Russ Meyer's Fanny Hill (1964) Movie Script

[MUSIC PLAYING]

(SINGING) Fanny Hill

is falling down,

falling down, falling down.

Fanny Hill is falling

down, my fairy lady.

Come and help us off the street,

off our feet, quick and neat.

Love is what we're with

replete, sweet, young lassy.

Some of us are but 15, sweet

and clean, fresh and green.

[INAUDIBLE] meant to be

love for you, not for daddy.

Fanny Hill, Fanny Hill.

Some of us are but 15, sweet

and clean, fresh and green.

[INAUDIBLE] meant to be

love for you, not for daddy.

(SINGING) [INAUDIBLE]

Who'll buy my lavender?

Sweet lavender?

[INAUDIBLE]

Ah, did you wait for me?

How lucky I am.

Oh, how dare you!

Fish, sixpence,

for a mess of fish!

Sixpence, sixpence,

sixpence for a mess of fish.

Sixpence for a mess of fish.

[LAUGHTER]

Sixpence for a mess of fish.

[LAUGHTER]

You slut!

Madam, I'm sorry.

Oh, you, you strumpet.

Here, madam, please.

Oh, fish!

Harlot, harlot, slut!

FANNY (VOICEOVER): I am

Fanny Hill, the wicked woman

you've all heard about.

Only, I'm not quite

a woman, and I

really did not

mean to be wicked,

but I know that is no excuse.

I was born at a small

village near Liverpool.

My parents did

not have the means

to properly educate

me before they

were carried away by smallpox.

I've often felt my lack

of learning keenly.

From their death, I was

thrust on the streets,

penniless and alone, in my

opinion, unready for the world.

Nevertheless, people ever

since have been asking that,

really, was the

world ready for me?

I've never quite fathomed

the meaning of that remark.

Ooh.

My friend, Esther Davis,

who is more worldly than I,

brought me to the city

to find employment.

A good lass, she, and my

only friend in the world.

She has been kind enough to

take what is left of my money,

and is even now, I trust,

looking for lodgings.

But seven hours have passed,

and she has not returned.

So I must find

employment, or I shall

surely starve to my very death.

And so, fortunate

girl that I am,

I met the very kindest

old lady imaginable.

Slut, malingerer, imposter.

If you can't do the

work, don't apply for it.

It's the third place

you've lost this week.

[COUGHING]

FANNY HILL (VOICEOVER):

Like many city people,

she was, on the

surface, somewhat gruff.

But it was apparent to me

she had a heart of gold.

For certainly she seemed to

regard me with the greatest

interest from the first.

Sweetheart, are you

looking for a place?

FANNY HILL

(VOICEOVER): There was

no mistaking the genuine

warmth of that greeting.

And I knew at once I had

come to the right person.

Yes, and it please you, mum.

And what do you do, my child.

Oh, I am trained very

little, but I'm most willing,

and I think I would be

very quick to learn.

FANNY HILL (VOICEOVER): As

I spoke those fateful words,

destiny itself took a hand.

For before the manageress could

so much as offer me a position,

there was a grand entry,

an overwhelming scent

of patchouli, and I found myself

before the most enchanting

great lady I had ever met.

Angels and ministers

of grace defend me.

It is the dead walking again.

My own Drusilla, as

I live and breathe,

while she, my own darling,

moulders in her grave,

far from her

mother's loving care.

Madam?

Dear Mrs. Snow, is not

this maiden the very image

of my dear dead daughter?

As like as two

peas, Maude, in a pod.

Madam, there must

be some mistake.

Oh, no, no.

I realize you are not Drusilla,

but the resemblance, my dear,

is so striking.

Upon my soul, it's enough to

tear a mother's heart asunder.

What are you doing here, child?

She wants a place, Maude.

Claims she is willing

and a quick learner.

Any sort of simple

task in the kitchen,

or cleaning up of any kind, or--

Oh, don't soil those dove-like

hands with menial labor.

Sooner would I send

my own daughter

of whom you are the very image

to the salt mines of Siberia.

Mrs. Snow, fate led me here.

Truly, I came looking

for a second footman.

I told you Albert

wouldn't stay.

Much too young for you,

and too roving an eye.

But to find this,

Drusilla's own tiny waist,

her rose red lips, Oh,

and her surging bosoms.

They are all yours,

aren't they, dear?

I mean, they do surge

of their own accord?

Drusilla's did.

Oh, yes, yes.

And her flawless,

milk white complexion.

Oh, my dear young girl, will you

give joy to a grieving mother's

heart by coming with me to

be-- oh, no, no, not a maid.

No, no, not a cook,

not a scrub girl.

But shall we say, a companion,

a replacement for my dear

departed daughter?

FANNY HILL (VOICEOVER):

What heart could fail to be

untouched by such an appeal?

Here was I, a young girl,

desolate and friendless,

and here was this lovely

matron, finding surcease

from her grief in my presence.

Within the hour, I was standing

in front of Mrs. Brown's house.

Though it was in a

rather odd district.

MRS. BROWN: Oh, don't

mind the layabouts, love.

The neighborhood's

gone down shocking.

But I can't bear

to leave because

of poor Drusilla's memory.

[LAUGHTER]

And then he tells

me he loves me!

[LAUGHTER]

Simple little place,

but we call it house.

I mean home.

Oh, it's a palace,

indeed, madam.

What a dear sweet

child, it is, to be sure.

Girls, attendez,

s'il vous plait.

Come and see the lovely surprise

your auntie has brought you!

And now, as practically

a daughter of the house,

you must meet your companions.

Companions?

All dear girls all

living here with me.

Offspring of my 12 sisters.

Come to spend the season, and,

well, come out, as it were.

Oh, Cousin Phoebe, Cousin Minna,

Cousin Emily, Cousin Hortense,

Cousin Esther, Cousin

Fenella, Cousin Elsie,

Cousin Dora, Cousin Sybil, and

Cousin Amanda, late as usual.

And Cousin Lotus Blossom.

Sister Emma traveled in

the Orient, you know.

Oh, dear girls, I hope I

didn't interrupt anything.

No, Madam.

We were just getting ready.

Oh, is it that late?

Well, I guess it is.

Time does fly.

We must hurry.

But I did want you to

meet our little Fanny.

Oh, I'm sure everyone will

love her, sooner or later.

Oh, Madam is too kind.

Oh, don't you think

dear Cousin Dinklespieler

will be interested?

Cousin Dinklespieler?

Little Drusilla, my

little Drusilla's godfather.

Oh, my dear Cousin

Dinklespieler is so wealthy.

Dru was his heiress.

He adored her.

Now, with this

remarkable resemblance

of yours, who knows?

He might take the

same interest in you.

Martha, love, let me have

five extra for tonight.

I've got the Baron

and the Prince.

You are getting nothing

extra from me, [INAUDIBLE]

Even if it's the King.

And don't go stealing the

other girls' towels, either.

I'm in the washtub

night and day as it is.

It's Martha here

and Martha there.

One, two, three.

There, and that's

all you're getting.

Upstairs and downstairs,

all day long.

Get no rest at night, either.

I'm only flesh and

blood, you know.

More like flesh and

bone, if you ask me.

Well, nobody has

asked you, Miss.

Ah, I had a figure on me once,

that the made men stop dead

in their tracks, and

horses bolt right away

with their carriages.

"Marvelous Mammary Martha"

they called me then,

the monster maid of Monmouth.

(SINGING) Hide this little

rabbit in the sunshine.

Hide this little

rabbit in the rain.

All right, all

right, Miss Fenella.

Out with your hoop

and your lollipop.

The General's here.

The General?

Why do I always get the old one?

They'll get younger

as you get older, love!

[SCREAMING]

Just like with the mistress.

And this lover boy!

Have the two of you you'll

been racing each other round

in this closet again?

[HUMMING]

You ready, love?

Ready?

For what, Cousin Phoebe?

Has dear Mrs. brown a

task for me to undertake?

I am so eager to help and

repay her kindness some way.

You're to take

tea with Madam's

Cousin, Mr. Dinklspieler.

Cousin Phoebe, I've just

been sitting here, hugging

myself over my good luck.

There's no need

to hug yourself,

love, not in this place.

Oh, but everybody does

seem so affectionate.

And how kind Mrs.

Brown is, and how

fortunate I am to

find myself with such

a thoughtful good mistress.

I can't wait to

call her "auntie."

And I can't help reflecting,

if it not been for kind fate,

why, I might be

out on the streets,

helpless and alone

this very minute.

You might be helpless, dearie,

but you wouldn't be alone,

not in this neighborhood.

Is it so friendly, then?

Too friendly.

Dreadful men hereabouts?

They've paid sixpence for it

since the reign of Queen Anne.

And they're not about to

recognize times have changed,

and things cost more.

Mother used to

tell me prices have

risen up something shocking.

But sixpence for

what, Cousin Phoebe?

Why, for a girl's time.

That's what.

Don't tell me you've

been taking less?

Oh, I've never been paid

for anything in my life.

An amateur?

Don't let the girls know you

don't even belong to the Guild.

Oh, I've always been

at home with Mother.

That would be Mother

Cushingham down in Gin Lane.

You're from her house?

Nay, I know not the

lady, Cousin Phoebe.

My mother was Mistress Hill.

Cousin Fanny, just how

much do you know about men?

Men, Cousin Phoebe?

Well, um, my father was a man.

And-- and the vicar, he

was a man, too, I think.

Well, what about the butcher

boy and the baker's apprentice?

Oh.

Oh, my mother would never

let me speak to a boy.

She found it unseemly.

[BELLS RINGING]

There's the bell.

It's your German cousin,

Mr. Dinklespieler.

Oh, I am so happy to make

the acquaintance of a relative

of dear Mrs. Brown.

Is there much

family resemblance?

Well, they're both

interested in the same thing.

Now, Fanny, have you never

been with a man alone?

Cousin Phoebe, what kind

of a girl do you take me for?

I don't know what Madam can

mean, bringing untried talent

into a place like this.

Cousin Phoebe, I will not

give Mrs. Brown cause to regret

one moment of her generosity.

Inasmuch as kind fate has led

me to this peaceful haven,

I have resolved to do

everything in my power

to make up to her

and her cousin,

too, for the lot

of poor Drusilla.

What will we put you into?

White for virginity, pink

for willingness, or satin

for stupidity?

Oh, Cousin Phoebe,

you think I'm stupid.

Ducks, any girl that doesn't

know about men at your age

is just not too bright.

But my mother used

to say, innocence

was a girl's best protection.

Mother never

worked this house.

There is no protection for

a poor girl against a male.

And when a girl's

innocent, she's

putty in the hands of the

first good-looking devil

who kisses her.

Oh, what's in a kiss.

Heaven and hell, love.

I have been kissed before.

By my parents.

Wait till it's a

big hearty grenadier

with a mustache

breathing in your ear.

Oh, Cousin Phoebe,

what's it like to be

kissed by a mustache?

Does it tickle?

Depends entirely on the

sensitivity of the upper lip.

I've even known girls

who like a full length,

almost to the floor beard.

They say it's nice to put their

feet in on a coolish evening.

Oh, oh, oh, Cousin Phoebe!

I could never get

accustomed to that.

It-- it's too funny!

Really, Miss Phoebe,

the least you can do

is to change the water

before you take your bath.

She's fresh as a

young heifer still

romping among the daisies,

in an innocent almost

mooing for her mama.

So you say, my

dear, so you say.

But I have noted in the past

a slight tendency on your part

to exaggeration.

Some of your heifers have turned

out to be overblown milk cows.

Dear Dinklespieler, I'm

not asking you to purchase,

sight unseen.

You may investigate fully.

Fully?

How fully?

50 guineas worth.

'Odsblood, you ask

more for an untried

maiden than the government

asks of me in taxes.

A lass like fanny could

never be taxing to a man

of your prowess, dear cousin.

I have earned my years

well, I dare say, eh?

You have not aged one

whit since you bounced

me on your knee years ago.

I bounced you, Madam,

but not on my knee!

[LAUGHTER]

All right, all right,

bring the lass here.

Pray remember, Dear Mr.

Dinklespieler, that the girl

thinks we are cousins.

Consanguinity is so reassuring

in moments like this.

I have not dared

try that in years.

You need equipment, do you not?

A rolling chair with casters,

hot and cold running water,

and a trapeze attachment, huh?

No, no, no.

You misunderstand me.

I mean, the girl

will be reassured,

if she thinks we are cousins.

Incest?

Pray, cousin, before

I bring the lass in,

the palpable evidence

of your good faith.

Madam, I am a busy man.

My very being here is

evidence of good faith.

Put it on my account.

Backed up by 50 guineas

in coin of the realm,

I feel not a moment's

hesitation leaving

you alone with the girl.

But without the coins

themselves in my hand,

my conscience would

scarcely permit me to.

The devil with

your conscience.

Bring me the maid.

Fanny, dear, come in and meet

one of my dearest relatives,

Cousin Dinklespieler.

[GASPS]

Oh, not your old

asthma troubling

you again, dear cousin?

Well, I'm sure the company

of our pretty Fanny

will chase those

morbidities away.

Ah, such beauty,

cousin, such grace.

And the image of

our dear Drusilla.

Do you not agree?

Oh, it stabs me to

the heart, it does.

Come, my child, my

pretty one, and kiss

your fond, loving,

doting cousin.

Fanny, dear, kiss

Cousin Dinklespieler.

Now, there's a good girl.

But, Madam, is it proper

to kiss a gentleman when

there is no real relationship?

[LAUGHTER]

Dear me, listen to the child.

Dear Fanny, there will

be a real relationship

between us very shortly.

Come, kiss me.

There's a dear child.

Madam, she doesn't

know how to kiss!

Nor should she, cousin.

Nor should she.

She is only a

child, our Fanny is.

Would you not have her

blossom under our tutelage,

rather than spring full bloom

from the hands of someone else?

True.

Fanny, dear, the most

wondrous thing has happened.

Cousin Dinklespieler is these

days without a housekeeper.

Carried away,

the last one was.

By some dreaded disease, sir?

By the chimney sweep.

And took the silver with

them, but I'll have them yet

and transported,

or my name is not

Wilhelm Aloysius Dinklespieler,

knight of the Hessian Guard,

with all hereditary

privileges, what.

Now, meanwhile, as

part of your education,

we thought that it might

be worth your while

to spend a few weeks--

If I fancy you, girl.

--With Cousin Dinklespieler.

Oh, taking care of his

house, looking after him

and lighting the desolate

hours of his old age.

Old age?

I'm not old!

I am the prime of life!

Worth any two of

those young sprouts

you have got sailing the

streets for customers.

True, Cousin, true.

A slip of the tongue.

No offense meant, I'm sure.

Sir, but I'm a

poor country girl,

untrained and inexperienced.

Would I be capable

of discharging

such a responsibility?

I will train you, myself.

My pleasure, young woman.

Show you everything you

would be expected to do.

Is there no tea in this house?

Is a man expected to

parch to death of thirst

before he is offered

a bit of refreshment?

Tea is laid, cousin,

before the fire.

Fanny, dear, you pour

for Cousin Dinklespieler,

and he'll explain your duties.

And while you have

a cozy little chat,

I'll see to a few other cust--

problems.

Now, well, Miss, is

all explained to you.

Are you prepared

to please me, huh?

Indeed, sir.

I-- I was most

touched with the tale

Mrs. Brown told me of your

devotion to her own Drusilla.

I'm prepared to be, in every

way, what she was to you,

if you so desire it.

Upon my soul, that

is the well said.

Give us a kiss, then, lass!

Oh!

Oh, Mr. Dinklespieler!

Oh, sir, what is

the meaning of this?

I beg you, desist.

What, Miss?

Did you not this minute say

you would do all Drusilla did?

I-- I did, sir, but

surely it was not this.

It was, indeed!

But you are

family, sir, cousins.

Kissing cousins, have

you never heard the term?

Oh, but surely a peck on

the cheek is all that's meant.

Well, not in my family.

We are very affectionate.

Mr. Dinklespieler, what if

someone should be watching us?

They do that in the next

room, the room with the mirror.

Oh, my child, you can have no

idea what a lonely life I have

led since poor Dru passed on,

how I have yearned, aches,

burned for the companionship

of a sweet young person

of the female gender,

meanwhile making

do with hussies of housekeepers.

But companionship I

understand, sir, but this?

I am sure your housekeepers

are not thus engaged.

They are thus

engaged, or they are

not engaged by me, at any rate.

Oh, sir, I mean no

offense, but I do not

think you have explained

all this side of your nature

to your dear cousin and

my protectress Mrs. Brown.

What?

I fear you've been about

to offend against the laws

of her hospitality, sir.

Now, let's say no more about it.

I, for one, shall not

mention it to her.

It would pierce her

gentle heart to the quick.

But you will see these

unwelcome attentions at once.

Zounds!

And no profanity,

if you please.

The vicar used to say it

was the mark of a very

small, unimaginative mind.

Why don't you have

some more tea, please?

And here, try some of

this delicious trifle.

Trifle?

I should trifle at a time

like this, when there is so

much more enticing

just before me,

ready to pop between my lips?

Oh!

There's sweet meat for a king.

You have ruffled my ruffle,

and the dress is not mine.

Oh, what will dear

Mrs. Brown say?

She'll say the truth.

You have enticed me, Miss.

You have driven me mad

with your witching ways!

You've led me on!

That is not true.

I have done nothing

to mislead you.

Oh, please, do not say these

things to the only friend

I have in London, to

that best of women.

Don't pretend that!

You know the game as

well as I, and now

is the time to pay the piper.

Oh, please, sir, mind

the tea, the trifle.

Give me no more of trifle.

I want love.

[SCREAMING]

[GROANING]

Oh, sir.

Oh, how awful.

I'm sorry.

I hope it didn't

stand the fabric.

Fabric be damned, girl!

I have burned, on fire!

Oh, the pain, the pain!

Here is cold water.

I am burning!

Look what you have done.

My wig, it's ruined!

Let me hold it

before the fire.

Return that instant!

Oh, you're hurting!

My wig, my very best wig!

My wig!

[INAUDIBLE] My wig!

[INAUDIBLE] Oh, hell!

Damnable wench!

MAN: Open in the name of

the Bowe Street Runners.

MAN: Open in the name of

the Bowe Street Runners.

It's the constable of the law.

What do you want?

MAN: Seeking a fugitive

from His Majesty's justice,

one Wilhelm Aloysius

Dinklespieler

on a charge of debasing

the coinage of the realm.

Mr. Dinklespieler

debasing the coinage?

Good heavens!

They are right!

Oh, that two-faced old fraud,

that deceiving [INAUDIBLE]

Don't lay a hand on that

innocent child, you old lecher!

Oh, no.

No, you are getting out of here!

No!

What say you?

FANNY HILL (VOICEOVER):

Once again, it was dear,

kind, good Mrs. Brown who

had come to my rescue.

Oh, my poor child.

Ah, can you ever forgive me?

Who could have thought it,

a member of my own family

a counterfeiter?

FANNY HILL (VOICEOVER): As

eventful as was my first day

in London, it was nothing

to the happenings which

occurred the following day.

A great naval victory

was announced.

And to the boom of cannon and

the peeling of church bells,

a veritable congress of

the great, the royal,

the loyal, and

thousands of sailors

suddenly swarmed

through the city.

But at Mrs. Brown's house,

none seemed aware of it.

For there it was

apparently a custom of all

to sleep to an advanced hour.

Country girl that I was,

regardless of the rigors

of the previous day, I was

now eager and ready to take

on fresh challenges.

Alas, there seemed to be none.

Thought he city outside appeared

to be bursting with life,

Mrs. Brown's house was

as quiet as the grave.

There came the most prodigious

knocking at the door.

Fearful my young companions

would be awakened from a sleep

which, for some

reason they appeared

to be in great need of, I

hastened to discover the reason

for this unseemly disturbance.

One moment, I pray you.

Ahoy there, ahoy.

Woo.

Must you make so

much noise, sir?

The house is asleep.

Do you mean sleeping, my

pretty, or merely in bed?

Both, sir.

In bed and sleeping?

Oh, what a waste.

Is it not, sir?

Where one could be doing

so many other things?

Does a lass your age know

so many other things to do?

Oh, sir, yes.

I'm a country girl,

and all county girls

are acquainted with a

thousand ways to spend

as fair a morning as this.

You're rather new

here, aren't you?

Oh, yes, sir.

I only came here but yesterday.

Oh.

Oh, no, please, there's

no point in your coming in.

There's no one here to

entertain you, but myself.

Oh, don't be modest, child.

We're not here on

official business.

You alone would be

more than sufficient.

As it is, I must see

your mistress at once.

Please conduct me to her.

But sir, I explained.

She's asleep.

I could hardly take

you to her bed chamber.

Bless you, my child,

for your delicacy.

That is not a prospect a man

of my rank faces unmoved.

But when duty calls, I'm

quite prepared to gaze

into the face of horror.

So come on, lass.

Cast off.

Rule Britannia,

Britannia rule the wave.

[WORDLESS SINGING]

Oh.

- Oh.

Are you all right, sir?

Oh, it's just the high seas.

Oh, why did mother ever

put me in the navy?

Well, come on.

Show me the old gal's cabin.

Oh, please, sir.

I will endeavor to do as you

wish and awaken Mrs. Brown.

But please, whom should

I say is calling?

I'm emissary of His Royal

Highness, the Duke of--

never mind.

Tell the old bawd that

the official emissary

of Cherry Bye Bye is here.

Cherry Bye Bye?

Bye bye.

Achoo!

Ma'am?

Oh please, ma'am, do wake up.

MAUDE BROWN: Why?

Why?

Who's there?

It's me, Fanny.

MAUDE BROWN: Fanny who?

Oh, Madam, please, Fanny Hill.

What on earth are

you doing, Fanny,

waking me up at this hour?

It's the middle of the night.

Oh, I'm sorry, Madam, but--

[SNORING]

Oh.

Oh, that terrible cat.

It will creep in with

me while I'm asleep.

Now, off with you,

you bold thing.

Find yourself a mouse.

Now, what is it, child?

Oh, I'm sorry, Madam,

but there is the most

insistent gentleman to see you.

Nobody before

5:00 on Tuesdays.

Everyone knows that.

But, Madam, he

said it was official,

and that you'd know someone

called Cherry Bye Bye.

I don't care who--

Cherry?

Bye Bye.

His Royal Highness!

Oh, oh, my robe, my

slippers, my cologne,

my-- my-- my face cloth.

My-- oh, my wig, oh, my heaven!

FANNY HILL (VOICEOVER):

My mistress, it appeared,

had the most wonderful

friends in high places.

An invitation, nay,

a royal command

had been tended to all of us

girls staying at the house

to attend an afternoon

garden party in the country.

Really, James,

what do you mean,

showing yourself

in the halls half

dressed and your wig untidy?

Go down and put yourself

in order at once.

FANNY HILL (VOICEOVER):

Dear Mrs. Brown, always so

observant of the proprieties.

I knew I need never

worry over my reputation,

as long as I was under her wing.

Well, this is the

height of my season.

The cost is high,

even for His Highness.

Quite, Madam.

His Royal Cherry

Bye Bye, wishing

to celebrate our

naval victory in truly

royal and fitting fashion,

has naturally thought of you.

He also, my dear lady,

sends a little contribution

to your favorite charity.

Oh, gold, gold.

Oh, Madam, this is a fortune.

Oh, it's nothing,

nothing, dear child.

Merely get-away money

in case of fire, plague,

or descent of the authorities.

FANNY HILL (VOICEOVER):

How wonderful

it was to see Mrs. Brown's

noble and charitable nature

recognized by Royalty itself.

And how honored I

felt to have even

a small part in her activities.

Well, send the horses

when you will, sir.

My girls will be quite ready.

They all adore riding.

Girls, front and center!

You're all getting back

in the saddle again!

FANNY HILL (VOICEOVER):

That very afternoon

found us arriving at

the charming pleasure

grounds of Castle--

alas, they never told me

the name of the castle.

Nor indeed of any of the

guests, who, oddly enough,

except for us girls,

were all gentlemen.

I shall never forget

the eager welcome

we received as we arrived.

I never realized before our

navy was quite so high spirited.

But after all those

months at sea,

it was understandable

their manners could

have lost some of their polish.

Oh, it's lovely.

Oh, just a simple little

country pavilion, my dear.

We call it the couch and four.

Say, do you like games?

Oh, I adore games.

Well, then let's

waste no time.

How about a stimulating spot

of blind man's bluff, eh?

I most especially

adore blind man's bluff.

Who's going to be it?

You, my dear, of course!

It's always the young

lady the way we play.

Come on, now.

Bounce here, and we're

going to blindfold you.

Bounce, bounce, bounce!

[LAUGHTER]

(SINGING) London

girls are drinking up,

tripping up, kicking up.

London girls after falling

down, my fair laddie.

Come and help us off the street,

off our feet, quick and neat.

Love is what we're with

replete, sweet old daddy.

Some of us are but 15.

Sweet not me, fresh and green.

All of us are a bit

obscene, not good--

night, daddy.

Now, don't spin me too hard.

I get very dizzy.

It's all right, dear.

If you fall, there's a

couch to receive you,

and eager arms to support you.

OK, now, spin once and go on.

Spin ahead.

Go, go.

[LAUGHTER]

All right, Fanny,

go ahead now.

Straight on, straight on.

[LAUGHTER]

I don't know

where I'm going to.

Am I going the right way?

I've got you.

Oh!

Hello, somebody?

Hello?

[LAUGHTER]

FANNY HILL

(VOICEOVER): What dear,

fun-loving lads they were.

I thanked heaven poor Mrs.

Brown had not accompanied us.

How it would have grieved her

generous heart to see the way

her very own relatives

were forgetting themselves,

and in the presence of royalty.

I could not but

fear what His Royal

Highness the Duke must think.

[GIGGLING]

Cousin Emily.

Oh, Cousin Fanny.

Oh.

Oh, please, meet

His Royal Highness.

You know, I just lost a forfeit

to him, at hide and seek.

[CHUCKLING]

Your servant, ma'am.

Charming game, what?

Brings back memories of

childhood and all that sort

of rot, eh?

Hm.

Ho, ho.

Ta-ta.

Cousin Hortense, has

everybody lost a forfeit playing

hide and seek?

Oh, no, dear.

They're just bathing.

It's a health measure

Mrs. Brown insists

on at these outdoor gatherings.

Oh.

Stop and join the fun, love.

But there are

men here, Cousin.

And His Royal Highness is

right there behind the tree

with Cousin Emily.

Cousin Emily is only

showing His Highness

her tattoos acquired as

a child in Bombay, India.

Oh, tattoos?

Ah, there you are, girls.

[LAUGHTER]

Forfeit, forfeit!

Tag, you're it!

You're it!

Here, here.

A forfeit, a forfeit!

Give me back my

kerchief, please.

Here I go.

Oh, that's not my kerchief.

Mrs. Brown lent it to me.

Give it back to me!

Give it back to me.

Oh!

[LAUGHTER]

Oh, give it back to me.

Follow me.

Come on.

I've got it, I've got it.

Give it to me.

Look, look.

Here it is.

Get it, if you can.

[LAUGHTER]

Someone, help me.

Help, help.

Sorry, love.

Never quite learned

how to swim, you know.

Help, help, help!

Someone help me!

I'm sinking.

Help!

Someone help me.

Oh.

Save a girl from a

fate worse than death.

Help, help, help!

Miss.

Madam.

Miss, please.

I beg you.

Speak, please.

Are you all right?

Or should I summon help?

Oh, pray, sir, do not do that.

[COUGHING]

Oh, you're not dressed.

Oh, I-- I beg you.

I beg you forgive my--

my lack of attire,

but when I saw you lying there,

I thought you were drowning.

Are you ill, ma'am?

Your cheeks are fevered.

Your pulses are racing.

And ma'am, your breathing.

Your breathing is

remarkable, indeed, ma'am.

In-- in one of

your tender years.

Pray tell me, what

horrible past brings

a fair young girl

such as yourself

to attempt self-slaughter?

I was not committing suicide.

[COUGHING]

Oh, I--

I was playing hide and seek.

Oh, I--

I most humbly crave

your pardon, ma'am,

but I was under the impression

I was an unwilling witness

to one of life's tragedies.

Oh, it is a tragedy.

What will dear Mrs. Brown

say, that paragon of virtue,

now that I've spoiled

her lovely clothes.

Don't be distressed, ma'am.

I'm sure if you but wash

it out here in this pond.

Oh, indeed, I will be

happy to do it for you

and let it dry on these bushes.

There will be no complaint

from your mistress.

Wash it out, with you here?

Oh, never.

I'm a sailor, ma'am, and quite

accustomed to washing things.

If you will permit me, oh,

you need not even take it off.

Just step towards the lake,

and I will wash it on.

Wash it on me?

I could never permit that.

Well, then, slip out

of it and throw to me.

Sir, I wear nothing

underneath but a chemise.

Oh.

But if the mud

dries on the dress,

you may never get it off.

May I-- may I present

myself, ma'am?

I'm Ensign Charles Sprocket,

of His Majesty's Navy.

My name is Francis Hill,

but everyone calls me Fanny.

CHARLES: Fanny, pretty name.

And so apropos.

Turn your back.

CHARLES: Oh, it was on that

voyage to the South Seas.

We penetrated up

the cannibal river.

Well, I think it's dry now.

Cannibal river?

Do they eat one another?

Constantly.

[THUNDER RUMBLING]

Oh!

Be not afraid, ma'am.

It's but thunder.

Oh, forgive me, but

I'm terrified of thunder.

[THUNDER RUMBLING]

We'll be killed.

Oh, and the dress

will be ruined!

Bring the dress in here.

OK.

Upon my honor,

ma'am, the thunder

really will not hurt you.

It terrifies me.

Ooh.

I should have stayed at home

with dear kind Mrs. Brown,

where I was safe, instead

of coming out here,

ruining her lovely clothes.

Oh.

I know what I'll do.

If you don't object, sir.

What?

I'll take off your

jacket and wrap it

around Mrs. Brown's

dress, so the dress will

be protected, if you permit.

Take off my jacket?

But-- but you're only

wearing a chemise.

Oh, but that's the

only way to do it.

I must protect

Mrs. Brown's dress.

Now, close your eyes,

please, and help me off

with the jacket.

Well, dear young lady, I'm--

I'm-- I'm not at all sure.

Oh, do not protest, please.

Please, sir, please.

Well, I-- I fear

I'm not too familiar

with undressing ladies, ma'am.

Sir?

Oh, I--

I beg your pardon, ma'am.

I'm sure I--

Sir, my hands.

My hand's lit upon something.

No.

It moved.

Oh, no.

Oh, yes.

I fear there's a mouse

in the haystack with us.

And I'm terrified of mice.

So am I. Let it go.

Maybe it'll run away.

Oh, sir, sir, I

felt it move again.

Let it alone.

I'm sure it has a

family to run off to.

[THUNDER RUMBLES]

Oh, the rain is getting in.

Oh, please, sir, burrow

back into the hay further.

No, no.

I think we have gone

quite far enough already.

Oh, no.

The dress is getting soaked.

Further back, please.

Oh, no, no, no.

Not so quickly.

Don't leave me.

The rodent may return.

Oh, what a silly

girl you must think

I am, terrified of

thunderstorms and mice.

Everybody is terrified

of something, I suppose.

Oh, not you, sir.

You're so manly and strong.

At the moment, I'm

weak as a kitten.

Oh, I-- I couldn't help

but see you at the pond.

You have a marvelous

configuration

of your musculature.

Could you see that?

Oh, yes, sir.

I have never seen a man

without his clothes before.

Only statues.

But I think you

look quite like one.

Oh, statues.

Oh, yes.

Marble ones, I suppose you mean.

And nearly as hard as

one, aren't you, sir?

All that exercise, I suppose.

Oh, it-- it makes me

think so weak and soft,

pressed against you this way.

Oh, I-- I can positively

feel your muscles, sir.

Oh, outdoor life from the

high seas, very strenuous.

[THUNDER RUMBLES]

Oh, you know something, sir?

What?

I was not afraid

as I was before.

Really, I was not.

[THUNDER RUMBLING]

Please, please, ma'am,

ma'am, flesh and blood can--

can only stand so much.

Sir?

Oh, I fear there is another

mouse in the haystack

with us, a bigger one.

Oh, oh, I fear this whole

haystack is infested with them.

[THUNDER RUMBLING]

Madam, I understand this young

lady is under your protection.

You-- you might call it that.

Then, ma'am,

may I say, I would

like your permission to sue

for this young lady's hand.

Sue for?

To marry her, Madam.

Please, modulate

your voice, young man.

Someone could overhear you.

Marry her?

Good heavens, why?

I have seen her

without a dress.

I have held her in my

arms in a haystack.

I have even kissed her, Madam.

In short, I must marry her.

Oh, Charles.

Are you aware, sir, what

circumstances that word "must"

conjures up in my mind?

Certainly, Madam.

That I love her.

Oh, please, Mrs.

Brown, do consent.

For I love him.

I hope Fanny and I can

be married on the morrow,

by midday at latest.

Topping kidneys, Madam.

My own, the recipe, that is.

Oh.

And what, pray tell, is the

name of your ship, Ensign?

Madam, it is HMS Decorum.

How touchingly apropos.

Charles, dear, do they ever

let wives travel on board?

Oh hardly ever, love.

Unless, of course, one is

an admiral, with a title.

Oh, I'm sure it won't take

you long to become an admiral

and have a title,

will it, Mrs. Brown?

No, it won't take long.

Not long at all.

Oh, no, please.

I never touch spirits.

But it isn't spirits, ducky.

It's wine.

After your hard day and what

with being married tomorrow,

believe me, you

should have it, love.

But I-- I promised Mother.

After all, I'm in loco

parentis to you now.

Am I not, sir?

What with giving the

bride away and all?

Indeed, ma'am.

Kindness such as yours is rarely

met with in this sad world.

Oh.

A toast, Fanny, to Mrs. Brown.

Oh, too bad.

Caught.

And the last decanter, too.

That James, I can never

find a second footman

who can do everything well.

Alas.

No matter.

Fanny, to our second mother,

and our generous and good friend

Mrs. Brown.

It's too kind of you.

It's really nothing.

FANNY HILL (VOICEOVER):

Sweet benefactress,

whose only thought was my

future and my happiness,

we shall not soon look

upon thy like again.

Well, Madam?

Someplace far

away, quite far away.

Barbados is a long

way from London.

You are the kindest and

most considerate of gallants.

One endeavors, Madam.

[CHUCKLING]

Oh, you're sure

there's no mistake?

It was Ensign Sprocket?

Yes, Madam.

That was the name of

the young man gave

me when he pawned these things.

Mine is a strictly

legitimate business.

I hope you understand, ma'am.

Poor fellow.

He said he was escaping

from some female with whom

he'd become entangled.

Female?

[SOBBING]

Oh, oh, oh.

FANNY HILL (VOICEOVER): Thus did

my wonderful Charles, my first,

my one and only love,

vanish from my life as

suddenly as he had appeared.

Oh, tears, tears, my pretty.

Now, I know how you feel.

But there's still life to live.

You are young, and

beautiful, and with your way

to make in the world.

You will soon forget

your young man.

Forget Charles?

Never!

Oh, nonsense.

What you need is

occupation, work.

And I have just

the thing for you.

Fresh surroundings

and new interests

will soon make you happy again.

As well as keep

you out of trouble.

Now, we'll dry those tears

and put on your bonnet,

and we'll be off.

FANNY HILL

(VOICEOVER): Mrs. Brown

had a little millinery shop

across the town, in Mayfair.

It was a charming establishment.

But for a woman's hat

shopping, Mrs. Brown

certainly had few hats

and an unusual clientele.

Now, after all, love,

women dress to please men.

So what better idea than to have

a shop, where men can choose

the hats for their

wives, their sweethearts,

but for themselves?

Well, don't you agree?

Yes.

At 4:00 on the dot.

At 4:00?

Yes, sir.

You may pay at the cash

desk, if you will, sir.

In advance of delivery?

A rule of the house.

Don't worry.

You'll like what I bring you.

Ah.

Now, that will be your job,

dear, collecting the money

and keeping track

of the deliveries.

The dear duke again, dear?

Yes, Madam.

14th time this week.

I'm quite worn out.

Oh, dear child.

Noblesse oblige!

But Mrs. Brown, what could a

duke want with 14 lady's hats

a week?

Oh, he has a large family

of unmarried female relatives.

New hats keep their spirits up.

But that poor girl's

fingers must be worn out.

All that stitching alone

must be exhausting.

It's not the fingers

that get tired, dear.

It's thinking up new trimmings

that gets a girl down.

FANNY HILL

(VOICEOVER): Thus I was

installed in my new position.

But the girls were out

on delivery so often,

I wondered when they had

time to make their hats.

And I think we were the only

millinery shop in all of London

to stay open all night.

No wonder we had so

few hats left to sell.

The gentlemen customers

flocked to us,

and the girls were

constantly on call,

dashing from one end of town

to the other many times a day,

and far into the night.

The busier girls were wearing

out several boxes each week.

I was proud, alone and in

sole charge of the shop,

when my first customer

made his appearance.

Needless to say, I had never

made or even sold a hat before.

Good evening, sir.

How do you do?

Pray, come in.

Uh, is this that--

that shop that I've had

spoken about by my friends?

I trust so.

This is a very good shop.

My friends told me

that you specialize

in gentlemen customers.

Indeed, we have

many male clients.

Are you looking for a

model to take home, sir?

[GASPING]

No, no, no, not take home.

Not with Mother in town.

Never, understand.

Not Mother.

Oh, then-- then you want

to order something special?

Yes, exactly.

And then-- no.

I'm afraid, sir, we

have very little on hand

to show you this evening.

Most of the models

have been sent out.

But as you heard of

us from your friends,

you must be aware we

only have the best.

If you don't find what

you are interested in,

we can procure anything.

Ah, you can.

You are very kind, indeed.

Won't you sit down, sir?

I'm not too familiar

with the stock.

I've only been

here a short time.

But I will do

everything in my power

for you, if you can describe

what you have in mind.

Describe?

I can't possibly describe it.

Words fail to create

a sense of delicacy.

Shy, you know.

Damnable affliction.

Brought up in the

country, strict mother,

domineering aunts,

impressionable character.

Result, disasters.

Oh, come now, sir.

You shouldn't say that.

It seems to me you are a very

well-spoken gentleman, indeed.

Too generous.

Forgive lack of savoir-faire.

Blush easily, diffident

nature, weak character,

and getting very desperate now.

Don't apologize, Sir

I quite understand.

I'm-- I'm very shy myself.

You are?

Really?

I, too, was brought

up in the country.

It does make city life

a bit of a problem.

Oh, it does.

Does it not indeed?

Yes.

What sort of thing were

you looking for, sir?

Well, I'm looking for--

you won't misunderstand

me, please?

My dear, sir, certainly not.

Go on.

I'm looking for

something young.

Something young?

Oh, then your worries are over.

That's la specialité

de la maison.

Oh.

Mrs. Brown the proprietress,

she specializes in the young.

Nothing easier.

It's just a question of

choosing the one you like.

Well, that's very gratifying.

Ooh, there was a charming bit

that went out this afternoon.

Please, excuse me.

But when I say young,

I mean quite young.

"Virginal" is perhaps

the best word.

"Virginal"?

Nothing shopworn,

you understand?

I couldn't bear that.

Shopworn?

My dear sir, certainly

not from this shop.

Mrs. Brown has her standards.

You are most understanding.

Well, that's

what I'm here for.

Do you undertake any of

this sort of work yourself?

Oh.

Oh, not yet.

It's all still a

little bewildering.

In fact, I'm not truly

used to anything yet.

Not anything at all?

Well, it takes

a while, you know.

So the girls tell me.

I-- I haven't made one yet.

No, really?

But I soon shall.

I know I can be just

as good as the others,

once I get the hang of it.

How come a nice girl like

you, working in a situation

like this?

Well, just lucky, I guess.

It-- it occurs to me

that you might be just

the person who could help me.

You're so understanding.

But I might-- might not

be satisfactory at all.

I don't know enough yet.

But that's just the point.

I don't want anything

sophisticated.

I can't bear that.

I want something

simple, innocent.

Do you understand?

Oh, but, sir, still

one must have some--

some technical knowledge.

No, no, not at all.

That would ruin everything.

Can I ask you, please,

to oblige me personally?

Oh, sir, that's-_ that's

a very great compliment,

I'm sure.

But Mrs. Brown the owner

would have to consent.

You see now, I'm just a--

a-- a little bit more

than an apprentice.

But that's just

what I'm looking for!

Yeah!

Oh, she's such a darling girl.

You would be so grateful

to me that you've met her.

Just take one look.

Tell me.

Look.

Can you tell me

how old she is?

Oh, she's very young.

She's a virgin.

But you must be very careful.

Of course.

Oh, but she's a darling.

What were you

up to last night?

Shh, Mrs. Brown will hear you.

You know how she feels

about loose talk.

Do we not know

about Mother Brown?

"Mother"?

How can you talk in

such familiar terms

about our dear friend?

The woman is a saint.

Oh, he's had a

tragic life, poor boy.

Despite all that

money, he was left

to the mercy of his tutors.

You know what they did to a

sensitive, misunderstood youth

like that.

What?

Well, it's marked him, it has.

Something cruel.

He still bears the scars?

Inside.

Oh, brutes.

You see immediately

how in need

of sympathetic

understanding companionship

the poor youth was.

He did seem so

lonely last night.

But so devoted to his mother.

A mother alone, my dear, is

not enough for a grown youth.

I dare say not, Madam.

I must confess, he

opened up his heart to me,

my dear, this morning.

Oh, yes.

He is very struck with

your own sweet self.

But, Madam, we only

but talked a half hour.

Well, what has time to

do with things like this?

Now, Romeo and Juliet,

those immortal lovers,

met, loved, wed, and died

all within two weeks.

Oh, good evening, Mr. Norbert.

Oh, you have not

brought me flowers.

I couldn't possibly accept them.

And heather is so expensive

this time of the year.

But it's not

heather, Mr. Fanny.

It's not heather?

It looks like heather.

It smells like heather.

It must be heather.

It's a birch switch,

the same as they

used on me in my boyhood.

Oh, really?

Stood up remarkably

well, hasn't it?

It's not exactly the same one.

I had it made up,

especially to show you.

Oh, why?

Why should I want to

be shown, Mr. Norbert?

Because I want you

to understand what

I've been through.

Oh, they were so cruel.

Oh, they were such cruel

beasts, Miss Fanny.

On the other hand, had there

been one such as yourself,

a tender virginal

maiden, oh, that would

have made such a difference.

Oh, but, Mr. Norbert,

I'm sure you've done

nothing to be punished for.

Oh, but I did, I did, I did.

I swear.

I was a very naughty boy.

I needed punishment.

I'm that sort.

Do you understand.

Mr. Norbert, don't soil

your lovely trousers.

Get up.

I have a confession to make.

But we hardly know each other.

No, no, no, no.

You must listen to me.

I am still very, very naughty.

And I still need

punishment, desperately.

But you are a grown

man, Mr. Norbert.

I know, but all the time I

do the most terrible things.

And all my life,

I've had nothing

but bad thoughts continuously.

But if a gentle maiden

such as yourself

would give me the punishment

that I so truly deserve,

then my conscience will be free.

Please, take pity

on me, Miss Fanny.

Please, take pity on me.

Punish me!

Mr. Norbert, I don't

believe in punishment.

Make me your slave,

make me your slave!

Only by being chastised by a

young maiden can I be forgiven!

Mrs. Brown!

Oh, dear.

Mrs. Brown!

But you have to be cruel,

my dear, in order to be kind!

Mrs. Brown!

Remove my sins,

dear young lady.

Beat the devil out of me!

Mr. Norbert, I

must ask you to get

the Mephistopheles out of here.

Nay, nay, nay!

Yea, yea, yea!

Oh!

[MOANING]

Oh, good gracious.

[MOANING]

Oh, Mrs. Brown, help!

Someone, help!

Mrs. Brown, Mrs. Brown,

help, help, help!

Mrs. Brown, Mrs. Brown!

Help!

Oh, the poor hats.

FANNY HILL (VOICEOVER):

My one thought

was to regain the safety of

Mrs. Brown's protecting arms.

Unfortunately, they

were already occupied.

Fanny, dear child.

That's enough, James.

Run down the kitchen

and tell cook

to give you a nice cup of tea,

and you'll soon feel better.

Poor James is so emotional.

Goes into these fits of

homesickness ever so often,

and there's nothing to do

but give him a little pat.

But what are you doing

home so early, lovey?

I thought you were

spending the evening

with that charming Mr. Norbert.

I could not, Madam.

I think Mr. Norbert

is very, very ill.

Really?

Oh, there is a lot

of grip about lately.

And I did hear of a case

or two of bubonic plague

down at the docks.

But I didn't think any of it

has spread to the quality yet.

Has he broken out in spots?

Oh, he's ill up here, Madam.

Oh, dear Mrs. Brown, I

think you've been quite

mistaken about that young man.

He asked me to do the

most extraordinary things.

Oh?

Oh!

FANNY HILL (VOICEOVER):

Dear, thoughtful Mrs. Brown,

she forgave all.

Push in, James.

Push in.

Push.

Now, hold it.

Hold, Hortense.

Push.

There, there.

Push.

Push, James, push!

Hold it now.

That's it.

Now hold it, Hortense.

Just hold.

Push, James.

[SOBBING]

There she goes again, cry,

cry, cry, night and day.

It's enough to drive a

decent girl out of her mine.

You haven't been

decent for years.

My customers are complaining.

They don't like weeping

with their kissing.

Mine seem to love the

sound of a few genuine tears

in a place like this.

Do you want this lollipop?

Girls, remember where you are.

If there's one thing

I pride myself on,

it's that I've never permitted

vulgarity in this house!

Now, thank you, Hortense.

Oh, James, I don't know what I'd

do without that great strength

of yours.

Psst.

Mudge.

Mudge, well, you should

be on the high seas.

Madam, we started,

but just on the Thames,

we collided with a

man of war and sank.

About that young man.

I thought you had best be told.

Told?

Told what?

He drowned?

No, Madam.

I regret to say he did not.

It appears he's a

first class swimmer.

He saved the lives of the

captain, the first mate,

the cook, and myself.

Oh, alive?

Good heavens.

Where is he now?

Being awarded a medal,

Madam, at the Good Friends

of the Sailor Society.

But he'll be on his way here.

All he can speak about is

that young woman, Fanny.

He's going to marry her.

Well, he can't marry Fanny.

I've got plans for her.

Many plans.

Why, Cousin Hemingway

alone should be

good for at least 500 guineas.

Oh, how could this happen?

I'm deeply sorry, Madam.

The captain drinks, you see.

And in the moonlight,

he mistook a man

of war for the Tower of London.

One turn of the wheel,

and oh, what a ruddy bang!

Well, thank you, Mudge.

Goodbye, Mudge.

Goodbye, ma'am.

Martha, my coach.

Girls!

Girls, come at once.

What is it now?

Girls, this is important.

I have a job for you.

Girls, that boy Fanny's involved

with is on his way here.

Now, she mustn't see him.

It would ruin everything.

Her whole career would

be shot to Guyana.

Now, when he arrives,

you girls distract him.

Detain him.

Get him out of love!

James, my green satin.

A sailor?

Then he'll fancy a mustache.

Perhaps he'd like

a little sister.

It would be nice to have

a young man for a change.

Oh, if he's a

sailor, I'll make

him feel at home with

a touch of the cat.

(SINGING) Lash him to

the mast, and swing

him from the [INAUDIBLE] and

throw him in the deep blue sea.

Emily, save that

for the customers.

FANNY HILL

(VOICEOVER): Mrs. Brown

said the city was no place

for a nice girl like me,

and she knew just the place

to go, to her Cousin Hemingway

at his ancestral seat.

Yes, and this,

Cousin Hemingway,

is my cherished Fanny.

I love her dearly.

And I know if I

leave her with you,

you will look after her well.

Had a nervous shock, I see.

Dear, dear.

Rest is what the poor

child needs, dear cousin.

Rest, rest, rest.

Rest?

I will personally see

she is never out of bed.

[CHUCKLING]

I will hold her down myself,

if she tries to start.

But sir, I--

you're too kind.

I'm afraid I would be an

unconscionable bother for you.

I never mind being bothered

in a good cause, my dear.

It's quite apparent to me,

you're a very good cause.

Indeed.

I believe in comfort, my dear.

Comfort at all costs.

And I keep an adequate

staff to ensure

I can get anything I want, any

time I want, any way I want.

FANNY HILL (VOICEOVER):

It was obvious he

was a man of great wealth, for

indeed he lived magnificently.

And I was positively amazed at

the size of his large staff.

This is Clotilde, Brunhilde,

Matilda, the bed chambermaid.

No, that's Clotilde.

Don't hesitate to ring

for them if you want them.

Any hour of the day or night.

Most obliging nurses.

Come along, come along.

We will trundle you off

to bed this very moment.

It's high time.

And this will be your

bedroom, my dear.

I haven't seen the

nervous condition yet

that hasn't responded to it.

FANNY HILL (VOICEOVER):

Never in all

my night had I been so pampered,

so spoiled, so attended to.

Ah, in bed.

Well, my dear child, sleep well.

Oh, Madam, I'm

so grateful to you

for bringing me to such

a magnificent house.

I can always count

on Cousin Hemingway

giving my little friends

an eager and warm welcome.

He's a prince among men,

with a great understanding of

the problems of the weaker sex.

Good night, sweet.

Mrs. Brown, is it proper

that I should be left

alone here without a chaperone?

Well, after all, my dear

Cousin Hemingway is a doctor.

True, it's only of mineralogy,

but the thought is there.

There is, of course,

just one thing.

What, Madam?

Well, giving so much

of his time and attention

for the benefit of other

people has worked a sad toll

on Cousin Hemingway's strength.

He has a-- a weakness.

A weakness, Madam?

Should you by any

chance encounter

him in the middle of it, by

no means must you disturb him.

Oh, no, I won't, Madam.

But, pray, what is the

nature of his weakness?

He is a--

a somnambulist.

A so--

Somnambulist.

A somnabulist?

Madam, I thought men like

that shot themselves.

Nay, my dear Fanny.

You do not understand.

He walks in his sleep,

does Cousin Hemingway.

Oh, he's a sleepwalker.

Exactly.

Oh, there is no danger.

Except, poor thing,

he must be humored.

Should you encounter him

during one of his lapses,

for as everyone knows, to waken

a sleepwalker from his sleep

can have fatal consequences.

Oh, how dreadful.

There's not a

dearer, sweeter man

there is in the entire world,

except for this one disability.

But, Madam, does the fit

when it's upon him last long?

Well, that generally

depends on the girl he's with.

The girl?

Or person.

It can be anyone.

A stable boy, a milk maid.

Oh, they've all had

experiences with him.

Say, finding him in the fields

in the middle of the night,

and helping him over

a style, or gently

lead him away from a precipice.

But as I say, the important

thing is not to waken him.

Now, can you remember that?

Oh, yes, Madam I will.

I am most conscious of all

I owe you and your dear

Cousin Hemingway for

taking me in such

a difficult period of my life.

Believe me, I will

be most considerate

of his sleepwalking.

And by any chance, if

he should be awakened,

it will not be through

my doing, I promise.

That's my good girl.

Somehow, I knew

you'd understand.

Good night.

FANNY HILL (VOICEOVER): Sleep

came easily to me that night.

I was hardly able to

believe my good fortune

in once again finding myself

in the hands of such kind,

understanding folk.

I seemed to know now I was

safe, secure from life's storms,

trials, and tribulations.

[CLOCK TOLLING]

Somehow, how I shall

never know, for I

am generally a

very heavy sleeper,

I felt that I was

no longer alone!

I could hear nothing, nor

could I at first see anyone.

Then, suddenly, across the

room I perceived a form!

Horror of horrors,

it was none other

than my kind host,

Cousin Hemingway,

just as dear Mrs.

Brown had warned.

He was deep in a

somnambulistic fit.

I realized immediately, he

was, of course, harmless.

After all, he didn't

know what he was doing.

Nevertheless, I

felt it was at best

an ambiguous situation

for a young girl

to find herself involved in.

I dared not ring for assistance,

for I remembered Mrs. Brown's

warnings of the

terrible consequences

of awakening a sleepwalker.

What should I do?

What, I asked myself,

could he be dreaming of?

What could he have on his mind?

I could only presume he was

reliving some childhood game.

Perhaps a brisk game of tag

with some young companions.

I resolved to enter into

the spirit of the thing

as best I might.

However, he proved

tireless, as well

equipped with an amazing

sixth sense where I had gone.

I began to fear he

might meet with harm.

One could see what a

beautiful childhood must

have been his, for he

played with the fervor

and abandon of a two-year-old.

Though I began to fear for a

man no longer in his first youth

he might be overtaxing himself.

Drastic measures, therefore,

were obviously in order.

Oh!

What is it?

What's happened?

Oh, Cousin Hemingway,

merciful heavens.

Oh, dear.

Fanny.

Oh, Fanny.

Now, Fanny!

Fanny?

Fanny, where are you?

Here, Mom.

Where?

Way up here, Mom.

Oh, Fanny.

What happened?

Oh, dear Mrs. Brown,

you'll never forgive me.

I very much fear I have

awakened Mr. Hemingway.

Good morning.

Where am I?

FANNY HILL (VOICEOVER):

Despite his accident, however,

Mr. Hemingway did

not appear to cherish

any resentment against me.

Idiots, idiots, numskulls!

I'm feeling monstrous!

Oh, pray, pray,

dear Cousin Hemingway,

now, don't excite yourself.

Excite myself?

Madam, until you have had

a chandelier fall on you,

pray do not presume

to tell me when

and how I shall become excited!

Shh.

Oh, my smelling

salts, my cologne water.

His smelling salts,

his cologne water.

My pills!

His pills.

Now get his pills and things.

Oh, now, Cousin Hemingway.

Go ahead!

[GIGGLING]

Oh, Madam, I must

have that wench.

And so you shall,

Cousin Hemingway.

So you shall.

Why else did I bring her here?

But if she was only so

invincibly innocent.

Though I could slip a sleeping

potion into her nightly cocoa.

While she lies

there unconscious?

Madam, this girl's entire

charm is her grace, her bounce,

her vitality, her life.

Oh, could you but have

seen her last night,

leaping from chair, to

table, to mantelpiece,

to chandelier, swinging

through the bed canopy.

She was a young Diana.

A miracle of

athletic loveliness.

Madam, I want that girl's

completes surrender,

conscious surrender.

Her love, In short.

Well, I'm sure no one

is more lovable than you,

Cousin Hemingway.

And no doubt the girl

can be persuaded,

one way or the other,

to do as you wish.

But I still think sleeping

potions in the cocoa

is more reliable.

Oh, that's insufferably dull.

Madam, you are looking at a

man pierced by cupid's arrow.

She must come to my bed

willingly, of her own accord.

Oh, well, if you will

be a romantic, cousin!

Oh, she's an orphan.

So she naturally

can't be blackmailed.

And I rather doubt

if knowing her she

can be successfully

intimidated by a show of force.

I dare say, you could

slip a little ring

on her fourth digit, of course.

Slip a what on her which?

Marry her, dear cousin.

That would succeed.

It always does.

Marry her?

Are you out of your mind?

I only want to sleep

with the wench,

not spend a life with her!

Exactly, cousin, exactly.

Cousin Hemingway,

you do surprise me.

I thought after the accident

with the chandelier,

you might very well have

ordered me from your house.

Sorry, what's one chandelier?

I have rooms full of them.

But last night, when I saw

you perched up top of that bed

canopy, staring down at me with

the most distressed expression,

I said to myself, here the real

thing at last, love, true love.

But, Cousin

Hemingway, I can't.

I have long since lost

my heart to another.

Dear girl, youthful innocent

attachment is one thing.

I trust it was innocent.

Um--

HEMINGWAY: But a mature man such

as myself, obviously not only

the more domestic

and intimate joys

of wedded bliss, security,

a fine household,

but intellectual

companionship also.

Fanny, make me the

happiest man on earth.

As a charge on

generous Mrs. Brown,

your beauty would soon fade

in the drudgery of poverty.

But as my cherished

spouse, you will

never have to lift one finger

for the rest of your life.

Why, I have 18--

no, I'm telling a fib.

I have 24 maids, all prepared

to indulge your slightest whim.

Oh, Fanny, dearest,

loveliest, sweetest Fanny,

give me your hand in matrimony.

FANNY HILL (VOICEOVER): I knew

I could no longer continue

to be a burden on Mrs. Brown.

She had already

been only too kind.

Charles had left me,

and Mr. Hemingway had

certainly been kindness itself.

Very well, Mr. Hemingway.

If you truly wish it,

I will be your bride.

Oh, glorious day!

Wonderful night to come.

Oh, little bridge!

FANNY HILL (VOICEOVER):

However, as fate would have it,

it was not to be

a country wedding.

Mr. Hemingway's house was

consumed by fire in something

like 13 minutes, 43 seconds.

A new record for

that size house.

And that very day,

we repaired back

to Mrs. Brown's house in town

to celebrate our nuptials.

[COUGHING]

Slut, good for nothing.

That's the fifth

place you have lost.

I've half a mind to--

[BELL RINGING]

Sweetheart, are you

looking for a place?

Yes, and it please you, ma'am.

My dear, your voice

is like a foghorn,

and what's your bust all covered

up for in this weather, dearie?

Oh, a head cold.

Achoo!

Name?

Char-- achoo.

Charlotte.

God bless.

And, uh, what do you do?

Oh, practically

anything, ma'am.

Dear me.

That's the worst laryngitis

I've heard in years.

Have a lozenge.

I do hope it's not catching.

Still, you are not

a bad-looking piece.

If a mite on the tall side.

But those shoulders.

Country girl?

Oh, it's the plowing, ma'am.

I-- I had heard

from a girlfriend,

She was very happy with

a lady named Mrs. Brown.

I, uh, was wondering if--

A girl?

What girl told you

about Mrs. Brown?

Oh, she said she was

such a good mistress,

and it was such a

nice house to live in.

I thought--

Uh, Mrs. Brown?

Yes, not a bad

suggestion at that.

Sometimes a big, strapping

young wench proves very popular.

Oh, thank you.

I did so have my heart

set on Mrs. Brown's house.

Hm?

Huh?

[KNOCKING ON DOOR]

Come back after 3:00.

We'll be open then

till midnight.

Private party.

Oh, thought you were a customer.

And what do you want?

I have a note for Mrs. Brown.

Well, she can't

see no one now.

It's from a Mrs. Snow

about a place here, for me.

Snow?

That old trout.

Well, all right.

Madam will see you when she can.

And latch that door.

And find yourself a seat.

Hello, sweetie.

I haven't seen you

around here before.

What's your name?

Funny.

Girls. girls,

you're not trying!

You're bridesmaids.

Now, be a little more

maidenly, please.

It isn't every day we have

a wedding around here.

That my little

sugar plum crying?

[SOBBING]

Oh, tears of a happy

anticipation, dear cousin.

After the ceremony, she

will leap into your arms

with shrill shrieks

of girlish enthusiasm.

Shrill shrieks?

The shrillest, cousin.

[CLICKS TONGUE]

[CHUCKLING]

[KNOCKING ON DOOR]

Esmeralda, go home.

You can't go to the wedding.

No, no, Fiona.

Let her come.

I'm frightened, Fiona.

I need friendly faces by me.

With all them strange people in

there, I may forget me words.

Without dear Esmeralda,

I may forget me name.

It's only a wedding, Johnny.

I'll never forget when

you married Mom to Dad.

It was heart-warming.

Loved it, we did.

Listen to me, Johnny.

I know what sort of a

house we're going to.

And if somebody sees me in

my proper setting for once,

that may be my big chance.

MAUDE BROWN: Girl?

Oh, I don't see any girl.

Martha, have you been--

I have not, Madam.

Sitting right there, she was, in

that chair not two minutes ago.

Martha, once a person

lets gin get hold of them,

it can ruin their entire life.

My ruin, Madam,

happened when I was 16.

And it wasn't gin.

It was the candle-snuffer.

[BELL RINGING]

Oh, dear, Oh, dear.

I wonder who that can be.

Come back after 3:00.

We'll be open there

till midnight.

We have a private party now.

But it's the parson.

Oh, the Reverend?

Madam, parson's here!

Oh, my dear Reverend,

come in, come in.

Sorry, ma'am.

It's a long walk up the

terrible hill that did him in.

Terrible hill?

It's not that steep.

No, ma'am, it's precious

full of gin mills.

Go along up the hall.

The parlor's is on the right.

Martha, find Mr. Hemingway.

And where is our little bride?

[BRIDAL MARCH PLAYS]

Emily, dear, a little more

gentility, if you please.

After all, you are flower girl.

I can't do it, Madam.

Please don't ask too much of me.

I may be a flower girl,

but I'm no actress.

We're all very well aware

of what you are, dear heart.

But there's no

reason to get vulgar.

Now, quiet down, girls.

I'll see what's

holding up the bride.

Now, don't dawdle, Phoebe.

Bring on the bride.

Good heavens, Phoebe.

This is a wedding, not

a changing of the guard.

What are you supposed to be?

Best man.

Don't worry, love.

Marriage can be quite enjoyable,

after you get used to it.

So they tell me.

Now, don't cry, love.

Why, there she is, madam,

the girl from Mrs. Snow!

Dear me, they're growing

them larger in the country

every year, like beetroot.

What's your name, child?

Char-- Charlotte.

Well, Charlotte,

take off your bonnet

and shawl and join the party.

Don't cry.

Fanny.

Oh, Miss, how dare you!

Yes, how dare you!

Why, girls, at

such a moment, too.

Oh!

Aren't you the passionate

little plaything?

I'm sorry I'm getting

married today,

but I can put you on my

schedule for tomorrow.

No.

Fanny.

Agh!

Fanny!

Now, please, please

don't drop the book.

They're just a few words.

You stand up straight.

It won't take--

[MOANING]

My dear, walk.

An eagerness to get

married is one thing,

but leaping to the

altar is quite another.

Now, Charlotte, you

stand right down here.

You'll be so tall and graceful.

Fenella, a little

something on your harp/

Begin, Reverend, if you please.

Dearly beloved, uh, we are--

we are--

"Gathered here together."

What transpires here?

Charlotte, please.

"Gathered here together."

[BELL RINGING]

Hey, you can't

come in now, sir.

I have strict orders

not to let anyone in!

What in the name of

ordinant, [INAUDIBLE]

Dear cousin, just some

high spirited local children

at play.

Charlotte, now you get

rid of them, Charlotte.

Tell them to come back later.

Tell them they got

the wrong house.

Tell them anything, but

just get rid of them!

Oh, pretty figure.

Here's a sailor

looking for harbor.

Oh!

Ew, what a cold kiss.

But-- but-- but they're

marrying off my Fanny.

Oh, peculiar habit, what?

Miss come from America?

Dear little tots.

Bless their tiny hearts.

We want our sweeties now.

Children, go

away now, and I'll

send you out some sweets later!

Oh, children mature

so early in the slums.

Sometimes, I think I

really should move.

Reverend.

This is unsupportable.

You practically made

an invalid of me,

my house burned down, and

now at the very moment

of our marriage.

we are besieged by children.

MAN: Where are the girls?

Be calm, cousin.

Hurry, Reverend.

Just skip to the end.

Ooh, where's the pretty?

Oh, there she is!

You come here with me.

Come here.

Wilt thou take this woman?

I would.

Wilt thou take this man?

Go on, dear.

Heaven knows a girl requires

the protection of a husband

in a world like this.

She will.

I now pronounce

you man and wife.

It's all right.

Oh, isn't it touching?

Darling, may I be the

first to congratulate you?

Oh!

Fanny.

Oh, no!

Oh, Fanny, my darling!

Oh, Charles, what

are you doing here?

Thank heaven I found

you in time time.

Time?

Time for me to retire!

What?

What is it?

Ahoy, mate!

Target sighted.

Prepare the clapping irons.

Ahah!

Well, here's the pretty

one I met last week.

Let go.

Help me, Charles!

Unhand that lady.

Unhand what?

Oh, an officer?

Since when is a skirt

the uniform of a man?

Stand at attention.

Salute.

Address me as "sir."

Ensign, you're

speaking to an admiral!

Admiral or not, how dare you

treat my wife in this fashion!

Release her at once!

Your what?

This is my wife,

you numbskull!

Ow!

Oh, Mr. Hemingway,

you can't want me now

that my true beloved has

returned to claim me.

One true love?

Just a minute, my little one.

To the best of my remembrance,

we met only once before.

Oh, no, it's Charles,

my one and only beloved

that's returned from the dead.

Not the dead, Fanny.

Twickenham.

That's where the ship sank.

Quiet in the ranks!

Stand at attention, Ensign,

or I'll have keelhauled.

That's still my wife

you are embracing.

Take your hands off

Mrs. Hemingway at once!

Charles, you came too late.

I'm married to another man.

Cousin, cousin.

If you will wait but one moment.

Don't "cousin"

me, you old fraud!

Come along, wench.

I am throwing you into the

first empty bed we find.

Oh, please, Mr. Hemingway.

Russ Meyer's Fanny Hill (1964) - full transcript