"All right, Larrabee, you and the others can go back to headquarters now." "Right, Chief." "Where have you two been?" "Max got lost and we followed the wrong funeral, Chief." "Max:" "Where's Randolph?" "This is nothing compared to the funeral we just came from." "How did Randolph die, Chief?" "It's a strange accident, Max." "What was strange about it?" "Randolph was discovered in his bathtub-- drowned." "Well, there's nothing strange about that." "A lot of people drown while they're taking a bath." "Randolph was taking a shower." "Then take Agent Willoughby-- you certainly couldn't say he died in a normal manner." "I thought Willoughby fell out of a plane." "He did." "The plane hadn't left the ground yet." "You see, Max, even though Willoughby died from a fall from a plane, he only fell 10 feet." "Explain that if you can." "How tall was Willoughby?" "What's that got to do with it?" "Well, it has a lot to do with it." "If Willoughby was short-- say, 3'7"-- then 10 feet would be a lot longer to fall than if he was 6'4"-- give or take a foot." "From Willoughby's height or from the fall?" " That's enough." " From the fall." "At any rate, I don't like what's going on." "You'd almost think someone had a vendetta going against CONTROL agents." "Have you ever considered the possibility that this whole thing might be a coincidence, Chief?" "Max is right, Chief." "Even though two agents have met with bizarre accidents, it could be a coincidence." "I suppose there is a possibility." "On the other hand, I don't think so, Chief." " Why do you say that?" " Look." "( theme music playing )" "CONTROL agents." "Mr. Weems is expecting you." "Mr. Weems?" "Oh, be right there." "Boy, oh boy." "Sunbathers on the roof?" "No, this is for viewing color slides." "My wife just got back from the Grand Canyon." "I wish she had fallen in." "We're from CONTROL." "I'm The Chief and this is Maxwell Smart." "Sit down, gentlemen." "Now according to your message, you have information pertinent to the death of CONTROL Agent Randolph." "Yes, I do." "My wife likes me to have a little snack before I go to work." "She thinks I'm skinny." "Care for a hard-boiled egg?" "How about a Ramos Fizz?" "Mr. Weems, if we could get to the matter at hand." "Yes, of course." "( mumbles )" "Ah, yes." "Tarpaulin Insurance had a $50,000 insurance policy on Agent Randolph." "Now, do you know what that means to me?" "A trip to Hawaii?" "It means a thorough investigation-- and a trip to Hawaii after that." "Are you suggesting that Agent Randolph was murdered for his insurance money?" "Yes, are you suggesting that Agent Randolph was murdered for his insurance money?" " No." " No, he's not suggesting that." "And I'll tell you why." "I know, Max." "He's gonna tell us why." "Agent Randolph was raised by an orphanage in Bayonne, New Jersey." "He made that orphanage his beneficiary." "Of course!" "Some rotten kid in that orphanage murdered him for his money." "No, he wasn't murdered by anybody from the orphanage, but he was murdered." "How can you be so positive?" "Yes, how can you be so positive?" "Do either of you recognize this?" "Oh, for crying out loud." "This is the baseball team I coached when I was an instructor at the CONTROL training school." "Well, for heaven's sake." "Which one is you, Chief?" " Right there." " The one with the black baseball cap." "That's not a black baseball cap, that's my hair!" "Oh, really?" "How come it's got an initial on it?" "And who's the good-looking guy standing next to you?" "I don't see any good-looking guy standing next to me." "That's me, Chief." " There's Willoughby and Carmichael" " And poor old Randolph." "And Foster and Kinkaid and Lynch and Listenger." "You're right." "Where'd you get this picture?" "Among Randolph's effects." "I believe he was murdered because of that photograph." "What do you think?" "Well, Chief, I would have used a wider lens," " but I don't see" " Randolph didn't take that picture!" "Randolph didn't take that picture!" " Who did?" " It doesn't matter who did, Mr. Smart." "The point is Randolph was killed because he was in that picture." "As a matter of fact, six of those men have already been murdered." "You see?" "Mm-hmm!" "You see?" "Max, he's right!" "Willoughby, Carmichael, Randolph-  all those men are dead!" " Except three-- yourself, Mr. Smart and Adrian Listenger." "Listenger is the only man on that baseball team who failed to become a CONTROL agent." "Yeah, but he succeeded in becoming something else." " What was that?" " A really great murderer." "Really, a top-notch murderer." "One of the great murderers of all time, which really-- he was not an ordinary murderer." "He was... a murderer's murderer, I would say." "You know, not one you'd meet every day at the store." "Max, it just sounds so incredible." " What does?" " The story about Adrian Listenger." "Yes, well, that's Ace Weems' theory." "You see, Listenger was caught cheating on his final exams and was discharged from the CONTROL academy." " He swore to get even with everybody." " But why?" "Well, one of the men on the team turned him in." " Which one?" " We never found that out, 99." "Whoever it was refused to step forward and admit it." "So in order to get revenge on one man, he's gonna kill you all." "Yes, and all in vain-- he never would have passed the examination anyway." " How do you know?" " He was copying off my paper." "Max!" "This must explain your name on the tombstone." "He probably put it there to warn you that your turn's next." "Oh, Max, I'm scared!" "There, there, 99." "There's nothing to be frightened about." " You know who's out looking for him?" " Who?" "The FBI, CIA, Interpol, the Royal Canadian Mounted Police," " and Mrs. Listenger." " Mrs. Listenger?" "Yes, he owes her back alimony." "I hope they get him before she does." "She'll kill him." "Max, how can you be so casual?" "You've been marked for death." "99, I've been in tough spots like this before, time and time again." "I just learn to live with it." "( knocking )" "Max, that was someone at the door!" "You may have killed them!" "Who is it?" " Who is it?" " It's The Chief." " Is it safe?" " Oh, come on in, Chief." "I'm awfully sorry." "I guess I'm a little jumpy." "That's quite all right, Max." "I know exactly how you feel." "Don't forget Listenger's after me too." "About a half an hour ago somebody rang my doorbell and I reacted exactly the same way you did." " What brings you here, Chief?" " I just received this telegram." "Ace Weems is at the Senator Hotel, and he wants us to meet him there as soon as possible." " Let's go." " Where's the Senator Hotel, Chief?" "Right in downtown Washington." "Weems got hold of the hotel registry, and I'll give you two guesses as to who is registered there." " I'll be back in a little while, 99." " All right." "Two guesses, eh?" " The Vice-President?" " Adrian Listenger." "What did you tell me for?" "I still had one more guess coming." " Find anything?" " Nothing!" "Not a thing!" "There must be something around here that'll give us a lead." "Don't overlook a thing, Max, even if it's only a matchbook cover." "A matchbook cover?" "Well, why didn't you say so, Chief?" "Let's go through those." "Maybe I'll find a restaurant he frequents." " Good idea, Ace." " How did you get the nickname Ace?" "Well, I used to play poker with three other guys." "We all wound up giving ourselves names after the cards-- names like "King Garrity," "Jack Palermo."" "You took the name Ace?" "Yeah, it was either that or "Queen."" "Did you find anything?" "Nothing." "They're all different." "Two hours of this and we haven't come up with a thing." "Well, at least it gives us an insight into Listenger's character-- he's a man who's very careful about leaving evidence lying around." "Yes, and he's not very superstitious either." "What makes you say that?" "Look at that mirror." "Listenger left this mirror on the wall and it's broken, and that means seven years bad luck." " That's it!" " That's what?" "Listenger's list!" "The first six names are crossed off." "The first six names are dead men." "I told you it was bad luck." "Wait a minute." "Listenger's name's on that list too." "Yeah, it's before either of yours too." " You know what that means?" " Of course!" " What does that mean, Chief?" " What it means is" "Don't tell me, Chief." "Let me guess." "Listenger is gonna kill himself first, and then he's gonna kill you and me." "( clicks )" " Don't move." " Get in here." "Get your hands up." "All right, you're under arrest, Listenger!" "I'm not Listenger." "My name is Tuttle." "You expect me to believe that?" "Well, it's true." "I'm the manager of this hotel." "I don't believe that either." "Who is he?" " Name is" " Don't tell me." "Let me guess." "His name is Tuttle and he is the manager of the hotel." "That's right." "I could have told you that, Chief." "The night clerk downstairs told me he let you fellas in, but if you're looking for Mr. Listenger, you're about a week too late." " Skipped town, eh?" " No, we buried him this morning." "Well, that must mean he's dead, Chief." "Please accept my apologies, Mr. Tuttle." "We're on a very important case, and sometimes we act a little too hastily." "Oh, that's all right." "The authorities are in and out of here all the time." "If you fellas have any other questions," "I'll be downstairs at the desk." "Chief:" "Thank you, Mr. Tuttle." "What did you do that for?" "Listenger's no longer alive." "That's right, Chief." "You and I are the only ones left on the list." "That's right, Max." "You and I are the only ones on the list." "Then one of you has to be the murderer." "That's ridiculous." "Max is like a son to me." "More than that, The Chief is like a father to me." "Well, the facts don't lie." "You subtract seven from nine, you get two-  and eventually one." " You don't know us very well, but to even consider that Max or I would murder each other, let alone seven other CONTROL agents!" "We've worked on hundreds of cases together with ample opportunity to knock each other off anytime we wanted to." "Why would we wait until now?" "You're at the bottom of the list." "Now, look, I may be just an insurance man, but I think I can look at this situation with far more objectivity." "I refuse to entertain the idea." "Besides, all the facts aren't in." "Well, let's get a bite to eat and we'll look at it further, okay?" " After you, Chief." " Go ahead, Max." " I'll close the door." " It's all right, Chief." "I'll close it." "Are you afraid to have me behind you?" "Of course not." "Max, I'm not leaving this room unless you go first." "And I'm not leaving unless you go first." "But this is ridiculous!" "We're acting like we don't even trust each other." " We'll both go out at the same time." " Okay." " All right." "Go ahead, Max." " You start, I'll follow." "Max, if we're both gonna leave at the same time, one of us has to make a move." "You're right, Chief." "You make it." "I'm not gonna make a move unless you do." "Then I'm not gonna make it if you're not gonna make it." "Yeah, this is room 312." "Send up some coffee and sandwiches, please, and an extra cot." "When did you last see The Chief, Max?" "Oh, last night in Listenger's hotel room." "I left by the door and The Chief went down the fire escape." "Did either of you say anything to each other?" "No, we didn't want to wake Ace Weems." "Max, you realize that this is some kind of diabolical plan." "Someone worked very hard to get things to work out like this, but there's one thing he didn't count on." " What's that?" " Your high regard, your warm feelings and your deep respect." "You're right, 99." " For who?" " The Chief!" "Oh, him." "Larrabee, I'm going down to the lab." "If anybody wants me, you know where I'll be." " Where's that, Chief?" " I just told you, down at the lab." "Don't forget about your lunch date with Max." " What lunch date with Max?" " He called in about an hour ago." "Didn't you see the message?" "I left it on your desk." "Are you sure?" "Oh, here it is." "I left it on my desk." "You know, all desks look alike." " Larrabee." " I can't tell one desk from the other." "It's a good thing our desks are in different rooms, otherwise you'd really be in trouble." "Larrabee, I am in trouble." "What's the message?" "Oh, well, Max wants to buy your lunch." "You're to meet him at the Twin Oaks restaurant out on Highway 9 at 12:30." "I'll be down at the lab about an hour." "You get a message to Max and tell him I'll meet him there at 1:00." "Right, Chief." "Max?" "Larrabee." "The Chief says he'll meet you at 1:00 for lunch at the Twin Oaks restaurant on Highway 9." "Thank you, Larrabee." "Goodbye." "What's that all about, Max?" "Well, it seems that The Chief is a little ashamed of his actions last night." "He wants me to meet him for lunch this afternoon at 1:00." "Isn't that lovely?" "Where are you gonna meet him?" "I don't know." "Some little place out on Highway 9-- a restaurant called "The Twin Oaks."" "Twin Oaks?" "I don't know it." "Yes, well, it's probably some sophisticated little hideaway spot." "( clicking )" "( creaks )" "I hope the food is good." "Chief?" "( clicking continues )" "( creaking )" "Chief?" "( brakes squeal )" " Hello, Max." " Chief?" "Well, I guess this is the showdown." "I guess so, Max." "I've done a lot of thinking, and I've come to the conclusion that there's only one way to end this." "I came to the same decision, Max." "You did?" "Yes, you see, neither you nor I could be the murderer, Max." "The fact that we threw those guns away proved that." "Whoever tricked us into coming here hoped that we'd kill each other, or else have one of us kill the other and have the survivor blamed for the other's death." "Would you say that again, Chief?" "( creaking )" "We're not alone here, Max." "Good afternoon, gentlemen." "Oh hi, Ace!" "Chief, it's Ace Weems." "He eats here too." "That's not his real name, Max." "I know that, Chief." "It's a nickname he got in a poker game." "Weems isn't his real name either." "It's Listenger." " Ace Listenger?" " Adrian Listenger-- how'd you find out?" "I took the liberty of removing this from your office, and I ran it for a fingerprint check." "When the prints came back, they proved to be those of Adrian Listenger." "And no two people in the world have the same set of fingerprints." "Wait a minute, Chief." "There's a guy up there with a gun on us who has the same set of fingerprints as Adrian Listenger!" "Because that is Adrian Listenger." "Oh really?" "He doesn't look anything like him." "I had my nose fixed." "Well, your doctor did a rotten job." "I did it myself." "Well, that accounts for the face, but how about the height?" "Adrian Listenger was at least a foot taller than you." "I changed the way I wore my hair." "I used to have it in a pompadour." "Well, you forgot one thing, my friend" "Adrian Listenger was hard of hearing." " What?" " Never mind, Max." "Listenger, you're under arrest for the murder of six CONTROL agents." "And the wino." "Oh, the one who was supposed to be you at the Senator Hotel." "Gentlemen, I've had enough talking." "Just a minute, Listenger." "There's one thing I'd like to know-- why did you kill all those CONTROL agents on the baseball team?" "Because you guys were mean to me and cruel to me, and you were always throwing baseballs at me." "But you were the catcher." "It doesn't matter what I was." "I've waited a long time for this." "Last two on my list." "( gunfire )" "Well, that's the end of Adrian Listenger." "Yes, Chief, now there's only two names left on his list-- yours and mine." "This is ridiculous, Chief." "Come on, let's get out of here." " After you, Max." " No, you go ahead first, Chief." "No, I'm not in any hurry at all, Max." "But your car is parked in front of mine." " I have to pull mine out" " I don't care, Max." "You go ahead." " If you're in no hurry" " I'm not in a hurry." "( theme music playing )"