Back Street (1961) - full transcript

Ambitious but thwarted, Rae Smith meets handsome Marine Paul Saxon, (of the Saxon department store chain), as he passes through Lincoln, Nebraska, on his way home from World War II. There's a definite spark between them but circumstances intervene and he leaves town without her. Later she learns he's married. Determined to make it as a fashion designer, Rae moves to New York and becomes a great success. One day she happens to meet Paul again and again there's that spark but he's still married so, as a form of escape, Rae moves to Rome to set up shop. Once again she meets Paul and finally they begin an actual affair since Paul's shrewish, drunken wife, Liz, won't give him a divorce. Time passes, the affair continues whenever time and place permit, but then, Paul's young son finds out about Rae and Rae's back-street world begins to crumble. - stop by if you're interested in the nutritional composition of food
Flight 44 United Los Angeles to Chicago has just landed. Will the passengers please report to the information desk?

- Thank you.
- What about the navy?

- I have to be in Chicago tomorrow.
- You’ll have to wait your turn sir.

- You think we'll still make Chicago by morning?
- If I knew that I'd tell you, sir,

these days are worse than the war.
- Any chance of another flight?

- Look let me get you a hotel room.
- Meaning no chance.

May as well relax.

- Might even enjoy it.
- You’ll like the Sheraton, it's a nice hotel.

Oh, that’s it, sailor, I have to be going.

Well why don't we go together? I mean some nice quiet place, huh?

- Oh it's a business appointment!
- Business? This time of night?

I know it's terrible, isn't it? But that's the way it is.

Just when i meet a girl that can dance...

Say how about next week? I got a leave, can you be here?

- Well I guess. If i'm still in Lincoln.
- Yeah. Don't you live here?

You call this living?

- Okay, lady, hop in.
- Who me? I don't want a cab.

Hey hold it, I do.

Excuse me.

Sheraton Hotel.

- Hi.
- Hi!

- I'm not late.
- Oh you're never late. I'm early.

- Do I look alright?
- Oh more than alright. And you always do to me.

Well for Mr. Venner do I look alright?

Too good for Mr. Venner, whoever he is. Another salesman?

Oh no, he's a real honest-to-goodness manufacturer, and he says he's always on the lookout for new designers.

- On the lookout or on the make?
- Oh, Curt.

He's a very busy man but he did take time out to look at my sketches.

Oh sure 11 o'clock at night in his hotel room.

It is not in his hotel room, it's in the lobby.

- Funny?
- Well you'd think so if you saw Mr. Venner.

- You want me to wait for you?
- No, I'd only worry about keeping you waiting.

- Wish me luck? - Sure.

I'm on your side, Rae. In anything.

- A girl has to be crazy not to be in love with you.
- Alright.

You get the minister and I'll get the psychiatrist.

Night, Curt.

Excuse me.

Again that is.

- Are you all right?
- Uh-huh.

- Yes, sir?
- Paul Saxon. I believe I have a reservation.

- That's right. - I may get a call from the airport,

no matter what time it comes--
- We'll put it through.

Would you please tell Mr. Venner that Miss Rae Smith is in the lobby?

Now Miss Smith, Mr. Venner is expecting a long-distance call. He asked that you go directly to his suite, 303.

Captain, we're a little short-handed. Would you mind?

Three, please.

Ah Miss Smith, do come in.

My goodness, Mr. Venner. Must be a terribly important phone call you're expecting.

All in your honor, my dear. I've been looking forward to seeing you.

Well then why don't you turn on the lights? I don't glow in the dark, you know.

- But you do, my dear, you do indeed.
- Flatterer.

I put color swatches on most of these sketches.

Yes I'm sure they'll be fine, now why don't you just sit down and relax, huh?

And we'll have a little champagne.

You know it's amazing, a little wine makes business a pleasure.

Uh, these sketches are all complete outfits, and I've indicated accessories.

Now now now, time for that later on, when we're better acquainted.

A toast to your future.

Well I'll feel more like toasting my future after you've looked at my sketches.

- Now don't be coy.
- Oh I'm not being coy, Mr. Venner.

- I'm very serious about being a designer.
- Well then relax.

We'll finish the champagne and then we’ll look at them.

- Let's look at them now please.
- Not now!

When then? Tomorrow? Or shall I just leave them?

Say what is this some kind of a game? I go to all the trouble of ordering champagne and--

Say what's your hurry?

I'm sorry, Mr. Venner. I'm afraid I misunderstood you.

After all you did say to meet you in the lobby and well,

I didn't think it would take very long.

- He's downstairs waiting for me.
- Who's waiting?

Why my, um, fiancé of course.

Your fiancé? What kind of a fiancé would let you come to a man's room at this hour?

Well he didn't want to let me but I told him it would just take a few minutes,

and he's apt to come looking for me.
- Oh yeah? Well we'll just relax until he shows up,

Because my dear I do not believe one word of your story.

Now come on try a little more champagne. Relax.

I can help you get ahead but it's not a one-way street you know.

- Not one-way, dead-end!
- Now wait a minute!

You stop that! Stop it!


Who is it?

Is Miss Rae Smith there?

A marine...

- I forgot to tell you, he's a marine.
- I hate to interrupt a business meeting but...

Well you know, Rae, I'm due at the airport very soon and if you're gonna see me off...

It's been very pleasant, Mr. Venner.

Why didn't you just flatten the old goat and walk out?

Oh I don't know. Maybe it's because I wanted so much for it to work out, and maybe...

You know the worst part? He was trying to seduce me with champagne!

Domestic champagne, yet!

Oh that's wonderful!

So are you! Have you any idea how grateful I am?

I thank you. I do thank you.

That's what a marine is for.

Good night, marine.

- I'll never forget you.
- Do you have to go?

I mean, can I buy you a drink?

- That's your phone.
- Yes I know, but...

Well, don't run off... wait.


Hello? Yes this is Saxon.

Oh, cancellation, good, I uh...

I mean I can't make it.

That's right. I'll take my chances.

That's what I said. I'll take my chances.

Let's see the town.

Are you crazy? Ironing in the middle of the night?


You're cooking potatoes!

Oh Janey, men like potato salad don't they?

All men? Even sophisticated men?

Oh, you came to the right party alright.

I know all about sophisticated men. And potatoes.

They're done.

What do you want with potato salad at...?

3:30 in the morning!

Well... did you ever hear of a picnic without potato salad?


I thought we'd go out to Big Chief Lake.

Big Chief Lake. Gee I haven’t been out there since...

Who's we?

Paul Saxon. Oh you don't know him, he's not from around here, I just met him tonight.

- Mommy, can I have a glass of milk?
- What are you doing out of bed?

Marilyn, it's still night time, honey, now will you get back to bed?

Oh Janey, let her stay up for a while.

You're the boss where she's concerned.

There's a sweetheart. There we go.

Keep your eyes on the road, driver.

Why? don't you feel safe with me?

Certainly not. Does anybody?

You know, we really didn't have to start this early, but I'm such an early bird.

I'm glad we did. I want this to be a long long day.

Say, I've been meaning to tell you ever since we drove by your store last night.

You and I are in the same business. I have some department stores too.

- Some?
- Well it's a family business.

My grandfather started it. The Saxon Stores.

Are you that Saxon?

- I hope you don't mind.
- Not too much!

You know, I was beginning to wonder what you and I could possibly have in common.

Were you, indeed?

I wasn't. I knew.

Right away.

- What are you sketching? Let me see.
- No not yet. In a minute.

There's an old legend. At certain times of the year, a girl can see her sweetheart's face in the lake.

That is if she's... you know...

Pure of heart.


Make it mine. From you.

Just Rae?

Oh that's how I see myself when I become a famous designer with my own salon.

That's my signature, all small letters. Very chic, don't you think?

You're really serious about being a designer aren't you?

- It's all i ever wanted to be.
- Why don't you do something about it?

I do whenever I can! Why else would I bother with a man like Venner?

Oh no, that's hoping. Hoping to be lucky, hoping for lightning to strike.

I mean really get out and do it.

I tried, but then my mother got sick and I had to stay and run the store.

But there wasn't anybody else, my sister Janey, well...

She was just married and just had a baby.

That was thoughtless of me. I guess I never made a sacrifice like that.

Everything I ever wanted I just reached out and took.

I'm sorry.

Don't be. I loved my mother, she was a wonderful woman.

And when you love somebody... that's it.

Just that simple?

It is for me. How about you?

I think we better be going. You'll want to find out about your plane.

There'll always be another plane.

Never another picnic with Rae Smith.

Don't. Don't say it, please.

Never is such a long time.

Rae, I… Rae!

Oh, Paul, I know this is crazy but I love you, I love you!

As simple as that... and as wonderful.

Help yourself to more coffee on the house. I gotta get started for the morning rush.

Here's your change. Do me a favor, will ya, if anybody comes in tell them to holler.

You and the missus take your time.

See how respectable we look?

Oh, darling.

For the rest of our lives let's have breakfast at four in the morning.

You're an idiot.

Tell me, is it normal to be so hungry and so happy at the same time?

Well now, just how hungry are you, Miss Smith?

Tell me first. Just how happy are you?

Finish your coffee. I'll call the airport to see if there's a seat on today's plane.

It's a nice idea but slightly illegal.

I'd love to sit in your lap all the way to Chicago, but I don't think the airlines would allow it.

You'd better get two seats.

- I wish it were that simple.
- Isn't it

Well I've been away a long time, Rae, and... well there's the store, I...

You mean a man who runs a department store can't be in love?

It's the timing. Right now I have to leave you.

I wouldn't leave you for all the department stores in the world.

Be sensible, Rae, this is business, it's complicated.

It means i have to get things straightened out. Things that never mattered before.

Rae, I had a life before I got in the marine corps.

Before my plane was grounded here.

Before I met you.

- It's another woman.
- Now listen to me.

Oh that's silly of me, there must be dozens of women ready to throw themselves at you.

Just like I did.

Rae, do you think I want… just to say goodbye to you... like that?

But you must.

And it's hard isn't it?

Well let me make it easy for you.

- Wait.
- Because if that's all it was to you,

that's all it is to me.

Goodbye, marine. Goodbye.

Rae, wait.

Rae, wait!

I'm sorry, Mr. Saxon, but she can't talk to you right now.

Tell her I turned this place over to get two tickets, and I got them.

Flight 73. Tell her it leaves in 40 minutes.

- I want her on it with me.
- Just a minute, Mr. Saxon.

Rae. Rae!

You better hear this!

He's using the phone at the ticket counter! He says he must talk to you!

Mr. Saxon? She won't talk to you.
- But she must!

Tell her I love her. Tell her it'll be a mess but I don't care I can work it out.

We can work it out, we have to.

- But she.
- No, no butts we can talk it out all the way to Chicago.

And listen, tell her we have the rest of our lives to work it out!

Alright, I'll do the best I can. What's your flight number again?

- 73.
- Okay. Rae. Rae!

He wants you to go with him on the plane now!

He says everything will be a mess, but he wants you to...

I am trying, Mr. Saxon, but she...

Hello? Operator. Operator, we've been cut off!

Oh he loves you, Rae, he said so.

He's waiting for you and wants you to go with him no matter what!

- First they cut you off and then it's busy!
- You better try the phone booth,

I got a lot of calls to make. Confirmations.

- Call him back tell him I'm on my way!
- Okay. Operator?

Still busy, operator. All right all right I'll wait!

- Did you get him?
- No, it's still busy!

Well it can't be you must have got a wrong number. Keep trying and tell him I said yes yes yes!


- Rae! You write to me!
- Yes of course!

- Operator isn't there another number I could call?
- But it can't be! Check it maybe it's out of order.

Mister, could you drive me to the airport, I'll pay you.

I'm late now, sorry.

Would you give me a push to the gas station? It's straight up the road.

- Okay.
- Thanks.

Alright, get your foot off the brake now!

- Just a moment.
- Now wait!

Please one moment!


Oh please there must be another number!


Gas please and hurry!

Flight 73 non-stop Lincoln to Chicago now boarding. Gate 7.

Trans World Airlines flight TWA 61 for New York

is now departing from gate one.

Trans World Airlines flight TWA 61 for New York departing from gate one.

Last call passengers for United Airlines flight 73...

Here. Raffle it off.

- Your bag, lady?
- No!

Park my car the keys are in it, my sister will be down to pick it up later.

- Keep the change!
- Last call passengers for United Airlines flight 73.

Non-stop Lincoln to Chicago at gate 7 last call.

- Wait! Wait!
- Too late, ma'am.

You could have waited... You could have waited.

You knew I'd come.

You can come out now, Curt's gone.
- What did you tell him?

I told him you were taking a nap.

He's no fool, he got the message, he went bowling with Cleve.

- You know, they don't come any better than Curt.
- I know.

He's good and kind and gentle

And he's smart too, he’ll go places.

And he worships the ground that you walk on.

Look, Rae, love isn't like a a scale that's supposed to balance.

There isn't a marriage in the world where one doesn't love more than the other.

- Now what's wrong with Curt?
- Nothing.

Except that I don't love him, and I won't marry him.

I can't lie and short-change him.

- Well you might learn to love him you know it's happened before.
- And you might leave me alone!

Look I don't get you! For three weeks now you've been moaning about this Paul Saxon,

you could have at least written him or called him.

I did.

And you know something? He's married.

Oh no...

- Oh that never occurred to me.
- Me either.

First I didn't even believe it. Not even when the butler asked me if I wanted to talk to Mrs. Saxon.

I thought it was his mother. Then I looked it up in the newspaper files, real easy.

Big society wedding.

Darling, I'll tell you something. I'm glad you didn't get to the airport in time.

I'm glad you missed that plane.

- Oh, Rae honey, it isn't the end of the world!
- For me it is.

So make it the beginning of another!

Look. Turn around and look at yourself! Come on, just look at yourself!

Oh with your face and that figure, boy I wish I had them!

And you got brains and talent.

- And those designs of yours
- Maybe they're no good either.

Well you're not gonna find out moping around here.

Yes yes I guess you're right. I ought to get away.

- What about the store?
- Sell it!

Oh honey, please sell it and go!

Wake up, Rae, wake up and live now before it's too late.

I knew you'd be crazy about New York as soon as you got a job.

For a while I was pretty worried that your money wouldn't hold out.

Bought a copy of Harper's Bazaar and saw your boss's originals, as you call them.

Cleve said if I dressed like that he'd shoot me. But what a way to die.

You're coming up in the world, and we are all thrilled for you.

As for us, Cleve’s on a diet, Marilyn has a cold, and I'm the same.

Guess I always will be. Love, Janey.

The genius just arrived.

What kind of a mood is he in today?

Well if it was anyone else, rotten. For him, pretty good.

Thanks, Rae.

I've never seen anything like it. It's perfectly awful.

And what's this thing? Give me the shears. If i hadn't designed it myself, I'd burn it.

Here, take it away. I don't want to see it until the showing.

Well what do you want?

My sketches, Mr. Dalian. You've had them for over six months now.

Perhaps you've had a chance to look at them.

Do you buy all your clothes at rummage sales?

I didn't buy it, I made it. And if it weren't good, you wouldn't bother to insult it.

Deliver me from drugstore psychiatrists. And what's so good about it?

It has lines, style, simplicity. It says something.

Well, you've picked up the lingo quickly enough.

I always listen when you talk to a customer.

Dalian does not have customers. Dalian has patrons.

And as to your sketches, I'm not sure, but I think I've seen worse.

"Dear Janey,

Sorry I couldn't write sooner, but I've been working like mad and loving it.

Dalian added three of my designs to his summer line.

But not one kind word, compliment, or pleasant look.

Then yesterday, Mrs. Oliver Banning - she's on the best dressed list every year -

came in, and he introduced me as his assistant!

It was the first I heard of being promoted.

I didn't really believe it, but my paycheck convinced me.

All these years, Janey, finally it's paid off. Love to all. Rae."

- Did you read the Tribune?
- Uh-huh.

- And the Post?
- Uh-huh.

-And The Times?
- This year, Mrs. Whitney Ames

and her debutante daughters, Susan and Lydia,

stole the fashion spotlight in originals from the atelier of Dalian

and his new and talented associate Rae.

Don't sit there wasting my time and drooling like an egotistical idiot.

Oh Dalian, I love you. I love the whole thing.

- If I couldn't come here every day...
- Oh stop babbling like a breathless ingenue,

you don't fool me. You're a shrewd, conniving, opportunistic female.

And you give me nightmares.

I wake up with a cold clammy feeling that you're about to sandbag your way into a full partnership.

- Of course it's only a dream.
- Well I believe in dreams implicitly. Don't you?

Get out of here you monster, go to lunch! Go and rest on your laurels!

And I hope there's a thorn in them!

I think i'll just take a walk down Fifth Avenue and sneer at everybody's dresses except ours!

How nice of you to include me.

Check the accounts receivable setup.

- That's the only problem.
- Yes sir, fine.

Taxi! Taxi! Taxi!

You've got the data. Mind if I skip the meeting?

Rae? Rae Smith is it really you?

I don't know what to say.

Say you're glad to see me.

You're looking very well.

You're beautiful.

What are you doing in New York?

So you're that Rae?

All small letters. Very chic. I should have guessed.

Have lunch with me.

I've had lunch, thanks.


I can't.

Tomorrow then.

No. Not tomorrow.

It was wonderful seeing you again, Paul.

I'm sorry, Rae. I simply had to see you.

I'm busy, I told you.

- I see you found the right apartment!
- Oh yes, thank you very much.

I won't ask you to sit down. I won't even offer you a drink.

- You're not serious.
- Never more serious.

I don't want you here.

I don't know what you thought about me, or what you think now.

It isn't as if we were just old friends.

No I guess it isn't. But just listen to me. Please, that's all I ask.

I knew when I saw you today that I'd been looking for you wherever I went.

Always hoping to find you.

- But never really trying.
- Because I had no right.

Do you have the right now?

No. But I can't help myself.

Rae do you know what it's like to think of someone or want someone

and not be able to do one thing about it?

Please, Rae, try to understand, try.


Maybe that's... the way it was meant to be.

Sometimes life makes these decisions for us.


Yes sometimes.

Like seeing you today.

Like knowing you're here.

No, it's too late, Paul.

I'm not cut out to be the other woman.

You're out of my life. It's over. Finished.

And it has to stay that way.

I love you, Rae.

Please don't send me away.

Who were you when I picked you up? A nobody. Couldn't design a shroud.

- I taught you all you know!
- Please. Don't pick on me, not today.

- I'll never stop being grateful to you.
- Then why do you want to quit? Better offer?

I told you. It's not to work for anyone else.

I have to get away. Don't ask me why.

Oh I know why.

He's married, of course.

- And has two children.
- Oh please, please, spare me the dreary details.

Although I did think you'd be above such shabby involvements.

I want to be here, but... if I stay here...

- Well that's why I have to get away.
- And give up everything you've won?

Sink the ship to put out the fire?

Do they have birth certificates in Nebraska?

Birth certificates? Sure. Why?

Then wash your face and stop looking like a poached egg

and go downtown and get yourself a passport.

We may as well collect some of that money the tourists are tossing around Rome.

Everyone else is...

thanks Dalian. thanks


- Buongiorno, signora!
- Good morning, buongiorno!

- Good Morning, Mrs. Penworth.
- Oh, good morning Miss Smith!

A happy weekend, I hope?

Quiet but happy. I'll be in the work room.

And this morning when I opened the shop, he was already at the door waiting.

I couldn't keep an American gentleman. An old friend he said.

- American?
- And a gentleman I assure you.

Oh I would not have let him wait in your office.

Curt! Oh Curt I don't believe it!

It's me alright!

Come on outside, I want to get a good look at you.

You are absolutely positively the last person on earth I ever expected to see here!

I'm the last person that ever expected to be here. Gosh you look wonderful.

Sit down. Sit down and tell me everything!

I don't care if you start at the beginning, the middle, or the end, but tell me everything.

Well I had some business in Turin.

Oh what business? It's been so long.

Like we say in Lincoln, I'm in the industrial plastics game.

Like we say here, I'm in the rag business!

- What are you doing in Rome?
- Well I...

I wanted to see you.

Oh Curt you're such a dope.

You know that old saying "see Naples and die, see Rome and live?"

I'm taking you out on the town tonight.

I'm not alone. I'm with the Claypools.

Charlie's one of my partners.

He and his wife Marge are just dying to meet you.

I'd love to meet them.

and we'll start off with cocktails at my place

and then I'll take you all to my favorite restaurant across the river.

Rae that'll be wonderful, just wonderful.

I was hoping for some of that octopus they eat here!

Oh Charlie, what a silly thing to say, you know you'd be afraid to taste it!

- That's his idea of a joke.
- Well the joke's on him.

That's what you're gonna have for your midnight snack, I know just the place.

And they even put it up in cans and you can take some back to Lincoln.

Oh thanks a lot!

- By the way, how is Lincoln?
- Oh it's grown so much you wouldn't know the place.

Why don't you come back sometime? For a visit anyhow.

I just might do that.

Oh Rae, who is the man with the fez?

- Ex-king Zhodeck.
- Oh Charlie, a king!

Let's go to the powder room and we'll pass his table on the way.

Oh good!

They'll never believe this in Lincoln!

Oh Paul it was a lovely party! And the baroness' yacht you know...

Full moon and so romantic, a lovely orchestra.

- I'm sorry you weren't there.
- More champagne?

I am too, we would’ve liked being there.

- Liz...
- Oh really, Paul, champagne won’t hurt Liz.

No, Tony!

My husband doesn't want me to, I'd rather not.

What's the matter, Paul? Don't get stuffy.

Champagne's perfectly safe, why they use it to launch ships!

I'll be back in just a minute, I want to see how the children are.

- How domestic can you get?
- Relax, darling, they're perfectly safe back at the hotel.

- Miss Hatfield's a jewel!
- I just want to make sure they're tucked in.

I think I'd better say goodnight to them too.

- What do you want?
- Just to make sure it's a phone call not a detour to the bar.

What if it is?

Liz, a few more drinks and you'll fall flat on your face.

Let's find out.


Here, let me help you.

Liz, you're getting out of here.

- Always the devoted husband!
- Come on.

Is everything okay?

Couldn't be better.

- Yes, it could if you asked me to dance!
- Well then I'm asking.

Rae I don't know how to thank you for taking us around, showing us everything.

Marge and Charlie will be talking about this for the rest of their lives.

Solid decent happy lives. I like them.

- I do too, I'm glad you do.
- Curt. I want to see a lot of you while you're here.

You don't have to ask me twice. I was just trying to figure out how to ask you.

Let's get things lined up for tomorrow. First we'll go to the...

I won't be in Rome tomorrow, I've got a business appointment.

Let me know the minute you get back. The very instant.

The very second, I promise.

You ought to sue that restaurant. They charge enough not to have holes in their carpets.

That's why I tripped. Look!

Look, I think I'm getting a bruise right here.

Why don't you say it? You're sick of me.

I'm sick of covering up for you in public.

I'm sick of pretending in front of the children.

- Yes, I'm sick of the whole mess.
- You and me both!

I'm sick of being picked on! I'm sick of having you watch me like a policeman!

I'm sick of you!

Oh Paul. We haven't always been like this.

Clawing at each other, tormenting each other.

Let's be honest, Liz. Our marriage wasn't working a long time before I went in the marine corps.

Why do you think I tried so hard to get in?

Why do you think you never asked me not to go?

Paul, I'm sorry. I'm sorry about tonight. I'm sorry about everything.

You always are... but it never helps.

You promised if we moved to Europe you'd try to change,

- we've been here not quite 48 hours--
- Oh don't be such a hypocrite!

You never agreed to come to Europe just because of me.

You came to open more department stores.

That's why you bought the house in Paris. That's why we're going to live there.

Department stores! Saxon stores all over the world!

Hooray for you! That's all you care about.

That's all you've ever cared about.


Please. Why don't you give me a divorce?

Don't be such a fool, Paul. I worked much too hard getting you.

I couldn't argue about a settlement. You can have everything I own.

How generous!

I never needed your money, I don't need it now.

- Then why?
- Because I have no intention of being the ex Mrs. Saxon.

I know too many ex-misses wandering around paying some man's bills just for the company.

Worried sick he'll find somebody else and walk out, no thank you,

none of those fancy boys for me.

I haven't noticed you avoiding them now.

But darling that's the advantage of being married!

No entanglements! It's fun for them and it's fun for me.

Don't dream about a divorce, Paul. I like it this way.

Put it down.

I said put it down!

Give it to me! I want it! Give it to me! Give it to me!

I need it! Give it to me!

Give it to me! Give it to me!

Give it to me! Give it to me!

If you do that I'll kill you! I'll kill you do hear me? I'll kill you!

I'll kill you!

Give me that! Don’t do that!

Give me that! Don’t do that!

You know water always makes your hangover worse.

- I'm thirsty.
- Coffee. Drink it.

- I don't want any coffee!
-Drink it.

You'll need it before the children come in to say good morning.


Miss Hatfield! Caroline! Paul!

Almost forgotten about the children...

Not a very good mother I expect.

Come on, come on.

- Good morning, mother.
- Good morning, dear.

- Good morning, mother.
- Hi, dad!

Hello, son!

How's my big girl?

- Hey you cut your face!
- Oh that. Shaving.

I was a little careless.

- Does it hurt?
- No, baby. Not anymore.

Is everything ready, Miss Hatfield?

We were just waiting to say goodbye to you,

- then we'll be on our way.
- Good.

On your way? Where?

- We're going to see an owl.
- Maybe even a glacier!

All of a sudden? Why?

Rome isn't a very good city for children this time of year, it's terribly damp.

- Well I don't know, I...
- They'll enjoy it, Mr. Saxon.

Well it's a long trip, darling, so you'd better get started. Say goodbye to your father.

Bye, dad.

- Bye, dad.
- Have a good time!

- You too, Miss Hatfield.
- Thank you, sir.

Enjoy your trip, darlings! You know where to reach us?

- Chateau d'Or. San Tropez.
- That's right.

Goodbye. Have fun!

How long do you think it's going to work?

What do you mean?

Sending the children away so you can... keep everything a secret.

They're getting older. They'll start to notice.

You're a very good father, you'll see to it that they don't.

You're my insurance, darling. I have nothing to worry about.

And I thought if I left now I'd have time for a swim.

And don't worry about the shop, everything's under control. Enjoy yourself!

- Hello, Paul.

Hello, Rae.

Your day over?


Rae I... didn't just happen to be walking by here.

Can't we...

Just a quiet talk somewhere? Please?


How about a swim? It's not too far from here.

The second time I tried to get a divorce, she took the children for a drive.

90 miles an hour when a tire blew. It's a miracle they weren't all killed.

And that's the whole story.

If the thing is wrong to begin with it doesn't get better. Only worse.

I don't see how this could get worse.

What's the answer if there is one?

What do you want me to say, Paul? That I still love you?

I do.

And I love you. Now and always.

But I have no right to mess up your life for the nasty bits and pieces of mine.

I shouldn't have come looking for you. I'll go now.

- Is that what you really want to do?
- What else can I do?

I can't get a divorce. What future can I offer you? What hope?

Well what do I have now?

- I need you too, Paul.
- There's no use pretending, Rae.

I've tried to face being alone. I can't go on without you.

I won't let you.

I'm dreadfully sorry, Mr. Stanton, but I don't know any more now than I told you over the telephone.

I don't believe it, she's been gone for three days!

Well she often goes away, takes a little time to herself.

- We're not at all disturbed.
- I am.

We made all sorts of plans, why would she just disappear without telling me where to find her?

I guess that question just answered itself.

- Thank you, I'm sorry if I bothered you.
- Not at all.

When miss smith returns, I'll tell her that you called.

I'd appreciate it if you wouldn't. Please don't mention that I came by.

Do you believe that in three days, a man can become an entirely different human being?

Well not too different I hope.

- I have a question.
- Today I know all the answers.

It's all those ifs. If your plane hadn't been grounded and if my car hadn't run out of gas.

- And if we'll really have more days like this.
- Every one I can steal.

- What a dreadful way to say it.
- It doesn't matter.

As long as I know we'll be together sooner or later. Even for a minute.

But together.


I've been trying to find you for three days!

Well never mind me. Where are the children?

You tell me where you were, I'll tell you about the children.

- Who are you calling?
- Miss Hatfield.

You don't have to. The hildren are here, I sent for them.

When I couldn't reach you, I came back.

I couldn't stay here alone, I had to have someone.

I'd say you had pretty steady company.

What are you gonna do about it?

Just what you're gonna do about it.


You really mean that, don't you?

That's quite a change in three days!

Who was with you? I wanna know where you were!

A woman!

That's it, and she thinks you're wonderful! And you believe her!

Was she expensive, darling? Was she?

I'm right! I guessed it!

- I warn you, Paul. If you ever look at another woman--
- It won't work, Liz.

All these years I've asked, begged, pleaded for a divorce! Well not anymore.

You don't have to give me a divorce, but it's all over, Liz.

I gave you every chance. I crawled to try to help you.

You didn't want it. Now it's too late.

If you walk out of here, Paul, I'll kill myself! I'll kill myself! I will, Paul!

- Did you hear me?!
- Yes.

And a hundred times before.

- Hello?
- Rae, darling.

- Paul.
- Will you meet me at the beach house?

I'll be about an hour. Two at the most.

Mr. Saxton, come quickly, it's Mrs. Saxon! Hurry!

I have to go now, I'll see you later.


Oh Paul, I've been going crazy, waiting, worrying, imagining all sorts of things!

And I didn't dare call you.

I'm sorry. I called as soon as I could after...

After what? What happened, are you all right?

It's Liz.

Sleeping pills.

Oh no.

- Is she...
- She's all right now.

She'll be out of the hospital tomorrow.

I'm calling from there. She gets hysterical if I just talk about leaving the hospital.

I haven't even been able to get to the children.

The children, how terrible for them.

Rae, I...

I won't even be able to see you.

To say goodbye.

Goodbye? But I...

Well when... when Liz leaves the hospital tomorrow she wants to go right home.


- To the states?
- The house in Paris.

I know it's awful to say this but...

Liz knew just what she was doing.

She's won and left us with nothing.

Oh no. No I have so much.

What do you have?

Waiting? Worrying?

Loving you, and knowing you love me.

Oh, Paul, I have all that.

Rae, I have to go now.

I understand. Goodbye.


Don't you think you should stay one day more before you go?

Don't be silly, darling, it was just a touch of the flu, I'll be perfectly all right.

The children are training up with the nurse, that's why we have to leave now, to meet them.

- Gate 3 now boarding.
- Goodbye.

Goodbye. See you in Paris.

How about a picture? You and Mrs. Saxon.

- No, I don't think so.
- Oh yes, please!

Flight 51 Rome to Paris. Gate 3 now boarding.

- Thank you
- Thank you.

You better get me aboard, darling, I'm terribly tired.

- Goodbye again.
- Goodbye!

Long distance? I want a place to call to Paris please.

Person to person, Mr. Paul...

Never mind.

Hello. Can you please tell me if flight 7 from Paris will be in on time?

It lands in 20 minutes? Wonderful.

Oh, Mrs. Penworth. I'm going home now.

And you should.

You've been working nights and weekends for over a month now and it's just too much.

Thanks, but don't worry about me, I'm just fine.

I'll be at the apartment in 15 minutes if any calls should come.

I'll have them transferred to you there just as I always do.

Hello? Hello?

Yes, this is Rae Smith.

Oh darling. Darling, it's been so long.

- Not because I wanted it to be.
- I know and I'm not complaining.

And you can be here after all, can't you?

I've got it all planned. We'll go out to the beach house.

It would be wonderful but... I just can't.

But I had to talk to you. Make sure you understand.

Of course I understand.

And the beach house will still be there next time. Unless a high tide has washed it away.

I haven't been there since the last time with you.

I can't even tell when the next time we'll be.

If only we weren't so far apart.

It'd be an hour, even a moment when we could be together.

Paul... suppose... I mean...

Suppose I came to Paris to stay, to live there.

- Would that be all right, Paul?
- Would it?

I've dreamed about it! If you only knew how many times, but...

How, how can you?

I'll be there. I promise. Nothing can stop me.

Well when? How soon? Tomorrow? This weekend?

- It'll take a little time to arrange!
- A little time...

When I'm waiting for you, there's no such thing as a little time. Don't you know that?

Do you think I don't?

Oh my darling, do you really think I don't?

But Rae, I can't wait forever.

I have to see you even if it's only for an instant, just to make sure you're here!

I'll leave in about 10 minutes. Meet you in front of your hotel.


- Am I late?
- I was early!

Here we are.

Alone at last.

Yes, sir! Alone at last!

You know, I'm just beginning to realize that you're a most amazing woman!

Why, because I've kept my mouth shut for the last half hour?

Because you haven't asked where we're going.

Couldn't matter less as long as we're going there together.

Where are we going?

Uh-huh, just as I suspected. Feet of clay.

Well now this road goes to the airport. On the other hand, this one...


Paul, if you don't tell me where we're going, I'll...

Cancel my account at the Saxon stores.

I wanted you to see this place.

- Well what do you think of it?
- Oh it's lovely!

- You didn't! It isn't...
- With all my love.

Oh, Paul!

It's beautiful, darling, just perfect!

Well go ahead. Take a look! It's your house.

Our house, Paul.

It’s the kind of house I've always dreamed about!

I thought I'd leave the interior decoration up to you.

But I did make a start at it.


Do you think you can build a room around that?

Why not? I built a life around it.

Just be with me whenever you can, and I'll be happy here for the rest of my life.

- Those shrubs over there need pruning.
- You say that every time you pass them!

Well next time for sure. I have to get a pair of pruning shears.

That's the last time for that alibi. Here, hold this.

I ordered you a pair. They'll be here in a few days.

Slave driver!

Well I'll see you at the airport this afternoon.

- No trouble with the London reservations, was there?
- Oh no, no trouble with the reservations.

But I'm not sure I can go with you this time.

- There's so much to do getting the new shop started.
- But...

Oh, darling, I know I shouldn't tease you,

but that look on your face makes me feel like a new woman.

You know I'll be there. Wherever you are, whenever you say.

See you at the airport!

Every time I look in one of these mirrors, I decide I ought to visit that wonderful little man in Switzerland!

Three days and you're back in circulation!

And just between us, I haven't been circulating much lately.

- Good morning, Mrs. Evans.
- Hello, Rae.

- I'm sorry I'm late.
- Oh that's quite all right!

Liz, this is the famous Rae. Mrs. Paul Saxon.

How do you do? I've heard a great deal about you.

That's very flattering. Of course, I've seen your photographs in all the fashion magazines.

Oh now don't add to her ego. She's just back from Spain,

a gorgeous matador even dedicated a bull to her!

- What do you think, Rae?
- Well, I think a little less here,

and a little more here.

Matter of fact I should have stayed in Spain.

I just got back this morning, and Paul's leaving for London this afternoon.

Maybe I'll go with him.

Oh, speaking of Paul, I saw him this morning.

We were coming in from the country, and he was driving into Paris.

- Driving into Paris?
- Yes, in the lane right beside us.

We honked and shrieked, but he didn't seem to hear us!

Driving into Paris, are you sure?

Well of course I'm always a little bleary in the morning, maybe it wasn't.

Do you have a phone I could use?

Oh yes, right in my office. Show Mrs. Saxon to the phone in my office.

Oui, madame. Par ici, madame.

I seem to have opened a can of beans.

Well at least she isn't screaming.

You know, by the time she gets through she'll probably quote me as saying,

"He had two blondes and a redhead with him."

Maybe he had it that stashed away in the trunk. Everybody knows that he's got someone.

- I think we'll be ready for a final fitting in about a week.
- Good!

Yes, this morning. You're costing me a fortune and I have to tell you these things.

I hope so, or I'll get someone else.

[muttering in French]

Sabine Air flight 74 for Milano and Brussels is ready for passengers.

Sabine Air flight 74 for Milano and Brussels is ready for passengers.

Enter by Gate 4, please.

Swiss Air flight SR823 from Calcutta, Karachi, Australia, now arriving at Gate 8.

Hiya, dad! Surprise!

- Hello, son, it sure is!
- We wanted to say goodbye!

I'll only be in London a couple of days, and I said goodbye this morning!

We've all just been to the dentist, Mr. Saxon, and they insisted I bring them here.

Oh they did, did they? Well how was your drive?

And Istanbul. Gate 1.

- Hey, dad, how much does it cost to go to Istanbul?
- Well I've never been there. Why?

I just wanted to know. It's such a funny name.

Flight 14 to Athens, Cairo, Damascus, and Istanbul. Gate 1.

- Pardon me--
- Just a minute.

There she is. The one with the red hair.


Pardon me, but could you tell me how much it costs...

Her name is Smith.

No it actually is! I saw her passport, she's American.

I could have told you she would be on this flight as soon as Paul Saxon picked up his ticket.

Wherever he goes, she goes.

- Just coincidence.
- Every time? Uh-uh.

Too much of a coincidence to be a coincidence.

Will Mr. Randy Rosen please report to information center?

Young man. Young man?

Can I help you?

Flight 21 Paris to London Gate 3 now boarding.


Flight 21 Paris to London.

- When do you leave for Istanbul?
- Dad?

What does it mean if something's too much of a coincidence to be a coincidence?

Well I guess that means that it's no accident. That it was arranged.

What's that got to do with Istanbul?


What's the matter, son? Something bothering you?

I told you, nothing.

Until I got your wire, I couldn't imagine what had happened. I was worried sick.

Really, darling, it wasn't necessary to change your flight.

How could the boy even suspect we were together?

I don't know perhaps he didn't, but... I had a feeling he kept looking at me.

And I almost didn't come at all.

But I'm glad I did.

And I'm wearing a new dress and you've never even noticed.

I did. I noticed the dress.

And how very beautiful you are.

- And how wasted and lonely I've made your life.
- Oh that's not true, darling.

My life is full and rich and wonderful.

Loving you, and being loved by you.

Why don't you ask me to dance?

You know, in all our years together… we've never danced.

Of course darling, whenever you can.

I love you, too.

Overseas operator?

Hello? Who? What?

Paris, France?

Quiet, everybody! Turn that thing off! Rae!


Oh Janey I just had to talk to you.

Oh how are you honey?

Oh everything is fine, fine!

But it must be Thanksgiving there.

Yes. And I just wanted to wish you all a...

Hello, Marilyn. How are you, darling?

You cooked the turkey?

Cleve? Hello there!

Happy Thanksgiving to you too!


You don't know how good it is to talk to you all.

Janey, I'd better run now.

What? What I used to say at Thanksgiving?

I don't remember!

Oh yes! Yes.

Save the wishbone for me.

Goodbye, Janey. Goodbye.

I really feel guilty taking off the afternoon before the fashion show.

Not much of a holiday. It's almost 5 and you deserve a rest.

Now don't you worry about a thing.

You've designed a magnificent line and tomorrow is going to be a crashing success, I know.

I know who you are. I know all about you!

Why can't you stop following my father?

They don't think I know, but I do! Why don't you leave my father alone?

I hate you! I--

Oh dear God.

Hello? Oh, Rae!

Oh, Paul. A terrible thing.

What is it? It's not Liz.

Oh no.

No it's worse, much worse.

It's Paul Jr. He knows about me.

But he can't! Why that's impossible. I'll be right out.

No don't, don't come here! Go to your son.

It doesn't matter about me, about us. He's the one who needs you.

Oh, Paul, how he needs you.

Help him, darling. Help him.


Hello, son.

Did you have your dinner already?
- I wasn't hungry.

Well maybe you and I can have a bite together. But we'll talk about things--

You mean you're not going out with her tonight?

I know all about her.

Her name's Rae Smith.

Where did you hear all that?

- Who told you?
- I found out.

By myself. When I talked to her.

I told her to leave you alone.

Didn't she tell you?

yes yes she did

- Paul...
- And I hate her.

I'd like to kill her.

- Sit down, son.
- I don't want to hear about her!

Sit down, son.

I guess I always knew that... one day you and I would have to talk about...

About all this.

Well I kept hoping and praying it would be years away... when you were older.

I'm old enough. Almost 12.

So old.

So young.

- Listen to me, son.
- I don't care what you say,

you're never gonna change what I think!
- Please don't judge us. Not now.

- Rae Smith never hurt you or your sister--
- I don't believe you!

I hate her, I wish she was dead!

Don't. Don't talk like that.

How can I explain things you're too young to know about?

Men and women. Loving and being loved.

What words do I use for something that isn't words at all?

The way people meet. How they feel about each other.

Do you know what I'm trying to say? Even a tiny little bit?

My boy, my son!

- Try to understand.
- I understand all right!

- She's a no-good dirty--
- Paul!

You’d better go to your room.

And now, to be auctioned for the benefit of the children's hospital.

I'd like to present my own personal favorite.

Wedding in June.

- One thousand dollars.
- Thank you!

- Fifteen hundred dollars!
- Thank you!

- Twenty-five hundred dollars.
- Thank you!

- Ten thousand dollars!
- Thank you!

$10,000 for the children's hospital.

Any more?

- Sold--
- Sold to Mrs. Paul Saxon!

Shall we deliver the gown to your home?

Don't be absurd! It's not for me!

I would like it delivered, however. Doesn't matter how it fits.

She'll never get to wear it anyway.

You've all tried to guess, who is the woman? Or I should say...

The other woman in my husband's life.

That mysterious creature who turns up in London. Zurich. Rome.

The one he hides away on some back street!

Liz, for heaven's sake!

I'd like the gown delivered to Miss Rae Smith. In care of my husband.

Rae, darling. Don't.

No, Paul. Everything's over.

You, me, my work, it's all over!

Everyone's laughing. Other people's love affairs are always funny.

It doesn't matter. Nothing matters but you and me.

That's not true, Paul.

The children matter. And they know.

Everyone knows.

It's become..

Cheap and vulgar and dirty.

And we'll never change that, never.

- I will, I promise you, I will.
- You can't. No one can.

You know... the funny thing about life... is that all the old cliches are true.

You can't break the rules. You can't live your own life.

You can't ignore the world.

I'm never gonna see you again, Paul.

I'm leaving here and I'm going where you'll never find me.

You'll stay right here.

I'm going out now, but I'm coming back.

And when I get back, I'll never leave again.

Oh hello, darling. Sorry I can't wait, I'm going out to dinner.

Get back to the house, I want to talk to you!

Flattering but impossible. I didn't expect you and I'm late already.

Get out of that car or it'll be a scene you'll never forget! Right here!

Sounds fascinating, give me a rain check!

Tomorrow I'm suing for divorce.

And how far do you think you'll get? Everything's on my side thanks to your little dressmaker.

- I'll drag her through every courtroom.
- You can't hurt her any more than you already have.

- I'll never give you up, Paul. Never.
- I couldn't care less.

I'm walking out, I should have done it five, ten years ago.

How about the children?

- They'll know.
- Paul already knows.

You can let me out now.

Liz, don’t be crazy!


Liz, stop! Liz!

Liz, stop!

Hello, Dad.





St. Cloud. 407.

- Hello?
- Just a moment, please.


Rae Smith.




Paul! My darling, I love you too!



Dad, I'm sorry! Dad!

What's the matter? What's happened?





Hello, Miss Smith.

Come here...

I don't think you've ever met my sister Caroline.

Hello, Miss Smith.

Hello, Caroline.

We came because... Well...

There's nobody left. I mean...

There's... nobody... nobody close.

So we thought, maybe, if you didn't mind...

We could come to visit you once in a while... Maybe?

Miss Hatfield said we could. If it's all right with you.