INT. HALLWAY IN BUILDING - EVENING

Woodward steps into the hallway from the door marked "VAULT ROOM."  He takes a deep breath and puts his hand against his heart.  He takes a moment to calm down, then slowly walks up the hall.

As he comes around a corner he comes face to face with the old Cleaning Man.

                                                                 WOODWARD
                                                           (Startled)
                                Ahhh!

                                                                 CLEANING MAN
                                Goodnight, Mr. Woodward.

Woodward is furious.

                                                                 WOODWARD
                                                           (Mean)
                                Oh, fuck you!

The Cleaning Man is shocked and offended.

Woodward stomps away.


INT. ELEVATORS ON THE TENTH FLOOR - NIGHT

Woodward arrives at the elevators.  He pushes the down button, but it does not light up.

A sign beside the elevator states that "The hours of operation are: 7:00 A.M. to 8:30 P.M."

Woodward looks at his watch.  It is 8:32.

                                                                 WOODWARD
                                                           (Exasperated)
                                Of all the...

Woodward turns and sees a door with a sign above it reading, "STAIRS."

The old Cleaning Man is just coming by with his mop and bucket.

                                                                 WOODWARD
                                Is there another way down beside the stairs?

The old Cleaning Man shakes his head.

                                                                 CLEANING MAN
                                Nope.  Just the stairs.

                                                                 WOODWARD
                                Shit!

Woodward enters the door marked, "STAIRS."

INT. TENTH FLOOR STAIRWELL - NIGHT

Woodward enters the stairwell.  He sees "10" stenciled on the wall.

He looks down the stairs.  It's a million miles down.

He shakes his head and starts down the stairs.


INT. FIFTH FLOOR STAIRWELL - NIGHT

We hear clinking and clanking of feet coming down metal stairs.  Woodward steps into view with his suit coat over his arm and sweat stains soaking his shirt.

INT. FIRST FLOOR STAIRWELL - NIGHT

Woodward arrives at the bottom and is huffing and puffing, totally out of breath.  He puts his suit coat back on and regains his composure.  He opens the door to the lobby.

INT. LOBBY IN THE OFFICE BUILDING - NIGHT

Woodward comes out the door into the lobby.  He sees the old Cleaning Man walk by with his mop and bucket.  Woodward is stunned.

                                                                 WOODWARD
                                How did you get down the stairs before me?

                                                                 CLEANING MAN
                                                           (smiles)
                                Freight elevator.

Woodward is beyond words as he watches the old Cleaning Man walk away.

Woodward walks across the lobby.  As he passes the two Guards at the video console he waves his hand.

                                                                 WOODWARD
                                                           (Calmly)
                                Goodnight, gentlemen.

                                                                 GUARDS 1 & 2
                                                           (In unison)
                                Goodnight, Mr. Woodward.

Woodward exits the building.


EXT. THE BANK BUILDING PARKING LOT - NIGHT

Woodward gets outside and quickly, though not too quickly, crosses the parking lot.  He arrives at his mint brown 1950 Mercedes-Benz convertible.

He puts the briefcase in the car and is about to get in himself when he sees a smudge on the car's finish.  He takes out his handkerchief, breathes on the smudge and wipes it off.  He gets in the car and drives away.

                                                                                                       DISSOLVE TO:

EXT. LAKEFRONT JEWELERS - LATER THAT NIGHT

Five cop cars sit outside the jewelry store with their flashers going.

A black unmarked sedan pulls up and out steps POLICE LT. WOODROW TOBIAS, Jr., a disheveled, fifty-five year old man in a wrinkled overcoat.  Tobias takes a beat up old leather cigar case from his pocket.  He puts a big fat cigar in his mouth and lights up.  A uniformed COP waves to him.

                                                                 COP #1
                                'Evening, Lieutenant.  You still smokin' those
                                stinky cigars?

                                                                 TOBIAS
                                You still wearing that cheap cologne?

Lt. Tobias enters the store.

INT. LAKEFRONT JEWELRY STORE - NIGHT

Lt. Tobias walks through the store.  Pictures are being taken, they are dusting for prints, inspecting the damage.

Another COP walks past.

                                                                 COP #2
                                Hey, Tobias, what're you still doing around?  I
                                thought they retired you.


                                                                 TOBIAS
                                End of the week.  What's it to you?

                                                                 COP #2
                                Touchy.

Tobias approaches a DETECTIVE who is looking at a broken glass case.  The Detective looks up.

                                                                 DETECTIVE
                                It looks like two guys hit this place at the same
                                time.

A camera flashes.

                                                                 LT. TOBIAS
                                Any prints?

                                                                 DETECTIVE
                                They've got to get the film processed first.

                                                                 LT. TOBIAS
                                                           (Flatly)
                                Fingerprints.

The Detective gets embarrassed.

                                                                 DETECTIVE
                                No, they wore gloves, Lieutenant.

                                                                 LT. TOBIAS
                                Uh-huh.

                                                                 DETECTIVE
                                It's a damn shame about you being forced to
                                retire early.  It's a stupid rule.

                                                                 LT. TOBIAS
                                You'd think thirty years on the force would get you
                                some kind of security, but there is no security.  That's
                                just the way it is.

Lt. Tobias looks up at the hole in the ceiling.

                                                                 LT. TOBIAS
                                Has anybody bothered to inform the tenant in the
                                apartment upstairs?

                                                                 DETECTIVE
                                Not yet...

Suddenly a fat man falls through the hole and crashes to the showroom floor.


EXT. TIMES SQUARE - NIGHT

42nd Street and Broadway.  Masses of people, bright lights, taxi cabs, movie theaters.

Leonard Woodward steps into a phone booth.  He inserts a quarter in the phone and dials a number that he has written on the back of a crumbled cigarette pack.  Above the number is the name, "Mickey Gratiot."

As the phone is ringing, Woodward smells something foul, looks down and sees a pile of crap.  He is horrified and just as he is about to hang up the phone is answered.

                                                                 MICKEY (O.S.)
                                Last Chance Bar & Grill.

                                                                 WOODWARD
                                To whom am I speaking?

                                                                 MICKEY (O.S.)
                                This is Mickey.  Hold on, the damn answering
                                machine went on...

The smell in the phone booth is unbearable.  Woodward goes the length of the phone cord out the door.


INT. THE LAST CHANCE BAR & GRILL

The bar is dark, smokey, empty and quiet with just a few diehards at a few tables and one old man at the bar.  He is MICKEY GRATIOT, a fence, a con-man, a low-life.  He looks like Burgess Meredith and wears a hearing-aid.  He finishes messing with the answering machine.

                                                                 MICKEY
                                Go ahead.

                                                                 WOODWARD (O.S.)
                                Mickey Gratiot, I got your name from Joe Steiner.

                                                                 MICKEY
                                Oh, yeah?  How's old Joe?

                                                                 WOODWARD (O.S.)
                                He's fine.

                                                                 MICKEY
                                So, what can I do for you?

                                                                 WOODWARD (O.S.)
                                I need two guys to do a job.

                                                                 MICKEY
                                What kind of job?

                                                                 WOODWARD (O.S.)
                                Robbing an armored car.  It will all be engineered
                                from the inside.

                                                                 MICKEY
                                If you want the best it'll cost ya.  Fifty grand.

                                                                 WOODWARD (O.S.)
                                Well... I don't think I necessarily need the best, it's a
                                pretty simple job.

                                                                 MICKEY
                                The next best are forty grand.

                                                                 WOODWARD (O.S.)
                                Well... How about the next best after that?

                                                                 MICKEY
                                This must be some easy job.  I can get ya two
                                guys for say... thirty grand.

                                                                 WOODWARD (V.O.)
                                That's fine.  I'll have a messenger get you the money
                                and instructions right away.

EXT. TIMES SQUARE - NIGHT

Woodward hangs up the phone, steps out the door and takes a deep breath.  He smells his clothes and winces.  He quickly leaves Times Square.


EXT. LAST CHANCE BAR & GRILL - NIGHT

The Last Chance Bar & Grill is a ratty little dive under a freeway overpass.

A green 1964 Impala pulls into the parking lot and Frank gets out.  On his rear bumper is a faded, peeling Humphrey/Muskie sticker.  Frank goes into the bar.

INT. BAR - NIGHT

Frank approaches Mickey's table.

                                                                 FRANK
                                Evening, Mick.

                                                                 MICKEY
                                Sure, what kind of drink would you like?

Frank pauses, then speaks louder.

                                                                 FRANK
                                No, no.  Are you open for business.

Mickey speaks a little too loud as well.

                                                                 MICKEY
                                Legal or illegal?

Frank looks all around in a panic, however no one seems to be listening.  He puts his fingers to his lips.

                                                                 FRANK
                                Could we go in the back?

                                                                 MICKEY
                                Speak up, my hearing aid don't seem to be
                                working.  Hey, I got an idea, let's go in the back.
                                It's too goddamn noisy in here to talk.

Frank looks at the juke box which is not on.  It is completely quiet.

                                                                 FRANK
                                Sure, Mick.

Frank follows Mickey into the back.

BACK ROOM - NIGHT

It's a dingy little room with a desk that has a million cigarette burns on it.  Mickey sits behind the desk.

Frank shows him his stolen jewelry and Mickey puts a jeweler's loop in his eye and inspects it.

                                                                 MICKEY
                                I'm kinda overstocked on jewels right now.
                                Sort of a glut on the market.  I thought you were
                                gonna get that big emerald that was worth a
                                million bucks.

                                                                 FRANK
                                Well it wasn't there.
                                                           (To himself)
                                Story of my life.

Mickey laughs, then looks down at the jewels.

                                                                 MICKEY
                                I'll give ya six hundred bucks for this stuff.

                                                                 FRANK
                                I want eight hundred.

                                                                 MICKEY
                                Five-seventy-five.

                                                                 FRANK
                                                           (Confused)
                                Five-seventy-five?

                                                                 MICKEY
                                                           (Relenting)
                                OK, six hundred.  But that's it.

Frank shakes his head, not sure of what just transpired.

                                                                 FRANK
                                I'll take it.

                                                                 MICKEY
                                I have a job for you.  Interested?

                                                                 FRANK
                                You know it.

                                                                 MICKEY
                                All right.  Meet Ben Haggerty tomorrow at ten
                                A.M. at the reference desk of the New York
                                public library.

                                                                 FRANK
                                Ben Haggerty?  Isn't he kind of old.

                                                                 MICKEY
                                Heck no, he's two years younger than me.

                                                                 FRANK
                                But you're in your eighties.

                                                                 MICKEY
                                Do you want the job or not?

                                                                 FRANK
                                All right, all right.  How much does it pay?

                                                                 MICKEY
                                Ten grand.  Five up front, five on delivery.  Ben's
                                got all the dope.

                                                                 FRANK
                                Right.

Frank stands and leaves.

INT. BAR - NIGHT

Frank comes walking out of the back room just as Ray comes out of the Men's room.  Frank points at Ray.

                                                                 FRANK
                                You!  What are you doing here?

                                                                 RAY
                                What's it to you?  I just got rid of those jewels.

                                                                 FRANK
                                Oh yeah, how much did you get?

                                                                 RAY
                                                           (Wary)
                                Eight hundred.  How much did you get?

Frank shrugs.

                                                                 FRANK
                                Eight hundred.  You see, we came out pretty
                                even.

Mickey steps out into the quiet bar from the back room and sees Frank.

                                                                 MICKEY
                                Don't spend that six hundred bucks all in one
                                place, Frank.

Frank grimaces and Ray looks at him.

                                                                 RAY
                                Pretty even, huh?  Face it, pops, you're second
                                best.  You're all washed up.

Frank ignores Ray and goes to the bar.

                                                                 FRANK
                                Gimme a shot of Chivas.

Ray follows him to the bar and begins to laugh.

                                                                 RAY
                                And you're the one with all the experience
                                and fancy tools.  Let me buy you a drink, I
                                can afford it.

Ray motions for the bartender.  Frank sneers.

                                                                 FRANK
                                I buy my own drinks.

                                                                 RAY
                                You know, Frank, there's two kinds of people
                                in the world -- the kind that tap on the glass and
                                the kind that smash it.  You know what I mean?

Frank's left eyebrow begins to twitch slightly.

                                                                 FRANK
                                You're buggin' me, kid.  You're really buggin'
                                me.

Ray sticks his face into Frank's face.

                                                                 RAY
                                What are you gonna do about it?

Frank gets his shot and downs it, then turns to Ray.

                                                                 FRANK
                                Nothing, punk.  You're not worth it.

Frank eyes glare as he turns to leave.

                                                                 FRANK
                                                           (To the Bartender)
                                Put it on my tab.

                                                                 BARTENDER
                                You ain't got a tab.

Frank stops, rolls his eyes, reaches into his pocket and pulls out a ten dollar bill.  He slaps it on the bar.

                                                                 FRANK
                                Here!

Frank turns and leaves the bar.

Ray turns grinning to Mickey.

                                                                 RAY
                                What kind of faggot is he?

Mickey's got his hearing aid firmly in his ear and shakes his head.

                                                                 MICKEY
                                You don't know who he is, do you?

                                                                 RAY
                                What do you mean?  He's some second-rate
                                thief.

                                                                 MICKEY
                                No!  He's a third-rate thief, but he used to be a
                                first-rate boxer.  He was a contender for the title.

                                                                 RAY
                                Him?  I didn't know that.

                                                                 MICKEY
                                That's because you're young and stupid!  You
                                kids don't know nothin' anymore.  Frank Ryan
                                was a mover, he was climbin' up the ranks
                                headin' for the top.  He was a fightin' machine.
                                He had fists like pig-iron.  That's what they called him.

                                                                 RAY
                                                           (Confused)
                                They called him "Pig-Iron Fists?"

                                                                 MICKEY
                                No!  Iron Fists.  Iron Fists Ryan.  He could've gone
                                the distance.

                                                                 RAY
                                Well, what happened?

                                                                 MICKEY
                                It was the winter of '78, Madison Square Garden,
                                Ryan versus O'Neil.

The bell on the cash register rings.

                                                                 MICKEY
                                It had been fourteen rounds of non-stop flesh-
                                pounding action, when suddenly Ryan comes
                                through with a devastatin' right hook to O'Neil's
                                temple.  O'Neil spins around like a top and goes
                                crashin' down to the canvas like a sack of potatoes.
                                And he don't get up.  Someone starts hollerin', "Is
                                there a doctor in the house?"

Ray is wide-eyed and leaning forward.

                                                                 RAY
                                Did he kill him?

                                                                 MICKEY
                                No.  But O'Neil never walked again!  He had brain
                                damage!

                                                                 RAY
                                What happened to him?

                                                                 MICKEY
                                He went into politics.  Frank Ryan never put on
                                boxing gloves again.  He never went back in the
                                ring.  A great career, nipped in the bud!  He let it
                                eat him up inside and quit!  He's a quitter and
                                that's why he's nothin'!

                                                                 RAY
                                You're bein' pretty hard on him, aren't you?  I
                                mean he crippled a guy in the ring, that's a
                                pretty good reason to quit.

                                                                 MICKEY
                                                           (Intensely)
                                There's never a reason to quit!  Never!

The bartender hollers to Mickey.

                                                                 BARTENDER
                                Hey, Mickey, it's 5:00.

Mickey stands up and shrugs.

                                                                 MICKEY
                                Quittin' time.

                                                                                                       DISSOLVE TO:


EXT. NEW YORK PUBLIC LIBRARY - DAY

Frank walks up the huge stone steps to the library past many people.  He goes in the front door.


INT. NEW YORK PUBLIC LIBRARY - DAY

Frank walks through the hushed silence of people reading.

He steps up to the reference desk.  A pretty young REFERENCE LIBARAIAN sitting behind the desk looks up at him.

                                                                 REFERENCE LIBRARIAN
                                                           (Whispering)
                                May I help you?

                                                                 FRANK
                                                           (Whispering)
                                No thanks.

Frank leans back on the desk and looks around.

He sees two giggly teenage girls talking to each other.  Suddenly a stern-looking, female LIBRARIAN wearing half-glasses appears behind them.  She makes an awful face and puts her fingers to her lips.

                                                                 LIBRARIAN
                                                           (Whispering)
                                Shhh!  This is a library!

The teenage girls immediately become embarrassed and stop talking.

The Librarian continues to stalk the library.  She sees Frank and walks up to him.

                                                                 LIBRARIAN
                                Is somebody helping you?

                                                                 FRANK
                                I'm waiting for someone.

                                                                 LIBRARIAN
                                There's no loitering.

The Librarian does an about face and stalks away.

Frank turns and sees Ray walking up.  Frank furrows his brow.

Ray sees him and approaches.

                                                                 FRANK
                       &nbs