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The Cincinnati Kid Movie Script

Writer(s) : Ring Lardner Jr, Terry Southern, Richard Jessup

Genres : Drama

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                                    THE CINCINNATI KID



                                        Written by

                           Ring Lardner Jr. and Terry Southern


                                   Based on a novel by

                                      Richard Jessup





                                                   SHOOTING DRAFT - 1965

                

               FADE IN: SERIES OF ESTABLISHING SHOTS - DAY

               Exterior scenes of St. Louis, particularly the riverside 
               industrial district. Even more important to establish than 
               the place is the time: end of summer, 1936. Election posters 
               would help, with the Republican ones stressing such themes 
               as "Burst the Roosevelt Bubble," "Save the American Way of 
               Life," "Vote for Landon and Knox."

               EXT. FACTORY - DAY

               One of the most typical scenes of the day: a mass picket 
               line outside a textile or shoe factory. And the picketing is 
               anything but peaceful; the demonstrators are in direct 
               conflict with the police, who are trying to keep an entrance 
               open for strike-breakers. Whatever the general action, a 
               small segment of struggle breaks off from it, and it is this 
               that our CAMERA picks up: some police chasing some pickets 
               or some pickets chasing some strike-breakers, the one faction 
               pursuing the other up an alley with violent intent.

               EXT. ALLEY - DAY

               A couple of the pursuers catch up to the pursued and assault 
               them with clubs or other weapons. The fighting is bitter, 
               dirty and noisy.

               INT. KITCHEN IN SLEAZY RESTAURANT NEAR RAILROAD

               The eight men gathered here in a game of five-card stud are 
               clearly removed from the struggle outside, even though the 
               SOUNDS of it are very close, coming through window opening 
               on the alley. In fact the noise is so loud that the DEALER 
               of the hand in progress reacts in annoyance.

                                     DEALER
                         Somebody shut the goddam window. Let 
                         a man think.

               The player nearest the window shuts it. The Dealer, who also 
               owns the restaurant, is the talkative type of poker player. 
               Except for THE CINCINNATI KID, the other men at the table 
               look like hoods of one sort or another: gunmen, labor spies, 
               extortionists, what have you. The man who fancies himself 
               the toughest of them all is named DANNY, and he and The Kid 
               have almost all the money on the table between them, about a 
               hundred dollars in front of each. No other player has more 
               than a few dollars left, and now, as fifth cards are dealt, 
               there is about forty dollars in the pot. Only four men are 
               left in the hand.

                                     DEALER
                         Possible straight gets a --
                              (deals the card)
                         -- lovely little four.

                                     FIRST PLAYER
                         On the last hand even, you couldn't 
                         give me a break.

                                     DEALER
                         I put the brakes on your straight, 
                         didn't I?
                              (he laughs; no one 
                              else does; he deals 
                              to The Kid)
                         There you are, son, a gorgeous deuce.

                                     KID
                         Thanks.

                                     DEALER
                              (deals to Danny)
                         And our lucky friend from Chicago 
                         gets a queen with his pair of sixes. 
                         Little lady make you happy, Buster?

                                     DANNY
                         Deal to yourself, clown.

                                     DEALER
                         Dealer gives himself a --
                              (deals card and groans)
                         I might have known.
                              (to Danny)
                         Bet your sixes, Buster.

                                     DANNY
                         I told you not to call me that.
                              (then as the dealer 
                              turns away)
                         Cost you --
                              (counts out his money)
                         Ninety-four bucks.

                                     DEALER
                         Biggest pot of the whole game, I got 
                         to drop.

                                     DANNY
                              (to First Player)
                         Interested?

                                     FIRST PLAYER
                         Wouldn't call you if I had a pair 
                         higher'n sixes. Which I ain't.

               He turns over his cards, leaving it up to The Kid.

                                     KID
                         Don't seem like he'd bet out without 
                         something better than the sixes, 
                         does it?
                              (fingers hole card as 
                              if to fold)
                         Cost me every cent I've won since 
                         yesterday afternoon.
                              (studies Danny's face)
                         But I tell you, I got this stubborn 
                         streak. Call the ninety-four dollars.

               He counts out the money, which is almost all he has.

                                     DANNY
                              (indignantly)
                         You can't have better than a pair of 
                         kings!

                                     KID
                         Oh, I'm not claiming anything that 
                         fine.
                              (turns over an eight, 
                              making a pair of 
                              them)
                         Just enough to beat the pair of sixes.

                                     DANNY
                         You seen my hole card, you bastard!
                              (indicating Dealer)
                         He was dealing them high.

               Attending to first things first, The Kid has been pulling in 
               the pot, adding it to his own stake, and pocketing the total. 
               Now as Danny accuses him again, The Kid looks him squarely 
               in the face.

                                     DANNY
                         You stole that dough.

                                     KID
                         You better watch those loose lips of 
                         yours, you want to have any teeth 
                         left behind them -- Buster.

               He stands up.

                                     DANNY
                         You wouldn't of shelled out ninety-
                         four bucks --

                                     KID
                         I called you on account of I didn't 
                         think you had another pair or another 
                         six and I know a punk like you would 
                         get greedy and try and buy the last 
                         hand.

               He walks off, disappearing through a door marked "MEN."

               INT. MEN'S ROOM - THE KID AT MIRROR

               He is waiting when the door opens abruptly, and Danny appears, 
               his right hand in his coat pocket. The Kid's hand goes to 
               his own pocket and as he whirls around, a straight razor 
               appears in it, its blade snapped open. Pushing Danny to the 
               wall with one hand, he keeps him pinned there with the razor 
               in the other, while he bolts the door. Danny gets his right 
               hand out of the pocket with a gun in it, but The Kid moves 
               the razor blade against his neck.

                                     KID
                         Drop it.

               As the gun clatters to the floor, and the others force the 
               door, The Kid takes a step backward to provide enough 
               momentum, then swings at Danny's middle with his left, 
               dropping him, then jumps up on the wash basin and wriggles 
               his way out through a window.

               SUPERIMPOSE: MAIN TITLES

               Danny recovers his balance and his gun, unbolts the door 
               just before it is smashed in, and runs with the others to 
               get out of the building and after The Kid.

               EXT. ALLEY BACK OF RESTAURANT - DAY

               The conflicting parties from the picket lines have moved on. 
               The Kid drops from the window to the ground and starts to 
               run toward the railroad yards. A few moments later, Danny 
               and four other poker players appear and run after him.

               EXT. RAILROAD YARDS - DAY

               The chase across the tracks goes on behind the Credits. The 
               Kid's pursuers split into two groups to cut him off, and 
               they seem to have succeeded in cornering him against a track 
               on which a passenger train is bearing down, headed for the 
               station. His dubious chance of escape depends on his getting 
               beyond this track in front of the train, which, with a burst 
               of speed, he manages to accomplish just in time. The passenger 
               train divides The Kid from his pursuers, and we PAN with the 
               train into the depot.

               INT. UNION STATION, ST. LOUIS

               The train slowly stops. Amid all the atmosphere of arrival 
               in a day when the Pullman car was still the ultimate in 
               travel, LANCEY HODGES appears on a platform, takes his bag 
               from the Pullman porter and passes it on to a Red Cap before 
               he has descended the steps. He walks with other passengers 
               and Red Caps toward the center of the station.

               EXT. UNION STATION - DAY

               Shooting through the Meeting of the Rivers fountain across 
               Market Street to the Romanesque building with its campanile.

               EXT. UNION STATION - TAXI STAND - DAY

               Lancey getting into a taxi.

               THE CREDITS END

               INT. TAXI - PROCESS - DAY

               Lancey sits in serene repose in back, watching the sights go 
               by. The HACKIE steals a couple of looks at him in the rear 
               vision mirror.

                                     HACKIE
                         What you looking for, mister?

                                     LANCEY
                         Do I have to be looking for something?

                                     HACKIE
                         I can pretty much tell.

                                     LANCEY
                         You can pretty much tell what?

                                     HACKIE
                         Some guys come to town, I can tell 
                         if they're looking for something.

                                     LANCEY
                         What do you think I'm looking for?

                                     HACKIE
                         If you're looking for girls, I can 
                         fix you up.

                                     LANCEY
                         I strongly doubt if you could fix me 
                         up. In that department.

                                     HACKIE
                         Well what are you looking for?

                                     LANCEY
                         You're looking for a clout in the 
                         head if you don't keep your face to 
                         the road.

               EXT. PLUSH HOTEL - TAXI STAND - DAY

               A doorman takes Lancey's suitcase as Lancey pays the Hackie 
               and walks into the hotel. A SECOND HACKIE whose cab is at 
               the curb reacts to seeing Lancey and steps forward.

                                     SECOND HACKIE
                         Hey, you know who that is?

                                     HACKIE
                         No. Who?

               But the second hackie has followed Lancey into the hotel.

               INT. LOBBY OF PLUSH HOTEL

               Lancey crosses to the desk to register as the Second Hackie 
               goes to a row of phone booths and enters one. He dials with 
               his eyes on Lancey registering.

                                     SECOND HACKIE
                              (into phone)
                         Shorty? Want to hear who just checked 
                         into the Park Sherman... Yes, you 
                         do. Lancey Hodges.

               INT. BOWLING ALLEY - ATTENDANT

               He is talking on the phone while he hands out score sheets 
               and shoes to some bowlers. He is just as excited by the report 
               as the Hackie is.

                                     ATTENDANT
                         The Kid know?

               INT. BAR - FEATURING THE BARTENDER

               He is talking on the telephone behind the bar.

                                     BARTENDER
                         Somebody sure as hell ought to tell 
                         The Kid.
                              (hangs up)
                         Lancey Hodges is in town.

               INT. BAR - CLOSE SHOT - DRINKING MAN

               He reacts to the news in a big way. CAMERA PANS to another 
               DRINKING MAN, who is equally impressed. They exchange looks.

                                     FIRST DRINKING MAN
                         Kid's been laying for him a long 
                         time.

               INT. BARBER SHOP - BARBER AND CUSTOMER

                                     BARBER
                         You ask me, The Kid'll go after him 
                         as soon as he hears.

                                     CUSTOMER
                         Who's got a better right?

               INT. HOBAN'S POOL ROOM - HOBAN AND THE SHOOTER

               We are in the front room where the pool tables are. Through 
               an open door in b.g., we can see the unadvertised but 
               unconcealed other activity of the establishment: a poker 
               game in progress.

                                     HOBAN
                         You going to tell The Kid, Shooter?

                                     SHOOTER
                         Hell, I can't not tell him.

                                     HOBAN
                         It's where he's been headed for years.

               The Kid enters the place through the front door, still a 
               little dishevelled from his escape.

                                     KID
                              (in greeting)
                         Hey!

                                     HOBAN
                         What you say, Kid?

                                     KID
                         Hey, Hoban.

                                     SHOOTER
                         Where you been? Boys been holding a 
                         chair for you in back.

                                     KID
                         Business opportunity come along. 
                         Something too good to pass up.

                                     SHOOTER
                         Turn a profit?

                                     KID
                         Yeah, did okay. Except I almost had 
                         it took back.

                                     HOBAN
                         Oh, one of those.

                                     SHOOTER
                              (concerned)
                         You been in too many rough ones 
                         lately, Kid. You can't go on forever, 
                         coming out in one piece.

                                     KID
                         I got to build my stake, Aren't enough 
                         chances in this town to let one go.

                                     HOBAN
                         You're too good, that's your trouble. 
                         People who know you're the Cincinnati 
                         Kid, they don't want to sit down 
                         with you --

                                     KID
                         For nickels and dimes... Thing is 
                         I've about used up St. Louis.

                                     SHOOTER
                              (nodding)
                         The streets are getting full of guys 
                         you've hustled.

                                     KID
                         Been thinking about Miami. There's 
                         nothing to keep me here.

                                     SHOOTER
                              (after a moment)
                         The hell there isn't
                              (as the Kid looks at 
                              him)
                         Lancey Hodges' in town.

                                     KID
                         Yeah?
                              (then)
                         The Man himself, here in St. Louis -- 
                         I might just stick around Shooter.

               INT. LANCEY'S HOTEL ROOM

               Lancey is on the phone, sitting on the bed.

                                     LANCEY
                              (into phone)
                         Mr. Schlaegel? How are you? And your 
                         enchanting wife?... Tomorrow is quite 
                         convenient... I generally prefer 
                         stud but you name it... Your stakes 
                         are my pleasure, sir... Thank you, 
                         why don't we make it after lunch? My 
                         diet these days is enough to spoil 
                         anyone else's appetite... A pleasure, 
                         sir. Please remember me to your 
                         charming wife.

               He hangs up and some of the strength seems to go out of him, 
               as if he had been through too long a sustained effort. His 
               eyes show that he is feeling pain and he breathes deeply.

               EXT. HAROLD STREET - DAY

               Harold Street leads to the river and we follow The Kid and 
               The Shooter as they walk down it in the gathering dusk.

                                     SHOOTER
                              (lighting a cigar)
                         I been seeing it coming for a long 
                         time, Kid. Long time.

                                     KID
                         I ain't exactly been hiding it.

                                     SHOOTER
                         No, you ain't been hiding it.

                                     KID
                         Well I got to know.

                                     SHOOTER
                         Sure, you got to know. We all got to 
                         know.

                                     KID
                         Sometime or other we got to find out 
                         how much juice we got.

                                     SHOOTER
                         That's why I had to tell you.

                                     KID
                         You ever sit down with him?

                                     SHOOTER
                         Yes, I have.

               They walk along, The Shooter pursing his lips thoughtfully.

                                     KID
                         Well, what happened?

                                     SHOOTER
                         Nothing. Nothing at all.

                                     KID
                         You lost.

                                     SHOOTER
                         I didn't lose. I'm too good to lose 
                         when I set my mind to it. I play 
                         poker a certain way, Kid. I've had 
                         my Lancey Hodges. Only with me it 
                         was Whistling Sam Magee to New 
                         Orleans.

                                     KID
                              (respectfully)
                         I heard about him.

                                     SHOOTER
                         Well then you know it all... about 
                         20 years ago it was, maybe more.

                                     KID
                         What happened?

                                     SHOOTER
                         Why, I lost it. It dried me up on 
                         the inside for a long, a very long 
                         time.

                                     KID
                         Yeah?

                                     SHOOTER
                         I been where I'm going, know what I 
                         mean?

               The Kid nods as they come to where an old wooden pier extends 
               into the river. Along the river bank can be seen a small 
               portion of the mile-long Hooverville that stretches up and 
               down the Mississippi.

               EXT. PIER

               They walk out on the pier and eventually stop, look out at 
               the river, watching the working boats. They have their 
               thoughts; The Shooter smoking his cigar.

                                     KID
                         You think I'm ready?

                                     SHOOTER
                              (after some time, 
                              several seconds of 
                              thoughtful puffing)
                         Kid, I don't think you're ready.

                                     KID
                              (quickly)
                         Oh.

                                     SHOOTER
                         But you're not going to take my word 
                         for it, are you? Are you now?

                                     KID
                         No, I ain't. I can't.

                                     SHOOTER
                         I know, I know. You got to find out 
                         for yourself.

                                     KID
                         I don't figure to take him right 
                         away. But if I can hang in there 
                         long enough, I can outlast him. If I 
                         can outlast him, I got a chance. You 
                         admit that, don't you, that I got a 
                         chance?

                                     SHOOTER
                         I already said I didn't think you 
                         were ready.

                                     KID
                         Did you think you were ready when 
                         you sat down with Whistling Sam Magee?

                                     SHOOTER
                         Kid, I thought I was the best stud 
                         poker player in the world. I'm telling 
                         you now, I thought I was the best.

                                     KID
                         Well, I don't think I'm just a cocky 
                         square with a fair hand with cards. 
                         I got something.

                                     SHOOTER
                         No, you ain't no cocky square. And 
                         you probably got something.

                                     KID
                         Okay. And I ain't saying that you 
                         was either when you sat down with 
                         Whistling Sam Magee.

                                     SHOOTER
                         If you got the stuff, being a little 
                         cocky don't hurt you none.

                                     KID
                         Well, would you say if I got any 
                         chance at all?

                                     SHOOTER
                         This much of a chance. If Lancey is 
                         not right. If he's got a cold, or 
                         his stomach ulcer is acting up, or 
                         something like that.

                                     KID
                         But then everybody'd see he wasn't 
                         right and it wouldn't prove nothing. 
                         Listen, we got to have it understood. 
                         If he's not right, we call it off 
                         till he is.

                                     SHOOTER
                         You're set on a real showdown, aren't 
                         you? Your mind's all made up.

               They start back off the pier.

                                     KID
                         I got to. You said yourself I got 
                         to. I'm overdue.

                                     SHOOTER
                         Yeah, you been around a long time -- 
                         I was a lot younger than you when I 
                         went up against Whistling Sam -- But 
                         you'd be kinda young too, to be The 
                         Man.

                                     KID
                         I gotta find out.

                                     SHOOTER
                              (after a pause)
                         Want me to set it up?

                                     KID
                              (gratefully)
                         I wish you would, Shooter Man.

                                     SHOOTER
                         All right.

                                     KID
                         Hey, what if he turns me down?

                                     SHOOTER
                         He won't, the way I'll spread the 
                         word. He'll have to take you on, 
                         someone in your class. If he ducked 
                         it, that'd make you The Man.

                                     KID
                         You think he knows I'm around?

                                     SHOOTER
                         He can smell meat like you a mile 
                         and a half up the river. He knows 
                         you're around and he'll sit down 
                         with you. You want to butt heads 
                         with The Man, I'll set it up.

               Ahead, on the levee, CHRISTIAN is seen waiting for The Kid. 
               She has not yet seen them as they approach off the pier.

                                     SHOOTER
                         There's your woman.

                                     KID
                         I wouldn't want to wait around too 
                         long. I want to get in and get it 
                         over with.

                                     SHOOTER
                         He must of come to St. Louis for a 
                         big money game. I'll probably get 
                         asked do I want to deal it for them. 
                         And however long that takes, he'll 
                         have to rest up for you.

                                     KID
                         Oh, well, if he's tooling a dollar, 
                         I can understand that. Sure.

                                     SHOOTER
                         You got much of a stake?

                                     KID
                         Close to three grand.

                                     SHOOTER
                         Work on it. But three grand will 
                         give you a ride and even if you don't 
                         win, why you'll come away with a 
                         good idea of what you're made of. 
                         But once you go in Kid you can't 
                         quit. You get that straight right 
                         now. Two of you go in and only one 
                         of you can come out.

               Christian sees them and moves toward them.

                                     KID
                         Well, school's out. I damn sure don't 
                         want no lessons. I want everything 
                         he's got.

                                     SHOOTER
                         It's the only way to be, Kid.

               Shooter turns away abruptly as Christian arrives, giving her 
               a brief nod.

                                     SHOOTER
                         See you.

               The Kid takes Christian's arm automatically; he watches The 
               Shooter walk way down Harold Street. He and Christian head 
               in another direction. She is humming a mountain tune.

                                     CHRISTIAN
                         When we leaving town, Kid? This week?

                                     KID
                         No, I won't be ready. Not for a while.

                                     CHRISTIAN
                         I thought --

                                     KID
                         Might even turn out we don't go.

               She is surprised by this and, in her own hesitant way, 
               curious.

                                     CHRISTIAN
                         You must feel different about it 
                         than you did Saturday.

               He looks at her fondly and, for one fleeting moment of 
               weakness, is actually tempted to tell her about Lancey. But 
               it is too sharp a break with tradition.

                                     KID
                         Yeah, I'm feeling a little different.
                              (TIME LAPSE)

               INT. KID'S BEDROOM

               It is night and the room is lit only by a single lamp where 
               Christian sits in her nightgown on a chair by the window, 
               turning over the pages of a mail-order catalogue. In f.g. 
               The Kid lies on his back under a sheet on the bed, his eyes 
               closed and his hands clasped tensely behind his neck. He 
               opens his eyes and turns to look at her. The movement catches 
               her eye, and she instantly stops turning the pages, afraid 
               the noise has disturbed him.

                                     KID
                         It's all right. You don't have to 
                         act like a cat. You're not bothering 
                         me.

                                     CHRISTIAN
                         You want me to turn out the light?

                                     KID
                         No. I'm overtired, that's why I can't 
                         sleep.
                              (sits up and swings 
                              his feet to the floor)
                         Why can't you sleep?

                                     CHRISTIAN
                              (lightly)
                         Undertired, I guess. If a person 
                         rests all day, she doesn't have much 
                         to rest up from at night.
                              (stands up)
                         Why don't you have a nice hot bath? 
                         I could give you a rubdown and then 
                         you could have a nice hot bath, and 
                         then maybe you could sleep.

               She waits at the foot of the bed for him to come slowly to a 
               decision.

                                     KID
                         'Kay. Can't hurt to try it.

               She goes into the bathroom, where she turns the water on 
               gently so the tub will take a long while to fill. Then she 
               takes a bottle of alcohol from the medicine chest and returns 
               to the bedroom with it. She stands in front of him waiting 
               for him to move, but The Kid is singularly listless. Not 
               till she sets the bottle down does he respond by turning his 
               face to the pillow. She goes right to work on his shoulder 
               muscles, and she seems to know what she is doing.

                                     KID
                         What did you do with yourself this 
                         time?

                                     CHRISTIAN
                         Last night I went to a movie with 
                         The Shooter's woman. French movie.

                                     KID
                         In French?

                                     CHRISTIAN
                         They had the words in English at the 
                         bottom of the picture. But The 
                         Shooter's woman knew what they were 
                         saying without it. Pig's woman or 
                         somebody told me she went to college.

                                     KID
                         Sure. Majored in man-eating.

                                     CHRISTIAN
                         I think maybe she really did go. But 
                         I never quite dared to up and ask 
                         her.

                                     KID
                         I didn't know you ran with The 
                         Shooter's woman.

                                     CHRISTIAN
                         We got to be kind of friendly when 
                         you both were in that three-day game 
                         down to Cairo. 'Course she's older'n 
                         me.

                                     KID
                         And been around more. A lot more. 
                         What was the movie like?

                                     CHRISTIAN
                         Weird. It wasn't a straight story 
                         where you knew whose side you were 
                         on, the way you do in regular 
                         pictures.

                                     KID
                         American pictures.

                                     CHRISTIAN
                         Yeah. There were lots of things I 
                         didn't understand.

                                     KID
                         What was it about?

                                     CHRISTIAN
                         Well, there's this town in Europe a 
                         long time ago where they get a message 
                         from a Spanish general he's coming 
                         to spend the night with his troops. 
                         So all the men are scared silly about 
                         what the soldiers will do to them.

                                     KID
                         Nothing weird about that.

                                     CHRISTIAN
                         But all the wives and daughters tell 
                         the men to go hide somewhere and let 
                         them bargain with the enemy.

                                     KID
                         That don't make much sense.

                                     CHRISTIAN
                         Wait. The way they handle it is they 
                         go to bed with the Spaniards. And 
                         the next morning the soldiers go off 
                         peacefully and everybody's happy.

                                     KID
                         Including the husbands and fathers? 
                         Don't they suspect?

                                     CHRISTIAN
                         That's part of what I wasn't sure 
                         of. I guess they know what went on 
                         but they care more about their safety 
                         and their money than they do about 
                         their honor.

                                     KID
                         Then they got their heads screwed on 
                         straight. Honor's just an idea. You 
                         can't see or feel it and you can't 
                         eat it and you sure as hell can't 
                         get any mileage on it.

               She slaps him on the rump and straightens up.

                                     CHRISTIAN
                         I'll just turn off the bath water.

               He doesn't move but just stays relaxed and closes his eyes.

               INT. BATHROOM

               Christian, humming softly, turns off the water, takes a large 
               towel from a rack and puts it on a stool by the tub where it 
               will be more convenient for him. She lingers to test the 
               water with her finger and do anything else she can think of 
               to assure maximum comfort for her man. Then she steps back 
               into the bedroom. The sight of him makes her advance 
               cautiously and confirm her suspicion that he is asleep.

               INT. SHOOTER'S APARTMENT

               MELBA, The Shooter's woman, is sitting up in bed working on 
               her eyebrows and listening to MUSIC turned up LOUD on a radio. 
               The bedside phone RINGS, barely audible above the radio. She 
               answers it.

                                     MELBA
                              (into phone)
                         Hello... Yes, it is. You want him?
                              (calling)
                         Shooter! Telephone! Shooter!

               She gets no answer, which is no wonder in view of the noise 
               from the radio. But the radio is across the room and it's 
               slightly easier for her to get out of the side of the bed 
               she's on, and go to the door of The Shooter's room. She opens 
               this and we see The Shooter in bed in his own small quarters, 
               reading a magazine. He turns around inquiringly.

                                     MELBA
                         Phone for you. I always seem to be 
                         the one to answer it, no matter who 
                         it's for.

                                     SHOOTER
                              (getting up)
                         If you'd rather we put it in my room --

                                     MELBA
                         Are you kidding?

               The Shooter picks up the phone but before he speaks into it, 
               he pantomimes to her that he won't be able to hear over the 
               radio. She seems to regard the request as an imposition but 
               she does go grudgingly to the radio and turns it down a little 
               before she returns to her bed and her cosmetic chore.

                                     SHOOTER
                              (into phone)
                         Hello?... Well, hello. What brings 
                         you to our fair city? Little action, 
                         maybe?

               INT. LANCEY'S HOTEL ROOM

               Lancey, dressed for bed, is on the phone.

                                     LANCEY
                              (into phone)
                         How could you guess, Shooter? I was 
                         invited by a Mr. William Schlaegel --

               INT. SHOOTER'S APARTMENT

                                     SHOOTER
                              (into phone)
                         Owns most of the Schlaegel Brewery. 
                         Braumeister beer.

               The Shooter sits down on the edge of Melba's bed, the movement 
               jostling her so she pricks herself with her tweezers. She 
               exclaims in protest and gives him a dirty look that makes 
               The Shooter stand right up again.

               INT. LANCEY'S HOTEL ROOM

                                     LANCEY
                              (into phone)
                         As he put it, rather bluntly, I felt, 
                         we don't want everyone to have to 
                         watch everyone else dealing to see 
                         to it they don't make any little 
                         accidental errors by mistake. I told 
                         him a man couldn't ask for a better 
                         guarantee of a fair-and-square game 
                         than having The Shooter deal it. So 
                         if you're willing, we're meeting at 
                         two o'clock in the afternoon. Ask 
                         for Mr. Schlaegel's suite at the 
                         Park Sherman... Good. I'm glad you 
                         can do it, Shooter. Be a pleasure to 
                         see you again...
                              (then)
                         Oh pretty much the same... Just have 
                         to be a little careful about smoking 
                         and drinking and eating -- and 
                         breathing. See you tomorrow. Good 
                         night.

               He hangs up the phone, settles himself in a comfortable chair, 
               and opens a heavy book. CAMERA MOVES in CLOSE enough to reveal 
               the title: Prescott's CONQUEST OF PERU.

               INT. KID'S APARTMENT

               It is midday outside but the window shades are tightly drawn 
               to keep the daylight from disturbing The Kid, who is still 
               asleep. Christian, dressed for the street, moves from the 
               bedroom to the kitchen-living room which is the remainder of 
               the two-room apartment. Finding paper and pencil, she writes 
               a quick note and leaves it on the kitchen table, then starts 
               out.

               (TIME LAPSE)

               EXT. DEPARTMENT STORE WINDOW - DAY

               featuring one bathing suit displayed among others in an end-
               of-season sale with some such advertising message as "All 
               bathing suits reduced 1/3 for clearance!" The particular 
               suit is a two-piece one, exposing two or three inches of 
               bare midriff -- the first modest forerunner of the trend 
               that led eventually to the bikini.

                                     CHRISTIAN'S VOICE (O.S.)
                         Would you wear it in public?

               CAMERA PULLS BACK to include Christian and Melba looking at 
               the display.

                                     MELBA
                         Wouldn't be much point wearing it in 
                         private. Sure, why not, as long as 
                         you don't have a bulge to hide?

               They start walking.

                                     CHRISTIAN
                         I don't know, Melba.

                                     MELBA
                              (looking her over)
                         My guess is there isn't anything 
                         about you needs hiding. But I'll 
                         give you a more definitive opinion 
                         at the bath.

                                     CHRISTIAN
                              (startled)
                         At the what?

                                     MELBA
                         Turkish Bath. After we're through 
                         shopping. I'm treating you, Christian.

                                     CHRISTIAN
                         I never been. I'm not even sure what 
                         you do.

                                     MELBA
                         You don't do anything. That's what's 
                         so marvelous. They do it to you.

               (TIME LAPSE)

               INT. STEAM ROOM

               CAMERA finds Christian and Melba among the perspiring females.

                                     CHRISTIAN
                         The third time I stayed. Never went 
                         back to the boarding house except to 
                         pick up my things.

                                     MELBA
                         And that side of it's held up? No 
                         complaints in the bed department?

                                     CHRISTIAN
                         Well, just one.

                                     MELBA
                              (intrigued)
                         Yes?

                                     CHRISTIAN
                         The nights he isn't there.

                                     MELBA
                         He really does that to you, does he? 
                         You got one of the rare ones.

               (TIME LAPSE)

               INT. MASSAGE ROOM

               Christian and Melba are on adjoining rubbing tables, a curtain 
               separating them from the waist down only. Their heads are 
               close enough so they can talk without their masseurs 
               necessarily hearing every word they say.

                                     CHRISTIAN
                         You find a guy, you love him, and 
                         that's it. It's supposed to just go 
                         on like that for life. Right?

                                     MELBA
                         According to the propaganda, right.

                                     CHRISTIAN
                         But it isn't my life, it's his life, 
                         with me tacked on. You have any idea 
                         what it's like to be a hash slinger 
                         in a cheap restaurant?

                                     MELBA
                         No, honey, the stock crash wafted me 
                         right from the daisy chain into 
                         unmarried bliss.

                                     CHRISTIAN
                         It's hell, if you'll excuse the word. 
                         But I didn't want to quit. The Kid 
                         made me. I felt I ought to hang on 
                         to something that was me away from 
                         him. You know what I mean?

                                     MELBA
                         Sure. Some girls solve the problem 
                         by taking on an extra guy.

                                     CHRISTIAN
                         I'm serious. Having children might 
                         take care of it, I don't know. Or -- 
                         this is really a terrible thing to 
                         admit.

                                     MELBA
                         Your most sordid secrets are safe 
                         with me. Confess.

                                     CHRISTIAN
                         If he was rich, or famous --

                                     MELBA
                         Why don't you give him both?

                                     CHRISTIAN
                              (smiling)
                         Why not? Well, if he was rich and 
                         famous, maybe I wouldn't mind so 
                         much just being -- just a woman to 
                         him. Do you think that might make it 
                         seem more worthwhile somehow?

                                     MELBA
                         Somehow! Are you sincere, sweetie?
                              (reacting to the 
                              masseur's touch)
                         Oooo -- divine.
                              (to Christian)
                         Isn't this heaven?

                                     CHRISTIAN
                         I'm not sure. In a way it seems soft 
                         of --

               She is at a loss for a word.

                                     MELBA
                         Decadent? Depraved?

               Christian looks blank.

                                     MELBA
                         Wicked?

                                     CHRISTIAN
                         Well, yes.

                                     MELBA
                         That's what I meant by heaven.

               INT. ROOM IN PLUSH HOTEL

               Lancey, Shooter and five other men are sitting in comfortably 
               padded chairs around a well-appointed poker table. Everything 
               about the game is in sharp contrast to the one The Kid played 
               in. It is played with chips - expensive ones; there are a 
               couple of bottles of wine on ice, fine cigars, a tray of 
               sandwiches, etc. Lancey's opponents are all wealthy types; 
               two of them could be Texas oil men. The youngest, a good-
               looking man of thirty, is BILL SCHLAEGEL. The Shooter, as 
               nonplaying dealer, distributes fifth cards to the four 
               remaining players in the hand, and both Lancey and Bill end 
               up with four cards of one suit showing.

                                     SHOOTER
                              (as he deals)
                         Still queens -- possible flush -- no 
                         help -- possible flush.

                                     FIRST WEALTHY TYPE
                         Queens check to the possibles.

                                     LANCEY
                         Check.

                                     SECOND WEALTHY TYPE
                         Check.

               Bill silently tosses in two of the rarest and highest ranking 
               chips on the table.

                                     FIRST WEALTHY TYPE
                         Fold.

                                     LANCEY
                         And up two.

                                     SECOND WEALTHY TYPE
                         Fold.

                                     THIRD WEALTHY TYPE
                         Biggest pot yet.

               A phone RINGS and the Third Wealthy Type answers it.

                                     BILL
                         Call the two thou.

                                     LANCEY
                              (turning over queen 
                              of his suit)
                         Queen high.

                                     BILL
                              (indignantly)
                         Jack high. Can you beat that?

                                     FIRST WEALTHY TYPE
                         He just did.

                                     THIRD WEALTHY TYPE
                              (to Second Wealthy 
                              Type)
                         It's your office.

                                     SECOND WEALTHY TYPE
                         Dallas or Tulsa?

                                     THIRD WEALTHY TYPE
                         She just said office.

               The Third Wealthy Type takes the phone and speaks on it during 
               the ensuing. The Second Wealthy Type crosses to the bar and 
               fixes himself a drink. Lancey takes in his winnings. Bill 
               hasn't recovered from the blow. There is a hiatus in the 
               game.

                                     BILL
                         How the bloody hell did you figure 
                         out I didn't have the king or the 
                         ace?

                                     LANCEY
                         I recollect a young fellow putting 
                         the same question to Eddie the Dude. 
                         It was a game in the grand lounge of 
                         the "J.M. White, Third," the largest 
                         paddle-wheeler ever built. "Son," 
                         Eddie told him, "All you paid was 
                         the looking price. Lessons are extra."
                              (turns to Shooter)
                         First time I heard of this Cincinnati 
                         Kid was in New Orleans, at Yeller's. 
                         I knew right away I'd have to play 
                         him someday.

                                     SHOOTER
                         You'll enjoy his game.

                                     LANCEY
                         I may admire it. But if he's all 
                         that good, I doubt if I'll enjoy it.

                                     SHOOTER
                         The tougher the competition, the 
                         better you used to like it.

                                     LANCEY
                         I've learned to take everything in 
                         moderation.

               EXT. RESTAURANT - NIGHT

               It is early evening. The Kid approaches the restaurant with 
               Christian on one arm, Melba on the other.

                                     KID
                              (to Melba)
                         Have a drink with us?

                                     MELBA
                         Better not. Shooter said they'd break 
                         at seven, and he has to have his 
                         food first, then his nap.
                              (looking The Kid over)
                         You know, there's a day in your life 
                         I'm looking forward to.

                                     KID
                         In my life?

                                     MELBA
                         The day The Kid becomes The Man.

               She smiles at them both and goes off. They move to enter the 
               restaurant.

               (TIME LAPSE)

               INT. RESTAURANT - KID AND CHRISTIAN

               The plates with the remains of their main course are in front 
               of them. The Kid pours what's left of a bottle of beer into 
               his glass.

                                     CHRISTIAN
                         How'd you sleep Kid?

                                     KID
                         I slept okay.

                                     CHRISTIAN
                         I hope you don't mind my not being 
                         there when you woke up.

                                     KID
                         No I don't mind --
                              (then)
                         What she was talking about, Shooter's 
                         woman -- I'm going up against a big 
                         game soon.

                                     CHRISTIAN
                         She told me. It's a very big game, I 
                         hear.

                                     KID
                         Yes.

                                     CHRISTIAN
                         Will it be long?

                                     KID
                         Why?
                              (then)
                         What's the matter?

                                     CHRISTIAN
                         I thought --

                                     KID
                         Thought what?

                                     CHRISTIAN
                         I'd go home and see Mama.

                                     KID
                         I wouldn't be able to spare you much 
                         change.

                                     CHRISTIAN
                         Oh, I wouldn't want much. Bus is 
                         really the best way to go.

                                     KID
                         Would a hundred fish do it? For the 
                         bus and something nice to bring your 
                         Mama?

                                     CHRISTIAN
                         That would be fine, Kid. Just fine.

                                     KID
                         When would you want to go?

                                     CHRISTIAN
                         There's no reason for not going right 
                         now unless --

               She lowers her eyes, finding it hard to say the words.

                                     KID
                         Unless what?

                                     CHRISTIAN
                         Unless you wanted to go to bed first.

                                     KID
                         Do you want to? Would you like it?

                                     CHRISTIAN
                         Un-huh. I'd like it.

                                     KID
                         You want dessert?

                                     CHRISTIAN
                         No. You?

                                     KID
                              (shakes head)
                         Coffee?

                                     CHRISTIAN
                         I don't need it.

                                     KID
                         Neither do I.

               He looks o.s. raising a hand to summon the check.

               (TIME LAPSE)

               INT. KID'S APARTMENT - DARKENED WINDOW

               It is dark in the room and dark outside, the street lamps 
               furnishing only enough light for a faint border around the 
               window shade. Christian's head and nude back move into the 
               Shot; she pulls the shade aside to look out.

               LONG SHOT - ILLUMINATED CLOCK - CHRISTIAN'S P.O.V. - NIGHT

               The time is a few minutes before ten.

               INT. KID'S APARTMENT - CHRISTIAN

               She lets the shade fall back into place. Moving quietly in 
               the darkness, she begins to dress. CAMERA PULLS BACK and 
               PANS to include The Kid, lying on the bed with a sheet over 
               him. He seems to be asleep until he speaks.

                                     KID
                         You still haven't said it.

                                     CHRISTIAN
                         Said what?

                                     KID
                         If you're coming back.

               Christian abandons the process of dressing herself and sits 
               down in the easy chair to answer this question.

                                     CHRISTIAN
                         Maybe I ought to stay with Mama and 
                         Papa a while, and see.

                                     KID
                         What's to see?

                                     CHRISTIAN
                         I never did like city streets.

                                     KID
                         Oh.

                                     CHRISTIAN
                         Uh-huh. The promise didn't fulfill 
                         itself for me.

                                     KID
                         Promise?

                                     CHRISTIAN
                         Come to the city and all. Electric 
                         lights and flush toilets. All the 
                         pretty dreams -- it was all promise.

                                     KID
                         Oh, I see.

                                     CHRISTIAN
                         I don't know if you do or not Kid -- 
                         You're city -- and I'm country -- 
                         You grew up with it.

                                     KID
                         I don't think that's why you're going -- 
                         because you like it so much better 
                         in the country.

               She doesn't comment one way or the other, nor does he press 
               the point.

                                     CHRISTIAN
                         What will you do?

                                     KID
                         Well, I've got that big game.

                                     CHRISTIAN
                         I heard he's The Man for you.

                                     KID
                         Yes. If I won, there would be a lot 
                         of money.

                                     CHRISTIAN
                         You'll win. You been coming on strong 
                         a long way. This is your time.
                              (then after a long 
                              moment)
                         Come home with me to Mama's Kid.

                                     KID
                              (finally)
                         I'm sorry.

                                     CHRISTIAN
                              (gently)
                         I know you are honey -- I know it.

               She gets up and begins to pack her clothes in an old suitcase. 
               After a moment The Kid gets out of bed.

                                     KID
                         I'll go down to the bus with you.

                                     CHRISTIAN
                         You don't have to.

                                     KID
                              (starting to dress)
                         I'll go down with you.

                                     CHRISTIAN
                              (after a pause)
                         Kid --

                                     KID
                         Yeah?

                                     CHRISTIAN
                         This is going to sound kind of funny 
                         to you, but I want to ask it.

                                     KID
                         Sure.

                                     CHRISTIAN
                         Do you think there's any chance, if 
                         you do win this big game, that you 
                         might do something else besides cards?
                              (hastily)
                         I don't mean never play poker. I 
                         just mean not have it be the only 
                         thing you do.

                                     KID
                         Hell, it's the only thing I know how 
                         to do. What else is there for a guy 
                         never finished school? College 
                         graduates are walking the streets 
                         looking for jobs -- trained people, 
                         engineers, scientists!

                                     CHRISTIAN
                         I realize --

                                     KID
                              (not letting her speak)
                         When you're The Man, you don't have 
                         to hustle -- When you're The Man, 
                         The Best, the Big Money comes around 
                         on their knees just beggin' to hustle 
                         you. I'm not goin' to quit. I'm goin' 
                         to win.

                                     CHRISTIAN
                         Yes, I can see that. Of course I 
                         didn't say quit.

                                     KID
                         Well you see how it is.

                                     CHRISTIAN
                         That's all right.

                                     KID
                              (after a moment)
                         Christian, you aren't doing this to 
                         be off my back, in case I lose?

                                     CHRISTIAN
                         I been thinking about it a long time. 
                         I been planning to go home and see 
                         how I felt about things.

                                     KID
                         And this just helped you decide.

                                     CHRISTIAN
                         That's all.

                                     KID
                         Then don't go.

                                     CHRISTIAN
                              (firmly)
                         No, this is your time -- Now you go 
                         on Honey and you play The Man -- 
                         I'll be at Mama's.

               She closes the suitcase and puts on the one dress she hasn't 
               packed. The Kid, dressed now, watches her for a moment then 
               goes to the bottom drawer of the dresser and opens it to 
               reveal a stack of money under a shirt. He takes five clean 
               twenty-dollar bills and counts them on to the top of the 
               dresser, snapping the crisp leaves gambler style. Then he 
               stoops down again and takes out two more twenties, adding 
               them to the pile.

                                     KID
                         I wish it could be more.

                                     CHRISTIAN
                         That's all right.

               He doesn't actually hand her the money. He leaves it on top 
               of the dresser and she goes over and takes it, folding the 
               bills and putting them in her change purse. The Kid picks up 
               her suitcase, and she leads the way into the other room. At 
               the front door she stops and looks back at the little 
               apartment for a moment.

                                     CHRISTIAN
                         I don't guess I'll ever forget these 
                         rooms, Kid.

                                     KID
                         I don't guess I will either.

                                     CHRISTIAN
                         You going to move?

                                     KID
                         If I win, it won't be good enough. 
                         If I lose, I lose it all.

               She looks at him for a moment, then exits. He follows.

               (TIME LAPSE)

               INT. TAXI - PROCESS - NIGHT

               The Kid and Christian sit in silence. She puts her hand on 
               his.

               (TIME LAPSE)

               INT. BUS TERMINAL

               The Kid and Christian sit on a bench in the waiting room, 
               still silent. He has her suitcase between his legs and a 
               pile of magazines on his lap. She looks at a clock and gets 
               to her feet. He follows her to the door, carrying the suitcase 
               and magazines.

               EXT. BUS PLATFORM - NIGHT

               Christian boards a bus that has seen better days. On the 
               steps she turns to take the bag from him, but he follows her 
               on.

               INT. BUS - NIGHT

               Christian takes a seat. The Kid puts her suitcase in the 
               overhead rack and hands her the magazines, none of which 
               would be classed as heavy reading.

                                     CHRISTIAN
                         Goodbye, Kid. Good luck.

                                     KID
                         Goodbye, Christian.

               They don't kiss. He turns and goes out.

               EXT. BUS PLATFORM - NIGHT

               There are not many passengers boarding this bus. After a 
               couple of moments, the driver closes the door and starts 
               off. Christian waves from the window, and The Kid waves back 
               to her. When the bus has gone, he walks around the outside 
               of the terminal to the front.

               EXT. FRONT OF BUS TERMINAL - NIGHT

               There are a couple of cabs at a taxi stand. One of the hackies 
               offers his services to The Kid, but The Kid declines. He 
               wants to walk.

               (TIME LAPSE)

               INT. ROOM IN PLUSH HOTEL

               It is midday and the poker game is almost twenty- four hours 
               old. Our attention is focused on Bill Schlaegel, who is 
               writing out a check.

                                     BILL
                         Four stacks? Right, Schooter?

                                     SHOOTER
                         Four.

               The Shooter takes advantage of the lull in the proceedings 
               to move to the telephone.

                                     BILL
                         Thank you for the entertainment, 
                         gentlemen. My particular gratitude 
                         to you, Lancey. It's been a rare 
                         pleasure to watch a great artist at 
                         work. Thank you for the privilege.

               Lancey gives him a quick look, finding this a bit thick.

                                     LANCEY
                         Well now, son, you're quite welcome. 
                         Can't say I recall another man, in 
                         all my days on the three rivers, who 
                         seemed to find it quite so pleasurable 
                         losing all that money.

               Bill puts his check down in front of The Shooter's place, 
               and gets to his feet.

                                     BILL
                         Good day, gentlemen. You're welcome 
                         to use the premises as long as you 
                         like.

               CAMERA MOVES with Bill as he passes The Shooter, who is 
               waiting on the phone while the hotel operator dials his 
               number. Bill gives him a friendly pat on the back, and speaks 
               in a low, harsh voice for The Shooter's ears alone.

                                     BILL
                         I want to see you.

               Bill goes out. Shooter looks after him as his party comes on 
               the phone.

                                     SHOOTER
                              (into phone)
                         Hi, Kid. Shooter here. Listen, I 
                         told the woman I'd take her to the 
                         ball park, but I'm still working. 
                         How about you and Christian take her 
                         out?

               INT. KID'S APARTMENT

                                     KID
                              (into phone)
                         Christian's gone home to see her 
                         folks.

               INT. PLUSH HOTEL ROOM

                                     SHOOTER
                              (into phone)
                         Oh.
                              (then)
                         Well listen, would you mind taking 
                         her yourself? The gang'll be there, 
                         in the section... Thanks. Appreciate 
                         it. See you.

               He hangs up, returns to the table and starts to shuffle the 
               cards in his own spectacular way.

               (TIME LAPSE)

               EXT. BUSCH STADIUM, ST. LOUIS - DAY

               A game is in progress between the Cardinals and another 
               National League club. The batter at the plate connects for a 
               long one. CAMERA FOLLOWS the flight of the ball.

               EXT. STANDS - THE KID AND MELBA

               They are making their way to meet their friends in the section 
               they prefer. They stop to watch the ball as the fans around 
               them rise to their feet. The section they have just reached 
               is in the sun, overlooking the outfield.

               EXT. FIELD

               An outfielder races back and makes a difficult catch.

               EXT. STANDS - THE KID AND MELBA

               They start on their way again. CAMERA PANS ahead of them to 
               a group consisting of Hoban; HOBAN'S WOMAN, still sexy in 
               her forties; PIG, whose name could derive with equal 
               justification from either his looks or his manners; and SOKAL, 
               who talks colloquial American with a Central European accent. 
               The group as a whole is notable because its members have not 
               risen to their feet with everyone else, because all the men 
               are basking in the sun with their shirts off, because they 
               view the action on the field with detachment, and because, 
               nevertheless, they are constantly placing bets on details of 
               the game. Now, as people around them resume their seats, 
               Sokal is able to confirm that the fly ball has been caught.

                                     SOKAL
                              (to Hoban)
                         You owe me two fish on the out, plus 
                         three on the inning, minus two on no 
                         strikeouts so far.

               The Kid and Melba join them.

                                     HOBAN
                         Hiya, Kid. Getting yourself in shape 
                         for The Man?
                              (to Melba)
                         Shooter still on the job?

                                     HOBAN'S WOMAN
                         Where's Christian?

                                     MELBA
                              (in a whisper)
                         Lay off that.

                                     PIG
                         What'd she do, take off? So did mine. 
                         Don't lose no sweat, Kid, there's 
                         plenty more where they came from. 
                         All shapes and sizes.

                                     KID
                         Hi, Hoban. Sokal. Pig.

               He and Melba sit down.

                                     HOBAN
                              (to Sokal)
                         Boyer. One to two on the sacrifice.

                                     SOKAL
                         Five to three, I'll give you. Two-
                         fifty against one-fifty.

                                     HOBAN
                         Mark it.

                                     SOKAL
                         I figure they'll walk him. Fill up 
                         first.

                                     KID
                         Not with who's coming up. I'll take 
                         the same odds.

               While he is talking, Melba unbuttons his shirt.

                                     MELBA
                         Get some of this sun.

                                     SOKAL
                              (to The Kid)
                         Mark it.

                                     KID
                              (to Melba)
                         Guess I will.

               He takes his shirt off. Melba finds some suntan lotion in 
               her bag, and applies it to her face and arms, her eyes rarely 
               straying from The Kid.

                                     HOBAN
                         Bunting, Sokal.

               EXT. BALL FIELD

               The bunt is fielded by the first baseman, who throws to second 
               for the out. There is no play at first.

                                     SOKAL
                         So they pitched to him. I still win.

                                     PIG
                              (to Kid)
                         Everybody been on the phone to 
                         everybody about coming to watch you 
                         and Lancey. Big Spriigi, Yeller to 
                         N'Orleans, Old Lady Fingers. They're 
                         all coming.

                                     MELBA
                              (to Kid)
                         Let me give you some of this. Keep 
                         you from burning.

                                     KID
                         I don't think --

                                     MELBA
                         Can't hurt you.

               Without waiting for his approval, she goes ahead and spreads 
               the lotion on his skin, painstakingly, as if she were applying 
               paint to canvas, working it in, one area at a time, with her 
               fingertips.

                                     HOBAN
                              (to Sokal)
                         Chance to invest your profits. Bet 
                         you an even fin he make first.

                                     SOKAL
                              (looking toward plate)
                         Who we got -- Warwick? You got 
                         yourself a bet, pal.

               The men concentrate their attention on the diamond. CAMERA 
               MOVES IN to Melba's fingers playing across The Kid's midriff. 
               From the field comes the sharp CRACK of a bat against a ball, 
               followed by a SHOUT from the crowd. CAMERA PANS UP to the 
               faces of Melba and The Kid as he looks at her and she meets 
               his gaze with inviting eyes.

                                     SOKAL'S VOICE
                         Not your day, Hoban.
                              (calling to a vendor)
                         Hey, beer!

                                     MELBA
                              (softly)
                         Mais tu es charmant --

                                                                    CUT TO:

               INT. SHOOTER'S APARTMENT - CLOSEUP - MELBA

               With the same look of invitation in her eyes.

                                     MELBA
                         Charmant. Come here, please.

               CAMERA PULLS BACK. Wearing the same clothes as at the ball 
               park, she is sitting in a chair with her legs tucked under 
               her. The Kid is sitting on a straight chair at a table on 
               which he has a cup of coffee. They are alone in the apartment.

                                     KID
                         Any special reason?

                                     MELBA
                         Me. I'm special.

               He stands up but doesn't move toward her.

                                     KID
                         Sure you are. You're The Shooter's 
                         woman.

                                     MELBA
                         Right. And maybe I'll go on being 
                         The Shooter's Woman, even after you 
                         and I have had our little romp. What 
                         do you think about that?

                                     KID
                         First place, Old Shooter'll come 
                         barging through that door any minute. 
                         He said they were winding it up.

                                     MELBA
                         No barging. He doesn't have his key 
                         with him.
                              (stands up)
                         Have to buzz from downstairs.
                              (moves toward him 
                              provocatively)
                         So we can treat ourselves to a little 
                         sample of things to come.

               The Kid stays where he is as she comes up against him.

                                     KID
                         Also it don't mean anything to you, 
                         you're Christian's friend?

                                     MELBA
                         Honey, she lost her franchise the 
                         minute she got on that bus. You know 
                         that.
                              (her arms around him)
                         I have a shaky sense of security, 
                         Kid. Don't make me feel unwanted.

               He kisses her and lets himself enjoy it for a while, then 
               pulls away.

                                     MELBA
                         No good?

                                     KID
                         You know damn well how good it was. 
                         Where's a pack of cards?

                                     MELBA
                         What do we need cards for?

                                     KID
                         Gin or casino, you name it. All I 
                         know is we're switching to another 
                         indoor sport.

               INT. ROOM IN PLUSH HOTEL

               The poker game is over. Two of the Wealthy Types have already 
               departed; one is finishing a drink on the way out; another 
               is putting his winnings into his wallet; a third is writing 
               out a check. Lancey and The Shooter still sit at the table 
               in f.g.

                                     SHOOTER
                         Lady Fingers'll want to come, I bet, 
                         and she's right on the edge of her 
                         stake. She could spell me dealing.

                                     LANCEY
                         Sure, sure. Haven't seen the dear 
                         old bitch in fifteen years.

                                     SHOOTER
                         Well, that's it, then. Monday night, 
                         Room Three-Eleven at the Dorset Hotel. 
                         And may the best man win.

                                     LANCEY
                         Yes, that's how it usually comes out 
                         in the long run. You think this boy 
                         is going to give me trouble, Shooter?

                                     SHOOTER
                         Yeah, he's going to give you trouble.

                                     LANCEY
                         I don't want it to be one of those 
                         marathon games. Not any more.

                                     SHOOTER
                         Like the session with The Portugee 
                         at Jolly's in Omaha. Remember?

                                     LANCEY
                         Sure, sure. Longest game I ever played 
                         though, I was a kid on my way to the 
                         Klondike gold rush. At Soapy Smith's 
                         in Skagway. Four nights and three 
                         days.

                                     SHOOTER
                         You win?

                                     LANCEY
                         Depends how you look at it. When we 
                         wound up, the Yukon River had frozen 
                         over and you couldn't get through to 
                         Dawson City till the following June. 
                         Made myself a Hundred and fifty bucks 
                         and missed the gold rush.

                                     SHOOTER
                         You been around a long time.

                                     LANCEY
                         That is undeniably true. But it 
                         doesn't mean I'm ready to retire. 
                         How old is this boy of yours?

                                     SHOOTER
                         Twenty-six, twenty-eight, something 
                         like that.

                                     LANCEY
                         Well, now, makes me feel a whole lot 
                         better, knowing that. I was thirty-
                         six when I sliced up Eddie the Dude. 
                         This Kid of yours is just going to 
                         have to wait a few years.

               INT. CORRIDOR, PLUSH HOTEL - FELIX

               He is standing by an elevator in f.g. keeping watch on a row 
               of room doors including the site of the poker game. FELIX is 
               an impressive physical specimen whose capacity for brutality 
               is masked by a quiet, deferential manner. When he sees a 
               door open, he moves so as to be out of The Shooter's sight 
               as the latter comes toward him. It isn't until The Shooter 
               rounds the corner in f.g. and presses the button for the 
               elevator that Felix makes his presence known.

                                     FELIX
                         Excuse me, Mr. Shooter, sir, but Mr. 
                         Schlaegel asked me to remind you how 
                         eager he was to see you.

               The doors of the elevator open. Felix yields precedence to 
               The Shooter and they enter it. The doors close.

               INT. LOBBY, PLUSH HOTEL - AT THE ELEVATORS

               An elevator opens, and The Shooter and Felix come out.

                                     SHOOTER
                         I ought to call my woman.

                                     FELIX
                         Yes, of course. They always like to 
                         know it if you're going to be late 
                         for supper.

               CAMERA MOVES with them as The Shooter leads the way to a row 
               of telephone booths and enters one.

               INT. SHOOTER'S APARTMENT - MELBA AND THE KID

               They are sitting at the table in a game of casino. She plays 
               an ace from her hand, adds a seven from the board, and lays 
               them both on top of a three-card pile.

                                     MELBA
                         Still building eights.

                                     KID
                         Thanks for putting it together for 
                         me.

               He plays an eight and takes in the whole pile.

                                     MELBA
                         It's not my game.

               The telephone RINGS. She stands up.

                                     MELBA
                         Want to know what is?

               CAMERA FOLLOWS her to the phone. She picks it up.

                                     MELBA
                              (into phone)
                         Hello -- Oh, hi, sugar -- why not?

               She reaches a hand around to the back of her neck, fiddles 
               with her dress a moment, then beckons in The Kid's direction.

               CLOSE SHOT - THE KID

               He doesn't understand what she wants but he gets up and comes 
               to her obligingly, CAMERA MOVING with him.

                                     MELBA
                              (into phone)
                         What's the switch?

               She points to the hook-and-eye fastener at the top of the 
               zipper that runs down the back of her dress. The Kid 
               pantomimes the question "What for?" but she just wiggles her 
               finger impatiently at the fastener while speaking into the 
               phone.

                                     MELBA
                              (into phone)
                         Whose idea was that?

               The Kid still doesn't know what she has in mind but it seems 
               easier to humor her than not. He unfastens the hook. Melba 
               smiles her thanks and, to his consternation, reaches back 
               and pulls the zipper all the way down. She places her hand 
               over the mouth-piece of the phone.

                                     MELBA
                              (to Kid)
                         He's not coming home now.

               She steps out of the dress.

                                     MELBA
                              (into phone)
                         Whatever you say, Shooter man.

               INT. PHONE BOOTH, PLUSH HOTEL - THE SHOOTER

                                     SHOOTER
                              (into phone)
                         Explain to The Kid, will you?

               INT. SHOOTER'S APARTMENT - MELBA AND THE KID

               Melba in her bra and panties, snuggles against The Kid.

                                     MELBA
                              (into phone)
                         He'll understand.

               INT. PHONE BOOTH, PLUSH HOTEL - THE SHOOTER

                                     SHOOTER
                              (into phone)
                         Tell him they decided to play a little 
                         longer, and I'll call him at his 
                         place later when the game's over... 
                         Right. Goodbye, honey.

               He hangs up the phone and emerges from the booth. CAMERA 
               MOVES with him as he joins Felix and they walk toward the 
               hotel entrance.

               INT. SHOOTER'S APARTMENT - MELBA AND THE KID

               The Kid, his policy toward this new situation still 
               unresolved, holds her lightly while he tries to think it out 
               aloud.

                                     KID
                         Listen, Melba --

                                     MELBA
                         I have to tell you first. You're 
                         sitting down with Lancey next Monday 
                         night.

                                     KID
                         I wish it was sooner. I wish it was 
                         tomorrow.

                                     MELBA
                         Shooter'll give you all the details 
                         later.

                                     KID
                         I don't like waiting that long.

                                     MELBA
                         Let's not kick a gift horse in the 
                         teeth, sugar. We've got this time 
                         together. Let's try to "fill each 
                         unforgiving minute with sixty seconds 
                         worth of distance run."

               She invites a kiss and he obliges her. But there is a contrary 
               force at work inside him.

                                     KID
                         Listen, what I was going to say 
                         before, I don't want you to think 
                         I'm being some kind of jerk or I 
                         don't feel you'd be great to sack up 
                         with.

                                     MELBA
                         Then let's cut the filibuster.

                                     KID
                         I've made dolls that were friends of 
                         mine's wives. I figured if they were 
                         willing, they were doing it to their 
                         husbands, I wasn't.

                                     MELBA
                         Of course. Any other attitude, you're 
                         degrading the woman. You're not 
                         treating her as a person with a mind 
                         of her own, but as somebody's 
                         property.

               Again she presses close to him and again he savors her for a 
               moment.

                                     KID
                         Only thing is, it's different with 
                         The Shooter than anybody else. He's 
                         so straight, I got the obligation to 
                         be straighter with him than other 
                         people. So do you. On account of we 
                         both owe him plenty.

                                     MELBA
                         I thought we just agreed that what 
                         you and I did was strictly between 
                         us.

                                     KID
                         Can't be.
                              (decisively, pulling 
                              away from her with a 
                              pat of dismissal)
                         Shooter's the closest thing to family 
                         I got. It's almost like he was my 
                         old man. Don't you see how that's 
                         got a bearing on us?

               He starts out. Melba stares after him, scarcely able to 
               believe what is being done to her.

                                     MELBA
                         Sure, it means I'm your mother.

               EXT. SCHLAEGEL ESTATE - DAY

               An expensive automobile, with Felix at the wheel and The 
               Shooter next to him in the front seat, approaches the main 
               house of a lavish estate in a St. Louis suburb. It continues 
               along the driveway past the house.

               EXT. AREA AROUND SWIMMING POOL - CLOSE - BILL AND BABY

               In swimming trunks, Bill is spoon-feeding a year-old BABY in 
               a highchair. Looking o.s., he waves in greeting to The 
               Shooter.

               EXT. SCHLAEGEL ESTATE - THE SHOOTER

               He walks from the parked car toward the pool, returning Bill's 
               salutation.

               EXT. AREA AROUND POOL

               SHOOTING from behind The Shooter as he approaches the 
               attractive family group that includes, besides Bill and the 
               baby, a FIVE-YEAR-OLD GIRL who is having her hair brushed 
               after swimming by ROSANNA SCHLAEGEL, her beautiful mother. A 
               family dog completes the picture. Bill continues to feed the 
               baby as he hails The Shooter.

                                     BILL
                         Shooter -- very generous of you to 
                         come on such short notice. Rosanna 
                         you know, and I think you've met my 
                         daughter June.
                              (indicating baby)
                         No point introducing you to William 
                         the Fourth. He has a bad memory for 
                         names.

                                     SHOOTER
                              (greeting them in 
                              turn)
                         Mrs. Schlaegel. How are you, June. 
                         What's it all about, Bill?

                                     BILL
                         Little something I'd like to sound 
                         you out on. But the least I can do 
                         is offer you a drink.

                                     ROSANNA
                         Like me to fix it, love?

                                     BILL
                         Wonderful. Why don't you do a batch 
                         of your Bloody Marys? If that's okay 
                         with you, Shooter?

                                     SHOOTER
                         Great. Whatever.

               As she goes off, Rosanna cautions June about her hair.

                                     ROSANNA
                         Just don't let it get wet again.

               As soon as his wife is gone, Bill goes right to the topic he 
               doesn't want to discuss in her presence.

                                     BILL
                         I've been quite busy on the telephone 
                         since I last saw you. There's a lot 
                         of interest all over the country in 
                         this game with Lancey and The Kid.

                                     SHOOTER
                         Betting interest?

                                     BILL
                         Jack Doyle in New York is giving 
                         twelve to five on Lancey. Same odds 
                         in Reno. I've taken fifty thousand 
                         of it so far.

                                     SHOOTER
                         Fifty thousand!

                                     BILL
                         I'll probably go for more but I didn't 
                         want to rock the odds.

                                     SHOOTER
                         I knew you liked The Kid's style but 
                         why you going in so deep?

                                     BILL
                         Two reasons. First, I want to see 
                         that smug old bastard gutted worse 
                         than he gutted me. Second, as long 
                         as that's going to happen, I don't 
                         see why I shouldn't make some money 
                         out of it.

                                     SHOOTER
                         But how can you be so sure? The Kid 
                         could do it, we both know that, but --

                                     BILL
                         "Could" isn't good enough for a man 
                         who hates to lose money as much as I 
                         do. He's going to need help -- from 
                         the best man with a pack of cards 
                         between Omaha and New Orleans.

                                     SHOOTER
                         Not a chance, Bill. You ought to 
                         know I never ever use what I got 
                         with the cards for nothing but tricks 
                         and dressing up a game.

                                     BILL
                         Sure, I know it. That's why you're 
                         the man they choose to give them a 
                         square deal. That's what makes it so 
                         perfect. Nobody'll be looking for 
                         it.

                                     SHOOTER
                         It's out. Out.

                                     BILL
                         The great thing is they'll be so 
                         close, The Kid won't need much. Three 
                         or four key hands.

                                     SHOOTER
                         Understand this, Bill. I'd like for 
                         The Kid to win, and I sure as hell 
                         don't want to see you lose all that 
                         money --

                                     BILL
                         If I did, I'd have to collect that 
                         twelve grand you owe me. Not myself. 
                         My collection agents. You knew poor 
                         Wildwood Jones, didn't you?

                                     SHOOTER
                         OK but I'm paying it off! It's comin' 
                         in ain't it? Six grand already.
                              (then as Bill just 
                              looks at him)
                         Bill, you got to listen to me --!

                                     BILL
                         No, I don't. It's quite the other 
                         way around. You have some delusion 
                         you're a free agent, but you're not. 
                         I own you.

                                     SHOOTER
                         For God's sake --!

                                     BILL
                         Shut up. I'll cross the twelve off 
                         the books and give you ten thousand 
                         dollars in cash. And you can tell 
                         The Kid if he needs more of a stake, 
                         I'll put it up.
                              (looks o.s. and smiles)
                         Marvelous. Here's Rosanna with what 
                         you need.

               CAMERA MOVES to include Rosanna carrying a tray with glasses 
               and a pitcher full of Bloody Marys.

                                     BILL
                         -- for that dry feeling on the roof 
                         of your mouth.
                              (TIME LAPSE)

               INT. KID'S APARTMENT - CLOSE SHOT - WINDOW - DAY

               It is raining dismally.

               MED. CLOSE SHOT - THE KID

               He is lying on one half of the bed, with the covers thrown 
               back, his hands clasped behind his head, wearing pajama 
               bottoms. He turns his head and stares at the white expanse 
               of unoccupied bed.

               (TIME LAPSE)

               EXT. ST. LOUIS STREET - DAY

               The weather is clear as The Kid wanders idly along a 
               residential street of well-kept nineteenth century buildings.

               (TIME LAPSE)

               INT. BAR - THE KID

               He is drinking a bottle of beer slowly. CAMERA PANS to another 
               bar stool where a customer is having his shoes shined by a 
               NEGRO BOY who slaps his rag against the shoes with a fine 
               sense of rhythm. Finished, he collects his dime and nickel 
               tip, and moves to The Kid.

                                     BOY
                         Shine them up for you sir?

                                     KID
                         No, thanks.

                                     BOY
                         Fetch you a newspaper maybe?

                                     KID
                         No.

                                     BOY
                         How about a singy-song then? I play 
                         good.

                                     KID
                         Play what?

               The Boy takes out a tobacco can with the lid torn off and 
               the top flattened down and shakes it, producing a sound like 
               the rustle of dry leaves. Then he produces a similar can 
               that makes a rattling noise when he shakes it.

                                     BOY
                         Dry corn in this one. Blue shale 
                         stone from the river in this one. 
                         You ready?

                                     KID
                         Yes, I'm ready.

               The Boy looks at the BARTENDER, who has moved closer to see 
               what's going on.

                                     BOY
                              (to bartender)
                         You ready?

                                     BARTENDER
                         Hell, I'm ready for anything.

               The Boy stands perfectly still for a few seconds, then begins 
               to shake the can with corn in it. After a bit he brings in 
               the shale stone can with the other hand to chord and accent 
               the rustle of the first can.

               At the same time he begins to sing a simple song in a pure, 
               delicate voice. It is catfish music created on the spot and 
               sounds strangely like the idle tunes Christian likes to hum.

                                     KID
                              (when the song is 
                              over)
                         Thank you very much. That was nice. 
                         Where did you learn to do that?

                                     BOY
                         I picked it up from Herman.

                                     KID
                         Who is Herman?

                                     BOY
                         My friend I pick it up from.

                                     KID
                         Is he a good friend?

                                     BOY
                         I don't know 'bout that suh. He just 
                         a frien' who teach me some things.

                                     KID
                         Well, I don't want a shine, but here's 
                         fifteen cents.

                                     BOY
                         Thank you, sir.

                                     BARTENDER
                         And here's another dime for you, 
                         fella.

               He rings up a NO SALE and flips a dime to The Boy, who is 
               astonished and then worried by this munificence. Suddenly he 
               grabs his tobacco cans and his shoe-shine kit, and runs out 
               into the street.

                                     BARTENDER
                         Nice little colored kid.

                                     KID
                              (mostly to himself)
                         -- Yeah.

               (TIME LAPSE)

               INT. STEAM BATHS - THE KID AND JANSEN

               JANSEN, a masseur, is at work loosening up The Kid's neck 
               and shoulders.

                                     JANSEN
                         Monday night, uh, Kid?

                                     KID
                         Monday night.

                                     JANSEN
                         I sprung for some of the action. A 
                         yard and a half of that five-to-two.

                                     KID
                         Thanks, Jansen.
                              (in pain)
                         Hey!

                                     JANSEN
                         We got to get you loosened up. I 
                         never felt you this tight.

               (TIME LAPSE)

               INT. BUS TERMINAL - PHONE BOOTH - THE KID

               He is in the middle of a call.

                                     KID
                              (into phone)
                         Just tell The Shooter I'll be there 
                         on the dot Monday night.

                                     MELBA'S VOICE
                              (over the phone)
                         And until then?

                                     KID
                         He doesn't have to know.

               INT. THE SHOOTER'S APARTMENT - MELBA

                                     MELBA
                              (into phone)
                         I'm not asking for him.

               INT. BUS TERMINAL - THE KID

               He hangs up the phone, rather than continue the discussion. 
               CAMERA FOLLOWS him as he comes out of the booth, picks up a 
               small duffel bag, and walks to the door that leads to the 
               busses. He goes out into the night and gets into a bus.

               (TIME LAPSE)

               EXT. RURAL HIGHWAY - DAY

               A bus drives along a main road in the Ozarks, heading toward 
               CAMERA. As it comes close, the name of its destination: 
               "FAYETTEVILLE" can be read.

               EXT. CROSSROADS COMMUNITY - DAY

               The bus stops momentarily at a small cluster of buildings 
               around an intersection. The Kid is the only passenger to get 
               off here. As the bus continues on its way, he goes to an 
               attendant in a gas station on one corner, and asks a question. 
               Referred to a general store and post office on another corner, 
               he crosses and goes into it. The STOREKEEPER comes back 
               outside with him to point out the route to where he wants to 
               go. It is along a dirt road that winds uphill behind the 
               store. The Kid starts up the road.

               (TIME LAPSE)

               EXT. CREST OF ROAD - DAY

               The Kid reaches the summit of the hill directly behind the 
               crossroads, and looks down into the valley between this hill 
               and the next one. He starts down an even narrower road leading 
               to a little farm on a hillock in the valley. It consists of 
               a modest cabin, a single barn, a fenced cow pasture, and a 
               few cultivated fields.

               (TIME LAPSE)

               EXT. CRAIGIE FARM - DAY

               Christian comes around a curve in a path on one side of the 
               house, carrying two five-gallon milk cans slung in a yoke 
               over her shoulder. A little dog YAPS and runs from the front 
               door of the house to the front gate. She looks in that 
               direction and CAMERA MOVES to include The Kid as he unlatches 
               the gate and walks toward her. After a moment's hesitation, 
               she moves to meet him, gliding on her bare feet to keep the 
               water in the cans from slopping out.

                                     CHRISTIAN
                         Hello, Kid.

                                     KID
                         Can I help you with those?

                                     CHRISTIAN
                         Taking if off is harder than taking 
                         it on in.

               She turns toward the side of the house and walks to the 
               kitchen door. The Kid follows.

                                     CHRISTIAN
                         How's The Shooter?

                                     KID
                         Fine.

                                     CHRISTIAN
                         You haven't played yet?

                                     KID
                         Monday.

               INT. CRAIGIE KITCHEN - CHRISTIAN, THE KID AND MRS. CRAIGIE

               MRS. CRAIGIE, Christian's mother, opens the door for them, 
               giving The Kid a sharp, appraising glance.

                                     CHRISTIAN
                         This is Eric, Mama. He's come to see 
                         me.

                                     MRS. CRAIGIE
                         How do, Eric.

               Christian crosses to the drain sink near the pump and turns 
               her back. Mrs. Craigie lifts the cans off the yoke on to the 
               drain board. She and Christian each take a can and pour the 
               water from it to prime the pump.

                                     CHRISTIAN
                         We lost suction on the pump right in 
                         the middle of canning.

               The Kid looks at the stove with a couple of large steaming 
               pots on it, and the table alongside with a half-dozen hampers 
               of green beans.

                                     MRS. CRAIGIE
                         There's coffee. And sour ham and 
                         bread in the warmer, if you're hungry 
                         Eric.

               As soon as they are finished with the pump, Mrs. Craigie and 
               Christian turn to the table, where they begin to snip stems 
               and cut beans before putting them into the pots on the stove.

                                     MRS. CRAIGIE
                         You know anything about canning, you 
                         know we can't stop now. If we'd been 
                         looking for company, we never would 
                         have started.

                                     CHRISTIAN
                         Spring beans, you have to cook them 
                         fast. But you find yourself some 
                         breakfast.

                                     KID
                         I'm all right. Bus stopped for 
                         doughnuts and coffee.

                                     CHRISTIAN
                         You can stay with us tonight and 
                         still make it back to St. Lou on the 
                         Sunday schedule by about midnight. I 
                         told Mama and Papa about The Man. 
                         And all.

                                     KID
                         Where is Mr. Craigie?

                                     MRS. CRAIGIE
                         To the barn. Why don't you go down 
                         and introduce yourself? Christian 
                         and me'll be at this another hour or 
                         two.

                                     KID
                         I think I will. I think I'd like 
                         that.
                              (to Christian)
                         Okay?

                                     CHRISTIAN
                         Sure. And I'll see you a little later 
                         on.
                              (then, as he starts 
                              out)
                         Papa don't know everything. About 
                         you and me.

               The Kid looks quickly at her and then at Mrs. Craigie, who 
               keeps her gaze fixed on the beans.

               EXT. CRAIGIE BARN - CRAIGIE - DAY

               He is pitching manure from all over the cow-lot into a pile 
               banked against the side of the barn, working a long-handled 
               shovel with practised ease. He looks o.s. and sees The Kid 
               approaching but continues his work as The Kid enters the 
               SHOT. Nor does he stop shoveling while they are talking, 
               except at moments of particular significance to him.

                                     CRAIGIE
                         Hello.

                                     KID
                         How do you do, Mr. Craigie. I'm Eric 
                         Stoner.

                                     CRAIGIE
                         Christian's Eric.

                                     KID
                         That's right.

                                     CRAIGIE
                         You seen her?

                                     KID
                         She's helping her mother can.

                                     CRAIGIE
                         You minding to marry Christian?

               The Kid looks at him a long moment then --

                                     KID
                         You got any objections if I do, or 
                         if I don't?

               Craigie takes a couple of steps toward The Kid, his boots 
               sucking in the muddy ground.

                                     CRAIGIE
                         Son, that's what I call a sharp 
                         answer.

                                     KID
                         It was what I call a sharp question.

                                     CRAIGIE
                         We don't know much about you, 
                         Christian's mother and me.

                                     KID
                         I'm what's known as a three-river 
                         man. Which just means I go around 
                         playing stud poker wherever I can 
                         find the kind of action I'm looking 
                         for.

                                     CRAIGIE
                         You met Christian when she was working 
                         to Hot Springs?

                                     KID
                         Yeah. I was playing in this game in 
                         the hotel and she was a waitress in 
                         the coffee shop. We went out. I told 
                         her I thought she could get a better 
                         job in St. Louis.

                                     CRAIGIE
                         Now how did you happen to tell her 
                         that? Maybe you run some kind of 
                         employment service on the side?

                                     KID
                         I said it because I wanted her in 
                         St. Louis. Anyway, she made it there 
                         and she called me and we been seeing 
                         each other ever since.

                                     CRAIGIE
                         Living together?

               The Kid takes his time before deciding how to answer this 
               one.

                                     KID
                         Yeah, living together.

                                     CRAIGIE
                         How come she come home now? She going 
                         to have a baby?

                                     KID
                         Not that I know of.

                                     CRAIGIE
                         You two have a fight?

                                     KID
                         No.

                                     CRAIGIE
                         She must have had a reason.

                                     KID
                         Think so? Well, you've known her 
                         longer than me.
                              (then)
                         Look, Mr. Craigie, let me and 
                         Christian find out a few things then 
                         maybe I won't have to answer your 
                         questions.

                                     CRAIGIE
                         I never run across anybody like you. 
                         I guess I don't understand gamblers.

                                     KID
                         That's all right. I don't understand 
                         farmers.

                                     CRAIGIE
                         You say things that sound smart 
                         alecky. But I'm not sure if they 
                         really are smart alecky.

                                     KID
                         Well I can't take into account what 
                         somebody's going to feel every time 
                         I say something.

                                     CRAIGIE
                         Are you a believer?

                                     KID
                         In some things.

                                     CRAIGIE
                         I mean in God.

                                     KID
                         That's a tough one. I don't disbelieve 
                         in Him, but I couldn't say I believed 
                         in Him either. I guess I just never 
                         paid Him much mind. Didn't seem 
                         important.

                                     CRAIGIE
                         God not important?

                                     KID
                         I don't mean what He does isn't 
                         important -- if He exists. I mean 
                         it's not important to me whether He 
                         exists or not.

                                     CRAIGIE
                         Christian was raised in a Christian 
                         home.

                                     KID
                         Is that so? I didn't know ---
                              (then)
                         I'm not aware of the difference.
                              (pause)
                         I'm not asking permission to marry 
                         Christian, you know.

                                     CRAIGIE
                         I know.

                                     KID
                         If I was, the only person I'd be 
                         asking it from is her.

                                     CRAIGIE
                              (after a moment)
                         Who is this fella Christian says 
                         you're going to play that's so 
                         important?

                                     KID
                         He's the king of the stud poker 
                         players.

                                     CRAIGIE
                         And you're going to play him.

                                     KID
                         Yes.

                                     CRAIGIE
                         Are you any good?

                                     KID
                         I'm this good. The Man has got to 
                         play me.

                                     CRAIGIE
                         What happens if he don't?

                                     KID
                         Then I'm The Man.

                                     CRAIGIE
                         That important to you?

                                     KID
                         I been trying to figure that out 
                         ever since I set it up.

                                     CRAIGIE
                         You playing because of money?

                                     KID
                              (after a moment)
                         Not really.

                                     CRAIGIE
                         Christian said you never was much 
                         worried about money -- I been worried 
                         about money most of my life -- up 
                         until I figured out it wasn't so 
                         important.

                                     KID
                         No, it's necessary, but it isn't so 
                         important.

                                     CRAIGIE
                         Well how come you want to play this 
                         King fella?

                                     KID
                         Ambition -- maybe security, like 
                         that.

                                     CRAIGIE
                         Is it aspiration to be the King or 
                         just uncertainty about the future?

                                     KID
                         I ain't looking for security if that's 
                         what you mean.

                                     CRAIGIE
                         Not trying to lock something up tight 
                         and nail it down?

                                     KID
                         That would figure into it. But that 
                         isn't all of it. -- It's important 
                         to me.

                                     CRAIGIE
                         Now son which is more important to 
                         you, this king business or Christian?

                                     KID
                         If you got the guts to ask that 
                         question, Mr. Craigie, I guess I got 
                         the guts to answer it. Christian, if 
                         you came right down to it, is not as 
                         important as doing what I have to 
                         do.

               Craigie has finished piling the manure. He puts away his 
               shovel.

                                     CRAIGIE
                         Well son, I had to know.

                                     KID
                         Know what?

                                     CRAIGIE
                         There never was a man worth a damn, 
                         to my mind, who let his woman stand 
                         in the way of the thing he had to 
                         do.
                              (then)
                         I got to go now -- see what I can do 
                         for a sick heifer. Why don't you 
                         take Christian, when her Mama lets 
                         go of her, and tell her I said you 
                         should go to the old spring. It's a 
                         good place.

                                     KID
                         Thanks. I'll tell her.

               Craigie walks away.

               (TIME LAPSE)

               EXT. SPRING - DAY

               It is a small shack against a rocky bluff. CAMERA PANS 
               Christian and The Kid as they come down the path and enter.

                                     CHRISTIAN
                         It stays warm all winter.

                                                                  DISSOLVE:

               INT. SHACK

               CAMERA MOVES to reveal Christian and The Kid, who are in the 
               pool without clothes, treading water.

                                     CHRISTIAN
                         Papa's mama used to bring her wash 
                         up here.

                                     KID
                         We liable to draw an audience?

                                     CHRISTIAN
                         Don't worry. It's on our land -- 
                         Nobody uses it.

               She starts to swim, CAMERA MOVING with her upper back as she 
               reaches the side of the pool and pulls herself on to the 
               bank, lying on her stomach. The Kid joins her, first drawing 
               himself up on his stomach alongside her, then turning on his 
               back to look through the slats at the sun.

                                     CHRISTIAN
                         You must have said something to Papa 
                         gave him the picture on us in St. 
                         Lou. Else he never would have spoke 
                         to you about this place.

                                     KID
                         I told him on account of he already 
                         knew. Never any sense feeding a man 
                         a lie he's not going to believe.

                                     CHRISTIAN
                         Even if he did know, I'm glad you 
                         told him.

               She raises herself up so that she is directly above him.

                                     KID
                              (in mock protest)
                         Hey, you're all wet!

                                     CHRISTIAN
                         So are you, foolish.

               (TIME LAPSE)

               EXT. CRAIGIE PORCH - CRAIGIE AND THE KID - NIGHT

               The two men are sitting just outside the kitchen, where Mrs. 
               Craigie and Christian are pasting labels on the mason jars 
               they filled earlier. The paste and some of the jars are just 
               inside an open window on a shelf behind the men's heads. The 
               light comes from a kerosene lamp inside.

                                     CRAIGIE
                         Let me get this straight in my head. 
                         Cards is all a matter of luck, who 
                         gets dealt the best ones.

               The Kid stands up and selects six playing cards from a deck 
               in his pocket. During the next few lines he uses the paste 
               on the shelf to stick together three pairs of them so as to 
               form three double-thick cards. One of these has two faces, 
               another two backs, and the third a back and a face.

                                     CRAIGIE
                         So when one of you professional 
                         gamblers sits down with a bunch of 
                         your -- what do you call them -- 
                         customers, clients?

                                     KID
                         The technical term is "suckers." Or 
                         "marks."

                                     CRAIGIE
                         Their chance of winning is just as 
                         good as yours, except if you got a 
                         way to control it, who gets what 
                         cards. Right?

                                     KID
                         Not right. That's cheating and it's 
                         not any part of what we're talking 
                         about.

                                     CRAIGIE
                         Then how do you win?

                                     KID
                         I'll show you.

               He displays his three cards.

                                     KID
                         You see one of these cards is white 
                         on both sides, one is red on both 
                         sides, and the other is white on one 
                         side, red on the other.

                                     CRAIGIE
                         What about it?

               The Kid lifts a straw hat off a peg on the porch wall.

                                     KID
                         This. I put the three cards in a hat 
                         and shake them up, and then I ask 
                         you to draw one card out blind. Put 
                         it face down on the table so neither 
                         of us can see the bottom side.

               Craigie does as instructed. The ensuing dialogue assumes the 
               card he picks is red on top; if it's white the words "red" 
               and "white" will be reversed in the dialogue.

                                     KID
                         Okay, red on top. That eliminates 
                         the all-white card, right. So the 
                         card you've picked is one of two -- 
                         the all-red or the red-and-white. 
                         One out of two is an even chance, an 
                         even-money proposition. Right -- you 
                         follow me?

                                     CRAIGIE
                         I think so.

                                     KID
                         So if I said I'll bet you a dollar 
                         to seventy-five cents the other side 
                         of that card is red, you'd take the 
                         bet wouldn't you?

                                     CRAIGIE
                         Seems like. Yeah.

                                     KID
                         And that answer makes you a sucker. 
                         Because the odds are two to one, the 
                         other side of that card is red, and 
                         I ought to be offering you a dollar 
                         to fifty cents instead of seventy-
                         five.

                                     CRAIGIE
                         But if there are just the two 
                         possibilities.

                                     KID
                         There are three possibilities.
                              (indicating card on 
                              table)
                         That can be the red side of the red-
                         and-white card, or it can be either 
                         side of the all-red card. In two 
                         cases out of three the other side is 
                         red. And I'd win the bet from you 
                         two out of every three times we made 
                         it.

                                     CRAIGIE
                              (dubiously)
                         You would?

                                     KID
                         Sure. It's obvious when I explain 
                         it, isn't it?

                                     CRAIGIE
                         Reckon so. Except if there's only 
                         two things that the bottom side can 
                         be, red or white --

                                     KID
                         Take my word for it -- the odds are 
                         two to one. And knowing that is the 
                         difference between your gambling man 
                         and your sucker. Not who gets the 
                         better cards but who knows what the 
                         proper odds are. In a poker game 
                         there can be a million different 
                         situations, each with a different 
                         set of odds to figure. The man who 
                         ends up winners is the man who knows 
                         when to bet and how much...

                                     CRAIGIE
                         The sucker is still took advantage 
                         of, isn't he? The gambler knows 
                         something he don't know.

                                     KID
                         Sure -- like if you grow better corn 
                         or raise a cow that gives more milk 
                         than the other guy's. Or two business 
                         men are in competition, or two lawyers 
                         are up against each other in a 
                         courtroom. Whatever your line is, 
                         the one who wins out is the one who 
                         knows his job better.

                                     CRAIGIE
                         Seems like there should be something 
                         else to it --

                                     KID
                         There is -- Making the man you're 
                         playing against think he's got the 
                         best hand -- and making him pay to 
                         find out.
                              (TIME LAPSE)

               INT. CRAIGIE KITCHEN - THE KID

               He is lying on a cot in the darkness, next to the big wood-
               burning stove. Christian enters the SHOT and slips under the 
               covers with him.

                                     CHRISTIAN
                         I can't stay long. Papa'll be getting 
                         up to milk.

                                     KID
                         I'm the one can't stay. I got to 
                         head for that bus.

                                     CHRISTIAN
                         Why did you come, Kid?

                                     KID
                         Well, hell, I don't know. I had kind 
                         of a rough time after you left.

                                     CHRISTIAN
                         Rough how?

                                     KID
                         Tuesday there was a ball game, but 
                         then the Cardinals went on the road. 
                         I never known time to drag so; I was 
                         all torn apart --

                                     CHRISTIAN
                         Because of the poker game coming up?

                                     KID
                         That's how I read it, but I was 
                         reading it wrong. It wasn't Lancey 
                         or the game that was chewing at my 
                         insides --

                                     CHRISTIAN
                         What else is there could give you 
                         such a bad time?

                                     KID
                         I finally figured it. I located where 
                         the trouble was. It was you.

               She is genuinely surprised at this and at first a bit 
               dismayed. But her more considered reaction is one of pleasure.

                                     CHRISTIAN
                         Oh, --

               She kisses him.

                                     KID
                         When you talk about doing something 
                         besides poker if I get to be The 
                         Man, you don't mean pass up the chance 
                         to make some dough from it for a 
                         while?

                                     CHRISTIAN
                         I sure don't. I told Papa, wherever 
                         money comes from, it feels the same 
                         when you spend it.

                                     KID
                         You were going to do some thinking 
                         down here.

                                     CHRISTIAN
                         I done some.

               Then they both react as Craigie can be heard getting up.

                                     KID
                         I'll be back after the game Christian -- 
                         You wait here for me and I'll let 
                         you know.

                                     CHRISTIAN
                         All right Eric -- Good luck Monday.

               She gives him a quick kiss and stands up.

                                     KID
                         I got that made now. You said it 
                         right. My time's come.

               (TIME LAPSE)

               EXT. CROSSROADS COMMUNITY - NIGHT (PRE-DAWN)

               The sun hasn't risen yet as The Kid boards the bus for St. 
               Louis outside the general store.

               EXT. HIGHWAY IN MISSOURI - DAY

               The Kid's bus crossing the endless plain in the afternoon 
               sun.

               EXT. ST. LOUIS BUS TERMINAL - NIGHT

               The clock above the loading platform says it is a little 
               after two in the morning as the bus pulls up, and The Kid, 
               groggy from the long ride, gets out.

               INT. KID'S APARTMENT

               He enters wearily, goes straight into the bedroom and 
               collapses on the bed. After a moment he summons the energy 
               to loosen his shoelaces and kick his shoes off. But that 
               completes his preparations for sleep.

               INT. SHOOTER'S APARTMENT

               The Shooter is awake because he can't sleep, and Melba is 
               awake because she is trying to persuade him to do what she 
               considers prudent. He sighs deeply as she solicitously pours 
               him a cup of coffee.

                                     SHOOTER
                         Twenty-five years I been building a 
                         reputation.

                                     MELBA
                         Handle this thing right and your 
                         reputation will be better than ever.

               INT. LANCEY'S HOTEL ROOM

               Lancey is also awake, confronting a row of medicine bottles. 
               He finishes laying out an assortment of four different pills 
               and capsules, pours himself a glass of hot milk from a carafe, 
               and proceeds to take the pills one at a time, with a sip of 
               milk after each.

               (TIME LAPSE)

               INT. KID'S APARTMENT

               The Kid, looking completely refreshed, is readying himself 
               for the game. He has chosen casual, comfortable clothes, and 
               now he collects three items to take with him: a large bottle 
               of mouthwash, a green sun-vizor, and finally, his stake. 
               When he withdraws the money from the dresser drawer, we can 
               see the pile has increased in size. The Kid finds an envelope 
               to put it in, and he is ready to go. He starts out but in 
               the middle of the kitchen he stops to look at his watch. It 
               is too early. He crosses to the stove, pours himself a cup 
               of coffee, and sits down to drink it.

               INT. LANCEY'S HOTEL ROOM

               Lancey has decided on a change of costume from his last game, 
               and this time he goes for the old-fashioned velvet smoking 
               jacket and silk foulard. Over this he puts on a light 
               overcoat. Then he assembles medicines, toilet articles and 
               money, putting them all into a small satchel. Finally, he 
               puts on his hat and goes to the door.

               INT. PLUSH HOTEL CORRIDOR

               We follow Lancey's progress as far as the elevator.

               INT. SHOOTER'S APARTMENT

               Melba and Shooter have finished dressing, and he waits by 
               the door while she does the inevitable last-minute things to 
               her makeup.

                                     SHOOTER
                         I made up my mind to this. I ain't 
                         going to give him any help till he 
                         needs it.

                                     MELBA
                         I'm glad you're taking a stand.

                                     SHOOTER
                         Hey, what if he starts off lucky and 
                         stays ahead of the game the whole 
                         way. It could happen, you know.

                                     MELBA
                         You'll make it happen, Baby. I've 
                         got faith in you --

               EXT. CLOCK TOWER - NIGHT

               The hands are at 7:25.

               INT. TAXI - THE KID AND DRIVER - NIGHT

               The Kid is looking at the clock tower.

                                     KID
                         Once more around the square.

               EXT. SQUARE OUTSIDE DORSET HOTEL - NIGHT

               The taxi drives away from CAMERA following The Kid's 
               instruction. CAMERA PANS to the front of the Dorset Hotel, 
               which they have just passed. It is fifty years old or more, 
               no longer elegant but still respectable.

               INT. POKER SUITE - LANCEY

               He is standing at ease among old friends, sipping a creme de 
               menthe frappe.

                                     LANCEY
                         It's a friendly town, St. Louis. 
                         I've always said that.

               CAMERA MOVES to take in the people around him, one after 
               another. The Shooter is there, and Pig and Sokal and Hoban, 
               and Melba and Hoban's woman and a couple of other women whose 
               main attributes are physical, and Bill Schlaegel. Out of 
               town representatives include LADY FINGERS, who is about fifty, 
               down on her luck but still cheerful and remarkably energetic; 
               and YELLER, a light-skinned Negro who has achieved stature 
               in what is mainly a white man's world, through diplomacy and 
               a quick wit. The room is the large living-room of a once 
               splendid suite; there are enough chairs and couches around 
               the walls to accommodate a good many spectators, while the 
               middle of the room has been cleared for a round table with 
               seven chairs.

                                     SHOOTER
                         We ain't seen much of you though, 
                         last seven, eight years.

                                     LANCEY
                         Climate, Shooter. In my declining 
                         years, I spend more and more time in 
                         Florida and the Gulf Coast.

                                     LADY FINGERS
                         Lot of folks been figuring another 
                         reason you was keeping clear of the 
                         three rivers.

                                     LANCEY
                         What reason is that, Lady Fingers?

                                     LADY FINGERS
                         Cincinnati Kid.
                              (laughs)
                         That the way it is, Lancey? You been 
                         scared of The Kid?

                                     LANCEY
                         Should I be scared of him?

                                     LADY FINGERS
                         Damn right you should! I'm telling 
                         you, that boy going to make your 
                         stomach ulcer bleed before the night 
                         is out. He's close to murder. I seen 
                         him give a fella the shakes so bad 
                         on a fourth card, it took a pint of 
                         corn liquor to settle him down.

                                     LANCEY
                         Thanks for the warning.

               Lancey notices that most of the people around him have turned 
               to look at the doorway. He glances in the same direction in 
               a casual sort of way.

               FEATURING THE KID

               He saunters toward Lancey. Almost everyone greets him, and 
               he responds to as many as he can. Melba intercepts him.

                                     MELBA
                         Mow the man down, sugar pie, make it 
                         quick and bloody. Been too many lean 
                         years for all of us.

                                     KID
                         I intend to take Shooter right along 
                         with Lancey.

                                     MELBA
                         I'm not talking about the old Shooter. 
                         He's been factory rebuilt. A new 
                         spirit dwelleth in him, and his gaze 
                         is on distant hills.

               The Kid would like these cryptic words explained, but Lady 
               Fingers descends on him.

                                     LADY FINGERS
                         So you showed up after all. You're a 
                         braver boy than I thought, so much 
                         the worse for you.

                                     KID
                         You think I'll be sorry I come?

                                     LADY FINGERS
                         Bound to. That Lancey ain't human, 
                         he's one of them barracuda fish. 
                         He's liable to bleed to death, right 
                         on a flush hand before he give up to 
                         you. I seen him gut a fella so bad, 
                         the fella quit and got up and spit 
                         red in the john and went square.

               The Kid sees Lancey approaching, and turns to him.

                                     LANCEY
                         Hello, Kid. Pleasure to know you.

                                     KID
                         Lancey. I been looking forward a 
                         long time.

                                     LANCEY
                         Sure, sure. You seem to know about 
                         everybody. Yeller from New Orleans?

                                     KID
                         What do you say, Yeller? Still feeling 
                         salty with me?

                                     YELLER
                         Forgiven long since.
                              (to Lancey)
                         We had a little jurisdictional 
                         dispute.

                                     KID
                         I hustled a couple of boys, right in 
                         his territory.

                                     YELLER
                         So I tried to tell him our rules 
                         down there. Colored marks are for 
                         colored hustlers.

                                     KID
                         And I tried to tell him how I got no 
                         prejudice. When I'm on the edge of 
                         my stake, I hustle anybody at all, 
                         regardless of race, creed or color. 
                         Anybody at all.

                                     YELLER
                         Including my girl.

                                     KID
                         Hell, I figured I was doin' you a 
                         favor.

                                     YELLER
                         You did.

               Suddenly they both laugh over a private memory and shake 
               hands, obviously old friends.

                                     LADY FINGERS
                              (to Lancey)
                         Did you know Old Cottonhead died?

                                     LANCEY
                         No, I hadn't heard.

                                     LADY FINGERS
                         Heart give out in a high-low game.

                                     LANCEY
                              (turning to The Kid)
                         How you feel, Kid?

                                     KID
                         Great. You?

                                     LANCEY
                         The best. You think maybe we ought 
                         to see if we can stir up some action?

                                     KID
                         Whatever you say, Lancey. You're the --
                              (correcting himself)
                         You're our guest in this town.

                                     LANCEY
                         Well, I'm kind of in the mood to 
                         play a little cards.

                                     KID
                         I think we ought to be able to get a 
                         game together in this crowd.

                                     LANCEY
                         But first you take a look at things -- 
                         make sure everything's the way you 
                         want it. I already been around.

                                     KID
                         Thanks. I'll do that.

               He turns toward the center of the room. The Shooter follows 
               him.

               MED. SHOT - AT POKER TABLE - KID AND SHOOTER

               The old, solidly built wooden table has been covered with a 
               white linen cloth on top of a blanket. The cloth is tied 
               down under the rim so that the surface of the table is flat, 
               tight and cushioned by the blanket. The Kid presses his 
               fingers into it to test these factors.

                                     SHOOTER
                         It's an old table. Everything's pretty 
                         old in this hotel.

                                     KID
                         It's solid, that's what counts. And 
                         you got the top fixed perfect.

               Lancey comes into the SHOT behind them.

                                     LANCEY
                         Light all right for you?

                                     SHOOTER
                         Two hundred watt bulb.

                                     KID
                         Fine, excellent. Okay with you?

                                     LANCEY
                         Sure, sure. Shooter's set us up just 
                         great.

                                     KID
                         Sure has.

                                     SHOOTER
                         Thank you, gents. Tried to do the 
                         best I could.
                              (looks from one to 
                              the other)
                         Cards?

                                     LANCEY
                         Why not?

                                     KID
                         Good a time as any.

                                     SHOOTER
                              (calling)
                         Hoban! Okay!
                              (to Kid and Lancey)
                         You both know Joe Hoban. He's a draw 
                         poker man, but clean and straight as 
                         they come.

               Hoban comes into the SHOT with a dispatch case, which he 
               sets on the table. He unlocks it with a key and turns it 
               upside down. Thirty sealed decks of cards spill on the table.

                                     HOBAN
                         They come from the St. Louis Bridge 
                         Club, but they're poker size cards. 
                         They been bonded by the club steward 
                         and I seen him take them out of the 
                         safe. Shooter, Lady Fingers and me 
                         pick them up and come straight here 
                         with them.

                                     SHOOTER
                         Hoban's selling them to us at five 
                         dollars a pack, with the usual 
                         guarantee. If it's proved any deck 
                         is spooked, he pays off the losers.

                                     LANCEY
                         St. Louis Bridge Club, eh? Steward 
                         still that old yard bird Okra?

                                     HOBAN
                              (disturbed)
                         That's him.

                                     LANCEY
                              (not noticing; to Kid)
                         Old stud man, Okra.

                                     KID
                         I don't know him.

                                     LANCEY
                         Quite a character. Quite a character.

                                     HOBAN
                              (anxiously)
                         Nobody heard from me what the cards 
                         were for, Kid.

               There is a quick exchange of glances all around as the other 
               three realize what the imaginary suspicion is behind Hoban's 
               defensive reaction.

                                     LANCEY
                              (to Kid)
                         Been ten years since I seen or spoke 
                         to Old Okra.

                                     KID
                         'Kay, fine. Don't worry about it, 
                         Lancey. Who's sitting down with us, 
                         Shooter?

                                     SHOOTER
                         Four of us. Me, Pig, Yeller and Doc 
                         Sokal. If that's all right with you 
                         both?

                                     KID
                         'Kay, fine.

                                     LANCEY
                         Sure, sure.
                              (to Kid)
                         Shall we have a look at the decks?

               CLOSE SHOT - KID AND LANCEY

               with the pile of decks and the empty dispatch case on the 
               table in front of them. They start checking the decks one by 
               one, each putting the ones he has covered in a pile for the 
               other's consideration. They examine the seals and the 
               cellophane visually, and they also sniff both ends for the 
               odor of a hot iron. By the time they are through with this 
               process; The Kid has found three decks he isn't satisfied 
               with, and Lancy two. The Kid passes his three rejects to 
               Lancey, who tosses them back into the dispatch case without 
               looking at them. Then Lancey tries to submit his two to The 
               Kid, but The Kid waves them away, and Lancey throws them, 
               too, into the case.

                                     LANCEY
                         Well, Kid, what's your game?

               CAMERA PULLS BACK to include the other four players, who 
               have come up to the table, still not taking chairs until 
               Lancey and The Kid have chosen theirs. Though Lancey's 
               question is purely ritualistic, they look to The Kid for his 
               reply.

                                     KID
                         I don't mind stud poker if that's 
                         okay with you.

                                     LANCEY
                         I got no objections to stud.
                              (to the others)
                         Gentlemen?

               Consulting the others is a formality, but all four of them -- 
               Yeller, Shooter, Pig and Sokal -- nod or grunt or otherwise 
               indicate assent.

               MED. SHOT - FEATURING BILL

               across the room, he is indicating to The Shooter that he'd 
               like a word with him before play begins.

               MED. SHOT - FEATURING SHOOTER

               He detaches himself from the group and sidles inconspicuously 
               over to Bill.

                                     BILL
                         Tell The Kid I have a suite on the 
                         fifth floor. He can drop up during 
                         the breaks. Bedroom all for him any 
                         time he wants a nap.

                                     SHOOTER
                         That's thoughtful of you, Bill.

                                     BILL
                         I'm a thoughtful man. I hope you 
                         are.

               THE POKER TABLE

               The Kid gestures to Lancey to choose his seat. Lancey 
               acknowledges the courtesy, glances at the window and picks 
               himself a chair facing away from it.

                                     LANCEY
                         Privilege of age. Can't take the 
                         glare of the morning sun in my eyes.

               The Kid, following protocol, moves to a seat directly across 
               from Lancey's. The Shooter takes his place at the table 
               halfway between The Kid and Lancey, and pulls the twenty-
               five eligible packs of cards to him.

                                     SHOOTER
                         You want to have the usual brandy 
                         and coffee on hand, Kid? Anything 
                         special for you, Lancey?

                                     LANCEY
                         Why, yes, Shooter. Creme de menthe 
                         frappe. Green.

                                     SHOOTER
                              (glances around)
                         You got that, Hoban?
                              (to the table)
                         Gentlemen, if there are no objections, 
                         I'm the dealer. These rooms have 
                         been contracted for, and there will 
                         be an ante of ten dollars per chair, 
                         per day. During the breaks for me, 
                         Old Lady Fingers has agreed to deal, 
                         but she don't care to be a player --

                                     LADY FINGERS' VOICE
                         Do too care!

               CAMERA PANS to reveal Lady Fingers as she steps from among 
               the spectators to a place behind Lancey.

                                     LADY FINGERS
                         Can't afford to play, that's the 
                         real truth. Had a bad year and I'm 
                         way over my edge.

                                     SHOOTER
                         Lady Fingers will get three dollars 
                         an hour from the ante, plus her room 
                         and food, and a five-minute break 
                         every hour. Gents?

                                     LANCEY
                         Fine, Shooter man.

                                     KID
                         'Kay with us.

                                     LADY FINGERS
                         If you don't see me when you need 
                         me, call room three-oh-eight.
                              (taps Lancey's shoulder)
                         You know who else ain't with us no 
                         more? Miriam, widow used to run the 
                         kitchen game to South Chi. Lost two 
                         month's Relief at blackjack, coal 
                         dealer cut her credit, and she froze 
                         in her bed.

               THE PLAYERS - FEATURING THE KID

               The Kid has taken his roll from his pocket and is counting 
               it out rapidly. The other players watch, interested to see 
               how much he is putting out. After counting out one stack of 
               thirty hundreds, he distributes the rest in stacks of 
               twenties, tens and fives, folding each bill over once as 
               protection against picking up more than one at a time.

                                     SHOOTER
                         Gentlemen, this is a game of five-
                         card stud poker. There is no limit. 
                         A dead man has one half hour to raise 
                         his roll outside and get back in the 
                         game.

               The Kid has completed his count.

               REVERSE ANGLE - FEATURING LANCEY

               He takes the money from his satchel.

                                     LANCEY
                         Five grand? Nice, tidy sum. I'll put 
                         out the same.

               CAMERA PANS to Yeller.

                                     YELLER
                         I swear I don't know what I'm doing 
                         sitting down with you titans, but 
                         maybe it's worth putting up five 
                         thousand for the educational value.

               CAMERA PANS to Pig as he brings out a roll and drops it 
               casually in front of him.

                                     PIG
                         I'll play with what I have in my 
                         pocket till I have to send out for 
                         more. Twenty-seven, twenty-eight 
                         hundred, I don't know.

               CAMERA PANS past The Kid to Sokal, who is counting out bills 
               from an impressive roll.

                                     SOKAL
                         Five G's, I'm with it. Don't mean 
                         I'm goin' blow it all, though.

               CAMERA PANS to The Shooter, who is counting out a smaller 
               stake than anyone.

                                     SHOOTER
                         Last and certainly least --

               He puts his money out without counting it, takes a deck of 
               cards, rips the cellophane off it, takes the jokers and tosses 
               them offhandedly to one side, not seeming to take aim.

               FEATURING THE JOKERS

               Heads turn as the cards sail through the air in unison, 
               landing inside The Shooter's familiar hat, which is resting 
               crown down on the mantelpiece. The spectators gape at the 
               display of dexterity.

               FEATURING THE SHOOTER

               He begins to shuffle and all eyes are upon him, not from 
               suspicion but from pure admiration. He is in peak form, 
               shuffling six times, once for each player and then slapping 
               the cards down before Lancey, who is to the right of him, 
               with an empty chair in between.

               CLOSE - LANCEY

               He waives his privilege of cutting with a barely perceptible 
               nod.

               THE POKER TABLE

               The Shooter acknowledges the compliment with the same sort 
               of gesture. Then he begins to deal in his magnificently 
               precise way, pitching each card so that it comes to a stop 
               six inches in front of the player's money and in clear view 
               of everyone at the table.

               CLOSE SHOT - SHOOTER'S HANDS

               With Sokal in b.g. It is notable that as The Shooter completes 
               dealing hole cards and switches to the first up card, there 
               is no visible difference in the motion of his hands. He calls 
               the cards as he deals them.

                                     SHOOTER
                         Seven, nine, trey, nine, ace, and 
                         The Shooter guns up a ten. Ace bets.

                                     LANCEY
                         Ten dollars.

                                     SHOOTER
                         Dealer folds.

                                     SOKAL
                         Call the sawbuck.

               CLOSE SHOT - FROM BEHIND KID

               He looks at his hole card: an ace.

                                     KID
                         I'm in.

                                     PIG'S VOICE
                         Call.

                                     YELLER'S VOICE
                         Call.

               THE POKER TABLE

               The Shooter deals again.

                                     SHOOTER
                         King to the seven, pair of nines, 
                         deuce to the trey, queen-nine, ace-
                         eight.

                                     KID
                         Nines bet twenty bucks.

               Each other player folds in turn. The Shooter pulls in the 
               cards, and The Kid pulls in the seventy dollars. The Shooter 
               shuffles and deals again.

                                     SHOOTER
                         Queen, ten, king, four, ace again, 
                         and a king for The Shooter.

                                     LANCEY
                         Ace bets ten dollars

                                     SHOOTER
                         King over.

               TWO SHOT - HOBAN AND BILL

               They are perched on the back of a love seat at the far end 
               of the room, with their feet on the arms. This gives them a 
               view of the table through a pair of opera glasses they share, 
               but they are far enough from it to be able to discuss the 
               hands freely.

                                     HOBAN
                         Shooter won't stay on a king or an 
                         ace if there's another one showing.

                                     BILL
                         What's he have to have in the hole?

                                     HOBAN
                         Ten or better. With no other ten 
                         showing.

               THE POKER TABLE

               The second round has been dealt. Sokal has a queen-eight, 
               The Kid a pair of tens, Pig a king- seven, Lancey an ace-
               five. Yeller, like The Shooter, has folded on the first card. 
               The Kid makes the same bet of twenty dollars, and the other 
               three remaining players drop.

                                     LANCEY
                         New deck.

               Unhesitatingly, The Shooter pulls in the cards, separates 
               them into four or five piles, and tears each pile in two. He 
               glances around, and Hoban comes up behind him. The Shooter 
               hands him the torn-up cards and unseals another pack, going 
               through the same routine of throwing the jokers into his 
               hat.

               (TIME LAPSE)

               INT. POKER SUITE - AT THE POKER TABLE

               It is around midnight, and there is a more settled look to 
               the game; some of the players have removed their coats, and 
               there is a good deal of smoke in the air. The Kid has a cup 
               of coffee by him, presumably with brandy in it; Lancey has 
               his frappe; Pig is drinking whiskey; the Shooter and Yeller 
               have bottles of bear. It is the end of a hand. With about 
               six hundred dollars in the pot, Pig, who has been called, 
               turns over his hole card triumphantly.

                                     PIG
                         Aces over eights.
                              (waits for a challenge, 
                              but the others turn 
                              their cards)
                         Thank you, gents.
                              (as he pulls in money, 
                              to Yeller)
                         Be a laugh if the two champs ended 
                         up cleaned.

               CLOSE SHOT - LANCEY

               He barely notices Pig's remark.

               CLOSE SHOT - KID

               He barely notices Lancey's reaction to Pig's remark.

               CAMERA MOVES among the spectators, who also have a more 
               settled look about them. There is a bar, attended by a 
               uniformed HOTEL BELLMAN, and most of the people are drinking. 
               We see in passing a couple go through the door to the bedroom 
               and close it behind them. CAMERA HOLDS on the love seat as 
               Bill rejoin Hoban on their perch.

                                     BILL
                         Any action?

                                     HOBAN
                              (shrugs)
                         What do you expect first five or six 
                         hours?

                                     BILL
                         Still feeling each other out?

                                     HOBAN
                         Pig's ahead about a grand, Shooter 
                         maybe three hundred.
                              (TIME LAPSE)

               CLOSE SHOT - CARDS BEING DEALT

               Sokal gets a nine of clubs, The Kid a six, Pig a queen, Yeller 
               a king, Lancey a jack, and The Shooter a four.

                                     SHOOTER'S VOICE
                         King bets.

               CAMERA PULLS BACK to show the players. There is less oral 
               accompaniment to the betting now.

                                     YELLER
                         King says twenty.

               Lancey calls, Shooter drops, Sokal calls, The Kid drops.

                                     PIG
                         In for twenty.

                                     SHOOTER
                              (dealing)
                         To the nine a ten, to the queen a 
                         seven, to the king a jack, and to 
                         the jack a jack.

                                     LANCEY
                         Pair of jacks will venture a hundred 
                         dollars.

                                     SOKAL
                              (who has the nine and 
                              ten of clubs showing)
                         I'm in.

                                     PIG
                              (after studying the 
                              board)
                         Up two hundred dollars.

                                     YELLER
                              (folding)
                         Leave it to the rich folk.

               TWO SHOT - HOBAN AND BILL

                                     BILL
                         Lancey could be laying for him with 
                         three jacks.

                                     HOBAN
                         Pig don't think so.

                                     LANCEY'S VOICE (O.S.)
                         Call the two hundred.

               THE POKER TABLE

               Lancey puts in his money and so does Sokal.

                                     SOKAL
                         I'm sticking.

               THE POKER TABLE

               Shooter deals another round: an eight of clubs to Sokal, a 
               second seven to Pig, a ten to Lancey.

                                     SHOOTER
                         Possible straight flush, pair of 
                         sevens. Pair of jacks are still high.

                                     LANCEY
                         Check to the sevens.

                                     SOKAL
                         Likewise.

                                     PIG
                              (trying to be casual)
                         Bet the size of the pot. Nine hundred 
                         and eighty dollars.

                                     LANCEY
                         In for nine eighty.

                                     SOKAL
                         I'll play.

               TWO SHOT - HOBAN AND BILL

                                     BILL
                         What's with Lancey? I thought he'd 
                         raise with three jacks or drop with 
                         two pair.

                                     HOBAN
                         He probably thinks Pig's faking the 
                         queens. Anyhow, Doc's liable take 
                         them both with a straight or a flush.

               THE POKER TABLE

               There is a good deal of suspense hanging on each card as The 
               Shooter deals. Sokal gets a five of diamonds, and his 
               disappointment is too great to conceal.

                                     SHOOTER
                         Busted, no flush, no straight. Pair 
                         of sevens with a queen gets a nine. 
                         To the pair of jacks, a trey.

                                     PIG
                              (counting his money, 
                              trying to be calm)
                         Pair of sevens will bet whatever I 
                         got here. Twenty-four hundred bucks.

                                     LANCEY
                         I'll call your twenty-four hundred --

               CLOSE SHOT - THE KID

               He watches Lancey, puzzled; this isn't what he had expected.

                                     LANCEY'S VOICE (O.S.)
                         -- and raise you whatever I have 
                         left.

               The Kid relaxes; this is more the way he figured it.

               THE POKER TABLE

               Lancey is completely calm. Pig is shattered, his whole world 
               suddenly blown apart.

                                     LANCEY
                         Comes to fourteen hundred fifty 
                         dollars, Pig. Don't imagine you'll 
                         have any problem promoting that much 
                         in half an hour -- plus whatever you 
                         care to raise me.

               All eyes are on Pig, which doesn't make it any easier for 
               him. He just sits there, his hands shaking.

                                     SHOOTER
                         Fourteen fifty to the queens. You 
                         want to take your half hour, Pig?

               There is another long moment before Pig flips over his up 
               cards.

                                     PIG
                         No, I'm out. Out of the game.

               He looks at Lancey with malevolence. Lancey turns over his 
               up cards and tosses them in front of The Shooter. Pig suddenly 
               lunges toward the cards, wanting a look at Lancey's hole 
               card, but Lancey is too quick for him and pushes the cards 
               into the pack The Shooter is assembling.

                                     SHOOTER
                              (to Pig)
                         You Tap City?

               Pig is suffering, weighing the advantages and disadvantages 
               of making the dread admission. Finally he nods. The Shooter 
               takes a ten dollar bill from his own stake, and the other 
               four remaining players each add a ten. The Shooter pushes 
               the money toward Pig.

                                     PIG
                         I got a woman.

                                     SHOOTER
                         I thought you and Hilda were quits.

                                     PIG
                         We're back.

               The other players look at The Shooter to see if he is going 
               to accept this statement at face value. He nods, that he 
               does, and each man contributes another ten. The Shooter passes 
               the second fifty to Pig.

                                     SHOOTER
                         See you around, Pig.

                                     PLAYERS
                              (ad lib)
                         So long, Pig -- See you -- 'Night.

                                     PIG
                              (getting up)
                         So long.

               CAMERA FOLLOWS him to the door. The spectators make room for 
               him, no one saying anything. At the door, Pig turns back for 
               his valedictory gesture.

                                     PIG
                         Good luck -- Kid.

               He goes out.

               CLOSE SHOT - LANCEY

               He has been rearranging his money, but Pig's words make his 
               head jerk up and toward the door.

               CAMERA PULLS BACK to reveal the other players, who react in 
               dismay to the breach of form.

                                     SHOOTER
                         He shouldn't have said that. Not 
                         after taking Tap City from the table.

                                     KID
                         His woman's been giving him a rough 
                         time. Wants him to quit and go square.

                                     SOKAL
                         At his age? Crazy.

                                     LANCEY
                         He wants to wish anybody luck, doesn't 
                         bother me. Personally, I don't figure 
                         The Kid needs it.

                                     KID
                         Thanks, Lancey.

               With that, the tension is gone. But just to make sure, The 
               Shooter pushes his chair back.

                                     SHOOTER
                         I know it's early, men, but what 
                         about taking a little break?

               (TIME LAPSE)

               INT. POKER SUITE - BILL, MELBA AND THE SHOOTER

               Melba fills a beer glass from a bottle and serves it to The 
               Shooter.

                                     BILL
                              (to Melba)
                         It always distresses me, a man 
                         reaching his middle years and still 
                         having no assurance of next week's 
                         income.

                                     MELBA
                         I know what you mean. I like a man 
                         to have plenty of assurance.

               The Shooter's gaze wanders o.s. CAMERA MOVES to FEATURE the 
               objects of his attention, who are Lady Fingers, Lancey and 
               The Kid. The two men would like to talk to each other, but 
               Lady Finger's is monopolizing Lancey, and he doesn't want to 
               offend her.

                                     LADY FINGERS
                         Spider Man died kind of slow. First 
                         he give them a kidney, then his gall 
                         bladder, and then they taking his 
                         whole damn stomach. You remember 
                         Spider Man, run the dice table down 
                         at Turk's Club to Memphis.

                                     LANCEY
                         Who? Oh, Spider Man, sure, sure.

                                     LADY FINGERS
                         He died kind of slow.

               The Shooter comes to Lancey's rescue.

                                     SHOOTER
                         Need your help, Lady Fingers... to 
                         make arrangements for food and 
                         shelter.

               He whisks her away. Lancey and The Kid, finally facing each 
               other alone, don't quite know how to begin.

                                     LANCEY
                         Good crowd.

                                     KID
                         Yeah. Nice-looking broads.

                                     LANCEY
                         That's a fact.

                                     KID
                         That was a pretty thing to watch 
                         what you done to Pig with those jacks.

                                     LANCEY
                         Thanks, Kid. From you, that's nice 
                         to hear.

                                     KID
                         When he bet out first, he was ready 
                         to think you had them back to back. 
                         Even when he bet the size of the 
                         pot, he figured there was still a 
                         chance you were laying for him. But 
                         when you called him, I could see it 
                         in his eyes he thought you had jacks 
                         and tens, and I knew you had him 
                         hooked.

                                     LANCEY
                         You knew, did you? Before I raised?

                                     KID
                         Oh, sure, I seen what you were pulling 
                         all along.

               Lancey is a bit taken aback by The Kid's confident assertion, 
               but he manages a smile.

                                     LANCEY
                         You been to Miami, Kid?

                                     KID
                         Not yet.

                                     LANCEY
                         Beautiful town, lot of loose money 
                         around. You ought to come down some 
                         time.

                                     KID
                         You mean it?

                                     LANCEY
                         Sure, sure. Lot of room down there. 
                         Another spot you ought to work someday 
                         is Reno, Nevada.

                                     KID
                         I heard.

                                     LANCEY
                         You got to have nerves though. So 
                         much going on. Action everywhere you 
                         turn. You lose the feel of the cards 
                         when you're in so much action day 
                         in, day out.

                                     KID
                         I'd like to make it out there.

                                     LANCEY
                         There's different levels of action 
                         there -- you'd find yours, any kind 
                         you could ask for.

                                     KID
                         I generally stick to stud.

                                     LANCEY
                         Sure, sure, for eating money. But 
                         you know how it is, I like to lay 
                         off once in a while and try craps. 
                         Nothing serious -- I don't even think 
                         of it as work.

                                     KID
                         Oh, I do that. I'll take a night off 
                         and shoot a little casino. Or even 
                         blackjack.

                                     LANCEY
                         Your age, you don't need a regular 
                         vacation every year. But me, I have 
                         to forget the grind for a couple of 
                         weeks. I go to this place near Delray 
                         Beach, and the whole time I don't 
                         play anything but bridge.

                                     KID
                         That's interesting. I could go for 
                         bridge if there was a way to do it 
                         without partners.

                                     LANCEY
                         I'm not keeping you from your woman, 
                         am I?

                                     KID
                              (after a slight 
                              hesitation)
                         No. We're -- she's gone away for a 
                         while. We're not sure we're looking 
                         for the same thing.

                                     LANCEY
                         I'm sorry to hear that.

                                     KID
                         I was hoping Christian would run 
                         with me and wouldn't try to make a 
                         big deal out of it.

                                     LANCEY
                         But she tried?

                                     KID
                         Yeah, and now I don't know. I don't 
                         figure a man can change his way 
                         because the way I see it a man's 
                         lucky he's got something going for 
                         him that he can hold on to. A man 
                         can't change his way for a woman.

                                     LANCEY
                         Nooo, a man can't do that.

                                     KID
                         I been wondering if it isn't maybe a 
                         better idea not to look for a fixed 
                         thing. Just tie in to something nice 
                         when you're away from the action, 
                         and enjoy it, and let it wear itself 
                         out.

                                     LANCEY
                              (after a long moment)
                         That's very interesting you should 
                         say that. You're pretty young to 
                         have figured things out already.

                                     KID
                         Well she didn't understand how it 
                         was with me and ---

                                     LANCEY
                              (warmly)
                         Between us?

                                     KID
                         There ain't but a few people, I guess 
                         who would understand --

                                     LANCEY
                              (as The Kid doesn't 
                              finish)
                         Kid, you're the best stud man I've 
                         seen in 35 years of action. You know 
                         that?

                                     KID
                         Well -- thank you.

                                     LANCEY
                         And when it comes to broads, which 
                         is getting to be an academic problem -- 
                         I can look back now to the two or 
                         three I ever considered I might want 
                         to spend the rest of my life with, 
                         and you know what? I like it... 
                         looking back on them, that is --
                              (then)
                         I always got a lot of companionship 
                         out of a good book.

                                     KID
                         It's very educational, hearing what 
                         it's like for a man your age.

                                     LANCEY
                         Glad to be of help. And it's good we 
                         had this little talk so I know we 
                         can be friends regardless what 
                         happens.

                                     KID
                         That sounds good to me. I didn't 
                         think you was coming in at me like a 
                         grudge match.

                                     LANCEY
                         No room for any kind of emotion in a 
                         fair game of stud. I learned that a 
                         long time ago.

                                     LADY FINGERS' VOICE (O.S.)
                         Ready for some action, gentlemen.

               They look at each other and then exit.

               ANGLE INCLUDING THE POKER TABLE

               Lady Fingers is sitting in Shooter's place, rippling and 
               shuffling the cards. Yeller, Sokal, and The Shooter are all 
               either sitting at the table or standing near it. Lancey, 
               followed by The Kid, returns to the table.

                                     LADY FINGERS
                         It's a whole New Deal. Good hands 
                         all around. Prosperity for everybody.

                                     LANCEY
                         You're still good, Fingers.

                                     LADY FINGERS
                         Getting crippled up, Lancey. Not 
                         many of the old gang left. You heard 
                         Whistling Sam was gone?

                                     LANCEY
                         No, I didn't hear.

                                     LADY FINGERS
                         I was the one got called to the morgue 
                         to identify him. I don't suppose you 
                         seen anybody been run over by a twelve-
                         ton bulldozer.

                                     LANCEY
                         No, can't say that I have.

                                     LADY FINGERS
                         Don't go out of your way.

               (TIME LAPSE)

               INT. POKER SUITE - TOWARD WINDOWS

               Morning sunlight is streaming in.

               THE POKER TABLE

               The Kid, facing the sun, wears his eyeshade. The Shooter has 
               resumed the deal and now hands out last cards to Sokal, The 
               Kid and himself.

                                     SHOOTER
                         Bet the pot. Four hundred and twenty 
                         dollars.

                                     SOKAL
                         Fold.

                                     KID
                         It's yours.

                                     SHOOTER
                         Thanks, gents. Makes me exactly even. 
                         This kind of a game, that's a smart 
                         place to quit.
                              (takes his money off 
                              the table)
                         Just do the dealing, if that's all 
                         right with everybody.

               (TIME LAPSE)

               THE POKER TABLE

               It is later in the morning. Three players are left in the 
               hand on the last card: Yeller with nothing higher than a 
               jack, Lancey with a king-queen showing and Sokal with an ace-
               king.

                                     SHOOTER
                         Ace-king is the high man.

                                     SOKAL
                         Shoot the works.
                              (counts it out)
                         Nine hundred and thirty bucks.

                                     YELLER
                         I'm over.

                                     LANCEY
                              (putting out the money)
                         What have you got?

                                     SOKAL
                              (unhappily)
                         Doesn't matter. If you can call me, 
                         you beat me. Ace-king high.

                                     LANCEY
                              (turning an ace)
                         Ace-king-queen high.

                                     YELLER
                              (to The Kid)
                         I had them both with a pair of fives.

                                     SOKAL
                         Winds it up for me, men. And I can't 
                         say it's been a pleasure.
                              (despairingly)
                         That one I was sure I could steal.

                                     YELLER
                         Lancey has a built-in burglar alarm. 
                         I'm also withdrawing from the field 
                         of battle, gentlemen. Settle for the 
                         seventeen hundred I've already 
                         dropped.

               Yeller pulls in the money in front of him. There is now about 
               $19,500 left on the table, $11,500 in front of Lancey, $8,000 
               in front of The Kid.

                                     LANCEY
                              (to The Kid)
                         Well, just the two of us.

                                     KID
                         Yeah, just the two of us. Deal them, 
                         Shooter Man.

               (TIME LAPSE)

               THE POKER TABLE

               There is around $1,500 in the pot. Shooter deals an unhelpful 
               card to Lancey's pair of aces, and a nine to The Kid's king-
               queen-ten.

                                     KID
                         Cost you a grand.

                                     LANCEY
                         Compulsory call, Kid.

               The Kid turns up a jack and pulls in the money.

               (TIME LAPSE)

               THE POKER TABLE

               The last bet has been made and there is about $3000 in the 
               pot. Lancey exposes his hole card.

                                     LANCEY
                         Two pair, jacks up.

                                     KID
                         Kings up.

               He takes in the money.

               (TIME LAPSE)

               THE POKER TABLE

               There is $2500 in the pot. Lancey shows a pair of kings, The 
               Kid an ace and three odd cards. The Shooter deals a nine to 
               Lancey.

               THE KID

               He is watching The Shooter intently.

               FEATURING THE SHOOTER'S HANDS - KID'S P.O.V.

               The dealing motion looks perfectly legitimate as The Shooter 
               gives The Kid an ace. Lancey's hand reaches into the SHOT to 
               turn over his up cards.

                                     LANCEY'S VOICE (O.S.)
                         Studded again.

               THE KID

               He takes the money in slowly, his eyes on The Shooter. Now 
               the distribution of money has been reversed. The Kid has 
               something under $12,000, Lancey something under $8,000.

               THE SHOOTER

               He avoids meeting The Kid's gaze.

               (TIME LAPSE)

               THE POKER TABLE - FROM BEHIND THE KID

               On the fourth card Lancey shows a pair of sevens, The Kid a 
               pair of eights and a ten.

                                     LANCEY
                         Two thousand dollars.

               The Kid lifts his hole card and we see it is a ten.

                                     KID
                         Call two thousand.

               He turns to watch The Shooter.

               FEATURING THE SHOOTER'S HANDS - KID'S P.O.V.

               Again there is no indication of improper dealing as The 
               Shooter gives Lancey an odd card and The Kid a ten, completing 
               his full house.

                                     LANCEY'S VOICE (O.S.)
                         Two thousand more.

               THE POKER TABLE

                                     KID
                         Take it. I can't beat three sevens.
                              (then as The Shooter's 
                              eyes flicker with 
                              surprise)
                         I'd like a break to get some food 
                         and sleep -- I'm winners so it isn't 
                         up to me to say it but I'm saying it 
                         anyway.

               He exits. After a moment The Shooter follows. Lancey watches 
               them go then rises, apparently still fresh and strong. Lady 
               Fingers joins him.

                                     LANCEY
                              (pleasantly)
                         My dear, that young man is a stud 
                         poker-playing son-of-a-bitch.

                                     LADY FINGERS
                         Gettin' to you, Lancey?

               Lancey looks at her a moment, then smiles.

                                     LANCEY
                              (softly)
                         Not yet he isn't.

               He moves through the crowd, then exits.

                                                                    CUT TO:

               INT. BEDROOM - BILL'S SUITE - THE KID & SHOOTER

               They are alone in the room. Shooter is uncomfortable and 
               would like to be elsewhere but The Kid is standing in front 
               of the closed door.

                                     THE KID
                         Now, just what the hell are you trying 
                         to pull?

                                     SHOOTER
                              (trying to bluff it)
                         Nothing -- what are you talking about?

               The Kid grabs him and slams him against the wall.

                                     THE KID
                         You, Shooter Man -- you been feeding 
                         me cards for an hour.

                                     SHOOTER
                              (angry and ashamed)
                         The hell I was.
                              (he waits a brief 
                              moment then eases 
                              away from The Kid)
                         Christ, Kid, even if I was you 
                         couldn't spot it -- I'm too good a 
                         mechanic for anybody to spot it.

                                     THE KID
                              (grabbing him and 
                              slamming him against 
                              the wall again)
                         But I was looking for it, Shooter -- 
                         four times you give me the cards I 
                         need.

                                     SHOOTER
                              (a little shrill)
                         You seen it before often enough. One 
                         player draws four good ones.

                                     THE KID
                         Never in a game when I been told 
                         ahead the dealer has a stake in my 
                         coming out on top.

                                     SHOOTER
                              (slumping)
                         My woman told you.

                                     THE KID
                         She told me enough to make me start 
                         thinking.

                                     SHOOTER
                              (almost pleading)
                         Why should you bitch if I give you a 
                         little help?

                                     THE KID
                         Why, you dumb bastard? -- You have 
                         to ask me why.
                              (ready to hit him)
                         I could break you apart for what 
                         you've done.

                                     SHOOTER
                              (backing off)
                         Kid, you got to understand. It wasn't 
                         my idea --

                                     THE KID
                         Well who the hell's was it then -- 
                         Schlaegel? --

                                     SHOOTER
                         He's got the squeeze on me Kid and 
                         he's meaner than hell. He'll cut me 
                         up if I don't come through.
                              (then)
                         You think I wanted to deal a phony 
                         game? You think it don't mean 
                         something to me? I never done a 
                         crooked thing before in my life.

                                     THE KID
                         My ass bleeds for you -- Now you get 
                         straight on this. No fix. You come 
                         along straight or I blow it wide 
                         open.

                                     SHOOTER
                         He's liable to kill me.

                                     THE KID
                         He ain't goin' to do nothin' to you 
                         except pay off because I'm goin' to 
                         win.

                                     SHOOTER
                         It is a hell of a chance to take.

                                     THE KID
                         You got no choice.

                                     SHOOTER
                         He ain't goin' to like it.

                                     THE KID
                              (almost yelling at 
                              him)
                         He ain't goin' to know.
                              (then quietly)
                         Shooter, I'm goin' to win this one -- 
                         win it my way -- and you ride with 
                         me or you're out, finished.

                                     SHOOTER
                         I ride with you.

                                     THE KID
                         You better not forget it -- now beat 
                         it. I need some sleep.

               Shooter looks at him, then moves towards the door.

                                     THE KID
                         Tell Mr. Schlaegel I accept his offer 
                         to use the room.

               The Shooter goes out. The Kid crosses to the phone.

                                     THE KID
                              (into phone)
                         I want to be called at 4 p.m. on the 
                         nose. For sure -- Thanks.

                                                                     CUT TO

               INT. LANCEY'S ROOM

               In the privacy of his room he shows how close he is to 
               exhaustion. Wearily, he sits on the bed and begins to remove 
               his shoes. Then, catching his reflection in the mirror, 
               straightens.

                                     LANCEY
                         Not yet he isn't. But he damn well 
                         might.

                                                                     CUT TO

               INT. BEDROOM, BILL'S SUITE - CLOSE SHOT - MELBA

               She is in the final stages of undressing. CAMERA MOVES with 
               her as she steps to The Kid's bedside and gets into bed with 
               him. Having accomplished this without waking him, she speaks 
               into his ear in imitation of a hotel phone operator.

                                     MELBA
                         Good afternoon, sir. It's exactly 
                         four o'clock.

               He awakens in considerable confusion. Melba is amused by his 
               difficulty in adjusting to his circumstances.

                                     MELBA
                         It's really only about twenty-five 
                         to four. You can stay right where 
                         you are.

                                     THE KID
                         I don't want you to think I'm getting 
                         too personal, but you mind telling 
                         me how the hell you come to be here?

                                     MELBA
                         You mean you don't remember last 
                         night? We drank all that champagne 
                         and you said "Let's get married right 
                         away," and we chartered a plane to --

                                     THE KID
                         Can it --
                              (then)
                         Where's Shooter?

                                     MELBA
                         I locked the door. It's incredible 
                         the way you invariably worry about 
                         The Shooter.

                                     THE KID
                         It's incredible the way you invariably 
                         don't.

                                     MELBA
                         Worrying takes time and we don't 
                         have a lot.

                                     THE KID
                         We're supposed to sit down again at 
                         half past four.

                                     MELBA
                         Does it really matter so much to you 
                         now, that sense of obligation to The 
                         Shooter?

                                     THE KID
                              (thinking about Shooter)
                         I got no obligations to The Shooter.
                              (then to Melba)
                         Or to you.

                                     MELBA
                         Obligations are not what I have in 
                         mind.

                                                                     CUT TO

               INT. LANCEY'S ROOM

               He is shaving. Apparently much stronger but his hand is 
               shaking. He looks at it. It steadies. After a moment he smiles 
               a little.

                                                                     CUT TO

               INT. BATHROOM, BILL'S SUITE

               CAMERA is on the shower door as the SOUND of running water 
               ceases. The Kid can be seen indistinctly through the door.

                                     THE KID
                         Reach me a towel?

               Melba, who is dressed again and applying her lipstick, comes 
               into the SHOT, takes a towel from a rack and hands it to him 
               after he opens the shower door. He gives himself a quick 
               once-over with it, the secures it around his waist, steps 
               out of the shower stall, and begins the process of shaving. 
               Melba meanwhile finishes restoring her makeup.

                                     MELBA
                         You any idea how much The Shooter 
                         has involved in this game of yours?

                                     THE KID
                         If Schlaegel bet as much on me as I 
                         heard, I guess he'd pay a nice piece 
                         of change to be sure I won.

                                     MELBA
                         It's worse than that. Schlaegel staked 
                         him for three years. He has his hooks 
                         so deep in Shooter Man, he'll take 
                         out his liver when he pulls them 
                         out.

               The Kid stops shaving and looks at her.

                                     THE KID
                         You asking me to go along with the 
                         fix?

                                     MELBA
                         I'm asking you to consider whether 
                         your ego is worth destroying another 
                         man's whole life.

                                     THE KID
                         You're still working for him. On my 
                         time you're still working for him.

                                     MELBA
                         What kind of switch is this? You 
                         criticize me for trying to chippie 
                         on him, then I get a little loyal 
                         and you're at me for that.

                                     THE KID
                         No -- I don't hold it against you. 
                         You wanting to make things right for 
                         him -- but this game I handle my way -- 
                         win, lose, or draw.

               There is a KNOCK on the door.

                                     MELBA
                         Rolls and coffee for the hard-headed 
                         hero.

               CAMERA PANS to take in the view of the bedroom as she crosses 
               it to the door, talking as she goes.

                                     MELBA
                         Believe me Kid there is too much at 
                         stake for us to rely on your doing 
                         it on your own.

               She has paused at the door to finish her sentence. Now she 
               unlocks and opens it -- to Christian. Melba is so taken aback 
               she can't do anything but stand there holding the door open. 
               The Kid, in the bathroom in f.g., is similarly frozen in his 
               tracks. After a moment Christian advances into the room.

               REVERSE ANGLE - CHRISTIAN IN F.G.

               The scene as it looks to Christian is circumstantially 
               incriminating. CAMERA MOVES with her gaze from The Kid to 
               the one mussed bed, to Melba. The faces and the silence of 
               the two people are even more incriminating than the 
               circumstances.

                                     CHRISTIAN
                         Hello, Kid. Hello, Melba.
                              (a pause)
                         You said wait home 'til you let me 
                         know.

                                     THE KID
                         Yeah, that's what I said. We took a 
                         break in the game to catch some sleep. 
                         Shooter sent his woman up here to 
                         wake me up.

                                     MELBA
                         Yeah, I woke him up.

                                     CHRISTIAN
                         It don't take much.

                                     MELBA
                         No, I didn't find it any trouble.
                              (awkwardly)
                         Well, you children don't need me, 
                         that's for sure. See you downstairs.
                              (to Christian)
                         You, too, honey, right?

                                     CHRISTIAN
                         I'll be around if The Kid wants me.

                                     THE KID
                         See you, Melba. Thanks.

                                     MELBA
                         Por nada, as they say. It was nothing.

               She walks past CAMERA and a moment later comes the SOUND of 
               the door closing behind her. The Kid, who has moved into the 
               bedroom, crosses to his clothes on a chair, and picks up his 
               undershorts and trousers. He returns to the bathroom, using 
               the door for partial concealment as he removes his towel and 
               puts on his shorts and trousers.

                                     THE KID
                         You been to the place?

                                     CHRISTIAN
                         No, I've got my bag downstairs. Maybe 
                         I'll take it over later on tonight.

                                     THE KID
                         How's your Mama and Papa?

                                     CHRISTIAN
                         Fine. How's the game going?

               The Kid fastens his trousers and returns to the basin to 
               give his face a last few strokes with the razor and wash off 
               the soap.

                                     THE KID
                         It's come to be just me and Lancey.

               He comes back into the bedroom to finish dressing. As his 
               movement brings him fairly close to Christian, he realizes 
               he hasn't kissed her, and repairs the omission before putting 
               his shirt on.

                                     CHRISTIAN
                              (after the kiss)
                         I was wondering.

                                     THE KID
                         I got my mind on the cards.

                                     CHRISTIAN
                         I know. And I don't want to rattle 
                         you. We got plenty to talk about, 
                         but it can all wait. Except I want 
                         to say this. I came back because I 
                         figured if it was going to work with 
                         us, it's silly me sitting home with 
                         Mama while you're playing your big 
                         game. I mean if I'm any use to you 
                         at all, this is when it's most 
                         important.

               To The Kid preoccupied by the game and the fix, feeling both 
               affection and guilt. The idea that she can be any use to him 
               against Lancey is one he can't grasp.

                                     THE KID
                         I'm glad you came, Christian. You 
                         got as much right here as anybody.
                              (then)
                         More right, I should have said.

                                     CHRISTIAN
                         Should you?

                                     THE KID
                         Hell, yes. The change I come out 
                         with when I win this one, you're 
                         going to be the one to spend it.

               He moves toward the door.

                                     CHRISTIAN
                         Eric --

                                     THE KID
                              (turning back)
                         Look, I said I'm glad you came -- 
                         and that's all until I wrap this up -- 
                         I'm a poker player, remember?

               She looks at him. After a moment he exits. She follows.

                                                                    CUT TO:

               THE POKER TABLE

               It is evening. Lady Fingers deals a first up card to the two 
               players. The Kid gets an eight, Lancey a jack.

                                     THE KID
                         The eight'll try two bills.

                                     LANCEY
                              (turning his card)
                         No stay.

               Lady Fingers scoops up the cards, shuffles them into the 
               rest of the deck, submits it to Lancey for his cut, and deals 
               them another two cards apiece -- all in the space of seconds. 
               The Kid gets a queen, Lancey a nine.

                                     THE KID
                         Two hundred.

                                     LANCEY
                              (turning his card)
                         No stay.

               INT. POKER SUITE

               CAMERA starts on Yeller, who is stretched out on the loveseat 
               with his eyes closed and PANS UP to INCLUDE Hoban, who sits 
               at the observation post with the binoculars. Yeller speaks 
               without opening his eyes.

                                     YELLER
                         Anything?

                                     HOBAN
                         Naaa, Kid paired kings. He wins a 
                         hundred.

               CAMERA MOVES on PAST a window, showing it is night outside; 
               past a group of other spectators; past Bill, Shooter and 
               Melba who watch the game grimly; and finally to the table, 
               where The Shooter is dealing again. The Kid is down to his 
               undershirt, and even Lancey has made a few concessions to 
               comfort. The players have just been dealt their third cards. 
               Christian moves up to stand behind The Kid.

                                     LANCEY
                         Queen bets another C-note.

                                     THE KID
                              (folding)
                         Take it away.

               He looks up at Christian.

                                     THE KID
                         Go read a magazine, honey.

               She hesitates. Then moves away. Lancey watches this.

               (TIME LAPSE)

               INT. POKER SUITE - CHRISTIAN

               It is later at night. The magazine lies open on Christian's 
               lap; she is staring absently into space.

                                     LADY FINGERS' VOICE (O.S.)
                         All right, gents. I'm declaring a 
                         break.

               The announcement rouses Christian from her reverie.

               THE POKER TABLE

               Lady Fingers is in the dealer's chair. The two players look 
               pretty weary.

                                     LADY FINGERS
                         I break.

                                     THE KID
                         I don't want a break.

                                     LANCEY
                         Well, I don't either.

                                     THE KID
                         Deal.

               Lady Fingers puts down the deck. Picks up a new one.

                                     LANCEY
                              (snapping)
                         Same deck is good enough.

                                     THE KID
                         I want a new deck.

                                     LANCEY
                         Alright, alright -- A new deck then, 
                         Jesus.

                                     THE KID
                         Deal.

               Lady Fingers looks at the two men for a long moment. Puts 
               the cards down.

                                     LADY FINGERS
                         You want to deal? Then deal them 
                         yourselves. I'm going to the john. 
                         I'm going to get something to eat, 
                         and I'm going to take a nap. You 
                         barracudas can snap all you want but 
                         at each other -- I'm taking a break 
                         and if you don't like it you can 
                         both go to hell.

               She turns and stalks off. Lancey and The Kid look at each 
               other for a moment, then both grin.

                                     THE KID
                         I guess we been told.

                                     LANCEY
                         Looks that way.

                                     THE KID
                              (rising)
                         See you in about 3/4 of an hour, 
                         Lancey, right?

                                     LANCEY
                         Make it an hour. Old bones need a 
                         little more time to loosen up.

                                     THE KID
                              (meaning it)
                         Listen, I think it is amazing you've 
                         been able to keep going this long.

               As he heads for the door, Lancey reacts to this. Then stands 
               and looks around the room. Groups of people stand in the 
               shadows watching silently, not hostile but certainly not 
               friendly. He is The Man but he is getting beat and nobody is 
               sorry. After a moment he turns and leaves from a side door. 
               CAMERA PANS to HOLD on Christian as she stops The Kid by the 
               door.

               INT. POKER SUITE

                                     CHRISTIAN
                              (taking his hand)
                         Eric --

                                     SHOOTER
                              (simultaneously)
                         Your fan on the fifth floor wants 
                         you to have a bite with him. Alone.

                                     KID
                         There's nothing to talk about.

                                     SHOOTER
                         You better, Kid. You don't, you're 
                         only making worse trouble.

               Christian scans both their faces as they talk... concerned.

                                     THE KID
                         If you think so.
                              (to Christian)
                         Sorry.

                                     CHRISTIAN
                         What's wrong?

                                     THE KID
                         Nothing, Nothing you have to worry 
                         about. I'll see you later.

               He heads for the door. Christian looks after him.

                                     THE KID
                         Get something to eat.

                                                                    CUT TO:

               INT. BILL'S SUITE

               Bill and The Kid are sitting at a room-service table. Bill 
               nibbles at some cheese and crackers while The Kid tackles a 
               large steak. Felix, the chauffeur, stands in attendance on 
               them.

                                     BILL
                         I thought it would be better if you 
                         and I sat down together to see if we 
                         couldn't work out our differences. 
                         Felix!

               He motions to Felix, indicating a wine bottle on the table. 
               Felix steps over and refills The Kid's glass.

                                     THE KID
                         What I told The Shooter goes.

                                     BILL
                         Are you saying no before we've even 
                         discussed it? Am I to feel all my 
                         arguments will be wasted?

               The Kid just looks at him -- then returns to his meal.

                                     BILL
                         I'll skip to the final argument.
                              (then)
                         More salad, perhaps?

               He makes a peremptory gesture to Felix, who springs forward 
               to offer the salad bowl to The Kid.

                                     BILL
                         The Shooter will be back dealing 
                         when you start again. He will give 
                         you an occasional helpful card.

                                     THE KID
                         That's an argument?

                                     BILL
                         That's a fact. I'm coming to the 
                         argument.

                                     THE KID
                         I'll give you a fact. I won't let it 
                         happen.

                                     BILL
                         Is that knife sharp enough? Felix.

               Felix jumps into action again. He moves to The Kid's side, 
               reaches into a breast pocket and takes out a switch blade, 
               which he clocks open an inch or two from The Kid's neck. It 
               is an extremely ugly-looking and menacing weapon.

                                     BILL
                         See if it cuts better with that.

               Felix hands the knife to The Kid, who tries it on his steak.

                                     BILL
                         Sharp?

                                     THE KID
                         Very. But it don't cut any ice with 
                         me.

               He jams the knife in the table and snaps off the blade.

                                     THE KID
                              (rising)
                         Not this time. He exits.

               INT. HOTEL CORRIDOR

               As The Kid exits Christian is waiting for him. He moves down 
               the corridor, preoccupied. She follows.

                                     THE KID
                         Did you eat?

                                     CHRISTIAN
                         No.

                                     THE KID
                              (stops, looks at her 
                              irritated)
                         Why not, for Chris sakes?

                                     CHRISTIAN
                         Eric --

                                     THE KID
                              (moving away)
                         You should eat something.

                                     CHRISTIAN
                              (loudly, stopping)
                         I've got to talk to you.

               He stops, looks at her.

                                     THE KID
                         Talk.

                                     CHRISTIAN
                              (fumbling)
                         It's -- about us. What's going to 
                         happen?

                                     THE KID
                              (interrupting)
                         What's going to happen? What's going 
                         to happen for Chris sake is I'm going 
                         to win the game.
                              (then more softly)
                         You go back to the apartment, honey, 
                         this might take two more days.

                                     CHRISTIAN
                              (flatly)
                         If I go, I'm not going back to the 
                         apartment. If I go -- I'm just going.

                                     THE KID
                              (after a long moment)
                         Well, that's up to you, Christian.

               He looks at her a moment longer then moves up the corridor. 
               She watches him, then turns. Standing in the open door some 
               distance away are Schlaegel and Felix.

                                                                    CUT TO:

               INT. POKER SUITE - THE SHOOTER'S HANDS

               Shuffling the cards. CAMERA PULLS BACK enough to see his 
               face as he looks across at The Kid. CAMERA PANS to a CLOSE 
               SHOT of The Kid, and then past a couple of spectators, 
               including Christian and Melba, to Bill, whose eyes are on 
               The Kid. Finally CAMERA PANS back to The Kid.

                                     THE KID
                         I told you, Shooter -- I won't go 
                         for it.

               THE POKER TABLE - INCLUDING BILL

               Both The Shooter and Bill are aware of a portentous note in 
               The Kid's tone.

                                     LANCEY
                         What's up?

                                     THE KID
                         The Shooter's not well. He didn't 
                         want to spoil the game, but he ought 
                         to be resting... He ought to be in 
                         the hospital.

                                     LANCEY
                         Well, we got Lady Fingers. Or we can 
                         deal ourselves.

                                     SHOOTER
                         I'm okay. What The Kid's talking 
                         about is nothing. It's just not 
                         important.

                                     THE KID
                         It is to me... You want to kill 
                         yourself, do it on your own time.

               Lancey looks from The Kid to The Shooter, sensing that there 
               may be something more behind this, but not knowing just what.

                                     LANCEY
                         I got to go along with that, Shooter. 
                         Lady Fingers! You ready?

               CLOSE SHOT - LADY FINGERS

               Rising from her chair.

                                     LADY FINGERS
                         Like Eddie the Dude said on his 
                         deathbed, I'm as ready as I'll ever 
                         be.

               (TIME LAPSE)

               INT. POKER SUITE - CLOSE SHOT - THE KID AND POKER HAND

               The four cards showing are the ace, ten and two little clubs. 
               As CAMERA PULLS BACK we also have time to note The Kid's 
               stake. He is still ahead. Lancey counts out five hundred 
               dollars from his stake, leaving about thirteen thousand, and 
               puts it into a pot that already contains around a thousand.

                                     LANCEY
                         I can't persuade myself you have the 
                         flush.

               The Kid turns up the jack of clubs.

                                     LANCEY
                         Now I can.

               The Kid pulls in the money.

               (TIME LAPSE)

               INT. POKER SUITE - THE KID - LANCEY - AND POKER HANDS

               Both men are showing the strain. Perhaps Lancey the most as 
               he appears to be consistently losing. Showing are two nines 
               and two odd cards.

                                     LANCEY'S VOICE (O.S.)
                         I'm going to pay the price to look 
                         at that third nine.

               The kid turns up another nine and reaches for the money.

                                     LANCEY'S VOICE (O.S.)
                         Caveat emptor. New deck, please.

               (TIME LAPSE)

               THE POKER TABLE - FROM BEHIND THE KID

               He shows a pair of eights and two odd cards against Lancey's 
               pair of queens. He takes another look at his hole card, and 
               we see that it is of no help to him.

                                     THE KID
                         Pair of eights bets an even thousand 
                         dollars.

               HOBAN AND YELLER

               They are both sitting on the back of the loveseat now. The 
               binoculars pass from one to the other. Both men are tense 
               over the growing excitement of the game.

                                     YELLER
                         Ten bucks and my notoriously fallible 
                         instinct tells me the boy is bluffing 
                         this time.

                                     HOBAN
                         Mark it.

               CAMERA MOVES to the other four remaining spectators: 
               Christian, Melba, The Shooter and Bill. They are close enough 
               to see the cards but too close to discuss them.

               THE POKER TABLE

               The kid has almost half the money in front of him now, and 
               is playing with increasing assurance and pressure.

                                     LANCEY
                              (turning his cards)
                         I'm not that curious.

               HOBAN AND YELLER

                                     HOBAN
                              (excitement in his 
                              voice)
                         The Kid is pushing it and making it 
                         stick.

               CAMERA MOVES to the other four spectators as they react to 
               The Kid's successful streak.

                                     SHOOTER
                              (in a low voice)
                         He's getting to him.

               And it looks that way. Lancey appears old and unsure. The 
               Kid sharp and cold. A young barracuda moving in for the kill.

               CAMERA MOVES in close to Christian as she tries to catch The 
               Kid's eye. Thinking she has it, she smiles her encouragement.

               FEATURING THE KID

               He looks right at her and doesn't seem to see her. Lady 
               Fingers has dealt the first up cards of a new hand, and Lancey 
               is high.

                                     LANCEY
                         Two hundred.

                                     THE KID
                         And up five.

                                     LANCEY
                         Fold.

               CLOSE - CHRISTIAN

               Amid the growing excitement and tension she is a complete 
               outsider.

               (TIME LAPSE)

               THE POKER TABLE

               The Kid shows two jacks and two odd cards; Lancey a pair of 
               aces and two odd cards. Lancey puts about eight hundred 
               dollars into the pot.

                                     LANCEY
                         Betting the jack isn't there, Kid.

               The Kid exposes his hidden jack.

               SHOOTER, BILL AND MELBA

               Greed and an almost vicious satisfaction marks their faces 
               as they watch Lancey falter. The Shooter whispers to Bill 
               just loud enough for the girl to hear.

                                     SHOOTER
                         We're in -- I think he's got him.

               Christian looks at them, then at The Kid. Hesitates a moment 
               then suddenly gets to her feet and starts for the door. Only 
               Melba notices her, and even she doesn't have time to question 
               her. CAMERA FOLLOWS Christian to the suite entrance, where 
               she picks up her bag then turns to look back at the table.

               FEATURING THE KID

               The place where Christian was sitting is right in his line 
               of vision but he hasn't observed her departure.

               CLOSE SHOT - CHRISTIAN

               She goes on out the door.

               INT. POKER SUITE - ANGLE INCLUDING WINDOW

               The second dawn of the contest is near at hand. The room, 
               continuously lived in for so long by so many people, is a 
               shambles of dirty glasses and plates, empty bottles, full 
               wastebaskets and ash trays, and frayed people. At the poker 
               table, Lady Fingers is dealing a new hand.

                                     LADY FINGERS
                         A jack and a ten. Jack bets.

               CAMERA MOVES in close enough for us to see the cards. Lancey 
               has the jack of hearts, The Kid the ten of clubs.

                                     LANCEY
                         Jack is willing to wager two hundred 
                         dollars.

               The Kid takes his first look at his hole card.

               CLOSE SHOT - SHOWING FACE OF HOLE CARD

               It is the queen of hearts.

                                     THE KID
                         And up five hundred.

               Lancey looks at him a long moment. His face pale and shaken. 
               The Kid is beating him. Pushing -- buying -- always pressing 
               and Lancey knows he is losing one hand at a time, not badly 
               but consistently and inevitably. His age and fatigue are a 
               strong handicap for the long pull. Then his face settles as 
               if he had come to a decision. He smiles lightly summoning 
               some last reserve of strength, almost as if he knows this 
               will be the last hand, win or lose.

                                     LANCEY
                         Call your five hundred and five 
                         hundred more.

                                     THE KID
                              (after a brief 
                              hesitation)
                         Call.

               HOBAN AND YELLER

                                     HOBAN
                         Fifty to one hundred says Lancey 
                         paired his jacks.

                                     YELLER
                         Mark it.

               THE POKER TABLE

               Lady Fingers deals the ten of diamonds to The Kid, giving 
               him a pair, and the ten of hearts to Lancey.

                                     LADY FINGERS
                         Pair of tens. Jack, ten of hearts.

                                     THE KID
                         Five hundred.

                                     LANCEY
                         Your five hundred -- and up one 
                         thousand.

               The raise is a surprise. The Kid's eyes go up to study 
               Lancey's face, even though he knows what a futile effort 
               that is.

               HOBAN AND YELLER

                                     HOBAN
                         Fifty to seventy-five he's got the 
                         jacks wired.

                                     YELLER
                         Mark it -- Could be a high heart. 
                         Queen's the best, but that old man 
                         can be cocky with an ace or a deuce. 
                         'Specially having one of The Kid's 
                         tens.

               THE POKER TABLE

                                     LADY FINGERS
                         One thousand to the tens.

                                     THE KID
                         Call.

                                     LADY FINGERS
                              (dealing)
                         A third ten, and a nine of hearts to 
                         the ten, jack.

               SERIES OF ANGLES

               The Kid, Lancey, Shooter, Melba, Schlaegel, Yeller, Hoban 
               and others as they realize this could be the big hand.

                                     HOBAN
                         He'll run. He's beat on the board 
                         anyway you look at it. Even if he 
                         has the jacks it is better than eight 
                         to one against improving.

                                     YELLER
                         He won't run and I don't think he's 
                         got the jacks. I think he's going 
                         for the flush.

                                     THE KID
                              (after a moment)
                         Two thousand, five hundred dollars.

               Lancey looks at him, then at the cards. The moment stretches.

                                     LADY FINGERS
                              (finally)
                         Two thousand, five hundred dollars 
                         to the three hearts.

               Lancey looks at her. His face briefly showing his anger. The 
               Kid notices this and reacts.

                                     LANCEY
                              (finally, casually)
                         Reasonable bet. Two thousand five 
                         hundred.
                              (he counts out the 
                              money to Lady Fingers)
                         Deal them.

                                     SHOOTER
                              (knowing this is it)
                         He's going for it and The Kid's got 
                         him. He's going all the way.

                                     LADY FINGERS
                              (dealing)
                         A queen of diamonds to the three 
                         tens.
                              (a note of excitement 
                              in her voice)
                         And an eight of hearts to the possible 
                         flush. Possible straight flush. Three 
                         tens bet.

               The Kid checks the amount of money in front of him.

               THE SHOOTER AND BILL

               They exchange a quick look of satisfaction, and then their 
               eyes go back to the cards.

               HOBAN AND YELLER

               They each take a quick turn with the binoculars.

                                     HOBAN
                         If The Kid bets into the flush he's 
                         filled up with a queen in the hole.

                                     YELLER
                         If The Man has a flush or a straight, 
                         he goes under.
                              (then)
                         But not with both.

               FROM BEHIND THE KID

               He looks at his hole card. It is still the queen of hearts. 
               He has a full house, which has to be the winning hand unless 
               Lancey had the audacity to bet out with a jack-seven of 
               hearts, and to raise The Kid with a jack-ten-seven.

                                     THE KID
                         Bet what's in front of me. Make it 
                         fifty-four hundred bucks.

               He counts out all his money except a few smaller bills.

               THE WATCHERS

               Reacting.

               FEATURING LANCEY

               He takes his time before he responds.

                                     LANCEY
                         Fifty-four hundred bucks is a nice 
                         piece of money.
                              (counting it out)
                         I see the bet and raise sixty-seven 
                         hundred.

               Slowly and deliberately, revealing nothing in his face, he 
               reaches into his breast pocket and takes out a slim wallet 
               and begins to let the bills flutter out on the table. The 
               Kid looks at him frozen.

               THE SHOOTER AND BILL

               Bill hisses softly into The Shooter's ear.

                                     BILL
                         Kid has him, doesn't he?

               But The Shooter, like the Kid, is white-faced and frozen by 
               the raise.

               THE REMAINING SPECTATORS

               They crowd in close to the table: Hoban, Yeller, Bill, The 
               Shooter, and Melba.

                                     KID
                              (after a long moment)
                         I'm taking my half hour to raise my 
                         stake.

                                     LADY FINGERS
                         I declare a thirty-minute break. 
                         Leave your cards and money on the 
                         table. The game will start again at 
                         five forty-five.

                                     LANCEY
                         I'll take your marker, Kid.

                                     KID
                         I can raise it.

                                     LANCEY
                         I know you can.

                                     KID
                         Long as you know.
                              (he raps the table)
                         -- Call.

                                     LANCEY
                              (turns up a heart 
                              seven)
                         Straight flush to the jack -- That's 
                         $6700 you owe me, Kid.

               CLOSE SHOT - THE KID

               There is nothing to be gained from a poker face now, and he 
               reacts with a stunned expression in which all the accumulated 
               strain and fatigue is beginning to show. CAMERA MOVES among 
               the spectators: Hoban and Yeller, who are sorry for The Kid 
               and admiring of Lancey; Bill, who is all the more angry at 
               his defeat because his hopes were up; The Shooter, who is a 
               very unhappy man; and Melba, whose anger at the Kid is 
               balanced by her fear of Schlaegel and what will happen to 
               The Shooter and possibly to her.

               THE POKER TABLE

               Lancey pulls in the money while The Kid stares at him dumbly. 
               Lady Fingers riffles the cards.

                                     LANCEY
                         New deck.

                                     LADY FINGERS
                         Are you playing, Kid? You got a half 
                         an hour to raise your stake.

                                     KID
                         No -- I'm through.

                                     LADY FINGERS
                              (formally)
                         Gentlemen, this game is over.

                                     LANCEY
                         You're one hell of a poker player, 
                         Kid. That was a rough hand.

                                     KID
                         Thanks.

                                     LANCEY
                         What's the tab for the whole show?

               As he settles up, the CAMERA FOLLOWS The Kid to his brandy 
               bottle. As he pours himself a slug, Melba and Shooter join 
               him.

               CLOSER ANGLE

                                     MELBA
                         You had to do it, didn't you -- you 
                         had to go for it your own way.
                              (then, as The Kid 
                              doesn't answer)
                         Well, sonny, I hope you learned 
                         something. I know we sure as hell 
                         did.

                                     KID
                         Where's Christian?

                                     MELBA
                         She's gone. She's got too much sense 
                         to stick with a two bit loser.

                                     SHOOTER
                         Shut up.
                              (then:)
                         Sorry, Kid.

                                     KID
                         Yeah.
                              (then:)
                         I should have known he had it, Shooter 
                         Man. I walked into it.

                                     SHOOTER
                              (trying to grin as 
                              Schlaegel and Felix 
                              move up)
                         Well, Kid, it's like I said -- you 
                         just wasn't ready.

                                     BILL
                              (to The Shooter)
                         Are you ready, Shooter Man? We're 
                         having a meeting and I suggest you 
                         join us.

               Shooter looks at him a moment and nods, and taking Melba by 
               the arm, moves toward the door followed by Felix.

                                     MELBA
                         Why me -- I'm not part of this.

                                     SHOOTER
                              (jerking her forward)
                         Oh, yes you are -- you and your big 
                         mouth -- you're part of it all right.

                                     SCHLAEGEL
                         He's right, my dear. Now run along 
                         with Felix. We're going to have a 
                         long talk about that big mouth of 
                         yours.

               Melba starts to protest, but Felix jerks her out the door. 
               Shooter hesitates, then follows.

               DIFFERENT ANGLE

               Schlaegel turns to The Kid.

                                     SCHLAEGEL
                         I was wrong. I figured you for brains. 
                         But you're a loser, Kid. You had a 
                         chance to play with grownups and you 
                         ran.
                              (then, as Lancey and 
                              Lady Fingers approach)
                         They weren't playing your game. They 
                         were playing mine. Think about that 
                         while you find a place to hide. But 
                         hide good, Kid -- because I got a 
                         message for you and I'm going to see 
                         it delivered.

               The Kid looks at him, looks at Lancey and Lady Fingers, 
               wondering about what Schlaegel has said, angry about it.

                                     THE KID
                         Any time.

               Schlaegel nods, moves to the door.

               NEW ANGLE

               Lancey and Lady Fingers join The Kid.

                                     LADY FINGERS
                         Never thought I'd see the day. You 
                         raising tens on a lousy three-flush.

                                     LANCEY
                         Gets down to what it's all about, 
                         doesn't it? Making the wrong play at 
                         the right time.

                                     THE KID
                              (sharply)
                         That's what it's all about?
                              (then, as Lancey looks 
                              at him and doesn't 
                              answer)
                         You were crazy -- odds are three 
                         hundred to one against.

                                     LANCEY
                              (after a moment)
                         I don't play a percentage game. I 
                         play stud poker my way. And I got 
                         the money and you got the questions. 
                         Figure that out.
                              (then, not unkindly)
                         You're good. But as long as I'm 
                         around, you're second best, Kid... 
                         and you might as well learn to live 
                         with it.

               The Kid looks at him and doesn't answer.

                                     LANCEY
                         Look me up if you're in Miami after 
                         Christmas. Stillson Hotel.

               He smiles his very pleasant smile and goes out the door.

               SCENE

               Lancey stops surrounded by a crowd of admirers offering their 
               congratulations. The Kid watches for a moment then takes a 
               long drink out of the bottle and eases through the crowd and 
               out the door.

               INT. CORRIDOR

               as The Kid moves down the hall and enters the elevator.

               INT. LOBBY

               as he moves through the almost deserted lobby into the street.

               EXT. ST. LOUIS STREET - DAWN EFFECT

               SERIES OF ANGLES of the Kid walking alone through the city. 
               During the above there is an impression someone is following 
               him.

               EXT. DESERTED STREET NEAR THE KID'S APARTMENT

               He turns a corner and there is a man blocking his path. 
               Suddenly three men move in behind him. He turns, trapped.

               CLOSER ANGLE

               The men are four of the original seven players he hustled in 
               the opening scene.

               NOTE: During the progression of the game first one, then 
               two, then all four men will be included among the observers. 
               Always in the background, never positively identified. Their 
               presence should be felt if not recognized.

                                     DANNY
                         So it ain't Eric Stone, from the 
                         foundry. It's the Cincinnati Kid 
                         King of the stud poker players.

                                     THE KID
                         No -- not the King -- not much of 
                         anything right now.

                                     DANNY
                              (moving towards him)
                         We'll start with giving you back 
                         what you gave me.

               He moves toward The Kid.

                                     CHRISTIAN (O.S.)
                         Eric --

               The men hesitate.

               NEW ANGLE

               as Christian gets out of a taxi.

                                     DANNY
                              (as she moves toward 
                              them)
                         Tell her good-bye, sport. You ain't 
                         going any place.

                                     THE KID
                         I know that.

               He crosses to Christian.

                                     CHRISTIAN
                         Are you all right?

               CLOSER ANGLE

                                     THE KID
                         I'm fine.
                              (then)
                         Weren't you going to say good-bye?

                                     CHRISTIAN
                         I said good-bye.

                                     THE KID
                         Yeah, I guess you did.
                              (then)
                         You don't know if I won or lost do 
                         you?

                                     CHRISTIAN
                         No -- it doesn't really matter.
                              (then after a long 
                              moment)
                         I love you, Kid -- and it's not 
                         enough.

                                     THE KID
                         Yeah, I know.

                                     TAXI DRIVER
                              (calling)
                         Listen, Lady, it's coming on the 
                         morning rush. I got to have one fare 
                         after another or I'm behind for the 
                         day.

               Christian doesn't answer. She looks at The Kid for a long 
               moment, then turns and goes. He watches her. She enters the 
               cab and it leaves. The Kid just stands there.

               DIFFERENT ANGLE

               Danny and the others move up around him. The Kid ignores 
               them. After a moment Danny swings from behind and knocks him 
               to the pavement. He lies there stunned for a moment. They 
               look down at him. Then he comes up. He flattens two in the 
               process of being badly beaten. They leave him.

               DIFFERENT ANGLES

               as the city awakens. Finally, he stirs, stands and walks 
               away.

                                                                   FADE OUT

                                         THE END