1
Well, sir,
the whole thing begins
in an exceedingly
large village,
which is called by name
as New York City.
It is a crazy year
and a crazy time
when a citizen name of Rockefeller
is handin' out dimes.
It is a time when gin comes in
bathtubs and cops come in pairs
due to the Volstead Act,
which is enforced somewhat.
And in certain communities
around the land,
violin students are
meetin' one another
unexpectedly on certain streets
and immediately commence to make
beautiful music at each other.
Like I said,
it is a crazy time,
what with this and that
and one thing and another.
Now it comes on a pleasant spring
morning that a tale begins to unfold.
This tale concerns
a somewhat gentleman
by the name of
Honey Talk Nelson,
who is a very dapper citizen,
usually found on or about the
premises of Mindy's Restaurant,
a well-known eatin' emporium
situated on the main stem.
Uh, this citizen
is not Mr. Nelson,
but these are
Honey Talk's friends,
all followers of the sport of
kings, and a noble breed of men,
providing you do not expect
too much of nobility.
They are deeply interested
in horse racing.
Philly the Weeper,
Milk Ear Willie,
The Society Kid, Lead-Pipe
Louie, No-Knees Nolan...
Sam... Sam?
Sam! So sue me!
Now, here is
Honey Talk Nelson, himself.
So called because he can honey
talk strangers out of anything,
especially money.
The guy with him is Fat Phil,
who is no stranger.
Stop the honey talk,
Honey Talk!
I am no stranger!
6 million people in New York
and everybody knows me.
Jimmy Walker better import
some new strangers.
Sam. Hmm?
I got a horse at Jamaica,
hotter than a base runner.
Lead-pipe positive.
Like money from home.
You want in?
Yeah, I'll... I'll pool
my dough with yours.
That's no pool,
that's a birdbath.
Look, Honey Talk, I am not partin'
with any of my workin' capital.
Sam.
I'll give you
one of my markers.
Markers?
The town is swimmin'
now in your markers.
You're the only citizen on this
street who has his IOU's printed.
What's the matter
with my IOU's?
Just feel the quality
of that paper.
Stop mooching from the
fraternity, Honey Talk.
Yeah. How come your
cousin doesn't stake you?
Cousin has to give him
what to eat now.
And if it wasn't
for that horse doctor,
he wouldn't even have
where to sleep.
What's the matter, you geniuses
never had a losing streak?
Everybody's entitled
to a losing streak,
but 126 days out of the money,
you're abusing the privilege.
Okay, the next time
you touts see me,
just line up and get paid off.
Then scratch yourselves
right out of my life,
'cause my luck
is changin' today.
I got that feeling right
in the seat of my pants.
Hey, Honey Talk, wait a minute!
Here's a double finnif.
That's all you can spare?
Well, now wait...
It's all right
for a start, Sam.
I'll give you a marker.
Okay, what's the name
of the horse?
Jumbo Schneider desires
to see you, Honey Talk.
Can't you see I'm busy?
Personally, I would advise
you to come with me.
What for?
Jumbo don't say what for.
If you get Jumbo sored up,
he might be inclined to trim
your toenails up to here.
Listen, Oscar, I
only know one thing,
the guy owes me
6,000 potatoes, see?
And I don't care
if he's a commissioner.
You tell him that
either he pays up
with Jumbo by
next Thursday noon,
or he is suddenly
taken fatally dead.
Tell my boys that my books don't
take no more bets from cops,
over $2,000.
Honey Talk Nelson, Jumbo.
You sent for him.
Gentlemen usually remove their
hats in a person's home.
Oh, sure, sure.
It's n-nice to know you,
Mr. Schneider.
It is not nice to know me.
I know me and believe me,
it is not nice to know me,
especially when
you're indebted to me.
I'm not indebted to you,
Mr. Schneider.
I only deal with your
books when I have cash.
It's a well-known fact
to one and all
that you don't care for IOU's.
Well, you talk good, Honey
Talk, but you talk wrong.
You see, because you are indebted
to me to the amount of...
Three thousand, four hundred
and fifty biscuits.
Three thousand, four hundred
and fifty biscuits.
Me? That's ridiculous!
I buy these up from the various
bookies you are in hock to
and they are glad
to settle with Jumbo
for 20 cents on the dollar,
which gives you a rough idea
what state your credit's in.
I'll make good
every dime, Jumbo.
I just had a run of black luck.
But my luck is changin' today.
I've got that feelin' right
in the seat of my pants
and when I get that feelin',
my luck changes.
Yeah. Well, kid, your
luck has changed already.
See, because all you gotta
do to get square with Jumbo
is to do Jumbo one little
favor, that's all.
Anything you say, Jumbo.
Anything, long as it's legal.
Legal, schmegal, you either
do it or you wind up
in a concrete
kimono sucking mud
from the bottom
of the Hudson River.
Oh. What's the favor?
Well, there is a horse runnin'
in the Gold Vase Steeplechase
at Tarrytown, Maryland, next week,
by the name of Sweep Forward,
and I would like that Sweep
Forward should win, that's all.
But there's a horse in that
race by the name of My Sheba
that's the odds on favorite
to win the race.
Yeah, yeah,
so you're a smart guy,
so you figure out
that if My Sheba don't run,
then Sweep Forward
has to breeze home.
That's not my line of work.
Why do you pick on me?
Because My Sheba is owned
by a very pretty doll
by the name of
Miss Phyllis Leigh,
and that is your line of work.
How do you figure that?
Do you honestly think that a
very pretty doll could go
for the Seldom Seen Kid,
or Short Boy,
or Russian Henry,
or The Big Midget?
They look kind of cute to me.
Well, you ain't
no very pretty doll.
You're just a guy in hock.
Well, what can I do to keep the
doll's horse out of the race?
I'm no fixer.
Well, there are two things
you can do, Honey Talk.
The, uh, first thing is you can honey
talk the girl into scratching the entry.
Oh, have a heart, Jumbo.
Second thing is.
I, uh, hear that you've got a
cousin which is a horse doctor.
Virgil? I can't get him
to fix a horse.
Well, I suggest
you use both methods,
number one and number two,
for, uh, safety's sake.
Safety?
Yeah, your safety. Hmm.
Here are your tickets
for Maryland.
The Seldom Seen Kid'll
give you the details.
And do like you're told
because otherwise
you will wind up
payin' rent in a cemetery.
Okay, Jumbo.
Pack a bag for
the Seldom Seen Kid.
Just to play it
for a sure thing,
I think I want him in Maryland
to keep an eye on Honey Talk
and his horse doctor cousin.
Take two.
Blow! Come on!
Hey! What's up?
What's goin' on?
Motherhood must be served, sir.
Come on, sweetheart. Come on.
Cross over.
Good doggie.
Come on, hurry up, hurry up!
That's a good girl.
Oh, for the love of Lil!
I'm in a hurry and this yokel
stops me to let a dog go by!
I beg your pardon, sir, but that
dog happens to be a mother.
Supposing that was your
mother crossing the street
with you in her mouth.
You calling my mother a dog?
Of course not.
But would you feel better
if that dog were a cat?
Here we are, Do-Do.
Your home sweet home.
I'll be right back, fellows.
Now, you sit nice and quiet.
Here's your Do-Do. Thank you.
Oh! Do-Do, you've come home!
Oh, bring my darling to me.
Oh, come to Mama.
Her little bitsy pupsy dog.
Is he home from that
nasty old hospital?
Madam, I'll have you know
that Dr. Capulet
does not have a nasty old hospital.
As a matter of fact,
it's so clean you can eat
right off the floor.
Oh, I'm quite sure.
I personally like a table
in the waiting room.
Oh, I'm sorry, Doctor.
Oh, that's all right.
Oh, I'm not the doctor. I'm Virgil Yokum.
I'm the intern.
But one day I'm gonna be
a doctor, you mark me.
You're quite sure
he's all right now?
Oh, yes, don't you worry,
Mrs. Cheshire.
Do-Do's tail will wag again.
Oh, thank you,
thank you so much.
Do come in while I write
you a check, Doctor.
I'm not the doctor.
Did you hear something?
What?
Strange.
I thought I heard... Oh, well.
Never mind.
There it goes again.
Bells.
That's what it sounds
like, tiny bells.
Oh, that's me.
I'm wearin' them.
You see,
I like animals so much,
I wouldn't wanna hurt
any of them.
We're all God's creatures,
even the ants.
So that's why I wear the bells
at the bottom of my trousers.
So they can hear me comin',
they can get out of the way
so I won't step on 'em.
What a charming notion.
Here, hold Do-Do for me.
I'll write you a check.
Maybe someday everybody'll wear
bells at the bottom of their pants.
Hey, real bell-bottom pants.
No, I'm serious.
Oh, not everybody, Doctor.
Not women, too.
Yes. Of course, they'll
have to wear larger bells
because their pants are
so high from the ground.
Me and my big mouth.
I'd get rid of it, except it's such
a handy place to keep my teeth.
Bye.
Oh! Oh, Doctor,
come back with my dog!
Come back with my dog.
Doctor! Doctor! My Do-Do!
See the way
he likes the hospital.
Oh, he liked it so much
at the hospital,
he wanted to go back with me.
Doctor, your check!
Thank you.
Oh! Oh, uh, Madame!
Yes?
Before I go,
I'd like you to have
a free sample
of our new dog food.
Dr. Capulet
highly recommends this.
It's called "Ruff!"
And it's the only pet food
dogs can ask for by name.
Now it comes in
five delicious flavors,
meat, liver, cheese, fish and
strained custard for the older dogs.
Keep a few cans on your shelf.
It's good to have in case
unexpected dogs drop in.
Bye.
How is it, Doc?
Everything's fine.
No bones broken as you can see.
Are you sure?
I'm quite sure, quite sure.
All he needs now
is fresh air, rest,
and plenty of
leafy green vegetables.
You'll be all right,
Virgil. Don't worry.
Now, if you need anything,
just bark... Call.
Well, you'll excuse me?
I have another dog waiting.
Okay.
You can get into more hot water
than a Scotchman's tea bag.
Why do you always have
to fall on your head?
It's my head. I'm entitled.
Virgil, you're my cousin,
you're all I have
in this world.
You got Catherine.
Catherine's sweet
and I love her,
and I love you
for givin' her to me.
But I'd much rather have you
than any white mouse.
Honest?
You're not just sayin' that because
you wanna borrow more money?
Virgil, how can you even
think of such a thing?
It's easy. All I have
to do is remember.
Forget the past, Virge.
You know what I'm
gonna do for you?
What?
I personally am gonna take you
to a nice quiet spot
for a vacation.
For instance where,
for instance?
Well, there's a little
town in Maryland
where you can get
plenty of fresh air,
leafy vegetables and rest.
Maryland?
Gee, I never been there.
It must be beautiful.
And it's got a girl's name,
like Virginialand.
That's right.
It works every time.
Oh, cut it out. Now come on,
let's go pack our bags.
We're leaving from Penn Station.
I got the tickets.
Already?
How did you manage that?
Did a long shot come in?
One of the longest shots I've
ever been on, kid. Wait a minute.
You sure you're well
enough to travel?
Oh, I'm fine. Feel my nose.
Yep, cold and wet. Come on,
let's go pack our duds.
Wait a minute, Cousin.
If I'm gonna take a trip,
I'm gonna have to say
goodbye to all my friends.
So you go ahead and I'll
meet you at the station.
All right,
but hurry it up, kid,
'cause if we miss this train,
you'll be saying goodbye to me.
You know I don't wanna go.
And I'm gonna miss you.
I hope you're
gonna miss me, too.
Before I go, I want you to listen
to every word I have to say.
Now, there was
a little doggie
And his name was Pete
He was always chasing autos
up and down the street
He got his tail caught
in the back of a wagon
Now his tail ain't wagging
It's dragging
I want you to meet
poor Pete
I hate to have to mention
He didn't pay attention
Now there was
a little monkey
And her name was Dot
She liked to play with matches
when she should have not
She burned her little tootsies
and now she can't jump
This chimp was a chump
And if you think not,
meet Dot
I hate to have to mention
She didn't pay attention
There was a dog
named Nellie
She was quite a bodyguard
Her master said, "Now, Nellie,
stay in your own backyard
"Protect my home and family
"And never, never roam"
But Nellie
just forgot one day
And strayed away from home
She didn't listen very well
Here's Nell
I hate to have to mention
She didn't pay attention
Whether you're
a dog or a bird
You had better
heed every word
And with danger
don't ever flirt
I don't want
no one should get hurt
So be good and careful
from day to day
Don't make a boo-boo
Be careful
While I'm away
Attention, please.
Are you going to Maryland
only for the Gold Vase
Steeplechase, Your Highness?
Is it true you're gonna
buy the horse that wins?
Hey, Poojah, do you take all your
wives with you everywhere you travel?
Buffalo.
Cleveland.
Indianapolis.
St. Louis.
Gate number 12,
leaving in 5 minutes.
What's the Shriner's
Convention in town?
No, that's the Poojah of
Bahloop and some of his wives.
Some of them? How does
he ever take a shower
with all those stockings
hanging in the bathroom?
Attention, please!
Hey!
What's this? I told you
no pets on this trip.
What's a vacation
without your friends?
I've got to have
someone to talk to.
Besides, they're only ants.
And here's my favorite.
His name's Leon.
Leon is the uncle of that one.
And that's the only uncle
in town who's an ant.
You don't think that's amusing?
Come here, Virgil.
Get the bags.
You don't think it's amusing?
No.
Come on.
What's goin' on?
You got any money?
I got to get the tickets.
You said you had the tickets.
I did have, Virge.
But there was
a horse at Jamaica
and I got the feeling
in the seat of my pants,
and so I converted
the tickets into cash.
And Virge, this may come
as a shock to you,
but I can't trust
my pants anymore.
What are you doin'?
It's been a very, very
nice trip, Honey Talk.
Thanks very much.
Here, you can't
run out on me, now.
Haven't you got any dough left?
No! Now can I run out on you?
Well, if you do, it'll
be curtains for me.
Curtains.
I'll get us to Maryland yet.
Come on.
What do you mean curtains
for you, Honey Talk?
Something smells
awful fishy around here
and you're acting
like a barracuda.
Give me the bags.
What are you doin'?
What are you gonna do?
What are you doin' that for?
Get out of the way. Come.
Special train, Number 15.
I don't wanna do this,
Honey Talk!
Excuse me, lady.
I'm no lady!
Sorry, sir, but passengers
aren't allowed in that car.
It's reserved for the Poojah
of Bahloop and his entourage.
Honey Talk!
Honey Talk!
What's the matter with you?
Honey Talk, you've gotta
get me out of here!
There's lady girls
in here undressed!
Inside!
His Exalted Worthiness
desires a wife.
Enter.
How spirited!
You're the one I choose.
The rest go. Go! Go!
Your shyness is charming.
But before you reveal yourself
to me, you must dance again.
And by the degree
of your grace,
let me surmise your identity.
Faster! Faster!
Faster! Faster!
That's enough, my spirited one!
Now, my fragrant flower,
come to me.
Come.
Then I come to you.
Come, come, come, come.
Come here, little one.
Come here.
Yes, I'm going to catch you.
So exciting!
You will be among my favorites.
Love is the same
all over the world
No one lives without it
No matter where you are
In Singapore or Zanzibar,
a kiss is a kiss
Papa needs a Mama
For love is in the air
everywhere
In the strangest places
where they cover up
their faces
Love still finds a way
Why, there's even someone
making with the wooing
In the ruins of Pompeii
Love is the same
It doesn't matter, sister,
how you say it
It's the same
all over the world
Stop! Stop!
His Worthiness
desires another wife!
Come quickly! All of you!
Quick! Quick! Quick!
Now, get in here.
Why, you idiot!
What were you doin' out there?
What was I supposed to do?
I wasn't even married to him.
Get in here.
You're gonna get
us into trouble,
foolin' around with
the mail like that!
I'm gonna get us into trouble?
We are in trouble!
Bye.
What are you doin'?
I'm taking inventory. I have a
feeling something's missing.
And I know I sacroed my iliac.
Now, come on, we got a long
way to get to Tarrytown.
No, I'm gonna sit down.
I'm tired and hot and hungry
and homesick and thirsty.
And I'm very, very upset
with you, Honey Talk Nelson.
Put your veil on!
Here comes a car.
Come on, our worries
are practically over.
Yeah? Wait till he
finds out I'm a boy.
Thank you for stoppin'.
Well, that's quite all right.
And how are you, my dear?
Oh, I'm fine, thank
I'm a boy!
How very odd.
Well, if you'll excuse me.
You talk like a foreigner.
Are you a foreigner?
Only in this country. Oh.
Haven't I seen
your picture somewhere?
Oh, quite possibly.
I am Bertie Searles.
Sure. Bertie Searles!
You're the famous steeplechase
jockey from England.
Oh. Well, I am
a leading gentleman rider,
if that's what you mean, sir.
I am on my way to Tarrytown
to ride My Sheba
in the Gold Vase Steeplechase.
My Sheba. That's right.
You came all the way from
England across the water?
That is the only
way one can get here.
Oh, yes... Oh, hush, Virge.
Would you give us
a lift in to Tarrytown?
Why, certainly, old boy,
if you know where it is.
I've been lost for days.
Well, step right in the
back, Mr. Searles.
Oh, that's very nice of you.
We'll get you to Tarrytown all refreshed
and in time for the big race.
Thank you. Tell me,
is this the way people
dress here in America?
Oh, no, this was the only way
we could get on the train.
Virge!
Well, you see we were
at a masquerade ball
and we've been out all night
and somebody stole
our bicycles,
so we're thumbin' our way
into Tarrytown.
Oh, very jolly, indeed.
Yeah, that's how it happened.
Actually, we had the bikes
right outside the place...
Oh, magnificent countryside.
I say, a bit of luck bumping
into you chaps, eh?
Cheerio.
By the way, Mr. Searles,
do you have any extra threads
that we could borrow
till we get to the hotel?
Threads?
You know, clothes.
Dear old boy, this bag is absolutely
chock-a-block. Help yourself.
There you are,
something for everyone.
Oh, thank you.
This is fine for you,
Honey Talk.
Look! My school colors!
Come landlord fill the flowing
bowl until it doth run over
For tonight
we'll merry, merry be
Tomorrow we'll be sober
Well, not a bad-looking hotel
for a one horse town.
And there's the one horse.
Gee, she's a pretty one.
Oh, forget the horse and help
me with Bertie and the bags.
I'll be right back.
Hey!
Oh, Admiral, you mind
helping me with my friend?
He's a little
under the weather.
Is he carsick?
Yeah, he's been
drinking gasoline.
Now just grab his legs.
That's it. Here, I'll
put him in your arms.
Watch it.
Now, take it easy
with him, Commodore.
That's the famous
Bertie Searles.
Take him straight up
to his room.
I beg your pardon, but... Well!
Did I understand you to say...
Shh. Don't say a word.
Not a sound.
No one ever heard
the Mona Lisa speak.
Venus de Milo doesn't talk.
And you're a work of art.
So just stand there and let the
patron of the arts patronize you.
Now, look,
I heard you tell the doorman
that was Bertie Searles.
I was just going to
check on his arrival.
Who are you?
Who am I?
I'm Romeo and you're Juliet.
Climb down, Romeo!
Wrong balcony!
I'm the owner of My Sheba.
Mr. Searles is in my employ.
You're Phyllis Leigh? Yes.
Well, I'm sorry.
I beg your pardon. I'm...
I'm H.T. Nelson,
Bertie's American agent.
I'm very glad
to know you, Miss Leigh.
I didn't know
he had an agent here.
Oh, yes.
We dealt with each other direct,
on the transatlantic phone.
Well, that's because
I was out of town,
Jamaica, the island,
not the race track.
But don't you worry
about Bertie.
He'll be all right.
Little carsick.
Oh, that's too bad.
But that's enough about us,
let's talk about you.
Shall we say over
a chocolate sundae?
No? No. No, thanks.
I have to get back
to the house.
Well, let me drive you there.
Oh, I have my car right here.
Well, I'll take you to it.
Now, you leave
everything to me.
Soon as we check in the hotel,
I'll get Bertie sober...
Back on his feet,
then we'll get together
and have a nice talk and
straighten everything out.
Suppose I call you in an hour?
I'll be waiting.
Bye, Mr. Nelson.
Auf Wiedersehen, Miss Leigh.
Now, Virge, this Leigh
doll doesn't know
what Bertie Searles looks like.
And it's just as well,
because he's in no
condition to meet a doll
who's pinning her hopes
on him winning $50,000...
Virge, what are you doin'?
Feedin' the moths.
You're feedin' what?
I'm feedin' the moths.
Nobody ever feeds moths.
In a private home
there's always something
in the closet
for them to munch on.
But in a hotel room,
they can't even grab a snack.
Now, that's enough for you.
You'll get fat.
Sit down.
Play with the caterpillar
you found and listen to me.
Oh, yeah.
Bertie's our pal,
he's our benefactor.
We gotta help him out.
If Miss Leigh sees him in that
condition, she'll fire him.
Now, wouldn't that be terrible?
Awful.
Oh, there he is.
You're not payin' attention.
Oh, yes I am, but I have to
give my caterpillar some grass.
Oh! Hey, Honey Talk, look,
my caterpillar!
He graduated to a butterfly!
Virge, you're not listenin'
to what I'm tellin' you.
I'm listenin'. You don't want Miss
Leigh to fire Bertie. I heard.
Fly on,
oh, fragile-winged thing.
Fly up and out,
into the gentle zephyrs
of springtime.
I just made that up.
Isn't that poetic?
It brings tears to my eyes.
Will you sit down
before I knock you down?
You wouldn't dare.
I wouldn't?
You wouldn't dare hit me.
Because you love me too much.
I do?
Go on, say it.
You wouldn't dare hit me
because you love me too much.
All right, I love you too much.
To what?
I love you too much to hit you.
See, I knew it.
So sit down before
I knock you down.
Virge, there's only one way
to save Bertie's job for him.
When Miss Leigh gets here,
somebody else
has got to be Bertie Searles.
And I suppose you expect me
to pretend I'm him.
Well, ho-ho and ha.
That's a jolly notion.
You know, I wasn't thinking about
you, but since you mentioned it...
I mentioned it?
I would like you to know
you're putting words into my
mouth and I don't like it!
Keep your hands out of there!
It's very unsanitary.
What are you talkin' about?
You're a fine actor.
I am?
You can do anything.
I could? Sure.
Remember last summer,
Far Rockaway?
Yeah.
The Little Theater Club?
Uh-huh?
You were great! I was good.
Sensational! Terrific!
What did they call you
along the beach that summer?
I remember.
The John Barrymore
of the clam diggers.
That's right. You were superb!
Yeah, I was.
I did Shakespeare,
Romeo and Juliet.
You played Romeo.
No, Juliet.
I had much longer hair
then. Remember?
Oh.
"Romeo, O, Romeo!"
No, like Bertie would do it,
with a British accent.
By Jove, you're right.
Good, good.
Splendid.
"Romeo, O, Romeo!
"Wherefore art thou O, Romeo?
"Deny thy father
and refuse thy name."
Terrible storm!
I must notify the Captain.
Captain. Captain!
"Or, if thou wilt not,
be but my sworn love,
"And I'll no longer
be a Capulet."
Wait there's more.
"'Tis but thy name
that is my enemy.
"Thou art thy..."
Bertie, don't you think
that's enough?
You may be boring Miss Leigh.
Oh, not at all.
You're charming.
"O Romeo, Romeo!
Wherefore art thou O, Romeo?"
Bertie!
Romeo.
I... I... I say, y-you'll have
to forgive me, Miss Leigh,
but I get so carried away when
I do Shakespeare, you know?
Why, that was beautiful,
Mr. Searles.
Oh, I say, you're quite nice.
Thank you.
I hope you get along
with My Sheba
as well as you do
with Shakespeare.
Oh, better!
Bertie's the greatest rider
to ever straddle a horse.
Oh, I say, my good man,
I never saddle me horses.
I have a stable boy do that.
That's straddle, not saddle.
There's an "r" in it.
Oh, I say,
by Jove you're right, sir.
An "r" in it, then we should
have tea and oysters.
That's a pun, you know.
Oysters, "r" in season, "t."
You're not laughing,
Miss Leigh.
Oh, I'm sorry.
I was thinking about...
You were thinking?
Oh, you colony folks,
still thinking about the
tea tariff, I suppose.
Which reminds me, I say the
lady's run out, Nelson.
Let's be a little more hosty here.
What do you say?
Oh, I'm awfully sorry.
Please forgive me.
I'll never travel
on this line again.
Those kids are dancin'
up there again.
Oh, I say, be quiet up there!
They're very noisy neighbors.
Sweet? Well, yes.
Don't tickle. Oh, Bertie!
Oh, I'm awfully sorry.
So accustomed to feeding
horses, don't you know?
Mr. Searles, I hope you realize
the importance of
Saturday's race to me.
Naturally.
Marshall Preston's
our only real competition.
That's why I simply had to
get the best for My Sheba.
You know my life depends
on this race, Mr. Nelson.
Mine, too, Miss Leigh.
W-Well, keep a stiff
upper lip, both of you,
chins high
and all that sort of rot.
When Bertie Searles plays the
game, he plays it to win.
Well, I must be off.
I've got to dash off
a few notes to my pater.
Your what? That's
mother, you know.
Oh, be at it, be at it.
Toodle-loo.
Very close family ties.
Isn't he rather... Well, yes.
Unusual? Well, aren't we all?
What I mean is...
Well, you're unusual.
You're not, Mr. Nelson.
Oh, wait till you
get to know me better.
Every now and then I get a feeling
right in the... Right here.
We really should be going,
Mr. Nelson.
We?
Well, Mr. Searles and I, to get
him acquainted with My Sheba.
Will you call him, please?
Oh, there's time
for that later.
I'd much rather wait
till he settles down.
Oh, I hope he'll be settled
in time for the ball tonight.
Ball?
At the Hunt Club,
in the Poojah's honor.
Does Mr. Searles know
about the Poojah?
Oh, he knows
all about the Poojah.
He's expected to be there.
Well, we'll both be there.
Good. But don't you
bother looking for me
'cause I'll be the friendly
fellow you'll be dancing with.
Oh, well, that should be a very
interesting dance combination,
you, me and Marsh Preston.
Bye.
Bye.

You'd be much better off taking
My Sheba out of the race.
Let me win, then marry me
and half the money is yours.
No, thanks, Marsh, I prefer
winning all of it for myself.
Even if it means losing me?
Particularly.
Again?
Again.
Can't you find someone
else to dance with?
Is that a suggestion
or a proposition?
Go chat with Bertie,
Mr. Preston.
Pick up a few pointers
on ridin'.
Frightfully nice club
you have here, frightfully.
I say, but it is
a bit dusty, what?
Dusty? Heavens,
it can't be dusty!
It can't? I say.
Oh, for heaven's sakes,
it's me monocle.
How stupid of me.
Boy. That is better.
How about some punch, Bertie?
Oh, I don't mind if I do, sir.
As a matter of fact, it
makes me feel quite nice.
I haven't felt this good
since I left London Town.
Oh, I say, how is
dear old London Town?
I don't know...
Oh, I beg your pardon, sir.
I said, how is
dear old London Town?
Oh, it's...
Oh, yes, of course.
You know when
I was in England...
November 21st.
Well, it was awfully nice
chatting with you, sir.
Toodle-loo. Oh, toodle-loo.
I say, it was nice
having a chat
with a fellow from
home again, you know.
Yeah.
He is an extraordinary chap,
isn't he?
Couldn't understand
a word he said.
Quite so. Ain't he quaint?
Oh, really, Searles,
if you'll pardon the
correction to your grammar,
one doesn't say "ain't."
It's "isn't."
Oh?
Isn't he quisn't?
Really!
What about My Sheba,
Mr. Preston?
I have heard that she is a
fine and spirited animal.
Yes, Miss Leigh's horse is
a threat, Your Worthiness,
but I believe I'll win
on Sweep Forward.
Who is riding the Lady's entry?
Some Englishman
she imported, uh...
Oh, there he is now.
With Your Worthiness'
permission.
Oh, Mr. Searles! Mr. Searles!
Oh, hello there, my good man!
What was your name again, sir?
Preston, Marshall Preston.
Oh, charmed, I'm sure.
Oh, I say, you're one of me rivals
in the run on Saturday, eh?
That's right.
They tell me when you ride,
you ride as if you were
a part of the horse.
Would that be a compliment,
sir?
Your Exalted Worthiness,
may I present Bertie Searles.
Awfully nice to make your
acquaintance, Mr. Poojah.
You seem oddly familiar
to me, Mr. Searles.
You were very familiar...
You look quite familiar
to me, too, sir.
Your Worthiness,
this is one reason
I believe I'll win on Saturday.
Oh, you're quite sure
you're going to win, eh?
Yes.
You're positive?
There is no doubt.
I must remember
to put a bet on you then.
You make me feel
as much at home
on a dance floor as on a horse.
You ought to spend less time with
the horses and more time with me.
But you can't win
$50,000 for me.
You sure about that?
Beg pardon, Nelson, old chap!
Oh, Mr. Searles,
then you do dance?
Oh, but definitely.
What's wrong with you?
Honey Talk, I can't go on with
this Bertie business all night.
Well, you gotta.
If you get tired,
go hide someplace.
Where?
Go upstairs,
look for your valise.
Oh, that's an idea! Upstairs.
I'll go get my ant colony.
Toodle-loo.
Have you been
watchin' that Searles?
He's insane.
Oh, he's just uninhibited.
Are you sure you still
want him to ride My Sheba?
Please, don't start that again.
Don't start what?
Don't I get one dance tonight?
Mr. Nelson's a guest.
Preston, every dog has his
day, but the nights are mine.
What didn't you want
him to start again?
It's nothing.
It's just that he...
Well, let's say he doesn't
dance like you do, Mr. Nelson.
Oh.
Here is my casual smile
Playing its part
Keeping the two of us
good friends
Here is my cigarette smoke
Hiding my heart
But here's where
the masquerade ends
Moments like this
Make me thrill
through and through
Careless moments like this
Close to you
Nonchalantly we dine
And we dance
Yet my heart seems to melt
In your glance
Sweet moments like this
With the soft lights aglow
Make me long for your kiss
Though I know
I'd be just one of all
Your affairs
But at moments like this
Who cares
There you are!
Leon! I'm here, Leon.
There you are,
you little rascal.
Come on, let's go.
Nelson! Where are you, Nelson?
I will not be
manhandled by menials!
I demand to see
the British Consul!
Where is the British Consul?
Nelson!
What's this all about?
I am Bertie Searles,
dear old boy,
and I demand to see my cohort.
Nelson!
You're Bertie Searles?
Never mind Bertie Searles.
I want...
Oh, Nelson!
This man's an impostor!
Come on.
Who is this alcoholic?
Oh, he's just a drunk.
I'll... I'll get rid of him.
There you are,
you little bugger.
Oh, I say, Nelson, all's well.
I found me ants.
Oh, there's my other little friend.
Bertie!
Bertie, come back here!
This man claims to be you.
Now you tell these people
he's an impostor.
By Jove, Nelson, you're right.
He's not me.
That's what I said.
How can he be you
if you're you?
Splendid deduction, Nelson.
I'm me and he's he.
It's as plain as
the nose on me head.
See. Now, you people
go ahead and dance,
and we'll get rid
of this drunken nuisance.
I'll help you, Nelson.
Right this way.
You're very helpful.
I just want a small whiskey.
We'll get you
a drink, stranger.
Will you help me?
I want my whiskey!
All right, we'll get
you a drink just...
But I want it immediately!
Oh, my ants!
Let's get him outside.
Come landlord
fill the flowing bowl
Until it...
Virge, go grab a hack,
get him into town,
and don't let him out of your sight!
Okay.
Doth run over, Oh, Landlord

Nelson!
Who was that man?
What did he want and
what was he doing here?
Sorry, I can't answer
your question, teacher,
but I didn't do my homework.
I want to talk to you, Nelson.
I just talked to you. Now, get
your meat hook off my arm.
And get your eyes off me, too.
You're burning
my shoulder pads.
You don't belong in Maryland, Nelson.
You or your friends.
You and Mr. Preston seem to be
getting on like two strange cats.
He's the strangest cat
I ever met.
Oh, you naughty boys, you!
Shame on... Shame on you.
Come back. Come back here.
Come on.
Ants.
Leon!
Don't hurt him! Don't hurt...
Wait, I'll get it. I'll get it.
That's not Leon!
I say, Arthur,
have you seen Leon?
Leon!
Leon, see what
I go through for you.
Now, where are
your brothers and sisters?
Strangest dance I ever saw.
Oh! Get it off me!
I've got a little bug
biting me!
Here!
Fellows, it's me, Virgil.
Fellas, fellas. Oh, no.
No, no.
Fellas, fellas.
It's Virgil!
That's a new beat on me,
but let's pick it up.
Oh, fellas!
Virg... It's Virgil! Oh.
Well, now we've got
the chaser, old man,
how about the whiskey?
Oh, go away.
Are you always a
vegetarian, Mr. Searles,
or only when you're
in training for a race?
Oh, he's always a vegetarian.
Never eats meats of any kind.
Ever since the day in Africa,
he was run down
by a water buffalo.
Horrible experience.
Oh, yes, disgusting encounter.
Is that all you eat,
Mr. Searles?
Oh, no. For lunch, I usually
take a glass of persimmon juice,
some bay leaves and sour cream
and a bowl of bloated oaties.
Oh, that's an English cereal.
Right-o. It's the luncheon
of champions, you know.
As you Americans say, when you douse
the little blighters with cream,
the cereal snap,
crackles and pops.
With us it just
lies there and groans.
More coffee, Miss Leigh?
No, thanks.
I think we really
should get started.
My Sheba is waiting
for Mr. Searles.
Oh, I say, why don't you two
just dash ahead
and tell her
I'll be a little late?
I'm still terribly hungry.
Look, when we get to the barn,
if you're still hungry, you
can munch on some alfalfa.
Oh, I say,
that's a splendid idea.
I haven't had any alfalfa since I
brunched with the Duchess of Muchess.
Look at that poor little dog!
Oh! Get the number of that car!
There are no more cars, Bertie.
Oh, by Jove, you're right, sir.
So sorry.
Oh, you were wonderful,
Mr. Searles.
Thank you, but I think
the poor dear is hurt.
Is there a veterinarian about?
Well, there's Dr. Claypool
down the street.
Splendid. But what
about My Sheba?
Oh, I'm certain My Sheba
is an intelligent animal,
but I know a veterinarian
will do a much better job.
Come on, Mr. Nelson.
Goodbye. See you next week.
Bye. Mmm-hmm.
Good morning.
What can I do for you?
Oh, I think
the poor little blighter
has busted
her blooming scapula.
What? I say, I think...
Oh, excuse me. For a minute
I thought I was someone else.
This way please.
Put her down there.
Thank you.
I gave her
a cursory examination,
and from the edematous appearance
of the anterolateral surface
of the thoracic region,
I suspect a greenstick
fracture to scapula.
Well, possibly, but not likely
inasmuch as greenstick
occurs in young animals
and this dog is more mature.
Nurse, don't you think
it would be wise
for us to leave the final
diagnosis to Dr. Claypool?
Well, I'm Dr. Claypool.
Oh, this poor thing's in pain.
Keep her still while
I prepare a sedative.
A girl veterinarian.
Isn't that very unusual?
What's so unusual?
Women can do anything men can
do and have babies besides.
Uh, hold the leg still,
would you, please?
This is an anesthetic that'll allow me
to work without pain to the patient.
Doctor, my name is Virgil Yokum
and I come from Brooklyn,
and I'm in love with you.
Oh, don't misunderstand.
I'm in love
with Dr. Capulet, too.
Well, who is she?
Oh, she's a he, in Brooklyn.
He's 70 years old.
He's also a veterinarian.
I'm his intern.
Oh, well, that explains the near
accuracy of your diagnosis.
The patient has got
a fractured scapula,
but it's comminuted
not greenstick.
I love anybody
who devotes his life
to taking care of dumb animals.
Or her life,
as the case may be.
And, boy, do I have a case.
Oh, I... I don't have any help,
so you can give me a hand
with the splints.
I'd love to.
I like to work with you, Doc,
a lot better than Dr. Capulet.
You're a girl.
I could tell that right off
from the way your uniform fits.
I wonder what could be
keeping Mr. Searles?
The morning's practically gone.
Oh, there's plenty of time.
The race isn't until Saturday.
Gee, Autumn, I wish
you'd let me pay you.
She's not your dog.
Yes, I know, but if you're
not gonna accept fees,
you're not gonna have enough money
to build that new hospital.
Look, you keep that, Virgil,
and bet it on My Sheba
so you can complete
your studies for a D.V.M.
It's a gratifying
degree to have.
The least you could do is let
me take you to dinner tonight.
Well...
Please?
I never took a girl
doctor out before.
I never took out a girl before.
You haven't completed any of
your studies yet, have you?
There are some
I haven't started yet.
So do me something.
Will you, please,
have dinner with me?
All right.
But I'm a catchpenny date.
No steaks.
I'm a vegetarian.
Autumn, you're kidding!
The girl of my dreams!
A vegetarian veterinarian!
Oh! Oh. Oh, my arm!
Oh, oh, oh. Oh, my arm!
Oh, Gee! Oh, my arm.
You don't seem to understand.
The Gold Vase means more than
just the $50,000 first money.
The Poojah's going
to buy the winning horse.
Oh, that could add
up to a lot of loot.
Maybe as high as $100,000.
Hundred thousand biscuits.
Maybe you can't
take it with you,
but with all that loot
you could sure go in style.
By the time I pay off a few...
Bertie!
Oh, Mr. Searles, what happened?
Oh, I had
a wee bit of an accident.
Is it broken?
Oh, no, just sprained.
But I couldn't ride.
Oh, dear! What...
Now, now don't you
get upset, Miss Leigh.
I'll take care of his arm.
You drive us to the Cornflower.
Yeah, the Cornflower.
What are we gonna do?
Now, don't you worry
about it, Miss Leigh.
By Saturday, Bertie Searles
will be on My Sheba.
Well, that's Saturday.
What about today?
You and Sheba have to work out.
Oh, tell the old girl
to start without me, eh?
Virge!
Virgil.
Oh, hi, Honey Talk.
You know that Autumn's
the nicest girl I ever met.
Forget Autumn. Where's Bertie?
Oh, I put him out on the
window sill to get some air.
Outside the window.
Are you crazy? He's 3
stories off the ground!
That's all right. In his
condition he couldn't get hurt.
Come on, get him in.
Thought you sprained your arm.
Good trick, huh? Now I don't
gotta ride the horse.
Aren't you ashamed of yourself?
No. So do me something.
You deceived me.
You resorted to subterfuge.
You're not trustworthy!
I'm not trustworthy?
Look who's talkin'.
I'm not trustworthy?
And just who was the man
who conceived the idea
of introducing this
poor innocent child
as the Honorable
Bertie Searles?
Happy to meet you.
We met.
And it certainly wasn't my
idea to pretend to be him.
Look, I'm gonna level with you, kid.
I'm on a spot.
I brought you down here
so you could help me fix
My Sheba so she won't run.
She won't run!
Now, wait, hear me out.
Jumbo Schneider...
Jumbo Schneider!
Will you wait a minute?
I'm in hock to him and he
wants Preston's horse to win.
My own cousin
involved with gangsters!
Wait a minute...
I just can't believe it.
Will you... I'm nonplussed.
My plus has
never been so nonned.
It's just one of those... I don't
even wanna talk to you, Honey Talk.
You and I are through.
And furthermore,
I'm gonna see Miss Leigh,
see, and I'm gonna
tell her all about it!
Will you wait a minute?
You're not goin' anywhere.
Jumbo Schneider
plays a rough game.
But I'm worried about my hide.
You're always
worried about you!
Well, nobody else
worries about me!
Maybe they would, if you wouldn't
worry about yourself so much!
Don't tell me
how to run my life.
Yeah? Well, I'm gettin' sick of it,
do you understand? Sick, sick, sick!
And I'm gonna tell Miss
Leigh and everybody!
You're not tellin'
nobody nothin'!
And you better
behave sensibly, too.
Get out of here
before I clobber you.
Virge?
Virge?
Well, to succeed you have
to fight sometimes, Virgil.
Oh, you're right.
Do you know that once in
school there was a bully, see?
He didn't like me
and I didn't like him.
So, you know what I did?
One time I dared him to knock
a chip off my shoulder
and, five minutes later,
the chip was still there.
Well, you see?
But my shoulder was gone.
Virgil.
Gee, Autumn, I'm glad you made
this catchpenny date with me.
What's this?
My new hospital site. Come on!
Well, what do you think?
Is this all yours?
Uh-huh, the plans have
already been drawn, too.
This'll be the entrance.
Well, come on.
This'll be the reception area.
The carpets are dirty.
Virgil. And the office,
and the... the operating room
and examining room.
Why don't you
step into my office?
Sit down.
Virgil, you're... you're
on the end table.
Oh, I'm sorry.
You can sit on the desk
until the chairs come.
Yeah.
Oh, as I said before, I... I don't
expect to run the clinic alone.
I... I'll need a partner.
I... I'll want one.
When will you be wanting one?
As soon as I'm ready to build.
When will you be ready?
Oh, I'm getting
a bank loan of $10,000
and My Sheba'll
win the rest for me.
My Sheba?
I bet everything on her.
Oh, Autumn,
don't bet on My Sheba.
I already have.
After all you've told me, in
a sense, I'm betting on you.
Me?
I'd bet on anybody
who'd do what you did for that
poor little dog this morning.
You really mean that?
I may be an animal doctor,
Virgil,
but I know
something about people, too.
Right now, Doc,
I feel more like an animal.
Oh, that was wonderful.
And you're so virile!
No, I'm Virgil.
It kind of frightened me, too.
Oh, I... I... I liked it.
Really, I did.
Me, too.
That's what frightened me.
Well,
do you... you think
you'd like to be my partner?
Well,
yes!
Honey Talk or no Honey Talk,
I'm gonna go get Bertie Searles
and have him meet
My Sheba right now.
And she's gonna win for us!
For us.
Autumn Claypool
and Virgil Yokum,
the Mayo brothers
of the animal world.
Oh, Virgil!
Come on, let's go!
Yes!
I'll bet Honey Talk isn't havin'
as good a time tonight as I am.
Wouldn't life be wonderful
if we had no cares?
You mean you have troubles?
Believe it or not, but all
this land where the club is
used to be part of our estate.
There were thousands
of acres out there.
But I guess we Leighs aren't
very good business people,
'cause every generation seemed
to have lost something.
I'm the last of the Leighs.
My 50 acres over there
is the last of our estate.
As long as you go with it,
it's still worth
a king's ransom.
The house, the barn, My Sheba,
that's about all there is.
If we don't win that race
Saturday, there won't be that.
You mean the old homestead's
got a plaster on it?
Plaster?
The place is mortgaged.
Not quite that melodramatic.
But I am in debt up to here.
When I was a kid, I remember a
story about Rumpelstiltskin.
He spun straw into gold.
I got a feelin'
old Rumpy's still around.
There's nothing subtle about
you, is there, Mr. Nelson?
Oh, subtlety's for citizens
with lots of time.
What's your hurry?
Never mind that.
Just ask me if I'm happy.
Why?
Nobody ever asked me before.
Are you happy?
You really want to know?
Well, yes.
I'm miserable.
All my life
I've been on a trot,
searching for a shortcut
to happiness.
And just when I figure
I'm in a winner's circle,
I'm fingered by fate.
Well, haven't you heard?
There's no such thing
as happiness.
We just have to be happy
without it.
Don't you hit me,
Herman "Honey Talk" Nelson!
I'm not gonna hit you.
You're not?
No, I wanna apologize
for losing my temper before.
You do?
And I want to
make it up to you.
So go ahead and hit me
right square on the jaw.
Oh, I couldn't do that,
you're my favorite cousin.
Slam one in there.
I deserve it. Hit me!
You want me to?
Yeah.
Oh, I couldn't do that,
I'd hurt my hand.
Okay. Will you shake?
Sure. Shake.
No, not that way.
Oh, well,
I got something to do.
No, I wanna talk to you.
No, I'll only be a minute.
I just want to talk to you...
Some other time. Will you
listen to me just a second?
Now, something's
happened to me.
Something awful and beautiful!
What?
A doll has busted up the romance
I've been having with myself.
Miss Leigh? There must be
something in the air down here.
Yeah, and it all started
with what you said, I guess.
About thinkin' of other
people for a change.
And I've been thinkin'
about Phyllis
and she's got to win
that race Saturday.
Do you really mean that,
Honey Talk?
I'm as level as a cop's arch.
And I'm for getting Bertie out
to meet My Sheba right now.
I... I knew you'd do the
handsome thing, Honey Talk.
After all, we're cousins. My mother
and your mother were mothers.
Well, of course they were.
Well, that means we both have
Fendelshissle blood in our veins.
And we gotta keep it there.
Come on, we'll get Bertie.
Get him. Come on now,
into the shower.
Into the shower. We're
goin' horseback riding.
W-Why?
I got him.
I got him, Honey Talk.
Horses in the shower?
That's very odd.
Ok. All right. I got him.
It's... It's... It's the middle
of the night, old chap.
Racing's the sport
of kings, not owls.
It's the horse's fault.
She can't sleep
before a big race.
And she wants to meet you.
Leigh estate, driver.
Hey, wake up!
Get me to the Leigh estate.
Quick!
Aren't you going
overboard rather quickly
for a man you hardly know?
One kiss in the moonlight
hardly means a romance.
And besides, what right
do you have to follow me?
It was purely accidental
that I saw you,
but it was lucky
for you that I did.
I did some checking up
on your Mr. Nelson.
The man is no good.
He's a racetrack gambler.
And your gentleman rider is
neither a rider nor a gentleman.
You're lying and I don't
want to hear any more.
You can find your own way out.
I'm going to bed.
Why? You won't go to sleep.
Now, let's have a sensible talk
and I'll show you
how to be a Leigh
and a smart
businesswoman beside.
So that's My Sheba.
Well, well, old girl,
we meet at last.
Say, old boy, she's a bit
antisocial, isn't she?
If you ask me, I'd say
she's downright mean.
Here, horsie.
Nice horsie. Pretty horsie.
She looks like an old
civics teacher I once had.
Is that so?
She's very sociable.
Come on in and get acquainted.
Yes, of course.
Oh, my.
I say, she's about as
sociable as Attila the Hun.
That's not very nice,
you naughty girl.
Well, maybe Virgil ought to
take her out of the stall.
No, no, old man.
If I am going to ride her,
I must show her who is master.
Stand back, please.
See? Use the
psychological approach.
Don't you hurt her now!
I won't.
I still think you're foolish
to enter My Sheba in the race.
Now, why don't you
listen to reason?
Someone's in the barn!
Are you hurt?
I hate to say this, old boy,
but I don't think she likes me.
Oh, I wouldn't say that.
Well, I'll go bring her out.
Then you can show her
who's master.
Don't hurry, old man.
You should be
ashamed of yourself.
You are not conducting
yourself like a lady at all.
Now, you behave yourself
and simmer down.
Oh, this is a real crazy horse.
Somebody must have been
spikin' her oats.
No, she's a nice horse.
Now, the little man's
not gonna hurt you.
The little man just
wants to ride you.
The little man just wants to
break the big horse's neck.
Shh. She understands.
Mr. Nelson!
What did I tell you?
What's he doin' here?
As inappropriate a question from
you, Nelson, as I can imagine.
Who are these people?
I say, fancy
meeting you here, sir.
Oh, you sound
like my Uncle George.
Oh, I do? Yes.
That chap, the drunk
who crashed the ball.
I don't think we've met.
What's going on here, Nelson?
What are you doing in
my barn after midnight?
Well, I wanted Bertie to meet My Sheba.
Well, you see, Miss...
I want a direct answer
from you, Mr. Searles.
Well, the chaps just wanted
me to meet the horse.
Will you answer me?
Are you or are you not
the person
you represent yourself
as being?
The truth? Of course, the truth.
I'll answer that.
And the answer is no.
He told the truth.
Yes, it's the truth.
I'm a phony, he's a phony.
And I'm confused. Shut up.
I mean, I was a phony.
Thank you, Mr. Nelson.
At least you're honest
about your dishonesty.
Oh, yes, he's honest now,
Miss Leigh, on account of you.
Are you quite satisfied,
Phyllis?
Oh, you shut up, too.
I'm leveling with you, Phyllis.
You can win that race.
Sure, because I'm not
gonna ride the horse.
I got a confession
to make, too.
I'm not Bertie Searles. He is.
How do you do?
And he's gonna ride to win.
Not me, old boy.
I am not riding
any bucking bronco.
I'm a gentleman rider, and I
only ride gentleman horses.
Is that quite clear?
Oh, never mind him.
He'll ride, honey.
He's got to.
Because I'm in love
with you, Phyllis.
Phyllis!
If you love the lady so much, Nelson,
why don't you ride her horse?
I'll take care of you later.
He can hurt you.
But I'm betting on you.
I hear you, Honey Talk,
and I don't enjoy
the conversation.
And unless you are honey
talkin' this doll,
which somewhat I doubt,
you are headin' yourself
for a massive funeral.
Thanks, and kindly
omit the flowers.
Doesn't look too good. No.
I think it proper maybe what I
should call Mr. Jumbo Schneider.
Come with me.
Phyllis! Let me in, Phyllis!
Locked out?
No, she's locked in.
Well, there's a light on around the house.
That might be her room.
Maybe you can get her
to come out.
Oh, fat chance.
Why don't you do what Rudolph
Valentino did in that movie?
What movie?
That one where
he was half nuts.
I don't know what the
other half was, though.
Anyhow, he's walking on
the street one day, see?
And it's raining, and he
comes across this puddle,
and there stands a girl.
Well, I think it was a girl.
Well, if it wasn't a girl it was
the prettiest boy you ever saw.
All right, get to the point.
Yeah, I'm getting to the point.
So, you see,
he sees this pretty girl
and she's trying to go
across the puddle. See?
So Rudy takes off his jacket
and he lays it down
and he says,
"You first, my dear."
What'd he say?
"You're first, my dear."
Besides being polite, he wanted
to see how deep the puddle was.
Oh.
What's that got to do with...
Well, I'm getting to the point.
Wait a second. See, he falls madly in
love with this poor, drowned girl.
Only her father
locks her up in her room
so that he can't see her, see?
So you know what he does?
He stands underneath the
window and he sings to her.
Well, did it work?
Well, I went to get popcorn.
I don't know what happened.
Oh, Virge!
He sang to her? Yeah.
It might work if she saw you.
She's pretty mad at me.
Me? Sing to her? Yes.
Why, with my voice, if I ever
sang The Star Spangled Banner,
they'd arrest me
for being an enemy agent. No.
No, you don't have to sing.
I'll go around the corner.
All you do is move your lips.
And you'll sing. Right.
And she'll think it's me.
No! Just move your lips.
I'll sing.
Oh. Okay,
what're we gonna sing?
What they're playin'
is good enough.
All right.
Okay? Yeah.
Are the stars out tonight?
I don't know
if it's cloudy or bright
'Cause I only have eyes
For you, dear
The moon may be high
But I can't see
a thing in the sky
'Cause I only have eyes
For you
I don't know
if we're in a garden
Or on a crowded avenue
You are here
So am I
Maybe millions
of people go by
But they all disappear
From view
And I only have eyes
For

Now, lie down.
Now, we're ready
to begin our exercises.
First, bring your right leg
over your left leg.
Your right leg
over your left leg.
There, isn't that comfy?
Yeah.
Now, wrap your left foot
around your right foot.
Good. Now that is
comfortable, isn't it?
No.
Now, quickly bring both
knees up to your chin.
Oops! I'm terribly sorry.
And now, this next exercise
is very good for the hair.
Put both hands
behind your head.
Now place your head
through the left hole.
Through the left hole.
Now this should
be very comfortable.
No, it ain't.
Now, this is very important.
Roll over on your
left side and inhale.
Inhale. Hold it. Exhale.
Inhale. Exhale.
Inhale.
And now, our next exercise is
wonderful for inducing sleep.
And this exercise...
Oh, I beg your pardon. Exhale.
Oh, yes.
Now to continue...
Stop what you're doing and run!
Don't walk. Run, run, run!
Don't look. Don't listen.
The chance of a lifetime.
Run quickly, immediately.
Move. Don't look back.
Run, right away.
Run, run to
the nearest drugstore
for your package of Restunat.
Remember, Restunat
is nature spelled sideways.
Mattie, bring it over here.
What?
Oh, what... Shh.

You are here
So am I
Maybe millions
of people go by
But they all disappear
From view
Honey Talk, I didn't see
you any place I was!
And where were you?
Well, the man told me
to run and run, and I...
Oh, you're wet! Yeah, I'm wet!
Well, I didn't do it!
If you catch a cold,
I'll sneeze for you.
That's the least I can do.
If she'd only give me a
chance to talk to her.
Come, horsie fill
the flowing bowl
I beg your pardon, old boy.
Until it doth run over
For tonight,
we'll merry, merry be
For
Have another slosh, old girl.
Come on, that's right.
Come have a nice drink.
They're drinking!
They're drunk!
That's worse!
Oh, hello, fellows.
Come on in and sit down.
This is what I was telling you
about, the psychological approach.
Now, watch this.
You should be ashamed of
yourself, Bertie Searles!
Contributing to the
delinquency of a mare.
Don't you know that alcohol
and alfalfa don't mix?
But she's my friend now.
She's an ally.
A very, very sympathetic soul.
Now we are in trouble.
A crocked jock
and a bagged nag!
Yeah, and they're both loaded.
Hello, I should like
to place a call
to Mr. Jumbo Schneider
in New York.
It's Seldom Kid,
and it's long distance, too.
Somebody better waken the boss.

Better try the other.
What's the action?
It's the Seldom Seen Kid.
Smells like a stink!
This better be important.
You have wakened Jumbo up.
Yeah? Now, give a listen.
This Honey Talk is off his
crock over the Leigh dame
and I feel a double-cross
is building up.
Well, Jumbo is coming
down there personally
to handle the details.
Goodbye!
Short Boy,
you and Big Midget and
Russian Henry go with Jumbo.
Pee Wee,
pack a bag with a few rods.
Grogan the Growler
phones for an airplane.
Parrot Puss housekeeps
while we're gone.
We leave for Maryland.
Jumbo has got
a few races to win
and a few heads to crack.
Come on, let's go!
I know Bromo
is good for people,
but you think it can cure
a horse's hangover?
I don't know. I never treated
a horse that was drunk.
Well, I guess you'd say this
horse had too many snorts.
Hurry up, Virgil.
Shame on you.
Now get up and drink this,
you drunkard! Come on.
Come on. Now, drink that.
Come on, it'll do you good.
Drink it.
I wonder if they take horses
in Alcoholics Anonymous.
They should, shouldn't they?
Well, that vitamin shot and
alkalizer should do the job.
If we just keep swabbing
her down with cold towels,
she ought to be
ready for the race.
Only I don't know
if Bertie will.
Hey! Do you think she might...
No, she couldn't.
Maybe she would... Huh?
What?
What are you talking about?
Miss Leigh. Do you think she'll
take My Sheba out of the race
on account
of what happened last night?
Well, maybe. Look, I'll... I'll
go up and have a talk with her.
No, no, no.
You stay here, Virgil.
She's wonderful, isn't she?
She's the greatest thing
since local anesthetics? No?
Don't be jealous, My Sheba.
I love you.
Sure I do.
Well, just so
we understand one another.
Sure. You're a sweet girl.
All right, Bertie. What?
Wake up, come on. Who? When?
Wake up! What for?
Let's go. I know you're alive.
Where?
You're warm. Who is?
Little air. Little air.
That's a boy, another one.
Here, now. Come on.
Don't you know what day it is?
Today is race day. Race day!
Oh, yes, of course, race day.
Yeah, steeplechase.
Attaboy.
Are you gonna ride?
Oh, yes, I'm gonna ride.
Are you gonna ride? Huh?
Of course, I'll ride.
Of course I'll...
And you'd better win!
Yes, of course, old boy.
Now that the horse and I
have a common understanding,
we cannot fail to win.
That's a boy!
Common understanding.
Will you excuse me?
No, no, right into the shower.
But just one moment.
And don't get out of
it till I get back.
I'm gonna get you
some black coffee.
I'd rather have cocoa.
All right!
This way, Jumbo.
There's the room, here.
All right now,
first thing you boys
snatch that jockey and hustle
him over to the Hunt Club,
where Mr. Preston has
reserved a suite for me.
What about Honey Talk?
I will personally take care of
Mr. Nelson and show them that nobody,
but nobody, double-shuffles
Jumbo Schneider.
Short Boy.
Till it doth run over me
Come, landlord,
fill the flowing bowl
Until it doth run over
For tonight we'll
I say, what're you
doing in here?
Unhand me, sir! We
haven't been introduced.
What is the meaning
of this invasion?
Who are you?
We are sort of what you might
call a reception committee.
Oh, how delightful.
You are going for a ride.
I certainly am, sir,
and I am going to win.
Uh-uh, the kind of ride you are going
for the winner don't come home
with a wreath around his neck,
he comes home with
a lily in his hand.
Oh, these quaint
American customs.
Here, get your duds on.
My duds?
Oh, you mean my silks.
Silks, schmilks, get them on!
Hunt Club? Suite B, please.
Jumbo, Preston.
Are you sure
you've got the right man?
Well, I just ran
into Miss Leigh and...
What do you mean there's
two guys now? What?

Yeah.
Okay.
All right, Preston. Okay, okay.
Don't boil your water.
Pour, pour. Go on.
All right. So, just to be safe,
we pick up
the other citizen, too.
Anyway, I ain't got
my Honey Talk yet.
All right.
Get the Seldom Seen Kid
and Short Boy,
and you two stand on the hall door.
Go on.
Hey! Hey, tell the
manager to clam up
on them crummy musicians
across the hall!
Bertie? No, it's me, Virgil.
Where's Bertie? Isn't he here?
No, I went down
to get some coffee
and then came back
up here, he's gone.
Oh, where could he be? Miss Leigh's
waiting at the track for him.
He's gotta be here!
Don't waste your time!
You see that door?
I didn't do that!
I know you didn't.
Short Boy, one of Jumbo's
trained apes, did it.
And if you ask me, I think
they shanghaied Bertie!
They can't do that.
It ain't legal!
But, of course not.
And that makes me think that
Jumbo's down here himself.
Well, let's go find Jumbo
and bring Bertie back!
Oh, no! That's like getting
tangled up with a meat grinder.
But, it's either him or us.
Well, I'm worried about
Autumn's bet and Miss Leigh.
Look, you go down to the
track and see if he's there,
and I'll call the Leigh estate.
Okay. If I call you,
I found him.
Oh, h-hello.
Hello, Yokum.
Hiya.
Where's Honey Talk?
Oh, he... he went to Pittsburgh.
Pittsburgh?
Yeah, his mother's pitching
for the Pirates
and he wanted to see
the opening game.
Oh, by the way, have you
gentlemen seen Mr. Searles?
Oh, sure. Come with us!
Oh, you're very sweet,
in a manly sort of way.
Okay. Well, just tell her
Mr. Nelson called.
And if Bertie Searles
shows up around there,
tell him to call me
at the hotel. Uh-huh.
Virgil!
Easy, easy. When I'm handled
roughly, I break out in a rash!
You fellows better
not push me around.
I'll tell the police on you.
When they don't see
I'm around...
I wish you wouldn't
be so impetuous, Yokum.
I'm addled enough as it is.
Bertie, do you realize
we've been kidnapped?
Rather.
You know, I never thought I'd
get involved with gangsters.
Jolly interesting, isn't it?
But Bertie, the race
is in a couple of hours!
Yes, I've thought of that.
But you know,
a man in my position isn't
abducted by gangsters every day.
It'll be something to chat about
at the club when I get back home.
Come here. Come here.
I'm gonna finagle
things around a little.
I want you two guys
to go with me.
Seldom Seen,
you stay in the room.
Short Boy,
you stay on the door.
And after the race, I'm gonna
let you have a little workout.
Mr. Honey Talk Nelson.

This is all silk.
Are you certain
this idea will work, Yokum?
Oh, sure.
It's quite a good fit,
isn't it?
Oh, yeah, that's fine.
Yeah, this is gonna
work all right.
Well, I hope so.
Well, don't you see, they're
trying to keep you from the race?
Yes. Now, if they think I'm you,
they'll try and stop me.
Oh, of course, I see.
Yes. Yeah, now.
Now, this is the plan.
I'll go out the door and
distract them. Yes.
Now, while they're busy with
me, you run and get away.
Oh, I run? Yeah, now let's get set.
Move this.
I've never encountered so many
obstacles before a steeplechase.
All right, get ready.
What do I do? Over here?
Yeah, right here. What do I do?
Get set to run.
On my mark. Yes.
You all ready? I'm ready.
All right. Here we go. Fine.
Hi!
We haven't got a chance!
Perhaps if...
It's about time you
cuties come out here.
I hear there is a harem
going on in there.
Hey, come here!
What happened to Bertie?
Oh, I'm fine, but Yokum went to
sleep while we were chatting.
Someone at the door? Oh.
Oh, my arm!
Help me.
Gangsters are fun, aren't they?
Yeah.
Oh, my arm!
What's going on down there?
Come on, let's drag him out.
All right.
You're tearing off my arm!
Jumbo hears about this,
he'll tear off your head!
All I know is,
I opened the door
and I got surrounded by fists.
There she is.
Do you think you have time
to give her a trial run?
Dear old boy, one doesn't run
one's animal before a race.
Now, now, old girl,
none of that.
Let's not start that again!
Sheba! Don't you remember me?
I'm your drinking partner.
Remember? Last night.
Yes, that's the whole trouble,
she remembers last night.
First call.
Virge, you talk to her.
She loves you. Go ahead.
Nice. Nice Sheba. Good girl.
Calm down now, sweetie.
It's me, Virgil.
Come on, now take it easy.
Everything's gonna be
all right, sweetheart.
Good afternoon,
ladies and gentlemen.
Well, here we are
about to start
the $50,000 Gold
Vase Steeplechase.
And what an exciting day it is.
We have a record crowd here,
studded with celebrities.
I see the Mayor of Tarrytown.
And, uh...
Oh, oh. The world-famous Poojah
of Bahloop has just come in,
with a few of his
prettiest wives.
Looks pretty healthy for a guy
with all them wives, don't he?
All right, Bertie. Come on.
Climb aboard and
let's get out of here.
But I must change my clothes.
Yokum, let me have those silks.
Well, wait,
you haven't got time!
You ain't got time for nothing.
Come with us peaceful-like
or we start throwing lead.
Hot lead! And cold!
I say, you chaps,
I'm not fair game.
I'm here on a visitor's visa.
Yes, and he's got
a return trip ticket!
Help me! Help me!
Disarm him! Disarm him!
I've got him.
All right, get over there.
Thanks.
Get back now.
Get back! Get him!
Get back. All right
now, get back!
Move it.
Help him, help him.
The horses are coming out
of the paddock.
Heading for the starting line.
There's Bingo, Sweep Forward,
Blue Blaze.
Eighteen of the world's greatest
thoroughbreds in current competition
are assembled here today
for the season's richest prize.
They're at the post now.
Well, that's odd, one of the
entries seems to be missing.
It's 22, the Leigh entry.
Where's the Englishman?
All you have to
worry about is me.
Oh, Virgil! What are you doing?
What happened? Call the cops!
What happened? Who's he?
He tried to keep
Bertie from riding.
What? Yeah... Bertie! Come on!
Bertie, get up from there.
The race is about to start.
You gotta get on the horse.
I demand to see
the British Consul!
Bertie, snap out of it.
The race.
Oh, yes.
Must get into my silks.
It's no use. They're
at the post already.
You do believe I really
tried, don't you?
I'll try hard to believe it.
I'd better go to the secretary
and disqualify the horse.
Well, where's Virgil?
Virgil. Virge!
Virgil!
Well, what's he doing up there?
Virge! You all right?
Sure, I'm all right.
That'll teach them to fool
around with Virgil Yokum.
Virgil, come back!
Anything can
happen. They're off!
Easy! Easy! Easy!
Hey, here comes 22 now!
Easy, Sheba!
I don't get this.
There's the first jump. It's
Bingo and Sweep Forward over.
Great Arab and Blue Blaze,
Whiparound and Gladsome Boy.
Here comes My Sheba!
It's My Sheba, all right.
Who's that rider?
Phyllis!
Come on!
My Sheba's coming strong,
but something's wrong
with the rider.
Bingo, King Leo
and Whiparound pushing hard.
We'll take Marshall's car.
Oh, I better take my
ambulance, in case we need it.
Now, it's Sweep Forward over,
then Bingo, King Leo and
Green Demon, all in a bunch.
There goes a horse.
Uh, two together.
Oh, oh, the rider's hurt!
It's Number 8, Eddie Miller.
And here comes My Sheba!
Come on, Sheba, come on!
Come on. Oh, make it.
Make it, please.
I can't help it, My Sheba,
I'm a natural born pedestrian.
So, do me something.
Well, I'll try it again.
Giddap!
Easy, Sheba! Easy!
An unorthodox ride,
but amazing.
Easy, Sheba, easy!
Turn around!
Turn around!
...predicting
this is still anybody's race.
Look at My Sheba come!
Hey, it looks to Jumbo like this
guy is trying to win a race.
If he win a race, he lose
his health completely.
There goes Clay Fox.
The rider's thrown. Sweep Forward
and Bingo over neck-in-neck.
There goes My Sheba over!
Come on, Sheba!
Mention that
pig's name once more
and Jumbo is personally
going to give you a thick lip!
If Jumbo couldn't
stop you, I will!
How do you know about Jumbo?
My Sheba is fighting every
foot of the way for victory.
She's passed Blue Blaze and
is now passing Gladsome Boy.
Great Arab moves in
to challenge Sweep Forward,
but here comes My Sheba!
And My Sheba is down again!
Virgil!
Are you all right, darling?
Yeah, but I've got a terrible
headache in the seat of my pants.
Well, can't you ride anymore?
I can't even swim.
Well, you don't have to swim.
Stand up!
Autumn, call the cops! Cops?
Yeah, call the cops!
Preston's in on a frame-up
with Jumbo Schneider.
Well, I'll take care
of it, but get going!
Yeah, okay.
Whoa, boy.
Come on. This way, Sheba.
Come on!
Attaboy, Virge!
Quick, after him!
Stick with it,
Virge, stick with it!
You can do it, boy!
Watch out, Virgil! Jump!
Okay.
Come back, little Sheba!
Oh, pain. Oh, the muscles.
Everything hurts.
Don't blame me, Sheba.
She told me to jump!
Oh, I meant over the fence.
Now she tells us.
Come on, get on.
Oh, no, we're not
gonna break the rules.
Hurry!
All right, I'll hurry.
Help me.
Oh, where's your whip?
I didn't have one.
Here, take this.
What's that?
That's a souvenir I picked up
at the Poojah's suite.
Come on, get going! Go on.
Give me the Police Department,
please!
Oh, come on, Virgil!
Come on, Sheba!
Go ahead,
you Arabian beauty, you.
Arabian?
I made it, Sheba.
I didn't fall off.

Only My, uh, My Sheba and Sweep
Forward remain in the race.
And there goes My Sheba.
It's Sweep Forward by a head
and now, by a nose.
My Sheba is moving up as they
approach the water jump.
It's My Sheba
and Sweep Forward.
I caught you, didn't I?
You phony.
You get on that horse
and I'll break your leg.
Yeah? Well,
this is a free country.
So do me something.
Are you all right, Virge?
Yeah, I'm all right,
but I'm sorry
I can't ride anymore, Miss
Leigh, I haven't got a horse.
But, Preston's on My Sheba!
What? He's got my horse?
Wait a minute, what's going on?
I don't think he knows it, but
Marshall Preston's on the wrong horse.
He's riding My Sheba.
And get this, My Sheba's jockey
is running along after them.
That's my boy.
We could still win!
He's on My Sheba!
Stay with him, Virge!
Stay with him!
Please, don't fall off again.
It's... it's...
Oh, what's the use? If you didn't
see it, you wouldn't believe it.
We won!
Oh, Virgil, darling!
Oh, Autumn, pain!
Oh, darling, you're wonderful.
Jeez, Autumn.
People are watching.
Well, let them.
There's nothing
in the rule book
about two riders on one horse.
Then My Sheba's the winner.
Her jockey was on her
at the finish line.
You're dead right.
That's what I say.
Make it official. Tell
them to post the winner.
My Sheba, the winner.
Preston, old boy,
we're pals, we're buddies.
I just want to thank you for
helping Virgil win on My Sheba.
My Sheba? Mmm-hmm.
I won't stand for this.
I demand an investigation.
You're going to get it.
Take him away, boys.
Come along, Preston. Let's go.
I'll file a claim.
Oh, Virgil, thank you,
thank you, thank you.
She's very grateful.
Congratulations, Miss Leigh.
Well, thank you.
Great ride, sir.
Thank you. Have you set the
price you want for your horse?
Well, frankly I... Have we?
We?
Oh, yes. No, the horse isn't
for sale, Your Worthiness.
Perhaps in a year or so,
Your Highness
will be able to buy
one of Sheba's foals
from the Nelson stables.
And it'll be healthy, too,
Your Worthlessness.
Worthiness!
I mean, Worthiness.
Because it'll be delivered
by Doctor and
Mrs. Doctor Virgil Yokum.
Oh, Sheba. What is it? What?
Tell me more. Who is it?
Sweep Forward?
Well, he's a fine horse, too.
Congratulations, My Sheba!
Oh, you won't have to wait
till next year, Mr. Poojah.
Next winter you can
have a son of My Sheba.
What? What?
Yeah, I got it straight
from the horse's mouth.
Virgil.
I didn't do anything wrong.
What do you think
about us getting married?
Oh, I can't, Honey Talk.
I'm gonna marry Autumn.
Oh, Virge!
So do me something.