All language subtitles for It.Happened.One.Christmas.1977.720p.WEBRip.x264.AAC-[YTS.MX]

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Please help
my friend Mary, Lord.

Mary's in trouble,
please help her, Lord.

She's a really
nice person, help her, Lord.

I wouldn't have
anything without her,

please help her.

Mary's been
such a good wife to me,

won't you help her?

Dear Lord, my daughter Mary.

Please God, help my mommy.

Help my sister, Mary.

Bless mommy and
daddy, and especially mom.

Who has been assigned

to look into these
prayers, Teresa?

Oh we're still looking, Joseph,

Christmas Eve is
a very busy night,

and this Christmas especially.

There's an entire
town praying for one woman,

Teresa, those prayers
must be attended.

Now who is available
to attend them?

Clara.

Who else?

Just Clara.

This is a delicate task, Teresa,

and in the 200 years
Clara has been here,

she has never been trusted

with even the
simplest assignment.

Well then all the more reason.

Not only that, she
still hasn't earned her wings.

Well that's difficult
to do if you've never--

I don't intend
to discuss this, Teresa.

Yes, Joseph.

Now who is
available to help Mary Bailey

on this most crucial
night of her life?

No one.

Then send for Clara.

The angel Clara.

Please don't,
don't blow the trumpet

for every announcement.

I'm thrilled and honored.

Not now, Clara.

Oh.

In order to help this woman

for whom everyone in
Bedford Falls is praying,

you must know something
about her, do you understand?

Oh yes, and I just want to say--

All right then,
come, we have a long journey.

Lord God--

God bless my daddy and my mommy.

- And your servant, Mary.
- Lord God.

- Your good servant, Mary.
- Please help Mary, Lord.

Please shine
your light on her now.

Come to her aid in our greatest

- hour of need.
- Dear God.

Please bring mommy back.

Dear Lord, my daughter Mary,

she's so full of spirit she
probably won't ask for herself.

I ask you to, to, to guide her.

To give her a sign.

Now pay attention, Clara,

I'm going to tell you
the story of Mary.

I just want
to take this oppoturnity

to tell you how pleased
and excited I am

to earn me wings by savin'
someone so many people

are prayin' for, oops, op.

You're not to save
Mary, you're to guide her.

I meant guide, I just said save.

Now this is Bedford Falls.

Charming, a
little dark, but charming.

Oh!

Will I be able to do
that after I save Mary

and get me wings?

Clara, you're not to save her.

Guide her, I really
do mean guide when I say save.

Because you
cannot interfere with events

by saving someone.

Of course not, that's
why you have to guide them.

So watch carefully
because these are the events

in Mary's life you
must know in order to--

Guide her, and earn me wings.

Let's go, George.

Come on

Watch out.

Knock it off.

Punch where you're at.

Now come on, Mary.

That's Mary,
Clara, little Mary Bailey.

Oh, she looks so
young to be in so much trouble.

She's only 11 here, Clara.

Oh, well then,
that's probably why

she looks so young.

I'll beat you next time, Mary.

Come on, Sam.

Come on Sam, you can do it.

Oh no, I got it, Sam.

Ow!

Too bad Sam, all right,
come on Harry, you're next.

All right, give him a big push.

- All right, come on Harry.
- Come on baby brother,

you can do it, you
can beat the mark.

You show 'em
Harry, give it to 'em.

Come on Harry, let's go Harry.

He did it, right, Harry did it!

All right!

Beat you by a mile.

Hey!

Harry, Harry!

Harry!

Here, grab ahold, Harry.

We gotta get him out!

Harry, hang in there.

Harder Harry, come
on, come on Harry, it's me.

Harry.

Get him out, get him out.

He's out.

- We got him.
- He's out.

It was very
impressive the way she saved

her little brother, Harry,
and I just want to say

how charming I think it all is,

the people, the town,
the little girl.

She'll be very easy to save.

Guide, and it's
not all that charming, Clara.

Get outta the way, get
outta the way, trotters right.

That, for
example, is Henry F. Potter,

the richest and of course
the meanest man in town.

There's always one
who's worse than the others.

Yes, and there's
always one who's better,

like Mary's father,
Peter Bailey.

Don't go in there.

Uncle Willie,
I gotta see my dad.

Potter, I'm just
asking for a little time.

Uh, in my
business, time is a hand out.

You don't have two
nickles to rub together

and call a dime, Bailey.

Stop running the benevolent
society for deadbeats.

Deadbeats, hell,
without their work and industry,

you'd be flat broke,

- Potter.
- Foreclose.

I can't, those
people have children.

They're not my children Bailey.

If they can't afford children,

they shouldn't have
'em in the first place.

Foreclose a couple of 'em,
that'll raise the 5,000

you owe the bank, teach a few
of these deadbeats a lesson.

What makes you so
miserable, Potter?

You have no family, and
there's no children.

You can't even begin to
spend the money you do have.

Ah, I suppose
I should give it away,

to failures like you and
that idiot brother of yours.

My pop's not a failure.

No, not now, Mary.

You're better than him,
all he's got is money!

My pop's not afraid of you,

- everybody knows that!
- Yeah, thick old Bailey,

all sentimental.

She's good at it, but
I consider that a challenge.

Clara, that's George Hatch,

the boy Mary Bailey
has a crush on.

Oh, does he like her too?

Yes, of course,
that's why he doesn't look at her

and she doesn't look at him.

Do they spend a lot of time

not lookin' at each other?

No, after
school Mary runs errands

for her father at the
Bailey Building & Loan.

And George Hatch works for
the druggist, Mr. Gower.

Oh yes, there's
something you should know

about Mary and Mr. Gower.

Now what did you want?

Some licorice,

but first a cup of phosphate.

What's the matter with him?

His son, the one in college,

was killed last
night in an accident.

Hi Mary.

Hi Vi.

Hiya, Georgie.

Uh, what'll it be, Vi?

Well I don't know,
George, a fudge sundae maybe.

Or no, strawberry.

I'll get the licorice.

You better
worry about my sundae.

Uh, I gotta
get this prescription out.

Mr. Gower?

Mary please, go away, I, I,
I don't have time for you now.

Mr. Gower.

Mr. Gower.

George, George,
stop your lollygagging

and get this over to
Jimmy Bishop's right away,

he's got influenza.

Mr. Gower.

Mary, will you please leave--

The medicine's poison.

Huh, poison?

Well it is.

I am going to give you the

- thrashing that you deserve.
- Please Mr. Gower,

don't hurt me.

George told me about your son,
I know you didn't mean to.

Oh my god.

It wasn't your fault.

I won't tell anybody, ever.

Oh Mary, Mary, I'm sorry.

Did she ever tell anyone?

Not a soul.

Mary's gonna marry Potter.

Nah-uh, she's gonna marry--

Nothing very
unusual happened to Mary Bailey

while she was growing up.

She dreamt of going to college.

Going to college, dreamt.

But the family could
only afford to send Harry.

Harry, college.

And Mary went
on dreaming her dreams--

I wanna write!

And planning her plans.

I'm gonna save
all the money I earn

working for my father,
and I'm gonna travel,

and I'm gonna go
everywhere, see everything.

Well, little
Mary Bailey's grown into

quiet a young lady,
hasn't she, Joseph?

She's off to
see the world, Clara,

tomorrow she's
leaving for Paris.

Oh, Uncle Willie.

I'm gonna miss you so much.

It's a farewell present,
Mary, go on, open it.

Oh, Mr. Gower.

Oh, Mr. Gower!

Oh, and it's the perfect size.

It's called the traveler.

I'll put stickers on
it from everywhere I go.

France here, Italy,
Germany, Belgium.

India, maybe you'd meet Kipling.

Uh, China.

Nobody's ever been to China.

Oh well then that settles
it, China goes right here.

Oh Mary, it's a
big, exciting world out there,

now go get it.

I will, I will.

Dear Lord, we thank
you for your bounty.

And please watch over
Mary on her voyage.

Thank you for allowing
Harry to survive long enough

to graduate from high school.

- That reminds me--
- Amen.

- I'm suppose to pick up--
- Amen.

Amen, I'm suppose
to pick up the prize

for the Charleston contest--

- Oh Harry, calm down.
- Oh, sit down.

- Mom, I was elected
- If you're gonna be

in a contest
to do that, you know,

you said I could do it,
you should a little

- something to give you energy.
- they told me I could,

oh look, mom I'm ruined.

Oh, you aren't ruined.

Oh, you'll survive, my goodness.

Come on into the kitchen,
I'll fix you up, quickly.

I better come too.

He is so funny, was I
like that when I graduated?

- Save me a wing.
- Oh you, you were

a bit rambunctious, you
were different though.

You do have a great
business sense, Mary.

I don't know if that'll
help you as a writer,

but it's exactly what we need.

Well you'll have
Harry to help, Pop.

Well Harry, Harry's got
a lot of growin' up to do.

Well he's the same age
I was when I started.

Well, maybe you were born older.

Pop, I can't stay here.

I know that, honey,
and I'm for ya.

You always said we
should follow our dreams.

I know that you've tried to
make the building and loan

something that would pay--

Well not, not pay
Mary, to make it work.

Well it's an idea,

to put their trust in
the people next door.

Maybe even hold up their heads

against the Potters
of the world, huh?

It is a dream,
it's a beautiful one.

It just isn't mine.

I just thought you might
give the old building and loan

some consideration, after
you've had your fling.

It isn't a fling,
Pop, it's my life.

I have something I wanna do, I,

and going to Europe
is just a part of it.

I'd just go crazy if I had
to spend the rest of my life

cooped up in some
shabby little office.

Oh Pop, I'm sorry,
I didn't mean that.

This'll always be home
to me, you know that.

Yes I do know that.

And you're right, it is shabby.

But it'd be a lot
shabbier without you.

Oh Pop, you're
probably the best person

I'll ever meet anywhere.

Then why bother to leave?

You know you could
hear better Cousin Tillie

if you'd have stayed
in the room with us.

- I only understand recipes.
- Oh my goodness, Tillie,

why don't you leave it alone.

Go call Harry and Willie,
I've got their favorite pie.

- Willie!
- Got it Harry, there it is,

- I found a good one.
- Oh thanks, Uncle Willie.

I think I have to go away

before I can really
understand my family.

Probably so, and vice versa.

Hey Mary, Mary, why
don't you come with me?

All your friends
are gonna be there,

we can have a
farewell party, okay?

Yes, okay, I think
that's a terrific idea.

I'll go upstairs and change
into something perfect.

Mary Bailey.

Sam, Sam Wainwright, are
you back to buy the town?

I don't know, if
you come with it.

Are you a millionaire yet?

Oh gee Mary, give
a guy a chance,

I just graduated college.

How are ya, Sam?

You're looking
at a college grad.

I know Sam, you just told me.

Oh, right.

I'm really happy
for you, you look wonderful.

So do you, I'm off to dad's
New York office as a trainee.

75 bucks a week.

Oh, that's great.

Wish I could get ya to come.

Uh, oh, um no, I...

Mary?

Yes, sure, what Sam?

Would you like to
dance or anything?

Yeah, I'd, I'd love to
dance more than anything.

That's swell, uh,
you know I just,

I learned this new
dance at school.

- Uh-huh.
- I wanna teach it to you,

it's the, it's the Charleston.

I think this is a waltz.

Sam, Mary, boy it's just
like old home week around here.

Georgie's back and everything.

Where?

Hiya Mary.

Hiya George.

Sam, how was Princeton?

Yale, I'm a graduate,
I just graduated.

Oh that's wonderful.

Now I'm goin' to work
for my father in New York,

at 75 bucks a week.

Oh that's even more wonderful.

You know I've never
even been to New York.

Say, do you Charleston,
let's Charleston.

Yes but, but this is a waltz.

Would you like to dance?

I never dance with strangers.

Oh but I'm not a stranger,

I'm your old friend
George Hatch.

No, you can't be.

The George Hatch I'm looking for

is about 18 and very restless.

And I came here hoping
to find an old friend.

Maybe you've seen
her, Mary Bailey?

I never heard of her.

Oh well, she's about
16 and kinda scrawny.

Where was your imagination?

I guess it couldn't have
been very good, could it.

Shall we?

You never did have
very good timing, George.

Now here's our class

social director, Harry Bailey!

Hear ye, hear ye,
the Charleston contest.

A time-honored event in
Bedford Falls since last year.

The last couple on the
floor wins this cup.

The Charleston, can't you
control your own family?

Sam will be beside himself.

I dare you.

Are you scared?

No.

Then do it, come on.

Come on, do it.

Thank you!

I thought you'd be
in Oklahoma by now,

building all those towns
you used to talk about.

Well I had to get
some experience first.

You know, learn what
to do, how to do it.

I'm on my way to
Oklahoma now though.

Maybe even West Texas.

You know somethin' Mary,
I wanna start with nothing

and make something out of it.

A frontier, space,
I wanna build there.

Somethin' outta my own head,

somethin' I can
reach out and touch.

Oh George, I know
exactly what you mean.

Creating something
out of your own head,

something that nobody else
has ever thought about before.

Yeah.

I know exactly what you mean.

You know maybe we could uh--

What?

Oh too bad, you
know that saying,

break a window and the
house fairy'll make

your wish come true.

Oh come on.

Really.

I'll bet you don't even
know whose house this is.

No, and tell you the truth,

I never really thought about it.

See I guess you miss a lot

if you're just interested
in oil derricks.

Oh no Mary, not
oil derricks, towns.

Well towns aren't just
buildings, you know.

I mean, they're people
and they're feelings like

the Spanish ambassador's house.

This house was
the Spanish ambassadors?

Oh George, that's
the biggest scandal

ever to hit Bedford Falls.

Mr. Potter and the
ambassador's wife.

Old man Potter?

Yeah, they had one
torrid, impetus summer

and then it was over.

The ambassador
found out about it,

packed up, left,
never came back.

When I go to Spain
I'm gonna look him up.

I'm gonna get him to
sell the house to me.

You know, for the
good of the town.

Mary.

Huh?

You're lying.

George, I don't lie, I create.

Well you had me goin'
there for a minute.

I know I did.

Come on, let's make a wish.

Oh!

What did you wish for?

That you'd spend
every night with me

for the next two
weeks until I leave.

Oh I'm sorry, it's
a conflict of wishes.

I'm leaving for Europe tomorrow.

Let's make another wish.

Come on, get a rock, okay.

Mary, Mary!

Looking all over town for you.

You've gotta come quick,
it's dad, he's had a stroke.

Mary, I, I know
you've got a train to catch,

so I won't make any
speech but if your father

could've seen the way you took
over these past three months,

he'd have been a very proud man.

- Hear, hear.
- Thank you thank you misters.

You know, three months ago Mary

I thought we were
going to have to close,

you have done a wonderful job.

Paris' gain is

- Bedford Fall's loss.
- Hear, hear, yes.

So we thank you and we all
wish you Godspeed on your trip.

Thank you.

So much for amenities,
let's get back to business.

Which is to appoint a successor

to our dear friend,
Peter Bailey.

That's not what I'm here for.

This institution isn't necessary

to Bedford Falls, never was.

I move we turn the company
over to the state receiver.

Oh Mr. Potter, isn't
that a little premature?

Shush, I don't want any more
of your political claptrap.

Peter Bailey's gone, there's
no one here competent

to run the damn thing.

Well I feel as though I--

Like I said, no one competent!

Now well, wait
just a minute here.

Okay Mary, your father
was no business man,

and business is what
we're here to discuss,

no matter how sad I
am at his passing.

Oh, that's wonderful
coming from you, Potter,

considering you probably
sent him to his grave.

Ridiculous.

You're what's
ridiculous, Mr. Potter.

You never could beat
my father, could you?

You're a preposterous girl Mary,

you better hurry off to Europe

and write one of those books.

You deal better in
fiction than real life.

You think I couldn't
have crushed this

nickel and dime operation
in a day if I'd wanted to?

Well maybe this is a
nickel and dime operation,

and frankly, why anybody
would wanna spend their life

doing it is beyond me.

But Peter Bailey
dedicated his life to it

and you people should
understand what you're giving up

before you knuckle under to--

Now Mary, let's not get

- all excited.
- Ah, shut up.

You should get
excited, I'm leaving,

you're the ones that
have to stay here.

You should understand that
a, a man like Ernie Baker

being able to buy his own taxi
cab and own his own house.

A taxi driver?

Yeah, a taxi driver.

My father knew what gave
people self-respect.

When Potter here gouges
them for his company shacks,

he steals from them a lot
more than just their money.

He steals their dignity.

And you may not think that
shows up on some financial sheet

for a hardware store, or
matters to a doctor or a judge.

But just watch what
happens to all of you

if you let him win.

Gentlemen, I still--

Mary what happened,
it was awful loud.

Yeah it was, wasn't it?

I'll tell you what happened,

Mary told Potter off in clubs.

Spades, Uncle Willie.

Okay, spades.

Let's have a show of hands.

All of those in favor of closing

the Business Building & Loan--
Well what about you?

What're you gonna do if the
building and loan closes?

I don't know, easy come,
easy come, I'll find something.

I'm only 49.

55.

Mary, don't worry about me.

Just get on that train
and never look back.

- Aunt Tillie.
- God.

Oh Uncle Willie,
you gotta do something

to keep this place going.

I will, I promise Mary, I will.

We have tentatively
voted Potter down.

Ha, ha, I told ya, Mary!

- How 'bout that?
- We haven't sold Mary!

Get on that train and go.

I said, tentatively.

Mary, you're the only
one that knows enough

to keep this place going.

No, Uncle Willie
here's your man.

And Harry will help him,

the way I've always
helped my father.

It runs in the family.

We all know what
runs in that family.

Harry's very young,

and Willie, hm, well
he's not your father.

No please look, I,
I can't afford to wait

till Harry's old enough.

Typical Bailey, long on
speeches, short on action.

Now see young lady,

the deal doesn't include
anybody else but you.

I want you to run
it into bankruptcy.

And so Mary Bailey
stayed in Bedford Falls,

and the train left without her.

Oh no.

And she turned
in her ticket to Paris

and gave her brother Harry
the money to go to college.

She waited four years.

It doesn't see
fair, Harry off to college,

George Hatch off building
whatever it is he builds,

and Mary, still workin' at
the Bailey Loan & Building.

Building & Loan,
and that's not the attitude

we're looking for here, Clara.

I know, but
four years passes slowly

for a girl that age.

Yes, but they pass.

And the day finally came
for Harry to come home

and Mary to leave.

Look, that's
George Hatch, with a girl.

Why didn't he tell Mary
he was coming back?

Didn't he like her anymore?

Yes, that's
why he didn't tell her

he was coming back.

Well, sorry
George, it's too late,

it's Mary's turn to leave.

Here's Harry, somewhere.

Mary, Mary.

Oh, my god.

Oh, there he is.

How are you?

You look terrific!

- You've gained some weight.
- You've gotten fat.

I have not.

- Yes, you have.
- Oh you look wonderful.

You look so great.

Congratulations all around.

Guys there's,
there's another thing.

Um, I, I'd like you
to meet Mrs. Bailey.

- Hello.
- How do you do?

- Hi.
- Nice to meet you, miss.

No, Mrs. Bailey,
another Mrs. Bailey.

This is my wife, Helen.

Harry!

Oh, congratulations!

That's wonderful.

Did you meet at school?

Hey, stop that now.

Mrs. Bailey, how nice.

I can't believe you did that.

Tell you the truth,

I was kind of nervous
about it, you know.

Don't be silly, she's lovely,

and Bedford Falls could
use some new blood.

Well it wasn't uh,
wasn't really Helen

that I was nervous
about, you know,

that's not really the problem.

It's uh, it's her father.

He's not too lovely.

He's uh, he's manufacturer
up in Rochester,

and uh, he's doing
very well you know.

Uh-huh.

And uh,

well, it is The
Depression you know, and,

he's offered me a job.

Harry, congratulations.

Where's Rochester, Harry?

George, oh how great

- to see you!
- You look so good.

Thank you, and so do you.

How are you?

I'm wonderful, thank you.

Oh good, how ya doin'?

Hi.

Oh yeah, yeah.

Here's one.

Uncle Willie.

George, George, George.

Harry!

George, how are you,
it's great to see you.

I, I'd like you to meet,
this is Helen, my wife.

- We're married.
- Your what?

We're married, this is George.

That's wonderful.

Hey Mary, look who's
here, George, George Hatch.

Yes, uh.

Hiya, Mary.

Well, George Hatch.

Who'd you expect?

Well I certainly
didn't expect to see you.

Well who else was gonna come
in from the frontier for you?

I don't know, I
imagine somebody who'd

written to me once
in four years.

You know I wasn't good at that.

You're the writer.

'Sides, I expected that you'd
be in Paris, France by now.

I thought you'd be in Tulsa
or the Yukon, or whatever.

Well, I was but, I had a
little temporary setback.

Something called The Depression,

they're closing the oil field.

Yes I know, some
news does reach Bedford Falls.

♪ January, February,
June or July ♪

Hey, you look great.

So do you.

You should've
known I'd come back.

How?

I wasn't gonna break up
the most famous dance team

in Bedford Falls.

As I recall it was all wet.

♪ I ain't had no lovin'

♪ Since January,
February, June or July ♪

Come on, take a walk with me.

No, you know they roll up the
sidewalks and put them away.

Come on.

$2,000, I saved $2,000.

That's a lot of
money Mary, $2,000.

You know what that means?

That's my ticket to
anywhere I wanna go.

I'm in great shape.

See that, can't miss.

Oh come on, George.

Listen, it's your house Mary,

why don't you give it a try?

I don't know, seems childish.

Listen, four years ago

you said we had a
conflict of wishes.

Maybe we just didn't
wish for the right thing.

Well.

Come on Mary, what's the matter?

Can't you dream anymore?

Not tonight, I guess.

That's not the
Mary Bailey I know.

Come on, try.

Come on.

Whose wish?

I don't know, maybe the
house fairy's being economical.

These are hard times, you know.

Maybe we made the same wish.

I don't have $2,000, but I
can buy you a cup of coffee.

Then you, you never
left, for Paris I mean.

Well I almost did, I
was going, until today.

I stayed because Harry was
gonna go away to school

and then he was gonna
come back and take over.

He came back.

He's got a wife,
he's got a new job.

His father-in-law's
got this factory and

oh, what's the
difference, I don't,

I don't, it doesn't matter.

Well Mary, maybe it does, I mean

maybe he's doing something
he really wants to do.

Well I'm sure he is, it
just isn't gonna help me

get to Paris or, wherever.

It's not gonna stop you either.

How do you know
what stops anybody?

What do you know about stopping?

You just go and do whatever
you please, whatever you want,

you don't have any
responsibility to anybody.

You and your $2,000,
you can't miss, right?

That right, I can't miss.

And I'll tell you something
else, you can't either.

All you've gotta do
is really believe

what you wanna do and do it.

How do you know what I
can do and what I can't do?

You think you can just come
in here, take off your jacket,

just make yourself at home,
you don't know anything.

You haven't been
here for four years.

You think you can
just come in and,

and tell me what's the
matter with my life.

You, and what're you looking at?

I love you.

Get outta here, George!

Well what, and that
doesn't even have anything

to do with anything, how
can you even say that to me?

Hello.

Mary, this is Sam,
Sam Wainwright, remember me?

The man of your dreams.

Yes Sam, hi, how are you?

Oh well I'm fine
Mary, I'm just fine.

When I say I'm the man
of your dreams, well,

I'm more than just
that, you know?

Yes Sam, I know.

Well, maybe this
time you don't, Mary.

I know you're never
surprised by much but

maybe this time I've
got a surprise for you.

That's nice,
I could certainly use one.

You still dreamin'
of goin' to Europe, hm?

I'm always dreaming.

Well I work with
dad, and of course me too,

well, we're opening
a London office.

Now can you be there--

Don't go.

Please stay.

Goodbye Mary, goodbye.

Goodbye Mary, goodbye, goodbye.

Goodbye Mary.

Shouldn't you wait

until we get where we're going?

No more waiting.

Goodbye to Bedford Falls.

Goodbye savings and
loan, goodbye Potter.

Just where are you two going?

Over there.

Over where?

♪ Over there, send the word,
send the word, over there ♪

♪ For the Yanks are coming,
the Yanks are coming ♪

You still haven't told
me where you're going.

As far as my, as far as
our $2,000 will take us.

Oh.

Well, that oughta
get you there and back.

And a Paris honeymoon,
and then, who knows.

What's happening?

What?

I don't know, take a look.

There's a lot
of people in the street.

I'm no expert,

but this looks like
a run on the bank.

Ernie come on, let's go.

No, no, no, wait a minute,
George, I'll be right back.

Oh Mary!

I want my money!

Come on, open the door!

Mary.

Mary.

Hey.

What is it, Uncle
Willie, a bank holiday?

Come on in everybody,
and just sit down.

There's a seat for everybody.

- Mary, get over here.
- Can I have my money?

Big trouble, the
bank called our loan.

I had to give away every penny.

All of it?

Every last cent, and it's
still less than we owe.

I didn't know what to do
so I closed the doors.

You shouldn't close
the doors, Uncle Willie,

these people are terrified.

Hello.

Mary, it's Potter.

Yes, Mr. Potter.

There's a rumor around town
that you've closed your doors.

I was worried about you, these
things can get ugly you know.

I just wanted to
tell you that I've

notified the National Guard.

We haven't closed
our doors, Mr. Potter.

You know our hours, we don't
close our doors until 6:00.

Funny, that's not what I heard.

Ah, but don't you worry
your little head, Mary,

I've personally guaranteed
the bank's funds.

Though I could lose
a fortune doin' it,

I'm willing to guarantee
all your investors too.

Just tell 'em to bring
all their shares over here

and what I'll do is I'll pay
'em 30 cents on the dollar,

pretty generous, I'd say,
given the mess you're in.

- Well thank you, Mr.
- Potter, that's a very fine,

generous offer of help but
we're not in a mess here.

I, I can't imagine where
you got your information.

But, the building and loan
is just fine, Mr. Potter.

How could that be, Mary?

The bank just called your loan.

The building and loan
is fine Mr. Potter.

Thanks so much, goodbye.

Listen everybody,
this thing really isn't

as black as it appears, I've
just talked to Mr. Potter,

and he's personally guaranteed
cash payments at the bank.

But I've got my money here.

Did he guarantee this place too?

No Charlie, we don't
need Potter over here.

Well I want my money.

Yeah, Mary.

Wait a, wait a minute, you,

you're thinking of
this place all wrong.

This is a building and loan,
the money isn't in the safe

like it is over at the bank.

The money's in your houses,
it's in your house Ed,

and Charlie, it's in your house.

You've invested your
money in each other.

What're you gonna do,
foreclose on one another?

I got $242 in here,
I want what's mine.

All right, all right, okay.

All right Tom, fine, you--

- I want all my money.
- You can have your money

in 60 days, just
sign right here.

60 days?

I can't wait 60 days.

Well that's what you agreed to

when you bought your shares.

You all get your money back?

No.

Not for 60 days.

Well I got mine, Potter'll
pay 30 cents on the dollar

for every share
you've got, cash.

- 30?
- 30 cents?

What do you say to that?

You agreed to 60 days when
you bought the shares, Tom.

I'll pay you in 60 days.

Then I'm sorry Mary,
I'm gonna go to Potter.

A third is better than nothing.

That's right.

Wait Tom, wait, all
of you, please listen.

Potter already owns
the mill and the bank.

You want him to own you too
for 30 cents on the dollar?

Joe, you lived in one
of Potter's houses.

Have you forgotten
what he charged you

for that broken down shack?

And Ed, remember last year

when you couldn't
make your payments?

The building and loan
didn't throw you out.

Potter would've thrown you out
on the street, you know that.

Can't you see what's
happening here?

Potter isn't
selling, he's buying.

It's 'cause were
panicking and he's not.

He's just sitting up there
picking off bargains,

and we're the bargains.

We can beat this thing
if we just don't panic,

if we just stick together.

But we just gotta have
faith in each other.

But my husband hasn't
worked in a year,

I need money Mary, not faith.

Yeah, we've gotta have money.

- I have doctor bills, Mary.
- I know that.

No, I, I...

I can't feed my kids
on promises, Mary.

Hey!

Listen, this isn't a
promise, this is real money.

- What?
- Huh?

And you can feed
your kids on this.

- Can I get my money now?
- Now you're talking.

The building and
loan is open for business.

And you won't have to
wait 60 days, either.

I want my money.

George, are you sure?

That's all we have.

Listen, I'm no banker, you
take care of these people.

Okay Tom, how much do you need?

242.

Oh now please, Tom.

That's what I need, Mary,
to close out my account.

No, no, no, your
account's still right here.

All right here, this is
just a loan, 42, okay.

All right, Ed.

I have $300 in my account.

All right Ed, how much do
you need to really get along?

Well, I could get by on 20.

That's the spirit,
Ed, good, $20.

- You got that Uncle Willie?
- Yes, I have it down.

Okay, great, Mrs. Thompson.

Well, all's I
need's $17.50, Mary.

Oh, Mrs. Thompson,
bless your heart.

You got 50 cents?

Great, here we go, 10,
five, 17.50, there we go.

Mrs. Johnson.

Okay, there you go.

Great, six, five, four,
three, two, one, shut down.

- We made it.
- We made it.

We made it y'all.

What've we got, $2 in
assets, put it in the vault.

All for one, and one for one.

- No, that's not it.
- Mrs. Hatch,

it's your husband.

Oh.

George.

Hi honey.

Oh George, I'm so glad.

I mean, I almost forgot.

Ernie'll pick
you up in five minutes.

Why, we missed the
train, didn't we?

Well, maybe the
train but not the boat.

What?

Why are we stopping here?

Watch your step madame.

I'm gonna drown.

Yes, it is rather
humid, isn't it madame?

Is George here?

Yes, the master
of the estate is present.

Who shall I say is calling?

Would you announce

the arrival of
Mrs. George Hatch?

Entre, madame.

Thank you, oh gosh.

Mrs. George Hatch.

Welcome home, Mrs. Hatch.

Oh George!

♪ I love you truly, truly dear

George.

What?

It's so beautiful.

♪ Life with its sorrow

♪ Life with its tears

Here's to Paris in
Bedford Falls, and to us.

To us.

What're you laughing at?

I think maybe we shouldn't
have broken all those windows.

♪ For I love you truly

♪ Truly dear

We're still in Bedford Falls.

Mm-hmm.

Now we can't afford a honeymoon.

Mm-hmm.

I even spent your money.

No, you didn't
spend my money, ours.

And you didn't spend
it, you invested it.

Those poor people, damn Potter.

He scares everybody, he
stampedes all over them.

Hey listen, you sound like
you're trying to depress

a very happy man.

That's pretty awful.

Mm-hmm.

Okay.

Let's just figure out
what our assets are.

Okay.

Well, I got $2 in the bank.

Wait a minute, not in the
bank, in the building and loan.

And we've got one dreamer
builder of boom towns.

And a banker with the
imagination of Emile Zola.

Oh George, I love you.

And I love you.

Do you?

Yeah, even if you didn't
get to Paris, France.

Yet.

Okay, yet.

Oh George, it looks wonderful.

Come over here so
you can see it.

Oh catch it, catch it!

Catch it?

Yeah.

Some people have no
sense of dedication.

And so Mary and George Hatch

began building Bailey Park.

But Mary and
George have no money.

Yes, but Mary owns
the Bailey Building & Loan,

Clara, and George is a builder.

Now don't you see
how that works out?

Not truly, but I hope it does,

I've gotten fond
of both of them.

Um, Mr. Potter, I just
don't think you can laugh off

that there Bailey
Park any longer, sir.

Get outta here, Sassini,

and let me think about
some real problems.

I can laugh off any
damn thing I please.

Yes, we all know that, sir.

You don't think I'm
worried about a wort like

Bailey Park, or do
you, Mr. Sassini?

No sir.

I'm just giving him
enough rope, that's all,

then I'll watch him dangle.

Mary.

Hiya, Doc.

They told me down to the
office you were out here.

Yeah.

Where's George?

Oh he had to go over to Hanford

to arrange for some deliveries.

It seems everything,
supplies, materials,

everything's being
used by Mr. Potter.

How are you feeling, Mary?

You're lookin' a little tired.

Do I hear a lecture coming on?

No, I was just
thinkin' that maybe

you should think less
about fighting Mr. Potter.

- We're not fighting Mr.
- Potter, he's the one.

He makes everything
so hard for us.

I know, I was
just thinkin' that,

well you and George, you
aren't gettin' any younger

and most people
have their families

pretty well along by this time.

Oh Doc, tell me.

Well I can't tell you much,

like whether it's gonna
be a boy or a girl.

Oh!

Oh, oh really?

Oh wait till George comes home.

Mrs. Hatch, Mrs. Hatch.

Yes?

Mr. Potter says he
wants to see you, now.

Mr. Potter wants to see me?

Well he says I'm
suppose to say, please.

Did he,
Mr. Potter said, please?

Please.

Well that's worth
a trip in itself.

Is that little Mary
Bailey, come in Mary.

Good
evening, Mr. Potter.

Uh-huh, a drink Mary,
a glass of wine maybe?

No, no thank you.

I can't offer you a cigar
but George'd relish one,

I know, where is he Mary?

Hasn't run off to some
oil field, has he?

You know very well
where he is, Mr. Potter.

He's trying to get
supplies you blocked off.

Here, take this box for him.

With my compliments.

Thank you.

Well I suppose I'll find
out sooner or later.

What exactly did you
wanna see me about?

That's what I like
about you, Mary,

right down to business.

Make yourself comfortable.

Mary,

I'm an old man,
most people hate me.

Let 'em, I run practically
everything in this town.

With one exception,
the building and loan,

and as you know, for
several years now

I've been trying to
get control of it.

Or kill it.

Yeah, but you've been
stopping me Mary and,

now you've done it,
you beat me that,

that takes some doing.

Now four years ago, for
instance, you remember

The Depression, the run on the
bank, panic in the streets,

the whole country on
the edge of chaos.

We kept our heads
Mary, you and me.

You saved the building and
loan and I saved the rest.

Some people might
interpret that differently.

The envious ones, the suckers.

Look at you Mary, 28, 27 maybe.

Makin' $45 a week, what happens

if a child or two comes along?

You just might not make it.

We just might.

I'm talkin' to
Mary Bailey Hatch,

the smart ambitious young woman

who has been dyin'
to get out on her own

since the day she was
born, and write books,

travel the world, but she
can't because she's trapped.

Trapped and a
frittering her life away

playing nursemaid to
a lot of garlic eaters

and taxi drivers, isn't that
pretty much a correct picture?

What's the point, Mr. Potter?

My point?

My point is I, I
want to hire ya.

You wanna hire me?

I want you to
manage my properties

and I'll start you
out at $20,000 a year.

And buy your husband's
construction company.

You wouldn't mind living in
the nicest house in town,

buying yourself a
lot of fine clothes,

business trips to New York,
once a year to Europe.

You wouldn't mind
that, would you Mary?

- Um, gee Mr.
- Potter, I know I oughta just

jump at the chance of a--

I'm offering you a three-year
contract at $20,000 a year,

starting tonight, is
it a deal or isn't it?

Uh well, I would,
I'd uh, I'd uh,

I'd like to really
think it over.

Sure you do.

I'd, I really have
to talk to George.

Yeah, you go on home and
talk to George about it,

it's just the kind of
encouragement he might need,

after his trip.

Yes, I'd...

Meantime I'll, I'll
draw up the papers.

Yeah that would, that
would be fine, Mr. Potter.

No.

No.

Wait a minute here, I don't
have to think about this.

I don't have to talk to anybody.

The answer is no, just,
just, plain flat no.

Boy, you are
really something Mr. Potter.

You think that you can
just sit around here

and spin your little webs,

and the whole world just revolves
around you and your money.

Well it doesn't, Mr. Potter.

God in the whole vast
configuration of things,

you're nothing, you really are,

you're nothing more
than a, than a spider.

And I'm really happy
not to be caught in your

scurvy little web.

Here, Mr. Potter, have a cigar.

I'm gonna have a baby.

So Mary and George had a child,

the first of three.

A child, oh
time goes so fast Joseph.

Just a little while
ago she was a child,

dreaming of going
places and doing things.

That's life,
Clara, don't you remember?

- What's happening, Joseph?
- All aboard.

Take good care

- of your mother.
- George is leaving

Bedford Falls, Clara, along
with many other young men

to fight for his country,
America is going to war.

Go on aboard, son.

Bye.

Bye.

- Bye, mom.
- Oh James.

Bye.

Dear Mary, like
everybody else here,

my feet hurt, my back aches.

And oh, my stomach.

Now I know why they call the
place we eat a mess hall.

God I miss you and Pete and
Janie and Suzy, and you.

I guess we'll just have to
get this thing over with fast.

Till then, I'm yours
always, George.

Dear Mary, I'm not
sure who we're suppose to be

defending the Panama
Canal against.

So far the worst attacks have
come from the mosquitoes.

All and all I guess I'm
safer here than I'd be

if I was still racing my
taxi around Bedford Falls.

Oh well, that's all
for now, love, Ernie.

Dear Mary, so I
figured with all my experience

back in Bedford Falls,
they'd make me into an MP.

But the closest I got was KP,

how do you like them potatoes?

Your pal, Bert.

Dear Marry,
it's only the taking off

and landing that's hard,
especially with the deck

of the carrier bouncing
around like a cake of soap

in the bathtub, but I think
I'm getting the hang of it.

Love to mom, Willie,
Tillie, you and yours,

from your kid brother,
Lieutenant Harry Bailey.

Daddy's coming home.

He's, he's just got
this little hurt,

he says it isn't a very big hurt

and you know how he exaggerates.

Mm-hmm.

So it probably isn't anything.

Anyway, he's coming home

and everything's gonna
be just the way it was.

Suzy, you don't
even remember him, do you?

You were too little.

It'll be wonderful
having him back.

I know he missed us, just
as much as we missed him.

You're really gonna
like him, Suzy.

And everything's gonna be great.

Remember it the way
we dreamed it, George.

Fresh painted houses
and green lawns

and families growing up together,
it's still there, George.

If you can only see it
the way we dreamed it.

It's still there.

Sassini, is this true?

Yes sir, uh, what?

These reports on Bailey Park,

five houses contracted from
two to six months behind?

Yes sir, they
belong to the people

you fired from your mill.

How's she doin' it,
she can't hold out.

There must be someway
she's holding on.

Now what would I be doin',
if I were in her place?

Well, we'll
just see how she handles

the surprise bank examination.

Hey Mary, what's so
interesting in all them

out of town papers?

Oh I can't wait a week for
the Bedford Falls Gazette.

Can't imagine why.

- Mary.
- Hi Vi.

I heard it on the radio,
oh it's so exciting.

Is it in the city papers?

It's only in the
headlines, look at this,

Boston, New York, Portland.

Does it actually say
he's from Bedford Falls?

Well it says, Lieutenant
Commander Harry Bailey

will receive the
Congressional Medal of Honor

from the president in a
ceremony at the White House.

Oh, today, Mary, I better
catch it goin' on right now.

Oh it's going
well, isn't it, Joseph?

Bailey Park and the
building and loan,

and Mary's brother
comin' home a hero.

Got a paper?

You bet I do.

Aw good, I wanna see
if it's gonna snow.

Snow, you read every
single word of that.

Well you know I was
on one of these ships,

they hold about 2,000 men.

Mary isn't young
anymore though, is she Joseph?

She isn't old but she
isn't really young.

No Clara, she isn't.

He's on the phone, now hurry!

- Phone, now hurry, hurry!
- Oh, oh,

Harry's on the phone.

- I found her, she's here!
- Goodbye.

Oh Mary, I almost forgot,

I have to make the deposit,
Harry, Harry, wait.

and the bank

- is closing early.
- Hello, hello?

Oh, he hung up.

Oh.

He said he was
late for something.

He sounded just wonderful.

- Did he?
- Mm-hmm.

He said your mother was
having a wonderful time,

and they had lunch
with the president.

They had beef wellington, and
chocolate mousse for dessert.

Excuse me, Mrs. Hatch.

Oh, I'm sorry,
it slipped my mind

in the excitement and all.

Mary, this is Mr. Simpson,
the bank examiner.

Bank examiner?

Yes, we sometimes
make unscheduled visits,

as you must know.

Oh yes, it's just that
we were just examined--

Your regular
examination six months ago.

Oh I know, that's why our--

The banking commission
is very concerned

about all institutions entrusted
with the people's money.

Oh of course, it's just
that it's Christmas Eve,

and my brother's being awarded--

Yes, I've heard,
congratulations.

Could we get started, I'd like
to be home for Christmas Eve.

Uh, certainly.

Hello
there, Mr. Potter.

Oh making your last deposit
before bankruptcy, Willie?

Don't you wish.

Well, let me just show
you something, Mr. Potter.

Oh, what's in the
news today, Potter?

Not something about the
Baileys of Bedford Falls is it?

Oh by golly, here it is,

Harry Bailey gets
Congressional Medal of Honor.

Well you can't spend
medals in peace time.

Sassini.

Can't keep those Baileys
down now can you, Mr. Potter?

And they don't give medals
for trying.

40 years and we ain't done
yet, Potter.

I guess you forgot something.

What?

Well, aren't
you going to make a deposit?

Sure, sure I am.

Well it's usually customary
to bring the money with ya.

Well I, huh, I uh, I,
I know I had it with me.

When you left the office,
did you stop anywhere?

I don't think so.

You went right to the bank?

Yeah.

You always like to
look at the watches,

did you go into Mr. Thompkins?

I don't think so, oh
Mary, I just don't know.

Well think.

Oh, it's not fair, Joseph.

She's going to need you, Clara.

I'll be ready, Joseph.

When the time comes, I'll
find a way to guide Mary.

We, we, we've gotta try
and establish a sequence.

Now, did you have the
money before you met me?

Did, did you leave it
on the table or anything

when you were talking to Harry?

Uncle Willie please,
pay attention.

I had it, I don't know.

Did you, do you have any,
any secret hiding places?

I thought, no.

- Is there any place I--
- I don't know.

Like in your house, where
you, where you put things?

I'm trying Mary, I really am.

No, you're not,
you're not trying.

Think, think.

Mary, I'm no good to ya.

I, I just louse things up.

That, that doesn't help.

It was the same
with your father.

He just carried me.

I don't wanna hear it.

I just want you to remember
where you left the money.

Do you understand that?

I just don't know why anybody
wants to keep me around.

Stop that!

Do you think you can
get away with this

just because you can act
like a doddering old fool?

Think, just make one
little demand on yourself.

Where did you have
the money, Willie?

Where is that money, you fool?

Don't you understand,
we're ruined.

George, Bailey Park, the
building and loan, everything.

Do you think Potter's
just gonna let this go?

Somebody's going to jail,
and it isn't gonna be me.

For once dammit, I'm
not gonna be the one.

Oh, here's our
package, how 'bout bringing it--

Put that, yeah,
you can put that there.

- Yeah.
- Um-hmm.

That'll be nice.

And we're gonna hang
some tinsel later.

Listen, put this here,
see this candy cane,

put that right down on the
end there, oh that's perfect.

Hey mommy's home!

Hey mom, look what me
and dad were doing,

we're um, we, we, we, um--

Hi sweetheart,
we saved the angel

- for you.
- Teacher taught me

a new song, dad said if I
memorize it, I'll be prepared

to play it for everybody
tomorrow when they come.

Hey mom, I'm making a sign,
how do you spell hallelujah?

I'm making a sign,

- how do you spell hallelujah?
- I thought you were gonna

close early today,
where, where did you go?

I went out.

Where'd you go, for a
little carousing and drinking?

Mommy, can you help me,
this is the hard part.

- Mom.
- What is it,

- what do you want?
- I wanna spell hallelujah.

Wait, what, wait a minute, what?

Hallelujah, A, I don't
know, look it up.

You're old enough to
look up in the dictionary

what you want.

Mary, did you get the wreath?

Oh, the wreath, no I, I
forgot about the wreath.

It's the only thing I
asked you to remember.

I don't care about the wreath.

Mom, does it
have two Ls or what?

I told you, go look
it up in the dictionary,

you know that.

- I wanna know this--
- Please help me.

Will you stop playing that?

I have to practice.

Why didn't you practice
before, it's Christmas Eve.

Does this mean you're not
gonna help us put up the angel?

- Mom, look.
- Uh yes that's what it means.

Then why don't
you go upstairs and see Suzy?

Why, what's the
matter with Suzy?

She won a prize,
it was a flower.

She didn't wanna button
her coat and crush it,

so she caught a cold.

She's got a cold?

Oh come on, well
it's not serious,

Doc Jockua says she's
gonna be all right.

The doctor was here?

Oh that's swell, I mean
that's all we need now.

I mean, it's a wonder we
all don't have pneumonia,

this house is so drafty.

Mary, what is the
matter with you?

Nothing is the matter with me.

I'm worried about
Suzy, she has a cold.

Isn't that what you said?

- What is it?
- Mom, how do you spell

hallelujah, does it have-- Mom!

Stop playing that idiotic piece!

Then why don't
you go on upstairs?

I will.

Hi, sweetheart.

I won a flower, see?

Aw, it's pretty.

I better get it a drink.

No, no, no, you lie
down, I'll get the drinks.

Oh, I'm sorry.

You broke my flower.

That's all right
darling, it doesn't matter.

You broke my flower.

You fix it, you paste it.

There.

That's not all right.

Well this is the best I can do.

Go on, lie down.

You lie down, you go to sleep,

you get some rest and
you'll be all better.

I don't wanna lie
down, I want my flower.

Please Suzy, mommy needs
you to be good right now.

I know you feel sick
and you feel grumpy,

please be good, my good
girl for mommy, please.

You broke my flower!

All right Susan, that's enough.

Go to sleep, lie down,
you've got your flower.

Uh, Mrs. Welch no, no,
everything's gonna be fine.

- Is that Suzy's teacher?
- Yeah, yeah, don't you,

don't you worry.

- Yes it is.
- Oh I wanna speak to her.

Could you hold on
a minute, please?

Hello, Mrs. Welch,
this is Mary Hatch,

I'd just like to know what
you think you're doing

by sending a child
home half dressed.

Well she's too young to
make that kind of judgment.

Janie will you please.

You're an adult, well
you're a teacher,

that's what we pay you to do

is to make those
kind of judgments.

She's a little kid, you let
her go home half exposed,

she'll probably catch
pneumonia or something.

Hello, oh.

She hung up.

Well Mary, what do you expect?

Listen, the child has to
see that lady every day.

Mom, do you know where the--

No, no, I don't.

Stop it!

Mary!

You stop it.

- I'm in trouble, Mr.
- Potter, I need help.

Through some sort
of an accident,

my company's short
in their accounts.

There's a bank examiner
up there right now.

I've gotta raise
$8000 immediately.

That must be what the reporters

wanted to talk to me about.

Please help me, Mr. Potter.

Can't you see what this
means to my family?

I'll give you any
sort of interest

or bonus you want on the money.

Could be there's some slight
discrepancy in your accounts?

There's nothing
wrong with my books.

I've just misplaced $8,000,
I can't find it anywhere.

Why'd you come to see me?

Why didn't you go
to Sam Wainwright?

He's in Europe.

I thought you had a
lot of friends, Mary.

They don't have
that kind of money,

you know that, Mr. Potter.

You're the only person
in town that can help me.

Well what collateral
could you offer, Mary,

your stocks, your
bonds, Bailey Park?

Just look at you, the girl who
was gonna conquer the world.

Here you come crawling,
on your hands and knees,

begging for help.

I've got a $15,000
life insurance policy.

What's your equity?

$500.

Why Mary, you're worth
more dead than alive.

I'll tell you
why you didn't go for help

to those riff raff
friends of yours because,

they'd turn on ya, run
ya outta town on a rail.

First sign of
trouble, they turn.

Remember that Mary,
and they'll hate you

more than me because

they believed in you.

Oh God, dear father in heaven,

please show me the way,
I'm at the end of my rope.

♪ Deck the halls with
boughs of holly ♪

♪ Fa-La-La-La-La, La-La-La-La

♪ 'Tis the season to be jolly

♪ Fa-La-La-La-La, La-La-La-La

♪ Don we now our gay apparel

♪ Fa-La-La-La-La, La-La-La-La

♪ Troll the ancient
Yuletide carol ♪

♪ Fa-la-la-la-la, la-la-la-la

Hi, Mrs. Hatch.

Hi, Nick.

Sit down.

Uh, thanks.

Hey, what happened to your eye?

Oh, I had this
accident in the car.

Aw, that's too bad,
what can I get ya?

Uh, I don't think
I want anything.

Aw, come on, hey, let
me make you an egg nog.

It's on me.

Okay.

Mary, how wonderful you come.

No sit at bar, come
here, I get a table, uh?

I don't think
so, Mr. Martini--

- What, what, what happened
- I don't feel good.

to your eyes?

Oh God, you hurt yourself, Mary?

I, I, I hurt myself On the car.

Mary.

Remember one day we talk about

when I have my restaurant

you're gonna come and have a
nice glass of wine with me?

Yeah.

How 'bout now, huh?

I don't think so,
not, not, not tonight,

I don't feel like it
tonight, thanks Mr. Martini.

Merry Christmas, Mrs. Hatch.

Merry Christmas.

Mary, Mary you be careful.

Look out, you wanna get killed?

Why Mary, you're
worth more dead than alive.

Worth more dead than alive,

more dead than alive,
dead than alive.

Help, help, oh help!

Oh, oh, oh.

Oh oh help, help me, oh.

Aren't you gonna help?

Help me save myself, help.

Oh, swim oh, help.

Come on, hurry, help.

Oh, oh, I'm
sinking, I'm sinking.

I'm coming, we're coming.

You just stay calm,
just stay calm.

Here, we're coming.

Here, come here, here,
give me your hand.

Grab ahold of my legs.

Help, help, somebody, save me.

Hold my hands.

Oh, you know, come over here.

That's right, hold on.

- Settle down, that's right.
- Stop, stop!

Hold on, pull, pull.

That's right.

Hold on, pull!

- Oh my goodness.
- Hold on.

Pull, pull!

Hold on, hold on.

It seems my dear
you've had experience.

Attractive, isn't it?

I was so pleased
to pass away in it.

What's this?

Oh Dickens' new book,
though I hear the one

he's writing now,
Oliver Twist, is better.

He's becoming quiet popular
in the 19th century.

That was pretty dumb, walkin'
around on that thin ice.

Oh, I thought it
quite clever myself.

It was all planned to
get Mary's attention.

Quite successful
don't you think?

She didn't go through
with it, did she?

Go through with what?

A big leap.

It is against the law to
commit suicide in this state.

In my state too.

Which is what?

The state of grace.

I had to think quickly,
I knew if she thought

I was in trouble,
she's try to save me,

and that's how I saved her.

You saved me?

Yes, I'm the answer
to your prayers.

The last time I prayed, I
crashed my car into a tree.

Well we'll try to do better.

Oh, I'm so thrilled.

This is my big chance.

I know everything about ya.

I've watched you grow up.

Who are you anyway?

I'm Clara Odbody, A.S.C.

What the devil is a A.S.C.?

It stands for
angel, second class.

Angel, second class.

I'm an angel.

He wasn't too friendly.

I must be losing my
mind, or maybe I did jump.

I'm here to help you.

You look like about the
kind of an angel I'd get.

Sort of a fallen
angel, aren't you?

What happened to your wings?

I've got to earn them.

- Oh.
- And you're going to help me.

Oh, how am I gonna do that?

By letting me
help you, of course.

Oh.

You don't happen to have 8,000
unneeded dollars, do you?

Oh we don't use money in heaven.

Oh, well it comes in pretty
handy down here, I'll tell ya.

Well, we'll just have
to think of somethin'.

Know what it's like
to be worth $500,

and that in an insurance policy?

Oh, you mustn't talk like that.

Why, you don't know
all that you've done.

Well if it hadn't been for you--

Yeah, if it hadn't been for me

a lot of people'd
be a lot better off.

This isn't going to be so easy

gettin' my wings
with that attitude.

Nothing is easy.

Sometimes I think
it'd been better

if I'd never been born at all.

Oh, you mustn't
say things like that.

Wait a minute, wait a minute,

that's an idea,
what do ya think?

Yes, that could do it, right.

You've got your wish.

You've never been born.

You don't have to make
all that fuss about it.

Well close the
door, it's freezing.

It's just stopped snowing.

It's so strange, I don't feel
the least bit cold anymore.

Course not, you don't exist.

You haven't a care in the world.

My clothes are perfectly dry.

No worries, no obligations,

no fight with George,
no $8,000 to get.

No Potter lookin' for
you with the sheriff.

And Mary, the cut on your
head's all better now.

Oh, it is.

Well, we better hurry before
the snow starts again.

We'll walk back to my car.

Oh, excuse me, I'll
walk, you'll fly.

What's the matter?

This is where I left
my car, and it isn't here.

Oh, oh, you've no car.

Well I had a
car and it as right here.

Maybe I left it at Martini's.

Oh wait a minute, this
isn't the right place.

Wait just a second.

Excuse me but we
seem to be lost.

Yeah, you can say that again.

Could you just tell
us how to get to Martini's?

Martini's, never
heard of the joint.

Nick?

Nick.

Yeah, yeah you
got the name right,

anything else you want?

Well, a little
cheering up might help.

You want a drink?

Uh, sure, how 'bout
another egg nog.

How 'bout you lady,
what do you want?

Uh oh, it, it's
been such a long time.

But it is an occasion, isn't it?

Come on, let's go, I
got a lot of work to do.

I was thinking, let's see,

maybe I'll have a
flaming rum punch.

Oh no, uh, no, let me think.

Oh a, oh let's see, mulled
wine, heavy on the cinnamon,

light on the cloves.

Do be so good as to
bring me mulled wine.

Hey what is this, you two
broads slummin' or somethin'?

Take it easy Nick, we'll
have the two egg nogs,

that'll be fine,
egg nogs'll be fine.

Egg nogs.

I don't even think that is Nick.

You know, I think
we wandered off

the wrong side of the
bridge in all the confusion.

I've never even seen
this section before.

I know why no one's
told you about it.

You look an awful lot like
the bartender at Martini's.

Okay, you've had
your little joke now

just drink up and get out.

Oh no, you don't
understand, we weren't doing--

I don't understand?

You don't understand, just
drink your drinks and beat it,

and take your witch
friend with ya.

I'm not a witch, I'm an angel.

Clara, it's fine.

Oh, there goes another one.

Another what?

Every time you hear a bell ring,

it means an angel got its wings.

Mary, don't say anything
like wings or anything in here.

Hey, we've got a
couple of angels here.

Mary's not an angel.

Hey you guys look, I'm an angel.

We've got angels!

- We've got some angels here.
- Mary's not an angel.

Well I'm glad somebody ain't.

We got angels!

Clara, I really
think we should go.

I think we've caused
enough trouble.

Hey, what do you
think you're doin'?

I told you to stay outta here.

Stop doing that.

Mr. Gower?

Mr. Gower.

It's me, Mary Bailey.

The old drugstore drunk.

Stop that!

This is no way to prepare for
the life to come, young man.

Stop that, he's just
a pathetic old man.

Helpless old man, he's
a helpless old kid killer.

Stop that!

Stop that!

I've had about a
belly full of you.

Don't you dare strike a lady.

Lady, you're not ladies,

you're a couple of
angels, remember?

And you're about to fly
back to the heavens.

Get out!

Come on, get.

Merry Christmas.

That man, I could've
sworn it was Mr. Gower.

He gave that child a
poisoned prescription.

You weren't there to stop him.

Course he went to prison.

Ruined his life, poor man.

How could I have ever thought
this place was Martini's?

Don't you understand, Mary?

You've never been born.

What do you mean,
I've never been born?

Of course I was born.

No, no, you've no ID,
you have no identity.

You've no papers, no
husband, no children.

They're not there either, Mary.

What aren't?

Suzy's petals.

How do you know about those?

You've been given
a great gift, Mary.

The chance to see what the
world would be like without you.

Who are you?

I told you, I'm
your guardian angel.

Oh, well so far
you've done quite a job.

I'm gonna find my way
back to Bedford Falls.

How am I doin', Joseph?

Hey you.

Hey you, somebody stop that guy.

Vi?

What are you starin' at?

It's me, Mary Bailey.

- What's up Vi?
- Come on, come on

I'm not goin' anywhere.

Let's get back to your place,
everything'll be all right.

- Come on, let's go.
- No!

If you go down there,
you can shack up there

all night, knowin' it
won't cost you anything

and at least you'll
be warm, you know.

This fire--

What happened to
the building and loan?

Are you kidding lady,
it's doing just fine.

I'm a big stockholder and
Willie here's the president.

Hey Willie, come on Willie.

Get up and say hello to
somebody who got here too late

to make a run on your bank.

Ernie, oh Ernie, take me home.

Come on lady, where to?

You're Ernie Baker, aren't ya?

So?

Don't you know me?

I gave you the money,
I made the loan

so you could own your own cab.

You gotta be kiddin'
me, own my own cab?

Old man Potter owns the cab.

All right, just take me home.

I'll be glad to lady,
just tell me where.

320 Sycamore.

Is this the place, lady?

Course it's the place.

George?

Janie?

Oh George.

Bert am I glad to see you.

What's up?

I think we got a
real one this time.

What do you mean?

This lady stripped her gears.

They're not here, Mary.

Nobody's here, you
don't have a family.

I do, I have a
husband, I have children.

Come on down here, both of you.

Bert, oh Bert.

Hey, what's going on there?

Oh Bert, Bert.

Come on down here, both of you,

- come on.
- Oh Bert, thank god

you're here, something
terrible is happening.

Sure it is, sure
it is, now look.

Look here, take it
easy and I'll take you

- to a doctor, okay?
- You don't understand,

this woman, she
says she's an angel.

Sure she does.

- Yeah sure, I know, I know.
- Well what are you doing?

- Don't worry about it.
- Stop it.

Bert, stop, stop--

Lady, don't make it hard

- on yourself, ow.
- Let me go, let me go.

Mary, run, save yourself, Mary!

- Oh Joseph, help!
- Ernie, Ernie,

give me a hand.

Look, maybe I should
go to the station

and get some help.

Ow, ow, Joseph, ah, ah, Joseph!

Where'd she go?

I had her right here.

Hey Ernie, come on,
help me look for her.

Hold on.

Hold on, I'm comin'.

Yeah?

Mom.

Mom?

What do you want?

It's Mary.

Look, if you're
lookin' for a room--

- No wait, wait,
- I don't have any.

please don't lock
the door, wait.

Something terrible's happening,
I don't know what it is.

Something's happening
to everybody.

Please just let me in,

just let me stay here
until I get over it.

What's the matter with you?

I don't know.

Please, please I need you, mama.

Please recognize me, it's Mary.

I'm your daughter.

My daughter, I
don't have a daughter.

Yes you do, you, you
do, you have a daughter

and you have a son.

I don't have a daughter.

And my boy died 30 years ago.

Oh god, oh, oh no.

Your brother Harry Bailey
broke through the ice

and drowned at the age of eight.

That's not true, Harry
Bailey went to war,

he won the Congressional
Medal of Honor.

He saved the lives of every
man on that transport.

Every man on that
transport died.

Harry wasn't there to save them,

because you weren't
there to save Harry.

Strange, isn't it?

Each life touches
so many other lives,

and when they're not around,

it leaves an awful
hole, doesn't it?

You see Mary, you really
did have a wonderful life.

Wouldn't it be a shame if
you just threw it all away?

Clara, where's George?

I know you know,
please tell me, Clara.

Clara, please.

Clara.

George?

Yeah, who is it?

George.

Please know me, it's Mary.

Oh yeah, Mary, sure,
how you doin', Mary?

Oh George, it really is you.

Oh sure, who else?

Oh George, you
know me, you know me.

Listen kid, maybe I
don't know you but uh,

long as we're this close
why don't me and you

have a little party, huh?

I'm your wife.

Oh yeah, sure, whatever you say.

Look, I got a bottle of some
nice stuff inside, come on.

George, please don't do this.

Please stop it, please remember.

Remember, what?

Bailey Park.

Bailey Park?

The $2,000.

How do you know about that?

You're a builder.

That's kid's stuff.

You wanted to build boom town.

Yeah, I wanted to get
outta this crummy place once,

that's right, so
what, that's life.

Come on, why don't--

Where are the children,
I want my children!

Hey lady, I don't
have any children.

I don't know who you think
I am, but I got no kids.

And anybody who brings
up kids in this world

has gotta be crazy,
you understand?

Now come on.

Stop it, leave me alone!

Stop it!

- You're crazy.
- Stop it!

Hey, hey you, stop.

Come on, help
me, that dame's crazy.

Clara!

Clara!

Clara!

Please, Clara, please help me.

Clara, I wanna get back.

Please help me get back.

Help me get back
to my real George.

Help me get back to my children.

Clara,

I wanna live again,
please help me.

Please get me back,
I wanna live again.

Clara, where are you?

Please help me.

Bert!

Mary, Mary are you all right?

Stay away from
me Bert, I mean it.

Hey Mary, what're
you yelling for?

Mary, do you, do
you know me, Bert?

Are you kiddin', I've been
lookin' all over town for you.

I saw your car wrecked in
that tree and I thought,

Mary, your head's bleeding,
are you sure you're all right?

My head's bleeding.

Oh Bert, my head's bleeding,
oh my head's bleeding, Bert.

It really is, it's bleeding.

Let me see.

Suzy's petals.

Suzy's petals?

Suzy's petals.

Oh Bert, Merry Christmas, Bert.

Oh it's snowing, it's snowing!

Hey Mary, where you goin'?

I'm going home!

I'm going home!

Hello, Bedford Falls,
Merry Christmas!

Merry Christmas!

Merry Christmas,
Gower's Drug Store!

Merry Christmas, movie house!

Merry Christmas!

Oh!

Oh, Merry Christmas.

Merry Christmas, bakery!

Merry Christmas you old
wonderful savings and loan.

Merry Christmas, Mr. Potter!

Happy New Year to you, in jail.

Go on home, the sheriff's
waitin' for you.

Merry Christmas!

Fine thing to do
on Christmas Eve.

Well, business is business.

Ha-ha, business.

We'll just have to
wait till she comes in.

George!

Oh, oh, hello, hello
Mr. Bank Examiner.

Miss, Mrs. Hatch,
there's a serious deficit.

Yes, I know, it's
$8,000, I, I know.

Mary, I've got this
little paper here.

I bet it's a
warrant for my arrest.

It's wonderful isn't it.

Mm, Merry Christmas.

Oh reporters, where's
George, George?

Mommy, mommy!

Where were you?

Where were you, mommy?

Oh I could eat you
up, I could eat you up, mm-mm.

Where's you father?

He went looking
for you with Uncle Willie.

How are you,
let me see, let me see.

You guys still here?

What's your temperature?

Why mommy, why?

Oh honey.

- Where were you?
- Mary.

Oh George, oh--

Daddy, mommy's
home, mommy's home!

George, George,
oh George hold me.

Oh you really are real.

Of course I'm real.

Where've you been?

Oh and George, I have
so much to tell you.

Wait'll I tell you
what's happened to me.

No, no, no, it's
gonna be all right.

Let me tell you what
happened in town.

What?

They're coming.

What?

- Come on.
- Where're we going?

They're gonna be
here in a minute,

everybody hurry.

Who's gonna be here?

What's in that bag, George?

Come on, go stand
in front of the tree.

Everybody, come on, Pete.

They're here now,

I'll get the door.

♪ Born is the King

Uncle Willie, come on in.

What a grand night, George,

- George.
- Yeah.

Merry Christmas,
everybody, come on in.

Isn't it wonderful, Mary?

George did it, he did.

He just told a few people
that we were in trouble and,

and the scattered all over
town collecting the money.

And they never even
asked a question,

they just said, if the
Bailey Hatchs are in trouble,

they can count on us.

It was, it was a
sight for sore eyes.

What is this you two,
another run on the bank?

Oh hi, hi, Merry Christmas.

There you go.

George, Mary, here you are
friends, and Merry Christmas,

Merry Christmas.

Hey, I busted the jukebox.

I wouldn't have
a roof over my head

if it wasn't for you two
people, Merry Christmas.

Sassino!

Now what do you do?

You take your half and you sell.

Drink some wine.

Mary.

Ain't it proper
to take some wine.

I had to get 'em all outta bed,

but I collected all
my charge accounts.

Merry
Christmas, Mr. Gower.

Merry Christmas.

Mary.

it's Harry!

Mary.

Oh!

Harry, how are ya?

Hi mom.

Come on mom, where's?

- A toast.
- Toast.

- Toast.
- Toast.

To my big sister, Mary,
the richest person in town.

♪ Should auld
acquaintance be forgot ♪

♪ And never brought to mind

♪ Should auld
acquaintance be forgot ♪

♪ And days of auld lang syne

♪ For auld lang

Look mommy, teacher said,
every time a bell rings

an angel gets it's wings.

That's right, that's right.

♪ We'll drink a cup
of kindness yet ♪

♪ For auld lang syne

♪ For auld lang syne my dear

♪ For auld lang syne

♪ We'll drink a cup
of kindness yet ♪

Thanks, Clara.

♪ For auld lang syne

Merry Christmas!