FADE parked side by side. Three men



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A visually beautiful HIGH ANGLE SHOT of Downtown Philadelphia towards the start of an early December morning. MAIN TITLES PLAY OVER THIS SEQUENCE which culminates with A SERIES OF STREET SCENES…

These scenes should capture the rhythm of Spruce and Pine St. Streets, which are swarming over, with debonair people. Revolving doors of elegant new office buildings soaking up streams of super-charged Philadelphians, hooting for taxicabs, scampering for buses and to and from subways. Two men are fighting over over a taxicab, while a jam-packed bus is closing its doors in the face of a hacked-off budding passenger. A newsboy stands in front of Ninth St. Subway entrance. A newspaper is picked up by a young professional, carrying an accordion file under his arm in addition to his briefcase, then hands the newsboy a dollar bill, charging through the crowd with quick sureness.

CHARLES PALMA, a clean-cut, exquisitely dressed man, in a big rugged way without being what you would call a morning idol, clambers up the subway station stairs. CHARLIE is carrying a package wrapped in plain brown paper under his arm, and checks his watch every minute or so.


The area is totally deserted except for two trucks parked side by side. Three men are tossing boxes from one truck and loading them into a store. As the camera reaches a street intersection, a half dozen children come into scene. They are playing tag on the intersecting street which is given over to tenements, and others are having a snowball fight. 


CAMERA FOLLOWS CHARLIE as he is walking. It moves around CHARLIE and away from him at moments, and it the midst of all this, the children playing in the street regardless of consequences, a characteristic that illustrates one of the many differences between social classes, which is just a matter of distance in Philly. The kids are attracted to something. They all look down the street and then start running in the direction they have been looking. A few girls their age join them (a school bus, at some distance). The kids gather around topsy-turvy, as CHARLIE edges away from them, moving eastward. A child, falling into step with, grabs his coat. CHARLIE turns around, and CAMERA TRACKS with them in a CLOSE TWO SHOT.
CHARLIE is aware now. The child smiles with warmth, never taking his eyes off of him, as he hands him back his pack of cigarettes. CHARLIE withdraws his hand, while rummaging through his coat pockets, eyebrow raised ever so slightly in simple curiosity. CHARLIE opens the packet for a brief moment, and there is lively doubtfulness in his eyes. He wants to know more. 

(with an over-warm
Didn’t catch your name, kid.

It’s JJ.

CHARLIE is not totally convinced by his performance. He smiles skeptically, before he remarks.

Well, listen, JJ, you want a cigarette, 
you’re gonna have to steal it from your 
pop, just like the rest of us. 

Is that a threat or are you giving me
a piece of advice?

CHARLIE is quietly entertained JJ’S display of hurt self-esteem. 

(amused, but moved)
I don’t know, kid, maybe it’s just a 
mannerism. Now hand it over like the
good samaritan that you seem- and go
sin no more.

JJ tries to brazen it out, sneering, while he hands a scrunched up cigarette, from one of his pockets.

It was just a lousy cigarette…

CHARLIE, with another whimsical change of manner begins some sardonic clowning.

Hey JJ- you want a piece of advice?-
Should’ve kept the pack for yourself!

A fairly run-of-the-mill street at the height of the day’s activities. Prominent storefronts, such as butcher shops, bakeries, cleaners & dryers and bars, thrive in a typical lower-middle-class Italian neighborhood. 

CLOSE SHOT. CHARLIE holding in the fg. against the crowded sidewalks, through the congestion of chattering passersby, with the CAMERA STEADILY HOMING IN ON A SALUMERIA. 

Delicatessens hang down on the walls and windows, coiled with chaplets of garlic. FRANK PALMA, the owner, is flopping a chunk of beef onto the scale for the benefit of a customer. There are eight or nine other patrons in the store, all talking to one another. The movement is continuous, the tumult of the room is filled with the murmur of voices and the gentle insistence of a Frank Sinatra record could be heard in the background.

FRANK is a good-mannered, stout man of fifty-four. His charm lies in almost enduring good humor. He drops a leg of lamb onto the chopping block, reaches up for the cleaver hanging with the other utensils over the block and makes swift piercing cuts into the leg of lamb. He sets the cleaver aside, picks up the saw to finish the cuts as he chats with his customer, MRS. RIZZO. From inside, the sound of enthusiastic conversations. 

Morning, Miss Baxter – Morning, Miss
Robertson — Morning, Mr. Andrews —
Morning, Mr. Williams- Morning, Miss
Brewster – Morning, Mr. McAlester —
Morning, Mr. Pirelli — Morning, Mrs. 
Schubert — 

Got a full house, today, Frank?

(studying her)
It sure looks like it. Say, what did
you do to your hair?

Well, it was making me jittery, so I
sheared it off. Big mistake, huh?

I sort of like it…
CLOSER ANGLE. CHARLIE moves a quick step as he comes in through the front door, pausing as he sees that FRANK is involved with MRS. RIZZO. His reaction betrays some emotion. He is amused, but sympathetic. CHARLIE maneuvers his way to one side of the entrance way, and into a separate room, which shoots back behind the worktop. There is a routine, and almost mechanical exchange of hellos and good mornings, establishing that this is Charlie. He shuffles with ineffable hurriedness to his work station. 

Hey Frank, I’m inna bit of a hurry!

You’re next right now, Mrs. Marchesi.
(turning to CHARLIE)
Oh, Charlie-boy– I was just about to 
call you. I thought you were avoiding

And what gave you that idea?

(straightens up)
Thought you were locking me out, all
of a sudden.

The refrigerator room door opens, and a second butcher, BOB MITCHELL, comes out carrying a parcel of meat. CHARLIE feeds the attendance machine a small index card and punches it when the card gets stuck. FRANK’s remark is quietly well-mannered, but with emphasis:

If Bob punched that hard when he was
boxing, I would’ve made a few honest 


Say, what’s the matter with him

With a swift, direct glance at FRANK, BOB speaks with considerable power and twinkle of malice; watches CHARLIE for his reaction. MRS. RIZZO takes her package of meat. FRANK gathers up the money on the counter, turns to the cash register behind him to ring up the sale. MRS. RIZZO sidles up to the counter. 
You wouldn’t know it if I drew you a 
diagram — told you it’ll be a tough 
day when he finally learns the alphabet.

CLSOER TWO SHOT. BOB comes forward to greet CHARLIE, attempting to be cordial by shaking his hand. CHARLIE throws off a visible shudder. He will move off camera for a more viable use of the camera.  

What’s the matter? Isn’t there a 
‘hello’ in the crowd?

(waving his Kleenex
 like a white flag)
Give it a day or two, Bob. I’m still
sick — had this terrible cold – and
a fever – can’t seem to shake it off. 

Yeh got a cold, you go to a Turkish 
bath — sweat it out. 

That’s what I wanted to say, but I
couldn’t think of it.


CHARLIE hangs up his hat and raincoat, stows away the gloves and muffler. CAMERA stays on CHARLIE who seems heavy-hearted, almost absorbed, while putting on a butcher’s frock, while half-turning towards FRANK. Stay on him for a long moment…

Listen, I’m sorry about the mess in
the living room.  I meant to call – 
You see, Judith, she kept insisting
she could mirror Picasso. 
(a small pause, then:)
I’m sure it will wash off – it’s just

It’s not Picasso I’m calling about. I
wanted you to visit Gina and I didn’t
want her to think you were avoiding 
All I’m saying is that I’m a little
disappointed in you- gratitude-wise.

An abrupt, regrettable expression, tinged with sorrow, has come over CHARLIE’S face. He look down at the chopping block. 

Oh, I’m very grateful. You’ve made me
quite a busybody.

What gives, Charlie? You owe her that

There is a long pause. The telling-off has tugged at CHARLIE’S heartstrings and what follows will be an unrestrictedness of exchanges that will bring out the truth; the last thing either of them wanted to face. CHARLIE cannot possibly look at FRANK in this moment, yet he responds in a tenderly manner.

(NOTE: It is of utmost importance, as film-makers, to signal the
audience that we are intending to create a tense scene of high-drama, which will include CLOSE SHOTS.) 

Please don’t appeal to my sentimental 
side, dad. What do you want me to do?
Should I chain myself to her hospital

You got manners right out of a book,
Charlie-boy… Here!
(FRANK slices off a thin
 slice of salsiccia and
 offers it to CHARLIE)
Do me a favor – try this and see if
you think its alright. 

CHARLIE takes the slice of sausage and wolfs it. This gives everybody something to think about for a brief moment. This brings a reaction. 

You know something- if you sold life
insurance, I’d go for a policy in 
sixty seconds.

Well, now- that ain’t earning’ the 
family bread.

(starting to protest)
That’s right, talk your way out of it-
Suppose you listen to me– just for a 
minute — now, you’re not gonna like
what I have to say- 

I was sort of wondering when you were
going to open the subject. This whole
thing is more or less kaput — if yeh
ask me. 

Have you ever considered giving me the
chance to speak?

No, no. Let’s go through the gesture-

I’m shocked you don’t want to hurt my

Whatever you’ve got on your mind isn’t 
worth staying awake for.

CLOSE SHOT CHARLIE. Serious & introspective.

Got a call from the bank this morning-
that feller Chapman, that you said you
and him are like this — 
(crosses his fingers)
He said it’s out of the question. Good
luck getting him to play ball with us.

We made him and we can break him. Let’s
not think about it. We’ll give him some
time and maybe he’ll come around.

Swell. Let’s not think about it. That’s
a good start in the wrong direction. Do
you know, dad- sometimes I think you —
keep certain things from me. 

Well– for the life of me, Charlie, I
feel as if I’ve been brought before a 
hanging judge– Frankly, I don’t find 
that funny at all.

(with an edged anger)
It wasn’t meant to be.

(wry smile)
Now, wait a minute… what are you, a 
wise guy?

I’m just about fed up to the teeth is
all. I’m down to my last buck and you
talk to me like I’m some damn yokel–
Now I might have some sort of yokel 
appeal, but I sure ain’t a nit-wit —
(pressing him)
Do I look like one to you, dad?

BOB enter the FRAME briefly to break the jagged kind of fervency to the atmosphere. BOB is expostulating to CHARLIE & FRANK:

Let’s keep it down, fellas — no one 
wants to watch you two rough-house.

I don’t know how many hands you expect
me to have in this, or am I being too
ungrateful in telling you we got enough

No, you just don’t like being told you
are one.

FRANK turns to CHARLIE, who is still glowering.

You can’t take something like that away
from me- I earned my way around here —

Easy, Charlie.

FRANK reaches to grab CHARLIE’S shoulder. He breaks off abruptly, turning away with a sudden frown. 

(flinging FRANK’S
 hand aside)
Take your hand off me. You don’t get
to throw me to the wolves- You take
all a man’s money, it ain’t right. I
just didn’t think you’d do it to your
own son.  Why, I said to myself, why
would my father on my list of things-
-I’ll-never-understand, be leaving us
all out and not tell his own goddamn
family he’s going bankrupt, and used
his life savings to give Gina, what?-
fix, six more months!?

(slowly becoming aware
 of the depth of what 
 they are talking about)
I know how you feel, Charlie, but you
ain’t reading me buddy-boy! I’m being
left out- little things here and there-
nothing is forever- success or failure
it burns up and burns hot — and then 
it’s all gone – and I’ve done it for 
Gina- I’ve done it all for her- maybe
it’s my fault or not I was never able
to give you much- but this one thing-

For a moment, the sudden, thick hostility fills the air in the room. Nobody says anything. CHARLIE is soddenly preoccupied with his own thoughts. FRANK is shaken by CHARLIE’S words, while trying to bring his temper down.

Let’s not fumble for any excuses, not 
here and not now. It’s not modesty. I
don’t try to kid myself by commending
my selfish actions.
FRANK scowls at CHARLIE’S implied criticism, but there is something pleading in FRANK’S face. Perhaps a tint of regret?

I don’t like it any better than you
do, but I thought and thought and –
there ain’t any other way.

CHARLIE’S face, along with his whole body abruptly tightens to prevent a likeliness of breaking into tears, his face rigidly expressionless. CHARLIE remains nervously silent.

Your relationship with Gina- your deep,
close relationship with your daughter-
what would happen to it, do you think
if she knew the cheap trick you played
on me- for her benefit!?

FRANK stands in front of CHARLIE, his lips moving, but no words come out for a moment. There are tears in his eyes, and all the pain and
anguish inside FRANK are clear on his face.

(his voice rising, just
 a little from the
 suppressed emotion
 within him)
You have no right to say such things.

I have every right to putting it as 
bluntly as I wish- you’re too short
for that gesture. For heaven’s sake
you’ve worked thirty five years, day
and night to build it up for me, for
Gina and you know what she’d say? –
it’s desperation, that’s what it is-
She’d ask about Bob, she’d ask- she’d
ask about his family – and just what
are you going to tell her? That- that
somehow all of this is right?  It’s
wrong is what it is —  by a jugful,
this is wrong.

You bet your bottom dollar its right.

What did you think it would happen?
You thought they would open their
sympathetic arms for Frank Palma and
his dying daughter? 

It is said simply, inevitably, even innocently. It brings a frown to FRANK’S face and short silence. His reaction is to give CHARLIE a sharp smack across the face. CHARLIE takes an envelope out of the package, opens the flap, and regards its contents for a moment. His voice is matter-of-fact, and almost casual considering the nature of their conversation. FRANK is considerably disconcerted, but hides it with grace.

You know what, Charlie, I’ll say this
— maybe you know what you’re talking
about but if you ask me, you just talk
— but don’t say nothin’.

Well, I would give up, but as long as
we’re on the truth, I say let’s keep
lookin at it. Look at all the goddamn
literature you keep forwarding at my
house- final notice, final notice, a
lender, a second one —

(alternating with CHARLIE)
Jesus, kid– smart enough for lawyers,
aren’t you?

And what do you know? — a third one!
You didn’t talk to me, you wouldn’t 
tell me what’s wrong. I might’ve been
able to help! I might’ve been able to
pull you from the brink and save this
business (studying an envelope)
You know — I would’ve appreciated a 
Steinbeck instead of this– Looks to
me these fellas are getting a trifle 

No one can hold a candle to you anymore.
I mean, where did yeh suddenly get all
this wisdom?

Since you decided to gamble with our
futures and sink all of this into the
goddamn ocean and do a swan dive into
it, with me on your back.

CAMERA MOVES UP CLOSER to both men. The whole experience has depressed CHARLIE, and it shows on his face. CAMERA PULLS SLOWLY BACK so that we get the small, sordid feeling of the two men.

Listen, Charlie — we can’t lose our
heads and act like a mob. I had to do
this for her. Try to understand- try 
to show some empathy– 

Say, dad, d’yeh remember uncle George?
He used to tell this story — And I’ll 
be damned if it ain’t ironic. (pause)
Well I’ll tell you. A fellow goes to 
the bank one day for a loan, his child
was dying, you see, and he needed money
for medical treatment. The banker says
“We can’t loan you the amount you had
requested; in fact we can’t even loan 
you a penny… However, I’ll give you
fifty dollars for your watch,  if you 
can tell me which is my glass eye” —
The fellow says “Alright I’ll do that.
It’s the right one”. The banker says,
“That’s correct. But how did you know 
it was the right one?” The fellow says
“Well, it’s got more sympathy than the
other one.”


CHARLIE looks about conspiratorially, his eyes centering on FRANK, which is about to say something, but he stammers.

Chapman won’t show you any sympathy.