loading the cartons into the arms of a
WOMAN SCHOOL-CROSSING GUARD who is having difficulty
carrying the load.

JIMMY
Tommy. Help the lady.

WE SEE TOMMY scramble down from the truck and help the
SCHOOL-CROSSING GUARD to her own car where WE SEE she
already bad a load of the cartons.

WE SEE HENRY standing near her car and watching.

SCHOOL-CROSSING GUARD
(driving off)
Thank you, sweetheart.

CUT TO:

JIMMY standing between TOMMY and HENRY.

JIMMY
(to Henry)
Say hello to Tommy. You'll do good
together.

CUT TO:

POLICE CAR

pulling onto the sidewalk where HENRY, TOMMY and JIMMY are
standing. The COPS recognize JIMMY.

COP #1
Anything good?

HENRY watches JIMMY smile and toss a couple of cartons of
cigarettes into their radio car.

The COPS wave and drive off.

EXT. FACTORY GATE - QUITTING TIME

WE SEE HENRY busily selling cartons to WORKERS. TOMMY is
getting cartons out. of the trunk of a car parked nearby.
HENRY is so busy he can hardly keep the money and cash
straight. Instead of the neat roll we saw on JIMMY, HENRY's
cash is a wrinkled mess. Some of it is rolled, some folded,
some in different pockets. WE SEE HENRY approached by TWO
CITY DETECTIVES.

DETECTIVE #1
What do you think you're doing?

DETECTIVE #2
Where did you get these cigarettes?
(offering them
cartons)
It's okay.

DETECTIVE #l roughly grabs HENRY's arm. DETECTIVE #2 grabs
HENRY's cigarette cartons. WE SEE HENRY pull his arm away
and ONE of the DETECTIVES slaps him across the face.

WE SEE that TOMMY is about to say something, but runs away
instead.

INT. CABSTAND - DAY

WE SEE TOMMY talking to TUDDY and ASSORTED HOODS at the
cabstand.

INT. COURTROOM - "AR-1" (ARRAIGNMENT PART 1)

HENRY is waiting along with DOZENS OF HOOKERS, nodding
JUNKIES, MUGGERS and SHOPLIFTERS. When HENRY'S case is
called, WE PAN to a well-dressed MOB LAWYER. HENRY, who
has never seen the LAWYER before, walks to the

PROSECUTOR'S, rather than the DEFENDANT'S table. A COURT
CLERK nods him over toward his own LAWYER.

Without acknowledging HENRY, the LAWYER nods and smiles at
the JUDGE, who smiles and nods back.

JUDGE
Councilor, proceed.

CUT TO:

INT. COURTROOM - CENTER AISLE

HENRY is walking out of the court. HENRY sees JIMMY BURKE
smiling and waiting for him in the rear of the courtroom.
JIMMY puts his arm around HENRY like a father, and tacks a
one-hundred dollar bill into HENRY's chest pocket. They
walk out into the court corridor in silence together and
then, suddenly, HENRY sees PAUL VARIO, TOMMY, TUDDY, and
the WHOLE CREW from the cabstand waiting for him. They
start clapping and whistling and slapping his back and
cheering. VARIO, TUDDY and BURKE embrace him.

While bewildered COPS and LAWYERS watch!

CHORDS OF HOODS
You broke your cherry! You broke
your cherry!

LAST FREEZE.

TITLE UP - IDLEWILD AIRPORT: 1955

EXT. WIDE SHOT - IDLEWILD CARGO AREA

HENRY (V.O.)
By the time I grew up, there was
thirty billion a year in cargo
moving through Idlewild Airport
and we tried to steal every bit of
it.

EXT. AIRPORT DINER - PARKING LOT - DAY

ANGLE - GREY LIZARD SHOES AND SHARP GREY PANTS

and UP TO SEE HENRY standing in parking lot, when a large
truck pulls up. WE SEE TOMMY DESIMONE standing with him.

HENRY (V.O.)
You've got to understand, we grew
up near the airport.. It belonged
to Paulie. We had friends and
relatives who worked all over the
place and they tipped as off about
what was coming in and what was
going out.

WE SEE DRIVES get out of track with engine still running
and leave door open. He nods to HENRY who does not respond
and the DRIVES casually walks toward the diner.

HENRY (V.O.)
If any of the truckers or airlines
gave as trouble, Paulie had his
people scare then with a little
strike. It was beautiful. It was
an even bigger money-major than
numbers, and Jimmy was in charge.
Whenever we needed money, we'd rob
the airport. To us, it was better
than Citibank.

INT. TABLE IN DINER

WE SEE DRIVER rise from debris of breakfast dishes, leave
a tip and pay the CASHIER. Be walks out the door toward
his truck in the parking lot.

HOLD ON the door.

DRIVER rushes back in through the door toward the CASHIER.

DRIVER
(flushed and agitated)
Hurry, gimme the phone. Two niggers
just stole my track.

INT. SONNY'S BAMBOO LOUNGE - DUSK

A cavernous room within earshot of the airport that looks
like a movie nightclub. No matter when you walk into the
Bamboo Lounge it's always the middle of the night.

CAMERA TRACKS past the zebra-striped banquettes and bar
stools, past sharpy BUSINESSMEN, BOOKMAKERS and HOODS.

HENRY (V.O.)
There was Jimmy and Tommy and me.
And there was Anthony Stabile,
Angelo Sepe, Fat Andy, Frankie the
Wop, Freddy No Nose, Pete the
Killer, Nicky Blanda, Mikey
Franzese, and Johnny Echoes, who
got that nickname because he said
everything twice. Like*, "You
wanna get the papers, get the
papers."

CAMERA TRACKS to the backroom which WE SEE is filled with
racks of clothes, boxed television sets, new toaster ovens
and stereos. WE SEE MAN rolling racks of fur coats into
the room which looks like a discount store warehouse.

MAN
(to Sonny)
Sonny, we got the coats.

SONNY
(ignoring the man,
and to Henry)
You got any suits?

HENRY
Not till Thursday.

SONNY
(closing door to
backroom)
I need suits.

CUT TO:

HENRY, JIMMY, TOMMY, AND ASSORTED HOODS AND THEIR
GIRLFRIENDS

are having a party. There are champagne buckets around the
table which is littered with steak and lobster dishes. The
table is a mess and everyone is laughing. WE SEE HENRY
look at his watch and look at the lounge's entrance.

HENRY (V.O.)
For us to live any other way was
nuts. To us, those goody-good people
who worked shitty jobs for bum
paychecks, who took the subway to
work every day and worried about
their bills, were dead. They were
suckers. They had no balls. If we
wanted something, we just took it.
If anyone complained twice, they
got hit so bad they never complained
again. It was routine. You didn't
even think about it.

CUT TO:

DOORWAY or BAMBOO LOUNGE WE SEE FRENCHY MCMAHON, a beefy
man in a leather wind-breaker, enter.

WE SEE HENRY get up and go over to greet him.

CUT TO:

THE BAR

HENRY and FRENCHY embrace.

FRENCHY is still wearing his Air France cargo worker's -
coveralls under his leather jacket and WE SEE the "Air
France" logo and the name "Frenchy" in script over the
coverall's breast pocket.

FRENCHY
(trying to whisper
above the din)
It's all there. I can get you past
the alarms and I can get the key.

WE SEE HENRY torn to table and wave at JIMMY to join the
at the bar.

CUT TO:

THE TABLE

WE SEE JIMMY get up and go to the bar.

WE SEE TOMMY at the table with SONNY BAMBOO, the owner,
hovering around. SONNY BAMBOO is holding a thick sheaf of
bills. WE SEE SONNY timidly approach TOMMY by whispering
in his ear. In the BG, WE ALSO SEE the face of a terrified
WAITER.

TOMMY
(putting his arm
around Sonny's
shoulder)
It's okay. Put it on the tab.

SONNY
(whispering with
fear a11 over his
face)
Tommy, it's not just this. Tommy,
please. It's seven grand here.

WE SEE TOMMY just stare menacingly at SONNY.

SONNY
(he started, he
might as well finish)
Tommy, I need the money, Tommy,
please. I owe the world.

TOMMY
(leaping from the
table in a rage)
You Sonofabitch fuck. Are you
calling me a deadbeat? The money
I spent here? Embarrassing me in
front of my friends. You miserable
fuck.
(turning to his
pals)
Can you believe this bastard?
(back to a terrified
Sonny)
Ungrateful fuck! I oughta break
your fucking legs!

WE SEE SONNY BAMBOO flee toward his office, with TOMMY
making a half-hearted gesture to follow, but instead, he
walks over and joins HENRY, JIMMY and FRENCHY at the bar.
He is smiling.

FRENCHY
(to Tommy)
Hey, Tommy. Have a drink.

INT. BACKROOM - CABSTAND - DAY

WE SEE SONNY BAMBOO meekly seated at table facing PAUL
VARIO. HENRY is standing behind SONNY BAMBOO for support.

VARIO
(groaning)
If you knew those fucking kids.
They're nuts. Especially that Tommy.
What am I going to do with them?

SONNY
(sweating)
But I'm worried. I'm hearing all
kinds of things. Paulie. You know
me all my life. I've always done
the right thing.

VARIO
You think that matters? You think
they give a shit about anything?
The little bastards.

SONNY
But it isn't right, Paulie.
That Tommy, he's making trouble
for me all over town. I can't go
here. I can't go there.

VARIO
You? You think you're the only
one? I've talked to them a million
times, but they don't listen.

SONNY
(weakly)
But, Paulie, please.

VARIO
(barely listening)
Someday they'll get what's coming
to them. That's the only way they'll
stop.

SONNY
(pleading)
Paulie, I swear, I'm afraid. The
guy's nuts. What do I have to do?
Whatever I gotta do, I'll do.

VARIO
(arms outstretched
like a saint)
What can I do? If I could do
something, don't you think I would?

SONNY looks up at HENRY for support.

HENRY
(to Sonny)
Tell him. It's okay.

VARIO
What?

SONNY
I was thinking that maybe you could
come in with me. Take a piece of
the place. If you were with me,
maybe than they'd have to lay off.

VASIO
What, do I need ...

SONNY
(interrupting)
I mean it. We could do good.

VARIO
You want a partner?

SONNY
Please?

EXT. BAMBOO LOUNGE - OUTSIDE - DAY

WE SEE trucks with liquor, beer, sides of beef, even
furniture like bar stools and large mirrors being unloaded
and delivered into the front door.

HENRY (V.O.)
Now the guy's got Paulie for a
partner. Any problems, he goes to
Paulie. Trouble with the bill? He
can go to Paulie. Trouble with the
cops? Deliveries? Tommy? He can
call Paulie.

INT. BAMBOO LOUNGE - DAY

WE SEE HENRY AND TWO HOODS from cabstand checking the cases
of liquor being delivered into the lounge. The entire room
is filled floor to ceiling with cases of whiskey, wine,
crates of lobster, and shrimp, and stacks of table linen
and sides of beef. The place looks like a warehouse.

HENRY (V.O.)
But now the guy has got to come up
with Paulie 's money every week,
no matter what. Business bad? Fuck
you, pay me. You had a fire? Fuck
you, pay ma. The place got hit by
lighting? Fuck you, pay me. Also,
Paulie could do anything. Especially
run up bills on the joint's credit.
Why not? Nobody's gonna pay for it
anyway.

EXT. BAMBOO LOUNGE - REAR ALLEYWAY - DAY

WE SEE cases of liquor, wine, etc., being carried out of
the rear door of the lounge by HOODS from the cabstand and
loaded onto U-Haul trucks.

HENRY (V.O.)
As soon as the deliveries are made
in the front door, you move the
stuff out the back and sell it at
a discount. You take a two hundred
dollar case of booze and sell it
for a hundred. It doesn't matter.
It's all profit.

INT. BAMBOO LOUNGE OFFICE

HENRY, JIMMY and TOMMY are standing around the small
workman's table. There is no desk. The office looks denuded
of furniture. A LAWYER is going over papers.

A terrified, unshaven SONNY BAMBOO is seated behind the
desk. The LAWYER is showing him where to sign.

HENRY (V.O.)
And, finally, when there's nothing
1 left, when you can't borrow
another buck from the bank or buy
another case of booze, you bust
the joint out.

CUT DIRECTLY TO:

LARGE CLOSE UP OF - HANDS

making rolls of toilet paper being kneaded into long rolls
with Sterno.

CUT TO:

HENRY AND TOMMY shoving wads of Sterno paper into the
ceiling rafters.

HENRY (V.O.)
You light a match.

CUT TO:

CLOSE UP - MATCH

Lighting rolls of Sterno paper.

EXT. BAMBOO LOUNGE - CURBSIDE - NIGHT

The street is empty. HENRY and TOMMY are seated in HENRY'S
car. They are watching the Bamboo Lounge.

TOMMY
(to Henry)
You gotta help me. Okay? This girl
I told you about? Diana? She's
from the Five Towns. She's Jewish.
She won't go out with me alone.
Can you believe this shit? She's
fucking prejudiced, but she's built.
She's never been out with an Italian
before. She says she'll only go
out on a double date with her
girlfriend. You believe this shit?
But you gotta see her. I mean,
she's beautiful.

HENRY
(laughing)
Will you get the fuck out of here.

TOMMY
Is it my fault she won't go out
without her girlfriend? For
Chrissake. Come on. You don't
even have to stay. Jeesuz! What's
the big deal?

HENRY
Tommy ...

CUT TO:

HENRY AND TOMMY

watching smoke coming out of basement windows of Bamboo
Lounge.

TOMMY (O.S.)
(back to conversation)
I swear you don't have to do
nothing. You just show up and then
leave. What do you think, I want
you around? All I need is for you
to get me started.

We hear car angina start.

INT. A QUIET PLUSH BANQUETTE IN THE VILLA CAPRA

A red damask restaurant. TOMMY and HENRY are seated on the
outside of a U-shaped banquette with their two girls, DIANE
and KAREN, seated inside. DIANE is being wooed and pawed
by a blissful TOMMY. DIANE is enjoying every bit of TOMMY'S
undivided attention. KAREN has not touched her melted baked
Alaska and is looking directly at HENRY. HENRY is stirring
his coffee.

HENRY (V.O.)
I had a meeting with Tuddy around
eleven o'clock and here I am a
back-up guy.

KAREN
(sarcastically)
Have more coffee. It'll wake you
up.

HENRY (V.O.)
I couldn't wait to get away. I was
ordering the dessert when they
were eating dinner. When they were
having coffee, I was asking for a
check.

TOMMY
(to Henry, while
hugging Diana)
Isn't she great? Isn't this great?
Let's do it tomorrow night? Okay?

KAREN (V.O.)
I couldn't stand him. I thought
he was really obnoxious. He kept
fidgeting around.

EXT. RESTAURANT - PARKING LOT - NIGHT

WE SEE HENRY pushing KAREN Into the car.

KAREN (V.O.)
Before it was even time to go home
he was pushing me into the car ...

EXT. CURBSIDE - KAREN'S HOUSE -

WE SEE HENRY hurrying KAREN out of the car.

KAREN (V.O.)
... and then pulling me out. It
was ridiculous. But Diana and Tommy
had made us promise to meet them
again on Friday night. We agreed.
Of course, when Friday night came
around, Henry stood me up.

INT. VILLA CAPRA RESTAURANT - NIGHT

WE SEE TOMMY, DIANE and KAREN seated at a table set for
four.

KAREN (V.O.)
We were a trio instead of double-
date that night, but I made Tommy
take me looking for him.

EXT. CABSTAND SIDEWALK - NIGHT

A hot night. The HOODS have moved to the sidewalk where WE
SEE them sitting in sleeveless underwear, watching the
street.

WE SEE HENRY leave the cabstand when suddenly a car
screeches up on the sidewalk directly in front of him. The
HOODS scatter and WE SEE that HENRY is terrified.

KAREN
(charging out of
the door, screaming)
You've got some nerve. Standing me
up. Nobody does that to me. Who do
you think you are? A big shot?

CUT TO:

HENRY

who sees TOMMY and DIANE in the car, laughing.

HENRY
(embarrassed and
defensive)
I didn't know, I swear. I thought
it was next week.

KAREN
Liar!

CUT TO:

HENRY

Who sees the WISEGUYS laughing.

HENRY
Take it easy. We can talk about
it.

HENRY (V.O.)
She's screaming on the street and
I mean loud, but she looked good.
She had these violet eyes. I
remember she's screaming, but mostly
I'm looking at her eyes. They were
just like Elizabeth Taylor's. That's
what everybody said.

KAREN
(furious)
Talk? To you? After what you did!

HENRY
I thought you were going to stand
me up. You looked bored. You didn't
say anything. What did you expect.
Tommy was all over me. Right?

WE SEE KAREN relax for a second.

HENRY
Come on, let me make it up.

INT. ENTRY TO KAREN'S SUBURBAN HOME - EVENING

ANGLE ON GOLD CROSS AROUND MAN'S NECK

and TILT UP. HENRY is all smiles and slicked-up.

Standing in the door wearing a grey suit and open-necked
black silk shirt with a gold cross and chain.

KAREN
(filled with alarm)
Button year shirt, quick! Hurry

HENRY buttons his shirt as KAREN'S MOTHER comes to the
door.

KAREN
Ma, this is my friend, Henry Hill.

MOTHER
My daughter says you're half-Jewish?

EXT. COPACABANA - NIGHT

HENRY gives the keys and a rolled-up twenty-dollar bill to
the DOORMAN at the building across the street and steers
KAREN toward the Copa.

KAREN
What're you doing? What about the
car?

HENRY
(while pushing her
through the crowd
waiting to get in)
He watches it for me. It's better
than waiting at a garage.

HE SEE HENRY deftly steer KAREN away from the Copa's main
entrance and down the basement steps. A HUGE BODYGUARD,
eating a sandwich in the stairwell, gives HENRY a big
"Hello." WE SEE HENRY walk right through the basement
kitchen, which is filled with CHINESE and LATINO COOKS and
DISHWASHERS who pay no attention. KAREN is being dragged
along, open-mouthed, at the scene. HENRY starts up a stained
kitchen staircase through a pair of swinging doors and
suddenly KAREN sees she is inside the main room. The harried
MAITRE D' (he is surrounded by CUSTOMERS clamoring for
their tables) waves happily at HENRY and signals to a
CAPTAIN. WE SEE a table held aloft by TWO WAITERS wedging
their way toward the stage and plant the table smack in
front of what had until that moment been a ringside table.
As HENRY leads KAREN to their seat, she sees that he is
nodding and shaking hands with MANY of the OTHER GUESTS.
WE SEE HENRY quietly slip twenty-dollar-bills to the
WAITERS.

KAREN
(sitting down)
You gave them twenty dollars each?

WE SEE the CAPTAIN approach with champagne.

CAPTAIN
This is from Mister Tony, over
there.

HENRY
Where, over there?

CAPTAIN
Over there, over there.

KAREN watches HENRY turn around and wave at a 280-POUND
HOOD.

KAREN
What do you do?

HENRY
(toasting Karen and
clinking glasses)
I'm in construction.

KAREN
(taking his hands)
They don't feel like you're in
construction.

HENRY turns to the stage where the lights begin to dim and
BENNY YOUNGMAN walks out.

HENRY
I'm a union delegate.

EXT. AIR FRANCE CARGO AREA - NIGHT

On loading platform HE SEE HENRY and TOMMY dressed in Air
France coveralls.

HENRY is carrying a large suitcase.

Suddenly WE SEE FRENCHY McMAHON come through a door, slip
HENRY a key and lead them back into the office area near
the entrance.

HENRY goes to the door marked "SECURITY AREA" that FRENCHY
points out and opens it with the key. HENRY and TOMMY go
inside.

CUT TO:

HENRY AND TOMMY

coming out with the suitcase, close the door and walk right
past FRENCHY without saying a word.

INT. CABSTAND BACKROOM - NIGHT

WE SEE the suitcase open on the desk. WE SEE VARIO, JIMMY,
HENRY and TOMMY standing around, wreathed in smiles. HENRY
is counting stacks of cash, spreading them all over the
desk.

HENRY (V.O.)
Air France made me. We walked out
with four hundred and twenty
thousand dollars without a gun.
And we did the right thing.

HENRY counts up $420,000 and slides ten packages of $l00-
bills in front of VARIO who stands up and proudly kisses
HENRY on the cheek. JIMMY and TOMMY, both aglow with the
moment, look on. It is clear that HENRY has come of age.

CUT TO:

HENRY'S FACE

VARIO
(to Henry)
It's a lot of money for a kid. If
anyone asks, just say you won it
shooting crap.

EXT. BEACH CLUB - DAY

HENRY and KAREN are at a sun-drenched table after paper-
cup and paper-plate lunch where HENRY is trying to pay
cash.

KAREN
(touching Henry's
arm)
No. No. You've got to sign for
it.

WE SEE athletic YOUNG MEN and WOMEN in white clothe*
carrying tennis and squash rackets walk by. One young man,
BRUCE, says hello to KAREN. She introduces him to HENRY.

CUT TO:

KAREN
(after Bruce walks
on)
He lives across the street.

CUT TO:

CHAMPAGNE

being sent to table.

INT. NIGHTCLUB - NIGHT

CAMERA PANS to stage where WE SEE SINGER'S back and HENRY
and KAREN at a luxurious ringside table with linen, silver,
and crystal.

KAREN (V.O.)
One night Billy Daniels sent us
champagne. There was nothing like
it. I didn't think that there was
anything strange in any of this --
you know, a twenty-one-year-old
kid with such connections.

CUT TO:

INT. HENRY'S CAR - DAWN

HENRY and KAREN are sipping champagne from Copa glasses in
car parked outside her house.

KAREN (V.O.)
He was an exciting guy. He was
really nice. He introduced me to
everybody. Everybody wanted to be
nice to him. And he knew how to
handle it.

CUT TO:

INT. MARTY KRUGMAN'S QUEENS BOUEVARD WIG AND BEAUTY SALON -
DAY

ANGLE ON MARTY'S TELEVISION COMMERCIAL

WE SEE MARTY swimming the length of a pool, surrounded by
adoring MODELS in bathing suits.

MARTY'S TV (V.O.)
They'll stay put even in a typhoon.
And I should know. I'm the president
of the company."

WE SEE MARTY and HENRY standing near television set
commercial is repeated over and over. MARTY is taking
bets on the phone and complaining to HENRY. WE SEE an
agitated JIMMY BURKE in BG poking at wigs and looking toward
HENRY and MARTY

MARTY.
(complaining sotto
voice to Henry
while taking bets
on the phone)
Jimmy's busting my chops.
(into phone)
Okay, give 'em eight to five on
Cleveland.
(hangs up phone and
to Henry, while
nervously eyeing
in the other room)
He wants three points over the
vig. From me? I don't believe
this shit?

HENRY
(pleading)
Marty. Please. You know Jimmy.
You borrowed his money. Pay 'em.

MARTY
(so outraged his
voice gets loader)
I didn't agree to three points
over the vig.- What am I nuts? I
didn't need it that much.

HENRY
(getting exasperated)
What are you gonna do? Fight with
him? He wants his money.

MAJKTY
Fuck 'em. I never paid points. I
always did the right thing. Did I
ever bust his balls? Did I? Did
I? I could have dropped a dime a
million times, and I wouldn't
have had to pay dick.

HENRY
(getting annoyed)
Marty, you're talking crazy. Drop
a dime? Call the cops? Don't even
let anybody hear such bullshit.
Hey don't you just pay the man his
money and shut the fuck up.

WE SEE JIMMY in BG start toward HENRY and MARTY when he
hears HENRY raise his voice.

WE SEE JIMMY come up behind MARTY and wrap the long
telephone extension cord around MARTY's neck. WE SEE
MARTY's eyes begin to pop. WE SEE HENRY try to get his
hands between the wire and MARTY's neck while trying to
get JIMMY to stop.

JIMMY
(total fury)
You got money for your bullshit
television, don't you? I gotta
watch you swimming back and forth
on TV all night long, don't I?
You got money for that, but you
don't have my money?

HENRY
Jimmy. He'll be okay. He's good
for it. Relax.

WE SEE MARTY nodding in agreement that he will pay.
Suddenly, the phone rings.

WE SEE JIMMY, HENRY and MARTY frozen for a second. WE SEE
JIMMY relax the cord. WE SEE MARTY pick up the phone. The
extension cord is still loosely wrapped around his neck.

MARTY
(handing Henry the
phone)
It's for you.

HENRY takes the phone.

HENRY
(fury crosses his
face)
Wait there.

HENRY races out the door, leaving MARTY and JIMMY docilely
looking after him as he runs out the door.

EXT. ROADSIDE TELEPHONE BOOTH ON HIGHWAY

WE SEE KAREN waiting at booth as HENRY pulls up.

INT. HENRY'S CAR

KAREN
(crying and
disheveled)
I've known him all my life. He
just started grabbing at me. He
wouldn't stop. And when I hit him
across the nose with my shoe, he
got mad and shoved me over.

EXT. KAREN'S PARENTS HOUSE

HENRY's car is parked at the curb. A new red Corvette is
parked across the street.

HENRY
Go inside. I'll be right there.

KAREN
What are you gonna do?

HENRY
Get inside!

When KAREN gets out of the car, WE SEE HENRY reach under
the seat for a snub-nose .38 revolver.

EXT. CORVETTE DRIVEWAY

WE SEE HENRY walk down driveway to the backyard area where
BRUCE and TWO of his BROTHERS are talking. BRUCE sees
HENRY and walks toward him. BRUCE'S TWO BROTHERS are
smirking.

BRUCE
What do you want?

They get closer.

BRUCE
(annoyed and menacing)
Hey! Fucko! You want something?

With absolutely no warning, HENRY reaches out and grabs
BRUCE's hair with one hand and pulls his gun out of his
waistband with the other. In almost one motion, HENRY

Smashes the gun across BRUCE's face. Teeth fall from BRUCE's
mouth. The TWO BROTHERS, still not seeing the gun, start
toward HENRY, but HENRY continues to pound the gun into
BRUCE'S face like a dinner gong. BRUCE's head is still
off the ground only because HENRY refuses to let go of his
hair. BRUCE'S BROTHERS realize HENRY has a gun. They freeze
and back off.

WOMAN'S VOICE
(from a window)
HELP! Police! He's got a gun!
Police! Quick! Murder!

HENRY drops BRUCE to the ground.

EXT. KAREN'S DRIVEWAY

WE SEE KAREN standing at the side door as HENRY races up
and puts something in her hand.

HENRY
(panting)
Here, hold this.

WE SEE KAREN look down.

CUT TO:

KAREN'S HAND

holding gun.

CLOSE UP - GUN

KAREN (V.O.)
I know there are women, like my
best friends, who would have gotten
out of there the minute their
boyfriend gave them a gun to hide.
"Fha! You and your gun. Get out
of here, who needs you?" That's
what they would have said to him.
But I didn't. I've got to admit
the truth. It turned me on.

WE SEE KAREN look around to make sure no one else has seen
her. She then leans over and hides the gun in the milk box
at her feet.

INT. KAREN'S PARENTS' HOUSE

WE SEE hands carefully wrapping a white linen table napkin
around some object. WE SEE the napkin and object placed on
the fleer. WE SEE a MAN's heel cone down and smash the
object:, which turns out to be a wine glass. We are at a
small Jewish living room wedding with a canopy and RABBI
and it was HENRY who broke the glass as a part of the
ritual. KAREN'S PARENTS are glumly looking on. HENRY'S
PARENTS are even glummer. Only MICHAEL, HENRY's brother in
the wheelchair, looks pleased.

INT. CHATEAU BLEU CATERING HALL

PAULIE VARIO, FRENCHY, MARTY KRUGMAN, TOMMY DESIMONE, and
ALL of their WIVES and FIANCEES are present.

PAN from HENRY'S and KAREN'S PARENTS sitting uneasily at
different tables.

JUMP CUTS TO PAUL VARIO presiding at a sort of line,
introducing KAREN to the VARIO FAMILY and GUESTS. HENRY
stands behind KAREN, smiling proudly.

KAREN (V.O.)
It was like he had two families.
The first time I was introduced to
them all at once, it was crazy.
Paulie and his brothers had lots
of sons and nephews and almost all
of them were named Peter or Paul.
It was unbelievable. There must
have been two dozen Peters and
Pauls at the wedding. Plus, they
were all married to girls named
Marie, and they named all their
daughters Marie. By the time I
finished meeting everybody. I
thought I was drunk.

CUT TO:

HENRY AND KAREN'S TABLE

Seated nearby are a beaming JIMMY BURKE and his wife, MICKEY
BURKE.

WE SEE VARIO approach and hand KAREN an envelope.

VARIO
Here. This is for you.

KAREN
(looking down at
the envelope)
Paulie, you shouldn't.

WE SEE that VARIO's envelope is richly embossed with hearts
and flowers and has a clear window in front through which
she can see several neatly-folded hundred, dollar bills.
When KAREN looks up, she sees that EVERY WISEGUY and his
WIFE are lined up before her and that they are ALL holding
envelopes with clear windows in front.

CUT TO:

KAREN

perspiring a little as she accepts and thanks the DOZENS
OF WISEGUYS giving her the envelopes. WE ALSO SEE HENRY
has opened a plastic supermarket shopping bag under the
table where he is stuffing the envelopes just as soon as
KAREN accepts them.

CUT TO:

HENRY AND KAREN getting up to dance.

KAREN
(whispering)
My bag. My bag.

HENRY
(amused)
What bag?

KAREN
(desperate)
The bag with the envelopes.

HENRY
(chiding)
Oh that. Don't worry about that.
Nobody's gonna steal it.

INT. KAREN'S MOTHER'S HOUSE - LIVING ROOM - DAWN

WE SEE KAREN propped up, awake, in a chair. Her FATHER is
seated on a sofa, asleep. KAREN'S MOTHER is looking out
the window.

KAREN'S MOTHER
He didn't call?

KAREN
He's with his friends.

KAREN'S MOTHER
What kind of person doesn't call?

KAREN
He's a grown man. Be doesn't have
to call every five minutes.

KAREN'S MOTHER
If he was so grown up he'd get you
two an apartment.

KAREN
Don't bring that up. You're the
one who wanted us here.

KAREN'S MOTHER
(ignoring the charge)
Look. He's got the whole house in
an uproar.

CUT TO:

FATHER dozing on sofa.

KAREN'S MOTHER
He's got your father upset. Good
thing he doesn't have to go to
work in the morning. Is this what
he deserves?

KAREN
Ma! Please! You're driving me
crazy.

KAREN'S MOTHER
Driving you crazy? Don't get me
started. You're here a month and
sometimes I know he doesn't come
home at all. What kind of people
are these?

KAREN
Ma! Stop! What do you want me to
do?

KAREN'S MOTHER
Do? What can you do? What did
you expect? He wasn't Jewish. Did
you know bow they live? Your father
would never stay out this late
without calling. In thirty years
he never stayed out all night.

CUT TO:

FATHER SLEEPING ON SOFA

KAREN
Stayed out? Daddy never went out
at all.

DISSOLVE TO:

TITLE UP - 6:30 A.M.

We hear car door open in front of house.

CUT TO:

KAREN AND KAREN'S MOTHER

open the door together and WE SEE HENRY standing in doorway,
a little drunk.

Behind HENRY WE SEE a car with TOMMY DESIMONE still parked
at the curb.

KAREN is happy to see him. She smiles.

KAREN'S MOTHER
(angrily)
Where were you? Where have you
been? Why didn't you call? We were
all worried to death! A married
man doesn't stay out like this!

WE SEE HENRY look at KAREN, look at KAREN'S MOTHER and
turn around and get back in the car and drive away.

KAREN BEGINS TO CRY.

KAREN'S FATHER sleepily comes to the door.

KAREN'S MOTHER
(as Henry drives
away)
Normal people don't live this way.

INT. LIVING ROOM - JIMMY AND MICKEY'S ARCHIE-BUNKER HOUSE -
NIGHT

KAREN and MOST of the WOMEN we saw at the wedding are at
MICKEY's cosmetic party. There are large cardboard posters
of glamorous models using the cosmetic's at MICKEY'S feet.

KAREN (V.O.)
We weren't married to nine-to-five
guys, but the first time I realized
how different was when Mickey had
a hostess party.

CUT TO:

MICKEY

Brushing another woman, ANGIE's, hair while showing off a
new brush.

MICKEY
(to Angie)
Angie, sweetheart, you want it
fluff?

CUT TO:

ANGIE'S TIRED FACE

black-ringed eyes and thin mouth.

ANGIE
He's the one with the hands. I'd
like to smack his face.

WOMAN #1
The red-haired guy? He looks a
like a farmer?

ANGIE
Sonofabitch. I swear. You can't
go through the gate without his
hands. I told him. Keep' your
fucking hands off, you Sonofabitch,
or I'll cut them off.

WE SEE the WOMEN laugh.

ANGIE)
He don't know bow lucky he is. It
I just mentioned it to Vince, I
don't even want to know.

WOMAN #1
That's the problem. How can you
mention it? Vince 'd kill him.

ANGIE
You think I don't know? You think
I like to keep this inside? But I
gotta, or he'll kill the miserable
bastard and he'll be there for
life. It's disgusting what you
have to put up with.

MICKEY
(while fluffing
Angle's hair)
Look at Jeannie's kid.

ANGIE
What? What happened?

MICKEY
The oldest one. He was in an
argument. A lousy ten-dollar card
game. The kid pulls out a gun. It
goes off. The kid gets killed. The
grandmother hears it and finds out
he's been arrested. She has a heart
attack. She drops dead right on
the spot. Now Jeannie's got a
husband and son in jail and a mother
in the funeral parlor.

ANGIE
But he was always a bad kid, that
one.

MICKEY
No. Come on. It was the younger
one that was the bad one.

KAREN (V.O.)
(continuing over
dialogue)
They had bad skin and wore too
much makeup. I mean they didn't
look very good. They looked beat-
up.

CLOSE UP - WOMEN

Talking.

KAREN (V.O.)
You never saw teeth like that where
I was growing up and the stuff
they wore was thrown together and
cheap. A lot of pants suits and
double-knits. And they talked about
how rotten their kids were and
about beating them with broom
handles and leather belts, but
that the kids still didn't pay any
attention. When Henry picked me
up, I was dizzy.

INT. BEDROOM - KAREN'S MOTHER'S HOUSE - NIGHT

WE SEE they are getting ready for bed.

KAREN
I Don't know. I don't know if I
could live that way. What if, God
forbid, you go to prison. Mickey
said Jeannie's husband --

HENRY
(angrily interrupting)
Are you nuts? Jeannie's husband
went to the can just to get away
from her, she's such a pain in the
ass. Let me tell you. Nobody goes
to jail unless they want to, unless
they make themselves get caught.
They do stuff with the wrong people.
They don't have things organized.
You know who goes to jail? Nigger
stickup men. That's who. And they
only get caught because they fall
asleep in the getaway car.

KAREN looks down. She listening.

HENRY
Listen, we're beginning to make
real money for the first time.
It's business. Do you think I'm
going to walk away from that?

HENRY puts his arm around KAREN and begins to hug her.

KAREN (V.O.)
After a while, it all got to be
normal. None of it seemed like
crimes. It was more that Henry was
enterprising. That he and the guys
were making a few bucks hustling,
while other men were sitting on
their asses waiting for handouts.
Our husbands weren't brain surgeons.
They were blue collar guys, and
the only way they could get extra
money, real extra money, was to go
out and cut a few corners.

CUT TO:

INT. TRUCK - NIGHT

ANGLE ON HENRY AND TOMMY

who is carrying a brown paper bag as though it were a gun,
pulling a DRIVER out of his truck and shoving him toward
ANOTHER HOOD who pushes him into the rear seat of a car
Where WE SEE - ANOTHER HOOD.

CUT BACK TO:

HENRY AND TOMMY getting into the truck.

CUT TO:

ROAD where HE SEE the truck drive off.

CUT BACK TO:

TRUCK

Where WE SEE the paper bag in TOMMY'S hand explode in a
red burst as he wildly fixes shots into the air.

He hear HENRY's laughter.

KAREN (V.O.)
And we were also very close. I
mean, there were never any outsiders
around. Absolutely never! And
being together all the time made
everything seem even more normal.

INT. HENRY'S DOORWAY

WE SEE KAREN looking at a search warrant being shown to
her by DETECTIVES who are being very polite. The CHILDREN
are looking on.

KAREN (V.O.)
There was always a little
harassment. They always wanted to
talk to Henry about this or that.
They'd come with their subpoenas
and warrants and make me sign.
But mostly they were just looking
for a handout. A few bucks to keep
things quiet, no matter what they
found.

KAREN
(signing the paper)
Can I make you some coffee?

The DETECTIVES smile and, taking off their hats, walk into
the house where KIDS and KAREN resume watching TV.

KAREN (V.O.)
I always asked them if they wanted
coffee. Some of the wives, like
Mickey Burke, used to curse at
them and spit on the floor. Imagine.
She'd spit on her own floor.
That never made any sense to me.
It was better to be polite and
call the lawyer.

CUT TO:

IN BACKGROUND HE SEE the DETECTIVES going through the house.

CUT TO:

INT. DINING ROOM - JIMMY HORSE'S HOUSE - NIGHT

WE SEE JIMMY and MICKEY and HENRY and KAREN and TODDY and
WIFE, TOMMY and GIRLFRIEND, MARTY and FRAN KRUGMAN, ANGELO
SEPE and WIFE and the ASSORTED CHILDREN, all wearing party
hats and blowing out the candles on nine-year-old JESSE
JAMES BURKE's huge layer cake.

KAREN
We did everything together and we
were always the same crowd.
Anniversaries. Christenings. We
only want to each other's houses.

CUT TO:

SNAPSHOT OF JIMMY HOGGING KAREN AND MICKEY AT TABLE

KAREN (V.O.)
The woman played cards. When my
kids were born. Jimmy and Mickey
were always the first at the
hospital.

CUT TO:

SNAPSHOT OF BEAMING JIMMY, MICKEY AND HENRY EMBRACING
AGAINST THE WINDOW OF MATERNITY HOSPITAL WHILE A NURSE
HOLDS OP A BABY. MICKEY IS IN TEARS.

KAREN (V.O.)
When we went to the Islands or
Vegas for vacation, we always .
went together.

CUT TO:

SNAPSHOT OF JIMMY AND MICKEY AND HENRY AND KAREN IN BATH-
SUITS STANDING NEXT TO THEIR POOLSIDE CHAIRS HOLDING TALL
TRADER VIC'S-STYLE DRINKS WITH TINY UMBRELLAS AND PINEAPPLE
STICKING OUT OF THEM.

KAREN
It got to ba normal. I got to where
I was even proud that I had the
kind of husband who was willing to
go out and risk his neck just to
get us the little extras.

CUT TO:

INT. HENRY AND KAREN'S SUBURBAN HOUSE - MORNING

ANGLE ON HENRY'S BEDROOM CLOSET

CAMERA TRACKS row after row of neatly hung suits and sports
jackets and racks of sharp shoes.

WE SEE HENRY getting undressed. He neatly hangs his jacket
and then lifts the front of his sport shirt to his neck,
REVEALING thick packets of crisp $50 and $100 bills be has
wedged all around his waist.

KAREN (O.S.)
But I got my mother to watch the
kids tomorrow night.

CUT TO:

KAREN'S BEDROOM CLOSET

CAMERA TRACKS past rows of KAREN'S dresses, pants suits,
blouses, shoes and fur coats.

HENRY (O.S.)
I told you I can't.

CUT TO:

KITCHEN

WE SEE HENRY, now shaved and dressed in a different suit.
He is on his way out.

KAREN
(annoyed)
I'm gonna need some money.

HENRY
How much?

WE SEE KAREN hold her thumb and forefinger about an inch
apart.

WE SEE HENRY take about an inch and a half of money from
his inside jacket pocket, slap it on the table and go out
the door.

INT. THE SUITE - NIGHT

A plush, overdecorated cocktail lounge and nightclub on
Queens Boulevard, where we hear Sergio Pranchi on the
jukebox.

(NOTE: REPLAY THE OPENING OF THE FILM AT 9 TIMES NORMAL
SPEED -- HENRY SLAMMING THE TRUNK CLOSED.)

HENRY (V.O.)
For most of the guys, killing got
to be accepted. They were routine.
Murder was the only way everybody
stayed in line. It was the ultimate
weapon. Yon got out of line, you
got whacked. Everyone knew the
rules.

CUT TO:

TOMMY SMASHING GUN INTO BILLY BATT'S HEAD

HENRY (V.O.)
But sometimes, even if people didn't
get out of line, they'd get whacked.
Hits just became a habit for some
guys. It didn't take anything to
get yourself killed.

CUT TO:

SILHOUETTE OF TOMMY, HENRY AND JIMMY

Stuffing BILLY'S body into the trunk.

HENRY (V.O.)
Guys would get into arguments over
nothing and before you knew it,
one of them was dead. They were
shooting each other all the time.
Shooting people was a normal thing.
It was no big deal.

CUT TO:

TOMMY'S MOTHER'S KITCHEN AND BREAKFAST.

HENRY (V.O.)
You didn't have to do anything and
nobody was immune. You just had to
be there.

CUT TO:

TOMMY

smashing shovel into soft, bloodied matress cover in the
trunk of the car.

HENRY (V.O.)
But we had a problem with Billy
Batts. This was a touchy thing.
Tommy had killed a made man. Billy
was a part of the Bambino crew and
untouchable.

CUT TO:

EXT. CONNECTICUT WOODLAND - NIGHT

WE SEE TOMMY, HENRY and JIMMY burying BATTS.

HENRY (V.O.)
Before you could touch a made guy,
you had to have a good reason.
There had to be a sit-down. And
you better get an okay, or you'd
be the one who got whacked.

HENRY slams down trunk.

CUT TO:

INT. COPACABANA - LATE SHOW - NIGHT

ANGLE ON TABLE

being quickly set up by WAITERS and MAITRE D' as HENRY,
TOMMY, ANGELO SEPE, and JOE MANRI sit down. In BG, WE SEE
OLDER HOODS with YOUNG SHOWGIRL TYPES.

WE SEE LINDA, a cheery, California blonde, and SOME
GIRLFRIENDS seated at a table directly behind HENRY'S table.

CUT TO:

STAGE AND AS STAGE LIGHTS DIM:

HENRY (V.O.)
Saturday night was for wives, but
Friday night at the Copa was always
for the girlfriends.

CUT BACK TO:

HENRY'S TABLE

HENRY is now sitting next to LINDA. TOMMY is with GIRL #l.
SEPE is with GIRL #2.

GIRL #1
Last week I saw Sunny Davis. What
a performer. You gotta see him.
You gotta catch him. He does
imitations I swear you'd think it
was the real people.

GIRL #2
Yeah, the way he moves. It's
unbelievable. I mean, you can
understand how a white girl could
fall for him.

TOMMY
What are you talking about?

GIRL #2
I don't mean me. Not me. I just
mean, you can see how some girls
could. Like that Swedish girl.
You can see how she fell for him.
You can see how he has this, this,
personality.

CUT TO:

COPA STAGE

spotlight. BOBBY DARKEN is singing.

EXT. LINDA'S APARTMENT BUILDING - NIGHT

HENRY'S convertible pulls up.

HENRY has his arm around LINDA'S neck. WE SEE them go
into the building.

DISSOLVE TO:

DAWN.

INT. VARIO'S HOUSE - DAY

Sunday. There are LOTS OF RELATIVES and FRIENDS present.
HENRY and KAREN arrive. KAREN ia carrying their NEW BABY
and HENRY has his TWO-YEAR-OLD DAUGHTER by the hand. A

Great fuss is made over the NEW BABY and over KAREN by the
WOMEN, including VARIO'S WIFE. VARIO puts an arm around
HENRY and leads him into an alcove.

VARIO
What did you hear about that thing?

HENRY
What thing? The Brooklyn thing?

VARIO
No. No. The guy from downtown.

HENRY
The guy from near where Christie
used to live?

VARIO
No. The other one. The one who
disappeared up the block from
Christie. The one they made a beef
on.

HENRY
Oh I Him.

VASIO
You know the one I mean?

HENRY
Oh yeah. Sure. That guy. I know
him.

VASIO
That Batts was a miserable fuck,
but his people are looking still
for him.

HENRY
Oh yeah. Yeah. I know. I even looked
into it myself. Nobody knows what
the fuck happened to him. He came
in the joint that one night and
then he disappeared.

VARZO
Hell, keep your eyes open. They're
busting my balls looking for the
fuck.

INT. THE SUITE - NIGHT

HENRY and LINDA, with the CREW, are drinking. MARTY KRUGMAN
is reluctantly paying off a bet at the bar. JIMMY calls
HENRY aside.

JIMMY
We got a problem, that thing we
took care of upstate?

HENRY
(surprised)
Paulie was just talking about him.

JIMMY
Well, we gotta dig him up again.

HENRY
(shocked)
What?

JIMMY
The guy just sold the property.
They're gonna build condominiums
and I don't want anybody digging
up the little bastard.

HENRY
(horrified)
It's been six months.

JIMMY
It's still better than letting
somebody find him.

HENRY
(nodding in agreement
and concerned)
If Paulie finds out, we got
problems.

JIMMY
Fuck Paulie. If Batts' crew finds
we whacked him, we got real
problems.

EXT. HENRY'S CAR PARKED ON DESERTED COUNTRY ROAD - NIGHT

A hot summer night. The car trunk is open. HENRY, JIMMY
and TOMMY are struggling with shovels. HENRY, sickened by
the stench, is wearing his handkerchief over his nose and
mouth. HENRY looks at JIMMY and TOMMY. They do not appear
to be bothered by the stench.

EXT. HENRY AND KAREN'S SUBURBAN HOME

HENRY is homing out the trunk of his car. He has all of
the mats, the spare tire, and the jack out of the trunk.

KAREN
What happened to the car?
(annoyed at Karen's
prying)
I hit a skunk.

HENRY sprinkles in a bottle of perfume and slams the trunk
shut.

INT. LINDA'S APARTMENT - BEDROOM - NIGHT

WE SEE LINDA showing off her new apartment to the GIRLS,
including ROBIN, a sexy, dark-haired girl. We hear HENRY,
TOMMY, SEPE and MANRI laughing in BG. The apartment is
decorated in Ocean Parkway Ring. There are thick velvet-
covered sofa and blue-glass coffee table in bedroom and WE
SEE a satin-covered, king-size bed with a doll propped
against the pillows. WE SEE LINDA lean over and show her
GIRLFRIENDS, including ROBIN, the bed ruffles.

HENRY (V.O.)
I set up Linda in an apartment
around the corner from the Suite.
That way I was able to stay over a
couple of nights a week. Karen was
home with the kids anyway and she
never asked any questions anyway.

INT. BRIDAL SHOP - BACKROOM

HENRY is strangling the OWNER of a bridal shop with his
own tie while TOMMY and JIMMY laugh.

HENRY (V.O.)
Linda and I were having so much
fun, she started screwing up at
work, and I had to straighten out
her boss a little bit.

INT. LINDA'S APARTMENT - BEDROOM - CONTINUOUS NIGHT

WE SEE LINDA suddenly lifted off her feet and thrown on
the bed. WE SEE HENRY and the GIRLS laughing. As HENRY
lifts LINDA off her feet, he winks at ROBIN, who smiles
back.

INT. THE SUITE - A BASEMENT CARD SAME - NIGHT

Glazed walls, ornate sconces, and a rumpus room bar. HENRY,
JIMMY, TOMMY and OTHER WISEGUYS are playing cards. TOMMY
is a little drunk. SPIDER, a 22-year-old apprentice hood,
is waiting on the PLAYERS, bringing then drinks. The sort,
of thing we saw HENRY doing earlier. TOMMY is feeling
expansive. He throws his jacket open TO REVEAL a gun tacked
in his belt.

TOMMY
(impatiently)
Spider. C'mon, get me a seven and
seven.

WE SEE SPIDER deliver a drink to HENRY and slowly back
toward the bar.

TOMMY
Spider, what did I say? Did I say
I was dying over here? Come on.
Move it. Don't walk, dance.
(to his fellow
players)
Did you ever see in the cowboy
movies where they make them dance?
Did you see The Oklahoma Kid, the
only cowboy movie Cagney ever made?
Come on, dance, you varmit.

WE SEE TOMMY taking out his guns.

SPIDER
Tommy, don't fuck around.

TOMMY
Yahooo.

HENRY
Tommy, don't fuck around. Put the
gun away. Tommy!

TOMMY
No, no. It's okay.

HENRY
Tommy, come on. Put the gun away.

TOMMY
No. It's okay. Just watch this.
Watch it.

The gun explodes and WE SEE SPIDER shot in the foot.

EXT. HENRY'S HOUSE - EVENING

WE SEE a set of keys come flying out the window. TILT DOWN
to keys.

CUT TO:

BEDROOM

HENRY is furious. He pushes past KAREN and looks out window

HENRY
I gotta go out!

KABEN
Not tonight, you're not. Not without
the car keys, you're not.

HENRY
Are you nuts?

KAREN
I don't care. Something's going
on.

HENRY
(exasperated)
That again.

KABEN
(shrieking and in
tears)
You're a liar. I look at you and I
know you're a liar.

HE SEE HENRY pick up a large lamp and throw it at KAREN.
He misses.

HENRY
(suddenly calm and
walking out)
I need some air. I need a little
peace. At least at home.

WE SEE KABEN sit down on bed and begin to cry. We hear the
CHILDREN crying in BG.

INT. THE SUITE - BASEMENT CARD GAME - NIGHT

ANGLE ON SPIDER

With bandaged foot and HENRY walking in and TILT UP TO
both of them.

JIMMY, TOMMY and SOME HOODS are playing cards. TOMMY Is
already drunk.

TOMMY
Hey! Look at this. Fred Astaira,
back from the wars. Can you believe
this guy? That bandage. It's bigger
than his foot.

SPIDER ignores him.

The card game is going on. Shirts are unbuttoned. The table
filled with empty glasses. SPIDER limps over with drinks.

TOMMY
Spider. You're so full of shit.
Even with that foot, I bet you can
dance.

SPIDER puts the drinks down and tries to ignore TOMMY again.

TOMMY
Come on. Spider. Come on. Let's
see you dance.

SPIDER
Why don't you go fuck yourself.

JIMMY
(laughing)
Hey, Spider. That's very good.
Did you hear, Spider? The kid's
got balls. See, the kid's got
balls. He's a good kid.

SPIDER starts to limp proudly back to the bar.

JIMMY
(whispering to Tommy)
You going to take that shit from
this punk? This fuckin' low-life.
This kid's got bigger balls than
you'll have any day. He just got
shot in the foot by you and he
tells you to go fuck yourself. I
can't believe this shit.
(to the crew, roaring
with laughter)
Can you believe this shit?
(To Tommy, almost
whispering)
Tommy! You gonna take that shit
from a punk?

The PLAYERS are all laughing loudly. SPIDER is proudly
standing near the bar. And, before anyone has any idea of
what is about to happen, TOMMY pulls out one of his two
guns and puts three deafening shots into SPIDER'S chest.

EVERYONE is frozen in silence. HENRY is upset by shooting.
There is a long pause.

JIMMY
All right, you dumb fuck, if you're
going to be a big fuckin' wiseguy,
you can dig the hole.

WE SEE a frowning TOMMY get up from table and slowly begin
moving chairs around to get ready to dig the hole.

HENRY
After Billy Batts and Spider,
everything was going crazy. Not
just our crew, but everybody.

CUT TO:

EXT. LINDA'S APARTMENT - DAY

WE SEE LINDA in the apartment.

CUT TO:

LINDA'S DOOR

WE SEE KAREN pressing the buzzer while holding TWO
hysterical CHILDREN.

KAREN
(screaming)
Open up! I know you're there! You
stay away from my husband.

KAREN (V.O.)
She wouldn't open the door. I
rang her bell. Still, she wouldn't
open. I rang her bell for two
hours, and she kept on hiding.

CUT TO:

INT. HENRY'S HOUSE - BEDROOM - NIGHT

ON HENRY'S SLEEPING FACE

CAMERA IS LOOKING at him. Peel a presence on top of him.
We hear a click. HENRY's eyes open. HENRY looks up.

CUT TO:

HENRY'S POV

WE SEE the gun aiming right through the lens. WE CAN SEE
the bullets in the chambers.

KAREN
(straddling Henry
in bed, holding a
gun)
Henry.
(she pulls back the
hammer)
Wake up.

HENRY
(always deny)
What's the matter with you? You're
crazy.

KAREH
(hysterically)
Crazy? I'm crazy enough to shoot
you and her.

COVERED BY A SERIES OF QUICK CLOSE UP CUTS

KAREN sweating, HENRY'S profile, the hammer of the gun,
etc.

KAREN (V.O.)
But still I couldn't hurt him.
How could I hurt him? I couldn't
even bring myself to leave him.

CUT TO:

KAREN

sweating.

HENRY
(carefully moving
his head away from
the gun)
It's all bullshit. I swear. It's
nothing. Whatever you want, we'll
do.

CUT TO:

HENRY'S PROFILE

CUT TO:

KAREN'S TRIGGER FINGER

KAREN (V.O.)
The truth was, that no matter how
bad I felt, I was still very
attracted to him. Why should I
give him up to someone else? Why
should she win?

HENRY
(quickly moving his
head away and
grabbing the gun)
Son of a bitch.

WE SEE HENRY slap KAREN across the face and knock her off
the bed.

HENRY
(angrily getting
out of bed and
packing his clothes)
I don't need this bullshit. I got
enough to worry about getting
whacked on the street. I gotta
come home to get whacked?

WE SEE KAREN crying.

HENRY
I swear on my mother, I should
kill you. You're fucking crazy.

WE SEE HENRY hit her. He is about to hit her again, but
stops. He turns his back on her and opens the door of his
closet roughly grabbing some clothes as if getting ready
to pack.

CUT TO:

INT. LINDA'S APARTMENT - DAY

HENRY opens the door and PAUL VARIO and JIMMY enter. They
walk toward the kitchen. The place is in disarray.

HENRY
(to Linda)
Honey. Go get me some cigarettes.

LINDA leaves without saying a word.

VARIO
(after watching the
door close)
Karen's come to the house. She's
very upset. It's no good. You gotta
straighten this all out.

HENRY looks down.

JIMMY
Things gotta be calm right now,
and Karen's so high-strung. She's
with Mickey every day. Who knows
what she's gonna do?

VARIO
Jimmy and Tommy were supposed to
pick up something in Tampa for me
this weekend.

JIMMY nods in agreement.

VARIO (V.O.)
You go with Jimmy, instead. Get
away for a few days. Relax.

CUT TO:

INT. REAR SEAT OF CAR - NIGHT

WE SEE MAM's bleeding face being punched.

VARIO (V.O.)
Enjoy yourselves. Have a good time.
Then, when you get back Monday,
you go home to Karen.

WE PULL BACK TO SEE JIMMY and HENRY beating a MAM who is
squashed between them.

MAM
(pleading)
I ain't got it. I swear.

WE SEE JIMMY and HENRY beat him more.

MAN
(crying)
I can't. I swear.

WE SEE JIMMY and HENRY look at each other.

EXT. EXIT SIGN TO BUSCH GARDENS - TAMPA ZOO - NIGHT

We hear the roar of lions.

WE SEE JIMMY and HENRY drag the BOOKIE out of the car by
his arms and legs just outside the zoo.

JIMMY
we're gonna feed the bastard to
the lions.

HENRY
(while dragging
bookie)
What lions? I'm not going near any
lions.

JIMMY
We only have to shove'em over the
moat.

WE SEE the MAN finally begin to squirm and scream.

CUT TO:

EXT. ROADSIDE PHONE BOOTH - NIGHT

ANGLE ON BLEEDING MAN

on phone with JIMMY and HENRY waiting outside.

HENRY (V.O.)
They must really feed each other
to the lions down there, because
the guy gave the money right up
and we got to spend the rest of
the weekend at the track.
(pause and genuine
shock)
But then, I couldn't believe what
happened.

CUT TO:

NEWSPAPER PICTURE

of HENRY and JIMMY getting arrested.

HENRY (V.O.)
When we got home, we were all over
the newspapers. At first, I didn't
even know why we got picked up.

CUT TO:

NEWSPAPER PHOTO

of MAN they beat being arrested with his head bandaged.

HENRY (V.O.)
Then, I found out, that the guy we
roughed up turned out to have a
sister working as a typist for the
FBI.

GOVERNMENT OFFICE

where sobbing TYPIST is surrounded by MEN in business suits.

HENRY (V.O.)
Who could believe it? Of all the
fucking people. She gave up
everybody. Jimmy. Me. Even her
brother.

CUT TO:

INT. COURTROOM - DAY

HENRY and JIMMY before JUDGE. KAREN and CHILDREN crying
in court. OTHER FAMILY MEMBERS present and crying.

HENRY (V.O.)
It took the jury six hours to bring
us in guilty. The judge gave Jimmy
and me ten years like he was giving
away candy.

INT. MAXWELL'S PLUM - THE BAR - LATE AFTERNOON

TOMMY, MARTY KRUGMAN, JOE MANRI, STACKS EDWARDS, FRENCHY
McMAHON, etc., are all having drinks with HENRY before he
goes off to prison.

WE SEE by the bar clock that it is four o'clock.

Suddenly, KAREN comes charging into the bar. She is angry.
She has tracked HENRY down.

KAREN
(frantic)
I thought you were supposed to
turn yourself in at ten o'clock
this morning?

HENRY
I'm just having my last few drinks.

KAREN
I've been all over town. I got a
call from the bondman. He says
they're going to rescind your bail
if you don't show up and sign in
right now. They're going to take
away the house.

HENRY
Shit.

HENRY looks at his PALS, orders his last Screaming Eagle
for a while, and gently touches the tips of KAREN'S fingers.
He swallows his drink, hugs and kisses a tearful KAREN and
walks out of the bar to a long, white, stretch limo waiting
at the curb.

TOMMY
Say hello to Jimmy.

HENRY gets in the rear seat of the limo.

HENRY
(downing a plan
full of valium)
Okay, now you can take me to jail.

CUT TO:

INT. DORMITORY - LEWISBURG FEDERAL PRISON

CLOSE UP - GARLIC

being sliced razor thin.

HENRY (V.O.)
Dinner was always a big thing. We
had a pasta course and then meat
or fish. Paulie did the prep work.
He was doing a year for contempt
and he had a system for doing
garlic. He used a razor and he
sliced it so thin it used to liquify
in the pan with a little oil.

CUT TO:

HOT PLATE

with a pot full of tomato sauce and meatballs being stirred.

HENRY (V.O.)
Vinnie was in charge of the tomato
sauce. I felt he put in too many
onions, but it was a good sauce
anyway.

CUT TO:

FRYING PAN

With smoking steaks.

HENRY (V.O.)
Johnny Dio did the meat. He didn't
have a broiler, so Johnny did
everything in pans. He smelled up
the joint something awful and the
hacks used to die.

CUT TO:

HOT FLAT

Hooked up by long extension cord to an electric outlet in
the toilet. There are huge kitchen knives, a block of ice
in a tin pail covered with a cloth and large pots and
colanders necessary for cooking pasta dishes.

PULL BACK to a large dorm with four beds separated by
shoulder-height partitions. The room does not look like a
prison. There are curtains over the bars. The room is filled
with smoke from the pan-fried steak.

HENRY (V.O.)
Everybody else in the joint was
doing real time, all mixed together,
living like pigs.

CUT TO:

HENRY

In grey prison garb, carrying a heavy canvas mail sack
marked "LEWISBURG PRISON." He dumps the sacks on one of
the beds.

HENRY (V.O.)
We lived alone, we owned the joint.
Even those hacks who we couldn't
bribe would never rat on the guys
who did.

CUT TO:

HENRY

opens the sack on his bad and pulls out bottles of wine,
scotch, and brandy, and holds them aloft.

HENRY
(looking for praise)
Nice? Good?

VARZO
(looking up from
his garlic surgery)
Okay. What else?

WE SEE HENRY reach in the sack and pull out cheeses, dried
sausages, a large jar of vinegar peppers and dried
mushrooms.

VARIO
(beaming with pride)
Now we eat.

WE SEE HENRY begin to set the table.

CUT TO:

VARIO AND THE REST OF TEE MOB BOSSES

playing cards, sipping wine, scotch and brandy. HENRY is
sitting on his bed with his back to the GROUP. When he
sees that no one is watching him, he pulls a black plastic
garbage bag out of the sack. HENRY opens the bag and
quickly counts the clear plastic bags of marijuana, glassine
envelopes of heroin and bottles of pills. HENRY quickly
repacks the drugs and slips them under his covers.

INT. PRISON ENTRY GATE - DAY

Visiting day. HENRY is in a GUARD'S booth watching the
VISITORS' gate through a window. WE SEE a GUARD in the
room with HENRY. There is a knock. The GUARD opens the
door and looks at HENRY. HENRY nods. The GUARD lets the
INMATE enter. While the GUARD watches, the INMATE gives
HENRY some cash and HENRY gives him one of the plastic
bags filled with marijuana and a bottle of pills. The INMATE
is then escorted out by the GUARD who closes the door.

GUARD
Are there any more?

HENRY
(looking intently
at the visiting
gate)
No, that's it. Ho more today.

WE SEE HENRY casually stuff some bills into the GUARD'S
shirt pocket.

CUT TO:

INT. VISITORS' GATE - DAY

ANGLE ON KAREN

coming through. She is wearing such a large, oversized
coat that KAREN looks twice as big as she was when we last
saw her. She has the TWO CHILDREN with her. She is carrying
a large purse and some empty shopping bags. The GUARDS see
her and immediately help her get through the metal detection
device and past the table where OTHER WOMEN are emptying
the contents of their bags and packages.

CUT TO:

REGISTRATION DESK where KAREN quickly signs the visitors'
book.

CUT TO:

GUARD'S GRINNING FACE

WE SEE him turn page of book so KAREN can see the name of
another of HENRY's visitors.

CUT TO:

PAGE OF BOOK WE SEE name, 'Linda Rossi" written next to
BILL, HENRY.

CUT TO:

INT. PRISON VISITING ROOM

PAN BACK to a large gymnasium filled with formica tables
and cheap plastic chairs at which WE SEE PRISONERS and
their WIVES and CHILDREN eating, talking, crying and, in
discreet corners -- hidden behind makeshift screens of
shopping bags and scarves -- having oral sex.

WE SEE that the bored GUARDS are indifferent to what is
happening.

CUT TO:

TABLE

HENRY and KAREN are talking while WE SEE the CHILDREN
playing in the distance at the commissary food machines.

KAREN
(fuming)
You son of a bitch. She's been
here.

HENRY
(acting dumb)
What are you talking about?

KAREN
(gottcha)
Don't lie to me. I saw her name in
the register.

HENRY
Jezuz Christ!

KAREN
You want her to visit you? Good!
Let her stay up all night crying
and writing letters to the parole
board.

HENRY
(astounded)
What am I doing? I'm in here! I'm
in jail. I can't stop people from
coming to see me.

WE SEE KAREN open her coat revealing large inside pockets
where she has stowed salamis, wine, cigarettes, cartons,
etc.

KAREN
You want her? Good! Let her sneak
this stuff in for you!

WE SEE KAREN slam a salami on the table with such a thud
that the other PRISONERS and WIVES turn around.

KAREN
Let her fight with these creep
bastards every week to make life
easier for you!

WE SEE KAREN slam down cigarettes and wine with a thud,
this time WE SEE a GUARD turn around and look at KAREN and
HENRY and the contraband on the table. Pause. WE SEE the
GUARD turn his head away.

HENRY
(desperate)
Stop! Stop!

KAREN
Let her carry this shit inside.

WE SEE KAREN boldly wave a Baggie filled with marijuana
and some plastic medicine containers with pills.

HENRY grabs the narcotics out of KAREN's hand and grabs
her. WE SEE HENRY hug KAREN to him and WE SEE her drop
her arms and hug him.

KAREN
(quietly sobbing)
Nobody's helping me. Tommy got
four years. Marty and Fran are
broke. I asked your friend Remo
for the money he owed you, and you
know what he told me?

HENRY
(stroking her head
and soothing her)
It'll be okay.

KAREN
He told me to take the kids to the
police station and make the cops
put me on welfare.

WE SEE HENRY take the drugs from KAREN's hand and slip it
into his shirt.

HENRY
We've got to help each other.

KAREN
Even Paulie, since he got out, I
hardly see him.

HENRY
It's only you and me. That's what
happens when you go away. We're on
our own. Forget everybody. Forget
Paulie. As long as he's on parole
he doesn't want anybody doing
anything.

KAREN
(sobbing)
I can't do it anymore.

HENRY
Yes, you can. I've got it set up.
We'll be fine. All I need is for
you to keep bringing the stuff.
I've got a guy in here from
Pittsburgh who'll move it for me.
Believe me, in a month we'll be
fine. We won't need anybody.

KAREN
I'm afraid. I'm afraid if Paulie
finds out.

HENRY
Don't worry about Paulie. Is he
helping you? Is he putting food on
the table? We've got to help
ourselves. We just have to be
careful while we do it.

KAREN
(looking in his
face)
I don't want to hear about her
anymore.

HENRY
(hugging her to him)
Never.

DISSOLVE TO:

TITLE - FOUR YEARS LATER

EXT. PRISON GATE - DAY

HENRY comes out in civilian clothes. WE SEE his face drop.
PAN over to the beat-up old car. KAREN is behind the wheel.
HENRY gets in.

INT. KAREN'S SMALL, CRAMPED APARTMENT

The signs of wealth are long gone. HENRY sees that KAREN
has been living four tough, lean years.

Their DAUGHTERS are watching as HENRY looks around the
house.

HENRY
(smiling faintly)
Get packed. We're getting out of
here.

KAREN
With what?

HENRY
(smiling, slyly)
Don't worry with what. You just
start looking for a new place. I'm
going to Pittsburgh in the morning.
The guys from Pittsburgh they owe
me fifteen grand from our little
partnership and it's only the
beginning.

KAREN
But you've got to see your parole
officer in the afternoon and
(whispering)
I promised we'd take Judy to F.A.O.
Schwarz.

HENRY
Don't worry about it. You listening
to me? Now, come on. We gotta go
see Paulie.

CUT TO:

INT. VARIO'S HOUSE - DAY

ANGLE ON PLATTERS OF FOOD

Coming out of the kitchen and placed on the table.

CUT TO:

DOCK - IN REAR OF VARIO'S HOUSE

DISSOLVE TO:

VARIO AND HENRY walking toward the edge of the dock.

VARIO
I don't want any more of that Shit.

HENRY
Wha? Me?

VARIO
Just stay away from the garbage.
Yon know what I mean.

HENRY
(shocked)
Me? Why would I get into that shit?

VARIO
(interrupting)
I know what you did inside. You
did what you had to do. I'm not
talking about that. I'm talking
from now on, outside. I'm talking
right here.

HENRY
Why would I get into that?

VARZO
Don't make me a fool. You know
what I mean, from now on, you gotta
be careful. Just don't mess around
with that shit, and watch out for
Jimmy. Jimmy's a good earner, but
he's sometimes too hungry. He's
wild. He does foolish things.
Jimmy is not a businessman. As
good as he is, he takes too many
chances.

HENRY
I know that. I know Jimmy. You
think I'd take chances like Jimmy?

VARZO
And that Tommy. He's a good kid,
but he's crazy. He's a cowboy.
He's got too much to prove. You
got to watch out for kids like
that.

HENRY
Paulie, I know. I know what they
are. But I use them for certain
things. Please. Believe me, you
don't nave to worry.

VARIO
(not even listening
to Henry's protest)
I'm not going to get fucked like
Gribbs. He's seventy years old and
the fucking guy is going to die in
prison. I don't need that. I don't
care who it is. I'm warning
everybody. Gribbs got twenty years
just because he said hello to some
fuck who was sneaking around selling
junk behind his back. That's not
going to happen to me. You
understand?

HENRY
Paulie. Why would I? I swear.

VARIO
You're only home early because we
got you a job, right? And I don't
need any heat. You understand?

HENRY
Nods.

VARIO
And, if you hear about anybody
else fucking around with that shit,
you tell me.

HENRY
Nods again.

VARIO
(gently slappinq
Henry on the cheek)
Anybody! You understand?

HENRY
I understand.

INT. ROBIN'S BASEMENT APARTMENT - DAY

ANGLE ON ROBIN'S HANDS

CUT TO:

mixing coke in metal bowl. WE SEE HENRY standing behind
her. ROBIN is an intense, sexy, 30-year-old, divorced.

Ex-airport clerk. (ROBIN is described earlier in SCENE #75
page 58, where she flirts with HENRY.) The apartment is a
jumbled mess and even the table where she is cutting the
drugs is littered with old coffee caps, newspapers, and
day-old dirty dishes.

HENRY (V.O.)
It took me about a week of sneaking
around before I could unload the
Pittsburgh stuff without Paulie
finding out. But when I did, it
was a real score. I started using
Robin's place to mix the stuff and
even with Robin's snorting more
than she mixed, I could see this
was a good business. I made twelve
thousand dollars in my second week
and I had a down-payment on my
house. All I had to do was every
once in a while, tell Robin I loved
her.

CUT TO:

INT. PAROLE OFFICE - DAY TIGHT ON A PIECE OF PAPER

where stubby pencil calculations are being scribbled.

HENRY (V.O.)
It was perfect. As long as I kept
getting the stuff from Pittsburgh,
I knew Paulie would never find
out. But within a couple of weeks
it got to be so big I needed help.
I got Jimmy and Tommy to come in
with me.

HENRY (O.S.)
Fifteen, sixteen, eighteen, twenty-
one-five.

CUT TO:

HENRY

opening a shoe box he has hidden in a plastic grocery bag.
JIMMY and TOMMY lean close to HENRY in order to see inside.

HENRY
(smiling)
Did I tell you?

CUT TO:

OPEN SHOE BOX

filled with twenty-dollar bills.

JIMMY (O.S.)
Nice.

TOMMY
Who's buying?

WE SEE HENRY's thumb run through the tightly-stacked
twenties like piano keys.

CUT TO:

PAROLE OFFICER

in tired business suit coming out of door, over which WE
SEE sign reading "UNITED STATES DEPARTMENT OF JUSTICE -
PAROLE DIVISION," and WE SEE that HENRY, JIMMY and TOMMY
are in the large brightly lit Parole Office counting their
drug profits.

PAROLE OFFICER
(overworked and
looking around the
crowded waiting
room)
Burke?

WE SEE JIMMY and PAROLE OFFICER walk into the office.

PAROLE OFFICER
Still working?

Door closes.

CUT BACK TO:

A WHOLE FLOOR

filled with EX-CON PAROLEES.

CUT TO:

INT. HENRY'S NEW HOUSE

WE SEE MARTY KRUGMAN and his wife, FRAN, being taken on a
tour of an over-decorated and expensive living room.

(SHOT almost like a commercial)

KAREN (O.S.)
This we had to have made special.
I mean, sit in it. Go ahead. Sit.

FRAN plops onto sofa.

KAREN (O.S.)
The others you couldn't even sit
in. And from here, watch the wall.

KAREN's hand flicks a switch on table next to sofa and
wall slides back, REVEALING TV and stereo.

KAREN (O.S.)
See. It opens. We had the
electricians fix it up special.

CUT TO:

LARGE MARBLE-TOP TABLE

KAREN
This we imported. It came in two
pieces.

On third object, PAN TO KAREN.

As KAREN and FRAN KRUGMAN disappear behind swinging kitchen
doors, MARTY and HENRY drop onto the sofa.

MARTY
It's a fait accompli?

HENRY
Done.

MARTY
And Jimmy's in it, right?

HENRY
Will you stop.

HASTY
But you don't understand. It's
worth millions. It's once in a

MARTY
Lifetime. We'll be rich. No more
nut every week. I've been
cultivating this thing for two
years.

INT. ROBERT'S LOUNGE

A SEEDY MOB HANGOUT. WE SEE ALL OF THE WISEGUYS WHO WILL
BE A PART OF THE LUFTHANSA ROBBERY. MARTY, HENRY, TOMMY,
AND JIMMY ARE WATCHING A BASKETBALL GAME.

HENRY (V.O.)
And these are the guys.

CUT TO:

TOMMY AND ANGELO SEPE

who are leaning with their backs against the bar, their
jackets open, bosses of all they survey.

HENRY (V.O.)
Tommy and Sepe were going to grab
the outside guard and make him get
us in the front door.

CUT TO:

FRENCHY MCMAHON

Who is playing shuffleball.

HENRY (V.O.)
Frenchy and

CUT TO:

JOE BUDDHA sprinkling sawdust on the shuffleboard table.

HENRY (V.O.)
Joe Buddha had to round up the
workers.

CUT TO:

FAT LOUIE

who is about 300 pounds and is sitting backwards in a chair,
watching the television with a drink in his hand.

HENRY (V.O.)
Fat Louis had to keep than tied up
and away from alarms.

CUT TO:

MARTY

Shoving his way between JIMMY and HENRY at the bar and
turning to the television basketball game.

HENRY
Only Marty was driving us nuts. He
was busting Jimmy's balls for an
advance on the money we were going
to steal.

CUT TO:

STACKS EDWARDS

who is sitting at the bar, delicately stirring his drink
with his pinky.

HENRY (V.O.)
Even Stacks got in on it. He was
supposed to steal the panel truck
and afterwards compact it by a
friend of ours in Jersey.

CUT TO:

INT. KAREN AND HENRY'S BEDROOM - DAY

ANGLE ON BABY

JUDY WICKS, a young, pale blonde woman, puts the BABY and
an overnight bag on the bed as HENRY and KAREN watch.

HENRY
I had everybody working. Even our
old babysitter.

KAREN
(enthused)
She's beautiful. Look at her.
Henry, look at her.

HENRY
(singsong)
Hello! Hello!
(to Judy)
Have a good flight?

JUDY
I hate Pittsburgh.

WE SEE JUDY WICKS unwrap the BABY'S pink snowsuit and take
off its hood and mittens as HENRY opens JUDY's overnight
bag and takes out some Pampers and then he takes out several
plastic bags with cocaine and heroin.

JUDY
Where'd you find such creeps?

HENRY
They're okay and it's worth it.
Ain't it?

KAREN
(playing with the
baby)
Is this the same one as last time?

JUDY
(amazed that Karen
can't tell the
difference)
No. That one was my sister's. This
is Louise's.

KAREN
Look at her, Henry, is she sweet?
Doesn't she look like Judy?

JUDY
That's what the stewardess said.

WE SEE HENRY barely listening while putting the drugs in a
paper bag.

CUT TO:

INT. ROBIN'S HOUSE

EXTREME CLOSE OF - COKEBALLS

COME BACK TO SEE HENRY at table making "cokeballs" in a
metal press.

CUT TO:

LINE OF COKE ON A MIRROR

shoved under HENRY's nostril.

WE SEE straw inserted into HENRY's nostril as he casually
inhales. He never stops pressing the cokeballs.

TRACK OUT TO ROBIN 'taking a snort herself, and the sloppy
table with the drags, scales, mixers, bowls and sieves.
ROBIN is razor-blading two more lines.

HEHRY
(watching out of
the corner of his
eye)
Hey! Watch out.

WE SEE ROBIN lick her finger and then run her finger across
HENRY'S tongue. Be licks, but does not react as he takes
several golf-ball-size cokeballs out of the machine and
puts then in a leather pouch. Be gets up to leave.

ROBIN
Stay there.

HENRY
Don't start. I told you to clean
up. Look at this place. It's a
pigpen. Look around here. Why do
you think I bought you the
dishwasher? Look. Look at this.
(sticking his finger
under Robin's nose)
There's enough powder around here
to put us all away.

ROBIN
(licking Henry's
finger and playfully
pushing him into
the chair)
I hate to do dishes.

HENRY
(sitting down again)
Hey, come on. I gotta meet somebody.

ROBIN
(reaching over his
shoulder toward
his crotch)
So do I.

WE SEE HENRY look at his watch.

INT. ROBIN'S SHOWER

HENRY is listening to the radio while taking his shower.

RADIO NEWS BROADCASTER (V.O.)
... and nobody knows for sure just
how much was taken in the daring
pre-dawn raid at the Lufthansa
cargo terminal at Kennedy Airport.
The FBI says two million dollars.
Port Authority police say four
million dollars, the city cops say
five. How much maximum? That they
won't say. So far, Lufthansa has
not said anything, but they've
promised to break their silence
soon with a press conference, and
WINS will be there to cover it
live from the scene of the heist
at JFK when they do. It looks like
a big one. Maybe the biggest this
town has ever seen. Stay tuned ...

HENRY slams the soap onto the shower floor and pounds the
wall with joy.

ROBIN (O.S.)
Are you okay? What happened?

HENRY
Nothing. I dropped the soap. That's
all.

EXT. ROBERT'S LOUNGE - NIGHT

Private Christmas party. As they arrive, HENRY and KAREN
are hugged by JIMMY in the doorway. It is a Lufthansa
victory party, but no one mentions the robbery.

JIMMY
(grabbing Henry
around the neck
and kissing his
head)
Come here.
(to Karen)
Look at this genius.

JIMMY keeps his arms around HENRY and KAREN as FAT LOUIE
CAFORA shows up with his new wife, DOLORES, who is also
over 200 pounds. They are beaming with pride.

FAT LOUIE
(to Jimmy and Henry)
Come outside. I gotta show you.
Just for a minute.

WE SEE a new pink caddy convertible. The sticker is still
in the window.

FAT LOUIE (O.S.)
Is that beautiful? I got it for
Dolores.

JIMMY
(whispering angrily
at Fat Louie)
You fucking nuts? Didn't I say not
to go buy anything for a while?
You got a fucking car?

FAT LOUIE
(trying to placate
Jimmy as he enters
the bar)
Don't get excited. It's okay. My
mother bought it for us. It's a
wedding present. It's in her name.

JIMMY
You're crazy. The bulls are across
the street. They're watching
everything we do.

CUT TO:

ROBERT'S LOUNGE - COPS IN FRONT

CUT BACK TO:

JIMMY as he watches Fat Louie walk into the bar.

JIMMY
(angrily whispering
to Henry)
The fat fuck ought to wear a sign.

WE SEE a sailing ANGELO SEPE walk in the door and WE SEE
that his WIFE is wearing a $30,000 sable coat.

JIMMY
Jesus Christ! Are you all fucking
nuts?

SEPE
(to Henry)
What's the matter with him?

Before HENRY can answer, WE SEE JIMMY start to grab the
coat off MRS. SEPE's back.

SEPE
Hey? What the fuck are you doing?

MRS. SEPE
(hysteria risin)
Angelo! He's taking my coat!
Angelo!

Meanwhile, WE SEE JIMMY grabbing the coat off MRS. SEPE's
back and begin to roll it up and shove it under SEPE's
arm.

JIMMY
(furiously, to Sepe)
Didn't I tell you not to get
anything big? Didn't I tell you
not to attract attention? In two
days, one fuck buys a Caddy and
another buys a ten thousand dollar
mink.
(to Henry)
Can you believe this shit?
(to Sepe, with some
menace)
Now get the fuck home and get rid
of the coat. Bring it back to where
you got it. I don't care what you
do, just get rid of it.

MRS. SEPE
(to Sepe, hysterical
and angry)
I'm not giving it back. Angelo? Do
you hear me?

WE SEE SEPE angrily grab his WIFE'S arm and leave.

SEPE
Did I tell you to shut up? Shut
up!

JIMMY
(to Henry, as they
walk toward the
bar)
Fucking guys. Can you believe
them. I told them all: Don't .
attract attention. Act normal.

At the bar, WE SEE STACKS EDWARDS and his GIRLFRIEND
dropping shot glasses of green creme de menthe into large
glasses of chilled DON Perignon. TOMMY and his GIRL-FOR-
THE-MIGHT are standing with STACKS and his GIRLFRIEND.
TOMMY is wearing a shiny silk suit that practically glows
with newness. WE SEE FRENCHY and BUDDHA with their WIVES.
EVERYONE is dressed in new clothes and flashing gaudy rings.

JIMMY and HENRY move toward a quiet corner of the bar. WE
SEE MARTY KRUGMAN suddenly burst in on them.

MARTY
Oh! There you are. I've been
looking all over for you two.

HENRY and JIMMY stare at MARRY blankly.

MARTY
Listen, I need it, Jimmy. I need
it all.

JIMMY gets up to walk away without even looking at MARTY.

HEHRY
Marty. Relax. You saw some money.

MARTY
(continues anyway)
But I need it all. I owe people
too, you know.

WE SEE JIMMY walk toward small office in the back of the
bar.

MARTY
Jimmy. Wait. Listen. Please!

WE SEE that MARTY is about to follow JIMMY into the room,
but HENRY stops him.

MARTY
I want to talk to Jimmy.

HENRY
He heard.

MARTY
But I got two hundred and fifty
coming. It's my share. Jimmy
owes me.

HENRY
(following Jimmy
into the backroom)
Marty, please. Let me talk to him.

CUT TO:

BACKROOM

JIMMY and HENRY arc alone

WE SEE JIMMY take a thick stack of bills from inside his
jacket pocket and press than into HENRY's chest.

JIMMY
For Christmas. Your share. It's
just a taste.

HENRY
Jimmy.

JIMMY
(embracing Henry)
We did it. We did it.

He hear a knock on the door.

JIMMY Stops as if caught.

MALE (O.S.)
Hey, Jimmy. Jimmy.

JIMMY returns to normal.

JIMMY
Yeah, yeah. I'll be right there.

CUT TO:

INT. HENRY'S HOUSE - NIGHT

ANGLE ON HUGE ARTIFICIAL CHRISTMAS TREE

HE SEE HENRY coming in with the tree.

HENRY
Hey! Look what I got. The most
expensive tree they had.

CUT TO:

HUGE WHITE TREE

all set up with large purple balls.

WE SEE KAREN and the CHILDREN excited by the presents
REVEALED under the tree. WE SEE KAREN kiss HENRY, who
slips the thick packet of bills into the front of her dress.

HENRY
Go buy yourself a coat.

KAREN shivers with excitement.

CAMERA DOLLIES into tree.

HENRY
Lufthansa should have been our
ultimate score. The heist of a
lifetime. Six million in cash.
More than enough to go around.

INT. STACK'S APARTMENT

STACKS is in bed.

We hear a loud knocking at the door.

TOMMY (O.S.)
Hey! Stacks! Come on! Open the
door! Wake up!

CUT TO:

TOMMY AND ANGELO SEPE

standing in the hallway.

TOMMY
Come on! Come on! We got some
coffee.

CUT TO:

STACKS opening the door.

ANGELO
You got coffee?

STACKS
Fucks! You said you had coffee.

TOMMY
(to Angelo)
Put on a pot.

STACKS
(putting on his
trousers)
Ball-busting sons of bitches.

CUT TO:

STACKS

Bending over to put on his shoes. We hear water in the
sink.

CUT TO:

TOMMY pulling out a .38 caliber gun with a silencer from
his belt.

HENRY (V.O.)
Stacks was always crazy. Instead
of getting rid of the truck like
he was supposed to, he got stoned,
went to his girlfriend's and by
the time he woke up, the cops had
found the truck. It was all over
the television. They even said
they came up with prints off the
wheel. It was just a matter of
tine before they got to Stacks.

BANG! BANG! BANG!

CUT TO:

TOMMY

firing three silent shots into the back of STACKS' head.

INT. ROBERT'S LOUNGE - DAY

HENRY walks into the bar and WE SEE JIMMY, TOMMY, SEPE and
MARTY. They are ALL celebrating.

JIMMY
(to the bartender)
Give'm a drink.

HENRY
(agitated, to Jimmy)
I gotta talk to you.

JIMMY
(as happy as he's
ever been)
Have a drink first.

WE SEE HENRY swallow the drink in one gulp.

HENRY
I still gotta talk to you.

WE SEE JIMMY grab HENRY around the neck and head toward
the rear men's room.

JIMMY
(laughing)
Oh yeah? Anything you say.

CUT TO:

MEN'S ROOM

HENRY
What's going on? What happened to
Stacks? Is everything okay?

JIMMY
(smiling)
Don't worry about it.

HENRY
There are cops all over the place.

JIMMY
(smiling)
So what? Where are they gonna go?

CUT TO:

A SMILING TOMMY

entering the men's room.

JIMMY
(to Tommy and barely
able to suppress
his glee)
He's worried.

TOMMY
(suddenly hugging
Henry with happiness
and affection))
Come on. Don't worry so fucking
much. Things are beautiful.
(to Jimmy)
Didn't you tell him?

JIMMY
(wreathed in smiles)
Not yet.

HENRY gently breaks away from TOMMY'S hug. Stares at JIMMY.

JIMMY
Tommy's gonna be made.

HENRY is momentarily impressed.

HENRY
(incredulous)
Paulie's gonna make him?

JIMMY
(proudly grabbing
Tommy's beaming
face in his hands
and kissing him)
Who else? Paulie got the okay.
This little guinea fuck. Someday
he's gonna be a boss. Can you
believe someday we'll work for
him.

HENRY hugs TOMMY and they leave the men's room.

CUT TO:

NARROW HALLWAY OUTSIDE MEN'S ROOM ON HAY BACK TO BAR

CUT TO:

MARTY

standing in narrow hallway blocking HENRY, JIMMY and TOMMY.

MARTY
(smiling)
Jimmy, can I talk to you now?

WE SEE JIMMY and TOMMY angrily push right past MARTY.

MARTY
(annoyed and pleading
with Henry as Jimmy
and Tommy hurry
past)
Hey! Come on, already. If it wasn't
for me, none of you would have had
anything.

WE SEE HENRY grab MARTY and shove him in the men's room
and close the door.

HENRY
(angry)
Will you shut your fucking mouth.
You're gonna get your money, just
stop busting balls. Okay? Relax.
You hear? Everything's gonna be
fine.

WE SEE HENRY slam the bathroom door on MARTY and hurry
back to the bar.

EXT. ROBERT'S LOUNGE - NIGHT

WE SEE JIMMY and TOMMY leaving the bar after a long night.
WE SEE MARTY outside waiting for them.

JIMMY
(bursts out laughing)
Son of a bitch. You're a pisser.

WE SEE MARTY begin to laugh, too. WE SEE JIMMY hug MARTY
around the shoulder affectionately as they walk away from
the bar.

JIMMY
You wanna talk? Okay, come on,
let's get it over with. I swear
I've never known a ball buster
like you in all my life.

MARTY
(all smiles)
Ah, but Jimmy, nobody loves you.
like I do. You know that. You name
it. I'll do anything for you.

JIMMY
(still laughing)
Except to stop busting my balls.

We hear tires squeal and two shots ring out.

CUT TO:

INT. HENRY'S HOUSE - NIGHT

We hear a doorbell, waking HENRY and KAREN from sleep.

WOMAN (O.S.)
Open up. Henry! Karen! It's me.
Fran!

WE SEE HENRY and RARER open the door and HE SEE FRAN KRUGMAN
standing there in her housecoat, and distraught.

FRAN
(hysterical)
Marty didn't come home. He's
missing. I know something happened
to him.

HENRY
Wait a minute. Calm down.

KAREN
Fran. It'll be okay. Don't worry.

FRAN
I know something happened.

HENRY
What could happen? He got drunk.
He passed out somewhere. I'll go
looking for him in the morning.

FRAN
In twenty years he's never been
away all night without calling. I
know something's wrong.

HENRY
Awright, awright. Let me take you
home and I'll go look for him
myself. Right now.

EXT. PARKING LOT OUTSIDE SHERWOOD DINER - DAWN

HENRY and JIMMY are leaving together.

HENRY
What'll I tell Fran?

JIMMY
Who gives a fuck? Tall her he ran
away with a broad. What do you
care about her.

Suddenly JIMMY spots TWO FBI MEN who had been tailing him,
dozing in their unmarked car. Be starts toward their car.

JIMMY
Watch this.

HENRY
Come on, don't fuck around, will
ya?

JIMMY
I do it all the time. Bust their
fucking balls.

HENRY
Jimmy, come on. Fuck 'em. Don't
give them the satisfaction.

HENRY watches JIMMY tiptoe up to the AGENTS' car and rap
on the window. The startled AGENTS look up and see JIMMY
staring at them.

JIMMY
Come on, fuckoes. Let's go for a
ride.
(to Henry as Jimmy
starts his car)
I keep 'em up all fuckin' night.

While HENRY walks to his own car, WE SEE JIMMY roar off
and we hear the squeal of tires and brakes as JIMMY and
still sleepy AGENTS in pursuit speed away from the club.

EXT. CAFORA'S PINK CADILLAC PARKED ON BROOKLYN STREET NEAR
SCHOOL BUS STOP - MORNING

WE SEE SOME YOUNGSTERS walk over to peek in the car. The
YOUNGSTERS are giggling. ONE BOY sneaks up alongside the
ear door and peeks inside. We hear a yell.

WE SEE the bodies of FAT LOUIE CAFORA and his wife, DOLORES,
slumped against each other on the front seat. Blood has
caked all over their faces from small bullet holes in their
beads.

EXT. LARGE DUMPSTER BEHIND DINER NEAR AIRPORT - DAWN

WE SEE large garbage truck back up to the dumpster as
GARBAGE MAN lashes two steel cables to rings on top of
dumpster.

WE SEE GARBAGE MAN signal for SO to tighten cable and tip
dumpster into truck.

CLOSE UP OF TOP OF DUMPSTER

as it is tipped over and WE SEE an arm fall over the side
and as dumpster tips more WE SEE another arm and the dead
faces of FRENCHY McMAHON and JOE BUDDHA as GARBAGE MAN
screams to helper SO to stop.

EXT. HOSTS POINT MARKET - TRUCK PARKING LOT - MORNING

WE SEE the open door of a large refrigeration truck. WE
SEE bright lights and flashbulbs go off.

CAMERA STEADILY MOVES IN ON frozen body hanging from a
rack inside the truck.

HENRY (V.O.)
Jimmy was cutting every link between
himself and the robbery, but it
had nothing to do with me. I gave
Jimmy the tip and he gave me some
Christmas money. From then on I
kept my mouth shut. I knew Jimmy.
He had the cash. It was his. I
know he kicked some money upstairs
to Paulie, but that was it. It
made him sick to have to turn money
over to the guys who stole it.
He'd rather whack them. Anyway,
what did I care? I wasn't. asking
for anything and, besides. Jimmy
was making nice money with me
through my Pittsburgh connections.
But still, for months after the
robbery, they were finding bodies
all over.

CAMERA MOVES ONTO

CLOSE UP - ANGELO SEPE'S FROZEN FACE

HENRY (V.O.)
When they found Sepe in the meat
truck, he was frozen so stiff it
took them two days to thaw him out
for the autopsy.

INT. SHERWOOD DINER - DAY

A bright sunny afternoon, HENRY and JIMMY seated in a window
booth. WE SEE JIMMY eating eggs on pancakes with sausages
and toasted English muffins.

HENRY (V.O.)
Still, I never saw Jimmy so happy.
He was like a kid. We had money
coming in through my Pittsburgh
people and after a while even the
Lufthansa thing began to calm down.
But the thing that made Jimmy so
happy that morning was that this
was the day Tommy was being made.

EXT. TOMMY DESIMONE'S MOTHER'S HOUSE - MORNING

WE SEE TOMMY is all dressed. He kisses his MOTHER. TOMMY
walks down the stairs toward TWO WISEGUYS and into a waiting
car.

HENRY (V.O.)
Jimmy was so excited, you'd think
he was being made. He must have
made four calls to Tommy's house.
They had a signal all set up so
he'd know the minute the ceremony.
was over.-

INT. SHERWOOD DINER - DAY

JIMMY has finished his breakfast and spots HENRY's untouched
melon.

JIMMY
(looking at watch)
You want the melon?

HENRY
Nah.

JIMMY
(reaches for the
melon and looks at
his watch)
I better call again.

HENRY (V.O.)
Jimmy and I could never be made,
because we bad Irish blood. It
didn't even matter that my mother
was Sicilian. To become a member
of a crew, you've got to be one
hundred percent Italian So that
they can trace all your relatives
back to the old country.

INT. ONE-FAMILY BRIOC BUILDING WITH GARAGE UNDER THE FIRST
FLOOR

WE SEE the car pull into basement garage and door close.

INT. SHERWOOD DINER - HENRY'S POV

From HENRY'S POV in window, WE SEE JIMMY cross the parking
lot to an outdoor phone booth on the side of the road.
Trades are roaring past.

HENRY (V.O.)
It's the highest honor they can
give you. It means you belong to a
family and a crew. It means that
nobody can fuck around with you.
It also means you can fuck around
with anybody, as long as they aren't
also a member. It's like a license
to steal.

INT. BASEMENT ROOM OFF THE GARAGE

as TOMMY proudly walks into the room, followed by the TWO
WISEGUYS.

HENRY (V.O.)
As far as Jimmy was concerned,
with Tommy being made, it was like
we were all being made. We would
now have one of our own guys as a
member.

TOMMY proudly walks into the room. WE SEE a HOOD suddenly
appear behind him, put a gun to his head and fire. WE SEE
TOMMY inertly drop to the ground in a heap.

HENRY (V.O.)
Except, they didn't make Tommy
that day.

CUT TO:

JIMMY - IN PHONE BOOTH

Suddenly, JIMMY slams down the phone with so much strength
that the booth shudders.

HENRY (V.O.)
They killed him. It was revenge
for Billy Batts.

When JIMMY turns around, WE SEE that he is crying. WE SEE
HENRY hurrying toward JIMMY to console him.

HENRY (V.O.)
And there was nothing we could do.
Batts was a made man and Tommy
wasn't. We had to sit still and
take it. It was among the Italians.
It was real greaseball shit. They
even shot Tommy in the face so his
mother couldn't give him an open
coffin at the funeral.

CLOSE UP ON DATE - SUNDAY, JANUARY 11, 1979.

TITLE UP - 6:55 A.M.

EXT. HENRY'S DRIVEWAY - DAY

WE SEE HENRY putting a paper bag filled with guns into the
trunk of his car. We hear the loud noise of a helicopter.
WE SEE HENRY look up. WE SEE a red helicopter. HENRY slams
the trunk closed. We hear the helicopter.

HENRY (V.O.)
I was going to be busy all day. I
had to drop off some thirty-eights
at Jimmy's to match some silencers
he had gotten. I had to pick up my
brother at the hospital and drive
him back to the house for dinner
and then I had to pick up some new
Pittsburgh stuff for Judy to fly
down to some customers I had near
Atlanta.

INT. HENRY'S CAR

CLOSE UP - HENRY'S FACE

as he drives he sees the helicopter.

EXT. JIMMY'S DOORWAY - HENRY FULL FACE, CAR IN BG

WE SEE JIMMY grab one of the guns in his doorway and try
to screw on a silencer he had in his pocket. He can't.

JIMMY
What fucking good are these things?
They don't fit. What do I need
this for? I'm not paying for this
shit.

HENRY (V.O.)
Right away I knew he didn't want
them. I knew I was going to get
stuck for the money. I only bought
the damn guns because he wanted
them. And now, he didn't want them.
I didn't say a thing. Jimmy was so
pissed he didn't even say goodbye.

CUT TO:

HENRY

patting torn bag with guns back into car trunk.

TITLE UP - 8:05 A.M.

EXT. HENRY'S CAR - DAY

WE SEE HENRY speeding toward top of a rise in highway
approaching Queens Midtown Tunnel.

INT. HENRY'S CAR - DAY

HENRY (V.O.)
I knew my Pittsburgh guys always
wanted guns, and since I was going
to see them later in the afternoon
to pick up a delivery, I was pretty
sure I'd get my money back.

HENRY looks up and sees the red helicopter. When he looks
back at the road he is suddenly confronted with a huge
traffic jam spread out before him.

WE SEE him jam his foot on the brakes.

TITLE UP - 8:45 A.M.

INT. HOSPITAL ROOM - DAY

A bedraggled HENRY arrives in his brother, MICHAEL'S, room.
MICHAEL is all dressed and sitting in his wheel-chair,
waiting to go.

HENRY (V.O.)
When I finally got there to pick
up Michael, his doctor wanted to
put me in bed. I told him about
the accident. I said I was partying
all night.

CLOSE UP - PILLS IS HENRY'S PALM

HENRY (V.O.)
He took mercy on me. He gave me
ten milligrams of Valium and sent
me home. My plan was to drop off
my brother at the house and pick
up Karen.

INT. HENRY'S CAR - DAY

WE SEE HENRY driving MICHAEL. HENRY looks up and sees the
red helicopter.

HENRY
(to Michael)
I think that helicopter's following
me.

MICHAEL
Are you nuts?

INT. HENRY'S KITCHEN - DAY

HE SEE MICHAEL, in his wheelchair, chopping celery. WE SEE
HENRY making meatballs. JUDY WICKS is also there, helping
KAREN shell peas. JUDY's overnight bag is on the kitchen
table, surrounded by food. The CHILDREN are playing on the
kitchen floor.

HENRY (V.O.)
I was cooking dinner that night. I
had to start braising the beef,
pork butt and veal shanks for the
tomato sauce. It's Michael's
favorite. I was making ziti with
the meat gravy, and I'm planning
to roast some peppers over the
flames, and I was putting on some
string beans with the olive oil
and garlic, and I had some beautiful
cutlets, cut just right, that I
was going to fry up before dinner
just as an appetizer. I was home
for about an hour. My plan was
toStart the dinner early, so Karen
and I could go unload the guns
that Jimmy didn't want, and get
the package for Judy to take to
Atlanta latex that night. I kept
looking out the window and the
helicopter was gone. I asked Michael
to watch the sauce, and Karen and
I started out.

TITLE UP - 11:30 A.M.

INT. HENRY'S CAR - DAY

WE SEE KAREN and HENRY in car when KAREN points out the
window.

CUT TO:

HELICOPTER

HENRY
We're going to your mother's.

CUT TO:

KAREN'S MOTHER'S COVERED GARAGE AREA - DAY

HENRY (V.O.)
Now I'm sure we're being tailed.
My plan was to go to her mother's
and unload the guns. Who needed
them in the trunk with all this
heat?

CUT TO:

HENRY putting the guns into garbage cans.

HENRY
(to Karen)
Go inside. Tell her not to touch
anything outside the house.
Nothing.

CUT TO:

KAREN AND HENRY looking up at helicopter.

HENRY
Let's go shopping.

EXT. LONG ISLAND SHOPPING MALL - DAY

CLOSE UP OF HENRY ON PHONE

Nearby WE SEE KAREN standing outside of their parked car.
In BG, WE SEE a large, busy shopping mall with cars and
SHOPPERS.

TITLE UP - 12:30 P.M.

CUT TO:

MALL PHONE BOOTH

HENRY
I'm not nuts. It's been following
me all fucking morning. I mean
it.

WE SEE HENRY slam down the phone. DOLLY INTO FACE

HENRY
(to Karen)
They think I'm paranoid. The dumb
fucks. I should bring them the
helicopter, then we'll see how
paranoid I am.

TITLE UP - 1:30 P.M.

CUT TO:

MALL ENTRY

HENRY and KAREN peek out the mall door surrounded by PEOPLE
with shopping carts and look into the sky for the
helicopter. It is gone. He listens. No noise.

HENRY
Okay! Quick! Let's get back to
your mother's.

EXT. KAREN'S MOTHER'S GARAGE AREA - DAY

ANGLE ON HENRY

getting guns out of garbage.

TITLE UP - 3:30 P.M.

INT. MOTEL APARTMENT - DAY

WE SEE PITTSBURGH DEALER laughing as HENRY gives him the
package of guns. A YOUNG MAN is also standing in the room.

DEALER
Didn't I tell you you were paranoid?
See, Karen, didn't I tall him he
was paranoid?

KAREN
(barely looking up
and wandering toward
kitchen)
I need some coffee.

DEALER puts his arm around HENRY and motions him toward
the bedroom where they snort some coke and laugh. After
snorting the coke, HE SEE the DEALER give HENRY a plastic
package of heroin he has taken out of a paper bag on the
dresser. HENRY casually puts it in his jacket pocket.

HENRY (V.O.)
My plan was I had to get home and
get the package ready for Judy to
take on her trip. Also, I had to
get to Robin's house to give the
package a whack with some quinine.
Plus, I knew Robin was gonna get
on my ass. Then I had the cooking
to finish at home, and I had to
get Judy ready for the trip.

Phone rings in bedroom.

DEALER picks it up, listens a moment and offers it to HENRY.

DEALER
(whispering so Karen
cannot hear in
next room)
It's Robin.

HENRY
(annoyed)
Yeah?

HENRY covers the mouthpiece.

HENRY
(To dealer)
A pain in the ass.
(into phone)
I'll see you in about an hour.
(pause)
I can't. I got my brother home
tonight.
(pause)
We'll talk about it later. Okay?

HENRY hangs up the phone, pauses and dials again.

INT. HENRY'S KITCHEN - DAY

Phone rings. WE SEE JUDY WICKS answer the phone. WE SEE
MICHAEL is stirring the tomato sauce.

CUT TO:

DEALER'S BEDROOM HENRY is on the phone.

HENRY
You ready?

CUT TO:

HENRY'S KITCHEN

JUDY
Yeah.

CUT TO:

DEALER'S BEDROOM

HENRY
Tell Michael not to 1et the sauce
stick.

CUT TO:

HENRY'S KITCHEN

JODY
(to Michael, who is
still stirring)
Henry says don't let the sauce
stick.

MICHAEL
I'm stirring.

HENRY (O.S.)
(on phone)
You know what to do?

JUDY
(bored)
Yeah, yeah.

CUT TO:

DEALER'S BEDROOM

HENRY
Now this is important. Make sure
you leave the house when you make
the call. You understand? Do you
hear me? It's important. Call
from an outside phone. I mean it.

CUT TO:

HENRY'S KITCHEN

JUDY
Jesus! You must think I'm dumb.
What are you bugging me for? I
know what to do!

HENRY (O.S.)
(on phone)
Just make sure you do it. You know
what I mean?

JDDY
Jesus Christ! You can be such a
pain.

HENRY
Just do what I say! Judy Okay.

WE SEE JUDY hang up the kitchen wall phone.

MICHAEL
(still stirring)
What'd he say?

JUDY
Nothing.

JUDY WICKS takes a puff on her cigarette and starts to
fish around in the bottom of her pocketbook which is on
the kitchen counter near the wall phone.

WE SEE JUDY WICKS take out an airline ticket.

HENRY (V.O.)
So, what does she do after she
hangs up with me? After everything
I had told her? After all her yeah,
yeah, yeah, bullshit? She picks up
the phone and calls from the house.
Now, if anybody was listening,
they'd know everything. They'd
know that a package was leaving
from my house and they'd even have
the time and the flight number.
Thanks to her.

JUDY WICKS reaches for the kitchen phone and dials.

TITLE UP - 6:30 P.M.

INT. HENRY'S HOUSE - EVENING

HENRY is working in the kitchen.

HENRY (V.O.)
As soon as I got home, I started
cooking. I had a few hours until
Judy's flight. I told my brother
to keep an eye on the stove. All
day long, the poor guy's been
watching helicopters and tomato
sauce. I had to drive over to
Robin's place, mix it once and get
back to the gravy.

INT. ROBIN'S HOUSE - EVENING

HE SEE HENRY watching ROBIN mix the half-kilo of heroin
with milk sugar, doubling the amount. There is silence
between them. HENRY looks at his watch. ROBIN pauses for
a moment and sniffs a line of coke she has cut on a mirror
near the table.

HENRY snorts some coke, too.

The table and room is a mess. Mixing bowls, scales, and
sieves are strewn around the room.

ROBIN
(getting angrier
while mixing)
I don't need this... You said
tonight and now it's not tonight...

HENRY
(watching the dope
being mixed while
stroking Robin's
neck and shoulders)
It's okay. I'll make it up. I
promise. Just hurry it up a little.
Okay?

ROBIN
(finishing the
package with tape,
and almost purring)
Okay?

WE SEE HENRY grab the two half-kilo packages off the table
and start for the door. ROBIN is startled.

ROBIN
(shrieking)
You bastard! Where are you going?

WE SEE HENRY get out the door just before ROBIN throws the
scale at it.

TITLE UP - 8:30 P.M.

INT. HENRY'S DINING ROOM - NIGHT

After dinner. EVERYONE is feeling very expansive. JUDY
and HENRY have left the table and are standing in the
kitchen.

JUDY
(to Henry)
I gotta go home.

HENRY
What for? I got a pound of stuff
in my jacket I've been carrying
around all day. We gotta start
taping it to your leg.

JUDY
I gotta go home and get my hat.

ENRY
Forget your fucking hat. What are
you, kidding me? Just what I need
now is a trip to Rockaway. Just
because you want your hat.

JUDY
I need it. I gotta have it. It's
my lucky hat. I never fly without
it.

HENRY
Do you realize what we're involved
in here now?

JUDY
I don't care. I need my hat. I
won't go without it.

HENRY (V.O.)
What could I do? If she insisted,
I had to drive her home for her
goddamn hat. I threw the package
in the kitchen and went to take
her hone.

CUT TO:

HENRY

nodding to KAREN that the heroin is in the kitchen.

TITLE UP - 10:45 P.M.

EXT. HENRY'S DRIVEWAY - NIGHT

WE SEE HENRY and JUDY get into his car. As they start to
move out of the driveway, HENRY notices that there is a
traffic jam in front of his property. PEOPLE are walking
around with flashlights. It looks like an accident.
Suddenly, a MAN in windbreaker appears at HENRY'S window
and jams a gun against HENRY's head.

MAN
One move, motherfucker, and I'll
blow you away.

HENRY (V.O.)
For a second I thought I was dead,
but when I heard all the noise, I
knew they were cops, only cops
talk that way. If they had been
wiseguys, I wouldn't have heard a
thing. I would have been dead.

INT. HENRY'S BEDROOM TOILET - NIGHT

WE SEE KAREN hurriedly flushing heroin down the toilet
upstairs while we hear FBI MEN at the door downstairs. We
hear MICHAEL and CHILDREN'S VOICES downstairs.

WE SEE KAREN go to the bureau drawer and grab a small
caliber gun, lift her dress and, grimacing, shove the cold
metal into her underpants.

CUT TO:

INT. FBI OFFICE

HENRY is seated and surrounded by FBI MEN and PROSECUTOR
EDWARD MCDONALD. WE SEE JUDY WICKS brought in past HENRY
and ushered into another room. WE SEE the DEALER ushered
past HENRY and placed into yet another room.

HENRY (V.O.)
All day I thought the guys in the
helicopter were just local cops
busting my balls over Lufthansa,
but they turned out to be Narks.
They had been on me a month. Phone
taps. Surveillance.

WE SEE ROBIN brought in, followed by TWO COPS carrying
cardboard boxes filled with pots, sieves and scales from
ROBIN's table. The COPS put the boxes on a-table where
HENRY can see them. WE SEE ONE of the NARKS lick his finger
after wiping it across one of the bowls. He smiles at
HENRY and rolls his eyes.

WE SEE HENRY slouch further in his seat while questioning
continues.

INT. PRISON VISITING AREA

WE SEE KAREN and HENRY seated at a table in a visiting
area. HENRY is nervously looking around at the GUARDS and
whispering to KAREN.

CUT TO:

IN SYNCH

KAREN
(anxious)
Jimmy's calling every day. It's
urgent.

HENRY
(a little annoyed
at Karen)
What did he say, exactly?

INT. HENRY'S HOUSE - DAY

KAREN (V.O.)
(her turn to be
annoyed)
At least Jimmy and Mickey want to
help. I talk to Mickey every day.
That's more than I can say for the
rest.

HENRY (V.O.)
(placating)
Paul will calm down. You'll see.

INT. JIMMY'S HOUSE - DAY

HE SEE MICKEY on the phone.

KAREN (V.O.)
I told Jimmy the cops took our
cars and froze our bank accounts
and he offered to get me some money.
Be wants to know what's happening.
You gotta meet him.

HENRY (V.O.)
Fuck Jimmy and the money. Didn't I
tell you I gotta get out of here
first. I gotta straighten every-
thing out with Paulie or I'm dead.

CAMERA PANS to sinister JIMMY BURKE in BG.

INT. PRISON VISITING AREA - DAY (CONTINUOUS)

KAREN
(annoyed and
indicating the
jail)
Then you're safer in here.

HENRY
(exasperated)
Safe? Here? They'll kill me here.
They're all afraid I'm gonna rat
them out. People are already looking
to walk away from me. I'm dead in
here. You gotta get me out.

KAREN
(worried)
Who's gonna do that?

HENRY
(pleading)
Just get me out.

CUT TO:

KAREN

Her face drops, but she's not sure.

EXT. PRISON BAIL RELEASE GATE - MIDNIGHT

WE SEE HENRY hurry out of the prison. He looks nervous
over his shoulder.

HENRY (V.O.)
Karen finally got her mother to
put her house up for my bail. I
was out.

WE SEE KAREN and her MOTHER are waiting in the car.

HENRY (VO CONTD)
I remember I had this feeling I
was going to get killed right
outside the jail. I knew Paulie
was still pissed at me and he's
such a hothead I was afraid he
might have me whacked before he
calmed down. And I was also worried
about Jimmy. Jimmy knew if Paulie
found out he was in the drug deals
with me, Paulie would have Jimmy
killed even before me. This is the
bad time. I didn't feel safe until
I got home.

CUT TO:

INT. HENRY AND KAREN'S HOUSE - BEDROOM - NIGHT

ANGEL ON HENRY

frantically looking around the bedroom.

HENRY (V.O.)
So now my plan was to stay alive
long enough to sell off the dope
that the cops never found and
disappear for a while until I got
things straightened out.

HENRY
(to Karen)
Where's the stuff?

KAREN
What are you talking about?

HENRY
You know. The stuff I left.

KAREN
(beginning to cry)
I flushed it down the toilet.

HENRY
(anguish and anger,
mixed)
You what?

KAREN
(crying anguish)
What did you want me to do with
it? They were all over the house.

HENRY
Are you fucking nuts? That was
forty, fifty thousand. I need it.
I was depending on that money.

KAREN
(crying)
They had a warrant. They went
through everything. They would
have found it. I swear.

HENRY
Shit You know they would have never
found it. Why did you do it? Why
did you do it? My God, why did you
have to do it?

KAREN
(a primal scream)
Oh no! No! Noooo!

HEHRY
(screaming)
Why? Why?

WE SEE HENRY, and KAREN holding onto each other as they
cry and scream, with the screams echoing out on the sound
track.

DISSOLVE TO:

THEIR FACES

asleep, and CAMERA DOLLIES OUT TO REVEAL a gun in HENRY'S
hand as they sleep.

INT. GEFFKEN'S BAR

The place is closed, but inside WE SEE PAUL VARIO in the
kitchen cooking peppers and eggs in a frying pan with olive
oil. WE SEE SEVERAL HOODS surrounding him at a distance.
VARIOUS SUPPLICANTS, a LOCAL BUTCHER, an OLD LADY, etc.,
wait for a papal audience.

VARIO
(looking down)
I warned you a million times.

HENRY
I've been all fucked up since I
got out.

VARIO
You think I didn't know what you
were doing?

HENRY
It was easy money. I did it in the
can. Shit! I learned the junk
business in the can, Paulie.

VARIO
Right in my face. You looked in my
face and you lied.

HENRY
But, Paulie, I'm sorry. Believe
me. I was fucking crazy. But I'm
okay now. I can be trusted. I'm
clean now. On my children. Believe
me! Two weeks cold turkey waiting
for bail got my head together...

VARIO
You thought I was some fucking
jerk?

HENRY
Paulie, I couldn't come to you. I
didn't want to put you in this
shit.
(pause)
I was ashamed to come to you. I
knew I was wrong.

WE SEE VARIO. stand, mute.

HENRY
Paulie. You're all I got. I need
help.

VARIO
You treated me like shit.

WE SEE VARIO reach into his pocket and take out a thick
wad of bills. Without counting the money he puts the cash
in HENRY'S hands. VARIO clasps HENRY'S hands in his own.

VARIO
(looking down while
handing Henry the
cash)
Here. Take it.
(looking up with
tears in his eyes)
Now I gotta turn my back on you.

CLOSE UP - HENRY

HENRY (V.O.)
Thirty-two hundred bucks. That's
what he gave me. Thirty-two hundred
bucks for a lifetime. It wouldn't
have paid for the coffin.

CUT TO:

INT. HENRY AND KAREN'S BEDROOM - NIGHT

KAREN
I'm not going to run. Live the
rest of our lives like rats. Is
that what, you want? Leave my
mother. Leave my family. Never
see anybody again.

HOOD
(pleading)
We're gonna leave then anyway,
because if we stay around here
we're gonna be dead.

KAREN
(angrily pulling
away)
They're right. You are paranoid.

EXT. JUKEBOX STOREFRONT - DAY

ANGLE ON JIMMY

Nervously pacing near the doorway. There are jukeboxes
and pinball machines of various sizes and hues on the
sidewalk. Some are being loaded onto panel trucks and carted
off.

JIMMY
(concerned)
How is he? Okay? Are they busting
his chops?

KAREN
He's okay. They sobered him up.

JIMMY
Did he say what they're asking him
about?

KAREN
Jimmy. I don't know. I got so
much else on my mind. I got the
kids. We got no money.

JIMMY
I gotta talk to him as soon as I
can.

KAREN
He says he's too hot. He doesn't
even know I came here today. It's
like he's crazy. Jimmy.

JIMMY
I know. I know. But it'll be okay.
Don't worry. I got some money for
you. It's down the block.

WE SEE JIMMY lead KAREN to the edge of the sidewalk and
point down the block toward a row ot stores.

JIMMY
(pointing)
The third store down.

KAREN (V.O.)
Jimmy just stood there on the
sidewalk. It felt funny. I started
walking down the block, but I
noticed the stores were empty.

CUT TO:

EMPTY STOREFRONT

with chalked storefront

KAREN) (V.O.)
I got a bad feeling. I just kept
walking.

CUT TO:

JIMMY standing on sidewalk.

JIMMY
(shouting)
Inside! Go in there!

CUT TO:

EMPTY STOREFRONT

With open door and DARK FIGURES waiting inside.

KAREN
(very rattled)
Jimmy, I'm in a hurry. I've got
to pick up the kids at my mother's.
I'll come back later.

WE SEE KAREN hurry down the block past the stores.

EXT. DRIVEWAY - HENRY'S HOUSE - DAY

WE SEE KAREN'S car screech to a halt near the garage as
HENRY comes racing out of the house toward her. He has a
gun pressed close to his side.

WE SEE KAREN is frozen to the wheel in fear. She is visibly
shaking, crying.

WE SEE HENRY very gently pull her from behind the wheel.
He has cradled her in his arms as, after a wary look around
the street, HENRY walks her toward the house.

HENRY
What happened? You okay?

KAREN
I got seared.

HENRY
(soothing)
Okay. Don't worry about it. It's
okay.

KAREN
(still in shock)
I got scared.

INT. SHERWOOD DINER - LATE MORNING

CAMERA MOVES IN ON TABLE - HENRY'S POV

LONG TRACKING SHOT - THROUGH RESTAURANT

You don't know what you're TRACKING until YOU SEE all the
food on the table and JIMMY looks up.

HENRY (V.O.)
If you're part of a crew, nobody
ever tells you that they're going
to kill you. It doesn't happen
that way. There aren't any
arguments or curses like in the
movies. Your murderers come with
smiles. They come as your friends,
the people who have cared for you
all your life, and they always
come at a time when you are at
your weakest and most in need of
their help. So I met Jimmy in a
crowded place we both knew. I got
there fifteen minutes early and I
saw that Jimmy was already there.
He took the booth near the window
so he could see everyone who drove
up to the restaurant. He wanted
to see if I had been tailed.

JIMMY stands to embrace HENRY. WE SEE a table with melon,
eggs, sausage, toasted English muffins, etc. HENRY notices
that JIMMY has not touched any of the food. Next to JIMMY,
WE SEE a large legal folder.

JIMMY
(sailing, friendly
greeting)
You look good.

HENKF
(shaking his head)
I didn't need the headache.

JIMMY
Come on, eat something.

HENRY
I can't eat, just get me some
coffee.

HENRY (V.O.)
He was jumpy. He hadn't touched a
thing. In the old days, Jimmy would
have ordered doubles and eaten it
all. On the surface, of course,
everything was supposed to be fine.
We were supposed to be discussing
my case, just like we always would,
but I had a feeling Jimmy was trying
to sense whether I was going to
rat him out to save my neck.

JIMMY
(patting the legal
folder)
I think you got a good shot at
beating the case.

HENRY
How?

JIMMY
It's that rat bastard from
Pittsburgh. He ratted you all out.
He's been a rat since he got busted
in Pittsburgh.

HENRY
Yeah.

JIMMY
He's hiding, thE son of a bitch,
in Florida.

HENRY
Yeah.

JIMMY
I want you and Anthony to go down
there and take care of that bastard.
Without him, they've got no case.

CLOSE UP - JIMMY'S HAND

giving a piece of paper to HENRY.

TILT UP ON JIMMY AND FREEZE

HENRY (V.O.)
Jimmy had never asked me to whack
somebody before, but now he's asking
me to go down to Florida and do a
hit with Anthony.

CUT TO:

FREEZE OF HENRY HEAD ON

Looking at JIMMY.

HENRY (V.O.)
That's when I knew I would never
have come back from Florida alive.

UNFREEZE ON HENRY and BACK TO ACTION like nothing is wrong.

CAMERA DOLLIES OUT and WE SEE JIMMY and HENRY sipping their
coffee. WE SEE JIMMY reach for some food. HENRY passes
JIMMY the salt. They are TWO GUYS finishing breakfast in
a diner.

INT. FBI OFFICE - DAY

ANGLE ON HENRY AND MCDONALD

arguing. KAREN and SOME FBI AGENTS are standing nearby.

MCDONALD
We'll pack up everything and send
it to you.

KAREN
I got dry cleaning.

MCDONALD
We'll pick it up.

EXT. JUKEBOX STOREFRONT - DAY

WE SEE a grim JIMMY getting into the rear seat of an
unmarked FBI car while HOODS watch silently.

CUT TO:

INT. FBI OFFICE - DAY

KAREN is now seated next to HENRY on sofa. MCDONALD is
leaning against the desk. In BG, WE SEE FBI MEN playing
with the CHILDREN. HE SEE HENRY and KAREN's suitcases
stacked near the sofa.

MCDONALD
We'll sell your house here and
apply the money to your new name.

HENRY
I don't want to go anywhere it's
cold.

MCDONALD
I can't control that.

HENRY
I don't care who controls it.
Nowhere cold.

KAREN
He's very bronchial.

INT. GEFFKEN'S BAR

WE SEE FBI MEN filling the barroom and VARIO, surrounded
by AGENTS, being handcuffed and shoved toward the door.

CUT TO:

INT. FBI OFFICE

ANGLE ON HENRY AND MCDONALD

arguing.

KAREN
(whispering to Henry)
What about the schools?

HENRY
Yeah. What about the kids' school?

MCDONALD
Don't worry about the schools.
We'll take care of the schools.

KAREN
I don't want them left back.

MCDONALD
They won't be left back. They'll
stay in their grade.

KAREN
That's important.

CUT TO:

INT. COURTROOM

ANGLE ON BACK OF HENRY'S HEAD

and TRACK AROUND.

HENRY (V.O.)
It was easy for all of us to
disappear. My house was in my mother-
in-law's name. My cars were
registered to my wife. My Social
Security cards and driver's licenses
were phonies. I've never , voted.
I never paid taxes. My birth
certificate and my arrest sheet,
that's all you'd ever have to know
I was alive.

SLOW DOLLY IS TO HENRY'S FACE.

HENRY (V.O.)
The hardest thing for me was leaving
the life. I still love the life.
We were treated like movie stars
with muscle. We had it all just
for the asking.

CLOSE UP - JIMMY BURKE

seated at defense table in grey suit and rimless glasses.
He almost looks like one of his lawyers.

HENRY (V.O.)
Our wives, mothars, kids, everybody
rode along. I had paper bags filled
with jewelry stashed in the kitchen
and a sugar bowl full of coke next
to the bed.

IN BG, WE SEE MICKEY BURKE CRYING.

HENRY
Anything I wanted was a phone call
away. Free cars and the keys to a
dozen hideouts flats all over the
city. I'd bet twenty, thirty grand
over a weekend ...

CLOSE UP - JIMMY BURKE

COME UP ON SCREEN - TWENTY-FIVE YEARS

HENRY (V.O.)
... and than I'd either blow the
winnings in a week or go to the
sharks to pay back the bookies.

CUT TO:

CLOSE UP - PAUL VARIO

looking older and grey. VARIO is looking down.

COME UP ON SCREEN - FOUR YEARS

DOLLY IN TO EXTREME CLOSE UP - HENRY

As be speaks-; in synch, directly to CAMERA. DOLLY IN TO
EXTREME CLOSE UP as he speaks.

HENRY
It didn't matter. When I was broke
I just went out and robbed some
more. We ran everything. We paid
off lawyers. We paid off cops.
Everybody had their hands out. And
now it's all over.

EXT. STREET IN MIDWESTERN ANDY HARDY TOWN - DAY

TRACK down the street.

HENRY (V.O.)
And that's the hardest part. Today
everything is different. There's
no action.

CAMERA TRACKS past white picket fences.

HENRY (V.O.)
I have to wait around like anyone
else. Yon can't even get decent
food. Right after I got hare I
ordered some spaghetti with marinara
sauce and I got egg noodles and
ketchup.

CAMERA APPROACHES house and TRACKS IS TO DOOR OF HOUSE as
it opens. A MAN, still in his pajamas, leans out to get
the milk and newspaper. He looks up. It's HENRY.

HENRY
(Talking to camera)
I'm an average nobody. I get to
live the rest of my life like a
schnook.

FADE OUT:



THE END

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