Two usherettes stood outside a gilded golden door waiting for the end of the Broadway show inside. One of them, a pretty young woman with curly brown hair, pulled out a pocket watch to watch the seconds tick by.

"Ready, Sandra?" she asked her blonde companion, who placed her white-gloved hand on the handle of the door. "In five, four, three, two…" Sandra, the blonde usherette, opened the door and the audience rushed out singing their joy and happiness at the top of their lungs. The usherettes joined in, and the crowd parted and cheered as the two producers of the hit Broadway show, Max Bialystock and Leo Bloom, exited the doors dressed in their capes and hats and holding their canes.

"Oh, please! You're making me blush!" exclaimed Max Bialystock, shaking hands with many of the audience members. He had thinned out over the past few years since he and his partner, Leo, first produced Springtime for Hitler - which, for the record, was still running on Broadway. He had also grown a pencil-thin moustache that he regularly groomed, and his dark hair was beginning to grey. As Leo passed the crowd, the young women cheered him on and squealed in delight, and Leo rushed to Max's side.

"They're making me nervous, those women!" he exclaimed into Max's ear in a hushed voice.

"Then don't look at them! Just don't bring out that blanket of yours!" Max hissed back, and he grabbed Leo's arm and pulled him towards their black limousine. "Thank you for coming to our show! Don't forget to come again!" He ducked into the limo, Leo following, and their chauffer closed the door behind them. "What a success! Leo, we've done great – as usual!"

"It certainly was a success…" Leo said, pulling his baby blue blanket out of his pocket and pressing it to his cheek.

"Leo, put that thing away! There's no need for it! Our show was a hit!" Max exclaimed, grabbing Leo's wrists and removing his hands from his face. "There's no need for panic anymore!"

"Oh, well… You know how I normally would have celebrated a success before… you know…" said Leo, looking down at his hands that were now in his lap. Max, who still had Leo's wrists in his hands, sighed.

"Bloom, you'll never get over her if you continue thinking about her," he told his business partner.

"But I can't stop! No woman has ever sought after my attention before! Especially not a beautiful Swedish blonde!" Leo exclaimed, his hands – and the blanket – jumping up to his face again.

"Leo! You're only hurting yourself more and more! Is that what you really want?" Max asked him, trying to remove Leo's hands from his face again, but failing.

"No, Max… You're my best friend and I can tell you anything, so I'll tell you this: Ulla was pregnant with my child, and a week after we found out, I caught her sucking on that dancer's face!" Leo exclaimed, having never really told Max what really happened between him and his ex-wife, Ulla. Ulla, only a month before, had been caught kissing one of the dancers for their newest musical, Sleepy in Chicago, while nearly three months pregnant with Leo's child. They had legally divorced two weeks ago, and now, rumor had it, she was engaged once again. Max, stunned into silence, removed his hands from Leo's wrists and let him cuddle with his blue blanket.

"I… I didn't know that that was the cause…" Max told him, thinking that they had divorced over a huge disagreement. He certainly had no idea that Ulla was cheating on him while pregnant with his child! Leo nodded, the sad and depressed look showing clearly in his sky blue eyes. "Well, how about you and I celebrate, then? With a drink and a fine dinner!"

"That sounds wonderful, Max, but I think I'm going to go home and rest…" Leo told him. Max nodded, and neither of them spoke for the rest of the ride. The limo pulled to a stop in front of the building where Max and Leo's office – the place where they first met – resided, and the two men exited the limo. "Well, I'd best be headed home. I'll see you tomorrow, Max."

"Goodnight, Leo," Max said after him, watching his best friend's back go down the road and disappear around a corner. He sighed and placed his hat on his head. "Poor kid… He didn't deserve such a slut like Ulla whatever-the-hell-her-impossible-name-was." Without another word, Max went up to his office.

Leo didn't come the next day, and Max didn't want to bother him either. He knew that Leo was upset about Ulla, and he didn't want to be a nuisance him. However, he wanted to break the Swedish whore's neck for hurting his best friend like that. When he first met Leo, he found him annoying and a nuisance, until Leo proposed the theory that he could make more money with a Broadway flop than a hit. He was suddenly interested in Leo, and he certainly couldn't carry out that theory with Leo having proposed it, so he had to somehow convince Leo to join him in the scheme. Over time, Max had become really fond of the nervous accountant, then furious at his betrayal when he went to Rio with Ulla, and then realized that he had come to love Leo as a best friend and brother moments before they were sentenced to five years at Sing-Sing. He still felt that way, three years later, and would do anything to protect his nervous friend.

Max was at his glory now, being richer and more successful than he ever had been before. He was healthier now, having gone down four pants sizes and appearing more handsome than he was even in his younger years. A few of the little old ladies – Hold Me-Lick Me, Suck Me-Fuck Me and Kiss Me-Whip Me – have died of old age and several others were now living in retirement homes, though Max truly didn't mind. He now had younger women – women younger than him – that were craving his attention and desiring their spot in his bed. However, ever since Max and Leo had produced Prisoners of Love, he hadn't been taking women, old and young, into his bed. He'd been more interested in making money the legal way than manipulating women in New York, though of course, that didn't keep Max from taking them into his office and making out with them on his couch. Max credited Leo for his physical success, as it was Leo who forced him to work out and eat healthier. Max had also been told that his pencil-thin moustache and greying hair made him appear more handsome by the younger women who had been occupying his couch.

Leo came over the following week on a Monday to check up on the books, when he found Max staring at a picture with a reminiscent look in his chocolate brown eyes. He was smiling at the picture, and in his eyes was a look of, Leo assumed, love.

"M-Max?" Leo asked cautiously, knowing that Max hated being caught in a sensitive action.

"Hm?" Max looked up at him, then quickly opened a drawer in his desk and threw the picture inside. "Leo!" He slammed the drawer shut and stood, his hands becoming busy with his pockets. "How are you feeling?"

"B-Better, thanks… That week of… of peace really… h-helped…" Leo said, gulping. He was slightly afraid that Max would get upset at him for catching him at a weak moment, but Max did no such thing. Instead, Max came around the desk and pulled his best friend into a tight hug.

"I'm glad that Swedish whore no longer occupies your mind, kid!" he exclaimed. Leo was stiff, unsure of what to do. Max never hugged him like this! But eventually, Leo gave in and returned his friend's hug. Max pulled out of it and ruffled his mousy brown hair. "So what brings you over here?"

"I… I've been wanting to check the books…" Leo told him, his hand in his pocket and squeezing his blue blanket comfortingly.

"Well, check away!" Max said, gesturing to the desk. Leo nodded and made his way to the desk, sitting down and pulling the chair closer to the desk. After opening the book, Leo looked up and jumped, as Max was hovering above him in a proximity that was too close for comfort.

"Max! You're making me nervous!" Leo exclaimed, pulling his blue blanket out of his pocket and pressing it to his cheek.

"Oh, sorry," Max said, stepping back. Leo calmed his breathing, and looked up at Max again. He, too, had noticed how much more handsome Max looked these days with a thinner body, a thin moustache and greying hair. He liked Max's new appearance – it was much better than when he was as fat as a walrus. Leo shook the thoughts from his mind. He shouldn't be having these kinds of thoughts about his best friend and almost-brother! "Leo?"

"Huh?" Leo asked.

"Did you hear what I said?" Max asked him. Clearly, he had been talking when Leo was thinking about how attractive Max looked these days.

"Oh… Sorry… you know… Ulla…" Leo said, looking down and making up an excuse.

"I figured, kid," Max said, placing a hand on Leo's shoulder. "She's gone now, and she isn't worth your heartache. Just remember that. Now, as I was saying… For our next show, I think we should look into some of the older Broadway actors and actresses. You know, like Bette Williams, Laura Henn, Ingrid Hans…"

"Evelyn Saunders?" Leo suggested.

"DON'T YOU SAY HER NAME!" Max shouted, frightening Leo to an extreme. He let out a cry and jumped up, running to the other side of the room with his blue blanket glued to his face. "I… I'm sorry, Leo! It's just that, well… Evelyn Saunders and I don't have a very good… past…" Max approached him, Leo tensing up as he felt Max's hand on his shoulder.

"J-j-just… t-t-tell me that th-th-then… n-n-next time I… I m-make a s-s-suggestion…" Leo stuttered nervously, his eyes closed tightly.

"I will," said Max, pulling Leo into another tight hug. "I'm sorry. I didn't mean to frighten you. I know you didn't know about Evie Saunders and I."

"W-w-well… Y-you could t-t-tell me…" Leo stuttered, his eyes peering out over Max's shoulder. Max pulled back, his hands on Leo's shoulders.

"I'd rather not… It's not something you'd be interested in knowing," Max told him, and he patted Leo's shoulder and went to the sofa, sitting down with a sigh. He patted the cushion next to him, and Leo cautiously approached and sat down next to him, still shaking with terror and holding the blue blanket right beneath his chin. Max placed an arm around his shoulders and his other hand on Leo's arm. "Let me tell you this: Evelyn Saunders and I knew each other when I was a young man, probably not much younger than you. She had auditioned for one of my first musicals back in 1938, and boy, was she gorgeous. When I first laid eyes on her, I thought she was the most beautiful woman I've ever seen."

"Why, Max… You were in love with her!" Leo exclaimed, having calmed down a lot now that Max, for the first time, was opening up to him. Max sighed and nodded.

"Yes, Leo… I was in love with her. And that was why she got the part. She was beautiful, she could really dance and sing like a professional and I was in love with her. And it turned out that she loved me back, or so I thought," he told Leo.

"D-did she cheat on you, too?" Leo asked him innocently, and Max shook his head.

"No, Leo… It was me that did the cheating," Max told him. "We were engaged by 1944, and I stupidly had gotten myself drunk only a week before our wedding, found a younger woman and, well… Evie caught that woman and I in our bed. She left in a fury, and a week later, I had received a letter, on the day that we were to be married, that our engagement was called off. I was devastated, and for a year or so after that, I didn't do any new productions. I started up again in probably 1948 or 1949, and by that point, I had lost my touch as the king of Broadway. I was producing flop after flop after flop, and my life had literally gone down the toilet. And in 1959, you show up in my office, and suddenly, my touch came back."

"Oh… Max, I… I never thought you to be in love with anyone," Leo told him. Max sighed.

"I was a young man once, too, kid. I was forced to make choices – sometimes the wrong choices – and I made my mistakes. I had my successes, too. In 1952, I had produced an all-right play. It wasn't the best, but it wasn't a flop, either. Though it doesn't seem like it, I was once a young man, too… A stupid one, but I was once a young man, too…" he told him, looking away from Leo, removing his hands from his shoulders and arm and looking at the ground with a distant look. "I'm sorry I yelled at you… That was completely unnecessary and uncalled for."

"Don't worry about that, Max…" Leo told him. "That's not my concern right now."

"Don't be concerned about it, Leo. That happened years ago! For all I know, Evelyn Saunders could be married by now with children in Kentucky!" Max exclaimed, standing. "Now, come on, why don't we go and celebrate our latest success with a drink?" Max held out his hand to Leo, who took it and stood with a smile.

"It sounds like a good idea to me!" he said, and the two men grabbed their hats and coats and left the office.