Christmas Eve in Bedford Falls was generally a quiet affair, with most families celebrating at home with their loved ones and the downtown shut up by six o'clock so that everyone could be home for dinner. The streets were covered with snow, the cars moved slowly if at all, and Ernie Bishop always reserved his last fare for his best friend, Bert.

On any normal Christmas Eve, George Bailey would lock up the doors of the Savings & Loan promptly at six, just as Albert Finwald, manager of the Bank, closed his. The department stores would close at six-thirty, as did the Five-and-Dime. Only Martini's stayed open til 8, so that people could purchase their last-minute bottles of holiday cheer.

And Henry F. Potter would watch it all from the window of his office next to the bank, enjoying the way that everything started to slow down in the late afternoon, the hustle and bustle of shoppers faded away, the noise of the cars and the buses stopped, leaving only the sound of the falling snow. It was only then that he would allow himself the luxury of relaxing for a few minutes, knowing that it would be days before everything resumed the previous level of activity. It was a good time to sit and think about the year to come.

But not this year. No, this year was going to be a bit different than before.

For one thing, there had been that incident in the bank lobby that morning with batty old Bill Bailey, when he had grabbed Potter's newspaper out of his hand, made a few insulting remarks, and then handed it back, leaving the envelope with the Savings & Loan's deposit money rolled up inside. Potter wasn't surprised; it wasn't the first time "Uncle Billy" had done something careless with the deposit money. Sometimes, he would drop it on the floor, scattering bills thither and yon; other times, he would forget the amount and have to count it again - out loud - in front of everyone. Then there was the time he had brought his lunch to the bank instead of the deposit. The look on the teller's face when he had opened the bag and pulled out an apple, had been quite memorable!

Well, Potter was no fool, nor was he a thief. He simply had his man take the money over to the bank manager's office, telling him what Bailey had done. The deposit was made for the Savings & Loan as usual, and he didn't give it another thought - until later that same day, when George Bailey himself had come into his office to ask for a loan, saying he'd 'misplaced' the deposit money. Henry Potter was completely and utterly shocked. He couldn't understand what George was trying to do. He kept waiting for George to spring the joke, shout 'April Fool!', or at least explain why he was purposefully wasting his time. But he didn't. He wasn't joking. He didn't know – and he hadn't even bothered to check his account with the bank. He just assumed that the money had been lost. And this made Potter angry. It was ridiculous, this charade, because if any mistake had been made, it had been made by his uncle. But here he was, pretending that it was all due to his own carelessness! If there was one thing he couldn't abide, it was dishonest piety, and this was the worst kind. Taking the blame for the stupidity of others. It simply wouldn't do!

So in his anger, he decided to play along.

"So, what did you do, George? Get in over your head with a bit of gambling? Or a woman? You know, it's all over town about you and Violet Bick, how you've been giving her money."

"No, it's not like that, sir. No, I just ... misplaced it."

"I see, I see. Well, George, I'll tell you what I'm going to do. I'm going to do my public duty and make a little phone call here. I'm going to call Judge Warner and have him issue a Warrant for your arrest, for misuse of public funds, for malfeasance. How does that strike you, George?"

He had hoped that the threat would knock a little sense into George's head, and he would stop acting like an idiot and finally admit that his uncle had messed up again, but it didn't quite have the effect he had desired. George stammered, mumbled something about 'insurance', and then jumped up out of his chair and left the room before Potter could even react.

He put the telephone receiver back on its cradle and leaned back in his chair. What on earth is going on in that boy's head? he thought. Something just wasn't right. He decided to put in a call to the Sheriff, anyway.

"Sheriff? This is Henry Potter. Yes, thanks, same to you. Say, Sheriff, I've just now had George Bailey in my office, blathering about needing eight thousand dollars because he 'misplaced' the week's deposits. No, no, I don't think he did anything wrong. His uncle Billy came in to the bank this morning and 'misplaced' the envelope again, so we had to make the deposit for him. Yes, yes, that's all been taken care of. No, I'm not sure what's going on with George, but can you do me a favor and check up on him? He was acting very peculiar. Yes, thanks, I would appreciate it. Good-bye, and Merry Christmas to you!"

He hung up the phone. He had done all that he could. Now, he would leave it in other's hands, and get back to business.

But it bothered him. And what bothered him most of all, was that he really liked George. George was just like his father, Peter Bailey. Or, at least, he was just like the Peter Bailey that had been Henry's best friend all those years ago, before he and his lunk-headed brother, Bill, had started the Savings and Loan.

Hard to believe that he and Peter had once been the best of friends. Imagine! Henry F. Potter, the meanest man in town, best friends with the Patron Saint of Bedford Falls.

But it was true.

And he could still remember the day the friendship ended.

* *

Peter had come to him to speak about a loan he was trying to handle – a loan of nearly five thousand dollars to a young immigrant family. Henry was aghast.

"Peter, you can't hand these people that much money and expect them to know how to handle it! They haven't the aptitude for it, like you and I. They'll simply spend themselves back into debt, and then where will they be?"

"Henry, you've got to give these people a chance. They've never had it easy, like you and I have. They've struggled day to day, just to find enough food for the table -"

"Or a bottle."

"That's unkind."

"Unkind it may be, but true. You know how many of these men walk directly from the paymaster's office to the saloon, and the first cut of their income goes right to the barkeeper. You know that's how it is!"

"They only do that because they're feeling trapped, unable to move up in the world. Henry, we can give them the help they need to feel like real citizens, contributors to the welfare of the community. Homeowners! Think of it!"

"I am thinking of it, and I'm thinking nothing good will come of it."

Henry remembered the exasperated look on Peter's face when he said that, and the feeling of shame that came over him as he spoke the words. He hadn't really meant them; he was just trying to impress upon Peter the seriousness of the issue. These people were not capable of repaying the loans they were asking for; truth be told, they didn't really have the means to provide adequate food and clothing for their families as it was - especially those people who believe in having ridiculously large families! - let alone paying a mortgage on top of it all. They could barely afford the rents they were paying Potter.

"Well, they can't keep staying in those shacks you call 'rentals', Henry. They'll die of exposure, and then where will you be? No one living in your little 'Pottersville', and it'll become the laughingstock of the state."

Anger burned in him when Peter said that. Anger that Peter would make fun of his dream, his hope of turning his collection of rental houses into a thriving community of thrifty citizens, a community that would be an example to the rest of the county.

"Those were perfectly good rental houses when they were built, Peter, and you know it! Is it my fault those people won't take care of them? I try my best to fix them up for every new tenant, and what thanks do I get? None! Just more complaining about how high the rents are, how I ought to give people a break because they have no money."

Peter shook his head mournfully. "I know, I know, Henry. They aren't the best at maintaining the properties. But, after all, these are hard-working men who spend hours on the job, breaking their backs, six or seven days a week; and then they come home and need to get a little rest!"

"I imagine they do, what with all those kids running amok, tearing up the yards, breaking the windows, pulling down the fences."

Henry saw the look in Peter's eyes and knew that he was feeling sorry for him, sorry that he would never know the joy of having children, sorry that he would never understand people who did nothing but create more of them, no matter the cost. Henry would've given anything to trade places with them. He unconsciously glanced down at his desk at the portrait of his beautiful wife, the wonderful woman who had died far too young, and thought of the child who had died with her. His eyes started to mist, but he steeled himself to be strong. He wouldn't cry this time. He must remain strong.

"I'm sorry," Peter said. "I know you mean well, Henry, and it is wrong of the renters to treat your property so poorly, but I still believe that, if we give them a chance, they will change, they will come to understand what it is to be mature, responsible property owners."

Henry pulled out his handkerchief and blew his nose, wiping his eyes. He didn't want Peter to see how close he'd been to crying.

"And I know you mean well, too, Peter, but I just can't condone offering these cut-rate loans to people who simply can't afford them! I don't like the idea of setting them up for failure! With inflation running the way it has these past few years, what chance do these people have of keeping up with their payments? The only way it will work, is if they cut back on other expenses, including food and utilities, or if they start handing out raises down at the factory! And I just don't see that happening."

Now it was Peter who burned with anger. “How are they supposed to cut down on expenses when they can barely afford to feed their families already? Most of their struggle is to come up with the rents they pay you and the other landlords. It's those rents that are out of line, Henry. You keep raising them, and right in the middle of a depression!”

“Of course I keep raising them! Haven't you ever heard of supply and demand?”

“That's no excuse when you have more than enough money for yourself -”

“This isn't about my making money, this is about those people who can't handle their own affairs -”

“Is it really? Or are you afraid that if we start lending them money to get decent housing, they'll leave your little 'Pottersville' behind, and then all your rental income will disappear.”

“Don't you dare suggest - !! You have no right to say something like that!”

Peter's face was turning red. “I do dare, because I talk to those people. Those people are my friends, Henry, and if you weren't so afraid of the world to come out and get to know them, too, you wouldn't be sitting in your little office like some cheap demigogue, handing out decrees about who will and won't be allowed to share in the bounty. You'd understand what these people have to go through. You'd understand why they look at you like some kind of monster.”

Henry's fingers curled into cold, iron fists.

“They're entitled to their opinions, even if they're wrong.”

Peter turned back to face him again. “Don't you care what other people think, Henry? Don't you want the community to know that you're on their side?”

“Side? What are you talking about, 'side'? There is no side to this argument, Peter, there is only simple, mathematical logic. Those people can't afford the payments on a house, not even on a loan with this ridiculously low interest rate. They'll default. They'll go bankrupt. It's just not in their nature to be thrifty.”

Peter's ire was up again, and his voice as well. "So what it comes down to, is that you have no faith in 'these people'. You think because they are forced to rent from you now, they can never aspire to something greater, to owning their own homes.”

“You can't change a leopard's spots, Peter.”

“No, I guess not. And you're the biggest leopard around.”

Peter stormed out. And that was the last Henry saw of him for quite a while.

* *

Perhaps it was the emotion of the moment that spurred the decision, but Peter finally took his uncle's advice and, together, they started up the Savings & Loan. Using a combination of savings and insurance, they were able to get things off the ground floor and do quite well for a number or years. Of course, it was tough going at first, but they were both doggedly stubborn – and Peter was especially determined not to fail in front of Henry – so the business grew quite handily.

In time, Peter and Henry settled into a familiar routine of cordiality in public, but privately avoiding one another whenever possible; Henry kept to his rich banking acquaintances, only dealing with the rental 'riff-raff' when necessary, and seeing Peter only at the various business meetings where they were both in attendance. Peter dealt mainly with the patrons of the Savings & Loan and let Uncle Billy handle the banking transactions.

Things did get better after awhile. After the recession had passed and industry picked up again, the boom of the Twenties had brought in lots of work and lots of workers, profits for all - or so it seemed. Actually, it turned out that most of the profit-making was based on money that didn't really exist, stock-market gains built on margin and fantasy. Henry didn't invest in all that tomfoolery, relying on his good business sense and local contacts. Peter, however, found himself being called on more and more to advise people on how to invest in the burgeoning stock market rather than on how to manage their own finances. People were living on margin in more ways than one; easy credit at the store where the proprieter was living off the credit he got at the bank. It made Peter very nervous; it made Henry very contemptious.

And it brought them together again in a very memorable encounter.

* *

"For the last time, Peter, the answer is no! I will not lend you any more until you've paid off at least half the amount you already owe!"

Henry was exasperated, and even more than usual because he thought Peter had more sense than to allow his customers to fall for those get-rich-quick schemes. Perhaps it was time for Peter to learn a lesson, even if it was a hard one.

"But Henry, I'm only asking for thirty more days! You'll see, things will pick up; and then they'll be able to pay me off, and then I'll be able to pay you off as well."

Peter's face was tired and haggard. Henry didn't doubt that those idiots to whom he lent all that money were causing him no end of anxiety whenever he called them up to settle. They always seemed to have some hard-luck story about how things had been bad, or so-and-so was sick, or they were expecting money from some relative. But it always came down to the same thing: they were living a fantasy, hoping that the stock market would bring them undeserved riches, granting them a life of luxury and laziness. It galled him to even think of it.

"Have you put any real pressure on your shareholders?"

"Times are hard, Henry. Some of these people are out of work."

"Some of these people don't know the meaning of the word 'work'."

"These people don't have any money."

"So, foreclose on them!"

"I can't do that! These people have children!"

Peter realized his mis-statement the moment it left his mouth. Potter's face had turned to stone. It was still a very sensitive subject with him.

"They aren't my children," Potter said coldly. "If they were my children, I wouldn't be gambling the grocery money away; they would be properly cared for. I never would've been stupid enough to put myself into such a position. It's high-time these people learned that life is a serious business, not to be wasted on games of chance like the stock market. And since you've taken it upon yourself to lend money to these people, it appears to me that you are the person who is going to have to teach them."

"But these are our friends, our neighbors, the people with whom we do business every day! How can you sit there and tell me that I should kick them out into the street? You know most of these people."

"It's true, I do know most of them. And most of them aren't worth the money you've lent them. The bank's money, Peter! My money!"

Peter sighed. "You don't need to remind me, Henry. I realize it's your money. I just wish - I had hoped -"


Peter sighed again and sat down on the desk, looking sadly at Potter.

"What is it that makes you so hard-hearted, Henry? You used to look at the world with such hope and enthusiasm."

Henry was taken aback. "Where ever did you get such an outlandish idea? This world has no hope in it! 'Hope' is an excuse for doing nothing when there is work to do! It is a word for the lazy and the useless. The world has always been a hard place, and it always will be. It's survival of the fittest, Peter, with no quarter given. It's every man for himself."

Peter continued looking at Potter for a long moment.

"How long has it been since you were in church, Henry?"

Potter gaped at him. "What kind of infernal question is that, Peter? This isn't a matter of religion, this is a matter of cold mathematics! God isn't going to swoop down and drop money on their heads when they've done such a poor job of taking care of what He has given them. It isn't His responsibility if they aren't using the brains He gave them."

"But what about compassion? What about taking care of our fellow man?"

"Peter, if you give a man a fish -"

Peter stood up from the desk. "Yes, yes, I know. He'll eat for a day, and be back to begging the next. And you think I've given them too many fish."

"I know you have, Peter. That's what we've got here - a community full of incompetent beggers who don't know which end of the pole is which. And you helped make them that way."

Peter walked over to the window and looked out at the snow-covered streets outside his office. There were a few people hurrying up and down the sidewalk, doing some last-minute shopping. It was almost time for the stores to close. Some of those stores were near to closing their doors forever.

"I'm sorry for you, Henry," Peter said without turning around. "You've gotten further and further away from people. You've become isolated and alone. If you can't find some compassion in your heart, you're going to leave this world the same way you came into it - knowing nothing and no one."

Henry harrumphed. "You don't worry about me, Peter, I'll be fine. You worry about those people who can't afford to pay their rents, and figure out how they're going to come up with the money out of thin air. That's what you need to be thinking about."

* *

Henry was shocked the next morning to find that Peter had suffered a stroke the night before, not long after dinner. His sons had both been out at the high school graduation party; his wife, frantic, had called his brother, Billy, to go out and find the boys. They came home as quickly as possible, but were unable to revive him. Peter died without ever recovering consciousness.

He couldn't understand why the family refused to talk to him at the funeral, until one of the other mourners explained that the boys had heard from their father before they'd left for the party, that he'd had a 'tussle' with Potter that afternoon. They blamed him for upsetting their father. They blamed him for their father's death.

It was a hard blow to take. He'd always believed in Peter, in his ability to charm the pants off people in order to make the business succeed. In fact, he'd always envied Peter for his ability to get along with people, to be liked by people, to have lots of friends. Henry had never had very many friends, not since his wife had died so many years ago, not since the accident that had taken away his wife, his child, and his legs.

The memorial service was packed; the cemetary was filled to capacity with mourners. The line of cars was followed by a parade of people trailing behind for at least a mile. It seemed that the entire town had come out for the event.

Henry couldn't help wondering what it would be like when his turn came to die. He doubted that it would be anything like this.

* *

It took weeks to settle all of Peter's affairs, especially those related to the Savings & Loan. For a while, Henry had entertained the possibility of getting enough votes from the Board to dissolve the Savings & Loan, but then Peter's stubborn-mule of a son, still heartbroken over the loss of his father, had given an impassioned speech against Potter's "cold-heartedness" at wanting to close the business that stood as a monument to his father, and then he knew his cause was lost. The Board voted not only to keep the Savings & Loan afloat, but to put Peter's son in as Chairman of the Board as well!

It was humiliating.

And deeply depressing.

Late at night, he sat in his library sipping a glass of sherry and remembering the old days, when young Peter Bailey had worked for him as a junior clerk in the bank. He had been quite fond of Peter, who quickly earned the respect of the bank patrons with his ready smile and eager-to-please attitude. He had taken Peter under his wing as bank manager and taught him everything he knew about the world of finance, how it was used to create opportunities for business, opportunities for wealth, opportunities to stabilize communities. He had hoped that perhaps Peter would be content to move up in the hierarchy of the bank, eventually taking over the running of the bank itself when he, Henry, became Chairman, but that was not to be. Peter didn't want to work in an institution owned by someone else; he wanted to run his own operation. He had an independent streak a mile long. Henry didn't fault him for it; indeed, it was the kind of pioneer spirit upon which the entire capitalist system was based upon. But he was still saddened greatly when Peter handed in his resignation. He assuaged his disappointment somewhat by giving Peter a special low-interest loan to start up his new business, feeling as though he himself had been instrumental in getting the young man started in his new career. He was actually quite proud of Peter Bailey.

But the pride wore off over the years as waves of immigrants flooded in from overseas, settling in Bedford Falls and flocking to the new Savings & Loan to borrow money instead of the Bank (because the immigrants didn't trust banks). And they built the most horrible hovels! Ramshackle buildings with lopsided walls and leaky roofs, kids running in the streets, wearing down the grass and breaking limbs off the trees. If it hadn't been for Henry's influence on the Building Commission, they might've gotten away with it, too; but then the rules were better enforced when Henry put a little pressure in all the right places, and things started to look up again.

He had built his own little housing development then, a beautiful little block of simple flats which were tailor-made for those kind of people: two- and three-bedroom apartments, close to the downtown shopping districts, close to the school, neat and comfortable without being too pretentious. The rents were very affordable to people who didn't make much in the first place; he considered it an ideal place for a family to start out. And he secretly hoped that the small size of the units would encourage those people to limit themselves in regard to their propensity to multiply. He was vaguely familiar with their peculiar views on birth control - or the lack thereof - and considered them intellectually as children who needed to be shaped and guided by a strong hand. And he had a strong hand to offer.

They quickly became filled, those houses; and then they started to fall apart under the sheer weight and number of the people who rented them. They weren't taking the hints he gave. In some cases, there were a dozen people - parents, grandparents, and children - living in a single apartment, regardless of the law which stated a maximum occupancy. The houses had not been built to withstand that kind of wear-and-tear. He had hired property managers, men who would make sure that the houses stayed in repair; but the managers were overwhelmed with the amount of work it took, and the expense became ridiculous. He had to cut back. And the houses, his perfect little housing development, became a shanty town. He gave up on it, simply gathering up the rents. They didn't care; why should he?

But then the Bailey brothers had built their own little housing development - "Bailey's Corner" - with the most outrageously oversized homes imaginable, four and five bedroom monstrosities which encouraged their owners to fill them far past capacity. He had seen them, the yards and trees and porches and windows bulging with all manner of curly-headed moppets, and nearly been sick to his stomach. The houses themselves were picture-perfect: little whites houses with green and blue trim, surrounded by white picket fences. The yards were neater, even though, with all those children, the grass was worn down in uneven patches.

He wasn't sure what was going to happen to it now, with young George Bailey in charge. He had never taken much notice of George Bailey before, other than occasional glimpses on the street. Tall, lanky, loping, with his head in the clouds and his eyes all glazed over in that 'dreamer' look that so infuriated him. He didn't strike Potter as a businessman, and the fact that had reacted in the Boardroom more out of emotion than intellect told him a great deal about George's lack of common sense. Any normal man would've seen the wisdom of closing down the Savings and Loan with its principal founder dead; Peter Bailey had been the only one capable of running it. His simpleton brother, Billy, was certainly not going to be of any help to young George; Peter Bailey had been the only thing standing between Billy and an asylum. Altogether, there wasn't much in the way of ability or intellect in the offices of the Bailey Brother's Savings & Loan.

He gave it a month at best.

* *

Miraculously, the Savings & Loan was still in business a year later when the stock market crashed.

Henry had never considered it worth his time to play the stock market, buying things on margin and trying to sell them quickly to make a fast profit, and he considered those who did to be complete fools, but it was alarming to see how one bad day on the market had such long-reaching effects. Apparently, far more people than he had suspected were playing the fool's game. And many of them were business owners who had used company funds to play the game.

Even worse, bank owners.

He was infuriated that others of his own station would have stooped that low. Bankers were supposed to be above that sort of thing, above the level of the common rabble who played with their money as though it were of no consequence. The country depended on solid banking procedures and policies; wasn't that the lesson that had been learned over and over again during the last century, during the recent War? How could anyone have confidence in commerce without a trustworthy banking system undergirding it? It confounded his imagination.

Nevertheless, he watched in horror as bank after bank failed, as the dominoes fell one after another, as businesses went bankrupt and people lost their life's savings and thousands of jobs disappeared overnight. He consoled himself with the thought that the disaster would be contained to the larger markets of the metropolitan cities, that it wouldn't spread to his beloved little town, but his hopes were for naught.

* *

Three years later, he was surprised to get a phone call from Sam Wainwright out in Manhatten, concerning a business deal he was proposing to buy up the old abandoned glass factory and use the property to expand his plastics firm. Sam was one of his favorite people; he'd started out as a messenger boy in the bank, very industrious and smart, advancing quickly through the ranks to Junior Clerk by the time he graduated high school and moved on to college. And he'd come out of that with both a mathematics and a business degree. Now he was managing a plastics firm over in Schenectady.

"Sam! So good to hear from you! How are things in the business world?"

"Profits climbing, as usual, Mr. Potter. Just the way it's supposed to be."

"Excellent, excellent. I've been seeing your name now and then in the Journal. Seems like you've been making quite a name for yourself out there. What was that I read? Regional manager?"

"Well, it's not much of a promotion, really, just a huge office and a pool full of gorgeous secretaries ..."

Potter laughed. Sam had such a grand sense of humor.

"Quite a step up for one so young. I'm very proud of you, Sam."

"Why, thanks, Mr. Potter! That means a lot, coming from you. Of course, I expected to rise pretty quickly in the ranks, given the excellent training you gave me."

"Oh, really, Sam ..."

"No, really, Mr. Potter, I mean that! I wouldn't be here today if it weren't for you! And that's why I'm calling. I've got a business proposition for you."

"Naturally, naturally. What kind of deal are you working?"

"We're expanding. Plastics is just going through the roof. And we're out of manufacturing space out here. We were looking to grab some land over in Jersey, but the prices were a bit steep, and the unions are getting pretty vocal out there. So, I was thinking, you remember that old glass plant on the north side of town? The one that closed up a few years back?"

"I do, indeed. I even remember where I've got the deed."

"I thought you might, sir! Well, I'm thinking that perhaps I could buy up that property on the cheap if I could guarantee the owner that there'd be a flood of prosperity from all the work - and workers - that are going to be needed."

"Why, that does sound quite attractive, Mr. Wainwright, quite attractive, indeed! Naturally, there'd be need for building materials, machinery, upgrades to the utlities, things like that. That could go a long way to stimulate the local economy around here."

"Yes, sir, it could. And it would sure look good on the sign out front to say that it was all being funded through the Bank."

Potter smiled. "Yes, that certainly would look nice, Sam. It would remind people of how important the Bank is to the life and livelihood of this town."

"It certainly would. Would you mind if I drew up a proposal and sent it over to you?"

"Not at all, Sam, not at all. I'd be most glad to look it over. Would you like to bring it over yourself, and we could discuss it over dinner?"

"Gee, I'd really like to, Mr. Potter, but I am really finding it difficult to get any time away from the office these days. I'd love to see you, though. Maybe I'll drop by at Christmas time, when I'm home visiting my folks?"

"That would be nice, Sam. I'll look forward to seeing you then. Good-bye."

He felt sad after hanging up the phone. He really liked Sam, and had really hoped that he might stay in Bedford Falls to run the bank; but he didn't fault him for wanting to be in a bigger pond. Sometimes he wondered why he himself had stayed in this podunk little town. He was sure he could've been somebody important in a bigger town, maybe even New York City itself; but there were too many memories which kept him here.

* *

The phone rang in his office one rainy November morning, a few weeks after he'd talked to Sam. It was Walter McWiggens, over at the Department store.

"Good morning, Walter. How are you?"

"Not good, Henry, not good at all."

Henry felt a sinking in his chest. Walter's tone was disquieting, to say the least.

"Why, Walter, what's wrong? You aren't letting the weather get you down, are you?"

"No, no, it's not that. It's my suppliers. They're demanding cash on delivery."

"Cash? What on earth for? That's not the way business is run!"

"Yes, I know, Henry, but the rules have changed now. Everyone's in a panic. The trucks are here, but they won't unload unless I give them cash right away. And I've got all this inventory for Christmas to stock!" Walter's voice was rising dramatically.

"Now, now, Walter! Calm down, calm down. We can take care of this. How much do you need?"

"Five thousand."

That was a considerable sum, but it made sense, seeing as how it was the Christmas inventory.

"All right, Walter. You come down to the bank and fill out the loan sheet, and I'll give you the cash. There won't be any trouble about it."

"Thank you, Henry!"

"Don't mention it, Walter, that's what banks are for. Good day!"

The first call was disquieting; the second, third, fourth and fifth calls - all within the space of half an hour - were alarming. Two gas stations, a grocery store, a shoe shop, and then the newspaper; all needing supplies (groceries, leather, paper), all needing cash. He guaranteed them all, then decided that he had better check with the Chief Accountant down at the bank to see how things were going.

The phone rang before he had a chance to do anything about it. Curiously enough, it was Kirby, the manager of the Bank.

"Good morning, Kirby," Potter said warily. Kirby sounded nervous.

"Henry, we have a problem," Kirby said, his voice bouncing a bit as though his tongue couldn't stand still.

"What kind of problem, Kirby?"

"There's a large group of ... customers here. And they're wanting to pull all their money out."

That sinking feeling again.

"What do you mean? Why do they want to pull all their money out?"

"They don't trust the bank anymore, Henry. They think it's going under, like many of the other banks have done. They want to pull out their money and stuff it into their mattresses and ... They're all in a panic!" Kirby's voice was rising in panic.

"It's OK, Kirby, it's OK. Just tell them everything will be all right. It's just a temporary anomaly. No one's going to lose their shirts over this, not in my town."

"I've tried, sir, I've tried. But they won't listen to me. I need to have something to offer them, some kind of guarantee."

"What do you mean?"

"We ... we don't have the cash on hand, not nearly enough. I can't pay them out, I can't even come close. If they find out ..."

Henry understood what he was trying to say, and he didn't like it, not one bit. Had Kirby been playing with stocks, too? "If they even suspect that you've been playing games with their money, you'll not only be out of a job, you'll be tarred and feathered and rode out of town on a rail. Is that what you're trying to say?"

He heard a meek and barely distinguishable acknowledgement on the other end of the line. And the bile and anger inside him rose.

"Kirby P. Anthony, you doddering old fool! I can't believe I ever had the confidence in you to put you in place as manager of my Bank! And you've let it come to this! Why, I ought to ..."

"Please, sir, I know I've committed an unpardonable sin, but recriminations are not going to help the situation. I need to give them something, some kind of hope that this will all work out, otherwise the bank is going to go under. I need ... I need ..."

"You need my money," Potter stated flatly.

"Yes, sir."

Potter thought about it for a moment, then pulled out a pad of paper and began scribbling figures. He knew the number of customers of the Bank, he knew the amount on deposit, he knew the amount of required reserve. The only thing he didn't know was how much was missing due to Kirby's negligence.

"How much are you in the red?" he asked simply. Kirby quoted a figure. Potter didn't comment, but his estimation of the depth of Kirby's sins increased considerably. He was a worse fool than he'd suspected.

"Here's the simple truth of it, Kirby," he said. "I can guarantee your people from my own private reserve, but you're going to need to restrict the amounts they can withdraw. Tell them ... tell them they can have fifty cents on the dollar if they pull it all out now, but I can give them full value if they're willing to hold for thirty days."

"Fifty cents on the dollar?"

"Yes, that's the best I can do at this time. I think that should be enough incentive to keep them from pulling out. And it's a fair punishment for those who let panic get the best of them."

"But -"

"That's the deal, Kirby."

"Yes, sir."

After the call, Henry sat back in his chair and considered the ramifications of what he had done. He had essentially taken over the Bank, guaranteeing their funds with his own money. And with all the other businesses who now owed their survival to him, he owned them as well. The thought did not please him. It was not his goal to own the town, to be the king of his own little kingdom. He was a man who believed in Capitalism, and success through hard work and perseverance, not unlucky windfalls of dark providence.

The calls continued through the morning. One business after another, one financial disaster tripping merrily into the lap of another, endless panicking voices who couldn't see clearly through their own shame and embarrassment to see how pointless it all was. He wanted to shout to them: We can handle this! We just need to stand together, and we can survive while others fall! - but they wouldn't listen. They were all so stupid, so simple-minded, so utterly without reason when it came to business and finance.

And stupid, simple-minded people, when put together into a crowd during a time of crisis, inevitably formed mobs. And mobs amplified the stupidity a thousand-fold.

He did what he thought best. He called the Chief of Police and asked him to send extra squads to the Bank to provide order and control. And he suggested that they concentrate their regular patrols on various businesses where he suspected mobs might become unruly, specifically at grocery stores where food might suddenly become in short supply.

It wasn't until nearly a quarter past two that he thought about the Savings & Loan. He hadn't heard anything, but suspected there might be a mob there as well. It might be a good thing to ask if they needed any help. Even though he and George didn't see eye-to-eye, he was a fellow financier, and they needed to stick together in times of crisis like this.

He rang up the Savings & Loan.

"Hello, George?"

"Yes?" George's voice sounded a bit tense.

"George, you aren't having any trouble over there, are you?"

"Why, no, Mr. Potter, everything here is just fine."

"That's good to hear, George. You know, people can get a bit riled up when they get in a panic. Are you sure you don't need any police or anything?"

"No, no, not here, we're fine. We're just ... fine."

"Look, George, I didn't want to bring it up right away, but I just wanted to let you know - I'm going all-out in this crisis. I've already guaranteed the bank sufficient funds to cover their customers, and I'm willing to do the same for yours."

"That's very generous of you, Mr. Potter, but we don't need any help right now."

"Well, I just wanted to let you know. If anyone gets in a panic about things, they can bring their shares over to the Bank and get fifty cents on the dollar, no questions asked."

There was no reply, but he thought he heard some muffled discussion going on in the background.

"What was that? What did you say, George?"

"Nothing, Mr. Potter. No, I was just telling everyone here about your kind, generous offer, and they were all agreeing that it was very good of you to try to help out like that."

"Why, thank you, George, I do appreciate that. Well, please let me know if you need anything, won't you?"

"Absolutely, Mr. Potter. You'll be the first one I'll call if I need anything."

Potter hoped that George had figured out the reason he was making the "fifty cents on the dollar" offer; he didn't think George would be stupid enough to believe that he was trying to steal customers from the Savings & Loan. But it might help George to keep the people from letting their emotions get the best of them.

The phone calls finally slowed down enough by four o'clock that he was able to sit back and relax for a few minutes and finish reading the paper which he had started so long ago that morning. A picture on the second page caught his eye, a picture of George Bailey and his fiancee, Mary Hatch. They were getting married today. Married? But hadn't he called George at the office? What was George doing at the office on his wedding day?

He thought for a moment about calling George to congratulate him, and to chide him gently for being at the office on the most important day of his life, but then figured it was probably just a fluke. George had probably stopped by the office to make sure things were going well before heading off to his honeymoon. Just the kind of thing a man with an important job should do. After all, a married man has only his family to depend upon him, while a businessman has an entire economy relying on his attentions.

And Potter had a whole town to save.

If it weren't for his constant attentions over the next decade, he wasn't sure if the town would've survived. It seemed to slip from one crisis to another. The Depression had hit hard in the little community, but he had worked harder to keep it afloat. He lent out incredible amounts of money to save the stores and the shops and the little factories. He argued for weeks with Sam Wainwright who was ready to shut down the plant when demand for plastics fell steeply during a particularly dark period in '33. He worked diligently with the Chief of Police to keep out the unions and the Communists and the Worker's Party and any other group that sought to tear apart the moral fabric of the town. He pushed the Bank to sponsor parades and celebrations and picnics and anything else he could think of to inspire the town, to give them a sense of pride in the community; he paid for advertisements in the New York City papers to boost tourism - "You'll Fall in Love with Bedford Falls!"; he had the grocery stores sponsor free turkey giveaways at Thanksgiving, and the department stores sponsor free toy giveaways at Christmas, and made sure that the 4th of July fireworks in town were second to none.

And then the War came, and with it, a new kind of challenge. All the young men were leaving for Armed Service, and all the young women were moving into the factories. Rationing began, and production switched over to wartime goods. He helped out where he could, chairing the Draft Board, the Rationing Committee, the Anti-Sabotage Committee. But he felt himself getting older and more feeble; his broken body, still needing the wheelchair to get around, and a man to push it, was falling apart, little by little. Every morning he woke up, he thought perhaps it would be his last day on Earth.

The War years passed by so very quickly; each day was filled with so much activity, so much planning and re-planning to do. Looking back on it later, he would marvel that it was so much a blur that he couldn't recall very many details. He remembered V-E day, when the churches were filled with happy, crying people, including himself; he remembered V-J day, when the churches were filled once again, but he sat at home instead and pondered the mystery of this new atomic weapon that had won them the war.

And he remembered the day that the troops started coming back home, when the train stopped at Bedford Falls and five hundred men out out the fifteen hundred they had sent, stepped onto the platform; and the thought that struck him as the band started playing and the crowd started singing and laughing and crying and hugging, was not, Oh, Thank God, the boys are home! but rather, Oh, Lord! Where are we going to find jobs for all these men?

* *

It was late in the evening when the call came in from Albert. Potter was still at the office, reviewing accounts.

"Henry, this is Finwald."

"Yes, Albert."

"Have you heard the news about George Bailey?"

"News? What news?"

"He was seen running up and down the streets of town, drunk as a skunk, yelling 'Merry Christmas' to everyone. The Sheriff says he apparently drove his car into a tree. Probably had a bit much at Martini's. He's lucky he didn't kill someone."

"Oh, dear. That is disgraceful! Perhaps he needs to spend the night in jail. That would put him to rights."

"Perhaps, but -"

Whatever else Albert had to say was lost to the air as a loud rapping came on the window of Potter's office. Potter jerked his head around, startled. George Bailey, his face emblazoned with cheeriness, was pressed against the glass, a grinning monkey at the zoo.

"Merr-r-r-ry Chriss-muss, Mr. Potter!" he yelled, loud enough to wake the dead.

Potter said the first thing that came into his head.

"Merry Christmas to you, too!" - and then added with mock contempt - "In jail!"

George waved at him, still smiling like a buffoon, and ran off into the night. Potter shook his head, then remembered that he was still on the phone with Albert.

"Albert? You still there? Sorry, I was momentarily distracted. By none other than George Bailey, of course! The fool just pounded on my window to wish me a Merry Christmas. Yes, he's drunk. I could tell. No, no, I don't think it's anything to worry about. I asked the Sheriff to watch out for him. If he finds him, he'll lock him up for the night where he'll be safe. Or if he's feeling particularly sentimental, he'll take him home so his wife can put him to bed. No, I'm not going to do anything about it right now. It'll probably be in the papers tomorrow. Yes, that's fine. Good-night, and Merry Christmas, Albert."

He hung up the phone again, still shaking his head. The accounts were still laid out across his desk, but he was no longer in the mood to deal with them. He pulled them all together into a pile and put the pile into the drawer of his desk and locked the desk with his key. He'd had enough for one day. And it was Christmas Eve. It was time to go home and celebrate the Season in his own way, with a hot-tonic toddy, some music on the record player, and a good book. Perhaps Dickens. He felt like re-reading "A Christmas Carol" again.

God bless us, every one. Especially George Bailey, the fool.