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L.A. Confidential (1997) script

by Brian Helgeland and Curtis Hanson, based on the novel by James Ellroy. Find more about trailer
 
FADE IN:

OVER the opening strains of "I LOVE YOU, CALIFORNIA," a
MONTAGE:  a mixture of headlines, newsreel footage and
live action.  Economy Booming!  Postwar Optimism!  L.A.:
City of the Future!  But most prominent among them:
GANGLAND!  Police photographers document crime scenes.
The meat wagon hauls ex-button men to the morgue.  Where
will it end?


EXT. L.A. SKYLINE - SUNSET

Palm trees in silhouette against a cherry sky.  City
lights twinkle.  Los Angeles.  A place where anything is
possible.  A place where dreams come true.  As the sky
darkens, triple-kleig lights begin to sweep back and
forth.


EXT. MANSION (HANCOCK PARK) - NIGHT

The KLEIG LIGHTS are out front.  Valets hurry to park a
line of elegant cars.

		MAYOR (V.O.)
	Ladies and gentlemen, I give you
	the future of Los Angeles!


INT. HANCOCK PARK MANSION - BALLROOM - NIGHT

The MAYOR yanks a cloth to reveal a MODEL of L.A. criss-
crossed by an elaborate FREEWAY SYSTEM.  The CROWD oohs.
A COUNCILMAN claps.  A SOCIETY MATRON nods her approval.

PIERCE PATCHETT, 50, tuxedoed, watches off to one side.
A behind-the-scenes power broker, Patchett exudes
authority much more so than the Mayor does.

		MAYOR
	The Arroyo Seco freeway is just
	the beginning.  We're planning
	freeways from Downtown to Santa
	Monica, from the South Bay to the
	San Fernando Valley.  Twenty
	minutes to work or play is the
	longest you'll have to travel.

More applause.  One REPORTER asks a little too loudly...

		REPORTER
	How many bodies you think Mickey
	Cohen'll be able to hide in all
	that cement?

The Mayor wears a plastic smile, ignores it.


INT. THE MOCAMBO - NIGHT

A CLUB PHOTOGRAPHER pops snapshots, but the real action
is on the floor where MICKEY COHEN does a wicked "Lindy
Hop" with THREE different GIRLS at once.  A fireplug of a
man, he hardly seems a public menace.  Nearby is his
bodyguard JOHNNY STOMPANATO.  Over it all:

		HUDGEONS (V.O.)
	Meyer Harris Cohen, Mickey C to
	his fans.  He's the big moocher,
	local L.A. color to the nth
	degree.  You know Mickey.  He runs
	dope, rackets and prostitution.
	He kills a dozen people a year.
	But who you may not know is
	bodyguard Johnny Stompanato.

His hair in a slick pompadour, Stompanato keeps an eye on
Cohen and comes onto a CIGARETTE GIRL at the same time.

		HUDGEONS (V.O.)
	Johnny's handsome, ladies, but the
	real attraction is below the belt.
	Second only to Steve Cochran, he's
	sometimes known as 'Oscar' because
	of his Academy Award-size
	appendage.

Mickey works a sweat on the dance floor.  A bottle of
champagne pops; Stompanato reacts, nearly draws a pistol
from his shoulder holster.  As he laughs at himself...


INT. HUSH-HUSH MAGAZINE OFFICE - DAY

Lurid page one headlines cover the wall where SID
HUDGEONS types.  The essence of sleaze, Sid is the
publisher-photographer-writer of Hush-Hush magazine and
keeper of inside dirt supreme.  As he continues...

		HUDGEONS (V.O.)
	Remember, dear readers, you heard
	it here first, off the record, on
	the Q.T. and very Hush-Hush.


INT. HANCOCK PARK MANSION - BALLROOM - NIGHT

The party continues.  The Mayor has moved off to the side
with the power brokers.  Patchett is a presence.

		MAYOR
	We're selling an image, gentlemen.
	Beautiful weather.  Affordable
	housing.
		(re:  model)
	Trouble-free transportation.  And
	the best police department in the
	world to keep it all running
	smoothly.


EXT. STOREFRONT - NIGHT

A dozen people watch a display windoe TELEVISION as it
rolls the opening of the hit show "Badge of Honor."  Over
familiar THEME MUSIC, "Sgt. Joe Reno" (actor BRETT CHASE)
walks the streets of Los Angeles.

		CHASE (V.O.)
	My name?  Joe Reno.  The city?
	Los Angeles.  A big town.  Full of
	all sorts of people.  It's my job
	to help them.  I like what I do.
	I'm a cop.


INT. HANCOCK PARK MANSION - BALLROOM - NIGHT

The Mayor continues.

		MAYOR
	But with a second rate Al Capone
	out there, L.A. looks like Chicago
	in the '30s.  Something has to be
	done.

As Pierce Patchett nods sagely.


INT. OLYMPIC AUDITORIUM - NIGHT

Wrestler GORGEOUS GEORGE primps and poses before flatten-
ing an opponent with a drop kick.


INT. MOVIE THEATER - NIGHT

An enthusiastic crowd adjusts their 3-D glasses.


EXT. COHEN MANSION (BEVERLY HILLS) - DAY

In monogrammed silk pajamas, Mickey Cohen answers the
door, his pet BULLDOG Mickey Jr. at his feet.  The police
are waiting.  REPORTERS' flashbulbs pop.

		POLICE OFFICER
	Mr. Cohen, you're under arrest.

		COHEN
	Bullshit.  What's the charge?

		POLICE OFFICER
	Non-payment of federal income tax.

		COHEN
	Bullshit.


EXT. GRAUMAN'S CHINESE - DAY

JOHN WAYNE gets his hand prints in the sidewalk.


EXT. WESTCHESTER BEAN FIELD - DAY

MIGRANT WORKERS hurry to finish the harvest.  We PAN
TO CONSTRUCTION WORKERS who wait impatiently with bull-
dozers under a "Spirit of the Future" BANNER.  As the
last picker leaves the field, the bulldozers move in,
leveling the bean rows to make way for a housing tract.


EXT. FEDERAL COURTHOUSE - STEPS - DAY

Flashbulbs pop as Mickey Cohen exits and starts down
the steps.  Accompanied by his LAWYERS, bodyguard
Stompanato and mob lieutenants DEUCE PERKINS and NATE
JANKLOW, Cohen ignores REPORTERS' shouts.

		REPORTER
	How's your bullshit now, Mickey?!

As Cohen gets into a waiting car, the media turn their
attention to District Attorney ELLIS LOEW.  A singularly
ambitious man, Loew loves the spotlight.

		LOEW
	Today is an auspicious one for the
	city of Los Angeles.  Mickey Cohen
	has just been sentenced to ten
	years in federal prison for
	failure to pay income tax.
	As the District Attorney for Los
	Angeles County, it is my pleasure
	to declare our great city
	organized crime free.  It is truly
	the dawning of a new day.

The SONG ENDS and so does the MONTAGE.


INT. PACKARD (ACROSS FROM BULLOCKS WILSHIRE) - NIGHT

December 24th.  Wendell "BUD" WHITE, 30, stares at the
enormous Christmas tree on the deco platform over
Bullocks' entrance.  An LAPD cop, Bud's rep as the
toughest man on the force has been well earned.  In the
back seat, with cases of Walker Black and Cutty Sark, is
Bud's partner -- DICK STENSLAND.  Older, but also a tough
hump, "Stens" sucks on a pint of Old Crow.

The passenger door opens and Mickey Cohen bodyguard
Johnny Stompanato slides in.  Guinea handsome, Johnny
wears his curls in a tight pompadour.  With his boss
behind bars, he's out of work.  Bud just stares at him.

		STOMPANATO
	Officer White.  I heard you got a
	hard-on for wife beaters.

		BUD
	And you fuck people up for a
	living.  That don't make me you.
	Capisce, shitbird?

Stompanato smiles.  Nervous.  Through the window, Bud
watches a Salvation Army Santa palm coins from a kettle.

		STENSLAND
	Bud ain't in the mood for small
	talk, Stompanato.

		STOMPANATO
	Look, Mickey C's doing time and
	half the other guys who'd hire me
	are dead or left town.  I need
	money.  If your snitch-fund's
	green, I'll get you some fucking-A
	collars.

Impatient, Bud tugs at a finger, CRACKS a KNUCKLE.

		STOMPANATO
	There's this guy.  He's blond and
	fat, about forty.  Likes the
	ponies.  Been pimping his wife to
	cover his losses.  Knocks her
	around to keep her in line.

Bud's eyes narrow at this last bit of info.  Stompanato
holds up a slip of paper.

		STOMPANATO
	I figure the address is worth
	twenty.

Bud digs into his wallet, pulls out twenty bucks,
exchanges it with Stompanato.  Stompanato smiles smugly,
grabs a bottle of Scotch from the back.

		STOMPANATO
	Yuletide cheer, fellas.

Without warning, Bud grabs Stompanato's tie and yanks,
slamming his forehead into the dash.

		BUD
	Happy New Year, greaseball.

EXT. 1486 EVERGREEN - NIGHT

A stucco job in a row of vet prefabs.  A neon Santa
sleigh has landed on the roof.  Through the front window,
we see a fat guy browbeating a woman.  Puff-faced, 35-
ish, she backs away as he rages at her.

The Packard pulls up out front.  Stensland could care
less.

		STENSLAND
	Leave it for later, Bud.  We got
	to pick up the rest of the booze
	and get back to the precinct.

Bud KILLS the IGNITION, picks up the radio.

		BUD
	Central, this is 4A-31.  Send a
	prowler to 1486 Evergreen.  White
	male in custody.  Code 623 point
	one.  Domestic assault and
	battery.  I won't be here, but
	they'll see him.


EXT. 1486 EVERGREEN - BUD - NIGHT

steps to the house.  Inside, we hear SLAPS, MUFFLED
CRIES.  Bud grips an outlet cord coming off the roof and
yanks.  The sleigh crashes to the ground with REINDEER
EXPLODING around it.  A beat.  The fat guy runs out to
investigate, trips over Rudolph.

Bud pounces.  Fat guy takes a swing, misses.  Grabbing
fat guy's hair, Bud smashes his face to the pavement.
Once, twice.  Teeth skitter down the walk.

		BUD
	Touch her again and I'll know
	about it.  Understand?  Huh?

Another face full of gravel.  Fat guy's WIFE watches with
apprehension from the steps as Bud cuffs her husband's
hands behind his back, empties his pockets.  A cash roll
and car keys.  Bud looks over at her.

		BUD
	You got someplace you can go?

She nods.  Bud hands her the keys and the cash.

		BUD
	Go get yourself fixed up.

		WIFE
		(nods, determined)
	Merry Christmas, huh?

Bud watches as she gets into a pre-war Ford in the drive.
She backs over a blinking reindeer as she goes.

		STENSLAND
	You and women, partner.  What's
	next?  Kids and dogs?


INT. STAGE FOUR (VARIETY INTERNATIONAL PICTURES) - NIGHT

The "Badge of Honor" set.  A Christmas party in full
swing.  Eating, drinking, and dancing.  Star Brett Chase,
seen earlier on television, is holding court.

LAPD Sgt. "Trashcan" JACK VINCENNES, late 30s with slick,
good looks, dances with a young ACTRESS.  Grinding their
way through a ballad, they're obviously hitting it off.

		ACTRESS
	Brett Chase told me you're the cop
	who busted Bob Mitchum.
		(grinds closer)
	These 'Badge of Honor' guys like
	to pretend, but being the real
	thing must be a thrill.

		JACK
	Let's go someplace quiet.  I'll
	give you the low-down on Mitchum.

		ACTRESS
	You got your handcuffs with you?

		JACK
	Two sets.

		ACTRESS
	I'll get my coat.

They're interrupted by Sid Hudgeons.

		HUDGEONS
	Big V Jack Vincennes!  May I have
	this dance?

		JACK
	Karen, this is Sid Hudgeons from
	Hush-Hush magazine.

		ACTRESS
	I know who he is.

The Actress storms off.  Jack looks to Sid.

		HUDGEONS
	We did a piece last year.
	'Ingenue Dykes In Hollywood.'  Her
	name got mentioned.

		JACK
	Is she?

		HUDGEONS
	Beats me.  Look, Jackie-Boy, a
	friend of mine just sold some
	reefer to Matt Reynolds.  He's
	tripping the light fantastic with
	Tammy Jordan at 2245 Maravilla,
	Hollywood Hills.  It's right
	around the corner.

		JACK
	You lost me, Sid.  Who?

		HUDGEONS
	Contract players at Metro.  You
	pinch 'em.  I do you up feature in
	the next issue.  Plus the usual
	fifty cash.  Tell me, am I fucking
	Santa Claus?

		JACK
	I need an extra fifty.  Two
	patrolmen at twenty apiece and a
	dime for the watch commander at
	Hollywood Station.

		HUDGEONS
	Jack!  It's Christmas!

		JACK
	No.  It's felony possession of
	marijuana.


EXT. 2245 MARAVILLA - NIGHT

WITH a VIEW of Grauman's Chinese.  Jack and two uniformed
patrolmen wait on the darkened street.  An arc light has
been set up.  Hudgeons creeps back over from the house.

		HUDGEONS
	They're sitting in the dark,
	goofing on the Christmas tree.

		JACK
	Stand there with your camera.
	I'll stop here so you get
	Grauman's Chinese in the
	backgrouns.

		HUDGEONS
	I like it!  I like it!


INT. 2245 MARAVILLA - NIGHT

The arc light floods the living room about the same time
that Jack kicks the door in.  The room is caught flush:
Christmas tree, a bag of weed on the couch, two kids
necking in their BVDs.  MATT REYNOLDS and TAMMY JORDAN.

		JACK
	Police!

EXT. 2245 MARAVILLA - NIGHT

Jack exits, hauling Jordan and Reynolds by the neck.
Jack stops with Grauman's FRAMED behind him and Hudgeons
CLICKS off several shots with his CAMERA.

		HUDGEONS
	Cut!  Wrap it!

Windows light up.  Rubberneckers appear.  Jack hands the
kids to the patrolmen, heads back in with Hudgeons in
tow.


INT. 2245 MARAVILLA - NIGHT

Jack scoops the pot, flips through an address book.  A
card falls out.  "Fleur-de-Lis.  Whatever you desire..."
Jack looks from the card out the window at the kids being
loaded into a black and white.  They're both crying now.

		HUDGEONS
		(stantorian tone)
	It's Christmas morning in the City
	of Angels, and while decent
	citizens sleep the sleep of the
	righteous, hopheads prowl for
	marijuana, not knowing that a man
	is coming to stop them.  The free-
	wheeling, big-time Big V,
	celebrity crime-stopper, Jack
	Vincennes, the scourge of
	grasshoppers and junk fiends
	everywhere.  You like it, Jackie-
	Boy?

		JACK
	Yeah, it's subtle.

Sid hands him a President Grant 50.

		HUDGEONS
	Remember: you heard it first here,
	off the record, on the Q.T. and
	very Hush-Hush.


INT. HOLLYWOOD STATION - DISPATCH DESK - NIGHT

Suspects, mostly drunk and disorderly, are ushered
through.  Sgt. ED EXLEY, 30, bespectacled, is at the desk
with a YOUNG OFFICER.  Exley is an up-and-comer.  Burning
with ambition.  The faster he rises through the ranks,
the more resentment he leaves in his wake.

		EXLEY
	What's on the call sheet?

		YOUNG OFFICER
	A guy dressed as Santa has been
	exposing himself to kids in Los
	Feliz.  Apparently, sir, he's
	decorated himself.

		EXLEY
	Decorated?

		YOUNG OFFICER
	With tinsel and plastic icicles
	and... on his penis, sir.

		EXLEY
	I get the idea.  You got a
	description?

		YOUNG OFFICER
	Of his penis, sir?


EXT. HOLLYWOOD BOULEVARD - HOLLYWOOD LIQUOR - NIGHT

Tinsel-trimmed photos of movie stars look down from the
walls as the OWNER takes an order from LYNN BRACKEN.

		LYNN
	A case each of gin, Scotch, and
	rum.  Everything top shelf.  None
	of that watered-down stuff you
	push on Errol Flynn.

		OWNER
		(laughs)
	Sounds like a helluva party.

Her hair kerchiefed, Lynn waits as the Owner writes it
up.  There's glamour, a cat-girl grace about Lynn.  She
seems like she belongs up on the wall with the movie
stars.  Lynn looks across as Bud White heads toward the
counter.  Spotting her, Bud doesn't look so tough for a
moment.

		OWNER
	You want it delivered?

		LYNN
	Before five tomorrow.

The Owner spots Bud.  A big smile turns to a frown.

		OWNER
	I'll be right with you, Lynn.

The Owner begins indiscriminately loading hard liquor
into a cardboard box, leaving Bud and Lynn to look at
each other.  Bud says the only thing he can think of.

		BUD
	Merry Christmas.

		LYNN
	Merry Christmas yourself, Officer.

		BUD
	That obvious, huh?

		LYNN
		(smiles sweetly)
	It's practically stamped on your
	forehead.

As the Owner bangs a case of liquor on the counter...


EXT. HOLLYWOOD LIQUOR - NIGHT

Bud exits with his booze, heads for the car.  Something
catches his eye.  A woman in the rear passenger seat of a
new Cadillac.  SUSAN LEFFERTS.  Both her eyes are black.

Bud starts over.  The case on his hip, he motions for her
to roll down the window.  The driver's side door opens
and bodyguard TURNER "BUZZ" MEEKS menaces his way out.

		MEEKS
	Get lost why don't you?

Meeks stops short as Bud shoves his badge in Meeks' face.
Setting the case on the car's hood, Bud spins Meeks
around, pats him down.  He finds a .38 in a shoulder
holster.

		MEEKS
	I got a license for that.

Bud removes Meeks' wallet, checks the ID.

		MEEKS
	Cut me some slack.  I used to be a
	cop.

		BUD
	Turner Meeks?  Never heard of you.

		LYNN
		(exiting store)
	We just call him Buzz.

Bud raps on Susan's window with his badge.  It comes
down.

		BUD
	You okay?

Beside her, a man leans over.  Pierce Patchett, seen
before at the freeway unveiling, is a man used to being
chauffeured.  Like FDR, he smokes his cigarette in a
holder.

		PATCHETT
	She's fine.

		BUD
		(menacing)
	I'm not asking you.

Patchett has no idea he's walking on thin ice.  As he
stares impatiently at Bud, Bud looks back to Susan.

		BUD
	Somebody hit you?

		LYNN
	It's not what you think.

Bud looks to see Lynn Bracken moving to the driver's
door.

		BUD
	What is it then?

		SUSAN
	You got the wrong idea, Mister.
	I'm fine.

Susan laughs.  Patchett eases back into the shadows.

		LYNN
		(getting in the car)
	But it's nice to know you care.

Bud considers Meeks' gun license, then hands him back the
.38 and wallet.  Lifting his booze, Bud watches Meeks get
back in the car.

Stensland steps up as the cabbie starts to pull away.

		STENSLAND
	What's going on?

For an odd moment, Stensland and Meeks lock eyes.

		BUD
	You know him?

		STENSLAND
	Seen him around.  He used to be a
	cop.

						CUT TO:


CLOSE ON DUDLEY SMITH

Fifty, handsome in his police captain's uniform.  Singing
"Silver Bells" in a beautiful low tenor.  Tough,
respected, Dudley goes to bed as a cop every night of his
life.  He's a department power to be reckoned with.


INT. PRECINCT HOUSE - MUSTER ROOM - NIGHT

An L.A. Herald Express REPORTER and photographer listen
along with the gathered patrolmen as Dudley finishes to
applause.  Dudley joins the press.

		REPORTER
	Captain Smith, I --

		DUDLEY
	Drop the formalities; it's
	Christmas Eve.  Call me Dudley.

		REPORTER
	Dudley, I came up with a title for
	the story.  I'm calling it "Silent
	Night with the L.A.P.D."

		DUDLEY
	Excellent.  How's this?
		(dramatic pause)
	The sanctity of the night is an
	invitation to the darker criminal
	element.  Our vigilance will not
	be diminished.

As the Reporter scribbles down the quote...

		DUDLEY
	That's Smith with an S.

They laugh.  Dudley points the way out.

		DUDLEY
	This way, gentlemen.

Dudley's the last one out the door.  As he goes, he turns
back to give the men a wink.  He's no sooner out the door
when the first case of Johnny Walker is brought in.


INT. PRECINCT HOUSE - DISPATCH DESK - NIGHT

Ed Exley gets another report from the Young Officer.

		YOUNG OFFICER
	Two police officers were assaulted
	in a bar.  Brown and Helenowski.

He hands the report to Exley.  It's now that Dudley comes
through on his press junket.

		DUDLEY
	This is Sergeant Ed Exley.  Son of
	the legendary Preston Exley.  He's
	the watch commander tonight and a
	damn fine job.

As the photographer snaps Exley's picture...

		DUDLEY
	I was fortunate enough to be
	partnered with his father when I
	was a rookie.  It makes a man feel
	old.  That's a fact.
		(a beat)
	Feel free to get a feel for the
	place.

As the Reporter and photographer wander off, Dudley turns
to Exley a bit more serious.

		DUDLEY
	A word with you, lad.


INT. DUDLEY SMITH'S OFFICE - DAY

Dudley pours two drinks, hands one to Exley.

		DUDLEY
	To the memory of your father.

They drink.  Exley looks to a photo on the wall.

Himself as a ten-year-old standing between Dudley and his
father Preston, both in police uniform.

		DUDLEY
	The day he got the Medal of Valor.
	A simpler time.

Remembering, Exley invokes his father's favorite toast.

		EXLEY
	To the solving of crimes that
	require absolute justice.

Exley raises his glass, but Dudley just watches him.

		DUDLEY
	That was his favorite toast.
		(a beat)
	I saw the test results on the
	lieutenant's exam.  You placed
	first out of twenty-three.

		EXLEY
	The youngest applicant by eight
	years.

		DUDLEY
	You'll make lieutenant inside a
	year.  Patrol division?

		EXLEY
	I was thinking Detective Bureau.

We can see Dudley doesn't approve.

		DUDLEY
	You don't have the eye for human
	weakness to be a good detective.
	Or the stomach.  You're a
	political animal, Edmund.

The criticism stings, but Dudley's a straight shooter.

		EXLEY
	You're wrong.

		DUDLEY
	Am I...?  Would you be willing to
	plant corroborative evidence on a
	suspect you knew was guilty in
	order to ensure an indictment?

		EXLEY
	Dudley, we've been over this.

		DUDLEY
	Answer yes or no.

		EXLEY
	I... No.

		DUDLEY
	Would you be willing to rig crime
	scene evidence to support a
	prosecuting attorney's working
	hypothesis...?  Yes or no, Edmund.

		EXLEY
	No.

		DUDLEY
	Would you be willing to beat
	confessions out of suspects you
	knew to be guilty?

		EXLEY
	No.

		DUDLEY
	Would you be willing to shoot
	hardened criminals in the back to
	offset the chance --

		EXLEY
	No.

		DUDLEY
	Then for God's sake, don't be a
	detective.  Stick to assignments
	where you won't have to make those
	choices.  Patrol, Internal
	Affairs, but not the Bureau.

		EXLEY
	I know you mean well, Dudley, but
	I don't need to do it the way you
	did.  Or my father.

		DUDLEY
	At least get rid of the glasses.
	I can't think of one Bureau man
	who wears them.


INT. PRECINCT HOUSE - MUSTER ROOM - NIGHT

A large impromptu bar has been set-up.  The party is in
full swing, the floor packed with nightwatch blues.  A
PHONOGRAPH SPEWS DIRTY CHRISTMAS CAROLS.

Stensland pours eggnog and Old Crow into the water cooler
as Bud elbows his way in with another case.

		STENSLAND
	Hey, partner.  Grab a cup.

		BUD
	I got to write my report first.

		PASSING COP #1
	Hear about Helenowski and Brown?
	They got into a helluva scrap with
	six taco benders at some bar.
	Helenowski lost six pints of
	blood.  Brown's in a coma.

		PASSING COP #2
	We ought to teach Paco and his
	friends a lesson.

More cops vocie their agreement.  Bottles are passed.
Only Bud doesn't seem as caught-up as the rest.


INT. PRECINCT HOUSE - NARCO PEN - NIGHT

Jack Vincennes at his desk.  Holding the Fleur-de-Lis
card, Jack dials the number.  A corkboard on the wall is
posted with press clippings.  "Dope Crusader Wounded in
Shootout."  "Actor Mitchum Seized in Marijuana Shack
Raid."  That one includes a shot of Jack ushering Mitchum
into jail.

		WOMAN (V.O.)
		(over phone, like
		 silk)
	Whatever you desire.

		JACK
	Hi... I'd like to get a delivery
	to Beverly Hills.

		WOMAN (V.O.)
		(over phone)
	I don't think I know you.

CLICK.  The line goes dead.  Jack redials.

		WOMAN (V.O.)
		(over phone)
	Whatever you desire.

		JACK
	Look, a friend of mine gave me
	this number.  I just --

The line goes dead again.  Jack dials a new number.

		OPERATOR (V.O.)
		(filtered)
	Pacific Coast Bell.

		JACK
	This is Sgt. Vincennes.
	Requesting a name and address on a
	phone number.  Hollywood zero-one-
	two-three-nine.

		OPERATOR (V.O.)
		(filtered)
	Please hold the line... No such
	number is assigned.

		JACK
	I just called it.

		OPERATOR (V.O.)
	No, Sergeant.  I checked twice.

		JACK
		(realizes, hangs up)
	A bootleg...


INT. MUSTER ROOM - NIGHT

Exley surveys the carousing rowdies.  Raising his
voice...

		EXLEY
	All right, men.  You've had your
	fun.  Time to break it up.

The party continues undiminished.  From across the room,
Stensland eyes Exley with disdain.

		STENSLAND
	Fucking Exley.  Guy's got a pole
	so far up his ass, every time he
	farts the flag waves.


WATCH COMMANDER'S OFFICE

The command not really his, Exley reads a report, ignores
the party, though his window looks into the thick of it.

Suddenly a ripple goes through the room.  The men begin
to push out through a rear door.  Exley stands, stops a
COP.

		EXLEY
	What's going on?

		COP
	They got the spics who japped
	Helenowski and Brown.  Helenowski
	lost an eye and Brown's got brain
	damage.

		EXLEY
	I have the report right here.
	They're home with bruises and
	muscle pulls -- Oh shit...

Exley starts out after them.


INT. CELL BLOCK - NIGHT

Stensland in the lead.  Pulling out a blackjack, he
enters Cell #4, begins wailing on one of the Mexicans --
Dinardo.

		STENSLAND
	For ours, Pancho. And you're
	getting off easy.

Cheered on by drunks in the tank and his fellow officers,
Stensland goes wild.  He's joined by Lentz, Crumley and
Tristano.  Shaking his head, Jack Vincennes moves away.


INT. SQUAD ROOM - NIGHT

Bud types his report with one finger.  Jack looks in.

		JACK
	White, you better get a lease on
	Stens before he kills someone.


INT. CELL BLOCK - NIGHT

Followed by Jack, Bud forces his way through the crowd.
The men who see it's him quickly clear a path.

Swigging from a pint of gin, Stensland works skinny
GARCIA.  Head saps.  The kid drops to his knees drooling
blood.

Bud grabs Stensland, hauls him off of Garcia who looks
up.

		GARCIA
	Fuck you, pendejo.

		BUD
	Yeah yeah...

		GARCIA
	And fuck your mother too.

Bud sees red.  Letting go of Stensland, Bud White picks
up Garcia by the neck.  There are cheers, "Attaboys" and
"Holy Fucks" as Bud bangs Garcia's head on the ceiling.

		EXLEY
		(arriving)
	Stop, Officer!  That's an order!

Cops block Exley's way.  As Bud looks over, Garcia kicks
him in the balls.  A dangling shot.  Bud keels into the
bars, Garcia stumbles out of the cell, smack into Jack.

Jack looks down aghast at blood on his cashmere blazer,
then puts Garcia down with a left-right.

Exley pulls a pad of paper and pen form his pocket.

		EXLEY
	You're going in my report!  All of
	you!

Exley has just started taking names when Bud grabs him by
the scruff of the neck and hauls him off balance into...


HALL

As Exley struggles, a cop opens the door to the store
room.  Bud slings Exley inside, then slams the door
tight.  Exley is locked in.  As Bud moves off, we hear
POUNDING.

		EXLEY (V.O.)
	Let me out!  That's an order!


CELL BLOCK

The Herald Reporter and photographer enter unchaperoned
and unnoticed.  Stensland swings like a madman.  That's
when a flashbulb goes off.  Freezing everyone in black
and white.

						DISSOLVE TO:


INT. CHIEF'S OFFICE - DAY

The CHIEF sits behind a desk in a four-star uniform.
Dudley Smith sits to his left, D.A. Ellis Loew to his
right.  Seen earlier at the Mickey Cohen press
conference, Loew is the only civilian.  Bud White stands
across from them.  There to be judged.

		CHIEF
	Officer White, you've refused to
	cooperate with Internal Affairs.
	But you should know this is bigger
	than a police board.  Indictments
	may be handed down.  Quite
	frankly, we need police witnesses
	to offset the damage done to the
	Department's image.  Will you
	testify?

Bud glances to a gray tinted mirror, then to the Chief.

		BUD
	No, sir.  I won't.

The Chief sighs, looks to Loew.

		CHIEF
	District Attorney Loew.

Loew steps to Bud, holds up a newspaper with the cell
block photo.  The headline:  "BLOODY CHRISTMAS."

		LOEW
	Bloody Christmas.  The press love
	to label.  You and Officer
	Stensland brought the liquor into
	the precinct.  Stensland was
	already drunk.  Do you see how
	appearing as a voluntary witness
	against him could offset the
	damage you've done to yourself?

		BUD
	I won't do it.
		(staring at mirror)
	I won't testify against my partner
	or anyone else.

		LOEW
	This man is a disgrace.

		CHIEF
	Your badge and gun, Officer.

Bud sets them on The Chief's desk.

		CHIEF
	This is the new L.A.P.D., White.
	You're suspended from duty and
	dismissed.

Turning, White shoots the mirror a stiff middle finger as
he makes his way out.  Dudley Smith hides a smile.


OTHER SIDE OF GLASS

Exley watches, involuntarily leans back as Bud passes on
the other side of the glass.


THE CHIEF'S OFFICE

Dudley, Loew and The Chief wait as Exley enters.

		CHIEF
	Ed, your observations have been
	astute.  What's your assessment of
	this situation?

		EXLEY
	The public demands justice, sir.
	This was a full-fledged riot of
	policemen.  Shift the guilt to men
	whose pensions are secured.  Force
	them to retire.  But someone has
	to swing.  Indict, try and convict
	Stensland and Bud White.  Secure
	them jail time.  Feed them to the
	sharks, sir.  Protect yourself;
	protect the department.

Dudley gives Exley a look.  He's angry with him.

		DUDLEY
	Stensland's a disgrace.  Straight
	D fitness reports from every C.O.
	he ever served under.  But White
	is a valuable officer.

		EXLEY
	White's a mindless thug.

		DUDLEY
	No, Edmund.  He's a man who can
	answer yes to those questions I
	ask you from time to time.

The Chief interrupts with his own concern.

		CHIEF
	I want to know who we give the
	public in contrast?  The
	department needs role models.
	Clean-cut, forthright men the
	public can admire.

		EXLEY
	I'll testify, sir.  I'm not afraid
	to do what's right.

		CHIEF
	And I'll promote you.  You'll be a
	lieutenant immediately.

Exley seizes the moment, going over Dudley's head.

		EXLEY
	Detective lieutenant.

The Chief and Dudley exchange a look.  Neither approves.

		CHIEF
	Ed, you're 30.  Your father didn't
	make lieutenant until he was 33.

		EXLEY
	I know that, sir.  I also know
	that when he made lieutenant, it
	was as a detective.

		LOEW
		(interrupting)
	Before we start polishing our
	laurels, it would look better if
	we had a corroborative witness.

		DUDLEY
	That'll be hard to come by.  The
	men hate a turncoat.

		EXLEY
	Jack Vincennes.  He's the
	technical advisor on 'Badge of
	Honor,' sir.  He lives for it.
	That's the way to get him.

		CHIEF
	All right, Ed.
		(into desk
		 intercom)
	Call Sergeant Vincennes.

As Exley starts out, Dudley pulls him aside, speaks low.

		DUDLEY
	You'll reap the benefits, but are
	you truly prepared to be despised
	within the department?

		EXLEY
	Yes, Dudley.  I am.

		DUDLEY
	So be it.


JACK VINCENNES

Looking sharp, he strides down the hall, enters the...


CHIEF'S OFFICE

Round two.  Centred on Jack.  Exley is gone.

		DUDLEY
	Sergeant, we'll get right to it.
	Nine civilian witnesses have
	identified you as hitting Ezekiel
	Garcia.

		LOEW
	But my office has a stellar
	witness who will tell the grand
	jury that you hit back only after
	being hit.

		JACK
	What do I have to do?

		LOEW
	Testify against the three officers
	who have already earned their
	pensions.  Our key witness will
	testify roundly, but you can plead
	ignorance to questions directed at
	the other men.

		CHIEF
	I'll guarantee you a slap on the
	wrist.  A brief suspension
	followed by a temporary transfer
	from Narcotics to Ad Vice.
		(a beat)
	When you transfer out of Vice,
	you'll be back on the show.

		JACK
	The show, sir?

		CHIEF
	Badge of Honor, Vincennes.  We
	need to tone down your profile for
	a bit.

The Chief just got Jack where he lives.

		DUDLEY
	John, I doubt you've ever drawn a
	stupid breath.  Don't start now.

		JACK
	Okay.  I'll do it.

Smiles all around.  Loew smiles at the two-way.  A move
not lost on Jack who wonders who might be on the other
side.

		CHIEF
	Dismissed, Vincennes.

Jack leaves.  The Chief steps to the mirror, looks
through.

		CHIEF
	So be it.  Detective Lieutenant.


OTHER SIDE OF GLASS

Exley clenches his fist in victory.  The Chief continues.

		CHIEF
	Ace them at the grand jury
	tomorrow, son.  Wear the smart-
	looking suit and ace them.  And,
	Ed?  Lose the glasses.


INT. ROOM 114 (GRAND JURY WITNESS ROOM) - DAY

Glasses off, Exley waits, looks up as Jack enters.

		JACK
	You're the key witness?

		EXLEY
	That's right.

		JACK
	I should've known.  What's the
	Chief throwing you?

		EXLEY
	Throwing me?

		JACK
	Yeah, Exley.  What's the payoff?

		EXLEY
	You're the payoff expert.  I'm
	just doing my duty.

		JACK
	You're playing an angle, college
	boy.  You're getting something out
	of this so you don't have to
	hobnob with the fucking rank and
	file cops who'll hate your guts
	for snitching.  If they're making
	you a detective, watch out.  Some
	Bureau guys are gonna burn in this
	and you're gonna have to work with
	friends of theirs.

		EXLEY
	What about you?

		JACK
	I'm snitching three old timers
	who'll be fishing in Oregon next
	week.  Next to you I'm clean.  And
	smart.

At that, a CLERK steps in from the hallway.

		CLERK
	Edmund J. Exley to chambers.

As Exley's about to go...

		JACK
	Just remember, Bud White'll fuck
	you for this if it takes the rest
	of his life.  They already
	suspended him.  Just pray he cops
	a deal and stays on the Department
	because that is one civilian you
	do not want on your case.


INT. TWILIGHT LOUNGE - NIGHT

An old black guy in a frayed, threadbare tux plays piano.
Bud, nursing a highball at the bar, steps over to a
REDHEAD with too much make-up on too many miles.

		BUD
	That an old fashioned you're
	drinking?
		(as she nods)
	My name's Bud.

		REDHEAD
	Nobody was born with the name Bud.

		BUD
	They stick you with a name like
	Wendell, you look for an alias.

		REDHEAD
	What do you do, Bud?

		BUD
	I'm sorta between jobs.  Look,
	what do you say we, uh...

A hand on Bud's shoulder.  He turns to see Dudley Smith.

		DUDLEY
	Lad, may I have a word with you?

		BUD
	This business, Captain?

		DUDLEY
	Say goodnight to your friend and
	join me by those back tables.

Dudley starts off.  Bud turns back to Redhead, but she's
already talking to a sailor.


BOOTH

Dudley sits at a table.  A newspaper is opened, a little
mound underneath.  Bud joins Dudley.

		BUD
	Does that paper say we've been
	indicted?  Does it say Exley's a
	hero for squealing me and
	Stensland off?

		DUDLEY
	He made his play amd he got what
	he wanted.  They're making him a
	detective.

		BUD
	Captain, what do you want?

		DUDLEY
	Call me Dudley.

		BUD
	Dudley, what do you want?

		DUDLEY
	Lad, I admire your refusal to
	testify and your loyalty to your
	partner.  I admire you as a
	policeman, particularly your
	adherence to violence as a
	necessary adjutant to the job.
	And I am most impressed with your
	punishment of wife beaters.  Do
	you hate them, Wendell?

		BUD
		(looks away)
	Yeah, I hate them.

		DUDLEY
	And for good reason judging from
	what I know of your background.

Bud looks back over.  Dudley's getting too personal.

		BUD
	What's going to happen to
	Stensland?  He'll give himself
	cirrhosis over this.  He's one
	year from his pension.

		DUDLEY
	It would've happened years ago if
	you hadn't carried him.  Why the
	loyalty, Wendell?

		BUD
	He helped me out once.  That's all.

		DUDLEY
	Your partner's through.
	Department scapegoat on the
	Chief's orders.  He's been billed,
	he'll be indicted and he'll swing.

		BUD
	Him and me both.  Fucking Exley.

		DUDLEY
	Don't underestimate his skills.
	As a politician he exceeds even
	myself.  But the department needs
	smart men like Exley and... direct
	men like yourself

		BUD
	What do you want?

		DUDLEY
	Wendell, I want you to come to
	work for me.

		BUD
	Doing what?  Mowing your fucking
	lawn?

Smith yanks the newspaper revealing Bud's badge & .38
Special.  Bud can't believe his eyes.

		DUDLEY
	They're yours.  Take them.

		BUD
	I knew you had juice, but...
	There's no goddamn bill on me?

		DUDLEY
	Four of the defendants recanted
	their testimony.

		BUD
	How?

Dudley dismisses the question with a wave of his hand.

		DUDLEY
	I need you for an assignment the
	Chief's given me the go-ahead on.
	A duty few men are fit for, but
	you were born for.  You'll be
	working out of Homicide.

		BUD
		(excited)
	Homicide?  A detective?

		CHIEF
	Your talents lie elsewhere,
	Wendell.  It's a muscle job and
	shooting job.  You'll do what I
	say and not ask questions.  Do you
	follow my drift?

		BUD
		(disappointed)
	In Technicolor.

		DUDLEY
	Will you work for me?

		BUD
	Of course... But how?

		DUDLEY
	How what, Wendell?

		BUD
	How'd you get them to retract?

Dudley lays brass knuckles on the table.  They're
chipped, caked with blood.

						DISSOLVE TO:


L.A. MONTAGE

Over the pop song "STRANGER IN PARADISE."

A)  EXT. GRAUMAN'S CHINESE - NIGHT

    Frank Sinatra at the premiere of From Here to
    Eternity.

B)  INT. KLUB ZAMBOANGA - NIGHT

    Charlie "Bird" Parker makes magic before an
    appreciative, mostly black crowd.

C)  TORCH SONG TAVERN (RIVERSIDE) - NIGHT

    Nate Janklow exits with his latest flame.  A mob
    lieutenant, Nate was last seen with Mickey Cohen
    outside the Federal Courthouse in the opening
    montage.  A CAR SCREECHES up.  TWO GUNS aim and Nate
    and his date do down in a proverbial HAIL OF LEAD.

D)  EXT. FREEWAY - DAY

    A groundbreaking.  The Mayor scrapes at the ground
    with a gold shovel.  Pierce Patchett is among the
    distinguished guests.

END OF MONTAGE


EXT. HOLLYWOOD HIGH SCHOOL - DAY

The marquee gushes:  "Today Sgt. Joe Reno:  Badge of
Honor Star Brett Chase."


INT. HOLLYWOOD HIGH SCHOOL - AUDITORIUM - DAY

A nerdy 14-YEAR-OLD asks Brett Chase:

		14-YEAR-OLD
	Why'd you become a policeman?

		CHASE
	I'm not a policeman.  I just play
	one on television.  But I think I
	can answer for them.  To help
	people.  That's why I do the show.

Chase looks over and winks at Jack who waits in the
wings.

		CHASE
	To protect and serve.  It's not
	just a motto.

As the kids applaud, Chase joins Jack who gives him a
quick drag of a cigarette.  A nervous PA joins them.
Chase points out a fetching girl in the second row.

		CHASE
	That one.  In the sweater.
		(to Jack)
	They also serve who only stand and
	wait.

Chase and Jack watch the PA ask "Sweater" a question
while pointing to Chase.  Maybe sixteen, she nods "yes"
eagerly.

		CHASE
	Jack, I'll see you Monday on set.

		JACK
	I won't be there.  They're toning
	down my profile.


PRINTING PRESS

The latest issue of Hush-Hush flies through.  On the
cover:  "Gail Russell Caught In Love Nest.  Nymph or
No?"


INT. CITY JAIL - DAY

Bud White flips through today's booking slips, finds one
that's interesting.  Reading to himself...

		BUD
	Domestic.  Assault and battery.

Containment Squad strong-arms, BREUNING and CARLISLE
pause as they pass.

		CARLISLE
	Ready to go, Bud?

		BUD
	I'll be there in five minutes.


CITY JAIL - HALLWAY

Bud walks to a door covered in sheet metal.  He opens it
to reveal a holding tank with a burly, jumpsuited
PRISONER.

		BUD
	I hear you like to hit women.

		PRISONER
	My wife.  She's dropping charges
	so it's none of your business.

Bud enters, closes the door behind him.  A beat, we hear
the sounds of FISTS ON FLESH.  It's Bud's business now.


INT. BEVERLY HILLS MANSION - STUDY - NIGHT

Deuce Perkins (the Mickey Cohen narcotics lieutenant seen
earlier) stands at the bookshelf.  He pulls down books to
reveal a shoe box.  He sets it on his desk, pulls back
the cover to reveal several bags of white powder.
Heroin.

A BRANCH SNAPS outside.  Perkins opens a drawer, fishes a
revolver.  Turning off the light, he heads to the window.
His finger parts the curtains.  At that instant, he
staggers, falls as GUNFIRE rips into him.

The heroin just sits there on the desk.


EXT. McNEIL PENITENTIARY - DAY

Grim-faced guards scan the yard from machine-gunned
towers.


INT. McNEIL PENITENTIARY - VISITOR BOOTH - DAY

Mickey Cohen sits across from visitor Johnny Stompanato.
Cohen is going off the handle.

		COHEN
	What do you mean Deuce Perkins got
	clipped last night?!

		STOMPANATO
	They shot him in his library.

		COHEN
	I don't want a floor plan; I want
	to know who!  Who's taking the
	ticket for this, Johnny?

		STOMPANATO
	Nobody.  At least not yet.

		COHEN
	And what about the merchandise
	Deuce was holding for me?

		STOMPANATO
	Gone.  Not a trace.

		COHEN
	Some ferstunkener is moving in and
	we don't know who?!  Maybe we
	should ask Hedda Hopper!

As "STRANGER IN PARADISE" ENDS, so does the MONTAGE.


INT. BRIEFING ROOM - AD VICE - DAY

Addressing the squad, a no-nonsense VICE CAPTAIN picks up
a stack of magazines.

		VICE CAPTAIN
	Picture-book smut, gentlemen.
	There's been a bunch of it found
	at collateral crime scenes lately.
	Mostly narcotics and prostitution
	collars.

As the Vice Capt. hands it out for the men to examine,
new member Jack Vincennes arrives late.

		VICE CAPTAIN
	Look who's back from suspension.
	We're honored, Sergeant Jack.

The men laugh.  Jack sits, flips a magazine.  Men and
women.  Men and men.  Girls and girls.  Girls and horses.

		JACK
	Gee.  The Great Jerk-Off Book
	Caper of 1953.

		VICE CAPTAIN
	Vincennes, is there someplace
	you'd rather be?

		JACK
	Yeah, Cap.  Back in Narcotics.

		VICE CAPTAIN
	Oh?  Anyplace else?

		JACK
	Working whores with squad two.

		VICE CAPTAIN
	Maybe you should have thought of
	that before you made Bloody
	Christmas page one.

Vice Capt. retrieves the magazines, hands them to Jack.

		VICE CAPTAIN
	They're yours.  Make a major case,
	Sergeant.  It's the only way
	you're getting out of here.

Exaggerated "oohs" and "aahs" from the men.

		VICE CAPTAIN
	Dismissed, gentlemen.

As they go, Jack sees the books are stamped:  "Fleur-de-Lis
Whatever you desire."  Jack takes the matching
business card from his wallet, the one he found on
Christmas Eve.

		VICE CAPTAIN
	Roll, Vincennes.  No sidetracks.
	This is Ad Vice, not Narco.


INT. HOLLYWOOD STATION - NARCO PEN - DAY

Jack Vincennes is at his desk.  Holding the Fleur-de-Lis
card, magazines spread before him, Jack dials the number.


INT. HUSH-HUSH MAGAZINE OFFICE - DAY

Sid Hudgeons sits behind his desk, answers the phone.

		HUDGEONS
	Hush-Hush.  Off the record and on
	the Q.T.

		JACK (V.O.)
	Sid, it's Vincennes.

		HUDGEONS
	Jackie, are you back on Narco?  I
	need copy.

INTERCUT WITH Jack at his desk:

		JACK
	No.  But I've got something going
	with Ad Vice.

		HUDGEONS
	Something good?

		JACK
	Don't know.  I'm chasing picture
	books.  Fuck shots, but the posers
	don't look like junkies.  It's
	well done stuff.  I thought you
	might have heard something.

Hudgeons reaches into a stack of papers, pulls out a
magazine like the one Jack has.

		HUDGEONS
	Not a word.

		JACK
	What about Fleur-de-Lis?  Their
	slogan's 'Whatever you desire.'

		HUDGEONS
	No.  No, I've heard bupkis.  Jack,
	I'll talk to you later.  Call me
	when you get something I can use.
	Smut's from hunger.  For sad sacks
	who can't get their ashes hauled

The LINE CLICKS off.  Jack hesitates a moment before
cradling the receiver.  Something's not right here.


EXT. HOLYWOOD STATION - PARKING LOT - TWILIGHT

As Exley pulls in, his two-way drones:

		DISPATCHER (V.O.)
	Park Rangers report three Negro
	youths discharging shotguns into
	the air in Griffith Park.
	Suspects are driving a late model
	purple Mercury Coupe.

As the report ends, Exley switches off the two-way and
gets out of his car.


INT. HOLLYWOOD STATION - SQUAD ROOM - NIGHT

Accompanied by Bud, Dick Stensland crams the contents of
his desk into a box.  Well-wishing cops pat him on the
back, offer words of encouragement, but Stensland looks
like he's going to cry.

It's very bad timing as Exley enters, comes face-to-face
with them.  This is hatred.

Acting on impulse, Bud goes after Exley.  It's a mauling.
Four vicious body shots.  A potentially lethal head shot
sails wide as Exley falls to the ground.

As four men move to hold Bud back, Exley looks up at him.

		EXLEY
		(gasping)
	You're just a thug, White.  That's
	all you'll ever be.

Dudley steps into the fray.  He helps Exley to his feet.

		DUDLEY
	You should stay away from a man
	when his blood is up.

		EXLEY
	His blood's always up.

Four cops are genuinely having trouble holding Bud back.
Dudley watches with something bordering on admiration.

		DUDLEY
	Then maybe you should stay away
	from him all the time.


EXT. HOLLYWOOD STATION - PARKING LOT - NIGHT

Accompanied by Bud, Stensland reaches his car, loads his
box of stuff into the trunk.  Bud is moody, pensive.

		STENSLAND
	Don't look so down in the mouth,
	Bud.  You nailed him good.

		BUD
	Yeah, sure... I got a couple of
	hours before I have to be at the
	Victory.  Want to grab a beer?

		STENSLAND
	Rain check me, partner.  I got
	something big going on tonight.

		BUD
	What?  That new mystery girl
	you've been seeing?

		STENSLAND
	No.  I'll tell you sometime.  Not
	now.  Don't want to jinx it.  But
	it could take the edge off that
	jail time I got coming.

		 BUD
	What are you talking about?

		STENSLAND
	It's confidential, Bud.  Like that
	magazines Vincennes scams for.
	Hush-Hush.
		(smiles)
	I'll see you tomorrow.  And hey,
	if it works out, you'll get a
	piece of it.

Stensland gets in the car, drives off.  Bud is left
alone.


INT. HOLLYWOOD STATION - SQUAD ROOM - NIGHT

Exley sits alone in a sea of desks.  The SQUAWK BOX
DRONES.  Exley squints at the clock on the wall, can't
make it out.  He takes his glasses from the inside of his
jacket.  2:00 A.M.  Finally, something to do.  He walks
to the wall calendar, tears off Feb. 28 to reveal Mar. 1.

As Exley sits, the call SQUAWK BOX booms to life.

		VOICE
	Squad call!  Nite Owl Coffee Shop
	One-eight-one-two-four Cherokee!
	Multiple homicides!  Multiple
	homicides!  Code three!


EXT. HOLLYWOOD AND CHEROKEE - NIGHT

Patrol cars.  Blues setting up a crime scene blockade.
Exley pulls up, DOUSES his SIREN.  PATROLMAN #1 runs
over.

		PATROLMAN #1
	Loads of people down.  Men.
	Women.  I stopped for coffee --

Exley pushes him aside, heads for the door.  It's wide
open.


INT. NITE OWL - NIGHT

Exley takes mental snapshots.  Ten stools front a
counter.  The side wall mural-papered:  winking owls
perched on street signs.  On the right a string of
tables.  Three in disarray.  Food spilled, dishes broken.
A high-heel pump by an upended chair.

Heel drag marks across the linoleum floor heading back
toward the kitchen.  Exley follows.  Past an open, empty
cash register.  Outside -- SIRENS.


SERVICE RUNWAY

Crisscrossed drag marks connect, lead to a walk-in...


FOOD LOCKER

Blood-soaked bodies on the floor.  Five, maybe six in a
tangle.  Dozens of shotgun shells float in the pools of
blood.  As Exley struggles to maintain his composure...

		ROOKIE (O.S.)
	Holy shit fuck...

Exley looks at a green-faced ROOKIE in the locker
doorway.

		ROOKIE
	S-s-sir, there's a captain outside
	wants to see you.

		EXLEY
	Don't get sick!  Not in here!

Exley shoves the Rookie, puking, out the door.


EXT. NITE OWL - NIGHT

Patrolmen hold back a swarm of reporters and rubber-
neckers.  HORNS BLAST.  Motorcycles run interference for
meat wagons cut off by the crown.  As Ed emerges,
reporters surge, shout questions.  Exley hurries past,
finds Dudley in command and barking orders.

		EXLEY
	Sir, I took the call.  It's my
	case.

		DUDLEY
	Edmund, you don't want it and you
	can't have it.

		EXLEY
	Yes, I do, sir.

		DUDLEY
	It's mine.  I'll make you my
	second in command.

Exley spots a photographer moving in.  He looks properly
serious as the flash bulb pops.


INT. NIGHT OWL - NIGHT

Forensics Chief RAY PINKER walks Exley and Dudley
through.

		PINKER
	We got a total of forty-five spent
	12-gauge Remington shotgun shells.
	Three men with five-shot-capacity
	pumps.  All of them reloading
	twice.

		EXLEY
	Hold on... We need to canvass.
	See if a purple Mercury was seen
	around here tonight.

		DUDLEY
	Why?

		EXLEY
	We got a call earlier on three
	Negro youths.  Firing shotguns in
	Griffith Park from a late-model
	purple Mercury Coupe.

		DUDLEY
		(to his adjutant)
	Get on it.

A FORENSICS COP approaches Pinker.

		FORENSICS COP
	We got an I.D. on one of the
	victims, sir... I think it's Dick
	Stensland.

Exley and Dudley react, look at each other.


EXT. VICTORY MOTEL - DAWN

Set in a no-man's-land of bulldozed homes.  A sign
proudly announces the impending arrival of the freeway.
The motel is surrounded by a barbed-wire fence.
Abandoned but for a pair of LAPD cars and a light burning
in room 6.

An unmarked pulls up and Exley and Dudley step out.  They
start forward, but a SCREAM inside 6 stops Exley short.

		DUDLEY
	With Mickey Cohen in prison, Los
	Angeles is organized crime free.
	The Chief wants it to stay that
	way, Edmund.  The means are not
	for the weak-hearted.


INT. VICTORY MOTEL - ROOM 6 - DAWN

Bare.  A table and chair bolted to the floor.  A tough
FLAT-NOSED GANGSTER is cuffed to the hot seat.  On the
table are a .45 and a fat roll of $100 bills.

Breuning and Carlisle watch as Bud White delivers a
couple of short, stiff body shots.  Flatnose is not used
to being on the receiving end.  All the same, we get the
idea Bud's a bit reluctant.

Bud's back is to Dudley and Exley who enter behind him.

		DUDLEY
	Come, Wendell, you can do better
	than that.

Bud turns, sees Exley and Dudley.  A beat.  As Bud looms
over Flatnose, the gangster babbles.  Snitch-frenzied.

		FLATNOSE
	I know things.  I hear things.
	Like with the Mick inside, things
	are on this weird slowdown.
		(MORE)

		FLATNOSE (CONT'D)
	These shooter teams, bang bang
	bang, they're 86-ing Mickey
	Cohen's men.

		DUDLEY
	We know all that, lad.  Tell us,
	who do these shooters work for?

		FLATNOSE
	I don't know.  No one knows.
	Maybe they're mavericks.  You want
	a prostie roust?  Huh?  Some narco
	action?
		(breaking down)
	What do you want?!

		DUDLEY
	We want you to go home.
		(to Breuning)
	Uncuff him, Michael.

Dudley turns to Exley.

		DUDLEY
	Mr. Sifakis is a known loan shark
	from San Francisco.  He arrived
	this afternoon at Union Station.
	Looking for business opportunities
	in our fair city.  An organized
	crime associate in need of re-
	education in the ways of polite
	society.

Uncuffed, Flatnose rubs his wrists.  Wary.  As Breuning
steps back, Flatnose snatches the .45 off the table.

		FLATNOSE
	Motherfuckers!

Exley dives for cover, but the other four cops just stand
there.  Dudley looks down on the floor at Exley.

		DUDLEY
	It's part of the play, Edmund.  A
	sincerity test.

Flatnose looks at the gun a beat, then squeezes the
TRIGGER.  CLICK CLICK.  No bullets.

		DUDLEY
		(to Breuning)
	Sit him back down.

CLICK, CLICK.  They shove Flatnose back in the hot seat.
Dudley offers a hand to Exley, helps him to his feet.

		DUDLEY
	Wendell, you need to accompany
	Detective Lieutenant Exley on
	official police business.  I'll
	finish up here.


INT. EXLEY'S PLYMOUTH - DAY

They drive in silence.  No love lost here.  Finally.

		 BUD
	Where are we going?

		EXLEY
	It's a surprise.  You like
	surprises, don't you, White?


EXT. COUNTY MORGUE - DAY

Exley pulls up.  Bud looks to him.  Really curious now.


INT. COUNTY MORGUE - HALLWAY - DAY

Exley and Bud walk.  An orderly wheels a covered corpse
toward them from the other end of the hall.  Bud's
spooked.  The orderly wheels the body in to the
examination room.

As Bud and Exley pass, the CORONER pulls back the sheet,
is surprised at the sight of a woman who we don't quite
see.

		CORONER
	Call me crazy, but for a second I
	thought it was Rita Hayworth.


MORGUE MEAT LOCKER

Exley and Bud walk past a wall of drawers to where a
coroner's assistant waits.

		EXLEY
	We need you to I.D. the body.
	There's no next of kin and you
	knew him best.  So tell me...

The assistant pulls open drawer 12.  A naked man.

A tag on his toe and half his face blown off.

		EXLEY
	Is that Dick Stensland?

Stunned, Bud stares at what's left of his old partner.

		 BUD
	Yeah, that's Stens.

		EXLEY
	Hell of a way to avoid a prison
	sentence.

Bud's torn between wanting to smash Exley and finding out
why Stensland is dead.  He squeezes out the words.

		BUD
	What happened?

		EXLEY
	Someone held up a coffee shop,
	panicked and killed six people.

Then, from the hall...

		WOMAN (O.S.)
	Not my baby!  Not my little girl!


INT. COUNTY MORGUE - EXAMINATION ROOM - DAY

HILDA LEFFERTS, 50, enters with the coroner to ID the
body of her daughter, Susan.

There's stray buckshot in the upper chest and shoulders,
but a sheet hides the real damage.  It's the girl Bud saw
outside Hollywood Liquor.  Without the black eyes, she
does look like Rita hayworth.

As Bud and Exley appear, Mrs. Lefferts looks confused.

		CORONER
	Is this your daughter, Mrs.
	Lefferts?

		MRS. LEFFERTS
	I -- I don't know.

		EXLEY
	We know this is difficult.  Just
	take your time and look again.

Exley doesn't realize, but Bud recognizes the deceased.

		MRS. LEFFERTS
	It seems like my Susan, but...

		EXLEY
	When was the last time you saw
	her, Mrs. Lefferts?

		MRS. LEFFERTS
	At Christmas.  We had fought.  I
	didn't like her boyfriend.  I --
	she has a birthmark on her hip.

The Coroner lifts the sheet.  Mrs. Lefferts gasps.

		MRS. LEFFERTS
	It's her.  My baby.  Dear God...

As Mrs. Lefferts swoons, Bud and Exley both hold her up.


INT. LAPD HEADQUARTERS - BRIEFING ROOM - DAY

The room buzzes, jammed to the rafters with every
detective standing ready.  The Chief waits as Dudley
Smith takes the mike, holds up an L.A. Times headline.

		DUDLEY
	'Nite Owl Massacre.'  Hyperbole
	aside, this is a heinous crime
	that requires a swift resolution.
	The public will demand it and this
	department will provide it.  Six
	victims.  One of them, one of our
	own -- Dick Stensland.
		(as the cops react)
	As it happens, he was a Nite Owl
	regular.  In the wrong place at
	the wrong time.

Bud White listens, not too sure.  Stensland said he had
something big going on...

		DUDLEY
	Robbery looks like the motive.  We
	have rubber glove prints on the
	register and preliminary forensics
	strongly lean toward a trio of
	gunmen.  We do have one hot lead,
	so listen well.  Three Negro
	youths were seen last night
	discharging shotguns in the air at
	Griffith Park.
	A park ranger I.D.ed them as
	driving a 1948 to 1950 Mercury
	Coupe, purple in color.  An hour
	ago, a canvassing crew found a
	news vendor who saw a purple Merc
	Coupe parked across from the Nite
	Owl around 3:00 A.M.

The room goes loud, a big rumbling.  Dudley holds up a
list.

		DUDLEY
	The D.M.V. worked all night to get
	us a registration list on '48 to
	'50 purple Mercs.  There are 142
	registered to Negroes in L.A.
	County.  Fifty two-man teams will
	shake three names apiece.  Hot
	suspects you'll bring here.
	Interrogation rooms have been set
	up.  They'll be run by Lieutenant
	Edmund Exley.  Hollywood Squad.

Catcalls.  Boos.  The Chief steps to the mike.

		CHIEF
	Enough on that.  Gentlemen, just
	go out and get them.  Use all
	necessary force.  The people of
	Los Angeles demand it.

The men exchange knowing looks.  The real message:  kill
them clean.  Exley doesn't approve.  As the men hurry
out...

		EXLEY
	He might as well have put a bounty
	on them.


INT. SQUAD ROOM - DAY

Detectives pairing up and moving out.  Scanning his three
name list, Bud joins his PARTNER for the day.

		 BUD
	Can you take them?  I got
	I got something I gotta do.

		PARTNER
	Christ, I don't know.  What if one
	of these names...

		 BUD
	What I gotta do is for Stensland.
	My partner.

The guy looks at him a beat, nods.  As Bud heads off...


EXLEY

watches everyone go.  Wishes he could be part of the
action.  He spots Jack talking to his REDNECK partner for
for the day.


JACK AND REDNECK

Redneck chews tobacco, has a Texas drawl.

		REDNECK
	Where to, Trash?

		JACK
	If we go by the list, we have
	about zero chance of making the
	collar.  But I know a guy who
	knows what's going on south of
	Jefferson.  I'm betting he could
	put us at 50/50.

		REDNECK
	I don't know...

As Redneck thinks, Exley steps up.  He's overheard.

		EXLEY
	I'll take those odds.
		(to Redneck)
	Take off.  We got it from here.

Jack stares.  Redneck shrugs, spits tobacco juice in a
cup.

		REDNECK
	Between the two of you guys, you
	should bring along a photographer.


INT. HOLLYWOOD LIQUOR - DAY

Last time we saw the Owner was Christmas Eve.  He looks
up from a customer as Bud strides in, badge out front.

		 BUD
	I need an address on a customer of
	yours.  Her name was Lynn.

		OWNER
	That's all I have to go on?

		 BUD
	Yeah.  And I think you already
	know who I mean, so cough it up.

		OWNER
	Lynn Bracken.  There's a billing
	address and a delivery address.

		 BUD
	Give me both.  Billing first.


EXT. 1184 GRETNA GREEN, BRENTWOOD (PATCHETT'S) - DAY

A big, pink Spanish mansion with lots of tile.  Also last
seen outside Hollywood Liquor on Christmas Eve, Pierce
Patchett is in the front yard, chipping golf balls over a
koi pond.  They land in a tight grouping.  As he tees up:

		 BUD (O.S.)
	You must slay 'em at the country
	club.

Bud's halfway up the walk.  Patchett sees the cuffs
hooked to his belt.  Patchett is cool as can be.

		 BUD
	Are you Pierce Patchett?

		PATCHETT
	I am.  Are you soliciting for
	police charities?  The last time,
	you people called at my office.

		 BUD
	I'm a homicide detective.  Where
	were you last night?

		PATCHETT
	I was here, hosting a party.  Who
	was killed and why do you think I
	can help?

		 BUD
	Richard Stensland.

		PATCHETT
	I don't know him.  Mr...

		 BUD
	Officer White.  How about Susan
	Lefferts?  You know her?

		PATCHETT
		(sighs, concedes)
	You know I do or you wouldn't be
	here.  How did you find me?

		 BUD
	We met outside Hollywood Liquors
	on Christmas Eve.  This is where
	Lynn Bracken's booze bills go.

		PATCHETT
	Of course...

		 BUD
	Sue Lefferts died at the Nite Owl.
	I'm investigating.

Patchett studies Bud a beat, weighing his options.
Patchett's burly BODYGUARD starts over from the house.

		BODYGUARD
	Everything alright, Mr. Patchett?

		PATCHETT
		(waves him off)
	Fine, Philip.  Thank you.

		 BUD
	Where's the other guy?  Buzz.

		PATCHETT
	He no longer works for me.
		(a beat)
	Find Susan's killer, Mr. White.
	I'll give you a handsome reward.
	Whatever you desire.

If only Jack had been around to hear that.

		 BUD
	Thanks, but no thanks.

		PATCHETT
	Against your code?

		 BUD
	I don't have one.  Lefferts looked
	beat-up Christmas Eve, but didn't
	act it.  How come?

		PATCHETT
	Do you care about criminal matters
	peripheral to Susan's murder?

		 BUD
	No.

		PATCHETT
	Then you wouldn't feel obligated
	to report them?

		 BUD
	That's right.

		PATCHETT
	Then listen closely, because I'll
	only say this once and if it gets
	repeated, I'll deny it.  I run
	call girls.  Lynn Bracken is one
	of them and so was Susan Lefferts.
	I treat my girls very well.  I
	have grown daughters, myself, and
	I don't like the thought of women
	being hurt.  I sense you share
	this feeling.

		 BUD
		(ignores comment)
	Why were Lefferts' eyes black?

		PATCHETT
	I think she'd been hit in the face
	with a tennis racket.  She is --
	was -- a big doubles fan.

		 BUD
	You wanna go downtown and discuss
	this officially?

		PATCHETT
	Wait.  Our deal still holds?

Bud nods, his patience running thin.

		PATCHETT
	I needed a Rita Hayworth to fill
	out my little studio.

		 BUD
	What little studio?

		PATCHETT
	There's Gardner, Hepburn, Grable,
	Turner.  Lynn Bracken is my
	Veronica Lake.  I use girls who
	look like movie stars.  Sometimes
	I employ a plastic surgeon.

		 BUD
	That's why her mother couldn't
	I.D. her... Jesus fucking Christ.

		PATCHETT
	No, Mr. White.  Pierce Morehouse
	Patchett.  Now, I sense you're on
	your best behavior, but that's all
	I'll give you.  If you persist,
	I'll meet you with my attorney.
	Now, would you like Miss Bracken's
	address?  I doubt she knows
	anything, but --

		 BUD
	I got her address.

		PATCHETT
	Of course... this is personal with
	you, isn't it, Mr. White?

Bud turns, heads down the walk.  Patchett hits his golf
ball.  It lands just past the koi pond, with the rest.
Ice.


EXT. 1736 NOTTINGHAM, LOS FELIZ (LYNN BRACKEN'S) - DAY

A modern-looking triplex.  A projector's flicker strobes
against the closed curtains.  We hear a PHONE RING.


INT. 1736 NOTTINGHAM (LYNN BRACKEN'S) - DAY

The film is This Gun For Hire with Alan Ladd and Veronica
Lake.  It's projected on a wall in front of which stands
Lynn Bracken and an OLDER GENTLEMAN, in his underwear.
Lynn's long, blonde hair hangs down over one eye.  She
looks more like Veronica Lake than Veronica Lake.  The
film flashes over them as they kiss.

The PHONE RINGS.  Lynn ignores it as long as she can
before breaking away to go answer it.

		LYNN
	Hello?

		OLDER GENTLEMAN
		(Alan Ladd)
	Is it the cops?

She waves him off.  As he practices pointing his finger
like Ladd points a gun, Lynn reacts to the news on the
phone.


EXT. 9781 SOUTH DUQUESNE - DAY

A South Central plywood and tar-paper dive.  A BLACK
BOXER pounds a heavy bag/speed bag combo bolted to the
porch.  Wiry, a welterweight, he doesn't see Jack and
Exley till they're almost on top of him.

		JACK
	Leonard Bidwell?

The Boxer leans on the bag to catch his breath.  Looking
them over, he finally nods.

		JACK
	How's the left these days?

		BOXER
	What's it to you?

		JACK
	I saw you fight Kid Gavilan.  I
	like your style.

		BOXER
	What do you want, Mr. Policeman?

		JACK
	You got a brother up in Folsom.  I
	know because I put him there.

		BOXER
	Till 19-fucking-70.

		JACK
	How'd you like to make it 1960?  I
	know the judge and Sergeant Exley
	here is friends with hte D.A.

Exley nods, this is true.  The Boxer's still listening.

		JACK
	We're looking for three colored
	guys who like to pop off shotguns.
	One of 'em owns a purple Merc
	coupe.

		BOXER
	You wanna get me a fuckin' snitch
	jacket?

		JACK
	You wanna buy your brother ten
	years...?  You don't have to say
	anything.  Just look at this list
	and point.  Here.

Jack holds the DMV list out to the Boxer, who waves it
off.

		BOXER
	He's bad, so I'll just tell you.
	Sugar Ray Coates.  Drives a '49
	coupe, a beautiful ride.  Don't
	know about shotguns, but he gets
	his thrills killing dogs.  He is
	righteous trash.

Jack and Exley scan the list.  Jack's finger stabs down
on, "Coates, Raymond, 9611 South Central, Room 414."

		JACK
	That's five minutes from here.


EXT. 1736 NOTTINGHAM (LYNN BRACKEN'S) - DAY

Lynn does her best to usher the slightly disheveled
Older Gentleman out the door.

		OLDER GENTLEMAN
	I don't understand, doll, we just
	got started.

		LYNN
	I'm sorry, but I'll make it up
	to you.  I promise.

		OLDER GENTLEMAN
	Gosh, kitten, I don't know...

As he begins to mash up against her...

		BUD (O.S.)
	Hit the road, gramps.

Bud's standing at the bottom of the stairs.  The Older
Gentleman strikes a pose.  He still thinks he's Alan
Ladd.

		OLDER GENTLEMAN
	Alright.  This time I'll go, but
	next time --

		BUD
		(flips badge)
	L.A.P.D., shitbird.  Get the fuck
	out of here or I'll call your wife
	to come get you.

Sputtering, the Older Gentleman exchanges a look with
Lynn then hurries away, giving Bud a wide berth.

		LYNN
	I've been expecting you.  Pierce
	called.  Told me what happened
	to Sue.


INT. 1736 NOTTINGHAM (LYNN BRACKEN'S) - DAY

A nice breezy feel.  The perfect place to shack up.

		LYNN
	It's Officer White, isn't it?

Bud nods, eyeballs the place.

		LYNN
	Can I get you a drink?

		BUD
	Yeah, plain scotch.

Bud watches her move to the bar.  God, she's beautiful.

		LYNN
	I was friendly with Sue Lefferts,
	but we weren't really friends.
	You know what I mean?

		BUD
	Are you sorry she's dead?

		LYNN
	Of course I am.  What kind of
	question is that?

She steps back with a scotch for both of them.

		BUD
	Have you ever heard of Dick
	Stensland?

		LYNN
	No I haven't.  Do you know why
	Pierce is humoring you?

		BUD
	You use words like that, you
	might make me mad.

		LYNN
	Yes.  But do you know?

		BUD
	Yeah I know.  Patchett's running
	whores and judging by his address,
	probably something bigger on the
	side.  He doesn't want any
	attention.

		LYNN
	That's right.  Our motives are
	selfish, so we're cooperating.

		BUD
	Why was Susan Lefferts at the
	Nite Owl?

		LYNN
	I don't know.  I never heard of
	the Nite Owl till today.

		BUD
	Did Lefferts have a boyfriend?

		LYNN
	Like I said we were friendly,
	not friends.

		BUD
	How'd she meet Patchett?

		LYNN
	Pierce meets people.  Sue came
	on the bus with dreams of
	Hollywood.  This is how they
	turned out.  Thanks to Pierce,
	we still get to act a little.

		BUD
	Tell me about Patchett.

		LYNN
	He's waiting for you to mention
	mention.

		BUD
	You want some advice, Miss
	Bracken?

		LYNN
	It's Lynn.

		BUD
	Miss Bracken, don't ever try to
	fucking bribe me or threaten me
	or I'll have you and Patchett
	in shit up to your ears.

Lynn smiles again.  She likes Bud.  A beat.

		LYNN
	I remember you from Christmas
	Eve.  You have a thing for
	helping women, don't you,
	Officer White?

		BUD
	Maybe I'm just fucking curious.

		LYNN
	You say 'fuck' a lot.

		BUD
	You fuck for money.

		LYNN
	There's blood on your shirt.  Is
	that an integral part of your job?

		BUD
	Yeah.

		LYNN
	Do you enjoy it?

		BUD
	When they deserve it.

		LYNN
	Did they deserve it today?

		BUD
	I'm not sure.

		LYNN
	But you did it anyway.

		BUD
	Yeah, just like the half dozen
	guys you screwed today.

		LYNN
		(laughs again)
	Actually, it was two.  You're
	different, Officer White.  You're
	the first man in five years who
	didn't tell me I look like
	Veronica Lake inside of a minute.

		BUD
	You look better than Veronica
	Lake.  Now, Pierce Patchett.

		LYNN
	He takes a cut of our earnings
	and invests it for us.  He makes
	us quit the life at thirty.  He
	doesn't let us use narcotics and
	he doesn't abuse us.  Can your
	policeman's mentality grasp
	those contradictions?

		BUD
	He had you cut to look like
	Veronica Lake?

		LYNN
	No.  I'm really a brunette, but
	the rest is me.  And that's all
	the news that's fit to print.

Lynn starts toward the door.  Bud watches her a moment,
then follows.  She takes his glass at the door.

		LYNN
	It was nice meeting you, Officer.

Out the door, Bud turns back.  Blurts:

		BUD
	Look.  I want to see you again.

		LYNN
	Are you asking me for a date or
	an appointment?

		BUD
		(suddenly unsure)
	I don't know.

		LYNN
		(another smile)
	If it's a date I think you'd
	better tell me your first name
	because I --

		BUD
		(feeling foolish)
	Forget I asked.  It was a
	mistake.

Lynn watches thoughtfully after Bud as he walks away.
He opens his car door like he's going to tear ir off.
A last glance back at Lynn and as he gets in the car...


EXT. TEVERE HOTEL - DAY

An L-shaped walk-up.  Jack coasts the car to the curb.
He leaps out with Exley.  Exley holds up at the sight
of a late model sedan.  He leans down to look in the
window at the two-way on the dash.

		EXLEY
	L.A.P.D.

		JACK
	Shit.  Someone beat us here.

VOICES from the carport ahead.  We see a chrome bumper,
the purple fender of a '49 Mercury coupe.  A door slams.
Drawing a .45, Jack starts over with Exley, .38 in hand.


CARPORT

Toting shotguns, Dudley's boys from the Victory Motel,
Breuning and Carlisle, stand by the purple Mercury.  Jack
and Exley come around the corner, lower their guns.

		JACK
	Hey.

Breuning wheels, pumps a round into the chamber.  He very
nearly fires before he sees who it is.

		CARLISLE
	What the fuck are you guys doing
	here?

		EXLEY
	Think of us as back-up.

		JACK
	What do you got?

As Jack moves to peer through the Merc's window.

		BREUNING
	Three Ithaca pumps, an empty box
	of double-ought buck and cash.

Jack spots them.  Three shotguns on the passenger side
floor, an empty box of shells and loose dollar bills.

		JACK
	So long, Vice.  Badge of Honor,
	here I come.

		CARLISLE
	Fuck you, Vincennes.  It's our
	collar.

Breuning actually has to restrain his partner.

		EXLEY
	Quiet.  I'm ranking officer here.
	We go as a team.  End of story.


INT. CORRIDOR - TEVERE HOTEL - DAY

Breuning and Carlisle lead the way with Jack and Exley
bringing up the rear.  Squinting, Exley reaches to his
pocket for something.  Not there.

		EXLEY
	Damnit...

		JACK
	What?

		EXLEY
	Glasses.

		JACK
		(chuckling)
	Just don't shoot me.

The door to 414.  Two men on either side.  Breuning rears
back.  Jack rears back.  They kick at the same instant.
The door flies off its hinges to reveal two young black
men, LARRY FONTAINE and TY JONES, waking from a couple
of flop mattresses.


ROOM 414

Fontaine jumps up.  Entering, Carlisle aims, but Exley
grabs his arm.  The BLAST rips the ceiling.  Jack aims.

		JACK
	Freeze!

Fontaine freezes.  Jones doesn't dare get up.

		CARLISLE
	Ace him, Jack.

		EXLEY
	Shut up, Carlisle!

Jack and Exley burst into a...


SECOND BEDROOM

Another black, RAY COATES, passed out on mattress, sur-
rounded by empty beer cans.  Jack sticks his .38 in his
back, starts to cuff him.  As the cuff ratchets down...


INT. OBSERVATION ROOM - DAY

Dudley watches intently as Ed Exley skims a report,
memorizing names and dates.  Jack and other brass are
also here along with a stenographer.  So's Bud.  One of
these guys killed Stensland.  Through tinted glass, the
three suspects in three different rooms.

		EXLEY
	Casitas Youth Camp... Coates
	twenty-two, a boxer... Manager
	saw them burning clothes.

Satisfied, Exley sets the report down.

		DUDLEY
	Ed, I want confessions.

		EXLEY
	I'll break them, sir.

As Exley steps into the #1 room, Jack joins Dudley.

		JACK
	You think golden boy can handle
	it, Cap?

		DUDLEY
	I think you'll be surprised what
	Edmund's capable of.


INT. #1 ROOM - DAY

Exley closes the door.  Ray Coates is cuffed to a chair,
dressed in baggy County denims.  One eye swollen shut,
lip split, a smashed nose with one nostril split.

Exley unlocks his cuffs. drops cigarettes and amtches
on the table.  As Coates rubs his wrists...

		EXLEY
	They call you Sugar Ray because
	of Ray Robinson?
		(no answer)
	They say Robinson can throw a
	four punch combination in one
	second.  Do you believe that?

Coates just stares at him.

		EXLEY
	You're twenty-two, aren't you, Ray?

		COATES
	Say what and so what.

		EXLEY
	Did one of the officers work you
	over a little?

No bite.  Coates just stares back.

		EXLEY
	You look like Robinson after
	that last LaMotta fight.  'Course
	LaMotta looked a lot worse.  So
	you're twenty-two, right?

		COATES
	Man, why do you keep asking me
	that?

		EXLEY
	Just getting my facts straight.
	Twenty-two makes it a gas chamber
	bounce.
	You should have pulled this caper
	a couple of years ago.  Get life,
	do a little Youth Authority jolt,
	transfer to Folsom a big man.
	Orbit on some of that good prison
	brew, get yourself a sissy --

		COATES
	I never truck with no sissies!

		EXLEY
	That fucking Larry.  I almost
	believed him.

		COATES
	Believed what?

		EXLEY
	Nothing, Ray.
		(laughs)
	That Larry, he's a pisser.  You
	did the Casitas Youth Camp with
	him, didn't you?

		COATES
	Man, why're you talkin' about
	Larry?  His business is his
	business.

Unseen by Coates, Exley reaches under the table, takes
hold of one of three toggle switches.

		EXLEY
	Sugar, Larry told me you went
	sissy up at Casitas.  You
	couldn't do the time so you
	found yourself a big white boy
	to look after you.  He said
	they call you 'Sugar' because
	you gave it out so sweet.

Exley flips the toggle.


#3 ROOM

The speaker over Larry Fontaine's head crackles to life.

		COATES (V.O.)
	Larry gave it at Casitas!  Man,
	I was the fuckin' boss jocker on
	my dorm!  Larry's the sissy!
	Larry gave it for candy bars!


#1 ROOM

Exley flips up the second toggle.

		EXLEY
	Ray, you protected Ty and Larry
	up in Casitas, didn't you?

		COATES
	You ain't woofin' I did.  Stupid
	down home niggers got no more
	sense than a fuckin' dog.

Exley flips the switches off.

		EXLEY
	I heard you like to shoot dogs.

		COATES
	Dogs got no reason to live.

		EXLEY
	Oh?  you feel that way about
	people, too?

		COATES
	Man, what're you saying?

		EXLEY
	Ray, we got the shotguns.

		COATES
	I don't own no shotguns.

		EXLEY
	Why were you throwing clothes
	in the building incinerator?

		COATES
		(trembling)
	Say what?

		EXLEY
	You guys were arrested this
	morning, but none of you have
	last night's clothes.  You were
	seen burning them.  Add to that
	the fact that you hid the car
	you were cruising around in
	last night and it doesn't look
	good.

		COATES
	I got nothin' more to say till
	I see a judge.

		EXLEY
	Were you on hop?  You were passed
	out when you got arrested.  Were
	you hopped up, Ray?

		COATES
	Ty and Larry fuck with that
	shit, not me.

		EXLEY
	Where do they get their stuff?
	Come on.  Give me one to feed
	the D.A.  Just a little one.

Coates nods.  Exley flips up the toggles as he leans
in.

		COATES
	Roland Navarette.  Lives on
	Bunker Hill.  He runs a hole-up
	for parole absconders and sells
	red devils.

Exley flips down the switches, stands.

		EXLEY
	I'm going to take a break.

Exley opens the door, looks back in afterthought.

		EXLEY
	You know, Ray, I'm talking about
	the gas chamber and you haven't
	even asked me what this is all
	about.  You got a big guilty
	sign around your neck.

Exley exits.


OBSERVATION ROOM

Exley enters.

		DUDLEY
	Masterful, Edmund.  Your father
	would've been proud.
		(pointing)
	This one's on the verge.

Exley looks through the glass into #2.  Larry Fontaine
is weeping.  A piss puddle on the floor by his chair.

		EXLEY
	Fontaine next, but give Jones
	the newspaper.  I want him
	primed.


#2 ROOM

Fontaine tries to control his sniffles as Exley enters.

		EXLEY
	Larry, Ray Coates ratted you
	off.  He said the Nite Owl was
	your idea.  You want to tell me
	about it?

No answer.

		EXLEY
	I think it was Ray's idea.  Talk
	and I think I can save your life.

No answer.

		EXLEY
	Larry, this is a gas chamber job.
	If you don't talk, you'll be dead
	in six months.

No answer.

		EXLEY
	Son, six people are dead and
	somebody has to pay.  It can be
	you or it can be Ray.

No answer.

		EXLEY
	Larry, he called you queer.  He
	said at Casitas you took it up
	the ass.  He said --

		FONTAINE
	I DIDN'T KILL NOBODY!

The voice is strong, full of conviction.  Exley
glances at the mirror.  Then...

		EXLEY
	Why'd you burn the clothes?

		FONTAINE
		(sobbing)
	I just wanted to lose my cherry.
	I didn't mean to hurt her.

Exley can't hide his surprise at this.

		EXLEY
	Hurt who?  Was she a hooker?
	Hurt who?

But Fontaine is gone.  Head lolling, eyes squeezing
out tears.


OBSERVATION ROOM

Exley steps out of the interrogation room.  Dudley
braces him.

		DUDLEY
	Don't get sidetracked.  Stay with
	the Nite Owl.

		EXLEY
	She may still be alive, whoever
	she is.

Bud's all ears.


#3 ROOM

Reading, Jones has his feet on the table.  Exley
bursts in.

		JONES
	This newspaper shit ain't shit.

		EXLEY
	Where's the girl?  Did you kill her?

No answer, but Jones looks nervous.

		EXLEY
	You wanted Larry to lose his
	cherry, but things got out of
	hand.  Is that right?


OBSERVATION ROOM

Everyone's attention is riveted, particularly Bud's.
They watch, listen over the speaker.

		EXLEY
		(over speaker)
	Kick loose, Jones.  I know you
	made her bleed, but that doesn't
	mean you killed her.

No answer, but Jones is squirming.

		EXLEY
		(over speaker)
	If that girl's alive, you've
	still got a chance on this one.

		JONES
		(over speaker)
	I think she's alive.

		EXLEY
		(over speaker)
	You think?

Jack turns to Dudley.

		JACK
	He's good.  I'll give him that.

They don't notice as the chair back begins to splinter
in Bud's hands.


#3 ROOM

Exley sits across from him, tries to wrap it up.

		EXLEY
	Where is she now?
		(no answer)
	Did you leave her someplace?
		(no answer)
	Did you sell her out?  Give her
	to some of your buddies?  Tell
	me where the girl is!

The door blasts open.  Bud slams Jones up against the
wall.  As Exley stands, he bangs his knee on the table.
Pulling a .38, Bud breaks the cylinder, drops 5 shells
on the floor.

		BUD
	One in six.  Where's the girl?

		EXLEY
	Officer White, put down that
	weapon and --

Bud shoves the barrel into Jones' mouth, pulls the
trigger twice.  CLICK, CLICK.  Jones starts to slide
down the wall.  Bud jerks him back up, roars.

		BUD
	WHERE?!

Two more clicks.  Jones spills.

		JONES
	S-sylvester F-fitch one-o-nine
	and Avalon gray corner house...


EXT. AVALON BOULEVARD - EVENING

A four cordon.  They coast up to a GRAY CORNER HOUSE.
Dudley Smith behind the wheel of the lead cruiser.  Bud
White rides shotgun, reloading his revolver.

		BUD
	Give me one minute.

		DUDLEY
	You've got it, Wendell.


STREET

Bud is out the door and scooting down an alley.  Exley
moves to follow, but Dudley cuts him off.

		DUDLEY
	We're going through the front.


ALLEY

Bud vaults a fence, pads up the back porch.  A screen
door.  Bud slips the catch with a penknife and walks
inside.


SCREEN PORCH

Bud heads for a blind-covered door.  Unlocked, he
enters...


A HALLWAY

Light bouncing from side rooms.  We hear the opening
spiel of "Badge of Honor" from the left.  Bud wheels into
a...


BEDROOM

A NUDE GIRL spread-eagled on a mattress.  Bound with
neckties.  One in her mouth.  Her eyes grow wide at the
sight of Bud, then flicker to the adjoining room.
Directing him.  Raising the .38, Bud enters...


THE KITCHEN

Sylvester Fitch sits naked at the table wolfing Rice
Krispies and watching "Badge of Honor" on a flickering
TV.  He looks up, sees the .38 before he sees Bud beyond
it.  Fitch drops his spoon, raises his hands.

Bud SHOOTS him in the face.  Dead, Fitch just sits there.

Bud moves behind him.  Pulling a spare piece from an
ankle holster, Bud FIRES back at the door from Fitch's
line of fire, then puts the gun in Fitch's hand.

We hear the FRONT DOOR CRASH OPEN.  As Fitch slides off
the chair to the floor, Bud dumps the Rice Krispies on
him.


EXT.  GRAY HOUSE - NIGHT

The Girl on a stretcher.  Being carried to an AMBULANCE.
Bud White walks alongside, looking like some ferocious
pet pit bull.  The ATTENDANTS get her inside.  One joins
her.  The other closes the door, pauses to light a smoke.

Bud rips the cigarette out of his mouth, nearly taking
the guy's lips with it.

		BUD
	Get her to the fucking hospital.

One look at Bud, and the Attendant is running around to
the driver's side.  Exley arrives, steamed.

		EXLEY
	A naked guy with a gun?  You
	expect anyone to believe that?

		BUD
	Get the fuck away from me.

Bud starts away, but Exley gets right in his face.  Other
cops begin to take notice.  The ambulance pulls out.

		EXLEY
	How's it going to look on your
	report?

		BUD
	It'll look like justice.  That's
	what that fat fuck got.  Justice.

		EXLEY
	You don't know what the word means,
	you dumb bastard.

Bud goes after Exley, but ten hands pull them apart.
Dudley on Exley.  Four cops genuinely having trouble
on Bud.

And as if things couldn't get crazier, shouts from the
cops on the street.  POLICE RADIOS CRANKED UP.

		DISPATCHER (V.O.)
	Repeat, three suspects escaped
	from the Hall of Justice jail.
	The Nite Owl killers:  Raymond
	Coates, Tyrone Jones and Larry
	Fontaine.  They are considered
	armed and extremely dangerous.
	Descriptions are as follows...


INT. SQUAD ROOM - DAY

Electrified, "Nite Owl Killers" on everyone's lips.
Exley strides through with purpose, beelines to a filing
cabinet.  Exley pulls the file he's looking for.  He
scans an interrogation transcript, reads to himself the
words he's looking for:

		EXLEY
	'Give me one to feed the D.A....
	Roland Navarette.  Lives on
	Bunker Hill.  Runs a hole-up for
	parole absconders.'


INT. HOLLYWOOD STATION - JACK'S DESK - DAY

Police rush back and forth.  Exley hurries over to the
desk, but he's not there.

		EXLEY
	Anyone seen Jack Vincennes?

A few cops mumble they haven't.  As Exley decides what
to do, Carlisle from the original arrest steps over.

		CARLISLE
	Is something up, Lieutenant?


EXT.  1ST & OLIVE - DAY

Exley and Carlisle pull up across the street from a
four-story Victorian with paint peeling off the clap-
boards.  They jump out of the car toting SHOTGUNS.
Carlisle waits as Exley checks the mail slots:
"R. Navarette, 408. "


INT.  STAIRWELL - VICTORIAN BUILDING - DAY

Exley and Carlisle take the steps two at a time.


INT. 4TH FLOOR HALLWAY - VICTORIAN BUILDING - DAY

Exley squints, reaches to a pocket.  No glasses.  He
passes an elevator, rounds a corner.  There's 408.  Exley
pumps the shotgun, nods to Carlisle who kicks the door
in.


NAVARETTE LIVING ROOM

Exley and Carlisle burst in on four men eating sandwiches.
Fontaine and Caucasian NAVARETTE at a table.  Coates on
the floor.  Jones by the window.  Exley squints.

		EXLEY
	Nobody move!

Fontaine and Navarette raise their hands.  A jostled BEER
BOTTLE CRASHES to the floor.  Reacting, Carlisle JERKS
the TRIGGER.  Fontaine goes down.

Navarette draws a .38, SHOOTS Carlisle twice in the
chest.  Exley BLASTS Navarette.

Screaming, Jones pulls a .45 from his belt.  Exley FIRES,
blowing him right THROUGH the WINDOW.

Coates draws and FIRES, makes a run for it.  A bad pull
takes out half a back wall.  Coates is out the door.


ELEVATOR

Coates makes it inside, frantically pushes buttons.


HALLWAY

Here comes Exley.  Stumbling, wiping Navarette's blood
out of his eyes, he closes on the...


ELEVATOR

Coates watches as the elevator doors begin closing.


HALLWAY

Exley charging.


ELEVATOR

The shotgun barrel juts through.  The doors bang against
it.  BLAM!

						DISSOLVE TO:

L.A. MONTAGE

TONY BENNETT belts "BOULEVARD OF BROKEN DREAMS."


INT. HOLLYWOOD STATION - DAY

Exley returns to grudging respect.  His white shirt
flecked with blood, he's clapped on the back by Dudley
who dubs him "Shotgun Ed."  Exley doesn't enjoy it.  He's
numb, stumbling along.  As he notices the blood on his
hands...


INSERT - NEWSPAPER HEADLINE

NITE OWL HERO!  Over a photo of Exley.


EXT. CEMETERY - GRAVE - DAY

A coffin is lowered into the ground.  A WIDOW leans on
the Chief's arm, accepts a tri-folded American flag from
Dudley Smith.  Exley drops a handful of earth on the
casket, has trouble getting the wet dirt off his hands.

		CHIEF
	We mourn the passing of a good
	man.  The loss of Sgt. William
	Carlisle is the loss of his
	wife, his family and the entire
	Los Angeles Police Department...

A sea of dress blues.  Jack looks bored, dressed too
flashy for a funeral.  Bud looks grim, rain dripping off
the brim of his cap.  As a TWENTY-ONE GUN salute is
FIRED...


EXT. CEMETERY (SOUTH CENTRAL, L.A.) - DAY

Larry Fontaine's mother mourns alone as her son is
buried.


INT. CITY OF ANGELS HOSPITAL - RECEPTION AREA - DAY

Exley talks with a tough, starchy NURSE.

		EXLEY
	I need the girl to give me a
	chronology of events.  No details.
	Just times.

		NURSE
	Absolutely not.  She barely
	remembers her own name.

		EXLEY
	But --

		NURSE
	I was told the case was closed.
	Should I call your superior to
	double-check?

		EXLEY
	No.  that won't be necessary.

The Nurse turns, marches away.  Exley is left with a
nagging doubt.


EXT. ORANGE GROVE (ANAHEIM) - DAY

People cheer as bulldozers mow down orange trees.  A
banner heralds the future:  "On this site:  The World's
Biggest Amusement Park."  Cartoon characters dance among
the fallen trees.


INT. STATE ASSEMBLYMAN'S OFFICE - DAY

Sitting behind a desk is the Older Gentleman last seen
doing his best Alan Ladd impersonation at Lynn Bracken's.

He stares emphatically at the SMARMY LAWYER who stands
before him holding a manila folder.

		OLDER GENTLEMAN
	You tell Mr. Patchett I have no
	intention of changing my vote.

The Lawyer simply hands him a stack of photographs.  From
Lynn Bracken's apartment.  The first is the Older
Gentleman naked except for his socks and garters.


INT. STATE ASSEMBLY - CHAMBER - DAY

The Older Gentleman rises for an assembly vote.

		OLDER GENTLEMAN
	It may surprise some, but a mature
	man, enlightened by the facts, can
	change him mind...


EXT. 1736 NOTTINGHAM (LYNN BRACKEN'S) - NIGHT

Rain.  A limo disgorges a heavy-set man who climbs steps,
knocks on the door.  Lynn answers in an evening gown.  He
gives her a peck on the cheek and continues in past her.
Lynn's about to follow him in when she pauses to deadpan
a look down the street.

Bud's Packard is parked there and we can see his darkened
silhouette behind the wheel.  Smiling a bit sadly to
herself, Lynn disappears inside.

This is no stake-out.  Bud watches after her with
yearning.


INT. TROCADERO CLUB - NIGHT

Cigarette girls and club photographer make the rounds.
Johnny Stompanato enjoys the frenzien floor show.


EXT. WILSHIRE BOULEVARD - DAY

A horse parade, heavy on the law enforcement contingent,
Out of place in his suit and tie, District Attorney Ellis
Loew awkwardly rides atop a sleek Palimono.


INT. OLYMPIC AUDITORIUM - NIGHT

The crowd in a frenzy as Vincennes-snitch, the
welterweight black boxer, beats the shit out of a white
fighter.


INT. MIDDLE CLASS LIVING ROOM - NIGHT

A father holds out his hand, counts along as Jack slaps
$100 bills into his palm.  Maybe four thousand dollars.

Jack says something about "We appreciate your
understanding during this difficult time."  As "Badge of
Honor" comes on the TV, the father responds with "Goddamn
actors."

Leading, Jack looks through an open door where Brett
Chase's high school "Sweater Girl" is being comforted by
her mother.  As she locks eyes with him an instant...


INT. PIERCE PATCHETT'S HOUSE - NIGHT

The monied johns watch horny as hell as "Ginger Rogers"
twirls around the room with a female "Fred Astaire."
Clothes fly as they spin.  Still, most eyes turn to Lynn
Bracken as she enters oozing that cat-girl grace.


EXT. POLICE HEADQUARTERS - DAY

Reporters scribble as the Chief speaks.  Uniforms
everywhere along with Exley and Loew.  Bus sits in the
back.

		CHIEF
	Edmund J. Exley has amassed a
	brilliant record in his seven
	years with the L.A.P.D.  Recently
	he evinced spectacular bravery in
	the line of duty.  It is my honor
	to present him with our highest
	honor, the Medal of Valor.

Exley steps up.  The Chief hangs a gold medallion around
his neck.  Flashbulbs pop as the two men shake hands.

Exley then accepts a handshake from Dudley.  The
policemen stand on cue, applaud without enthusiasm.
Dudley lifts the medal from his chest.

		DUDLEY
	Your father would've been proud.

Exley uses the noise to have aprivate chat with Dudley.

		EXLEY
	There are loose ends out there,
	Dudley.  I --

		DUDLEY
	There always are.  But there are
	also three men and three guns.
	Matched forensically.  A few loose
	ends don't matter.

		EXLEY
	Something's wrong.  I feel it
	inside.  Doesn't that sound crazy?

Dudley puts an arm around Exley's shoulder, smiles out as
more bulbs flash.

		DUDLEY
	Breaking a big case sticks you in
	a whirlwind.  A little self-doubt?
	It's natural.  Just keep it
	inside.  Between you and you.

Exley considers his medal.  It is an appealing thing.

In the back, Bud stays sprawled in his seat.  No one's
watching as he takes out his gun, kisses it, and blows
pretend smoke off the barrel.  As the song ends...


INT. VARIETY INTERNATIONAL PICTURES - STAGE 4 - NIGHT

A "Badge of Honor" fund-raiser for D.A. Loew's re-
election cmpaign.  Hot dogs and sauerkraut.  Fishbowls
stuffed with cash.  Jack is here, returns a smile half-
heartedly.  Loew sits with his wife and teenage daughter
as Brett "Joe Reno" Chase speaks.

		CHASE
	This election is about the future
	of law enforcement in Los Angeles.
	Ellis Loew represents that future.
	So dig deep and let's get a moral
	man re-elected.

Applause.  Leaving the podium, Chase smiles at Ellis
Loew's daughter who absolutely gushes.  Chase then winks
knowingly to Jack who returns a tired, humorless smile.

Jack scans the room.  An odd moment as Jack catches his
own reflection in a mirror across the way.  He puts a
hand to his face.  Is that him?

		HUDGEON (O.S.)
	Big V Jack Vincennes!

Jack turns to see Sid Hudgeons approaching.

		HUDGEONS
	You're back, boychick.

		JACK
	Sid, how are they hanging?

		HUDGEONS
	Down around my ankles.

Hudgeons scans the crowd, points someone out.

		HUDGEONS
	You remember Matt Reynolds?

Jack spots Matt Reynolds -- one of the young actors Jack
arrested on Christmas Eve.

		HUDGEONS
	The Grauman's Chinese pot bust.
	He just got off the honor farm.

		JACK
	What's he doing here, Sid?

		HUDGEONS
	You tight with the D.A., trash?

		JACK
	Sure, he just tried to throw me
	off the force last Christmas as a
	little joke.

		HUDGEONS
	How'd you like a little payback?
	Not to mention a donation to the
	widows and orphans fund.  Did you
	know Loew was a swish?

		JACK
	And Reynolds?

		HUDGEONS
	He's queer too.  Metro paid him
	two grand a week to fake it with
	ingenues.  On screen and off.  I'm
	getting him to fuck the D.A. for a
	hundred bucks.
		(winks)
	That's twice the fifty you got for
	wrecking his career.

Even Jack's not immune to a comment like that.

		HUDGEONS
	Matt!  Over here!

As Hudgeons heads over, Hudgeons points out...

		HUDGEONS
	That's D.A. Loew right there.

Reynolds gets a nervous bead on Loew.  Hudgeons realizes:

		HUDGEONS
	You need a drink, kid... Jack,
	look after him a minute.  Kid,
	this is Jack.  No secrets between
	me and him.

Hudgeons heads off.  Reynolds, plae, nods at Jack.

		REYNOLDS
	Have we met before?

		JACK
	Yeah.

Jack doesn't really feel like talking to him.  Reynolds'
nerves won't let him stay quiet.

		REYNOLDS
	Was it a party?

		JACK
	Something like that.

		REYNOLDS
		(misreading)
	Oh, I know.  A Fleur-de-Lis party,
	right?

Jack remembers the name, plays along for what it's worth.

		JACK
	Fleaur-de-Lis.  'Whatever you
	desire.'

		REYNOLDS
	Dope, liquor, hookers that look
	like movie stars.  Pierce Patchett
	has it all.

Jack recognizes the name, bluffs for more information.

		JACK
	Yeah.  Me and Patchett go way
	back.

		REYNOLDS
	Pierce isn't like regular people.
	I dig him, but he scares me too.

		JACK
	Really?  How?

		REYNOLDS
		(shakes his head)
	You know, when I came out to L.A.,
	this isn't exactly where I saw
	myself ending up.

		JACK
	Yeah.  Me neither.

Reynolds looks like he's going to cry.  Hudgeons returns
with a double Scotch straight up and a hot dog with
sauerkraut.  He hands the drink to Matt.

		HUDGEONS
	Dutch courage, kid.  Drink up.

Reynolds downs a few gulps, looks across the room at
Loew.

		REYNOLDS
	I don't know if I should do this.

		HUDGEONS
	Hey, it's not like you don't know
	how.  And Jack here has
	connections on 'Badge of Honor.'
	Pull this off and there'll be a
	part for you.  I smell a comeback.
	Don't you, Jack?

Reynolds looks to Jack who gives a noncommittal shrug.

		JACK
	Loew's free.  Congratulate him.

Reynolds nods, drains his glass and heads off.  Hudgeons
hands Jack a folded slip of paper.

		HUDGEONS
	If Reynolds works his charms,
	which he will, this is the address
	where they'll be.  Meet me at
	midnight.  I guarantee all sorts
	of illegal activity.

Hudgeons takes out a President Grant $50 bill.  Jack
doesn't take it.

		JACK
	Sid, why would a guy like Pierce
	Patchett get involved with running
	dope and hookers?

		HUDGEONS
	Where'd you hear that?

		JACK
	Around.

		HUDGEONS
	Jackie, all I know is what you
	know.  The man is very rich.  And
	he's invested in freeway
	construction so he's gonna get a
	lot richer.  But that's it.
	Patchett's what I like to call
	'Twilight.'  He ain't queer, he
	ain't Red, he can't help me in my
	quest for prime sinuendo.

Jack takes the $50 as Reynolds returns, shaking his head.

		HUDGEONS
	What?

		REYNOLDS
	I can't do it.

		HUDGEONS
	Talk to him, Jack.  Tell him about
	the opening on the show.

		JACK
	I'm pretty sure I can get you a
	part on the show... But tonight?
	Pretend it's an acting job, kid.
	Showbiz.

		REYNOLDS
	And no one'll know about this?

		JACK
	It'll be our secret.

		REYNOLDS
	Showbiz.

Emboldened by Jack's promise, Reynolds heads off.  Jack
and Hudgeons watch as he strikes a conversation with Loew
who's captivated.  Hudgeons chomps a bite of his hot dog,
gives Jack the high sign, but Jack just feels like a pimp.


INT. VICTORY HOTEL - ROOM SIX - NIGHT

Screams.  A cauliflower-eared Cleveland mob enforcer on
the hotseat.

Breuning works him with a rubber hose as Dudley asks
unanswered questions.  Bud watches, revulsion growing.

		DUDLEY
	Where did you intend to start.
	Prostitution?  Gambling?
		(no answer)
	Go back to Cleveland, lad.  This
	is the City of Angels and you
	haven't got any wings.

More screams as the hose thwops down.  Bud looks away,
then shuffles blindly out of the room.


INT. VICTORY HOTEL - BATHROOM - NIGHT

Bud runs water in the sink to drown out the SCREAMS.  It
doesn't work.  Finally, he leans down and sticks his head
under the stream of water.  That doesn't work either.


EXT. VICTORY HOTEL - NIGHT

Hair dripping wet, Bud makes it to his car.  The tires
spit gravel as he tears away.  Dudley appears in the
doorway, watching curiously.  As cauliflower continues to
SCREAM...


INT. BUD'S PACKARD - 1736 NOTTINGHAM (LYNN'S) - NIGHT

Bud watches Lynn Bracken's apartment,  Colored lights
play on the windows.  Shadows pass.  Finally the front
door opens.  There's Veronica Lake, all sparkles and
spangles, kissing another distinguished gentleman
goodnight.  Bud watches the man into a waiting limo.  As
it pulls away...


INT. 1736 NOTTINGHAM (LYNN BRACKEN'S) - LIVING ROOM -
NIGHT

Now Lynn just looks tired.  As she puts away Scotch
bottles and picks up empty glasses, there's a KNOCK on
the door.  Lynn sighs, become sultry Veronica Lake before
our eyes.


INT. FRONT HALL - NIGHT

		LYNN
		(opening door)
	Did you forget some --

Bud stands there, filling up the door frame.

		LYNN
	I wondered when you might ring the
	bell again, Officer White.

		BUD
	It's Bud.

Bud looks at Lynn a moment, then down at his own feet.
Embarrassed.  She smiles.

		LYNN
	You should see yourself.  You look
	like you're ten years old.

Bud looks back up.  Lynn's smile fades as she studies his
face.  She's not going to ask questions.  Lynn looks at
him a moment more, then runs a hand through the blonde
hair covering one eye.

		LYNN
	If you'd called first, I wouldn't
	look this ridiculous.


INT. LYNN BRACKEN'S (1736 NOTTINGHAM) - BEDROOM - NIGHT

Lynn comes to Bud naked, her hair brushed back.  Bud goes
slow, gently, takes time with his kisses:  like she was a
lonely woman he wanted to love to death.

Lynn plays off his timing:  her kisses back, her touches.
Finally, Bud forces himself to stop.  He pulls back so he
can see her.

		LYNN
	You're wondering if Patchett told
	me to be receptive.

Bud doesn't answer, but yes.

		LYNN
	It doesn't matter.  I like you,
	Bud.  I really do.

She kisses him.  Softly, drawing it out.  Not a job.  She
wants to make love to him.  And as Bud stops thinking...


EXT. 5261 CHERAMOYA AVENUE (HOLLYWOOD) - NIGHT

Jack sits in his car waiting.  He checks his watch...
1:30.  Well past midnight.

		JACK
	Come on, Sid.  Where are you?

Jack decides.  MOVE WITH him as he gets out and crosses
the street.  The apartment is dark, the front door a few
inches ajar.  Suspicious, Jack listens.  Dead quiet.  He
enters...


INT. 5261 CHERAMOYA AVENUE - NIGHT

No one here it seems.  Till Jack nearly trips over a
body.  Matt Reynolds.  Soaked in blood.  Throat slit.
Jack looks down in horror as Reynolds seems to stare back
up at him.  Jack stumbles out the door.  We hear his CAR
DOOR SLAM shut, the SCREECH of RUBBER down the street.


EXT. 2345 HALBORO (HUDGEONS' HOUSE) - NIGHT

Jack pounds on Sid's door till lights switch on.

		JACK
	It's Vincennes!  Open up!

Hudgeons opens the door.  He's in his pajamas.

		HUDGEONS
	Jackie!  You got some good scoop
	for the Sidster?

		JACK
	Sid, cut the crap.  I --

		HUDGEONS
	Give me some Narco skinny.  I want
	to put out an all hop-head issue.
	Shvartze jazz musicians and movie
	stars.  Maybe tie it into the
	Rosenbergs.  You like?

Jack grabs him, jerks him into the door frame.

		JACK
	Shut up!

		HUDGEONS
		(confused)
	What's wrong, Trash?

		HUDGEONS
	What happened with the kid and
	Loew?

		HUDGEONS
	You didn't get my message?  It got
	called off.  The kid chickened out
	at the last minute.

		JACK
	He's dead.  I was just there.
	Somebody slit his throat.

		HUDGEONS
	Jesus.  Jack, that's a story.
	'Swish Actor Gets The Gay Blade.'
	Let me get my camera.

Hudgeons starts away, but Jack grabs him.

		JACK
	Loew didn't go with him.  You're
	sure?

		HUDGEONS
	I put Reynolds in the cab myself.
	The night cost me a hundred scoots
	and I got bupkis.

Jack lets go of him, starts to ramble off into the night.

		HUDGEONS
	Jackie!  Big V!  Let me get my
	camera!  Where are you going?!


INT. AFTER HOURS CLUB - NIGHT

The BARTENDER walks down the bar to where Jack arrives.

		BARTENDER
	What'll it be, Jack?

		JACK
		(pulls out wallet)
	A bottle of Scotch.

As the Bartender turns for one, the only bill Jack finds
is the President Grant fifty.  The things he's done for
fifty bucks... As he looks up with despair at his
reflection in the bar mirror, the Bartneder sets down a
bottle and shot glass.  He plucks the fifty from Jack's
hand.

Jack grabs the bottle and starts out.

		BARTENDER
	Hey!  Your change!


INT. 1736 NOTTINGHAM (LYNN BRACKEN'S) - BEDROOM - NIGHT

Spent, Bud and Lynn lie in bed.  SHe traces a finger over
his bicep as he muses on the ceiling.

		BUD
	Who was that guy who was here
	earlier?

Lynn's tracing finger stops on Bud's shoulder -- a small
white scar.

		LYNN
	It doesn't matter.  All they get
	is Veronica Lake.  You got the
	real Lynn Margaret Bracken...
		(re: scar)
	Where'd this come from?

		BUD
	When I was ten, my old man threw a
	bottle at my mother.  I guess I
	got in the way.

		LYNN
	So you saved her.

		BUD
	Yeah.  But not for long.

Bud looks away.  Lynn sees he doesn't want to talk about
it.

		LYNN
	Do you like being a cop, Bud?

		BUD
	I used to.  What I do now is
	strong-arm.  Sitting duck stuff...
	No, I don't like it.  If I could
	work Homicide like a real
	detective...

Lynn listens sympathetically.  Bud's opening up.

		BUD
	There's something wrong with the
	Nite Owl.  That prick Exley shot
	the wrong guys.  But they made him
	a hero and whoever killed my
	partner is still out there.

Frustrated, Bud pokes at his own chest.

		BUD
	In here I know it.  But I can't
	prove it.  I'm not a detective.
	I'm not smart enough.  I'm just
	the guy they bring in to scare the
	other guy shitless.

Bud looks away, embarrassed to have shown so much of
himself.  Lynn reaches over, turns his face back to her.

		LYNN
	You found Patchett.  You found me.
	You're smart enough.  Be a
	detective if that's what you want.

		BUD
	That simple, huh?

Lynn nods.  That simple.


INT. HOLLYWOOD STATION - EXLEY'S OFFICE - NIGHT

Exley looks up as a CLERK enters holding two files.

		CLERK
	I got the rap sheets on the black
	guys, sir.  Coates and Jones got
	charges a mile long.  But except
	for some kid stuff, Fontaine's
	clean.

		EXLEY
	Clean?

		CLERK
	More or less.

		EXLEY
	Until he gunned down six people.


EXT. GRIFFITH PARK - DAY

Exley stands in the trees as a PARK RANGER approaches.

		PARK RANGER
	I asked my men, Lieutenant.  No
	one remembers any colored guys
	firing shotguns.

		EXLEY
	Then who phoned in the report?

		PARK RANGER
	Not us.


INT. FORENSICS LAB - DAY

Ray Pinker looks up from his microscope as Bud enters.

		PINKER
	Bud White, what brings you down to
	the basement?

		BUD
	I got a few Nite Owl questions.

		PINKER
	I don't know if you read the
	papers, but that case is closed.

		BUD
	I'm tying up loose ends.  Padding
	my report.  You know how it goes.

		PINKER
	What do you want to know?

		BUD
	Anything off.  Anything that
	didn't make sense.

		PINKER
	You mean beside the fact that
	thirty-five out of forty-five
	rounds were gratuitous?  I can't
	think of anything.

Pinker is ticked as Bud steps over to where a group of
Nite Owl crime scene photos are posted on the wall.  Bud
pauses at a photo which shows the floor around the table.
We see a high heel shoe, blood smears across the floor.

		BUD
	Whose shoe?

		PINKER
	Susan Lefferts.

		BUD
		(pointing)
	If she was sitting here, then it's
	facing the wrong way.  What are
	these smears in the blood?

		PINKER
	It looks like she was flailing,
	trying to get away.

		BUD
	But she's moving away from the
	door.
		(thinks; points)
	Who was sitting at this table?

		PINKER
	Dick Stensland.
		(a beat)
	Had to be dumb panic.  If she knew
	him she would've been sitting with
	him... Right?

Bud wonders, maybe a puzzle piece just fell into place.
Pinker remembers something.

		PINKER
	You know, there is one thing.

Pinker rummages a shelf for a glass jar which he hands
Bud.  Inside are two wax-saturated cotton balls.

		PINKER
	Cotton balls.  I found them just
	inside the meat locker door.

		BUD
	Ear plugs.

		PINKER
	Exactly.  At least one of those
	animals had the brains to protect
	his ears.

		BUD
	It doesn't exactly play like dumb
	panic.

		PINKER
	What do you mean?

		BUD
	It's like they knew they were
	going to kill everyone before they
	went in...

		PINKER
	Yeah, so...

Bud just stares at the picture of Susan Lefferts.


EXT. LEFFERTS' HOUSE (SAN BERNARDINO) - DAY

A shingle shack dump.  Bud walks the front steps, RINGS
the BELL.  Hilda Lefferts answers.  She doesn't look so
good.

		BUD
	Mrs. Lefferts, I'm Officer White
	with the L.A.P.D.  I'd like to ask
	a couple of questions.

		MRS. LEFFERTS
	Let my daughter rest in peace.

		BUD
	Five minutes.  That's all.


INT. LEFFERTS' HOUSE - LIVING ROOM - DAY

Pictures of Susan smile down from four walls.  Vamp poses
on a nightclub floor.  Mrs. Lefferts is all twitchy and
nervous, her eyes darting to a closed door.

		BUD
	Tell me about the boyfriend she
	had.  The one you mentioned at the
	morgue.

		MRS. LEFFERTS
	First I want to go on record as
	saying that my Susie was a virgin
	when she died.

		BUD
	Ma'am, I'm sure she was.

Mrs. Lefferts talks directly to a photo of her daughter.

		MRS. LEFFERTS
	Susie, I told you I didn't approve
	of that boyfriend.  He was too old
	for you.  You let him come into
	this house and be fresh to me.  I
	went out one day and old Mrs.
	Jensen next door saw Susan's
	boyfriend and another man and
	thought she heard a ruckus.

		BUD
	What was that boyfriend's name?

		MRS. LEFFERTS
	We were never properly introduced.
	Susan and I were fighting that
	day.  She called him by a
	nickname.  Muns or Lunts or
	something.

		BUD
	Stens?  Was it Stens?

		MRS. LEFFERTS
	Maybe.  I don't know.

		BUD
	Look at a picture for me.

Bud hands her a snapshot of Stensland taken in Tijuana.
Out of uniform.  She recognizes him.

		MRS. LEFFERTS
	That's him.  That's him.

		BUD
	You said a neighbor heard a
	ruckus.  Was it outside, inside?

Mrs. Lefferts' eyes go crazy, darting to a closed door.
Rolled towels are crammed against the bottom of it.

		MRS. LEFFERTS
	I don't know.  You'll have to
	leave now, Officer.

Bud starts for the closed door.

		BUD
	What's through here?

		MRS. LEFFERTS
	No!  Please leave!

Bud kicks away the towels, opens the door, steps into...


DEN

Innocuous except for the smell.  It hits Bud right off.

		MRS. LEFFERTS
	Don't mind the smell.  I think a
	rat died behind the wall... My
	Susie was a good girl!

		BUD
	Easy.  Tell me about the ruckus.

		MRS. LEFFERTS
	I came home that night and there
	was blood on the floor.  Susan
	said Stams -- Stens had cut
	himself.  They were acting
	nervous.  And that Stens kept
	going under the house.

As Mrs. Lefferts goes shrill, Bud beelines out the door.


EXT. LEFFERTS' HOUSE (SAN BERNARDINO) - DAY

Holding a flashlight, Bud crawls under the house, into...


CRAWLSPACE

Bud elbow-crawls over the dirt, between wooden pilings.

There's a long burlap sack ahead.  It smells bad.  Bud
rips burlap.  A rat's nest explodes.  Bud sweeps a
forearm at them.  As they clear, he sees a gristle-caked
human skull staring back, a .38 hole in the forehead.

Undaunted, Bud tears the burlap back further.  He pats
the corpse's pockets, comes up with a wallet.  Bud checks
the ID.  "Turner Meeks."  Bus knows him by that name and
another.

		BUD
	Buzz Meeks... Holy shit.


EXT. LEFFERTS' HOUSE - DAY

Bud crawls out, blinking sunlight and gulping fresh air.
Mrs. Lefferts is there.  She's scared.

		MRS. LEFFERTS
	Was it... a rat?

		BUD
	Yeah.  A great big one.

Bud opens Meeks' wallet, pulls out a couple hundred bucks
and gives them to Mrs. Lefferts.

		BUD
	Here.  Compliments of the Los
	Angeles Police Department.


INT. FORENSICS LAB - DAY

Ray Pinker looks up from an autopsy as Exley enters.

		PINKER
	Hey, just in time for our stomach
	of the week.  Frankfurters with
	sauerkraut, French fries,
	Coca-Cola, alcohol and sperm.
	Jesus, what a last supper.

The stiff is Matt Reynolds!  Pinker continues working
away.

		EXLEY
	The Nite Owl.  Anything bothering
	you about the case?

		PINKER
	Yeah.  The fact that you guys
	won't let it get filed away.

		EXLEY
	What are you talking about?

		PINKER
	Bud White grilled me on it this
	morning.  You know, he's not as
	dumb as I thought.

As Exley's head swims...

EXT. LEFFERTS' HOUSE (SAN BERNARDINO) - DAY

Mrs. Lefferts waters the grass, watches as a car pulls
up.  Exley gets up, starts toward her.  She drops the
hose and runs for the front door  Exley cuts her off.

		MRS. LEFFERTS
	Let my Susie rest in peace!

		EXLEY
	Mrs. Lefferts, I just want to ask
	a few questions.

		MRS. LEFFERTS
	That other policeman already
	checked under the house and found
	not a thing amiss.

		EXLEY
	Officer White?

		MRS. LEFFERTS
	A sweet man.

		EXLEY
		(thinking
		 out loud)
	Under the house.

		MRS. LEFFERTS
	All he found were rodents.  No
	signs of foul play.  So there.

Exley spots the entrance to the crawlspace.  He hurries
over, enters nearly flat on his belly.  Mrs. Lefferts
calls in after him.

		MRS. LEFFERTS
	My daughter was a virgin!

		EXLEY (O.S.)
	I don't doubt it -- Oh, God.


INT. HOLLYWOOD STATION - JACK'S DESK - DAY

Jack sits unshaven and hung-over, the dregs of the Scotch
bottle on the desk.  He considers a framed "Badge of
Honor" photo:  Jack and Brett Chase, before a banner "To
Protect and Serve."  Jack punches a fist through it.


INT. LAPD - FORENSICS LAB - DAY

Exley walks alonside as a body bag is wheeled into the
lab atop a gurney.  Pinker steps over.

		EXLEY
	I need an I.D. ASAP.  You talk
	only to me on this one.


INT. JACK'S DESK - DAY

Sitting in disgust, Jack spots something amidst all the
clutter -- the Great Jerk-Off Books of 1962.  He flips
one over, looks at the Fleur-de-Lis stamp.  Jack
remembers something Matt Reynolds told him.  He dials the
phone.

		JACK
	Yeah.  Sergeant Jack Vincennes
	requesting.  I need the home
	address on a Pierce Patchett.

		OPERATOR (V.O.)
	Please hold, Sergeant...

As Jack waits, Exley appears in front of him.

		EXLEY
	I need to speak to you.

		JACK
	Give me a minute, will ya?

Exley clicks off the phone.

		JACK
	Damnit... What?

		EXLEY
	I want you to follow Bud White.

		JACK
	Even I'm not that crazy.

		EXLEY
	It's not a request.  I need to
	know what White knows.  Follow him
	or I'll have you pulled off 'Badge
	of Honor.'  Permanently.

		JACK
	Yesterday that might've meant
	something.  Pull me off.  You'd be
	doing me a big favor.

		EXLEY
	Yesterday yes, today no.  What
	happened last night?

		JACK
	Transfer me, suspend me.  Just
	leave me alone.

		EXLEY
	You make a mistake?

		JACK
	Yeah.  My whole life.

Jack stands, heads out.  Exley follows; he needs help.

		EXLEY
	Listen, I think I made a mistake,
	too.

		JACK
	I ain't a priest, Lieutenant.  I
	can't hear your confession.

		EXLEY
	Do you make the three Negroes for
	the Nite Owl killings?

		JACK
	What?

		EXLEY
	It's a simple question.

		JACK
	You should be the last person who
	wants to dig any deeper into the
	Nite Owl, Lieutenant.

Exley watches as Jack continues down a hall.  Then:

		EXLEY
	Rollo Tomasi.

Jack stops, looks back at him.

		JACK
	Is there more to that, or do I
	have to guess?

		EXLEY
	Rollo was a purse snatcher.  My
	father ran into him off duty.  He
	shot my father six times and got
	away clean.  No one even knew who
	he was.  I made the name up to
	give him some personality.

		JACK
	So what's the point?

		EXLEY
	Rollo's the reason I became a cop.
	I wanted to catch the guys who
	thought they could get away with
	it.  It was supposed to be about
	truth and justice and Rollo.  But
	somewhere along the way I forgot
	all that... How about you, Jack?
	Why'd you become a cop?

Jack looks like he might cry, but smiles instead.

		JACK
	I don't remember...

Both men are quiet a moment.

		JACK
	I'm trying to figure what angle
	you're playing this time, but I
	sure as hell can't see one.

		EXLEY
	I've given up angles for awhile.
	I just want to solve this thing.

		JACK
	The Nite Owl was solved,
	Lieutenant.

		EXLEY
	I want to do it right.

So does Jack.

		JACK
	Okay, college boy, I'll help you.
	But I want half the collar.

		EXLEY
	A third.  I don't think we can
	make a case without Bud White.


EXT. BROWN DERBY - DAY

A Packard pulls up out front.  Bud gets out, heads
inside.  Another car pulls up across the street.


CLOSE ON JACK

Watching Bud.  Jack gets out, starts across the street.


INT. BROWN DERBY - BAR - DAY

At the bar, Johnny Stompanato looks over as Bud joins
him.  Stompanato isn't happy about it, but he smiles
anyway.

		STOMPANATO
	Wendell White, how's tricks,
	paesano?

		BUD
	I ain't your paesano, you wop
	cocksucker.

Nervous, Johnny taps his pinkie ring on a bottle of beer.

		STOMPANATO
	What do you want, officer?

		BUD
	You remember an ex-cop named Buzz
	Meeks?  He works for a guy named
	Patchett.

Johnny taps his ring harder.  The bottle almost tips.

		STOMPANATO
	Should I?

		BUD
	His file listed you as a known
	associate.  Now spill.

		STOMPANATO
	Oh, yeah.  That was a long time
	ago.  Before your day.  The last
	few years he's been muscle for
	hire.  But I heard he's
	disappeared.

		BUD
	More.

		STOMPANATO
	More's gonna cost you.

Bud's hand flashes out, grabs Stompanato by the crotch.

		BUD
	How 'bout I give you your balls
	back?

		STOMPANATO
		(in considerable
		 pain)
	Before Meeks disappeared he was
	popping off about trying to move
	eighteen pounds of heroin.

		BUD
	Bullshit.  Where would a two-bit
	ex-cop get 18 pounds of heroin?

		STOMPANATO
	Deuce Perkins.  Mickey C's
	narcotics lieutenant.  The night
	he got clipped, eighteen pounds of
	Mickey's heroin went missing.

Bud loosens his grip.  Stompanato gasps for air.


DOOR

Jack peels in, catches a glimpse of Bud and Stompanato.
Too far away too hear anything, Jack quickly ducks out.


BAR

Stompanato's recovering.

		STOMPANATO
	Meeks is probably in Rio or
	someplace like that by now.

		BUD
	He's under a tract house in San
	Berdoo.  And he don't smell too
	good.  What happened to the
	heroin, Johnny?

		STOMPANATO
	I don't know.  I swear it!

Bud starts to raise a hand.  Stompanato cringes, but Bud
just slaps a twenty down on the bar and goes.


INT. BROWN DERBY - PHONE BOOTH - DAY

Jack's on the phone to Exley.

		JACK
	He's in the Brown Derby with
	Johnny Stompanato.
		(sees Bud exit)
	Check that.  I gotta go.


EXT. 1736 NOTTINGHAM (LYNN BRACKEN'S) - DAY

Jack pulls up, sees Bud knock on the front door.  It
opens and Bud steps in.  Jack doesn't see who opens it.


EXT. BUSHES - 1736 NOTTINGHAM (LYNN BRACKEN'S) - DAY

LEAVES RUSTLE.  There's movement in the underbrush.  Jack
appears, followed by Exley.  Jack pulls a gun as they
near a window.

		EXLEY
	What's that for?

		JACK
	Bud White.  He sees us and we're
	dead.

They press up to the glass for a partial view.  Bud White
sits on a footstool massaging a pair of women's feet.
Jack and Exley exchange a long, curious look.  This isn't
the Bud White they're used to.  A pair of woman's hands
take Bud, the arms covered in glitter and satin.

The woman, Lynn Bracken, leans forward to kiss her
policeman.  It may have been a long day, but she's every
inch Veronica Lake.  Only the hair's not over her eye.

They stand, kiss again.  Lynn's gown spills down around
her ankles.  Bud scoops Lynn into his arms and the two of
them disappear into a bedroom.  A long beat before...

		JACK
	Jesus... Maybe White's not so dumb
	after all.

		EXLEY
	Rita Hayworth at the morgue and
	now Veronica Lake with White.
	What the hell's going on?

		JACK
	Movie star hookers.  Whatever you
	desire... It's Fleur-fr-Lis again.

		EXLEY
	What's Fleur-de-Lis?

		JACK
	High line whores.  With plastic
	surgery to look like movie stars.
	And who knows what else?  It's run
	by this guy Pierce Patchett.  You
	want to talk to him?

		EXLEY
	Yeah.  But first I want to brace
	Stompanato.


INT. BROWN DERBY - ENTRANCE - DAY

Exley and Jack enter.

		EXLEY
	Check the bar.  I got the restaurant.


RESTAURANT

Exley scans.  There's Stompanato with a girl who looks
amazingly like "LANA TURNER."

Engrossed, Stomapanato doesn't look up till Exley's nearly
on top of him.

		STOMPANATO
	Hey, you want an autograph, write
	to M-G-M.

		EXLEY
	Since when do two-bit hoods and
	hookers give out autographs?

		STOMPANATO
	What?

As Stompanato stands, Exley flashes his badge.

		EXLEY
	L.A.P.D.  Sit down.

		"LANA"
	Who in the hell do you think you
	are?

		EXLEY
	Take a walk, honey, before I haul
	your ass downtown.

		"LANA"
	Who in the hell do you think
	are?!

		STOMPANATO
	You are making a large mistake.

As Jack arrives, Lana tosses a drink in Exley's face.

		"LANA"
	Get away from our table!

		EXLEY
		(grabs her wrist)
	Shut up.  Being cut to look like
	Lana Turner doesn't mean you are
	Lana Turner.

Jack pulls him aside.

		JACK
	She is Lana Turner.

		EXLEY
	What?

		JACK
	She is Lana Turner.


INT. EXLEY'S PLYMOUTH - SUNSET

Rolling.  The sky glows ahead.

		EXLEY
	How was I supposed to know?

A moment before Jack begins to laugh.  Exley joins him.


EXT. 1184 GRETNA GREEN (PIERCE PATCHETT'S) - NIGHT

Exley's Plymouth is parked on the street.


INT. 1184 GRETNA GREEN (PATCHETT'S) - LIBRARY - NIGHT

In a silk robe, the unflappable Pierce Patchett smiles
at Exley.  Jack stands alongside.

		PATCHETT
	I believe the Nite Owl's your area
	of expertise, Mr. Exley.  I saw
	you on television getting your
	medal.
		(turns to Jack)
	And you're that other celebrity
	Hollywood policeman, aren't you?

A beat.  Exley and Jack don't look like they appreciate
being joked with.  Patchett finally sighs.

		PATCHETT
	I'll tell you what I told Officer
	White when he asked me about
	Susan's death.

		EXLEY
		(a look to Jack)
	Bud White's been here?

		PATCHETT
	For the last time.  I may suborn
	women into illicit activities, but
	they're handsomely compensated, I
	treat them well and make sure the
	men they deal with show them every
	due respect.

		EXLEY
	Is the Veronica Lake look-alike
	one of your whores?

		PATCHETT
	A vulgar term, but yes.

		EXLEY
	What's her name?

		PATCHETT
	Lynn Bracken.

		EXLEY
	Why's she seeing Bud White?

		PATCHETT
	Why do men and women usually see
	each other?

		EXLEY
	Anything else you want to add
	before I talk to her?

		PATCHETT
	No.

		EXLEY
	Not good enough.

		PATCHETT
		(unfazed)
	Then try talking to my lawyer.
	Good evening, gentlemen.


EXT. 1184 GRETNA GREEN - NIGHT

Exley and Jack head for the car.

		JACK
	Guy's as cool as they come.

A call CRACKLES in over Exley's RADIO.  Exley picks up.

		EXLEY
	This is Exley.

		DISPATCHER (V.O.)
	Ray Pinker wants to talk to you,
	Lieutenant.  Says he has your I.D.

		EXLEY
	Tell him Sergeant Vincennes is
	coming in to talk to him.

		JACK
	What are you going to do?

		EXLEY
	I'm going to Lynn Bracken's.  I'll
	meet you at the Dining Car.

		JACK
	Great.  You get the girl, I get
	the coroner.


INT. LIBRARY (1184 GRETNA GREEN) - NIGHT

Watching Exley and Vincennes from the window, Patchett
picks up the phone, dials.

		HUDGEONS (V.O.)
		(over phone)
	Hush-Hush.  Off the record and on
	the Q.T.


INT. 1736 NOTTINGHAM (LYNN'S) - LIVING ROOM - NIGHT

KNOCKING on the door.  Lynn answers to reveal Exley.

		EXLEY
	Miss Bracken, I'm Lieutenant
	Exley.

		LYNN
	I know who you are.  You're the
	policeman Bud told me about.

		EXLEY
	Really?  What did White say?

		LYNN
	He said you were smart.  He also
	said you were competing with your
	dead father.  How did he put it?
	Trying to measure up to a ghost.

Exley lets it pass.  As he enters...

		EXLEY
	Let's concentrate on my smarts.
	Pierce Patchett made you, didn't
	he?  He taught you how to dress
	and talk and think and I am very
	impressed with the results.  But I
	need some answers and if I don't
	get them, I'm going to take you
	and Patchett down.

		LYNN
	He can take care of himself and
	I'm not afraid of you.  And you
	forgot one thing, Lieutenant.
	Pierce also taught me how to
	fuck... Can I get you a drink?

Exley can't help but smile.  Lynn smiles back.

		EXLEY
	Scotch.

Exley watches her as she steps over to fix the drinks.

		LYNN
	I'm curious about you.

		EXLEY
	Why?

She hands him his drink.

		LYNN
	Because Bud hates you more than he
	loves me.

Exley stews.  Lynn watches him over the rim of her glass.

		LYNN
	It galls you that I know so much
	about you.  You don't have
	information to compete.

		EXLEY
	Don't underestimate me, Miss
	Bracken.

		LYNN
	The way you've underestimated Bud
	White?

Exley's had it.  A menacing step forward.  Lynn's smile
becomes a laugh.  Lost to himself, Exley leans in and
kisses her.  Lynn pulls back, then kisses back.  In a
beat, they're rolling to the floor, shedding clothes.

As they trash the furniture, Lynn looks over his shoulder
at her own reflection in a closet door mirror.


REVERSE ANGLE - INSIDE CLOSET

Two-way glass.  Sid Hudgeons is in here SNAPPING
pictures.  As Lynn and Exley continue with their frantic
lovemaking...


INT. FORENSIC LAB - NIGHT

Ray Pinker rubs his tired eyes.

		PINKER
	God bless dental records.  Stiff
	used to be a cop.  Turner Meeks.

		JACK
	Buzz Meeks?

		PINKER
	You knew him?

		JACK
	Of him.  He was around when I
	first joined the force.  A bad
	egg.

Pinker could care less.  As Jack's wheels turn...


INT. LAPD - RECORDS ROOM - NIGHT

Jack searches dusty filing cabinets with dates like 1939
and 1940.  Reading one headed "Meeks," Jack lets out a
low whistle.  He's found something.


INT. PACIFIC DINING CAR - NIGHT

Jack waits at the bar, watches the door anxiously.

		JACK
	Come on, Exley.  Where are you?


INT. 1736 NOTTINGHAM (LYNN'S) - LIVING ROOM - NIGHT

Spent, Exley and Lynn sit, half-dressed, on the floor.
They're quiet.  Then, through a smile:

		EXLEY
	How was I?

		LYNN
	Oh, the best I ever had.
	Absolutely the best.

		EXLEY
		(laughs)
	You sound like you mean it.

		LYNN
	The silver screen's loss is your
	gain.

		EXLEY
	How about White?

		LYNN
	You want to know what Bud's like
	in bed?

She actually embarrasses him with that one.

		EXLEY
	I want to know why you see him.
	Is it a Patchett payoff?

		LYNN
	I see Bud because I want to.  I
	see Bud because he can't hide the
	warmth he has inside him.

		EXLEY
	I'll take your word for it.

		LYNN
	I see Bud because he makes me feel
	like Lynn Bracken and not some
	Veronica Lake look-alike who fucks
	for money.  I see him because he
	doesn't know how to disguise who
	he is.  There's more if you want
	to hear it.

Exley shakes his head.  He's heard enough.

		LYNN
	Does all that make it harder for
	you to hate him or easier?

		EXLEY
	I don't hate White.  I really
	don't.  It's just, in my business,
	it's the wild cars you have to
	watch out for.

		LYNN
	You don't like that you don't know
	how to play him.  He doesn't
	follow the same rules of politics
	you do.  That makes him dangerous.

		EXLEY
	You cut to the heart of things,
	don't you?  What about Lynn
	Bracken?  She going to be a hooker
	all her life?

		LYNN
	I came out here with a dream.
	That's gone, but I settled for
	reality.

		EXLEY
	Some reality.

		LYNN
	No.  This is the means to the
	reality.  But I'm not going to
	tell you what it is.

		EXLEY
	Why not?

		LYNN
	Because you'll use it against me.
	Won't you?

Exley doesn't answer, but the answer is yes.  Lynn
smiles.

		LYNN
	You're tougher than Bud thinks you
	are.

		EXLEY
		(smiles)
	You're the first person to ever
	call me tough.

		LYNN
	Like recognizes like.  I'm pretty
	tough, myself.

		EXLEY
	You, me and White, huh?

		LYNN
	Actually, Bud's only tough on the
	outside.

As Exley kisses her...


IN CLOSET

Exasperated that he's still stuck in here, Sid Hudgeons
checks his watch, shakes his head in disgust.


EXT. 9608 VENDOME (SILVERLAKE) - NIGHT

Jack knocks at a darkened house.  The porch lights come
on.  The door opens to reveal Dudley Smith in his
bathrobe.

		DUDLEY
	John Vincennes.  It's three A.M.,
	lad.

		JACK
	Two minutes, Dudley.  It's
	important.

		DUDLEY
	Lucky for you that my wife and
	four fair daughters are at the
	beach in Santa Barbara.


INT. 9608 VENDOME - KITCHEN - NIGHT

Jack sits at the table while Dudley makes coffee.

		JACK
	You remember Buzz Meeks, Dudley?

		DUDLEY
	A disgrace as a policeman.
	Straight D fitness reports from
	every C.O. he ever served under.
	What about him?

		JACK
	Twelve years ago he worked a vice
	roust with Dick Stensland.  They
	arrested a Pierce Patchett on an
	extortion scam.  Guy ran hookers.
	He'd have them photographed with
	their johns, then double-dip for
	some blackmail.  Charges got
	dropped.  Insufficient evidence.
	You were supervising officer on
	the case and I was wondering if
	you remember anything about it.

		DUDLEY
	What's this all about, lad?

		JACK
	Part of it has to do with a
	murder.  I've been working with Ed
	Exley on it.

		DUDLEY
	You're Narco, lad, not Homicide.
	And since when do you work with
	Edmund?

		JACK
	It's a private investigation.  I
	fucked something up and I want to
	make amends.

		DUDLEY
		(smiles, then...)
	Don't start trying to do the right
	thing, John.  You haven't had
	enough practice.

Dudley walks over, hands Jack his coffee.

		DUDLEY
	Have you discussed this with
	anyone else, John?

		JACK
	No.

		DUDLEY
	Not even with Exley?

Jack shakes his head.  Dudley raises a REVOLVER.  He
FIRES it at point-blank range, right into Jack's heart.
Jack hits the floor, his cheek pressed flat on the
linoleum.

Jack opens his mouth to speak.  His lips form the words,
but no sound comes out.  Dudley crouches down beside him.

		JACK
	Have you a valediction, lad?

Dudley leans low, gives Jack an ear.  As he dies...

		JACK
	Rollo Tomasi...

Dudley frowns in ignorance at the name.


INT. LAPD HEADQUARTERS - BRIEFING ROOM - DAY

Nothing mobilizes the police like losing one of their
own.  Dudley is at the podium along with Exley.  Dozens
of detectives take notes, including Bud White.

		DUDLEY
	Sergeant Vincennes' body was found
	in Echo Park at ten o'clock this
	morning.  Killed by a single .38
	round to the heart.  One of our
	own, gentlemen.  We cannot
	tolerate it.  Justice must be
	swift and merciless.  That's all.

As the men move odd, Dudley approaches Exley.

		DUDLEY
	Edmund, a word with you.  We
	received a tip this morning.  Did
	Vincennes ever mention the name
	Rollo Tomasi?

Exley tries to look like he's thinking as Jack calls from
the grave.  Screaming the name Dudley!

		EXLEY
	No... Where'd the tip come from?

		DUDLEY
	Anonymous.  Probably nothing.

As Dudley moves off, Exley watches him go.  Scared.


INT. LAPD HEADQUARTERS - BUD WHITE'S DESK - DAY

Bud looks over as Dudley sits down across from him.

		DUDLEY
	You're perplexing to me these
	days, Wendell.  You're not your
	old, cruel self anymore.  I need
	proof that the extracurricular
	work I had planned for you remains
	within your grasp.

		BUD
	What work?

		DUDLEY
	I've long been involved in
	containing hard crime in such a
	way that myself and a few
	colleagues might someday enjoy a
	profit dispensation.  That day
	will soon be here and you'll share
	handsomely.  Grand means will be
	in our hands, Wendell.
		(MORE)

		DUDLEY (CONT'D)
	Imagine crime limited to the
	criminal element who perpetrate
	it. Imagine the means to keep the
	nigger filth sedated.  But don't
	stop there.  Extrapolate.  Imagine
	the police in control.  It's big,
	lad.

		BUD
	You lost me, Dudley.  I don't know
	what you're talking about.

		DUDLEY
	You have your extracurricular
	secrets, I have mine.  We'll hold
	a clarification session soon.  For
	now, I need your fearsome old
	habits at the Victory Motel.
	We're going to brace a man who may
	know who killed Jack Vincennes.
	Can I count on you?

		BUD
	Sure, boss.  Sure you can.


INT. FORENSICS LAB - DAY

Pinker looks up as Exley enters.

		EXLEY
	I want to know what you and Jack
	Vincennes talked about last night.
	Anything and everything.  Start
	with the I.D. on the corpse.

A put-upon Pinker sighs.

		PINKER
	An ex-cop.  Buzz Meeks.  I pulled
	his police academy photo.

Pinker goes to his desk for a twenty-year-old photo of
Meeks.  he hands it to Exley, whose wheels are turning.

		EXLEY
	We got a dead ex-cop and a girl
	who looks like Rita Hayworth at
	the Nite Owl.  Another dead ex-cop
	under the house of Rita's mother.
	It's not a good week for ex-cops.

		PINKER
	I got Vincennes in the next room.
	It's not a good week for cops in
	general.


EXT. VICTORY MOTEL - DAY

A RAIN STORM has turned the courtyard into a mud bath.
As usual, a light burns in room six.  Bud White parks
alongside the other cars already here.  He makes a dash
for the door.


INT. VICTORY MOTEL - ROOM SIX - DAY

Sid Hudgeons is cuffed to the hot seat.  Dudley sits
across from him.  Dudley's henchman Breuning looms.  Bud
enters.

		DUDLEY
	This is Mr. Hudgeons, Wendell.

		HUDGEONS
	I'm happy to cooperate.  You don't
	need to tie me down.

		DUDLEY
	It's for your own safety.  Now
	what can you tell us about
	Sergeant John Vincennes?

		HUDGEONS
	Trashcan Jack.  The Big V.  I can
	tell you he's on the Night Train
	to the big adios.

Breuning cuffs Hudgeons in the side of the head.

		HUDGEONS
	Take it easy!  I didn't have
	anything to do with him getting
	killed if that's what you mean.

		DUDLEY
	But you were business associates?

		HUDGEONS
	What does that have to do --

Breuning cuffs him again.

		HUDGEONS
	Okay so we worked together.  It
	was an information exchange.  I
	got him first class collars and he
	got me good stories.  We were
	friends for Chrissakes!

		DUDLEY
	Alright.  We'll drop that line for
	now.  Next topic.  Please comment
	on Pierce Patchett.

Bud looks over at mention of the name.

		HUDGEONS
	You think he had something to do
	with Vincennes getting iced?

Dudley sighs, looks to Bud.

		DUDLEY
	Wendell.  I want full and docile
	cooperation on all topics.

Hudgeons flinches as Bud steps up, twice Breuning's size.

		HUDGEONS
	Okay.  Okay.  Everyone knows
	Patchett's worth a boat-load of
	greenbacks.  From aviation,
	freeway construction.  But the man
	has hobbies, too.  He bankrolls B
	movies under the table and runs
	movie star look-alike hookers.
	And try this on:  he's rumored to
	be a periodic heroin sniffer.  All
	in all a powerful behind-the-
	scenes strange-o.

		DUDLEY
	And?

		HUDGEONS
	And what?

Bud digs a fist into Hudgeons' gut.  As Hudgeons gasps to
get his breath back.

		DUDLEY
	Reciprocity, Mr. Hudgeons, is the
	key to all relationships.

		HUDGEONS
	He runs call girls.  Primo tail.
	Fixed up like movie stars.

Bud looms, rests his hands on the back of Hudgeons'
chair.  He doesn't like where this is going.

		DUDLEY
	And?

		HUDGEONS
	In my car.  Blackmail shit.  The
	trunk under the carpet.  Patchett
	got me to photograph a cop fucking
	this gorgeous cunt Lynn, looks
	just like Veronicaaa --

Wooden slats pop as Bud tears the bolted chair right out
of the floor.  Hudgeons and the chair land sideways.

		DUDLEY
	Wendell!

Bud can't hear him.  He uprights the chair one-handed.
As his fist cocks back, he's restrained by Breuning and
Dudley.  This is no act.  They can barely hold Bud back.

		HUDGEONS
	Get him away from me!

Bud breaks free, heads outside.


EXT. VICTORY MOTEL - HUDGEONS' CAR - DAY

Bud jams a tire iron into the trunk seam and pops it with
a ferocious yank.  He tears at the carpeting.  A manila
envelope.  Bud rips it open and 8x10 glossies of Exley
and Lynn spill out.  Raindrops dot them, as Bud's in his
Packard and tearing out of there.


INT. VICTORY MOTEL - ROOM 6 - DAY

Dudley and Breuning watch from the door.

		DUDLEY
	I wouldn't trade places with
	Edmund Exley right now for all the
	tea in China.

Breuning laughs.  So does Hudgeons.

		HUDGEONS
	Dudley, I thought you were gonna
	let the dumb bastard kill me.
		(to Breuning)
	And you!  Learn to pull those
	punches a little better.

Dudley and Breuning stare at him.  A bit grimly.

		HUDGEONS
	You can uncuff me now, fellas.

But no one moves to do so.

		HUDGEONS
	Fellas?
		(nervous)
	We had a deal.  You, me and
	Patchett,  We're a team!
		(scared)
	Come on, we're friends.  We're --

As Hudgeons protests, Dudley slaps a hand over his mouth.

		DUDLEY
	Hush-hush...

As Breuning and Carlisle move in...


INT. RECORDS ROOM - LAPD - DAY

A wormish CLERK searches dusty filing cabinets with dates
like 1939 and 1940.  The same ones Jack looked through.
Exley steps over from another row.

		EXLEY
	Anything?

		CLERK
	Nothing.

		EXLEY
	So on active duty, Meeks didn't
	make an arrest from 1938 to '43.

		CLERK
	Someone must've pulled the
	records.

Exley ponders the implications.  Taking out the photo of
Meeks, he gets an idea.

		EXLEY
	Where are the police academy
	files?

		CLERK
	I don't have time.  I have --

		EXLEY
	Just show me where they are!


EXT. 1736 NOTTINGHAM (LYNN BRACKEN'S) - DAY

Blue, Lynn sits on her porch watching the rain come down.
A SCREECHING on the wet street as Bud's PACKARD pulls up.
She watches as he gets out and starts for the house.
Lynn stands, holds her arms out.  Bud stops short on the
steps, out of reach, the rain soaking him.

		BUD
	Did you talk to Exley?

		LYNN
	Come in out of the rain.  In the
	morning we'll have both our
	stories for breakfast.

Lightning flashes.  Bud shakes hs head.

		BUD
	I want to know about Exley.

		LYNN
	He's the opposite of you.  He's
	more like me.  Cold, calculating.

		BUD
	How'd you get to know so much
	about him?

More lightning.  Lynn looks God-awful sad.

		LYNN
	Come in out of the rain, Bud.

		BUD
	You gonna tell me what happened
	with you and Exley?

		LYNN
	We talked.

		BUD
	So tell me about it.

		LYNN
		(looking away)
	In the morning.

		BUD
	No.  Now.
		(a beat)
	You fucked him.

Too tired to lie anymore, Lynn finally just nods.

		LYNN
	I thought I was helping you.  I
	thought --

Bud backhands her, hard.  Lynn faces straight into the
next one as Bud hits her again.  A third time as the sins
of the father are visited on the son.  Bud stops short as
the self-realization slams home.  Lynn waits stoically.
She doesn't start crying till Bud turns and runs back
into the rain.


INT. RECORDS ROOM - LAPD - DAY

Drawers are open.  Files are everywhere.  Exley's reached
the end of the line.  As he looks through one last file,
he finds a stack of official photos.  Then he stops
short.  There's a photo of four cadets and an academy
instructor.

Two of the cadets are IDed as Turner Meeks and Dick
Stensland.  The instructor is Dudley Smith!

Exley looks up at the sound of FOOTSTEPS and Bud is
there.  Fury.  He slams Exley, knocks him flat.

Bud's here to kill him.  He hauls Exley up, pummels him,
then throws him over the table.  Then up into a wall.
Plaster cracks.  Bud's on some gonzo animal plane.  Bud
strangles him.  Exley gags.  It'll be over in moments.

Until Exley's flailing hands finds Bud's .38.  Yanking it
from his waistband, Exley smashes Bud in the forehead.
Bud reels.  But, blind with rage, he moves back in only
to have the barrel of the .38 placed right between his
eyes.

		EXLEY
	Why?

		BUD
	Lynn.

		EXLEY
	She told you?

Bud shakes his head.  He's coiled, ready to make a move.

		EXLEY
	Who told you?  Did Dudley have
	anything to do with you finding
	out?

Bud hesitates, the answer obvious.

		EXLEY
	Listen to me.  Dudley killed Jack.
	It has something to do with Buzz
	Meeks.

Exley points out the academy photo on the floor.

		EXLEY
	Look.  Dudley and Meeks go way
	back.  Stensland, too.

Bud sees, but does he really?  As Bud reaches for the
photo, Exley relaxes slightly.  Bud slaps the gun away,
drops Exley to the ground.  He grabs, begins slamming his
head into the floor.

		EXLEY
	Think, goddamn you.  Think...

Exley's almost out.  But maybe Bud heard him.  The attack
slows, stops as Bud does think.  Exley stays conscious.

		BUD
	I knew Stensland and Meeks knew
	each other.  Meeks was with Sue
	Lefferts on Christmas Eve.  The
	night I met Lynn.  Lefferts'
	mother I.D.ed Stensland as
	Lefferts' boyfriend, but Stens
	pretended he didn't know either
	one of them.

		EXLEY
	Stensland and Meeks.  What were
	they up to?

		BUD
	Johnny Stompanato told me when
	Meeks disappeared, he was trying
	to move the 18 pounds of heroin
	that went missing when Deuce
	Perkins was shot.

		EXLEY
	Stensland and Buzz Meeks.  Two-man
	triggers knocking off Mickey Cohen
	lieutenants.  When they killed
	Deuce Perkins, they got heroin as
	a bonus.

		BUD
	Then something goes wrong.  Meeks
	gets killed.  Maybe Stens got
	greedy, killed Meeks and left him
	under his girlfriend's house.
		(a beat)
	The night he died, Stens was all
	mysterious.  Said he had something
	big going down.

		EXLEY
	The Nite Owl!  Stensland was going
	there to sell the heroin.

		BUD
	Somebody got wind of it, killed
	them all.

		EXLEY
	It wasn't the Negroes.  The Griffith
	Park report was a phony. And, who
	says the purple Merc was spotted
	outside the Nite Owl?

		BUD
	Dudley.

		EXLEY
	The first guys to the car when
	Jack and I got there were Bruening
	and Carlisle.

		BUD
	Dudley's guys.

		EXLEY
	They didn't find the shotguns.
	They planted them.

		BUD
	It all keeps coming back to
	Dudley.

		EXLEY
	It's Dudley for the Nite Owl.

They just stare at each other a beat as it sinks in.

		EXLEY
	Pierce Patchett figures in, too.
	That's the angle Jack was working.
	Dudley must work for Patchett.

		BUD
	Let's just kill them.

		EXLEY
	What?

		BUD
	For Jack, for Stensland, for
	anybody else who got in the way.
	I've been trying to be smart.  A
	detective.  But killing those two
	fuckers, that would be justice.

		EXLEY
	Stay smart, Bud.  We build a case.
	We play by the rules.

		BUD
	There are no rules!  Why the fuck
	are you doing this?  The Nite Owl
	made you.  You want to tear all
	that down.

		EXLEY
	With a wrecking ball.  You want to
	help me swing it?

Bud smiles.  For a second he likes Exley.

		EXLEY
	Let's go see Pierce Patchett.  Run
	a good-cop-bad-cop.

		BUD
	Which one are you and which one am
	I?

EXT. 1184 GRETNA GREEN (PIERCE PATCHETT'S) - DAY

Exley and Bud make their way up the walk.  Bud pulls his
.38 from its shoulder holster, shoves it in his
waistband.

		EXLEY
	You expecting problems?

		BUD
	Patchett uses a lot of ex-cop
	muscle.


FRONT DOOR

Exley RINGS the BUZZER.  Looking back, Bud sees a
pitching wedge and pile of golf balls abandoned in the
grass.  A single ball floats in the koi pond.  Bud's eyes
narrow at the sight.  Not like Patchett at all.

		BUD
	Come on.

And Bud shoulders the heavy door right off its hinges.


INT. 1184 GRETNA GREEN - HALLWAY - DAY

Bud draws his .38 as he strides in.  Exley tries to keep up.

		EXLEY
		(a screaming
		 whisper)
	What?

Double doors on the left open into a library.  Bud stops
short, slowly lowers his gun.  Exley steps up beside him.


LIBRARY

Hanging from a ceiling light, Patchett's body slowly
twists around, a toppled chair beneath him.

		EXLEY
	I don't think his ex-cop did him
	much good.

Bud goes to the body while Exley heads for a side table
on which rests a typed sheet of paper.

Bud checks Patchett's right hand, the knuckles are split,
two of the fingers badly distended.

		EXLEY
	It's a suicide note.  Says he
	killed Jack because Jack had
	figured out a pornography scam
	Patchett was running.

		BUD
	He had help getting up there.  Two
	of his fingers are broken.

		EXLEY
	We had one thing figured wrong.  I
	don't think Dudley workd for
	Patchett.

		BUD
	At least not anymore.

		EXLEY
	Patchett's dead.  He sent you
	after me.  I'd say Dudley's tying
	up his loose ends.

		BUD
		(it hits him)
	Lynn.

Bud dashes to the PHONE, dials.  It RINGS.  No one
answers.

		EXLEY
	I got a guy who owes me in the
	Sheriff's department.  West
	Hollywood station.  He can be at
	her house in two minutes.

Bud shoves the phone into his hand.

		BUD
	Call him.


EXT. 1736 NOTTINGHAM (LYNN BRACKEN'S) - DAY

A county sheriff's unmarked parked out front.  A DEPUTY
behind the wheel.  Exley's Plymouth pulls up behind.  The
Deputy gets out.  MOVE WITH him as he steps BACK TO
Exley, who's rolling down his window.

		EXLEY
	Is she inside?

		DEPUTY
	We took her to Hollywood Station
	for safekeeping.  Someone worked
	her over pretty good.  She
	wouldn't say who.

Exley looks at Bud.  Bud looks down in shame.

		EXLEY
	Hold her as Joan Smith.  No one
	sees her unless I okay it.

		DEPUTY
	You got it, Exley.  And now we're
	even.

As the Deputy moves off.

		EXLEY
	Ellis Loew.

		BUD
	What about him?

		EXLEY
	Jack thought he was up to his neck
	in all this.

INT. DISTRICT ATTORNEY'S OUTER OFFICE - DAY

A SECRETARY looks up as Bud and Exley beeline Loew's
door.

		SECRETARY
	You can't go in there!


INNER OFFICE

Loew looks up as they burst in.

		SECRETARY
	Do you want me to call the police,
	Mr. Loew?

		EXLEY
	Ask for Captain Dudley Smith.
	We'll have a party.  Hot dogs and
	sauerkraut.

A beat as Loew considers his options.

		LOEW
	It's okay.  These are police.
		(as she leaves)
	What do you want?

		EXLEY
	I want D.A. bureau men to tail
	Dudley Smith twenty-four hours a
	day; I want you to get a judge to
	authorize a wire tap on his home
	phone; I want authorization to
	check his bank records and I want
	it all in an hour.

		LOEW
	On what evidence?

		EXLEY
	None.  Call it a hunch.

		LOEW
		(incredulous)
	Absolutely not.  Dudley Smith is a
	highly decorated member of this
	city's police department and I
	won't smear his name without --

		EXLEY
	Without what, his smearing yours
	first?  What's he got on you,
	Loew?  Pictures of you and an out
	of work actor with your pants
	down?

		LOEW
	Do you have any proof?

		EXLEY
	The proof had his throat slit.
		(a beat)
	So far you're not denying it.

		LOEW
	I'm not going to dignify youwith
	answers.  If you'll excuse me,
	I've got a Jack Vincennes press
	conference to prepare for.

Loew enters his bathroom.  Bud looks to Exley who nods:
Go.


OFFICE BATHROOM

Loew is at the mirror clipping a few stray nose hairs.
Bud enters full of menace followed by Exley.

		LOEW
	Unless you're here to wipe my ass,
	I think we're through.

Bud just glares at him.  Loew shakes his head.

		LOEW
	Don't try this good cop/bad cop
	with me.  I practically
	invented it.  And so what if some
	homo actor is dead.  Boys, girls,
	ten of them step off the bus to
	L.A. every day.

The MIRROR SPIDERWEBS as Bud slams Loew's face into it.
Bud swings him around, forces him forward and shoves his
head in the toilet.

He holds it there, finally lets Loew up for breath.  Then        
backhands:  one, two, three.

		BUD
	Dudley Smith.  Spill.

		LOEW
	Call him off, Exley!

		EXLEY
	I don't know how.

More backhands.  Holding Loew by the scruff of the neck,
Bud marches him past Exley and back into the...


INNER OFFICE

Bud heaves up the window, practically throws Loew through
it.  Loew catches hold of the window framing.  Bud
hammers his hands loose with a fist and pushes him
through.


OUTSIDE

Bud holds his leg.  Loew screams as coins, comb and
wallet spill from his pockets, plummet toward the street
below.


INNER OFFICE

Bud shakes Loew, could drop him at any time.

		EXLEY
	Bud...

		BUD
	If I let you go, there'll be ten
	more lawyers to take your place
	tomorrow.  They just won't come on
	the bus, that's all.


OUTSIDE

We hear Loew's PANT LEG TEARING loose.

		LOEW
	Okay!  You're right!  Dudley's got
	photos of me and Reynolds.

		EXLEY
	What's Dudley's scheme?

More TEARING.  Loew's life may depend on the answer.

		LOEW
	Dudley's rotten to the core.  He's
	taking over Mickey Cohen's
	rackets, his own hand-picked
	cops'll be the new franchise
	holders.  Because of those
	pictures I won't be able to
	prosecute.  Oh Jesus pull me up!


INNER OFFICE

Exley helps pull Loew back inside.  Bud dumps him on the
floor.  Bruised and bloodied, Loew looks up at Exley.

		LOEW
	Dudley's got everyone under his
	thumb.  Not just me, but the Chief
	of Police, the lieutenant
	governor, everybody!

Exley pulls his .38, shoves it into the side of Loew's
neck.

		EXLEY
	Not everybody.  You tip-off Dudley
	and Officer White visits you alone
	next time.

Loew looks at Bud, nods, his face a bloody mess.


EXT. CITY OFFICE BUILDING - DAY

Exley and Bud exit.  Bud's wheels are turning.

		BUD
	They never made a match on the
	shotgun serial numbers.  What if
	Breuning and Carlisle took them
	from the evidence room?  Couple of
	cold pieces that had been hanging
	around a year or two.

		EXLEY
	We should check the records, and,
	we should talk to Lynn.

Bud just stares at him a beat.

		EXLEY
	You want to talk to her?

Bud looks away, shakes his head "no."  Finally...

		BUD
	You do it.  I'll check the files.


INT. SHERIFF'S DEPARTMENT - HOLDING ROOM - DAY

Lynn looks up as Exley enters.  her face is puffy,
swollen.

		LYNN
		(dry)
	If I knew you were coming I'd have
	baked a cake.

		EXLEY
	Forget everything else for a
	second, Lynn.  Is there anything
	you can give me on Dudley Smith?

A blank look from her.

		EXLEY
	A police captain.  I think he's
	behind all of this.

		LYNN
		(shakes her head)
	I work for Patchett.  I had a
	feeling that there was someone
	else, but I never knew who.

		EXLEY
	Okay.  Look, if it helps, Bud
	hates himself for what he did.

		LYNN
		(a beat)
	I know how he feels.

A beat as Exley wonders how he should interpret this.

		EXLEY
	I don't know if it's pathetic or
	romantic, but when this is all
	over I'd like to see you again.

Lynn looks away, can't help an ironic smile even as she
starts to cry.  As Exley gives her his handkerchief...


INT. LAPD - EVIDENCE ROOM - NIGHT

Bud waits at the cage window as a RECORDER returns with
some information.

		RECORDER
	I got your guns, Bud.  Signed in
	April 3rd, 1950.  Remember the
	First Western bank robbery?  They
	were used in that.

		BUD
	I want to see them.

		RECORDER
	No can do.  I can't find them.

As Bud thinks, a ROOKIE-TYPE approaches.

		ROOKIE-TYPE
	Uh -- Sergeant White?

		BUD
	What?

		ROOKIE-TYPE
	Dispatch just got a call for you.
	Lieutenant Exley wants you to meet
	him at the Victory Motel.


EXT. VICTORY MOTEL - SUNSET

Bud's Packard crests the rise looking down on the
Victory.  Exley's Plymouth is in the courtyard.


INT. VICTORY MOTEL - ROOM 6 - SUNSET

Exley in the hotseat.  Sitting there thinking.  At a CAR
DOOR CLOSING, he goes to the door.


ANOTHER ANGLE

Exley opens the door as Bud approaches, toting a shotgun.
The sun is down.  The sky is just a dull glow.

		BUD
	You wanted to meet here?

		EXLEY
	Me?  You called it.  I got a
	message that...

As the reality sinks in, Bud and Exley hear TIRES on the
GRAVEL; CARS are COMING.  Being in a concavity, they
don't see them yet.  Then the CARS STOP.   But still Bud
and Exley can't see anything.  They hear the CLICKS of
CAR DOORS OPENING, but they don't hear them shut.  There
are FOOTSTEPS, MURMURED WHISPERS.  More CARS PULL UP.

		EXLEY
	Shit... Come on.

Exley starts for his car, but Bud holds him back.

		BUD
	Too late.

A beat.  Resigned, Exley nods.  They retreat back to Room
6, disappear inside.  A beat.  There's MOVEMENT in the
shadows to the left.  To the right.


INT. VICTORY MOTEL - ROOM 6 - NIGHT

There's a big back window.  Bud covers most of it with a
ratty old mattress.  He pumps the shotgun.

He pulls a .45 automatic from his waistband.

		BUD
	Here.

He throws the auto to Exley, pulls out a .38.  Bud's
armed for bear.

		EXLEY
	You figured this was a set-up?
	And you showed up anyway?

		BUD
	A lot of bad stuff happened here.
	It's as good a place as any for it
	to end.

Bud switches off the light.  They wait in silence.  Then:

		EXLEY
	You know, all I ever wanted was to
	measure up to my father.

		BUD
		(softly)
	I spent years trying not to live
	down to mine.
		(MORE)

		BUD (CONT'D)
		(thinking)
	We should block off the bathroom.
	They could come through --

A CREAK outside the front door.  Bud levels the SHOTGUN.
BOOM!  The DOOR is BLOWN OFF ITS HINGES.  We see the
figure of a man sprawl back in the dirt.  In the darkness
beyond, MUZZLE FLASHES from all around.  Exley and Bud
RETURN FIRE.

We hear the BACK WINDOW BREAK under a MUFFLED BLOW.  Bud
charges back, yanks down the mattress revealing two men
climbing through.  Sitting ducks:  torn apart by THREE
TRIPLE-AUGHT ROUNDS close in.  A beat, then...

		EXLEY
	We got him!

Bud smiles, in on the plan as theres an answering WHOOP.
A third man looks through the window.  BOOM!  Bud nails
him.

Bud motions Exley to stay put, then slips out the window.


EXT. VICTORY MOTEL - NIGHT

Bud crouches, looks between the cinder blocks supporting
the room.  Two sets of feet shuffling along.  Bud FIRES
the SHOTGUN.  Shrieks as the men go down.  Bud extends
the .38 to fire point blank headshots.  Then...

Bud flattens himself as a wicked CROSSFIRE TEARS UP ROOM
6.


INT. VICTORY MOTEL - NIGHT

Exley is forced down as well, lying flat as plaster rains
down.

The door frame splinters as more Dudley men charge in.
Four men with rifles.  One is Patchett's Burly Bodyguard.
They spot Exley lying there.  Hushed whispers as they
approach:  "Dead meat."  "Be careful."  Kicks in the
side.  The men look at each other, sneer.

Exley jerks a foot.  The foot man stumbles as Exley spins
around SHOOTING.  FIRING the .45 and his own .38.  All
four men go down.  Exley stands, digs into his pocket to
reload.

Bud scrambles back through the window.  Exley looks over
and smiles as Bud reloads the shotgun.  It's dead quiet.

		EXLEY
	I'm thinking we might walk away
	from this.

At that instant, Dudley steps through the bathroom door.
He's got Exley dead to rights.  As he squeezes the
trigger, Bud leaps forward, pushes Exley hard to the
ground.

The SHOT passes through Bud's back by his left shoulder
blade.  It spins him around.  A SECOND SHOT to the
stomach slows him to a walk as he charges Dudley.  A
THIRD ROUND SHATTERS Bud's jaw, but still he comes.
Driven by rage, his hands reaching for Dudley's throat.
He even gets hold before a FOURTH SLUG tears his chest.

Bud falls hard.

Dudley swings his aim to Exley who's just managed to
shake the cobwebs of being flattened by Bud.  A frozen
moment.

		DUDLEY
	I'm loathe to kill my brother
	officers, Edmund.

		EXLEY
	Tell that to Jack Vincennes.  To
	Stensland.

		DUDLEY
	Jack was a shame, but Dick
	Stensland had the audacity to try
	to sell me my own heroin.  Through
	his whore girl friend.  I sent him
	to make the buy.  The rest is
	history.

		EXLEY
	Why?

		DUDLEY
	A vacuum, Edmund.  That's what we
	have in Los Angeles.  Sending
	Mickey Cohen up created it.  My
	containment work maintained it.
	Certain photographs guarantee it.
	Organized crime has been held
	back, but there's still a demand
	for the services it provides.

		EXLEY
	And now you'll provide them.

		DUDLEY
	Absolutely.  Prostitution and
	gambling are victimless crimes.
	The heroin we'll run down to the
	coloreds.  Anesthetize them.  As
	long as it's not a middle class
	problem, no one will care.  It's
	still a crime free city... for
	respectable people.

Dudley aims the .38, cocks back the hammer.  We hear
DISTANT POLICE SIRENS.

		DUDLEY
	This isn't politics, Edmund.
	There won't be winners and losers
	when it's over...

Dudley doesn't see Bud stir, reach into a pocket.

		DUDLEY
	Just the living and the dead.
	It's always been that way in the
	Bureau.  You should've realized
	that before you became a
	detective.

It's over.  Dudley's finger tightens on the trigger.  But
Dudley screams as Bud buries a switchblade into his left
calf.  It took all Bud had left.  As he collapses...

Dudley wails; Exley dives for Bud's shotgun.  Dudley
FIRES, misses.  A wild SHOTGUN BLAST takes out half the
wall.  Dudley stumbles out the door.  SIRENS BLARE.


EXT. VICTORY MOTEL - NIGHT

Dudley drops his gun as the cruisers stream down.  Exley
steps out behind him, but doesn't drop the shotgun.  The
two of them are bleached white by headlights.

Dudley raises his badge over his head.

		DUDLEY
	We're policemen!
		(winks)
	Let me do the talking.  They'll
	make you Chief of Detectives.

Exley steps ahead to block his way.

		EXLEY
	No.

		DUDLEY
	Why not, lad?  Absolute justice?

		EXLEY
	Something like that.

		DUDLEY
	Really?  Would you be willing to
	rig crime scene evidence to
	support a prosecuting attorney's
	working hypothesis?

Exley doesn't answer.  Dudley smiles.

		DUDLEY
	Would you be willing to beat
	confessions out of suspects you
	knew to be guilty?

Exley glares.  Laughing, Dudley brushes by, limps toward
the gathering policemen.

		DUDLEY
	Are you willing to shoot hardened
	criminals in the back to offset
	the chance they'll --

The SHOTGUN BELCHES flame.  Dudley goes down, shot in the
back.  Exley drops the gun, raises his hands over his
head.

						DISSOLVE TO:


L.A. MONTAGE

"RAGS TO RICHES" PLAYS.


EXT. ROSE BOWL PARADE - DAY

Riding in a convertible, waving to the crowds is the
Grand Marshal -- the new Vice President, a young
Richard Nixon.


INT. OBSERVATION ROOM - NIGHT

A midnight assembly.  The Chief, D.A. Loew and several
high ranking brass.  Their attention riveted
THROUGH the one-way glass into...


INT. ROOM #1 - NIGHT

Bloody, exhausted, Exley sits across from two INTERNAL
AFFAIRS DETECTIVES.

		INTERNAL AFFAIRS #1
	You have a lot of explaining to
	do, Lieutenant.

		EXLEY
	Yes.  I do.

As Exley begins...


TELEVISION SCREEN

Where we're informed that tonight's episode of "Badge of
Honor" is:  "Dedicated to the memory of technical advisor
Sergeant Jack Vincennes."


EXT. VENTURA FREEWAY - CAHUENGA PASS - DAY

A ribbon is cut.  Eager motorists roll down the blacktop.


EXT. GRAUMAN'S CHINESE THEATER - DAY

Ronald Reagan applauds as Jane Wyman plunges her hands
into fresh sidewalk cement.


INT. OBSERVATION ROOM - NIGHT

The brass exchange concerned looks and raied eyebrows as
they watch Exley THROUGH the glass, his VOICE heard OVER
the SPEAKERS.


INT. UNION STATION - DAY

The Flatnose Frisco loan shark and Cauliflowered
Cleveland enforcer seen earlier at the Victory Motel
return to L.A., ready to fill the vacuum.


EXT. NEWSSTAND - DAY

Hush-Hush is delivered.  The headline:  "Actor Reynolds
in his Final Role:  Conductor of the Night Train to Slice
City."


INT. ROOM #1 - NIGHT

Exley stares across at the Internal Affairs Detectives.

		EXLEY
	That's it.  That's the whole
	story.

As Exley looks to the gray-tinted wall mirror...


OBSERVATION ROOM

Loew leans over, whispers to the Chief.

		LOEW
	The press would have a field day
	with this.

		CHIEF
		(a beat)
	When in doubt, feed them a hero.
	In this case, we'll need more than
	one.

						CUT TO:


LOS ANGELES EXAMINER HEADLINE:

		  R.I.P. DUDLEY SMITH
	 Fabled L.A. Cop Dies Defending City
		  from Organized Crime!


INT. LAPD HEADQUARTERS - BRIEFING ROOM - DAY

Exley in his dress blue uniform.  The Chief smiles, pins
gold stars to his shoulders.

		CHIEF
	Captain Edmund Exley.  Chief of
	Detectives.  Los Angeles Police
	Department.

Applause.  Flashbulbs.  Lynn watches from the back as
Exley runs a handshake gauntlet.  Finally, he spots her.
She's returned to her natural brunette.  Looks even
better.  Exley steps over.

		EXLEY
		(ironic smile)
	I tried to throw it all away and
	they give it back in spades.


EXT. PARKING LOT - DAY

Exley walks Lynn out.

		EXLEY
	Where will you go?

		LYNN
	Bisbee, Arizona.  The air's good
	for pensioners and I know where
	everything is.

		EXLEY
	When?

		LYNN
	Right now, before I back down.

		EXLEY
	Where is he?

Lynn gestures ahead.  They walk to her car.  She opens
the back door.  Bud's in the back.  Braces on his legs,
head sutured.  Jaw wired shut and tubes running in and
out.  But his hands still look strong.  Bud forces a
smile through the wires, tries to say something, but
can't.

		EXLEY
	Thanks for the push.

Exley takes his hand.  Bud squeezes till both men wince.

		EXLEY
	You just did what you did.  No
	rank, no glory.

Exley slips his Medal of Valor into Bud's hand.

		EXLEY
	From me to you.  It'll mean
	something if it's yours.

Bud takes it, turns away so Exley won't see the tears.

		LYNN
	We should go now.

As Exley steps back, Lynn closes the door.  PARTY noises
drift from upstairs.  Exley looks to Lynn.

		EXLEY
	Do you think I ever could've been
	in the running?

		LYNN
	Some men get the world.  Others
	get ex-hookers and a trip to
	Arizona.

A beat.  Exley wishes he'd gotten the trip to Arizona.
She kisses him on the cheek, gets in the CAR.  STARTS it.

Exley looks back at Bud.  Bud presses his hands to the
glass.  Exley touches his side, palms half the man's
size.  Hands against hands.

The car moves. A turn into traffic, a good-bye TOOT on
the HORN.  Exley's all alone.  As he watches them go...

				 FADE TO BLACK.

THE END

 
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