SPOTLIGHT ON:

FRANCES FAYE, seated at a baby grand piano. Somewhat big-boned and plain-faced, with a severe close-cropped haircut, Frances’ startlingly masculine appearance is tempered somewhat by elaborate eye makeup and sparkling diamond earrings.

Playing and singing against lively bongo drums, FRANCES bids her
audience her trademark musical salutation:

                   FRANCES
         (playing and singing) Good

         eeeeeeevening....good evening... ladies

         and gentlemen...how do you do?...how
         are you?... May I present?... on my
         right... Jack Costanzo.... on bongos...
         Lemme hear it now...

We experience Frances at the height of her powers as an enter-
tainer, holding the audience in the palm of her hand as she
sings throatily and bangs the piano with gusto.

                   FRANCES
         (singing) I saw you there one wonderful

day...

         you took my heart and you threw it
         away....

(Segue into “The Man I Love”)

CUT TO:

Someday he’ll come along, the man I
love

and he’ll be big and strong, the man
that I love

and when he comes my way
I’ll do my best to make him--

(aside, speaking)

I think when you’re pretty, it does
matter how you wear your hair.

(a beat) Horns up!

INT. HOLLYWOOD SOUNDSTAGE--DAY
LEGEND: Hollywood. 1978

As “The Man I Love” continues at a fast, jazzy tempo, we move
across a Hollywood soundstage, seeing director’s chairs for
LOUIS MALLE, KEITH CARRADINE, SUSAN SARANDON, BROOKE SHIELDS and
FRANCES FAYE.

We hear Frances continue to sing as we track through the sound- stage

                   FRANCES (V.O)

(singing)

         He’ll look at me and smile, I’ll under-
         stand

         in a little while, he’ll hold my hand

         and though it seems absurd, I know we
         both won’t say a word

         Maybe he’ll be down on Monday
         Maybe Tuesday, maybe not
         But I’m bound to meet him on one day
         Maybe Tuesday will be Eddie Grady day

CUT TO:

INT. CRESCENDO CLUB--NIGHT--CONT.

Frances sings and plays, as Desi Arnaz, Rock Hudson and other
guests watch transfixed.

                   FRANCES
         (singing)

         He’ll build a little home just meant
         for two

         from which I’ll never roam
         Teri, would you?

INT. HOLLYWOOD SOUNDSTAGE--DRESSING ROOM--DAY

An older Frances sits at her dressing table in 1978, carefully
applying heavy pancake makeup and red lipstick. A record spins
on the turntable next to her--a recording of her album “Caught
in the Act.”

(singing)

FRANCES (V.O.)

Maybe he’ll be down on Monday

Maybe Tuesday, maybe not

But I’m bound to meet him on one day

Maybe Tuesday will be Blakely Herman
day

INT. CRESCENDO CLUB--NIGHT--CONT.

Frances continues the number as patrons light more cigarettes
and are served more martinis, another bottle of champagne...

                   FRANCES
         (singing)

         He’ll build a little home just meant
         for two

CUT TO: 

from which I’ll never roam
Who would, would you?
So by all else above
I’m waiting for

the man....(speaking) Go go go!

CUT TO: 

INT. HOLLYWOOD SOUNDSTAGE--DRESSING ROOM--CONT.

Frances continues applying her makeup. She’s wearing an elabo-
rate 1917 gown in lurid colors. A script bearing the title
“Pretty Baby” sits on the dressing table. The record continues
to play.

                   FRANCES (V.O.)
         (playing the piano against a horn solo)

         Ah ah ah...give it to me...

         Go, go... go, go... go go go go go...

CUT TO:

INT. CRESCENDO CLUB--CONT.

Frances winks at TERI, a beautiful young blonde woman sitting
ringside, as she sings.

                   FRANCES
         (playing and singing)

         Maybe he’ll be down on Monday
         Maybe Tuesday, maybe not

         But I’m bound to meet him on one day
         Maybe Tuesday will be
         Teri-Teri day

TERI blows Frances a kiss from her ringside table.

He’ll build a little home just meant
for two

from which I’ll never roam
Who would, would you?
So by all else above
I’m waiting for

the man I loooooove!

INT. SOUNDSTAGE--HALLWAY--DRESSING ROOM DOOR

TOM WILSON, a handsome, modishly dressed young man, approaches
the door of Frances Faye’s dressing trailer. He carries a pen
and steno pad.

Through the door, we hear Frances reaching the climax of “The
Man I Love.”

                       FRANCES (V.O.)

         (singing)
         The man that I love...
         The man I dig the most...

         The man, the man, the man, the man, the
         man, the man

         The man that I loooooove!!!!

Thunderous APPLAUSE, which fades away as Tom knocks at the door
of the dressing trailer.

CUT TO:

                       FRANCES (OFF)
Is that the boy from the magazine?

                       TOM
  Yes, Miss Faye, it’s Tom Wilson--from

   After Dark...

          FRANCES (OFF)
Come on in.

INT. DRESSING ROOM--CONT.

Frances reclines on a chaise lounge, dressed in an elaborate
beaded gown, a high golden wig and thick pancake makeup and lip-
stick. She throws aside her “Pretty Baby” script and sits up.
The record continues to spin, the needle scratching as it has
reached the end.

                   FRANCES
         I’m between takes, as you can see. Hope

         this getup didn’t scare you.

(sings, snapping her fingers) “Miss Otis regrets she’s unable to lunch to- day...”

TOM AND FRANCES (TOGETHER)

 “MADAM!”

              FRANCES

Can you believe that’s what I’m
playin’? A madam. Sit down, take a load
off. So what do wanna ask me?

               TOM
The profile’s all about you, and your

life and work...you were the highest
paid nightclub entertainer of the
1950s, and yet--

             FRANCES

 (laughing) And no one’s ever heard of

me!

              TOM
I wasn’t going to say that, but--

             FRANCES
It’s true, it’s true. I’m the best-kept

secret in show business!

                 TOM 
But why? 

                FRANCES
I always played the after-midnight

shows--most of the world’s in bed when
I’m just getting started.  And I’m kind
of what you’d call an acquired taste...

                  TOM
An entertainer’s entertainer. I heard

Sinatra and the rat pack would be ring-
side at your show after their act, Judy
Garland--

                  FRANCES
Yeah--and don’t forget the gay kids!

They’re the ones who really made me.

                   TOM
Yes. You have a very specific audience.

                   FRANCES
         Let’s not be coy, Tommy boy...

                   TOM
         That’s what I really want to talk

about. You’re a pioneer of Gay Liberation. 

                   FRANCES
         No way!

                   TOM
         But your music -- your lifestyle -- you

         paved the way for--

                   FRANCES
         I just wanted to have a ball. All I

         ever wanted was to give my audiences a
         wild time.