"AMERICAN HUSTLE" (2013)

AMERICAN HUSTLE

Written by

Eric Warren Singer and David O. Russell

TITLE CARD: SOME OF THIS ACTUALLY HAPPENED

OVER BLACK: APRIL 26, 1978, PLAZA HOTEL, NEW YORK

1 FADE IN: 1

IRVING ROSENFELD, not a small man, gets dressed and meticulously constructs his combover. Camera WRAPS AROUND, see his hands with rings adjust his dark velvet suit, up to his face, serious, concentrated, intense, he is composing himself before a performance.

Irving is now dressed, ready, and walks down the hall to another room.

3 SECOND PLAZA HOTEL ROOM -- Irving composes himself -- looks 3 into cramped surveillance closet, there are FBI Agents -- we only see their hands and arms -- he looks at monitors -- sees a BLACK AND WHITE IMAGE OF ANOTHER ROOM ON MONITOR: MAYOR CARMINE POLITO, swath of salt and pepper hair, cream suit, pinky ring, Rotary Club pin -- ALONG WITH CARL ELWAY, preppie shady businessman.

He exhales pressure, turns as CAMERA PANS TO: SYDNEY PROSSER (who will also be known for some time as EDITH GREENSLY), stylish crafty smart. They stare at each other intensely -- they have a deep and emotional relationship. A DOOR BANGS OPEN, and in walks RICHIE DIMASO, Bronx-born. He stands there.

RICHIE DIMASO

What?!

EDITH GREENSLY

No

Richie reaches out and puts his hand on Irving’s face very carefully, not forcefully.

Irving swipes it away violently the second it touches his face.

Richie takes his hand and destroys the combover Irving spent so much time creating. Irving just stands there, hair ruined, staring at Richie.

Irving just stands there staring at Richie, hair all wild and messed up looking very angry.

Edith walks over to Irving who is still standing there in silence with his hair all over the place. She carefully starts helping him put it back together.

Richie walks over and opens up a briefcase that’s sitting on the dresser. Inside are stacks of cash.

Edith is still helping Irving put his hair back together.

Richie slams the briefcase shut looking very nervous and intense.

4 STEELY DAN’S “DIRTY WORK” STARTS ON THE SOUNDTRACK AS THEY 4 WALK DOWN THE HALLWAY THREE ACROSS: IRVING, EDITH, RICHIE. RICHIE WITH BRIEFCASE IN HAND.

SLOW MOTION -- DOUBLE DOORS PUSH OPEN AND Edith ENTERS THE SUITE -- THEY WALK INTO --

DRAMATIC PUSH IN ON: THE DESTINY OF THE STORY MAYOR CARMINE POLITO PINKY RING, ROTARY CLUB PIN STANDS FINISHING STORY TO BUSINESSMAN CARL ELWAY AS IRVING, EDITH, RICHIE WAIT FOR HIM TO FINISH -- THEY ALL SHAKE HANDS AND SIT ON THE COUCH ACROSS FROM EACH OTHER. RICHIE CAREFULLY SETS THE BRIEFCASE DOWN ON THE GROUND NEXT TO HIS FEET. CUT TO THE SCENE AS VIEWED THROUGH A SURVEILLANCE MONITOR. THE DATE AND TIME STAMP VISIBLE.

Richie reaches down and awkwardly slides the briefcase over to Carmine unprompted. LEAVE MONITOR’S POV AND RETURN BACK TO THE SCENE.

IRV’S EYES WIDEN AS IN ‘NO! DON’T DO THAT!’ WHILE HE AND RICHIE STARE AT EACH OTHER, EDITH TENSE, CARMINE LOOKS DISTURBED AT THE CASE COMING HIS WAY. HE STANDS ABRUPTLY.

Carmine looks angry and confused. He looks over to Carl.

Irving looks over and says nothing. Not surprised at all how badly this is all going.

Edith whispers to Richie.

Carmine turns and starts to walk out of the room.

Carmine leaves the room.

Irving looks over and shrugs his shoulders. Not surprised at all the way this is going and horrified that Richie has ruined it.

Irving stands up angry and gets in Richie’s face.

Irving storms out of the hotel suite towards the Elevators to get Carmine.

Irving paces back and forth as he waits for the elevator.

We push in on the concerned face of Sydney as Richie rambles on to her.

Irving continues to pace back and forth in the hall waiting for the elevator.

Irving walks over and hits the elevator button again.

7 CUT TO: 7

28 IRV AS KID SMASHES PLATE GLASS WINDOWS OF BRONX STOREFRONTS 28

Drumming up business for his father.

Young Irving and his Father and Mother standing outside the family's glass repair shop in the Bronx as some tough contractors march up to them.

Young Irving runs by a store front as he throws a rock through each window on the store, smashing them all.

THE BRONX: STOREFRONT WITH SMASHED WINDOW. - DAY - PRESENT

Irv shakes his head, surveys the damage.

Irving paces around his office smoking a cigar and talking on the phone. What looks to be stolen art sits on the floor all around him.

Chicago’s “Does Anybody Really Know What Time It Is?” fades up. Jamming early 70s HOLIDAY party -- LONG ISLAND LADIES IN BIKINIS WITH HUGE HAIR IN FUR COATS SMOKING OUTSIDE THE GLASS ENCLOSED POOL -while inside steamed glass SHINY BIKINI CANDIDATES FOR NOSE JOBS; A FEW OTHERS WHO ARE LARGE, SEVERAL GUYS WHO LOOK MOBBED UP, pale, out of shape, gold chains, in swim trunks, EVEN MORE BURT REYNOLDS TYPE GUYS, slim, hairy, chains.

Irving sits holding court with some friends by the pool when he turns and sees Sydney for the first time.

PUSH IN ON: Irving. He looks up, they lock eyes across the party.

SYD REACHES FOR A SLICE OF FRUIT ON HIGH SET PLATE WHEN IRVING’S HAND GRABS HER ARM -- she turns, taken aback -

She does have on a Duke Ellington charm bracelet.

Irving takes a good look at her, impressed.

Awkward pause.

CUT TO: PORTABLE RECORD PLAYER PLAYS START OF JEEP’S BLUES as Irving and Sydney nod to it - he watches her foot in her high wedge and her tanned leg rocking as she sits on arm of sofa.

They listen to the record, Edith checks Irving out.

CUT TO -- SYDNEY DANCES IN A SMALL TOWN, OLD FASHIONED STRIP BAR.

8 CUT TO: 8

SYDNEY WALKS DOWN A BLEAK INDUSTRIAL STREET.

CUT TO -- RECORD STORE WHERE EDITH FLIPS THROUGH ALBUMS OF THE OLD GREATS -- ELLA FITZGERALD, DUKE ELLINGTON, AND MORE OF THE OLD GREATS -- A WORLD OF ELEGANCE, SOPHISTICATION, AND CULTURE A MILLION MILES AWAY FROM WHERE SHE LIVES.

Sydney looks at scrap of paper with info in her hand -- looks up at office building address -- enters.

Clean bright colors, huge blown up Cosmo covers --

Sydney -- innocent, plain, slacks and blouse, hair back, nervously awaits interview.

SHE IS CALLED IN -- NERVOUSLY STANDS, small crumpled scrap of paper in hand, FIXES HER HAIR --

14 COSMO MAGAZINE OFFICES: SYDNEY PUSHES MAIL CART DELIVERS MAIL 14 TO SOPHISTICATED MAGAZINE EDITORS AND EXECUTIVES, SOME TOUGH BIRDS, MOST ELEGANT.

15 CUT TO: Edith WATCHES A COSMO COVER SHOOT -- 15

Irv and Sydney dance slowly.

Irv holds the door open for Edith as she enters.

Irving touches a hanging blue sequined dress.

Irving and Sydney continue to walk through towards the back and enter a fur vault filled with elegant designer clothes.

Sydney starts riffling through nice things hanging on the racks.

Sydney looks back at Irving in shock.

CUT TO: SHE STEPS OUT OF THE DRESSING ROOM IN THE VON FURSTENBERG DRESS - LOOKS FANTASTIC.

SYDNEY PULLS CLASSIC CLOTHES FROM THE ABANDONED RACK: ONE, TWO, THREE. SHE PUTS A JACKET ON HIM THAT HE IS RELUCTANT TO WEAR, PAISLEY SMOKING COAT.

LATER: THEY GO INSIDE THE ELECTRIC ROTATING CAROUSEL RACK OF CLEAR PLASTIC COVERED, DRY CLEANED CLOTHES -- STAND INSIDE, ENCHANTED, SMILING AT EACH OTHER, AS THE RACK SWIRLS MAGICALLY AROUND THEM. THEY STARE AT EACH IN LOVE.

Irv leads Sydney into a small, dingy Manhattan office on an upper floor.

Sydney turns and begins walking out the door as Irving chases her out.

She continues walking out without looking back and leaves.

The door slams in Irving’s face

IRVING PACES AROUND THE OFFICE UPSET AT HIMSELF. SLOWLY SITS DOWN IN THE DESK CHAIR IN DEFEAT, TAKES OFF HIS GLASSES AND SITS BACK.

OFF SCREEN THE DOOR OPENS. SHE WALKS RIGHT UP TO IRVING AS HE SITS AT HIS DESK. SHE TOSSES HER COAT TO THE SIDE.

IRVING STARES UP HER TENSE -- WHAT WILL SHE DO?

SYDNEY EXTENDS HER HAND TO HIM IN A ROYAL FASHION.

Irving looks stunned as he slowly clasps her extended hand.

ONE OF SYDNEY’S NANNY FRIENDS, REBECCA, walk out of a BUSINESS MAN’s (34) house pushing a stroller as the business man comes chasing after them.

Edith and Rebecca start walking away as the businessman chases after them.

Edith extends her hand to greet ANOTHER BUSINESSMAN, 35. Edith is dressed in a more sophisticated high end British fashion.

ANOTHER BUSINESSMAN, 35 Lady -- your ladyship -- thank you again.

Another desperate businessman sits across from Edith and Irving.

The man looks nervous --

CONTINUOUS MONTAGE AS THEIR CLOTHING CHANGES FROM DAY TO DAY BUT THE SETTING REMAINS THE SAME AS THEY CON MARK AFTER MARK.

A desperate man takes out a BUSINESS CHECK BOOK and writes his check.

ANOTHER BUSINESSMAN, 35 Five grand gets me fifty?

Sydney and Irving laugh and celebrate.

Sydney -- hair getting bigger -- goes over the books with a Latino Man who nods and watches her --

Edith counts cash in the register - recounts it -- explains how things can be done better as DRY CLEANING WORKER nods.

Irv watches happy.

Irving and Edith discuss a piece of art they’re in the process of selling to a businessman.

ANOTHER DAY -- A CAR DEALERSHIP OFFICE -- IRV DROPS THE CANVAS BAG REVEALING A VINTAGE PAINTING -- (COLORED ORBS AND LINES) -- TO THE MIDDLE AGED CAR DEALER WHO OWNS THE WAREHOUSE WHO WRITES A CHECK.

Irving and Sydney kiss passionately in front of the middle aged car dealer as he tries to hand them his check.

A JANITOR FINISHES POLISHING SILVER PLATED LARGE LETTERS: LONDON ASSOCIATES to a pale wall as he and Edith sip champagne from flutes and offer one to the worker who toasts with them.

IRV DOES HIS TRADEMARK MINIMALIST BADGER DANCE, IN PROFILE, TO QUIET DELIGHT OF SYDNEY.

Irv and Edith kiss gently, lovingly, sincerely on the lips --

They walk into their CLASSIC LOOKING, STAID, PRIVATE BANKING OFFICE SUITE.

47 They dance down Park Avenue together. 47

Irv and Edith dance through the lobby.

49 THE PIERRE HOTEL CAFE 49

As they dance among mostly older wealthy couples on the small dance floor of the elegant restaurant as a live jazz quartet plays “I’ve Got Your Number”. Camera circles them, putting their foreheads together, very happy. THEY SING TO EACH OTHER quietly as they dance close.

Irv and Edith make passionate love, we see in pieces --

He gets up, she watches him dress and leave --

53 He drives over the Triborough Bridge. 53

55 He drives through the suburb of ranch houses and driveways 55

56 and pulls into his driveway of his split-level ranch. Irv 56 gets out of his Cadillac and walks to the front door of his house --

Irv walks into the decorated ranch house, frosted glass with bird designs, glass tables, walls, black and brown lacquer everywhere. He walks into the house and looks at a picture his son did -- a drawing of the Yankees playing baseball -- that is taped to the refrigerator.

Irv takes Danny’s picture from the fridge and tip toes -- with low sounds now of O.S. TV -- Irv goes to A CLOSED DOOR WITH YANKEE STICKERS on it --

Irv OPENS A BEDROOM DOOR TO REVEAL HIS 5 YEAR OLD SON, DANNY.

DANNY is on the bed, picture books, baseball cards, spread all around him. Irv stands holding the picture. Danny looks over his shoulder.

Irv’s face lights up.

Danny reaches across to Irving and takes his glasses off his face and puts them on.

Irv looks concerned.

Irv’s wife Rosalyn sits up on the bed in a muumuu, half her face is burned.

Rosalyn just stares there for a moment at Irving saying nothing.

Rosalyn sheds her muumuu, to reveal a white leotard.

ROSALYN ROSENFELD

63 Baby, there’s such good stuff here. 63

DANNY SITS PLAYING ON THE BED WITH HIS TOYS.

SLOW PUSH IN FROM WIDE SHOT BEHIND NEW CLIENT/MARK, FROM THE BACK, AS THEY SIT FACING EDITH, TO ONE SIDE, AND IRV, BEHIND THE DESK.

CAMERA KEEPS PUSHING IN SLOWLY TOWARD THE BACK OF THE MARK’S HEAD AS HE FACES SYD AND IRV.

WE NOW SEE THE MARK: A charismatic, mercurial, wild eyed BUSINESSMAN “MORT PAPIERMAN” in need of a loan.

Mort’s eyes go from her knees to her eyes -- His eyes meet Sydney’s -- he looks soulful, open. She stares at him. Irv notices uncomfortably. He’s JEALOUS.

MORT PAPIERMAN/RICHIE DIMASO (filling out paper work) I want to thank you very much Irving for seeing me. Sorry I’m so nervous.

Richie reaches for his top button to adjust it.

MORT PAPIERMAN/RICHIE DIMASO (CONT’D) Am I not buttoned?

Edith stares at him and smiles.

MORT PAPIERMAN/RICHIE DIMASO (CONT’D) I just gotta say Mr. Rosenfeld, that Lady Edith was very adamant that you were top notch and --

MORT PAPIERMAN/RICHIE DIMASO I really need your help. I’m desperate. I’ve got the Audis for collateral and the two boats, and I forgot to mention that I have a little piece of real estate in Long Island.

MORT PAPIERMAN/RICHIE DIMASO Oh, I was gonna mention it and then the guy with the hat walked in.

MORT PAPIERMAN/RICHIE DIMASO And I forgot totally. It was the second time we had lunch.

MORT PAPIERMAN/RICHIE DIMASO (laughing) Do they sell hats like that? Where do they come from? Actually, I went to the store that I thought maybe he bought it there. I was gonna get you one --

MORT PAPIERMAN/RICHIE DIMASO Like as a memento.

Irving decides to interject.

Mort PAPIERMAN/RICHIE DIMASO You showed me a whole new side of the city I'd never seen before.

Mort PAPIERMAN/RICHIE DIMASO No, thank you.

IRVING MOTIONS SYDNEY TO COME CLOSE HE WHISPERS CONFIDENTIALLY TO HER.

MORT PAPIERMAN/RICHIE DIMASO (holds out cashiers check) Take it to your people in London. Please, take it to them. I got the cashier’s check right here. I give you five and you give me fifty right back, right? Please. Please don’t reject me. Give a guy a chance.

MORT/RICHIE REPEATEDLY TRIES TO HAND IT TO IRV, WHO IS BUSY STARING AT SYDNEY STARING AT MORT. MORT HOLDS THE CHECK IN THE AIR UNCOMFORTABLY AWKWARDLY UNTIL -- almost in slow motion --Edith takes the check -- staring at Mort. IRV STARTS TO LEAVE -

MORT PAPIERMAN/RICHIE DIMASO (CONT’D) Zurich? You got an office in Zurich? Paris? I can call Paris?

MORT PAPIERMAN/RICHIE DIMASO Yeah, take your time. Do whatever you need to do. Go ahead, take your time.

HE HEADS TO THE REAR EXIT WHILE SYD MOVES TO ANOTHER -- IRV OPENS THE DOOR - BAM -- A WARRANT IS HELD UP TO HIS FACE BY STOCKY FBI AGENT SCHMIDT IN A SUIT - HE WALKS IRV BACK INTO THE OFFICE --

AS Edith OPENS A SIDE DOOR -- BANG - FEDERAL AGENT STOCK WALKS HER BACK INTO THE OFFICE WITH A WARRANT.

THE AGENTS START PUTTING EDITH IN CUFFS IMMEDIATELY.

MORT PAPIERMAN/RICHIE DIMASO I may not have you, Irving, but I have her on fraud. Impersonating another individual.

AGENTS SCHMIDT AND STOCK IMMEDIATELY START TAKING BOXES OF FILES FROM DRAWERS, IMPOUNDING EVIDENCE.

MORT PAPIERMAN/RICHIE DIMASO You may be from England, Edith, but you’re not royal and you have no banking connections and that’s a felony. How long is that? That’s 3- 5 years I think.

Richie pulls out a badge and shoves it in Irving’s face.

Richie looks at Edith with concern and points at Irving.

Agents take boxes of files out of the office- Irv standing alone in center of room- shell-shocked.

SYDNEY IS LED INTO A HOLDING CELL BY AN FBI AGENT.

Dim cell, lit only from small high barred window, no lights on. Edith looks like she’s coming apart -- circles under her eyes, a shadow of her confident self -- pale, scared,hair flat, stringy, unglamourous, pacing, rocking.

IRVING ROSENFELD (V.O.)

65 She couldn't handle it. 65

FLUORESCENT LIGHTS COME ON IN THE CELL -- Edith squints. Cell is unlocked by Richie Dimaso WHO enters with a cup and saucer of tea. He stands near her with the tea.

Richie bends down to Edith who is sitting on the floor in the corner and hands her the cup and saucer. She lifts the cup but her hand is shaking almost violently as she raises the cup to her lips.

She thinks about this. She trembles.

Edith stares at Richie, taking this in.

Edith looks at Richie in silence as she thinks about what he’s saying.

Irv stands alone on the other side of the glass staring at Sydney.

Richard Dimaso walks in.

Irv continues to stare at Sydney.

Irv looks at him.

A NICE UPPER EAST SIDE apartment. Sydney has finally changed her clothing from when she wore the same dress at the holding cell. It is quiet in the apartment - faint street noise from 3rd Avenue below.

Irv stares at her and struggles.

(sobbing) What are you saying?! Oh my god.

Sydney goes storming out of the room and down the hall of her apartment. Irving follows.

She starts sobbing, shaking.

Irv walks to her and bends down to join her on the floor as she sobs.

Sydney reaches over and carefully grabs Irving’s face lovingly which quickly turns into a slap as she continues on.

Irving stares at Sydney with confusion. He’s never seen her like this before.

Sydney gets up from the couch and storms back to her room.

SOUND PRELAP:

RICHIE DIMASO (O.S.)

69 An Arab sheik? Why do we need an 69

Arab Sheik?

Richie, in sharp lapeled suit, chain on his neck, walks with Irv and Edith and joined by a man who looks like an ARAB SHEIK who they trail.

Richie stares at Edith elated that she just stuck up for him. He’s really enjoying this position of power she’s putting him in.

Richie looks at Irving uncertain.

Richie starts to look around.

Richie looks anyway and sees ELWAY’S ACQUAINTANCE, a man balding, 45 clocking them from the balcony.

AL FROM QUEENS/SHEIK I do aluminum siding and roofing.

Richie stares, impressed.

Irving, Edith, Richie, and the fake Sheik admire a REMBRANDT painting on the wall.

Richie’s continues to stare at the REMBRANDT on the wall.

ELWAY’S ACQUAINTANCE walks up to Irving and the group and steps into the conversation.

ELWAY’S ACQUAINTANCE Irving can I --

Edith sees this and steps into the conversation.

She looks at Richie. Richie offers his hand.

CARL ELWAY, 40, preppie Waspy, very old fashioned with cigarette holder, but something vaguely criminal about him, in his conservative suit, natty white and red striped shirt, and navy blue tie sits with Irving.

The camera zooms into Irving’s shirt collar revealing a tiny microphone.

SUDDENLY CARL ELWAY’S ASSISTANT, OPENS THE DOOR AND ENTERS. Richie Dimaso and Edith ARE STANDING THERE -- MUCH TO IRV’S DISMAY.

CARL ELWAY’S ASSISTANT Carl, his associates are here. He’s got a meeting he’s got to go to.

Irving gets up to walk out as Richie and Edith stand in the doorway.

Irving looks over at Richie and Edith.

Richie jumps into the conversation.

He walks over to Carl.

Irv stares at Richie with contempt, then turns to Edith, DRESSED TO THE NINES.

Richie looks over at Irving and Sydney and mouths the word “WOW”.

Irving interjects.

PUSH IN: STODDARD THORSEN, Richie’s FBI supervisor.

We freeze frame on Stoddard as we HEAR Richie’S VO:

AS Richie TALKS WE SEE A SHORT FILM ABOUT Carmine Polito:

- PUSH IN: Mayor Polito walks a Camden street waves, shakes hands of WELL-WISHERS

- Frank Sinatras COFFEE SONG, 1940s version, as we see Carmine talk to and dance joyfully with his kids and wife at breakfast.

- PULL OUT Mayor Polito walks up steps of City Hall as he greets a women and her baby; into his office greeted by a couple of AIDES who show him papers to sign.

80 -- FLOOR OF STATE ASSEMBLY -- Carmine huddles with other 80 STATE LEGISLATORS, horsetrading and then poses for a picture with other members of the State Assembly.

81 BACK TO: 81

Richie as he stares at Stoddard in frustration.

Richie looks at him annoyed and upset.

83 SEE B-ROLL OF: Edith and Richie walk back into FBI building, 83

84 down corridor; 84

85 Edith and Richie enter to find BRENDA, FBI, MATRONLY, OLDER; 85 EDITH carries a basket of exotic teas;

Edith goes to hand her the PIMMS CUP and basket of teas.

Brenda starts pointing out pictures of all her cats tacked to the walls amidst the wire memos and paperwork.

86 HALLWAY OF FBI 86

Edith and Richie laugh excitedly as they walk the hallways.

PUSH IN ON CHIEF US PROSECUTOR, SPECIAL TASK FORCE, ANTHONY AMADO IN HIS LARGE OFFICE ON THE PHONE WITH STODDARD --

89 PUSH IN ON STODDARD -- confused, dismayed. 89

He hangs up, pissed, confused.

Richie leaves triumphant.

Laughing Richie and Edith walk briskly on their way out.

Richie and Edith look at him.

Edith listens intently.

Irv studies Richie and Edith.

IRVING AND RICHIE LOOK AT SYDNEY, UNCERTAIN.

IRVING SHAKES HIS HEAD IN DISGUST AND LEAVES. RICHIE STARES AT SYDNEY SWINGING HER LEGS ON THE COUNTER AS SHE SITS.

Richie stands very close to Edith - between her legs as she sits on the counter. He puts his hands on her hips, pulls her into him. He takes her hand -- puts it on his face, makes her feel his cheek and forehead with her hand. It is intense. She prepares for him to kiss her but he steps back. They are both excited. They stare at each other. The air is thick with tension, Richie exhales and leaves.

Where the film started --

See RICHIE TALK TO CAMERA IN A CORNER OF THE PLAZA SUITE-- CLOSE ON MONEY COUNTED INTO BRIEFCASE --

IRVING’S EYES WIDEN AS WE CUT TO: Richie SLIDE THE BRIEFCASE OF CASH, AS SEEN BEFORE, Edith puts her hand on top of Richie’s to stop him.

IRV’S EYES WIDEN AS IN ‘NO! DON’T DO THAT!’ WHILE HE AND RICHIE STARE AT EACH OTHER. CARMINE LOOKS DISTURBED AT THE CASE COMING HIS WAY. HE STANDS.

Carmine Polito, upset, storms down the street as Irving catches up.

Carmine will not turn around -- Irving catches up.

THIS REACHES CARMINE. HE AND IRV ARE CUT FROM THE SAME CLOTH.

Irv smiles and nods as they walk back into the hotel together.

Sydney sits alone in her apartment, hair in curlers and sparks a joint.

Richie sits in his bathroom, his hair in tight curlers, as he eats a chicken wing.

RICHIE’S MOTHER (O.S.) Richard! What are you doing? Don't eat in the bathroom, I told you so many times! And Diane brought Napoleons for dessert. Come out of the bathroom and pray!

HE OPENS DOOR - REVEALS WHOLESOME LOOKING NICE QUEENS GIRL DRESSED NEATLY AND HOLDING UP A PASTRY BOX--

97 RICHIE’S MOTHER, ITALIAN, HER HAIR PULLED BACK. 97

RICHIE’S MOTHER Richard, the filter is broken in the fish tank. It's a problem.

RICHIE’S MOTHER I can't get the top on that filter.

RICHIE, HIS GIRLFRIEND, AND MOTHER ALL SIT AT THE TABLE WITH FOOD INFRONT OF THEM AS THEY START TO PRAY.

RICHIE’S MOTHER -- and please help Richard to marry Diane so that I may have grandchildren and the Pope may have more followers. And please bless this food that we are about to eat - -

THE TELEPHONE RINGS OFF SCREEN. RICHIE GETS UP TO GRAB IT.

RICHIE’S MOTHER (O.S.) Sit down and pray properly!

RICHIE’S GIRLFRIEND (O.S.) Richard, sit down!

RICHIE’S GIRLFRIEND (O.S.) People? I'm your fiancée! Richard!

RICHIE’S MOTHER (O.S.) The fish filter is broken!

RICHIE’S MOTHER (O.S.) Richard, do something about the fish tank.

RICHIE WALKS OVER TO HIS MOTHER, SITS DOWN IN FRONT OF HER. ELLA FITZGERALD’S “IT’S DE-LOVELY” PLAYS.

RICHIE KISSES HER ON THE CHEEK AND EXITS.

ELLA CARRIES OVER AS --

SLOW MOTION: Carmine and DOLLY POLITO (big frosted hair) get out of his maroon Lincoln Town car.

Irv and Rosalyn Rosenfeld get out of his green Cadillac. SOME LOCALS SHOUT TO THE MAYOR.

Ella continues. Mixture of LOCALS: ITALIANS, POLISH, BLACKS AND PUERTO RICANS -- wave to the mayor from the bar, and tables, as Irv and Rosalyn follow.

100 THEY SIT AT BOOTH -- 100

Dolly kisses Carmine as he gives his wife’s leg a squeeze and kisses her cheek, then her mouth.

Irv and Rosalyn squeeze hands on the table. SHE KNOCKS BACK A GLASS OF RED WINE as a plate of Chicken Picatta is served to the table.

She pulls away awkwardly, waiter refills her glass which she throws back right away. Irv looks concerned.

They all drink.

101 CUT TO - LATER: Carmine and Irving talk. 101

CUT TO -- Rosalyn DRUNKENLY LEANS IN TALKING TO Dolly POLITO

Dolly laughs.

She puts it under Irv’s nose as he talks to Carmine, he sniffs, closes his eyes, nods without even looking.

She leans across the table and puts them under Carmine’s nose.

Carmine and Dolly rush to grab Rosalyn; JULIUS, Carmine’s steadfast AIDE, BLACK, 40, BIG SIDEBURNS, LOOSENED TIE and white shirtsleeves, BIG SMILE, helps.

She WOBBLES INTO ARMS OF his WIFE Dolly, she and Carmine help guide Rosalyn out.

Todd Rundgren’s “I Saw the Light” plays somewhere. Edith dressed in tight Halston dress, hair flows huge all round her; walks with Richie, who is waiting in a white gray suit with a white disco collar outside the lapel, chains around his neck.

Edith stares, nods yes.

Edith nods puts a hand on his face.

Richie reaches down and squeezes her hand.

103 Edith smiles. 103

Richie and Edith DANCE AND DANCE AND SWEAT to Donna Summer’s “I Feel Love” -- dance -- riding a high.

Edith EXCUSES HERSELF to go to bathroom -- breaks away through crowd -- leaves Richie on dance floor -- then SUDDENLY BREAKS AWAY -- RUSHES THROUGH THE CROWD --

104 GETS TO THE LADIES ROOM JUST AS SYDNEY DOES -- HE PUSHES HER 104 FROM BEHIND INTO A STALL -- SHE PUTS HER HANDS ON THE TOP OF THE STALL WALL AS RICHIE RUNS HIS HANDS UP HER LEGS FROM HER ANKLES AND UNDER HER DRESS - SHE LEANS HER ASS BACK INTO IT ARCHES HER BACK --

SUDDENLY RICHIE STOPS, throws himself back against the other stall wall, out of breath. Edith LOOKS OVER HER SHOULDER --

She get’s real close to his face, almost about to kiss.

The girl outside the stall bangs on the door.

She holds his mouth in one hand and leans in and kisses him - they get lost --

SHE SHOVES HIM OUT OF THE STALL, LOCKS IT.

RICHIE LAUGHS MANICALLY EXCITED AS HE STANDS AMID MANY WOMEN WHO SHOVE HIM OUT THE DOOR. IN THE STALL SYD SITS EXHILARANTLY AND THROWS HER HEAD BACK LAUGHING HYSTERICALLY - GIDDY.

Irv and Carmine JOYOUSLY SING Tom Jones’ "Delilah" WITH a RAUNCHOUSLY HAPPY GROUP OF locals.

Carmine puts down glass of bourbon as he addresses everyone emotionally as he looks at Irving.

Irving stares and is moved by this. Tears come to his eyes, he feels bad about it all suddenly.

Carmine sits down on the couch next to Irving.

106 EGGS, PANCAKES, AND BACON COOK ON A DINER GRIDDLE. 106

Irv and Carmine eat breakfast.

Irving looks flummoxed.

They look at each other.

Irv isn’t sure what to say.

They walk in the morning sun to Carmine’s Lincoln where he opens the trunk and they stare at what is inside.

Irv is touched. He sees it is a sincere gift from Carmine, because Carmine likes him; not cynical in any way.

RICHIE DIMASO

110 Thank you. 110

Richie goes to walk out of Stoddard’s office but stops at the door.

Richie cuts him off.

Richie walks out the door.

Ros talks to herself carrying tin foil covered tray of lasagna.

She puts the tin foil lasagna into microwave. After a few moments it sparks, explodes into flames. DANNY RUNS IN.

SHE HANDS HIM THE MAGAZINE.

Ros stares defiantly, clicks her nails on the counter. PRE- LAP JET ROAR, IRVING STARES AT ROS and BURNED OVEN and looks at the magazine article.

JET ROAR LANDING. A small airport. Irv stands alone, staring at Edith and Richie kissing. Richie, in long full length fleece lined suede coat, walks over towards where Carmine stands.

113 IRV AND SYDNEY WALKING ACROSS TARMAC. 113

THEY ARRIVE AT Richie as the JET arrives on the tarmac.

They walk towards the Jet and walk on leaving Carmine and Edith waiting outside.

Irv and Richie step aboard to find FBI AGENT PACO HERNANDEZ putting on a regal looking white Arab keffyeh headdress and robe -- he looks noble. TWO AGENTS posing as body guards.

Irv nods to Paco and the other agents.

Irving isn’t sure, looks Paco up and down.

Irving takes a expensive looking ceremonial knife out of his jacket pocket and holds it out to Paco.

Irving stares incredulously.

ELO’s “10538 Overture” kicks on. Irv and Richie exit the plane walking slightly behind the “sheik” and his “bodyguards” - the sheik in the front.

The Sheik hands the ceremonial knife to Carmine and bows his head --

116 Carmine takes the knife and looks to the others excitedly. 116

PHONE RINGS --

Ros leaves the room.

REVEAL ROSALYN IN KITCHEN LISTENING ON THE PHONE.

But she was on it. She heard.

He HANGS UP and walks into the kitchen. Rosalyn looks at him.

Irving opens the fridge which is a mess.

PHONE RINGS AGAIN.

She hands the phone to a very exasperated, anxious, Irv.

Dolly is getting dressed for the party in the background.

Irv hangs up and exits the kitchen.

Elton John’s “Goodbye Yellow Brick Road” plays on the soundtrack as Irv drives: tinted glasses, large comb over, blue crushed velvet suit, dark tie -- PAN TO:

VISOR MIRROR -- WHERE Rosalyn APPLIES MASCARA --

Elton John continues as Carmine LIGHTS A CIGARETTE in a two- toned GRAY AND BLACK TUXEDO, at the center of a haphazard red carpet situation in front of a has-been beach resort -- large old movie premiere spotlights rotate onto the facade in an assorted CROWD OF LOCALS some dressed up -

JULIUS, CARMINE, TITO, MELORA (Carmine’s STEADFAST AIDES) son DOMINIC, daughter LUCILLE, wife Dolly, assorted COPS, FIREMEN IN FORMAL UNIFORMS WHITE GLOVES, UNION GUYS in suits, fringe the area. Carmine ’s family is dressed up.

IRV’S CAR PULLS UP AND A FAT VALET IN RED OPENS DOOR. ROSALYN GETS OUT IN HER WHITE DRESS --

DOLLY HANDS ROSALYN A TINY SHOPPING BAG WITH SWISS NAIL PRODUCTS. ROSALYN OPENS A LITTLE BOTTLE OF NAIL FINISH AND SHRIEKS IN ECSTACY.

Greets everyone.

LIMO PULLS UP: FLASHBULBS GO OFF -- SUDDENLY THE SPOT LIGHT JAMS WITH GRINDING SOUND, LAMP EXPLODES IN SMOKE --

THROUGH THE SMOKE FROM THE FIRE STEPS: Richie IN A WHITE SUIT, Edith stunning SILVER METALLIC Halston dress, WHITE FUR COAT --

THE SHEIK STEPS OUT OF HIS LIMO, IN A BLACK FORMAL ARAB DRESS, WITH AN ARABIC OR HISPANIC LOOKING FBI AGENT WE SAW ON THE PLANE DRESSED AS HIS BODY GUARD IN BLACK WITH BLACK SUNGLASSES.

ACROSS THE RED CARPET -- ROSALYN AND SYDNEY SEE EACH OTHER FOR ONE OF THE FIRST TIMES -- LOCK EYES. ROSALYN HUGS IRV’S ARM --

Irv tries to turn Rosalyn away, but she keeps turning back giving Edith the hairy eyeball, as Edith gives it right back.

Off to the side, Richie steels himself with bump of cocaine before walking inside the old resort, his eyes dilate.

The entourage walks through the ornate lobby as Edith and Rosalyn continue to eyeball each other with Irv uncomfortably in the middle as Carmine ENTHUSIASTICALLY CONTINUES HIS PRESENTATION FOR THE SHEIK.

Carmine leads all of them through the very crowded lobby as he talks.

Irving listens intently, moved.

200 PEOPLE ARE GATHERED around blackjack, roulette, and craps tables, playing and having a good time.

Rosalyn walking with Irving, continues to stare daggers at Edith, who stays close to Richie.

Carmine, Julius, Melora, CONTINUE TO LEAD EVERYONE INTO

Carmine continues to walk --

He pushes open double upholstered old doors --

THEY ENTER THE LARGE CROWDED YET INTIMATE BEMELMANS STYLE BAR

The bar -- LIKE THE BEMELMANS BAR AT THE CARLYLE HOTEL IN MANHATTAN - IS LARGE YET INTIMATE -- THERE ARE 50 DRESSED UP CITIZENS THERE DRINKING -- AND A CROWDED LONG BAR -- AND ANOTHER SMALLER BAR ON THE FAR SIDE OF THE ROOM ---

Carmine pauses to stare at the MEN AT THE FAR BAR -- FIVE MEN IN SUITS, 40 TO 60, SLIGHTLY MOB-LOOKING.

AS Irv IS PULLED ASIDE CONFIDENTIALLY BY Carmine -- Richie AND Edith WATCH -- Rosalyn STANDS TO THE SIDE -- Carmine puts his arm around Irv’s shoulders --

Edith looks on, calm, as Richie -- WILD EYED WITH COCAINE AND ADRENALINE --

Richie stares down Irv, Edith pulls Richie back -- Rosalyn is starting to go down a SPIRAL OF DEPRESSION as she looks increasingly uncomfortable.

She glares at Edith and Irv and pivots to walk to the bar.

But she’s already on her way over to the MAFIA MEN at the bar who GREET HER WARMLY as Irv, Edith, Richie, and Carmine watch.

Rosalyn walks up to PETE MUSANE, CHARISMATIC, 30 and sits down in between all the Mafia guys.. THE OTHER THREE SALT AND PEPPER MAFIA GUYS LAUGH AND TALK WITH Rosalyn - who gulps a glass of PROSECCO and IS REFILLED BY PETE MUSANE.

Carmine whispers to Irv as he watches Rosalyn talk to the Mafia guys.

She knocks back the prosecco. She seems relieved.

Dolly ushers her kids to the door.

Irving and Edith watch in horror at Rosalyn.

Rosalyn’s smitten by the mobsters.

He touches the front of her huge Farrah overhang bangs. Richie, Irving, Carmine, and the Sheik walk up to them.

Irving takes the glass of prosecco out of Rosalyn’s hand and puts it on table.

Irving stares fuming at Rosalyn and the guys, he nods and forces a smile good naturedly as they put prosecco glass in his hand. He knows how to fake it.

DICK HELSING, ROSALYN ROSENFELD, OTHER GUYS Salud.

THE MADE GUYS LAUGH. SYD ROLLS HER EYES. IRVING, CARMINE STARE WITH TENSION.

THEY ALL LAUGH. RICHIE GUIDES SHEIK with ONE BODY GUARD.

The Sheik acknowledges them with a nod. Irv is extremely uncomfortable.

HEAVY PAUSE.

Rosalyn reaches to have her glass refilled by Dick Helsing when one of the other guys NUDGES her hip in her tight dress and she drops into Pete Musane’s lap.

Irving turns and heads with dread towards the back door with Carmine, Richie, and the Sheik. Sydney, worried about Rosalyn with Musane, decides to hang back.

SLOW PUSH IN ON POWERFUL LOOKING: BALD MAN IN SUNGLASSES, LIGHT GRAY SUIT, DARK TIE -- STANDING BY HIMSELF.

CARMINE, RICHIE, SHEIK, IRVING ENTER A HALF FINISHED BACK ROOM. PUSH IN ON IRVING.

YOUNGER TELLEGIO WALKS LAUGHING WITH A COLLEAGUE, LETS COLLEAGUE GET AHEAD AND TELLEGIO SUDDENLY PULLS PISTOL, FIRES THREE BULLETS WITH MUZZLE FLASH INTO MAN’S HEAD, MAN GOES TO GROUND, TELLEGIO FIRES ONCE MORE, DROPS CLIP FROM GUN AND SPITS ON BODY, WALKS DIRECTLY TO CAMERA MENACING. NOW BACK TO:

RESUME PUSH IN ON TELLEGIO AS A COUPLE OF BUSBOYS SET UP AN IMPROMPTU TABLE AND CHAIRS. Carmine greets him.

Busboys whip open a white table cloth for the table.

Everyone sits down. Tellegio looks at the Sheik, then over to Richie.

Richie pretends to translate in the Sheik’s ear.

Irving and Richie both look at Victor intensely not sure where this is going.

Richie and Tellegio both laugh.

Everyone stares increasingly tense at Tellegio in silence. This could go wrong at any minute. Tellegio looks over to Richie and points to the Sheik.

Irving watches in horror as --

PUSH IN ON IRV AND CARMINE FEELING THIS IMMENSE PRESSURE. WHAT THE FUCK IS GOING ON HERE?

Irving looks ill, as does everyone else at the table.

Sheik swallows hard and looks to Richie. It’s a very tense moment for everyone at the table.

Tellegio stares. Everyone hangs on this. Irving and Richie share a look -- what is he doing?

A DRUNK, AL KOWALSKI, a working man, friend of the Mayor BARRELS INTO INTO THE TABLE, spilling drinks. Tellegio’s guys jump in and grab him and start to pull him away.

TELLEGIO GLARES BACK AT THE INTRUSION.

TELLEGIO DOES NOT LOOK AMUSED.

Paco Hernandez/Sheik stands up and reaches over to Tellegio to shake his hand. Irving panics. THE MENACING DEEP BASS INTRO OF “WHITE RABBIT” FADES UP ON THE SOUNDTRACK.

Irving exhales in relief that Paco managed to say anything passable in Arabic.

Victor leans over to talk to Carmine.

Carmine nods.

Irving looks at Victor, who stares back at him. This is bad.

AT THE BAR --

“WHITE RABBIT” CONTINUES. ROSALYN CONTINUES TO FLIRT WITH PETE MUSANE --

SYDNEY WATCHES OUT OF CONTROL ROSALYN, STANDS AND WALKS OVER TO HER.

Rosalyn takes her wrist out of Sydney’s grasp.

Dolly escorts Edith over to one side of the room away from Rosalyn.

Pete looks over to Rosalyn.

Rosalyn smiles at Pete.

ROSALYN STORMS DOWN THE HALL TOWARDS THE BATHROOM AS “WHITE RABBIT” BUILDS TO ITS CLIMAX.

Rosalyn looks in mirror: sadness, anger, fear. Edith rushes in.

Rosalyn holds her hand, with wedding ring to Sydney’s face.

Rosalyn starts to tear up.

Rosalyn reaches over, grabs Sydney’s face and kisses her.

Rosalyn laughs a toxic, tough front dark laugh and walks out. THE BEE GEES “HOW CAN YOU MEND A BROKEN HEART?” STARTS.

Sydney looks into the mirror and wipes the lipstick off her lips as Rosalyn storms out of the powder room.

129 ROSALYN WALKS OUT SHAKY -- SUDDENLY FROM BEHIND A ROW OF 129 WOODEN PAYPHONES A HAND GRABS ROSALYN’S AND PULLS HER BEHIND THEM - ITS PETE MUSANE - THEY STARE AT EACH OTHER - SILENT - INTENSE-- ROSALYN IS SHAKING AND CRYING AS SHE FALLS APART IN HIS ARMS.

SYDNEY COMES STORMING OUT OF THE POWDER ROOM AND WALKS RIGHT PAST ROSALYN AND PETE.

PUSH IN ON: SYDNEY LOOKING BACK, STOPPED, SEES ROSALYN EMBRACING PETE AS SHE CRIES.

130 SYDNEY RUNS INTO BACK ROOM, URGENTLY JOINS IRV AND RICHIE AT 130 THE TABLE.

CARMINE AND DOLLY CLIMB THE STAIRS TO THE MAIN BALLROOM FILLED EXCITEDLY WITH OPTIMISM AS THE SONG SWELLS. THEY KISS IN SILHOUETTE INTO A HARD BACKLIGHT. CARMINE CLIMBS REACHES THE STAGE AND THE CROWD ROARS.

ON STAGE: Carmine TAKES MIC

Irving stands off to the side of the stage as his world closes in around him. Pulls his heart pills out of his pocket and takes one. Sydney sees this as she stands nearby with Richie.

Irv, Edith, Richie watch near stage, jostled. Rosalyn enters the ball room looking disheveled as she is guided by Pete Musane looks to stage.

Carmine dominates the crowd and you can see the emotion in his face as he says this. He raises his glass to the crowd.

Crowd ROARS WILDLY. Irv watches, MOVED AND DESTROYED.

DISSOLVE TO: SHOTS OF EMPTY BALL ROOM, TRASHED HALLWAYS, ATLANTIC CITY STREET TO OCEAN -- OCEAN SOUNDS

Irving walks in with his keys, same clothes from night before, as ocean sounds continue, TAKES A GUN FROM THE SAFE, and he stands looking lost and lonely, he turns on the electric dry cleaning rack, where he and SYDNEY STOOD TOGETHER, IN LOVE. He looks heartsick. HE STEPS INSIDE THE SWIRLING ELECTRIC DRY CLEANING RACK OF PLASTIC WRAPPED CLOTHES, AND STANDS ALONE, WHERE SYD USED TO BE, AND IS HEARTBROKEN.

RICHIE STORMS DOWN THE STREET IN SAME NIGHT CLOTHES.

BANG BANG BANG -- Richie POUNDS ON SYDNEY’S DOOR -- SYDNEY, HAIR IN CURLERS, ANSWERS THE DOOR.

intense, phone in hand, SHIRT SLEEVES, a mess. HE DIALS.

Richie SLAMS DOWN THE PHONE. Edith (HAIR IN CURLERS) STARES AT HIM.

He handles her hips and neck and waist and ass.

She grabs him by the head to calm him down.

HE TRIES A GENTLER SEDUCTION.

He handles her, nuzzles her neck, starts to turn her on.

SOMETHING CLICKS INSIDE HER -- SHE DROPS HER BRITISH ACCENT --

Richie steps back quickly and grabs Sydney.

Richie looks at her and continues to hold her looking very confused and flustered.

Richie steps back. He stares at her darkly.

HE EMBRACES HER --

RED FACED LIKE HE MAY HIT HER, a vein stands out in his neck. SHE FLINCHES. HE SCREAMS like an animal in confusion and frustration.

SUDDENLY SYDNEY GRABS A GLASS PICTURE FRAME FROM A TABLE, SMASHES IT ACROSS RICHIE’S FOREHEAD AND FACE WITH A SHATTERING OF GLASS.

Richie in pain holds his cut forehead and eyebrow.

They hear a door open off screen, someone approaches. Irving appears from around the corner of the wall pointing his handgun at Richie.

Irving looks over to Sydney very confused.

Irving and Sydney stare.

Richie PICKS UP PHONE AS THEY WATCH -- HE DIALS. INTERCUT:

HIS NOSE AND FOREHEAD ARE CUT FROM THE GLASS.

Richie SLAMS the phone down, storms out the apartment.

Irving sits in the corner of the room a disheveled mess. Sydney sits on the bed drinking a Fresca.

He walks across the room and sits down on the bed next to Sydney.

Irving takes off his glasses and rubs his eyes.

Sydney nods her head yes, stares intensely at Irving as the camera tilts down to reveal: their hands clasped together.

High ceiling, old office. Close on a tape recorder.

AS CAMERA PULLS BACK - SEE STODDARD, BANDAGES ON HIS BRUISED FACE AND A WHITE EYE PATCH ON HIS INJURED EYE, SITTING OPPOSITE PROSECUTOR, AMADO - - the tape recorder and microphone sit on the desk in front of Stoddard as he records a statement for a report.

Camera pull-back reveals: THE CHASTENED Richie SITS LISTENING, IN A SUIT AND TIE. He’s in trouble with their boss, the prosecutor.

Richie gets up and pulls up a chair next to Stoddard. Stoddard flinches and moves away like he’s going to get hit again.

Stoddard paces while on the phone, holds up a finger to Richie to wait, Richie picks up Stoddard’s phone -- rips the cord out and smashes Stoddard across the face with the base. Doesn’t stop til Stoddard falls to the ground, knocks over desk chair and bookcase behind.

They stare at each other.

Where we left off. Stoddard reaches with bloodied hands across -- what is he reaching for? Oh, on a small table, a gun and a clip.

Richie grabs his gun and starts to load it.

He points the gun at Stoddard.

Richie and Stoddard stare at each other in silence.

Stoddard throws his head back, looks at ceiling in exasperation.

Richie looks down, defeated.

Richie and Stoddard walk down large, echoey Federal building corridor. Stoddard walking ten feet ahead turns and points at Richie.

Stoddard turns and storms off.

He storms off and leaves Richie staring in the hallway.

Establishing.

Richie walks out of a surveillance room and down the hallway to where Irv and Sydney wait.

Richie gestures to his eye that Sydney smashed with the picture frame. He’s got a few little scabs.

Richie looks over to Irving.

Richie looks back over to Sydney

Irving doesn’t know what to say, starts to say something twice, stops, can’t think of what to say. Leaves Richie hanging.

Richie directs where cameras should be concealed. AGENTS SCHMIDT AND STOCK FOLLOW MAKING NOTES IN PADS.

Irving, sitting on the couch, looks kind of disturbed by this.

Carmine’s aid MELORA answers a ringing phone as Carmine sits at his desk.

PUSH IN ON

Dolly Polito, checking the unwatered plants in her husbands office with her coat on, she has just stopped by. Turns and holds up a parched and dying houseplant.

Richie on a black and white surveillance camera as he shows the briefcase full of money.

Carmine shakes hands with REP. JOHN O’CONNELL --

They walk up the capitol steps.

150 CAMERA PANS TO HOLE IN CORNER and CAMERA LENS -- 150

JOHN O’CONNELL I’m excited to be here.

JOHN O’CONNELL Bankers only put money in the game when they can reap insane profit.

Richie staring, mesmerized by this trap.

JOHN O’CONNELL Yeah, well I'll tell you, you came to the right place.

Everyone looks tense and on edge before.

JOHN O’CONNELL (CONT’D) I’ll make it happen.

Richie slides the briefcase in John’s direction.

JOHN O’CONNELL I know that, Carmine. You're a good man

This hurts Irving to see his friends sincerity.

Richie slides the briefcase to him.

Irv watches in pain as he sits with them.

A distinguished silver haired Senator, older.

Richie slides over the briefcase.

Irving can’t stand how hopeful his friend Carmine is being because Irving knows Carmine is being set up. He gets up --

158 IRVING WALKS DOWN THE HALL VERY DISTORTED. HE GOES INTO THE 158 VIDEO ROOM WHERE STODDARD WATCHES THE SURVEILLANCE MONITORS INTENSELY AS CARMINE CONTINUES TO STAND BEHIND HIS SINCERE PLEDGES.

Irving walks out of the room --

--into another room where Sydney on elegant gold couch, sits alone. Surveillance equipment and room service trays are on the coffee table.

She watches Irving who is pacing anxiously and very wound up.

Rosalyn fixes Danny’s coat, hands him his lunch and sends him off towards the school’s front door --

CLOSE UP: ROSALYN STARES INTO LENS. Emotional, a mixture of sadness and hope. She holds a closed bottle of her favorite nail finish and smells it nostalgically.

A BLACK SEDAN PULLS INTO THE FRAME, SHE OPENS THE DOOR AND GETS IN. IT IS PETE MUSANE, TELLEGIO’S MOBSTER SHE FLIRTED WITH AT THE CASINO.

He gently puts a hand on her knee. She leaves it there for a moment before pushing it away. They stare at each other.

A NICE RESTAURANT OVERLOOKING THE LONG ISLAND SOUND, LIGHT CORAL COLORED TABLECLOTHS; THE PLACE FILLED WITH DAYLIGHT -- ROSALYN AND PETE SIT VERY CLOSE. QUIET. TOGETHER. IN SILENCE. FEW BEATS. CONTENT.

Rosalyn looks at Pete smitten.

Pete’s brow furrows - this is serious.

He puts cash in her hands.

Rosalyn and Pete hold hands as Rosalyn stares into his eyes. Very emotional.

He kisses her.

Pete gets up and walks. As he does:

ROSALYN ROSENFELD

164 Don’t hurt him too bad. He’s still 164

Danny’s father.

165 ROSALYN AT TABLE ALONE, EMOTIONAL, VULNERABLE, HER LIFE IS 165 CHANGING.

Irv and Carmine down sidewalk leaving from The Plaza Hotel --

Pete Musane stands next to an open passenger side door, -- Irv and Carmine do not move, they stare at the open door.

PAUL MCCARTNEY AND WINGS “LIVE AND LET DIE” STARTS OMINOUSLY.

170 Rosalyn in full muumuu, wearing cleaning gloves and holding a170 vacuum sings to LIVE AND LET DIE while Danny sits on the couch watching her. Very intense.

Irving and Carmine sit up front with Pete driving and Dick Helsing sits in the back seat looking angry.

DIE” CONTINUOUS

Rosalyn continues to sing and gets more intense as the music picks up.

Irving looks over to Pete nervously. Unsure of what’s going to happen.

DIE” CONTINUOUS

Rosalyn whips her head up and down, dancing manically through the house.

Rosalyn sits on the bed with Danny with clothes all over the place while smoking a cigarette.

Irving’s Caddy comes screeching up to the house and parks in the driveway. Irv get’s out and races inside.

Rosalyn is still sitting on the bed with Danny.

Rosalyn looks scared.

IRVING LOOKS DOWN AND SEES THE BOTTLE OF ROSALYN’S NAIL FINISH ON THE CAR SEAT -- HE PICKS IT UP, LOOKS AHEAD THROUGH WINDSHIELD SMELLS IT, WORRIED. Carmine glances over his shoulder anxiously at Dick Helsing in the back seat.

Irving is surprised to hear this.

A WHITE CANVAS BAG GARROTES OVER IRVING’S HEAD, FROM HELSING IN THE BACK SEAT.

DICK HOLDS A GUN TO THE BACK OF IRVING’S BAGGED HEAD.

Irving looks down to see Danny sitting there on the bed.

Irving ushers Danny out of the room.

Irving picks up Rosalyn’s clothes from the bed where there is an open suitcase, throws them back in the closet.

Irv continue to throw clothes back into the closet.

Irving reaches for his heart pills but they fall out of his hands and scatter on the floor. He bends down to grab them and almost falls. Rosalyn helps him up.

Irving coughs and steps back. Out of breath and very winded.

Dick pulls the bag off Irving’s head, his comb over is all messed up. IRVING GASPS. Pete and Dick LAUGH --

They LAUGH, Irving’s hair is all messed up.

Pete patches out. Irving and Carmine are a mess, shirts ripped open, no buttons, they look at each other VERY SHAKEN.

Rosalyn looks satisfied and points her finger at Irving.

Irving can’t believe what he’s hearing right now.

Rosalyn, very satisfied, reaches over the bed and grabs a book.

Irving incredulous, thinks to himself how to respond. Forces himself to say gently --

Irv is doing everything he can to hold it together.

Rosalyn gets up from the bed and walks over to Irving.

As he listens to words he has been saying himself for months, now spoken as Rosalyn’s idea.

Irving starts walking away towards the door.

The spare rhythmic intro of Jeff Lynne’s “Long Black Road” plays as Richie looks back over his shoulder and walks towards the building with intensity.

Brenda in her office.

Amado looking very pleased on the telephone.

Irving walks with Richie and Sydney up to an office building.

They walk into mob lawyer Simone's building.

On an old faded directory: 7TH FLOOR: ALFONSE SIMONE #701

THEY STAND TENSE IN ELEVATOR NOT SPEAKING.

They open door to large, spare reception area of Alfonse Simone’s law office. MIDDLE AGED SECRETARY looks up and picks up the phone.

NEARBY AT A SMALL TABLE SYDNEY IS FRISKED BY A BLACK MAN IN A SUIT, SHE SUSTAINS EYE CONTACT WITH IRVING AND RICHIE AS THEY ARE ALSO FRISKED BY ANOTHER MAN IN A SUIT ACROSS THE ROOM. -- THE CONTENTS OF SYDNEY’S PURSE ARE EMPTIED AND EXAMINED ALONG WITH HER PURSE. IT IS TENSE. SYDNEY STARES AT A NERVOUS RICHIE; THEIR MICROPHONES HAVE GONE UNDETECTED. “LONG BLACK ROAD” CONTINUES AS CAMERA FOLLOWS THE BACK OF THE THICK NECK OF THE MAN IN THE SUIT AS HE LEADS THEM DOWN A WINDING NARROW OFFICE CORRIDOR. IN ONE SHOT THE DOOR OPENS, JEFF LYNNE’S SONG SHIFTS TO A LIGHTER THAN AIR PIANO BREAK.

ALFONSE SIMONE- 64, BRONX, SEASONED LAWYER.

Alfonse Simone rises from behind his desk. A silent secretary sitting at his side in a white dress stares at our heros as Simone steps forward to introduce himself.

Edith walks up to him to shake hands. He shakes hands with Irving and Richie as well. Man in the suit closes the door behind them.

They sit in three chairs facing Simone’s desk: Sydney/Edith, Richie, Irving.

Simone sits behind his desk, the silent secretary sits just behind him slightly to the side, stares at Edith, Richie, Irving.

Simone slides a small pink piece of paper across the desk to them. Richie stares at the paper, but doesn’t touch it.

Richie motions with his hand to Edith that he agrees with Irving.

He stands, goes to the door.

Edith turns in her chair to face them in the doorway.

Edith locks eyes with Richie. Richie stares at Edith, waves Irving off with his hand.

Richie glances down at Edith and her handbag. PUSH IN ON A TINY MICROPHONE WE NOW SEE CLEVERLY BUILT INTO THE HANDLE OF EDITH’S GUCCI BAG.

RICHIE STARES AT SIMONE.

IRVING STARES AND SYDNEY LOOKS AT RICHIE.

A smile creeps across Richie’s face.

Richie picks up the phone to dial.

AMADO, STODDARD, BRENDA.

Amado writes it down and hands it to Brenda to call in.

Amado nods: victory. BACK TO:

Richie hangs up.

RICHIE SMILES, SYDNEY LOOKS AT IRVING, WHO LOOKS PREOCCUPIED. PUSH IN ON IRVING.

Richie and team start to walk out.

Richie, Edith, and Irving walk down the hall after leaving his office. Richie smiles as the opening of Bowie’s “The Jean Genie” momentously starts. Edith smiles as she walks down the hall followed by Irving. Richie puts his hand on the door knob to exit the hallway.

THE DOOR OPENS IN A TIMECUT, RICHIE IN SUNGLASSES, HIS JACKET IS OFF, HE BEAMS AND CELEBRATES AND EXHORTS A ROOM FULL OF FBI AGENTS, ADMINISTRATORS, SECRETARIES.

THE JEAN GENIE PLAYS ENERGETICALLY AS RICHIE CELEBRATES WITH EVERYONE, LIKE IN A LOCKER ROOM, HIS FIST IN THE AIR.

AMADO SITS IN HIS CHAIR WITH CIGAR IN ONE HAND AND DRINK IN THE OTHER. VERY EXCITED AND LAUGHING AS HE POINTS AT RICHIE.

Richie suddenly moves to the reel to reel surveillance tape and quiets the room, the music momentarily stops as we hear Alfonse Simone on the surveillance tape.

Richie joyfully lip synchs to the rhythm of Simone’s incriminating words on tape.

RICHIE THROWS HIS FIST IN THE AIR AND CHEERS, JOINED BY EVERYONE IN THE ROOM. BOWIES “THE JENE GENIE” COMES BACK LOUD.

179 RICHIE TURNS AND TWIRLS A WHITE HAIRED FBI AGENT IN 179 CELEBRATION, LAUGHING WITH JOY. THEN GOES OVER TO A SULKING STODDARD AND HUMPS HIM LIKE AT A FRAT PARTY, LAUGHING WITH EVERYBODY AT STODDARD’S STIFFNESS. STODDARD GETS UP AND RICHIE SMACKS HIS ASS AS HE LEAVES THE ROOM. RICHIE IMITATES STODDARD TO ROARING LAUGHTER -- TWICE.

THE MUSIC CRESCENDOS TO AN ABRUPT STOP.

Irving’s big blue car pulls up to the lens. Irving and Sydney looking a little uneasy.

Irving stares at the house.

Carmine stares at Irving.

Irving looks distressed. He’s a wreck.

Carmine stands up and looks around the room, disoriented, his life passing before his eyes.

CARMINE BEATS IRVING DOWN ON THE COUCH.

DOLLY WALKS IN.

Irving is in tears. Very upset.

Carmine picks up the knife the Sheik gave him.

He drops it on the table. Irving stares at his friend, removes his glasses.

Irving gets up to go and is pushed towards the door by Carmine. Dolly joins Carmine in tears. Carmine’s kids stand on the stairs.

Carmine points to his family.

183 Carmine lunges at Irving and punches him in the face. Irving 183 goes down to the ground and his glasses fly off his face.

CARMINE kicks him one last time.

Irving staggers out of the house in an emotional daze, one hand to his heart, falls to sidewalk with bloody nose and broken glasses --

SYDNEY ACROSS THE STREET BURST OUT OF THE CAR.

RUNS TO HIM IN HER HIGH HEELS -- HELPS HIM SIT UP ON THE SIDEWALK.

She digs through his pockets, finds the pills, and feeds one to him.

Sydney struggles to help Irving to his feet and together, an embattled but surviving couple, they cross the street arm and arm. She opens the door and helps him into the car.

She gets in and closes the door.

They both slump down on the seat, stare at each other, emotional, humbled. Sydney gently removes Irving’s broken glasses. They stare at each other, it is quiet.

They stare at each other.

She squeezes his hand, raises it to her lips and kisses it.

TILT UP FROM THE FLOOR OF THE OFFICE TO RICHIE, AMADO, AND STODDARD INTENSELY STARING AT THE DOOR FOR A CONFRONTATION, LIKE IN A WESTERN. THE DOOR OPENS AS IRVING AND SYDNEY ENTER AND STARE BACK AT THEM.

They all sit.

Richie stands by the window, stares angrily at Irving.

Irving looks at Sydney who looks back at him and shakes her head. She doesn’t know either.

AMADO AND STODDARD STARE INCRIMINATINGLY AT RICHIE.

205 SMASH TO: 205

FLASHBACK -- RICHIE KICKS OPEN THE DOOR OF LAWYER ALFONSE SIMONE’S OFFICE WITH A WARRANT IN HIS HAND AND TWO AGENTS BEHIND HIM.

Richie looks around disoriented, we cannot see what he sees yet.

MAN’S VOICE (O.S.) This is 701.

-- WE REVEAL THE VOICE BELONGS TO A BLACK ATTORNEY -- TWO BLACK CLIENTS ACROSS FROM HIM -- SEATED AT WHAT PREVIOUSLY APPEARED TO BE THE DESK OF LAWYER ALFONSE SIMONE.

RICHIE IS STUNNED.

Where we first saw Irving at the pool party.

Camera pans from Irving to Ed Malone:

Ed Malone holds up two packages of cold cuts. Also holding the cold cuts are the two that frisked everyone at Simone’s office.

Cut to Irving first meeting Sydney.

Ed Malone, dressed as Alfonse Simone, steps to camera to shake Richie’s hand.

Richie looks like he’s going to be sick.

Richie disoriented, appeals to Stoddard.

ELO’s “10538 Overture” reprises on the soundtrack.

Camera tilts down from the Federal Building to find Richie coming down the stairs, emotional. Richie walks wiping his eyes, his innocence and Edith, lost.

-REP. SANDERS SWARMED BY PHOTOGRAPHERS WALKING OUT OF BUILDING, ESCORTED BY FBI AGENTS.

-REP. SIMMONS ESCORTED OUT OF CITY HALL.

-REP. KESHOYGAN IS GRABBED AS HE APPROACHES HIS CAR IN A GROCERY STORE PARKING LOT WITH A BAG FULL OF GROCERIES.

-REP. O’CONNELL COVERS HIS FACE AS PHOTOGRAPHERS SWARM HIM AS HE’S ARRESTED OUTSIDE HIS HOUSE AS WIFE AND DAUGHTER LOOK ON.

CARL ELWAY IS CHELSEA HOTEL OFFICE IN HIS BATHROBE WITH HIS SECRETARY IN TEARS.

GREY HAIRED SENATOR HORTON MITCHELL, wife by his side, denies any wrongdoing and is photographed and humiliated as he then sits with her in a Federal car.

THE DOOR TO CARMINE’S CLAPBOARD HOUSE OPENS, CARMINE STANDS IN THE DOOR, STARES AT THE AGENTS, HIS WIFE AND CHILDREN IN TEARS STAND BEHIND HIM AS HE SERVED A WARRANT. CARMINE IS HANDCUFFED.

CROWDED FEDERAL BUILDING PRESS CONFERENCE - MANY FLASHBULBS AS STODDARD STANDS NEXT TO AMADO WHO MAKES THE ANNOUNCEMENT.

CAMERA PANS THROUGH CROWD TO FIND RICHIE IN THE WAY BACK, LEANING AGAINST A PILLAR. FADE TO WHITE ON HIS SOBERED FACE.

FADE IN FROM WHITE, PAN DOWN FROM WHITE SKY TO SCHOOLYARD, CHILDREN LEAVING ELEMENTARY SCHOOL. IRVING AND SYDNEY WALK UP TO THE SCHOOL TO PICK UP DANNY.

ROSALYN IN A NECK BRACE and off white trench coat and sunglasses -

Irving stares at Rosalyn.

Rosalyn gets in to a car, revealing Pete Musane in the driver’s seat. Irving leans in.

Irving starts to leave --

He stops and looks at her. With red lacquered nails Rosalyn places her favorite nail finish in his hand.

Irving nods. Rosalyn drives off with Pete.

Sydney stands with Danny.

Irving and Sydney walk hand and hand with Danny down the street. Irv drops the nail finish into a trashcan.

Irving and Sydney admire a piece of art on the wall.

Irving and Sydney sit in front of a banker asking for a loan.

SYDNEY PLACES THE NEEDLE ON THE RECORD PLAYING ON A TURNTABLE: DUKE ELLINGTON’S JEEPS BLUES, begins. SHE STARES ACROSS THE ROOM AT IRVING. IRVING STARES BACK HER.

CUT TO BLACK