Grace - An Invalid Widowed Moll:

As they approached Lou's apartment, Grace was in her bed clicking with her remote through TV channels:

• a talk show interview with Penthouse (adult magazine) publisher Bob Guccione: ("I adore attractive, well-groomed educated women")
  [Note: In 1978, Guccione had proposed that a Penthouse Boardwalk Hotel and Casino be built in Atlantic City, but after two years, the notorious project ran out of money and was halted. Also, Guccione besmirched the Miss America Pageant, an institution in Atlantic City, when in 1984, he scandalously published nude photos of the reigning Miss America Vanessa Williams.]
• in an excerpt from a 1969 episode of the Canadian TV series Strange Paradise (1969-1970), a Gothic soap opera, Sylvia Feigel (as character Holly Marshall) spoke to Rev. Matt Dawson (Dan MacDonald): ("You mean, making the church scene? Forget it, Reverend. I'm not resting")
  [Note: She famously flubbed her line - she should have said: "Forget it, Reverend. I'm not praying, just resting."]
• an excerpt from the British anthology, feline-related horror film The Uncanny (1977, UK), with cats seeking revenge

Dave and Lou - Preparing For a Drug Deal:

In Lou's apartment, Dave cut part of his prime cocaine powder, unwrapped from his packet, with Italian baby laxative (a white powder) to stretch its price-worth from $2,000 to $4,000 dollars. Lou was asked to stash the remainder of the cocaine for a few hours in his dresser drawer. When Dave asked for Lou to accompany him to the drug deal, he refused - excusing himself on account of Grace, who was downstairs impatiently ringing her bell for him, and urging him to massage her aching feet to help blood flow.

Quickly thinking of a solution to free up Lou, Dave ran next door to locate Chrissie. She was brought to Grace's bedside where Dave recommended flower-child Chrissie's therapeutic services - allegedly she was a trained practitioner in the art of Korean foot massage. As Chrissie explained the pressure points in Grace's foot that were connected to various parts of her body, she expounded on the alternative medicine theories of reflexology (or zone therapy). Shortly later, while the foot massage was in progress, Chrissie spoke about the similarities between Jesus and Hare Krishna:

"The only difference between Christianity and Hare Krishna is, Hare Krishna is real. If Jesus was alive today, he'd be very much into Hare Krishna."

Strolling on the Boardwalk - The Good Old Days in Atlantic City:

In an oft-excerpted scene, as Lou joined Dave on his way to the drug buyer's hotel (during a lengthy Boardwalk stroll), to sell the first batch of cocaine, Lou affirmed that he was Grace's "fancy man" - and "every now and then," he bragged about servicing her - as he put it: "To keep myself in trim." He turned nostalgic when he fondly pined and reminisced about the Prohibition Era days when he hob-knobbed with big name mobsters (although he was only their go-to gopher), when gambling was excitingly illegal and hustling was common-place. But now he admitted his mistakes in life and wrong turns. He further complained about the fact that everything had become commercialized - and also expressed some of his regrets about killing:

"The name Capone mean anything to you?...Lucky Luciano, Dutch Schultz, Meyer Lansky?....You work for the people who work for the people. I was taken a shine to....A few wrong turnings, wrong affections, some mistakes. It's all shit now. It's a shame you never saw Atlantic City when it had floy floy. Remember the song 'Flatfoot Floogie with the Floy Floy'?... 'Hep Cat and The Zoot Suit'? That was the Floogie part. The Floy Floy. That was something special. Atlantic City had Floy Floy coming out of its ears in those days. Now it's all so goddamn legal. Howard Johnson running a casino. Tutti-frutti ice cream and craps don't mix....

Yes, it used to be beautiful - what with the rackets, whoring, guns. Sometimes, sometimes, things would happen. I'd have to kill a few people....I'd feel bad for a while, but then I'd jump into the ocean, swim way out. Come back in feelin' nice and clean, start all over again....The Atlantic Ocean was somethin' then. Yes, you should have seen the Atlantic Ocean in those days....They used to call Atlantic City 'The Lungs of Philadelphia.'"

[Note: Lou's reference to the meaning of the words "Floy Floy" in the 1938 jazzy hit song Flatfoot Floogie with the Floy Floy was fabricated. It did not refer to Atlantic City's stylish heyday. In fact, 'floy floy' meant a dirty, sexually-transmitted disease, or VD (venereal disease, such as syphilis or gonorrhea), and a 'floogie' was coded slang for a prostitute (or sexually-promiscuous floozie). Medically, if one acquired syphilis, after many years if not treated, it would cause the victim to awkwardly walk by slapping their feet flat on the floor - hence, a "Flat Foot Floogie."]

Dave's Death - A Drug Deal Gone Sour:

Inside the buyer's hotel lobby, Dave convinced Lou to be his "mule" - due to his experience in the underworld, and because he was nicely-dressed and looked the part, although Lou feared he was being set up. After he was passed $100, Lou agreed to deliver the drug packet to Room 307. The door opened after knocking and revealed a smoky poker game of six people in progress. Alfie (Al Waxman) joked about the package delivery from Dave - brought by a senior citizen: "What, is Medicare dealing now?" While Dave was waiting out on the sidewalk, the two thug-mobsters from Philadelphia, from whom the drugs had been stolen, drove up with Fred in the front seat. A chase ensued in an automated, multi-story parking garage - Dave was pursued, attacked and lethally stabbed in the chest - backed by the mechanical sounds of the hydraulic lifts.

Meanwhile, Lou was given $4,000 for the rare drugs ("The whole East Coast is like the Sahara Desert. Every source is dried up"). After the deal, Lou entered the hotel's bathroom, where the attendant Buddy O'Brien (Sean Sullivan), an old acquaintance, offered to give Lou a shoe-shine. Lou tipped him exorbitantly and noted: "It's a good time for me" - as police sirens were ominously heard in the background. As they shared memories, Lou reminded Buddy: "You live too much in the past" - Lou's projection of himself. As nightfall came, Lou left the hotel, and watched as Dave was wheeled on a stretcher to an ambulance, and rushed to the hospital - pronounced dead.

At her work, Sally was notified by the police that they had discovered her purloined wallet in the deceased Dave's pocket.

Sally and Lou - Brought Together Through Tragedy:

In the Atlantic City Medical Center, Sally was escorted with officers through the entry, led by a Detective (Sean McCann), during a fund-raising ceremony in progress in the downstairs lobby. The President (Cec Linder) of the hospital thanked everyone for their contributions to establish the hospital's Frank Sinatra Wing:

I have a vision of the future: This glorious island of Atlantic City, shining like a beacon whose light was nearly extinguished. If it wasn't for the casinos, we'd have been dead a long time ago. And so I accept with great pleasure this check from all the casinos.

Casino entertainer Robert Goulet (as Himself), standing next to three showgirls, presented the hospital with a First National Bank (of South Jersey) check for $250,000, and spoke of the coming revival of Atlantic City before singing Paul Anka's song: 'Atlantic City, My Old Friend.'

After briefly seeing Dave's body, officers requested that Sally remain in town. She vowed to them she would remain: "I want to make it here. I really like this town. You know, I wanna be a dealer. I think Atlantic City's the greatest." When told that she could claim the body the following day by a young doctor (Vincent Glorioso), however, she emphatically responded: "I don't want the body." In the lobby, Sally was unable to connect by phone with Dave's parents in Saskatchewan, Canada, Mr. and Mrs. Peter Matthews, when they refused to accept the reversed charges.

Following the aborted call to Dave's parents, Lou was able to step in. He formally met his distraught next-door neighbor, offered his condolences, and volunteered to walk her home. In a diner, he paid for Sally's pay phone call to inform Dave's uncaring parents of his death, when she was short the money. Sally was so upset and unable to speak that Lou had to be the one to tell her in-laws of the murder (described as "a very bad accident"). After the call, the gentlemanly Lou mentioned that he could help her with the responsibilities she faced. When they returned to the apartment, he suggested that Chrissie (who was downstairs with Grace) could be informed the next morning ("Young girls are strong").

Lou's Re-Energized Transformation and Mentoring of Sally:

Back in his apartment, Lou was struck by the fact that he was the beneficiary of a financial windfall, with $4,000 dollars cash in his pocket, and the rest of the drug stash in his dresser. He again watched through his window as Sally openly rubbed lemon juice over her bare breasts. Aroused, Lou returned to Grace's apartment, sent Chrissie upstairs, and set the mood for intimacy: a 'Big Band' phonograph record. He dimmed the lights before getting in bed with Grace - she was astonished: "What's got into you?"

The next morning, Lou - in high spirits - again doctored a second batch of cocaine, while happily whistling the tune of the song he had referred to earlier: "Flatfoot Floogie with the Floy Floy." Just after 10 am, he visited the Da Grosa Funeral Home (with the tagline: "WE UNDERSTAND").

At her oyster bar job, Sally (after cutting her hand while opening an oyster) told Jeanne, her fellow employee: "Last night I dreamt I came here and Dave's body was there on the ice." Lou brought paperwork to be signed by Sally from the funeral home - he didn't tell her that he had paid for the transportation of Dave's body back to their family address in Canada. As a symbol of his newfound wealth, chivalry and gallantry, Lou bought himself a white suit (a knight in shining armor!). In his new outfit, Lou returned to Room 307 in the hotel - where he was greeted with: "Santa Claus is lookin' real hot. Come on in." He completed another $4,000 transaction for a second batch. Then, he brought a second suit to his old friend Buddy and generously gave him $20 dollars for a tailor. Buddy promised, delusionally, that he would return the compliment: "Listen, when things start going good for me, I'll make it up to you."

Later, Lou met Sally at 12:00 noon at the end of her shift, and informed her that the release forms took care of the transport of Dave's body back home. She asked why he was extending such a helping hand, and had paid for all the expenses: "Why are you doing all this?" and he replied that he was only being a good neighbor:

"Hey, it's nothin'. Sinatra gives wings to hospitals. We all do what we can."

During an expensive lunch with Sally, Lou again criticized the capitalistic development of the old neighborhood: "Burger King casinos. McDonald's casinos. Pizzeria casinos. Jesus!" The waiter (Wallace Shawn) served them a 1966 Puligny-Montrachet wine - an expensive French white wine. Lou mentioned that he didn't frequent casinos:

They're too wholesome for me. I mean nuns, for Christ sakes, standing in line. Boy Scout troops. People blowing their, their welfare checks. It's too much nickel-and-diming.

With all the money he was flashing around, she questioned why he lived in a run-down dumpy apartment when he could ostensibly afford a 'palace' - he replied that it was for Grace's sake for the time being: "When they tear it down, I'll take Grace someplace else and then I'll head off by myself - Miami." She shared with him her dream of moving on from Atlantic City - of becoming the first female dealer in an elegant casino in Monte Carlo in a few years. She described her culture-gathering in the meantime: "Only now, I'm learning about music and I'm gonna start reading books. Developing some style, learning new languages because I really wanna travel...I'm gonna deal my way to Europe, to Monte Carlo." He toasted her as a "regular Princess Grace."

She eagerly requested that he become her mentor, and help her realize her dream of getting a casino job in Monaco: "Teach me stuff...What you know?" - he asked: "You want information or wisdom?"; she replied: "Both." He answered: "I'll think about it." He finally was afforded the opportunity to play the fantasy role of his vain dreams as a big-time, respected, wealthy and confident gangster, however illusory and dangerous, and was able to woo and show lavish generosity toward Sally as her self-appointed protector and teacher. He had found one more opportunity in his waning years to feel alive, important and young again.

She offered a story about a quiz show contestant who was missing a SSN:

"The smartest man in the world was on a quiz show. And he was winning everything under the sun. You know how they finally tripped him up? He knew everything under the sun except his Social Security number. He could have had the world."

[Note: She was referencing a fictional incident about a quiz show contestant named Beauregard Bottomley (Ronald Colman) who was competing in a TV quiz show contest known as "Masquerade for Money," hosted by Happy Hogan (Canadian-born Art Linkletter, a real-life popular TV host in the 50s and 60s). The story was dramatized in the satirical comedy film Champagne For Caesar (1950).]

Lou admitted he had no SSN and paid no income tax - there was romantic tension between them when she checked for his fingerprints. She was adamant about not returning to Canada - after a 10 year absence. When she refused his offer of a round-trip ticket to visit, he suggested that she still send a tribute to the funeral, to "make a nice impression. Never let them badmouth you at a funeral." At a florist shop, he purchased a big wreath of six dozen red roses for Sally, to be sent to Moose Jaw, Saskatchewan. He also bought another set of flowers with a card reading: ""To Dave from Lou and the boys in Atlantic City," and generously tipped the florist (Adèle Chatfield-Taylor).

Suddenly, Sally realized the enormity of Dave's murder: "Why did they have to kill him?" But then became critical and realistic: "He was a shit!"

The Home Renovation Project:

To comfort her, Lou joined Sally for an engagement with several friends at a home renovation project (for herself) that she was conducting. She apologized to one of the handsome young workers, Bernie, for being two hours late. Ten of them (all "would-be dealers") would be sharing and living in the home. She introduced Bernie as "Baccarat" and Agnes as "Roulette." She explained what she was learning in her croupier class, and her prep for a test in three weeks. Sally hoped to earn $20,000 dollars a year, and possibly $30K with tips ("if I'm really good"). He was envious of her youthful ambition:

I'm gonna hang onto you. Be a gigolo.

While painting inside the house, she inquired about his relationship and background with Grace - she had originally arrived in Atlantic City during World War II to compete in a beauty contest: "She came, she needed protection. I protected her. She was this teenager....she got married along the way - Cookie Pinza."

Intimacy Between Lou and Sally:

As she painted and inquired about him, he preferred to not talk about Grace, and interjected suddenly with a confession - at the start of the film's sexiest sequence - that he had been spying on her:

"I watch you. The place where we live, I watch you."

She shyly admitted that she was aware that she was showing herself off to someone: "I figured maybe somebody was there...You were just this, this guy across the way." Curious, he further asked her about her provocative nightly routine: "Why do you use lemons?" - she answered: "The fish smell. I'm embarrassed....It's just to get the smell off. It's nothing weird." And then she wanted to know more: "What do you do when you watch me?" He described his sexual interest in her and her ritualistic cleansing in more detail:

"I look at you. You take off your blouse, then you run the water. Then you take a bottle of gold perfume and you put it on the sink. Then you slice the lemons. You open a box of blue soap. You run your hands under the water to feel the temperature. Then you take the soap in your hands, and... "

In the meantime, she had unbuttoned her blouse and approached him bra-less - as if she had followed his directions to disrobe. As she kneeled in front of him, he gently caressed her hair and face and then moved his hands lower to open her blouse to look at and touch her shoulders, chest and breasts. The two made love (off-screen) - for a few brief moments, they both lived out their illusions, but they would soon be revealed as cheap and unreal.