diff --git "a/scripts/Oceans 11.txt" "b/scripts/Oceans 11.txt" new file mode 100644--- /dev/null +++ "b/scripts/Oceans 11.txt" @@ -0,0 +1,8415 @@ + 1. + + + + FADE IN: + + +1 INT. EMPTY ROOM WITH SINGLE CHAIR 1 + + We hear a DOOR OPEN and CLOSE, followed by APPROACHING + FOOTSTEPS. DANNY OCEAN, dressed in prison fatigues, ENTERS + FRAME and sits. + + VOICE (O.S.) + Good morning. + + DANNY + Good morning. + + VOICE (O.S.) + Please state your name for the + record. + + DANNY + Daniel Ocean. + + VOICE (O.S.) + Thank you. Mr. Ocean, the purpose + of this meeting is to determine + whether, if released, you are + likely to break the law again. + While this was your first + conviction, you have been + implicated, though never charged, + in over a dozen other confidence + schemes and frauds. What can you + tell us about this? + + DANNY + As you say, ma'am, I was never + charged. + + +2 INT. PAROLE BOARD HEARING ROOM - WIDER VIEW - MORNING 2 + + Three PAROLE BOARD MEMBERS sit opposite Danny, behind a + table. + + BOARD MEMBER #2 + Mr. Ocean, what we're trying to + find out is: was there a reason you + chose to commit this crime, or was + there a reason why you simply got + caught this time? + + DANNY + 2. + + + My wife left me. I was upset. I got + into a self-destructive pattern. + + BOARD MEMBER #3 + If released, is it likely you would + fall back into a similar pattern? + + DANNY + She already left me once. I don't + think she'll do it again just for + kicks. + + Glances dart between the Board Members. + + BOARD MEMBER #1 + Mr. Ocean, what do you think you + would do if released? + + Danny considers. + + DANNY + (deadpan) + I don't know. How much do you guys + make a year? + + +3 INT. MINIMUM-SECURITY PRISON - CHECK-OUT STATION - DAY 3 + + GUARD #2 + Ocean, Daniel. + + Danny steps forth, and GUARD #1 doles out his possessions + and a form certifying their return to Danny. + + GUARD #2 + Sign. + (adding a piece of mail + to the pile) + This came today for you. Rest'll be + forwarded to your parole officer. + + GUARD #1 + (reading its return + address over Danny's + shoulder) + Those your lawyers? + + DANNY + My wife's. + + He opens the letter, and as his eyes gaze over the papers + within, he smirks just a little. + 3. + + + GUARD #1 + What's it say? + + DANNY + I'm a free man. + + +4 INT. CHANGING CUBICLE 4 + + Danny pulls on civilian clothes and there's not a bare + thread among them. He tugs his cuffs and smiles: The old + skin feels good. One last item to don: a silver wedding + band. Danny considers it. Will he put it on? + + +5 EXT. MINIMUM-SECURITY PRISON - FRONT GATE - AFTERNOON 5 + + A sign reads: "NEW JERSEY STATE MINIMUM-SECURITY + CORRECTIONAL FACILITY." Someone has graffitied below it: + "If you were in prison, you'd be home now." + + The great metal door opens, and Danny stands within its + frame, ready for release. (If it matters and if you notice, + he's wearing his wedding ring.) + + He hovers there for a moment, on the precipice of freedom. + The WIND WHISTLES a little on the other side of the gate, + and the view ahead is not pleasant (New Jersey): Life is + hard out there. + + But Danny musters his courage, then takes his first step + into free America. + + +6 EXT. ATLANTIC CITY BOARDWALK - DUSK 6 + + Any empty wintery boardwalk. + + +7 INT. CASINO - ATLANTIC CITY - NIGHT 7 + + And his wingtip lands squarely on plush red carpeting. + + As we PULL UP TO Danny's face and SPIN AROUND him, we hear, + then see the BUZZ of a CASINO floor: the HUM of + CONVERSATION, the DING-DING-DING and THUNK-THUNK-THUNK from + the SLOTS, the brisk WHIR of SHUFFLED CARDS. + + And to Danny, it's a hearth and fire and a comfy chair and + a snifter of brandy. He's home. + + ON DANNY'S WALLET + 4. + + +As he pulls out several crisp one hundreds, sets them on +green felt, then sees them replaced by a neat pile of +chips. + +AT BLACKJACK TABLE + +Danny cranes his neck about the casino, looking for +someone, a friend, somebody who should be here, but without +success. He turns his attention back to his cards, and the +cards of the dealer. + +Nine-ten. Stay. Dealer, seventeen. Danny wins. King-four. +Dealer shows a six. Stick. Dealer busts. Queen-ace. Twenty- +one. Danny wins again. + +A second dealer relieves the first, and Danny recognizes +him with a smile, this wasn't the friend he was scouting +for, but two hours out of the joint any familiar face is +welcome. + + DANNY + Hello, Frank. + +The new dealer (FRANK CATTON) glances up at Danny, and his +eyes go wide, like a priest who's discovered he's dealing +communion wafers to the pontiff himself. He quickly hides +his astonishment. + + FRANK + I beg your pardon, sir. You must + have me confused with someone else. + My name is Ramon. See? + He taps the name embroidered on his + vest, although he is the most + African-looking Ramon you've ever + seen. A pit boss circles close by + and glares at them both. + + DANNY + My mistake -- + (collecting his chips, + doubled) + Table's cold anyway. + + FRANK + You might try the lounge at the + Grand, sir. It gets busy around + one. + + DANNY + (as he goes) + Thanks. + 5. + + +8 INT. LOUNGE AT GRAND 8 + + Danny checks his watch -- 12:58 -- then the lounge around + him: prison had more nightlife. He nurses a bourbon, folds + back the New York Times and scans. + + His eyes move down the page and stop at a header "Vegas' + Paradiso to be Razed; Former Owner Denounces Plans" + accompanied by two photographs. + + The first: Tan, well-coiffed developer and new owner of the + Paradiso, Terry Benedict, with a beautiful (if barely + visible) woman on his arm. The second: scowling former + owner, Reuben Tishkoff. + + FRANK (O.S.) + Catching up on current events? + + Danny lowers the paper; Frank is sitting across from him, + changed out of his dealer's threads. + + DANNY + Ramon? + + FRANK + Glad to meet you. Frank Catton + wouldn't get by the gaming board. + (beat) + You just out? + + DANNY + This afternoon. + + FRANK + (re: Danny's drink and + whereabouts) + And already turning over a new + leaf. + + Frank signals a passing waitress; she ignores him. + + DANNY + (directly, this is why + he's here) + You seen him? + + FRANK + Last I heard he was in L.A. + Teaching movie stars how to play + cards. + (beat) + Why? You don't have something + planned already? + 6. + + + DANNY + You kidding? I just became a + citizen again. + + Frank stares at Danny a moment, finally catches his eye, + and Danny can't help but grin: of course he has. + + Frank turns his eyes to heaven... + + FRANK + Jesus -- + + +9 INT. SUB SHOP - NIGHT 9 + + MOVING WITH Danny and Frank. + + FRANK + It's tough now, our line of work. + Everybody so serious. Too many + guns, too many computers. Whadda + you gonna do? Steal from ordinary + people? + + DANNY + That would be criminal. + + FRANK + So what's left? Banks? Hah. Banks + got no money. It's all electronic. + Only place that still takes cash is + -- + + DANNY + Casinos. + + FRANK + (realizing) + Oh, no -- + + DANNY + Oh, yes -- + + FRANK + When? + + DANNY + Soon. Interested? + + Frank smiles. Danny has his answer. + + +10 INT. SUB SHOP - FOYER - NIGHT 10 + 7. + + + Danny pulls a business card from his jacket, picks up the + phone again, and dials the card's number. + + DANNY + Yes, Officer Brooks? My name is + Danny Ocean. I'm just out, I'm + supposed to check in with you + within twenty-four hours. + (listens) + No, sir, I haven't gotten into any + trouble. No drinking, no sir. + (listens, finishes his + bourbon) + No, sir, I wouldn't even think of + leaving the state. + + OFF the sound of a JET fly-over we -- + + CUT TO: + + +11 EXT. HOLLYWOOD CLUB - DEEP - REAR ENTRANCE - NIGHT 11 + + PULLING OFF the Capitol Building, we PICK UP Rusty (tall, + angular, ebony) leaning against his Ford Falcon. + + TOPHER (O.S.) + Hey! Hey, Rusty! + + Rusty turns to the voice and -- + + CUT TO: + + ANOTHER ANGLE + + MOVING WITH him and Topher Grace, the actor, as they push + down a back alley. + + TOPHER + Hey, I don't know if you're, uh, + you know, incorporated or anything, + like Rusty Ryan. And, I don't know, + incorporated, but you should think + about it, really, 'cause I was + talking to my manager yesterday -- + + RUSTY + Bernie? + + TOPHER + 8. + + + No, not Bernie, I mean not, not + that Bernie, my business manager, + he's also Bernie, he was telling me + that since this, what we do, could + be considered research for, you + know, a future gig, that I should + be able to write it off as a + business expense. So he suggested + that it'd be better if I wrote you + a check, and thereby -- + + Rusty looks at him: are you stoned? + + TOPHER + Or, or we could keep it cash. + + By this time, they should have entered. + + +12 INT. HOLLYWOOD CLUB - DEEP - NIGHT 12 + + -- where they must weave through hordes of young Hollywood + nightclubbers. + + RUSTY + Alright. Who's here? + + TOPHER + Josh is here. Seth is here. David + couldn't make it. He's got two + weeks of reshoots on Lusitania + because somebody just figured out + forty percent of the budget is + coming from Germany. + + RUSTY + That's a problem. + + TOPHER + Barry is here. + + RUSTY + I thought they let him out to do + that H.B.O. thing in Vancouver. + + TOPHER + Couldn't work the dates. Oh, and he + brought his girlfriend. + + RUSTY + Not the one from -- + + TOPHER + 9. + + + Uh-huh. + + RUSTY + (beat) + I quit watching when Kate left Don + after his accident. + + They pass on, and into -- + + +13 INT. BACK ROOM - NIGHT 13 + + Small but stylish. Rusty enters, Topher in tow. + + RUSTY + Good evening, guys. Let's play some + cards -- + + A glance at the table reveals: the three waiting players + are all young TV stars (Josh Jackson, Seth Green, Barry + Watson) here for a group poker lesson with Rusty. (One + star, indeed, has brought his girlfriend, Katie, also a + known actress, to observe.) + + A glance back at Rusty reveals: he's in for a long night. + + RUSTY + -- and let's play some cards. + + AT TABLE - LATER + + The group lesson has begun. + + TOPHER + A hundred bucks to me -- + (mulling it over) + Ah, what the hell. Pocket change. + Call. + + Rusty leans into Topher's ear, whispering: + + RUSTY + Why you bet a certain way is your + business. But you have to make them + think you're betting for a reason. + Understand? + + SAME SCENE - LATER + + To another player: + + RUSTY + 10. + + + Seth. You know what you have. + Looking at them doesn't change + them. Leave 'em where they are and + make your bet. + + SAME SCENE - LATER + + To another player: + + RUSTY + You're showing. Yeah, I know she's + your girlfriend, Barry, but you + can't -- Thank you. + + SAME SCENE - LATER + + To another: + + RUSTY + Josh. Deal to your left. + + SAME SCENE - LATER + + A WAITRESS enters from the club, and DANCE MUSIC with her. + As she distributes a fresh round: + + WAITRESS + One McCallum neat. And four bottled + waters. + + Rusty takes in the sight, bottled fucking water on a poker + table. + + SETH + (triumphantly) + Two pair -- nines and twos. + + Rusty checks his hand: a full-house full of face cards. + + RUSTY + (folding) + You got me. + (as Seth rakes in his + winnings) + Let's take a little break. + + +14 INT. HOLLYWOOD CLUB - DEEP - NIGHT 14 + + At the bar, Rusty orders a double. He needs it. + + BARTENDER + (shouting over music) + 11. + + + How's the game going?!! + + RUSTY + It's been the longest hour of my + life. + + BARTENDER + What?! + + RUSTY + (at the same volume) + I'm running away with your wife. + + The Bartender, not able to hear him, smiles and flashes a + thumbs-up before moving away. + + BARTENDER + Cool, man! + + Behind the bar two go-go dancers writhe behind red-light- + district windows, and Rusty catches his own fatigued + expression in their reflection. Then, out the corner of his + eye, he catches sight of a man passing through the + pulsating crowd. Someone familiar to him. He follows. + + +15 INT. HOLLYWOOD CLUB - DEEP - BACK ROOM 15 + + Rusty returns. + + TOPHER + Hey, Rusty, we got another player, + if that's alright. + + Topher indicates the new arrival: Danny. Rusty looks as if + there's a bad smell in the room. + + RUSTY + What's this? + + DANNY + The bouncer mentioned there was a + game in progress. I hope I'm not + intruding. + + TOPHER + No intrusion at all -- + + RUSTY + What was his name, the bouncer's? + + DANNY + I don't remember. + 12. + + + RUSTY + A card player with amnesia. This + should be fun. + +AT TABLE - MOMENTS LATER + +Rusty deals the next hand. + + TOPHER + What do you do for a living, Mr. + Ocean? If you don't mind my asking. + + DANNY + Why should I mind? Two cards, + please -- + (long beat) + I just got out of prison. + + TOPHER + Really? + (a glance among the other + players) + Really -- + + RUSTY + (half to divert + attention) + Barry, you're showing again. + + BARRY (O.S.) + Sorry. + + JOSH + What'd you, uh, go to prison for? + + DANNY + I stole things. + + JOSH + What, like jewels? Diamonds? + +A beat, then: + + RUSTY + Incan matrimonial headmasks. + +Looks are exchanged. Everyone digests that. + + JOSH + From a museum? + + DANNY + Gallery. + 13. + + + SETH + There a lot of money in those? + Incan matrimonial -- + + DANNY + Headmasks. Some. + + RUSTY + Don't let him fool you, Seth. + There's boatloads. If you can move + the things -- + (finishing his deal) + One card to me. + (to Danny, pointedly) + -- but you can't. + + DANNY + My fence seemed confident enough. + + RUSTY + If you're dealing with cash, you + don't need a fence. + + DANNY + Some people just lack vision. + + RUSTY + Probably everybody in cell block E. + +Now the other players realize. These guys have a +relationship. In fact, a criminal one. And, judging from +their steely glares across the table, not a happy one. + + DANNY + Well, that's all behind us now. + + RUSTY + I should hope so. + +Danny smiles, icily, of course, it's not, then pulls out +his wallet. + + DANNY + I raise you five hundred dollars. + +A hush in the room. Danny has thrown down the gauntlet. He +and Rusty hold each other's stares. + + RUSTY + Guys: Day One: what's the first + rule of poker? + + BARRY + 14. + + + Um, never bet on, uh, on a -- + + TOPHER + 'Leave emotion at the door.' + + RUSTY + That's right. My friend here just + raised me out of pique. + (beat) + Today's lesson. How to draw out a + bluff. This early in the game, that + much money, I'm thinking he's + holding nothing better than a pair + of face cards. + (beat) + Seth, raise him. + + SETH + Okay. Uh, your five hundred and -- + another two? + +Rusty nods, and Seth pushes in his chips. + + RUSTY + Tophe -- + + TOPHER + Seven to me. Plus three. What the + hell. + + RUSTY + Indeed. But be careful you don't + push him too high too fast. Want to + keep him on the leash. I call. + +It's Josh's turn. He hesitates. + + JOSH + What's that to me? A thousand? + + RUSTY + All you have to do is call. + + DANNY + (off Josh's further + hesitation) + What? Your girlfriend holding your + purse? + +That does it. Josh is in. The bet's to Danny. He checks his +hand, and Seth starts to whisper to Topher. + + DANNY + 15. + + + Contrary to what Mr. Ryan may say, + Seth, I always check my cards + before I make a bet. But be + cafeful. I could tell from your + face you're holding three of a kind + or better. + (digging his wallet out) + Five hundred to call. And two grand + more. + + Danny stares Rusty down. The others look a little pale. + + RUSTY + Guys, you're free to do what you + like. It's a lot of money. But I'm + staying in. He's trying to buy his + way out of his bluff. + + Nobody looks too eager to call, but nobody wants to leave a + grand on the table, either. Finally, Seth ponies up, and + the others, not be outdone, do, too. + + RUSTY + We call. + + Danny sets down his hand. Four nines. It's a winner. The + others, jaws dropped, throw in their cards. For the first + time tonight, Rusty blanches. + + RUSTY + Shit. Sorry, guys. I -- I was sure + he was bluffing. + + As Rusty plummets in the estimation of all the guys around + him, Danny rakes in his pot. + + DANNY + Thanks for the game, fellas. + (then) + Hey, I hate to ask this, but could + you sign something for me? It's for + the guys in the joint. They just + love all your shows. + + +16 EXT. HOLLYWOOD CLUB - DEEP - NIGHT 16 + + A queue of clubgoers erupt in a frenzy as Topher and + company exit, and they begin signing autographs. Danny and + Rusty exit, too, but of course nobody gives a shit about + them. + 16. + + +17 INT. RUSTY'S FALCON - MOVING - NIGHT 17 + + Danny and Rusty ride silently, staring out opposite windows + at Sunset Boulevard. + + RUSTY + That was, that was just -- + + DANNY + Unprofessional. + + Rusty agrees. + + RUSTY + How was the clink? You get the + cookies I sent you? + + DANNY + Why do you think I came to see you + first? + + Danny pulls out a wad of bills from his jacket, peels off + half, and hands it to Rusty. + + DANNY + Ten grand. Half of it's yours. + + RUSTY + You barge into my new workplace, + ruin my professional reputation, + least you could do is tell me + you've got something better for me. + + DANNY + I've got something better for you. + + +18 INT. CANTER'S DELI - NIGHT 18 + + They're sitting in a booth over coffee. + + RUSTY + How's Tess? + + Danny stares at him: next subject, please. + + RUSTY + Alright. Tell me. + + DANNY + It's tricky. No one's ever done it + before. Needs planning, a large + crew. + 17. + + + RUSTY + Guns? + + DANNY + Not loaded ones. It has to be very + precise. There's a lot of security. + But the take -- + + RUSTY + What's the target? + + DANNY + Eight figures each. + + RUSTY + What's. The. Target. + + DANNY + (deep breath, then) + When's the last time you were in + Vegas? + + RUSTY + What? You wanna knock over a + casino? + + Danny puts down his coffee. And shakes his head. And lifts + three fingers: three casinos. Rusty must put down his + coffee, too. + + +19 EXT. DOWNTOWN L.A. - NIGHT 19 + + It's after hours downtown. Dark, empty, dead. + + +20 INT. LIBRARY TOWER - 40TH FLOOR CORRIDOR - NIGHT 20 + + Lights out on the 40th. Engraved brass announces: J.A. + KUEHN & ASSOCIATES, ARCHITECTS. + + Two flashlight beams strafe wood-paneled, elegant offices: + Danny and Rusty on late-night reconnaissance. As Danny + prowls a cabinet full of blueprints, Rusty passes the time + switching papers from a desk's in box to its out box. + + At last, Danny finds the right set of blueprints and drapes + it across the desk; we, however, never see it. + + DANNY + The vault at the Bellagio. + 18. + + +A beat as Rusty scans the document, then another underneath +it. + + RUSTY + If I'm reading these right -- and I + think that I am -- this is probably + the least accessible vault ever + designed. + (beat) + Oops. Actually, you know what, I'm + wrong. It's definitely the least + accessible vault ever designed. + + DANNY + Yep. + +Rusty's brow furrows just a little. + + RUSTY + You said three casinos -- + + DANNY + (flips to next blueprint) + These feed into the cages at both + the Mirage and the M.G.M. Grand. + (tapping vault) + But every dime ends up here. + + RUSTY + The Bellagio, Mirage, and -- These + are Terry Benedict's places. + + DANNY + Yes, they are. Think he'll mind? + + RUSTY + More than somewhat. + +AT 40TH FLOOR ELEVATOR BAY + +No ding. The elevator just arrives. Its doors part to +reveal a SECURITY GUARD within, here to make his tour; a +large fellow, he has to duck to exit. + +BACK WITH DANNY AND RUSTY + +As Danny rolls up the set of blueprints, Rusty considers +the plan (which, in our absence, Danny has pitched him). + + RUSTY + You'd need at least a dozen guys, + doing a combination of cons. + 19. + + + DANNY + Like what, you think? + + RUSTY + Well, off the top of my head, I'd + say you're looking at a Boesky, a + Jim Brown, a Miss Daisy, two + Jethros, and a Leon Spinks. Oh, and + the biggest Ella Fitzgerald ever. + (beat) + Where do you think you're gonna get + the money to back this? + + DANNY + As long as we're hitting these + three casinos, we'll get our + bankroll. Terry Benedict has a list + of enemies. + + RUSTY + But does he have enemies with loose + cash and nothing to lose -- + (smiles, realizing) + Aha. + + DANNY + (smiles, too) + Aha. + + RUSTY + Reuben. + +MOVING WITH SECURITY GUARD as he approaches Danny's and +Rusty's voices. + +BACK WITH DANNY AND RUSTY + + DANNY + So -- + + RUSTY + So, here's what I think: You should + take this plan, kick it around for + a week or two. Sleep on it. Turn it + over in your head. Then: never + bring it up to me again. + + DANNY + Uh-huh. So what are you saying? + + RUSTY + 20. + + + I'm saying: this is like trying to + build a house of cards on the deck + of a speeding boat. + + DANNY + Really? I thought it was much + harder than that -- + +Suddenly the Security Guard's flashlight beam hits them +square in the eyes. Danny and Rusty put their hands up to +block the light. + + DANNY + Jesus, Oscar, lower it a little, + will ya? + + SECURITY GUARD + Sorry. + (lowers beam) + You two done up here? Find what you + wanted? + + DANNY + Yeah, thanks. You mind if we borrow + a couple drawings for the night? + Make some copies. + + SECURITY GUARD + Whatever you need. + +Danny withdraws his money clip, peels off a couple +hundreds, and buries them in the Security Guard's hand. + + DANNY + 'Preciate it. + +AT 40TH FLOOR ELEVATOR BAY + +Danny and Rusty wait for an elevator. When its doors open, +Rusty stops Danny from boarding. + + RUSTY + I need a reason. And don't say + money. + (beat) + Why do this? + + DANNY + Why not do it? + +Rusty stares at him: enough bullshitting around. + + DANNY + 21. + + + Because yesterday I walked out of + the joint wearing my entire + wardrobe and you're colddecking + TeenBeat coverboys. + (beat) + Because the house always wins. You + play long enough, never changing + stakes, the house takes you. + Unless, when that special hand + comes around, you bet big. And then + you take the house. + + A beat. Rusty smiles. + + RUSTY + You're been practicing that speech, + haven't you? + + DANNY + A little. Did I rush it? It felt + like I rushed it. + + RUSTY + No, it was good. + + They step aboard the elevator. As the door closes: + + RUSTY + I wonder what Reuben will say? + + Danny and Rusty look at each other. + + TISHKOFF (V.O.) + You're out of your goddamn minds. + + +21 EXT. TISHKOFF'S OPULENT BACK YARD - LAS VEGAS - DAY 21 + + REUBEN TISHKOFF, the grimace of a man in mid-movement, + forever cemented on his face, scrutinizes his two lunch + guests (Danny and Rusty) at his poolside. + + TISHKOFF + Are you listening to me? You are, + both of you, nuts. I know more + about casino security than any man + alive. I invented it, and it cannot + be beaten. They got cameras, they + got watchers, they got locks, they + got timers, they got vaults. They + got enough armed personnel to + occupy Paris. Okay, bad example -- + 22. + + + DANNY + It's never been tried. + + TISHKOFF + Oh, it's been tried. A few guys + even came close. You know the three + most successful robberies in Vegas + history? + + +22 INT. SANDS CASINO FLOOR - 1965 - FLASHBACK 22 + + An Adlai Stevenson-lookalike approaches a lockbox carrier + from behind and snatches the box. + + He takes almost three steps before five security men leap + at him and FREEZE FRAME on his wide-eyed expression of + horror. + + TISHKOFF (V.O.) + Number three. The bronze medal. + Pencilneck grabs a lockbox at the + Sands. He got two steps closer to + the door than any living soul + before him. + + RESUME ACTION: Adlai Stevenson gets a taste of what NFL + quarterbacks experience every Sunday, five fold. + + +23 INT. FLAMINGO CASINO FLOOR - 1971 23 + + A hippie races toward the electronic sliding doors, + clutching a tray full of chips, and as the doors begin to + part for him FREEZE FRAME: A billy club appears out of + nowhere. + + TISHKOFF (V.O.) + Second most successful robbery. The + Flamingo '71. This guy actually + smelled fresh oxygen before they + got him. + + RESUME ACTION: The billy club comes down -- whap! -- across + the hippie's skull and it's Chicago '68 all over again. + + TISHKOFF (V.O.) + Course, he was breathing out of a + hose the next three weeks, goddamn + hippie. + + +24 EXT. REUBEN TISHKOFF'S BACK YARD - DAY - PRESENT 24 + 23. + + + TISHKOFF + And the closest any man has gotten + to robbing a Las Vegas casino -- + + +25 EXT. CAESAR'S PALACE ENTRANCE - 1987 - FLASHBACK 25 + + Tourists and valets scatter as a Euro-thief (pastel T-shirt + beneath a white linen suit) bursts from the casino and + takes five steps before FREEZE FRAME: GLASS EXPLODES from + three different doors behind him and he arches his back in + agony. + + TISHKOFF + Outside of Caesar's in '87. He + came, he grabbed, he got conquered. + + RESUME ACTION: BULLETS rip the man to shreds and he + collapses on Caesar's steps a bloody pulp. + + +26 EXT. REUBEN TISHKOFF'S BACK YARD - DAY - PRESENT 26 + + TISHKOFF + But what am I saying? You guys are + pros, the best. I'm sure you can + make it out of the casino. Of + course, lest we forget, once you're + out the front door, you're still in + the middle of the fucking desert! + + Both Danny and Rusty look chastened. + + RUSTY + You're right. + (to Danny) + He's right. + + DANNY + Reuben, you're right. Our eyes are + bigger than our stomachs. + + RUSTY + That's exactly it. Pure ego. + + TISHKOFF + Yeah yeah blah blah. + + DANNY + Thank you so much for setting us + straight. Sorry we bothered you. + + They both rise to go. + 24. + + + TISHKOFF + Look, we all go way back. I owe you + from that thing with the guy in the + place, and I'll never forget it. + + DANNY + It was our pleasure. + + RUSTY + I'd never been to Belize. + + TISHKOFF + Give Dominic your addresses, I got + some remaindered furniture I wanna + send you. + +Danny and Rusty begin to circle the pool to leave. +Tishkoff, of course, won't let them go that easily. + + TISHKOFF + Just out of curiosity, which + casinos did you geniuses pick to + rob? + +Danny stops, almost as if he's been waiting for this +question, which of course he has. + + DANNY + The Bellagio, Mirage, and the + M.G.M. Grand. + + TISHKOFF + (nostrils flared, + smelling a rat) + Those are Terry Benedict's casinos. + + RUSTY + Say, you know, he's right. + +Tishkoff waves them back, sipping on his umbrellaed +cocktail. + + TISHKOFF + You guys -- Whadda you got against + Terry Benedict? + + DANNY + What do you have against him? + That's the real question. + + TISHKOFF + 25. + + + He torpedoed my casino, muscled me + out, now he's gonna blow it up next + month to make way for another + fuckin' eyesore. Don't think I + don't see what you're doin'. + + RUSTY + What are we doing, Reuben? + + TISHKOFF + You gonna steal from Terry + Benedict, you better goddamn know. + This sorta thing used to be + civilized. You'd hit a guy, he'd + whack you. Done. But Benedict -- + (bristles) + At the end of this he better not + know you're involved, not know your + names, or think you're dead. + Because he'll kill you, and then + he'll go to work on you. + + DANNY + That's why we've got to be very + careful. We have to be precise. We + have to be well-funded. + + TISHKOFF + Yeah, you gotta be nuts, too. And + you're gonna need a crew as nuts as + you are. + (pregnant silence) + Who do you have in mind? + + Danny and Rusty both smile; they've hooked their fish. And + so it begins -- + + RUSTY (V.O.) + Alright. Who's in? + + DANNY (V.O.) + Frank C. is in. + + +27 INT. CASINO OFFICE - ATLANTIC CITY 27 + + Frank Catton coughs mightily into a handkerchief. Across a + desk, his boss fills out paperwork. + + DANNY (V.O.) + Frank C. has developed a bad case + of bronchitis and is putting in for + a transfer to warmer climates. + 26. + + +28 EXT. LAS VEGAS AIRPORT - DAY 28 + + Frank carries his bag toward the taxi bay. He stops to + light a cigarette, inhales with deep satisfaction before a + banner: "WELCOME TO LAS VEGAS." + + DANNY (V.O.) + What about drivers? + + +29 EXT. VACANT, WEEDY DRAG RACETRACK - DAY 29 + + CLOSE ON a souped-up tractor-wheeled monster truck, its + ENGINE ROARING before a starting line, itching to cross it. + Now take a step back. + + That souped-up monster truck stands a foot-and-a-half off + the ground and sprouts an antenna from its back bumper. + It's a remote-controlled toy. + + The ROARING ENGINE comes from the vehicle next to it: an + actual monster truck. Both vehicles peer down the track at + a finish line a hundred yards away. This is a race. + + The drivers stare each other down: TURK (behind the wheel + of the truck) and VIRGIL (track-side, remote control in + hand) MALLOY. They're nice boys. Really. Peckerwoods, sure, + but nice. + + RUSTY (V.O.) + I talked to the Malloys yesterday. + + DANNY (V.O.) + The Mormon twins? + + RUSTY (V.O.) + They're both in Salt Lake City, six + months off the job. I got the sense + they're having trouble filling the + hours. + + Lights flash red-to-yellow-to-green and while the TRUCK + COATS RUBBER on the track, Virgil's toy zips to a lead. + + It's looking to be an embarrassment for Turk until he jerks + his wheel a little and ka-thunk, flattens his brother's + vehicle. + + Virgil pouts as he plucks up the wreckage of his entry. + + DANNY (V.O.) + Electronics? + 27. + + + RUSTY (V.O.) + Livingston Dell. + + +30 INT. SURVEILLANCE VAN - DAY 30 + + On a black and white monitor: Two mobsters, on a meet in a + public park, peer over their shoulders, making certain no + one is watching them. Little do they know LIVINGSTON DELL, + audio-visual junkie, and victim of a continual flop sweat, + crouches before their image, masterfully controlling his + surveillance camera with a joystick in his left hand. He is + flanked by FBI MEN. + + RUSTY (V.O.) + Livingston's been doing freelance + surveillance work of late for the + F.B.I. Mob Squad. + + DANNY (V.O.) + How are his nerves? + + RUSTY (V.O.) + Okay. + (beat) + Not so bad you'd notice. + + As a FBI Man reaches to adjust a monitor -- + + LIVINGSTON + D-don't, don't-don't -- touch -- + it. + + FBI MAN #1 + What? + + LIVINGSTON + Do you see me pulling the gun out + of your holster and firing it? + + FBI MAN #2 + Hey, Radio Shack: relax. + + +31 EXT. SANTA MONICA BOARDWALK - LATER 31 + + Livingston walks down the boardwalk. A rollerblader with a + dog on a leash approaches and Livingston gets caught + between the two. As he struggles to untangle himself from + the leash -- + + +32 INT. CAFE 32 + 28. + + + With a view of Livingston on the boardwalk. Danny and Rusty + wait for him over espressos. + + RUSTY + (next item on his list) + Munitions. + + DANNY + Phil Turentine. + + RUSTY + Dead. + + DANNY + No shit? On the job? + + RUSTY + Sun cancer. + + DANNY + You send flowers? + + RUSTY + Dated his wife a while. + + DANNY + (onto next candidate) + Basher -- + + RUSTY + (checks his watch) + We may be too late. + + +33 INT. BANK - CLOSE ON BASHER TARR - NIGHT 33 + + the explosives expert. A pair of goggles over his eyes + reflects a match being struck, then touched to a fuse. + + BASHER + Sweet -- + + BANG! Wood shards and SPLINTERS of GLASS fly all around; + Basher merely ducks his head and whistles. As the dust + settles, three men move quickly past Basher and into (what + the settling fog now reveals to be) a dynamited bank vault. + ALARMS begin to sound: this is bad news. + + BASHER + (to the rest of his gang, + his temper flaring) + You know, you guys had one job to + do. + 29. + + +34 EXT. BANK - ONE MINUTE LATER 34 + + The men exit through the front doors, their hands over + their heads, Basher trailing them. Policemen and SWAT + members encircle the group, weapons trained on them, chock + full of instructions. + + +35 EXT. POLICE CAR - LATER 35 + + Basher sits in the rear, handcuffed behind his back, feet + on the pavement. An explosives COP kneels in front of him. + + COP + And that's all you used during the + event? Nothing else? + + BASHER + Are you accusing me of booby- + trapping? + + COP + Well, how 'bout it? + + VOICE (O.S.) + Booby traps aren't Mr. Tarr's + style. + + The Cop turns; standing behind him, stone-faced, is Rusty, + in a dark suit and shades. + + RUSTY + Isn't that right, Basher? + + BASHER + That's right. + + RUSTY + (flashing badge, briefly) + Peck, A.T.F. Let me venture a + guess. A simple G4 mainliner, + double-coil, backwound, quick fuse + with a drag under 20 feet. + (off Cop's reaction) + That's our man. Tell me something + else. Have you checked him for + booby traps on his person? I mean + really checked, not just for + weapons -- + + The Cop looks bewildered. Rusty steps forward, yanks Basher + onto his feet, spins him around. He moves his hands up and + down Basher's legs, around his waist, under his arms. + 30. + + + RUSTY + Will you go find Griggs and tell + him I need to see him? + + COP + Who? + + RUSTY + (loud) + Just go find him, will you? + (as Cop stalks off; under + his breath) + How fast can you put something + together with what I passed you? + + BASHER + Done. Thirty seconds all right? + + RUSTY + From when? + + BASHER + (as we hear something + SNAP from behind his + back) + Now. + +MOVING WITH RUSTY AND BASHER + +They're hurrying; ahead of them is a wall of squad cars, a +police cordon, and a crowd of onlookers. + + RUSTY + Ten seconds? + + BASHER + Not quite. Is Danny here? + + RUSTY + Around the corner. + + BASHER + Be good working with professionals + again. + (beat) + Okay: go. + +And they both start running. + + RUSTY + Everyone down! Get down! There's a + bomb in the -- + 31. + + + And behind them the SQUAD CAR ERUPTS with a BANG! A + collective SCREAM rises from the crowd, everyone ducks, + cops hit the ground and cover their heads. Rusty and Basher + move briskly past them, dodging their splayed legs like + tires on an obstacle course. By the time the Explosives Cop + thinks to look around for Basher, they've both disappeared. + + +36 INT. UNDER BIG TOP - DAY 36 + + The Chinese National Circus, currently on tour in the + Western United States. Trapeze artists, gymnastic teams, + and trampoline daredevils fly, somersault, spin, and swing + through the air. + + A full house applauds every feat. Danny and Rusty sit in + the bleachers, surrounded by parents and kids munching on + spindles of cotton candy. Tough guys in toyland. + + ANNOUNCER (V.O.) + (in Chinese, then + English) + Ladies and gentlemen: the amazing + Yen. + + A funambulist (YEN) begins his high-wire act. + + DANNY + So he can walk on a rope. + + RUSTY + More than that. + + DANNY + So he can juggle. We need a grease + man, not an acrobat. Who else is on + the list? + + RUSTY + He is the list. + + DANNY + Who else? + + RUSTY + Watch. + + Halfway across the wire, the funambulist sits. And very + slowly, but without hesitation, he contorts himself into a + ball, never losing his balance. Even Danny is impressed. + + RUSTY + There's your grease man. + 32. + + +37 EXT. SANTA MONICA PIER PARKING LOT - DAY 37 + + Danny and Rusty exit the circus tent, head for their car. + + DANNY + We need Saul. + + RUSTY + He won't come. He swore off the + game a year ago. + + DANNY + He get religion? + + RUSTY + Ulcers. + + DANNY + You can ask him. + + Rusty stops, stares at Danny, sighs. + + RUSTY + I can ask. + + +38 EXT. DOG TRACK - BETTING WINDOW - MIAMI - DAY 38 + + SAUL BLOOM, 50s, befuddled, wearing a corduroy jacket + patched at the elbows and a duffer's hat, counts out money + through the window, lists his bets. He checks his tickets, + plunges them into his pants pocket, and moves off. + + THROUGH TRACK LOBBY + + Rusty appears in the f.g. behind a pillar, as dapper as + Saul is down-at-heel, watching him go. When Saul disappears + into the tunnel, he moves. + + IN INFIELD + + Saul sits on one of the long, general admission steps under + the box seats. He produces an orange from his pocket, + starts to peel it. A pair of well-shined shoes appears + behind him. Saul senses their presence, but doesn't turn + around. + + SAUL + I saw you in the paddock before the + second race, outside the men's + room, when I placed my bet. I saw + you before you even got up this + morning. + 33. + + + RUSTY + How ya been, Saul? + + SAUL + Never better. + + RUSTY + What's with the orange? + + SAUL + My doctor says I need vitamins. + + RUSTY + So why don't you take vitamins? + + For the first time, Saul cranes his neck and shoots a look + up at Rusty. + + SAUL + You come here to give me a + physical? + + RUSTY + I got a box seat. Come on. + + +39 EXT. BOX SEATS - LATER 39 + + A waiter serves coffee to Rusty and Saul. + + RUSTY + I thought you drank bloody Mary's + at the track, Saul. + + SAUL + A man shouldn't drink on the job. + + RUSTY + (re: race) + Who we rooting for here? + + SAUL + Number four. + + There's the BELL; the electronic rabbit is released and the + dogs break out of the gate. From this point on Saul's eyes + never leave the race. + + SAUL + You gonna ask me? Or should I just + say no and get it over with? + + RUSTY + 34. + + + Saul, you're the best there is. + You're in Cooperstown. What do you + want? + + SAUL + Nothin'. I got a duplex now, I got + wall-to-wall and a goldfish, I'm + seeing a nice lady, she works the + unmentionables counter at Macy's. + I've changed. + + RUSTY + Guys like us don't change, Saul. We + stay sharp or we get sloppy, but we + don't change. + + SAUL + Quit connin' me. + + They watch the race. + + RUSTY + That your hound way in the back + there? + + SAUL + He breaks late. Everyone knows + this. + + On the track: The dogs are now coming around the back + stretch, and the crowd on the bleachers rises, cheering. + + SAUL + You gonna treat me like a grownup + at least? Tell me what the scam is? + + Under the noise: Rusty leans in and whispers in Saul's ear. + Saul's eyes widen, then glaze over as all around him people + are standing and shouting. + + Rusty places an envelope in Saul's lap, then gets up and + walks out as, on the track, the #4 dog crosses the finish + line, last by several lengths. + + Saul considers his options. In one hand: a fan of losing + tickets. In the other (courtesy of Rusty): a ticket to Las + Vegas. + + DANNY (V.O.) + And Saul makes ten. + + +40 INT. BAR - NIGHT 40 + 35. + + + Danny and Rusty look weary from all this recruitment. A + nearby TV with the sound off plays a promo for an upcoming + Tyson fight. + + DANNY + Ten should do it, don't you think? + (as Rusty shrugs) + You think we need one more? + (as Rusty shrugs) + You think we need one more. + (as Rusty shrugs) + Okay. We'll get one more. + + +41 INT. CROWDED SUBWAY CAR - CHICAGO 41 + + Native Chicagoans demonstrate their indigenous sixth sense, + L-car balance as the TRAIN bends and SHAKES at a corner. + + One passenger in particular keeps his footing, a young man + in a frayed jacket: LINUS. + + Two overgroomed STOCKBROKERS stand with their backs to the + young man, yammering about high interest yields, and + consequently they don't notice (and neither do we, not at + first) that Linus is slowly picking one of their pockets. + + The thievery is glacier-paced: Linus, his face always + forward and inscrutable, gingerly raises one tail of his + target's Brooks Brothers jacket and then, with incomparable + dexterity, unbuttons his wallet pocket with a flick of his + thumb and forefinger. + + From halfway down the train car, nothing appears amiss, and + no passenger looks the wiser. Or so it seems. + + A copy of the Chicago Sun-Times, opened and upheld, lowers + just enough to allow its reader a peek at Linus. + + It is Danny, smirk on his lips: He (and he alone) is aware + of the ongoing heist. + + Back to Linus, his spoils (a Gucci wallet) now in sight, + but he waits for just the right moment, and then, when the + train hits another curve, he stumbles forward, his left + hand finding support on the Stockbroker's shoulder as his + right relieves the man of his wallet. + + LINUS + Sorry 'bout that. + + STOCKBROKER + No problem, guy. + 36. + + + The Stockbroker resumes his yacketing, oblivious, as Linus + tucks his prize into his own jacket pocket, face betraying + nothing. Only Danny appreciates the artistry performed here + today. He folds the Sun-Times under his arm as -- + + +42 INT. UNION STATION - SUBWAY STATION 42 + + -- The SUBWAY SQUEALS to a stop. Linus jumps out, leaving + his prey aboard, and a few moments later, Danny steps off, + too. + + +43 INT. UNION STATION - EVENING 43 + + The hurly-burly of rush hour in Union Station. + + Commuters zig and zag, this way and that, all on furious + schedules, and Linus slips blithely through them, in no + hurry, a man who's pulled this job a thousand times before. + + He dodges and sidesteps crazed commuters, and except for a + brief brush with one well-dressed man (the Sun-Times tucked + under his arm), he escapes the station without incident. + + +44 EXT. UNION STATION - EVENING 44 + + Linus exits, casually reaching into his jacket to count his + winnings. And his face falls. + + All he finds where the stolen wallet once resided is a + calling card. On one side, in engraved printing: "DANIEL + OCEAN." On the flip side, in handwriting: "Nice pull. + Murphy's Bar, Rush & Division." + + +45 INT. MURPHY'S BAR - FIVE MINUTES LATER 45 + + On a tabletop: the Gucci wallet beside a half-drunk + Guinness. Linus enters the front door, cases the joint, + spots the wallet on the table, and Danny behind it. + + DANNY + Hi, Linus. Sit down. + + LINUS + Who are you? + + DANNY + A friend of Bobby Caldwell's. Sit + down. + 37. + + +Linus balks, prideful, but sense finds a way, and he sits. + + DANNY + Bobby told me about you. Said you + were the best set of hands he ever + saw. Didn't expect to find you + working wallets on the subway. + + LINUS + That wasn't work, that was + practice. + +Danny reaches into his jacket and sets a plane ticket on +the table. He keeps his hand over it. + + DANNY + You're either in or out, right now. + + LINUS + What is it? + + DANNY + A plane ticket. A job offer. + + LINUS + You're pretty trusting pretty fast. + + DANNY + Bobby has every faith in you. + + LINUS + Fathers are like that. + (off Danny's reaction) + He didn't tell you? + (as Danny shakes his + head) + He doesn't like me trading on his + name. + + DANNY + You do this job, he'll be trading + on yours. + + LINUS + What if I say no? + + DANNY + We'll get someone else who won't be + quite as good. You can go back to + feeling up stockbrokers. + +Linus considers. He looks down at the ticket, then at the +wallet. It's one or the other. + 38. + + + A waitress passes, and Danny signals her for his bill. When + his attention returns to Linus, the wallet remains, but the + ticket beneath his hand is gone. Linus is reading it. + + DANNY + That's the best lift I've seen you + make yet. + + LINUS + Las Vegas, huh? + + DANNY + America's playground. + + And our MAIN THEME KICKS IN as we -- + + CUT TO: + + +46 EXT. LAS VEGAS - AERIAL VIEW - ESTABLISHING - DUSK 46 + + The city looms out of the desert like an infernal machine, + lights flashing, skyline pulsing, a neon fortress. + + One thing in particular catches our eye: an enormous + billboard with an ad for the upcoming boxing match between + Mike Tyson and Lennox Lewis. Below it, a promoter hands out + fliers for strip joints and call girls. + + +47 INT. REUBEN TISHKOFF'S MANSION - LAS VEGAS - NIGHT 47 + + Frank Catton is already here, mixing a drink, when DING + DONG, the DOORBELL CHIMES. Tishkoff shuffles toward the + front (he's given the help the night off) and opens his + door to find -- + + LIVINGSTON + Trick or treat. + + -- Livingston, Basher, Yen, the Malloys, Saul and Linus + crowding his doormat. A taxi-van pulls away behind them. + + TISHKOFF + What, you guys get a group rate or + something? + + +48 INT. TISHKOFF'S LIVING ROOM - LATER 48 + + Along one wall, a buffet table has been set up, and while + Virgil and Turk pile shrimp onto plates, Saul pockets an + orange for later. + 39. + + + TURK + You make it out to Utah much, Saul? + + SAUL + (last man you'd see in + the Tabernacle) + Not as much as I'd like. + + TURK + You should. You'd like it. You'd + like Provo. + + VIRGIL + (scarfing a jumbo shrimp) + Anybody see the salsa goes with + this? + +At the wet bar, Basher mixes a drink for Livingston; on a +couch, Yen balances coffee-table ornaments into a +skyscraper, to Frank's astonishment. In a corner, off on +his own, Linus watches the company, his eyes narrowing, +wary. Until -- + + DANNY (O.S.) + Gentlemen: welcome to Las Vegas. + +Danny stands at the top of the stairs leading into the +room, flanked by Rusty and Tishkoff. He starts down. + + DANNY + Everybody eaten? Good. Everybody + sober? Close enough. Most of you + know each other already. You + probably haven't met Linus Caldwell + before, he's Bobby's kid outta + Chicago. + +Linus trades nods around the room. + + DANNY + Okay. Before we start, nobody's on + the line here yet. What I'm about + to propose to you happens to be + both highly lucrative and highly + dangerous. If that doesn't sound + like your particular brand of + vodka, help yourself to as much + food as you like and safe journey. + No hard feelings. + (pauses, soberly) + Otherwise, come with me. + +He turns and walks out of the living room, into another. + 40. + + + Rusty is close behind; he turns briefly, casts an eye over + the assembled and keeps going. The guys look each other + over, sizing things up. + + BASHER + What the hell. + + And he follows, along with Frank and Livingston. Then + Virgil, Turk and Yen. Then Saul. That leaves Linus, + watching the line of men disappear. He turns to find + Tishkoff by his side, staring at him. + + LINUS + Hi. + + TISHKOFF + You're Bobby Caldwell's kid, huh? + + LINUS + Yeah. + + TISHKOFF + From Chicago? + + LINUS + Yeah. + + TISHKOFF + It's nice there. You like it? + + LINUS + Yeah. + + TISHKOFF + That's wonderful. Get in the + goddamn room. + + +49 INT. GAME ROOM 49 + + A tournament-level pool table holds center stage here. Atop + its green felt sits a raised, elaborate miniature of Terry + Benedict's Las Vegas: three casinos and hotels with the + Strip running between them. + + As the eleven surround the table and the model -- + + DANNY + 41. + + + Gentlemen: the 14000 block of Las + Vegas Boulevard. Otherwise known as + the Bellagio, the Mirage, the + M.G.M. Grand. Together, they're the + three most profitable casinos in + Las Vegas -- + +Danny removes the Strip from the model. Revealed beneath is +a complex substructure, featuring three tunnels, each +leading from a casino to a single freight-sized elevator +shaft which descends into an enormous vault. + + DANNY + Gentlemen: the Bellagio vault. + Located below the Strip, beneath + two hundred feet of solid earth. It + safeguards every dime that comes + through each of the three casinos + above it. + (beat) + And we're going to rob it. + +Everyone takes a breath, awed. + + LINUS + Smash-and-grab job, huh? + + RUSTY + It's a little more complicated than + that. + +Danny picks up a remote control and flips on a panel of +Tvs. + + DANNY + Courtesy of Frank Catton, new + blackjack dealer at the Bellagio, + security tapes from the three + casinos. + +On the monitors: three montages of black-and-white security +tapes, starting within the three casinos' cages, moving +into the tunnels, then (as the TVs unite in their images) +pushing into the elevator and eventually the vault. + +As the group's glances shoot back and forth from the TV to +the corresponding section of the model, i.e. from a POV of +the tunnel to the miniature tunnel itself. + + DANNY + 42. + + + Okay. Bad news first. This place + houses a security system which + rivals most nuclear missile silos. + First: we have to get within the + casino cages -- + + RUSTY + (indicating) + -- here, here, and here -- + + DANNY + -- which anyone knows takes more + than a smile. Next: through these + doors, each of which requires a + different six-digit code changed + every twelve hours. Past those lies + the elevator, and this is where it + gets tricky: the elevator won't + move without authorized fingerprint + identifications -- + + RUSTY + -- which we can't fake -- + + DANNY + -- and vocal confirmations from + both the security center within the + Bellagio and the vault below - - + + RUSTY + -- which we won't get. + + DANNY + Furthermore, the elevator shaft is + rigged with motion detectors -- + + RUSTY + -- meaning if we manually override + the lift, the shaft's exit will + lock down automatically and we'll + be trapped. + + DANNY + Once we've gotten down the shaft, + though, then it's a walk in the + park: just three more guards with + Uzis and predilections toward not + being robbed, and the most + elaborate vault door conceived by + man. Any questions? + +Silence. For a moment, each man keeps his two dozen +questions or more to himself. At last, one speaks up -- + 43. + + +The Amazing Yen. In Cantonese. Of course, no one +understands him. Except Rusty. + + RUSTY + (in response) + No. Tunneling is out. There are + Richter scales monitoring the + ground for one hundred yards in + every direction. If a groundhog + tried to nest there, they'd know + about it. Anyone else? + +Another silence. Either the guys are too dumbfounded by +that bilingual exchange or too numbed by the task ahead of +them to speak. + + TURK + You said something about good news + -- + + DANNY + (smiles, happy someone + asked) + The Nevada Gaming Commission + stipulates: a casino must hold in + reserve enough cash to cover every + chip at play on its floor. As I + mentioned, this vault services each + of the three casinos above it. That + means: during the week, by law, it + must hold anywhere from sixty to + seventy million dollars in cash and + coin. On a weekend, between eighty + and ninety million. On a fight + night, like the one two weeks from + tonight, the night we're going to + rob it, at least a hundred and + fifty million. Without breaking a + sweat. + (gazing about room) + Now there are eleven of us. Each + with an equal share. You do the + math. + +MOVING AROUND the table ON ten faces, as everyone does +precisely that, in their heads, except for Virgil who does +it on his fingers. He whistles. + + RUSTY + That's what I said. + +Everyone seems suitably impressed by their share. + 44. + + + SAUL + I have a question. + (as Danny turns to him) + Say we do get into the cage, and + through the security doors there, + and down the elevator we can't + move, and past the guards with + guns, and into the vault we can't + open -- + + RUSTY + Without being seen by the cameras. + + DANNY + (off everyone's + astonishment) + Oh, right. Sorry. I forgot to + mention that. + + SAUL + Say we do all that. We're just + supposed to walk outta there with a + hundred million dollars in cash on + us without getting stopped? + + Danny smiles, his broad, sure-of-himself grin, the one + Rusty couldn't deny earlier and these guys won't deny now. + + DANNY + Yeah. + + Saul looks panic-stricken; like that, his ulcer has flared + up, and he pops a Rolaid in his mouth. + + DANNY + Alright. Here's how we'll begin. + + +50 INT. MGM GRAND CASINO - DAY 50 + + MOVING WITH a cash cart as security guards push it past + tourists, past cocktail waitresses, past Linus sitting at a + blackjack table. + + DANNY (V.O.) + First task: reconnaissance. I want + to know everything that's going on + in all three casinos. From the + rotation of the dealers to the path + of every cash cart -- + + +51 INT. BELLAGIO - BREAK ROOM - DAY 51 + 45. + + + Two security TECHNICIANS on a smoke break grumble about + their sex lives. Across the room, Frank sits innocently + doing a crossword. + + DANNY (V.O.) + I wanna know everything about every + guard, every watcher, anyone with a + security pass. I wanna know where + they're from, what their nicknames + are, how they take their coffee -- + + BETTER VIEW + + REVEALS: On his crossword, Frank has scribbled a transcript + of the Technicians' conversation. As he glances up at an + electronic keycard clipped to one Technician's belt -- + + +52 INT. MIRAGE CASINO - DAY 52 + + -- an identical keycard is swiped through a keypad, its + light flashing red to green, admitting a guard into an + "Employees Only" doorway. + + The Malloys, who've shadowed the guard here, note a sentry + standing watch by the door as well as a security camera + embedded in the ceiling above: No one walks through that + portal unchecked. + + DANNY (V.O.) + Most of all, I want you guys to + know these casinos. They were built + as labyrinths, to keep people in. I + want you guys to know the quick + routes out. + + Their job done, the Malloys start toward the casino's exit + -- in different directions. They begin to argue: The exit's + that way, no, it's that way. + + +53 EXT. LAS VEGAS BOULEVARD - OUTSIDE THREE CASINOS - DAY 53 + + With two dozen other tourists, Basher crosses the street + and when he meets a manhole cover he stops and, extracting + a small metal hook from his jacket, removes it from its + perch, so casual about the action that no passerby looks + twice at him. + + DANNY (V.O.) + 46. + + + Second task: power. On the night of + the fight, we're gonna throw the + switch on sin city. Basher, it's + your show. + + Basher drops into the hole, pulling the cover over him, as + we PULL UP OVER the Bellagio and -- + + DISSOLVE TO: + + +54 INT. BELLAGIO SECURITY CENTER - EYE IN THE SKY 54 + + Dozens of monitors manned by dozens of watchers canvas + dozens of casino tables; only NASA's control rooms house + more technology. + + Apart from the fray, another bank of monitors manned by two + watchers (let's call them, for no particular reason, FAT + and SLIM) oversee a different section of the casino: the + cage, its tunnels, the elevator, and the vault it leads to; + everything, in fact, which our team saw in the game room. + + DANNY (V.O.) + Third task: surveillance. Casino + security has an eye and ear on + everything, so we'll want an eye + and ear on them. Livingston -- + + +55 INT. BELLAGIO - LIVINGSTON'S ROOM - CLOSE ON SET OF 55 + SCHEMATICS OF BELLAGIO - NIGHT + + A page of the set Danny and Rusty "borrowed" from Kuehn & + Associates. Danny and Livingston study it. + + WIDER + + LIVINGSTON + Well, it's not the least accessible + system I've seen, but it's close. I + don't suppose they have a closed- + circuit feed I could tap into? + + Danny shakes his head: no such luck. + + LIVINGSTON + Then this is definitely a black bag + job. Do they employ an in-house + technician? + 47. + + + Danny looks to Rusty who, behind them, tampers with + Livingston's audio-video setup: several portable monitors, + a laptop and modem, telephone headset, etc. + + RUSTY + Two. And one of them is lonely. + + DANCE MUSIC overwhelms the SOUNDTRACK -- + + +56 INT. OLYMPIC GARDENS STRIP CLUB - NIGHT 56 + + -- as we join a lap dance already in progress. A security + Technician (one of the two Frank eavesdropped on in the + break room) shells out twenty bucks every three minutes for + a DANCER to grind her pelvis against his chest and while + the Technician grins not-very-soberly and ogles her perfect + breasts and paws at her midriff, the Dancer secretly + removes the keycard from his belt. + + DANCER + I'll be right back, honey. Don't + move a muscle. + + TECHNICIAN + (drunk and in love) + Depends on the muscle. + + She pouts, flirtingly, as she does for every idiot who + drops a line like that, then makes her way to -- + + +57 EXT. OLYMPIC GARDENS STRIP CLUB - NIGHT 57 + + -- where Rusty waits for her, and when she slips him the + keycard, he slips her a c-note. + + RUSTY + Thanks, Charmaine. I'll have it + back within the hour. + (as he goes) + Say hello to your mom for me. + + DANCER + Say it yourself. She'll be onstage + in five minutes. + + +58 INT. BELLAGIO CASINO - NIGHT 58 + 48. + + + FOLLOWING a bunch of balloons, all congratulating "Happy + Anniversary!" as a delivery boy carries them through the + casino, and just as he's passing an "Employees Only" door + (complete with sentry and embedded ceiling camera), he + bumps into a TOURIST, and the balloons drift out of his + hand and into the camera. + + TOURIST + Hey, watch it, bud -- + + +59 INT. BELLAGIO SECURITY CENTER - EYE IN THE SKY 59 + + As the balloons fill the frame of one monitor -- + + SLIM + 433, we have visual impairment on + the east door camera. + + +60 INT. BELLAGIO CASINO - BY CAGE DOOR - NIGHT 60 + + The SENTRY (#433) hears this and spots the balloons + covering the embedded camera and approaches the delivery + boy (who by freak accident happens to be Virgil Malloy) -- + + SENTRY + Excuse me, sir: You're going to + have to move your balloons. + + -- but Virgil's too busy picking a fight with the Tourist + (surprise, surprise: Turk Malloy) to listen. + + VIRGIL + Who you calling 'bud,' pal? + + TURK (TOURIST) + Who you calling 'pal,' friend? + + VIRGIL + Who you calling 'friend' -- + (can't think of another) + -- bud -- + + And with the Sentry out of position Livingston (dressed now + in a technician's uniform, don't worry about how he got it) + goes quickly to the door and swipes the newly-acquired + keycard and when it flashes red-to-green, he enters. + + +61 INT. CAGE - HALLWAY 61 + 49. + + + He's in. Livingston takes a moment, his brow perspiring + (he's in the lions' den now), then checks his palm: drawn + there in ballpoint is a diagram of the cage corridors. + + +62 INT. BELLAGIO SECURITY CENTER - EYE IN THE SKY - ON MONITOR 62 + NEXT TO BALLOON-CLOUDED ONE + + Livingston appears and, as nonchalantly as he can, he + ambles down a hallway, then another, until he reaches -- + + +63 INT. CAGE - HALLWAY 63 + + -- an unmarked door next to the entrance to the security + center. Livingston swipes his keycard to enter -- + + +64 INT. CIRCUITRY ROOM 64 + + A giant walk-in closet/switchboard full of wires, plugs, + lights, etc. Livingston goes to work: + + FLURRY OF SHOTS + + He splices into all sorts of wires and lines and cables. + Meanwhile -- + + +65 INT. BELLAGIO CASINO - BY CAGE DOOR - NIGHT 65 + + -- Virgil and Turk argue, nose-to-nose, "accidentally" + blocking the Sentry from the balloons -- + + VIRGIL + You hear about this new medical + discovery they made? It's called a + 'sense of direction.' Apparently + we're all supposed to have one -- + + TURK + Yeah yeah yeah, whatever, balloon + boy. + + SENTRY + Gentlemen, gentlemen -- + + +66 INT. CIRCUITRY ROOM 66 + 50. + + + Livingston's work here is almost done: he clips a small + mechanism (known in his industry as a "spider" -- it's + small, black, antenna-less and hides in dark places) to a + main conduit, then verifies a tiny receiver he holds is + picking up the spider's feed. + + One last click into place -- + + +67 INT. BELLAGIO SECURITY CENTER - EYE IN THE SKY 67 + + -- causes a brief, unnoticed blip on Slim's monitors -- + + +68 INT. BELLAGIO - LIVINGSTON'S ROOM - NIGHT 68 + + -- and transmits all the views of the cages onto the + monitors upstairs. Danny and Rusty witness their + appearance. + + DANNY + Why do they paint hallways that + color? + + RUSTY + They say taupe is very soothing. + + +69 INT. CAGE - HALLWAY 69 + + Livingston steps outside. His job done, he exhales and + wipes the sweat from his brow and checks his palm for + directions and -- + + Whoops. His sweat just smeared the ballpoint. He's flying + blind. He looks left down a corridor, then right, trying to + remember which way he came from. No idea. + + +70 INT. BELLAGIO - LIVINGSTON'S ROOM 70 + + DANNY + Uh-oh. + + +71 INT. CAGE - HALLWAY 71 + + MOVING WITH Livingston as he tries to find his way out. He + takes a left -- + + Whoops again: here comes Fat, dead ahead. Livingston has no + recourse but to march right by him. + 51. + + + FAT + Hiya. + + LIVINGSTON + Fine, thanks. + + Livingston continues on, and maybe for a second he thinks + he's in the clear, especially when he sees the exit looming + ahead, but then Fat turns behind him and hails him back. + + FAT + Hey -- + + +72 INT. BELLAGIO CASINO - BY CAGE DOOR - NIGHT 72 + + At last, the Sentry outmaneuvers Virgil and Turk and grabs + the balloons himself. Virgil quickly snatches them back... + + VIRGIL + Hey -- get your own balloons. + + +73 INT. CAGE - HALLWAY 73 + + Livingston approaches the exit's keypad and swipes his + keycard: the light does not flash red-to-green. + + FAT + (on his tail) + Hey -- + + Livingston looks: he swiped the wrong side of his keycard. + He tries again. Red flashes to green. He pulls the door but + Fat blocks it. Livingston peers up, certain he's had it. + + +74 INT. BELLAGIO - LIVINGSTON'S ROOM 74 + + Danny and Rusty simultaneously lean forward. + + +75 INT. CAGE - HALLWAY 75 + + FAT + You dropped this. + + Fat holds out Livingston's receiver and drops it in his + hand. + + LIVINGSTON + Thanks. + 52. + + + And he's out. + + +76 INT. BELLAGIO - LIVINGSTON'S SUITE - NIGHT 76 + + Danny and Rusty exhale. + + DANNY + Well -- + + RUSTY + Yeah -- + + DANNY + Fourth task: construction -- + + +77 INT. WAREHOUSE - DAY 77 + + The gang hauls building materials, lumber, tools, paint, + etc. and Yen hauls three times his share, carrying objects + on his head/shoulders/arms, a circus act in a hardware + store. + + DANNY (V.O.) + We need to build an exact, working + replica of the Bellagio vault. + + RUSTY (V.O.) + For practice. + + DANNY (V.O.) + Something like that. + + As Linus hauls in materials, Danny takes him aside. + + DANNY + Fifth task: intelligence. We need + those codes, Linus. From the only + man who has all three. + + LINUS + Benedict. + + DANNY + Learn to love his shadow. + (back to the team) + Sixth task: transport -- + + LINUS + (young and eager) + Wait, wait, wait. All I get to do + is watch him? + 53. + + + DANNY + For now. You gotta walk before you + crawl. + + RUSTY + (to Linus, correcting + Danny) + Reverse that. + + DANNY + (toward the Malloys) + Sixth task: transport -- + + +78 EXT. BILLY TIM'S VAN AND TRUCK DEALERSHIP - OFFICE - DAY 78 + + Outside a window: Turk and Virgil jump up and down on + opposite bumpers of a van, testing its durability. + + Inside, Frank negotiates with BILLY TIM, a Cal- + Worthingtonesque redneck car dealer, who half-pays + attention to him, half-frets over the Malloys outside. + + BILLY TIM + I'm sorry: eighteen-five each is + the best offer I can make you. + + FRANK + (playing a bit of a + dandy) + Oh, I understand perfectly. They + are beautiful vans. Well, I thank + you for your time, Mister--? + + BILLY TIM + Denham. Billy Tim Denham. + + FRANK + Yes, Denham, like a jean. + (they shake) + You know: you have lovely hands -- + do you moisturize? + + BILLY TIM + I'm sorry? + + Frank's not letting go of the man's hand, the object now is + to force Billy Tim into lowering his price just to get + Frank out of his office. + + FRANK + 54. + + + I swear by it. I try all sorts of + lotions. I went through a + fragrance-free period last year, + but now I'm liking this new brand + fortified with rose hip. My sister, + you know, she uses the aloe vera + with the sun screen built in -- + + BILLY TIM + (just can't get his hand + back) + Uh-huh. You said you'd be willing + to pay in cash? + + FRANK + I did. You know: they say cinnamon + is wonderful for your pores. Read + that on the internet. And that + ideally you should be wearing + gloves to bed, but I find that + would interfere with my social + agenda. Problem is: I get a + reaction to camphor so I can't use + traditional remedies -- + + BILLY TIM + If you could pay cash, I could + probably drop the price a little. + To, say, seventeen -- + (as Frank squeezes a + little) + -- sixteen each. + + FRANK + (big smile) + That would be lovely. + + +79 INT. WAREHOUSE - BACK TO DANNY - DAY 79 + + overseeing the construction, reviewing his list of tasks on + his fingers, suspecting he's missed one. + + DANNY + -- Power, surveillance, transport - + - + + TISHKOFF + Anything I can do? + + Danny's eyes flash from Tishkoff to Saul, behind him, + dressed in his usual frumpy attire: that's what he missed. + 55. + + + DANNY + Get your wallet. + + +80 INT. HABERDASHERY 80 + + A tailor fits Saul for the finest suits Tishkoff's money + can buy. As Saul smoothes out a coat sleeve- - + + SAUL + This is nice material. + + DANNY + It's Armani, Saul. + + SAUL + It's very nice. + + Saul's not fooling anyone: he's scared, right down to his + Florsheims. Danny nods to the tailor: "Give us a moment." + + DANNY + Saul, you sure you're ready to do + this? + + Saul turns away, and when he faces Danny again, his entire + aspect has changed: His features stone, his eyes icicles. + + SAUL + If you ever question me again, + Daniel, you won't wake up the + following morning. + + They exchange a long, fierce glance; Saul's eyes never + waver. + + DANNY + You're ready. + + Danny signals Tishkoff: let's pay, and Saul immediately + slumps into his old self. To a mirror, he practices -- + + SAUL + Hello. My name is Lyman Zerga -- + (this time a little + deeper) + My name is Lyman Zerga -- + + +81 INT. LIMOUSINE - DAY 81 + 56. + + + Saul's dressed completely (and immaculately) now in Armani, + with his hair slicked back, a brief moustache on his lip, + and impenetrably dark glasses riding the bridge of his + nose. He continues to practice, his accent even deeper now + and specifying no geographic origin, could be Scottish, + could be Israeli -- + + SAUL + My name is Lyman Zerga -- My name + is Lyman Zerga -- + + Danny passes him an envelope full of $100 bills. + + DANNY + There's a little over twenty grand + there, Saul. Try to make it last. + + Saul pats down his pockets for something he can't find. + + SAUL + You seen my -- + + DANNY + (handing him Rolaids) + Bought you a fresh roll. + + The limo pulls to a stop, and outside there is a flurry of + FOOTSTEPS before Saul's door swings open, and Turk and + Virgil (both costumed as bodyguards) stand waiting for him. + + VIRGIL + Mr. Zerga, we're here. + + DANNY + Good luck, Lyman. + + SAUL + (hesitates, then gets + out) + Luck is for losers. + + +82 INT. BELLAGIO CASINO - DAY 82 + + Saul, as Lyman Zerga, makes as low-profile an entrance into + the Bellagio as he can with bodyguards preceding and + trailing him. He approaches a V.I.P CONCIERGE. + + V.I.P. CONCIERGE + Good afternoon, sir. How can I be + of service? + + SAUL + 57. + + + My name is Lyman Zerga. I'd like a + suite, please. + + V.I.P. CONCIERGE + Do you have a reservation with us? + + SAUL + (long glare at him) + I don't make reservations. + + A longer glance at Lyman's bodyguards tells the Concierge + this is not a man to be denied. As he jumps to it -- + + +83 INT. OUTSIDE RESTAURANT'S ENTRANCE - DAY 83 + + Outside a restaurant's entrance, Rusty and Linus sit before + two slot machines, idly dropping in quarters as they watch + Saul receive the royal treatment. + + RUSTY + Okay. Tell me about Benedict. + + LINUS + The guy is a machine. + + +84 EXT. BELLAGIO CASINO - DAY - SUPER SLOW MOTION 84 + + TERRY BENEDICT emerges from a Town Car and, from his + haircut to his smile to his pant-cuffs, he is effortless + perfection. He is Vegas royalty, yet he denies eye contact + to no man. He strides into his casino and, appearing behind + a pillar, Linus follows him in. + + LINUS (V.O.) + He arrives at the Bellagio every + day at two p.m. Same Town Car, same + driver. Remembers every valet's + name on the way in. Not bad for a + guy worth three-quarters of a + billion. + + +85 INT. BELLAGIO - ELEVATOR BAY - SUPER SLOW MOTION 85 + + The doors open, and Terry Benedict steps out. Linus watches + from a craps table. + + LINUS (V.O.) + Offices are upstairs. He works + hard, hits the lobby floor at seven + on the nose. + 58. + + +86 INT. BELLAGIO CASINO - NIGHT - SUPER SLOW MOTION 86 + + From a balcony, Benedict stands overlooking the casino + floor. His CASINO MANAGER approaches and they confer. + + LINUS (V.O.) + Spends three minutes on the floor + with his casino manager. + + RUSTY (V.O.) + What do they talk about? + + LINUS (V.O.) + All business. Benedict likes to + know what's going on in his + casinos. There's rarely an incident + he doesn't know about or handle + personally. + + +87 INT. HIGH ROLLERS' ROOM - SUPER SLOW MOTION 87 + + Benedict works the room. He speaks to a Japanese High + Roller in Japanese, to a Swiss in German, etc. + + LINUS (V.O.) + He spends a few minutes gladhanding + the high rollers. He's fluent in + Spanish, German and Italian, and + he's taking Japanese lessons, + getting pretty good at it. He's out + by seven-thirty, when an assistant + hands him a black portfolio. + Contents: the day's take and new + security codes. Then he heads to + the restaurant. + + Indeed, as Benedict makes his exit, an assistant hands him + a black portfolio. + + +88 INT. BELLAGIO CASINO - OUTSIDE RESTAURANT 88 + + Rusty and Linus watch the entrance: No one enters. + + LINUS + Give him another ten seconds. + + Around the corner comes Benedict, carrying his black + portfolio. + + LINUS + As I said: a machine. + 59. + + + RUSTY +And that portfolio contains the +codes to all the cage doors? + + LINUS +Two minutes after they've been +changed, he's got 'em in hand. + (beat) +I'll tell you: you guys picked a +helluva target. He is as smart and +ruthless as they come. The last guy +caught cheating here, Benedict not +only sent him up for ten years, he +got the bank to seize the guy's +home and bankrupted -- + + RUSTY +-- his brother-in-law's tractor +dealership, I heard. + + LINUS +He doesn't just go after your +knees, he goes after your +livelihood. And everyone-you-ever- +met's livelihood. + + RUSTY +You scared? + + LINUS +You suicidal? + + RUSTY +Only in the morning. + (beat) +Now what? + + LINUS +Now comes the girl -- if she comes +in after he does, that means +they're in a snit. + + RUSTY +Where's she come from? + + LINUS +The museum downstairs. She's the +curator there. Wait -- here she is. +You'll like this. + 60. + + + Rusty looks up as a beautiful woman (the one Danny saw on + Benedict's arm in the New York Times photo) appears. + Elegantly dressed, a knockout, she moves very much in her + own private space. And Rusty's face just about drops at the + sight of her. + + LINUS + I don't know if we can use her yet. + I haven't even caught her name. + + RUSTY + Tess. + + LINUS + What? + + RUSTY + (looks very certain about + this, very certain and + very upset) + Her name is Tess. + + +89 EXT. WAREHOUSE - NIGHT 89 + + Construction continues into the wee hours. + + +90 INT. WAREHOUSE - NIGHT 90 + + A facsimile of the Bellagio vault sprouts into shape. + + Livingston fixes a security camera in a corner, then + matches its image (of Frank staple-gunning floorboard into + place) to a security tape of the real McCoy. + + On the other side of the garage, Turk and Virgil go to work + on their newly-purchased vans, with wrenches and blow + torches. Tishkoff recognizes a gasket Virgil handles. + + TISHKOFF + This looks familiar. Where'd you + get this? + + VIRGIL + Off your Rolls. + + TISHKOFF + Danny! Tell 'em not to touch the + Rolls! + 61. + + + Overlooking the whole enterprise is Danny, grinning from + ear to ear, happy in his work. He checks a stopwatch in his + hand as the false top to the cash cart before him flies + open, revealing Yen within, his arms, legs and torso folded + into a three-by-four foot space. He whips an air hose from + his mouth and inhales deeply. Danny checks his watch. + + DANNY + 29:47. Everything okay in there? + + Yen responds. Of course, Danny doesn't understand him. But + Rusty does, appearing behind him. + + RUSTY + But what doesn't beat the shit out + of being a circus performer? + + Danny turns to Rusty: he looks very, very serious. + + +91 EXT. WAREHOUSE - NIGHT 91 + + Danny and Rusty adjourn from the warehouse. + + DANNY + What is it? + + RUSTY + Tell me this isn't about her. Or + I'll walk off the job right now. + (off Danny's reaction) + Tess. She's with Terry Benedict + now. Tell me this isn't about + screwing the guy who's screwing + your wife. + + DANNY + Ex-wife. + + RUSTY + Tell me. + + DANNY + It's not. About that. Entirely. + + A beat. + + DANNY + You said you needed a reason. Well, + this is mine. + (beat) + 62. + + + When we started in this business, + we had three rules. We weren't + gonna hurt anybody. We weren't + gonna steal from anybody didn't + have it coming. And we were gonna + play the game like we had nothing + to lose. Well, I lost something. + Someone. That's why I'm here. + + A beat. + + RUSTY + Here's the problem: we're stealing + two things now. And when push comes + to shove, if you can't have both, + which are you gonna choose? And + remember: Tess doesn't divide + eleven ways. + + A beat. + + DANNY + If things go to plan, I won't be + the one who has to make that + choice. + + The two men stand quietly for a moment. + + DANNY + How'd she look by the way? Tess -- + + RUSTY + I've seen her happier. + + CLOSE ON PICASSO'S WOMAN WITH GUITAR + + TESS (V.O.) + 'Radiant' is the word. Absolutely + radiant. + + +92 INT. BELLAGIO ART GALLERY - DAY 92 + + The painting hangs under a portrait lamp on a wall between + a van Gogh and a Monet. + + At a distance, admiring it, are Tess, the SELLER and the + seller's AIDE-DE-CAMP. A staff photographer and other + personnel mill nearby. + + Off to the side, in a sharp blazer, Tess stands transfixed + by the painting. + 63. + + + TESS + He painted it in the summer of + 1912, after the break-up with + Fernande Olivier. + + SELLER + She must have put him through hell. + + TESS + You can see the conflict. He makes + her both erotic and grotesque. He's + hopelessly drawn to her, and yet + she drives him crazy. + + AIDE-DE-CAMP + (checking his watch) + Mr. Santaniello has an early + flight. Do you think Mr. Benedict + will be late? + + TESS + Mr. Benedict is never late. + +Just then the double doors to the gallery swing open, and +Terry Benedict enters, right on time. + +He is elegant, beaming, commanding. All that's missing is a +blare of trumpets. + + BENEDICT + Am I late? + + TESS + Not at all, Mr. Benedict. + (greeting him) + Allow me to introduce to you Mr. + Jean Santaniello. + + BENEDICT + (to Seller) + Mr. Santaniello, I apologize if I + kept you. I had to iron out a few + issues with my fight promoter. I + gave him an unlimited budget, and + he exceeded it. + + SELLER + I understand it's going to be a + hell of a fight. + + BENEDICT + We hope. + 64. + + +Tess angles Benedict toward the painting. + + TESS + Here it is. + +Benedict moves toward the painting, and as he does he +catches Tess in his glance, and his smile deepens. Then: + + BENEDICT + Magnificent! I've been following + her for fifteen years now. At last + I've made her a home. + (to Tess) + All the arrangements and so forth - + - + + SELLER + Done. She's yours. + + BENEDICT + Not mine. She belongs to everyone + who comes into my hotel. Isn't that + right, Ms. Ocean? + + TESS + Yes, Mr. Benedict. + + BENEDICT + She's lovely, isn't she? + (as the Seller is + confused; Benedict + specifies painting) + I can't be the only one who was + after her. + + SELLER + You're the only one who met my + price. + + BENEDICT + Ah, but this -- You can't put a + price on beauty. But I shouldn't + philosophize. I own casinos, after + all. + + AIDE-DE-CAMP + Can we get a quick shot? Mr. + Santaniello has a plane to catch. + + BENEDICT + Of course, of course. + +Tess understands: she is not to be part of the photo. + 65. + + + Benedict and the Seller pose together and -- + + Flash! + + +93 INT. BELLAGIO ART GALLERY - LATER 93 + + The Seller exits with the Aide-De-Camp in tow. Benedict + remains, enthralled by the painting. Tess appears beside + him. + + TESS + You like it? + + BENEDICT + I like that you like it. + (beat) + I have some bad news from the world + of high fashion. It seems Mike + Tyson will be wearing red on + Saturday night. Red trunks with a + white stripe. + + TESS + Oh? + + BENEDICT + And you, as I recall, will be + wearing a red Donna Karan? And when + the TV cameras pick us up in the + front row, that red dress -- + + TESS + I see. + + BENEDICT + He's a charming man, but no one's + going to be watching him when they + can make a study of you. I've asked + Paolo to find three or four things + for you to try. I hope you're not + too disappointed. + + She is, but she buries it. + + BENEDICT + Are you sure? + + She nods, smiles faintly. + + BENEDICT + I'll see you tonight. + 66. + + + Instinctively she leans in to kiss him. He recoils ever so + slightly. + + TESS + What? We're alone. + + He lets his eyes wander along the length of the ceiling, + over all the eye-in-the-sky cameras hidden there. She + follows his look. + + BENEDICT + In my hotels, there's always + someone watching. + + But he kisses her anyway. + + TESS + I'll see you tonight. + + He glances once more on the Picasso as he moves away. + + BENEDICT + Actually, I do like it. + + And Tess remains, thinking: he's rich, he's handsome and + wooing, but is she happy? + + +94 INT. HIGH ROLLERS' ROOM - NIGHT 94 + + Quiet, elegant, tense. One table is operating only, in the + corner, and at it Saul, as Lyman Zerga, furtively peels at + the roll of Rolaids and slips one in his mouth. + + HIGH ROLLER #1 + Weak stomach, Mr. Zerga? + + SAUL + I don't believe in weakness. It + costs too much. I don't believe in + questions, either. + + This shuts the High Roller up fast. Saul looks up from the + table, just perceptibly, to spot Terry Benedict, on his way + in, right on schedule. He approaches the PIT BOSS by the + entrance. + + BENEDICT + Eddie. Anything for me? + + PIT BOSS + 67. + + + Mr. Zerga, sir. Lyman Zerga. In the + third position. Wishes to speak + with you privately. + + BENEDICT + Who is he? + + PIT BOSS + Businessman of some kind, working + mostly in Europe. He's very vague, + but I asked around. Word is he + deals primarily in arms. One of the + biggest. + + BENEDICT + Zerga? Never heard of him. + + PIT BOSS + Yessir. That's why I don't doubt + it. + + BENEDICT + He's staying here? + + PIT BOSS + Checked in two nights ago, sir. + He's in the Mirador suite. + + BENEDICT + How's he doing? + + PIT BOSS + Up. Almost forty grand. + + BENEDICT + (knowing he can't duck + this) + Good for him... + + +95 INT. BELLAGIO - RESTAURANT - SAME TIME 95 + + Tess Ocean sits in a booth and sips at a glass of wine and + checks her watch: Benedict is late or very close to being + so when a pair of hands slips over her shoulders and starts + to caress her arms. + + TESS + (without looking at him) + You're thirty seconds late. I was + about to send out a search party -- + (recognizing the hands, + she turns, stunned) + 68. + + + Danny -- + + DANNY + (standing over her, + grinning) + Hello, Tess. + + TESS + (thrilled and petrified + and stunned to see him, + but outraged mostly) + What are you doing here? + + DANNY + I'm out. + + TESS + You're out. + + DANNY + Of prison. You remember. The day I + went for cigarettes and never came + back. You must have noticed. + + TESS + I don't smoke. + (as he sits) + Don't sit -- + + DANNY + (but he does) + They said I'd paid my debt to + society. + + TESS + Funny, I never got a check. + +Danny smiles. Tess stares daggers. + + TESS + You can't stay. + + DANNY + It's good to see you. + + DANNY + You're not wearing your ring. + +A beat. + + TESS + 69. + + + I sold it. And I don't have a + husband. Or didn't you get the + papers? + + DANNY + My last day inside. + + TESS + I told you I'd write. + +Danny reaches his hand (ringed) for hers (ringless), but +she removes it from the table. + + TESS + Danny. Go. Now. Before -- + + DANNY + Benedict? + +She freezes: Danny knows. He smiles: it's okay. Then, to a +passing waiter: + + DANNY + (his fingers two inches + apart) + Whiskey and -- + (then one inch apart) + -- whiskey. + + TESS + Danny -- + + DANNY + You're doing a great job curating + the museum. + +She sighs, exasperated. + + DANNY + The Vermeer is quite good. Simple + but vibrant. Although his work + definitely fell off as he got + older. + + TESS + Remind you of anyone? + + DANNY + And I still get Monet and Manet + confused. Which one married his + mistress? + + TESS + 70. + + + Monet. + + DANNY + Right. Manet had syphilis. + + TESS + They also painted occasionally. + +A beat. + + DANNY + You don't know how many times I + played this conversation out in my + head the last two years. + + TESS + Did it always go this poorly? + + DANNY + Yes. + + TESS + Sounds frustrating. + + DANNY + You were never easy. + (as she shrugs) + Okay. I'll make this quick. I came + here for you. I'm gonna get on with + my life, and I want you with me. + + TESS + You're a thief and a liar. + + DANNY + I only lied about being a thief. + But I don't do that anymore. + + TESS + Steal? + + DANNY + Lie. + + TESS + I'm with someone now who doesn't + have to make that kind of + distinction. + + DANNY + No, he's very clear on both. + + TESS + 71. + + + Nice. Work on that for two years, + too? + + DANNY + Year and a half. + + A light smile from Tess. + + TESS + Do you know what your problem is? + + DANNY + I only have one? + + TESS + You've met too many people like + you. + (then) + I'm with Terry now. + + DANNY + Does he make you laugh? + + TESS + He doesn't make me cry. + + +96 INT. HIGH ROLLERS' ROOM - SAME TIME 96 + + At the table, Saul bets heavily for the bank. Benedict + approaches, stands off to the right, watching. + + HIGH ROLLER + (to Saul, noticing his + heavy bet) + You don't want to get in the hole + too heavy to this Benedict. A + friend of mine once borrowed a + hundred g's from the guy. Two + months went by, Benedict hadn't + heard from him, he calls my friend + up, asks 'Where's my money?' I'll + get to it when I get to it,' my + friend says. Half hour later + Benedict's in my friend's hotel + room, dangling him off his 10th + floor balcony by his feet. 'You + gonna get to it now?' + + High Roller turns over a nine. Saul wins. + + FRANK + Bank wins -- natural nine. + 72. + + +Benedict steps forward. + + HIGH ROLLER + Hiya, Terry. + + BENEDICT + Mr. Weintraub. How's everything? + + HIGH ROLLER + Eh. They put too much grenadine in + my Shirley Temple. + + BENEDICT + And here I thought you were + drinking vodka. + (turning attention to + Saul) + Mr. Zerga. + + SAUL + Mr. Benedict. I recognize you from + the TV. You know, nine casinos out + of ten, owner comes up in the + middle of the hand to ask me what I + want. I respect your waiting. + + BENEDICT + You're the guest, sir. + + SAUL + And I have to impose on your + hospitality. Can you sit in for a + hand? + + BENEDICT + I'd love to, Mr. Zerga, but the + gaming board would feed me to my + white tigers. + + SAUL + That's a shame. You're the king of + Vegas and you have to play craps in + the alley. + + BENEDICT + No shame at all. Reminds me of my + youth. + +CORNER - MOMENT LATER + +Benedict and Saul are huddled in a corner. + + SAUL + 73. + + + The fight is Saturday, is it not? + + BENEDICT + Yes. I can get you seats -- + + SAUL + No, no. Hand-to-hand combat doesn't + interest me. I have a package + arriving here Saturday evening. A + black briefcase, standard size, the + contents of which are very valuable + to me. + + BENEDICT + I'd be happy to put it in the house + safe for you. + + SAUL + The house safe is for brandy and + grandmother's pearls. I'm afraid I + need something more secure. + + BENEDICT + I can assure you, the house safe is + utterly -- + + SAUL + (his looks stops + Benedict) + I can assure you, Mr. Benedict, + your generosity in this matter will + not go overlooked. Now: what can + you offer me besides the safe? + + Saul's eyes are pure steel: he is not a man familiar with + being denied. And Benedict recognizes that fact. + + +97 INT. BELLAGIO - RESTAURANT - SAME TIME 97 + + TESS + See, the kind of people you steal + things from, they have insurance to + compensate them. They get made + whole again. I had to leave New + York to get away from what + happened. How do I get my five + years back, Danny? + + DANNY + You can't. But what you can do is + not throw away another five years. + 74. + + + TESS + You don't know anything about -- + + DANNY + (leaning in) + Listen, you don't love me anymore, + you want to make a life with + someone else? Fine, I'll have to + live with that. But not him. + + TESS + Spoken like a true ex-husband. + + DANNY + I'm not joking, Tess. + + TESS + I'm not laughing. + (beat) + You have to admit there's a + conflict of interest when you give + me advice about my love life. + +Danny exhales and leans back. + + DANNY + Yes. But that doesn't mean I'm + wrong. + +She looks at him, and maybe part of her knows that he +isn't. She looks down at his ring, somewhat wistful. He +sees her looking at it. + + TESS + Do you remember what I said to you + when we first met? + + DANNY + You said: you better know what + you're doing. + + TESS + Do you? Now? Because -- truly -- + you should walk out the door if you + don't. + + DANNY + I know what I'm doing. + + BENEDICT + What are you doing? + 75. + + +Terry Benedict is hovering over them, fresh from his +meeting with Saul. + + DANNY + Catching up. + + TESS + Terry, meet my ex-husband -- + + DANNY + (extending his hand) + Danny Ocean. + + BENEDICT + (taking it) + Mr. Ocean. + (to Tess) + Forgive me for being late. A guest + required my attention. + + TESS + Danny was just walking through the + restaurant and spotted me. + + BENEDICT + Is that right? + + DANNY + I was shocked myself. Imagine the + odds. + + BENEDICT + 'Of all the gin joints in all the + world--' + (beat) + You've been in prison until + recently, isn't that right? How + does it feel to be out? + + DANNY + About the same. Everything you want + is still on the other side. + + BENEDICT + There's the human condition for + you. + + TESS + Terry, Danny was just about to... + + DANNY + I just wanted to say hello. For old + time's sake. + 76. + + + BENEDICT + Stay for a drink, if you like. + + TESS + He can't -- + + DANNY + (simultaneously) + -- I can't. + + An awkward silence. Benedict takes Tess's hand in his. + + BENEDICT + Well, then I don't imagine we'll be + seeing you again, Mr. Ocean. + + DANNY + You never know. + + BENEDICT + I know everything that happens in + my hotels. + + DANNY + So I should put those towels back. + + BENEDICT + The towels you can keep. + + DANNY + (smiles, rises) + Good seeing you, Tess. + + TESS + Take care, Danny. + + Danny goes. When he's out the door -- + + TESS + I'm sorry -- + + BENEDICT + (like lightning) + Don't be. + + +98 EXT. OUTSIDE RESTAURANT 98 + + MOVING WITH Danny as he exits, his fingers snapping, he saw + the mist in Tess's eyes just now, he knows he's got a + fighting chance with her, but what he does not know is. + 77. + + + Linus is tailing him, ten steps back. He stops, glances + back at the restaurant quizzically, then continues + following Danny. + + +99 INT. BASHER TARR'S HOTEL ROOM - DAY 99 + + Nobody lights a match, this place is a powder keg. Basher + sits on his bed, surrounded by combustibles, whittling and + polishing a plastic explosive into an emerald shape. + There's a KNOCK at the door. + + MAID (O.S.) + House cleaning. + + BASHER + (eyes never leave his + work) + Just jumping into the shower, can + you come back later? + + The maid moves on, on TV: A Reporter broadcasts live. + + REPORTER (V.O.) + We're here at the historic Paradiso + Hotel and Casino, once the prize + resort of Las Vegas, now seconds + away from demolition -- + + +100 EXT. PARADISO HOTEL - ON STRIP - DAY 100 + + Just down the block from the Terry Benedict Trinity stands + (for a few remaining moments) the edifice of the Paradiso, + Reuben Tishkoff's bankrupted hotel-casino. + + A crowd has gathered to witness its destruction: Terry + Benedict, for one, his finger on the button and his face in + the spotlight; Tess another, standing (near)by her man; + Danny, too, hidden within the masses, eyes fixed on his ex; + and Linus, who keeps a steady bead on Danny. + + REPORTER + -- and here's Reuben Tishkoff, + former owner of the Paradiso, come + to bid farewell to his fabled + resort and wish Terry Benedict all + the best with his future plans for + the property- - + + Terry greets Reuben before the TV cameras and newspaper + reporters, and everyone's smiling and shaking hands, but + behind those smiles and under their breaths -- + 78. + + + BENEDICT + Good to see you. + + REUBEN + Go shit in your mouth. + + Tess, her eyes roaming the crowd, finds a pair staring back + at her: Danny's. She holds his glance a moment long enough + for both Linus and Benedict to notice before turning away, + to Benedict, who puts his public smile back on and steps up + to a podium alongside MIKE TYSON and LENNOX LEWIS, and + together they all put their hands on "the plunger" and + Benedict leans into a microphone -- + + BENEDICT + I hope there's as much dynamite in + the Paradiso as there will be in + this Saturday's fight. + + -- and -- WHOOMPH, the PLUNGER comes down and write your + own onomatopoeia here, the PARADISO IMPLODES. + + Reuben wipes a tear from his eye. + + REUBEN + G'bye, honey -- + + +101 INT. BASHER TARR'S HOTEL ROOM - SAME TIME 101 + + As the Paradiso crumbles outside his window, the lights and + TV in his room flicker and go out. + + BASHER + Shit. + + As he scrambles out the door, making sure to post a "Do Not + Disturb" sign. + + RUSTY (V.O.) + Saturday day is yours. Do whatever + you like with it. + + +102 INT. TISHKOFF'S - GAME ROOM - NIGHT 102 + + FROM ABOVE, SLOWLY DESCENDING: Ten of our eleven (Basher is + missing) surround the model of the three casinos. Rusty + leads everyone in a run-down of the heist. + + RUSTY + 79. + + + Call is at five-thirty. Makeup and + costume. Saul's package arrives at + seven-fifteen, and Linus grabs our + codes. All goes well there and + we're a go. Seven-thirty Virgil and + Turk deliver Yen and we're + committed. From that point, we have + thirty minutes to blow the power or + he suffocates. + + We DESCEND ONTO the miniature of the vault, then -- + + DISSOLVE TO: + + +103 INT. BELLAGIO VAULT - NIGHT 103 + + FROM ABOVE, DESCENDING STILL: This is the Real Deal. The + Bellagio vault. A clock reads: 8:03. + + RUSTY (V.O.) + Once the electricity goes, all + entry points to the vault and its + elevator will automatically lock + down for two minutes. That's when + we make our move -- + + Two guards wheel in a cash cart and leave it in the vault's + center and march out again, closing the thick metal door + behind them. When the vault LOCKS CLICK. + + We STOP DESCENDING, just above the cash cart. There is + silence for a spell, the lights flicker out, then the false + top of the cart springs open, revealing Yen within, folded + neatly. + + He inhales deeply, then slowly unspools himself from the + cash cart until, at last, he crouches atop it. He takes in + the room: vacant and silent. + + Except for Rusty, who walks right by him, incongruously. + + RUSTY + Okay: they've put you in the middle + of the room, far from everything. + You have to get from here to the + door without touching the floor. + What do you do? + + A WIDER ANGLE reveals we're -- + + +104 INT. WAREHOUSE - NIGHT 104 + 80. + + + The Bellagio vault has been fully reproduced here, and what + we've been watching has been a trial run. Ten of the eleven + (Turk and Virgil in guard costumes, Basher is still + missing) watch from offstage, like a film crew watching a + dress rehearsal. + + FRANK + Fin says he shorts it. + + LIVINGSTON + Make it a sawbuck. + + From a dead squat, Yen leaps, hands first, from the cash + cart to a ledge five yards away, and grips it safely with + both hands without touching the floor. From this position, + he'll inch his way to a counter, then, to the door. + + Frank pays up. Behind him, a DOOR SLAMS, and he turns to + see Basher, at last. Sniffing the air, he double-takes, + Basher's covered head-to-toe in sewage. + + BASHER + (and he's not happy) + We're in deep shit. + + +105 EXT. WAREHOUSE - NIGHT 105 + + Linus hoses Basher off, his accent angry and thick as he + spits out water and the story of his afternoon and if + nobody understands a word he's saying, that's okay. + + BASHER + The damn demo crew didn't use a + coaxial lynch to back the mainline! + Onioned the mainframe couplet! + + Reuben leans into Livingston. + + REUBEN + You understand any of this? + + LIVINGSTON + I'll explain later. + + BASHER + Blew the backup grid one by one! + Like dominoes! + + DANNY + (as he hardly understands + this either) + Basher. What happened? + 81. + + +106 INT. VEGAS SEWERS - THAT AFTERNOON - FLASHBACK 106 + + A cabal of city engineers investigates subterranean fuse + boxes, and Basher tails them, hiding near a waterfall of + effluent. + + BASHER (V.O.) + They did exactly what I planned to + do. Only they did it by accident. + Now they know their weakness. And + they're fixing it. + + An ECHOING FOOTSTEP draws the attention of the city + engineers, and Basher retreats into the waterfall. + + +107 INT. TISHKOFF'S LIVING ROOM - NIGHT - PRESENT 107 + + Basher towels off his hair. + + DANNY + So -- + + BASHER + So unless we decide to do this job + in Reno, we're screwed. + + Danny rises and paces, frustrated. He's come too far for + things to go awry now. + + RUSTY + We could -- + + DANNY + By tomorrow? + + Danny keeps pacing; Rusty hangs his head and thinks; Basher + dries his hair. + + BASHER + (an idea occurs to him) + We could use a pinch. + + Danny stops; Rusty looks up. + + DANNY + What -- is a pinch? + + +108 INT. LAB - DAY 108 + + Scientists demonstrate the pinch, a lithium wire in a glass + vacuum tube the size of a small refrigerator. + 82. + + + BASHER (V.O.) + A pinch is the equivalent of a + cardiac arrest for any broad-band + electrical circuitry. Or better + yet: A pinch is a bomb -- but + without the bomb. Every time a + nuclear weapon detonates, it + unleashes an electromagnetic pulse + which shuts down any power source + within its vicinity. That tends not + to matter in most cases because the + nuclear weapon destroys everything + you might need power for anyway. + Now a pinch creates a similar + electromagnetic pulse, but without + the headache of mass destruction + and death. So instead of Hiroshima, + you get the Seventeenth Century. + + +109 INT. TISHKOFF'S LIVING ROOM - NIGHT 109 + + RUSTY + For how long? + + BASHER + About ten seconds. + + DANNY + Could a pinch take out the power of + an entire city? Like, I don't -- + + BASHER + Las Vegas? + (beat) + But there's only one pinch in the + world big enough to handle it. + + Danny and Rusty trade a look: They have their answer. + + DANNY + Where? + + BASHER + (a beat, then balefully) + Pasadena. + + +110 EXT. CAL TECH CAMPUS - NIGHT 110 + + Headlights hit a sign: "Cal Tech. HIGH-SECURITY AREA. KEEP + OUT." A white VAN SHOOTS PAST it. + 83. + + +111 INT. WHITE VAN - NIGHT 111 + + Turk and Virgil man the front seats as Danny, Basher, Yen + and Linus huddle in the back. Basher and Yen both prepare + equipment for their raid: hooks and a rope for Yen, a small + blowtorch and a drill for Basher. + + DANNY + (to Basher and Yen) + You two ready? + + They nod and, with Danny, start out the van's rear door. + Linus starts to follow but -- + + DANNY + What are you doing? + + LINUS + Coming with you. + + Danny smiles and shakes his head. + + LINUS + (furious) + But -- + + The van door slams in his face. + + +112 EXT. LABORATORY - AT PERIMETER DOOR - NIGHT 112 + + Danny picks a lock, then he, Yen, and Basher disappear into + the lab's interior. + + +113 INT. WHITE VAN 113 + + Linus twiddles his thumbs, tired of being seated at the + kids' table. Meanwhile, up front, another Mensa meeting has + been called to order -- + + VIRGIL + Are you a man? + + TURK + Yes. Nineteen. + + VIRGIL + Are you alive? + + TURK + Yes. Eighteen. + 84. + + + VIRGIL + Evel Knievel. + + TURK + Shit! Okay, your turn- - + +SAME SCENE - LATER + + VIRGIL + Co-sign squared over .0455. + + TURK + No. Co-sign squared over .0415. + + VIRGIL + .04-five-five. + + TURK + One-five. + + VIRGIL + You're so wrong. + + TURK + You don't know your string theory, + bitch. + +SAME SCENE - LATER + +After a spell of silence -- + + VIRGIL + Mom told me she loves me more. + + TURK + She told me she was going to tell + you that. + +ON LINUS + + TURK (O.S.) + Stop it. + + VIRGIL (O.S.) + Make me. + + TURK (O.S.) + Stop it. + + VIRGIL (O.S.) + Make me. + 85. + + + They can be heard WRESTLING. Linus has had enough. He + sneaks out the van's back door without the Malloys hearing + him. + + AT PERIMETER DOOR + + Linus sulks along the laboratory's perimeter, finds the + door Danny pick-locked, and disappears inside. + + A moment passes. + + A moment passes. + + And the next door opens, and Danny, Basher, and Yen appear, + pinch in hand, they've succeeded. They weave a path to the + van. + + +114 INT. VAN 114 + + Turk and Virgil are still wrestling as the trio appears. + Danny, Basher and Yen pile in the back. + + DANNY + We got it. Let's go. + + Turk floors it, and they're off. + + DANNY + Wait a minute. + + Turk brakes, and they're not. + + DANNY + Where's Linus? + + Everyone realizes: he's not here. Just then: + + SIRENS and ALARMS and lights come to life. Uh-oh. + + Danny spins to look out the back of the van, Basher by his + side. His eyes scan the compound, then: + + DANNY + There he is. + + DANNY'S POV + + of the lab, and its beveled-glass stairwell. Linus + scrambles up its steps, a flight ahead of a duo of chasing + guards. As he ascends out of sight. + 86. + + + Danny shifts his focus to -- + + DANNY'S POV + + The other side of the building, and two more guards + arriving on the roof and moving toward the staircase: Linus + will be trapped. + + BACK TO SCENE + + Danny, Basher, and Yen squat side-by-side-by-side, watching + all this. Yen makes a colorful observation about Linus's + predicament; of course, no one understands it. + + VIRGIL (O.S.) + One of us should help him. + + BASHER + (who speaks Danny's mind) + Then there'll be two of us who need + saving. + + DANNY + He knows where we are. + + DANNY'S POV + + Both sets of guards appear on the rooftop, and find no + Linus between them, he's disappeared. + + TURK (O.S.) + Where'd he go? + + BACK TO SCENE + + Danny and Basher slowly turn: Turk and Virgil crouch inches + behind them, wanting to spectate as well. + + TURK + (off Danny's look) + What? + (then, realizing their + goof, to his brother, + remonstratively) + Would you -- shouldn't someone be + behind the wheel? + + CRASH! + + +116 EXT. LABORATORY - NIGHT 116 + 87. + + + A second-story WINDOW EXPLODES as a desk chair flies + through it, followed shortly by Linus who leaps onto a + steel-mesh overhang running alongside the building. + + +117 INT. VAN 117 + + DANNY + Alright, back it up, back it up! + + Virgil leaps into the driver's seat, shifts into reverse. + + +118 EXT. VAN 118 + + Linus runs along the overhang, then leaps down, onto the + reversing van, and rolls along its roof and down its + windshield. + + THROUGH the windshield: Virgil jabs his thumb over his + shoulder: get in the back. + + DANNY + (appearing from the rear + doors) + C'mon, c'mon -- + + Linus scrambles back over the van, and Danny and Yen pull + him in. Virgil hits the gas for a quick getaway, but he + does so before the rear doors are closed, and one of them + slams shut right on Yen's hand -- CRUNCH! + + YEN + Ahhh! + + +119 INT. WHITE VAN 119 + + as it hurtles away. Basher tends to Yen, cradling his hand, + and Danny stares down Linus, breathless. + + DANNY + I say stay in the van, you stay in + the van, got it? 'Cause you lose + focus for one second in this game, + and someone gets hurt. + + LINUS + (he's had just about + enough of Danny's shit) + I got it. + + They continue staring daggers at one another as -- + 88. + + +120 EXT. VAN 120 + + The van pulls away into the night. + + JIM LAMPLEY (V.O.) + It's fight night in Las Vegas -- + + +121 EXT. LAS VEGAS - DAY 121 + + Incoming lanes of the I-15 reflect bumper-to-bumper steel; + planes in the air are stacked for five miles over the + desert; even Gila monsters below seem Vegas-bound. + + JIM LAMPLEY (V.O.) + -- people are flooding in from all + over the country to see what has + been dubbed the 'Fight to End All + Fights' -- + + +122 EXT. LAS VEGAS - DAY 122 + + JIM LAMPLEY broadcasts live from a mobbed Strip. + + JIM LAMPLEY + -- and even though it's still five + hours 'til the opening bell, the + energy here is fever-pitched. + + +123 INT. BELLAGIO CASINO 123 + + Every table is in play, every seat filled. + + +124 INT. BELLAGIO SECURITY CENTER - THE EYE IN THE SKY 124 + + The Bellagio's CASINO MANAGER (the one Linus spied with + Benedict before) checks in with his watchers. + + MANAGER + How we doing? + + +125 INT. MIRADOR SUITE - DAY 125 + + Livingston has moved A/V operations into Lyman Zerga's + suite. As he scours the same images the watchers downstairs + do, he eavesdrops on their communications through his + headset. + + WATCHER (V.O.) + 89. + + + (over Livingston's + headset) + Cotton couldn't be taller. + + IN MIRADOR SUITE BATHROOM + + Lost in the luxury his role dictates, Saul floats in a + full-sized Jacuzzi and chews on a hundred dollar cigar; + Reuben, meanwhile, paces the floor, nervously. + + TISHKOFF + Where are they? That's what I want + to know. Where are they? + + SAUL + (as Lyman) + They'll be here. + + TISHKOFF + (to himself, mocking + "Lyman") + 'They'll be here.' Thanks a lot, + Fidel. + + AT LIVINGSTON'S CONSOLE + + Punching up a new set of views from the Eye In The Sky, + Livingston thrusts forward, alarmed by one. + + LIVINGSTON + Yikes. + + +126 INT. BELLAGIO CASINO - LOBBY - DAY 126 + + Rusty keeps watch on the hotel's side entrance. + + He glances at his watch, then outside again as the white + van arrives, dropping off only Linus and Danny, who slaps + the van's roof before it pulls away. + + As Danny and Linus enter the lobby, Rusty falls into step + with them, exchanging a smile with Danny but not Linus, he + still looks chastised from the car-trailer. + + +127 INT. ELEVATOR 127 + + Riding up. + + RUSTY + You boys have a nice trip? + 90. + + + Rusty, smiling, looks to Linus, glowering, then to Danny. + Before Danny can explain the doors part at the Mirador + Suite, where Livingston greets them urgently. + + LIVINGSTON + We have a problem. + + +128 INT. MIRADOR SUITE - ON LIVINGSTON'S LAPTOP - DAY 128 + + A mug-shot of Danny, complete with vital information: + height, weight, criminal history. + + LIVINGSTON + You've been red-flagged. It means + the moment you step on the casino + floor, they'll be watching you. + Like hawks. Hawks with video + cameras. + + DANNY + This is a problem. + + A pall falls over the room: this is more than a problem, + this is disastrous. Only SAUL dares make a noise, HUMMING + and SPLASHING in the next room. + + RUSTY + Saul: time to get out. + + SAUL (O.S.) + (as Lyman) + It's time when I say it is. + + RUSTY + Now! + + We hear HIM JUMP-TO-IT out of the tub. + + SAUL (O.S.) + (himself again) + I'm out. + + RUSTY + (back to Danny) + You have any idea how this + happened? + + Before Danny can answer -- + + LINUS + 91. + + + I do. He's been chasing Benedict's + woman. Got into a real snarl with + him two nights ago. + (off Danny's look) + I was tailing you. + + DANNY + Who told you to do that? + +Before Linus can answer -- + + RUSTY + I did. + (he and Danny hold a + stare) + I knew you couldn't leave Tess + alone. + + TISHKOFF + Who's Tess? + + DANNY + My wife. + + RUSTY + Ex-wife. + + SAUL + (appearing in a bathrobe) + Tess is here? + + RUSTY + (eyes still on Danny) + I'm sorry. I didn't know if it + would sting you, but it did. + (the most difficult words + he's ever had to say) + You're out, Danny. + + TISHKOFF + He's out?! + + RUSTY + It's that or we shut down right + now. His involvement puts us all at + risk. + +Danny and Rusty face off, furious with each other. + + DANNY + This isn't your call. + + RUSTY + 92. + + + You made it my call. When you put + her ahead of us. You made it mine. + + DANNY + This is my job. + + RUSTY + Not anymore. + + Danny stares daggers at Rusty. But he can see: everyone in + the room is on Rusty's side. Defeated, he stalks out of the + room, onto a balcony, but not without staring down Linus. + + TISHKOFF + But, but -- he can't just be out. + Who's gonna take his place? + + Rusty turns to Linus. + + RUSTY + Kid, you up for it? + + Linus's eyes drift to Danny outside, whatever acrimony he + felt before, he never meant to kick Danny off the job. He + nods, half-cocksure/half-scared-pissless: he's up for it. + + RUSTY + (to Livingston) + Find everyone else. Let 'em know + the change in plan. Curtain goes up + at seven. + + Livingston exits. Everyone else in the room staggers about, + like witnesses after an execution. Rusty steps out onto the + balcony, perhaps to console Danny, but (as Linus watches + them from inside) their words cannot be heard. + + SAUL + Tess is with Benedict now? + (as nobody responds) + She's too tall for him. + + +129 INT. BENEDICT'S SUITE - DRESSING ROOM - NIGHT 129 + + Tess, readying herself for the big evening, meets her own + glance in a dressing mirror, then spots Benedict in its + reflection, pacing the bedroom behind her. + + BENEDICT + (on phone) + Yes. Yes. No. Very much no. + (beat) + 93. + + + Then inform Mr. Levin he'll find a + better view of the fight in front + of his television. Surely he must + have H.B.O. + + Hanging up, Benedict approaches her, puts his hands on her + shoulders. + + BENEDICT + What are you thinking about? + + TESS + You. + + She smiles at him in the mirror. His glance in it, turns + from her to himself. + + +130 INT. EXECUTIVE ELEVATOR 130 + + Riding down, Terry Benedict checks his watch. The elevator + doors open and -- + + +131 INT. BELLAGIO CASINO - ELEVATOR BAY 131 + + -- he steps onto his casino's floor, the king of Las Vegas. + + The time is 7:00. + + ON BALCONY OVERLOOKING CASINO FLOOR + + Benedict meets his casino Manager, according to schedule. + + BENEDICT + Any sign of Ocean? + + MANAGER (WALSH) + Not in a couple hours. You want him + out? I can bounce him from the + state for parole violation if you + like. + + BENEDICT + (shakes his head) + Put a guy on him. He's here for a + reason. I'd like to know what it + is. But if he comes anywhere near + Tess, take it to the next level. + + MANAGER + Bruiser? + 94. + + + Benedict nods, goes on his way. + + AT CASINO ENTRANCE + + Saul, as Lyman Zerga, stands ramrod straight, looking + through sliding glass doors out at the valet station. + + From behind, Terry Benedict approaches, two security guards + walking half a pace behind him. Saul spots him in the + glass's reflection; he does not turn. + + SAUL + Mr. Benedict. + + BENEDICT + Mr. Zerga. It's a very busy night + for me. Are we on schedule? + + SAUL + I have no reason to suspect + otherwise. My couriers should be + here momentarily. + + A beat as Benedict studies Saul. + + BENEDICT + It's a nice evening. Shall we wait + outside? + + POV THROUGH BINOCULARS - ON BELLAGIO VALET AREA + + Benedict and Saul emerge, guards positioned around them. + + TURK (V.O.) + They're in position. + + LIVINGSTON (V.O.) + (over STATIC) + Okay. We're a go. + + +132 EXT. BELLAGIO CASINO - VALET AREA - SUNSET 132 + + A white, unmarked van pulls in from the street and races up + to the curb where Saul and Benedict wait. + + Turk Malloy gets out the passenger's side, a briefcase + handcuffed to his wrist, as Virgil comes around from the + driver's side, both of them dressed in their bodyguard + suits. + + TURK + Mr. Zerga. A gift from Mr. Hesse. + 95. + + + Turk extends the briefcase to Saul, so that they both clasp + the handle, as Virgil produces a key, unlocks the cuff on + Turk's wrist, transfers it to Saul's, clamps it shut, and + hands Saul the key. + + SAUL + Thank you, Friedrich, Gunther. + + He turns, nods to Benedict, and they retreat into the + hotel, the security guards and Malloys flanking them. + + +133 INT. BELLAGIO CASINO 133 + + Frank deals blackjack to a full table. His eyes gaze past + his players to Saul, the guards and Benedict passing by. + + FRANK + (as he busts) + Lookin' like a bad night for the + house. + + MOVING WITH Benedict as he spies out of the corner of his + eye Danny, lurking at a slot machine. To one of his guards + -- + + BENEDICT + Find Mr. Walsh. Tell him Mr. + Ocean's in the west slots. + + The guard goes, and Benedict continues with Saul. + + BENEDICT + I'm afraid I can't allow my private + security personnel inside the + casino cages. I hope you don't + mind... + + SAUL + Of course not. + + Saul turns to dismiss Virgil and Turk when -- + + -- passing by, on his way to a sports betting window, an + old RACETRACK DENIZEN happens past this cabal and, worse + yet, happens to recognize Saul. + + RACETRACK DENIZEN + Saul? Saul Bloom, is that you? + + Saul does his best to ignore the man. But even Benedict + notices: this guy seems to know Lyman Zerga. + 96. + + + RACETRACK DENIZEN + Saul, it's me. Bucky Buchanan, + remember? From Saratoga. + + At last Saul turns to face this man, with shark's eyes. + + SAUL + Friedrich, Gunther. + + An order: dispose of this man. Virgil and Turk pick up the + Denizen by his elbows and haul him away. + + SAUL + Mr. Benedict -- + (gesturing to the cage; + re: his briefcase-cuff) + Please: I have never enjoyed the + touch of steel to my skin. + + They proceed. + + AT SLOTS + + Danny sits in a row of octogenarians, all vacantly dropping + $1 coins and pulling levers. As he watches Saul and + Benedict disappear into the cage. + + DING! DING! DING! DING! Four cherries. Danny smiles, a big + winner, but he's got bigger pots to win tonight. + + He steers a neighboring senior citizen (blind as a bat) to + his slot machine -- + + DANNY + Pops, you won. + + -- then slips away. + + +134 INT. MIRADOR SUITE 134 + + Linus stands dressed in a sharp, conservative suit, a far + cry from the threadbare thief in Chicago. Rusty circles + him, inspecting. + + RUSTY + Where you gonna put your hands? + + Linus clasps them. + + RUSTY + No -- + 97. + + + Linus goes for his pockets. + + RUSTY + Not the pockets, either. And don't + touch your tie. Look at me -- + + Linus does. + + RUSTY + That how you gonna stand? + + Linus shifts his balance. + + RUSTY + Wrong again. I ask you a question, + you have to think of the answer, + where you gonna look? + + Linus looks down. + + RUSTY + Death. You look down, they know + you're lying -- + + Linus looks up. + + RUSTY + -- and up they know you don't know + the truth. Don't use three words + when one will do, don't shift your + eyes, look always at your mark but + don't stare, be specific but not + memorable, funny but don't make him + laugh, he's gotta like you then + forget you the moment you've left + his sight, and for God's sakes + whatever you do, don't under any + circumstances -- + + LIVINGSTON (O.S.) + Rust, can you come here a sec? + + RUSTY + (wandering off) + Sure thing. + + Linus is left utterly bewildered, a thousand commandments + to remember and fifteen minutes to remember them in. + + +135 EXT. ALLEY - DUSK 135 + 98. + + + Turk and Virgil's white van whips around a corner and + shoots inside. + + +136 INT. WAREHOUSE - SECOND VAN POV 136 + + Of which, importantly, we never see the exterior, just an + air freshener hanging from the rearview mirror. + + The white VAN SCREECHES to a halt inches from Basher who + stands ready beside the pinch (and the now-gutted and + dismantled mockup of the Bellagio vault) and faster than a + NASCAR pit crew Basher, Turk and Virgil load the pinch into + the white van's rear and before you can say + "electromagnetic pulse" the VAN SCREECHES back out of the + warehouse fully loaded. + + The time is 7:16. + + +137 INT. BELLAGIO CAGES - EMPTY COUNT ROOM 137 + + The room is empty save for a large table. Saul places his + briefcase on it, adjusts its numbered combination locks, + and opens it. + + Inside the case: five rows of glittering emeralds. + + BENEDICT + They're very beautiful. A gift. + + Saul stares at him: none of your fucking business. + + BENEDICT + Can you lift them out, please? + + Saul lifts the velvet tray out of the case, and Benedict + pats down the case's interior. Saul replaces the tray. + + BENEDICT + Alright, Mr. Zerga. I acknowledge + that the case does not contain any + dangerous or illicit material. I + further agree to take custody of + your case for a twenty-four hour + period to store in our secured + vault. While I cannot permit you to + accompany the case to the vault -- + + SAUL + Why not? + + BENEDICT + 99. + + + Insurance, for one. Security, + another. And I don't trust you. + + There is a KNOCK at the door, and Walsh the casino manager + enters. He speaks low in Benedict's ear. + + WALSH (MANAGER) + I put two plainclothes on Ocean. + He's at the keno bar now. + + Walsh nods, and Benedict turns back to Saul. + + BENEDICT + Mr. Zerga, this is Mr. Walsh, my + casino manager. If you will allow, + he will arrange for your briefcase + to be stored inside our vault while + you watch on a security monitor. + (beat) + Those are my terms. Yes or no? + + Saul and Benedict eyeball each other. + + SAUL + You leave me no choice. + + Saul unlocks the cuff from his wrist. + + +138 EXT. BELLAGIO CASINO - KITCHEN ENTRANCE - NIGHT 138 + + The white van slows enough to unload Virgil and Turk, + changed into waiter uniforms, and they hurry a table- + clothed room service cart inside as Basher pulls away. + + +139 INT. BELLAGIO CASINO - BY CAGE DOOR - NIGHT 139 + + RISING FROM a spotless pair of wingtips shifting side-to- + side, OVER hands flexing and stretching, UP TO Linus + Caldwell. He keeps an eye on the cage door, waiting for + Benedict to appear, as he tries anything to shake out his + nerves. Then, from a discreet earpiece he wears, comes: + + LIVINGSTON (V.O.) + Deep breaths. You'll do fine. + + LINUS + (breathes deep) + Thanks. + + LIVINGSTON (V.O.) + No sweat, kid. You're a rock. + 100. + + + (as Linus smiles, feeling + good about himself) + Now don't fuck up. + + +140 INT. MIRADOR SUITE - ON LIVINGSTON'S MONITOR - NIGHT 140 + + Linus's smile disappears as he continues to bounce. There's + a KNOCK at the door. + + VOICE (O.S.) + Room service. + + Rusty checks through the peephole, then ushers in Turk and + Virgil in costume with their room service cart. + + TURK + Who ordered the penne? + + Livingston raises a hand, and as Turk serves him his plate, + Virgil whips off the cart's tablecloth: underneath it's the + false-lid cash cart. Rusty turns to a corner. + + RUSTY + You ready? + + In it, Yen finishes bandaging his busted hand and nods. + + +141 INT. BELLAGIO SECURITY CENTER - THE EYE IN THE SKY 141 + + Fat and Slim sit before their monitors, feet kicked up, as + behind them Walsh, Benedict, and Saul enter. + + WALSH + This is our security center, where + we oversee all gaming in the casino + as well as our vault. You'll be + able to monitor your briefcase from + here. + + Walsh, finding Fat and Slim as they are, coughs; the two + watchers leap immediately to their feet. Benedict checks + his watch. + + SAUL + Don't let me keep you. + + BENEDICT + Mr. Zerga -- + + And Benedict takes his leave -- + 101. + + +142 INT. MIRADOR SUITE - NIGHT 142 + + RUSTY + Linus -- you're up. + + +143 INT. BELLAGIO CASINO - BY CAGE DOOR - NIGHT 143 + + Linus nods, shakes out his hands some more -- + + LINUS + Deep breaths, deep breaths. + + -- and here comes Benedict, exiting the cage just as his + assistant arrives with his portfolio. As he turns toward + the restaurant... + + LINUS + Mr. Benedict -- + + BENEDICT + Yes? + + LINUS + (presents proper + identification) + Sheldon Wills. Nevada Gaming + Commission. Could I have two + minutes of your time? + + Benedict sighs, his evening's been sidetracked enough + already but -- + + BENEDICT + Of course. Anything for the N.G.C. + + AT KENO BAR + + Danny watches Benedict escort Linus toward the blackjack + tables, unaware that TWO PLAINCLOTHES SECURITY GOONS watch + him from across the bar, and when he turns in their + direction, they look away, acting incognito, but it's not + them he's turning toward, it's Tess, rounding a corner + toward the restaurant. Danny jumps to his feet, throws a + tip on the bar, and goes. + + +144 INT. MIRADOR SUITE - NIGHT 144 + + The time is 7:27. + 102. + + + Yen tucks himself into the cash cart's hidden compartment + with a slim oxygen tank for company. Meanwhile, Rusty + drills Virgil and Turk. + + RUSTY + Okay: when do you make the deposit? + + TURK + Not until we get your signal. + + VIRGIL + Hey. What do we look like: a couple + of peckerwood jackasses or + something? + + No one responds. + + RUSTY + (turning his attention to + Yen, squeezed into the + cart) + Amazing: how's it feel? You + alright? + (as Yen nods) + Want something to read? Magazine? + + From the tangle of limbs, a middle finger protrudes to show + Rusty what he can do with a magazine. + + RUSTY + Okay. I'm counting down. Thirty + minutes of breathing time starts, + now. + + On "now" a RUNNING CLOCK APPEARS ON-SCREEN, descending from + 29:59. It will REMAIN there for the duration of the pre- + pinch heist, jumping at times BETWEEN SCENES. + + Rusty seals Yen inside the cash cart, then gives the top a + tug: it's shut tight. As Virgil redresses it with the + tablecloth, Turk snatches back Livingston's penne on the + way to the door. + + LIVINGSTON + You get no tip. + + +145 INT. CASINO FLOOR - 28:37 145 + + and counting. MOVING WITH Benedict and Linus into the Pit + Boss's station. + + LINUS + 103. + + + It only came to our attention this + morning, Mr. Benedict. Apparently + he has a record longer than my arm. + + BENEDICT + If he is who you say he is. + (hailing a PIT BOSS) + Charlie. Call over Ramon Escalante. + + PIT BOSS + Certainly, Mr. Benedict. + + Benedict and Linus wait, side-by-side. While Linus does his + best to play it cool, Benedict dips into his portfolio. + + +146 INT. MIRADOR SUITE - ON LIVINGSTON'S MONITOR - NIGHT 146 + + An overhead view of Benedict as he pulls out the + combination to the vault, reads it, then buries it in his + jacket pocket. + + RUSTY + Did you make it out? + + LIVINGSTON + His head blocked the last two + numbers. + (into his microphone) + We missed it, Linus. You gotta grab + the combination yourself. + + +147 INT. BELLAGIO CASINO - NIGHT 147 + + Linus half-nods in response, and Benedict notices. + Suspicious of the young man, he decides to test him. + + BENEDICT + You new at the commission? + + LINUS + Been there about two years. + + BENEDICT + I know Hal Lindley over there. You + work with him at all? + + LINUS + (a pause; will he pass?) + Not since he died last year. + + He passes. The Pit Boss returns with Frank in tow. + 104. + + + BENEDICT + Mr. Escalante. Would you come with + us, please? + + FRANK + What's this about? + + BENEDICT + I think it's better if we talked + off the floor. + + Linus and Benedict lead Frank away. As they pass an + elevator, its doors open, revealing Turk and Virgil, + dressed now as security guards, pushing out the false-lid + cash cart. They leave behind a pile of dishes, waiter + uniforms, a tablecloth. + + +148 INT. RESTAURANT - 24:26 148 + + and counting. A MAITRE D' scours his reservations list, + then peers up to find Reuben Tishkoff approaching, on + either side of him two gorgeous young women, all blonde + hair and breasts and legs, women who wouldn't give Hefner + the time of day. + + MAITRE D' + Good evening, Mr. Tishkoff. + + TISHKOFF + Good evening, Marcel. My nieces and + I would like a table. Something + quiet before the fight. + + MAITRE D' + I can put you at 19 in just a + couple minutes. + + TISHKOFF + Quick as you can. + (re: the girls) + The meter's running here. + + The Maitre d' turns to his next customer: Tess. She, of + course, merits a table instantly. + + MAITRE D' + Good evening, Miss Ocean. Right + this way -- + + Reuben can't help but stare as Tess passes by. His eyes + linger a little too long and a little too low... + 105. + + + VOICE (O.S.) + Hey -- + +Reuben pivots; it's Danny, and he strolls past Reuben and +his lady friends and into the restaurant... + + DANNY + Try to keep your tongue in your + mouth. + + TISHKOFF + (shocked to see Danny; + thinks he's off the job, + but covering) + Yeah, pal, well only if you take + your thumb out of your -- + +Reuben gets brushed from behind by the two Plainclothes +Goons following Danny. + + TISHKOFF + (outraged) + Hey: you have any idea who I think + I am? + +AT TESS'S USUAL TABLE + +Just as she's sitting, Danny approaches. She goes straight +at him, apoplectic. + + TESS + Danny: No. + + DANNY + I'll just be a moment. + + TESS + I'm having you thrown out of here. + +She starts past him; he grabs her arm to keep her, and she +wheels on him. + + TESS + You're up to something, Danny. + What? And don't say you came here + for me. You're pulling a job, + aren't you? + + DANNY + Tess -- + + TESS + 106. + + + Well, know this: no matter what it + is, you won't win me back. I can't + afford it. + + DANNY + I just came to say good-bye. + + This surprises Tess, and, truth be told, saddens her; she + studies him a moment, unsure of what to say. + + TESS + Oh -- then -- good-bye. + + DANNY + Good-bye. + + Danny starts for her cheek, stops to see if it's alright + with her, she, sad-eyed, does not recoil and then gently + kisses it -- + + DANNY + Be good. + + Danny leaves her. Tess watches him go. + + TESS + (already missing him) + Good-bye, Danny. + + AT RESTAURANT'S ENTRANCE + + Danny runs smack into the Plainclothes Goons. + + PLAINCLOTHES GOON #1 + Mr. Ocean. Mr. Benedict would like + to see you. + + DANNY + (resignedly, these men + are much too big to + tangle with) + I thought he might. + + The Plainclothes Goons escort Danny away, right past Reuben + who frowns, concerned. + + +149 INT. BELLAGIO CASINO MANAGER'S OFFICE - 18:25 149 + + Frank stands at attention before Linus and Benedict. Linus, + straddling a desk, takes a beeper off his belt when it + pinches him. Benedict checks his watch: the fight's opening + bell is growing closer and closer. + 107. + + + LINUS + Thank you for your cooperation, Mr. + Escalante. + (as Frank nods, not at + all) + Or should I call you Mr. Catton? + +Frank bristles, tries not to let it show. Linus pulls out a +Xeroxed mug shot and bio of him. + + LINUS + You are Frank Catton? Formerly of + the Tropicana, the Desert Inn and + the New York State penitentiary + system? + + LINUS + (as Frank remains quiet) + Your silence suggests you don't + refute that. + (to Benedict) + Mr. Benedict, I'm afraid you've + been employing an ex-convict. As + you know, the N.G.C. strictly + forbids -- + + FRANK + (under his breath) + Goddamn cracker -- + + LINUS + (a pause; he can't + believe he just heard + that) + Pardon me. + + FRANK + (leering at Linus, + simmering) + You heard me. Just 'cause a black + man tries to earn a decent wage in + this state -- + + LINUS + That has nothing to do with -- + + FRANK + (over him, ranting) + 108. + + + -- some cracker cowboy like you's + gotta kick him out on the street. + Want me to jump down, turn around, + pick a bale of cotton, won't let me + deal cards, might as well call it + whitejack. + + LINUS + (a beat, then) + I resent your implication that race + has anything to do with this. + (to Benedict) + Now, as I was saying, the Nevada + Gaming Commission strictly forbids + the employment of the colored -- + (whoops) + -- I mean -- + + That does it: Frank attacks Linus, lunging at the man, and + as Benedict steps in to separate the two. + + Linus's hand dips into his tuxedo jacket and withdraws the + vault combination. + + FRANK + Okay, okay, I'm cool. + + BENEDICT + (to Linus) + You alright? + + LINUS + (a beat, then) + Yeah. + + +150 INT. MIRADOR SUITE - NIGHT 150 + + RUSTY + (hearing this) + He's got it. + (into his mike) + Virgil, Turk: deliver your package. + + +151 INT. BELLAGIO CASINO - BY CAGE DOOR - 14:05 151 + + Two guards stand sentry outside the cage door. Virgil and + Turk move up with their cash cart, and when Virgil reaches + for his keycard, it's gone. + + VIRGIL + 109. + + + Aw, I think -- Jesus. I lost my + card. + + The guards frown at him. A SECURITY OFFICER approaches. + + SECURITY OFFICER + What's going on here? + + VIRGIL + I think -- Jesus! I lost my + keycard. + + SECURITY OFFICER + (and this, he knows, will + get this guard fired) + Okay. Leave the cart. Go find it. + (to one of the sentries) + Take this cart inside. + + The sentry nods, swipes his keycard, and enters with the + cash cart. Turk and Virgil hesitate a moment to watch it + enter, then hurry off. + + +152 INT. BELLAGIO SECURITY CENTER - EYE IN THE SKY 152 + + On a monitor: The sentry pushes the cart down a cage + corridor. On another: Saul's briefcase is escorted by + another guard to the vault elevator. On another: Danny is + escorted inside the cage by the Plainclothes Goons. + + WALSH + There it is now. + + SAUL + (beginning to sweat this + a bit, nerves overtaking + him) + Wonderful. + + ON MONITORS + + The yen-filled cash cart joins Saul's briefcase on the + elevator. PULL OUT to -- + + +153 INT. MIRADOR SUITE - 11:19 153 + + RUSTY + That's my cue. + (as he exits) + Give Basher the go. + 110. + + + LIVINGSTON + (into mike) + Bash, what's your status? + + +154 EXT. BELLAGIO PARKING LOT - MOVING WITH BASHER - NIGHT 154 + + driving the white van, listening to a books-on-tape of Jane + Eyre. + + LIVINGSTON (V.O.) + Bash! + + BASHER + (turning Bronte down) + No need to yell. + + LIVINGSTON (V.O.) + What's your status? + + BASHER + I'm there. + + And he SCREECHES to a halt on the parking structure's top + level. Vegas can be seen in every direction. + + +155 INT. CAGE - HALLWAY - 08:36 155 + + and counting. Benedict exits the casino Manager's office + with Linus and Frank. Benedict hails two GUARDS. + + BENEDICT + Please show this man off the + premises. + (to Frank) + Don't step foot in my casino again. + + FRANK + (as he's led away, over + his shoulder, to Linus) + Cracker. + + Benedict checks his watch again: he's really running late. + + BENEDICT + Mr. Wills, if you don't mind... + (as Linus forgets to + respond) + Mr. Wills? + + LINUS + Of course. + 111. + + + They start toward the exit. But halfway there -- + + LINUS + My beeper. I'm sorry. I forgot it. + + Benedict hesitates: He's in an enormous hurry now, he's + behind schedule, he hates being behind schedule, but + leaving even a member of the Gaming Commission alone in his + cage is a security risk. One glace at the cameras all about + and he decides to risk it. + + BENEDICT + You know how to get back out? + + LINUS + Of course. Enjoy the fight. + + BENEDICT + (shaking his hand, then + hurrying away) + Thank you. + + Linus smiles after him, withdrawing the page of + combinations he lifted off the man. + + +156 EXT. BELLAGIO CASINO - 06:47 156 + + and counting. The Guards show Frank out. Frank tries to tip + them -- + + FRANK + Thanks, fellas. + + -- but they snarl at him before returning inside. Frank + smiles and goes on his way, his job complete. + + +157 INT. INTERROGATION ROOM - 06:36 157 + + Danny sits opposite two Plainclothes Goons in absolute + silence, waiting. + + DANNY + How much longer do you think Mr. + Benedict will be? + + GOON #1 + Just a few minutes more. + + He scans the room. + + DANNY + 112. + + + No cameras in this room, huh? Don't + want anyone seeing what happens + here? + +The Goons say nothing. Danny checks his watch. + + DANNY + He's not coming, is he? + +The Goons look at each other; Danny has called their bluff. + + DANNY + Who is? + +There's a KNOCK at the door, and the Goons smile: Danny's +about to find out who. One Goon rises to usher in, the +BRUISER, come to beat the shit out of Danny Ocean. The +guy's at least six-six, three hundred pounds, but it's not +his size that draws attention, it's his teeth or the lack +thereof; the Bruiser doesn't hold a single incisor, molar +or bicuspid in his mouth. Gum city. And there's something +really terrifying about the sight. + + DANNY + I guess Mr. Benedict didn't like me + talking to his girl. + +The Goons shake their heads. Danny smiles at the Bruiser, +and the Bruiser snarls back, showing off those gums. He +rolls up his shirtsleeves, itching to tear a hole in this +man. The Goons head for the door. + + GOON #1 + We're gonna step outside now. Leave + you two alone to talk things over. + +The Goons exit. Danny and the Bruiser face off. And as +Danny opens his mouth to speak, Bruiser's fist flashes out +and knocks him down. Danny rises, wiping a little blood +from his lip. + + DANNY + Jesus, Bruiser, not 'til later. + + BRUISER + Sorry, Danny. I -- I forgot. + + DANNY + S'okay. + (shaking it off) + How's the wife? + + BRUISER + 113. + + + Pregnant again. + + DANNY + Then we better get to work. + + OUTSIDE INTERROGATION ROOM + + Standing guard outside, the Goons hear PUNCHES and GROANS + from inside as -- + + +158 INT. INTERROGATION ROOM 158 + + -- Danny climbs onto Bruiser's shoulders and pushes through + the ceiling rafters, groaning every time Bruiser slaps his + fist into his hand. + + +159 INT. VAULT 159 + + A guard wheels in the Yen-filled cash cart, parks it in a + station next to its twin, then, as an afterthought plants + Saul's briefcase right on top if it, clunk, an unforeseen + obstacle to Yen's escape. + + INT. MIRADOR SUITE + + LIVINGSTON + Oh shit -- + + +160 INT. BELLAGIO SECURITY CENTER - 04:30 160 + + Saul witnesses this, too, and stifles a reaction. + + WALSH + Does that satisfy you, Mr. Zerga? + + SAUL + Yes, I'm very satisfied. + + WALSH + (to Slim) + Close it up. + + On the monitor, the vault door closes, but Saul looks + anything but satisfied. He's sweaty, his mouth's so dry he + can't swallow, and he keeps patting down his pockets for + his Rolaids, without finding them. + + FAT + You alright, sir? + 114. + + +161 INT. CAGE/HALLWAY - MOVING WITH LINUS - 04:02 161 + + as he circumspectly approaches the vault-elevator door, + checking up and down hallways for guards. + + +162 INT. MIRADOR SUITE - NIGHT 162 + + On a monitor, Linus comes into view -- + + LIVINGSTON + Almost there, kid. + + +163 INT. BELLAGIO SECURITY CENTER - EYE IN THE SKY 163 + + -- and Saul spots him, but so does Fat -- + + FAT + Who's that? + + -- and Saul can't handle the suspense: He grips his arm and + groans and this is no ulcer problem, this is a full- + fledged cardiac, and Walsh, Fat, and Slim all attend to + him, their backs turned as... + + +164 INT. CAGE/HALLWAY - 03:42 164 + + Linus hurries to the elevator, punching Benedict's + combination into a keypad. The elevator doors open for him. + + +165 INT. MIRADOR SUITE - NIGHT 165 + + Livingston punches a few keys -- + + LIVINGSTON + Going to video now. + + +166 INT. BELLAGIO SECURITY CENTER - EYE IN THE SKY 166 + + As Saul and his heart attack hold the spotlight, a security + monitor flips from a shot of Linus entering the elevator to + a Livingston-fed videotape of an empty lift. + + WALSH + (as Saul passes out) + Call for a doctor. + 115. + + +167 INT. ELEVATOR - 03:15 167 + + Linus immediately reaches up to the elevator's ceiling, + rips down its panel to reveal a trap door. As he starts to + push it open, a hand yanks it free from above. It's Danny. + + DANNY + You didn't really think I was gonna + sit this one out, did you? + + LINUS + What, didn't you trust me? + + DANNY + I do now. + + He reaches down and pulls Linus, wide-eyed, up to the roof + of the elevator. + + +168 INT. MGM GRAND GARDEN ARENA - 3:00 168 + + The boxers enter the ring before a full, cheering house. + + Benedict and Tess find their ringside seats, a row in front + of Reuben and his "nieces." + + RING ANNOUNCER + Ladies and gentlemen!! + + +169 INT. BELLAGIO CASINO - BY CAGE DOOR - 02:56 169 + + Rusty approaches the sentry on duty at the cage door. + + RUSTY + Someone called for a doctor? + + +170 INT. ELEVATOR SHAFT - ABOVE ELEVATOR - 02:21 170 + + Danny rips off his jacket and shirt to expose a rappelling + line wrapped around his torso. Linus does the same. + + LINUS + How'd you get here? + + DANNY + Crawlspace. And I had to give away + a couple mil. + + LINUS + 116. + + + But what about -- I mean, that + whole thing with Rusty -- + + Danny just smiles at him. + + +171 EXT. MIRADOR SUITE - BALCONY - FLASHBACK 171 + + Earlier that night, just after Rusty kicked Danny off the + job. As Linus watches from inside, deaf to their + conversation, blind to their expressions, Danny and Rusty + confer. + + DANNY + You think the kid bought it? + + RUSTY + Hell, I think Reuben bought it, and + he knew we were screwing around. + (beat) + You sure about this? + + DANNY + (nods) + Bobby Caldwell threw me into the + pool first time. Least I could do + is give his kid a push. + + +172 INT. ELEVATOR SHAFT - ABOVE ELEVATOR - PRESENT 172 + + LINUS + Why'd you make me go through all + this? Why not just tell me? + + DANNY + Well, where's the fun in that? + (starting toward elevator + shaft ladder) + C'mon: Yen's got about three + minutes of air left. + + Danny leads Linus down and around the elevator and side-by- + side they crawl onto the bottom of the elevator, gripping + the undercarriage of the lift to keep from falling. + Meanwhile, we DESCEND QUICKLY DOWN the shaft, just to + illustrate how very high up they are. + + +173 INT. BELLAGIO SECURITY CENTER - 00:53 173 + 117. + + + Rusty, playing doctor, inspects Saul. At the same time, he + inspects a monitor: the vault door closing with the Yen- + filled cash cart and Saul's briefcase inside. + + Rusty stops, listens to Saul's chest, then drops his head - + - + + RUSTY + He's gone. + + Walsh, Fat and Slim all bow their heads. At the door, two + paramedics arrive with a stretcher. + + WALSH + You're too late, guys. He's dead. + + The first paramedic turns to his partner and admonishes + him: + + VIRGIL + (to Turk) + I told you to hurry. + + +174 INT. ELEVATOR SHAFT - BELOW ELEVATOR - 00:42 174 + + As Danny and Linus work, affixing suction-cupped anchors to + their rappelling lines -- + + DANNY + Who do you like tonight? + + LINUS + Huh? + + DANNY + Tyson or Lewis. + + LINUS + The fight--? + (as Danny nods) + Lewis. + (as Danny shoots him a + look) + You like Tyson? + (as Danny nods) + How strongly do you feel about it? + + DANNY + You looking for action? + + LINUS + (shrugs) + 118. + + + I'd go in for a buck. + + DANNY + A buck it is. + + And they're ready, poised at the top, looking into the + abyss of an elevator shaft scattered with infrared sensors. + + DANNY + (into his mike) + Livingston, we're set. + + +175 INT. CASINO FLOOR - OUTSIDE CAGES 175 + + Rusty leads the "paramedics" out, with "dead" Saul on their + gurney. + + RUSTY + (into his mike) + Livingston, we're set. + + +176 INT. MIRADOR SUITE - 00:21 176 + + LIVINGSTON + (hearing this, into his + mike) + Basher, we're set. + + +177 EXT. BELLAGIO PARKING LOT - TOP LEVEL - 00:17 177 + + BASHER + (fixing the pinch atop + his van) + Just give me a minute. + + LIVINGSTON (V.O.) + We don't have a minute. Yen's gonna + pass out in thirteen seconds. + + BASHER + Then give me thirteen seconds. + + And Basher leaps down to hook up the pinch's wires to his + van's engine. + + +178 INT. MGM GRAND GARDEN ARENA - 00:10 178 + + The opening BELL RINGS, round one. The fighters break from + their corners, feinting, jabbing -- + 119. + + + Sitting ringside: Benedict looks at Tess and smiles as she + winces at the first sharp blow. + + +179 INT. ELEVATOR SHAFT - BELOW ELEVATOR - 00:05 179 + + Peering down into blackness, Danny and Linus prepare to let + go any moment. + + LINUS + You ever rappelled before? + + DANNY + Never. You? + + LINUS + Nope. + + +180 EXT. BELLAGIO PARKING LOT - TOP LEVEL - 00:01 180 + + Basher finishes preparations. + + BASHER + (into his mike) + Ready. + + LIVINGSTON (V.O.) + (over earpiece) + Then hit it. + + Basher flips the switch. BOOM! A quick TREMOR, then + stillness. He picks a point on the horizon, like Babe Ruth, + and suddenly -- + + BASHER + -- One -- + + HIGH ABOVE LAS VEGAS whole blocks of lights disappear. + Casinos vanishing one-by-one. + + FLAMINGO + + Every pink light vanishes. + + BELLAGIO + + The fountain goes flaccid. + + BASHER (V.O.) + -- two, three -- + 120. + + + NEW YORK, NEW YORK + + The roller coaster stops dead; its passengers keep their + arms raised, not sure what to do. + + MGM GRAND GARDEN ARENA + + Both fighters move in simultaneously, sweat flying, both + reach back, both going for the lights-out power cut to the + jaw, when lights out. + + BASHER (V.O.) + -- four, five -- + + +183 INT. ELEVATOR SHAFT 183 + + Blip -- out go the infrared sensors. + + DANNY + Now! + + And he and Linus lean forward and fall. + + HURTLING WITH DANNY AND LINUS + + DOWN the elevator shaft. + + Upside down, heads curled, and all we hear is the WHOOSH of + their bodies in motion and the WHIRL of their CORDS + UNCOILING. + + BASHER (V.O.) + -- six, seven -- + + And now, looking STRAIGHT DOWN, the ground is rising up + fast to meet them, a flat slab of gray concrete, fifty + feet, forty feet, thirty feet, twenty -- + + BASHER + -- eight, nine -- + + And SNAP -- the CORDS reach their full extension, and Danny + and Linus bounce up, watching the floor recede. + + LINUS + Aaaaahhhhh! + + +184 EXT. BELLAGIO PARKING LOT - TOP LEVEL - NIGHT 184 + + BASHER + 121. + + + -- ten -- + + In the distance, lights come up again, first at the Mirage, + then the MGM, gradually approaching. + + +185 INT. ELEVATOR SHAFT - BOTTOM 185 + + Coming to a rest about ten feet from the floor, Danny + quickly pulls a slim blade and slashes the two coils + straight across. He and Linus go tumbling to the floor as + their drop lines recoil lightning fast to their elevator + anchors, just before, the infrared lights go back on-line. + + +186 INT. MGM GRAND GARDEN ARENA 186 + + The lights suddenly flash back on, revealing both fighters + standing, and Tyson takes advantage of Lewis's + disorientation and throws a sucker punch to his jaw. Down + goes Lewis, and up goes the crowd, roaring. + + REF + -- One, two, three -- + + Benedict makes a quick survey; the arena is apoplectic from + the blackout-knockout. + + BENEDICT + What the hell was that? + + He cranes his neck, looking around the room, surveying his + empire: he smells a rat. His eyes fall on Reuben behind + him, but Reuben just shrugs: "I didn't pull the plug." + + BENEDICT + (to himself) + The first goddamn round. + + +187 EXT. BELLAGIO PARKING LOT - TOP LEVEL - NIGHT 187 + + All the lights are back on, and Basher observes his + achievement with great pride, his job complete. + + BASHER + Viva Las Vegas. + + +188 INT. ELEVATOR SHAFT - BOTTOM 188 + 122. + + + Linus and Danny arise from where they've fallen, clutching + their heads and rubbing bruises. Danny doesn't recover as + quickly. + + LINUS + You alright? + + DANNY + No, but you're sweet to ask. + + +189 INT. BELLAGIO VAULT 189 + + Lights are just flickering on here when the false lid of + the cash cart thrust upward slightly. It's Yen trying to + get out, out of air and only now alert to Saul's heavy case + resting atop him. + + +190 INT. MIRADOR SUITE - NIGHT 190 + + Livingston watches this on his monitors, just coming back + on, his finger poised on a play button, as Frank comes in + the door. + + FRANK + Are they in? + + LIVINGSTON + One second. + (a look at him) + I thought you got kicked out? + + Frank shrugs. Suddenly one of the monitors aligns itself, + and Livingston presses play. + + ON MONITOR A + + Overhead security-cam view of the vault corridor: the three + Uzi guards stand idly, on duty. And of the vault itself: + Yen trying to get out of the cash cart. + + ON MONITOR B + + Overhead security-cam view of the vault corridor: the three + Uzi guards stand idly, on duty... and in totally different + positions. Of the vault: no cash cart, but no Zerga + briefcase, no Yen. + + LIVINGSTON + + LIVINGSTON + 123. + + + This tape's from last night. Same + guards, same -- + + His eyes fixing on Saul's briefcase pushing closer to the + edge of the cash cart as Yen tries to free himself. + + LIVINGSTON + -- shift. + + +191 INT. BELLAGIO SECURITY CENTER - EYE IN THE SKY 191 + + The room is abuzz with activity. The monitors here flicker + back on, too, displaying the images from monitor B, but + every watcher in the place is watching a table because -- + + +192 INT. BELLAGIO CASINO - NIGHT 192 + + -- the floor is going nuts. After the ten seconds of + darkness, all bets are off. Some players doubled-down + during the blackout, others miraculously halved their bets. + Consequently, Livingston's video feed switch goes + unnoticed. + + +193 INT. CORRIDOR/OUTSIDE VAULT 193 + + Danny and Linus pry open the elevator doors and squeeze + out. Just beyond the next doorway stand, three UZI-CARRYING + GUARDS, hovering outside the vault door and wondering what + the hell just happened to the lights. + + +194 INT. VAULT 194 + + Yen continues to push up on the cash cart lid, and the more + he pushes, the more Saul's briefcase slides off. Yen + stretches his hand out to grab it, but it's slid beyond his + reach, to the edge of falling. + + +195 INT. CORRIDOR - OUTSIDE VAULT 195 + + The Uzi-Carrying Guards turn their backs to the elevator + shaft and Linus and Danny appear in the doorway; they both + snap gas pellets and slide them into the corridor. + + UZI-CARRYING GUARD #1 + (sniffing something) + Jesus, Ron, was that you? + + OUTSIDE VAULT CORRIDOR + 124. + + + Linus and Danny wait, Danny silently mouthing a three-count + before THUD, THUD, THUD. They peer around the corridor to + find all three Uzi-carrying guards lie unconscious on the + ground. Linus starts in, Danny holds him back. + + DANNY + Not yet. + (a beat; another beat; + then) + Okay. + + +196 INT. VAULT CORRIDOR 196 + + Danny and Linus enter, waving the faint remnants of the gas + from their noses, tiptoeing past the guards' bodies. + + LINUS + You think Yen made it out okay? + + DANNY + I'm sure he's fine. + + +197 INT. VAULT 197 + + Saul's briefcase inches closer to falling off the cash + cart, which of course would trigger the floor sensor and + terminate this heist here and now. Yen's hand stretches + farther out to grab it, pushing up just a little more on + the false lid until the briefcase tumbles toward the floor + but not before Yen snags the handcuff chain attached to it + and swings it round. He's got it. That threat over, he + throws open the cash cart lid and takes the biggest breath + of his life. + + +198 INT. VAULT CORRIDOR 198 + + Linus punches in the code for the door to the vault + anteroom (the one he stole from Benedict). He steps back as + it slides open, revealing the vault door: it is sleek and + immense and impregnable. + + LINUS + (jaw dropping) + Jesus -- + + DANNY + There's a Chinese man with a + hundred sixty million dollars + behind that door. Let's get him + out. + 125. + + + Danny takes a flat hand and slaps the door hard. + + +199 INT. VAULT 199 + + Yen now sits perched atop the cash cart, Saul's briefcase + opened beside him (he has removed half of Lyman's + "emeralds"). He hears the muffled Danny's slaps and he + knows: it's time for his leap. It's the same distance as + the leap he made in the practice session, but this time + he's only got one good hand. + + +200 INT. MIRADOR SUITE 200 + + Frank and Livingston watch nervously. + + FRANK + Fin says he shorts it. + + LIVINGSTON + No bet. + + +201 INT. VAULT 201 + + Yen prepares for his leap, then springs -- + + -- across the room, to the ledge he must grab -- + + -- and he grabs it, but with only one hand he's slipping + right away, and in a second he'll hit the sensored floor -- + + -- but, in a flash, he spins and splits his legs, propping + himself up between two walls, inches above the floor. An + acrobatic wonder. + + +202 INT. MIRADOR SUITE 202 + + Frank and Livingston exhale. + + LIVINGSTON + (wishing he had bet) + Shit. + + OUTSIDE VAULT + + Danny, oblivious to this close call, slaps the door again. + A moment passes, then: Yen responds with a slap, too. + + DANNY + 126. + + + Okay. + + +203 INT. MIRADOR SUITE - NIGHT 203 + + As Basher enters, Livingston and Frank watch on a monitor + Linus punching in the combination he stole from Benedict as + Danny unravels a thin electrical wire connected to a + detonator. + + FRANK + That's it? + + LIVINGSTON + There's still the five pins and the + floor sensor. Not much we can do + about that from this side of the + door. But from this side -- + + He punches up the image of Yen in the vault. + + BASHER + -- a little bit of Semtex should do + the trick. + + +204 INT. VAULT 204 + + Yen sets the last of Lyman's emeralds against the vault + door like a plastic explosive which, of course, it is. + + He affixes a detonator receiver (the size of a golf ball + pencil) to it, then slaps the door twice: all set. + + OUTSIDE VAULT + + Danny responds with two slaps of his own. He steps back, + detonator in hand, its wires attached to the vault door. + + DANNY + Counting down from twenty -- + (checking watch) + -- now. + + +206 INT. VAULT 206 + + Yen starts his retreat from the door, but gets yanked back. + + His hand's bandage is caught on the door. + + OUTSIDE VAULT + 127. + + + DANNY + -- seventeen, sixteen, fifteen -- + + +208 INT. VAULT 208 + + Yen tries to free himself, but he can't use his other hand + lest he drop to the floor. He tries gnawing at his bandage, + which brings his face within inches of a plastic explosive. + + +209 OUTSIDE VAULT 209 + + DANNY + -- eleven, ten, nine -- + + +210 INT. MIRADOR SUITE 210 + + Livingston et al. are alert to the danger. + + LIVINGSTON + (into his mike) + Linus, can you read me? Linus, do + not blow the door, you're about to + kill Yen. + + OUTSIDE VAULT + + Linus hears nothing through his earpiece. + + LINUS + -- five, four, three -- + + INT. VAULT + + Yen finally frees himself just as -- + + -- ZOOMING INTO a plastic explosive -- + + OUTSIDE VAULT + + DANNY + -- one -- + + He presses his detonator. + + Nothing. + + +211 INT. VAULT 211 + 128. + + + Yen, still on the door, remains frozen. Trembling. + + A beat. + + Then, he starts to creep back, leaping onto a money shelf, + then another, as far from the explosives as he can get. + + OUTSIDE VAULT + + Danny presses it again. Still nothing. + + LINUS + What's wrong? + + DANNY + I don't know. + + Linus comes over to look. + + LINUS + You check the batteries? + + Danny blanches. Linus shoots him a look. + + +213 INT. MIRADOR SUITE - NIGHT 213 + + Livingston, Frank, and Basher watch the monitors in + disbelief. + + Saul enters, alive and dressed as himself again. His job is + complete. + + SAUL + Everything going okay? + + +214 INT. VAULT CORRIDOR - OUTSIDE VAULT 214 + + As Danny checks his batteries (the types with built-in + power meters: both at zero percent), Linus ransacks the + Uzi-carrying Guards' gear for replacements. He finds AA's + in their flashlights. + + LINUS + You know, you lose focus for one + second in this game -- + + DANNY + -- and someone gets hurt, yeah + yeah. I don't hear Yen complaining. + 129. + + + He takes the batteries, inserts them in his detonator, then + slaps the door twice more. + + +215 INT. VAULT 215 + + Yen catches his breath on the far end of the room. He hears + the slap, rolls his eyes, and ducks out of the line of + fire. + + OUTSIDE VAULT + + Danny presses the detonator. + + +217 INT. VAULT 217 + + The "EMERALDS" EXPLODE. + + OUTSIDE VAULT + + Several MUTED but powerful BLASTS. + + Linus inches forward, almost dreading this moment, pauses. + + DANNY + Do it. + + Linus pulls and the door opens. + + +219 INT. VAULT 219 + + Danny and Linus enter. Silence. The cash carts have + crumpled, and the vault gratings, blackened, have held. + + DANNY + Amazing? + + Linus goes to one of the racks and tentatively opens it. + + Yen pops up from within, his hair on end, looking like he + just dropped out of a cyclone. + + YEN + (his only English) + Where the fuck you been? + + +220 INT. MIRADOR SUITE - NIGHT 220 + 130. + + + Livingston, Frank, Saul, and Basher watch as the first wave + of bills gets tossed onto the vault floor. Smiles all + around. + + SAUL + Ever been in love? + + FRANK + (considers it for a + moment) + No, I guess not. Not really. + + SAUL + This is better. + + +221 INT. CASINO - OUTSIDE FIGHT ARENA 221 + + Rusty steps forward as people stream past him out of the + fight arena. He dials his cell phone, listens. + + +222 INT. MGM GRAND GARDEN ARENA 222 + + MOVING WITH Benedict and Tess, pushing their way out + through the crowd. A PHONE is RINGING nearby, again and + again. + + BENEDICT + You gonna answer it? + + TESS + I don't have a cell phone. + + They keep moving, but the RING pursues them. Finally, + Benedict stops, pulls Tess's purse from her shoulder and + opens it: inside, he finds a CELL PHONE, RINGING. + + TESS + It isn't mine. + + BENEDICT + See who's on the other end. + + She takes the phone, activates it. + + TESS + Hello? + + RUSTY (V.O.) + May I have a word with Mr. + Benedict, please? + 131. + + + Tess looks up, confused. + + TESS + It's for you. + + Benedict takes the phone. + + BENEDICT + Who the hell is this? + + ON RUSTY in the distance, at the arena's exit, unseen by + Benedict or Tess, on the phone. + + RUSTY + The man who's robbing you. + + +223 INT. BELLAGIO SECURITY CENTER - EYE IN THE SKY 223 + + Benedict enters, and fear enters with him. And, of course, + Tess. As the room buzzes with activity, he keeps the cell + phone pressed to his ear. + + BENEDICT + What the hell is going on down + there in the vault? + + FAT + Nothing, sir. All normal. + + BENEDICT + Show me. + + Fat points to the security-cam view of the vault corridor + and vault, Livingston's tape. + + FAT + All quiet. + + BENEDICT + (on phone, venomously) + I'm afraid you're mistaken. + + +224 INT. MIRADOR SUITE - NIGHT 224 + + Frank, Basher and Saul watch over Livingston's shoulder as + this phone conversation is broadcast over a small speaker. + + RUSTY (V.O.) + You're watching your monitor? Okay, + keep watching. + 132. + + + Livingston punches in numbers. + + +225 INT. BELLAGIO SECURITY CENTER - EYE IN THE SKY - ON FAT'S 225 + MONITOR + + New images suddenly appear. Three masked men in the vault + throw stacks of money onto the floor; the three Uzi Guards + lie bound and unconscious in the corridor. + + The security center, understandably, erupts in activity. + + BENEDICT + Jesus Christ -- + + +226 INT. BELLAGIO CASINO - NIGHT 226 + + Rusty strolls so casually there's no reason anyone passing + would suspect he was doing more than ordering a pizza. + + RUSTY (V.O.) + In this town, your luck can change + just that quickly. + + +227 INT. BELLAGIO SECURITY CENTER 227 + + BENEDICT + (close to apoplectic, + takes a breath and cups + the phone, then barks at + Walsh) + Find out how much money we have + down there. + + Tess, amid all this chaos, is still curious: how did that + cell phone get into her handbag? And suddenly it hits her. + + +228 INT. RESTAURANT - EARLIER THAT EVENING - FLASHBACK 228 + + DANNY + Good-bye. + + Danny starts for her cheek, stops to see if it's alright + with her -- she, sad-eyed, does not recoil and then gently + kisses it as he slips the cell phone into her handbag, + unnoticed. + + BENEDICT + (on phone) + 133. + + + Alright. You've proved your point. + You've broken into my vault. + Congratulations: you're a dead man. + + Tess leaves. + + RUSTY (V.O.) + Maybe. + + BENEDICT + May I ask: how do you expect to + leave here, hmm? + + INTERCUT WITH: + + +229 INT. CASINO FLOOR 229 + + BENEDICT + Do you believe I'll simply allow + you to parade bags full of my money + out my casino doors? + + A distance beyond Rusty, Tess exits the cages. She stops, + puzzling over what to do, happens to spot him. + + RUSTY + No. You're gonna carry it out for + us. + + BENEDICT + (has to laugh) + And why would I do that? + + RUSTY + Take a closer look at your monitor + -- + + +230 INT. SECURITY CENTER 230 + + Benedict does. As the three masked men stuff money into + large canvas bags and mark the bags with X's, another + portion of cash remains untouched, booby-trapped. + + RUSTY (V.O.) + As your manager's probably + reporting to you by now, you have a + little over a hundred sixty million + in your vault tonight. + + And, as if Rusty was in the room watching, Walsh approaches + with the night's cash count: $163,156,759. + 134. + + + RUSTY (V.O.) + You may notice: we're only packing + up about half that. The other half + we're leaving in your vault, booby- + trapped, as a hostage. + + +231 INT. CASINO FLOOR 231 + + RUSTY + You let our eighty million go, and + you get to keep your eighty. That's + the deal. You try and stop us, + we'll blow both cash loads. + + He spins and gasp, comes face-to-face with Tess. She stares + at him directly: she knows. + + RUSTY + (holding her glance) + Mr. Benedict: you can lose eighty + million dollars secretly tonight or + you can lose a hundred sixty + million dollars publicly. It's your + decision. + + He cups the phone. + + RUSTY + Hi. + + +232 INT. SECURITY CENTER 232 + + Benedict cups his phone, too, and vents his rage. He knows + what he should do, let the money go and he knows what he + wants to do, stop these sonsabitches. He makes his choice. + + BENEDICT + (to Walsh) + Make the call. + + Walsh grabs a phone, punches numbers. + + VOICE (V.O.) + 911. Emergency response. + + +233 INT. MIRADOR SUITE - NIGHT 233 + + Livingston listens in on the call. + + WALSH (V.O.) + 135. + + + Hello, this is Mr. Walsh at the + Bellagio. + + +234 INT. SECURITY CENTER 234 + + WALSH + We have an incident here -- + + BENEDICT + (uncupping his phone) + Okay. You have a deal. + + +235 INT. CASINO FLOOR 235 + + Tess and Rusty hold a stare as Rusty holds the phone. + + TESS + Where's Danny? + + RUSTY + He's fine. He wants you to go + upstairs, and watch TV. + + TESS + (a little pissed) + He does? + + BENEDICT (V.O.) + You have a deal. + + RUSTY + It's alright, Tess. I promise. + (back on phone) + Good. Here's what you do. Five + minutes from now, the men in the + vault are going to deposit six bags + in the vault elevator. + + Tess isn't sure what to do. As Rusty continues on the + phone, she backs off, debating: can she blow the whistle on + her ex? + + +236 INT. VAULT ELEVATOR - CLOSE ON SIX CANVAS BAGS 236 + + each sealed tight, each marked with an X, loaded onto the + vault elevator. + + RUSTY (V.O.) + 136. + + + If they meet anyone, we'll blow the + money in the bags and the money in + the vault. + + +237 INT. CAGE - OUTSIDE VAULT ELEVATOR 237 + + A small cadre of guards await the arrival of the vault + elevator. Its doors open to reveal the six large canvas + bags, each sealed tight, marked with an X. + + RUSTY (V.O.) + One minute after that, the elevator + will rise to your cages. Six of + your guards will pick up the bags + and carry them out into the casino. + + Six guards do precisely that. + + +238 INT. CASINO - NIGHT 238 + + MOVING WITH Rusty PAST slot machines. + + RUSTY + If they take more than twenty + seconds to reach the casino floor + or if there's any indication a + switch has been made, we'll blow + the money in the vault and the + money in the bags. + + A SLOT MACHINE RINGS behind him -- + + +239 INT. BELLAGIO SECURITY CENTER - EYE IN THE SKY 239 + + -- and Benedict hears it. + + BENEDICT + (to Walsh) + He's in the casino right now. + + RUSTY (V.O.) + Of course, I'm in the casino. In + fact, I'm staying in your hotel. + And I have two words for you: mini- + bar. + (back to business) + Now as soon as your guards hit the + casino floor -- + 137. + + +240 INT. BELLAGIO CASINO - NIGHT 240 + + The six guards appear from the cage door, carrying six + canvas bags marked with X's; Bellagio security escorts them + from the building. + + RUSTY (V.O.) + -- a white unmarked van is going to + pull up in your valet station. + + +241 EXT. BELLAGIO CASINO - NIGHT 241 + + The white VAN (now clean of the "Nevada Telecom" sign) + IDLES before the Bellagio, its windows tinted, the driver's + identity inscrutable. It is swarmed by security, but they + maintain a wide perimeter. + + RUSTY (V.O.) + Your guards will load the bags into + the van's rear. If anyone so much + as approaches the driver's door, we + blow everything. + + The guards carry out the money and load it into the van's + rear. There, they find a video camera mounted within the + back seat of the van monitoring them. Still they cannot + catch a glimpse of the driver. They close the van doors. + + BELLAGIO - FROM HIGH ABOVE + + The white van departs the valet station in front, + clandestinely shadowed by five sedans. Meanwhile, behind + the casino, a SWAT van arrives and unloads its squad. + + BENEDICT (V.O.) + Now what? + + RUSTY (V.O.) + Now, when I get word that the van + hasn't been followed, that the + money is secure, my men will exit + the building, and once their safety + is confirmed, you'll get your vault + back. + + +242 INT. BELLAGIO SECURITY CENTER - EYE IN THE SKY 242 + + Walsh mouths to Benedict: "SWAT team is here." Benedict + nods and throws him a thumbs-up. + + BENEDICT + 138. + + + Sir, I have complied with your + every request, would you agree? + + RUSTY (V.O.) + I would. + + BENEDICT + Good. Now I have one of my own. + + RUSTY (V.O.) + Yes? + + BENEDICT + (at last, his venom + released) + Run and hide. If you get picked up + next week buying a $100,000 sports + car in Newport Beach, I'll be + supremely disappointed. Because I + want my people to find you. And + rest assured: when they do, they + won't hand you over to the police. + (beat) + Run and hide. That's all I ask. + +And during the above rant by Benedict, we view -- + +MIRADOR SUITE now empty, Livingston's monitors still +displaying the masked men in the vault. + +WHITE VAN navigating the streets of Las Vegas. + +FIVE SEDANS tailing the van, security goons piled into +each, and maybe we NOTICE (or maybe not) the Rolls-Royce +tailing them. + +TESS pacing in Benedict's suite, biting her nails, debating +whether to blow the whistle on Danny. ON TV: a newscast of +the contentious aftermath of the prize fight. + +UZI GUARDS,bound and unarmed, unconscious to the activity +within the vault. + +RUSTY'S CELL PHONE opened and unmanned. + +BENEDICT listens, the line has gone dead. He hangs up. + + WALSH + Our guys say the van is headed + toward McCarren Airport. + + BENEDICT + 139. + + + Get everyone in position. I want my + vault back before that van hits the + tarmac. + + LONGER MONTAGE now, CUTTING BETWEEN: + + SWAT TEAM (six in all) hustling through the cage corridors, + armed to the teeth, with body armor and helmets and vision + guards: they're as faceless as storm troopers. + + WHITE VAN CONVOY as it approaches McCarren Airport. + + MONITORS OF THE VAULT + + The three masked men pace beside the booby-trapped money. + + +244 INT. SECURITY CENTER 244 + + BENEDICT + (on second inspection) + Where's Zerga? + (off Walsh's sheepish + look) + Mr. Zerga? With the briefcase? + + WALSH + He's -- he died. + + Benedict shoots him a slow, sideways glance. + + SWAT TEAM rappelling down the elevator shaft, its + ultraviolet sensors turned off by Walsh, then moving into + position. + + +245 INT. BELLAGIO SECURITY CENTER - EYE IN THE SKY 245 + + SWAT LEADER (V.O.) + (over radio, on monitor) + Night goggles on. Prepare to cut + power. + + Fat mans the power switch. + + FAT + Ready when you are. + + Benedict scours the monitors: The masked men continue to + pace on one screen. The SWAT team prepares to invade on + another. + + BENEDICT + 140. + + + Do it. + + SWAT LEADER (V.O.) + (over radio) + Cut it. + + Fat flips the power switch. + + +246 INT. MIRADOR SUITE 246 + + Livingston's monitors all go black. + + +247 INT. BELLAGIO SECURITY CENTER - EYE IN THE SKY 247 + + The monitors here go black as well. Benedict listens + closely to the SWAT frequency. + + SWAT FREQUENCY (V.O.) + (Leader's voice) + First wave, in! Second wave, now! + (there is RUNNING, + PANTING, then Linus's + voice, distant and + panicked) + Guys, someone's here! + (Leader's voice) + Take him down! Now! + + A brief SPURT of GUNFIRE, then BARRROOOOOOM! + + Dead silence in the Eye in the Sky. Slim stares deep into a + monitor's dark pitch. Then -- + + SWAT FREQUENCY (V.O.) + (Leader's voice) + Lights! We need power now! + + Fat flips the power back on, and on the monitors, visions + of destruction down below, smoke fills the vault as two + SWAT members push through it, other SWAT members help + evacuate the unconscious guards. + + BENEDICT + (into intercom) + What's the situation down there? + + SWAT LEADER (V.O.) + They blew it. They blew the -- Oh, + Jesus -- If there was anyone in + there, they're not in one piece + anymore. + 141. + + + BENEDICT + (to Walsh, soberly) + Tell them to take the van. I'm + going down there. + (as an afterthought, to + Slim) + Find out how they fiddled with our + cameras. + + +248 EXT. MCCARREN AIRPORT - NIGHT 248 + + As the white van arrives at a charter airline's entrance, + the five sedans converge upon it, TIRES SCREECHING, Goons + emerging, weapons drawn. + + HEAD GOON + Get out of the van, now! Now! + + No response within the van. The Head Goon signals and the + others SHOOT the van's tires. + + +249 INT. CIRCUITRY ROOM 249 + + Slim investigates the Eye in the Sky's wiring. Reaching + deep into a mesh, he finds a foreign object: Livingston's + "spider." + + +250 INT. VAULT CORRIDOR 250 + + The vault elevator doors open and Terry Benedict makes his + way into his smoke-filled vault corridor. He passes the Uzi + Guards, awake now and stumbling to the elevator with SWAT + members' assistance, then arrives before his decimated + vault: Anything within, people, money, Lyman Zerga's + emeralds, could only have been destroyed. + + OVER SWAT LEADER'S SHOULDER as he approaches Benedict. + + SWAT LEADER + Mr. Benedict -- + + BENEDICT + Yes. + + SWAT LEADER + We couldn't find any survivors. Or, + I'm afraid, any of your money. I'm + sorry, sir. + + BENEDICT + 142. + + + (doesn't want to hear + anymore; the SWAT team + failed him) + Take your men out now. + + HOLD ON Benedict, seething, as the SWAT Leader steps away. + + SWAT LEADER + Okay, guys, grab your gear and + clear out. + + BENEDICT + (into walkie-talkie he + has with him) + Walsh: How are we with the van? + + +251 EXT. MCCARREN AIRPORT - NIGHT 251 + + The stalemate with the van continues. Still no movement + from inside. + + HEAD GOON + Out of the van now! Hands up! + + An EMPLOYEE from the charter airline sticks his head out of + his office door. + + EMPLOYEE + (innocently) + Hey, what's going on here? + + Half-a-dozen firearms turn and point in his direction. The + Employee disappears back inside his office. + + The Head Goon cautiously approaches the van, reaches for + the driver's door, and yanks it open. + + Inside: There is no driver. Just a video camera mounted at + eye-level. The Head Goon cranes back his head, befuddled, + when he notices for the first time (and maybe we do, too) + an enormous antenna sprouting from the van's rear bumper. + + The van suddenly lurches. + + SHORT DISTANCE AWAY - CLOSE ON REMOTE CONTROL + + complete with a tiny video monitor (displaying the van + driver's POV) and a steering mechanism -- it's a near- + replica of the one Virgil Malloy used in the monster truck + drag race against his brother. + 143. + + + And Virgil's using it now, too, as he sits next to Reuben + Tishkoff in one of Reuben's Rolls and watches the Goons + scramble back from the flat-tired van. + + TISHKOFF + Enough monkey business. + + Virgil brings the van to a stop, then readies a distinctive + red button on his remote. + + BACK WITH VAN + + As the Head Goon reaches for the rear door, his hand inches + away when -- + + BARROOOOM! The door EXPLODES open! + + Knocked on his ass, the Head Goon watches as the canvas "X" + bags within burn to cinders. He does, however, happen to + notice one burning shred of paper dislodged from a bag: + It's a promotional flier for a call girl service. + + +252 INT. BELLAGIO VAULT - NIGHT 252 + + Benedict steps over the scattered remains of his vault. He + picks up a fragment of a cash cart, burnt to a crisp, then + lets it drop. + + WALSH (V.O.) + (over walkie-talkie) + Mr. Benedict -- + + BENEDICT + Yes? + + WALSH (V.O.) + They took the van. + + BENEDICT + And? + + WALSH (V.O.) + (hesitantly, this is bad + news) + And they blew up the bags, sir. + + BENEDICT + (dropping his walkie- + talkie to his side) + Shit. + + WALSH (V.O.) + 144. + + + Sir -- sir -- + + BENEDICT + What, Walsh? + + WALSH (V.O.) + They say it doesn't look like there + was any money in the bags, sir. + + BENEDICT + What?! + + WALSH (V.O.) + They say the bags were filled with + fliers. For hookers. + + BENEDICT + What do you mean there was no money + in the bags? + + WALSH (V.O.) + That's what they said, sir. I don't + understand it: we both saw them + putting money inside those bags. + + Benedict stops cold. He stares up at a wall where an + engraved sign reading "Bellagio" has been smoke-stained. + + BENEDICT + Walsh, cue up the tape of the + robbery. + + +253 INT. BELLAGIO SECURITY CENTER - EYE IN THE SKY 253 + + Walsh stands before several monitors as Slim cues up the + "masked men robbing the vault" image of a few minutes ago + beside the present image of Benedict staring at the vault + wall. + + BENEDICT (V.O.) + Does it say 'Bellagio' on the south + wall of the vault? + + In the masked-men image it does not, in fact, say + "Bellagio" there. + + WALSH + (on walkie-talkie) + No, sir. It doesn't. I -- I don't + understand -- + 145. + + +254 INT. VAULT 254 + + Benedict exhales. + + BENEDICT + We had that installed on Tuesday. + The image we saw of the men robbing + us was a tape. + + WALSH (V.O.) + What? + + BENEDICT + Someone built a double of my vault, + then made a tape of them robbing + it. When we saw them putting money + in those bags, that wasn't actually + happening. + + +255 INT. SECURITY CENTER 255 + + Walsh's jaw drops as he watches the tape again. + + WALSH + Then, sir -- + + +256 INT. BELLAGIO VAULT - NIGHT 256 + + Benedict is absolutely fucking furious. + + WALSH (V.O.) + -- what happened to all the money? + + +257 INT. BELLAGIO CASINO - CLOSE ON SWAT DUFFEL BAG - NIGHT 257 + + carried through the Bellagio casino, held by the SWAT + Leader leading his men out (now eight in all), and at last + we PULL UP to see his face for the first time... + + It's Rusty, in full regalia, leading Livingston, Turk, + Saul, Frank, Basher, Yen and Linus out of the casino, each + dressed as a SWAT member, each carrying a duffel bag with + nearly $20 million dollars inside. + + As we PASS each man, under the HUM OF the CASINO, we see: + + +258 INT. MIRADOR SUITE - LIVINGSTORM - FLASHBACK 258 + 146. + + + takes the call from Walsh in the Mirador suite as Basher, + Saul, and Frank dress behind him. + + LIVINGSTON + 9-1-1. Emergency response. + + TURK dressed as a SWAT member, hustles down a cage + corridor. + + SAUL has trouble rappelling with the rest. + + BASHER takes position next to Rusty at the elevator shaft's + bottom. They're on-camera, but just a few feet away and + (off-camera) Danny sits smiling. + + RUSTY + (hiding his voice) + Prepare to cut power! + + YEN lights a short fuse leading into the vault. + + LINUS feigns hysteria. + + LINUS + Guys, someone's here! + + RUSTY + + FIRES a SPURT of BLANKS. + + BARRROOOOM! No one is hurt. Nor is the money, stacked + neatly in a corridor, ready to be packed into the phony + SWAT team bags, body armor, etc. + + +259 EXT. BELLAGIO CASINO - NIGHT - PRESENT 259 + + The SWAT team exits and boards the second vehicle Turk and + Virgil have been working on all this time, the one in the + warehouse with an air freshener hanging from its rearview + mirror: it's a replica of a SWAT van. + + Turk takes the wheel as the others jump in the back. Rusty + flips open another cell phone. + + RUSTY + Las Vegas P.D. This is Officer + Brooks, New Jersey Probation + Division. I have a violator in your + jurisdiction -- + (cupping phone) + Hit it. + 147. + + + Turk hits the gas and the VEHICLE PEELS away, carrying its + cadre of new multi-millionaires far away from the Bellagio + Hotel and Casino. + + +260 INT. BELLAGIO VAULT 260 + + Benedict squats down to inspect a burnt scrap of paper on + the vault floor. It's a flier for a strip joint. + + BENEDICT + (and it finally occurs to + him) + Ocean -- + + +261 INT. CAGE - HALLWAY - MOVING WITH BENEDICT 261 + + Heated, he approaches the interrogation room, where his + Plainclothes Goons keep watch. + + (A1) + + BENEDICT + Where's Ocean? + + PLAINCLOTHES GOON #1 + Still inside, sir. With Bruiser. + + Benedict straightens his cuffs, cools himself, then: + + BENEDICT + Open that door. + + +262 INT. INTERROGATION ROOM 262 + + Bruiser throws a mean left hook across Danny's face as the + door swings open and Benedict steps in. Bruiser sees him + and steps away, toweling off his bloodied knuckles. + + Benedict studies Danny: the man is a bloody mess, head + rolling, eyes puffed up. + + BENEDICT + Wake him up. + + The Goons step in, slap Danny alert. At last, Danny + recognizes Benedict in the room. + + DANNY + (a little punchy) + 148. + + + Heya, Benedict -- How's the other + fight going? + + Benedict keeps his cool. + + BENEDICT + Did you have a hand in this? + (beat) + Did you? + + DANNY + Did I have a hand in what? + + Benedict scrutinizes Danny: Is he bluffing? He looks at + Bruiser, then Danny again, and decides: no. + + BENEDICT + Get him out of here. + + As the Goons scoop him up and drag him out, Danny catches + Bruiser's eye for just a moment. And barely winks. + + +263 INT. BENEDICT'S SUITE 263 + + The PHONE RINGS. Tess plucks it up. + + TESS + Hello? + + VOICE (V.O.) + (if you must know, it's + Livingston's) + Turn to Channel 88. + + CLICK. Tess does so. + + On her TV: A security-angle of the cage hallway. The Goons + appear, escorting bloodied Danny out. + + As Tess gasps, we go live to -- + + +264 INT. CAGE - HALLWAY 264 + + Where Benedict follows the Goons and Danny out, brooding: + what's his next step? Walsh approaches. + + DANNY + You get robbed or something, + Benedict? Geez, that's a shame. + 149. + + + Benedict looks up, suspicious. + + BENEDICT + Stop there. + + The Goons stop, spin Danny around to face Benedict. + + BENEDICT + Where. Is. My. Money. + + They hold each other's eye. + + DANNY + What would you say if I told you + you could get your money back -- + (beat) + -- if you gave up Tess? + (beat) + What would you say? + + BENEDICT + I would say yes. + + +265 INT. BENEDICT'S SUITE 265 + + She's crestfallen. + + +266 INT. CAGE - HALLWAY 266 + + DANNY + Well, that's very interesting -- + (beat) + -- but I didn't have anything to do + with it. + + He grins. Benedict sinks. + + BENEDICT + (to his Goons) + Escort Mr. Ocean to the exit. And + contact the police. I would imagine + Mr. Ocean is in violation of his + parole. + + +267 INT. BENEDICT'S SUITE - ON TV 267 + + The Goons haul Danny out. Tess has left, heartbeats ago: + the room's door is just closing. + 150. + + +268 INT. CAGE - HALLWAY 268 + + WALSH + Maybe we should have held him. + + BENEDICT + No. Follow him. Everywhere. + + +269 INT. CASINO FLOOR - OUTSIDE CAGES 269 + + Benedict exits. Takes in his casino. It's been a bad night: + he's down a hundred fifty million. He starts for -- + + +270 INT. CASINO FLOOR - ELEVATOR BAY 270 + + As he arrives, the elevator doors open and Tess steps out. + She breezes right past him. + + BENEDICT + Tess -- + (as she doesn't stop) + Tess? + + TESS + You of all people should know, + Terry: in your hotel, there's + always someone watching. + + She keeps going. Benedict, now down a hundred fifty million + and one woman, boards the elevator. Its doors close on him. + + +271 EXT. ALLEY - VACANT WAREHOUSE - EARLY MORNING 271 + + The SWAT van rounds a corner and ducks inside the + warehouse. + + Three-and-a-half seconds pass. + + And the eight SWAT members reappear, now all in suits, + perfectly pressed, and with grins on their faces and change + in their pockets, they begin their victory stroll, single- + file and sloppy, right down the -- + + STRIP - MOVING WITH THEM + + Turk, Livingston, Frank, Basher, Yen, Saul, Linus and Rusty + march down the strip single-file, and when they come to an + intersection. + 151. + + + Virgil and Reuben, also in suits, fall into stride for a + victory lap in front of the Bellagio fountains. + + Then, one-by-one, the group splinters off, strolling into + different hotels or grabbing cabs, until there are only two + left: Rusty and Linus. + + They take each other in, shake hands, and part. + + +272 EXT. BELLAGIO CASINO - NIGHT 272 + + Tess exits, searching for Danny. She rounds the building to + -- + + +273 EXT. SERVICE ENTRANCE 273 + + Where a LVPD squad car has just arrived to take goon-held + Danny away. She runs toward it. + + TESS + Wait! + + They do. As Danny is handcuffed and prepared for loading in + the back, he and Tess hold each other's glance. + + TESS + Danny -- + (beat) + I'm sorry. + + DANNY + I knew what I was doing. + + A beat. + + TESS + I didn't. + + A cop lowers Danny's head as he directs him into his seat. + + TESS + How long will you be? + + DANNY + (shrug) + Three to six months, I should + think. + + The squad car door closes him in and Tess stands vigil as + it pulls away. + 152. + + + ACROSS STREET + + Rusty watches Danny being driven back to prison, too. + + DISSOLVE TO: + + +274 EXT. FRONT GATE - MINIMUM-SECURITY PRISON - DAY 274 + + SUPERIMPOSE: THREE TO SIX MONTHS LATER. + + The great metal gate opens once more, revealing Danny Ocean + in its frame again, ready for release. + + He looks forward, no one's there to greet him, and the view + of New Jersey looks no brighter than it did before. He + takes his first step into free America -- + + -- to discover Rusty leaning against the prison wall. + Beyond him sits his second-hand Mercedes from L.A. + + RUSTY + Looking for someone? + + DANNY + Thirteen million and you drive that + piece of shit cross country to pick + me up? + + RUSTY + Hello to you, too. + + They shakes hands. Rusty looks Danny over. + + RUSTY + Your hair's grayer. + + DANNY + Your eyes got closer together. + (beat) + How's life? + + RUSTY + Life -- is a roomful of pillows. + (beat) + C'mon -- + + MOVING WITH Danny and Rusty toward the Mercedes, together + again. + + RUSTY + Where do you want to go first? + 153. + + + DANNY + To a phone. + +Rusty had anticipated this. + + RUSTY + I stopped and picked up your + personal effects, put them in the + back seat. + + DANNY + My what? + +Danny gets to the passenger door and looks in to see Tess +sitting in the back. She smiles at him. + + DANNY + (smiling back, then) + I'm not sure these belong to me. + + TESS + Sure they do. + +Danny and Rusty get in. Danny kisses Tess. Rusty STARTS the +CAR. + + DANNY + We need to find Rusty a girl. + + RUSTY + There's a women's prison just down + the road -- + +He drives off. In the back, Danny takes Tess's hand in his. +Notices a silver wedding band on it. + + DANNY + You said you sold this. + + TESS + That's what I said. + + DANNY + Liar. + + TESS + Thief. + +As they drive away another car STARTS its ENGINE begins to +follow. At the wheel: Benedict's goons. + +THE END + \ No newline at end of file