Ocean's 11 (1960) Script

Christmas in Beverly Hills, California.

A time when everyone thinks only kind, tolerant, generous thoughts.

I went looking for you. What? What, what?

What is it, Mushy?

I went to the house looking for you. Why? What happened?

Nothing. I thought you needed me for something.

Heart attacks. That's what I need all of you for.

Phoenix, Arizona calling, Mr. Acebos.


Yes, Operator, speaking.

Mr. Ocean doesn't answer?

Still doesn't answer. And Mr. Foster?

Of course, keep calling.

They've got to come in sometime.


Jimmy, are you in yet?

You don't even expect me.

Sorry, Operator, Mr. Foster is out.

So is Mr. Ocean.

I made a cardinal rule...

...never to answer the phone during the month of December.

That's crazy. Why?

Because one December, every time I picked up the phone...

...they used to send me out in the snow to play with my friends.

That was at the Bulge.

Clowns, they've got to be.

I like clowns, but they should be funny.

It's a clown's business being funny.

And I ask you:

What is funny about going to the pokey for 10 years?

To me, in all sincerity, nothing.

Agreed. Yet that's exactly where we'll be...

...unless every bit of timing is checked and rechecked.

One more question:

Inform me frankly...

...what have I done to earn contempt?

Why should I be treated like I am stupid and they are smart?

That's right. It was your scheme in the first place.

So was the Hialeah racetrack job...

...Hegan's supermarket and the key switch on Nelson's armored cars.

All my inspirations.

There isn't a man in the country with my reputation.

And so why don't those fellows respect me?

Maybe because you don't do nothing.

You just get ideas.

I just get ideas.

If you're not careful, buddy boy, she'll rub you out.

Acebos. He's insistent.

This is a recording. You've dialed the right number.

Now please hang up and don't do it again.

Where were we? Right here.

That man is going to flip.

He silver-tongued us into the deal. Let him sweat.

He didn't silver-tongue you for long.

Thirty seconds, give or take a few.

You couldn't expect me to turn down a nice business opportunity like this.

Especially where there's no risk factor.

I wouldn't have it any other way.

Isn't it time we looked up Vince Massler?

I saw him. He doesn't want in.

Why not?

Beats the hell out of me, Sergeant.

I took him by the ears and dragged him from Solano to the Siegfried line.

I may have to do it again.

Maybe this time he'll come gently.

All right, girls, time for your nap. Beat it.

Hey! See you later.

Up, lover-boy. Get up. You're a spoilsport.

Sam Harmon's coming in at 3:00. Should I go to the airport?

I sent Steffans to the airport.

Everything to the last minute.

This Harmon should have been in on the scam weeks ago.

The whole crew should.

What about this Sam Harmon?

Why all the way from Hawaii? What's so special?

And who says he can be trusted?

Sam Harmon is Ocean's closest friend.

Another "closest friend"? Yeah.

What about Foster?

Before Foster. From way back.

We were all in the Commandoes together and Ocean saved Harmon's life.

Hey, Sam.

Sam Harmon!

All right, that takes care of me. Now let's get to you.

George Steffans.

Curly. Curly Steffans.

Curly, of course, I'd know you anywhere.

You haven't changed either. You look great, kid.

Listen, is Danny really going to go through with this commando raid?

Just like the old days.

Well, who is this Acebos guy? What is he?

Planning division. He dreamed it up. Not the tactics though.

Jimmy and Danny worked out the coordination job.

What is he, a con?


Where did Danny meet him?

Who knows? A racetrack, a nightclub, Disneyland.

Same old Danny. Yeah, he likes action.

Is he still married? Yeah, but he's not working at it.

That figures. Hup, soldier, fatigue detail.

Put this footlocker in my car. Hold it.

What can I do for you?

I would like to see the proprietor. You're looking at him.

Doesn't Tony Bergdorf own this shop? Not anymore.

Can you tell me where I can find him? I'm a friend of his.

That's him. That's me.

What I'm going to tell you isn't a very nice thing to hear.

He's in prison.

Tony Bergdorf? San Quentin.

Can you tell me where I can find his wife?

I have her address here someplace.

I'll get it for you in a minute.

May I make a long-distance call? Long-distance?

I'll have it reversed.

All right.

Thank you.

Mr. Corneal calling. I'll take the call.

Go ahead.

Hello, Corneal? It's me, Mushy. Again it's not Phoenix.

This is Acebos. Go ahead, Corneal.

Tony Bergdorf is in San Quentin doing from one to five.

He's in prison, the electrician.

Our master electrician is doing one to five.

Make it a little shorter, will you, please?

Here we are, Ms. Allenby.

Thank you so much, Mrs. Bergdorf. Mr. Allenby will be so pleased.

They're our very own children, you know.

Good-bye. Good-bye and thank you so much.

Mommy's so pleased to have you home.


Roger Corneal!

Where did you come from? It's been a long time. How are you?

It's been a lifetime. It was our first anniversary, wasn't it?

Do you remember those rum drinks at the Traders?

I haven't had rum since.

Those were the olden, golden days, weren't they?

Do you know about Tony? Yes. It's a shame.

He's getting out tomorrow morning. Tomorrow? I thought he had one to five.

They did, but they gave him an amnesty. I don't know why.

That Danny, always a step ahead.

Pardon me? I'm just mumbling.

Will you have Tony call me when he gets home? Tell him to call me...

He won't be coming home, Roger. That's all finished.

I didn't know that. Won't he see the kid?

Sure, he'll see Timmy, but he'll see him at the Peninsula Military School...

...in the presence of Major Taylor.

Can I use your phone, Gracie? Sure.

I just can't ignore the possibility of him being a bad influence on Timmy.

This time it must be Ocean.

Hello. Mr. Corneal calling.

Who? Mr. Corneal.

Corneal again. Will you accept the call?

Yes, I'll accept the call.

That man sure likes telephones.

Come on in, boys. I'll be right with you.

Hey, Sam.

Get them up.

You look great. Is that what a diet of wahines does for a guy?

You get them up now.

Go ahead, shoot one in there.

Please, fellows, I can't hear.

You look almost human. Have you quit fighting?

Yes, Sam, I was running out of scar tissue.

Hold it a minute, Corneal.

Avail yourself of my hospitality, Mr. Harmon.

Scotch? Scotch.

Tomorrow morning. Tomorrow morning?

Wait. Yes, proceed.

Just listen. Sure, I'm listening.

And I'm a very happy man.

No, I said I'm... Never mind. Go on.

Thanks, Corneal. It's just...

It's excellent what you did. Yes, excellent. Good-bye.

Another crisis lived through.

They're letting Bergdorf out.

Giving him an amnesty.

Some joke.

I bet Ocean knew it all the time, but he wouldn't tell me.

No, he wouldn't.

He's got to torture me.

Eat my heart out. He likes it.

You're not going to make yourself popular knocking Danny.

Who's knocking him? I love him.

I respect talent.

All I'm asking, he should love me a little. Too tough. Don't ask.

How about that, fellows? A little hand for Lolita.

Now, a sweet little bundle from Texas, sweet as chocolate candy.

The tantalizing...

...Honey Face.

Sorry about the interruption, boys, I got a job to do.

What's the word, Vince? We have to catch a plane.

I never figured you'd go this route.

Vince, the plan is foolproof. Take my word for it.

You know I only lie to girls.

If it's so foolproof, why hasn't somebody done it yet?

Same reason nobody's gone to the moon yet: No equipment.

We're equipped.

It's going to be a military operation executed by trained men.

Why waste all those cute little tricks the Army taught us...

...just because it's sort of peaceful now?

You remember a little bit called Operation Gold in Oran?

Do I?

Eleven of us on a beach with a rubber boat...

...and $6 million in gold bars.

We should've buried them. No shovels.

But we got shovels this time.

What do you say, Vince?

I can't do it, boys, I got my wife to think of.

Think of her rich. Think of me dead.

Stop talking like a kid.

You got through the war without dying. Why should you die in peacetime?

Vince, you're indestructible.

I'm sorry, fellows. I'd go along with you in a minute, but my wife...

When does she come on?

She's on.

Is that her?

Why? What are you thinking? She's a very lovely girl.

I'd like to wrap you up, take you home, and spread you on my waffle.

There's only two of them.

First, he's begging for a job, now he's dumping paying customers.

Let's get the bum out of here. Okay, Al.

Now? Now's the time.

What's the matter with you, boys? Hold it, pal.

What's the big idea?

Stop it. Go that way.

Come on. Right, Al.

It didn't figure to come across a pier-six brawl like this, and so far inland.

If you still want me, Danny, I'm in.

All right, you're in. It could be a little itchy.

I don't care.

I'm tired of having those bums yelling at my wife.

I don't want her to have to take it one more lousy night.

Neither do l, Vince.

Here, take that.

Shucks, Danny. Cut out the Gunsmoke dialogue.

Here's a plane ticket. When you get there...

Go to this address. Ask for Josh Howard. He'll tell you what to do.

Josh Howard's in with you? Yes.

I feel better already.


Heard anything about Louis Jackson? Where he might be?

Salt Lake City, last I heard.

Yeah, we heard that, too.

We'll see you in a couple of days.

What'll I tell my wife?

Tell her you love her.

That'll hold her for a couple of weeks.

It's fun-time, Jimmy boy.

I'll give him a party. You make the drinks.

Hello. Jimmy Foster here. Are you there?

How can you do this to me? You, I relied on. I had confidence in you.

From the other one, I knew what to expect.

He's hopeless, hopeless, hopeless.

Undisciplined. That's why I sent you with him.

Hello, Spyros. How are you?

Get away from that phone. I won't talk to you!

I won't, I won't!

All you know is to give me heartache and aggravation.

Spyros, I got good news and bad.

Don't tell me the bad, bad news, I got plenty of that.

Just tell me the good.

We're leaving Phoenix.

They're leaving Phoenix.

Danny, darling, that's wonderful. Why didn't you tell me in the first place?

All right, tell me what's the bad news.

We're going to Salt Lake City.

They're going to Salt Lake City.

Well, say hello to your father, Timmy.


Hello, sir.

Don't I get a kiss or have you grown too old for that?

Sorry, sir.

Your clothes smell funny.

I came from a faraway place.

I know, sir. Japan.

That's right, Japan.

I didn't stop to change because I was afraid of missing you.

Miss me, sir?

Don't you go home on weekends? I do.

But Mother said you were coming to see me and that I had to stay.

I'm sorry if I spoiled your weekend with your mother.

But maybe you and I can do something together.

Maybe we can go to a movie and have some ice cream?

Would you like to go to a football game? I would like that, sir.

Then I'll call for you next Saturday, bright and early.

Yes, sir. Right?


You won't forget, Dad?

No, Timmy, I won't forget.

Merry Christmas, Dad. I made it myself.


Wait a minute.

Roger Corneal.

That's me.

First man in the 82nd to be fined for fraternizing with the Fräuleins.

And the first man to greet me on graduation day.

How come? I saw Grace.

Your kid glad to see you? Yeah. Look what he made me.

What's that, beads?

No, it's a Japanese abacus. You can add and subtract on it.

That is clever.

Grace told him I was in Japan.

She couldn't very well tell the kid where I really was.

No, I guess not.

How are things with you?

We need a master electrician.

Who's "we"? Our old outfit.

You mean Jimmy Foster and...

Danny Ocean, Sam, Josh, all of them.

How did they all get together? What's up?

It's a reunion.

We have been getting things ready for weeks.

Sounds like a whale of a party.

Bigger than Anzio or Remagen.

Only this time you won't get paid in invasion money.

It'll be the real long green. Stacks of it.

Hold it.

Sounds like the kind of reunion that can put me back into Calendar Hall.


You don't get rich if you don't take a chance.

Look, Rodge...

...the last joker who fed me that line was a wholesale jeweler.

He wanted me to short-circuit an alarm so he could rob his own store.

It worked out fine.

He got $60,000, I got one to five and I lost my wife and kid.

The funny part of it is, I thought I was doing it for her.

She always wanted a white fox stole.

This time, it'll take you one to five...

...just to count your loot.

No, sorry, Rodge.

I got things to do on the outside, and I'm going to stay there.

Besides, if I went in on it, you'd be licked before you started.

I'm hard luck.

I used to be unlucky only for myself.

Now I'm unlucky for everybody.

See you around.

Didn't you get medical attention in the penitentiary?

Yes, sir.

Then what made you come to me?

When I was leaving, Dr. Griffin said I ought to see a specialist right away.

He made the appointment for me.

Look, Doc.

Give it to me straight.

Is it the big casino?

I can't tell until I've seen the biopsy report.

Well, what if the report says it is?

How long?

Well, I...

How long, Doc?

What do you say, Tony?

You can still change your mind.

Will my cut be big enough to send the kid through college?

Big enough to buy your kid a college.

Come on, Josh, your turn.

All right.



How are you?

You are a tough guy to catch up with.

Trash is where you find it. You've got to follow the fleet.

What happened to the ball playing? No hit?

No see, remember?

You know, when I got out of the Army, the only open club was down south.

No spot in the outfield.

Can you imagine how I would've made out?

A one-eyed third baseman in Mobile?

I always leveled with you, didn't l, Josh?

I'm stringing along with this operation, but I'm scared.

It's no panic, there's just a little something that gets me right up in here.

That's the only way to be.

Makes you careful.

Look, Vince, the brave ones don't come home.

You stay scared.

You were one of those who didn't want any brave ones on patrol with you.

That's simple enough.

In my book, bravery rhymes with stupid, and it still does.

You were some yellowbelly.

Imagine the damn fool Army giving you the DSM.

Don't think I wasn't scared the day I won that.

Do me a favor, don't mention it now...

...because my knees start to shake all over again.

How come this operation of Danny's doesn't make you shake?

It does.

$1 million a piece.

I guess you figured the odds are right, huh?

Vince, baby boy, the way I figure it is like this:

The eleven of us cats against this one little city.

We're in overlay.

Okay, little pal, I'm ready for the briefing.

Well, step into my office.

Sam Harmon.

Merry Christmas, Mrs. Ocean.

What are you doing here?

You better stop getting prettier every day.

You'll turn into a monopoly.

I asked you a question. Why are you here?

I got scared I'd get stoop-shouldered from all the leis hanging around my neck.

Same sweet talking Sam. Danny still in bed?

Not exactly. Is he in the hospital?

No, no.

Because some doctor called the place I work and said Danny was very sick.

Frankly, that doctor was me.

In fact the message said he was dying.

I wanted to make sure you'd come over.

Dying was the touch that gave it away.

You knew it was a gag?

It's the sort of stunt Danny usually pulls when he wants to see me.

Why did you come over if you knew it was a gag?

Why, it's Christmas.

I have a present for him. It's as simple as that.

Now what's your excuse?

I was wondering what it is.

I've come to the conclusion, it must be love.


I'll consider mistress, plaything...

...toy for a night, but I refuse to be your mother. That's out.

No, you got it all wrong. I'm the mother.

I just don't like you and Danny busting up.

We're sort of eye to eye there.

I'd like to straighten him out.

No, Mother.

He's the only one who can do that.

What happened to your marriage, Bea?

It drowned in champagne.

I knew you both were up on cloud nine, but I didn't think it got boring.

Boring, no.

I just woke up one morning and realized there was nothing underneath us...

...but thin air.

So I got off at the next mountain, walked down and got a job.

Danny didn't like that very well...

...and a little later I left him.

How did he feel about that?

He wants me back, but not enough to give me what I want.

Such as?

A life that doesn't depend on the color of a card or the length of a horse's nose.

Danny ran into a little bad luck, huh?

If only he had.

Bad luck might've made him realize what things mean when you earn them.

We didn't have a home, Sam, we had a floating crap game.

That's no life. That's a way of running away from it.

I better be going. Danny'll be here any minute.

I have a job to get back to.

I don't really want to see him anyway, Sam.

There's just no point in it.

Danny's not the only one that's running away.

Don't hack at me, Mother.

His luck is bound to run out one of these days.

When it does, if he still wants me, I'll be around.

Hello, Danny. Bea, wait a minute.

Down, please.

What happened? I came in with a fellow.

A fickle fellow. You stick with me, Lieutenant, I'm sincere.

I got great news for you. Auburn beat Alabama by 12 points.

No, this is important. Honestly.

Hold it.

Come on back upstairs for five minutes. No, Danny.

Down, please.

Up. All the way.

The sky room's not open. Fine.

Why do I always give in?

Let's not start another round now. I'm out of training.

It's a truce. Peace talk. So help me.

They always start that way.

Now just sit there and don't interrupt me.

I've got a very big deal going on. Large chips. Carloads of them.

That sounds familiar.

That might be so, but this time it's true.

Good. I like to have rich friends.

This is one rich friend who wants to spend a bundle on you.

Gee, thanks.

Okay, that's settled.

On the morning of January 2, I'll pick you up and we'll hop down to Rio...

...so you pack a bag.

You're serious.

I honestly think you're serious. Of course, I'm serious.

A week's trip to Rio? Yes.

Danny, what a prize you are.

The only husband in the world who'd proposition his own wife.

I married you once and it didn't work out, so what's wrong with a little hey-hey?


Nothing at all.

I'd never knock it as long as there was a little love involved.

You mean there isn't?

On your part, not much.

There's only one thing you love, Danny, that's danger.


You could never love a woman like you love danger.

And as long as your luck holds out, you'll stay in love with danger.

As long as it keeps coming up heads.

Let's say you're right. Let's say you're absolutely right.

But remember, I did not invent myself.

What's that supposed to mean? It means I don't own the patent.

I can't change it any more than you can change yours.

Anyone who says he can is a liar.

I didn't expect you to be perfect because I fell in love with you.

Going down. Just a second.

It wouldn't have hurt you to give me the same break.

I don't expect you to be perfect.

I want you to be my husband.

Going down. Going down.

Where they serve the drinks. To the bar.


Hello there, Sam.

Don't stop, I'm just calling Mother.

Hello. Mrs. Restes' residence.

Is Mother there? Yes, Mr. Foster.

It's my Jimmy. My innocent.

Another innocent touch.

Where have you been? Here and there.

It was wicked of you not to have telephoned.

We've been home three whole days. What do you mean "we"?

"We" means your poor lonely mother and Mr. Santos.

I wrote you about him, I think.

He's been very kind to me and he is a financial genius.

Just what I always hoped you'd be.

Yes, Mother. Speaking of finances...

...could you let me have some more?

Some more what?

Money. M-O-N-Y.


Yeah, M-O-N-E-Y.

Yes, of course, darling. If you tell me what you want it for.

I plan to paper the walls with it.

Dear, every time I try to take an interest in your affairs, you snap my head off.

How do I know what I'm going to spend it on?

It just goes, you know what I mean?

You mean spending money. Why didn't you say so?

I was afraid you might be considering some foolish investment.

No, Mother, nothing foolish. All right, darling.

Hurry over and bring me a big kiss. I want to see my big, tall boy.

Yes, Mother. I'll be there around 5:00.

What a way to make a living.

All right, Sam, let's have a quick briefing on Hawaii.

Hawaii? Oh, great sunsets.

Only one a day, but they're working on it.

Weather good enough to get me up in the daytime?

Sometimes it rains, sometimes the sun's out.

How about the women?

Sometimes it rains, sometimes the sun's out.

Speaking of women...

...did you take a good look at Bea?

Not really, no. Play went around the other end.

She's still in love with Danny, you know.

Then what's the problem? He's hooked, too.

Yeah, and I'm worried about him.


Maybe you mean it's the project that worries you.

Could be part of it.

You trying to salt the clouds...

...maybe spoil the picnic?


...what do you need this picnic for?

If you want money, all you have to do is yell for Mother.

You haven't met Mother, have you?

No, but I gather she's very generous.

Generous to a fault. Especially when it comes to husbands.

She only had five.

That must've left you pretty much out in the cold?

No such luck.

Would you mind spelling that out?

I had so much mother-love, you'd have thought I was quintuplets.

She wouldn't let me out of her sight. Everything was done for me.

After the war, I tried to break away from her...

...but plenty of money is a hard habit to kick.

That's why I'm going to our picnic.

Well, the Hawaiian hotshot.

Hi, Danny.

Hello, Sam. How are you?

Same as always: I move, I breathe.

I seem to feel the thrill of life along the keel.

You sound like a ferryboat.

I'm not a ferryboat, I'm a very manly sloop.

Wherever I go, people stare at me in dumb admiration.

What happens when they speak?

Never mind that. Let's get back to how I was.

I was fine.

Will you get Spyros on the phone?

You know something?

The only reason I got into this caper was to see you again.

Sounds like a hell of a price and I agree with you: I'm worth it.

You're just in time for the jokes.

For you, Mr. Acebos. Very important.


This is the Los Angeles County Morgue.

Los Angeles County Morgue? Yes?

We have a couple of men down here.

One is well-muscled, and the other one is slender built.

Oh, my goodness.

These fellows were traveling fast in an automobile...

...trying to keep an engagement.

Their names are...

Never mind their names. I know them.

I knew them.

Would you be willing to identify them?

I'm willing. I'll come down. I'll be right there.

My goodness. Yes. And what is your name, please?

Just ask for Detective Lieutenant Brannigan.

Detective Lieutenant...

How did he get my name?

Let's saddle up. Let's go.

I finally caught up with you.

Where've you been for days and days?

What are you doing back with your wife?

I know she was in this hotel with you not more than an hour ago.

You're two-timing me.

I'm warning you, Danny Ocean, I'm one girl you can't treat this way.

I won't be pushed around and neglected.

What exactly do you plan to do about it?

Plenty. I'm going to do just plenty.

Don't you think it's about time you got started?

Wait a minute, big buster.

No, you wait a minute and listen to me very carefully, my dear.

I picked you up at the Baltimore Bar because I had nothing better to do.

I made a pass at you for the very same reasons.

I don't know your reasons, but nobody twisted your arm...

...made you any promises. So what is this act?

Not outraged virtue?

You really are a rat.

Why don't you let it go, Adele?

I know about the guys you've had on a string. You told me.

Why do you treat me so? I didn't do anything.

Neither did I. So why don't we just say good-bye nicely?

Surely, and maybe I should say thank you for being humiliated.

Well, put this in your pipe:

One of these days I'll break your back.

I swear it!

It's a good thing she doesn't pack a knife.

How do you know she doesn't?

To the morgue.

You low, miserable...

I cry, but not for you, or you, or you.

For my money, you could drop dead.

I think he's mad at us. Let's go back to the hotel, driver.

You stay right here.

You, come out of that cab.

So I'm mad, I'm entitled.

Okay, Spyros, we accept your apology.

No phone calls.

With all these joke phone messages, maybe you forgot to call everybody.

They should be here for the meeting.

Not at all, I wanted to check to see if you were still alive.

Me alive?

Well, you know how it is. You're so apoplectic.

My health is my greatest virtue.

Every day I do exercises.

Good. Everyone's going to be here at 9:00 for the meeting.

Then you can entertain us by doing some deep-knee bends and some pushups.

Good evening, sir. 'Evening.

My mother at home? She's expecting you, but she's upstairs.

Thank you.

You must be Jimmy. That's correct.

Your mama'll be down in a minute. I'm Duke Santos.

I'll wait in here.

It must be a funny feeling meeting a total stranger...

...who will be your stepfather.

I mean, I think it's only natural if you resent me a little.

Then you won't mind if I don't call you "Dad."

Duke's okay.

It's the engagement ring I bought your mama.

That's nice.

Zircon, isn't it?

Zircon? That's a diamond!

I'm sorry.

You probably thought it was a zircon because it's so big.

It isn't too big, is it?

Your mama's got wonderful taste.

Has she?

All right, rich boy.

You want it that way, you got it.

Let's see how fat you get tangling with me.

No, I know your record, Santos, and your connections.

A lot of loot and a rough guy to cross.

But I still reserve the right to dislike you!

Sure, sure.

A man marries your mama, like I said, it's natural.

It takes a little time.

But you'll find out I can be a pretty good Joe.

I'll tell the FBI.

They're not looking for me anymore. I'm clear now.

That's one point for Mother.

Easy for you to look down on people, isn't it?

All this ever since you was a baby.

You ever make a buck yourself?

No, but I have plans.

Know what I had when I was a kid?

A lot of nothing.

Nobody to help me either.

Now I got a lot of everything.

Got a lot of years, too, and a sick stomach.

Proves that my way's better.

What way? Choose rich parents.

You bet that's better.

My folks were so poor, I used to walk New York barefoot winter and summer.

One day, I'm swimming in the East River.

When I come out, I seen a row of shoes on the wharf.

One pair brand new.

I put them on, they fit.

Then some kid yells: "Hey, them's my shoes! "

So we fight. I win.

It's been that way ever since. Fight, fight, all the time.

You always win? Sure, I got the guts!

Like you, when you was in the 82nd Airborne.

Your mama told me.

You know...

...l've often wondered if I'd had the guts to jump out of a plane.

No. Only for money.

Or if I was young.

You've got to be young to do anything.

Come on. Have a drink to my wedding.

Why not?

Soda? What about you?

Not me. I told you. Delicate.

Come on, Mr. Santos. Fight, always fight.

You got the guts, you lick them, you win. Yeah, but...

What's the matter? Run out of guts?


At last. Hello, Mother.

What's wrong with Duke?

A slight attack of courage. We had a drink to your wedding.

He knows he can't touch it. So he told me.

It was naughty of me. Indeed it was.

And not congratulating me is naughty, too.

I'm sorry.

Bon voyage.

It must seem that I'm on a marital merry-go-round...

...trying for all the brass rings, but this time it's different.

You can say that again.

I realize that his background is impossible, but...

...please don't judge him from that point of view.

What point of view do you suggest, Mother?

A woman's.

I find that highly impractical.

You could understand if you tried.

Since your father died, Duke Santos is the only man who's ever needed me.

Really needed me, not my money.

All right, I won't be critical.

And now speaking of money...

Here it is. Thank you.

A woman loves to be needed, Jimmy.

Duke is the most important thing in my life now.

Outside of you, of course. So please be nice.

When I get back, I'll butter him up, tell him I'm sorry I needled him.

Where are you going?

I'm going skiing with Danny Ocean. We're going up to Squaw Valley.

You won't miss the wedding?

Mother! Have I ever missed one of your weddings?

Yes. The first one.

'Bye. 'Bye, darling.

It's after 9:00. Everybody's here but this Jackson.

Shall we start the meeting without him?

Lack of organization, it's a poison!

It poisons enterprise, kills it dead, dead, dead.

The whole point in having money...

...is so that other people know that you got it.

I'll get me a big 50-foot Chris Craft and not even put it in the water.

I'll just leave it in my driveway.

Give it to the mailman or somebody like that.

That sounds real stupid. Why not use it to improve yourself?

I don't need no improvement. I'm all right the way I am.


I can't understand that. I played it like a god.

Finish the sentence. How many points?

I got 10 points.

Why don't you guys be smart, and put your loot in with me?

You know what I'm going to do? I'm going to produce my own pictures.

I've got to listen to all this. They're rotting my brain.

So where is this Jackson?

Where is some sort of organization?

Don't panic, will you?

You know what's a good idea?

To take a couple of hundred big ones and do something for world peace.

Like buying out the Miss Universe contest.

Get rid of all the parades and all that jazz.

Just sit around and talk to the girls, one by one...

...find out how things are in Sweden.

Or invite them for a weekend to New Orleans.

Ramos gin fizzes, oysters Rockefeller.

I don't like that goodwill approach.

Use your loot right...

...you can order them to New Orleans for the weekend.

Like to explain that, Professor? It's simple. By turning money into power.

Think I'll buy me some votes and go into politics.

Now that's a good idea, big boy. You'd make a good notary public.

He'd make a better coroner, one of them laughing coroners.

I'm the one that's going into politics. What'll be your platform, Big Sam?

Repeal the 14th and 20th Amendment.

Take the vote away from the women, make them slaves.

That's something that's real constructive.

Will it cost much?

No, we'd have the price controlled. No inflation on slaves.

Vote for Sam Harmon. Help stamp out mental health.

You got a better platform?


Pay off your own party. Settle for an appointment.

Now that's real deep thinking.

Gentlemen, I'd like you to meet our latest senator.

What a terrible thought.

Why don't you become an ambassador? Be a big man in a foreign country.

Make that a little foreign country. We don't want a big enemy.

Yeah. Little country like Andorra.

Or Pomona. What about Little Rock?

Hey, fellows.

You have any idea how much money a man can steal...

...if he was something like Commissioner of Indian Affairs?

I'll be Commissioner of Indian Affairs. That you'll never be.

Why not?

Because I'll be Secretary of the Interior and I won't appoint you.

That's a snobbish idea.

Won't you? No, I won't.

Certitude, my dear fellow, went out with equestrian statuary.

Now what kind of language is that?

Beats the hell out of me.

I don't know, but if you ask me, that cat's a spy there.

So where is this horse wrangler? 9:30.

Still running around Salt Lake City, I'll bet, saying good-bye to all his wives.

And his horses.

Up and down, up and down. And the houseboy's night off yet.

Mr. Acebos? Who's asking?

He is. Do you know him?

Jackson. Louis, my boy!

What's wrong, Officer? Louis, you did something?

No, he didn't do anything. We wanted to be sure he got to the right place.

That's the Beverly Hills police for you. The best in America.

They protect us night and day.

Thank you, Officer. Thank you.

Good night.

You're crippled.

Oh, no, sir. That's the way we found him.

Good night. Good night.

Louis, my boy, come in.

I couldn't be in error?

I couldn't be in error, could I?

Your name couldn't be otherwise than Jackson?

Nope, I reckon that's my name, partner.

Don't please tell me why you had to come in such a pitiable condition. Don't!

Suits me, Mr. Acebos.

Hello, Danny. Hello, cowboy.

What took you so long? You come on horseback?

Hot damn, what a foxhole. How do, you all?

Hello, Josh.

Hello, Lou. How are you? Good. Great.

Hi, Sam.

So what's so funny for you, Ocean? You should be ashamed of yourself.

Enticing a broken-armed man into a project of such precision.

You know what your problem is? You underestimate people.

Louis, grab it.

What's with the broken arm?

Why, shucks, Mr. Acebos. It's all healed now.

You knew this, you Dracula. You want to worry me into an early grave.

Lieutenant, brief your group.

Anyone who isn't at ease get that way.

Some of you already have a general idea of the plan of this operation.

Before we give you the full picture, I want to point out...

...that everyone turned up.

Not one goof-off.

I'd say this is a hell of a good sign.

Lieutenant, I think you and the Sergeant ought to feel pretty proud of yourselves.

Now you've given us the good news, how about the bad news?

Sergeant Ocean.

This is our objective. Las Vegas, Nevada.


To liberate millions of dollars.

Now these are the five casinos we hit:

Sahara, Riviera, Desert Inn, the Sands and the Flamingo.

H-hour is New Year's Eve.

Units involved:

Special combat teams made up of former members of the 82nd Airborne.

Just for curiosity, how did you figure this was a job for old paratroopers?

Why didn't you just get some regular heist guys?

For the best of reasons, Mr. Harmon.

A man with a criminal record can't get near Las Vegas...

...much less the casinos.

I guess that lets me out. Don't be ridiculous.

You're no hoodlum. You've no connection with the underworld.

Hoods are always mixed up with other hoods.

Where there are hoods, there are stool pigeons.

But with us...

...no stoolies, no leaks.

You five guys working in the hotels, which hotels are you in?


The Sands.

Desert Inn. Riviera.


There'll be five more men working as floaters inside, as two-men teams.

You've been to Vegas many times.

Give me a rundown on the exact action that takes place on New Year's Eve.

Come midnight, they go nuts. Everybody kisses anybody.

Then, because they've just met, they sing, "Should old acquaintance be forgot."

How long do you figure it takes to sing that song?

I don't know. About...

One minute and 38 seconds. Exactly. We timed it.

One minute and 38 seconds after midnight, we black out the whole town...

...and hit the five casinos at the same time.

Sahara, Riviera, Desert Inn...

...the Sands and the Flamingo.

Nobody will even see us.

You got a question, Tony?

How do you figure to black out a whole town?

Let me ask you:

What happens if you knock out one of these towers?

You get a short-circuit when the cable touches the ground.

That's interesting.

Rheimer and Josh are the demolition men.

What's my job?

We need you to open the doors to the cashiers' cages, where the loot is.

Those doors are controlled electrically.

The cashier can open them by pushing a button from the inside.

If the button's on the inside, I can't push it from the outside.

But that's exactly where you're going to push it from. The outside.

Every casino's got an auxiliary motor...

...generating power to light up the gambling tables...

...and the cashiers' cages whenever the main cable fails...

...which happens quite often.

The auxiliary motor kicks in automatically.

Twenty seconds and they're back in business.

Except they won't quite be back in business on account of you, Tony.

Let me ask you a question:

What happens if you cross the wires that operate the lights...

...with the wires that open the cage doors?

When the auxiliary motor kicks in...

...instead of the lights going on...

...the doors of the cages will click open.

It's as simple as that.

Yes, in theory.

But to be sure, I have to study the main switch box in each casino.

But you will, you will.

Is this the only road in or out of Vegas?

Yeah, that's Route 91. Why?

I remember reading about this guy in Perth...

Is this another one of your long stories?

...who cut up his grandmother. Cut up his grandmother?

Come on, let him talk.

Who cut up his grandmother and mailed her out of town.

Everything went fine till he ran out of stamps.

Which proves something crucial, right?

Wait a minute, Vince. Pete's got a very good point.

Getting your mitts on dough is one thing, but getting it out of town, that's another.

That's where Josh comes in.

I was wondering. Don't wonder.

He's the main cog. If he goofs, it's over.

What's wrinkling you, Curly?

How long can we depend on it staying dark?

Ten, fifteen minutes.

That's not much time.

That's enough if everyone does what he has to do.

Danny's right.

You should all move like clockwork. Seventeen jewel.

Boys, you should think of this...

...as a full-fledged battle.

Leap into it and with the same high-type hearts...

...that carried you across the Rhine River...

...and other historical places.

Just think how proud...

...all the big brass in the Pentagon would be, could they but know...

...that their labors made all this beautiful operation possible.

You know, they should all sit right down in the officers' mess...

...and have a good cry from happiness.

Even I myself am a little bit tempted.

Any further questions?


What's your job, Acebos?

Mr. Acebos, what you all going to do?

Our modest friend here is a known felon.

They'd take one look at him up in Vegas and we're kaput.

That's it.

Any more questions? Comments? Anybody worried?

I got a suggestion.

What is it, Sam? Forget it.

The whole deal. Forget the whole deal.

Believe me, I like to swing like you, but you've got no plan here.

You got a pipe load.

Is this another of your morbid jokes...

...Danny, you sadist?

What's wrong with our story, Sam?

For one thing, 15 years.

This isn't a combat team, it's an alumni meeting.

Any of you liars want to claim that you're half the man you were in '45?

Can you run as fast, can you think as fast?

Can you mix it up as good as you used to? I sure can't.

Danny, if you want to catch lightning in a bottle, go ahead.

But don't try and catch yesterday.

Old times are only good when you've had them.


...some guys grow old without turning chicken.

Did you hear about it?

Okay, Lieutenant Lionheart, I grant you're brave.

But the question now is: How dumb are you?

Only I know Las Vegas.

Why don't you believe me when I tell you the percentage is always with the house?

The percentage is with the people rigging the game.

And in this case, it's us. You are a deserter under fire. A traitor!

Shut up or I'll step on you.

Why, you can't let him walk out like this.

He disrupts the entire plan!

Maybe you got an idea on how to stop him.

He owes you. You saved his life.

I'm trying to save his life!

Now, Sam.

Thank you, Danny.

You don't owe me a thing, Sam. And you're entitled to your opinion.

Anybody agree with him?

What about you, Josh? You got brains.

Yeah, I got brains, Sam, but I got to go with Danny.

At least it only leaves us one man short.

One man short. That's nothing, nothing.

Danny, darling, just run a want ad.

We have to leave out one of the casinos. Which one should it be?

Wait, hold it. Nobody's walking out.

If I can't talk you guys out of it, I can't.

But I'm certainly not going to let you pull this job without your best man.

So go ahead, let me have it. When do we blow this mausoleum?

Day after tomorrow, gentlemen...

...we'll be in Las Vegas.

Happy New Year.

Did you spray the stuff on your shoes yet? I did...

...but the infrared paint you gave me isn't ready for the public yet.

I can't see a single footprint. Of course you can.

Try this.

Still nothing. Danny must be off his rocker!

Cool it. Put these on.

Go ahead, put them on.

Now look.


I got an extra can of this jazz and I want you to do me a favor.

Don't be stingy with it. Okay?

Hey. What?

They ought to mix this with dames's makeup.

It would make for some very interesting midnights.

I'm hip.

One, two, three, four. Two, two, three, four.

Three, two, three, four.

Come on, kids.

Up, two, three, four. One, two, three, four.

Kill it. Go on, Helen, get in there. Take her place.

You got a tough job.

Why so many barrels?

I don't know, some whole dinners.

When it's à la carte, then we get sensible garbage.

We'll have none of that.


Hi. Hello, Mr. Skelton.

You remember me?

I remember what you told me, too.

What I told you about putting a limit on myself?

You didn't take that seriously, did you?

You said you'd break me like a dried twig if I cashed another one of your checks.

Don't pay attention to that kind of talk.

This is all solid flab.

I haven't got the strength to pull the wings off a dead bee.

Here. Cash the check. No use arguing, Mr. Skelton.

We won't let you exceed your limit.

This is unbelievable.

Get a load of this guy. You'd think we were going to stick up the joint.

We wouldn't do that, would we? No. It's ridiculous. Cash the check.

Please, this gentleman is waiting.

Like a tree, buddy boy, I'm standing right here like a leafy elm...

...until you cash that perfectly good check.

You ought to be a little more careful.

I may hit a lucky streak and win this casino.

The whole joint could be mine.

Then what little cashier's nose would be out of joint?

What's up? Hey, pal.

No guts?

Had to send for Wyatt Earp and his little fat brother.

Watch the arm. That's my slot machine arm.

Silver dollars, please.

Coffee, please.

Could you light me up, please?

I had the key made.

Be careful with it. It cost me two bits.

I hope somebody's keeping an eye on this reckless spending.

Here. Here's one for the Sahara. Right.

You look like you're getting combat fatigue, girls.

You been up on that line a long time.

Everything all right, Joe?

Like tulips in July, Mac.

Come on, get a split. You can do it.

I can do it if you'll cool it just a second.

Be sure you let go of the ball, Harv.

What did you find out last night?

Casinos don't like to be robbed.

That's a pretty narrow-minded attitude. The wire crossing work?

Technically, yes. Technically, everything works.

How long will it take you to rig them?

Five casinos, 15 minutes each.

That's 75 minutes.

Traveling time, 25 minutes. That's an hour and 40 minutes.

That's when I'll rig them. An hour and 40 minutes before we hit.

Can't you preset them so it's ready to go? No, can't take the chance.

If the main cable fails legitimately those doors'd spring open...

...like a set of false teeth.

Did you pick out a tower? The biggest.

Josh'll give you a hand.

What about the Sahara?

There's one security cop that's really got me bugged.

He sits in front of the cages, must have arthritis or something.

The son of a gun, he never moves. A left hook'll keep him that way.

Sam? As steady as down-country loving.

Good boy.

Louis, what about the Desert Inn?

It'll be just as easy as riding a stuffed horse.

How's that? It'll be just as easy...

Just forget it.

Jimmy? Flamingo is all set.

What about the Sands?

Smooth and level.

Nobody carries identification until the job's done.

Whoever's got an inside job, go back to work.

The rest will wait outside, mingle with the crowd...

...stand in front of your respective casinos till Jimmy and I contact you.

What are we going to do till we hit? We have all today and tomorrow.

I got an idea. A therapeutic idea.

Forget it. No, no.

Today, tonight and tomorrow we rehearse and keep rehearsing until H-hour.


Have no fear, little Josh is here.

Let's go. Mushy's up. Come on. Come with me.

I never bowled in my life. Fake it.

Do we have time for another show?

It's late, isn't it? What about the lounge at the Sands?

A good idea. That's my lucky spot.

Someone you know?

I just thought I recognized somebody I know from the profession.

Yours or his? Come on.

Well, well, well.

What are you doing here?

Same thing you are. Cheating.

No, you've got me wrong. I'm here on business.

I expect my party any minute.

I'd like to see her.

And I'll bet your wife would, too.

No, you don't understand. I'm all alone.

Cross my heart. I hope you die.

Take your hands off me or I'll call that cop.

Let's not panic.

When you realize how wrong you are...

...use that.


Mrs. Ocean?

This is a friend. I'm calling from Las Vegas.

I think you'd be interested to learn that your husband...

...what your husband is up to in this little town of Vegas.

That's funny.

I was taught that creatures like you always rattled before they struck.

And I didn't hear a thing.

I thought I was doing you a favor. Sorry I disturbed you.

No, malicious, I'm not disturbed.

When I learn Danny has an enemy as venomous as you...

...it just makes me love him a little more.

Call me any time, love to have you waste your money.

Happy burial, dead dog.

Are you all ready, Pete?

Just a second.

What time did you set it? One minute, 38 seconds past midnight.

It's 6:05. Right.

One minute and 38 seconds past 12:00, Big Daddy...

...and then: Happy New Year!

Happy New Year. Come on, let's go.

Good evening, Mrs. Restes. Hello. How are you?

I'm wonderful. Happy New Year.

Thank you. Same to you.

Las Vegas is like Paris in a way. You always run into people you know.

And usually wish you hadn't.

My sentiments exactly.

Excuse me a second, honey. I want to go outside a minute.

I adore running into old friends.

It's certainly our pleasure.

Is Jimmy joining us?

Poor Jimmy. No, he's shivering in Squaw Valley.

But he's here.

Here? In Vegas?

Here at the Flamingo. I saw him last night.

Dear! Don't tell me he broke something skiing.

Nothing that showed.

Why would he tell me he was going to Squaw...

I'm stupid. It's simple.

He ran into some jiggly little number who was Vegas bound.

"Jiggly little number" isn't exactly the way I would describe Danny Ocean.

He's more like a well-mannered shark. Is he?

$25 chips, please.

Tony! It's me, Steffans. Tony!

Are you nuts? Get away from here. It's after 11:30. Think you'll make it?

You'll know soon enough. Okay, I'll see you at the blowoff.

I thought he said it was a lady's drink.

I think he meant a lady horse.

He meant one at a time, honey.

It's lucky I can hold my liquor. It's very fortunate.

You can get to the room by yourself, can't you, honey?

I got a date in the casino. Here's your key.

You're wasting your time with that Clyde, honey. He's a loser.

He's a loser.

I'm so drunk, I don't think I could lie down without holding on.

Get her out of here!

Here you are, missy.

Happy New Year to you!

It so happens that I do not know who you are, my good fellow.

Now, who do I have to be to wish you a Happy New Year?

Ricky Nelson.

I used to be Ricky Nelson. I'm Perry Como now. Come on.

No, you're not. You moved.

Smart girl. Now, about this night air. Let's get in out of it. Come on.

Is it New Year yet?

Too close for comfort. Come on. No. I hate it, too.

I hate holidays.

Do you like holidays?

Give me a little kiss. How about it? Sound idea. It's constructive.

Wait there and I'll come in a minute. I'll wait for you.

You know something?

I think I kiss better when I'm drunk than I do when I'm sober.

Some other time.

Where are you going?

After all that we've meant to each other, I must leave you.

Hey, now, this is a dirty deal.

Our first quarrel.

I don't fit into your picture?

From here on in you don't, sweetheart.

Good night. Good night.

It's okay, man.

It's okay.

It so happens I'm very much in demand.

Maestro, if you please.

Ladies and gentlemen, it's almost midnight.

So pucker up your lips, ladies.

Twenty seconds to go.

Twenty, nineteen, eighteen...


...sixteen, fifteen...

...fourteen, thirteen...

Twelve, eleven...

...ten, nine...

Eight, seven...

...six, five...

Four, three, two, one.

Happy New Year!

Lights! Lights! Darn that cable.

It's the second time this month.

Stay where you are. The lights will be back on any minute.

Once more, George, from the top and keep playing until the lights come on.

Pardon me. Wrong girl.

Douse those lights.

Now sing loud and clear.

Sing louder.

With the music now.

When shouldn't it be forgot?

Blow out the candle. Blow.

All right now, sing. What?

It's a party. Loud and clear.

Do what he says, Charlie. Trick or treat?

You, too. Let's make it a duet.

A little louder.

We've been hit.

We've been tapped. What?

We've been held up. Robbed.

Get me the sheriff's office. Hurry.

Hello. Sheriff Wimmer?

Sheriff Wimmer speaking.

Flamingo's speaking. We've been tapped. What?

We'll be right over.

It's the Flamingo. Roll cars 620, 622 and 624.

Roll some more. They just knocked over the Sands.

Happy New Year.

How did it come off?

Like a charm.

Same here. Fantastic.

Attention, all cars. Cover all entrances and exits.

Sands, Sahara, Flamingo, Desert Inn, and Riviera.

Check everyone who leaves.

Did you get a look at them? Any look? What? In the dark?

I see, it was dark. Did you hear anybody say anything?

Yeah. He said we should sing.

He said you should sing.

Ladies and gentlemen, this is Don Murphy speaking for station KLAS-TV...

...in Las Vegas, Nevada.

We are in front of the famous Hotel Riviera.

In a few moments, you'll hear some reports...

...of this fantastic robbery from on-the-spot eyewitnesses.

You have something you wanted to say?

Do me a favor.

If you're going to interview people, pick elderly couples.

Some of the others don't always belong together.

Don't look now. It's little old me.

How'd your action go?

If it went any easier, I'd have been ashamed.

Good boy. Get lost now.

Cars 305 and 309 reinforce roadblocks extending to Barstow.


Get a rundown on every train leaving Vegas.

Passenger and freight, east and west.

Things went too easy.


Never the luck. Never the luck.

Okay, folks, get back. Okay.

Call for an ambulance, quick.

Okay, but this guy's dead.

Look, Danny, Tony's just another guy who died in the street.

A lot of guys die in the street. Sure they do.

It happens all the time.

No sweat.

No sweat.

Yes, I heard you. Check all outgoing flights.

Car 306, come in, please.

I want every piece of luggage examined.

306, proceed with plan 22. Over.

Ask them nicely.

If they don't cooperate, fine. Let's find out why.

I haven't a man to spare. I simply can't do it.

What do you mean you can't?

How did it go?

Smooth as a peeled egg. How about you?

Things happen that can break you up, things you don't expect.

Like what? Tony's dead.


Heart attack, I guess. He dropped crossing the street.

The cops got to him before we did.

They'll check up on him.

Sure they will. What are they going to find? Nothing.

Nobody will ever know.

No one but us.

Don't hit me on the head with that, will you?

I'll tell the other men about Tony. Maybe if I tell them, they won't panic.

The plan remains the same:

The money stays where it is till the heat's off.

Nobody checks out till we give the word.

You better go back to your job. I'll contact you later.


He's taking it hard.

Long time since he lost a man in combat.

Is it true somebody stole millions of dollars?

Yes, ma'am, but there's still some left.

Would you move along, please?

The sheriff's office and the state police have assured us we are going to have...

...a rundown and capture by morning.

Thank you very much, sir.

And there you have it.

Millions of dollars are missing, stolen by an unknown number of men.

But, at this very minute, they're being tracked down...

...as they skulk through the night, down dark roads...

...where the long arm of the law is reaching out...

Happy New Year, Officer. Happy New Year. Say...

What's going on? What's all the excitement?

Will you get this garbage truck on out of here?

I'll be glad to do that there.

Happy New Year!

Oh, my goodness!


Before I tell you why I called this meeting, I want to get one point straight.

We're not the sole owners of our casinos.

We all have partners we have to answer to. Right?

You can say that again.

Mine are coming after me with a rope.

Mine are not too happy either.

But they gave me a free hand to make the best deal I can.

What deal? For what?

To get our money back.

Now, how about it?

You boys empowered to make a deal?

I am. I am, too.


Duke Santos is coming in to see us.

Duke Santos?

Just doesn't figure.

If Santos wanted to pull a robbery, he'd have his lawyers do it.

I know the firm.

Yes? Mr. Santos is here.

Send him in, please.

I don't know how you fellows feel about it, but I'm glad he's interested.

Mr. Santos, my name is Strager. Glad to meet you, Strager.

I want you to meet some of my friends.

Mr. Brice, Mr. Gillette.

Mr. Freeman. Mr. McCoy.

Won't you sit down?

We were just talking, saying how happy we were to get your call.

It was our first ray of sunshine.

Don't worry, I'll get your money back.

Hear that, fellows? Our troubles are over.

Mr. Santos doesn't make a promise he can't keep.

No doubt about it. Good deal.

First time I relaxed today.

How much is it going to cost us, Mr. Santos?

Let's say I wanted a third...

...and you fellows beat me down to 30 percent.


And if he doesn't deliver, he gets nothing.

Is that right? Naturally.

I'll certainly go for that.

Our insurance won't even pay 20 percent of what we lost.

Neither will ours.

But that's a whale of a finder's fee.

I'd say that all depends on what the finder's looking for.

Okay, I'll go along.

Me, too. So will I.

All right, but how about taking some of it in chips, Mr. Santos?

We would like a chance to win it back.

Would you now?

Okay, you got it.

For 30 percent of what they took out of your joint, call it: Heads or tails?


No, thanks, Mr. Santos. I got partners.

They wouldn't want me to make a bet without consulting them.

So if you can't put up, what do you do?

Shut up. And that's what I'm doing. Good.

I'll expect the cooperation of the local sheriff.

You'll arrange it for me?

Consider it done.

Mr. Santos.

May I ask you a question?

If it's the right one.

We know you're not getting involved in this because of the dough.

What's your real reason?

Well, frankly, I'll tell you.

Whoever pulled this job, they shouldn't have done it while I was in town.

It's embarrassing.

Call the sheriff for me?

It'll be taken care of, Duke.

The report on Bergdorf.


The dead man we brought in last night.

The guy got a Silver Star, a Purple Heart.

Sheriff, Mr. Strager on three.

Yes, Mr. Strager?

We made a deal with Duke Santos to...

Duke Santos!

We get our money back, or it's no deal. Good. I'm very pleased for all of you.

He's at the Riviera. Talk to him. Sure. Of course I'll talk to him.

Locate the dead man's wife. Tell her about her husband.

Pump her. She may know something.

I'll be over at the Riviera with Mr. Duke Santos.

Call me if you find out anything. Okay, skipper.

Come in.


Of the names on your list, Mr. Ritsik doesn't answer.

Joe Ritsik don't answer?

Operator, honey, baby doll, you're wasting my time.

I don't want to know about guys that don't answer.

Try the Terra Haute call. Manny Ruditski.

Or Willy Henshaw in Detroit.

He's listed.

So's Fred Cusik in Palm Beach.

Try them all. I'll do my best, Mr. Santos.

That's a girl. Now get me some numbers that answer, will you?

Mr. Santos, I'm Sheriff Wimmer.

Nice of you to drop by so soon, Sheriff.

Sit down.

I guess you understand my position, Mr. Santos.

We're all grateful for your cooperation.

But I want to warn you, don't cut out on your own.

Whatever I get, goes straight to you. I'm a great cooperator.

What's new on your end? Not a clue.

We'd a net over the highway three minutes after we got the alarm.

If that mob got out it was only by seconds.

So they make it by seconds, it don't count? They get disqualified?

It shows they're a professional outfit.

Is there any other kind? Now, look, Mr. Santos...

All right, Sheriff. Don't get your feathers ruffled.

Mr. Strager says your sources can check any outfit in the country.

You bet your boots they can.

Hello. Duke, this is Manny.

Yeah, Manny. What'd you hear? Nothing, not a thing. Not even a smell.


Not a smell?

Now, what's this nothing dodge? Keep nosing around till you do get a smell.

It takes time, you know how it is. You've got to give it a little time.

Sheriff Wimmer, please. Just a second.

It's for you, Sheriff. Thanks.

Hello? This is Joe.

I talked to Bergdorf's wife. Good.

Does she know anything? She hasn't seen him.

She hasn't seen him, not the whole time he was in prison?

That's right.

She's coming to claim the body, isn't she? She wants to take it to San Francisco.

She can take it back to San Francisco.

Turn him over to Cohen's Mortuary. They'll ship him out for her.


What was that about?

An old guy dropped dead last night in front of this hotel.

Quite a hero. Purple Heart, Silver Star.

Served with the 82nd Airborne.

Served with the 82nd Airborne?

Yeah. Served in San Quentin, too.

I must get back to the office. So long, Mr. Santos.

Keep in touch.

And is it vice versa, Sheriff?

Now that we understand each other, certainly.

So long, Sheriff. You'll hear from me.

Hello? He's expected momentarily.

Never mind, Operator, I'll call him later.

Don't make any more of them calls for about an hour.

Mr. Cohen?

No, I'm Mr. Kelly. Mr. Cohen is my associate. He's occupied.

May I be of some service to you?

The sheriff's office sent over a body?

Yes, a Mr. Bergdorf.

Must've been a fine looking fellow in life.

With the compliments of Mr. Jack Strager.

I'm helping him with the investigation of last night's robbery.

A shocking thing.

If somebody shows an interest in the late Bergdorf...

...Jack wants you to call me right away.

My name's Duke Santos. I'm at the Riviera.

You can tell Mr. Strager he can depend on us, Mr. Santos.

He said he could.

And, Mr. Kelly, please...

...not a word about this to anyone.

Not even to Mr. Cohen.

But it can't be. A job this big is pulled and nobody knows who did it?

Believe me, Duke, we're digging, but so far nothing.

Not a single break? Not a break, not a tip, nothing.

Okay, Fred, keep listening.

Hi, honey. Hello, darling.

Excuse me a minute, sweetie, but this is the first opportunity I've had.

Hello, Operator. Get me the Flamingo, please.

I had a date with Adele, but she was late. Poor Duke, you must be starved.

I got other problems. I can't have lunch with you.

But I asked a few friends to join us. Great. You won't be lonesome.

Make it quick, I got important calls coming through.

All right. The Flamingo.

Hello, Flamingo? I'd like to speak to Mr. James Foster, please.

Who did you say?

Didn't I tell you?

Jimmy's at the Flamingo. He didn't go to Squaw Valley.

Operator, if his room doesn't answer, please have him paged.

Wouldn't you think he'd call his own mother?

He knows very well I'm here.

Wait till he hits the crap tables, you'll hear from him.

The only time he gives me a thought is when he needs something.

I wonder what he sees in that vulgar Danny Ocean...

...and all those Army cronies.

They hold more meetings than the American Legion.

I'm paging him. Will you wait? Yes, I'll wait.

They're having a meeting here?

Then why'd he say he was going to Squaw Valley?

I don't know. Adele told me he was here and Ocean is with him...

...and heaven knows how many other ex-Army pals.

Foster, Ocean and Bergdorf.

All 82nd Airborne.

I wonder what they're doing here.

Maybe it's the anniversary of one of their commando raids.

The little scorpions.

Anyway, it's all very mysterious.

What are you doing? Not any longer, it ain't mysterious.

Hello, Operator. Yes, sir.

Cancel all them calls I put in.

Yeah, cancel them all.

No wonder I couldn't find out nothing. A work of art. A real work of art.

Darling, what are you so excited about?

This, honey. The robbery?

Don't tell me you had anything to do with this?

No. Relax, sweetheart, I'm clean. But I know who pulled that job.

You do? Yes.

Shouldn't you tell the police? No.

And you want to know why not?

Because I love you too much.

May I learn what's so amusing?

Your Jimmy. Your innocent.

I knew he had guts the minute I met him.

Please, Duke.

Sweetheart, this job was cooked up by Jimmy and his soldier-boy pals.

That's ridiculous. Jimmy's always had all the money he could spend.

Why would he rob anyone?

Hitler had Europe. Why did he want Russia, too?

You can't compare my Jimmy with that monster. He actually fought Hitler.

He and his paratroopers overran Germany.

Last night, him and his paratroopers overran a hunk of Las Vegas.

It's a real shame that boy wasn't born poor.

What a career he could've had.

I believe you're serious.

That's right, they hijacked the town. Jimmy and his little paratroopers.

This won't take long.

I'll see you at lunch.

Want some lunch?

No, you go on ahead. I may not eat for weeks.

Hello, Danny.

Nice rooms they got here.

I don't think I know your friend.

You don't know me either. Sure I do.

I'm a pal of Jimmy Foster's.

I know some of your other buddies, too.


...Tony Bergdorf.

Poor Tony died, you know?

It's too bad.

His wife's coming over to claim his body.

Tony's going home in a pine box.

It was a beautiful job you boys pulled. A real work of art.

Are you a cop?

Me? Duke Santos a cop?

I only wish I was in on it with you.

How I envy you your youth.

You're not going to get any younger hanging around here. What do you want?

If you guys'd been pros, I'd have put you out of business.

But new talent needs encouraging.

I want half.

Half of what?

You tell me. You got the money.

You're talking to a dead phone, Charlie.

Suit yourself. There's a live one at the sheriff's office.

So, you are a cop?


I made a deal with the casino owners to get their money back for them.

Now you're ready to double-cross them?

They're only going to pay me 30 percent.

You'll give me 50.

Playing both ends from the middle? Sure, I can't lose.

You've already lost.

The money's sent out of town. Long gone.

If you're here, the money's here.

We can't make a deal with you. Too many people involved.

So talk to them.

That's going to take a little time.

I'll give you till tomorrow.

I know you won't try anything cute.

50 percent of something is better than 100 percent of nothing.

1:00 tomorrow. Here.


Hold it.

What's your relationship to Jimmy Foster?

I'm going to marry his mama.


Jimmy sold us out. Your best friend sold us out.

You believe that?

What do you want, the facts tattooed on your nose?

I don't like Foster much, but now we found out he's turned canary...

...you must stand up for the slob.

You always have to be different, always on the opposite side.

You always jump to conclusions.

What do you think the boys will do when they find out?

Let me ask you one question:

Does Jimmy know where the money is? You know he does.

Why doesn't he tell Santos about it, go over, pick it up, and split it with him?

Go ahead. Right on the chin.

Forget about it.

I've been making a couple of mistakes myself.

Mother, what is it? I came as quickly as I could. Are you ill?

You fool! You complete utter ass!

That's good. You're not ill.

I could slap your face raw.

What is it, Mother's Day? Did I forget?

You dare to be sarcastic after what you've done?

No, it's not Mother's Day.

How do you plan to celebrate Mother's Day?

Perhaps you and your tin soldiers will rob Fort Knox.

After stealing all the money in Las Vegas that's the next logical step for a maniac.

But how... Amazed, aren't you?

You probably thought you had committed the perfect crime.

You moron, I could die.

Mother, who's been talking to you? Duke.

He knows all about it. That's impossible!

I mean, why would you believe what Santos says?

Because, my little amateur thief, he's a professional.

Look, Mother... Don't lie. Your face gives you away.

Even as a liar you're an amateur.

Where's Santos now?

He's gone to see your confederates to take the money away from them.

Now he's going to get mixed up in this, too.

How could you treat me this way?

I think now's a nice time to tell him.

I owe you an apology.

I thought for a minute you blew the whistle on us.

But Clarence Darrow here, he proved otherwise.

What do we do now that Santos knows?

I wish I knew. I just know we're in a bind and we haven't got much time left.

I've got an idea.

Come on.

I'll paint you a picture on the way out. Come on, Clarence.

What's so funny?

I knew this color would come in handy one day.

Josh. Yes?

How do you get this stuff off? What I usually...

Hold it. You can count it when you get to San Francisco.

It's for Tony's widow and his kid. It's only $10,000, Danny.

Good boy, Josh. I should've thought of that myself.

Operation Pine Box.

Danny, the widow just arrived.

I figure she'll ship the body to San Francisco on the 11:40.

It's the only train today, they got over an hour.

Okay, you stay with her. We'll phone the others.


Operator, get me Dudley 2-6-9-6-9. Thank you.

Vince Massler.

Watch the 11:40. Tony may go out on it.

Mr. Santos will get his.

Sorry to keep you waiting, ma'am. I'm Mr. Cohen.

How do you do?

I came to make arrangements to ship my husband's body to San Francisco.

Yes. Mrs. Bergdorf, may I...

May I ask, Mrs. Bergdorf, in my professional capacity...

...are you a woman of means?


No, my husband...

My late husband left me $10,000.

I received it this morning.

But that's all I have and I'd like to keep that for my son's education.

I understand.

If I may make a suggestion, Mrs. Bergdorf?

Of course.

The services in Las Vegas are no different than the same rites in San Francisco.

Your late husband was a war hero...

...and we have a chapter of the American Legion here.

The Legionnaires will be happy to serve as pallbearers.

Why waste money on needless transportation?

I guess you're right, Mr. Cohen. Good.

Danny? Yeah, Corneal.

Something's going on in there, but I don't know just what.

The box hasn't left yet?

No, and I don't think it's going to.

Why not?

A bunch of Legionnaires just showed up. They must be here to attend the services.

It looks like the widow is going to plant Tony in Vegas.

Okay, you wait there. I'll round up the boys. We'll be over.

Hello. Who is it?

Kelly, of Kelly & Cohen Morticians.

You asked me to call you if something unusual happened...

...in regards to our client Mr. Bergdorf.

Bergdorf? Go ahead.

About a dozen men arrived to attend the services...

...which are being held in our beautiful chapel...

...which serves all denominations, faiths and creeds.

Skip the commercial, will you?

These men don't look like the usual mourners.

Mr. Santos, there's something else.

I made a discovery in the Waiting Chapel that's most unusual.

I could call it incredible.

Mr. Santos, I will call it incredible.

What is it? A money band.

A $10,000 money band.

It was lying by the coffin, and it certainly wasn't there last night.

By the coffin?

Right beside it.

I hardly know what to think.

I do. I'll be right over.

How do you like that? A dead delivery boy. Corny characters.

We are gathered together today to pay honor and tribute...

...to the memory of Anthony Raymond Bergdorf.

At such a time, it is altogether fitting that we recall the Psalm of David.

"The Lord is my Shepherd, I shall not want...

"...he maketh me to lie down in green pastures.

"He leadeth me beside still waters...

"...he restoreth my soul.

"He guideth me in the paths of righteousness for his name's sake.

"Yea, though I walk through the valley of the shadow of death...

"...I will fear no evil for thou art with me...

"...thy rod and thy staff, they comfort me.

"Thou preparest a table before me in the presence of mine enemies...

"...thou annointest my head with oil...

"...my cup runneth over.

"Surely goodness and mercy shall follow me all the days..."

What's that noise?

What's that noise?

What's that noise?

The deceased is being cremated.

"Verily, verily, the Lord giveth and the Lord taketh away.

"Earth to earth, ashes to ashes...

"...dust to dust...

"...in sure and certain hope of the resurrection unto eternal life.

"The Lord lift up his face upon you and give you peace...

"...this day and always.