Overview on the Waterfront

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On the Waterfront (1954) is a classic, award-winning, controversial film directed by Elia Kazan - a part drama and part gangster film. The authentic-looking, powerful film is concerned with the problems of trade unionism, corruption and racketeering. And it is set on New York's oppressive waterfront docks, where dock workers struggled for work, dignity, and to make ends meet under the control of hard-knuckled, mob-run labor unions that would force them to submit to daily 'shape-ups' by cruel hiring bosses.

To add realism, it was filmed over 36 days on-location in Hoboken, New Jersey (in the cargo holds of ships, workers' slum dwellings, the bars, the littered alleys, and on the rooftops). And some of the labor boss' chief bodyguards/goons in the film (Abe Simon as Barney, Tony Galento as Truck, and Tami Mauriello as Tullio) were real-life, professional ex-heavyweight boxers. The low-budget film brought a depressing and critical, but much-needed message about society's ills to the forefront, and was hailed by most critics.

The film's morality tale of corruption ends with its ultimate defeat and the saving of the community by a morally-redeemed martyr (a common man with a conscience). With a naturalistic acting style, Marlon Brando portrayed Terry Malloy, an inarticulate, struggling, brutish hero and small-time, washed-up ex-boxer who took a regrettable fall in the ring. Now an errand boy and 'owned' by the union boss, he is unaware of his own personal power. But eventually because of torment over his actions and his realization of new choices in life, he joins forces with a tough-minded, courageous and crusading priest (Malden) and a loving, angelic blonde woman (Saint), a sister of one of the victims, to seek reform and challenge the mob.

The political and criminal context of the film's background and history are extremely important. The similarity between Terry Malloy's whistle-blowing testimony against his own corrupt group paralleled director Elia Kazan's self-justifying admissions before the House Un-American Activities Commission (HUAC) two years earlier (in 1952) as a 'friendly' witness regarding his one-time membership in the Communist party and the naming of others who were sympathizers. Kazan attempted to vindicate himself politically with this semi-autobiographical film - the justification of naming names ('squealing') to expose the evils of corrupt unions, and the suggestion of sympathy advocated for squealers.

The film's story was based on New York Sun (now defunct) newspaper reporter Malcolm Johnson's expose, found in a series of 24 articles called Crime on the Waterfront. The series chronicled actual dockside events, labor racketeering in New York's dockyards, and corrupt practices, and won the 1949 Pulitzer Prize for Local Reporting. It revealed rampant bribery, extortions, kickbacks to union officials, payoffs, theft, union-sponsored loan sharks, murder, and the mob's tyrannical influence on New York's waterfront. Originally, Kazan had hired playwright Arthur Miller in 1950 to research the world of longshoremen in Brooklyn’s Red Hook area (and use material from Johnson's articles), and craft a script for a film to be titled The Hook. It had a similar plot to the 1954 film - the setting of a Brooklyn waterfront with a militant trade unionist hero struggling with mobsters in the dockworkers union. The film was never produced, due to HUAC pressure on Columbia Pictures' studio chief Harry Cohn, who told Miller to change the villains from corrupt and militant union officials and gangsters to evil communists, so it would have a “pro-American” feel -- but Miller refused and pulled out as screenwriter.

Arthur Miller was replaced by novelist and scriptwriter Budd Schulberg (another 'friendly' witness before HUAC), who worked in collaboration with Kazan. The film's plot was taken from Schulberg's own original story - which reworked all the previous material and also dropped the Communists in the plot. On the Waterfront emphasized the waterfront's strict code of "D and D...Deaf and Dumb" -- keeping quiet instead of 'ratting out' or testifying (as a 'friendly' witness) before a Congressional waterfront crime commission against bullying union boss Johnny Friendly (an interesting and ironic choice of names), portrayed by Lee J. Cobb:

[Schulberg based Karl Malden's character on the tough and profane-mouthed waterfront Catholic priest Father John M. Corridan, and Pat Henning's character on a Father John disciple named Arthur Browne. Terry Malloy was modeled after whistle-blowing longshoreman Anthony De Vincenzo, and Johnny Friendly was based on mobster Albert Anastasia, chief executioner of Murder, Inc.]

The harsh, naturalistic, well-acted and uncompromising film was hugely successful, critically and financially. Its budget of slightly less than $1 million brought in almost $10 million at the box-office. Boris Kaufman's gritty black and white cinematography was singled out as superior, and the film received a phenomenal number of Academy Award nominations - twelve. It won eight Academy Awards including: Best Picture and Director (Kazan), Best Story and Screenplay (Schulberg), Best Actor (Brando), Best Supporting Actress (Saint in her film debut), Best B/W Cinematography (Boris Kaufman), Best B/W Art Direction-Set Decoration (Richard Day), and Best Film Editing (Gene Milford). Three of its other four nominations were supporting acting nods (for a total of four): Best Supporting Actor (Lee J. Cobb, Karl Malden, and Rod Steiger), and Best Scoring (Leonard Bernstein). This was the only film that wasn't a musical for which Leonard Bernstein ever provided the soundtrack.

Following the credits, drumbeats accompany a scene at the New York waterfront, where a large ocean liner is docked. The angry gangster union boss, Johnny Friendly (Lee J. Cobb) who callously rules this section of the waterfront, walks up the gangplank with his mobster entourage from the office (shack) of the Longshoreman's local Union. Slow-witted, illiterate waterfront bum Terry Malloy (Marlon Brando) follows behind, surviving as a lackey by running odd jobs and errands for Johnny and doing strong-arm work.

He is asked to lure to the rooftop of his tenement building a young dockworker Joey Doyle, one of the informant union workers who is planning to cooperate with crime investigators by testifying (before the Waterfront Crime Commission) against gangsters who tyrannically control the docks. Terry shouts to fellow pigeon-lover Joey in his apartment, in the opening lines of the film. He unwittingly becomes a pawn in setting a trap to murder his fellow longshoreman dockworker:

Joey, Joey Doyle!...Hey, I got one of your birds. I recognize him by the band...He flew into my coop. You want him?

Terry keeps pigeons in coops on his tenement apartment's rooftop, and soon convinces potential informant Joey to meet him on the roof. When he looks up to the rooftop, he sees the dark figures of two men standing there. Instead of joining Joey on the roof, he releases his pigeon into the air, and then walks down the street to a seedy bar, Johnny Friendly's BAR. In front of the corner saloon is Charley Malloy "The Gent" (Rod Steiger), Terry's smartly-dressed older brother and manager. Charley, who works as Johnny Friendly's smart and crooked lawyer and as chief lieutenant, is flanked by two of Friendly's goons.

In shock, Terry witnesses Joey's murder, as he is hurled from the rooftop to his death many stories below with a bloodcurdling scream. One of the thugs coldly states: "I think somebody fell off the roof. He thought he was gonna sing for the Crime Commission. He won't." Unknowingly set up, Terry is stunned by the murder, believing that the racketeers (and his brother) would only threaten the man:

I thought they was gonna talk to him...I thought they was gonna talk to him and get him to dummy up...I figured the worst they was gonna do was lean on him a little bit...Wow! He wasn't a bad kid, that Joey.

Two of the thugs make a joke about the 'squealer' who has threatened to 'sing' to the crime commission and break the waterfront's unspoken code to be 'D and D' (Deaf and Dumb):

A canary.

Maybe he could sing but he couldn't fly!

In the street, a shocked crowd gathers around Joey's body. Introduced characters are local parish priest Father Barry (Karl Malden) who delivers the last rites, Joey's father Pop Doyle (John Hamilton), and Joey's fresh-faced sister Edie (Eva Marie Saint). One of the neighbors, Mrs. Collins (Anne Hegira) knows this was no accident: "Same thing happened to my Andy five years ago...(about Joey) He was the only longshoreman that had the guts to talk to them crime investigators ... Everybody knows that." Pop laments that his son didn't follow his advice: "Kept telling him. Don't say nothin'. Keep quiet. You'll live longer." Angered by the senseless murder of the brother she was close to, Edie screams: "I want to know who killed my brother!"

In the rough waterfront bar where some of the patrons watch a prizefight on a TV above the bar, Big Mac (James Westerfield) the waterfront hiring boss, brings beer-drinking Johnny Friendly a thick wad of bills, revealing union racketeering, corruption, strong-arm tactics and payoffs: "Here's the cut on the shape-up. Eight hundred and ninety-one men at three bucks a head, that's, uh, - twenty-six seventy-three...We got a banana boat at 46 tomorrow. If we could pull a walk-out, it might mean a few bucks from the shippers. Them bananas go bad in a hurry." Friendly responds sharply: "Ask two G's." A whole network of runners for Friendly's mob are in the bar including a weasel-like banker nicknamed "J.P." Morgan (Barry Macollum) and another conniving mobster named Skins (Fred Gwynne).

As a man in his 30s who is exploited like a pawn by others, ex-prizefighter and has-been Terry knows that he owes his waterfront career and livelihood to Johnny Friendly, head of the racketeers, and to his brother Charley, although he was forced to take a 'fall' in a boxing fight. But he also realizes that he is dull-witted and inarticulate, and not even capable of accurately counting a wad of bills. Big Mac good-naturedly comments on Terry's lack of education:

The only arithmetic he ever got was hearing the referee count up to ten.

But Terry is hot-tempered, and reacts harshly to the criticism. Charley excuses his brother's a-typical behavior: "It's just the Joey Doyle thing. You know how he is. He exaggerates the thing. Just too much Marquis of Queensbury. It softens 'em up."

Johnny raises his voice and explains how he became head of the local union and continues to maintain a lucrative (but illegal) operation. He also calmly rationalizes to Terry about the death of Joey Doyle - a waterfront dockworker who might have threatened the entire business:

When I was sixteen, I had to beg for work in the hold. I didn't work my way up out of there for nuthin'...You know, takin' over this local took a little doin'. There's some pretty rough fellas in the way. They gave me this (he displays an ugly scar on his neck) to remember them by...I got two thousand dues-payin' members in this local - that's $72,000 a year legitimate and when each one of 'em puts in a couple of bucks a day just to make sure they work steady - well, you figure it out. And that's just for openers. We got the fattest piers in the fattest harbor in the world. Everything moves in and out - we take our cut...You don't suppose I can afford to be boxed out of a deal like this, do ya? A deal I sweated and bled for, on account of one lousy little cheese-eater, that Doyle bum, who thinks he can go squealin' to the Crime Commission? Do ya? (pause) Well, DO YA?

Terry is given "a present from your Uncle Johnny," a fifty-dollar bill, and then promised a prime work area at the docks at the next morning's shape-up: "Put Terry up in the loft. Number one. Every day. It's nice, easy work, you see. You check in and you goof off on the coffee bags. OK?" Charley reinforces Johnny's kind gesture to his brother with a warning: "Hey, you got a real friend here. Now don't forget it."

Up on his rooftop at daybreak the next day, Terry tells a fourteen-year old neighborhood boy named Tommy (Thomas Handley) that he thinks his pigeons have the life:

Boy, they sure got it made, huh? Eatin'. Sleepin'. Flyin' around like crazy. Raisin' gobs of squabs.

The faint sound of ship's whistle brings Terry back to reality and he hurries to the docks, where hundreds of men mill around on the pier. [The film effectively uses authentic sounds from its environment: foghorns, ship's whistles, etc. to heighten the realism.] Some of the longshoremen are muttering about the unfortunate Doyle death, because he "couldn't learn to keep his mouth shut." Two of Friendly's goons threaten Timothy J. "Kayo" Dugan (Pat Henning): "Why don't you keep that big mouth of yours shut?...What are you, a wise guy?" Dugan replies: "If I was wise, I wouldn't be no longshoreman for thirty years. I'm poorer now than when I started." Pop Doyle passes the mantle of Joey's jacket to Kayo.

While waiting for the morning's work, Terry is approached by Glover (Leif Erickson) and Gillette (Marty Balsam), representatives from the Waterfront Crime Commission. The commission is "getting ready to hold public hearings on waterfront crime and underworld infiltration of longshore unions." When questioned by them about what he knows, being the last one to see Joey alive, Terry pleads ignorance:

I don't know nothin', I ain't seen nothin', I'm not sayin' nothin'.

At the 8 am whistle announcing the shape-up at the pier entrance (for 5 gangs and 100 banana carriers), Big Mac calls forward men to work for the day. Terry Malloy is favored and one of the first to be called. From the side, Edie and Father Barry watch, as he tells her: "This is my parish. I don't know how much I can do, but I'll never find out unless I come down here and take a good look for myself." When Big Mac is surrounded by the men, he throws the work tabs over their heads, causing a mad, animalistic, free-for-all scramble.

Terry meets the sister of the murdered union worker when he grabs a tab that Edie's father had seen first. When she wrestles with him for the tab, he first teases her, withholding the tab from her. But when he learns she's "Joey Doyle's sister," he gives her the working tab. She gives it to her humiliated father so he can work. Father Barry asks the rejected men who have been denied work: "What do you do now?...Is this all you do, just take it like this?...Huh? What about your union?" He is told that the lawless local union is mob-controlled by Johnny Friendly: "The waterfront's tougher, Father, like it ain't part of America." Father Barry offers the men "the bottom of the church" as a safe haven so that they can discuss their grievances - it can be one place where it's safe to talk.

At work, Charley finds Terry lying comfortably on a pile of coffee bags while reading a photo magazine filled with bikini-clad women. He sends Terry on an "extra detail" to sit in on tough, insistent Father Barry's meetings (with the "Doyle girl") that he is organizing in his parish to expose union racketeering. Terry is to keep "a run-down" on the "names and numbers of all the players." Terry argues that he doesn't want to stool, but Charley straightens him out:

Let me tell you what stooling is. Stooling is when you rat on your friends, the guys you're with. Johnny wants a favor. Don't think about it. Do it.

In the church meeting with only a handful of longshoremen in attendance, Father Barry speaks out against the controlling power of the mob and stands up for moral principles against the corrupt bosses. He preaches about the reality of the situation:

Isn't it simple as one, two, three? One. The working conditions are bad. Two. They're bad because the mob does the hiring. And three. The only way we can break the mob is to stop letting them get away with murder.

He attempts to determine who killed Joey Doyle, asking: "Who killed Joey Doyle?" The reaction to the Father's question is total silence - the men either look down, blankly stare away, or look embarrassed. Then the priest asks a second, more pointed question: "How can we call ourselves Christians and protect these murderers with our silence?" Terry sits at the back of the parish during the meeting, viewed suspiciously: "The brother of Charley the Gent. They'll help us get to the bottom of the river." Father Barry cuts through the talk and returns to the crucial question:

Now listen. You know who the pistols are. Are you going to keep still until they cut you down one by one? Are ya?

The priest is told by Kayo Dugan that there is a code of silence, called "D 'n D" on the docks: "Deaf and dumb. No matter how much we hate the torpedoes, we don't rat." Father Barry persuasively argues that they must break the code of silence and testify, but he feels defeated when the men don't respond to his words:

There's one thing we've got in this country and that's ways of fightin' back. Gettin' the facts to the public. Testifyin' for what you know is right against what you know is wrong. Now what's ratting to them is telling the truth for you. Now can't you see that? Can't you see that?

The meeting is suddenly broken up when rocks shatter the church windows. As Father Barry pairs off the men, Terry suddenly grabs Edie and leads her to safety down a fire escape. Thugs who wield long clubs and baseball bats mercilessly ambush and beat the men.

Walking Edie home through a park, Edie asks Terry about where his affiliation lies:

Edie: Which side are you with?
Terry: Me? I'm with me, Terry.

After he identifies his self-interest, Terry is confronted for a handout by an old rummy, one-armed derelict longshoreman named Mott Murphy (John Heldabrand). The man recognizes Edie and Terry, and accuses him of being there the night Joey was killed. Although bought off by the toss of some coins by Terry, Murphy spitefully calls him a "bum." Terry tells Edie to pay no attention to the "juice-head" who hangs around the neighborhood.

 In an exchange of small talk as they continue walking through the park, Terry learns that Edie attends a "regular college" in Tarrytown that is "run by the Sisters of St. Anne." She is a teacher trainee, and aspires "to be a teacher." As they walk, Edie accidentally drops one of her white mittens. Terry picks it up and cleans it off, but instead of immediately returning it, he holds it, and then puts it on his left hand - as a substitute for getting close to her.

Edie reminds him that "it isn't just brains. It's how you use them." Terry has always been awe-struck by Edie, having first seen her years earlier as a teenager when they went to Catholic school together. He remembers what she was like, with simple observations:

Terry: You know, I've seen you a lot of times before. Remember parochial school out on Pulaski Street? Seven, eight years ago? Your hair, you had your hair, uh...
Edie: In braids.
Terry: Looked like a hunk of rope. And you had wires on your teeth and glasses, everything. I mean, you was really a mess.
Edie: I can get home all right now, thanks. (She removes the glove from his hand.)
Terry: Now listen. Don't get sore. I was just kiddin' ya a little bit. I just needed to tell ya a joke. You grew up very nice.
Edie: Thanks.
Terry: You don't, you don't remember me, do ya?
Edie: I remembered you the first moment I saw you.
Terry: By the nose, huh? (She smiles at him) Well, some people just got faces that stick in your mind.
Edie: I remember you were in trouble all the time.
Terry: Now you got me. Boy, the way those Sisters used to whack me, I don't know what. They thought they was gonna beat an education into me, but I foxed 'em.
Edie: Maybe they just didn't know how to handle you.
Terry: How would you have done it?
Edie: With a little more patience and kindness. That's what makes people mean and difficult. People don't care enough about them.
Terry: Ah, what are you kiddin' me?

He is interested in seeing her again, although he feels unfamiliar, awkward emotions for her during their departure.

When she gets home, her father has already packed her suitcase and made preparations for her return trip to St. Anne's. After witnessing her goodbye from Terry out the window, he tells her that he disapproves of her association with Terry: "A daughter of mine walkin' arm-in-arm with Terry Malloy. Do you know who Terry Malloy is?" He informs her of the thugs Terry is associated with: "He's the kid brother of Charlie the Gent who is Johnny Friendly's right hand and a butcher in a camel hair coat."

Edie tells her father that she sees him differently than the tough exterior appearance he always projects - he has a sensitivity that others cannot see: "He tries to act tough, but there's a look in his eye." Her father knows she has always been soft-hearted and soft-headed: "You think he's one of them cases you're always draggin' into the house and feelin' sorry for. Like that litter of kittens you brought in." And he has worked all his life to shelter her and make life better for her: "And every time I heist a box or a coffee bag I says to myself, that's for Edie, so she can be a teacher or somethin' decent. I promised your Mom, Edie. Don't let her down." Not wanting to be ungrateful, Edie is still stubbornly determined to remain:

...But Pop, I've seen things that I know are so wrong. Now how can I go back to school and keep my mind on things that are just in books, that aren't people living? I'm gonna stay, Pop. And I'm gonna keep on tryin' to find out who is guilty for Joey.

That evening on the tenement rooftop, where Edie looks at Joey's coop, Terry catches sight of her. He proudly talks to her about his fondness for his racing pigeons - the "champion flock of the neighborhood." "I started them Golden Warriors. You might say that I was the original Golden Warrior." Tommy idolizes Terry: "This bum here is my shadow. He thinks I'm a tough man because I boxed pro a lot."

She thanks him for helping to feed Joey's pigeons: "I wouldn't have thought you'd be so interested in pigeons." And then he explains how dangerous a pigeon's life can be:

You know this city's full of hawks? That's a fact. They hang around on the top of the big hotels. And they spot a pigeon in the park. Right down on him.

He proudly takes out one of the larger pigeons from the coop, a lead bird named Swifty that won't let other birds take his top perch.

Edie: Even pigeons aren't peaceful.

Terry: There's one thing about them though, they're very faithful. They get married just like people.
Tommy: Better.
Terry: And they stay that way till one of 'em dies.
Edie: That's nice.

Taking her for a drink of Glockenheimer beer in a "saloon" (with a special entrance for ladies), Terry tells Edie that he used to be a prizefighter, but before that, he was an orphaned kid after his father was killed:

I had to scrap all my life. I might as well get paid for it. When I was a kid, my old man got bumped off and - and never mind how. Then they stuck Charley and me in a dump they called a Children's Home. Oh, boy! That was some home. Well, anyhow, I ran away from there and I fought in the club smokers and peddled papers and Johnny Friendly bought a piece of me...Yes, then, uh, I was goin' pretty good there for awhile. And after that, uh. Well, I don't know, what do you really care? Am I right?

Kind-hearted toward him, Edie expresses a philosophy of life totally foreign to him. He believes in a 'dog-eat-dog' world point of view ("Do it to him before he does it to you"):

Edie: Shouldn't everybody care about everybody else?
Terry: Boy, what a fruitcake you are!
Edie: I mean, isn't everybody a part of everybody else?
Terry: And you really believe that drool?
Edie: Yes, I do.
Terry: ...You wanna hear my philosophy of life? Do it to him before he does it to you.
Edie (complaining): I never met anyone like you. There's not a spark of sentiment or romance or human kindness in your whole body.
Terry: What good does it do ya besides get ya in trouble?
Edie: And when things and people get in your way, you just knock them aside, get rid of them, is that your idea?

Terry still doesn't believe he is responsible for Joey's death - "fixin' him wasn't my idea" although he is allegedly blamed for it:

Edie: You don't believe anybody, do you?
Terry: Listen, down here, it's every man for himself. It's keepin' alive. It's standin' in with the right people, so you got a little bit of change jinglin' in your pocket.
Edie: And if you don't?
Terry: And if you don't - right down.
Edie: That's living like an animal.
Terry: All right, I'd rather live like an animal than end up like -
Edie: Like Joey? Are you afraid to mention his name?

Her brother's name keeps popping up in their conversation. Suddenly, in the film's most touching scene, Edie pleads with him to help find her brother's killer, but he refuses, knowing that his loyalties are with his brother Charley, his steady work, and loyalty to Friendly's mob and its code. But Terry is still deeply touched by her pure request, and disturbed that he can't help her:

Edie: Help me if you can, for God's sakes!
Terry: Edie, I'd like to help, I'd like to help, but there's nothin' I can do.
Edie: All right. I shouldn't have asked you.
Terry: Here, come on, have a little beer. Come on, come on. (He puts the glass to her lips, but she doesn't drink)
Edie: I don't want it. You just stay here and finish your drink.
Terry: Oh, no, no, listen, don't go. I got my whole life to drink. (pause) You sore at me?
Edie (innocently): What for?
Terry: Well, I don't know, for not, for not bein' no help to ya.
Edie (intensely): You would if you could. (She strokes his face gently)

She has deep faith in him and in basic human nature, and this causes him inner pain to hear her. Obviously, he is influenced by her and cares for her, and he begins to feel more guilty, frustrated and responsible for the murder. Gradually, he starts to be persuaded to turn against the union.

On their way out of the bar, they encounter a boisterous wedding reception in progress - in a room decorated with paper streamers. Dreamily, they begin to dance together to the music of the party, and soon are spinning around. Terry grins and jokes with her: "Ah, you dance divinely...The Sisters oughta see you now." Terry draws her to him, and they dance closely together, just as Edie breathlessly shares her dizzying feelings with him while her eyes are closed: "I feel like I'm just floating. Just floating. Just floating." Terry's lips draw near to hers, but they are interrupted before they are able to kiss each other.

One of Johnny's men, Barney (Abe Simon) approaches, ordering Terry to report to his boss immediately: "He just got a call from 'Mr. Upstairs.' (Whispering) Something's gone wrong. He's pretty hot." Before they can leave the bar, Terry is served with a subpoena to testify at the State House at 10 o'clock on Friday morning regarding Joey's murder. Edie asks the angered, pained, and tortured Terry about what he is going to tell the committee, and whether Johnny Friendly and his brother Charley had anything to do with the murder:

Edie: What are you going to do?
Terry: I ain't gonna eat cheese for no cops, and that's for sure.
Edie (intuitively): It was Johnny Friendly who had Joey killed, wasn't it? (Terry doesn't respond) Or he had him killed, or he had something to do with it, didn't he? He and your big brother Charley? (Still no response from Terry) You can't tell me, can you? Because you're part of it. Cause you're just as bad as the worst of them. Tell me the truth, Terry!
Terry: You'd better go back to that school out in daisyland. You're drivin' yourself nuts. You're drivin' me nuts. Quit worryin' about the truth all the time. Worry about yourself.
Edie: I should've known you wouldn't tell me. Pop said Johnny Friendly used to own you. Well, I think he still owns you.

She tells him she believes he is 'owned' by the bosses and insults him - she calls him "a bum":

Edie: No wonder everybody calls you a bum.
Terry (obviously hurt): Don't say that to me. Edie. Don't say that to me now.
Edie: No wonder. No wonder.
Terry: I'm only tryin' to help ya out. I'm tryin' to keep ya from gettin' hurt. What more do ya want me to do?
Edie: Much more!
Terry: Wait a minute.
Edie: Much, much, much more!

Edie runs off, as Terry looks after her - deeply pained.

As he leaves the bar, Charley and Friendly drive up in a car in front of him. They are worried about another informant longshoreman, Kayo Dugan (Pat Henning), who left the parish meeting that Terry had attended. Terry vainly explains that nothing happened: "It was a big nothin'. The priest did all the talking." However, according to Friendly, a half hour after the meeting was broken up, Kayo Dugan went into a secret session with the Crime Commission and "he done all the talking." "Dugan knew thirty-nine pages of our operation," an exasperated Friendly exclaims. Incensed, Friendly produces a bound, 39-page deposition of testimony Dugan gave to the Crime Commission:

Why that crummy pigeon! He ought to have his neck wrung! (To Charley) That's what I get for gettin' mixed up with this punched-out brother of yours. He was all right hangin' around for laughs. But this is business. I don't like anyone goofin' off in our business.

Suddenly, Charley lashes out at Terry for "goin' around" with Joey Doyle's sister: "(To Johnny) Listen Johnny. The Doyle broad. She's got him so he doesn't even know where his feet is anymore. IT'S AN UNHEALTHY RELATIONSHIP." Friendly pressures Terry to keep away from Edie for good:

Get rid of her, unless you're both tired of living. You got her address?

Friendly orders Charley to arrange to "muzzle" Dugan, and then Terry is told that he has lost his "cushy job in the loft. It's down in the hold with the sweat gang till you learn your lesson. See?" Friendly squeezes and roughly twists (and then slaps) Terry's cheek and face. Charley yells: "WISE UP!" After they drive off, Terry is left standing there in the dark.

The next day at the docks, the protesting dock-worker Dugan is part of a crew unloading cases of Irish whiskey from a ship. When a heavy pallet is being raised from the open hatch, Big Mac signals to the operator of the winch above the hatch to drop the load. The cargo net plunges down, spilling the entire heavy load of whiskey boxes into the hold of the ship - the load 'accidentally' crushes and kills Dugan (wearing Joey Doyle's jacket) who is positioned directly under. Deep in the hold of the ship, Father Barry stands over the body of Dugan and gives him his last rites at the death scene.

In a symbolic and memorable scene, Father Barry in a "Sermon on the Docks" retaliates by preaching against apathy and keeping silent. As the men gather around the opening of the hatch, Barry explains that Joey Doyle and Kayo Dugan were killed because they were threatening to expose the racketeering of Johnny Friendly:

Some people think the Crucifixion only took place on Calvary. They better wise up. Takin' Joey Doyle's life to stop him from testifying is a crucifixion. And dropping a sling on Kayo Dugan because he was ready to spill his guts tomorrow - that's a crucifixion. And every time the mob puts the crusher on a good man - tries to stop him from doing his duty as a citizen - it's a crucifixion. And anybody who sits around and lets it happen - keeps silent about something he knows has happened - shares the guilt of it just as much as the Roman soldier who pierced the flesh of Our Lord to see if He was dead.

Although some of the workers react with hostility and yell at him to go back to his church, Father Barry preaches that his church is anywhere that the longshoremen work:

Boys, this is my church! And if you don't think Christ is down here on the waterfront, you've got another guess coming!

One of Friendly's mugs, Truck (Tony Galento), harrasses Father Barry by throwing a rotten banana at him and splattering it all over his shoulder. Terry supports the priest, telling Truck to "let him finish." Ignoring the mob's anger, the Father continues. He believes the longshoremen sell their souls every day to the mob, and he tries to convince them to testify against their employer:

Every morning when the hiring boss blows his whistle, Jesus stands alongside you in the shape-up. He sees why some of you get picked and some of you get passed over. He sees the family men worrying about getting the rent and getting food in the house for the wife and the kids. He sees you selling your souls to the mob for a day's pay.

Another of Friendly's thugs, Barney, hurls an empty beer can at the priest, striking him in the forehead and drawing blood. Pop shouts out a threat: "The next bum that throws somethin' deals with me. I don't care if he's twice my size."

Father Barry then denounces the union bosses who benefit off the labors and kickbacks of the workers. He tells the workers that they should stop doing the bidding of the union bosses while ignoring each other:

And what does Christ think of the easy-money boys who do none of the work and take all of the gravy? And how does he feel about the fellows who wear hundred-and-fifty dollar suits and diamond rings, on your union dues and your kickback money? And how does He, who spoke up without fear against every evil, feel about your silence?

Terry flattens Truck with a punch to the face when he is about to throw another banana at the priest. Johnny Friendly notes that Terry's allegiance and loyalty is gradually being drawn away from the racketeers, due to the persuasiveness of Father Barry.

You want to know what's wrong with our waterfront? It's the love of a lousy buck. It's making the love of the lousy buck - the cushy job - more important than the love of man! It's forgettin' that every fellow down here is your brother in Christ! But remember, Christ is always with you - Christ is in the shape up. He's in the hatch. He's in the union hall. He's kneeling right here beside Dugan. And He's saying with all of you, if you do it to the least of mine, you do it to me! And what they did to Joey, and what they did to Dugan, they're doing to you. And you. You. ALL OF YOU. And only you, only you with God's help, have the power to knock 'em off for good. (Turning toward Dugan's body) Okay, Kayo? Amen. (He makes the sign of the cross.)

Father Barry rides the pallet up and out of the hatch with Dugan's body on it when it is hauled up by a crane (heavenward), as the men begin to go back to work.

That night on the rooftop, Edie finds Terry outdoors lying on a mattress, one that he would often use as a bed on hot summer nights. Terry appears troubled and pensive, now that his conscience is being affected. She offers him Joey's jacket (it was returned to her after Dugan's death). Terry believes his pigeons, which are making cooing sounds, are "nervous. There was a hawk around here before." She huddles close to him, and then he tentatively reaches out - his emotions overtaking him. They finally kiss at last, and their bodies press together.

As time progresses, and he develops a growing affection and relationship with Edie and Father Barry, Terry believes he can redeem himself by coming clean through his testimony. When Father Barry leaves the confessional booth in the church the next day, Terry rushes after him, but the priest doesn't want to take his confession. Outside the church, Terry follows again, grabs the priest by the arm, and then confesses that he was involved in setting up Joey Doyle for the murder.

The priest finally stops and listens to Terry, who is relieved to have someone to listen to him. As they take a walk through the park, he tells the tough priest that it only "started out as a favor...I just thought they was gonna lean on him a little bit. I never figured they was gonna knock 'em off. And I tried to tell Edie the other night. I really tried. I wanted to tell her. She's the first nice thing that ever happened to me."

Terry is confident of what would happen to him if he told what he knew about the murder. And he is reluctant to "put the finger" on his own brother and Johnny Friendly, a life-long friend:

Terry: You know, if I spill, my life ain't worth a nickel.
Father Barry: And how much is your soul worth if you don't?...Listen, if I were you, I would walk right...Never mind. I'm not asking you to do anything. It's your own conscience that's got to do the asking.

When Edie appears along the pier wall, Terry also confesses his knowledge to her and admits his involvement in the murder of her brother. A prolonged blast from a ship's whistle drowns out and accentuates his words. She is horrified by what he says. She turns and runs away from him and never turns back.

Up on his rooftop, where he finds Glover, the Crime Commission investigator, they talk about Terry's prizefight at the Garden against Wilson about three or four years earlier. Terry reluctantly admits that he was "doing a favor for a couple of pals of mine" by thowing the fight: "It was all over except for the lousy bet...When those guys want to win a bet, there's nothin' they won't stop at."

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