It's a Wonderful Life/Transcript

"IT'S A WONDERFUL LIFE"
 By
 Frances Goodrich
 Albert Hackett
 Frank Capra
 Jo Swerling
 
 FADE IN:
 NIGHT SEQUENCE
 Series of shots of various streets and buildings in the town 
 of Bedford Falls, somewhere in New York State. The streets 
 are deserted, and snow is falling. It is Christmas Eve. Over 
 the above scenes we hear voices praying:
 GOWER'S VOICE
 I owe everything to George Bailey. 
 Help him, dear Father.
 MARTINI'S VOICE
 Joseph, Jesus and Mary. Help my friend 
 Mr. Bailey.
 MRS. BAILEY'S VOICE
 Help my son George tonight.
 BERT'S VOICE
 He never thinks about himself, God; 
 that's why he's in trouble.
 ERNIE'S VOICE
 George is a good guy. Give him a 
 break, God.
 MARY'S VOICE
 I love him, dear Lord. Watch over 
 him tonight.
 JANIE'S VOICE
 Please, God. Something's the matter 
 with Daddy.
 ZUZU'S VOICE
 Please bring Daddy back.
 CAMERA PULLS UP from the Bailey home and travels up through 
 the sky until it is above the falling snow and moving slowly 
 toward a firmament full of stars. As the camera stops we 
 hear the following heavenly voices talking, and as each voice 
 is heard, one of the stars twinkles brightly:
 FRANKLIN'S VOICE
 Hello, Joseph, trouble?
 JOSEPH'S VOICE
 Looks like we'll have to send someone 
 down � a lot of people are asking 
 for help for a man named George 
 Bailey.
 FRANKLIN'S VOICE
 George Bailey. Yes, tonight's his 
 crucial night. You're right, we'll 
 have to send someone down immediately. 
 Whose turn is it?
 JOSEPH'S VOICE
 That's why I came to see you, sir. 
 It's that clock-maker's turn again.
 FRANKLIN'S VOICE
 Oh � Clarence. Hasn't got his wings 
 yet, has he? We've passed him up 
 right along.
 JOSEPH'S VOICE
 Because, you know, sir, he's got the 
 I.Q. of a rabbit.
 FRANKLIN'S VOICE
 Yes, but he's got the faith of a 
 child � simple. Joseph, send for 
 Clarence.
 A small star flies in from left of screen and stops. It 
 twinkles as Clarence speaks:
 CLARENCE'S VOICE
 You sent for me, sir?
 FRANKLIN'S VOICE
 Yes, Clarence. A man down on earth 
 needs our help.
 CLARENCE'S VOICE
 Splendid! Is he sick?
 FRANKLIN'S VOICE
 No, worse. He's discouraged. At 
 exactly ten-forty-five PM tonight, 
 Earth time, that man will be thinking 
 seriously of throwing away God's 
 greatest gift.
 CLARENCE'S VOICE
 Oh, dear, dear! His life! Then I've 
 only got an hour to dress. What are 
 they wearing now?
 FRANKLIN'S VOICE
 You will spend that hour getting 
 acquainted with George Bailey.
 CLARENCE'S VOICE
 Sir... If I should accomplish this 
 mission � I mean � might I perhaps 
 win my wings? I've been waiting for 
 over two hundred years now, sir � 
 and people are beginning to talk.
 FRANKLIN'S VOICE
 What's that book you've got there?
 CLARENCE'S VOICE
 The Adventures of Tom Sawyer.
 FRANKLIN'S VOICE
 Clarence, you do a good job with 
 George Bailey, and you'll get your 
 wings.
 CLARENCE'S VOICE
 Oh, thank you, sir. Thank you.
 JOSEPH'S VOICE
 Poor George... Sit down.
 CLARENCE'S VOICE
 Sit down? What are...
 JOSEPH'S VOICE
 If you're going to help a man, you 
 want to know something about him, 
 don't you?
 CLARENCE'S VOICE
 Well, naturally. Of course.
 JOSEPH'S VOICE
 Well, keep your eyes open. See the 
 town?
 The stars fade out from the screen, and a light, 
 indistinguishable blur is seen.
 CLARENCE'S VOICE
 Where? I don't see a thing.
 JOSEPH'S VOICE
 Oh, I forgot. You haven't got your 
 wings yet. Now look, I'll help you 
 out. Concentrate. Begin to see 
 something?
 The blur on the screen slowly begins to take form. We see a 
 group of young boys on top of a snow-covered hill.
 CLARENCE'S VOICE
 Why, yes. This is amazing.
 JOSEPH'S VOICE
 If you ever get your wings, you'll 
 see all by yourself.
 CLARENCE'S VOICE
 Oh, wonderful!
 EXT. FROZEN RIVER AND HILL � DAY � CLOSE SHOT
 Group of boys. They are preparing to slide down the hill on 
 large shovels. One of them makes the slide and shoots out 
 onto the ice of a frozen river at the bottom of the hill.
 BOY
 (as he slides)
 Yippee!!
 CLARENCE'S VOICE
 Hey, who's that?
 JOSEPH'S VOICE
 That's your problem, George Bailey.
 CLARENCE'S VOICE
 A boy?
 JOSEPH'S VOICE
 That's him when he was twelve, back 
 in 1919. Something happens here you'll 
 have to remember later on.
 Series of shots as four or five boys make the slide down the 
 hill and out onto the ice. As each boy comes down the others 
 applaud.
 CLOSE SHOT
 George Bailey at bottom of slide.
 GEORGE
 (through megaphone)
 And here comes the scare-baby, my 
 kid brother, Harry Bailey.
 CLOSE SHOT � HARRY
 On top of hill, preparing to make his slide.
 HARRY
 I'm not scared.
 BOYS
 (ad lib)
 Come on, Harry! Attaboy, Harry!
 MEDIUM SHOT
 Harry makes his slide very fast. He passes the marks made by 
 the other boys, and his shovel takes him onto the thin ice 
 at the bend of the river. The ice breaks, and Harry disappears 
 into the water.
 CLOSE SHOT � GEORGE
 GEORGE
 I'm coming, Harry.
 MEDIUM SHOT
 George jumps into the water and grabs Harry. As he starts to 
 pull him out he yells:
 GEORGE
 Make a chain, gang! A chain!
 WIDER ANGLE
 The other boys lie flat on the ice, forming a human chain. 
 When George reaches the edge with Harry in his arms, they 
 pull them both to safety.
 JOSEPH'S VOICE
 George saved his brother's life that 
 day. But he caught a bad cold which 
 infected his left ear. Cost him his 
 hearing in that ear. It was weeks 
 before he could return to his after-
 school job at old man Gower's 
 drugstore.
 DISSOLVE
 EXT. MAIN STREET � BEDFORD FALLS � SPRING AFTERNOON
 MEDIUM SHOT
 Five or six boys are coming toward camera, arm in arm, 
 whistling. Their attention is drawn to an elaborate 
 horsedrawn carriage proceeding down the other side of the 
 street.
 MEDIUM PAN SHOT
 The carriage driving by. We catch a glimpse of an elderly 
 man riding in it.
 CLOSE SHOT
 The boys watching the carriage.
 GEORGE
 Mr. Potter!
 CLARENCE'S VOICE
 Who's that � a king?
 JOSEPH'S VOICE
 That's Henry F. Potter, the richest 
 and meanest man in the county.
 The boys continue until they reach Gower's drugstore. The 
 drugstore is old-fashioned and dignified, with jars of colored 
 water in the windows and little else. As the kids stop:
 GEORGE
 So long!
 BOYS
 (ad lib)
 Got to work, slave. Hee-haw. Hee-
 haw.
 INTERIOR DRUGSTORE � DAY
 MEDIUM SHOT
 George comes in and crosses to an old-fashioned cigar lighter 
 on the counter. He shuts his eyes and makes a wish:
 GEORGE
 Wish I had a million dollars.
 He clicks the lighter and the flame springs up.
 GEORGE
 Hot dog!
 WIDER ANGLE
 George crosses over to the soda fountain, at which Mary Hatch, 
 a small girl, is seated, watching him. George goes on to get 
 his apron from behind the fountain.
 GEORGE
 (calling toward back 
 room)
 It's me, Mr. Gower. George Bailey.
 CLOSE SHOT
 Mr. Gower, the druggist, peering from a window in back room. 
 We see him take a drink from a bottle.
 GOWER
 You're late.
 MEDIUM SHOT
 George behind soda fountain. He is putting on his apron.
 GEORGE
 Yes, sir.
 WIDER ANGLE
 Violet Bick enters the drugstore and sits on one of the stools 
 at the fountain. She is the same height as Mary and the same 
 age, but she is infinitely older in her approach to people.
 VIOLET
 (with warm friendliness)
 Hello, George.
 (then, flatly, as she 
 sees Mary)
 'Lo, Mary.
 MARY
 (primly)
 Hello, Violet.
 George regards the two of them with manly disgust. They are 
 two kids to him, and a nuisance. He starts over for the candy 
 counter.
 GEORGE
 Two cents worth of shoelaces?
 VIOLET
 She was here first.
 MARY
 I'm still thinking.
 GEORGE
 (to Violet)
 Shoelaces?
 VIOLET
 Please, Georgie.
 George goes over to the candy counter.
 VIOLET
 (to Mary)
 I like him.
 MARY
 You like every boy.
 VIOLET
 (happily)
 What's wrong with that?
 GEORGE
 Here you are.
 George gives Violet a paper sack containing licorice 
 shoelaces. Violet gives him the money.
 VIOLET
 (the vamp)
 Help me down?
 GEORGE
 (disgusted)
 Help you down!
 Violet jumps down off her stool and exits. Mary, watching, 
 sticks out her tongue as she passes.
 CLOSE SHOT � GEORGE AND MARY AT FOUNTAIN
 GEORGE
 Made up your mind yet?
 MARY
 I'll take chocolate.
 George puts some chocolate ice cream in a dish.
 GEORGE
 With coconuts?
 MARY
 I don't like coconuts.
 GEORGE
 You don't like coconuts! Say, 
 brainless, don't you know where 
 coconuts come from? Lookit here � 
 from Tahiti � Fiji Islands, the Coral 
 Sea!
 He pulls a magazine from his pocket and shows it to her.
 MARY
 A new magazine! I never saw it before.
 GEORGE
 Of course you never. Only us explorers 
 can get it. I've been nominated for 
 membership in the National Geographic 
 Society.
 He leans down to finish scooping out the ice cream, his deaf 
 ear toward her. She leans over, speaking softly.
 CLOSE SHOT
 Mary, whispering.
 MARY
 Is this the ear you can't hear on? 
 George Bailey, I'll love you till 
 the day I die.
 She draws back quickly and looks down, terrified at what she 
 has said.
 CLOSE SHOT � GEORGE AND MARY
 GEORGE
 I'm going out exploring some day, 
 you watch. And I'm going to have a 
 couple of harems, and maybe three or 
 four wives. Wait and see.
 He turns back to the cash register, whistling.
 ANOTHER ANGLE
 Taking in entrance to prescription room at end of fountain. 
 Gower comes to the entrance. He is bleary-eyed, unshaven, 
 chewing an old unlit cigar. His manner is gruff and mean. It 
 is evident he has been drinking.
 GOWER
 George! George!
 GEORGE
 Yes, sir.
 GOWER
 You're not paid to be a canary.
 GEORGE
 No, sir.
 He turns back to the cash register when he notices an open 
 telegram on the shelf. He is about to toss it aside when he 
 starts to read it.
 INSERT: THE TELEGRAM
 It reads: "We regret to inform you that your son, Robert, 
 died very suddenly this morning of influenza stop. Everything 
 possible was done for his comfort stop. We await instructions 
 from you. EDWARD MELLINGTON Pres. HAMMERTON COLLEGE."
 BACK TO SHOT
 George puts the telegram down. A goodness of heart expresses 
 itself in a desire to do something for Gower. He gives the 
 ice cream to Mary without comment and sidles back toward 
 Gower.
 INT. PRESCRIPTION ROOM OF DRUGSTORE � DAY
 CLOSE SHOT
 Gower, drunk, is intent on putting some capsules into a box.
 GEORGE
 Mr. Gower, do you want something... 
 Anything?
 GOWER
 No.
 GEORGE
 Anything I can do back here?
 GOWER
 No.
 George looks curiously at Gower, realizing that he is quite 
 drunk. Gower fumbles and drops some of the capsules to the 
 floor.
 CLOSE SHOT
 Capsules spilling on floor at their feet.
 BACK TO SHOT
 George and Gower.
 GEORGE
 I'll get them, sir.
 He picks up the capsules and puts them in the box. Gower 
 waves George aside, takes his old wet cigar, shoves it in 
 his mouth and sits in an old Morris chair in the background. 
 George turns a bottle around from which Gower has taken the 
 powder for the capsules. Its label reads "POISON." George 
 stands still, horrified.
 GOWER
 Take these capsules over to Mrs. 
 Blaine's. She's waiting for them.
 George picks up the capsule box, not knowing what to do or 
 say. His eyes go, harassed, to the bottle labeled poison. 
 George's fingers fumble.
 GEORGE
 Yes, sir. They have the diphtheria 
 there, haven't they, sir?
 GOWER
 Ummmm...
 Gower stares moodily ahead, sucking his cigar. George turns 
 to him, the box in his hand.
 GEORGE
 Is it a charge, sir?
 GOWER
 Yes � charge.
 GEORGE
 Mr. Gower, I think...
 GOWER
 Aw, get going!
 GEORGE
 Yes, sir.
 INT. DRUGSTORE � DAY
 MEDIUM SHOT
 George comes out into main room. As he puts on his cap he 
 sees a Sweet Caporals ad which says:
 INSERT
 "ASK DAD HE KNOWS" � SWEET CAPORAL
 BACK TO SHOT
 With an inspiration, George dashes out the door and down the 
 street. Mary follows him with her eyes.
 EXT. STREET � DAY
 MEDIUM SHOT
 George runs down the street until he comes opposite a two-
 story building with a sign on it reading: "Bailey Building 
 and Loan Association." He stops. Potter's carriage is waiting 
 at the entrance. Suddenly he runs up the stairs.
 INT. OUTER OFFICE BLDG. AND LOAN � DAY
 FULL SHOT
 The offices are ancient and a bit on the rickety side. There 
 is a counter with a grill, something like a bank. Before a 
 door marked:
 "PETER BAILEY, PRIVATE", George's Uncle Billy stands, 
 obviously trying to hear what is going on inside. He is a 
 very good-humored man of about fifty, in shirt-sleeves. With 
 him at the door, also listening, are Cousin Tilly Bailey, a 
 waspish-looking woman, who is the telephone operator, and 
 Cousin Eustace Bailey, the clerk. The office vibrates with 
 an aura of crisis as George enters and proceeds directly 
 toward his father's office.
 CLOSE SHOT
 Uncle Billy listening at the door. As George is about to 
 enter his father's office, uncle Billy grabs him by the arm.
 UNCLE BILLY
 Avast, there, Captain Cook! Where 
 you headin'?
 GEORGE
 Got to see Pop, Uncle Billy.
 UNCLE BILLY
 Some other time, George.
 GEORGE
 It's important.
 UNCLE BILLY
 There's a squall in there that's 
 shapin' up into a storm.
 During the foregoing, Cousin Tilly has answered the telephone, 
 and now she calls out:
 COUSIN TILLY
 Uncle Billy... telephone.
 UNCLE BILLY
 Who is it?
 COUSIN TILLY
 Bank examiner.
 INSERT
 CLOSEUP � UNCLE BILLY'S LEFT HAND There are pieces of string 
 tied around two of the fingers, obviously to remind him of 
 things he has to do.
 BACK TO SHOT
 Uncle Billy looking at his hand.
 UNCLE BILLY
 Bank examiner! I should have called 
 him yesterday. Switch it inside.
 He enters a door marked: "WILLIAM BAILEY, PRIVATE". George 
 stands irresolute a moment, aware of crisis in the affairs 
 of the Bailey Building and Loan Association, but aware more 
 keenly of his personal crisis. He opens the door of his 
 father's office and enters.
 INT. BAILEY'S PRIVATE OFFICE � DAY
 MEDIUM SHOT
 George's father is seated behind his desk, nervously drawing 
 swirls on a pad. He looks tired and worried. He is a gentle 
 man in his forties, an idealist, stubborn only for other 
 people's rights. Nearby, in a throne-like wheelchair, behind 
 which stands the goon who furnishes the motive power, sits 
 Henry F. Potter, his squarish derby hat on his head. The 
 following dialogue is fast and heated, as though the argument 
 had been in process for some time.
 BAILEY
 I'm not crying, Mr. Potter.
 POTTER
 Well, you're begging, and that's a 
 whole lot worse.
 BAILEY
 All I'm asking is thirty days more...
 GEORGE
 (interrupting)
 Pop!
 BAILEY
 Just a minute, son.
 (to Potter)
 Just thirty short days. I'll dig up 
 that five thousand somehow.
 POTTER
 (to his goon)
 Shove me up...
 Goon pushes his wheelchair closer to the desk.
 GEORGE
 Pop!
 POTTER
 Have you put any real pressure on 
 those people of yours to pay those 
 mortgages?
 BAILEY
 Times are bad, Mr. Potter. A lot of 
 these people are out of work.
 POTTER
 Then foreclose!
 BAILEY
 I can't do that. These families have 
 children.
 MEDIUM CLOSE SHOT � POTTER AND BAILEY
 GEORGE
 Pop!
 POTTER
 They're not my children.
 BAILEY
 But they're somebody's children.
 POTTER
 Are you running a business or a 
 charity ward?
 BAILEY
 Well, all right...
 POTTER
 (interrupting)
 Not with my money!
 CLOSE SHOT � POTTER AND BAILEY
 BAILEY
 Mr. Potter, what makes you such a 
 hardskulled character? You have no 
 family � no children. You can't begin 
 to spend all the money you've got.
 POTTER
 So I suppose I should give it to 
 miserable failures like you and that 
 idiot brother of yours to spend for 
 me.
 George cannot listen any longer to such libel about his 
 father. He comes around in front of the desk.
 GEORGE
 He's not a failure! You can't say 
 that about my father!
 BAILEY
 George, George...
 GEORGE
 You're not! You're the biggest man 
 in town!
 BAILEY
 Run along.
 He pushes George toward the door.
 GEORGE
 Bigger'n him!
 As George passes Potter's wheelchair he pushes the old man's 
 shoulder. The goon puts out a restraining hand.
 GEORGE
 Bigger'n everybody.
 George proceeds toward the door, with his father's hand on 
 his shoulder. As they go:
 POTTER
 Gives you an idea of the Baileys.
 INT. OUTER OFFICE BLDG. AND LOAN � DAY
 CLOSE SHOT
 George and his father at the door.
 GEORGE
 Don't let him say that about you, 
 Pop.
 BAILEY
 All right, son, thanks. I'll talk to 
 you tonight.
 Bailey closes the door on George and turns back to Potter. 
 George stands outside the door with the capsules in his hand.
 WIPE TO:
 BACK TO DRUGSTORE
 INT. BACK ROOM � GOWER'S DRUGSTORE � DAY
 CLOSE SHOT
 Gower talking on the telephone. George stands in the doorway.
 GOWER
 (drunkenly)
 Why, that medicine should have been 
 there an hour ago. It'll be over in 
 five minutes, Mrs. Blaine.
 He hangs up the phone and turns to George.
 GOWER
 Where's Mrs. Blaine's box of capsules?
 He grabs George by the shirt and drags him into the back 
 room.
 GEORGE
 Capsules...
 GOWER
 (shaking him)
 Did you hear what I said?
 GEORGE
 (frightened)
 Yes, sir, I...
 Gower starts hitting George about the head with his open 
 hands. George tries to protect himself as best he can.
 GOWER
 What kind of tricks are you playing, 
 anyway? Why didn't you deliver them 
 right away? Don't you know that boy's 
 very sick?
 GEORGE
 (in tears)
 You're hurting my sore ear.
 INT. FRONT ROOM DRUGSTORE � DAY
 CLOSE SHOT
 Mary is still seated at the soda fountain. Each time she 
 hears George being slapped, she winces.
 INT. BACK ROOM DRUGSTORE � DAY
 CLOSE SHOT � GEORGE AND GOWER
 GOWER
 You lazy loafer!
 GEORGE
 (sobbing)
 Mr. Gower, you don't know what you're 
 doing. You put something wrong in 
 those capsules. I know you're unhappy. 
 You got that telegram, and you're 
 upset. You put something bad in those 
 capsules. It wasn't your fault, Mr. 
 Gower...
 George pulls the little box out of his pocket. Gower savagely 
 rips it away from him, breathing heavily, staring at the boy 
 venomously.
 GEORGE
 Just look and see what you did. Look 
 at the bottle you took the powder 
 from. It's poison! I tell you, it's 
 poison! I know you feel bad... and...
 George falters off, cupping his aching ear with a hand. Gower 
 looks at the large brown bottle which has not been replaced 
 on the shelf. He tears open the package, shakes the powder 
 out of one of the capsules, cautiously tastes it, then 
 abruptly throws the whole mess to the table and turns to 
 look at George again. The boy is whimpering, hurt, frightened. 
 Gower steps toward him.
 GEORGE
 Don't hurt my sore ear again.
 But this time Gower sweeps the boy to him in a hug and, 
 sobbing hoarsely, crushes the boy in his embrace. George is 
 crying too.
 GOWER
 No... No... No...
 GEORGE
 Don't hurt my ear again!
 GOWER
 (sobbing)
 Oh, George, George...
 GEORGE
 Mr. Gower, I won't ever tell anyone. 
 I know what you're feeling. I won't 
 ever tell a soul. Hope to die, I 
 won't.
 GOWER
 Oh, George.
 DISSOLVE TO:
 INT. LUGGAGE SHOP � DAY � (1928)
 MEDIUM SHOT
 It is late afternoon. A young man is looking over an 
 assortment of luggage. Across the counter stands Joe Hepner, 
 the proprietor of the store � he is showing a suitcase.
 JOE
 An overnight bag � genuine English 
 cowhide, combination lock, fitted up 
 with brushes, combs...
 CUSTOMER
 Nope.
 AS CAMERA MOVES UP CLOSER to him, he turns and we get our 
 first glimpse of George as a young man. CAMERA HAS MOVED UP 
 to a CLOSEUP by now.
 GEORGE
 Nope. Nope. Nope. Nope. Now, look, 
 Joe. Now, look, I... I want a big 
 one.
 Suddenly, in action, as George stands with his arms 
 outstretched in illustration, the picture freezes and becomes 
 a still. Over this hold-frame shot we hear the voices from 
 Heaven:
 CLARENCE'S VOICE
 What did you stop it for?
 JOSEPH'S VOICE
 I want you to take a good look at 
 that face.
 CLARENCE'S VOICE
 Who is it?
 JOSEPH'S VOICE
 George Bailey.
 CLARENCE'S VOICE
 Oh, you mean the kid that had his 
 ears slapped back by the druggist.
 JOSEPH'S VOICE
 That's the kid.
 CLARENCE'S VOICE
 It's a good face. I like it. I like 
 George Bailey. Tell me, did he ever 
 tell anyone about the pills?
 JOSEPH'S VOICE
 Not a soul.
 CLARENCE'S VOICE
 Did he ever marry the girl? Did he 
 ever go exploring?
 JOSEPH'S VOICE
 Well, wait and see.
 CLOSE SHOT � THE SCREEN
 The arrested CLOSEUP of George springs to life again.
 GEORGE
 Big - see! I don't want one for one 
 night. I want something for a 
 thousand and one nights, with plenty 
 of room for labels from Italy and 
 Baghdad, Samarkand... a great big 
 one. 
 JOE
 I see, a flying carpet, huh? I don't 
 suppose you'd like this old second-
 hand job, would you?
 He brings a large suitcase up from under the counter.
 GEORGE
 Now you're talkin'. Gee whiz, I could 
 use this as a raft in case the boat 
 sunk. How much does this cost?
 JOE
 No charge.
 GEORGE
 That's my trick ear, Joe. It sounded 
 as if you said no charge.
 JOE
 (indicating name on 
 suitcase)
 That's right.
 GEORGE
 (as he sees his name)
 What's my name doing on it?
 JOE
 A little present from old man Gower. 
 Came down and picked it out himself.
 GEORGE
 (admiring the bag)
 He did? Whatta you know about that � 
 my old boss...
 JOE
 What boat you sailing on?
 GEORGE
 I'm working across on a cattle boat.
 JOE
 A cattle boat?
 GEORGE
 (as he exits)
 Okay, I like cows.
 WIPE TO:
 INT. GOWER'S DRUGSTORE � DAY
 MEDIUM SHOT
 The place is practically the same except that it is now full 
 of school kids having sodas, etc. A juke box and many little 
 tables have been added. It has become the hangout of the 
 local small fry. There are now three kids jerking sodas. 
 Gower is a different man now � sober, shaven and good-humored. 
 He is behind the counter when George comes in. Gower's face 
 lights up when he sees George.
 GEORGE
 Mr. Gower... Mr. Gower... thanks 
 ever so much for the bag. It's just 
 exactly what I wanted.
 GOWER
 Aw, forget it.
 GEORGE
 Oh, it's wonderful.
 GOWER
 Hope you enjoy it.
 George suddenly sees the old cigar lighter on the counter. 
 He closes his eyes and makes a wish.
 GEORGE
 Oh... Oh. Wish I had a million 
 dollars.
 As he snaps the lighter the flame springs up.
 GEORGE
 Hot dog!
 George shakes Gower's hand vigorously and exits.
 EXT. MAIN STREET BEDFORD FALLS � DAY
 PAN SHOT as George crosses the street, Uncle Billy, cousin 
 Tilly and Cousin Eustace are leaning out of the second floor 
 window of the Building and Loan offices.
 UNCLE BILLY
 Avast there, Captain Cook. You got 
 your sea legs yet?
 COUSIN EUSTACE
 Parlez-vous francais? Hey, send us 
 some of them picture postcards, will 
 you, George?
 UNCLE BILLY
 Hey, George, don't take any plugged 
 nickels.
 COUSIN TILLY
 Hey, George, your suitcase is leaking. 
 George waves up at them and continues 
 on across the street.
 EXT. MAIN STREET � DAY
 MEDIUM SHOT
 As George crosses the street. He spots Ernie and his cab, 
 and Bert the motor cop, parked alongside.
 GEORGE
 Hey, Ernie!
 ERNIE
 Hiya, George!
 GEORGE
 Hi, Bert.
 BERT
 George...
 GEORGE
 Ernie, I'm a rich tourist today. How 
 about driving me home in style?
 Bert opens the door of the cab and puts George's suitcase 
 inside.
 ERNIE
 Sure, your highness, hop in. And, 
 for the carriage trade, I puts on my 
 hat.
 As George is about to enter the cab, he stops suddenly as he 
 sees Violet (now obviously a little sex machine) come toward 
 him. Her walk and figure would stop anybody. She gives him a 
 sultry look.
 REVERSE ANGLE
 The three men by the cab, but including Violet.
 VIOLET
 Good afternoon, Mr. Bailey.
 GEORGE
 Hello, Violet. Hey, you look good. 
 That's some dress you got on there.
 CLOSE SHOT � VIOLET
 She reacts to this.
 VIOLET
 Oh, this old thing? Why, I only wear 
 it when I don't care how I look.
 CAMERA PANS WITH HER AS VIOLET SWINGS ON DOWN THE SIDEWALK.
 REVERSE SHOT � CAB
 As Violet goes by, George and Bert raise their heads above 
 the top of the cab.
 MEDIUM SHOT
 On Violet's back as she goes. As she crosses the street, an 
 elderly man turns to look at her and is almost hit by a car 
 that pulls up with screeching brakes.
 CLOSE SHOT � GEORGE AND BERT AT CAB
 Ernie sticks his head out form the driver's seat.
 ERNIE
 How would you like...
 GEORGE
 (as he enters cab)
 Yes...
 ERNIE
 Want to come along, Bert? We'll 
 show you the town!
 Bert looks at his watch, then takes another look at Violet's 
 retreating figure.
 BERT
 No, thanks. Think I'll go home and 
 see what the wife's doing.
 ERNIE
 Family man.
 DISSOLVE TO:
 INT. BAILEY DINING ROOM � NIGHT
 MEDIUM SHOT
 Pop Bailey is seated at the dinner table. Mrs. Bailey and 
 Annie, the cook, look up toward the vibrating ceiling. There 
 are SOUNDS of terrific banging and scuffling upstairs. Annie 
 pounds on the ceiling with a broom.
 MOTHER
 (calling out)
 George! Harry! You're shaking the 
 house down! Stop it!
 POP
 Oh, let 'em alone. I wish I was up 
 there with them.
 MOTHER
 Harry'll tear his dinner suit. George!
 ANOTHER ANGLE
 Mrs. Bailey is calling up the stairs.
 ANNIE
 That's why all children should be 
 girls.
 MOTHER
 But if they were all girls, there 
 wouldn't be any... Oh, never mind.
 (calling upstairs)
 George! Harry! Come down to dinner 
 this minute. Everything's getting 
 cold and you know we've been waiting 
 for you.
 GEORGE'S VOICE
 Okay, Mom.
 She goes up the stairs. Pop is smiling and poking his plate. 
 A commotion is heard on the stairs, the boys imitating fanfare 
 MUSIC. Down they come, holding their mother high between 
 them on their hands. They bring her into the dining room and 
 deposit her gracefully into Pop's lap.
 BOYS
 Here's a present for you, Pop.
 Pop kisses her. Mother gives Pop a quick hug, then turns 
 with all the wrath she can muster on the two boys.
 MOTHER
 Oh, you two idiots! George, sit down 
 and have dinner.
 HARRY
 I've eaten.
 MOTHER
 Well, aren't you going to finish 
 dressing for your graduation party? 
 Look at you.
 HARRY
 I don't care. It's George's tux.
 Annie crosses the room, holding her broom. Harry reaches out 
 for her.
 ANNIE
 If you lay a hand on me, I'll hit 
 you with this broom.
 HARRY
 Annie, I'm in love with you. There's 
 a moon out tonight.
 As he pushes her through the kitchen door, he slaps her fanny. 
 She screams. The noise is cut off by the swinging door. George 
 and his mother sit down at the table.
 GEORGE
 Boy, oh, boy, oh, boy � my last meal 
 at the old Bailey boarding house.
 MOTHER
 Oh, my lands, my blood pressure!
 CLOSE SHOT
 Harry, as he sticks his head through the kitchen door.
 HARRY
 Pop, can I have the car? I'm going 
 to take over a lot of plates and 
 things.
 MOTHER
 What plates?
 HARRY
 Oh, Mom � I'm chairman of the eats 
 committee and we only need a couple 
 of dozen.
 MOTHER
 Oh, no you don't. Harry, now, not my 
 best Haviland.
 She follows Harry into the kitchen, leaving Pop and George. 
 As she goes:
 GEORGE
 Oh, let him have the plates, Mother.
 CLOSE SHOT
 George and his father, eating at the table. There is a great 
 similarity and a great understanding between them.
 POP
 Hope you have a good trip, George. 
 Uncle Billy and I are going to miss 
 you.
 GEORGE
 I'm going to miss you, too, Pop. 
 What's the matter? You look tired.
 POP
 Oh, I had another tussle with Potter 
 today.
 GEORGE
 Oh...
 POP
 I thought when we put him on the 
 Board of Directors, he'd ease up on 
 us a little bit.
 GEORGE
 I wonder what's eating that old money 
 grubbing buzzard anyway?
 POP
 Oh, he's a sick man. Frustrated and 
 sick. Sick in his mind, sick in his 
 soul, if he has one. Hates everybody 
 that has anything that he can't have. 
 Hates us mostly, I guess.
 MEDIUM SHOT
 The dining room. Harry and his mother come out of the kitchen, 
 Harry carrying a pie in each hand and balancing one on his 
 head. CAMERA PANS WITH them as they cross.
 HARRY
 Gangway! Gangway! So long, Pop.
 POP
 So long, son.
 GEORGE
 Got a match?
 HARRY
 Very funny. Very funny.
 MOTHER
 Put those things in the car and I'll 
 get your tie and studs together.
 HARRY
 Okay, Mom. You coming later? You 
 coming later, George?
 GEORGE
 What do you mean, and be bored to 
 death?
 HARRY
 Couldn't want a better death. Lots 
 of pretty girls, and we're going to 
 use that new floor of yours tonight, 
 too.
 GEORGE
 I hope it works.
 POP
 No gin tonight, son.
 HARRY
 Aw, Pop, just a little.
 POP
 No, son, not one drop.
 CLOSE SHOT
 George and Pop at the table. Annie comes in with some dishes.
 ANNIE
 Boys and girls and music. Why do 
 they need gin?
 She exits.
 GEORGE
 Father, did I act like that when I 
 graduated from high school?
 POP
 Pretty much. You know, George, wish 
 we could send Harry to college with 
 you. Your mother and I talked it 
 over half the night.
 GEORGE
 We have that all figured out. You 
 see, Harry'll take my job at the 
 Building and Loan, work there four 
 years, then he'll go.
 POP
 He's pretty young for that job.
 GEORGE
 Well, no younger than I was.
 POP
 Maybe you were born older, George.
 GEORGE
 How's that?
 POP
 I say, maybe you were born older. I 
 suppose you've decided what you're 
 going to do when you get out of 
 college.
 GEORGE
 Oh, well, you know what I've always 
 talked about � build things... design 
 new buildings � plan modern cities � 
 all that stuff I was talking about.
 POP
 Still after that first million before 
 you're thirty.
 GEORGE
 No, I'll settle for half that in 
 cash.
 Annie comes in again from the kitchen.
 POP
 Of course, it's just a hope, but you 
 wouldn't consider coming back to the 
 Building and Loan, would you?
 Annie stops serving to hear his answer.
 GEORGE
 Well, I...
 (to Annie)
 Annie, why don't you draw up a chair? 
 Then you'd be more comfortable and 
 you could hear everything that's 
 going on.
 ANNIE
 I would if I thought I'd hear anything 
 worth listening to.
 GEORGE
 You would, huh?
 She gives George a look, and goes on out into the kitchen. 
 Bailey smiles and turns to George.
 POP
 I know it's soon to talk about it.
 GEORGE
 Oh, now, Pop, I couldn't. I couldn't 
 face being cooped up for the rest of 
 my life in a shabby little office.
 He stops, realizing that he has hurt his father.
 GEORGE
 Oh, I'm sorry, Pop. I didn't mean 
 that remark, but this business of 
 nickels and dimes and spending all 
 your life trying to figure out how 
 to save three cents on a length of 
 pipe... I'd go crazy. I want to do 
 something big and something important.
 POP
 (quietly)
 You know, George, I feel that in a 
 small way we are doing something 
 important. Satisfying a fundamental 
 urge. It's deep in the race for a 
 man to want his own roof and walls 
 and fireplace, and we're helping him 
 get those things in our shabby little 
 office.
 GEORGE
 (unhappily)
 I know, Dad. I wish I felt... But 
 I've been hoarding pennies like a 
 miser in order to... Most of my 
 friends have already finished college. 
 I just feel like if I don't get away, 
 I'd bust.
 POP
 Yes... Yes... You're right, son.
 GEORGE
 You see what I mean, don't you, Pop?
 POP
 This town is no place for any man 
 unless he's willing to crawl to 
 Potter. You've got talent, son. You 
 get yourself an education. Then get 
 out of here.
 GEORGE
 Pop, do you want a shock? I think 
 you're a great guy.
 To cover his embarrassment, he looks toward the kitchen door 
 and calls:
 GEORGE
 Oh, did you hear that, Annie?
 CLOSE SHOT
 Annie listening through glass in door.
 ANNIE
 I heard it. About time one of you 
 lunkheads said it.
 CLOSE SHOT
 George and his father at the table.
 GEORGE
 I'm going to miss old Annie. Pop, I 
 think I'll get dressed and go over 
 to Harry's party.
 POP
 Have a good time, son.
 WIPE TO:
 INT. HIGH SCHOOL GYM � NIGHT
 MEDIUM CLOSE SHOT
 At one end of the room an orchestra is playing. George wends 
 his way through the dancing couples toward a supper table. 
 He and Harry are carrying plates and pies.
 GEORGE
 Here you are.
 Several of the boys take the plates from him. George looks 
 at them, feeling very grown up and out of place.
 HARRY
 (introducing George)
 You know my kid brother, George. I'm 
 going to put him through college.
 Sam Wainwright comes in behind Harry, waggles his hands at 
 his ears as he talks.
 SAM
 Here comes George. Hello, hee-haw!
 George swings around, delighted to hear a familiar voice.
 WIDER ANGLE
 Including Sam and Marty Hatch. Sam is assured and breezy, 
 wearing very collegiate clothes.
 GEORGE
 Oh, oh. Sam Wainwright! How are you? 
 When did you get here?
 SAM
 Oh, this afternoon. I thought I'd 
 give the kids a treat.
 GEORGE
 Old college graduate now, huh?
 SAM
 Yeah � old Joe College Wainwright, 
 they call me. Well, freshman, looks 
 like you're going to make it after 
 all.
 GEORGE
 Yep.
 Sam sees Harry and leaves George in the middle of a gesture.
 SAM
 (to Harry)
 Harry! You're the guy I want to see. 
 Coach has heard all about you.
 HARRY
 He has?
 SAM
 Yeah. He's followed every game and 
 his mouth's watering. He wants me to 
 find out if you're going to come 
 along with us.
 HARRY
 Well, I gotta make some dough first.
 SAM
 Well, you better make it fast. We 
 need great ends like you � not broken 
 down old guys like this one.
 George and Sam wiggle their fingers at their ears, saluting 
 each other.
 GEORGE
 Hee-haw!
 SAM
 Hee-haw!
 An elderly, fussy school principal comes over to George.
 PRINCIPAL
 George, welcome back.
 GEORGE
 Hello, Mr. Partridge, how are you?
 PRINCIPAL
 Putting a pool under this floor was 
 a great idea. Saved us another 
 building. Now, Harry, Sam, have a 
 lot of fun. There's lots of stuff 
 to eat and drink. Lots of pretty 
 girls around.
 Violet Bick comes into the scene and turns to face George. 
 She is waving her dance program at him.
 VIOLET
 Hey, George...
 GEORGE
 Hello, Violet.
 VIOLET
 Hello, what am I bid?
 Marty Hatch enters scene.
 MARTY
 George.
 GEORGE
 Hiya, Marty. Well, it's old home 
 week.
 MARTY
 Do me a favor, will you, George?
 GEORGE
 What's that?
 MARTY
 Well, you remember my kid sister, 
 Mary?
 GEORGE
 Oh, yeah, yeah.
 SAM
 "Momma wants you, Marty." "Momma 
 wants you, Marty." Remember?
 MARTY
 Dance with her, will you?
 GEORGE
 Oh... me? Oh, well, I feel funny 
 enough already, with all these kids.
 MARTY
 Aw, come on. Be a sport. Just dance 
 with her one time and you'll give 
 her the thrill of her life.
 SAM
 Aw, go on.
 MARTY
 (calling off)
 Hey, sis.
 GEORGE
 Well, excuse me, Violet. Don't be 
 long, Marty. I don't want to be a 
 wet nurse for...
 He stops suddenly as he sees Mary, staring at her.
 CLOSEUP � MARY HATCH
 She is standing talking to one of the boys, Freddie, a glass 
 of punch in her hand. For the first time, she is wearing an 
 evening gown and she has gained assurance from the admiration 
 of the boy with her. She turns around and for the first time 
 she sees George. For a second she loses her poise, staring 
 at him.
 FREDDIE'S VOICE
 And the next thing I know, some guy 
 came up and tripped me. That's the 
 reason why I came in fourth. If it 
 hadn't been for that...
 CLOSE SHOT
 George, staring at Mary.
 FREDDIE'S VOICE
 ...that race would have been a cinch. 
 I tried to find out who it was 
 later...
 CLOSEUP � MARY
 Still staring at George, and smiling.
 FREDDIE'S VOICE
 ...but I couldn't find out. Nobody'd 
 ever tell you whoever it was because 
 they'd be scared. They know...
 MEDIUM CLOSEUP
 Mary and Freddie. Marty comes into scene, followed by George.
 FREDDIE
 ...what kind of...
 MARTY
 (interrupting)
 You remember George? This is Mary. 
 Well, I'll be seeing you.
 GEORGE
 Well... Well... Well...
 FREDDIE
 Now, to get back to my story, see...
 Mary hands her punch cup to Freddie, and she and George start 
 dancing.
 FREDDIE
 Hey, this is my dance!
 GEORGE
 Oh, why don't you stop annoying 
 people?
 FREDDIE
 Well, I'm sorry. Hey!
 MOVING SHOT
 Following George and Mary as they dance.
 GEORGE
 Well, hello.
 MARY
 Hello. You look at me as if you didn't 
 know me.
 GEORGE
 Well, I don't.
 MARY
 You've passed me on the street almost 
 every day.
 GEORGE
 Me?
 MARY
 Uh-huh.
 GEORGE
 Uh-uh. That was a little girl named 
 Mary Hatch. That wasn't you.
 A WHISTLE is heard offscreen, and the MUSIC stops.
 CLOSE SHOT
 Harry on the orchestra platform, whistle in hand.
 HARRY
 Oyez � oyez � oyez... The big 
 Charleston contest. The prize? A 
 genuine loving cup. Those not tapped 
 by the judges will remain on the 
 floor. Let's go!
 CLOSEUP � GEORGE AND MARY
 As the MUSIC starts and couples begin dancing once more, 
 they look at each other.
 GEORGE
 I'm not very good at this.
 MARY
 Neither am I.
 GEORGE
 Okay � what can we lose?
 They start their Charleston. We see a SERIES OF SHOTS of 
 various couples doing their routines, some good, some bad.
 CLOSEUP � FREDDIE
 Leaning against the railing around the dance floor, looking 
 daggers at George. Mickey, a young punk who has had one too 
 many, is beside him.
 MICKEY
 What's the matter, Othello � jealous? 
 Did you know there's a swimming pool 
 under this floor? And did you know 
 that button behind you causes this 
 floor to open up? And did you further 
 know that George Bailey is dancing 
 right over that crack? And I've got 
 the key?
 Freddie needs no more. He takes the key from Mickey and turns 
 the switch. The floor begins to part in the middle, each 
 half sliding under the bleacher seats. Pandemonium starts. 
 Dancers begin to scream as they try to get off. Some are so 
 engrossed in dancing they continue at top speed. Teachers 
 and elders start to scurry off. As the floor opens, it reveals 
 an attractive, lighted swimming pool. George and Mary are 
 so busy dancing they don't notice the floor opening. 
 Spotlights concentrate on them. They mistake the screams for 
 cheers.
 CLOSE SHOT
 George and Mary dancing.
 GEORGE
 They're cheering us. We must be good.
 MEDIUM CLOSE SHOT
 The crowd watching George and Mary dancing. They move 
 backwards until finally they reach the edge of the floor and 
 fall into the pool below.
 SERIES OF SHOTS
 George and Mary still trying to dance in the water � the 
 crowd on the edge cheering them � some of the crowd leap 
 into the pool � the principal trying to restore order, finally 
 clasps his hands like a diver and leaps in himself.
 FADE OUT
 FADE IN:
 EXT. TREE-LINED RESIDENTIAL STREET � NIGHT
 MEDIUM CLOSE SHOT
 George and Mary. The night is warm with a bright moon. George 
 is dressed in jersey sweater and oversize football pants 
 that keep wanting to come down. Mary is in an old white bath 
 robe. Each is carrying their wet clothes tied into a bundle 
 that leaves a trail of dripping water. As they near the camera 
 we hear them singing:
 GEORGE AND MARY
 (singing)
 Buffalo Gals can't you come out 
 tonight. Can't you come out tonight. 
 Can't you come out tonight. Buffalo 
 Gals can't you come out tonight and 
 dance by the light of the moon.
 GEORGE
 Hot dog! Just like an organ.
 MARY
 Beautiful.
 CAMERA MOVES WITH them as they proceed down the street.
 GEORGE
 And I told Harry I thought I'd be 
 bored to death. You should have seen 
 the commotion in that locker room. I 
 had to knock down three people to 
 get this stuff we're wearing here. 
 Here, let me hold that old wet dress 
 of yours.
 He takes the bundle of clothes from Mary. They stop and look 
 at each other.
 MARY
 Do I look as funny as you do?
 GEORGE
 I guess I'm not quite the football 
 type. You... look wonderful. You 
 know, if it wasn't me talking I'd 
 say you were the prettiest girl in 
 town.
 MARY
 Well, why don't you say it?
 GEORGE
 I don't know. Maybe I will say it. 
 How old are you anyway?
 MARY
 Eighteen.
 GEORGE
 Eighteen? Why, it was only last year 
 you were seventeen.
 MARY
 Too young or too old?
 GEORGE
 Oh, no. Just right. Your age fits 
 you. Yes, sir, you look a little 
 older without your clothes on.
 Mary stops. George, to cover his embarrassment, talks quickly 
 on:
 GEORGE
 I mean, without a dress. You look 
 older... I mean, younger. You look 
 just...
 In his confusion George steps on the end of the belt of Mary's 
 bath robe, which is trailing along behind her. She gathers 
 the robe around her.
 GEORGE
 Oh-oh...
 MARY
 (holding out her hand)
 Sir, my train, please.
 GEORGE
 A pox upon me for a clumsy lout.
 He picks up the belt and throws it over her arm.
 GEORGE
 Your... your caboose, my lady.
 MARY
 You may kiss my hand.
 GEORGE
 Ummmmm...
 Holding her hand, George moves in closer to Mary.
 GEORGE
 Hey � hey, Mary.
 Mary turns away from him, singing "Buffalo Gals":
 MARY
 (singing)
 As I was lumbering down the street...
 George looks after her; then picks up a rock from the street.
 GEORGE
 Okay, then, I'll throw a rock at the 
 old Granville house.
 MARY
 Oh, no, don't. I love that old house.
 MEDIUM LONG SHOT � OLD HOUSE
 It is a weather-beaten, old-fashioned two-storied house that 
 once was no doubt resplendent.
 GEORGE
 No. You see, you make a wish and 
 then try and break some glass. You 
 got to be a pretty good shot nowadays, 
 too.
 MEDIUM CLOSEUP � GEORGE AND MARY
 MARY
 Oh, no, George, don't. It's full of 
 romance, that old place. I'd like to 
 live in it.
 GEORGE
 In that place?
 MARY
 Uh-huh.
 GEORGE
 I wouldn't live in it as a ghost. 
 Now watch... right on the second 
 floor there.
 MEDIUM LONG SHOT � OLD HOUSE
 George hurls the rock at the house. We hear the SOUND of a 
 window breaking.
 EXT. FRONT PORCH OF HOUSE � NIGHT
 CLOSE SHOT
 We see a grumpy old man in shirt sleeves in a rocking chair 
 on the porch. He looks up as he hears the breaking glass.
 EXT. STREET � NIGHT
 CLOSEUP � GEORGE AND MARY
 MARY
 What'd you wish, George?
 GEORGE
 Well, not just one wish. A whole 
 hatful, Mary. I know what I'm going 
 to do tomorrow and the next day and 
 the next year and the year after 
 that. I'm shaking the dust of this 
 crummy little town off my feet and 
 I'm going to see the world. Italy, 
 Greece, the Parthenon, the Colosseum. 
 Then I'm coming back here and go to 
 college and see what they know... 
 and then I'm going to build things. 
 I'm gonna build air fields. I'm 
 gonna build skyscrapers a hundred 
 stories high. I'm gonna build bridges 
 a mile long...
 As he talks, Mary has been listening intently. She finally 
 stoops down and picks up a rock, weighting it in her hand.
 GEORGE
 Are you gonna throw a rock?
 MEDIUM LONG SHOT
 The old deserted house. Mary throws her rock, and once more 
 we hear the SOUND of breaking glass.
 GEORGE
 Hey, that's pretty good. What'd you 
 wish, Mary?
 Mary looks at him provocatively, then turns and shuffles off 
 down the street, singing as she goes. George hurries after 
 her.
 MARY
 (singing)
 Buffalo Gals, can't you come out 
 tonight...
 George joins her in the singing as they proceed down the 
 street.
 MARY AND GEORGE
 (singing)
 ...can't you come out tonight, can't 
 you come out tonight. Buffalo Gals 
 can't you come out tonight and dance 
 by the light of the moon.
 GEORGE
 What'd you wish when you threw that 
 rock?
 CLOSE SHOT
 Man on the porch of house, listening to George and Mary.
 MEDIUM CLOSEUP � GEORGE AND MARY
 They have stopped walking and now face one another.
 MARY
 Oh, no.
 GEORGE
 Come on, tell me.
 MARY
 If I told you it might not come true.
 GEORGE
 What is it you want, Mary? What do 
 you want? You want the moon? Just 
 say...
 LONG SHOT
 Full moon shining through the trees.
 BACK TO SHOT � GEORGE AND MARY
 GEORGE
 ...the word and I'll throw a lasso 
 around it and pull it down. Hey, 
 that's a pretty good idea. I'll give 
 you the moon, Mary.
 MARY
 I'll take it. And then what?
 GEORGE
 Well, then you could swallow it and 
 it'd all dissolve, see? And the 
 moonbeams'd shoot out of your fingers 
 and your toes, and the ends of your 
 hair.
 (pauses)
 Am I talking too much?
 MEDIUM CLOSEUP � MAN ON PORCH OF HOUSE
 As George finishes talking, he jumps up out of his chair:
 MAN
 Yes!! Why don't you kiss her instead 
 of talking her to death?
 CLOSE SHOT � GEORGE AND MARY
 GEORGE
 How's that?
 MEDIUM CLOSEUP � MAN ON PORCH
 MAN
 Why don't you kiss her instead of 
 talking her to death?
 CLOSE SHOT � GEORGE AND MARY
 GEORGE
 Want me to kiss her, huh?
 CLOSE SHOT � PORCH OF HOUSE
 MAN
 Aw, youth is wasted on the wrong 
 people.
 As he speaks, the man leaves the porch and goes into his 
 house, slamming the front door.
 CLOSE SHOT � GEORGE AND MARY
 GEORGE
 Hey, hey, hold on. Hey, mister, come 
 on back out here, and I'll show you 
 some kissing that'll put hair back 
 on your head. What are you...
 Mary runs off scene. George has been once more standing on 
 the belt of her bath robe, so as she goes, her robe comes 
 off.
 GEORGE
 (looking around)
 Mary...
 He drops his bundle of clothes and picks up Mary's robe. He 
 cannot see her anywhere.
 GEORGE
 Okay, I give up. Where are you?
 CLOSEUP � BUSH AT EDGE OF SIDEWALK
 We see Mary's face peering out from the leaves.
 MARY
 Over here in the hydrangea bushes.
 MEDIUM CLOSE SHOT � GEORGE AND MARY
 George walks toward the bush.
 GEORGE
 Here you are. Catch.
 He is about to throw her the robe, when a thought strikes 
 him.
 GEORGE
 Wait a minute. What am I doing? This 
 is a very interesting situation.
 MARY
 (from the bushes)
 Please give me my robe.
 GEORGE
 Hmm... A man doesn't get in a 
 situation like this every day.
 MARY
 (impatiently)
 I'd like to have my robe.
 GEORGE
 Not in Bedford Falls, anyway.
 Mary thrashes around in the bushes. We hear her say:
 MARY
 Ouch!
 GEORGE
 Gesundheit. This requires a little 
 thought here.
 MARY
 (getting mad)
 George Bailey! Give me my robe!
 GEORGE
 I've heard about things like this, 
 but I've never...
 MARY
 (interrupting)
 Shame on you. I'm going to tell your 
 mother on you.
 GEORGE
 Oh, my mother's way up the corner 
 there.
 MARY
 (desperate)
 I'll call the police.
 GEORGE
 They're way downtown. They'd be on 
 my side, too.
 MARY
 I'm going to scream!
 GEORGE
 (thoughtfully)
 Maybe I could sell tickets. Let's 
 see. No, the point is, in order to 
 get this robe... I've got it! I'll 
 make a deal with you, Mary.
 Headlights flash into the scene, and the old Bailey automobile 
 drives in, with Harry at the wheel, and Uncle Billy beside 
 him.
 UNCLE BILLY
 George! George! Come on home, quick! 
 Your father's had a stroke!
 George throws Mary's robe over the bush and gets into the 
 car.
 GEORGE
 Mary... Mary, I'm sorry. I've got to 
 go.
 HARRY
 Come on, George, let's hurry.
 GEORGE
 Did you get a doctor?
 UNCLE BILLY
 Yes, Campbell's there now.
 CLOSEUP � THE HYDRANGEA BUSH
 As the car drives off, Mary, now wearing the robe, rises up 
 from the bush and follows the car with her eyes.
 FADE OUT
 FADE IN:
 EXT. BAILEY BUILDING AND LOAN SIGN OVER ENTRANCE
 INT. BAILEY BUILDING AND LOAN OFFICE � DAY
 CLOSE SHOT � DIRECTORS MEETING
 There are about twelve directors seated around a long table. 
 They are the substantial citizens of Bedford Falls: Dr. 
 Campbell, a lawyer, an insurance agent, a real estate 
 salesman, etc. Prominently seated among them is Henry F. 
 Potter, his goon beside his wheelchair. Uncle Billy and George 
 are seated among the directors. The Chairman of the Board is 
 Dr. Campbell. They have folders and papers before them, on 
 which they have been reporting. Before each of the directors 
 there are individual reports for them to study.
 DR. CAMPBELL
 I think that's all we'll need you 
 for, George. I know you're anxious 
 to make a train.
 GEORGE
 (rising)
 I have a taxi waiting downstairs.
 DR. CAMPBELL
 I want the Board to know that George 
 gave up his trip to Europe to help 
 straighten things out here these 
 past few months. Good luck to you 
 at school, George.
 GEORGE
 Thanks.
 DR. CAMPBELL
 Now we come to the real purpose of 
 this meeting � to appoint a successor 
 to our dear friend, Peter Bailey.
 POTTER
 Mr. Chairman, I'd like to get to my 
 real purpose.
 MAN
 Wait just a minute now.
 POTTER
 Wait for what? I claim this 
 institution is not necessary to this 
 town. Therefore, Mr. Chairman, I 
 make a motion to dissolve this 
 institution and turn its assets and 
 liabilities over to the receiver.
 UNCLE BILLY
 (angrily)
 George, you hear what that buzzard...
 LAWYER
 Mr. Chairman, it's too soon after 
 Peter Bailey's death to discuss 
 chloroforming the Building and Loan.
 MAN
 Peter Bailey died three months ago. 
 I second Mr. Potter's motion.
 DR. CAMPBELL
 Very well. In that case I'll ask the 
 two executive officers to withdraw.
 Dr. Campbell rises from his seat. George and Uncle Billy 
 start to collect their papers and leave the table.
 DR. CAMPBELL
 But before you go, I'm sure the whole 
 board wishes to express its deep 
 sorrow at the passing of Peter Bailey.
 GEORGE
 Thank you very much.
 DR. CAMPBELL
 It was his faith and devotion that 
 are responsible for this organization.
 POTTER
 I'll go further than that. I'll say 
 that to the public Peter Bailey was 
 the Building and Loan.
 Everyone looks at him surprised.
 UNCLE BILLY
 (trying to control 
 himself)
 Oh, that's fine, Potter, coming from 
 you, considering that you probably 
 drove him to his grave.
 POTTER
 Peter Bailey was not a business man. 
 That's what killed him. Oh, I don't 
 mean any disrespect to him, God rest 
 his soul. He was a man of high 
 ideals, so-called, but ideals without 
 common sense can ruin this town.
 (picking up papers 
 from table)
 Now, you take this loan here to Ernie 
 Bishop... You know, that fellow that 
 sits around all day on his brains in 
 his taxi. You know... I happen to 
 know the bank turned down this loan, 
 but he comes here and we're building 
 him a house worth five thousand 
 dollars. Why?
 George is at the door of the office, holding his coat and 
 papers, ready to leave.
 GEORGE
 Well, I handled that, Mr. Potter. 
 You have all the papers there. His 
 salary, insurance. I can personally 
 vouch for his character.
 POTTER
 (sarcastically)
 A friend of yours?
 GEORGE
 Yes, sir.
 POTTER
 You see, if you shoot pool with some 
 employee here, you can come and borrow 
 money. What does that get us? A 
 discontented, lazy rabble instead of 
 a thrifty working class. And all 
 because a few starry-eyed dreamers 
 like Peter Bailey stir them up and 
 fill their heads with a lot of 
 impossible ideas. Now, I say...
 George puts down his coat and comes around to the table, 
 incensed by what Potter is saying about his father.
 GEORGE
 Just a minute � just a minute. Now, 
 hold on, Mr. Potter. You're right 
 when you say my father was no business 
 man. I know that. Why he ever started 
 this cheap, penny-ante Building and 
 Loan, I'll never know. But neither 
 you nor anybody else can say anything 
 against his character, because his 
 whole life was... Why, in the twenty-
 five years since he and Uncle Billy 
 started this thing, he never once 
 thought of himself. Isn't that right, 
 Uncle Billy? He didn't save enough 
 money to send Harry to school, let 
 alone me. But he did help a few people 
 get out of your slums, Mr. Potter. 
 And what's wrong with that? Why... 
 Here, you're all businessmen here. 
 Doesn't it make them better citizens? 
 Doesn't it make them better customers? 
 You... you said... What'd you say 
 just a minute ago?... They had to 
 wait and save their money before 
 they even ought to think of a decent 
 home. Wait! Wait for what? Until 
 their children grow up and leave 
 them? Until they're so old and broken-
 down that they... Do you know how 
 long it takes a working man to save 
 five thousand dollars? Just remember 
 this, Mr. Potter, that this rabble 
 you're talking about... they do most 
 of the working and paying and living 
 and dying in this community. Well, 
 is it too much to have them work and 
 pay and live and die in a couple of 
 decent rooms and a bath? Anyway, my 
 father didn't think so. People were 
 human beings to him, but to you, a 
 warped, frustrated old man, they're 
 cattle. Well, in my book he died a 
 much richer man than you'll ever be!
 POTTER
 I'm not interested in your book. I'm 
 talking about the Building and Loan.
 GEORGE
 I know very well what you're talking 
 about. You're talking about something 
 you can't get your fingers on, and 
 it's galling you. That's what you're 
 talking about, I know.
 (to the Board)
 Well, I've said too much. I... You're 
 the Board here. You do what you want 
 with this thing. Just one thing more, 
 though. This town needs this measly 
 one-horse institution if only to 
 have some place where people can 
 come without crawling to Potter. 
 Come on, Uncle Billy!
 George leaves the room, followed by the jubilant Uncle Billy. 
 Potter's face is grim with hatred. The "frustrated old man" 
 remark was gall in his veins.
 POTTER
 Sentimental hogwash! I want my 
 motion...
 He is interrupted by a babble of talk, as the directors take 
 up the argument
 INT. OUTER OFFICE � BUILDING AND LOAN � DAY
 MEDIUM CLOSE SHOT
 George, visibly shaken, is busy with his bag, his papers. He 
 is worried about the outcome of the meeting. Dissolving the 
 Building and Loan will alter his plans. Uncle Billy follows 
 him around, chattering.
 UNCLE BILLY
 Boy, oh, boy, that was telling him, 
 George, old boy. You shut his big 
 mouth.
 (to Cousin Tilly and 
 Cousin Eustace)
 You should have heard him.
 COUSIN EUSTACE
 What happened? We heard a lot of 
 yelling.
 UNCLE BILLY
 Well, we're being voted out of 
 business after twenty-five years. 
 Easy come, easy go.
 COUSIN TILLY
 (reading a newspaper)
 Here it is, "Help Wanted � Female."
 MEDIUM CLOSE SHOT � DOORWAY TO OFFICE
 Ernie is in the doorway.
 ERNIE
 You still want me to hang around, 
 George?
 MEDIUM CLOSE SHOT � GEORGE AND THE OTHERS
 GEORGE
 (looking at his watch)
 Yeah, I'll be right down.
 UNCLE BILLY
 Hey, you'll miss your train. You're 
 a week late for school already. Go 
 on.
 GEORGE
 (indicating Board 
 room)
 I wonder what's going on in there?
 UNCLE BILLY
 Oh, never mind. Don't worry about 
 that. They're putting us out of 
 business. So what? I can get another 
 job. I'm only fifty-five.
 COUSIN TILLY
 Fifty-six!
 UNCLE BILLY
 Go on � go on. Hey, look, you gave 
 up your boat trip, now you don't 
 want to miss college too, do you?
 Dr. Campbell comes running out, all excited.
 DR. CAMPBELL
 George! George! They voted Potter 
 down! They want to keep it going!
 Cousin Eustace, Cousin Tilly and Uncle Billy cheer wildly. 
 Dr. Campbell and George shake hands.
 UNCLE BILLY
 Whoopee!
 DR. CAMPBELL
 But they've got one condition � only 
 one condition.
 GEORGE
 What's that?
 DR. CAMPBELL
 That's the best part of it. They've 
 appointed George here as executive 
 secretary to take his father's place.
 GEORGE
 Oh, no! But, Uncle Billy...
 DR. CAMPBELL
 You can keep him on. That's all right. 
 As secretary you can hire anyone you 
 like.
 GEORGE
 (emphatically)
 Dr. Campbell, now let's get this 
 thing straight. I'm leaving. I'm 
 leaving right now. I'm going to 
 school. This is my last chance. Uncle 
 Billy here, he's your man.
 DR. CAMPBELL
 But, George, they'll vote with Potter 
 otherwise.
 LAP DISSOLVE
 EXT. SKY � NIGHT
 The same stars we saw in the opening sequence are once more 
 twinkling as we hear the voices form Heaven
 CLARENCE'S VOICE
 I know. I know. He didn't go.
 JOSEPH'S VOICE
 That's right. Not only that, but he 
 gave his school money to his brother 
 Harry, and sent him to college. Harry 
 became a football star � made second 
 team All American.
 CLARENCE'S VOICE
 Yes, but what happened to George?
 LAP DISSOLVE
 EXT. RAILROAD STATION � DAY � FOUR YEARS LATER
 MEDIUM SHOT
 Characteristic activity; a number of people waiting for the 
 train. Uncle Billy is seated on a baggage wagon eating 
 peanuts as George paces up and down in front of him.
 JOSEPH'S VOICE
 George got four years older, waiting 
 for Harry to come back and take over 
 the Building and Loan.
 GEORGE
 Oh, there are plenty of jobs around 
 for somebody that likes to travel. 
 Look at this.
 (takes some folders 
 from his pocket)
 There... Venezuela oil fields � 
 wanted, man with construction 
 experience. Here's the Yukon, right 
 here � wanted, man with engineering 
 experience.
 The WHISTLE of the approaching train is heard.
 GEORGE
 Thar she blows. You know what the 
 three most exciting sounds in the 
 world are?
 UNCLE BILLY
 Uh-huh. Breakfast is served; lunch 
 is served; dinner...
 GEORGE
 No, no, no, no! Anchor chains, plane 
 motors, and train whistles.
 UNCLE BILLY
 Peanut?
 WIPE TO:
 EXT. TRAIN � DAY
 MEDIUM SHOT
 The train comes to a stop, and Harry is among the first to 
 get off, followed by an attractive girl about the same age 
 as he is. George rushes into the shot, and as the brothers 
 embrace:
 GEORGE
 (joyously)
 There's the professor now! Old 
 professor, Phi Beta Kappa Bailey! 
 All American!
 HARRY
 Well, if it isn't old George 
 Geographic Explorer Bailey! What? No 
 husky dogs? No sled?
 (to Uncle Billy)
 Uncle Billy, you haven't changed a 
 bit.
 UNCLE BILLY
 Nobody ever changes around here. You 
 know that.
 GEORGE
 Oh, am I glad to see you.
 HARRY
 Say, where's Mother?
 GEORGE
 She's home cooking the fatted calf. 
 Come on, let's go.
 HARRY
 Oh, wait. Wait... Wait a minute.
 CLOSE SHOT
 The group, including Ruth Dakin. This is the young lady who 
 came off the train with Harry. In the excitement of greetings 
 she has been momentarily forgotten. She stands, smiling, 
 waiting.
 GEORGE
 Hello.
 UNCLE BILLY
 How do you do.
 HARRY
 Ruth Dakin.
 RUTH
 Ruth Dakin Bailey, if you don't mind.
 George and Uncle Billy stare, astounded.
 UNCLE BILLY
 Huh?
 HARRY
 Well, I wired you I had a surprise. 
 Here she is. Meet the wife.
 George is thunderstruck. He takes Ruth's hand.
 UNCLE BILLY
 Well, what do you know � wife.
 GEORGE
 Well, how do you do. Congratulations. 
 Congratulations. What am I doing?
 He kisses Ruth. CAMERA MOVES WITH them down the platform.
 GEORGE
 Harry, why didn't you tell somebody?
 (to Ruth)
 What's a pretty girl like you doing 
 marrying this two-headed brother of 
 mine?
 RUTH
 (smiling)
 Well, I'll tell you. It's purely 
 mercenary. My father offered him a 
 job.
 George stops, with a sinking feeling. Uncle Billy and Ruth 
 continue out of shot. Harry stops with George.
 UNCLE BILLY
 (as he moves off)
 Oh, he gets you and a job? Well, 
 Harry's cup runneth over.
 HARRY
 George... about that job. Ruth spoke 
 out of turn. I never said I'd take 
 it. You've been holding the bag here 
 for four years, and... well, I won't 
 let you down, George. I would like 
 to... Oh, wait a minute. I forgot 
 the bags. I'll be right back.
 He runs out of the shot, George watching him.
 CLOSE SHOT
 George slowly moves after Uncle Billy and Ruth. He is thinking 
 deeply.
 UNCLE BILLY'S VOICE
 It was a surprise to me. This is the 
 new Mrs. Bailey, my nephew's wife. 
 Old, old friend of the family.
 RUTH'S VOICE
 Oh, of course. I've heard him speak 
 of you.
 UNCLE BILLY'S VOICE
 And I want to tell you, we're going 
 to give the biggest party this town 
 ever saw.
 CAMERA MOVES WITH George as he comes into the scene. Ruth 
 detaches herself from the group and offers George some 
 popcorn.
 RUTH
 (to George)
 Here, have some popcorn. George, 
 George, George... that's all Harry 
 ever talks about.
 GEORGE
 (quietly)
 Ruth, this... what about this job?
 RUTH
 Oh, well, my father owns a glass 
 factory in Buffalo. He wants to get 
 Harry started in the research 
 business.
 GEORGE
 Is it a good job?
 RUTH
 Oh, yes, very. Not much money, but a 
 good future, you know. Harry's a 
 genius at research. My father fell 
 in love with him.
 GEORGE
 And you did, too?
 Ruth nods, smiling.
 WIPE TO:
 EXT. FRONT PORCH � BAILEY HOME � NIGHT
 MEDIUM CLOSE SHOT
 Cousin Eustace is taking a photograph of the family group 
 assembled on the porch. Flash bulbs go off, and the group 
 breaks up. The crowd enters the front door of the house, 
 leaving George and Uncle Billy on the porch.
 CLOSE SHOT � GEORGE AND UNCLE BILLY
 The latter is tipsy. He feels very high.
 UNCLE BILLY
 Oh, boy, oh boy, oh boy. I feel so 
 good I could spit in Potter's eye. I 
 think I will. What did you say, huh? 
 Oh, maybe I'd better go home.
 He looks around for his hat, which is on his head.
 UNCLE BILLY
 Where's my hat? Where's my...
 George takes the hat from Uncle Billy's head and hands it to 
 him.
 UNCLE BILLY
 Oh, thank you, George. Which one is 
 mine?
 GEORGE
 (laughing)
 The middle one.
 UNCLE BILLY
 Oh, thank you, George, old boy, old 
 boy. Now, look � if you'll point me 
 in the right direction... would you 
 do that? George?
 GEORGE
 Right down here.
 They descend the porch steps, and George turns his uncle 
 around and heads him down the street.
 UNCLE BILLY
 Old Building and Loan pal, huh...
 GEORGE
 Now you just turn this way and go 
 right straight down.
 UNCLE BILLY
 That way, huh?
 He staggers out of the scene, and as George turns away, we 
 hear Uncle Billy singing "My Wild Irish Rose." There is a 
 CRASH of cans and bottles, then:
 UNCLE BILLY'S VOICE
 I'm all right. I'm all right. "... 
 the sweetest flower that grows... "
 EXT. HOUSE � NIGHT
 MEDIUM CLOSE SHOT
 George is standing at the garden gate. He takes some travel 
 folders from his pocket, looks at them and throws them away. 
 He is obviously disturbed about the latest turn of events. 
 His mother comes out of the house and kisses him.
 GEORGE
 Hello, Mom.
 MRS. BAILEY
 (as she kisses him)
 That's for nothing. How do you like 
 her?
 She nods toward the house, where Harry and Ruth, among a 
 crowd of other couples, are dancing to the MUSIC of a 
 phonograph, and can be seen through the front door.
 GEORGE
 She's swell.
 MRS. BAILEY
 Looks like she can keep Harry on his 
 toes.
 GEORGE
 Keep him out of Bedford Falls, anyway.
 MRS. BAILEY
 Did you know that Mary Hatch is back 
 from school?
 GEORGE
 Uh-huh.
 MRS. BAILEY
 Came back three days ago.
 GEORGE
 Hmmmm...
 MRS. BAILEY
 Nice girl, Mary.
 GEORGE
 Hmmmm...
 MRS. BAILEY
 Kind that will help you find the 
 answers, George.
 GEORGE
 Hmmm...
 MRS. BAILEY
 Oh, stop that grunting.
 GEORGE
 Hmmm...
 MRS. BAILEY
 Can you give me one good reason why 
 you shouldn't call on Mary?
 GEORGE
 Sure � Sam Wainwright.
 MRS. BAILEY
 Hmmm?
 GEORGE
 Yes. Sam's crazy about Mary.
 MRS. BAILEY
 Well, she's not crazy about him.
 GEORGE
 Well, how do you know? Did she discuss 
 it with you?
 MRS. BAILEY
 No.
 GEORGE
 Well then, how do you know?
 MRS. BAILEY
 Well, I've got eyes, haven't I? Why, 
 she lights up like a firefly whenever 
 you're around.
 GEORGE
 Oh...
 MRS. BAILEY
 And besides, Sam Wainwright's away 
 in New York, and you're here in 
 Bedford Falls.
 GEORGE
 And all's fair in love and war?
 MRS. BAILEY
 (primly)
 I don't know about war.
 GEORGE
 Mother, you know, I can see right 
 through you � right back to your 
 back collar button... trying to get 
 rid of me, huh?
 MRS. BAILEY
 Uh-huh.
 They kiss. Mrs. Bailey puts George's hat on his head.
 GEORGE
 Well, here's your hat, what's your 
 hurry? All right, Mother, old 
 Building and Loan pal, I think I'll 
 go out and find a girl and do a little 
 passionate necking.
 MRS. BAILEY
 Oh, George!
 GEORGE
 Now, if you'll just point me in the 
 right direction... This direction?
 (as he leaves)
 Good night, Mrs. Bailey.
 WIPE TO:
 EXT. MAIN STREET BEDFORD FALLS � NIGHT
 CLOSE SHOT
 George is standing in the middle of the street, hands in his 
 pockets. As a girl passes, he turns and watches her for a 
 moment. He is obviously undecided as to what he wants to 
 do.
 EXT. VIOLET BICK'S BEAUTY SHOP � NIGHT
 MEDIUM SHOT
 Violet is locking up for the night. A couple of men are 
 crowding around her, each one bent on taking her out. There 
 is laughter, kidding and pawing. She looks up and sees George 
 standing there.
 VIOLET
 (to the two men)
 Excuse me...
 MAN
 Now, wait a minute.
 VIOLET
 I think I got a date. But stick 
 around, fellows, just in case, huh?
 MAN
 We'll wait for you, baby.
 CAMERA PANS WITH Violet as she crosses the street to George.
 MEDIUM CLOSE SHOT � GEORGE AND VIOLET
 VIOLET
 Hello, Georgie-Porgie.
 GEORGE
 Hello, Vi.
 He looks her over. Violet takes her beauty shop seriously 
 and she's an eyeful. She senses the fact that George is far 
 from immune to her attractions. She links her arm in his and 
 continues on down the street with him.
 CLOSE MOVING SHOT � GEORGE AND VIOLET
 VIOLET
 What gives?
 GEORGE
 Nothing.
 VIOLET
 Where are you going?
 GEORGE
 Oh, I'll probably end up down at the 
 library.
 They stop walking and face one another.
 VIOLET
 George, don't you ever get tired of 
 just reading about things?
 Her eyes are seductive and guileful as she looks up at him. 
 He is silent for a moment, then blurts out:
 GEORGE
 Yes... what are you doing tonight?
 VIOLET
 (feigned surprise)
 Not a thing.
 GEORGE
 Are you game, Vi? Let's make a night 
 of it.
 VIOLET
 (just what she wanted)
 Oh, I'd love it, Georgie. What'll we 
 do?
 GEORGE
 Let's go out in the fields and take 
 off our shoes and walk through the 
 grass.
 VIOLET
 Huh?
 GEORGE
 Then we can go up to the falls. It's 
 beautiful up there in the moonlight, 
 and there's a green pool up there, 
 and we can swim in it. Then we can 
 climb Mt. Bedford, and smell the 
 pines, and watch the sunrise against 
 the peaks, and... we'll stay up there 
 the whole night, and everybody'll be 
 talking and there'll be a terrific 
 scandal...
 VIOLET
 (interrupting)
 George, have you gone crazy? Walk in 
 the grass in my bare feet? Why, it's 
 ten miles up to Mt. Bedford.
 GEORGE
 Shhh...
 VIOLET
 (angrily)
 You think just because you...
 By this time a small crowd has collected to watch the above 
 scene. Violet is furious and talking in a loud voice, and 
 George is trying to quiet her. Finally:
 GEORGE
 Okay, just forget about the whole 
 thing.
 As George stalks off, the crowd breaks into laughter, and we
 WIPE TO:
 EXT. RESIDENTIAL STREET � NIGHT
 CLOSE SHOT
 George is walking slowly past the Hatch home. He stares 
 meditatively at the simple dwelling, then he starts walking 
 ahead. But after a few steps he turns around and starts 
 back. He walks past the house a few yards, turns, and starts 
 back again.
 INT. BEDROOM WINDOW � HATCH HOME � NIGHT
 CLOSE SHOT
 Mary is looking out the window, watching George walk back 
 and forth.
 MARY
 What are you doing, picketing?
 George stops, startled, and looks up.
 GEORGE
 Hello, Mary. I just happened to be 
 passing by.
 MARY
 Yeah, so I noticed. Have you made up 
 your mind?
 GEORGE
 How's that?
 MARY
 Have you made up your mind?
 GEORGE
 About what?
 MARY
 About coming in. Your mother just 
 phoned and said you were on your way 
 over to pay me a visit.
 EXT. STREET � NIGHT
 MEDIUM LONG SHOT
 George looks surprised at this.
 GEORGE
 My mother just called you? Well, how 
 did she know?
 MARY
 Didn't you tell her?
 GEORGE
 I didn't tell anybody. I just went 
 for a walk and happened to be passing 
 by...
 But Mary has disappeared from the window.
 GEORGE
 (to himself)
 What do you... went for a walk, that's 
 all.
 INT. HATCH HOME � NIGHT
 MEDIUM CLOSE SHOT
 Mary is running down the stairs.
 MARY
 (calling off)
 I'll be downstairs, mother.
 MRS. HATCH'S VOICE
 All right, dear.
 Mary looks in a mirror at the bottom of the stairs and fixes 
 her hair. She is plainly excited at George's visit. She runs 
 into the parlor and puts a sketch on an easel.
 INSERT: THE SKETCH
 It is a caricature of George throwing a lasso around the 
 moon. Lettering on the drawing says: "George Lassos The 
 Moon."
 BACK TO SHOT
 Mary runs into the hall, opens the phonograph and puts on a 
 record of "Buffalo Gals." Then she opens the front door and 
 stands there waiting for George.
 INT. DOORWAY � NIGHT
 MEDIUM CLOSE SHOT
 George is struggling with the gate � he finally kicks it 
 open and starts slowly up the path toward Mary.
 MARY
 Well, are you coming in or aren't 
 you?
 GEORGE
 Well, I'll come in for a minute, but 
 I didn't tell anybody I was coming 
 over here.
 CLOSE SHOT
 Mary and George are in the entrance hall.
 GEORGE
 When did you get back?
 MARY
 Tuesday.
 GEORGE
 Where'd you get that dress?
 MARY
 Do you like it?
 GEORGE
 It's all right. I thought you'd go 
 back to New York like Sam and Ingie, 
 and the rest of them.
 MARY
 Oh, I worked there for a couple of 
 vacations, but I don't know... I 
 guess I was homesick.
 GEORGE
 (shocked)
 Homesick? For Bedford Falls?
 MARY
 Yes, and my family and... oh, 
 everything. Would you like to sit 
 down?
 They go through the doorway into the parlor.
 GEORGE
 All right, for a minute. I still 
 can't understand it though. You know 
 I didn't tell anybody I was coming 
 here.
 MARY
 Would you rather leave?
 GEORGE
 No, I don't want to be rude.
 MARY
 Well, then, sit down.
 George sees the cartoon on the easel and bends down for a 
 close look at it.
 GEORGE
 (indicating cartoon)
 Some joke, huh?
 CLOSE SHOT
 George and Mary sitting on the divan. He is uncomfortable, 
 and she tries desperately to keep the conversation alive.
 GEORGE
 Well, I see it still smells like 
 pine needles in here.
 MARY
 Thank you.
 There is silence for a moment, then Mary joins in singing 
 with the phonograph record which has been playing all through 
 the above scene:
 MARY
 (singing)
 "And dance by the light..."
 GEORGE
 What's the matter? Oh, yeah... yeah...
 He looks at his watch, as though about to leave.
 GEORGE
 Well, I...
 MARY
 (desperately)
 It was nice about your brother Harry, 
 and Ruth, wasn't it?
 GEORGE
 Oh... yeah, yeah. That's all right.
 MARY
 Don't you like her?
 GEORGE
 Well, of course I like her. She's a 
 peach.
 MARY
 Oh, it's just marriage in general 
 you're not enthusiastic about, huh?
 GEORGE
 No, marriage is all right for Harry, 
 and Marty, and Sam and you.
 INT. STAIRS
 MEDIUM CLOSE SHOT
 Mrs. Hatch, in a bathrobe, and with her hair in curlers, is 
 leaning over the banister as she calls:
 MRS. HATCH
 Mary! Mary!
 INT. PARLOR � NIGHT
 CLOSE SHOT
 George and Mary seated on the divan.
 MRS. HATCH'S VOICE
 Who's down there with you?
 MARY
 It's George Bailey, Mother.
 MRS. HATCH'S VOICE
 George Bailey? What's he want?
 MARY
 I don't know.
 (to George)
 What do you want?
 GEORGE
 (indignant)
 Me? Not a thing. I just came in to 
 get warm.
 MARY
 (to mother)
 He's making violent love to me, 
 Mother.
 George is aghast.
 MRS. HATCH'S VOICE
 You tell him to go right back home, 
 and don't you leave the house, either. 
 Sam Wainwright promised to call you 
 from New York tonight.
 GEORGE
 (heatedly)
 But your mother needn't... you know 
 I didn't come here to... to... to...
 MARY
 (rising)
 What did you come here for?
 GEORGE
 I don't know. You tell me. You're 
 supposed to be the one that has all 
 the answers. You tell me.
 MARY
 (terribly hurt)
 Oh, why don't you go home?
 GEORGE
 (almost shouting)
 That's where I'm going. I don't know 
 why I came here in the first place! 
 Good night!
 As George leaves the room, the telephone in the hall starts 
 ringing.
 MARY
 (to George)
 Good night!
 MRS. HATCH'S VOICE
 Mary! Mary! The telephone! It's Sam!
 INT. HALL � NIGHT
 MEDIUM CLOSE SHOT
 Mary comes into the hall.
 MARY
 (almost weeping)
 I'll get it.
 As Mary comes into the hall, she stops by the phonograph, 
 which is still playing "Buffalo Gals," takes off the record 
 with a jerk, and smashes it against the machine. The phone 
 is still ringing.
 MRS. HATCH
 Mary, he's waiting!
 MARY
 Hello.
 As Mary picks up the phone, George comes in from the front 
 porch.
 GEORGE
 I forgot my hat.
 MARY
 (overly enthusiastic)
 Hee-haw! Hello, Sam, how are you?
 SAM'S VOICE
 Aw, great. Gee, it's good to hear 
 your voice again.
 George has stopped, hat in hand, to hear the first greetings.
 MARY
 Oh, well, that's awfully sweet of 
 you, Sam.
 (glances toward door, 
 sees George still 
 there)
 There's an old friend of yours here. 
 George Bailey.
 SAM
 You mean old moss-back George?
 MARY
 Yes, old moss-back George.
 SAM'S VOICE
 Hee-haw! Put him on.
 MARY
 Wait a minute. I'll call him.
 (calling)
 George!
 MRS. HATCH
 He doesn't want to speak to George, 
 you idiot!
 MARY
 He does so. He asked for him.
 (calling)
 Geo... George, Sam wants to speak to 
 you.
 She hands the instrument to George.
 GEORGE
 Hello, Sam.
 INT. SAM'S NEW YORK OFFICE � NIGHT
 MEDIUM CLOSE SHOT
 Sam is seated at his desk, while a couple of his friends are 
 nearby, with highballs in their hands.
 SAM
 (into phone)
 Well, George Baileyoffski! Hey, a 
 fine pal you are. What're you trying 
 to do? Steal my girl?
 INT. HATCH HALL � NIGHT
 MEDIUM CLOSE SHOT � GEORGE AND MARY
 GEORGE
 (into phone)
 What do you mean? Nobody's trying to 
 steal your girl. Here... here's Mary.
 SAM'S VOICE
 No, wait a minute. Wait a minute. I 
 want to talk to both of you. Tell 
 Mary to get on the extension.
 GEORGE
 (to Mary)
 Here. You take it. You tell him.
 MARY
 Mother's on the extension.
 INT. UPPER HALLWAY � NIGHT
 CLOSE SHOT � MRS. HATCH
 As she hears this, she hastily hangs up the extension phone 
 on which she has been listening.
 BACK TO SHOT � GEORGE AND MARY
 MARY
 We can both hear. Come here.
 Mary takes the telephone from George and holds it so that of 
 necessity George's cheek is almost against hers. He is very 
 conscious of her proximity.
 MARY
 (on phone)
 We're listening, Sam.
 SAM'S VOICE
 I have a big deal coming up that's 
 going to make us all rich. George, 
 you remember that night in Martini's 
 bar when you told me you read 
 someplace about making plastics out 
 of soybeans?
 GEORGE
 Huh? Yeah-yeah-yeah... soybeans. 
 Yeah.
 SAM'S VOICE
 Well, Dad's snapped up the idea. 
 He's going to build a factory outside 
 of Rochester. How do you like that?
 Mary is watching George interestedly. George is very conscious 
 of her, close to him.
 GEORGE
 Rochester? Well, why Rochester?
 SAM'S VOICE
 Well, why not? Can you think of 
 anything better?
 GEORGE
 Oh, I don't know... why not right 
 here? You remember that old tool 
 and machinery works? You tell your 
 father he can get that for a song. 
 And all the labor he wants, too. 
 Half the town was thrown out of work 
 when they closed down.
 SAM'S VOICE
 That so? Well, I'll tell him. Hey, 
 that sounds great! Oh, baby, I knew 
 you'd come through. Now, here's the 
 point. Mary, Mary, you're in on this 
 too. Now listen. Have you got any 
 money?
 GEORGE
 Money? Yeah... well, a little.
 SAM'S VOICE
 Well, now listen. I want you to put 
 every cent you've got into our stock, 
 you hear? And George, I may have a 
 job for you; that is, unless you're 
 still married to that broken-down 
 Building and Loan. This is the biggest 
 thing since radio, and I'm letting 
 you in on the ground floor. Oh, 
 Mary... Mary...
 MARY
 (nervously)
 I'm here.
 SAM'S VOICE
 Would you tell that guy I'm giving 
 him the chance of a lifetime, you 
 hear? The chance of a lifetime.
 As Mary listens, she turns to look at George, her lips almost 
 on his lips.
 MARY
 (whispering)
 He says it's the chance of a lifetime.
 George can stand it no longer. He drops the phone with a 
 crash, grabs Mary by the shoulders and shakes her. Mary begins 
 to cry.
 GEORGE
 (fiercely)
 Now you listen to me! I don't want 
 any plastics! I don't want any ground 
 floors, and I don't want to get 
 married � ever � to anyone! You 
 understand that? I want to do what I 
 want to do. And you're... and 
 you're...
 He pulls her to him in a fierce embrace. Two meant for each 
 other find themselves in tearful ecstasy.
 GEORGE
 Oh, Mary... Mary...
 MARY
 George... George... George...
 GEORGE
 Mary...
 CLOSE SHOT
 Mrs. Hatch is at the top of the stairs. She practically faints 
 at what she sees.
 WIPE TO:
 INT. FRONT HALL BAILEY HOME � DAY � SEVERAL MONTHS LATER
 CLOSEUP
 Cousin Tilly's face fills the screen as she cries:
 COUSIN TILLY
 Here they come!
 CAMERA PULLS BACK, and we hear the SOUND of the Wedding March. 
 People are crowded into the rooms: family, friends, neighbors. 
 There is a din of conversation. Mary and George appear at 
 the top of the stairs in traveling clothes, with Mrs. Hatch, 
 red-eyed, behind them. Mary throws her bouquet, which is 
 caught by Violet Bick. As they come out onto the porch, we 
 see that it is raining. Nevertheless, Cousin Eustace has 
 his camera equipment set up and is taking pictures of the 
 group. George and Mary dodge through the rain and a shower 
 of rice and get into Ernie's taxicab, which pulls away from 
 the curb.
 EXT. PORCH OF BAILEY HOUSE � DAY
 CLOSE SHOT
 Mrs. Bailey and Annie, the maid.
 MRS. BAILEY
 First Harry, now George. Annie, we're 
 just two old maids now.
 ANNIE
 You speak for yourself, Mrs. B.
 INT. ERNIE'S CAB � DAY
 CLOSE SHOT � GEORGE, MARY AND ERNIE
 George and Mary are in each other's arms.
 ERNIE
 If either of you two see a stranger 
 around here, it's me.
 GEORGE
 Hey, look! Somebody's driving this 
 cab.
 Ernie reaches over and hands George a bottle of champagne 
 done up in gift wrappings.
 ERNIE
 Bert, the cop, sent this over. He 
 said to float away to Happy Land on 
 the bubbles.
 GEORGE
 Oh, look at this. Champagne!
 MARY
 Good old Bert.
 ERNIE
 By the way, where are you two going 
 on this here now honeymoon?
 GEORGE
 Where are we going?
 (takes out a fat roll 
 of bills)
 Look at this. There's the kitty, 
 Ernie. Here, come on, count it, 
 Mary.
 MARY
 I feel like a bootlegger's wife.
 (holding up the money)
 Look!
 GEORGE
 You know what we're going to do? 
 We're going to shoot the works. A 
 whole week in New York. A whole week 
 in Bermuda. The highest hotels � the 
 oldest champagne � the richest caviar 
 � the hottest music, and the prettiest 
 wife!
 ERNIE
 That does it! Then what?
 GEORGE
 (to Mary)
 Then what, honey?
 MARY
 After that, who cares?
 GEORGE
 That does it � come here.
 The cab passes the bank, and Ernie sees a crowd of people 
 around the door. He stops the cab.
 LONG SHOT
 Scurrying people under umbrellas, swarming around the bank 
 doors. Panic is in the air. Attendants are trying to close 
 down. Several people come running past the cab.
 INT. CAB
 CLOSE SHOT � GEORGE, MARY AND ERNIE
 ERNIE
 Don't look now, but there's something 
 funny going on over there at the 
 bank, George, I've never really seen 
 one, but that's got all the earmarks 
 of a run.
 PASSERBY
 Hey, Ernie, if you got any money in 
 the bank, you better hurry.
 MARY
 George, let's not stop. Let's go!
 George gets out of the cab and looks down the street.
 GEORGE
 Just a minute, dear. Oh-oh...
 MARY
 Please, let's not stop, George.
 GEORGE
 I'll be back in a minute, Mary.
 George runs off up the street, toward the Building and Loan.
 EXT. BUILDING AND LOAN � DAY
 CLOSE SHOT � SIDEWALK
 An iron grill blocks the street entrance to the Building and 
 Loan. It has been locked. A crowd of men and women are 
 waiting around the grill. They are simply-dressed people, to 
 whom their savings are a matter of life and death. George 
 comes in with an assumed cheerful manner. The people look at 
 him silently, half shamefaced, but grimly determined on their 
 rights. In their hearts there is panic and fear.
 GEORGE
 Hello, everybody. Mrs. Thompson, how 
 are you? Charlie? What's the matter 
 here, can't you get in?
 No one answers. He quickly unlocks the grill door and pushes 
 it open. Followed by the crowd, George runs upstairs and 
 into the outer offices of the Building and Loan.
 INT. OUTER OFFICE � BUILDING AND LOAN � DAY
 MEDIUM CLOSE SHOT
 George, followed by the still-silent people, comes in. Uncle 
 Billy is standing in the doorway to his private office, taking 
 a drink from a bottle. He motions to George to join him.
 GEORGE
 What is this, Uncle Billy? A holiday?
 UNCLE BILLY
 George...
 He points to George's office. George turns back cheerfully 
 to the crowd.
 GEORGE
 Come on in, everybody. That's right, 
 just come in.
 George vaults over the counter.
 GEORGE
 Now look, why don't you all sit down. 
 There are a lot of seats over there. 
 Just make yourselves at home.
 UNCLE BILLY
 George, can I see you a minute?
 The people ignore George and remain standing in front of the 
 teller's window. They all have their passbooks out. George 
 hurries into his office where Uncle Billy is waiting for 
 him.
 INT. GEORGE'S OFFICE � DAY
 CLOSE SHOT � GEORGE AND UNCLE BILLY
 GEORGE
 Why didn't you call me?
 UNCLE BILLY
 I just did, but they said you left. 
 This is a pickle, George, this is a 
 pickle.
 GEORGE
 All right now, what happened? How 
 did it start?
 UNCLE BILLY
 How does anything like this ever 
 start? All I know is the bank called 
 our loan.
 GEORGE
 When?
 UNCLE BILLY
 About an hour ago. I had to hand 
 over all our cash.
 GEORGE
 All of it?
 UNCLE BILLY
 Every cent of it, and it still was 
 less than we owe.
 GEORGE
 Holy mackerel!
 UNCLE BILLY
 And then I got scared, George, and 
 closed the doors. I... I... I...
 GEORGE
 The whole town's gone crazy.
 The telephone rings. Uncle Billy picks it up.
 UNCLE BILLY
 Yes, hello? George... it's Potter.
 GEORGE
 Hello?
 INT. POTTER'S LIBRARY � DAY
 MEDIUM SHOT
 Potter seated behind his desk, his goon alongside him. 
 Standing in front of the desk is a distinguished-looking 
 man, obviously the president of the bank. He is mopping his 
 brow with his handkerchief.
 POTTER
 George, there is a rumor around town 
 that you've closed your doors. Is 
 that true? Oh, well, I'm very glad 
 to hear that... George, are you all 
 right? Do you need any police?
 INT. GEORGE'S OFFICE � DAY
 CLOSE SHOT � GEORGE AND UNCLE BILLY
 GEORGE
 (on phone)
 Police? What for?
 INT. POTTER'S OFFICE � DAY
 MEDIUM CLOSE SHOT � POTTER TALKING ON PHONE
 POTTER
 Well, mobs get pretty ugly sometimes, 
 you know. George, I'm going all out 
 to help in this crisis. I've just 
 guaranteed the bank sufficient funds 
 to meet their needs. They'll close 
 up for a week, and then reopen.
 INT. GEORGE'S OFFICE � DAY
 CLOSE SHOT � GEORGE AND UNCLE BILLY
 GEORGE
 (to Uncle Billy)
 He just took over the bank.
 INT. POTTER'S OFFICE � DAY
 CLOSE SHOT � POTTER ON PHONE
 POTTER
 I may lose a fortune, but I'm willing 
 to guarantee your people too. Just 
 tell them to bring their shares over 
 here and I will pay them fifty cents 
 on the dollar.
 INT. GEORGE'S OFFICE � DAY
 CLOSE SHOT � GEORGE AND UNCLE BILLY
 GEORGE
 (furiously)
 Aw, you never miss a trick, do you, 
 Potter? Well, you're going to miss 
 this one.
 George bangs the receiver down and turns to meet Uncle Billy's 
 anxious look.
 INT. POTTER'S OFFICE
 CLOSEUP � POTTER ON PHONE
 POTTER
 If you close your doors before six 
 P.M. you will never reopen.
 He realizes George has hung up, and clicks the phone 
 furiously.
 INT. GEORGE'S OFFICE � DAY
 CLOSE SHOT � GEORGE AND UNCLE BILLY
 UNCLE BILLY
 George, was it a nice wedding? Gosh, 
 I wanted to be there.
 GEORGE
 Yeah...
 (looks at string on 
 Uncle Billy's finger)
 ...you can take this one off now.
 An ominous SOUND of angry voices comes from the other room. 
 George and Uncle Billy exit from George's office.
 INT. OUTER OFFICE � BUILDING AND LOAN � DAY
 MEDIUM CLOSE SHOT
 More people have crowded around the counter. Their muttering 
 stops and they stand silent and grim. There is panic in their 
 faces.
 GEORGE
 Now, just remember that this thing 
 isn't as black as it appears.
 As George speaks, sirens are heard passing in the street 
 below. The crowd turn to the windows, then back to George.
 GEORGE
 I have some news for you, folks. 
 I've just talked to old man Potter, 
 and he's guaranteed cash payments at 
 the bank. The bank's going to reopen 
 next week.
 ED
 But, George, I got my money here.
 CHARLIE
 Did he guarantee this place?
 GEORGE
 Well, no, Charlie. I didn't even ask 
 him. We don't need Potter over here.
 Mary and Ernie have come into the room during this scene. 
 Mary stands watching silently.
 CHARLIE
 I'll take mine now.
 GEORGE
 No, but you... you... you're thinking 
 of this place all wrong. As if I had 
 the money back in a safe. The money's 
 not here. Your money's in Joe's 
 house...
 (to one of the men)
 ...right next to yours. And in the 
 Kennedy house, and Mrs. Macklin's 
 house, and a hundred others. Why, 
 you're lending them the money to 
 build, and then, they're going to 
 pay it back to you as best they can. 
 Now what are you going to do? 
 Foreclose on them?
 TOM
 I got two hundred and forty-two 
 dollars in here, and two hundred and 
 forty-two dollars isn't going to 
 break anybody.
 MEDIUM CLOSE SHOT � ANOTHER ANGLE
 GEORGE
 (handing him a slip)
 Okay, Tom. All right. Here you are. 
 You sign this. You'll get your money 
 in sixty days.
 TOM
 Sixty days?
 GEORGE
 Well, now that's what you agreed to 
 when you bought your shares.
 There is a commotion at the outer doors. A man (Randall) 
 comes in and makes his way up to Tom.
 RANDALL
 Tom... Tom, did you get your money?
 TOM
 No.
 RANDALL
 Well, I did. Old man Potter'll pay 
 fifty cents on the dollar for every 
 share you got.
 (shows bills)
 CROWD
 (ad lib)
 Fifty cents on the dollar!
 RANDALL
 Yes, cash!
 TOM
 (to George)
 Well, what do you say?
 GEORGE
 Now, Tom, you have to stick to your 
 original agreement. Now give us sixty 
 days on this.
 TOM
 (turning to Randall)
 Okay, Randall.
 He starts out.
 MRS. THOMPSON
 Are you going to go to Potter's?
 TOM
 Better to get half than nothing.
 A few other people start for the door. CAMERA PANS WITH 
 George as he vaults over the counter quickly, speaking to 
 the people.
 GEORGE
 Tom! Tom! Randall! Now wait... now 
 listen... now listen to me. I beg of 
 you not to do this thing. If Potter 
 gets hold of this Building and Loan 
 there'll never be another decent 
 house built in this town. He's already 
 got charge of the bank. He's got 
 the bus line. He's got the department 
 stores. And now he's after us. Why? 
 Well, it's very simple. Because we're 
 cutting in on his business, that's 
 why. And because he wants to keep 
 you living in his slums and paying 
 the kind of rent he decides.
 The people are still trying to get out, but some of them 
 have stood still, listening to him. George has begun to make 
 an impression on them.
 GEORGE
 Joe, you lived in one of his houses, 
 didn't you? Well, have you forgotten? 
 Have you forgotten what he charged 
 you for that broken-down shack?
 (to Ed)
 Here, Ed. You know, you remember 
 last year when things weren't going 
 so well, and you couldn't make your 
 payments. You didn't lose your house, 
 did you? Do you think Potter would 
 have let you keep it?
 (turns to address the 
 room again)
 Can't you understand what's happening 
 here? Don't you see what's happening? 
 Potter isn't selling. Potter's buying! 
 And why? Because we're panicky and 
 he's not. That's why. He's picking 
 up some bargains. Now, we can get 
 through this thing all right. We've 
 got to stick together, though. We've 
 got to have faith in each other.
 MRS. THOMPSON
 But my husband hasn't worked in over 
 a year, and I need money.
 WOMAN
 How am I going to live until the 
 bank opens?
 MAN
 I got doctor bills to pay.
 MAN
 I need cash.
 MAN
 Can't feed my kids on faith.
 During this scene Mary has come up behind the counter. 
 Suddenly, as the people once more start moving toward the 
 door, she holds up a roll of bills and calls out
 MARY
 How much do you need?
 George jumps over the counter and takes the money from Mary.
 GEORGE
 Hey! I got two thousand dollars! 
 Here's two thousand dollars. This'll 
 tide us over until the bank reopen.
 (to Tom)
 All right, Tom, how much do you need?
 TOM
 (doggedly)
 Two hundred and forty-two dollars!
 GEORGE
 (pleading)
 Aw, Tom, just enough to tide you 
 over till the bank reopens.
 TOM
 I'll take two hundred and forty-two 
 dollars.
 George starts rapidly to count out the money. Tom throws his 
 passbook on the counter.
 GEORGE
 There you are.
 TOM
 That'll close my account.
 GEORGE
 Your account's still here. That's a 
 loan.
 Mary turns and slips out through the crowd, followed by Ernie. 
 George hands the two hundred and forty-two dollars to Tom, 
 and speaks to Ed, the next in line.
 GEORGE
 Okay. All right, Ed?
 ED
 I got three hundred dollars here, 
 George.
 Uncle Billy takes out his wallet and takes out all the cash 
 he's got.
 GEORGE
 Aw, now, Ed... what'll it take till 
 the bank reopens? What do you need?
 ED
 Well, I suppose twenty dollars.
 GEORGE
 Twenty dollars. Now you're talking. 
 Fine. Thanks, Ed.
 (to Mrs. Thompson, 
 next in line)
 All right, now, Mrs. Thompson. How 
 much do you want?
 MRS. THOMPSON
 But it's your own money, George.
 GEORGE
 Never mind about that. How much do 
 you want?
 MRS. THOMPSON
 I can get along with twenty, all 
 right.
 GEORGE
 (counting it out)
 Twenty dollars.
 MRS. THOMPSON
 And I'll sign a paper.
 GEORGE
 You don't have to sign anything. I 
 know you'll pay it back when you 
 can. That's okay.
 (to woman next in 
 line)
 All right, Mrs. Davis.
 MRS. DAVIS
 Could I have seventeen-fifty?
 GEORGE
 Seven...
 (he kisses her)
 Bless your heart, Of course you can 
 have it. You got fifty cents?
 (counting)
 Seven...
 WIPE TO:
 INT. OUTER OFFICE BUILDING AND LOAN � NIGHT
 CLOSE SHOT
 George, Uncle Billy and Cousin Tilly are behind the counter, 
 watching the minute hand of a clock on the wall as George 
 counts off the seconds. Cousin Eustace is ready to close the 
 door.
 UNCLE BILLY
 (excitedly)
 We're going to make it, George. 
 They'll never close us up today!
 GEORGE
 (counting)
 Six... five... four... three... two... 
 one... Bingo!
 Cousin Eustace slams and locks the door, and scurries around 
 the counter to join the others.
 GEORGE
 We made it! Look...
 (holds up two bills)
 ... look, we're still in business! 
 We've still got two bucks left!
 Uncle Billy is taking a drink out of his bottle.
 GEORGE
 Well, let's have some of that. Get 
 some glasses, Cousin Tilly.
 (to Uncle Billy)
 We're a couple of financial wizards.
 UNCLE BILLY
 Those Rockefellers!
 GEORGE
 Get a tray for these great big 
 important simoleons.
 UNCLE BILLY
 We'll save them for seed. A toast! 
 They raise their glasses.
 GEORGE
 A toast! A toast to Papa Dollar and 
 to Mama Dollar, and if you want the 
 old Building and Loan to stay in 
 business, you better have a family 
 real quick.
 COUSIN TILLY
 I wish they were rabbits.
 GEORGE
 I wish they were too. Okay, let's 
 put them in the safe and see what 
 happens.
 The four of them parade through the office; George puts the 
 two dollars in the safe.
 CLOSE SHOT � GROUP AROUND THE SAFE DOOR
 As George comes out:
 COUSIN EUSTACE
 (handing out cigars)
 Wedding cigars!
 GEORGE
 (startled)
 Oh-oh... wedding! Holy mackerel, I'm 
 married! Where's Mary? Mary...
 (he runs around looking 
 for her)
 Poor Mary. Look, I've got a train to 
 catch.
 (looks at his watch)
 Well, the train's gone. I wonder if 
 Ernie's still here with his taxicab?
 George rushes into his office to look out the window.
 COUSIN TILLY
 (on telephone)
 George, there's a call for you.
 GEORGE
 Look, will you get my wife on the 
 phone? She's probably over at her 
 mother's.
 COUSIN TILLY
 Mrs. Bailey is on the phone.
 INT. GEORGE'S OFFICE
 MEDIUM CLOSEUP � GEORGE IS THOROUGHLY RATTLED
 GEORGE
 I don't want Mrs. Bailey. I want my 
 wife. Mrs. Bailey! Oh, that's my 
 wife! Here, I'll take it in here.
 (picks up phone)
 Mary? Hello. Listen, dear, I'm 
 sorry... What? Come home? What home? 
 Three-twenty Sycamore? Well, what... 
 whose home is that? The Waldorf Hotel, 
 huh?
 WIPE TO:
 EXT. OLD GRANVILLE HOUSE � NIGHT
 MEDIUM LONG SHOT
 An old-fashioned, run-down house, unpainted and warped by 
 the weather. It once had class but has not been lived in for 
 years. This is the house that George and Mary will live in 
 from now on. The rain is pouring down. A faint glow of light 
 shines out from bottom windows. George hurries into scene. 
 He stops to make sure it is the right number before going up 
 the steps.
 EXT. SIDE OF HOUSE � NIGHT
 CLOSE SHOT
 Bert and man working in rain, sorting through travel posters.
 MAN
 Hey, this is the company's posters, 
 and the company won't like this.
 BERT
 How would you like to get a ticket 
 next week? Haven't you any romance 
 in you?
 MAN
 Sure I have, but I got rid of it.
 BERT
 (reading poster)
 Liver pills! Who wants to see liver 
 pills on their honeymoon? What? They 
 want romantic places, beautiful 
 places... places George wants to 
 go.
 A sharp whistle is heard.
 CLOSE SHOT � WINDOW OF HOUSE
 Ernie is leaning from the window.
 ERNIE
 Hey, Bert, here he comes.
 CLOSE SHOT � BERT AND MAN
 BERT
 Come on, we got to get this up. He's 
 coming.
 MAN
 Who?
 BERT
 The groom, idiot. Come on, get that 
 ladder.
 MAN
 (disgustedly)
 What are they � ducks?
 CLOSE SHOT � SIDE PORCH OF HOUSE
 Bert and the man are putting up travel posters to cover up 
 the broken windows.
 BERT
 Get that ladder up here.
 MAN
 All right � all right.
 BERT
 Hurry up... hurry up... hurry up.
 MAN
 I'm hurrying.
 MEDIUM CLOSE SHOT
 George is approaching the front door of the house, on which 
 a sign is hanging: "Bridal Suite." Ernie looks out through 
 the curtain covering the broken glass of the front door.
 ERNIE
 Hiya... Good evening, sir.
 Ernie opens the door, revealing himself as a homemade butler. 
 This has been accomplished by rolling up his pants and putting 
 on an old coachman's hat. George enters.
 ERNIE
 Entray, monsieur, entray.
 INT. GRANVILLE HOUSE � NIGHT
 CLOSE SHOT � GEORGE ENTERS
 The house is carpetless, empty � the rain and wind cause 
 funny noises upstairs. A huge fire is burning in the 
 fireplace. Near the fireplace a collection of packing boxes 
 are heaped together in the shape of a small table and covered 
 with a checkered oil cloth. It is set for two. A bucket with 
 ice and a champagne bottle sit on the table as well as a 
 bowl of caviar. Two small chickens are impaled on a spit 
 over the fire. A phonograph is playing on a box, and a string 
 from the phonograph is turning the chickens on the spit. The 
 phonograph is playing "Song of the Islands." Mary is standing 
 near the fireplace looking as pretty as any bride ever looked. 
 She is smiling at George, who has been slowly taking in the 
 whole set-up. Through a door he sees the end of a cheap bed, 
 over the back of which is a pair of pajamas and a nightie. 
 Ernie exits and closes the door.
 MARY
 (tears in her eyes)
 Welcome home, Mr. Bailey.
 GEORGE
 (overcome)
 Well, I'll be... Mary, Mary, where 
 did you...
 They rush into each other's arms and hold each other in 
 ecstasy.
 EXT. SIDE OF HOUSE � NIGHT
 CLOSE SHOT
 Bert and Ernie, standing in the pouring rain, start singing 
 "I Love You Truly."
 INT. HOUSE � NIGHT
 CLOSE SHOT � GEORGE AND MARY
 They remain embraced.
 GEORGE
 Oh, Mary...
 MARY
 Remember the night we broke the 
 windows in this old house? This is 
 what I wished for.
 GEORGE
 Darling, you're wonderful.
 EXT. SIDE OF HOUSE � NIGHT
 CLOSE SHOT � BERT AND ERNIE
 They finish their song, and Ernie kisses Bert on the forehead. 
 Bert slams Ernie's hat on his head.
 FADE OUT
 FADE IN:
 EXT. SLUM STREET BEDFORD FALLS � DAY � TWO YEARS LATER
 MEDIUM CLOSE SHOT
 In front of one of the miserable shacks that line the street 
 are two vehicles. One of them is George Bailey's rickety 
 car, and the other is an even more rickety truck piled high 
 with household goods. The Martini family is moving. The family 
 consists of Martini, his wife and four kid of various ages, 
 from two to ten. George and Mary are helping the Martinis 
 move. About a dozen neighbors crowd around. Martini and 
 George, assisted by three of the Martini children, are 
 carrying out the last of the furniture. As they emerge from 
 the house, one of the neighbors, Schultz, calls out:
 SCHULTZ
 Martini, you rented a new house?
 MARTINI
 Rent?
 (to George)
 You hear what he say, Mr. Bailey?
 GEORGE
 What's that?
 MARTINI
 I own the house. Me, Giuseppe Martini. 
 I own my own house. No more we live 
 like pigs in thisa Potter's Field. 
 Hurry, Maria.
 MARIA
 Yes...
 GEORGE
 Come on...
 (to Mary)
 Bring the baby.
 (to Martini)
 I'll bring the kids in the car.
 MARTINI
 Oh, thank you, Mr. Bailey.
 Mary gets in the front seat of the car, with the baby in her 
 arms.
 GEORGE
 All right, kids � here � get in here. 
 Now get right up on the seat there. 
 Get the... get the goat!
 The family goat gets in the back seat with the three kids.
 MARTINI
 Goodbye, everybody!
 GEORGE
 All in...
 The rickety caravan starts off down the street, to the cheers 
 of the neighbors.
 WIPE TO:
 EXT. BAILEY PARK � DAY
 CLOSE SHOT
 Sign hanging from a tree "Welcome to Bailey Park." CAMERA 
 PANS TO follow George's car and the old truck laden with 
 furniture as they pass � we hear Martini's voice singing "O 
 Sole Mio." Bailey Park is a district of new small houses, 
 not all alike, but each individual. New lawns here and there, 
 and young trees. It has the promise when built up of being a 
 pleasant little middle class section.
 WIPE TO:
 EXT. MARTINI'S NEW HOUSE � DAY
 MEDIUM CLOSE SHOT
 George and Mary are on the porch of the new house, with the 
 Martinis lined up before them.
 GEORGE
 Mr. and Mrs. Martini, welcome home. 
 The Martinis cross themselves.
 EXT. STREET � BAILEY PARK � DAY
 CLOSE SHOT
 Sam Wainwright is standing in front of his big black town 
 car. Sam is the epitome of successful, up-and-coming 
 businessman. His wife, in the car, is a very attractive, 
 sophisticated-looking lady, dripping with furs and jewels. 
 Sam is watching George across the street.
 SAM
 That old George... he's always making 
 a speech.
 (to George)
 Hee-haw!
 (wiggles his hands)
 EXT. NEW HOUSE � DAY
 CLOSE SHOT � MARY AND GEORGE ON PORCH
 GEORGE
 (to Mary)
 Sam Wainwright!
 MARY
 Oh, who cares.
 (to Mrs. Martini, 
 giving her loaf of 
 bread)
 Bread! That this house may never 
 know hunger.
 Mrs. Martini crosses herself.
 MARY
 (giving her salt)
 Salt! That life may always have 
 flavor.
 GEORGE
 (handing bottle to 
 Martini)
 And wine! That joy and prosperity 
 may reign forever. Enter the Martini 
 castle!
 The Martinis cross themselves, shaking hands all around. The 
 kids enter, with screams of delight. Mrs. Martini kisses 
 Mary.
 INT. POTTER'S OFFICE IN BANK � DAY
 CLOSE SHOT
 Potter seated in his wheelchair at his desk, with his goon 
 beside him. His rent collector, Reineman, is talking, 
 pointing to maps spread out on the desk.
 REINEMAN
 Look, Mr. Potter, it's no skin off 
 my nose. I'm just your little rent 
 collector. But you can't laugh off 
 this Bailey Park any more. Look at 
 it.
 A buzzer is heard, and Potter snaps on the dictaphone on his 
 desk.
 SECRETARY'S VOICE
 Congressman Blatz is here to see 
 you.
 POTTER
 (to dictaphone)
 Oh, tell the congressman to wait.
 (to Reineman)
 Go on.
 REINEMAN
 Fifteen years ago, a half-dozen houses 
 stuck here and there.
 (indicating map)
 There's the old cemetery, squirrels, 
 buttercups, daisies. Used to hunt 
 rabbits there myself. Look at it 
 today. Dozens of the prettiest little 
 homes you ever saw. Ninety per cent 
 owned by suckers who used to pay 
 rent to you. Your Potter's Field, my 
 dear Mr. Employer, is becoming just 
 that. And are the local yokels making 
 with those David and Goliath 
 wisecracks!
 POTTER
 Oh, they are, are they? Even though 
 they know the Baileys haven't made a 
 dime out of it.
 REINEMAN
 You know very well why. The Baileys 
 were all chumps. Every one of these 
 homes is worth twice what it cost 
 the Building and Loan to build. If I 
 were you, Mr. Potter...
 POTTER
 (interrupting)
 Well, you are not me.
 REINEMAN
 (as he leaves)
 As I say, it's no skin off my nose. 
 But one of these days this bright 
 young man is going to be asking George 
 Bailey for a job.
 Reineman exits.
 POTTER
 The Bailey family has been a boil on 
 my neck long enough.
 He flips the switch on the dictaphone.
 SECRETARY'S VOICE
 Yes, sir?
 POTTER
 Come in here.
 EXT. STREET IN BAILEY PARK � DAY
 CLOSE SHOT
 George and Mary are talking to Sam Wainwright in front of 
 the latter's car. Hs wife, Jane, is now out of the car.
 SAM
 We just stopped in town to take a 
 look at the new factory, and then 
 we're going to drive on down to 
 Florida.
 GEORGE
 Oh...
 JANE
 Why don't you have your friends join 
 us?
 SAM
 Why, sure. Hey, why don't you kids 
 drive down with us, huh?
 GEORGE
 Oh, I'm afraid I couldn't get away, 
 Sam.
 SAM
 Still got the nose to the old 
 grindstone, eh? Jane, I offered to 
 let George in on the ground floor in 
 plastics, and he turned me down cold.
 GEORGE
 Oh, now, don't rub it in.
 SAM
 I'm not rubbing it in. Well, I guess 
 we better run along.
 There is handshaking all around as Sam and Jane get into 
 their car.
 JANE
 Awfully glad to have met you, Mary.
 MARY
 Nice meeting you.
 GEORGE
 Goodbye.
 JANE
 Goodbye, George.
 SAM
 So long, George. See you in the funny 
 papers.
 GEORGE
 Goodbye, Sam.
 MARY
 Have fun.
 GEORGE
 Thanks for dropping around.
 SAM
 (to chauffeur)
 To Florida!
 (to George)
 Hee-haw!
 GEORGE
 Hee-haw.
 The big black limousine glides away, leaving George standing 
 with his arm around Mary, gazing broodingly after it. They 
 slowly walk over to George's old car and look at it silently.
 WIPE TO:
 INT. POTTER'S OFFICE � DAY
 CLOSE SHOT
 Potter is lighting a big cigar which he has just given George. 
 The goon is beside Potter's chair, as usual.
 GEORGE
 Thank you, sir. Quite a cigar, Mr. 
 Potter.
 POTTER
 You like it? I'll send you a box.
 GEORGE
 (nervously)
 Well, I... I suppose I'll find out 
 sooner or later, but just what exactly 
 did you want to see me about?
 POTTER
 (laughs)
 George, now that's just what I like 
 so much about you.
 (pleasantly and 
 smoothly)
 George, I'm an old man, and most 
 people hate me. But I don't like 
 them either, so that makes it all 
 even. You know just as well as I do 
 that I run practically everything in 
 this town but the Bailey Building 
 and Loan. You know, also, that for a 
 number of years I've been trying to 
 get control of it... or kill it. But 
 I haven't been able to do it. You 
 have been stopping me. In fact, you 
 have beaten me, George, and as anyone 
 in this county can tell you, that 
 takes some doing. Take during the 
 depression, for instance. You and I 
 were the only ones that kept our 
 heads. You saved the Building and 
 Loan, and I saved all the rest.
 GEORGE
 Yes. Well, most people say you stole 
 all the rest.
 POTTER
 The envious ones say that, George, 
 the suckers. Now, I have stated my 
 side very frankly. Now, let's look 
 at your side. Young man, twenty-
 seven, twenty-eight... married, 
 making, say... forty a week.
 GEORGE
 (indignantly)
 Forty-five!
 POTTER
 Forty-five. Forty-five. Out of which, 
 after supporting your mother, and 
 paying your bills, you're able to 
 keep, say, ten, if you skimp. A child 
 or two comes along, and you won't 
 even be able to save the ten. Now, 
 if this young man of twenty-eight 
 was a common, ordinary yokel, I'd 
 say he was doing fine. But George 
 Bailey is not a common, ordinary 
 yokel. He's an intelligent, smart, 
 ambitious young man � who hates his 
 job � who hates the Building and 
 Loan almost as much as I do. A young 
 man who's been dying to get out on 
 his own ever since he was born. A 
 young man... the smartest one of the 
 crowd, mind you, a young man who has 
 to sit by and watch his friends go 
 places, because he's trapped. Yes, 
 sir, trapped into frittering his 
 life away playing nursemaid to a lot 
 of garlic-eaters. Do I paint a 
 correct picture, or do I exaggerate?
 GEORGE
 (mystified)
 Now what's your point, Mr. Potter?
 POTTER
 My point? My point is, I want to 
 hire you.
 GEORGE
 (dumbfounded)
 Hire me?
 POTTER
 I want you to manage my affairs, run 
 my properties. George, I'll start 
 you out at twenty thousand dollars a 
 year.
 George drops his cigar on his lap. He nervously brushes off 
 the sparks from his clothes.
 GEORGE
 (flabbergasted)
 Twenty thou... twenty thousand dollars 
 a year?
 POTTER
 You wouldn't mind living in the nicest 
 house in town, buying your wife a 
 lot of fine clothes, a couple of 
 business trips to New York a year, 
 maybe once in a while Europe. You 
 wouldn't mind that, would you, George?
 GEORGE
 Would I?
 (looking around 
 skeptically)
 You're not talking to somebody else 
 around here, are you? You know, this 
 is me, you remember me? George Bailey.
 POTTER
 Oh, yes, George Bailey. Whose ship 
 has just come in � providing he has 
 brains enough to climb aboard.
 GEORGE
 Well, what about the Building and 
 Loan?
 POTTER
 Oh, confound it, man, are you afraid 
 of success? I'm offering you a three 
 year contract at twenty thousand 
 dollars a year, starting today. Is 
 it a deal or isn't it?
 GEORGE
 Well, Mr. Potter, I... I... I know I 
 ought to jump at the chance, but 
 I... I just... I wonder if it would 
 be possible for you to give me twenty-
 four hours to think it over?
 POTTER
 Sure, sure, sure. You go on home and 
 talk about it to your wife.
 GEORGE
 I'd like to do that.
 POTTER
 In the meantime, I'll draw up the 
 papers.
 GEORGE
 All right, sir.
 POTTER
 (offers hand)
 Okay, George?
 GEORGE
 (taking his hand)
 Okay, Mr. Potter.
 As they shake hands, George feels a physical revulsion. 
 Potter's hand feels like a cold mackerel to him. In that 
 moment of physical contact he knows he could never be 
 associated with this man. George drops his hand with a 
 shudder. He peers intently into Potter's face.
 GEORGE
 (vehemently)
 No... no... no... no, now wait a 
 minute, here! I don't have to talk 
 to anybody! I know right now, and 
 the answer is no! NO! Doggone it!
 (getting madder all 
 the time)
 You sit around here and you spin 
 your little webs and you think the 
 whole world revolves around you and 
 your money. Well, it doesn't, Mr. 
 Potter! In the... in the whole vast 
 configuration of things, I'd say you 
 were nothing but a scurvy little 
 spider. You...
 He turns and shouts at the goon, impassive as ever beside 
 Potter's wheelchair.
 GEORGE
 ...And that goes for you too!
 As George opens the office door to exit, he shouts at Mr. 
 Potter's secretary in the outer office
 GEORGE
 And it goes for you too!
 WIPE TO:
 INT. BEDROOM � GEORGE AND MARY'S HOUSE � NIGHT
 CLOSE SHOT � GEORGE ENTERS THE BEDROOM
 The room is modestly furnished with just a cheap bed, a chair 
 or two, and a dresser. Mary is asleep in the bed. As George 
 comes in, his head is filled with many confusing thoughts, 
 relating to incidents in his past life.
 POTTER'S VOICE
 You wouldn't mind living in the nicest 
 house in town. Buying your wife a 
 lot of fine clothes, going to New 
 York on a business trip a couple of 
 times a year. Maybe to Europe once 
 in a while.
 George takes off his hat and coat, moves over to the dresser 
 and stares at his reflection in the mirror.
 GEORGE'S VOICE
 I know what I'm going to do tomorrow 
 and the next day and next year and 
 the year after that. I'm shaking the 
 dust of this crummy little town off 
 my feet, and I'm going to see the 
 world... And I'm going to build 
 things. I'm going to build air fields. 
 I'm going to build skyscrapers a 
 hundred stories high. I'm going to 
 build a bridge a mile long.
 While the above thoughts are passing through George's head, 
 his attention is caught by a picture on the wall near the 
 dresser:
 INSERT: PICTURE ON THE WALL
 It is the sketch of George lassoing the moon that we first 
 saw in Mary's living room. The lettering reads: "George Lassos 
 The Moon."
 GEORGE'S VOICE
 What is it you want, Mary? You want 
 the moon? If you do, just say the 
 word; I'll throw a lasso around it 
 and pull it down for you.
 Mary is now awake, and starts singing their theme song:
 MARY
 (singing)
 Buffalo Gals, won't you come out 
 tonight, won't you come out tonight, 
 won't you come out tonight.
 George crosses over and sits on the edge of the bed.
 GEORGE
 Hi.
 MARY
 Hi.
 GEORGE
 Mary Hatch, why in the world did you 
 ever marry a guy like me?
 MARY
 To keep from being an old maid.
 GEORGE
 You could have married Sam Wainwright 
 or anybody else in town.
 MARY
 I didn't want to marry anybody else 
 in town. I want my baby to look like 
 you.
 GEORGE
 You didn't even have a honeymoon. I 
 promised you...
 (does a double take)
 ...Your what?
 MARY
 My baby.
 GEORGE
 (incredulously)
 You mean... Mary, you on the nest?
 MARY
 George Bailey lassos stork.
 GEORGE
 Lassos the stork! You mean you... 
 What is it, a boy or a girl?
 Mary nods her head happily.
 FADE OUT
 FADE IN:
 MONTAGE SEQUENCE
 Over the following SERIES OF SHOTS we hear the voices of 
 Joseph and Clarence in Heaven.
 EXT. MAIN STREET BEDFORD FALLS � NIGHT
 MEDIUM SHOT
 George is crossing the street, heading for the offices of 
 the Building and Loan.
 JOSEPH'S VOICE
 Now, you've probably already guessed 
 that George never leaves Bedford 
 Falls.
 CLARENCE'S VOICE
 No!
 INT. HOSPITAL � DAY
 CLOSE SHOT � NURSE HOLDING NEWBORN BABY
 JOSEPH'S VOICE
 Mary had her baby, a boy.
 INT. SITTING ROOM � DAY
 CLOSE SHOT
 Mary sitting on the floor playing with a baby. A little boy 
 is in a playpen nearby.
 JOSEPH'S VOICE
 Then she had another one � a girl.
 INT. GRANVILLE HOUSE � DAY
 CLOSE SHOTS
 Mary is busy hanging wallpaper and painting the old place.
 JOSEPH'S VOICE
 Day after day she worked away remaking 
 the old Granville house into a home.
 INT. GRANVILLE HOUSE � NIGHT
 CLOSE SHOT
 George has just come into the hall. He is obviously tired 
 and discouraged as he starts up the stairs. The knob on the 
 banister comes off in his hand.
 JOSEPH'S VOICE
 Night after night George came back 
 late from the office. Potter was 
 bearing down hard.
 WIPE TO:
 EXT. RECRUITING GROUNDS � DAY
 MEDIUM LONG SHOT
 A group of men, obviously just drafted, marching along in a 
 camp.
 JOSEPH'S VOICE
 Then came a war.
 INT. RED CROSS WORKROOM � DAY
 CLOSE SHOT
 Mrs. Bailey and other women in Red Cross uniforms busily 
 sewing, etc.
 JOSEPH'S VOICE
 Ma Bailey and Mrs. Hatch joined the 
 Red Cross and sewed.
 EXT. TRAIN IN RAILROAD STATION � DAY
 CLOSE SHOT
 Mary, with portable U.S.O. pushcart, is serving coffee and 
 doughnuts to men leaning from the train.
 JOSEPH'S VOICE
 Mary had two more babies, but still 
 found time to run the U.S.O.
 INT. FACTORY � DAY
 CLOSE SHOT
 Sam Wainwright showing set of blueprints to two Army officers.
 JOSEPH'S VOICE
 Sam Wainwright made a fortune in 
 plastic hoods for planes.
 INT. FACTORY � DAY
 CLOSE SHOT
 Potter is wheeled in toward a long table around which several 
 men are seated.
 JOSEPH'S VOICE
 Potter became head of the draft board.
 POTTER
 (reading from papers)
 One-A... One-A... One-A...
 EXT. STREET IN BEDFORD FALLS � DAY
 MEDIUM CLOSE SHOT
 Gower and Uncle Billy are conducting a bond rally from the 
 top of an Army tank.
 JOSEPH'S VOICE
 Gower and Uncle Billy sold war bonds.
 EXT. BATTLEFIELD � NIGHT
 MEDIUM CLOSEUP
 Bert, in uniform, moving cautiously with fixed bayonet. Smoke 
 and flashes of gunfire in background.
 JOSEPH'S VOICE
 Bert the cop was wounded in North 
 Africa. Got the Silver Star.
 EXT. SKY � DAY
 LONG SHOT
 Hundreds of planes, flying overhead, with parachutes dropping 
 from them.
 JOSEPH'S VOICE
 Ernie, the taxi driver, parachuted 
 into France.
 EXT. REMAGEN BRIDGE OVER THE RHINE � DAY
 CLOSE SHOT
 Marty in the foreground, beckoning to soldiers to come on.
 JOSEPH'S VOICE
 Marty helped capture the Remagen 
 Bridge.
 INT. READY ROOM ON AIRCRAFT CARRIER � NIGHT
 CLOSE SHOT
 Harry is fastening the helmet of his flying clothes. He waves 
 as he exits through the door.
 JOSEPH'S VOICE
 Harry... Harry Bailey topped them 
 all. A Navy flier, he shot down 
 fifteen planes.
 EXT. OCEAN FROM DECK OF CARRIER � NIGHT
 LONG SHOT
 A flaming plane crashes into the sea.
 JOSEPH'S VOICE
 ...two of them as they were about to 
 crash into a transport full of 
 soldiers.
 CLARENCE'S VOICE
 Yes, but George...
 INT. RATION OFFICE � DAY
 CLOSE SHOT
 George, behind the counter, is trying to quiet a crowd of 
 people all clamoring for more ration points.
 JOSEPH'S VOICE
 George? Four-F on account of his 
 ear, George fought the battle of 
 Bedford Falls.
 George shouts.
 GEORGE
 Hold on... hold on... hold on now. 
 Don't you know there's a war on?
 EXT. STRET � NIGHT
 CLOSE SHOT
 George, in the uniform of an air raid warden, is patrolling 
 his beat.
 JOSEPH'S VOICE
 Air raid Warden...
 EXT. HOUSE � NIGHT
 CLOSE SHOT
 Man beside lighted window pulls down the shade as George 
 blows his whistle.
 EXT. STREET � DAY
 CLOSE SHOT
 George is helping load his old car with scrap paper.
 JOSEPH'S VOICE
 ...paper drives...
 EXT. DUMP � DAY
 CLOSE SHOT
 Wheelbarrow full of junk being dumped onto pile.
 JOSEPH'S VOICE
 ...Scrap drives...
 EXT. STREET � DAY
 MEDIUM CLOSE SHOT � CHILDREN WHEELING OLD TIRES
 JOSEPH'S VOICE
 ...Rubber drives...
 INT. CHURCH � DAY
 MEDIUM SHOT � PEOPLE PRAYING IN CHURCH
 JOSEPH'S VOICE
 Like everybody else, on V-E Day he 
 wept and prayed.
 EXT. CHURCH � ANOTHER ANGLE
 MEDIUM CLOSE SHOT � PEOPLE ENTERING CHURCH
 JOSEPH'S VOICE
 On V-J Day he wept and prayed again.
 FRANKLIN'S VOICE
 Joseph, now show him what happened 
 today.
 JOSEPH'S VOICE
 Yes, sir.
 EXT. BEDFORD FALLS STREET � WINTER � DAY
 George is walking along the sidewalk reading a newspaper. It 
 is a raw, gusty day, and his overcoat and muffler flap in 
 the breeze. Draped around one arm is a large Christmas 
 wreath. Under his other arm are several more copies of the 
 paper.
 JOSEPH'S VOICE
 This morning, day before Christmas, 
 about ten A.M. Bedford Falls time...
 George comes to where Ernie, the taxi driver, is standing on 
 the sidewalk.
 GEORGE
 (holding out paper)
 Hi, Ernie, look at that.
 INSERT: NEWSPAPER
 The front page of the paper, the Bedford Falls Sentinel. The 
 headline reads: "PRESIDENT DECORATES HARRY BAILEY � LOCAL 
 BOY WINS CONGRESSIONAL MEDAL OF HONOR". The subhead tells of 
 a plan for a giant jubilee and parade, to be followed by a 
 banquet, in honor of Commander Harry Bailey, U.S.N. on his 
 way home from Washington after receiving the Congressional 
 Medal of Honor. There's a large picture of President Truman 
 pinning the coveted medal on Harry's bosom, in the midst of 
 dignitaries; a picture of the transport which Harry saved. 
 Practically the whole front page is devoted to the story.
 CLOSE SHOT � GEORGE AND ERNIE
 ERNIE
 (kidding)
 Gonna snow again.
 GEORGE
 (outraged)
 What do you mean � it's gonna snow 
 again? Look at the headlines.
 ERNIE
 I know � I know � I know. I think 
 it's marvelous.
 Gower comes running across the street from his drugstore and 
 joins them.
 GEORGE
 (reading)
 Commander Harry Bailey. Mr. Gower, 
 look at this � the second page.
 (gives them papers)
 Now look, this is for you. This is 
 for you, this is for you.
 (as he leaves)
 See you again.
 EXT. STREET � DAY
 MEDIUM LONG SHOT
 Uncle Billy is walking along the street, humming happily to 
 himself. He sees some men decorating the Court House with 
 banners and bunting � there is a huge sign reading: "Welcome 
 Home Harry Bailey"
 UNCLE BILLY
 (calls out)
 Be sure you spell the name right.
 INT. OUTER OFFICE BUILDING AND LOAN � DAY
 FULL SHOT
 The offices are unchanged, still small-time and old-fashioned. 
 The same office force, albeit a few years older: Cousin Tilly 
 and Cousin Eustace. Seated on a chair is a middle-aged man 
 with a brief case. The outer door opens and George enters:
 GEORGE
 Extra! Extra! Read all about it!
 Cousin Tilly and Cousin Eustace are talking on the phone.
 COUSIN EUSTACE
 George! George! It's Harry now on 
 long distance from Washington!
 GEORGE
 Harry! What do you know about that?
 COUSIN EUSTACE
 He reversed the charges. It's okay, 
 isn't it?
 GEORGE
 What do you mean it's okay? For a 
 hero?
 (takes the phone)
 Harry! Oh, you old seven kinds of a 
 son of a gun. Congratulations! How's 
 Mother standing it?... She did? What 
 do you know...
 (to Eustace)
 Mother had lunch with the President's 
 wife!
 COUSIN TILLY
 Wait till Martha hears about this.
 COUSIN EUSTACE
 What did they have to eat?
 GEORGE
 (on phone)
 What did they have to eat? Harry, 
 you should see what they're cooking 
 up in the town for you... Oh, are 
 they?
 (to Eustace)
 The Navy's going to fly Mother home 
 this afternoon.
 COUSIN EUSTACE
 In a plane?
 GEORGE
 What? Uncle Billy?
 (to Eustace)
 Has Uncle Billy come in yet?
 COUSIN TILLY
 No, he stopped at the bank first.
 GEORGE
 (on phone)
 He's not here right now, Harry.
 Cousin Eustace has turned away from George and caught a 
 glimpse of the man waiting in the chair. This is Carter, the 
 bank examiner, come for his annual audit of the books of the 
 Building and Loan.
 GEORGE
 (on phone)
 But look...
 COUSIN EUSTACE
 (interrupting)
 George...
 GEORGE
 (on phone)
 ...now tell me about it.
 COUSIN EUSTACE
 (interrupting)
 ...George, that man's here again.
 GEORGE
 What man?
 COUSIN EUSTACE
 (nervously)
 Bank... bank examiner.
 GEORGE
 Oh...
 (on phone)
 Talk to Eustace a minute, will you. 
 I'll be right back.
 He gives the phone to Eustace, puts down his wreath and goes 
 over to Carter.
 CLOSE SHOT � GEORGE AND CARTER
 They shake hands.
 GEORGE
 Good morning, sir.
 CARTER
 Carter � bank examiner.
 GEORGE
 Mr. Carter, Merry Christmas.
 CARTER
 Merry Christmas.
 GEORGE
 We're all excited around here.
 (shows him paper)
 My brother just got the Congressional 
 Medal of Honor. The President just 
 decorated him.
 CARTER
 Well, I guess they do those things. 
 Well, I trust you had a good year.
 GEORGE
 Good year? Well, between you and me, 
 Mr. Carter, we're broke.
 CARTER
 Yeah, very funny.
 GEORGE
 Well...
 (leading him into 
 office)
 ...now, come right in here, Mr. 
 Carter.
 CARTER
 (as they go)
 Although I shouldn't wonder when you 
 okay reverse charges on personal 
 long distance calls.
 COUSIN TILLY
 George, shall we hang up?
 GEORGE
 No, no. He wants to talk to Uncle 
 Billy. You just hold on.
 CARTER
 (in doorway)
 Now, if you'll cooperate, I'd like 
 to finish with you by tonight. I 
 want to spend Christmas in Elmira 
 with my family.
 GEORGE
 I don't blame you at all, Mr. Carter, 
 Just step right in here. We'll fix 
 you up.
 INT. BANK � DAY
 CLOSE SHOT
 Uncle Billy is filling out a deposit slip at one of the desks.
 UNCLE BILLY
 (writing)
 December twenty-fourth...
 He takes a thick envelope from his inside pocket and thumbs 
 through the bills it contains. It is evidently a large sum 
 of money.
 UNCLE BILLY
 Eight thousand...
 MEDIUM SHOT � DOOR TO STREET
 Potter is being wheeled in by his goon. Various bank officials 
 run over to greet him � he is reading a newspaper. Uncle 
 Billy has finished filling out his slip, and comes over to 
 taunt Potter, the envelope containing the money in his hand.
 UNCLE BILLY
 Well, good morning, Mr. Potter. What's 
 the news?
 He grabs the paper from Potter's hand.
 UNCLE BILLY(CONT'D)
 Well, well, well, Harry Bailey wins 
 Congressional Medal. That couldn't 
 be one of the Bailey boys? You just 
 can't keep those Baileys down, now, 
 can you, Mr. Potter?
 POTTER
 How does slacker George feel about 
 that?
 UNCLE BILLY
 Very jealous, very jealous. He only 
 lost three buttons off his vest. Of 
 course, slacker George would have 
 gotten two of those medals if he had 
 gone.
 POTTER
 Bad ear.
 UNCLE BILLY
 Yes.
 Uncle Billy folds Potter's paper over the envelope containing 
 his money, and flings his final taunt at the old man.
 UNCLE BILLY
 After all, Potter, some people like 
 George had to stay home. Not every 
 heel was in Germany and Japan!
 In a cold rage, Potter grabs his paper and wheels off toward 
 his office. Uncle Billy smiles triumphantly and goes toward 
 deposit window with his deposit slip.
 CLOSE SHOT
 Uncle Billy and bank teller at the 
 window.
 UNCLE BILLY
 (still chuckling)
 Good morning, Horace.
 Uncle Billy hands the bank book over. The teller opens it, 
 starts to punch it with rubber stamps.
 TELLER
 I guess you forgot something.
 UNCLE BILLY
 Huh?
 TELLER
 You forgot something.
 UNCLE BILLY
 What?
 TELLER
 Well, aren't you going to make a 
 deposit?
 UNCLE BILLY
 Sure, sure I am.
 TELLER
 Well, then... it's usually customary 
 to bring the money with you.
 UNCLE BILLY
 Oh, shucks...
 Uncle Billy searches through every pocket he has.
 UNCLE BILLY
 (looks bewildered)
 I know I had...
 The teller, knowing the old man's vagaries, points to one of 
 the numerous string tied around his fingers.
 TELLER
 How about that one there?
 UNCLE BILLY
 Hmm? Well, I...
 INT. POTTER'S OFFICE � DAY
 CLOSE SHOT
 Potter is now behind his desk. He spreads the newspaper out 
 in front of him, muttering as he does so.
 POTTER
 Bailey...
 He sees the envelope, looks inside at the money. Then, to 
 his goon, indicating the office door:
 POTTER
 Take me back there. Hurry up.
 (as they go)
 Come on, look sharp.
 Potter opens the door just a little, and peers through into 
 the bank.
 INT. BANK � DAY
 CLOSE SHOT � DEPOSIT SLIP DESK
 Uncle Billy looks around for the money envelope. It is not 
 there. He looks puzzled, thinks hard, then a look of concern 
 creeps into his eyes. He starts thumping his pockets, with 
 increasing panic, and looks in the waste paper basket on the 
 floor. He finally rushes through the door and out into the 
 street.
 INT. POTTER'S OFFICE � DAY
 CLOSE SHOT � POTTER WATCHING THROUGH THE DOOR
 POTTER
 (to goon)
 Take me back.
 The goon wheels him back to his desk. He is deep in thought, 
 with a crafty expression on his face.
 EXT. STREET � DAY
 MEDIUM CLOSE SHOT
 Uncle Billy running across the street in the direction of 
 the Building and Loan.
 INT. OUTER OFFICE � BUILDING AND LOAN � DAY
 CLOSE SHOT
 George coming from room where he has just left the bank 
 examiner.
 GEORGE
 Just make yourself at home, Mr. 
 Carter. I'll get those books for 
 you.
 He sees Violet Bick standing there.
 GEORGE
 Oh, hello, Vi.
 VIOLET
 George, can I see you for a second?
 GEORGE
 Why, of course you can. Come on in 
 the office here.
 He hears a noise, and sees Uncle Billy entering the office.
 GEORGE
 Uncle Billy, talk to Harry. He's on 
 the telephone.
 George and Violet enter his private office. Uncle Billy comes 
 hurrying in.
 COUSIN TILLY
 Hurry, Uncle Billy, hurry. Long 
 distance, Washington.
 COUSIN EUSTACE
 Hey, here's Harry on the phone.
 COUSIN TILLY
 Harry, your nephew, remember?
 COUSIN EUSTACE
 (on phone)
 Here he is.
 Uncle Billy picks up the phone and speaks distractedly, 
 without knowing what he is saying.
 UNCLE BILLY
 (on phone)
 Hello... hello... Yes, Harry � yes... 
 everything... everything's fine.
 He hangs up agitatedly, muttering to himself as he goes into 
 his own office. Cousin Tilly and Cousin Eustace look after 
 him, dumbfounded.
 UNCLE BILLY
 I should have my head examined. Eight 
 thousand dollars. It's got to be 
 somewhere.
 INT. GEORGE'S OFFICE � DAY
 CLOSE SHOT � GEORGE AND VIOLET
 George has just finished writing something, and is slipping 
 the paper into an envelope.
 GEORGE
 (hands it to her)
 Here you are.
 VIOLET
 (bitterly)
 Character? If I had any character, 
 I'd...
 GEORGE
 It takes a lot of character to leave 
 your home town and start all over 
 again. He pulls some money from his 
 pocket, and offers it to her.
 VIOLET
 No, George, don't...
 GEORGE
 Here, now, you're broke, aren't you?
 VIOLET
 I know, but...
 GEORGE
 What do you want to do, hock your 
 furs, and that hat? Want to walk to 
 New York? You know, they charge for 
 meals and rent up there just the 
 same as they do in Bedford Falls.
 VIOLET
 (taking money)
 Yeah � sure...
 GEORGE
 It's a loan. That's my business. 
 Building and Loan. Besides, you'll 
 get a job. Good luck to you.
 She looks at him, then says a strange thing.
 VIOLET
 I'm glad I know you, George Bailey.
 She reaches up and kisses him on the cheek, leaving lipstick. 
 George opens the door for her.
 INT. OUTER OFFICE � DAY
 CLOSE SHOT
 As George and Violet come through the door, they are being 
 watched by Cousin Tilly, Cousin Eustace and the bank examiner, 
 who is still waiting to go to work on the books.
 GEORGE
 Say hello to New York for me.
 VIOLET
 Yeah � yeah... sure I will.
 GEORGE
 Now, let's hear from you...
 Violet sees the lipstick on George's cheek, and dabs at it 
 with her handkerchief.
 GEORGE
 What's the matter? Merry Christmas, 
 Vi.
 VIOLET
 Merry Christmas, George.
 She exits.
 MR. CARTER
 Mr. Bailey...
 GEORGE
 Oh, Mr. Carter, I'm sorry. I'll be 
 right with you.
 (to Cousin Tilly)
 Uncle Billy in?
 COUSIN TILLY
 Yeah, he's in his office.
 INT. DOORWAY TO UNCLE BILLY'S OFFICE � DAY
 CLOSE SHOT
 As George opens the door he sees Uncle Billy frantically 
 looking for the missing envelope. The office is in a mess, 
 drawers are opened, and papers scattered on the floor and on 
 the desk.
 GEORGE
 Unc... What's going on? The bank 
 examiner's here, and I...
 UNCLE BILLY
 (in dismay)
 He's here?
 GEORGE
 Yeah, yeah. He wants the accounts 
 payable...
 George stops short, suddenly aware of the tragic old eyes 
 looking up at him.
 GEORGE
 What's the matter with you?
 Uncle Billy gestures nervously for George to come in. He 
 does so and closes the door.
 INT. OUTER OFFICE � DAY
 MEDIUM SHOT
 Cousin Tilly is at her switchboard, and Cousin Eustace 
 standing beside her. Carter is still waiting in the doorway 
 to his office. Suddenly the door opens and George comes 
 striding out. He goes directly to the safe and starts 
 searching, but doesn't find the money. Then he goes to the 
 cash drawer in the counter, and looks through it.
 GEORGE
 Eustace...
 EUSTACE
 Yeah?
 GEORGE
 Come here a minute.
 Cousin Eustace runs over to George.
 GEORGE
 Did you see Uncle Billy with any 
 cash last night?
 COUSIN EUSTACE
 He had it on his desk counting it 
 before he closed up.
 EXT. MAIN STREET BEDFORD FALLS � DAY
 MEDIUM SHOT
 Uncle Billy and George are retracing the former's steps 
 through the snow, looking everywhere for the missing money. 
 They pause for a moment on the sidewalk.
 GEORGE
 Now look, did you buy anything?
 UNCLE BILLY
 Nothing. Not even a stick of gum.
 GEORGE
 All right. All right. Now we'll go 
 over every step you took since you 
 left the house.
 UNCLE BILLY
 This way.
 They continue on down the street on their search.
 EXT. WINDOW OF POTTER'S OFFICE IN BANK � DAY
 CLOSE SHOT
 Potter is peering through the slats of the Venetian blind, 
 watching them as they go.
 EXT. MAIN STREET BEDFORD FALLS � DAY
 MOVING SHOT
 George and Uncle Billy continue their search.
 WIPE TO:
 INT. UNCLE BILLY'S LIVING ROOM
 CLOSE SHOT
 A shabby, old-fashioned, gas-lit room which has been turned 
 almost inside out and upside down in an effort to locate the 
 missing money. Drawers of an old secretary have been pulled 
 out and are on the floor. Every conceivable place which might 
 have been used by Uncle Billy to put the money has been 
 searched. George, his hair rumpled, is feverishly pursuing 
 the search. Uncle Billy is seated behind the desk, his head 
 on his hands.
 GEORGE
 And did you put the envelope in your 
 pocket?
 UNCLE BILLY
 Yeah... yeah... maybe... maybe...
 GEORGE
 (shouts)
 Maybe � maybe! I don't want any maybe. 
 Uncle Billy, we've got to find that 
 money!
 UNCLE BILLY
 (piteously)
 I'm no good to you, George. I...
 GEORGE
 Listen to me. Do you have any secret 
 hiding place here in the house? 
 Someplace you could have put it? 
 Someplace to hide the money?
 UNCLE BILLY
 (exhausted)
 I've been over the whole house, even 
 in rooms that have been locked ever 
 since I lost Laura.
 Uncle Billy starts sobbing hysterically. George grabs him by 
 the lapels and shakes him.
 GEORGE
 (harshly)
 Listen to me! Listen to me! Think! 
 Think!
 UNCLE BILLY
 (sobbing)
 I can't think any more, George. I 
 can't think any more. It hurts...
 George jerks him to his feet and shakes him. Uncle Billy 
 stands before him like a frisked criminal, all his pockets 
 hanging out, empty. George's eyes and manner are almost 
 maniacal.
 GEORGE
 (screaming at him)
 Where's that money, you stupid, silly 
 old fool? Where's the money? Do you 
 realize what this means? It means 
 bankruptcy and scandal, and prison!
 He throws Uncle Billy down into his chair, and still shouts 
 at him:
 GEORGE
 That's what it means! One of us is 
 going to jail! Well, it's not going 
 to be me!
 George turns and heads for the door, kicking viciously at a 
 waste basket on the floor as he goes. Uncle Billy remains 
 sobbing at the table, his head in his arms.
 WIPE TO:
 INT. GEORGE'S LIVING ROOM � NIGHT
 CLOSE SHOT
 Janie (aged eight) is seated at the piano playing "Hark, the 
 Herald Angels Sing," which she practices during the remainder 
 of this scene. There is a Christmas tree all decorated near 
 the fireplace. At a large table Mary is busy putting 
 cellophane bows and decorations on gift packages. At a small 
 table Pete (aged nine) is seated with pad and pencil in the 
 throes of composition. On the floor Tommy (aged three) is 
 playing with a toy vacuum cleaner. We hear the SOUND of a 
 door open and close. Mary turns and sees George enter the 
 hall, a slight powdering of snow on his head and shoulders.
 INT. HALL � NIGHT
 CLOSE SHOT
 As George comes into the house.
 MARY
 Hello darling.
 CHILDREN
 Hello Daddy, hello daddy.
 MARY
 (indicating tree)
 How do you like it?
 George sneezes violently.
 MARY AND CHILDREN
 Bless you!
 MARY
 Did you bring the wreath?
 PETE
 Did you bring the Christmas wreath?
 GEORGE
 What? What wreath?
 MARY
 The Merry Christmas wreath for the 
 window.
 GEORGE
 (gruffly)
 No. I left it at the office.
 MARY
 Is it snowing?
 GEORGE
 Yeah, just started.
 MARY
 Where's your coat and hat?
 GEORGE
 Left them at the office.
 Mary stares at him, aware that something unusual has happened.
 MARY
 What's the matter?
 GEORGE
 (bitterly)
 Nothing's the matter. Everything's 
 all right.
 INT. LIVING ROOM � NIGHT
 CLOSE SHOT
 George slumps into an armchair and lifts Tommy onto his lap. 
 Mary is helping Pete decorate the Christmas tree.
 MARY
 Go on, Pete, you're a big boy. You 
 can put the star up. Way up at the 
 top. That's it. Fill in that little 
 bare spot right there. That's it.
 (to George)
 Isn't it wonderful about Harry? 
 We're famous, George. I'll bet I had 
 fifty calls today about the parade, 
 the banquet. Your mother's so excited, 
 she...
 During this scene, George has been sitting in the chair, 
 hugging Tommy to him, and crying quietly. Mary realizes that 
 something is seriously wrong, and breaks off. Janie is 
 thumping away at the piano.
 GEORGE
 Must she keep playing that?
 JANIE
 (hurt)
 I have to practice for the party 
 tonight, Daddy.
 PETE
 Mommy says we can stay up till 
 midnight and sing Christmas carols.
 TOMMY
 Can you sing, Daddy?
 MARY
 (to George)
 Better hurry and shave. The families 
 will be here soon.
 GEORGE
 (rising from chair)
 Families! I don't want the families 
 over here!
 Mary leads him out toward the kitchen.
 MARY
 Come on out in the kitchen with me 
 while I finish dinner.
 They exit with Tommy hanging onto George's coat-tails, and 
 pulling at him. CAMERA PANS WITH them.
 TOMMY
 Excuse me... excuse me...
 INT. HALL � NIGHT
 CLOSE SHOT
 As they go toward kitchen.
 MARY
 Have a hectic day?
 GEORGE
 (bitterly)
 Oh, yeah, another big red letter day 
 for the Baileys.
 PETE
 Daddy, the Browns next door have a 
 new car. You should see it.
 GEORGE
 (turns on him)
 Well, what's the matter with our 
 car? Isn't it good enough for you?
 PETE
 Yes, Daddy.
 TOMMY
 (tugging at coat)
 Excuse me, excuse me...
 INT. KITCHEN � NIGHT
 CLOSE SHOT
 They come through the door.
 GEORGE
 (annoyed)
 Excuse you for what?
 TOMMY
 I burped!
 MARY
 All right, darling, you're excused. 
 Now go upstairs and see what little 
 Zuzu wants.
 Tommy leaves, and Mary turns to the stove.
 GEORGE
 Zuzu! What's the matter with Zuzu?
 MARY
 Oh, she's got a cold. She's in bed. 
 Caught it coming home from school. 
 They gave her a flower for a prize 
 and she didn't want to crush it so 
 she didn't button up her coat.
 GEORGE
 What is it, a sore throat or what?
 MARY
 Just a cold. The doctor says it's 
 nothing serious.
 GEORGE
 The doctor? Was the doctor here?
 MARY
 Yes, I called him right away. He 
 says it's nothing to worry about.
 GEORGE
 Is she running a temperature? What 
 is it?
 MARY
 Just a teensie one � ninety-nine, 
 six. She'll be all right.
 George paces about the kitchen, worried.
 GEORGE
 Gosh, it's this old house. I don't 
 know why we don't all have pneumonia. 
 This drafty old barn! Might as well 
 be living in a refrigerator. Why did 
 we have to live here in the first 
 place and stay around this measly, 
 crummy old town?
 MARY
 (worried)
 George, what's wrong?
 GEORGE
 Wrong? Everything's wrong! You call 
 this a happy family? Why did we have 
 to have all these kids?
 PETE
 (coming in)
 Dad, how do you spell "frankincense"?
 GEORGE
 (shouts)
 I don't know. Ask your mother.
 George goes toward doorway.
 MARY
 Where're you going?
 GEORGE
 Going up to see Zuzu.
 We hear his footsteps as he leaves. Mary looks after him, 
 puzzled and concerned, then comes over to Pete.
 PETE
 He told me to write a play for 
 tonight.
 MARY
 F-R-A-N-K-I-N...
 INT. HALL � NIGHT
 MEDIUM CLOSE SHOT � GEORGE STARTS UP THE STAIRS
 The knob on the banister comes off in his hand, and for a 
 moment he has an impulse to hurl it into the living room. 
 Then, he replaces the knob, and goes on up the stairs.
 INT. ZUZU'S BEDROOM � NIGHT
 FULL SHOT
 The SOUND of Janie at the piano can be heard, the same 
 monotonous rhythm over and over. Zuzu (aged six) is sitting 
 up in her bed, the lamp burning beside her. She is holding 
 her prize flower. George tiptoes in. Then, as he sees she's 
 awake, he comes over, sitting on the edge of her bed.
 ZUZU
 Hi, Daddy.
 GEORGE
 Well, what happened to you?
 ZUZU
 I won a flower.
 She starts to get out of bed.
 GEORGE
 Wait now. Where do you think you're 
 going?
 ZUZU
 Want to give my flower a drink.
 GEORGE
 All right, all right. Here, give 
 Daddy the flower. I'll give it a 
 drink.
 She shakes her head and presses the flower to her. A few 
 petals fall off. She picks them up.
 ZUZU
 Look, Daddy... paste it.
 GEORGE
 Yeah, all right. Now, I'll paste 
 this together.
 She hands him the fallen petals and the flower. He turns his 
 back to Zuzu, pretending to be tinkering with the flower. He 
 sticks the fallen petals in his watch pocket, rearranges the 
 flower, and then turns back to Zuzu.
 GEORGE
 There it is, good as new.
 ZUZU
 Give the flower a drink.
 George puts the flower in a glass of water on the table beside 
 her bed.
 GEORGE
 Now, will you do something for me?
 CLOSEUP � GEORGE AND ZUZU
 They whisper.
 ZUZU
 What?
 GEORGE
 Will you try to get some sleep?
 ZUZU
 I'm not sleepy. I want to look at my 
 flower.
 GEORGE
 I know � I know, but you just go to 
 sleep, and then you can dream about 
 it, and it'll be a whole garden.
 ZUZU
 It will?
 GEORGE
 Uh-huh.
 She closes her eyes and relaxes on the bed. George pulls the 
 covers over her. He bends down and his lips touch a tendril 
 of the child's hair. Then he gets up and tiptoes out of the 
 room.
 INT. LIVING ROOM � NIGHT
 CLOSE SHOT
 Janie is still pounding with grim determination at the piano. 
 Pete is seated at the table writing. Tommy is playing with 
 his toy vacuum cleaner. The telephone rings.
 JANIE AND PETE
 Telephone.
 INT. LIVING ROOM � NIGHT
 CLOSE SHOT
 Mary comes in and picks up the phone.
 MARY
 I'll get it.
 (on phone)
 Hello. Yes, this is Mrs. Bailey.
 George enters shot, and stands listening to her.
 MARY
 Oh, thank you, Mrs. Welch. I'm sure 
 she'll be all right. The doctor says 
 that she ought to be out of bed in 
 time to have her Christmas dinner.
 GEORGE
 Is that Zuzu's teacher?
 MARY
 (hand over receiver)
 Yes.
 GEORGE
 Let me speak to her.
 He snatches the phone from Mary.
 GEORGE
 (on phone)
 Hello. Hello, Mrs. Welch? This is 
 George Bailey. I'm Zuzu's father. 
 Say, what kind of a teacher are you 
 anyway? What do you mean sending 
 her home like that, halfnaked? Do 
 you realize she'll probably end up 
 with pneumonia on account of you?
 MARY
 (shocked)
 George!
 She puts a restraining hand on his arm. He shakes it off. 
 She cannot know that George's tirade against Mrs. Welch is 
 really a tirade against the world, against life itself, 
 against God. Over the phone we hear Mrs. Welch's voice 
 sputtering with protest.
 GEORGE
 Is this the sort of thing we pay 
 taxes for � to have teachers like 
 you? Silly, stupid, careless people 
 who send our kids home without any 
 clothes on? You know, maybe my kids 
 aren't the best-dressed kids; maybe 
 they don't have any decent clothes...
 Mary succeeds in wresting the phone from George's hand.
 GEORGE
 Aw, that stupid...
 Mary speaks quickly in to the phone.
 MARY
 Hello, Mrs. Welch. I want to 
 apologize... hello... hello...
 (to George)
 She's hung up.
 GEORGE
 (savagely)
 I'll hang her up!
 But the telephone is suddenly alive with a powerful male 
 voice calling:
 MR. WELCH'S VOICE
 Now, who do you think you are?
 George hears this and grabs the receiver from Mary.
 GEORGE
 (to Mary)
 Wait a minute.
 (on phone)
 Hello? Who is this? Oh, Mr. Welch? 
 Okay, that's fine, Mr. Welch. Gives 
 me a chance to tell you what I really 
 think of your wife.
 Mary once more tries to take the phone from him.
 MARY
 George...
 GEORGE
 (raving at her)
 Will you get out and let me handle 
 this?
 (into phone � shouting)
 Hello? Hello? What? Oh, you will, 
 huh? Okay, Mr. Welch, any time you 
 think you're man enough... Hello? 
 Any...
 But before he can think of an insult to top Welch's, we hear 
 a click on the phone.
 GEORGE
 Oh...
 He hangs up the receiver, and turns toward the living room. 
 His face is flushed and wet.
 PETE
 Daddy, how do you spell "Hallelujah"?
 GEORGE
 (shouts)
 How should I know? What do you think 
 I am, a dictionary?
 He yells at Tommy, noisily playing with his vacuum cleaner.
 GEORGE
 Tommy, stop that! Stop it!
 Janie is still practicing at the piano, monotonously.
 GEORGE
 (savagely)
 Janie, haven't you learned that silly 
 tune yet? You've played it over and 
 over again. Now stop it! Stop it!
 INT. LIVING ROOM � NIGHT
 CLOSE SHOT
 The room has suddenly become ominously quiet, the only SOUND 
 being George's labored breathing. George goes over to a corner 
 of the room where his workshop is set up � a drawing table, 
 several models of modern buildings, bridges, etc. Savagely 
 he kicks over the models, picks up some books and hurls them 
 into the corner. Mary and the children watch, horrified. 
 George looks around and sees them staring at him as if he 
 were some unknown wild animal. The three children are crying.
 GEORGE
 (gasping for breath)
 I'm sorry, Mary, Janie. I'm sorry. I 
 didn't mean... you go on and practice. 
 Pete, I owe you an apology, too. I'm 
 sorry. What do you want to know?
 PETE
 (holding back his 
 tears)
 Nothing, Daddy.
 Mary and the children stare at him, stunned by his furious 
 outburst. There is silence in the room.
 GEORGE
 What's the matter with everybody? 
 Janie, go on. I told you to practice.
 (shouts)
 Now, go on, play!
 Janie breaks into sobs.
 JANIE
 Oh, Daddy...
 MARY
 (in an outburst)
 George, why must you torture the 
 children? Why don't you...
 The sight of Mary and the children suffering is too much for 
 George.
 GEORGE
 Mary...
 He looks around him, then quickly goes out the front door of 
 the house. Mary goes to the phone, picks it up.
 MARY
 Bedford, two-four-seven, please.
 PETE
 Is Daddy in trouble?
 JANIE
 Shall I pray for him?
 MARY
 Yes, Janie, pray very hard.
 TOMMY
 Me, too?
 MARY
 You too, Tommy.
 (on phone)
 Hello, Uncle Billy?
 WIPE TO:
 INT. POTTER'S OFFICE IN BANK � NIGHT � 8:00 P.M.
 MEDIUM CLOSEUP
 Potter is seated at his desk, his goon beside him. He is 
 signing some papers. George is seated in a chair before the 
 desk, without a hat or coat, covered lightly with snow.
 GEORGE
 I'm in trouble, Mr. Potter. I need 
 help. Through some sort of an 
 accident my company's short in their 
 accounts. The bank examiner's up 
 there today. I've got to raise eight 
 thousand dollars immediately.
 POTTER
 (casually)
 Oh, so that's what the reporters 
 wanted to talk to you about?
 GEORGE
 (incredulous)
 The reporters?
 POTTER
 Yes. They called me up from your 
 Building and Loan. Oh, there's a man 
 over there from the D.A.'s office, 
 too. He's looking for you.
 GEORGE
 (desperate)
 Please help me, Mr. Potter. Help me, 
 won't you please? Can't you see what 
 it means to my family? I'll pay you 
 any sort of a bonus on the loan... 
 any interest. If you still want the 
 Building and Loan, why I...
 POTTER
 (interrupting)
 George, could it possibly be there's 
 a slight discrepancy in the books?
 GEORGE
 No, sir. There's nothing wrong with 
 the books. I've just misplaced eight 
 thousand dollars. I can't find it 
 anywhere.
 POTTER
 (looking up)
 You misplaced eight thousand dollars?
 GEORGE
 Yes, sir.
 POTTER
 Have you notified the police?
 GEORGE
 No, sir. I didn't want the publicity. 
 Harry's homecoming tomorrow...
 POTTER
 (snorts)
 They're going to believe that one. 
 What've you been doing, George? 
 Playing the market with the company's 
 money?
 GEORGE
 No, sir. No, sir. I haven't.
 POTTER
 What is it � a woman, then? You know, 
 it's all over town that you've been 
 giving money to Violet Bick.
 GEORGE
 (incredulous)
 What?
 POTTER
 Not that it makes any difference to 
 me, but why did you come to me? Why 
 don't you go to Sam Wainwright and 
 ask him for the money?
 GEORGE
 I can't get hold of him. He's in 
 Europe.
 POTTER
 Well, what about all your other 
 friends?
 GEORGE
 They don't have that kind of money, 
 Mr. Potter. You know that. You're 
 the only one in town that can help 
 me.
 POTTER
 I see. I've suddenly become quite 
 important. What kind of security 
 would I have, George? Have you got 
 any stocks?
 GEORGE
 (shaking his head)
 No, sir.
 POTTER
 Bonds? Real estate? Collateral of 
 any kind?
 GEORGE
 (pulls out policy)
 I have some life insurance, a fifteen 
 thousand dollar policy.
 POTTER
 Yes... how much is your equity in 
 it?
 GEORGE
 Five hundred dollars.
 POTTER
 (sarcastically)
 Look at you. You used to be so cocky! 
 You were going to go out and conquer 
 the world! You once called me a 
 warped, frustrated old man. What are 
 you but a warped, frustrated young 
 man? A miserable little clerk crawling 
 in here on your hands and knees and 
 begging for help. No securities � no 
 stocks � no bonds � nothing but a 
 miserable little five hundred dollar 
 equity in a life insurance policy. 
 You're worth more dead than alive. 
 Why don't you go to the riff-raff 
 you love so much and ask them to let 
 you have eight thousand dollar? You 
 know why? Because they'd run you out 
 of town on a rail... But I'll tell 
 you what I'm going to do for you, 
 George. Since the state examiner is 
 still here, as a stockholder of the 
 Building and Loan, I'm going to swear 
 out a warrant for your arrest. 
 Misappropriation of funds � 
 manipulation � malfeasance...
 George turns and starts out of the office as Potter picks up 
 the phone and dials.
 POTTER
 All right, George, go ahead. You 
 can't hide in a little town like 
 this.
 George is out of the door by now. CAMERA MOVES CLOSER to 
 Potter.
 POTTER
 (on phone)
 Bill? This is Potter.
 EXT. MAIN STREET BEDFORD FALLS � NIGHT
 MEDIUM CLOSE SHOT
 George comes out of the bank into the falling snow. He crosses 
 the street, tugs at the door of his old car, finally steps 
 over the door, and drives off.
 EXT. MARTINI'S BAR � NIGHT
 MEDIUM CLOSE SHOT
 An attractive little roadside tavern, with the name 
 "Martini's" in neon lights on the front wall.
 INT. MARTINI'S BAR � NIGHT
 CLOSE SHOT
 The place is an Italian restaurant with bar. The bottles 
 sparkle. There are Christmas greens and holly decorating 
 the place. It has a warm, welcoming spirit, like Martini 
 himself, who is welcoming new arrivals. The booths and the 
 checkered-cloth-covered tables are full. There is an air of 
 festivity and friendliness, and more like a party than a 
 public drinking place. George is seated at the bar � he has 
 had a great deal to drink, far more than he's accustomed to.
 MARTINI'S VOICE
 (greeting new customers)
 Merry Christmas. Glad you came.
 MAN'S VOICE
 How about some of that good spaghetti?
 MARTINI'S VOICE
 We got everything.
 During this, CAMERA MOVES CLOSER to George. Nick, the 
 bartender, is watching him solicitously. Seated on the other 
 side of George is a burly individual, drinking a glass of 
 beer. George is mumbling:
 GEORGE
 God... God... Dear Father in Heaven, 
 I'm not a praying man, but if you're 
 up there and you can hear me, show 
 me the way. I'm at the end of my 
 rope. Show me the way, God.
 NICK
 (friendly)
 Are you all right, George? Want 
 someone to take you home?
 George shakes his head. Martini comes over to his side.
 MARTINI
 (worried)
 Why you drink so much, my friend? 
 Please go home, Mr. Bailey. This is 
 Christmas Eve.
 The ugly man next to George, who has been listening, reacts 
 sharply to the name "Bailey."
 MAN
 Bailey? Which Bailey?
 NICK
 This is Mr. George Bailey.
 Without any warning, the burly man throws a vicious punch at 
 George, who goes down and out. Martini, Nick and several 
 others rush to pick him up.
 MAN
 (to George)
 And the next time you talk to my 
 wife like that you'll get worse. She 
 cried for an hour. It isn't enough 
 she slaves teaching your stupid kids 
 how to read and write, and you have 
 to bawl her out...
 MARTINI
 (furious)
 You get out of here, Mr. Welch!
 Mr. Welch reaches in his pocket for money.
 WELCH
 Now wait... I want to pay for my 
 drink.
 MARTINI
 Never mind the money. You get out of 
 here quick.
 WELCH
 All right.
 MARTINI
 You hit my best friend. Get out!
 Nick and Martini shove Welch out the door, then run back to 
 help George to his feet. George's mouth is cut and bleeding.
 NICK
 You all right, George?
 GEORGE
 (stunned)
 Who was that?
 MARTINI
 He's gone. Don't worry. His name is 
 Welch. He don't come in to my place 
 no more.
 GEORGE
 Oh � Welch. That's what I get for 
 praying.
 MARTINI
 The last time he come in here. You 
 hear that, Nick?
 NICK
 Yes, you bet.
 GEORGE
 Where's my insurance policy?
 (finds it in pocket)
 Oh, here...
 He starts for the door.
 MARTINI
 Oh, no, Please, don't go out this 
 way, Mr. Bailey.
 GEORGE
 I'm all right.
 Nick and Martini try to stop him, but he shrugs them off.
 MARTINI
 Oh, no � you don't feel so good.
 GEORGE
 I'm all right.
 MARTINI
 Please don't go away � please!
 George opens the door and exits to the street.
 WIPE TO:
 EXT. RESIDENTIAL STREET � NIGHT
 MEDIUM SHOT
 George's car comes along the empty street, through the falling 
 snow, suddenly swerves and crashes into a tree near the 
 sidewalk of a house. George gets out to look at the damage, 
 and savagely kicks at the open door of the car, trying to 
 shut it. The noise brings the owner of the house running 
 out.
 OWNER
 What do you think you're doing?
 CLOSE SHOT
 George stands unsteadily near the car, shaken by the accident. 
 The front lights are broken and the fender is ripped. George 
 stands dully looking at the damage. The owner comes up, 
 looking at his tree. He leans over to examine the damages.
 OWNER
 (with indignation)
 Now look what you did. My 
 greatgrandfather planted this tree.
 George staggers off down the street, paying no attention to 
 the man.
 OWNER
 Hey, you... Hey, you! Come back here, 
 you drunken fool! Get this car out 
 of here!
 EXT. BRIDGE OVER RIVER � NIGHT
 MEDIUM LONG SHOT
 George is crossing the approach to the bridge when a truck 
 swings around the corner and nearly hits him.
 DRIVER
 Hey, what's the matter with you? 
 Look where you're going!
 The truck turns onto the bridge, and George takes a narrow 
 catwalk at the railing.
 CLOSE SHOT
 George has stopped by the railing at the center of the bridge. 
 The snow is now falling hard.
 EXT. RIVER � NIGHT
 MEDIUM CLOSE SHOT
 CAMERA SHOOTING DOWN from George's angle TO the water, dotted 
 with floating ice, passing under the bridge.
 EXT. BRIDGE AT RAILING � NIGHT
 CLOSEUP � GEORGE
 He stares down at the water, desperate, trying to make up 
 his mind to act. He leans over looking at the water, 
 fascinated, glances furtively around him, hunches himself as 
 though about to jump.
 MEDIUM CLOSE SHOT
 From above George a body hurtles past and lands in the water 
 with a loud splash. George looks down, horrified.
 VOICE
 (from river)
 Help! Help!
 George quickly takes off his coat and dives over the railing 
 into the water.
 CLOSER ANGLE
 George comes up, sees the man flailing about in the water, 
 and CAMERA PANS WITH him as he swims toward the man.
 MAN
 Help! Help! Help!
 EXT. TOLL HOUSE ON BRIDGE � NIGHT
 CLOSE SHOT
 The toll house keeper, hearing the cries for help, comes 
 running out on the bridge with a flashlight, which he shines 
 on the two figures struggling in the water below.
 EXT. RIVER � NIGHT
 CLOSE SHOT
 The man in the water is Clarence, the angel whose voice we 
 have heard speaking from Heaven. George reaches him, grabs 
 hold of him, and starts swimming for shore.
 WIPE TO:
 INT. TOLL HOUSE ON BRIDGE � NIGHT
 MEDIUM SHOT � GEORGE, CLARENCE, AND THE TOLLKEEPER
 George is seated before a wood-burning stove before which 
 his clothes are drying on a line. He is in his long winter 
 underwear. He is sipping a mug of hot coffee, staring at 
 the stove, cold, gloomy and drunk, ignoring Clarence and the 
 tollkeeper, preoccupied by his near suicide and his unsolved 
 problems. Clarence is standing on the other side of the 
 stove, putting on his undershirt. This is a ludicrous 
 seventeenth century garment which looks like a baby's night 
 shirt � with embroidered cuffs and collar, and gathered at 
 the neck with a drawstring. It falls below his knees. The 
 tollkeeper is seated against the wall eyeing them 
 suspiciously. Throughout the scene he attempts to spit, but 
 each time is stopped by some amazing thing Clarence does or 
 says. Clarence becomes aware that his garment is amazing 
 the tollkeeper.
 CLARENCE
 I didn't have time to get some stylish 
 underwear. My wife gave me this on 
 my last birthday. I passed away in 
 it.
 The tollkeeper, about to spit, is stopped in the middle of 
 it by this remark. Clarence, secretly trying to get George's 
 attention, now picks up a copy of "Tom Sawyer" which is 
 hanging on the line, drying. He shakes the book.
 CLARENCE
 Oh, Tom Sawyer's drying out, too. 
 You should read the new book Mark 
 Twain's writing now.
 The tollkeeper stares at him incredulously.
 TOLLKEEPER
 How'd you happen to fall in?
 CLARENCE
 I didn't fall in. I jumped in to 
 save George.
 George looks up, surprised.
 GEORGE
 You what? To save me?
 CLARENCE
 Well, I did, didn't I? You didn't go 
 through with it, did you?
 GEORGE
 Go through with what?
 CLARENCE
 Suicide.
 George and the tollkeeper react to this.
 TOLLKEEPER
 It's against the law to commit suicide 
 around here.
 CLARENCE
 Yeah, it's against the law where I 
 come from, too.
 TOLLKEEPER
 Where do you come from?
 He leans forward to spit, but is stopped by Clarence's next 
 statement.
 CLARENCE
 Heaven.
 (to George)
 I had to act quickly; that's why I 
 jumped in. I knew if I were drowning 
 you'd try to save me. And you see, 
 you did, and that's how I saved you.
 The tollkeeper becomes increasingly nervous. George casually 
 looks at the strange smiling little man a second time.
 GEORGE
 (offhand)
 Very funny.
 CLARENCE
 Your lip's bleeding, George.
 George's hand goes to his mouth.
 GEORGE
 Yeah, I got a bust in the jaw in 
 answer to a prayer a little bit ago.
 CLARENCE
 (comes around to George)
 Oh, no � no � no. I'm the answer to 
 your prayer. That's why I was sent 
 down here.
 GEORGE
 (casually interested)
 How do you know my name?
 CLARENCE
 Oh, I know all about you. I've watched 
 you grow up from a little boy.
 GEORGE
 What are you, a mind reader or 
 something?
 CLARENCE
 Oh, no.
 GEORGE
 Well, who are you, then?
 CLARENCE
 Clarence Odbody, A-S-2.
 GEORGE
 Odbody... A-S-2. What's that A-S-2?
 CLARENCE
 Angel, Second Class.
 The tollkeeper's chair slips out from under him with a crash. 
 He has been leaning against the wall on it, tipped back on 
 two legs. Tollkeeper rises and makes his way warily out the 
 door. From his expression he looks like he'll call the nearest 
 cop.
 CLARENCE
 (to tollkeeper)
 Cheerio, my good man.
 George rubs his head with his hand, to clear his mind.
 GEORGE
 Oh, brother. I wonder what Martini 
 put in those drinks?
 He looks up at Clarence standing beside him.
 GEORGE
 Hey, what's with you? What did you 
 say just a minute ago? Why'd you 
 want to save me?
 CLARENCE
 That's what I was sent down for. I'm 
 your guardian angel.
 GEORGE
 I wouldn't be a bit surprised.
 CLARENCE
 Ridiculous of you to think of killing 
 yourself for money. Eight thousand 
 dollars.
 GEORGE
 (bewildered)
 Yeah... just things like that. Now 
 how'd you know that?
 CLARENCE
 I told you � I'm your guardian angel. 
 I know everything about you.
 GEORGE
 Well, you look about like the kind 
 of an angel I'd get. Sort of a fallen 
 angel, aren't you? What happened to 
 your wings?
 CLARENCE
 I haven't won my wings yet. That's 
 why I'm an angel Second Class.
 GEORGE
 I don't know whether I like it very 
 much being seen around with an angel 
 without any wings.
 CLARENCE
 Oh, I've got to earn them, and you'll 
 help me, won't you?
 GEORGE
 (humoring him)
 Sure, sure. How?
 CLARENCE
 By letting me help you.
 GEORGE
 Only one way you can help me. You 
 don't happen to have eight thousand 
 bucks on you?
 CLARENCE
 Oh, no, no. We don't use money in 
 Heaven.
 GEORGE
 Oh, that's right, I keep forgetting. 
 Comes in pretty handy down here, 
 bub.
 CLARENCE
 Oh, tut, tut, tut.
 GEORGE
 I found it out a little late. I'm 
 worth more dead than alive.
 CLARENCE
 Now look, you mustn't talk like that. 
 I won't get my wings with that 
 attitude. You just don't know all 
 that you've done. If it hadn't been 
 for you...
 GEORGE
 (interrupts)
 Yeah, if it hadn't been for me, 
 everybody'd be a lot better off. My 
 wife, and my kids and my friends.
 (annoyed with Clarence)
 Look, little fellow, go off and haunt 
 somebody else, will you?
 CLARENCE
 No, you don't understand. I've got 
 my job...
 GEORGE
 (savagely)
 Aw, shut up, will you.
 Clarence is not getting far with George. He glances up, paces 
 across the room, thoughtfully.
 CLARENCE
 (to himself)
 Hmmm, this isn't going to be so easy.
 (to George)
 So you still think killing yourself 
 would make everyone feel happier, 
 eh?
 GEORGE
 (dejectedly)
 Oh, I don't know. I guess you're 
 right. I suppose it would have been 
 better if I'd never been born at 
 all.
 CLARENCE
 What'd you say?
 GEORGE
 I said I wish I'd never been born.
 CLARENCE
 Oh, you mustn't say things like that. 
 You...
 (gets an idea)
 ...wait a minute. Wait a minute. 
 That's an idea.
 (glances up toward 
 Heaven)
 What do you think? Yeah, that'll do 
 it. All right.
 (to George)
 You've got your wish. You've never 
 been born.
 As Clarence speaks this line, the snow stops falling outside 
 the building, a strong wind springs up which blows open the 
 door to the shack. Clarence runs to close the door.
 CLARENCE
 (looking upward)
 You don't have to make all that fuss 
 about it.
 As Clarence speaks, George cocks his head curiously, favoring 
 his deaf ear, more interested in his hearing than in what 
 Clarence has said.
 GEORGE
 What did you say?
 CLARENCE
 You've never been born. You don't 
 exist. You haven't a care in the 
 world.
 George feels his ear as Clarence talks.
 CLARENCE
 No worries � no obligations � no 
 eight thousand dollars to get � no 
 Potter looking for you with the 
 Sheriff.
 CLOSEUP � GEORGE AND CLARENCE
 George indicates his bad ear.
 GEORGE
 Say something else in that ear.
 CLARENCE
 (bending down)
 Sure. You can hear out of it.
 GEORGE
 Well, that's the doggonedest thing... 
 I haven't heard anything out of that 
 ear since I was a kid. Must have 
 been that jump in the cold water.
 CLARENCE
 Your lip's stopped bleeding, too, 
 George.
 George feels his lip, which shows no sign of the recent cut 
 he received from Welch. He is now thoroughly confused.
 GEORGE
 What do you know about that... What's 
 happened?
 MEDIUM CLOSE SHOT
 George looks around, as though to 
 get his bearings.
 GEORGE
 It's stopped snowing out, hasn't it? 
 What's happened here?
 (standing up)
 Come on, soon as these clothes of 
 ours are dry...
 CLARENCE
 Our clothes are dry.
 George feels the clothes on the line.
 GEORGE
 What do you know about that? Stove's 
 hotter than I thought. Now, come on, 
 get your clothes on, and we'll stroll 
 up to my car and get...
 They start dressing. George interrupts himself.
 GEORGE
 Oh, I'm sorry. I'll stroll. You fly.
 CLARENCE
 I can't fly. I haven't got any wings.
 GEORGE
 You haven't got your wings. Yeah, 
 that's right.
 WIPE TO:
 EXT. STREET � NIGHT
 MEDIUM SHOT
 This is the same empty street where George's car swerved 
 into the tree near the sidewalk. George and Clarence come 
 into shot and up to the spot where George had left his car 
 smashed against the tree. George looks around, but his car 
 is nowhere to be seen, and the tree is undamaged.
 CLARENCE
 What's the matter?
 GEORGE
 (puzzled)
 Well, this is where I left my car 
 and it isn't here.
 CLARENCE
 You have no car.
 GEORGE
 Well, I had a car, and it was right 
 here. I guess somebody moved it.
 CLOSE SHOT � AT CURB
 The owner of the house passes with some Christmas packages 
 under his arm.
 OWNER
 (politely)
 Good evening.
 GEORGE
 Oh, say... Hey... where's my car?
 OWNER
 I beg your pardon?
 GEORGE
 My car, my car. I'm the fellow that 
 owns the car that ran into your tree.
 OWNER
 What tree?
 GEORGE
 What do you mean, what tree? This 
 tree. Here, I ran into it. Cut a 
 big gash in the side of it here.
 The owner bends down to examine the trunk of the tree, then 
 straightens up and smells George's breath. He backs away.
 OWNER
 You must mean two other trees. You 
 had me worried. One of the oldest 
 trees in Pottersville.
 GEORGE
 (blankly)
 Pottersville? Why, you mean Bedford 
 Falls.
 OWNER
 I mean Pottersville.
 (sharply)
 Don't you think I know where I live? 
 What's the matter with you?
 The owner proceeds toward his house. George is completely 
 bewildered.
 GEORGE
 Oh, I don't know. Either I'm off my 
 nut, or he is...
 (to Clarence)
 ...or you are!
 CLARENCE
 It isn't me!
 GEORGE
 Well, maybe I left the car up at 
 Martini's. Well, come on, Gabriel.
 He puts his arm around Clarence, and they start off up the 
 road.
 CLARENCE
 (as they go)
 Clarence!
 GEORGE
 Clarence! Clarence!
 WIPE TO:
 INT. NICK'S BAR � NIGHT
 CLOSE SHOT
 It is Martini's place, but almost unrecognizable. The cheerful 
 Italian feeling is gone. It is now more of a hard-drinking 
 joint, a honky-tonk. Same bar, tables have no covers. People 
 are lower down and tougher. Nick the bartender is behind the 
 bar. George and Clarence come in. George does not notice the 
 difference, but Clarence is all eyes and beaming. They go up 
 to the bar.
 GEORGE
 (as they come in)
 That's all right. Go on in. Martini's 
 a good friend of mine.
 Two people leave the bar as they approach.
 GEORGE
 There's a place to sit down. Sit 
 down.
 MEDIUM CLOSEUP
 Nick is wiping off the bar as they 
 sit down.
 GEORGE
 Oh, hello, Nick. Hey, where's Martini?
 NICK
 You want a martini?
 GEORGE
 No, no, Martini. Your boss. Where is 
 he?
 NICK
 (impatient)
 Look, I'm the boss. You want a drink 
 or don't you?
 GEORGE
 Okay � all right. Double bourbon, 
 quick, huh?
 NICK
 Okay.
 (to Clarence)
 What's yours?
 CLARENCE
 I was just thinking...
 (face puckers up with 
 delicious anticipation)
 It's been so long since I...
 NICK
 (impatient)
 Look, mister, I'm standing here 
 waiting for you to make up your mind.
 CLARENCE
 (appreciatively)
 That's a good man. I was just thinking 
 of a flaming rum punch. No, it's not 
 cold enough for that. Not nearly 
 cold enough... Wait a minute... 
 wait a minute... I got it. Mulled 
 wine, heavy on the cinnamon and light 
 on the cloves. Off with you, me lad, 
 and be lively!
 NICK
 Hey, look mister, we serve hard drinks 
 in here for men who want to get drunk 
 fast. And we don't need any 
 characters around to give the joint 
 atmosphere. Is that clear? Or do I 
 have to slip you my left for a 
 convincer?
 As he says this, Nick leans over the counter and puts his 
 left fist nearly in Clarence's eye. Clarence is puzzled by 
 this conduct.
 CLARENCE
 (to George)
 What's he talking about?
 GEORGE
 (soothingly)
 Nick � Nick, just give him the same 
 as mine. He's okay.
 NICK
 Okay.
 Nick turns away to get the drinks.
 GEORGE
 What's the matter with him. I never 
 saw Nick act like that before.
 CLARENCE
 You'll see a lot of strange things 
 from now on.
 GEORGE
 Oh, yeah. Hey, little fellow � you 
 worry me. You got someplace to sleep?
 CLARENCE
 No.
 GEORGE
 You don't huh? Well, you got any 
 money?
 Nick is listening suspiciously to this conversation.
 CLARENCE
 No.
 GEORGE
 No wonder you jumped in the river.
 CLARENCE
 I jumped in the river to save you so 
 I could get my wings.
 Nick stops pouring the drinks, bottle poised in his hand.
 GEORGE
 Oh, that's right.
 A cash register bell rings off stage. Clarence reacts to the 
 SOUND of the bell.
 CLARENCE
 Oh-oh. Somebody's just made it.
 GEORGE
 Made what?
 CLARENCE
 Every time you hear a bell ring, it 
 means that some angel's just got his 
 wings.
 George glances up at Nick.
 GEORGE
 Look, I think maybe you better not 
 mention getting your wings around 
 here.
 CLARENCE
 Why? Don't they believe in angels?
 GEORGE
 (looking at Nick)
 A... Yeah, but... you know...
 CLARENCE
 Then why should they be surprised 
 when they see one?
 GEORGE
 (to Nick)
 He never grew up. He's...
 (to Clarence)
 How old are you, anyway, Clarence?
 CLARENCE
 Two hundred and ninety-three...
 (thinks)
 ...next May.
 Nick slams the bottle down on the counter.
 NICK
 That does it! Out you two pixies go, 
 through the door or out the window!
 GEORGE
 Look, Nick. What's wrong?
 NICK
 (angrily)
 And that's another thing. Where do 
 you come off calling me Nick?
 GEORGE
 Well, Nick, that's your name, isn't 
 it?
 NICK
 What's that got to do with it? I 
 don't know you from Adam's off ox.
 (sees someone come in)
 Hey, you! Rummy! Come here! Come 
 here!
 CLOSE SHOT
 A small wreck of a man, with weak, watery eyes. Obviously a 
 broken-down panhandler, his hat in his hand.
 CLOSEUP � GEORGE
 He can hardly believe his eyes. It is Gower the druggist.
 BACK TO SHOT � NICK AT THE BAR
 NICK
 (to Gower)
 Didn't I tell you never to come 
 panhandling around here?
 Nick picks up a seltzer bottle, and squirts Gower in the 
 face with it. The crowd laugh brutally. Gower smiles weakly 
 as the soda runs off his face.
 CLOSE SHOT
 George, horrified, leaps up and goes over to Gower.
 GEORGE
 Mr. Gower! Mr. Gower! This is George 
 Bailey! Don't you know me?
 GOWER
 No. No.
 NICK
 (to his bouncers)
 Throw him out. Throw him out.
 The bouncers throw Gower out the front door. George rushes 
 back to the bar.
 GEORGE
 (bewildered)
 Hey, what is... Hey, Nick, Nick... 
 Isn't that Mr. Gower, the druggist?
 NICK
 You know, that's another reason for 
 me not to like you. That rumhead 
 spent twenty years in jail for 
 poisoning a kid. If you know him, 
 you must be a jailbird yourself.
 (to his bouncers)
 Would you show these gentlemen to 
 the door.
 BOUNCER
 Sure. This way, gentlemen.
 EXT. NICK'S BAR � NIGHT
 CLOSE SHOT
 George and Clarence come flying through the door and land in 
 the snow.
 INT. NICK'S BAR � NIGHT
 CLOSE SHOT
 Nick at the cash register, busily ringing the bell.
 NICK
 Hey! Get me! I'm giving out wings!
 EXT. NICK'S BAR � NIGHT
 CLOSE SHOT
 George and Clarence lying in the snow. George has a strange, 
 puzzled look on his face. They remain for a moment as they 
 landed, looking at each other.
 CLARENCE
 You see, George, you were not there 
 to stop Gower from putting that poison 
 into the...
 GEORGE
 What do you mean, I wasn't there? I 
 remember distinctly...
 George catches a glimpse of the front of the building with 
 the neon sign over the door. It now reads "NICK'S PLACE" 
 instead of "MARTINI'S."
 George and Clarence get to their feet.
 GEORGE
 (exasperated)
 What the... hey, what's going on 
 around here? Why, this ought to be 
 Martini's place.
 He points to the sign, and looks at Clarence. Clarence sort 
 of hangs his head. George fixes him with a very interested 
 look.
 GEORGE
 Look, who are you?
 CLARENCE
 (patiently)
 I told you, George. I'm your guardian 
 angel.
 George, still looking at him, goes up to him and pokes his 
 arm. It's flesh.
 GEORGE
 Yeah, yeah, I know. You told me that. 
 What else are you? What... are you a 
 hypnotist?
 CLARENCE
 No, of course not.
 GEORGE
 Well then, why am I seeing all these 
 strange things?
 CLARENCE
 Don't you understand, George? It's 
 because you were not born.
 GEORGE
 Then if I wasn't born, who am I?
 CLARENCE
 You're nobody. You have no identity.
 George rapidly searches his pockets for identification, but 
 without success.
 GEORGE
 What do you mean, no identity? My 
 name's George Bailey.
 CLARENCE
 There is no George Bailey. You have 
 no papers, no cards, no driver's 
 license, no 4-F card, no insurance 
 policy...
 (he says these things 
 as George searches 
 for them)
 George looks in his watch pocket.
 CLARENCE
 They're not there, either.
 GEORGE
 What?
 CLARENCE
 Zuzu's petals.
 George feverishly continues to turn his pockets inside out.
 CLARENCE
 You've been given a great gift, 
 George. A chance to see what the 
 world would be like without you.
 George is completely befuddled.
 GEORGE
 (shaking his head)
 Now wait a minute, here. Wait a minute 
 here. As, this is some sort of a 
 funny dream I'm having here. So long, 
 mister, I'm going home.
 He starts off. Clarence rises.
 CLARENCE
 Home? What home?
 GEORGE
 (furious)
 Now shut up! Cut it out! You're... 
 you're... you're crazy! That's what 
 I think... you're screwy, and you're 
 driving me crazy, too! I'm seeing 
 things. I'm going home and see my 
 wife and family. Do you understand 
 that? And I'm going home alone!
 George strides off hurriedly. Clarence slowly follows him, 
 glancing up toward Heaven as he goes.
 CLARENCE
 How'm I doing, Joseph. Thanks.
 (pause)
 No, I didn't have a drink!
 WIPE TO:
 EXT. STREET � NIGHT
 MEDIUM SHOT � GEORGE MOVES INTO THE SCENE
 The sign bearing the name of the town reads: "Pottersville." 
 George looks at it in surprise, then starts up the street 
 toward the main part of town. As he goes, CAMERA MOVES WITH 
 him. The character of the place has completely changed. Where 
 before it was a quiet, orderly small town, it has now become 
 in nature like a frontier village. We see a SERIES OF SHOTS 
 of night clubs, cafes, bars, liquor stores, pool halls and 
 the like, with blaring jazz MUSIC issuing from the majority 
 of them. The motion picture theatre has become a burlesque 
 house. Gower's drugstore is now a pawnbroker's establishment, 
 and so on.
 CLOSE SHOT
 George stops before what used to be the offices of the 
 Building and Loan. There is a garish electric sign over the 
 entrance reading: "Welcome Jitterbugs." A crowd of people 
 are watching the police, who are raiding the place, and 
 dragging out a number of screaming women, whom they throw 
 into a patrol wagon. George talks to one of the cops:
 GEORGE
 Hey... hey. Where did the Building 
 and Loan move to?
 COP
 The Building and what?
 GEORGE
 The Bailey Building and Loan. It was 
 up there.
 COP
 They went out of business years ago.
 MEDIUM CLOSEUP
 George sees the struggling figure of Violet Bick, arrayed as 
 a tart, being dragged into the patrol wagon.
 GEORGE
 Hey, Violet!
 (to the cop)
 Hey, listen � that's Violet Bick!
 COP
 I know. I know.
 GEORGE
 I know that girl!
 The cop shoves George to one side. He looks around and sees 
 Ernie's taxi cruising slowly by.
 GEORGE
 Hey, Ernie � Ernie!
 EXT. STREET � NIGHT
 CLOSE SHOT
 Ernie stops the cab, and George enters it.
 GEORGE
 Ernie, take me home. I'm off my nut!
 ERNIE
 (a much harder Ernie)
 Where do you live?
 GEORGE
 Aw, now, doggone it, Ernie, don't 
 you start pulling that stuff. You 
 know where I live. Three-twenty 
 Sycamore. Now hurry up.
 ERNIE
 Okay. Three-twenty Sycamore?...
 GEORGE
 Yeah � yeah � hurry up. Zuzu's sick.
 ERNIE
 All right. He pulls down the flag 
 on the meter and starts the cab.
 INT. CAB � NIGHT
 MEDIUM CLOSEUP � GEORGE AND ERNIE
 Ernie is puzzled by the stranger.
 GEORGE
 Look here, Ernie, straighten me out 
 here. I've got some bad liquor or 
 something. Listen to me now. Now, 
 you are Ernie Bishop, and you live 
 in Bailey Park with your wife and 
 kid? That's right, isn't it?
 ERNIE
 (suspiciously)
 You seen my wife?
 GEORGE
 (exasperated)
 Seen your wife? I've been to your 
 house a hundred times.
 ERNIE
 Look, bud, what's the idea? I live 
 in a shack in Potter's Field and my 
 wife ran away three years ago and 
 took the kid... And I ain't never 
 seen you before in my life.
 GEORGE
 Okay. Just step on it. Just get me 
 home.
 Ernie turns to driving, but he's worried about his passenger. 
 As he passes the burlesque house he sees Bert the cop standing 
 beside his police car. Attracting his attention, he motions 
 to Bert to follow him, indicating he has a nut in the back. 
 Bert gets into his car and follows.
 WIPE TO:
 EXT. GEORGE'S HOUSE � NIGHT
 MEDIUM LONG SHOT
 The taxi pulls up to the curb and stops.
 MEDIUM CLOSE SHOT
 The cab is parked. George gets out and looks at the house.
 ERNIE
 Is this the place?
 GEORGE
 Of course it's the place.
 ERNIE
 Well, this house ain't been lived in 
 for twenty years.
 EXT. HOUSE � NIGHT
 MEDIUM SHOT
 George is stopped momentarily by the appearance of the house. 
 Windows are broken, the porch sags, one section of the roof 
 has fallen, doors and shutters hang askew on their hinges. 
 Like a doomed man, George approaches the house.
 EXT. CAB � NIGHT
 MEDIUM CLOSE SHOT
 The police car has pulled up beside the cab, and Bert and 
 Ernie stand watching George's actions.
 BERT
 What's up, Ernie?
 ERNIE
 I don't know, but we better keep an 
 eye on this guy. He's bats.
 Ernie switches on the spotlight on his cab, and turns the 
 beam toward the old house.
 INT. HALLWAY GEORGE'S HOUSE � NIGHT
 CLOSE SHOT
 The interior of the house is lit up here and there, ghostlike, 
 by Ernie's spotlight. No furniture, cobwebs, wallpaper hanging 
 and swinging � stairs are broken and collapsed. In a voice 
 that sounds like a cry for help, George yells out:
 GEORGE
 Mary! Mary! Tommy! Pete! Janie! Zuzu! 
 Where are you?
 Clarence suddenly appears leaning against a wall.
 CLARENCE
 They're not here, George. You have 
 no children.
 GEORGE
 (ignoring him)
 Where are you?
 (then, to Clarence)
 What have you done with them?
 INT. DOORWAY � NIGHT
 CLOSE SHOT
 Bert is standing in the entrance, with his gun in his hand. 
 Ernie is a few feet behind him, ready to run.
 BERT
 All right, put up your hands. No 
 fast moves. Come on out here, both 
 of you.
 GEORGE
 Bert! Thank heaven you're here!
 He rushes toward Bert.
 BERT
 Stand back.
 GEORGE
 Bert, what's happened to this house? 
 Where's Mary? Where's my kids?
 ERNIE
 (warningly)
 Watch him, Bert.
 BERT
 Come on, come on.
 GEORGE
 (bewildered)
 Bert � Ernie! What's the matter with 
 you two guys? You were here on my 
 wedding night. You, both of you, 
 stood out here on the porch and sung 
 to us, don't you remember?
 ERNIE
 (nervously)
 Think I'd better be going.
 BERT
 Look, now why don't you be a good 
 kid and we'll take you in to a doctor. 
 Everything's going to be all right.
 Bert tries to lead George away by the arm, but George 
 struggles with him, trying to explain.
 GEORGE
 Bert, now listen to me. Ernie, will 
 you take me over to my mother's house? 
 Bert, listen!
 (gesturing to Clarence)
 It's that fellow there � he says 
 he's an angel � he's tried to 
 hypnotize me.
 BERT
 I hate to do this, fella.
 Bert raises his gun to hit George on the head. As he does 
 so, Clarence darts in and fixes his teeth in Bert's wrist, 
 forcing him to let George go.
 CLARENCE
 Run... George! Run, George!
 George dashes out of the house and down the street, as Bert 
 grapples with Clarence, and they fall to the ground, 
 wrestling. We see Bert kneeling, trying to put handcuffs on 
 Clarence.
 CLARENCE
 Help! Joseph, help!
 BERT
 Oh, shut up!
 CLARENCE
 Help, oh Joseph, help! Joseph!
 Suddenly Clarence disappears from under Bert's hands. Bert 
 gets up, amazed by his vanishing.
 BERT
 Where'd he go? Where'd he go? I had 
 him right here.
 Ernie's hair is now standing on end with fright.
 ERNIE
 (stammering)
 I need a drink.
 He runs out of the scene.
 BERT
 Well, which way'd they go? Help me 
 find 'em.
 EXT. BAILEY HOME � NIGHT
 MEDIUM SHOT
 George runs up the path to the front door of the house and 
 raps on the door. He rings the bell and taps on the glass, 
 when his attention is caught by a sign on the wall reading: 
 "Ma Bailey's Boarding House."
 MEDIUM CLOSEUP � GEORGE AT THE DOOR
 The door opens and a woman appears. It is Mrs. Bailey, but 
 she has changed amazingly. Her face is harsh and tired. In 
 her eyes, once kindly and understanding, there is now cold 
 suspicion. She gives no sign that she knows him.
 MA BAILEY
 Well?
 GEORGE
 Mother...
 MA BAILEY
 Mother? What do you want?
 It is a cruel blow to George.
 GEORGE
 Mother, this is George. I thought 
 sure you'd remember me.
 MA BAILEY
 (coldly)
 George who? If you're looking for a 
 room there's no vacancy.
 She starts to close the door, but George stops her.
 GEORGE
 Oh, Mother, Mother, please help me. 
 Something terrible's happened to me. 
 I don't know what it is. Something's 
 happened to everybody. Please let me 
 come in. Keep me here until I get 
 over it.
 MA BAILEY
 Get over what? I don't take in 
 strangers unless they're sent here 
 by somebody I know.
 GEORGE
 (desperate)
 Well, I know everybody you know. 
 Your brother-in-law, Uncle Billy.
 MA BAILEY
 (suspiciously)
 You know him?
 GEORGE
 Well, sure I do.
 MA BAILEY
 When'd you see him last?
 GEORGE
 Today, over at the house.
 MA BAILEY
 That's a lie. He's been in the insane 
 asylum ever since he lost his 
 business. And if you ask me, that's 
 where you belong.
 She slams the door shut in George's face.
 EXT. HOUSE � NIGHT
 MEDIUM CLOSE SHOT
 George stands a moment, stunned. Then he turns and runs out 
 to the sidewalk, until his face fills the screen. His features 
 are distorted by the emotional chaos within him. We see 
 Clarence leaning on the mail box at the curb, holding his 
 volume of "Tom Sawyer" in his hand.
 CLARENCE
 Strange, isn't it? Each man's life 
 touches so many other lives, and 
 when he isn't around he leaves an 
 awful hole, doesn't he?
 GEORGE
 (quietly, trying to 
 use logic)
 I've heard of things like this. You've 
 got me in some kind of a spell, or 
 something. Well, I'm going to get 
 out of it. I'll get out of it. I 
 know how, too. I... the last man I 
 talked to before all this stuff 
 started happening to me was Martini.
 CLARENCE
 You know where he lives?
 GEORGE
 Sure I know where he lives. He lives 
 in Bailey Park.
 They walk out of scene.
 WIPE TO:
 EXT. CEMETERY � NIGHT
 MEDIUM SHOT
 George and Clarence approach the tree from which the "Bailey 
 Park" sign once hung. Now it is just outside a cemetery, 
 with graves where the houses used to be.
 CLARENCE
 Are you sure this is Bailey Park?
 GEORGE
 Oh, I'm not sure of anything anymore. 
 All I know is this should be Bailey 
 Park. But where are the houses?
 The two walk into the cemetery.
 CLARENCE
 (as they go)
 You weren't here to build them.
 CLOSE MOVING SHOT
 George wandering like a lost soul among the tombstones, 
 Clarence trotting at his heels. Again George stops to stare 
 with frightened eyes at:
 CLOSE SHOT � A TOMBSTONE
 Upon it is engraved a name, Harry Bailey. Feverishly George 
 scrapes away the snow covering the rest of the inscription, 
 and we read: "IN MEMORY OF OUR BELOVED SON � HARRY BAILEY � 
 1911-1919"
 CLOSE SHOT � GEORGE AND CLARENCE
 CLARENCE
 Your brother, Harry Bailey, broke 
 through the ice and was drowned at 
 the age of nine.
 George jumps up.
 GEORGE
 That's a lie! Harry Bailey went to 
 war! He got the Congressional Medal 
 of Honor! He saved the lives of every 
 man on that transport.
 CLARENCE
 (sadly)
 Every man on that transport died. 
 Harry wasn't there to save them 
 because you weren't there to save 
 Harry. You see, George, you really 
 had a wonderful life. Don't you see 
 what a mistake it would be to throw 
 it away?
 CLOSEUP � GEORGE AND CLARENCE
 GEORGE
 Clarence...
 CLARENCE
 Yes, George?
 GEORGE
 Where's Mary?
 CLARENCE
 Oh, well, I can't...
 GEORGE
 I don't know how you know these 
 things, but tell me � where is she?
 George grabs Clarence by the coat collar and shakes him.
 CLARENCE
 I...
 GEORGE
 If you know where she is, tell me 
 where my wife is.
 CLARENCE
 I'm not supposed to tell.
 GEORGE
 (becoming violent)
 Please, Clarence, tell me where she 
 is.
 CLARENCE
 You're not going to like it, George.
 GEORGE
 (shouting)
 Where is she?
 CLARENCE
 She's an old maid. She never married.
 GEORGE
 (choking him)
 Where's Mary? Where is she?
 CLARENCE
 She's...
 GEORGE
 Where is she?
 CLARENCE
 (in self-defense)
 She's just about to close up the 
 library!
 George lets Clarence go, and runs off. Clarence falls to the 
 ground, where he rubs his neck.
 CLARENCE
 (to himself)
 There must be some easier way for me 
 to get my wings.
 WIPE TO:
 EXT. LIBRARY � NIGHT
 CLOSE SHOT
 Mary comes out the door, then turns and locks it. We see 
 George watching her from the sidewalk. Mary is very different 
 � no buoyancy in her walk, none of Mary's abandon and love 
 of life. Glasses, no make-up, lips compressed, elbows close 
 to body. She looks flat and dried up, and extremely self-
 satisfied and efficient.
 CLOSEUP
 George, as he watches her.
 CLOSE SHOT
 George and Mary, on the sidewalk.
 GEORGE
 Mary!
 She looks up, surprised, but, not recognizing him, continues 
 on.
 GEORGE
 Mary!
 Mary starts to run away from him, and he follows, desperately.
 GEORGE
 Mary! Mary!
 He catches up to her, grabs her by the arms, and keeps a 
 tight grip on her. She struggles to free herself.
 GEORGE
 Mary, it's George! Don't you know 
 me? What's happened to us?
 MARY
 (struggling)
 I don't know you! Let me go!
 GEORGE
 Mary, please! Oh, don't do this to 
 me. Please, Mary, help me. Where's 
 our kids? I need you, Mary! Help me, 
 Mary!
 Mary screams, breaks away from him, and dashes into the first door 
 she comes to, the Blue Moon Bar.
 INT. BLUE MOON � NIGHT
 CLOSE SHOT
 Small tables, booths, perhaps a counter. It is crowded. Many 
 of the people are the same who were present during the run 
 on the Building and Loan. Mary comes running in, screaming. 
 The place goes into an uproar. George comes in, practically 
 insane. Some of the men grab and hold on to him.
 GEORGE
 (shouting)
 Mary...
 (to men holding him)
 Let me go! Mary, don't run away!
 MAN
 Somebody call the police!
 ANOTHER MAN
 Hit him with a bottle!
 ANOTHER MAN
 He needs a strait jacket!
 MARY
 (from back of room)
 That wild man is chasing me! Somebody stop him!
 GEORGE
 (recognizing some of 
 them)
 Tom! Ed! Charlie! That's my wife!
 Mary lets out a final scream, then faints into the arms of a 
 couple of women at the bar.
 GEORGE
 Mary!
 MAN
 Oh, no you don't!
 GEORGE
 (screaming)
 Mary!
 George can't fight through the men holding him. Desperately 
 he thinks of Clarence, and heads for the door.
 GEORGE
 Clarence! Clarence! Where are you?
 EXT. SIDEWALK � NIGHT
 CLOSE SHOT
 Just as George breaks through the door, Bert arrives in his 
 police car. He gets out and heads for the door, to run into 
 George as he comes out.
 BERT
 Oh, it's you!
 He grabs for George, who lets him have one square on the 
 button, knocking him down, then continues running down the 
 street yelling for Clarence. Bert gets up, takes out his gun 
 and fires several shots after the fleeing figure.
 BERT
 (to crowd)
 Stand back!
 Bert gets into the police car, and, siren screaming, sets 
 off in pursuit of George.
 WIPE TO:
 EXT. BRIDGE OVER RIVER � NIGHT
 MEDIUM SHOT
 The same part of the bridge where George was standing before 
 Clarence jumped in. The wind is blowing as it has all through 
 this sequence. George comes running into shot. He is 
 frantically looking for Clarence.
 GEORGE
 Clarence! Clarence! Help me, Clarence. 
 Get me back. Get me back. I don't 
 care what happens to me. Get me 
 back to my wife and kids. Help me, 
 Clarence, please! Please! I want to 
 live again!
 CLOSEUP
 The police car approaches the bridge. George leaning on the bridge railing, praying.
 GEORGE
 I want to live again. I want to live 
 again. Please, God, let me live again.
 George sobs. Suddenly, toward the end of the above, the wind 
 dies down. A soft, gentle snow begins to fall.
 CLOSE SHOT � GEORGE SOBBING AT THE RAILING
 The police car pulls up on the roadway behind him, and Bert 
 comes into scene.
 BERT
 Hey, George! George! You all right?
 George backs away and gets set to hit Bert again.
 BERT
 Hey, what's the matter?
 GEORGE
 (warningly)
 Now get out of here, Bert, or I'll 
 hit you again! Get out!
 BERT
 What the Sam Hill you yelling for, 
 George?
 GEORGE
 Don't... George?
 George talks hopefully � George touches Bert unbelievingly � 
 George's mouth is bleeding again.
 GEORGE
 Bert, do you know me?
 BERT
 Know you? Are you kiddin'? I've been 
 looking all over town trying to find 
 you. I saw your car piled into that 
 tree down there, and I thought 
 maybe... Hey, your mouth's bleeding; 
 are you sure you're all right?
 GEORGE
 What did...
 George touches his lips with his tongue, wipes his mouth 
 with his hand, laughs happily. His rapture knows no bounds.
 GEORGE
 (joyously)
 My mouth's bleeding, Bert! My mouth's 
 bleed...
 (feeling in watch 
 pocket)
 Zuzu's petals! Zuzu's... there they are! Bert, what do you know 
 about that? Merry Christmas!
 He practically embraces the astonished Bert, then runs at 
 top speed toward town.
 LONG SHOT
 George runs away from camera yelling
 GEORGE
 Mary! Mary!
 WIPE TO:
 EXT. RESIDENTIAL STREET � NIGHT
 CLOSE SHOT
 George's wrecked car is smashed against the tree. He comes 
 running into shot, sees the car, lets out a triumphant yell, 
 pats the car, and dashes on.
 EXT. MAIN STREET BEDFORD FALLS � NIGHT
 CLOSE SHOT
 George sees that the "POTTERSVILLE" sign is now replaced by 
 the original "YOU ARE NOW IN BEDFORD FALLS" sign.
 GEORGE
 Hello, Bedford Falls!
 He turns and runs through the falling snow up the main street 
 of the town. As he runs, he notices that the town is back in 
 its original appearance. He passes some late shoppers on the 
 street
 GEORGE
 Merry Christmas!
 PEOPLE
 (ad lib)
 Merry Christmas! Merry Christmas, 
 George!
 EXT. THEATRE � NIGHT
 PAN SHOT � AS GEORGE RUNS BY:
 GEORGE
 Merry Christmas, movie house!
 EXT. BEDFORD FALLS EMPORIUM � NIGHT
 PAN SHOT � AS GEORGE RUNS BY:
 GEORGE
 Merry Christmas, emporium!
 EXT. BUILDING AND LOAN OFICES � NIGHT
 PAN SHOT � AS GEORGE RUNS BY:
 GEORGE
 Merry Christmas, you wonderful old 
 Building and Loan!
 EXT. BANK � NIGHT
 CLOSE SHOT
 George notices a light in Potter's office window, and races 
 across the street.
 INT. POTTER'S OFFICE � NIGHT
 CLOSE SHOT
 Potter is seated working at his desk, his goon by his side. 
 George pounds on the window.
 GEORGE
 (from outside)
 Merry Christmas, Mr. Potter!
 George runs off as Potter looks up from his work.
 POTTER
 Happy New Year to you � in jail! Go 
 on home � they're waiting for you!
 INT. GEORGE'S HOME � NIGHT
 The lights are on. There is a fire in the fireplace. The 
 Christmas tree is fully decorated with presents stacked 
 around.
 INT. ENTRANCE HALL � NIGHT
 CLOSE SHOT
 Carter, the bank examiner, a newspaper reporter and 
 photographer, and a sheriff, are waiting in the hall for 
 George. George comes dashing in the front door.
 GEORGE
 (excitedly)
 Mary...
 (sees the men)
 Well, hello, Mr. Bank Examiner!
 He grabs his hand and shakes it.
 CARTER
 (surprised)
 Mr. Bailey, there's a deficit!
 GEORGE
 I know. Eight thousand dollars.
 SHERIFF
 (reaching into pocket)
 George, I've got a little paper here.
 GEORGE
 (happily)
 I'll bet it's a warrant for my arrest. 
 Isn't it wonderful? Merry Christmas!
 The photographer sets off a flash bulb.
 GEORGE
 Reporters? Where's Mary?
 (calling)
 Mary!
 George runs to the kitchen. He gets no answer. As he goes:
 GEORGE
 Oh, look at this wonderful old drafty 
 house! Mary! Mary!
 He comes running back to the hall.
 GEORGE
 Have you seen my wife?
 CHILDREN'S VOICES
 Merry Christmas, Daddy! Merry 
 Christmas, Daddy!
 INT. STAIRS � NIGHT
 MEDIUM SHOT
 The three children are at the top of the stairs. They are in 
 their pajamas.
 GEORGE
 Kids!
 George starts to run up the stairs, and the old familiar 
 knob on the banister comes off in his hand. He kisses it 
 lovingly and puts it back, then continues up the stairs.
 GEORGE
 Pete � kids � Janie � Tommy.
 (takes them in his 
 arms)
 I could eat you up!
 INT. TOP OF STAIRS � NIGHT
 CLOSE SHOT
 George and the kids. He is hugging them.
 GEORGE
 Where's your mother?
 JANIE
 She went looking for you with Uncle 
 Billy.
 Zuzu comes running out of her bedroom. George crushes her to 
 him.
 ZUZU
 Daddy!
 GEORGE
 Zuzu � Zuzu. My little gingersnap! 
 How do you feel?
 ZUZU
 Fine.
 JANIE
 And not a smitch of temperature.
 GEORGE
 (laughing)
 Not a smitch of temp...
 INT. HALL � NIGHT
 CLOSE SHOT
 As Mary comes through the door, breathless and excited. The 
 four men are watching with open mouths.
 GEORGE'S VOICE
 Hallelujah!
 MARY
 (to the men)
 Hello.
 (sees George)
 George! Darling!
 INT. STAIRS � NIGHT
 CLOSE SHOT
 Mary races up the stairs, where George meets her in a fierce 
 embrace.
 GEORGE
 Mary! Mary!
 MARY
 George, darling! Where have you been?
 George and Mary embrace tearfully.
 MARY
 Oh, George, George, George.
 GEORGE
 Mary! Let me touch you! Oh, you're 
 real!
 MARY
 Oh, George, George!
 GEORGE
 You have no idea what's happened to 
 me.
 MARY
 You have no idea what happened...
 He stops her with a kiss. She leads him excitedly down the 
 stairs.
 MARY
 Well, come on, George, come on 
 downstairs quick. They're on their 
 way.
 GEORGE
 All right.
 INT. LIVING ROOM � NIGHT
 CLOSE SHOT
 Mary leads George, who is carrying a couple of the kids on 
 his back, to a position in front of the Christmas tree.
 MARY
 Come on in here now. Now, you stand 
 right over here, by the tree. Right 
 there, and don't move, don't move. I 
 hear 'em now, George, it's a miracle! 
 It's a miracle!
 She runs toward front door and flings it open. Ad lib SOUNDS 
 of an excited crowd can be heard. Uncle Billy, face flushed, 
 covered with snow, and carrying a clothes basket filled with 
 money, bursts in. He is followed by Ernie, and about twenty 
 more townspeople.
 MARY
 Come in, Uncle Billy! Everybody! In 
 here!
 Uncle Billy Mary and the crowd come into the living room. A 
 table stands in front of George. George picks up Zuzu to 
 protect her from the mob. Uncle Billy dumps the basketful of 
 money out onto the table � the money overflows and falls all 
 over.
 UNCLE BILLY
 Isn't it wonderful?
 The rest of the crowd all greet George with greetings and 
 smiles. Each one comes forward with money. In their pockets, 
 in shoe boxes, in coffee pots. Money pours onto the table � 
 pennies, dimes, quarters, dollar bills � small money, but 
 lots of it. Mrs. Bailey and Mrs. Hatch push toward George. 
 More people come in. The place becomes a bedlam. Shouts of 
 "Gangway � gangway" as a new bunch comes in and pours out 
 its money. Mary stands next to George, watching him. George 
 stands there overcome and speechless as he holds Zuzu. As he 
 sees the familiar faces, he gives them sick grins. Tears 
 course down his face. His lips frame their names as he greets 
 them.
 UNCLE BILLY
 (emotionally at the 
 breaking point)
 Mary did it, George! Mary did it! 
 She told a few people you were in 
 trouble and they scattered all over 
 town collecting money. They didn't 
 ask any questions � just said: "If 
 George is in trouble � count on me." 
 You never saw anything like it.
 Tom comes in, digging in his purse as he comes.
 TOM
 What is this, George? Another run on 
 the bank?
 Charlie adds his money to the pile.
 CHARLIE
 Here you are, George. Merry Christmas.
 Ernie is trying to get some system into the chaos.
 ERNIE
 The line forms on the right.
 Mr. Martini comes in bearing a mixing bowl overflowing with 
 cash.
 ERNIE
 Mr. Martini! Merry Christmas! Step 
 right up here.
 Martini dumps his money on the table.
 MARTINI
 I busted the juke-box, too!
 Mr. Gower enters with a large glass jar jammed full of notes.
 ERNIE
 Mr. Gower!
 GOWER
 (to George)
 I made the rounds of my charge 
 accounts.
 Violet Bick arrives, and takes out the money George had given 
 her for her trip to New York.
 GEORGE
 Violet Bick!
 VIOLET
 I'm not going to go, George. I changed 
 my mind.
 Annie, the colored maid, enters, digging money out of a long 
 black stocking.
 ANNIE
 I've been saving this money for a 
 divorce, if ever I get a husband.
 Mr. Partridge, the high school principal, is the next donor.
 PARTRIDGE
 There you are, George. I got the 
 faculty all up out of bed.
 (hands his watch to 
 Zuzu)
 And here's something for you to play 
 with.
 MAN
 (giving money)
 I wouldn't have a roof over my head 
 if it wasn't for you, George.
 Ernie is reading a telegram he has just received.
 ERNIE
 Just a minute. Quiet, everybody. 
 Quiet � quiet. Now, this is from 
 London.
 (reading)
 Mr. Gower cables you need cash. Stop. 
 My office instructed to advance you 
 up to twenty-five thousand dollars. 
 Stop. Heehaw and Merry Christmas. 
 Sam Wainwright.
 The crowd breaks into a cheer as Ernie drops the telegram on 
 top of the pile of money on the table.
 MARY
 (calling out)
 Mr. Martini. How about some wine?
 As various members of the family bring out a punch bowl and 
 glasses, Janie sits down at the piano and strikes a chord. 
 She starts playing "Hark! The Herald Angels Sing," and the 
 entire crowd joins in the singing. We see a SERIES OF SHOTS 
 of the various groups singing the hymn, and some people are 
 still coming in and dropping their money on the table. Carter, 
 the bank examiner, makes a donation; the sheriff sheepishly 
 looks at George and tears his warrant in small pieces. In 
 the midst of this scene, Harry, in Naval uniform, enters, 
 accompanied by Bert, the cop.
 HARRY
 Hello, George, how are you?
 GEORGE
 Harry... Harry...
 HARRY
 (as he sees the money)
 Mary � looks like I got here too 
 late.
 BERT
 Mary, I got him here from the airport 
 as quickly as I could. The fool flew 
 all the way up here in a blizzard.
 Mrs. Bailey enters scene.
 MRS. BAILEY
 Harry, how about your banquet in New 
 York?
 HARRY
 Oh, I left right in the middle of it 
 as soon as I got Mary's telegram.
 Ernie hands Harry a glass of wine.
 HARRY
 Good idea, Ernie. A toast... to my 
 big brother, George. The richest man 
 in town!
 Once more the crowd breaks into cheering and applause. Janie 
 at the piano and Bert on his accordion start playing "Auld 
 Lang syne," and everyone joins in.
 CLOSE SHOT
 George, still holding Zuzu in his arms, glances down at the 
 pile of money on the table. His eye catches something on top 
 of the pile, and he reaches down for it. It is Clarence's 
 copy of "Tom Sawyer." George opens it and finds an inscription 
 written in it: "Dear George, remember no man is a failure 
 who has friends. Thanks for the wings, Love Clarence."
 MARY
 (looking at book)
 What's that?
 GEORGE
 That's a Christmas present from a 
 very dear friend of mine.
 At this moment, perhaps because of the jostling of some of 
 the people on the other side of the tree, a little silver 
 bell on the Christmas tree swings to and fro with a silvery 
 tinkle. Zuzu closes the cover of the book, and points to the 
 bell.
 ZUZU
 Look, Daddy. Teacher says, every 
 time a bell rings an angel gets his 
 wings.
 GEORGE
 (smiling)
 That's right, that's right.
 He looks up toward the ceiling and winks.
 GEORGE
 Attaboy, Clarence.
 The voices of the people singing swell into a final crescendo 
 for the
 FADE OUT
 THE END
Category:Transcripts