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Have a good trip, lady.

Lady? Who are you kidding, Charley?

May as well start getting formal now.

I figure by the time you get back from New York,

you'll be too big to know me.

Don't worry about it. I won't be back.

Well, if you ever get real important,

is it okay if I boast about you?

If I say "I knew her when"?

So long, Charley.

Woman, on phone: Caraway agency.

I'd like to see Mr. caraway, please.

I got this from him in December.

Well, he's busy just now,

but he'll see you, miss James--hi.

If you'll just go right in there.

There are a few ahead of you,

but he'll get to you as soon as he can.

Woman, on phone: Caraway agency. Beach clothes? Okay.

He loathes strangers.

...So I need this coffee. I want it black.

How do you do?

We're looking for outstanding lace shawl

who's real on the country--

would you raise your skirt, please?

Hope you've got-- Higher!

Walk, please.

Would you please raise your skirt a little bit higher?

We are trying to sell stockings.

I don't do legs.

- She doesn't do legs. - A little temperamental!

Come and see me in about a month.

High-fashion types! Are they getting the right types for you?

I want to be sure that you're getting high-fashion types!

Sorry to keep you waiting, young ladies.

Who's first? I am.

And what is your name? Kathy Rawlton.

Miss Rawlton. How do you do?

I thought I'd love to make a little extra money.

I just never seem to manage on my allowance.

I see. Well, won't you come this way--

oh, and you might have some work for plaid.

He really is a frightfully good boxer, you know.

Uh, perhaps later.

Oh, um, would you mind looking after him?

Right through here. Thank you so much.

Daddy says of all the dogs that he's ever raised,

he's by far and away the best--

would you come along too, please, miss?

And what is your name?

Lily Brannel James. Miss James.

You sent me a letter in December,

saying if I were ever in New York, I could come and see you.

Oh, yes, form a.

Most of the girls we send it to arrive inside of a week.

It's taken you 6 months, miss James.

What was the trouble-- lack of confidence?

No, lack of train fare.

It's taken me 6 months to earn it.

Oh... Would you sit over there, please. Miss James?

Thank you. Miss Rawlton?

Now, in considering a model, I look for the natural girl.

The natural look is the beautiful look.

Never makeup--make down.

Now, miss Rawlton, I want to help you determine your own type

to find out what makes you different from any other girl in the world.

Now, let me see...

I would call you...

The outdoor girl.

You belong in the country, with dogs and horses,

the feeling of early morning.

Really?

But good health and poor posture

rarely go hand in hand,

so stand up, please.

The person who slumps physically

is the person who slumps mentally.

Would you walk over here, please.

Thank you, miss Rawlton.

Now, just look in the mirror.

You see those accordion pleats,

the suggestion of a double chin there?

Do you want to see those ironed out, just by magic?

Alright, now turn your head.

Lift your chin.

No, don't exaggerate. Now look in the mirror.

You see, they're gone.

My first rule is:

Lift your head out of your shoulders,

your shoulders out of your waist,

and your waist out of your hips.

Yes? Yes?--Up. Up, up.

Let your arms hang naturally.

No, no, we never endorse a Cologne.

Would you sit down, please, miss Rawlton?

Most women drop into a chair like a bag of meal

and haul themselves out of it like a bag of coal.

Now, the best position is the graceful ess.

That means-- Arch your back.

Sit up erect, don't sit on your spine.

Now, relax your shoulders.

Keep your feet together, don't let them stray apart.

That's right-- The graceful ess.

This, moderated, is most attractive for social usage.

Now, would you let me see you walk, miss Rawlton?

Just walk up and down, please.

Walk up and down, mm-hmm.

Mm-hmm.

Uh, put the weight on the ball of your foot.

No, no, no...

Now look, miss Rawlton. I want you to imagine that there are 2 rails.

You see, one here and one here, just like this,

and you're going to walk right straight between them.

Just like that. Alright, now here we go, alright,

walk straight between the rails.

No wiggling, no waddling,

no bouncing, just smooth--

can you arrange a sub-Deb show for Stacy's on the 17th?

...back arched, keep your neck up, tell them yes,

start rounding up sizes 9, that's right,

now just turn around and keep on doing it.

Lucy, would you please call Mrs. caraway

and ask her if she can get in town an hour early tonight?

Thank you. You see, most women walk on their heels,

put their weight on their heels.

That's very ungraceful and jerky,

and anthropologically wrong.

All the graceful members of the feline family

walk with their weight on their toes.

It's only the bear that walks like the average woman.

Now, I want you to keep practicing this, practicing this, practicing this.

And perhaps you can get it right.

Practice whenever you're alone--

in your bedroom, on the street, in your bathroom,

and when you're not alone, do it!

It's very important to do it.

And please come back and see me in about a month,

and remember the graceful ess.

Goodbye, miss Rawlton.

You catch on fast, don't you?

How did you earn that train fare?

Well, I sold dresses in a dress shop,

face cream in a beauty parlor,

I was a waitress--

you dress very smartly, very correctly.

They have magazines in Kansas--and movies.

We don't all wear sunbonnets.

Tom? Oh, hi, Maggie!

Tom, regent wants me on a rush job in 5 minutes,

but I've got horrible here, and I've got to take him home.

Well, leave him here with me! Ohhhh!

Oh, I know, Georgia will keep an eye on him outside,

you know how she is about kids.

Well... I'll phone mother and have her pick him up here.

Wind it for you?

Well, alright.

Here, does it work here?

Um... Yeah!

What does it play?

Plays lullaby.

Oh, he's very sweet.

Very smart, too.

That's a boy.

Say goodbye to the lady, Pete.

Goodbye.

No!

Oh!

Come on, come on. Thanks a lot, Tom.

Bye, Pete.

Come on, Pete. Goodbye, Pete.

Well, you've gone to quite a lot of trouble to come to New York, miss James... What for?

To be a model.

Why?

Look, Mr. caraway,

I haven't much money, and I have to start working right away.

If not with this agency, then with another.

Either way, I haven't any time to waste.

You get riled up pretty fast, too, don't you?

Well...

I want to be somebody, not just anybody, and...

All I have is myself and how I look.

I'll work hard, because it means a lot to me.

Will you take me on, Mr. caraway?

Tom?

Darling!

Mary! What a wonderful surprise.

Sure? Sure!

Oh, I'm glad.

It's been much too long.

Yes, it has.

No, don't go.

How have you been, dear?

Oh, very gay. Yeah?

Perhaps just a little too gay.

Cigarette? Yeah.

That's why I'm here.

Yeah, I, uh... I want to go back to work, Tom.

Oh, it doesn't have to be today.

I don't mean this afternoon or tomorrow.

It isn't a question of life or death.

I've managed to salt away a few fast dollars.

Good for you. That's what I like to hear, dear.

Just that I'm, oh,

I'm tired of sitting around, you know?

Too many parties, too many late nights.

I'm... Even tired of having fun.

What a terrible situation!

Let me look around, dear, see what I can do.

Alright.

I'm holding up pretty well

for an old-type girl, aren't I?

Mary?

You stop fishing.

You know you are!

Go inside and let them take in your measurements.

I will. They're just about the same.

Yeah? Yeah.

Uh... I will hear from you, won't I, Tom?

Just as soon as I have any news for you, dear, I'll do my best.

Thank you, darling. You're my boy.

It's going to be fun getting back into harness again.

I'll be a good girl this time.

You were right, Tom.

You... Have a rather unattractive way of being right.

When you've had one mink coat, you've had them all, huh?

Bye, dear.

Alright, we'll take you on.

But if you think modeling just means you pose in fancy clothes all day

and are pointed out in the streets as the famous miss James,

you're wrong-- It's hard work.

Hard on your nerves, and hard on your feet.

When we make appointments for you, you keep them.

If you don't, we'll drop you.

If you drink or go partying at night, it'll show on your face.

We'll drop you for that, too.

Work is your bread and butter.

The things that come easily go easily, so don't be a fool.

We can help you... But most of it you're going to have to do for yourself.

How well you photograph, how well people like you,

that's up to you.

Go and have some pictures made. See miss brown outside.

She'll take your measurements and give you a prospect list.

That gives the address of every potential employer of models in town.

Now, go see them all-- yes, Jean?

Oh, yes! Yes!

And keep your chin up, practice, practice whenever you're alone,

in your bedroom, in your bathroom...

Don't you know your way around?

Oh...

Well, I can get here from the Betsy Ross,

and back to the Betsy Ross from here, that's all.

Betsy Ross...

No man, nor any fraction thereof,

may invade these sacred premises.

Well, it doesn't make any difference to me.

I don't know any in New York anyway.

Look... Where should I go to get my pictures taken?

And will it cost a lot, and can I start seeing people without pictures

so as not to lose time?

You are a greenhorn.

Tell you what-- let's have a drink.

I can point out the ropes better sitting down.

Well, I have to...

Look, girl... Between now and 20 minutes from now,

nothing great is going to happen to you.

You won't be missing a thing.

And be nice to the women. Don't just keep batting your eyelashes at the men.

Remember, it's the little woman who sits at the desk who says,

"oh, do you really think she's the type?"

Then you're dead.

You really do know a lot about it, don't you?

I should. Been at it a long time.

I've seen your pictures a million times.

Think I've changed much?

No, don't-- what a silly question.

Scared of the big city?

No, just excited.

I've been on my own a long time,

and I'm used to it, and I like it.

So do I.

If you louse yourself up, nobody else has to go into mourning over it.

Did you leave home young, or... Orphan type?

Orphan type.

My father when I was a kid, and mama awhile back.

Just as I was getting old enough to be one more headache

on top of all the other headaches she had.

She was nice.

But I've always been kind of glad that it's over for her.

She had a stinking life.

All she ever had was Emporia, Kansas.

You're pretty crazy about that hometown of yours, aren't you?

What was wrong?

Other side of the tracks department?

Mmm... People know too much about you.

Especially the gentlemen?

You figure every time they look at you,

they're adding up how many times your family was on relief.

People used to say to me, "Lily, you've got your father's eyes."

I always thought they were saying to themselves

"look who he was-- the town drunk."

You keep reminding me of someone...

On arrival in New York about 13 years ago.

Well, I got a comforting news flash for you.

The only time you'll ever think of Emporia, Kansas, again

is tonight, around midnight.

You'll be crying into your pillow, wishing you were back there again.

After that, you'll turn it into a funny little place

that you'll just tell cutie-pie stories about,

give someone a yuk now and then.

I won't be crying for it tonight, either.

Well, there's one way to make sure.

I'll probably be floating around with a couple of characters tonight.

Would you like to come along?

Well, the only thing is, I have to get up early, and I have to look good.

You'll look good for a long time yet.

Besides, you can leave anytime you like.

I'd better be leaving now. Coming?

No, I have a little time to kill.

Pick you up about a quarter to 8.

Oh!

Long dress, of course.

Of course.

You must be Lily James.

Well, not necessarily.

Mary told me to fetch the best-looking girl in the place.

Where is she, and who are you?

She's waiting in the cab, and I'm Jim Leversoe.

You didn't call me Wednesday.

Darling, I did call you--

I was sitting there the whole day long--

the line was busy.

Busy? How many busy signals...?

Well, maybe I dialed the wrong number...

You dialed the wrong number? Theater tickets are hard to get these days!

Miss James, this is Lee Gorrance.

How do you do?

How do you do?

I'm so glad you're with us.

Well, come on, kid, get in.

Hello, Mary!

You're with Jim.

I'm glad to say!

Any place you'd particularly like to go?

In time, all of them.

You will.

Come on, Mary, eat your dinner.

Eat a little of it, before it turns to leather.

Ah, it depresses me.

I depress easy these days.

No, you-- Oh, come on!

Mary, it's not the girl's fault, you know.

No...

She can't help how old she is,

what she looks like... What she is... What he is.

Nobody can help anything.

Let's go back to the table.

Why?

Because as we say in Kansas,

you're Mary's date, and I'm Jim's.

Hardly an arrangement made in heaven.

However...

I do hope you're having a good time.

Oh, I'm having a wonderful time, Mary.

You were right-- that room of mine

would have been pretty awful tonight.

It's pretty awful everywhere tonight.

Mary's low.

Mary's thirsty!

Of course-- When isn't she?

Uh, you haven't told me yet

what kind of lawyer you are.

Oh! Oh, corporations,

big, rich corporations.

Dull, isn't it, Lily?

When you talk to a lawyer,

all you can possibly get is conversation.

Now, if you talk to a man like me--

attaboy, Lee! You tell her!

I'm a big advertising executive, employing lots and lots of models.

And for every word you speak to him,

you get a big square-cut emerald.

Why, grandma, what a sharp tongue you have.

It's just the dullness of the company.

Just beginning to notice how dull it is myself.

Oh, really? How long does it take you?

It's been pretty clear right through the evening!

So sorry--and you had such high hopes for this evening

when you called me, begged me to take you out.

Let me tell you something!

No, no, no, no! Wait a minute, children.

Let's have a little drink. Come along, dear.

All I need is to go home.

Don't bother, Lee.

Well, my dear, if you want to go home, I will take you.

No, I said I had to leave early, Mary.

Uh--mind if I ride home with you?

Sorry, I wish you could stay.

Come along. I'll put you girls in the cab.

Why, colonel-- A gentleman!

My mother always told me if I hung around long enough, I'd meet one!

Stop at the next corner!

That's isn't the address the guy gave me.

Stop at the next corner!

You stay here and-- Go home.

I thought maybe we could have a cup of coffee together.

I need cigarettes.

But I have some!

Besides, it's closed.

He'll open up for me.

You wait here-- I'll be right out.

Hey!

Where are we going?

Ohhh, it's you!

My place, over there.

Up on top, that's where I live.

Waaaay up high!

How do you like your coffee?

Black, in little sips, with Brandy.

Lived here long?

Too long.

It looks comfortable.

I hate it. It's seedy.

Just--just been too lazy to move, that's all.

I'm gonna get something bigger.

Something on Sutton place,

with a--I don't know-- balcony overlooking the river,

fur rugs.

Did caraway say anything about me when I left today?

No.

Well, he won't have any trouble

getting me started again.

I got a lot of friends--

they'll all be glad to hear I'm back at the old stand again.

Mary, let me get you something to eat.

It's a good idea-- starting fresh,

going back to work.

Gonna find that apartment tomorrow.

Get some new clothes...

Maybe even a... New man.

Well, it sounds like a pretty big day.

You better be getting ready for it.

Shall I help you get into bed?

I'm not ready to go to bed yet.

When I do, I won't need any help.

Well, I better be getting along then.

Well, goodnight!

Goodnight, Mary.

Lily!

Lay off Lee Gorrance!

Mary!

Don't play the little girlie from the sticks with me!

I've been there!

I know you!

You lay off him, hear me?

Mary, I won't see him!

He's my last chance.

Nothing left,

nothing to show.

Nothing to show for any of it!

Only Gorrance.

And even that'll be over with soon.

But--not yet.

I'm not ready yet.

Mary, I won't see him again, that's a promise.

If it isn't you, it'll be somebody just like you.

Somebody fresh, and young,

and not tired.

There's bound to be somebody any day now.

Please believe me, Mary, it won't be me.

I believe you.

Thanks.

Look--would you like me to stay with you tonight,

just for company?

No.

You have to get up early,

you better run along, kid.

Wait a minute.

I... Want to give you something.

I won this in a raffle a long time ago.

I guess it's... The only time in my life I was ever lucky.

I let a lot of things slip through my fingers,

but I... Kind of hung on to that.

I want you to have it.

Maybe it'll bring you luck.

I'll hang on to it, too.

Don't be angry.

Oh, I'm not, Mary.

Look--you need some sleep.

You're just tired to death, that's all that's wrong.

Sure, just-- I'm just tired.

I just need some sleep.

Oh, may I help you?

My name is Lily James.

I'm from the caraway agency.

You model. Our model editor is busy at the moment,

she'll be right out.

Hi there! Hello!

Very nice!

You know, you made quite an impression

on my son yesterday.

He's a sweet baby!

Is Nick in yet?

Did you hear about Mary Ashlon?

Yes. Lovely, isn't it?

Is Nick in yet?

Oh, he phoned. He'll be here in about 10 minutes.

Oh, miss Lanson?

This is Lily James, the new model.

Oh, yes. Yes, caraway called me about you.

Come along, my dear.

Uh, do you have any photographs?

Well, I had some taken this morning.

Did you hear about Mary?

Awful, perfectly awful!

May I see your hands, my dear?

Hey, this is Lily James, from the caraway agency.

Fill out a card for her, will you?

Yes, miss Lanson.

Mmm, good, good, very good.

Now, do one thing for me.

Don't do anything to yourself.

No henna rinses, no trick hairdos.

Peg, who's that man outside the door?

From the insurance company.

We're photographing all that jewelry.

Oh, yes.

We must use this hat!

You're fine, just as you are.

Anything we want changed, we'll tell you.

I think we'll be able to use you.

Drop off those photographs as soon as you can.

Miss Lanson, may I see my proofs?

Darling, you know we don't like each other,

but go ahead-- don't mix them up.

Uh, this Mary Ashlon everyone's talking about--

is that the one who's a model?

Friend of yours?

Well, I just met her yesterday.

You haven't seen the paper?

It's terrible.

She killed herself.

Early this morning.

Jumped out of her apartment window-- 16 floors down.

Thought you said you just met her yesterday.

It isn't as if you really knew her.

I knew her.

Yes...

I knew her.

Uh... 612, please.

I think there's a gentleman waiting for you

in the mezzanine, miss James.

He seemed very anxious to see you.

I can't stop thinking about her.

Neither can I.

I had a hunch you'd be stewing about it, too.

Scary, isn't it?--

how close death is.

All you do is snap your finger, and there it is.

I don't know why she did it.

She was pretty miserable, I know, but...

Well, who isn't?

I liked Mary.

Oh, it didn't mean anything, that little spat we had last night.

People are always needling each other, but you don't... Kill yourself about it.

I liked her.

I... Tried to help her.

I guess you didn't, though.

Not enough.

You can't help people like Mary.

They won't let you.

They want to make things tough for themselves.

I guess you're right.

Why don't we go out someplace-- get it off our minds, forget it.

We'd just talk about Mary... We wouldn't forget it.

Alright. Talk about you instead.

What you're going to do-- your plans, your future.

As a matter of fact, I could probably be helpful to you.

We use a lot of models at our agency, and...

Well, I have contacts, friends...

I don't think you have so many friends.

If you have, I'd hate to think what they must be like.

Lily... What?

Listen, you small-time chiseler.

I don't want any small favors, or any big favors, from you,

or anything else you use to buy with.

I'm not in the business you think I am, and I'm never going to be.

But if I were, I'd be out of your price range.

If I were, it would take me 10 years to get around to you,

so keep away from me!

Why, little miss Kansas...

You've been around.

There are rats like you everywhere!

Not even Cleopatra could look mysterious eating a chicken sandwich.

Be on time tomorrow, will you, Lily?

Sure.

And fed!

Lily? Oh!

Thought I'd drop down for a minute

and tell you some good news.

I've just been appointed miss tangerine of the year.

Well, not quite that good.

We're raising your salary $10 an hour.

You're now one of the top models in the business.

Hardworking, intelligent, and charming.

Oh, Tom...

Oh, not my opinions.

Just what I hear from the trade.

Oh... Well, just what are your opinions?

I'm delighted.

And a little surprised--

at the way you've worked, I mean.

Well...

Why?

I was pretty determined when I first came to see you, wasn't I?

Mm-hmm. Yes, you were.

All the drive was there, but...

Lily, I had a feeling it might be just surface stuff.

I thought I recognized something underneath,

something I had run into before.

Kind of restlessness, a kind of "who cares?" Attitude.

But I was wrong.

And just this once... It's a pleasure to be wrong.

Well, I've got to get back upstairs--they're storming the gates.

Are you just going to sit there and rest on your laurels?

Oh, now Lily, I planned this dinner! I've got another guest.

An out-of-town fella.

Yes, we've been working together all day,

and I want to give him something a little better than me to look at all evening.

What do you say?

Well, I had every intention of coming, Jim.

It's just that I'm so bushed.

Look, why don't you go straight to my place?

We won't be there for about an hour.

That'll give you a chance to wash up, stretch out on the couch,

and rest your weary bones before dinner.

Come on, be a pal.

Who are you?

Steve Harleigh.

You're Lily James.

Mmm... Thanks for telling me.

Where's Jim?

Inside, changing.

Well, what's the matter-- haven't you ever seen anyone put shoes on before?

Oh--I'm sorry, I--

I just don't like being watched when I'm sleeping.

It isn't fair!

Well, I looked at everything else in the room first.

Like a drink?

Do you, when you first get up?

There I go again. I'll get ungrumpy in a minute.

Take your time.

You don't look like a lawyer.

You don't even look like a client!

What are you?

I run a copper mine.

You're a model.

You keep telling me who I am!

Jim says you just got here.

From where?

Montana.

My first trip to New York.

Oh, do you like it?

How can I tell? I just got here this morning.

Yeah, it was a stupid question.

Yes, it was.

Well...

You two seem to be getting along alright.

You may be the best audience I ever had!

Let's have dinner.

There was a street on the way to school,

we used to call it hag row.

That's where the mean old ladies lived.

And when you walked down hag row,

all the lace curtains were pulled back just a little bit

so that they could peek without being peeked at.

They could tell, just by the way you walked,

what kind of awful end you'd come to.

Now, I don't know how it affected the other kids,

but it made me walk by like this.

Hey, wait a minute, what are you laughing at?

That town of yours is just as bad as Lily's Emporia.

You know, I visit him now and again.

The natives always look upon me with astonishment.

Now, Lily, I ask you-- what's astonishing about me?

He forgot to mention that there's always

an unhappy-looking horse underneath him.

Now you ought to see him on a horse--

no, maybe you shouldn't.

It'd be kind of hard for you ever to look upon him

as a figure of dignity again.

Lily, don't you believe it. It's a foul lie!

But how did you two ever get together?

Well, the basis of our friendship, as far as he's concerned,

is guilt--pure, simple guilt.

I, uh...

I had a girl, long time ago.

He stole her and married her.

Seems she liked him better than me.

Oh, obviously the woman was mad.

Well, temporary insanity, of course.

The basis of my friendship for him is--profit.

Pure, lovely profit.

Always had an idea that someday he'd dig up a mountainful of copper,

and lo, he did.

Is he rich?

This fella? Lady--

he's rich. Ahh.

Recently. Very recently.

Oh, but I'm impressed.

Why, this is the closest I ever sat

to a man with lots of money.

Well, this is the closest I've ever sat to a famous model.

I'm impressed, too.

You don't look any different from anyone else.

You do.

Lily, do you feel rested enough

to step out and make an evening of this?

Well... Well, it's just good manners

to show a visiting fireman the town.

Well, I was absolutely beat when I got here,

and I was kind of hoping I'd stay that way

so I'd go straight home after dinner.

But on one hand, I'm awfully wide awake...

And I feel awfully good.

But on the other hand, I'm posing for a cover in the morning

called "beauty in August."

I should look fresh as a Daisy.

But, even so...

Wait a minute. What time do you have to get up in the morning?

7:00.

Then I think you ought to go to bed.

Hey! Wait, wait a minute!

Well, what's the point of her feeling rotten all day tomorrow?

Jim, the man's right.

You can't take it away from him.

Well, okay...

I'll take you home.

My hotel's quite near hers, isn't it?

Well, yes.

Right, I'll drop her on the way.

Bye, Jim.

Well, this is fine!

It gives me a chance to help George with the dishes!

Thanks. I'll walk the rest of the way.

Nice. Just for women, huh?

Oh, we can entertain, within hotel walls, gentlemen in the mezzanine.

Well, goodnight.

It's been nice to have met you.

Thanks, I had a fine time.

Goodnight again.

Wait a minute, wait a minute!

Hello?

Oh, hello!

No, you haven't disturbed me at all.

No really.

What to what?

Oh, what do people do on a Sunday in New York.

Well, they get out of it on Friday.

That's exactly what I had in mind.

I was thinking about renting a car and taking a drive in the country.

How does that strike you?

That's what I thought.

Only it would be more fun if you're with someone.

And I don't know anyone in New York except you and Jim.

Well, I did think of him first, but he's out, so that left you.

What do you say?

Well, I've heard an awful lot about this wonderful eastern seafood,

so why don't you start concentrating on some broiled baby lobsters,

and some melted butter, and...

This is the best baby hamburger I have ever seen.

You never do anything I ask.

Sometimes I think you hate me.

Adam--

like naming me Adam for example.

"Hi Adam, where's Eve?"

That's what I get every day of my life.

Pop, why won't you just walk out the door and look at it?

I wouldn't walk to the end of the counter

to see a jalopy that cost $28.

Honestly!

Will you look at that?

Will you just look at it?

That engine is in a-1 condition. A-1.

It's all that counts. The rest is just--

froufrou?

See, Adam, will you stop pestering those customers!

I'm not! He's not. He's not.

Pop, this guy knows a lot about this car--

who?

Man, gentleman.

Why don't you just look at it with him?

If he says it's lemon, I'll shut up about it.

Honest.

Well, why not look at it?

It doesn't commit you to anything.

Well, alright. But remember, it doesn't commit me to anything.

Hey, son. You better wait in here, so as not to prejudice the jury.

Oh, pop!

Mister!

Now remember, you wash the windows twice a week for 6 months.

Every day for a year!

Chances are his father would have gotten

a better one later on.

No, he didn't want a better one.

He wanted this one.

Bad.

I know the feeling.

What did you want? Bad?

That copper mine?

Yeah.

Well, now you have it.

You're a success, somebody.

That's the way to come to New York to celebrate.

You make it sound like a victory ball.

Well, isn't it?

Hasn't getting what you want

changed everything for you?

Getting what you want doesn't change anything important.

It would for me.

You must want something pretty special?

Just what you have.

To be a success. To be somebody.

Well, aren't you in your own field?

Well, yes. I guess I am.

As of the other day.

Change everything for you?

Well, it...

Depressed me a little, that's all.

You see, you don't really do anything, modeling.

People use you, and...

Oh, it's hard work and you get tired,

but--part of you doesn't get tired enough.

Well, what I mean is, if you have something on your mind,

you don't forget it just posing for a picture.

That what you want? To forget something?

I thought it was to be successful.

Well, maybe all I really want is to be happy.

What button do you press for that?

I don't know.

But I bet it doesn't have too much to do with getting things.

I bet the trick is to find out what makes you happy.

That's the trick, alright.

Do you have a lot of bad things on your mind?

Horrible things.

Especially early in the morning. Around 4:00.

Just before it gets light.

Oh, that's enough. I don't approve of this conversation.

Let's move away from it.

Let's move to another place.

Well, I promised to get you back by 10:00, but--

it's only 9:40.

Well, there's the mezzanine...

I won't be the only man in there, will I?

Not unless times are awful tough in New York tonight.

Okay.

This must be just about the safest place

in New York for a girl to live.

Oh, speak freely. Nobody's listening.

They are all too busy hoping no one is listening to them.

Oh.

What's the matter?

Well, I was just trying to think of a fancy way

of asking you if you'd have dinner with me tomorrow night.

And every night until I leave.

I only have a few more days,

so you wouldn't be wasting too much time.

You certainly thought of a fancy way to ask me.

You know, if I'd been alone today,

I'd probably would have driven for an hour

and turned back.

I probably would have stayed

in my room and washed stockings.

See, it was good for both of us.

You know this trip to New York was--

well, it was just a business trip until today.

Since you've sold me on it being a victory ball--

naturally you want to go dancing?

Yeah, but not alone.

Why don't you pick me up around 7:00 tomorrow night?

Ladies, ladies.

It's almost 10:00, ladies.

Mezzanine closes at 10:00.

Good evening, dear. My, you look nice

it's almost 10:00, ladies. Mezzanine closes at 10:00.

Well, goodnight.

Goodnight.

Goodnight.

Oh, you play a grand piano.

Thank you.

A baby grand. Ouch...

Alright. Stop the nonsense now.

Hey kids, did you like that song?

Nicky, you mustn't interrupt these people.

Oh, excuse me.

Oh, how are you, honey?

Nicky!

Oh, Gregory, isn't she a doll!

At least too wooden.

Alright, never mind.

Oh, look!

There they are again.

Uh-huh.

Usually they are going ya-ta-ta, ya-ta-ta, ya-ta-ta.

Now they're so quiet.

You think they had a fight?

What do you think?

No...

No, not them.

Ha-ha. See you later, kids.

Eddie!

Yes, sir?

Pour a glass for the pianist, please.

How much more time before your plane leaves?

4 hours, 20 minutes.

I could put lipstick on like this, too.

Yeah, I know.

That's right.

You know.

Lily!

Oh, Steve. If you're getting ready to make a speech,

I'd love to hear it. But--

but honestly, there isn't time,

and if you don't get on the plane right now,

you're gonna end up on the wings or the engine

or whatever the wrong part of the plane is.

Oh, Lily!

Darling, look. Have a good flight,

and-and don't get seasick, but-but hurry!

Go on now!

Yes.

Yes, I know, Steve, you got to start drilling a second load,

but what I'm saying is that--

we've got to raise the money for it on the outside.

Yes. Well, I'll-I'll get started on it. You--

say, wait a minute. Hold on, before you hang up. You--

you sent me a card, and it's addressed to Lily.

What's that all about?

You see, she was awfully nice to me back there,

and I'd like her to have something nice.

Bracelet maybe or-- or one of those brooch deals.

Will you get it for me and then put the card in

and give to her for me?

But I would, only I may be up here for weeks,

and there isn't a decent store within a 100 miles.

Well now, wait a minute. Do you think this is wise?

Don't you think it would be better just to let it go?

Yeah, I know, I know, but--

well, I'd sort of like her to have it now.

So be a good guy and do it for me, will you!

And look, forget you're a businessman.

Let yourself go a little.

Hey, I've got to go. I'll call you in a couple of days.

Eh, toast with the fruit salad?

Coffee?

Yes.

Thank you.

You know, you're a hard girl to get a hold of.

Well, I've been busy.

Haven't been ducking me, have you?

No, why should I?

Heard from Steve?

No.

I didn't except to. I knew he'd be busy once he got home.

Well, he hasn't forgotten you.

He sent you a present.

Well, how nice of him.

Ah! No card?

You like it?

No, I don't like it.

Oh, that's my fault.

Your fault?

Yes. You can change it if you--

oh, I see.

He didn't even choose it himself.

My dear child, he couldn't.

He's out there on top of a mountain.

You're his lawyer, aren't you, Jim?

Yes, Lily, I'm his lawyer. I'm--

I'm also his friend.

Look, here. There's nothing wrong in his

asking me to pick this up.

What bothers me is that you're so upset.

You haven't been making too much of the whole thing,

have you, Lily?

I haven't made anything of it.

It wasn't important.

It was just a couple of days that weren't important.

At all.

Thank Steve for me.

But tell him it was too generous a payoff.

Fasten your seat belt, please. Thank you.

Will you fasten your seat belt, please. Thank you.

So, there it is. It's pretty clean-cut.

We've got to get enough financing to start

the second mine producing before

the first one runs out.

Yes, but if we got the money,

the bank must understand we can't start

paying it back until the second mine gets going.

You just can't figure that to the day.

Well, there it is. That's what you got

to make clear to them.

Give them all of the technical stuff.

That ought to push it over.

And that's why I needed you here.

Why did you--

why did you put up such a fight about coming back?

Oh, I just thought I'd be better off in my own backyard.

Going to see her?

No.

Well, I'm glad of that. I must say I thought about it

when I insisted on your coming back,

and it worried me a little,

because that's the kind of thing that you simply can't give in to.

It might end up in tragedy for everybody concerned.

And I don't think your wife can take another tragedy.

Don't worry.

See you tomorrow.

Get me the Betsy Ross hotel, please.

Miss James. One moment, please.

Yes?

Oh, find out who it is first, will you?

No. No, tell him I'm not in.

Well, that gives me another canasta, and I'm out.

I'm left with 80.

I don't think we need to count anymore.

We're way over 5000 now.

Well, it's way past my bedtime...

Oh, let's play one more round, please!

Lily, we've been playing for 4 hours.

Have a heart, go to bed.

Goodnight, honey.

Oh, I'll see you tomorrow.

Wake me up, I'll have breakfast with you.

Okay. Goodnight!

I'll clean house for you.

I do better than that for you.

I run you around the block 10 times,

and I'll buy you a cup of warm milk.

How long has it been since you slept anyhow?

Oh, just seems a year or two.

The trouble with you is that success

just doesn't agree with you.

That's just one of the troubles with me.

I wouldn't have called you again...

I-I haven't been here since you left.

It was Jerry--

she's gone.

Lily, are you angry?

Angry?

About the bracelet.

Oh.

I--I didn't like being paid off.

You knew better than that.

Yeah. I knew better than that.

Something for the lady?

No.

What? No, no, no.

Well, what is it this time?

Another week?

Longer. I-- I don't know exactly.

Anything wrong?

No, not really. It's just that we have to refinance.

Oh, what did you have to come back for?

I tried not to.

I tried!

Of course this will all be quite different,

when it's properly redecorated.

The last tenant left things in a pretty bad shape.

You know what's incredible to me?

The way people live today.

Open fire.

Of course in the wintertime, there's nothing

homier or woodsier than a fire.

And in the spring, you don't want to be bothered,

you can always plant it.

Plant it? With what?

Uh, green things?

But believe me. You won't find a more charming apartment

than this in all New York, Mrs. Harleigh.

Miss James. The apartment is for me.

Oh yes, of course, miss James.

Oh, sorry. It was a natural mistake.

Mostly couples, you know,

are looking for apartments this size.

What is the rent on this?

3000 a year.

Half when signing the lease,

and the rest in 6 months.

Well, I can't manage a lump sum.

If I'm interested, and I'm not sure yet that I am,

it would have to be by the month.

Oh, I think that can be arranged.

Uh, I have to see this one tenant across the hall.

Will you excuse me, miss James?

Give you time to consider.

Don't you like it, honey?

Yes, I like it.

Steve, what is it you're hating so much?

Well, everything.

The way you're fighting

not to let me do anything for you,

and the way the whole thing looks

to that little pipsqueak there.

You said we wouldn't care.

You said we'd know better.

Oh, it's alright, Lily,

it's just that I'm a new hand at this, you know.

I'm not used to it.

Well, do you think I am?

Why don't you get out?

Why don't you go back where you came from?

Why don't you let me go right this minute? Right now!

Ahem.

Oh, and what has our miss James decided to do?

Plant it... Plant it with the little green things.

Well... Good, huh?

Awful. Horrible.

What do you mean awful?

Come back here, you little half pint.

Did you call me, dear?

Yes, dear, I called you. Come here a minute.

Now listen...

Ahhh!

Now, you see? Silly losing your temper.

Lily, dear, stop calling me dear.

Will you just tell me simply and quietly,

why isn't the piano okay right there where you told me to put it,

only remember, I have now moved it 4 times.

It makes the room look too big.

When it was over there you said the room looked too small.

Over there I said it looked cluttered.

Now, over here,

it looks as though we fixed the room to look bigger on purpose.

And that's no good, huh?

Of course not.

Now, let's see.

I know, I know, I know.

Let's put it there.

There's no fixture there.

The light could be bad for playing the piano.

So who's gonna play?

How do you like that?

That's who's gonna play.

Are you just gonna sit?

No, I'm not just gonna sit.

I'm gonna sit until I drink the coffee that you're gonna make me.

I certainly am, you poor looking thing.

Now, I'll tell you what,

I'll help you and get these few things out of the way

while you just move the piano a little bit, hmm?

It'll be easier moving it after I have the coffee.

You're right. Then I'll tidy up here... And...

Don't you dare. Don't you dare!

Oh, Steve... Imagine loving washing dishes.

Told you.

I told you.

Oh, darling, let's be as happy as we can.

I have to be. I have to be because all my life I've...

I wonder what it is I love about hockey so.

You know, it must be the fights.

I'm always hoping there'll be one.

Oh, if I were the manager, I'd give them a few instructions.

I'd tell them to bash their skulls in. That's what I'd say.

Steve, does it cost a lot of money to buy a hockey team?

Oh, darling, I'll get you some coffee.

Lily? Well don't I always?

After all, it only takes a couple of minutes.

Everything's ready. All I have to do is just turn it on.

You know, darling, I'm not a boastful woman,

but I do think that I make the best coffee in the world.

Well, don't I?

You're certainly making me work very hard for a kind word tonight.

Darling, I think I'll tell you something.

It was supposed to be a surprise,

but, oh, the best part of surprises

are knowing about it beforehand.

Steve, you have to leave Friday night open.

I bet you don't even know what night it is.

It's your birthday, dummy,

and I'm going to give you a birthday party and...

I'd better look at that insane percolator.

Lily...

Alright. Just let me turn the coffee off.

My wife is arriving Thursday or Friday.

I didn't know about it until this morning.

She planned it so that she could get here for my birthday.

Oh, us women and our little surprises.

Well, we... We knew she'd get here sometime.

I knew you had a wife... Somewhere far away.

Now she's real.

Now she's Nora.

She's real and her name is Nora,

and that's all I know about her,

except that if she had been here with you

you would never have met me,

but she wasn't and I...

She couldn't.

She's been ill.

She can't walk.

It was an automobile accident 3 years ago,

I was driving.

Why didn't you ever tell me?

Why didn't you?

It seemed like asking for pity.

You're ashamed of cheating on her.

Yes... Yes I was at first.

And then I thought, Nora's life stopped 3 years ago.

I tried to make mine stop, too, but when I met you,

I knew I couldn't.

You're still ashamed.

Well, Steve, what do you want to do about it?

Call it quits?

That's the way we went into it.

That isn't the way it is now.

But you can't just leave it like this.

I don't suppose you're much of a liar.

I can't picture you saying,

"I'm spending the evening with the boys, dear."

Or could you?

What can I do?

Make a balance sheet? Tally it up?

My years with her against how much I love you--

is that how I choose between you?

Well am I asking you to?

Am I pressuring you?

Yes, I suppose I am,

whether I want to or not.

But I'll try to be fair, darling.

You haven't seen her for a long time.

You've forgotten what it was like to be with her.

All you remember now is us.

It isn't fair to make a decision now.

Here... Give yourself a chance to think about her.

And then to get to know her again.

Don't come here. Not for a while anyway.

It'll be easier for you.

Just let me know when you're sure.

When you know.

Are you brushing me off?

Well, I'm trying to.

I'm trying to, but how can I?

Oh, darling.

Steve...

I'm giving that birthday party for you anyway.

It might make you feel good to know that I'm still glad you were born.

Happy birthday, darling.

What's the matter? My tie crooked?

Face dirty?

I was taking a good look.

Same fella.

People don't stay the same for 3 minutes, let alone 3 months.

I can see all sorts of little differences.

Don't worry, they're interesting.

Yeah? What's interesting is the problem you've made for me

with all those presents.

I don't know what to do first.

Whether to read the books,

or find some place to play the records,

try on my new tuxedo-- dinner jacket.

Very impressive, these gold cuff links from Jim.

Yes.

Made me feel a little guilty about not inviting him tonight.

Oh, that's alright.

I wanted you all to myself.

Steve, is Jim worried about the mine?

He was a little too cheerful about it on the phone.

That's my smart gal.

Well, it is to be worried about.

The new load isn't producing yet

and the time limit on the bank loan is up next month.

If we don't get an extension before then,

they can get the mine, and we'll have nothing.

Well, isn't there a chance the new load

will start producing before next month?

If we're lucky.

Oh, we will be.

We always have been, haven't we?

The old silver lining kid.

Copper lining.

Mrs. Harleigh,

is it too early for my piece of birthday cake?

Oh, I'm the mean girl who's gonna break up the party.

No, Smitty, you promised me I could stay up until 10:00 tonight.

Now, Mrs. Harleigh, we want to feel splendid tomorrow, don't we?

We want to feel splendid tomorrow.

Smitty, wait. Steve?

I have a little birthday stunt for you.

Nora, that's wonderful.

You can enter me in the Kentucky derby next year.

I'll figure the odds when you're getting ready for bed.

You're some filly.

You know, it's funny.

Clara says she doesn't care

if she never sees New York again in her life.

You know, my sister-in-law,

my second brother's wife.

The life insurance one.

Oh, yeah, yeah.

And she was born here,

but she's been out west for 20 years now.

Well, I guess she's happy with your brother.

Why shouldn't she be? He gives her everything in the world.

Would you like me to order you another cup of coffee?

Yes, that would be fine, Mrs. Smith, if you'll join me.

Room service, please.

Maybe a little double solitaire if you would.

Just like old times. That'd be dandy.

Room service? Will you please send two pots of coffee to room 1817

and a pitcher of hot milk.

And will you see that the coffee and milk are extremely hot?

What's wrong with her?

You think all this would look lovelier to me

if I had a drink myself?

You'd just get sick.

Yes, dear.

Oh, come on, Maggie, leave it.

It gives the place what it needs, that lived in look.

How long have these clambakes been going on?

Darling! Darling!

I've been looking for you.

Don't give up. You'll find me.

Lily... Great party, Lily.

Put me on the list for the next one, huh?

I won't have to 'cause this one's gonna last forever.

So there's a list, huh?

Well maybe there is.

A drink, Lily?

No, I don't want any.

I know what's at the bottom of the glass.

Maybe there's room for one more on that list.

There's a vacancy at the top.

I put in my application.

You come around later with your references.

That a girl, Lily, you're terrific.

Lily, say a word to me.

Oh, come on. I haven't had a minute with you all evening.

Oh, but, Tom, that's what parties are for,

so people don't have to talk.

* that you can see your future with me... *

you've made a lot of friends.

I've lived here all my life and I don't know this many people.

Darling, I'm still looking for you. Am I getting any warmer?

Any minute now.

You know, I don't know a living soul in this room,

except you, Maggie, and her guy.

Where do you suppose they all come from?

Well if you're tired, I can easily...

Oh, no. I like them.

I love 'em. They're my kind.

That's all fine, tonight?

Way back when.

You know that, Tom.

You guessed it a long time ago.

You're a pretty smart cookie.

Lily, I've been...

Tom, Tom, no... I know what you're going to say.

You see, that's the secret of my success.

I always know what everyone is going to say...

Including me.

Well, it's a joke, boss.

People! You must have heard the good news.

Miss James is giving an at home this evening.

Prizes and dishes for one and all.

Going so soon? Mm-hmm.

Where's Bob? He's getting his coat.

What's the matter with this joint? Too cheap for ashtrays?

What's the matter, is the rug not good enough for you?

Who's throwing this party, anyway?

Lily, where did you pick up this mess of vultures?

Let me clear it out for you, huh?

Look, if you don't like it, don't knock it.

You and caraway have been sitting

on a mourner's bench all night.

Nobody's begging you to stay.

Oh, no, you don't.

You're not gonna pick a fight with me--

not tonight, not the way you feel.

Lily, look...

No, Maggie, don't...

Let me alone, will you?

What is it, Lily? What's the matter?

Is it Steve not being here?

Will you let me alone?

Hey, let's dance, huh?

Sure.

Oh, no!

You're Steve Harleigh. I'm Maggie Collins.

I don't know if Lily's ever mentioned me or not.

Yeah, I know how many teeth your baby's got.

He got a new one last night. Oh?

This is my husband, Bob.

How are you? How are you?

Be nice to her, will you?

Yeah. Yeah, I'll take care of her.

Well, the birthday boy!

Ladies and gentlemen, or whatever you are,

I want you to meet the birthday boy.

Mr. X.

Hi.

Come on, darling, I want you to see your birthday cake.

I wouldn't let anyone touch it all evening.

Just on the chance...

Just on the chance...

It's beautiful.

The candles are out. You want me to light it again?

No, darling, no.

That's right. When it's out, it's out.

You like your party?

Okay, so you don't like your party.

I do... Did you come from a better party?

Lily... Oh, Steve, have a drink.

It's good for you when you're at a party you don't like.

I learned that from a girl I used to know.

A girl named Mary.

I'll pour it for you myself,

with my own Lily-white hands.

Hey, that's the second joke I made tonight.

Darling! Darling!

Now? Now!

Are you pleased with me, darling?

Glad I'm not sitting at home, alone, with my knitting?

Hiya, doll... Uh-oh.

What good does this do?

How's Nora?

She have a good trip?

Did you have flowers all over the room?

Did you tell her how much you missed her?

That you just couldn't wait 'til she got here.

And to tell her how dull New York was without her.

That you didn't know what to do with yourself.

Were you very tender with her?

Stop it, stop it!

Stop it!

Oh, no. Steve, turn the light out. Turn it down.

I don't want to see.

And don't be angry.

I can't stand it if you're angry.

No, no.

Don't hurt yourself anymore.

What are we gonna do?

I'll take it.

You can't be serious about this.

You know I am, or you wouldn't be here.

Now, look, Jim, I'm going to see Nora Harleigh

whether you come with me or not.

You're her friend, and it'll be easier for her if you're there.

That's the only reason I called you.

If you've come to talk me out of it, you can save your breath.

Well do you know what you're doing?

Do you realize she's an invalid?

Steve told me a few days ago.

Why didn't you?

'Cause it's none of my business.

Oh, but now it is, isn't it?

Now it's your business to stand there looking superior.

Well I know what you're thinking about me.

I'm... I'm just thinking

that you must be terribly unhappy.

When he told me,

I said to myself that it was all over.

I thought the best thing to do was to keep away from him.

And I have. I haven't pressured him, Jim, honest.

He was alright with her before he met you.

Oh, no. No he wasn't.

He had made himself forget what it was like to be happy.

I thought he could go back to her, but I was wrong.

He can't make everything stop for him again.

He can't make himself an invalid because she is.

It's too late now.

He came here last night.

He didn't want to, but he couldn't help it.

He's tearing himself to pieces over this,

and I'm not going to let him.

I can't, I can't!

Is that what you're going to say to Nora?

Yes, because it's true.

I think you'll kill her.

Well, it's killing him, isn't it?

Why is her suffering all that matters?

Why isn't his life as important as hers?

And you're doing this just for him, not for yourself?

Alright. Why isn't my life as important as hers?

Look, Jim. She doesn't have him.

Not the way I do. She can't.

Maybe she doesn't really love him.

Maybe she just depends on him. No, no, Lily...

She loves him.

Does she?

I'm sorry...

But if she loves him, she can't want him to be this unhappy.

If I go and talk to her, if I explain it to her, then...

Well this way all 3 of us are miserable.

And your way, only one of you will be miserable.

Nora. Is that the way you figure?

Well, it's fairer that way. It's fairer.

I don't believe you can work it out

that mathematically, Lily.

Neither do you, or you wouldn't be trying so hard

to convince yourself that what you want to do

is intelligent, sane, and sensible. You'd be doing it.

When you're dealing with other people's lives,

you have to think morally what's right and what's wrong.

Oh, the fact that she's an invalid makes it worse, of course,

but even if she weren't, going to any woman

and smashing everything she lives for-- that's wrong.

Why, it's murder, and murder's never fair.

Not even to the murderer.

Do you think you'd ever be happy again if you did this?

Then you know you wouldn't. Nobody could.

The real truth is, Lily,

that what you call your happiness is founded on a wrong thing,

a bad thing, and that's why I don't believe

any good can come out of your going there.

You know, this is the kind of thing...

Well if you did this,

you could never believe yourself decent again.

Don't talk to me about being decent.

Steve's my chance. The only chance I've ever had.

The only man who ever loved me that I could love, too.

Before him there was no one, just men.

I've had men buzzing around me since I was 14.

And I didn't want it that way.

I never wanted it that way.

I had to kid myself that there was a reason for staying alive.

Well, I kidded myself.

I told myself if I had money,

if I was important, people knew my name and who I was,

then I'd be happy. Then it would be worth it.

But it was never true. It was never true.

I don't know what'll happen to me if I lose Steve.

I don't know how I'll get through,

but I'm not going to lose him.

For my sake and his.

He's my first chance and maybe I'm his last chance.

And he's going to have it and I'm going to have it.

Are you coming with me?

Smitty.

Smitty, come in quickly. I fell.

Well, Smitty, will...

Jim.

Are you alright?

I'm fine, dear.

What a way to greet you. Hello.

Would you get me old faithful there? The wheelchair?

Oh, oh, yes.

Smitty went out shopping,

and I decided that I would practice walking.

I dropped my cane... Oh, the brake.

Now, would you help me up here?

You sure I'm not hurting you?

Oh, no. Not at all.

Nora, this is Lily James. Mrs. Harleigh.

How do you do?

Come in, won't you?

I'll be even happier to see you once I've caught my breath.

I dropped my canes.

I stooped, falling, and couldn't straighten up again.

So I decided I would try to be comfortable

while I was waiting to be rescued.

Steve goes through this 10 times a day, poor darling.

Do come in, won't you?

I just ordered some tea. Would you like some?

Do sit down, won't you?

I must've looked like a great big turtle lying on its back.

No, no. Please sit here.

Maybe you'd like a drink to help you recover from that meeting.

No. No thank you.

I left Steve... Oh, allow me.

Thank you, Jim.

I left Steve slaving away down at the office.

I couldn't wait to get a good look at you.

Oh, the same fabulous face.

Now, your face... I have a feeling I've seen you somewhere before

or a picture of you?

Well you probably have. I'm a model.

Oh, of course. Hundreds of magazine covers.

What fun that must be for you.

You see, everything's fun to Nora.

She's just been in a sanitarium.

3 months, wasn't it?

And according to her letters,

it was an unmixed round of pleasure.

I said ouch once or twice.

Well I won't say that was good for you.

You look wonderful.

Oh, that's Steve, not the sanitarium.

I missed the big fool so much.

That's the awful thing about marriage,

after awhile, you're just no good alone.

Are you sure you wouldn't like that drink,

or tea, or anything to...

No, I... I can't stay very long.

Oh, for a little while.

I hope... I have a very personal question I'd like to ask you.

Jim, would you pass me my purse, please?

Oh, yes.

Do you know of a good hairdresser who'd come here

and try to make me look presentable?

Well, there's one right here in the hotel,

Michelle, if you don't get him started on politics.

Now that's the kind of inside information I've been longing for.

I have to bite my tongue to keep from asking Steve

about manicurists, and masseuses, and new clothes.

It's a woman I need to talk to.

Well now you girls just fire away.

I think a little inside information might be good for me.

Jim, you may be my oldest and dearest friend,

but I'm afraid you would inhibit me.

Really?

Why don't you go downstairs... And get me some aspirin.

Well, do you really need it?

No, but would you get them anyway?

Well I thought it might be a good idea

if the two of us cleared out.

You just had that fall, you know.

Jim... Go ahead.

Well, alright.

You've got him well trained.

I'll be back in 10 minutes.

Why did you want him to go, Mrs. Harleigh?

Certainly not to ask you about manicurists.

If I'm wrong, please forgive me,

but I have a feeling there's something odd about this visit.

Jim's a rather formal person.

For him to come without telephoning first is strange, unlike him...

And you... You're nervous, aren't you? And distraught.

And so I thought, perhaps, it was because...

Or is it me? Am I upsetting you?

Upsetting me?

Many people, people with imagination,

cannot bear to be near a cripple.

They feel too much.

Too much pity, and that makes them uncomfortable with us.

Well, I'm... I'm just sorry about it.

Then perhaps my first thought was right.

What was your first thought?

That Jim's interested in you.

He brought you here for me to approve.

But you're not interested in him.

You don't want to hurt him.

Don't know how not to.

No, I'm sorry, that was a bad guess.

Then there was no special reason for this visit.

I just read things into it...

But, still, you... You know,

you take Liberty as people like me,

but perhaps we're conceited with...

We're so experienced in our own pain

that we think we can always recognize someone else's.

To me, you seem desperately unhappy.

Yes, yes I am...

And it has to stop.

I have to do something about it because I can't stand it anymore.

You're in love, aren't you?

And it isn't going very well.

Don't be afraid. I won't pry.

It's the only real trouble there is.

I know only too well that no one can help you.

No one but the man you love.

And he's the one person that you can't ask for any help

or for any reassurance.

Because if you ask,

getting it won't mean a thing.

You won't believe it.

You say he's just being kind because I asked him.

It won't help...

But you have to try to make it work.

You have to be as good and strong as you can.

You have to fight for it.

But you're young and you're whole life...

You can walk down the street with no one to lean on.

And your happiness doesn't have to depend on one person.

That's not a little thing...

Not everyone can say that.

In a second we're going to be howling like a couple of babies.

I've had a few bad nights with no sleep.

I'm jittery, and you...

Well you just fell flat on your face, so you're jittery.

You know what we remind me of?

That, uh, that kids story.

Who was it? Chicken little.

A leaf fell on her head. Just a leaf.

And she went around crying, "oh, the sky is falling down."

Yes. Yes.

Well, ladies, have you finished your woman talk?

Yes, Jim. All finished.

I have to go. I have a job to do.

Jim, you stay. You haven't had

a chance to talk with Mrs. Harleigh.

Goodbye.

Let us both remember, the sky never falls down.

Well at least hardly ever.

She's alright.

I didn't tell her.

She's nice, Steve.

Why did she have to be so nice?

Lily...

I've made up my mind.

I've gone over and over it,

and I haven't thought of anything else since last night.

There's no sense in going on this way.

It just means that all 3 of us will be miserable.

I added it up, too, Steve, and I got the same answer.

Oh, it doesn't work.

It just doesn't work.

Maybe that's because we both know it's the wrong answer.

But why is it? Why?

I don't know why.

I guess it just isn't anything you can think about.

You just feel.

When I was with her, getting ready to tell her,

something in here turned over.

It was as though my own insides hated me.

So I couldn't tell her.

And neither can you.

Someone else could, maybe.

Another kind of man. Someone I'd hate.

But not you.

It's all over, darling.

We're all through.

We'll just have to live without each other.

I don't think I can.

I don't think I can, either...

But I'm going to.

Lily...

I'm gonna turn my back on you, Steve.

Forgive me.

It wants to be stark, dramatic.

Maybe a touch of chiffon.

As though she were undine rising up out of the sea.

What are you doing?

What is all of this?

Lily, Lily...

How blue our pretty lady looks tonight.

Hey, I got a message for you.

Yes, from a feller, too.

He says, why not let him buy you a drink?

Why should you spend your own money, huh?

There he is. Right over there.

Hey, yoo-hoo. Come on over.

I was thinking about you.

After all this time? I'm flattered.

I was hoping I'd run into someone,

thinking that with my luck,

it would probably be you.

Waiter? Yes, sir.

A bottle please.

You, uh, come here often?

Used to... I should imagine a hot band and a floor show

would be more your style.

No, that's just the face I show the world.

Laugh, clown, laugh, et cetera.

What's underneath? A little, lost, lonely child?

That's right, Lily, keep slugging. Share the misery.

Give someone else a hot foot, it'll butter your own burns.

You know, I wasn't to blame for Mary.

You were wrong about me.

Just for the record, she's not on my conscience.

Yes, that's fine.

Everybody gets old. Nobody stays 21 forever.

A lot of people have it just as tough as she did.

They don't all jump off buildings.

How's the modeling? Haven't seen your stuff around much lately.

I can work whenever I want to.

The trick is to want to, isn't it?

Well everything goes stale once in awhile.

Don't expect a revival.

You wanted to be a top model.

You've made it. It didn't fix anything.

You know, Lily, they ought to invent a new kind of ambition.

One that doesn't wear out.

Until they do, it's better to settle for small things,

just not to get scuttled.

Now there's something to ask your fairy godmother for--

just not to get scuttled.

And what you ought to know.

You talk as if you know a lot about me.

I know all about you. I did the first time we met.

You're a lot like me.

That's why you're so relaxed now, feeling almost good.

I don't even know you're here.

I'm just talking to myself.

Sure... It's almost as if you were.

Kinda comfortable being with your own kind, isn't it?

Another drink, sister?

Why not, brother?

Didn't I read something about Harleigh

losing his copper mine and his shirt 4 or 5 weeks ago?

Yeah... I guess I brought him bad luck.

I was always afraid I would.

Yeah... Yeah, we have a way of doing that, us Jonahs.

How was Florida? Oh, yes, I follow your career.

You made a bet of sorts with me on it once, don't you remember?

You said it would take you 10 years to get around to me.

I didn't bet anything. No stakes.

Yeah, more like a claiming race.

The winner gets the loser.

Who do you think is going to win?

Well I've won all ready. You know that.

Well, you certainly have high hopes

of this bottle of champagne.

No, I haven't any hopes.

You're not that important to me. Nothing is.

Oh, I Grant you it's just a moral victory.

It may not be me, personally, that you'll get around to,

but it'll be somebody just like me-- another brother.

Has to be.

You're working too hard.

If you were sure, you wouldn't be working this hard.

Who are you kidding? Add it up.

You used yourself up over that Harleigh guy, didn't you?

You haven't got anything left.

You think you're gonna meet a nice, upstanding young man next week,

fall in love, and live happily ever after?

No. That's all over for you.

You don't even want it anymore.

Your work's gone, too, isn't it?

You can't get all gay and giggly about your picture on a magazine cover.

What else can you do?

Find another kind of work?

Move to a different city? Take a trip somewhere?

Yeah, you could. You could do any of those things.

Would you get a kick out of it?

Would it make you sleep better nights?

Yeah, I know about that not sleeping nights, too.

How long do you think it'll be before you can't stand it, Lily?

How long do you think I'll be before that night

when you can't stand it and get mixed up with some guy or other

just because it's better than being alone?

You won't like him very much.

It won't last, but don't worry,

he'll introduce you to a friend.

And the friend will have a friend, too.

And that's the way you'll go... Down the chute.

You have no other place to go.

Well... At the moment, I can go home.

I'll call you.

Yes, I know you will.

It's a comforting thought, isn't it?

Oh, sure. It's nice to know someone is waiting for you.

Taxi, ma'am?

We're all through.

We'll just have to live without each other.

I don't think I can.

I don't think I can, either... But I'm going to.