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Max's informer turns out to be a woman who died before Max could have met her, suggesting that supernatural forces are at work. In order to get enough evidence, Max must attend a séance. Len Lesser (Uncle Leo on Seinfeld) makes his second appearance on the show as an assistant to the KAOS leader Paul John Mondebello. The title is based on the biblical expression, "The spirit is willing, but the flesh is weak."

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00:00Maxwell Smart
00:30Young lady, you just took a very big chance sneaking up like that behind a control agent, especially in the dark.
00:36I'm sorry, I guess that was a stupid thing to do.
00:38Yes, and dangerous. You could have given me a heart attack.
00:41Well, Maxwell Smart.
00:43Yes, and I presume you're the young lady who phoned me a half hour ago?
00:46Yes. Did I wake you?
00:48No, the phone did.
00:50I'm sorry, but I did have to see you right away.
00:52Well, you certainly picked a wonderful place.
00:55I didn't want us to be overheard. And can you think of a better place than the cemetery?
00:59Yes, the subway.
01:01The subway? But lots of people ride the subway at this hour.
01:05Well, that's true. But if I pretended to mug you and you screamed, nobody would bother us.
01:11Mr. Smart, my name is Anne Ferris. Does that mean anything to you?
01:16Young lady, the ability to hear names and retain them is one of the most important requirements for a secret agent.
01:22You'll find that I'm superb at that, Miss Forrest.
01:25Ferris.
01:26Huh?
01:27Ferris.
01:28Oh, yes. Well, pronunciation isn't important.
01:31Now, what is it you wanted to see me about, Miss Harris?
01:33What do you know about Paul John Mondebello?
01:38He's the head of the Creative Entertainment Bureau. That's a theatrical agency which is actually a front for chaos.
01:44He's the best agent in show business.
01:47Mondebello is vicious, cunning, and deceiving.
01:50That's what I just said. He's the best agent in show business.
01:53But you've never been able to prove his involvement with chaos.
01:56No. Three months ago, we had an open and shut case against Mondebello.
02:00Not only would he have gone to the electric chair, but he would have lost his booking franchise besides.
02:05Fortunately, just before the trial, our key witness was murdered.
02:09Were you on that case, Mr. Smart?
02:10No, the chief bungled up on himself.
02:13Mr. Smart, I can give you the evidence you need to convict Mondebello.
02:18You can?
02:18For $50,000.
02:21$50,000 is a lot of money, Miss Harris.
02:25Try mine.
02:26Oh, thank you.
02:31$50,000, eh?
02:33Well, I'm afraid I'll have to contact headquarters and get authorization.
02:36Where can I get in touch with you?
02:37I'll contact you.
02:39Shh. Don't move.
02:48All right, come out of there with your hands up.
02:57Sorry about that.
03:01Miss Harris?
03:03Miss Harris?
03:04Miss Harris?
03:04Oh, it's you, 99.
03:30Is the chief there?
03:30No, he isn't, Max.
03:32I'm taking his calls for him.
03:33What's up?
03:34I just had a meeting with a very beautiful and interesting woman.
03:39Did you call me at this time of night to tell me that?
03:4299, this woman claims she has the evidence to convict Paul John Mondebello.
03:47What?
03:48Max, don't let that woman out of your sight.
03:51It's too late, 99.
03:52And she's gone.
03:53Did you get her name at least?
03:54Yes.
03:55Her name is Ann Ferris.
04:00Hello?
04:0199?
04:02Max, the key witness in the Mondebello case was murdered.
04:06Her name was Ann Ferris.
04:08But that's impossible, 99.
04:10I just spoke to Ann Ferris.
04:12Max, Ann Ferris is dead.
04:14She's buried in the Garden Grove Cemetery.
04:17That's where I am now, 99.
04:1899?
04:21Are you sure?
04:22Are you sure?
04:48Oh, my God.
04:52Oh.
04:54Oh.
04:55Oh, oh.
04:57Oh, oh.
05:07Oh.
05:12Oh.
05:13Oh.
05:15Oh, oh.
05:16Oh, oh.
05:17I'm sorry, Max, but there's no chance of any error.
05:33Our files and our computer, they all show the same thing.
05:37Anne Ferris was Mondebello's private secretary.
05:39She had enough evidence to send him to the electric chair.
05:42So he had her killed.
05:44Max, you've just got to understand, Anne Ferris is dead.
05:48But I tell you, we were just talking to her less than an hour ago.
05:51Now, that's impossible.
05:52Look, 37, I hate to bring up the past, but I remember two other cases where they said it was impossible and I went ahead anyway.
05:59And you failed both times.
06:00That's why I hate to bring up the past.
06:02Max, you're working hard, lady.
06:03Wait a minute, wait a minute, 99.
06:04If I just had a photograph of Anne Ferris, then I would know if that was the girl I was talking to tonight.
06:10Max, there are no known photographs of Anne Ferris in existence.
06:13Are you sure about that, 37?
06:15I'm sure.
06:17What's that, Max?
06:18This?
06:19Oh, this is the lighter Anne Ferris gave me.
06:23Wait a minute, that proves it.
06:25How?
06:26Well, don't you see?
06:27My lighter wasn't working, so Anne Ferris, lonely hers.
06:30Then we heard a noise and I went off to investigate and Anne got frightened and rushed off without taking her lighter, not knowing it was pussycats.
06:38Pussycats, Max?
06:39Yes, there were two pussycats playing in the bushes.
06:43Well, at least I thought they were playing.
06:46Well, whatever they were doing, they had a healthy attitude about it.
06:49But what makes you so sure that's Anne Ferris' lighter?
06:52Because of the initials.
06:54A.F.
06:54Anne Ferris.
06:56There are lots of people with the initials A.F. you could have come in contact with during the day.
06:59But 37, I wasn't with anybody today with the initials A.F.
07:03Max, are you sure?
07:04I'm positive.
07:05I spent the whole day with 99 and the cheap.
07:08And tonight I played poker with the boys.
07:10Pete Benson, Bernie Krillman, Ray Gerber, and Jerry Harris.
07:13Hmm.
07:15At Aaron Feldman's house.
07:16Max, are you sure we're doing the right thing in coming here?
07:30Well, 99, I have to find out for sure if I saw Anne Ferris last night.
07:34And this lighter is our only clue.
07:36Maybe somebody here can identify it.
07:41May I help you?
07:43Yes.
07:44What can you tell me about this?
07:47It's a cigarette lighter.
07:49Yes, I know it's a cigarette lighter.
07:51What I'm inquiring about are the initials.
07:53Oh.
07:55Well, I'm new here, but I would say that that's an A and that's an F.
08:00Let me try, Max.
08:02We're trying to find out if this cigarette lighter belonged to Anne Ferris.
08:06She used to work here.
08:07Oh, yeah.
08:08She was Mr. Montebello's private secretary.
08:10Did you know her?
08:11No, she left before I came to work here.
08:14Did she do something wrong?
08:17She's dead.
08:18Oh, I was afraid she might be in some sort of trouble.
08:22Listen, is there anybody around here that we could talk to?
08:25Somebody who knew Anne Ferris?
08:27Mr. Montebello is in London.
08:30But his associate, Mr. Vogel, is here.
08:32I'll buzz.
08:33Mr. Vogel, there are some people here inquiring about Anne Ferris.
08:43He'll be right out.
08:45Excuse me.
08:45I'm Mr. Vogel.
08:52Can I be of assistance?
08:54Yes.
08:54We're control agents, and we'd like to ask you a few questions.
08:57As a good citizen, we expect you to answer.
08:59Did this lighter belong to Anne Ferris?
09:01Yes, this is Anne's lighter.
09:07Are you absolutely sure?
09:09Is there any possibility of error?
09:11I am absolutely sure.
09:13Please answer both questions.
09:16There is no possibility of error.
09:19I am absolutely sure.
09:20Would you happen to have a photograph or a snapshot of Anne Ferris?
09:24Vogel, may I see you a moment?
09:26Mr. Montebello, when did you, uh...
09:31Now, Vogel.
09:34Pardon me?
09:42Mr. Montebello, I didn't expect you back for another two weeks.
09:46Change of plans.
09:48Perhaps a fortunate one.
09:49I overheard those control agents.
09:51Why are they asking questions about Anne Ferris?
09:53I don't know, but we have nothing to fear.
09:56She's dead.
09:57I killed her myself.
09:58Yes, but she died without revealing where she had the evidence.
10:01She did die without revealing it.
10:03Didn't she, Mr. Vogel?
10:05I know better than to double-cross chaos.
10:08I tortured her, but she would not talk.
10:12She was like a dying animal, so I shot her to put her out of her misery.
10:16You should have kept torturing her.
10:17Oh, I couldn't.
10:18You know how I love animals.
10:20I wonder if control is on to something.
10:25They couldn't be.
10:26This is probably a psychological tactic designed to unnerve us into making a wrong move.
10:32You better be right.
10:33If control finds that evidence, I'll kill you.
10:38Now be calm.
10:39Get rid of them.
10:42Vogel.
10:42I almost forgot.
10:45I brought you a gift.
10:47From London.
10:49Oh, thank you, sir.
10:54It's beautiful.
11:05You'll have to forgive me.
11:07Something important has just come up.
11:08Well, what about the pictures?
11:09I'm sorry.
11:11There are no pictures.
11:14But you might try her mother.
11:162-1-3-0, Walnut Drive.
11:19Gotcha.
11:202-1-0-3, Walnut Drive.
11:22No, no.
11:232-1-3-0.
11:24That's what I said.
11:252-1-0-3.
11:27No, it's...
11:29I'll write it down.
11:30Pardon me.
11:38Is that 2-1-0-3 or 2-1-3-0?
11:47This picture of Anne was taken just two weeks before she...
11:52Before she...
11:54Died.
11:5699.
11:57That's her.
11:58Max, are you sure?
11:59I'm positive.
12:00That's Anne Ferris.
12:02But of course it is.
12:04But you don't understand, Mrs. Ferris.
12:06I just talked to your daughter last night.
12:09My daughter is dead.
12:13Show her the lighter, Max.
12:15Mrs. Ferris?
12:17You recognize that?
12:19Anne's lighter.
12:21After she died, I looked all over for it.
12:23I could not find it.
12:24This proves that I did talk with Anne Ferris last night.
12:28No, Mr. Smart.
12:30You did not actually talk to Anne.
12:33You talked to Anne's spirit.
12:36You see?
12:38Her spirit?
12:40Anne and I were great believers in the hereafter.
12:43But why would she contact Max?
12:45Well, maybe she didn't have her mother's number with her.
12:48Did she say what she wanted?
12:51Yes.
12:51She said that she would turn over the evidence that she has on Paul John Montebello for $50,000.
12:58Mr. Smart, you must do as she asks.
13:01But, Max, something's wrong here.
13:03Why would a spirit want money?
13:06That is something only Anne can answer.
13:09She's got something there, 99.
13:11We will get in touch with her.
13:15You know the area code?
13:17I'm going to call Madame Barova.
13:19She is a medium.
13:21She will conduct a seance and contact my daughter's spirit.
13:25We'll hold the seance at my apartment.
13:27As you wish, Mr. Smart.
13:29That way, it'll have to be on the level.
13:34I'll get it.
13:41Oh, hi, 99.
13:50I'm sorry I'm late, Max.
13:51I was getting a shoulder holster fitted.
13:54So that's Madame Barova.
13:56Yes, what do you think?
13:57I don't know.
13:58Mrs. Ferris says she's a medium.
14:01Looks more like a large to me.
14:04Max, is that a new table?
14:07Yes.
14:08I got it for my Saturday night poker games.
14:10There's poker on such a big table?
14:12Well, you need a big table when you have a 27-handed poker game.
14:17If you will all be seated, Madame Barova will start.
14:28We must all hold hands.
14:35There we go.
14:37Good.
14:39Good.
14:40If you'll just take your seat, Mr. Smart.
14:43All right, just give me a little more slack.
14:47I don't think I can hold on much longer.
14:50A little more.
14:51We'll dispense with the holding of hands, if you will turn off the lights.
15:13Oh, spirit of Anne Ferris, come forth and join us.
15:20There's someone in the room.
15:22I can feel her.
15:23I've made contact.
15:24You certainly have.
15:25You certainly have.
15:26Oh, sorry about that.
15:31Anne Ferris, where are you?
15:36Oh, spirit of Anne Ferris, come forth and join us.
15:41Someone is coming.
15:52It's probably the police.
15:53Oh, gosh.
15:54Max, look.
15:55Max, look.
15:57Behind you.
15:58Oh, hi there, Anne.
16:01It's Anne.
16:03You sent for me, Mr. Smart?
16:06You called me back from the dead.
16:09Sorry about that.
16:10I hope I didn't wake you.
16:12Why did you send for me?
16:15Yes, well, it wasn't anything important.
16:17I'm sure it can wait until morning.
16:19Max, talk to her.
16:20Ask her about the evidence.
16:22Right, 99.
16:24Listen, Anne.
16:27Anne?
16:28Yes?
16:31Anne, when I spoke to you last night...
16:33Remain in your seat or the spell will be broken.
16:36Oh, right.
16:38Anne?
16:39Anne, where can we find that evidence we talked about last night?
16:44You will give the $50,000 to my mother.
16:49I will reveal the hiding place of the evidence only to her.
16:54When?
16:56Tomorrow.
16:57It must be tomorrow.
17:00But how?
17:01When?
17:02Now I must go.
17:05Wait a minute.
17:05Don't go.
17:06Come back.
17:07Fridge is gone, Max.
17:08Oh, what a shame.
17:10Seems hardly worth the trip.
17:13The spell has been broken, Mr. Smart.
17:16Oh, it was good to see her again.
17:25Well, what do you think, 99?
17:26Max, if you told me what happened here tonight, I'd say you were crazy.
17:30But having been here and seeing it for myself...
17:32You're convinced?
17:33I'm convinced we're both crazy.
17:35Hello?
17:46Mrs. Ferris?
17:48This is Maxwell Smart.
17:50Mr. Smart, I have been waiting for your phone call.
17:54Do you have the money?
17:55Yes, but the chief insists we examine the evidence before we hand over the money.
18:00Oh.
18:01Um.
18:01Oh, hold a moment, please.
18:03I must turn something down on the stove.
18:06She has to turn something down on the stove.
18:08Probably soup.
18:09Little old ladies are crazy about soup.
18:12They want to examine the evidence first.
18:14Tell them, all right, but they must bring the money with them.
18:20Sorry to keep you waiting, Mr. Smart.
18:23My tea was boiling over.
18:24I was wrong.
18:25It was tea.
18:27What you ask is acceptable, provided you bring the money with you.
18:32I think that can be arranged.
18:34When do we meet?
18:35Tonight, at about, um...
18:37I'll play this 1 a.m. till midnight at the cemetery.
18:42At midnight?
18:44At the cemetery?
18:46Fine.
18:47I will see you there.
18:55If you don't mind, I prefer my women a little younger.
18:59Oh, Les.
19:05Tomorrow, at this time, we'll be in South America.
19:08Do you realize, darling, you are about to become the first man to ever defect from chaos and live?
19:13Yes.
19:14I can just see the expression on Mundebello's face when he hears of this.
19:18Miss Ferris?
19:38Miss Ferris?
19:4499.
19:45Listen.
19:46Sounds like digging, Max.
19:48It is in perfect condition.
20:06Mrs. Ferris?
20:08Quick, it's smart.
20:09He mustn't see you here.
20:10Make it fast.
20:11I'll play leaves in one hour.
20:1799.
20:17Look.
20:18That's the digging we heard, Max.
20:20I have found it, Mr. Smart.
20:22Anne's favorite doll.
20:23She requested when her time came, it be buried with her.
20:26And so she hid the evidence in that doll?
20:29That is right.
20:30Your daughter was a very clever girl, Mrs. Ferris.
20:33Are they authentic, Max?
20:35Yes.
20:36There's enough evidence here to destroy chaos' whole operation in the Western Hemisphere
20:40and send Mundebello to the electric chair and send Mundebello to the electric chair.
20:43I wouldn't be so sure.
20:47Mundebello.
20:48Mundebello.
20:49Mundebello.
20:49Who are you?
20:50Mundebello.
20:51Oh.
20:52Well, now that we're all agreed on that, let's get on to the next question.
20:55Silence.
20:56You almost had me fooled, Miss Ferris.
20:59Mrs. Ferris.
21:03Why, you're not your mother, you're your daughter.
21:08Yes, I'm Ann Ferris.
21:10My mother died 15 years ago.
21:12Oh, I'm terribly sorry.
21:15She was such a nice old lady.
21:17Now you join her.
21:18Only to be absolutely certain this time, I'll do the job myself.
21:21Mundebello, drop it!
21:25I said drop it.
21:27You drop it, Vogel.
21:30Mundebello, let me explain.
21:33I couldn't kill Ann when you ordered me to because I loved her.
21:36We've been secretly in love for years.
21:39I need no explanations.
21:39You pretending to be Ann Ferris, hiding the evidence in an empty coffin?
21:43Then the entire seance was a hoax.
21:45Yes.
21:46Madame Barova was in on it, too.
21:49Okay.
21:50That just about wraps it up.
21:52All right, Mundebello, let's go, let's go.
21:53You're under arrest.
21:55Now, how do you figure that when I'm holding the gun?
21:59He's got a very good point there.
22:02Now, Miss Ferris.
22:04No!
22:04Mundebello, don't kill her.
22:06Kill me.
22:07All right.
22:07Well, he certainly is obliging.
22:14Now, Mr. Smart, I'll kill you first, then the ladies.
22:18Wait a minute, Mundebello.
22:19Where are your manners?
22:20One.
22:25Two.
22:25All right.
22:30Get in there with you.
22:33Careful, 99.
22:34You'll hurt yourself.
22:35Now, I'm going to save you both the expense of a burial.
22:38Max, this is awful.
22:39Not really, 99.
22:41It's very roomy.
22:42And there are some nice trees here.
22:43And we're up on the side of a hill.
22:44It's a beautiful view.
22:46Max, he's going to kill us.
22:48Well, it's not all gravy, 99.
22:50You have to take the bad with the good.
22:52Goodbye, Mr. Smart.
22:55Bye.
23:04I guess this is it, Max.
23:06Yes, 99.
23:07I don't see any way out of this one.
23:08Under the cloud.
23:11Oh, Max, he's dead.
23:39Yes. In a way, he's kind of lucky, 99.
23:43That casket is just his size.
23:46Max, are you all right?
23:48Yes, I'm fine, thanks to Miss Ferris.
23:50It was very clever the way she disguised herself as her mother again in order to distract Montebello.
23:54But, Max, she never left his side the whole time you were fighting with Montebello.
23:58Well, of course she didn't.
24:00She didn't?
24:03But, 99, if she never left his side, then who was...
24:09No, no, no, no, no.
24:39No, no, no, no, no.
25:09No, no, no, no, no, I don't.
25:11No, no, no, no, no, no, no.
25:13Oh, yes, I stayed.
25:13No, no, no, no, no, no, no.
25:18I don't say no, no, no, no, no.
25:20Oh, yes, I lost my heart.
25:22Yes.
25:22Yes.
25:24Oh, yes.

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