All the King's Men 1949

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All the King's Men 1949


 by Robert Rossen.
Based on a novel by Robert Penn Warren.
SHOOTING DRAFT, 1949.


Interior: Jack Burden's Desk, The Chronicle, Day

Jack Burden is looking over the morning edition of "The
Chronicle." He reads the society page. A man enters and leans
across his desk.

  MAN
 Burden! Jack Burden! The boss wants
 to see you.

He folds his paper, rises, and walks by the presses into
Madison's office.

Interior: Madison's Office, Day

Madison, the city editor, is correcting copy at his desk.

  MADISON
 Hey, Jack, ever hear of a fellow
 called Willie Stark?

  JACK
 No. Who'd he shoot?

  MADISON
 Oh, county... uh... treasurer, or
 something like that.

  JACK
 What's so special about him?

  MADISON
 They say he's an honest man. What I
 want you to do is to hop into your
 car...

  JACK
 Why, you promised me a vacation.

  MADISON
 Well, that can wait.

  JACK
 Yeah... but there's a... a girl I
 know.

He opens his newspaper to the society page and shows Madison
a photograph of Anne Stanton.

  MADISON
 Oh... Well, she can wait too.

Jack takes the paper back and looks at it.

  JACK
 The question is... can I?

  MADISON
 The answer is... get up there.

  JACK
 Right.
  (starts to go)
 Oh... uh... what did you say his
 name was?

  MADISON
 Who?

  JACK
 The fellow's name.

  MADISON
 Oh, the... uh... Stark... Willie
 Stark.

Madison goes on with his work.

  JACK
  (as he leaves)
 Willie Stark...

      DISSOLVE TO:

Exterior: Kanoma City, Day

As Jack Burden's jalopy pulls up before the Kanoma County
Courthouse of this back-country, one-street small town.

  JACK
  (voice over)
 I found him in Kanoma City. A typical,
 hot, dusty, backwoods county seat.

He gets out of the car, and notices a crowd of people gathered
around a platform in the town square. As he walks over the
begins to hear the words that Willie Stark is speaking.

  WILLIE
 ...to lie to them in order to line
 their own dirty pockets with the
 taxpayers' money. When have the
 citizens of Kanoma County ever
 witnessed a campaign like this? Why
 is the opposition so anxious to defeat
 me? Why have they used every dirty
 method known to make sure I'm not
 elected county treasurer? Well, I'll
 tell you why...

A man in shirt sleeves and suspenders, Tiny Duffy, comes out
of the local poolroom, listens for a moment to Willie's
speech, and signals to two uniformed men to go over and break
up the gathering.

Jack Burden stands close to the platform, next to Willie's
son, Tom, who waits patiently to distribute handbills.

  WILLIE
 ...Because they're afraid of the
 truth... and the truth is this.
 They're trying to steal your money.
 Yeah, I said steal. The county
 commissioners rejected the bid on
 the schoolhouse. Why? Well, they'll
 tell you their reason is the job
 will be done better. The county
 commissioners would have you believe
 that they're interested in public
 welfare. They're interested in
 welfare, sure. But it's their own.
 Let's look at the reason in the light
 of the facts and the figures. That
 brick factory is owned by one of the
 commissioners. That same brick factory
 uses convict labor.

The sheriff and his deputy push through the crowd.

  SHERIFF
 Sorry, Willie, you'll have to move
 on.

  WILLIE
 Why?

  SHERIFF
 City Ordinance Number One-Oh-Five:
 more than five people congregating
 is disturbing the peace.

  WILLIE
  (ignores him)
 If you folks'll be so kind as to
 read these handbills, my boy will
 pass them out among you.

  SHERIFF
 There's an ordinance against that
 too.

  WILLIE
  (his face grim)
 Pass 'em out, Tom.

The sheriff pushes Tom back, grabbing the handbills out of
his hand. Willie jumps down off the platform.

  WILLIE
 Let him alone!

The sheriff collars Willie, then notices Jack on the platform
snapping a picture.

  SHERIFF
  (to deputy)
 Get that camera! Willie, you're under
 arrest.

He takes Willie by the arm and leads him away. The crowd
follows them to the courthouse. Tiny Duffy wipes the sweat
off his neck and goes back into the poolroom.

      DISSOLVE TO:

Interior: Kanoma City Poolroom, Day

Two of Duffy's men, Pillsbury and a local commissioner, are
playing pool as Jack enters.

  JACK
 Where can I find Tiny Duffy?

  PILLSBURY
 Right over there, mister.

He walks over to Duffy. Some townspeople, who followed him
there, gather around him to listen.

  JACK
 Uh, they told me I could get my camera
 back here.

  DUFFY
 Who told you that?

  JACK
 People. Can I?

  DUFFY
 You the reporter that's been snoopin'
 around town?

  JACK
 Are you Tiny Duffy?

  DUFFY
 What paper?

  JACK
 Chronicle.

  DUFFY
 You sure come a long way to stick
 your nose into other people's
 business.

  JACK
 That's true... Only my boss on the
 paper can't see it that way.

  DUFFY
 It ain't any of his business either.

  JACK
 Whose business is it?

  PILLSBURY
 Them as is tendin' to it. County
 commissioners that the voters of
 Kanoma County elected to tend to
 their business and not take no buttin'
 in from nobody.

  JACK
 You a commissioner?

  PILLSBURY
 Yeah. Name's Pillsbury. Dolph
 Pillsbury.

  2ND COMMISSIONER
 Me too. I'm a commissioner too.

  JACK
 Who isn't a commissioner?

  DUFFY
 He's the head man.

  JACK
  (to Pillsbury)
 Then you're in a position to know
 where --

  DUFFY
 He's in a position to know nothin'.
 And to say nothin'.

  JACK
 I thought you said he was head man?

  DUFFY
  (smiling)
 He uses my head.

  PILLSBURY
  (laughing loudly)
 Oh, Tiny, you're a card... Ain't he
 a card? Yeah, he's a card... Now,
 who thought up those city ordinances
 about arresting someone for making a
 speech?

  DUFFY
 Who's arrested? Nobody's been
 arrested.
  (looks toward the
  door)
 Hi, Willie.

Willie enters, accompanied by the sheriff and his deputy.
The others in the room, including Sugar Boy in his bartender's
apron, step aside to let him pass through.

  PILLSBURY
 Hi, Willie.

  DUFFY
  (to Sheriff)
 Did you apologize to Willie?

  SHERIFF
  (mumbles)
 Yeah, I apologized to Willie.

  DUFFY
 Did you give him his handbills back?

  SHERIFF
 Yeah, I gave 'em back.

  DUFFY
 Give him back his flag and his bag
 and...
  (points to Jack)
 give this man his camera.

  WILLIE
 I'm going to be on that same street
 corner tomorrow, Mr. Duffy.

  DUFFY
 You go right ahead, Willie. We all
 believe in free speech. We got to...
 it's in the Constitution.

  WILLIE
 My boy is out distributing those
 handbills now.

  DUFFY
 It's a free country, Willie. If you
 can convince the people to vote for
 you... you go right ahead.

  WILLIE
 What did you want to see me about,
 Mr. Duffy?

  DUFFY
 I wanted you to meet a fella came
 all the way up from the state capital
 to meet you. A reporter. Wants to
 write you up... maybe put your picture
 in the paper.

  WILLIE
  (turns to Jack)
 I'm happy to know you, sir.

  JACK
 Burden's my name... Jack Burden. Can
 we go somewhere where we can talk?

  DUFFY
 Now that ain't polite. Don't you
 want to hear both sides of the story?

Jack examines the camera that has just been returned to him.

  JACK
 I know your side.
  (finds the plate
  missing)
 What happened to the plate your men
 took from my camera?

  DUFFY
 Must have dropped out. Oh, come on,
 fellas, let's relax. It's a hot day...
 Hey, Sugar Boy...

  SUGAR BOY
 Yeah?

  DUFFY
 Bring some cold beer for the boys.

  WILLIE
 None for me, thank you kindly.

  PILLSBURY
 Now you know Willie don't drink,
 Tiny. His wife don't favor drinking.
 And Willie's the teacher's pet, ain't
 you, Willie?

  WILLIE
 I'll have some orange pop if you
 don't mind.

Duffy roars with laughter.

  DUFFY
 Orange pop! All right, Sugar Boy.
 Bring him some orange pop.

  SUGAR BOY
  (stutters)
 Th-th-the p-p-pop's s-s-sold out.

  DUFFY
 Did you hear that, boys? The p-p-
 pop's s-s-sold out.

They all laugh.

  PILLSBURY
 Now ain't he a card?

  WILLIE
  (his face hard)
 He stutters, Mr. Duffy, but you...
 you don't say anything.
  (to Jack)
 Let's go, mister.

They turn and go out.

      DISSOLVE TO:

Exterior: Dirt Road, Day

Jack is driving Willie home to his farmhouse. They pass a
farmer and his family walking by the side of the road. Willie
smiles and waves to them.

Exterior: Stark Farmhouse, Day

As the car pulls into the drive we see Pa Stark in his rocking
chair on the porch, and Lucy, who stands at the top of the
steps, waiting to welcome Willie.

  WILLIE
  (as they go up the
  steps)
 This is my wife, Lucy, Mr. Burden.

  JACK AND LUCY
 How do you do?

  WILLIE
 That's my pa.

Jack reaches out to shake his hand.

      DISSOLVE TO:

Interior: Stark Farmhouse, Night

Willie finishes chewing his food, pats his mouth with a
napkin, and pushes his plate back.

  WILLIE
 Now we'll talk.

Camera pulls back to include Jack, Lucy, and Pa, all seated
around the dinner table.

  JACK
 You've been talking for a long time,
 Mr. Stark.

  PAPPY
 Willie's got a lot to say.

  LUCY
 You sleepy, Pappy? You want to have
 a nap?

  PAPPY
 No, I want to hear it.

Lucy gets up and turns on a light in the kitchen.

  LUCY
 I'm worried about Tom. It's getting
 dark. He should have been home.

  WILLIE
 He's a strong boy. Don't worry about
 him. He can take care of himself.

  JACK
 How old is the boy?

  WILLIE
 Fifteen.

  JACK
 How long have you been married?

  WILLIE
 Nine years.

Willie grins at Jack's look of surprise. Lucy comes back
into the room.

  LUCY
  (laughs)
 He was a neighbor's boy. They were
 poor folks. Both died. I couldn't
 have any children, so... He's a good
 boy.

  WILLIE
 Oh, he's the best. I couldn't love
 him any more if he was my own flesh
 and blood.

  JACK
  (to Lucy)
 And now you, Mrs. Stark?

  LUCY
 Oh, there isn't very much to tell
 about me.

  JACK
 How did you meet?

  LUCY
 I was teaching school and one day a
 pupil walked in. It was Willie. I
 couldn't have a grown man in the
 class and Willie wanted to learn so
 badly... so I married him.

  JACK
 Is that the only reason?

  LUCY
  (pressing Willie's
  arm)
 Except that I loved him.

  WILLIE
 Get the coffee, Lucy.

She goes back into the kitchen.

  JACK
 When did they fire you, Mrs. Stark?

  LUCY
  (as she serves the
  coffee)
 A couple of weeks ago. I'd been
 teaching for a long time and nobody
 ever said I wasn't all right. But I
 don't care. I don't want to teach in
 a schoolhouse that they built just
 so somebody can steal some money.
 And Willie doesn't want to be
 Treasurer, either, if he has to
 associate with those dishonest people.

  WILLIE
  (glumly)
 I'm going to run. They can't keep me
 from running.

  JACK
 If you don't mind the truth, Mr.
 Stark, you haven't much of a chance.

  WILLIE
 I'm going to run. They're not going
 to kick me around like I was dirt.

  LUCY
 I don't care if Willie loses... just
 so he gets the truth to the people.
 Isn't that true, Willie?

Willie is silent. Jack looks at him.

  LUCY
 Isn't it, Willie?

  WILLIE
 Hmmm?... Yeah, yeah, sure, that's
 right.

  LUCY
 Well, if you lose you can give a
 little more time to studying your
 law books.

  JACK
 Oh, you studying law too?

  WILLIE
 By myself, at night.

  PAPPY
 Willie's a smart boy.

  WILLIE
 If I ever find the time I'm going to
 take a course at the university.

The door opens slowly and Tom comes in from the porch. His
clothes are torn and his face is dirty and bloody. He still
carries some of the handbills. They rise to their feet and
cluster around him.

  LUCY
 What happened, Tommy boy? What's the
 matter?

  TOM
  (head down, muttering)
 I gave out the handbills, Pa.

  WILLIE
 Speak up. Speak up.

  LUCY
 Let him tell it his own way. Go on,
 Tommy.

  TOM
 This time they were waiting for me.
 They took them away from me. Threw
 them in the dirt and beat me up. I
 brought some of them back.

  WILLIE
  (pats him on the back)
 Good boy. Have you eaten yet, Tom?

  LUCY
 Let him wash up first.

As Tom and Pappy go into the other room, a rock comes crashing
through the front window, shattering the glass. Willie, his
face filled with anger, throws open the door and stalks out
onto the porch. Jack stands at the door, watching Willie
shout into the darkness around him.

  WILLIE
 I'm going to run... and you're not
 going to stop me. I'm gonna run even
 if I don't get a single vote.

       FADE OUT

FADE IN:

Interior: Jack Burden's Desk, Day

Jack's fingers type out a story, the last line of which reads
"an honest man with courage." He pulls the sheet out and
hands it to Madison.

  JACK
 Here you are... the last of the Willie
 Stark articles. Now can I go?

  MADISON
 Yes. You've earned your vacation.
 You've been writing these like you
 really mean them.

Jack rises and walks toward the door.

  JACK
 I do.

      DISSOLVE TO:

Exterior: Ferry To Burden's Landing, Day

Jack's car is ferried across the bay to the slip of Burden's
Landing.

  JACK
  (voice over)
 I hadn't been home in a long time.
 Only a hundred and thirty miles from
 Kanoma City. It was separated from
 the mainland by a body of water. For
 the first time I wondered if it wasn't
 separated by more than that.

      DISSOLVE TO:

Exterior: Mrs. Burden's Home, Day

As Jack arrives, Mrs. Burden and her husband, McEvoy, are
seated at a lawn table near the boat landing.

  JACK
 Hello, Mother.

She runs forward to meet him.

  MRS. BURDEN
 Floyd, Jack's home. Oh, he looks
 fine... doesn't he look fine?
  (to Jack, coquettishly)
 How do I look, Jackie boy?

  JACK
 You look beautiful, Mother.

  MRS. BURDEN
 I've got so many things planned for
 you... parties and... it'll be just
 like old times. But first, let's
 have a drink.

  MCEVOY
 Can't that wait until this evening?

She goes ahead and pours the drinks.

  MRS. BURDEN
 Floyd... honey... my son's home.

  MCEVOY
 How long do you plan on staying?

  JACK
  (coldly)
 Two or three weeks. If that's all
 right with you.

  MRS. BURDEN
 I'm sure your father would be --

  JACK
 Stepfather, Mother.

  MRS. BURDEN
  (reproachfully)
 Now, Jackie... here we all are. Floyd,
 Jackie, myself.
  (raises her glass for
  a toast)
 To the best time we've ever had
 together.

  JACK
 Yes, Mother.

They drink. Mrs. Burden gulps hers down avidly. Jack looks
at her and then at McEvoy.

  JACK
 Excuse me... I...

He turns and walks back toward the shore. He boards a small
motorboat and heads toward a house that can be seen across
the water.

      DISSOLVE TO:

Exterior: Stanton Home (Burden's Landing), Day

As the boat approaches the shore. Adam Stanton reaches down
and pulls the boat up on land. He throws his arm around Jack,
and the two climb the hill toward Judge Stanton, who stands
waiting to greet him.

  JACK
 Dr. Stanton, I presume.

  STANTON
  (laughing)
 Is my shingle showing?

  JUDGE
 Good to see you, boy. Very good.

  JACK
 Good to see you, Judge. How have you
 been? What have you been doing?

They walk back together to the patio tables.

  JUDGE
 Oh, just sitting here... waiting for
 all of you to come home. You know,
 when a man starts to get old his
 eyes stray and play funny tricks on
 him. As I watched you in that boat I
 thought sure I saw a boy of twelve
 with a fishing rod in his hands. And
 I was sure the first thing he'd say
 would be...

Jack catches sight of Anne Stanton walking down the path. He
runs to meet her. As they embrace, he looks back at the Judge.

  JACK
 Do you mind if I kiss your niece,
 sir?

He kisses her, and they turn and walk away.

      DISSOLVE TO:

Exterior: Tennis Court (Burden's Landing), Day

Anne gracefully returns a ball to Jack, then runs to embrace
him at the net. Adam, seated near the court, smiles
approvingly.

      DISSOLVE TO:

Exterior: Gulf (Burden's Landing), Morning

Jack and Judge Stanton in a rowboat, on their way to do some
duck hunting.

      DISSOLVE TO:

Exterior: Gulf (Burden's Landing), Day

Adam is at the wheel of his sailboat, with Jack and Anne
behind him.

      DISSOLVE TO:

Interior: Stanton Living Room (Burden's Landing), Night

A party in the Stanton living room. Adam plays the piano. He
plays a waltz. Jack and Anne hold each other tightly as they
move among the other couples.

      DISSOLVE TO:

Interior: Burden Dining Room, Night

A formal dinner, attended by Jack and Anne, Mrs. Burden and
McEvoy, Judge Stanton and Adam. Mrs. Burden is proposing a
toast.

  MRS. BURDEN
 To all the good times we've had
 together at Burden's Landing. And
 especially to this one. Because my
 son's home.

  JACK
 Thank you, Mother. Thank you very
 much.

  MRS. BURDEN
 Monty, Anne and I have been discussing
 Jack's career. What do you think he
 ought to go in for? Shall he be a
 lawyer, doctor...

Jack looks at Anne.

  ANNE
 We were just discussing whether you
 should...

  JACK
  (to his mother)
 I like what I'm doing, Mother.

  MCEVOY
 You do very well at it. I read your
 articles about this fellow... Willie
 Stark. Very convincing... Too
 convincing for my tastes.

  JACK
 A lot of people like them.

  MCEVOY
 A lot of people are fools. Articles
 like that shouldn't be permitted.
 They only tend to incite people.

  JACK
 What are you afraid of?

  STANTON
 I thought they were very good. I was
 proud of you, Jack. I was particularly
 interested in Stark's ideas on health
 and medicine. You know the conditions
 at the hospital I work in. They're
 intolerable. I'd like to meet this
 Willie Stark. He sounds like an honest
 man.

  MCEVOY
 Honest man? This state is full of
 these log-cabin Abe Lincolns with
 price tags on them. The louder he
 yells the higher his price.

  JACK
 You think you can buy anything, don't
 you?

  MCEVOY
 Yes, don't you?

There is a silence. Then McEvoy turns to the Judge.

  MCEVOY
 What do you think, Judge?

  JUDGE
 I think this state could stand a few
 changes.

  MCEVOY
  (his face white)
 Well, I'll tell you what I think --

  ANNE
  (quickly)
 Oh, please... let's not talk politics.

  MRS. BURDEN
 Anne is right. I absolutely forbid
 any more of it. I know what we need,
 we need another toast.
  (to the Judge)
 You propose it, Monty... you're so
 good at it.

The Judge picks up his glass and stands up.

  JUDGE
 To the young people... to Anne, to
 Jack, to Adam... To what lies before
 them. To the world they'll make...
 in spite of the mistakes we've made.

  MCEVOY
  (rising)
 The mistakes you've made, not me.
 You're all still pretty high and
 mighty, aren't you? You all think
 this state needs a change. You don't
 like the way it's run. Well, who's
 going to run it? Willie Stark? The
 Judge?
  (to Jack)
 You? You can be bought too. As a
 matter of fact you have been. And
 with my money.

Jack's answer is to throw his liquor in his stepfather's
face. There is a pause. McEvoy wipes the liquor off with his
handkerchief.

  MCEVOY
  (slowly)
 That's a waste of good liquor.
  (looks at Mrs. Burden)
 Your mother wouldn't approve.

Jack turns and leaves the room.

  MRS. BURDEN
 Jack...

She hurries after him.

Exterior: Veranda, Night

As Mrs. Burden comes out after Jack. Anne stands in the
doorway.

  MRS. BURDEN
 Jack... you go back in and apologize.

  JACK
 Apologize? I'd rather die.

  MRS. BURDEN
 I've got to live with him.

  JACK
 Well, I don't. Neither do you. You
 don't love him, Mother. You never
 did.

  MRS. BURDEN
 Son, don't spoil anything now... He
 can help you.

  JACK
 I can get along without him. You
 need this house. And the parties.
 And the cars and the clothes and the
 lies. I don't. It's the truth, Mother,
 face it. For once in your life, face
 it.

Mrs. Burden appeals to Anne.

  MRS. BURDEN
 Anne, please... please make him
 understand.

Anne says nothing. Mrs. Burden goes back into the house.

      DISSOLVE TO:

Interior: Stanton Living Room, Night

Anne and Jack sit alone in the room, beneath the portrait of
the old Governor Stanton.

  JACK
 Anne, Burden's Landing is a place on
 the moon. It isn't real. It doesn't
 exist. It's me pretending I live on
 what I earn. It's my mother trying
 to keep herself young, and drinking
 herself old doing it. It's you and
 Adam living in this house as though
 your father were still alive. It's
 an old man like the Judge dreaming
 of the past... Anne, come away with
 me.

  ANNE
 And do what?

  JACK
  (rises impatiently)
 And live in a shack and eat red beans.
 Anne, what do you want me to do?

  ANNE
 Oh, Jack, Jack, you haven't been
 sure. You've gone from one thing to
 the other... a year at law school,
 and now this job as a reporter...

  JACK
 Are you afraid I can't make a living?

  ANNE
 Oh, no, Jack, it isn't that. I don't
 care about the money. It... it's
 just that I... I want you to be
 something.

  JACK
 What is it you want me to be?

  ANNE
 I don't know. It's just that I want
 you to be... to do... something
 important.

Jack looks up at the portrait of Governor Stanton.

  JACK
 Like your father. All right. I'll
 run for governor.
  (pause)
 Anne, I'm sorry. I'm sorry I said
 that.

  ANNE
 All right, Jack. I'll go away with
 you. I'll do anything you want me to
 do.

They kiss.

  JACK
 Anne, I've wanted you to say that
 more than anything in the world, and
 now that you've said it... Anne, I
 guess you were right. I'm not sure
 of anything, including myself. I'm
 not sure I could live up to the...
  (looks again at the
  portrait)
 Anne, wait for me. Please wait for
 me.

  ANNE
 I'll wait for you.

      DISSOLVE TO:

Interior: Madison's Office, Day

Madison is at his desk as Jack enters.

  MADISON
 Hello, Jack. Cut your vacation short,
 didn't you?

  JACK
 Yeah.

  MADISON
 By the way, Jack, the fellow you
 wrote the articles about... uh...
 Stark.

  JACK
 Yeah?

  MADISON
 He lost.

  JACK
 Well, I guess that's the end of Willie
 Stark.

He turns around and walks off toward his desk.

       FADE OUT

FADE IN:

Interior: Stark Farmhouse, Night

Lucy and Willie are seated together at the table. Willie has
his law books open before him.

  WILLIE
 ...Measure of the damages is caused
 by...

  LUCY
  (prompting)
 A breach...

  WILLIE
 A breach...

  LUCY
 Of an agreement...

  WILLIE
 Of an agreement...

  LUCY
 To sell personal property...

  WILLIE
 To sell...
  (slams the book shut)
 Oh, two years of this.

  LUCY
  (leaning over to him)
 Oh, go on, Willie, go on.

He opens the book again.

      DISSOLVE TO:

Interior: Willie's Law Office (Kanoma City), Day

Willie positions the framed diploma on the wall. The camera
pulls back to show Tom and Lucy, looking on.

  WILLIE
 Willie Stark... Bachelor of Law...

      DISSOLVE TO:

Exterior: Kanoma City Farm, Day

Close shot of Willie, talking to a farmer.

  WILLIE
 If you'll just let me take your
 case...

      DISSOLVE TO:

Exterior: Farm, Day

Willie walks beside a farmer who is plowing his field.

  WILLIE
 Really, I'll wait for my fee. Just
 as long as you want me to.

      DISSOLVE TO:

Interior: Willie's Law Office, Night

Through the window, on which is printed "Willie Stark:
Attorney at Law," we see Willie, alone, pacing back and forth
in his office.

  LUCY'S VOICE
 Go on, Willie, go on.

  WILLIE'S VOICE
 They're not going to kick me around
 like I was dirt.

  LUCY'S VOICE
 If you lose you can give a little
 more time studying your law books.

  WILLIE'S VOICE
 I'm going to be on that same street
 corner tomorrow, Mr. Duffy!

  DUFFY'S VOICE
 By all means. Free speech, free
 country, Willie.

  WILLIE'S VOICE
 That brick factory is owned by a
 brother-in-law of one of the
 commissioners. The county
 commissioners rejected the low bid
 on the schoolhouse.

Willie crumples a piece of paper in his hand and tosses it
against the window.

      DISSOLVE TO:

Exterior: Schoolhouse (Kanoma City), Day

A plaque on the school wall reads KANOMA CITY GRAMMAR SCHOOL

Interior: Schoolroom, Day

Teacher faces her class. The clanging of a fire bell is heard.

  TEACHER
 All right, children, this is a fire
 drill.

The children rise and start to march out of the room in double
file.

  TEACHER
 Remember now, walk quietly.

Exterior: Schoolhouse, Day

The children's feet, as they climb down the fire escape.
Camera pans past children to an iron rod supporting the fire
escape. The brick around the rod starts to crumble and it
rips loose. The children scream out in fear and agony.

      DISSOLVE TO:

Exterior: Cemetery, Day

The whole town is there. Willie Stark, Lucy, Tom stand
modestly in the background. Quiet sobbing is heard as the
minister reads from the Bible. When he finishes the prayer,
he walks past the line of mourners, shaking their hands. The
ceremony is over. As they start to go, a man spots Willie,
goes over to him, and lifts Willie's arm in the air.

  MAN
 Oh, Lord, I'm punished for voting
 against an honest man.

This sudden action brings response; women begin to cry and
people push their way forward to grab Willie by the hand.

  VOICES OF THE MOURNERS
 God bless you, Willie. If we had
 only listened to you, Willie. You
 were right, Willie. Let me shake
 your hand, Willie. We should have
 listened, Willie. You were right all
 the time.

On Willie's face is the realization that something important
has happened to him.

      DISSOLVE TO:

Interior: Stark Farmhouse, Night

An article is pasted in a scrapbook. It reads: "VOICE IN THE
WILDERNESS. Recent school tragedy is a potent reminder that
a man named Willie Stark..." A hand draws a pencil underneath
the name.

  WILLIE'S VOICE
 A voice in the wilderness. A man
 named Willie Stark...

Camera pulls back to show Willie at the table busy with his
scrapbook. He looks up at Lucy.

  WILLIE
 How about that, Lucy, that's me.

She looks at him, unsmiling, and sits down to help him clip
various articles from other papers.

      DISSOLVE TO:

Interior: Stark Farmhouse, Night

A series of clippings are being pasted in the scrapbook.
They read:

A. SCHOOL VICTIMS SUE COUNTY: STARK FILES DAMAGE SUIT

"Will prove graft cause of tragedy," says Attorney Stark.

B. CITIZENS COMMITTEE FORMED

Draft Stark to lead fight to rid state of graft.

C. CITIZENS COMMITTEE DEMANDS STATE-WIDE INVESTIGATION

D. Large photograph of Willie. Under it, the caption: RURAL
AREAS IN REVOLT

      DISSOLVE TO:

Interior: Madison's Office, The Chronicle, Day

The clippings are spread out on Madison's desk. He looks up
at Jack.

  MADISON
 Get up there. Get up there fast.
 Your friend, Willie, is hotter than
 a firecracker.

Jack starts toward the door.

  MADISON
 Stay there with him.

      DISSOLVE TO:

Interior: Harrison's Political Headquarters (State Capital),
Day

A politician points to a map on the wall.

  POLITICIAN
 Look, before this Kanoma City business
 we had this whole area tied up. Now
 we're losing to Hickville.

Camera pulls back, revealing the candidate, Harrison, Tiny
Duffy, and a woman, Sadie Burke.

  POLITICIAN
 We must find a way to split that
 vote.

  HARRISON
 Well, all I know is, the way it is
 now it looks like I'm not going to
 win.

  POLITICIAN
 I know a way... find a dummy.

  SADIE
 Find a dummy.
  (looks at Harrison)
 That's what we've got.

  POLITICIAN
 A guy from the sticks... strong enough
 to grab some votes and dumb enough
 not to ask questions.

  DUFFY
 If you want to listen to a boy from
 the sticks, I know just the guy.

They crowd around to listen.

      DISSOLVE TO:

Interior: Stark Farmhouse, Day

Jack sits at the dinner table, with Willie and Lucy. Tom
stands next to Willie. Pappy dozes in his chair.

  JACK
 No more politics, eh, Willie?

  WILLIE
 No, I worked too hard in my time to
 get there. I think I'll just go on
 practicing law and make a little
 more money.

  JACK
 The question I'd like to know is,
 why all the speeches you're making
 around the countryside?

Willie is about to answer when he hears the sound of
approaching cars.

  WILLIE
 Wonder who that is?

He goes to the window, and we see a big black limousine
turning into his drive. He opens the door and waits as Sadie,
Duffy, Dolph Pillsbury, and other politicians climb the steps
to meet him.

  DUFFY
 Brought some people all the way up
 from the state capital just to meet
 you.
  (turns to others)
 Folks, I want you to meet Willie
 Stark, the next governor of our state.

Willie, Lucy, and Tom beam happily. Jack looks skeptically
at Sadie, whose only reaction is to smile, politely.

      DISSOLVE TO:

Exterior: Country Road, Day

Close shot of three posters on a billboard. They read ELECT
JOE HARRISON (HAPPY JOE) GOVERNOR FOR GOVERNOR ELECT McMURPHY
WILLIE STARK FOR GOVERNOR.

The camera pans to the road, where an old Model T comes
bouncing along. As it passes we see a poster stuck on its
back: WILLIE STARK -- GOVERNOR.

Exterior: Railroad Station, Day

Willie Stark walks out on the platform at the rear of the
train and talks to some of the townspeople who have gathered
at the station.

  WILLIE
 Folks, if you'll just bear patiently
 with me for a couple of minutes, I'd
 like to tell you what this state
 needs. It needs a balanced tax
 program. Now I'd like to give you
 the facts and the figures.

Some of the townspeople start to move away.

      DISSOLVE TO:

Interior: Train, Day

As the train pulls away from the station, Willie turns around
to Jack.

  WILLIE
 How did it sound, Jack?

  JACK
 Fine, Willie, fine.

  WILLIE
  (alarmed)
 Say... I forgot to send a telegram
 to Lucy... Conductor!

Jack and Sadie exchange looks.

      DISSOLVE TO:

Interior: Train Club Car, Day

Willie, jacket off, works over a speech with Duffy as
Pillsbury and Sadie look on.

  WILLIE
 Now right here... right here I'd
 like to add something about last
 year's taxes... eh?

  DUFFY
 I wouldn't add a thing. Just give
 them the facts.

  PILLSBURY
 Yeah... and the figures.

  DUFFY
 Great speech.

Sadie sips her drink.

      DISSOLVE TO:

Exterior: Street Corner (Upton), Day

Willie stands on a platform, next to an American flag, reading
from his prepared speech.

  WILLIE
 What this state needs is a balanced
 tax program. Last year, last year
 the state claimed to have spent on
 roads...

Sadie turns and walks away, no longer able to listen. Jack
follows her toward the hotel.

Interior: Hotel Lobby (Upton), Day

As Jack and Sadie cross the street, enter the lobby, and sit
down next to the front window. We can still see Willie and
his small street-corner audience in the background.

  JACK
 Do you mind if I sit with you, Sadie?

  SADIE
  (shrugs)
 Stand... sit...

  JACK
 Thanks... Tell me, what are you on
 this merry-go-round for?

  SADIE
 I take notes.

  JACK
 For whom?

  SADIE
 For those who pay me.

  JACK
 Which is.

  SADIE
 People.

  JACK
 Smart people.

  SADIE
 Oh, yeah. Anybody that pays me is
 smart.

  JACK
 You don't have to be smart to frame
 a guy like Willie Stark.

  SADIE
 No. No, brother, you don't.

  JACK
  (lights a cigarette)
 It is a frame, isn't it?

  SADIE
 Why don't you give me a cigarette?

  JACK
  (gives her the pack)
 To split the vote and win the election
 for Harrison, huh?

  SADIE
 If you know, why do you ask?

  JACK
 I just want to make sure.

  SADIE
 Yeah.

  JACK
 Look, why don't you tell the boys
 back home to save their money. Willie
 couldn't steal a vote from... from
 Abe Lincoln in the Cradle of the
 Confederacy.

  SADIE
 I wish the poor... had enough sense
 to have somebody give him a good
 greasing for the beating he's going
 to get. 'Cause this way all he gets
 out of it is the ride.
  (looks at Willie
  through the window)
 Hey, those speeches! Ain't they awful?
 Ain't they just plain awful? Question
 to you: if somebody told him he was
 a sucker, do you think he'd quit?

Willie has just finished his speech and is on his way over
to the hotel.

  JACK
 I don't know, Sadie. I really don't
 know.

  WILLIE
  (as he comes into the
  lobby)
 Did it sound all right, Mr. Burden?

  JACK
 Fine, Willie, fine.

  WILLIE
 Thanks.

He and Jack go upstairs together. Sadie watches them.

      DISSOLVE TO:

Interior: Sadie's Hotel Room (Upton), Night

Sadie lies on her bed, listening to Willie in the next room,
rehearsing one of his speeches.

  WILLIE'S VOICE
 Now, friends, if you will bear
 patiently with me for a few minutes,
 I'll give you the figures. What we
 need is a balanced tax program...

  JACK'S VOICE
 No, Willie, no.

Sadie pulls off a shoe and hurls it at the wall.

  SADIE
 What I need is some sleep. Shut up!

Interior: Jack's Hotel Room (Upton), Same Time

Willie lies on his bed. Jack finishes shaving in the bathroom
as he continues to rehearse him.

  JACK
  (shouting back at
  Sadie)
 Shut up yourself!
  (goes to bed, shakes
  Willie)
 Listen, Willie, try it on your feet
 this time.

  WILLIE
 Oh, no. Wait a minute. My feet are
 killing me. Let me stay here, huh?

  JACK
 All right... Look, Willie, you tell
 'em too much. Just tell 'em you're
 going to soak the fat boys and forget
 the rest of the tax stuff.

  WILLIE
  (pathetically)
 That's what I say.

  JACK
 But it's the way you say it. Willie,
 make 'em cry. Make 'em laugh, make
 'em mad, even mad at you. Stir 'em
 up and they'll love it and come back
 for more. But for heaven's sake don't
 try and improve their minds.

  WILLIE
  (suddenly)
 A man don't have to be governor.

  JACK
  (surprised)
 What?

  WILLIE
 A man don't have to be governor.

Pause.

  JACK
 Well, they haven't counted up the
 votes yet.

  WILLIE
  (quietly)
 Oh, I'm going to lose, Mr. Burden. I
 know that. Don't try and fool me.
 I'm not going to lie to you. I wanted
 it. I wanted it so badly I stayed up
 nights thinking about it. A man wants
 something so badly he gets mixed up
 in knowing what he wants. It's
 something inside of you. I would
 have made a good governor. Better
 than those other fellows.

There is a knock on the door.

  JACK
 Come in.

  WILLIE
  (almost to himself)
 A great governor.

Sadie enters. She immediately spots the liquor, and pours
herself a drink.

  SADIE
 Since you won't let me sleep you
 might at least give me a drink.

  WILLIE
  (muttering)
 Build them highways... greatest system
 of highways in the country.

  JACK
  (to Sadie)
 Help yourself.

  WILLIE
 I'll build schools.

  SADIE
  (to Jack)
 What's up?

  JACK
 Nothing... except Willie here has
 been saying as how he's not going to
 be governor.

  SADIE
  (directly, to Jack)
 So you told him.

  JACK
 I don't tell anyone anything... I
 just listen.

  SADIE
  (goes to Willie)
 Who told you?

  WILLIE
 Told me what? Told me what?

  SADIE
 That you're not going to be governor.

  WILLIE
  (getting up)
 Jack! Told me what?... Told me what?

Jack says nothing. Sadie gulps down her drink, bangs the
empty glass on the bureau top, and turns to face Willie.

  SADIE
  (loudly)
 All right! That you've been framed,
 you poor sap.

Willie looks at her steadily for a moment.

  WILLIE
  (quietly)
 Framed?

  SADIE
 And how! Oh, you decoy, you woodenhead
 decoy! And you let 'em. You let 'em
 because you thought you were the
 little lamb of God. But you know
 what you are?
  (she waits for his
  answer; he has none)
 Well, you're the goat! You are the
 sacrificial goat! You are a sap...
 because you let 'em.

  JACK
 Sadie! That's enough.

  SADIE
 Enough? He didn't even get anything
 out of it. Oh, they'd have paid you
 to take a rap like that, but they
 didn't have to pay a sap like you.
 Oh, no, you were so full of yourself
 and hot air, all you wanted was a
 chance to stand up on your hind legs
 and make a speech: my friends, what
 this state needs is a good five-cent
 cigar. What this state needs is a --

  WILLIE
  (to Jack)
 Is it true?

  SADIE
  (prayerfully, to the
  ceiling)
 He wants to know if it's true.

  WILLIE
 Is it true?

  JACK
 That's what they tell me.

There is a long pause. Willie looks almost as if he is going
to cry. Sadie pours out another drink, a stiff one.

  SADIE
  (handing it to him)
 Here.

Willie drinks it all.

  JACK
 Hey, lay off that. You're not used
 to it.

  SADIE
  (jeeringly)
 He's not used to a lot of things.
 Are you, Willie?

  JACK
  (angrily)
 Why don't you lay off of him, Sadie?

  SADIE
  (ignores Jack)
 Are you, Willie? Are you? Are you...
 are you, are you, are you?

She shoves the bottle at him. He takes it and pours himself
a drink.

      DISSOLVE TO:

Interior: Sadie's Hotel Room (Upton), Morning

Willie is snoring on the bed. Sadie's coat is thrown over
him. She is in the bathroom, applying lipstick. Jack enters.

  SADIE
 Hi.

  JACK
 Well, things seem to have quieted
 down.

  SADIE
  (laughs)
 Yeah, I quieted him down.

  JACK
 Yeah. How was he? Noisy?

  SADIE
 Oh, he reared some. He's been telling
 me all the things he's going to do.
 He's going to do big things, this
 fella. He's going to be President.
 He's going to kill people with his
 bare hands. I quieted him down...
 Hey! Who's Lucy?

  JACK
 His wife.

  SADIE
 He talks like she's his mammy...
 she's going to blow his nose for
 him.

Jack sits on the bed next to Willie.

  JACK
 Well, I'll take him from here on in.
 They're waiting for him at the
 barbecue.

Sadie pulls her coat off Willie and goes to the door.

  SADIE
 Yeah, well give me a receipt for the
 body and I'll be on my way.

She leaves. Jack bends over Willie, who continues to snore.

  JACK
 Hey, Willie, Willie... come on, wake
 up, Willie. Come on, Willie.

      DISSOLVE TO:

Exterior: Fairgrounds (Upton), Day

A crowd mills about underneath a banner that reads HEAR WILLIE
STARK MAMMOTH BARBECUE -- UPTON FAIRGROUNDS

Exterior: Fairgrounds, Day

Willie, staggering a bit, hung over, reacts painfully to the
staggering height of the Ferris wheel. He leans on Jack for
support, and they walk on.

Exterior: Fairgrounds, Day

Willie takes a seat on the children's swing as Jack goes off
to get some coffee. Two little girls stare curiously at him.
Willie waves them off. Jack returns with the coffee and pours
some whisky in it. Willie tips his hand, forcing him to pour
more, then gulps his drink down.

Exterior: Bandstand (Upton), Day

Duffy, Pillsbury, and the other politicians stand on the
platform, waiting for Willie. A band plays march music. Duffy
goes over to Sadie, who is standing on the steps of the
platform.

  DUFFY
 Where is he?

  SADIE
  (pointing)
 There he is.

Escorted by Jack, Willie approaches the platform and stumbles
up the steps past Sadie.

  SADIE
 Whoops!

  DUFFY
  (to Jack)
 Is he drunk?

  JACK
 Never touches the stuff. Lucy doesn't
 favor drinkin'.

Duffy follows Willie up on the platform.

  SADIE
  (to Jack)
 How'd you get him here? He was out
 stiff.

  JACK
 Hair of the dog that bit him.

  SADIE
 Hair? He must have swallowed the
 dog.

On the platform, Duffy looks uneasily at the bleary-eyed
Willie. The band suddenly plays a fanfare, and the chairman
steps up to the microphone.

  CHAIRMAN
 Ladies and gentlemen, it gives me a
 great deal of pleasure to introduce
 to you that true man of the people,
 the next governor of the state...
 Willie Stark.

There is scattered applause as Willie steps forward to speak.

  WILLIE
 My friends...

He turns his face from side to side, and fumbles in the right
side of his coat pocket to fish out his speech.

  WILLIE
 My friends... I...

He tries to focus on the speech, which he clutches before
his eyes with both hands. Then he lifts his head, and looks
directly at the people who have come to hear him. As he
speaks, the camera focuses on the faces of these people: the
farmers, workers, hicks, red-necks who are Willie's audience,
Willie's people.

  WILLIE
 I have a speech here. It's a speech
 about what this state needs. There's
 no need in my telling you what this
 state needs. You are the state and
 you know what you need... You over
 there... look at your pants. Have
 they got holes in the knees? Listen
 to your stomach. Did you ever hear
 it rumble from hunger?... And you,
 what about your crops? Did they ever
 rot in the field because the road
 was so bad you couldn't get them to
 market?... And you. What about your
 kids? Are they growing up ignorant
 as dirt, ignorant as you, 'cause
 there's no school for them?... No,
 I'm not going to read you any speech.

He throws his speech away. Duffy looks alarmed.

  WILLIE
 But I am going to tell you a story.
 It's a funny story...

  SADIE
  (from the steps)
 Hey!

  WILLIE'S VOICE
 ...So get ready to laugh.

  SADIE
 What's he up to?

  JACK
 Shut up!

  WILLIE
 Get ready to bust your sides laughing,
 'cause it's sure a funny story. It's
 about a hick... a hick like you, if
 you please. Yeah, like you. He grew
 up on the dirt roads and gully washes
 of a farm. He knew what it was to
 get up before dawn and get feed and
 slop and milk before breakfast...
 and then set out before sunup and
 walk six miles to a one-room, slab-
 sided schoolhouse. Oh, this hick
 knew what it was to be a hick, all
 right. He figured if he was going to
 get anything done, he had to do it
 himself. So he sat up nights and
 studied books. He studied law because
 he thought he might be able to change
 things some... for himself, and for
 folks like him.

Sugar Boy listens intently, sharing in the anger in Willie's
speech.

  WILLIE
 No, I'm not going to lie to you. He
 didn't start off thinking about the
 hicks and all the wonderful things
 he was going to do for them. No. No,
 he started off thinking of number
 one. But something came to him on
 the way. How he could do nothing for
 himself without the help of the
 people. That's what came to him. And
 it also came to him, with the powerful
 force of God's own lightning, back
 in his home country, when a
 schoolhouse collapsed because it was
 built of politics... rotten brick.
 It killed and mangled a dozen kids.
 But you know that story. The people
 were his friends because he fought
 that rotten brick. And some of the
 politicians down in the city, they
 knew that... So they rode up to his
 house in a big, fine, shiny car and
 said as how they wanted him to run
 for governor...

Jack, electrified, grips Sadie's arm.

  JACK
 Sadie, he's wonderful... wonderful...

Duffy fidgets as Willie continues to pace and speak, his
face filled with conviction, and with fury.

  WILLIE
 ...So they told the hick... and he
 swallowed it. He looked in his heart
 and he thought in all humility how
 he'd like to try and change things.
 He was just a country boy who thought
 that even the plainest, poorest man
 can be governor if his fellow citizens
 find he's got the stuff for the job.
 Well, those fellows in the striped
 pants... they saw the hick and they
 took him in.

He points his finger at Duffy, who is coming over to speak
to him.

  DUFFY
  (low voice)
 Willie, what are you trying to do?

Willie turns on him, roaring.

  WILLIE
 There he is! There's your Judas
 Iscariot.
  (he pushes Duffy across
  the platform)
 Look at him... lickspittle... nose-
 wiper.

Duffy gestures frantically to the band.

  DUFFY
 Play! Play!

  WILLIE
  (pushing him again)
 Look at him!

  DUFFY
 Play anything.

The band starts to play, adding to the pandemonium. Willie
shouts above it.

  WILLIE
 Look at him! Joe Harrison's dummy!
 Look at him!

  DUFFY
 That's a lie!

  WILLIE
 Look at him!

Duffy signals to some of his goons standing near the platform.

  DUFFY
 Go get him, boys... go get him.

Sugar Boy leaps up on the platform, his pistol drawn and
pointed at Duffy's men. Willie throws up his arms to silence
the crowd.

  WILLIE
 Now, shut up! Shut up, all of you.
 Now, listen to me, you hicks. Yeah,
 you're hicks too, and they fooled
 you a thousand times, just like they
 fooled me. But this time I'm going
 to fool somebody. I'm going to stay
 in this race. I'm on my own and I'm
 out for blood.

The camera moves in close on Willie's face.

  WILLIE
 Listen to me, you hicks...

      DISSOLVE TO:

Exterior: Willie's Speeches, Day and Night

A series of close-ups of Willie's face as he shouts and jeers
his message, always accompanied by the loud and frenzied
cheers of the crowd. Superimposed over his face is the figure
of Jack Burden, at his desk, typing out his stories.

  WILLIE
 Listen to me and lift up your eyes
 and look at God's blessed and
 unflyblown truth... And this is the
 truth. You're a hick. And nobody
 ever helped a hick but a hick himself.

Loud cheers and yells.

  WILLIE
 All right, listen to me... listen to
 me. I was the hick they were going
 to use to split the hick vote. But
 I'm standing right here now on my
 hind legs... even a dog can learn to
 do that. Are you standing on your
 hind legs? Have you learned to do
 that much yet? Here it is, here it
 is, you hicks. Nail up anybody who
 stands in your way! Nail up Joe
 Harrison! Nail up McMurphy! And if
 they don't deliver, give me a hammer
 and I'll do it myself.

      DISSOLVE TO:

NEWSPAPER HEADLINE

There is a photograph of Willie and a headline that reads

STARK CHANCES BOOMING

Superimposed over the newspaper is a shot of a crowd
applauding and yelling for Willie.

Interior: Joe Harrison's Campaign Headquarters, Night

Duffy, Pillsbury, and other aides stand looking at a poster
of Willie.

  POLITICIAN
 I want his throat cut, from ear to
 ear.

Exterior: Willie's Campaign Montage

Rock crashes through a window, knocking down a poster of
Willie.

Poster being torn off the side of a building.

A man is attacked as he tries to distribute leaflets.

      DISSOLVE TO:

Exterior: Jack Burden's Desk, The Chronicle, Night

Jack is working on a story when Madison comes to his desk.

  MADISON
 No use going any further, Jack. We
 aren't printing them any more.

  JACK
 I thought the Chronicle line was --

  MADISON
 Divide and conquer? Stark is getting
 too big for his britches and the
 hicks are getting too smart. We're
 now supporting Harrison.

  JACK
  (stands up)
 How do you square that?

  MADISON
 I work here.

  JACK
  (putting on his coat)
 Well, I don't... not any more.

  MADISON
 Jack, you fool.

  JACK
 If you had any guts you'd print
 this...

  MADISON
 I work here. I take orders.

  JACK
 I know. You've got a wife and three
 kids and your boy goes to Princeton.

  MADISON
 You won't find it easy to get another
 job.

  JACK
 I'm too rich to work.

      DISSOLVE TO:

Exterior: Street Outside State Capitol, Day

NEWSPAPER HEADLINE READS

HARRISON WINS CLOSE RACE
STARK SWEEPS RURAL AREAS
CITY VOTE DECIDES ELECTION

Superimposed over newspaper is a crowd cheering at Harrison's
victory parade. Willie, raincoat thrown over his shoulders,
looking grim, and Sadie and Sugar Boy are part of that crowd.
They turn away and walk toward a bar.

Interior: Bar, Day

Jack is already at the bar. Willie, Sadie, and Sugar Boy
join him there.

  JACK
 We didn't do so good.

  WILLIE
 Double bourbon.

  SADIE
  (sitting next to Jack)
 Same for me.

  WILLIE
 And a beer.
  (to Jack)
 I hear you got fired from the paper.

  JACK
 You heard wrong, Willie. I quit.

  WILLIE
  (passing the beer
  back to Sugar Boy)
 You're smart. 'Cause before I'm
 through with that mob they're not
 going to have enough money left to
 pay the boy that cleans the spittoons.

  JACK
 How do you feel, Willie?

  WILLIE
 I feel fine, fine. You see, Jack, I
 learned something.

Willie and Sadie exchange looks.

  JACK
 Yeah... what?

Close shot of Willie.

  WILLIE
 How to win.

       FADE OUT

FADE IN:

Exterior: Road, Day

Jack stands on the side of the road, thumbing a ride.

  JACK
  (voice over)
 I didn't see Willie again until his
 second campaign... four years later.

Interior: Office, Night

Jack turns in some copy to a man at a desk.

  JACK
  (voice over)
 I drifted from job to job...

Exterior: Street, Day

Jack and others in front of an employment agency.

  JACK
  (voice over)
 ...That is, whenever I could find
 one.

Interior: Bar, Night

Jack, at the bar, looking haggard and disheveled, picks up a
newspaper and turns to find a photograph of Anne. The caption
reads STANTONS ARRIVE HOME.

  JACK
  (voice over)
 But always further and further away
 from Anne, and the life at Burden's
 Landing.

Exterior: Street, Day

Camera pans with Jack as he trudges along the street.

  JACK
  (voice over)
 But Willie wasn't drifting. He knew
 where he was going.

We see an insert of a newspaper. It has a caricature of
Willie, swinging a sledge hammer. The caption reads

STARK ATTACKS ADMINISTRATION
CHARGES OLD MACHINE STILL CORRUPT

  JACK
  (voice over)
 He had his foot in the door and he
 kept right on pushing to get in. He
 had lost the election but he had won
 the state... and he knew it... and
 the people knew it.

MONTAGE: WILLIE'S LIFE

Writing on a fence: THE PEOPLE'S WILL SHOULD BE THE LAW OF
THE STATE... WILLIE STARK Painted on a rock: KNOWLEDGE BELONGS
TO THE PEOPLE... WILLIE STARK

Lettering on a barn: FREE MEDICINE FOR ALL PEOPLE -- NOT AS
A CHARITY BUT AS A RIGHT... WILLIE STARK

Poster on a building: MY STUDY IS THE HEART OF THE PEOPLE...
WILLIE STARK

  JACK
  (voice over)
 They were all hopping on his
 bandwagon... even Tiny Duffy.

Newspaper caricature: it shows Willie on a bandwagon headed
for the state capitol. Everyone is trying to climb aboard.
Caption is THEY'RE ALL FOR WILLIE NOW. Huge poster on the
side of a building: MY STUDY IS THE HEART OF THE PEOPLE.
Camera pans up to photograph of Willie on the poster.

  JACK
  (voice over)
 Yep, Willie came back like he said
 he would.

Interior: Willie's Office, Day

Willie is being interviewed by a group of reporters. Sugar
Boy lounges nearby, leaning against the wall.

  WILLIE
 Do you want to know what my platform
 is? Here it is: I'm going to soak
 the fat boys and I'm going to spread
 it thin.

      DISSOLVE TO:

Exterior: Circus Grounds, Day

We see balloons with inscriptions reading "I'm for Willie,"
and a large banner stretching overhead, saying FREE CIRCUS
TODAY -- COMPLIMENTS OF WILLIE STARK. The crowd moves about,
gazing at the clowns, animals, the trapeze act.

  JACK
  (voice over)
 Willie was right -- he'd learned how
 to win...

Exterior: Park, Day

A truck loaded with beer kegs pulls into the park. On the
back of the truck is a sign: BIG STARK RALLY TODAY -- FREE
BEER -- FREE FOOD -- EVERYBODY INVITED. Superimposed over
this is the image of dollar bills floating through the air.

  JACK
  (voice over)
 He spent a lot of money doing it...
 an awful lot of money... I was
 beginning to wonder where he got it
 from.

Montage: Willie's Second Campaign

Hand holding check made payable to Willie Stark Campaign
Fund... $7000. Willie's hand reaches out and takes it.

Hand holding check payable to cash for $5000. Superimposed
is Willie, looking on, and his hand endorsing the back of
the check.

Another check to the Stark Campaign Fund for $3500. Poster
of Willie is superimposed.

  JACK
  (voice over)
 There were rumors throughout the
 state that Willie was making deals
 with all kinds of people... strange
 deals... for Willie Stark.

Crowd milling about circus grounds, with Willie's poster
superimposed.

Fireworks exploding. Crowd cheers.

  JACK
  (voice over)
 The second time out, it wasn't a
 campaign... it was a slaughter. It
 was Saturday night in a mining town.

Huge poster is affixed to the side of a building. It bears
Willie's face, and his slogans.

      DISSOLVE TO:

Exterior: Hotel (State Capital), Day

Crowd stands about as Willie and Jack make their way into
the hotel.

  JACK
  (voice over)
 He came back and he took me with
 him.

Interior: Hotel Lobby, Day

The lobby is packed as Willie, Jack, Sugar Boy, and Pillsbury
enter. Willie makes signals to Duffy to tag along with the
entourage. Willie leans over to speak to the room clerk.

  WILLIE
 This is Jack Burden, a friend of
 mine. From now on he's going to live
 here. Give him anything he wants.

The group starts up the stairs, past the officers who are
standing guard. Duffy stops to speak to one, pointing his
finger at some of his men standing below.

  DUFFY
 Let these boys through, officer.

  WILLIE
  (to Jack)
 Duffy works for me now.

  JACK
 It looks like everybody works for
 you.

They start up the second flight of stairs.

  WILLIE
 No. No, not yet. But I want to keep
 him around. He reminds me of something
 I never want to forget.

Willie stops and looks around at Duffy's men hurrying up the
steps.

  WILLIE
  (to Duffy)
 Come on, come on, come on, come on.
 Are these the boys?

  DUFFY
 These are the boys that can get the
 boys.

  WILLIE
 How many do you think we can get?

  DUFFY
 Fifty.

  WILLIE
 How much?

  DUFFY
 Five dollars a head.

  WILLIE
  (to Sugar Boy)
 What do you think, Sugar? Do they
 look like good boys?

  SUGAR BOY
 T-t-they b-b-better be.

  WILLIE
 Get a hundred... All right, go on,
 all of you. Blow. Blow, blow. You
 too, Duffy. Go on.

Duffy and his men turn and go downstairs.

  WILLIE
  (to Jack)
 Handbill distributors.

  JACK
 If they all look like them I'd hate
 not to take one.

  WILLIE
 That's the object. Not like when
 they beat up my boy Tom.

  JACK
 How is Tom?

  WILLIE
 Oh, he's fine. He starts college in
 the fall.

  JACK
 Oh. And Lucy?

Willie's expression changes. He starts up the stairs.

  WILLIE
 Fine... fine.

Interior: Willie's Campaign Office In Hotel, Day

The place is a beehive of activity, with typists and
messengers scurrying about, all supervised by Sadie.

  SADIE
 Hey, I need a boy... Where's a boy?
  (boy runs up)
 Take that downstairs; they're waiting
 for it. Right away, on the double.
  (to typist)
 Listen, baby, you've got to double-
 space all of this... he can't read,
 see.

The door opens and Willie, Jack, and Sugar Boy come in.

  JACK
 Sadie!

  SADIE
  (to typist)
 And they need four copies.
  (looks up)
 Hi, Jack. How are you?

  WILLIE
 Sadie is my secretary now.
  (to messenger, trying
  to squeeze by)
 Oh, pardon me.

As Willie and Jack walk toward adjoining room, Sadie calls
out:

  SADIE
 Fix your tie, Willie.

Interior: Bedroom Hotel Suite, Day

Willie and Jack enter from the office.

  WILLIE
 Hey, Sugar.

Sugar Boy appears in the doorway. Sadie slips by into the
room.

  WILLIE
 Keep everybody out of here. I want
 to talk to Jack and Sadie alone.

He walks over to Jack, who leans back on the bed.

  WILLIE
 From now on you're working for me.

  JACK
 Doing what?

  WILLIE
 I don't know. Something will turn
 up, won't it, Sadie?

  SADIE
 Yeah. We need a college man around...
 for research.

  WILLIE
 How much did they pay you on that
 newspaper?

  JACK
 Three hundred dollars a month.

  WILLIE
  (laughs)
 I could buy you cheap, couldn't I?

  JACK
 For a bag of salt.

  WILLIE
 No. No, I don't play that way. I
 like you, boy. I always have. I'll
 tell you what I'll do. I'll give you
 four hundred dollars a month and
 traveling expenses.

  JACK
 You throw money around like it was
 money.

Willie gets up and walks to the window.

  WILLIE
 Money?... I don't need money. People
 give me things.

  JACK
 Why?

  WILLIE
 Because they believe in me.

      DISSOLVE TO:

Exterior: Burden's Landing, Day

Willie's car is on the ferry crossing the bay to Burden's
Landing. Sugar Boy drives the car off the ferry and up the
road toward the house.

  JACK
  (voice over)
 I was going home again. But this
 time it was different. Now I had a
 feeling that maybe the waiting was
 over... for me, and for Anne.

      DISSOLVE TO:

Interior: Stanton Living Room (Burden's Landing), Night

Close shot of Willie standing in front of the fireplace,
beneath the portrait of Governor Stanton.

  WILLIE
 It's a far cry from where I come
 from... to this house.

Camera pulls back. The room is crowded with people, all of
them friends of the Stantons. Anne, Adam, Judge Stanton,
Mrs. Burden, and McEvoy are part of the audience sitting
around the fireplace. Jack stands next to Willie.

  WILLIE
 And standing here under the portrait
 of one of the greatest governors of
 this state, talking to you people...
 well, it's an honor I never thought
 I'd have.

  JACK
 Are there any questions?
  (looks around)
 Mr. McEvoy.

  MCEVOY
  (smiles)
 No, I have no questions.

  JACK
 Judge?

  JUDGE
 A few... but it will hold.

  STANTON
 I have a question.

  WILLIE
 Shoot.

  STANTON
 A lot of people in this state have
 been saying that you've been making
 deals... some of them with the very
 groups that you claim you're against.
 Is that true?

  JACK
 Adam, you know how rumors start...

  WILLIE
 Yes. Yes, that's true. I have nothing
 to hide. I'll make a deal with the
 devil if it'll help me carry out my
 program. But believe me, there are
 no strings attached to those deals.

  STANTON
 You're sure about that?

  WILLIE
 Doc, Jack here has been telling me
 how you feel about things... how
 you'd like to see a new hospital
 built, a hospital that's the biggest
 and best that money can buy. You
 want those things, Doc, because,
 well, because you're a man who wants
 to do good. Now, I'd like to ask you
 a question.

  STANTON
 Shoot.

The guests laugh good-naturedly.

  WILLIE
 Do you know what good comes out of?

  STANTON
 You tell me, Mr. Stark.

  WILLIE
 Out of bad... that's what good comes
 out of. Because you can't make it
 out of anything else. You didn't
 know that, did you?

  STANTON
 No, I didn't... There's another
 question I'd like to ask you. You
 say there's only bad to start with
 and the good must come with the bad.
 Who's to determine what's good and
 what's bad?... You?

  WILLIE
 Why not?

  STANTON
 How?

  WILLIE
 Why, that's easy. Just... just make
 it up as you go along.

More laughter. Willie smiles and goes on.

  WILLIE
 Folks, there's a time to talk and
 there's a time to act. I think the
 time to act is right now. And with
 your support, I not only will win
 but I will do all of the things I
 promised. I need your help. Oh, I
 need it badly. But I'm not going to
 beg for it. In the name of this state
 which we love... in the name of the
 governor in whose house we meet... I
 demand it.

There is immediate applause. Anne is the first to rush over
and shake Willie's hand.

      DISSOLVE TO:

Exterior: Stanton Home, Night

The last of the guests are leaving. Jack and Willie remain
with the Judge, Anne, and Adam.

  WILLIE
  (to Judge)
 Well, what do you say, sir?

  JACK
 You've got to say yes. With you in
 the race...

  JUDGE
 I'm an old bird... I...

  WILLIE
 But a game one.

They laugh.

  WILLIE
 Look, I'll give you complete power
 as attorney general. You can do
 anything you see fit. I'll swing the
 ax to clear the way for you. Is that
 a deal?

The Judge smiles, then puts out his hand.

  JUDGE
 It's a deal.

They shake hands.

  WILLIE
 Jack, we have to get back to town...
 a lot to do.
  (shakes hands with
  Adam)
 Dr. Stanton.

Jack kisses Anne on the cheek. Anne comes over and shakes
Willie's hand.

  ANNE
 I'm very glad to have met you.

       FADE OUT

FADE IN:

Interior: Hotel Lobby (State Capital), Day

People stand before the election return board in the hotel
lobby. Camera pulls back, revealing a newspaper picture of
Willie, and the headline

STARK ELECTED GOVERNOR
WILLIE WINS

      DISSOLVE TO:

Exterior: Street Outside Willie's Hotel Balcony, Night

A crowd stands below Willie's hotel window, chanting together:

  CROWD
 We want Willie! We want Willie!

A high angle from the balcony shows Anne, Jack, and Adam in
the center of the excited crowd, looking expectantly upward.
Some of the people around them are carrying torches. Arc
lights play over the dome of the state capitol in the
background. In response to the chants, Willie appears on the
balcony. With him, standing on the balcony, are Tom and Lucy.
The crowd erupts into cheers as he steps outside.

  WILLIE
  (raises his hands for
  silence)
 This is not a time for speechmaking.
 I should get on my knees and ask God
 to give me strength to carry out
 your will.

Loud cheers. Adam watches Anne. She applauds. Willie looks
down at the crowd and continues his speech.

  WILLIE
 This much I swear to you. These things
 you shall have. I'm going to build a
 hospital. The biggest that money can
 buy... and it will belong to you.
 That any man, woman, or child who is
 sick or in pain can go through those
 doors and know that everything will
 be done for them that man can do. To
 heal sickness. To ease pain. Free.
 Not as a charity, but as a right.
 And it is your right that every child
 shall have a complete education.
 That any man who produces anything
 can take it to market without paying
 toll. And no poor man's land or farm
 can be taxed or taken away from him.
 And it is the right of the people
 that they will not be deprived of
 hope...

The crowd applauds, and Willie waves. We see Anne, face aglow,
turn to Jack.

  ANNE
 Does he mean it, Jack? Does he?

  STANTON
  (as he walks away)
 That's his bribe.

Anne and Jack watch Adam as he leaves.

       FADE OUT

FADE IN:

Montage: Willie Becomes Governor

Willie, Sadie, and Jack leaving their old campaign
headquarters.

Willie, Sadie, Jack, and others going upstairs in the
governor's mansion. The ousted politicians are just packing
up and leaving.

  JACK
  (voice over)
 What if it was his bribe! He swept
 the old gang out of office. What if
 they hollered like stuck pigs? He
 jammed through bill after bill and
 the people got what they wanted.

Willie yelling at the legislators during a session.

  WILLIE
 I demand that this bill be passed.
 Nobody's going to tell me how to run
 this state.

Road excavation -- a bulldozer clears away dirt.

A huge crane maneuvers over a dam site. Men are seen working
on the girders of a large power plant.

  JACK
  (voice over)
 He started to build the roads, the
 schools, the power dams, to change
 the face of the state from one end
 to the other... His methods?

Shots of uniformed policemen roughing up citizens. Willie
and Sugar Boy move in on a man being held by cops.

Willie looks on as Jack thumbs through his little black book.

  JACK
  (voice over)
 Politics is a dirty game... and he
 played it rough and dirty. Willie's
 little black book was a record of
 sin and corruption. And me, Jack
 Burden? I kept the book and added up
 the accounts.

Willie in a nightclub, surrounded by some show girls. A
photographer takes a picture of Willie with a girl balanced
on his knee.

Willie leads a marching band out onto a football field.

  JACK
  (voice over)
 Clown, show-off, playboy, they yelled
 at him. Building football stadiums.
 Fiercely proud of his son who played
 in them.

Shot of Tom in football uniform running across the field
with the ball. Willie, in the stands, hugs Lucy.

  WILLIE
 Oh, look at him go. He's going to be
 All-American.

Willie makes an inspection of the police. He stops to adjust
an officer's tie.

  JACK
  (voice over)
 They said he was building up a private
 army. But he was building, always
 building...

Sign at building excavation reads HERE ON THIS SITE WILL BE
ERECTED THE GOVERNOR STARK HOSPITAL -- "TO HEAL SICKNESS. TO
EASE PAIN. FREE. NOT AS A CHARITY -- BUT AS A RIGHT"... WILLIE
STARK.

  JACK
  (voice over)
 Always playing up to the crowd.
 Letting them trample on tradition.
 Well, tradition needed trampling on.

A square dance at the governor's mansion. Willie dances with
Anne.

  JACK
  (voice over)
 The crowd loved it... Willie loved
 it... and so did I.

       FADE OUT

FADE IN:

Interior: Executive Office Corridor, Day

Jack walks down the corridor on the way to Willie's offices.

Interior: Willie's Executive Offices, Day

As Jack enters from the corridor, Sadie is coming out of
Willie's private office.

  SADIE
  (through open door)
 You low-down, no-good redneck...

She slams the door hard. We hear Willie laugh.

  JACK
  (to secretary)
 What goes on here?

  SECRETARY
 That's what Sadie wants to know.
  (she shows Jack
  newspaper containing
  photograph of Willie
  at the nightclub)
 The boss poses for too many pictures.

Jack grins, then walks into Sadie's office.

  SADIE
 I'll kill him.

  JACK
 Why, Sadie, I'm surprised at you.

  SADIE
 I'll kill him.

She goes to the door to yell to the secretary.

  SADIE
 I hate all women.

She slams the door again, and returns to her desk.

  SADIE
 Was she pretty?

Jack shoves the paper at her. She ignores it.

  SADIE
 Was she pretty?

  JACK
 If I met her on the street I'd never
 recognize her.

  SADIE
 Was she pretty?

  JACK
 How should I know? I wasn't looking
 at her face... Look, if it's going
 to cause all this grief, why don't
 you let him go?

  SADIE
 Let him go? I'll kill him. I'll drive
 him out of this state.

  JACK
 Just because a guy's sitting with a
 couple of girls on his knees in
 public...

  SADIE
 Public or private... I know him. How
 about what happened in Chicago? That
 girl on skates... and the time you
 both went to St. Louis... There's a
 new invention, you know, Photography
 and newsreels. Willie Stark in a
 nightclub... Willie Stark with a
 blonde.

  JACK
 You could always bleach your hair.

  SADIE
 I could also break every bone in his
 neck. After all I've done for him...
 Now he goes two-timing me.

  JACK
 He's been two-timing Lucy. So there's
 another kind of arithmetic for what
 he's doing to you.

  SADIE
 Lucy?
  (laughs)
 If she had her way he'd be back in
 Kanoma City slopping the hogs right
 now. And he knows it. He knows what
 she'd do for him. She had her chance.

  JACK
 You seem to think Lucy's on her way
 out, don't you?

  SADIE
 He'll ditch her... Give him time.

  JACK
 You ought to know.

She slaps his face.

  JACK
 Hey, you got the wrong guy. I'm not
 the hero of this piece.

The door to Willie's office bursts open and Willie dashes
out.

  WILLIE
 All right, come on, both of you.
 Let's go, hurry it up.

They go out through the reception room, pick up Sugar Boy,
and head down the corridor.

  WILLIE
 Come on. Pillsbury put his hand in
 the pork barrel and got caught. You
 know, I never did trust that guy.

Some newsmen are waiting on the top landing.

  NEWSMEN
 Have you heard about Pillsbury? What
 do you intend to do about Pillsbury?
 How about it, Governor?

Willie pushes by them.

  WILLIE
 Later, boys, later.
  (to Jack)
 Say, Jack, go back and get the Judge.
 Let's get him over to my hotel just
 as soon as you can.

They all hurry after Willie as he rushes down the stairs.

Interior: Lobby State Capitol, Day

Anne is about to go up the stairs when she meets Willie and
the others on the way down.

  ANNE
  (to Willie)
 I waited for you.
  (she sees Sadie)
 Hello.
  (back to Willie)
 You promised we could... uh... discuss
 my charity project... Children's
 home?

  WILLIE
 Well, I'm very sorry. Something very
 important came up. You'll call me
 later, won't you?

  ANNE
 Yes, certainly.

  SADIE
 We're late.

Anne watches as they cross the lobby and exit.

      DISSOLVE TO:

Interior: Stark's Hotel Suite, Night

Close shot of Willie, seated, with his feet propped up on a
table. Pillsbury stands before him. Jack, Sadie, Duffy, and
Sugar Boy are also in the room.

  WILLIE
 Look at you, Pillsbury. Fifty years
 old, gut-sprung, teeth gone, never
 had a dime. If the Almighty had
 intended for you to be rich he'd
 have taken care of that a long time
 ago. The idea of you being rich...
 that's plain blasphemy. Ain't that a
 fact?

Pillsbury doesn't answer.

  WILLIE
 Answer me!

  PILLSBURY
 Yes.

  WILLIE
 Louder, man. Don't mumble. Speak up.
 Say it's a fact, a blasphemous fact.

  PILLSBURY
 It's a fact, a blasphemous fact.

Sugar Boy laughs loudly. The phone rings and Sadie picks it
up.

  SADIE
 Yeah?... Oh, I see.
  (hangs up)
 Dumond can't come. He says his wife
 is sick.

  WILLIE
 I don't care if she's dying. Sugar,
 get the car. Get him and bring him
 over here.

Sugar Boy exists. Willie turns back to Pillsbury.

  WILLIE
 Now, you know what you're supposed
 to do, don't you, Pillsbury? You're
 supposed to stay poor and take orders.
 Oh, there'll be some sweetening for
 you from time to time... but Duffy'll
 take care of that. Don't you go
 setting yourself up on your own again,
 do you understand that?

  PILLSBURY
 Yes.

  WILLIE
 Louder, man. And say, I understand
 that.

  PILLSBURY
 I understand that.

  WILLIE
 Give him a pen and some paper, Sadie.

There is a knock on the door.

  WILLIE
 See who that is, Duffy.

Judge Stanton enters.

  WILLIE
 Oh, hello, Judge. Sit down. I'll be
 with you in just a couple of seconds.
  (back to Pillsbury)
 Now write what I tell you to write...
 Dear Governor Stark. I wish to resign
 as auditor due to ill health, to
 take effect as soon as you can relieve
 me. Respectfully yours.
  (after a pause)
 Did you sign it?

  PILLSBURY
 No.

  WILLIE
  (roaring)
 Well, sign it! Don't put any date on
 it. I can fill that in when I need
 it.

Pillsbury signs the paper.

  WILLIE
 Now bring it to me.

Pillsbury moves slowly, so Sadie yanks the paper out of his
hand and passes it to Willie.

  WILLIE
 Now get out.

Pillsbury slinks out of the room.

  JUDGE
 The papers have the story.

  WILLIE
 Yeah, I know.

  JUDGE
 They're talking about impeachment
 proceedings.

  WILLIE
  (rising)
 Against who?

  JUDGE
 This time, Pillsbury.

  WILLIE
 I got that "this time," Judge.

  JUDGE
 How true is it?

  WILLIE
 It's too true.

The phone rings.

  SADIE
 Yes?
  (hands phone to Willie)
 This is it, Willie. Jeff Hopkins on
 the wire.

Willie takes the phone, but puts his hand over the mouthpiece
so that he can speak to Jack.

  WILLIE
 What have we got on Hopkins, Jack?
  (as Jack riffles
  through the black
  book)
 Hello, Jeff. About that Pillsbury
 business...
  (reads from black
  book Jack holds out
  for him)
 Here's what I want you to do when it
 comes up in the legislature. Now,
 wait a minute, wait a minute. You
 listen to me.
  (still reading from
  book)
 You got a mortgage coming due on
 that place of yours in about five
 weeks, haven't you? You'd like to
 get it renewed, wouldn't you?
  (pause)
 All right, Tiny'll talk to you in
 the morning.

He grins and hangs up the phone.

  WILLIE
 Get going, Tiny.

Duffy leaves.

  JUDGE
 You haven't answered my question.
 Why are you saving Pillsbury's hide?

  WILLIE
 I'm not a bit interested in
 Pillsbury's hide. It's something
 much more important than that. If
 the McMurphy boys get the notion
 they can get away with this, there's
 no telling where they'll stop.

  JUDGE
  (quietly)
 Or where you will... Pillsbury is
 guilty. As attorney general of this
 state, it's my job to prosecute.

  WILLIE
 Judge, you talk like Pillsbury was...
 was human. He isn't. He's a thing.
 You don't prosecute an adding machine
 if the spring goes busted and makes
 a mistake. You fix it. Well, I fixed
 him. I'm not a bit interested in
 Pillsbury. It's something much bigger
 than that.

  JUDGE
  (getting up)
 Yes, it is.

  JACK
 He's right, Judge. Can't you see
 that he's right?

  JUDGE
 He's right because you want him to
 be right. Because you're afraid to
 admit you've made a mistake. Do it
 now before it's too late.
  (to Willie)
 I'm offering my resignation as
 attorney general. You'll have it in
 writing by messenger in the morning...
 dated.

  WILLIE
  (softly)
 It took you a long time to make up
 your mind, Judge. A long time. What
 made you take such a long time?

  JUDGE
 I wasn't sure.

  WILLIE
 And now you are?

The Judge nods.

  WILLIE
 I'll tell you what you are. You're
 scared. You sat in that big easy
 chair of yours for thirty years and
 played at being a judge. Then all of
 a sudden I came along and put a bat
 in your hand, and I said, go ahead,
 Judge, start swinging. And you did.
 And you had a wonderful time. But
 now you're scared. You don't want to
 get your hands dirty. You want to
 pick up the marbles... but you don't
 want to get your hands dirty. Look
 at my whole program, Judge. How do
 you think I put that across?

  JUDGE
 I knew how, but I never knew why.

He starts to leave.

  WILLIE
 You're not by any chance thinking of
 going over to McMurphy's boys, are
 you?

  JUDGE
 I'm through with politics.

  WILLIE
 I'm happy to hear that.
  (extends his hand)
 No hard feelings.

  JUDGE
  (ignores the hand)
 Goodbye, Governor.
  (to Jack)
 Are you coming with me, Jack?

Jack turns away.

  JUDGE
 You're making a mistake.

He goes. Willie closes the door behind him.

  WILLIE
 Do you think he means it when he
 says he's through with politics,
 Sadie?

  SADIE
 No. No, I don't.

  WILLIE
 What about you, Jack?

  JACK
 I've known the Judge all my life.
 He's always meant everything he's
 said.

  WILLIE
 All right. All right. Take it easy.
 I'll take your word for it.

      DISSOLVE TO:

Exterior: Willie's Hotel, Night

Willie's car draws up to the curb. Sugar Boy hops out to
open the door for Willie.

Sadie is watching him from a window upstairs in the hotel.
Anne is in the back seat; Willie leans down to talk to her.

  WILLIE
 Sugar, take Miss Stanton home.
  (to Anne)
 When am I going to see you again?

She doesn't answer.

  WILLIE
 What's the matter, Anne?

  ANNE
 Please take me home now, Sugar Boy.

  WILLIE
 You've got to understand me.

  ANNE
  (turns away)
 I understand you. It's myself I don't
 understand.

  WILLIE
 Do you think I like sneaking around
 corners any more than you do? But
 right now, with the Pillsbury business
 and with your uncle quitting... If I
 got a divorce...

  ANNE
 Maybe we'd better stop seeing each
 other.

  WILLIE
 No. No, we won't stop seeing each
 other, will we?

  ANNE
  (slowly)
 No.

  WILLIE
 Because you believe in what I tell
 you.

  ANNE
  (puts her hand on his)
 Because I believe what you tell me.

Sadie approaches.

  SADIE
 Good evening, Governor Stark.
  (looks at Anne, but
  talks to Willie)
 I thought you might like to know
 that Judge Stanton kept his promise.
  (directly to Willie)
 He gave the story to every paper in
 town.

  WILLIE
 Sugar, meet me at the hotel as soon
 as you can.

       FADE OUT

FADE IN:

NEWSPAPER HEADLINE

ATTORNEY GENERAL RESIGNS:
STANTON ACCUSES STARK OF
QUASHING PILLSBURY GRAFT

Interior: State Legislature Assembly Room, Day

Duffy stands in the forground, looking in on the uproar and
confusion of the assembly.

  SENATOR
 These are serious charges that Judge
 Stanton has given to the press. This
 legislature is entitled to a complete
 and full report on the Pillsbury
 affair. Let the truth be known.

  2ND SENATOR
 Let it come out.

  3RD SENATOR
 I move that we adjourn.

  4TH SENATOR
 I second the motion.

  CHAIRMAN
 All those in favor, say aye... Motion
 carried. The house is adjourned.

As Duffy turns and walks away, other senators rise up in
their seats in protest.

      DISSOLVE TO:

MONTAGE: PILLSBURY SCANDAL

Sign on building reads: CITIZENS COMMITTEE MEETING, Subject:
PILLSBURY SCANDAL, 8 P.M. Tonight -- Town Hall.

A man pastes a strip across the sign: CANCELED.

A man is making a speech to a small group of people.

  MAN
 If you let Willie Stark get away
 with the Pillsbury graft, there's no
 telling...

Thugs break up the meeting. The speaker is beaten up. Jack
Burden turns through the pages of the little black book.

      DISSOLVE TO:

Interior: Stark's Hotel Suite, Day

Willie is lying on the bed. Jack is seated. Sadie and Sugar
Boy stand nearby.

  JACK
 But we beat the Pillsbury rap...
 It's over.

  WILLIE
 These things are never over. I'll
 tell you what I want you to do, Jack.
 I want you to start a new page in
 that black book of yours... under
 then name of Judge Stanton.

  JACK
 You're crazy. There's nothing on the
 Judge.

  SADIE
 Why? Because his name is Stanton?

  WILLIE
 Ssshhh, easy.

  JACK
 What if I won't do it?

  WILLIE
 You know, some of this has rubbed
 off on you.

  JACK
 What are you going to do? Have me
 shot?

  WILLIE
 No... no... but I'll have to get
 myself a new boy.

  JACK
 I tell you there's nothing on the
 Judge.

  WILLIE
 Jack, there's something on everybody.
 Man is conceived in sin and born in
 corruption.

  JACK
 It's a waste of time.

  WILLIE
 What's the matter, Jack? Are you
 afraid you might find something out?

Jack stares at him.

      DISSOLVE TO:

Exterior: Burden's Landing Ferry, Night

Jack's car is seen coming across on the ferry.

  JACK
  (voice over)
 I kept saying to myself that Willie
 was wrong about the Judge. If there
 was anything left at Burden's Landing,
 it was honor. I had to believe that.

      DISSOLVE TO:

Interior: Stanton Living Room, Night

Jack and Anne stand together in the living room.

  JACK
 Anne, I want to ask you a question.
 Was the Judge ever broke? Really
 broke?

  ANNE
 Why do you want to know?

  JACK
 I don't want to know, but I've got
 to.

  ANNE
 Did he tell you --

  JACK
 Did who tell me?

  ANNE
 I don't know. I... how should I know
 if the Judge was ever broke?

She walks away from him. Adam enters, carrying bundles of
food and two wine bottles.

  STANTON
 Hello... Come on, Anne, take this
 food and start cooking. I'm hungry.

Anne takes the grocery bundles. Jack grabs the wine.

  JACK
 Me, I'm on the thirsty side. Bring
 some glasses, Anne, quick.

He joins Adam, who has opened the piano.

  STANTON
  (laughing)
 It's been a long time since I played
 this thing. What do you say we wake
 up the ghosts, huh?

  JACK
  (calling to Anne)
 Another glass, Anne, for a ghost.

  STANTON
  (starting to play)
 Remember the last time I played this?
 You and Anne were dancing?

Anne returns with three glasses. Jack grabs her around the
waist and whirls her around.

  JACK
 Shall we dance?

  ANNE
 Let's... let's have a drink first.

Adam starts to pour the wine.

  JACK
 No, no... keep playing. Anne and I
 want to hear this, don't we, Anne?
  (Jack pours the wine)
 Adam... ghost... and me.

  STANTON
 What shall we drink to?

  JACK
 To the ghost?... To Adam, to the
 director of the new medical center.

  STANTON
  (bangs the piano keys)
 Don't you ever stop working for him?

  ANNE
 Adam!

  STANTON
 I came up here to get away...

  JACK
 I'm sorry, Adam.

  ANNE
 Well, I'm not. What's wrong with
 being the director of the new medical
 center?

  STANTON
 Nothing, except that I'm not going
 to take it.

  JACK
 Why? Because your uncle resigned?

  STANTON
 That's partly it. There are other
 things.

  ANNE
 What other things?

  STANTON
  (looks at her)
 You too?

  ANNE
 Yes, me too.

  JACK
 Anne, if Adam doesn't want to discuss
 it, let's not.

  STANTON
 All right, let's discuss it.

  ANNE
 But calmly.

  STANTON
 Calmly. Go ahead, Jack. Why do you
 think he wants me?

  JACK
 Because you're the best man for the
 job.

  STANTON
 It could have nothing to do with my
 name being Stanton?

  JACK
 It could have. Let's grant that.

  STANTON
 That's your answer.

  JACK
 No, it's not. If that were the only
 answer I wouldn't be with him any
 more. There's another side of it.
 I've learned something from him. You
 can't make an omelet without cracking
 eggs.

  STANTON
 Or heads.

  ANNE
 But at least a hospital will be built,
 and the sick will be cared for.

  STANTON
 At what price?

  JACK
 At any price.

  STANTON
 Do you really believe that, Jack?

  JACK
 I really believe that Stark wants to
 do good. You do too. It's a matter
 of method. Many times out of evil
 comes good. Well, pain is an evil.
 As a doctor you should know that.

  STANTON
 Pain is an evil; it is not evil. It
 is not evil in itself. Stark is evil.

  JACK
 The people of the state don't think
 so.

  STANTON
 How would they know? The first thing
 he did was to take over the newspapers
 and the radio stations. Why be so
 afraid of criticism? If Stark is
 interested in doing good, he should
 also be interested in the truth. I
 don't see how you can separate the
 two. No, Stark is not for me.

  ANNE
  (upset)
 No, Stark is not for you. Well, what
 is for you? Pride. Pride, that's all
 it is... foolish, stupid pride. All
 you've ever talked about is what you
 could do if... if somebody would
 tear down and build. All right, all
 right, somebody has, and he's given
 it to you. But he's not for you. No,
 he's not for you.

She throws down her glass and runs crying from the room.
Adam goes after her.

  STANTON
 Anne... Anne...

Interior: Stanton Hallway and Stairs, Night

Anne runs upstairs and Adam follows. The Judge comes out of
his room to see what has happened, sees Jack standing at the
foot of the stairs, hesitates a moment, and then goes back
to his room without speaking.

      DISSOLVE TO:

Interior: County Recorder Room, Day

Jack enters and speaks to a clerk, who then directs him to
one of the files. He starts to look through the files marked
MORTGAGES DEFAULTED.

  JACK
  (voice over)
 Will I find anything, Judge? Will I?
 I didn't find it all at once. It
 takes a long time to go through old
 courthouse records and musty deeds...
 a very long time. But it wasn't too
 hard for me. I was well trained in
 research, especially this kind.

He pulls out a file.

  JACK
  (voice over)
 I found what I didn't want to find.

He takes the file back to the clerk.

  JACK
 Have some photostat copies made of
 these. I'll be back tomorrow for
 them.

      DISSOLVE TO:

Interior: Jack's Hotel Bedroom, Day

Jack is lying on his bed, looking over the documents that
relate to the Judge. He looks haggard and worried. There is
a knock on the door. Jack doesn't answer; the knock is
repeated.

  JACK
 Who is it?

  SADIE'S VOICE
 It's me, Sadie Burke.

  JACK
 Wait a minute.

He hides the documents under his pillow.

  JACK
 All right, come in.

She comes in, sniffs the air.

  SADIE
 Phew! Awful lot of smoke. Awful lot
 of whisky. You sober?

  JACK
 Stone.

  SADIE
 I'll have one with you.
  (starts tidying up
  the room)
 What are you hiding out for?

  JACK
 I'm not. I've been sleeping.

  SADIE
 For four days? You've been back in
 town for four days.

  JACK
 Willie knows everything.

  SADIE
 Willie's worried about his boy.

  JACK
 Willie's boy is worried about Willie's
 boy.

  SADIE
 Well, why don't you put something on
 the phonograph -- a low-down, mean
 blues. Play it over and over again
 until you're sick of it. Then crack
 it and go back to work.
  (sits down)
 I do it all the time.

  JACK
 That's not my problem.

  SADIE
 No, it isn't your problem.
  (gets up again)
 I'll wait for you if you want to
 powder your nose.

Jack goes into the bathroom.

  JACK
 I'll be with you in a minute.

Sadie wanders around. She goes to the dresser, upon which is
a photograph of Anne Stanton. She picks up the picture and
places it so she can see it in the mirror and compare it
with her own reflection.

  SADIE
 Hmmm. Yeah, I can see it. I've got
 to look in the mirror to be able to
 see it. Soft, white skin... not like
 mine.
  (runs her hand across
  her cheeks)
 I had smallpox when I was a kid.
 Where I lived it seemed nearly all
 the kids had smallpox...

Jack watches her through the open bathroom door.

  SADIE
 It leaves your face hard. Then she's
 got poise. Look at the way she holds
 her head... at just the right angle.
 That takes training. That takes years
 of training...

Jack, towel in hand, comes out and stands behind her. He
looks at her in the mirror, puzzled.

  SADIE
 I see what Willie sees. Willie's got
 big ideas, Jack.

  JACK
 What do you mean?

  SADIE
 A girl like that could be a governor's
 wife. Or even a President's.

  JACK
 What are you talking about?

  SADIE
 He ditched Lucy, he ditched me, and
 he'll ditch you.

  JACK
  (shaking her)
 Answer me!

  SADIE
 He'll ditch everybody in the whole
 world because that's what Willie
 wants. Nobody in the world but him.

  JACK
 What are you talking about?

  SADIE
 You and your high-tone friends. What
 do they know? What do they know about
 anything? Why did you have to mix
 her in?

  JACK
 You're crazy, Sadie. You're out of
 your mind.

  SADIE
 Am I? Well, why don't you go down
 and ask her. Or ask him. Ask Willie.

  JACK
 Shut up!

  SADIE
 Go ahead, ask him.

  JACK
 Shut up!

  SADIE
 Ask him!

He slaps her hard.

  SADIE
 Ow-oo... oh... oh.

She starts to laugh.

      DISSOLVE TO:

Exterior: Football Field, Day

A football team is practicing on the field. Willie watches
from the bench. A player kicks the ball and Tom misses it.
Jack walks over to Willie.

  JACK
 He's off today.

  WILLIE
 It's only practice. He'll be all
 right tomorrow... You been gone a
 long time, Jack.

  JACK
 Yeah. I figured if you needed me
 you'd yell.

  WILLIE
 Why'd you lay around the hotel?

  JACK
 Thinking.

  WILLIE
 About what?

  JACK
 Things.

  WILLIE
 What did you find on the Judge?

  JACK
 Nothing.

  WILLIE
 You sure you didn't find anything on
 the Judge?

  JACK
 Yeah, I'm sure.

  WILLIE
 You're going to keep trying, aren't
 you?

  JACK
 If you want me to.

  WILLIE
 I want you to. There's something
 else I want you to do too.

  JACK
 What? Bucket boy? Towel slinger?
 What?

  WILLIE
  (looks at him closely)
 What's eating you, Jack?

  JACK
  (avoiding it)
 What else do you want me to do?

  WILLIE
 If you've got something on your mind,
 boy, spit it out. We've been together
 too long to play games.

  JACK
 What do you want me to do?

  WILLIE
 I hear your pal Adam Stanton turned
 down the job as director of the
 hospital. That's bad. Especially at
 a time like this.

  JACK
 Oh? How did you hear it?

  WILLIE
 Why? What difference does it make?

  JACK
 I just wanted to know.

  WILLIE
 I heard it around.

  JACK
  (insistent)
 How did you hear he turned it down,
 Willie?

Out on the field the boys have stopped playing and are huddled
around the coach.

  WILLIE
 I'll be right back, Jack. I want to
 see what's happening here.

He goes over to the group on the field. The coach is talking
to Tom.

  COACH
 You going to practice the way I tell
 you.

  TOM
 I'm going to do it the way I want to
 do it.

Willie comes up to them.

  WILLIE
 Tom, come here. What's going on here?

  COACH
 I don't care if he is your son,
 Governor... No special rules for
 him.

  TOM
 It doesn't make any difference to me
 either way... whether I play or not.

  WILLIE
 Well, it does to me.
  (to coach)
 What do you want him to do?

  COACH
 To behave himself. Like the rest of
 the boys. Four times this season
 he's broken training. He comes on
 the practice field half potted.

  WILLIE
 Tom, you're going to have to obey
 the rules. Do you hear me? You're
 going to obey the rules.

  TOM
 I put 'em across, don't I? Every
 Saturday I put 'em across and I can
 still do it, drunk or sober. That's
 all you want, isn't it... for me to
 put 'em across so you can big-shot
 it around? Isn't that all you want?

He walks away.

  WILLIE
 Tom!
  (to coach)
 He's a little high-strung.
  (goes after Tom)
 Tom, come here. Tom!

      DISSOLVE TO:

Exterior: Highway, Foggy Day

Sign in foreground reads: WILLIE STARK HIGHWAY U.S. 56. A
car swerves around a bend and careens down the highway.

Tom and his girl friend Helene are in the car. Tom is
drinking.

  HELENE
  (laughing)
 Come on, Tommy... let's go faster.
 Come on...

The car goes across a bridge, weaving. Two motorcycle cops
parked there start to give chase.

Tom's car swerves out of control and crashes through a fence.

The two motorcycle cops ride out to the field to the wrecked
car. They find Tom and Helene, unconscious. One of the cops
picks up the empty bottle and hands it to the other.

  2ND COP
  (looking at Tom)
 It's the governor's son.

He throws the bottle away.

      DISSOLVE TO:

NEWSPAPER HEADLINES

GOVERNOR'S SON HURT:
GIRL NEAR DEATH IN CRASH

Below the headline is a picture of Helene Hale's father.
Another picture of Mr. Hale on the front page. Caption reads:

GIRL'S FATHER CLAIMS DRUNK DRIVING CAUSE OF WRECK
ADMITTANCE TO HOSPITAL DENIED PRESS

      DISSOLVE TO:

Interior: Governor's Mansion, Night

Lucy and Mr. Hale walk across the large reception room toward
Willie. Jack, Sugar Boy, and Duffy stand around in the
background.

  LUCY
 Willie, Mr. Hale's here to see you.

Willie comes to meet them, a drink in his hand. He is
obviously drunk.

  WILLIE
 Go on upstairs, Lucy. I have some
 business I want to talk over with
 Mr. Hale.

  HALE
 What I've got to say anybody can
 listen to... Where's your boy?

  WILLIE
 Now... now, don't get excited.
  (to Sugar Boy)
 Get me another drink, Sugar.

  HALE
 My daughter may die.

  WILLIE
 She's not going to die. She'll get
 the best medical attention there is.
 No expense will be spared.

  HALE
 Where's your boy?

  LUCY
 I'll get him.

  WILLIE
 Wait a minute, Lucy. He's asleep.
 And the doctor said after a good
 night's sleep he'll be all right.

  LUCY
 No, he won't be all right unless you
 make him all right. I'll get him.

She goes.

  WILLIE
 Lucy!
  (to Hale)
 You care for a drink?

  HALE
 No thanks.

  WILLIE
 Accidents will happen, you know.

  HALE
 Accidents? Your boy was drunk.

  WILLIE
 I saw the police report. There...
 there was nothing about drunkenness
 on the police report.

  HALE
 Whose police and whose report? I say
 the boy was drunk. And I know it.

Tom comes down the stairs, with Lucy.

  HALE
  (to Tom)
 Right here before your father... I
 want you --

  TOM
 Mr. Hale --

  WILLIE
 Tom, the doctor says you need rest,
 boy.

  TOM
  (turns on him)
 I don't want you to try to cover up
 for me. I was wrong... that's all
 there is to it.

  WILLIE
 You don't know what you're talking
 about. I saw the police report --

  TOM
 I don't care what the police report
 says. I was driving and I was drunk.
 It's all my fault.
  (to Hale)
 Anything you want to do to me, you
 can do. Whatever you want me to do,
 I'll do.

  WILLIE
 Nobody has to do anything. Stop
 worrying. I'll take care of
 everything.

  TOM
 I don't want you to take care of
 anything.

Tom looks ill; he presses his hand to his forehead.

  WILLIE
 Tom, go on upstairs and get some
 rest, boy. Go on... go on... go on.

Tom walks slowly toward the stairs.

  WILLIE
 Sugar, help him... Mr. Hale, come on
 over and sit down. You sure you
 wouldn't care for a drink, Mr. Hale?

Hale sits down, shakes his head.

  WILLIE
 Hey, Tiny, go home. Go on, out of
 here... out of here. Go on.

Duffy leaves, disgruntled. Willie sits on a coffee table. He
pours himself another drink.

  WILLIE
 What business did you say you were
 in?

  HALE
 I didn't say.

  WILLIE
 What business are you in?

  HALE
 Trucking business.

  WILLIE
 Trucking business. Trucks run on
 state roads. If a man in the trucking
 business had a contract with the
 state, a big one, that would be pretty
 good, wouldn't it?
  (to Jack)
 Go on, Jack. Tell him what would
 happen.

Jack is silent.

  WILLIE
 Go on, tell him.

  HALE
 You're trying to bribe me, aren't
 you?

  WILLIE
 No, no. No, I'm not trying to bribe
 you. I'm... I'm only talking things
 over with you, that's all.

  HALE
 You're pretty good at talking. I
 remember when you first started
 talking. A place called Upton. You
 did a lot of talking then and the
 things you said made sense, to me
 and a lot of other people. I believed
 in you... I followed you... and I
 fought for you. Well, the words are
 still good. But you're not.
  (rises)
 And I don't believe you ever were.

He walks out of the room.

  WILLIE
  (after a pause)
 Sugar, follow him. Keep calling in.

Sugar goes, leaving just Jack and Willie. Willie, very drunk,
tries to get up but falls against the piano.

  WILLIE
  (yells)
 Lucy!... Lucy!

He staggers up the long stairway. Halfway up he tumbles,
groaning. Jack helps him to his feet.

  JACK
 I'd like Anne to see you now. I'd
 like Anne to see you now, you drunken
 sot!
  (drags him up the
  stairs)
 Come on.

       FADE OUT

FADE IN:

NEWSPAPER

Photograph of Helene Hale on front page. Headline reads:

GIRL CRASH VICTIM DIES

Under the photograph there is a caption:

FATHER MYSTERIOUSLY DISAPPEARS AFTER BARING BRIBE OFFER BY
GOVERNOR STARK

      DISSOLVE TO:

Exterior: Governor's Mansion, Day

Willie, Jack, and Sugar Boy are accosted by a group of newsmen
as they come down the stairs.

  NEWSMEN
 What about the girl's father,
 Governor? Have you a statement to
 make?

  WILLIE
 All right, all right, gentlemen.
 I'll give you a statement. This whole
 thing is a mess of lies. It's a frame.
 The man that made that statement...
 have him repeat it to my face. He
 can't. He vanished. Let me ask you
 some questions. Where has he gone?
 Where is he?

  REPORTER
 Maybe you could answer those questions
 too, Governor.

Sugar Boy makes a move for the reporter but Willie holds him
back.

  WILLIE
 I won't dignify that question with
 an answer.

  ANOTHER REPORTER
 One more question, Governor... Where's
 your son?

  WILLIE
 At the football stadium, where he's
 supposed to be. He's going to play
 for State University, which this
 administration is responsible for.
 He's not hiding from anybody,
 gentlemen. He'll be out there in
 full view of seventy thousand cheering
 fans.
  (starts down the stairs)
 One of which will be me. See you,
 men.

He leaves, followed by Jack and Sugar Boy.

      DISSOLVE TO:

Exterior: Football Field, Day

The game is in progress and the stands are packed. But there
is no cheering. Instead we hear boos, and shouts for Tom.

  CROWD VOICES
 Where's Stark? How about Tommy Stark?
 Hey, Willie, send your boy in.

Exterior: Willie's Box

Willie, Jack, Sugar Boy, and Lucy are in one box. Sadie and
Duffy sit in the adjoining one. Willie is standing up. The
crowd continues to heckle him.

  WILLIE
 Why don't they put him in!

  MAN
 Come on, Willie... send your boy in.

A drunk comes over to his box.

  DRUNK
 What's the matter, Willie... is your
 little boy ashamed to show his face?

  DUFFY
 Shut up!

Willie signals angrily to the police.

  WILLIE
 Get that man out of here! Come on,
 get him out of here.

The man is dragged away. The crowd boos, and Willie gets up
and leaves the box, followed by Jack.

      DISSOLVE TO:

Interior: Stadium Dressing Room, Day

Tom is sitting on one of the massage tables with a towel
around his shoulders as Willie and Jack come in. The sound
of the boos can still be heard.

  WILLIE
 They're booing you.

  TOM
  (holds his head)
 Ever since the accident, my head...

  WILLIE
 The doctor said it was nothing.

  TOM
 Get dizzy... can't see... dizzy...

  WILLIE
 You're scared... plain scared.

  TOM
  (looks up angrily)
 Get out of here!

  WILLIE
 Atta boy... get mad. Show some spirit.
 Jack, tell him what his playing means.
 Go on, tell him.

  JACK
 You can never tell about a head
 injury. Maybe the boy's hurt.

  WILLIE
 He's hurt? I'm hurt. It wasn't me
 that wrapped that car around the
 tree. It wasn't me that got drunk.
 But me, I'm takin' the rap.
  (softer, to Tom)
 Go on, kid. Get out there and play.
 Show 'em the kind of stuff a Stark
 is made of.

  TOM
  (coldly)
 I wouldn't know.

Enraged, Willie slaps him. Tom fights back, and Jack has to
pull them apart.

  JACK
 Tom... cut it out!

  TOM
  (breathing heavily)
 All right, I'll play. Now get out of
 here.

Camera holds on Tom as Jack and Willie leave. He picks up
his uniform, stops, then rubs his head.

      DISSOLVE TO:

Exterior: Football Stadium, Day

Tom is on the field. He runs up to the coach.

  P.A. ANNOUNCER
 Stark's going in!

The boos turn to cheers. The crowd applauds.

Willie signals from his box to the coach. He wants Tom sent
in. Tom runs out on the field and joins the team. The players
are lined up, in position to play. Tom shakes his head, as
if trying to clear it.

      DISSOLVE TO:

Exterior: Football Stadium, Time Lapse

The crowd yells excitedly. Tom, looking weary, gets the ball
and runs with it downfield. Three players tackle him hard
and fall on him. A silence falls over the stadium as he fails
to get up with the others.

In Willie's box, everyone is standing.

  LUCY
 Tommy... Tommy... Tommy!

Willie rushes out onto the field and kneels beside Tom as
the doctor and stretcher bearers arrive.

      DISSOLVE TO:

Interior: Hospital Waiting Room, Night

Lucy and Willie are waiting for news about Tom. Sugar Boy
comes in with a paper bag and sets it on a table.

  SUGAR BOY
 B-b-boss, you gotta eat. You g-g-
 gotta.

Willie motions him away.

  WILLIE
 I'm the one that made him play. I
 sent him in.

  LUCY
 Sit down, Willie. Please sit down.

  WILLIE
 I sent him in.

  LUCY
 What difference does that make now?

Jack comes in.

  WILLIE
 What goes on?

  JACK
 There isn't a plane flying.

  WILLIE
 They gotta fly. This is my son. He's
 got to live.

Adam Stanton enters.

  STANTON
 I just got a call from Dr. Birnham.
 The earliest he can possibly get
 here will be tomorrow morning.

  WILLIE
 Isn't there anybody else we can get?

  JACK
 I still think Dr. Stanton should
 operate.

  STANTON
 That's up to Governor Stark. He wanted
 another doctor... a specialist. I
 sent for one.

  WILLIE
 How bad is it really, doctor?

  STANTON
 He's unconscious... and paralyzed.

Lucy slumps in her chair.

  WILLIE
 Has he got a chance?

  STANTON
 To live? Yes.

  WILLIE
 What do you mean?

  STANTON
 Even if the operation's successful --
 that is, if he lives -- I think he'll
 be paralyzed for life.

  WILLIE
 You'll do everything you can, won't
 you? Anything between you and me..
 that won't count, will it? It doesn't
 have to. Look, doc, anything you
 want in the world you just ask for
 it and you got it. Go on, doc... ask
 for it.

  STANTON
  (coldly)
 There are some things, Governor Stark,
 that even you can't buy. Do you want
 me to operate, or don't you?

  LUCY
 Yes... I want you to operate.
  (stands up)
 Please, may I see Tom now?

  STANTON
 Yes.

They leave together.

  WILLIE
  (to Jack)
 How much does the doc know?

  JACK
 About what?

  WILLIE
 Oh, you know what I'm talking about.

  JACK
 About what?

  WILLIE
 About Anne and me.

  JACK
  (after a pause)
 He doesn't know a thing... not a
 thing.

Jack turns and walks away.

      DISSOLVE TO:

Exterior: Hospital, Night

Anne has been waiting outside the hospital. She turns to
Jack as he comes out the door.

  ANNE
 Jack, how is he?

  JACK
 The boy?

  ANNE
 Yes.

  JACK
 He'll live.

  ANNE
 Oh, thank God. How is --

  JACK
 Willie?

  ANNE
 He blames himself, doesn't he?

  JACK
  (as he walks down the
  street)
 He'll find someone else to blame in
 a few days.

  ANNE
  (following him)
 Oh, I tried to call here at the
 hospital, but I just...

They walk together, along the waterfront.

  JACK
 Anne... Anne, why did you do it?

  ANNE
 He wasn't like anybody I ever knew
 before.

  JACK
 You mean he wasn't like me.

  ANNE
 He wasn't like anybody I ever knew
 before. I love him, I guess. I guess
 that's the reason.

  JACK
 Everybody loves him.

  ANNE
 He wants to marry me.

  JACK
 Are you going to?

  ANNE
 Not now. It would hurt him. A divorce
 would hurt his career.

  JACK
 His career!

  ANNE
 Jack... Jack, what are you going to
 do? You can't leave him now. He needs
 you now more than he ever did before.

  JACK
 What Willie needs, Willie's got.

  ANNE
 You don't know him. You've known him
 all these years and you don't really
 know him at all.

  JACK
 What about Adam?

  ANNE
 Adam?

  JACK
 Well, you don't have to worry about
 him. If Adam finds out it'll be easy
 to prove a Stanton is no different
 than anybody else.
  (gives her the papers
  on the Judge)
 Just show him these. Willie was
 right... a man is conceived in sin
 and born in corruption. Even Judge
 Stanton. Show them to him, Anne.
 Change the picture of the world that
 Adam has in his head, just like our
 picture of it has been changed.

He grips her by the shoulders.

  JACK
 Wipe out everything he's ever believed
 in. It'll be good for him. There's
 no God but Willie Stark. I'm his
 prophet and you're his...
  (pushes her aside,
  then feels sorry and
  walks after her)
 Oh, Anne... Anne, I'm sorry. I didn't
 mean... Anne!

A policeman comes over.

  POLICEMAN
 What's going on here?

Jack catches up to Anne. He takes her arm and they start to
walk back together.

  JACK
 It's all right, officer... we both
 work for Willie Stark.

       FADE OUT

FADE IN:

Exterior: Hospital Site, Day

Willie, Anne, Adam, and Jack inspect a construction site.
There are newsmen and photographers present.

  WILLIE
  (to Adam)
 Right over there, that's going to be
 the main building... fifteen stories
 high, like on the model. Over there,
 that's the laboratory. Finest
 technical equipment in the world.

  STANTON
 What are you trying to convince me
 of? I've taken the job.

  WILLIE
 Why?

  STANTON
 My reasons are my own. Why are you
 building a hospital?

  WILLIE
 To do some good for the people of
 the state.

  STANTON
 And get some votes.

  WILLIE
 Oh, there are lots of ways to get
 votes.

  STANTON
 Yes, I know... I won't stand for any
 interference.

  WILLIE
 I won't interfere. I may fire you,
 but I won't interfere.

  STANTON
 If that's a threat, you're wasting
 your time. You know what I think of
 your administration.

  WILLIE
 Yes, I know. I'll tell you what...
 You stay on your side of the fence;
 I'll stay on mine. Is that a deal?

They climb up onto the platform, where the newsmen gather
around to take pictures. Willie and Adam shake hands.

  JACK
  (voice over)
 Now he had us all... me, Anne, and
 Adam. Now we all worked for him.

       FADE OUT

FADE IN:

Interior: Projection Room, Day

Willie, Jack, and Sugar Boy are watching a newsreel, similar
in style to the March of Time newsreels. A producer, his
assistant, and two policemen are also in the room.

  NARRATOR'S VOICE
 And so the eyes of the entire nation
 are now focused upon Governor Willie
 Stark, an amazing phenomenon on the
 American political scene. The whole
 state is filled with his
 accomplishments -- each of them, of
 course, bearing his personal
 signature, to make sure that no one
 will ever forget who gave them to
 the state.

MONTAGE: THE NEWSREEL

Large plaque on side of the highway: THIS BRIDGE WAS BUILT
DURING THE FIRST ADMINISTRATION OF GOVERNOR STARK. A TOLL
BRIDGE STOOD HERE FOR FIFTY YEARS... NOW THE PEOPLE TRAVEL
FREE

Camera pans to shot of the bridge.

Plaque over college entrance: STARK COLLEGE... THAT EVERY
MAN, WOMAN, OR CHILD, RICH OR POOR, SHALL HAVE AN EDUCATION...
WILLIE STARK

Shot of library -- lettering reads WILLIE STARK LIBRARY.
KNOWLEDGE BELONGS TO THE PEOPLE Shot of bad road running
through dry, barren land.

  NARRATOR'S VOICE
 This is the way the roads used to
 be. But there are those who claim
 that they were adequate for the
 people's needs, that you don't need
 a four- or six-lane highway for a
 horse and buggy.

Shot of horse pulling a plow.

The empty, untraversed STARK HIGHWAY.

  NARRATOR'S VOICE
 When Stark boasts of his great school
 system, his critics say: you can't
 go to school and work in the fields
 at the same time. And they question
 the benefit of these projects,
 charging that the need and the poverty
 of the people is as great as before.

Shot of large school. Camera cuts to men working in the field,
then to ramshackle barn, and to a farmer walking across his
rotted cornfield.

  NARRATOR'S VOICE
 Willie Stark has never forgotten the
 source of his power: the people who
 supported him.

Willie talking to the farmers.

  NARRATOR'S VOICE
 He still keeps in touch with these
 people of the backwoods, making
 periodic trips to such places as
 Kanoma City, now famous as his
 birthplace...

Willie's official car and escort speeding through a street.
Sign reads: KANOMA CITY, BIRTHPLACE OF WILLIE STARK

Shot of Willie having his picture taken with Lucy and Pappy
on the porch of the old farm.

Willie mending the fence on the farm. Willie feeding the
pigs.

  NARRATOR'S VOICE
 For those who say that Willie Stark
 is a man of destiny, there are others
 who claim that he is a man of evil,
 a man who cares neither for the people
 nor the state, but only for his own
 personal power and ambition.

Willie making a speech to a huge crowd of cheering people.

Willie inspecting his police force.

Willie pounding the desk in the state legislature.

  NARRATOR'S VOICE
 Obviously, these ambitions go far
 beyond the boundaries of the state.
 Just how far, only time will tell.
 Meanwhile, he is here...

Big close-up of Willie as he delivers a speech.

  NARRATOR'S VOICE
 ...and from the looks of things, he
 is here to stay. Willie Stark: messiah
 or dictator?

The picture goes off and the lights in the room come on.

  PRODUCER
 How do you like it, Governor?

Willie stands and faces the producer.

  WILLIE
 How many theaters will this play in?

  PRODUCER
 All over the country.

  WILLIE
 Hear that, Jack. All over the country.

They start to leave. Willie stops for a moment.

  WILLIE
 Oh, there's one thing in there I
 didn't like too well. That messiah
 or dictator.

  PRODUCER
 That's our point of view, Governor.
 And that's the way it stands.

There is a silence. Willie's face is hard. Then he grins.

  WILLIE
 All right, all right, that's the way
 it stands... as of now.

       FADE OUT

FADE IN:

NEWSPAPER HEADLINE

STARK BEGINS RE-ELECTION CAMPAIGN
STATEWIDE TOUR STARTS WITH VISIT TO KANOMA CITY

      DISSOLVE TO:

EXTERIOR: STARK FARMHOUSE, DAY

Tom and Pappy Stark are seated on the porch. Tom is in a
wheelchair. Lucy comes onto the porch as the sound of sirens
is heard, and Willie's two cars, motorcycle escort, and the
car of reporters turn onto the drive. Tom, upset, flips his
cigarette away as the cars stop in front of the porch. Lucy
puts her hand on his shoulder to calm him. Then Willie climbs
up the steps to greet Lucy.

  WILLIE
 Hello, Lucy... How are you making
 it, Pa?... How are you, Tom?

Tom doesn't answer. Lucy offers her cheek to Willie. Sadie,
Jack, and Sugar Boy wait at the bottom of the steps, along
with the reporters.

  LUCY
 I made some refreshments for your
 friends. I'll get them.

  SADIE
 I'll help.

  LUCY
  (firmly)
 No, thank you. Thank you kindly.

  JACK
 If you don't mind, Mrs. Stark... the
 boys have to get back to make the
 morning editions.
  (to photographers)
 Set 'em up on the porch, fellows.
 We'll take some pictures out here,
 first.

He starts arranging the family for the picture.

  JACK
 Mrs. Stark, please... All right,
 fellows, take one down there, will
 you please... Shoot it up this way.

The cameras click.

      DISSOLVE TO:

Interior: Stark Farmhouse, Night

Willie is finishing his meal, seated at the table with his
family and Jack. Sugar Boy stands behind Willie. Sadie has
left the table and is examining the room.

  WILLIE
  (on the last bite)
 You're still a great cook, Lucy.
 Great cook.
  (gets up)
 Well, I guess I better be getting
 back to town. Nice to have spent the
 day with the family.
  (kisses Lucy on the
  forehead)
 Goodbye, Lucy.
  (extends his hand to
  Tom)
 Tom.

  TOM
  (ignores the gesture)
 Goodbye.

  WILLIE
 Take care of yourself, Pappy. Oh,
 uh... how do you like the new radio
 I got you?
  (walks over to it)
 You know how it works? You can get
 police calls on it. Come here, come
 here... I'll show you.

Pappy leans over as Willie demonstrates how it works.

  WILLIE
 This one for police calls up here.

He turns the dial.

  POLICE BROADCAST
 Car sixty-two, proceed to five-
 eighteen Oak Street. Tom Jones beating
 his wife again.

Pappy laughs delightedly. He reaches out to turn the dial.

  WILLIE
 All right, go ahead, go ahead.

  ANNOUNCER'S VOICE
 We interrupt this program to bring
 you a special announcement. This
 afternoon, the body of Richard Hale,
 father of the girl who died in the
 automobile accident involving the
 governor's son, was found. A medical
 examination revealed he was beaten
 to death.

Tom starts to wheel toward Willie, but Lucy restrains him.

  ANNOUNCER'S VOICE
 The ugly charge of "official murder"
 has been hurled at the administration
 by a coalition of Stark's opponents,
 led by Judge Stanton, lately an
 outspoken critic of the
 administration.

  WILLIE
  (to Jack)
 Your friend, the Judge.

  ANNOUNCER'S VOICE
 Thus an almost forgotten incident
 provided the spark that might set
 off the explosion needed to rock
 Willie Stark out of power. The latest
 report is that impeachment proceedings
 may be instituted...

Willie turns off the radio. There is a silence. Then Willie
turns to Lucy.

  WILLIE
 How long will it take you to pack? I
 want you to go back to Capital City
 with me tonight.

  LUCY
 Why?

  WILLIE
 Because I need you.

  TOM
 What for?

  WILLIE
  (still speaking to
  Lucy)
 I'll explain all of that later. Now,
 Lucy, do like I say.

  JACK
 I'll wait outside.

  WILLIE
 You stay right here, Jack. I want
 you bear witness to what I've got to
 say.

  LUCY
  (indicating Sadie)
 She can be a witness too.

  SADIE
  (starting toward the
  door)
 I'm going back to the capital and
 get hold of Duffy.

  WILLIE
 You stay right here, Sadie.

  SADIE
 Somebody's got to go back to the
 capital. I'll go in the other car.

  WILLIE
 All right, then tell Duffy not to do
 anything or say anything until I get
 there.

  SADIE
 Yes, Governor.

She leaves.

  TOM
 Now he needs us. Now that he's in
 trouble he needs us, so he can lead
 us around like monkeys with rings in
 our noses. So he can say to people,
 look at me, feel sorry for me...
 just a family man with a wife and a
 crippled son...

  WILLIE
  (shouts)
 Shut up!

  LUCY
 Willie!

  TOM
 Why don't you leave us alone?

Tom wheels himself into his own room. Lucy starts to follow.

  WILLIE
 Leave him alone. How many scrapes
 have I gotten him out of? How many
 girls?

  LUCY
 Willie, stop.

  WILLIE
 It's not him they're after. It's me.
 How many halfwitted apes do you think
 I'm going to have to pay to square
 this one? What do you think this is
 going to cost me?

  LUCY
 What do you think it cost him?

Suddenly Willie turns his face away.

  WILLIE
  (in a broken voice)
 A man builds for his son. That's all
 he builds for.

  LUCY
 Willie!
  (turns and goes into
  Tom's room)
 Tom... Tom.

Willie looks up at Jack and Pappy.

  WILLIE
 Give me a drink, Jack.

Jack hands him a bottle and he takes a slug.

  WILLIE
 She'll go.

Pappy shakes his head.

  PAPPY
 No good, Willie. No good.

      DISSOLVE TO:

Exterior: Stark Farmhouse, Night

Pappy stays behind on the porch as Tom is carried in his
wheelchair down the steps and into Willie's car. Lucy follows.
The motorcycle escort leads them away from the farm.

      DISSOLVE TO:

Exterior: Highway, Night

As the cars speed to Capital City.

Interior: State Legislature, Night

There is great excitement in the assembly room. One senator
steps forward and addresses the speaker of the house.

  SENATOR
 Mr. Speaker, I offer a house
 resolution. Whereas Willie Stark,
 governor of this state, has been
 guilty of incompetence, corruption,
 and favoritism in office -- yes, and
 other high crimes -- that he is hereby
 impeached, and ordered to be tried
 by the senate.

His resolution is met with a mixture of cheers and boos.

Exterior: State Capitol, Night

A huge crowd is gathered outside. Pillsbury, Sadie, and Duffy,
waiting with the crowd, step forward as they see Willie's
car approach. Newsmen take pictures as Willie gets out of
the car.

  WILLIE
  (as he meets Duffy)
 What's the score?

  DUFFY
 They're lined up against you solid.
 They had a meeting.

  WILLIE
 How do you know? Were you there?

  DUFFY
 Me? What would I be doing there?

  WILLIE
 Selling me out.

He starts up the steps of the building.

      DISSOLVE TO:

Interior: Willie's Executive Offices, Night

  WILLIE
 How many votes have we got?

  SADIE
  (going through some
  files)
 Eleven.

  WILLIE
 We need twenty.

  DUFFY
 We might be able to dig up a few
 more.

  WILLIE
 Yeah. Do you know how?

  DUFFY
 No.

Willie turns to Jack.

  WILLIE
 Oh, Jack. Come here. What have you
 got in your black book about that
 old friend of yours?

  JACK
 Who do you mean?

  WILLIE
 You know who I'm talking about...
 your old friend, the Judge.

  JACK
 If and when you need it.

  WILLIE
 If and when? I need it right now.
 He's got four senators wrapped up in
 his hip pocket. Come on, come on,
 boy... what have you got?

  JACK
 I'm going to give him a break. If he
 can prove it isn't true, I won't
 spill it.

  WILLIE
 I ought to bust you, Jack.

  JACK
 I promised two people I'd do it this
 way.

  WILLIE
 Who are they?

  JACK
 Myself... and someone else. It doesn't
 matter who. I'm going to give him a
 break.

  WILLIE
 All right, give him a break. But if
 you got the facts, you got the facts.
 The truth is sufficient... just like
 it says in the Bible.

  JACK
 That's the way it's going to be.

  WILLIE
 All right, boy... I'll trust you.
 Where are you going?

  JACK
  (on his way out)
 I'll be around.

Willie turns to go into his private office.

  SADIE
 Who else do you think he promised,
 Willie?

Willie shrugs.

  SADIE
 You'd be smart... play square with
 him. You're going to need people
 like us around.

  WILLIE
  (as he shuts his door)
 Are you sure?

      DISSOLVE TO:

MONTAGE: THE IMPEACHMENT

Willie's car speeding down a road.

Willie, with Lucy and Tom seated behind him, addressing crowd.

Willie speaking from the back of a train to a railroad station
audience.

  JACK
  (voice over)
 The chips were down, and Willie knew
 it. He was fighting for his life. He
 roared across the state making one
 speech after another. And all of
 them added up to the same thing...
 "It's not me they're after, it's
 you!"

Close-ups of Willie, speaking to the people.

  JACK
  (voice over)
 Willie hollered foul. Willie knew if
 you hollered long enough, hard enough,
 and loud enough, people begin to
 believe you. Just in case they didn't,
 he organized spontaneous
 demonstrations.

Sign on back of a car: FIGHT WITH WILLIE

Crowds carrying signs: WIN WITH WILLIE

Willie talking on the telephone. Sadie listens.

  WILLIE
 Tell the boys to get the hicks out.
 Bring 'em in from the sticks, empty
 the pool halls. Turn 'em out. Turn
 the yokels out.

More men with WIN WITH WILLIE signs. Man directing crowd
from top of bus. Other bus loads of people are seen, all of
them bearing signs.

  JACK
  (voice over)
 In case anyone hollered back, he
 organized spontaneous slugging. Willie
 pulled every trick he ever knew --
 and added a few more.

Crowd looks on as two uniformed police drag a man away.
Willie's car waiting. Two thugs talk things over with a man
on his doorstep.

Willie discussing matters with a man in his office. Two cops
stand with him.

Willie and Jack in the car. Sugar Boy drives. It is night.
Sugar Boy drives fast, and has to swerve to avoid colliding
with a truck.

  JACK
 Hey, Sugar!
  (To Willie)
 You'll never live to be impeached!

  WILLIE
 Boy, I'll live to be President...

Jack and Sugar wait in the car as Willie leans out the car
window to talk to a senator. He offers the man a piece of
paper.

  WILLIE
 I've got fourteen senators to vote
 against impeachment. If I win, you're
 out of politics.

  SENATOR
  (refuses to sign)
 I'll do whatever the Judge says.

      DISSOLVE TO:

Exterior: Highway, Night

Willie's car, as it races down the highway.

  JACK
  (voice over)
 And always the trail led to one
 place... Burden's Landing... and the
 Judge.

Exterior: Ferry to Burden's Landing, Night

Willie's car coming across on the ferry.

      DISSOLVE TO:

Exterior: Stanton Home, Night

As Willie's car stops and they all get out.

  WILLIE
 You sure you don't want me to go in
 with you?

  JACK
 I'm sure.

  WILLIE
 Well, hurry it up, boy. We've got
 places to go.

Jack goes into the house alone.

      DISSOLVE TO:

Interior: Judge Stanton's Study, Night

Jack and the Judge are seated opposite each other.

  JACK
 Judge, I beg you, as a favor to
 yourself, to me... call up, release
 your votes.

  JUDGE
 I made a mistake once, Jack... when
 I resigned. It was too easy then,
 just resigning, pulling out. No,
 Jack, I've made my choice. I have
 nothing more to lose.

  JACK
 Judge, you know what Stark is capable
 of. Think it over. I'll leave now.
 I'll come back tomorrow and we'll
 talk about it again. You can give me
 your answer then.

The door opens and Willie and Sugar Boy enter.

  WILLIE
 I can't wait until tomorrow. I'm a
 very impatient man.

  JACK
  (rising)
 I told you not to come in here.

  WILLIE
  (ignoring him)
 Is it true, Judge, that you're behind
 the impeachment proceedings?

  JUDGE
 Yes, it's true.

Willie takes a seat in an easy chair.

  WILLIE
 I wanted to hear you say it with
 your own silver tongue.

  JUDGE
 Well, you've heard it. If that's all
 you came to hear you could have saved
 yourself a trip.

Willie picks up a decanter off the table.

  WILLIE
 Mind if I pour myself a drink? How
 about you, Judge, will you have one?
 You better... You're going to need
 it.

Jack and Judge Stanton remain standing, silently watching
Willie.

  WILLIE
 What'd he say, Jack?

  JACK
 You'll get your answer tomorrow.

  WILLIE
 Are you kidding? Did you show it to
 him, or didn't you?

  JUDGE
 Show me what?

  WILLIE
 That's what I figured. Let's get
 down to cases, Judge. Do you remember
 a man with the name of Littlepaugh?

The Judge shakes his head. He doesn't.

  WILLIE
 Remember the Fortune Electric Company?

  JUDGE
 Of course. I was their counsel for
 over ten years.

  WILLIE
 Remember how you got the job?

  JACK
 How did you find out?

  WILLIE
  (hands the Judge some
  papers)
 Do you remember how you got the job?

The Judge examines the papers.

  WILLIE
 You know, Judge, dirt's a funny thing.
 Some of it rubs off on everybody.
 How did you get the job, Judge?
 Blackmail?

  JUDGE
  (to Jack)
 I swear I never even remembered his
 name. Isn't that remarkable, Jack? I
 never even remembered his name. It's
 all so long ago it's hard for me to
 realize it ever happened.

  WILLIE
 Yeah. But it did.

  JUDGE
 Yes, it did. But it's difficult for
 me to realize it.

  JACK
 For me too, Judge.

  JUDGE
 Thanks for that much.

  WILLIE
 Well, I guess you know what the next
 move is, don't you?

  JUDGE
 Yes, I do. Jack Burden. Willie Stark's
 hatchet man.

  JACK
  (to Willie)
 I asked you... how did you find out?

  JUDGE
 This would never stand at law, not
 for a minute. It happened over twenty-
 five years ago, and you could never
 get any testimony. Everybody is dead.

  WILLIE
 Everybody except you, Judge. You're
 alive. And people think you're a
 certain kind of man. And you just
 couldn't bear for people to think
 otherwise.

  JUDGE
 Ever since then I... I've done my
 duty. I... I'm responsible for many
 good things.
  (looks at the papers
  again)
 But I also did this.

  WILLIE
 Yes, yes, you did.

  JACK
 Judge, I beg of you, call and release
 your votes, for your sake.

  JUDGE
 You have tender sensibilities for a
 hatchet man.
  (goes to the door)
 Good night, gentlemen.

  WILLIE
 How about my answer?

  JUDGE
 You'll have it in the morning.

  WILLIE
 I want it tonight.

  JUDGE
 In the morning. Good night, gentlemen.

There is silence. Then the three men get up to go. The Judge
closes the door behind them.

Interior: Stanton Hallway, Night

As the three men walk to the front door.

  JACK
 How did you find out?

  WILLIE
 We've got a lot to do. It's getting
 late, Jack. Let's get back to town.

  JACK
 You know we're through, don't you?

  WILLIE
 Aw, you don't mean that, boy.

The front door opens, and Adam and Anne come in.

  STANTON
 What are you doing here?

  WILLIE
 It's all right, doc. Just here to
 discuss some politics with the Judge.

  STANTON
 Oh, I see.
  (starts upstairs)
 Well, good night.

  WILLIE
 Good night.

  JACK
  (to Anne)
 Did you give him --

  WILLIE
 Wait a minute, Jack --

  JACK
 Answer me. Did you give --

A shot is fired. They turn and rush into the Judge's study.
They find the Judge face downward in his leather chair. Adam
and Jack kneel beside him. Willie, holding on tightly to
Anne's arm, stands in the doorway. Jack picks up the Judge's
pistol and looks at Adam.

      DISSOLVE TO:

Exterior: Stanton Home, Night

Jack comes out of the house, followed by Anne and Adam.

  STANTON
 Aren't you going back with him?

  JACK
 No.

  STANTON
 Why not? You belong with him. Jack,
 how could you have done it? When
 Anne brought me those papers she
 told me you promised not to tell
 Stark until...

  JACK
 Yeah. I know.
  (walks away)
 Well, I kept my promise.

Adam looks unbelievingly at Anne. She looks away.

  STANTON
 Anne? Anne?

       FADE OUT

FADE IN:

Interior: Jack's Hotel Room (State Capital), Day

Jack looks out the window. A portable radio is blaring out
the news.

  ANNOUNCER'S VOICE
 From all over the state they're
 streaming in. From the hill country
 and farms, the lumber camps... by
 boat, by train, by horse, and on
 foot. Willie Stark's army.

Through Jack's window we see the street blocked with cars
and people, all headed for the State Capitol Building. Anne
is in the crowd, trying to get across the street. Seeing
Jack in the window, she pushes her way across and enters the
hotel. He slams the window shut and comes back into the room.

  ANNOUNCER'S VOICE
 The state capital is filled with
 rumors, one of which is that Stark
 is planning to seize power by force.
 As commander of the state militia,
 he has --

Jack turns it off. He goes over to his bed and starts putting
clothes into a valise. There is a knock on the door. He
ignores it. Another knock.

  JACK
 Come in. The door's open.

Anne enters.

  ANNE
 Jack...

  JACK
 What do you want?

She starts to cry. He grabs her, pulling her face close to
his.

  JACK
  (bitterly)
 No, I want to see you cry.

He lets her go and she falls to the bed, sobbing.

  JACK
 Stop it!

  ANNE
 I called you. All afternoon I've
 been calling you.

  JACK
 I know. I was here.

  ANNE
 You've got to tell Adam. You've got
 to see him.

  JACK
 Tell him what?

  ANNE
 He knows about me and...

  JACK
 About you and Willie?

  ANNE
  (nods)
 I tried to explain to him. I... I
 tried to explain to him that it wasn't
 the way he thought it was.

  JACK
 How was it, Anne? You tell me.

  ANNE
 He hit me, Jack. My own brother...
 he hit me.

  JACK
 Your brother is an old-fashioned
 man. He believes in his sister's
 honor. Me, I'm a modern man.
  (slams clothes into
  the valise)
 The twentieth-century type. I run.

  ANNE
  (rises)
 I'm frightened, Jack.

  JACK
 For who? Your brother, or Willie?

  ANNE
  (quietly)
 We're through.

  JACK
 Who's through with who?

  ANNE
 He called me this afternoon. He's
 going back to Lucy. He said it was
 better that way.

  JACK
 Better for who? Him.

  ANNE
 Both of us.

  JACK
 Did he tell you that too when he
 asked you to betray the Judge? At
 least I walked out on him.

  ANNE
 Oh Jack... help me, please, please.
 Adam's all I've got left now. Oh,
 Jack, if you ever loved me...

  JACK
 If I ever loved you.
  (pause)
 I'll go find Adam.

He takes up his coat.

      DISSOLVE TO:

EXTERIOR: HOSPITAL SITE, DAY

A large billboard. It reads HERE ON THIS SITE WILL BE ERECTED
THE GOVERNOR STARK HOSPITAL -- TO HEAL SICKNESS -- TO EASE
PAIN -- FREE. NOT AS A CHARITY BUT AS A RIGHT. WILLIE STARK

Adam enters, looks at the sign, and walks on.

Exterior: Street Near Capitol Building, Day

Crowds of people headed toward the building, some with WIN
WITH WILLIE signs. A marching band plays music for them.

Exterior: Capitol Building, Day

Crowd waiting outside the building. Mounted policemen keep
them in line. From a large platform, loaded with people,
comes the chant "We want Willie, we want Willie." Jack pushes
his way through the people and speaks to a policeman standing
guard on the Capitol steps.

  COP
 Where do you think you're going?
  (recognizes Jack)
 Oh, I'm sorry. I didn't recognize
 you.

  JACK
 Do you know who Dr. Stanton is?

  COP
 Yes sir.

  JACK
 Did he try to come through here today?

  COP
 Haven't seen him, sir.

  JACK
 Well, can you check the other
 entrances?

  2ND COP
 There's no other entrances today.
 The other entrances are blocked off.
 Orders are to take no chances.

  COP
 If you care to come inside and wait,
 Mr. Burden, we can find you a seat.

  JACK
 No, thanks. I'll wait out here. If
 Dr. Stanton shows up, let me know.
 Pass the word along to the boys,
 will you?

  COP
 Yes sir.

Jack turns and looks at the large crowd. A voice from a public
address loudspeaker begins to yell out commands to the crowd.

  LOUDSPEAKER
 All right now. Everybody... that
 means everybody... let's let Willie
 know we're here! All together: WE
 WANT WILLIE. WE WANT WILLIE.

The chant is picked up enthusiastically by the crowd.

Interior: State Legislature, Day

The speaker is trying to speak over the clamor of the
chanting.

  SPEAKER
 We will first proceed to take the
 judgment of the senate on the question
 of the impeachment of the governor.

  SENATOR
  (rising)
 Mr. Speaker, this is a farce to ask
 us to vote in the face of the kind
 of intimidation and pressure that
 has been exerted here in the past
 few weeks. Even that crowd outside,
 yelling on cue, is part of that
 pressure.

  CROWD NOISE
 We want Willie. We want Willie.

Willie gets up, and goes to the window.

Exterior: State Capitol, Day

The crowd, with Jack in the foreground. The crowd suddenly
goes wild as they see Willie appear at the window. In the
growing darkness he seems only a shadowy figure as he raises
his hands to wave to the crowd.

We see various shots of people straining to get a little
closer to the steps in order to see him better. Willie then
turns and goes back into the room.

      DISSOLVE TO:

Exterior: State Capitol, Day

The crowd again, still waiting. The camera pans upward to a
loudspeaker.

  ANNOUNCER
 Attention, please. Attention, please.
 This is a special announcement from
 Willie Stark to you people out there.
 He doesn't want any one of you to
 leave...

The camera moves over the faces of the people listening.

  ANNOUNCER
 He wants you to stay in front of
 this state Capitol until the fight
 is over. If you want Willie Stark to
 win, stay where you are.

They cheer. Camera picks up Jack watching the crowd's
reaction, then up to a plaque over the entrance to the Capitol
Building. It reads THE PEOPLE'S WILL IS THE LAW OF THIS STATE --
GOVERNOR STARK.

  ANNOUNCER
 Do you hear me... stay where you
 are. Don't go away. Stay where you
 are. Don't go away.

      DISSOLVE TO:

Exterior: State Capitol, Night

Newsmen, photographers stand about, bored. The crowd, every
bit as large, is quiet but expectant. Everyone holds still
as the announcer's voice is heard again.

  ANNOUNCER
 Attention, please. Attention, please.
 The balloting on the impeachment
 proceedings against Governor Stark
 has just ended. This is the result:
 Willie Stark has won.

The crowd explodes. People break through the police barriers.
Mounted policemen ride in quickly to prevent a riot. Camera
picks up Anne in the crowd, trying to push through.

Jack stands on the steps of the Capitol, watching it all.
Suddenly Willie appears at the top of the steps, followed by
Sugar Boy. Sadie, Duffy, Pillsbury follow close behind. Willie
grabs hold of the mike and addresses the suddenly hushed
crowd.

  WILLIE
 They tried to ruin me. But they are
 ruined. They tried to ruin me because
 they did not like what I have done.
 Do you like what I have done?

Loud applause, and cries of "yes."

  WILLIE
 Remember, it's not I who have won,
 but you. Your will is my strength,
 and your need is my justice, and I
 shall live in your right and your
 will. And if any man tries to stop
 me from fulfilling that right and
 that will, I'll break him. I'll break
 him with my bare hands. For I have
 the strength of many.

Having finished, he waves at them all. Then he notices Jack
and comes down the steps to greet him.

  WILLIE
 Hello, Jack boy, I'm glad you're
 here. I knew you'd come back.

He walks back up the steps, his arm around Jack's shoulders.
They start to go into the building that way when Willie sees
someone. He smiles and puts out his hand.

  WILLIE
 Oh, doctor, I'm very glad to see
 you.

Adam is seen, waiting at the entrance of the building. Before
Willie has taken a step Adam fires several shots into him.
Willie falls to the ground and Sugar Boy whips out his pistol
and fires at Adam. Three policemen with tommy guns open fire,
shooting into Adam's already fallen body. Then they turn and
point their guns at the mob of people rushing toward Willie,
forcing them back.

  COP
 Stand back, everybody. Stand back.

Sugar Boy kneels beside Willie. Sadie stands against a pillar,
looking down on him.

  SUGAR BOY
  (nearly crying)
 D-does it hurt m-much, boss? D-d-
 does it hurt much?

Jack looks up to see Anne struggling through the screaming
mob to get to Adam. She looks at Adam for a moment, then
turns away.

  JACK
 Anne, Anne... Where are you going?

She doesn't answer, only walks away. He runs after her and
catches hold of her arm.

  ANNE
 I don't know. Leave me alone.

  JACK
 To do what?

  ANNE
 I don't care.

  JACK
 No, that's too easy.

  ANNE
 I don't know, I don't know, I don't
 know.

  JACK
 I do.

  ANNE
 Leave me alone, please.

  JACK
 No, no more.

  ANNE
 He's dead.

  JACK
 We're alive.

  ANNE
 My brother's dead.

  JACK
 We've got to go on living.

  ANNE
 How?

  JACK
 So that Adam's death has meaning, so
 that it wasn't wasted. Anne, our
 life has to give his death meaning.
 Don't you see that? Look at those
 people...

He turns her around so that she can see the crowds still
struggling to get a look at Willie.

  JACK
 Look at them! They still believe in
 him. And we've got to make them see
 Willie the way Adam saw him, or
 there's no meaning in anything...
 anything.

A policeman approaches.

  POLICEMAN
 Mr. Burden... the governor's asking
 for you. You better hurry. He's going
 fast.

  JACK
  (to Anne)
 Will you wait here?

No reply.

  JACK
 Will you wait here?

She nods her head slowly. Jack walks through the building to
the pillar against which Willie has been propped. Sugar Boy
is still beside him. He stands behind Sadie and Duffy, looking
down at Willie.

  WILLIE
 It could have been the whole world,
 Willie Stark. The whole world...
 Willie Stark. Why did he do it to
 me... Willie Stark? Why?

His head droops to the side and he dies.

FADE OUT
THE END



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