Goodfellas (1990)

This is Martin Scorsese, and I'll be trying to say a few comments about the film, Goodfellas, as it progresses. I was shooting Color of Money in Chicago in 1985, I think it was, and I saw a New York Times review of this book, and I thought it would be really interesting because of the fact that having dealt with that world to a certain extent, not even on that level really, but even more of a street level, like in Mean Streets, where the kids in the film are not even seriously involved in making a living, let's say, on being in some crime family or whatever. But I felt, therefore, I kind of went towards that in Raging Bull to a certain extent. In Raging Bull, you couldn't help but deal with that issue because of the nature of organized crime and boxing that had to be dealt with. And so I never really wanted to touch upon that world again. But when I saw the review of the book that Nick Pelleggi did, it was interesting to me because the character of Henry Hill was, very simply, he was a foot soldier, and therefore he was privy to the nature of his character, the nature of his character, the kind of person he is, or was at the time, made him trustworthy to many different people on different levels. So he was privy then to all sort of a cross-section of that whole world. from the very minuscule to the top of the line in that world. I mean, later in Casino, we explored it even further, where it went bigger. I'm Nicholas Pileggi. I wrote the book Wiseguy, and I also wrote the movie with Martin Scorsese, Goodfellas. When the book came out, it was successful. It was a bestseller. And the Times was very good and generous, and there was a review of it in the Times, and Marty called. He called me at New York Magazine at the time, and he left a message saying that Marty Scorsese called and left a number to call back. I didn't think it was real. I thought it was a fake call. It was one of my friends who was joking. And so I never bothered to call. And then I got a phone call. My wife got a call at home from Marty saying that he was trying to reach me and could I call him. And so then I did call, and he said... uh... my name is hello he said yeah my name is marty scorsese he said i'm a film director a movie director i think he said and i he said do you know and i said i know who you are he didn't know that i knew who he was or anything because he it is said he was always marty but scorsese but he wasn't as well known then as he is today and uh... but i had seen everything he'd ever done including italian americans i'd just gone to all of that stuff even though i'm not a big cinema guy. His stuff was so riveting to me. So I couldn't believe this call was perfect. So he said, I want to do it. I said, well, I can't think of anybody who could do it better than you, thinking Mean Streets in my head, because it's the next step for Mean Streets. It's so clear to me. And he said, unfortunately, he said, because the damn book is a bestseller. And lots of people wanted to do it. And my agent, Sterling Lord, and all of these people were just sort of trying to divide the money. Not in a bad way, but they were all looking out for my interest. And Marty said he wasn't set up anywhere. And he was finishing a movie. He didn't know how long that would take. I said, make your movie, finish the film. And when you're finished, call and then we'll write it together and we'll make a movie. So I called my agent and told my agent, you're out of your mind. You can't do that. I mean, what are you, you know, people want to make the movie. There were a list of directors who wanted it. You know, you get a mob book that hits the bestseller list. It's very unusual for that. happen at that time and uh there was a lot of in a lot of studio baloney interested certainly they would have taken options and stuff but i we held out for marty and then marty it turns out gets a call from erwin winkler goodfellas goes back to a trip i took to the w.h smith bookstore on the rue rivoli in paris i was producing a film in paris called round midnight little jazz movie, and every Monday I would go to this bookstore that had all the American magazines and newspapers and all, and I'd get my supply of American culture. And I picked up a copy of New York Magazine, and they had a story in there by Nick Pelleggi called Wise Guys. So I read the story. I knew who his agent was. I called the agent, and... He told me that, yes, they were interested in selling it. And he also happened to casually mention that Marty Scorsese, who was in Chicago shooting The Color of Money, was interested in the story as well. So I proceeded to negotiate. Regardless of Marty's interest, I thought the story was good. So I started negotiating with the agent for the rights to Nick Pelleggi's story. I then sometime within the next week or two called Marty in Chicago and yes he told me he was interested in doing it and said he thought it would be a good idea if he and Nick wrote it together and when I got to New York Nick and I discussed it and Nick was anxious to meet with Marty and that's how it got started. Irwin who was sort of the The big daddy, he had all the pieces. He put all the pieces together. And so, you know, he made it whole. And without Erwin, I don't know, you know, well, Marty and I would have done it, but eventually, but who knows. But Erwin really made it comfortable and easy for everybody to do. And as soon as Marty finished The Color of Money, he and I started writing the script. In March, you think this is fun?

But after a while, he was mostly pissed because I hung around the cab stand. There have been several books about mob bosses. The Joe Bonanno book, which was excellent. A lot of big books about these guys who were very boastful about their exploits. Henry started by trying to be boastful, but I knew enough about him and knew enough about the case that the prosecutors had brought that I knew he wasn't big, but I wanted to know how it worked inside. And all of that detail is what I was fascinated by. So I got as much of it in the book as possible. That, of course, was exactly what Marty was looking for for a film. Because that particular book, you can go and you can make about an infinite number of films because there are many other stories in the book and that sort of thing. But I chose it to go a certain way. And it was all based on the rhythm of Henry Hill's language. That is a part of the whole mob world, the way these guys tell stories about themselves. I mean, one of the things you have to remember about the Italian immigration of this country, which started, the period we're talking about is 1900s on. It was overwhelmingly southern Italian. The Italians from south of Naples, Naples and south. That would be Apulia, Abruzzi, Sicily, Calabria. And these people were really the indentured servants of northern Italy. They were... They didn't even give them passports. The Italian government really didn't want them. They thought of them as Tunisian, as North Africans. The term WAP, W-A-P-O-P, which is a derogatory term for Italian Americans in this country, comes from the fact that they arrived without passports, W-O-P. They got a piece of paper without passport, because the Italian government in Rome didn't even think of them worthy of passport. Also, as a result of this fact, there was basically very little education down there, and a lot of the Italian Americans who came here were illiterate. They could not read or write. And forget English, they couldn't even read or write in Italian. So the mountain, and a lot of them were from the mountains in Calabria, a lot of them had an oral tradition. So you would be home, and someone would come to the house, these tenements, And he would tell stories. He was a professional storyteller. There was no radio. There was no television. And so all those comedia dell'arte stories of traditional tales of love and passion and death and retribution, all of the stuff that filled Shakespeare and all of the great literatures, all came in these oral tellers, these wonderful storytellers. That went on until radio and Edward Kent radios came along and began to Finish those guys. But the notion of telling stories in the Italian community has always been very strong. And you'll find that these stories wind up a part of a lot of people's lives. And even today, I'm always astounded when I sit down with some of these guys. Some of them are street guys. Some of them are working people, legitimate people. They're great storytellers. I mean, they know... where the lead is. They know what the joke is. They can change inflection. They're actors. When they tell a story, they become actors. And I think that was what we were able to draw upon with Henry. It reminds me very much of the kind of stories of some of the, I should say, the personality and the seductive personality of street corner, street corner, I guess you would call them stand-ups in a way, Every neighborhood had this, I'm sure. Every ethnic group has a guy in the street corner, a friend of yours, who will tell stories, who will describe things to you. And, you know, it's like when Jimmy Cagney, I always say this, when Jimmy Cagney got his AFI award, he thanked all his old friends. I don't know the actual names, but Lefty and Gimpy and people like that, he said. Those weren't the actual names, but he had actual names. And he said, that's because I learned to act from them. Because in the streets you have to learn how to act, otherwise you die. It's so weird. You really have to learn how to act. And I watched these guys tell stories. And some of these kids were tough, tough street kids, really, really battlers. And I watched them tell stories. One or two were interesting because even though they knew they could take on anybody, they were not afraid to tell a story in which they were flattened, in which they were beaten to a pulp. They weren't afraid of self-deprecating humor because they knew they could take on anybody who was going to challenge them, you know. And so I admired that a lot. And also the way they told stories, it relates to the documentary I did on Stephen Prince, the American boy. That goes into Italian-American, my mother and father telling these stories, holding the camera on somebody and letting them speak. But what really was important was the nature of the street corner storyteller who did these things, by the way. and maybe even did more, for all we know. We don't know. Maybe did less. We don't know. But he could tell a hell of a story, and there's a truth in that story. I know it. I know it. Many truths. He had a way with language, and he had a language of the street that people, you know, didn't know it. It's become a lot more familiar today than it was then. When I suggested the title, A Wise Guy, for the book, There were people at Simon & Schuster who never heard the word and thought nobody would know it had anything to do with a mob. I mean, that's how language changes and how quickly it changes. And so that's basically what happened. We started, we structured it, and then began to build in the scenes. From 86, we started, we edited Color of Money. We released the film in November of 86. Right around that time, I think it was, 86, all the way through 86 and 87, Nick and I were working on the script. And basically I went through the book, along with Nick, but primarily I started choosing sections. I mean, the book was the book, but now the movie was an entirely different thing, and you have to begin to cull the book for the structure that would make a movie, which is what we did. We both took the book, and he said, come back with a structure of the movie. What's the structure of the movie? And, you know, you had to get rid of a lot of stuff. The book is the book, but a movie is a movie. And so we got rid of all that Army stuff and a whole lot of Henry stuff that was irrelevant. And oddly enough, we both came back with a structure that was so similar that we said, well, this is a structure. We just began blending the scenes, and we locked in each scene structurally to see how it would work. He and I sat in a room in his old office with his... assistant Julia outside, and we would close the door and work, and then we'd come out, and she said, what are you two doing in there? I said, what are you talking about? She said, all you do is laugh. And I guess it was true. A lot of times he has a television set on with an old movie. He'll have that on. Sound down, but it doesn't matter to him. He knows every line of the movie anyway. And he'll show you things in a film. Look at this. See the way that, look at the way that guy, you see that? And he'll try to, because he really was stuck with me. I mean, I wrote the book, and I clearly wanted to write the movie with him. And I was able to do that because they hired me to do it. I mean, I never went to film school. I didn't, you know, we had guys outside with masters in film school who had been, you know, just getting coffee from Marty. They just wanted to be in that world. But I didn't know enough. I just didn't know enough. I didn't know anything. Executive producer, Barbara DeFina. I think the writing of Goodfellas came at a time when he felt that he was going to make a huge contribution and wanted to finally be credited for his work. And in fact, Nick and Marty did write together and would share pages and basically they were a team on that one. And they continued later in Casino. They did the same thing, and they would fax pages back and forth and really work together. And so I think that was the start of Marty, the beginning of him really wanting to be a co-writer and to actually have a credit. The book is the book. You've got to remember, the book is the book. I think a lot of writers miss out on this. You write the book. I am the director of the book. I mean, I should have... shot purse and a beret and a writing crop. I am the von Stroheim of my book. That's my book. I put the music in if I want music. I cast the book. I describe people I want to do. The movie has nothing to do with the book except it is the basis of the movie. But the vision of it and the mood of it and the color and the real casting for the movie, all of that's the work of the director. What the author of the book has to do since you already own the book. That's yours. It's on a shelf. No one can touch that. You have to, if you're smart, I think, help in every way you can to allow that director to fulfill his vision of how your book can be turned into a different art form. It's not the same art form. You can't say, wait a minute, that wasn't in my book. I want it in the movie. Well, get out of there. You can do all you want to do in the book. Don't leave the movie alone. Let the director do it. Now, it's easy for me to say, because I'm working with Martin Scorsese, a lot of directors aren't maybe up to it, and a lot of writers kind of are willing to throw themselves off bridges because of that. I had the exact opposite experience. It was really a fascinating experience to watch.

You got a phone? Come on, come on. You got a phone? It's over there. Two niggers just stole my truck. You believe that shit, huh? Do you fucking believe that shit? It's the introduction shot of the team, of the people who are working with them. It was in a way a little more complicated because it had a lot of people who had to say their lines at the right moment. And that took a couple of takes. But it was another Steadicam shot. You know, after a couple of takes, we figured out when they had to say their lines, and they said it all to the camera, so they know when the camera was on them. So it wasn't easy, because all these shots are not easy to do. But we always got it, and not in a tremendous amount of time. I thought it was kind of nice to just open up and say, this is where we are, and this is who we are, and this is where we live. Oh, by the way, that's my friend, and that's him, and that's her, and this person, and this is what they do. And to be really open with the audience rather than going through a kind of convoluted narrative, traditional narrative, conventional narrative, I should say, not traditional, but sort of conventional narrative. And I thought I wanted to dismiss with all that, do away with all that. And that was, you know, not only the Fellini, Fellini's particularly, Vitelloni, no doubt, I did it in Mean Streets, too. And it comes a little bit from Evita Loni, but it comes from a certain style, not just Evita Loni. Evita Loni I saw after I saw Nights of Cabiria, after I saw La Dolce Vita, after I saw Divorce Italian Style. Then Evita Loni was shown around the early 60s, and that was a film made in the early 50s. And it hit me, to be honest about it, and just say, look, actually Mean Streets, quite honestly, is a picture that was heavily influenced by Evita Loni. But in any event, that style was happening. That style was happening. There was a kind of... Freedom. Because introducing a character was not as important to do it conventionally. It would take up too much time conventionally. We had other things to talk about. We had other things to show. And I wanted to get past that. And so I did it in Mean Streets and certainly in Goodfellas, although I felt it was a repetition. But I did it a different way, I thought. And what was important about that shot in Goodfellas was that it was like the nostalgia. of a world filled with gods. You know, this guy who had been up there with the gods up in Olympus and then was cast down. But he'd look back and he'd say, ah, there was Jimmy two times, you know. And he'd go, I mean, disreputable characters all, but in his mind as a young person, they were gods. And yeah, great warmth and affection between them all, even though within maybe a year or two they'd be shooting each other. Beautiful. The issue with the improv is that it was then rewritten by one of the writers, who is me. But there were certain areas we wanted to open up. I'll use that word, open up. For example, Pesci wanted to do the scene of provoking Henry, saying, Do you think I'm funny? Why do you think I'm funny? Ray Liotta. It was in rehearsal. We were talking, and Joe was telling a story about he was with somebody, and the guy was saying something funny, and it's just something that happened to him. It supposedly is a true situation. I know that, to a certain extent, I mean, just the way he moves and what he says, I know it's true. So Pesci has too much of a familiarity with what happens in that scene. It's too real. And then I took the transcripts and re-edited the transcripts to make it the scene, which was then inserted into the script. And that was very carefully worked on on the set at the Hawaii Kai restaurant on 49th Street and Broadway, wherever it is. I don't know if it's still there. It was above the place that we showed Cats. Cats was there for like 100 years. The Winter Garden was above there. And that day we did that. And I remember that it started to go another way. And I kept saying, no, you've got to go back to the script, the script based on what was rewritten because he had already hit those levels, Joe, and we needed those levels. Otherwise, if you look at the scene, it could be very sloppy. You know, he could just say, what do you think, I'm funny, and it can go on like that for ages. But there's something in each question and response from Ray that raises the ante until it gets to the point where Ray has no choice but to call him on it. He calls him on it. What could he lose? He isn't going to get killed or he's going to get hugged. If he's going to get killed there, he might get killed the next day. So he's got no choice. These are his guys. These are his people. And everybody's looking at him. And it's a ballsy thing to do, to call him on it and say, get out of here. He says, I had you there for a second. He just makes it barely by the skin of his teeth. In a split second, he could be killed. But if he doesn't do that, if he doesn't call Joe Pesci on that, I don't think he could show his face. He's dead another way, you know. And if you look at the two-camera setup, it was very important that the film was not widescreen, was not 2-3-5 aspect ratio, was not Panavision or anamorphic, I should say. I was still shooting 1-8-5, normal widescreen. But I packed the frame with everybody around Joe and packed the frame with everybody around Ray because there were no close-ups. Because a close-up would isolate them. What's happening in the scene is something that is essential to that way of life. That is intrinsic, I should say, to that way of life, not essential. It is that way of life that's seen. And you have to see the effect on the people around them. You have to see when everybody... I think one Frank Adonis says... He was just saying, no, he's a big boy, he can talk for himself. All right. But Ray's character, Henry, has got no choice but to say... Come on. Yeah. You know, take a chance. What's the worst they could do? If he's going to try to kill you, you could maybe duck, you could punch him. Some guys would separate. There are a lot of guys there. They'll probably separate him. You know what I'm saying? But he doesn't do that. He doesn't have the balls to do it. He's a dead man in that group, in a sense, socially. He won't be invited to the next dinner party, you know? Director of Photography, Michael Ballhaus. We had, like, two cameras rolling. And it was exciting what developed in this scene. All of a sudden, the tension that developed, it was scary, really. And that was shot very quickly. About five, maybe eight takes, but hard to cut because we had to keep hitting those levels. And every now and then it'd go off to another level and it didn't quite hit right. It's just not natural in different takes, things would happen. And so we had to keep constructing back to the way it was written. Editor, Thelma Schoonmaker. Comic timing, which is something we had to learn on several films, like After Hours and King of Comedy, we learned a lot that comedians actually count when they are responding to each other because they've worked out that it's absolutely crucial for you to wait just a certain fraction of a second more and you'll get a bigger laugh. George Burns always said that Gracie Allen was one of the masters of comic timing. And Jerry Lewis was that way when he was working on King of Comedy. The construction of the script, I've forgotten how it worked, but I must say it was more than a blueprint because it was a very, very solidly constructed, even the freeze frames, through the voiceover, and then I started making pictures through the voiceover, and Nick would work out the scene that the voiceover, that another part of the book described, and I would say, but that's so wonderful in the description of the voiceover, let's use that voiceover over that scene, etc. And so it was very clearly constructed that way, every shot. Because he knew what the movie looked like, he would say, now this scene, I want this, think window, think we're in a window, because I want the scene to be in a window, I want to be looking out the window at something. You see, you are really writing what is basically a shooting script for the director who will be shooting the movie. It is probably the only way to really write a movie. Of course, you can never do it because it's so rare when that can ever happen. But a film, it was an education to me because a film is so clearly the vision of the director. He picks the cast. He picks the movie. He picks the color and the tone. I mean, it is his book. It's his painting. In fact, when I shot the film, except for opening up the story at times for dialogue that we felt we could add, myself being one of the co-writers, could add primarily in rehearsal, really. Except for those moments. The rest of the film, I was usually in a very grumpy mood doing the film because it had already been done. It was on the page. I mean, it seems... presumptuous, but what I mean is that I knew where it was going, but what I had to do was control and wrangle the actors to give me more than what was on the page. But we knew that at least we had the page. We can always fall back to that. We had done Color of Money, and he was supposed to do Goodfellas, I think, next, or certainly... ...before Last Temptation, and the opportunity to do Last Temptation came along. So Goodfellas got put aside to do Last Temptation. So the script for Goodfellas was finished... ...long before the movie went into pre-production... ...which is very unusual, actually, for Marty. You take a $200 case of booze and you sell it for a hundred. Doesn't matter. It's all profit. And then finally, there's nothing left. Producer Erwin Winkler. Marty likes to have suggestions from everyone, so he has a very open set. The actors are invited to bring themselves into the film. Michael Bauhaus is someone that always has suggestions, and Marty comes thoroughly prepared. When the day starts, he has sketches and shot lists and everything else, and then within that menu, you might call it, There's a tremendous amount of improvisation because he knows the parameters of what he wants to say and do. So that allows him to change things as people come up with ideas. Whether it's a cameraman or a prop man, a set designer, he'll take all this and very often put it on film and then decide later on what he wants to do. Don't forget, Marty was originally an editor. So that's the process he likes to go through. It taught me a great deal because I directed my first film right after that, right after Goodfellas. And I learned two things in that regard is be prepared, tell everybody what you're planning on doing, and then when you get there, do whatever you think is best at that moment. So you have your parameters, but then the freedom to work within those parameters. Hey, I'm trying to bang this fucking broad. You want to help me out? It's, it's, it's... I don't understand you. What? She's fucking beautiful. Her fucking family, they live in the fight. In the book, what, you know, in the book, when he talked about going to the Copa and being treated like royalty at the Copa, the Copa Cabana, that was important to me because I grew up in the same world to a certain extent, different part of the city, of course, and I don't know who they were aligned with. You know what I'm saying? But I grew up in the same thing so that the Copa Cabana for us, at the age of 10 years old to, don't forget, the early 50s, the Copa was... New York Nightlife, some of the greatest acts open there. Martin and Lewis, you know, it was quite something at the time, the early 50s. So that there was still, like, the top of the line. You couldn't get any higher to go in there and be treated like a king. Because I know we used to go there as teenagers, and we'd go on a Saturday night, maybe, if we can get in. and we'd get a table, and then, of course, it was always in the back, or if we got closer to the stage, we were all very happy, but within five minutes before the show started, other tables came flying in. They looked like they were flying by themselves, in a sense, of their own volition. And these big hulking guys would sort of sit in front of us, and we couldn't see anything. My high school prom that night, we went to see Bobby Darin at the Copa, and we had a table right behind him, so to speak, but at least we could turn and see him, you know. That was a very special place, and one of my close friends, his father was the bartender at the Copa Lounge, which was on the main floor, and that was used in Raging Bull, and we had him in the bar, and we actually got the bar back, the actual bar, put it back in there in 1979 when we shot, and Mickey was the bartender, and we mention his name in the film. He's called by one of the characters, Mickey, give me a double scotch, in any event. So, you know, being the bartender there, his son... who was a close friend of mine, who was the only intellectual in the neighborhood. He was a very nice kid. He's dead now. Learned a lot from him. He would read a lot. There were no books in my house, but he had books in his. He would read. And so once a month, they were allowed, because he was the bartender, they would give him gratis a night to go with his family to see the show. And so Dominic would come back and tell me about Sinatra and tell me about, you know, all the different players there, Tony Bennett and everybody. So it was a very special place for us. And the lounge even more so, because the lounge is a very... It's kind of a Valhalla, in a way, of New York nightlife. It was really this paradise of New York nightlife. You know, mine, as kids. And so the idea was the ones in the lounge looked upon those going to see the show with almost disdain. See, the lounge was enough, you know. You know, and so... And for Henry, talk about disdain, for Henry to be able to go in, not only through the lounge, forget the lounge, he's not even talking about the lounge, he went through the very guts of the building and to come out there, and he was the one that they were bringing the table out for. And I'm telling you, you know, some nights there was no dance floor to dance on because the tables were so piled up in front of each other. And it was a tricky thing, apparently. You know, if you put certain guys from one crew or from one gang together, in front of the others, it's a problem. So you have to do it in such a way. And it was a very big negotiation. So the reason why that scene had to be done in one take through the underground labyrinth of this world and then to emerge in the spotlight like a king, you know, king and queen, this was the highest he could aspire to. And he hit it at a very young age. And people sending him over drinks, Mr. Tony and a number of others. It's not doing so badly, not shabby, not shabby at all. And it was very impressive to the young lady. And he also, she asked him, what are you working? He said, I work in construction. He's a union delegate. It makes total sense. But he'll never get beyond that. It's pretty early in the film. Marty is such a wonderful designer of camera work and the exact... framing of every shot is so important to him that I remember when he first started using Steadicams, he didn't like it because while it was allowing him to do something remarkable, for example, following Robert De Niro in Raging Bull from down in his dressing room all the way up into a gigantic ring for a championship fight, a very exhilarating shot, he prefers when he can absolutely control the framing of the shot and he doesn't have to, when the Steadicam operator sometimes is moving, he has to frame, he has to make framing decisions himself. And Marty would prefer to make those decisions. But as he's gone on, he's become more and more friendly to the use of the Steadicam. The famous Koppersad was, it was I mean, shooting it was not a monster in a way because, again, we were really prepared for it. So we had to build an alley where they could come into the Copa through this side entrance that doesn't exist there. There were a couple of tricky things while we were walking through the kitchen. They had to rebuild the entrance because we came out at the same entrance where we came in. But it should look different. So it was kind of tricky also to get all the actions right. But as far as I remember, we shot the scene only eight times and it was not even a full day. So we did some other shots that day. And it was very tricky for Joe Reedy to get the timing for the extras ready because all these things are very important. And then sometimes it happened that we had a really great take and on the end of the take, this gentleman on stage, Henny Youngman, then he forgot his lines. That happened a couple of times. So that was kind of unfortunate. Take my wife, please. And that's a four-minute shot with no coverage. You can call it daring, or you can call it that he knows exactly what he wants, and that's what he gets. And there are other scenes. where we shot with multiple cameras, where then he later edits together and picks the best pieces. But that's the way it works. And I like the way because then at least you know how the movie will look on the end. It's not like you cover everything and you never know what comes together. With Marty, you know everything. You know the look of the movie. You know the rhythm of it. And that's something very interesting and very good for a director of photography to know. Without using a gun, and we did the right thing. We gave Paulie his tribute. Actor Paul Cervino. In the scene where we're looking at the spoils of the robbery when the money is there, and we have to all be laughing, we did about eight takes. And before each take, I told a joke. I just told a joke. and got everybody laughing because it's not easy to laugh truthfully. Everybody can go, ha, ha, ha, ha, ha, you know, like Burt Lancaster, but it's not from inside. So knowing this and I could see that in the rehearsal it just wasn't happening. And so I took out a little page out of my own little director's book and Martin let it all happen. That's the kind of great director he is. And he saw me doing it. I sort of took over in a way as instigator of the emotional condition. And so I told a different joke. The ninth one was pretty lame because I was scraping the bottom of my joke barrel. But the others all made everybody laugh. When I think about it, I laugh. And if you look at it, that's really hilarity. None of that is feigned. They're really reacting to jokes that I've just told before he said action. I'd heard about the book. I'd heard they were gonna make the movie. Changed agencies, and it was always on my radar that, not even to play him, just to work with Scorsese. I wasn't thinking in terms of maybe how I do now. And when I moved to the agency, I told them that I really liked this book, if Marty was gonna make it. I would like to be a part of it, and Marty, I guess, might have been thinking the same thing from what I heard. Robert De Niro mentioned me after something wild, and I met Marty, and then like eight months later, you know, I would meet him every now and then, but it was a long, long process. It was horrible. But it was a real, I think I was one of the first people he met, and then maybe eight or nine months later, I finally landed it. Because at that time, like I said, I'd only done three movies. One was popular. The other two I thought were good movies, but weren't exactly lighting the box office on fire. But I think they really tested and saw everybody. It was extremely nerve-wracking. Producer Erwin Winkler. Well, Marty always wanted Ray Liotta for the Henry Hill part, and frankly, I was always against it. And Marty kept saying, that's the guy I want, that's the guy I want. And I kept putting it off and hesitating and saying, oh, let's really look around and see if there's somebody else that we could get. I kept putting it off, and hoping that some other idea would come along, but Marty was pretty persistent. And finally, one day, my wife and I were having dinner in a restaurant down in Venice, down here by the beach, and there was Ray Liotta. And I was minding my own business, and he got up from his table, walked over to me, and he introduced himself and said, you know, I know that you really don't feel I'm right for the role, but I'd really like to talk to you a few minutes. And he really convinced me in that one meeting. I gave him a lot of guts. I gave him a lot of points for having the guts to come over to me. And I liked him at that point and thought he was very right for it. And I didn't think originally that he had the charm that I thought the part needed and the boyishness that you would accept in that role. And the next day I called up Marty and I said, you know, all those qualities I now see, and let's do it. And we all wanted Joe from the very beginning. And we were very lucky to get the Bob, who we didn't think would want to do that character, because he's not the most... Well, he doesn't have that... He doesn't have as much to do as either Joe or Ray did, but Bob is not that kind of actor. He liked the part and wanted to work again with Marty, and he accepted it, and then everybody fell into place after that. Writer Nicholas Pelleggi. De Niro I knew. I knew him actually about 20 years before we had made that movie. I knew him from friends in the street. And when he walked in the room, I was at Marty's house, and Marty said, Bob is going to come by, and he's going to be in the movie. I said, oh, that's great. I haven't seen him in a long time. I didn't know if he would remember me. He did, he walked in the apartment, and he sees me, he looks at me, he says, you remember me? I said, yeah, I remember you. And he came over and gave me a hug, and he said, you know, I said we, he turned to Marty, he says, yeah, I knew this guy, we were, 20 years ago I was talking to him about doing something, I kept, I mentioned him to you, and Marty said, well, better late than never. Actress Lorraine Bracco. See, I had met Marty before. I had auditioned for After Hours. And Marty has been the only director that has ever called me to say, Lorraine, I'm really sorry that I'm not going to give you this part, but I want you to know that I think you're extremely talented and I know we'll work together one day. So it was a big blow. But getting that encouragement from Morty was very, very thrilling and very encouraging. So I went back and I kept studying and studying. And he pulled through in a really big way. I know there are women like my best friends who would have gotten out of there the minute their boyfriend gave them a gun to hide. But I didn't. I gotta admit the truth, it turned me on. Mazel tov! Ray Liotta. It might have been the first time that we, that she, I think I was cast, and Marty had us up to his house, to his apartment, and then he was taking us to a restaurant, Rayo's, and we all went to Rayo's, and it was a really nice, It's a great, great Italian restaurant. We had our dinner, and then there were a bunch of wise guys, if you will, who, once we finished, you know, once we were onto our coffee, they kind of knew that Marty was going to be there, and they all started sitting around telling stories about a guy that they knew, when you know they were talking about themselves. And it was a really loose, we really got a feel of... of this world, or at least a little taste of it, because I didn't know anything about it, and I don't know if Lorraine did, but we had such a great, fun time that night that I think just right from the beginning, we were both sitting there with Martin Scorsese, and then here's these real guys around us, and we were kind of like the new kids on the block. And almost all of them were named Peter or Paul. It was unbelievable. Paul Servino. Martin Scorsese called my agent and said he wanted to meet me for this movie. The script, I thought, was good, but I didn't feel that it would necessarily make a great movie. And the role itself was not much. But I would have done dinner as served in a Scorsese movie. So it didn't matter what the role was. I really just wanted to work with him. And when I walked out of the meeting, I felt that I had deceived him and myself. Because I knew he wanted me for the movie. And I said, I'm going to let this man down. I'm going to let myself down. Because I'm a poet. I'm a sculptor, a painter, a director, a singer, an actor. I'm nothing of a gangster. So even though my reputation apparently is that I actually am a gangster, which is interesting. a poetry-writing gangster. You know, when I first read The Godfather, the novel, and read it in one night, it was so extraordinary. I immediately knew that Marlon Brando should play The Godfather. I knew there was no one else for it, because no one else had that kind of power and silence that Brando had. He was the only person, actor of such gravitas who could make you believe that he was that kind of man. And I knew I was not that kind of man. I'd never been that kind of man. I was a total pussycat, a total softy. Strong when I had to be strong. I don't say weak, but soft. I could be even given to violence in defense of those I love or even random people on the street. That had happened to me. I'm no kind of a tough guy, but I don't like to see other people getting it in the neck. So... But I knew I didn't have this kind of quality. And I just set about to try to find it. There was nothing to work on in the role, because I don't work on the lines anyway. I work only on the character and developing the character. And I was kind of agonizing over it for a couple of months. And I was thinking, I'm going to ruin this movie. I wish there were a way I could get out of it. I was thinking about calling them and having my manager say I was sick, I got typhoid, I've broken my back. I've become a recluse. I'm dead. I was looking for something to get out of it. But then I felt that I'd be hamstringing and really hurting the movie because it's a very difficult role to cast when you think about it. There are no surprises in middle-aged actors. There are certainly no surprises in middle-aged Italian actors. And Big Man, you know, this would be very, very hard for him to recast. So I said, well, the least I'll do is I'll fake it. I'll just do the best I can. But I was in real agony trying it on the supermarket and just trying to find this thing. And there's no technical way to find that inner personality. That's something that either happens to you by accident or doesn't, usually based on a lot of labor. And sometimes the magic happens, and sometimes it doesn't. And once I found it, the role became just a duck in water. It just was so easy to do. once I found that core personality, that inner personality, that kind of quality that killers have. And it took me a long time to come to grips with the fact that that was really a part of me. Angie, stop picking at that thing. It's the one with the hands. I like to smack his face. It's the red-haired guy. He looks like a farmer. I'm telling you, I can't get through the gate without this guy's hands all over me. So I told him, I said, keep your fucking hands off me, you son of a bitch, or I'll cut them off. She meets... When I first got involved in acting, the movies that I saw were like all Marty's and Bob's movies and Pacino and Gene Hackman. It was all the 70s movies. So it was to work with these people and this kind of story in a movie about the guy that I was going to play. But it wasn't... I was more excited about the acting part. I didn't look at it as a break. I didn't look at it, you know, at that time you have no idea how the movie's gonna come out. You just know you're working with legends in the making. I mean, you know, already Bob and Marty had such a massive work that it was great just to be playing make-believe with people who were so passionate about that, because I loved the stories that they were telling. You know, I remember the first day of rehearsal, You know, I had met Marty a couple times, and we went out to dinner, and he's just a great guy. Knows everything on everything. I remember the first time meeting, and Joe was really easy, but Bob kind of like was a little intimidating at first. And then you just get over it through rehearsal, the rehearsal period. What you start doing is you see actors working on a script. You don't see like legends walking in. You know, they have some ideas and some work, and some you say, hmm, that's an interesting way of looking at it. You know, you see human beings who are actors who happen to be legends and work really hard. So you saw the process. Bob was coming in from, I think he was doing, I think he did with Sean Penn. So on weekends he was coming in to rehearse. So here was a dedicated guy. His book was filled with notes. And, you know, you break it down and see actors as actors, no matter what level they're at. You just see them as human beings. Paul Servino. You're really dealing with very creative actors. It is not a run-of-the-mill group. I knew Joe for years. I knew Pesci for years. I had met De Niro, but he's not very forthcoming verbally. But we had met a couple of times, you know, with others. It's almost like he's a father figure. And Bob and I can get that close, because we're very close friends. He's always been like an older brother to me, even though we're both the same age. For some reason, I don't know why, ever since I met him, he's assumed that position. And so it was easy for me in Raging Bull because he assumed it right away, and he's kept it. He's kept that upper hand, that older brother thing. And so even through the 10 years, 11 years, it's always been there. And with him giving advice all the time. So when we did this movie together, I think it was easy for him to jump in that position of my father figure or my older brother that would take care of me in a way. And it's easy for him to get so upset when I get killed in the movie also. Working with Bobby was great. I'd always wanted to work with him. And after the first day we worked together in the scene where we go to get Henry Hill to come back, I remember, and it was very touching to me, As we're walking off the set, you know, Bobby doesn't talk a lot. He just stands there, and he's a great actor, that's all. So we're walking off the set, and surprisingly, he just turns to me, throws his arms around me, and he says, Paulie, you're great, which was really a wonderful thing to happen. That was a very, just personally, I'm not talking about my acting. I just think he just meant it was great to work with me, but it was a wonderful thing from a man who I esteem greatly as an artist, as a fellow artist. They always wanted to talk to Henry about this or that. They'd come in with their subpoenas and warrants and make me sign. But mostly they were just looking for a handout, a few bucks to keep things quiet no matter what they found. Lorraine Bracco. You know one of the great things about Marty in this movie? Marty always played Karen Hill in a scene. When we would rehearse, when he would show the camera, when he would say anything, he would always play me. And for some reason, one day, I just said, why do you always be me? Why do you always Karen Hill? Why don't you play Henry? And the truth of the matter is, he could have played them all. But for some reason, I always caught him playing me. And it always, always, always amused me. And also, Marty gave me a fabulous direction for Karen. He said, she's the movie star. So when I picked out my clothes and my hair and my makeup and jewelry, I always kept Elizabeth Taylor in there somewhere. And I also used a lot of music to put me in those frames of mind. I used a lot of Bette Midler in The Rose. She sings about when a man loves a woman. She has a lot of songs in the Rose that are very much for a woman who's desperate and lost and unable to cope. So I used a lot of her music during Goodfellas to bring me down and have that kind of raw intensity.

Uh-oh. All right. I always dreamed the boy I love would come along. And he'd be tall and handsome, rich and strong. Billy Betts' scene is a real pivotal scene in the movie. I mean, he already knew in his mind what he was going to do with Joe and I there. See, I didn't know that. So he knew what he had in mind, because he knew the way he was going to develop the conflict between Joe and I. which is what he did in Raging Bull, and which is what he did in Casino. You follow me? So he already knew that. He had that in his pocket. See, and that's the reason why Marty directs so well, because he picks his cast with a lot of thought. I mean, casting is most of the argument, you know? You pick the right people, you just leave them alone, and they will bring you the material. When you go in in the morning, you just check it out, and you just block what you have to block. and it develops itself and then he just oversees everything. Marty's direction in a general overview sense is very subtle. He takes you aside and he just says that was terrific and maybe try to be a little more threatening or be a little less threatening or when you walk in, don't look so confident, try to look a little less confident or whatever the situation is, he'll just give you a couple of words And he'll be so right, you'll know exactly what he wants. And he has the ability to do that without any fanfare or any pressure, if it necessitates it. He'll take you on the side. He'll say, excuse me, Frank, can I see a minute? He'll pull up his pants. And he'll go and say, you know, when you walk in, da, da. OK. And he just disappears. When you work for Marty, it's pretty easy. something it's very loose and it's a lot of fun we laugh a lot relax what's what's got into you i'm breaking your balls a little bit that's all i'm only kidding with you sometimes you don't sound like you're kidding you know there's a lot of people around i mean i'm only kidding with you we're having a party i mean i just came home i haven't seen you in a long time and i'm breaking your balls and you're right away you're getting fucking fresh i'm sorry i don't mean to offend you i'm sorry too it's okay no problem i had back surgery prior to that And I went to the rehearsal in a van, laying flat on my back. We shot that in, I guess, June or July. And I had surgery in April. That whole scene at the bar, I was sitting on a little stool when I was in between takes. And all that stuff on the floor, that's Peter Bercosi. You know who Peter Bercosi is? Peter Bercosi is a stunt coordinator for sopranos. He did all that stuff on the floor. I was on the floor. I was on the floor for one shot, and I was in the trunk for one shot. No, I mean, the kids over here, I was hugging and kissing over here, and two minutes later, you're acting like a fucking jerk. No, no, no, no, no. You insulted him a little bit. You got a little out of order yourself. No, I didn't insult him. I didn't insult him. I played the drums. I was a recording drummer in the 60s. I recorded with all the rock and roll groups. I put on a lot of hit records. I had my own band. It was called... Frank Vincent and the Aristocats. And then it became the Frank Vincent Show. And then I hired Joe Pesci in 1969. It became Vincent and Pesci. And we did comedy for like six years together. So when Marty hired us, he hired Joe. We did a film called Death Collector, Joe and I, because a friend of ours was writing the script and he used to come and see us play. It was a mob movie, and he would ask us stories about Because every night in the club, you had this faction over here, this faction over here. Different guys that were all connected guys. So he asked us to be in the film, and we were just musicians. We played, and I studied some comedy. And Joe did a lot of comedy when he was younger. He did some television stuff. And we went and did this film. We didn't act together in it. We acted two different characters. And Marty saw the film and hired Joe to do Raging Bull. to play Joey LaMotta. And then I went in and read for Marty, with Joe and Bob, and he tested me and he put me in Rageable. So then that started Joe and I together in the whole three films, because we were... Marty said one time, he said, Vincent and Pesci are better than Abbott and Costello, he said. Because we had that thing together, that we were together for so long. How do I get blood on your floor?

Henry, go open your trunk. Marty's parents don't come to the editing room much... ...but they always are on the set, and they used to work on the set. They used to press the collars of the shirts that the people... ...particularly in the Mafia films, wear... ...because only they, Marty said, knew how to do them properly. But it was great how much they were involved in his filmmaking. They would come. They wouldn't be there all day, but they were there almost every day. And it was a wonderful thing to see. And his mother learned a great deal, of course, about filmmaking from having been in some of Marty's early movies like Mean Streets. And I think he told the story about he was shooting the scene in which Amy Robinson has an epileptic fit and Bob and Harvey are yelling at each other and having a big fight. And his mother comes out to stop it. And everybody in the tenement was fed up with them. It was late at night they were all people who had to get up at seven in the morning and go to work and they were screaming stop shooting go home we're sick and tired of you and marty's mother came over and said look you got the master shot why don't you why don't we go home and he said go over there and stand in the corner it was the first time she ever saw him as a director instead of as her son Nicholas Pileggi. He and I had very similar backgrounds. I mean, we're obviously Italian-American and grew up in New York City, and with all that that implies. And we grew up in the same kinds of neighborhoods. He in Lower East Side, and I grew up in Bensonhurst, Brooklyn, which was the Brooklyn version of the same neighborhood. So you know the culture, you know that world, you know who those guys are. whole life you know who they are you know stay away and you know people who don't and uh and it's opera it's being played out every day on the street and marty would look out the window and he saw it all happening out there and so did i and uh family we understood that whole role of family i mean i got to know and love his mother and father and they were like my own i mean you know because they're interchangeable these Older Italian-American mothers and fathers are interested. I could have taken Charlie and Kate. Marty could have taken my mother and father. I mean, they're so similar. You go into the house, and they ask exactly the same questions. You know, what about your tooth? Your tooth. Did you chip your tooth? You know, and that sort of stuff. And so I think that bonded us very closely, very early. Scanuto means he's content to be a jerk. And he doesn't care. Who knows it? He's content. Did Tommy ever tell you about my painting? I think the Mario Puzo novel, The Godfather, tells the grand story of that power elite that was the mob and its influence on the American culture. I think there's no book that depicts it as brilliantly and no movie that depicts it as brilliantly as those two movies. Actor Frank Vincent. But you've got to realize that Godfather's a work of fiction. I mean, that's all made-up stuff. And not to say it wasn't great. It was absolutely brilliant. The book was... ...and the characters and the acting. It was just monumental. It broke through the whole genre. It really put the genre out there. But if Goodfellas or Wiseguy has any validity at all in that world... ...it's a non-fiction book. None of it is made up. It is all real. And I think it gets you as close to the real world of living the gangster life as just about anything. It really happened. And people can remember Lufthansa. And they can remember the suite where all these things took place. They actually took place. So, I mean, mob guys all use this to be mob guys. Because that's what a mob guy is. You know, he's Bob De Niro. Joe Pesci and his Frank Vincent, I guess. Saturday night was for wives, but Friday night at the Copa was always for the girlfriends. And last week we saw Sammy Davis Jr. You gotta see this show. What a performer. He does these impersonations. I swear, you would think it was the real people. Oh, it's unbelievable. I mean, you can see how a white girl can fall for him. What? Nicholas Pelleggi. In the Italian-American community of, say, 1910, through Prohibition especially, and into the 50s, that world was probably as strong an influence in the Italian-American community as there was. I know nobody wants to hear that, and I know all these really successful Italian-Americans had nothing to do with those people, all those judges and people. take offense when that's said, but the truth is they were the single most powerful force in the Italian-American community for many, many years. Prohibition made them, by the way. They did not do this by themselves. Prohibition is the thing that empowered gangsters. And the Italian gangster just remained a figure in the neighborhood long, long into the 50s. It ended in the early 60s. So they were very powerful, and they had a code, and that is they would watch out for the neighborhood if the neighborhood watched out for them. It's part of the culture. Actor Frank Vincent. It was an influence on my life. It wasn't even on my acting career. My father was a dude. Okay, my father was an Errol Flynn fan. My father was a meticulous... dressed, very groomed kind of guy. And when I went into music business, I started playing in clubs. And I met all these guys with white on white shirts with the two buttons and their initials over here. And we hung out all with these kind of people. And that's the whole feeling of Goodfellas, the way the men really were. And that's true. That influence really comes through. When we played music, we wore a tuxedo every night. We were dressed up every night. We played lounges and we played clubs, and we had a different color tuxedo on every night with bow ties and patent leather shoes. So we were like slick guys, and that's what these guys were. Actor Paul Sorvino. Living in Brooklyn on certain Saturday nights in a cafeteria where all the high school kids used to go, at the end, there was a group of... refrigerator-sized men in dark suits, shiny mohair suits, who would come in with their gussied-up, splashy ladies. And I once made the mistake of looking at one of these people, and what I got back was, the fuck are you looking at? I immediately looked down at my coffee and understood thereafter not to look at these people ever again. because there was danger, real danger. Not of getting beaten up, but getting maimed in an instant. You just didn't do it. So that was about the only glimpse I ever had of it. I really knew nothing of that way of life. You'd hear about it because in New York and Brooklyn you would hear about it. Producer Erwin Winkler. I don't really know that much about the work of a gangster and what he does. I really take it from Nick's book and Nick's experience. Nick has been a journalist for many, many years and specializing in crime reporting. So he really has a knowledge of all these people. He's lived with them. He's talked to them. He's been with them for really, really a long, long period of time. Marty probably less so. And I think all of us rely a great deal on Nick's knowledge of these people. And then Marty has a great ability when meeting these people and finding out ...and talking to them and spending some time with them... ...of capturing the essence of what their life is like. Nicholas Pileggi and Marty grew up in that culture, and so did I. And we both knew it, and we knew the significance of that world... ...and why a guy like Henry would be so enamored with it... ...and why his father did everything he could... ...to try to keep his son from becoming a part of that world. Because once you join it... It's not this thing that they kill you, you can't leave. Once you join it, you can't leave yourself. It takes... Henry's a working stiff. Henry should have been unloading a truck somewhere. Henry could have been making, if he's lucky, he would have made 50 grand, 60 grand a year. Lucky, lucky, lucky. And, you know, pay your taxes, now you're down to 40. You know, you got car payments, kid needs dental work. You don't know who the heck can make a living that way. Henry got a taste. He had it all. I set up Janice in an apartment around the corner from the suite. That way I was able to stay over a couple nights a week. Karen was home with the kids and she never asked any questions anyway. Robert De Niro. Well, usually you feel something could be very simple. And say you feel because it's so simple, there's got to be more to it than this. I have to be able to do something. And say Marty would say this has even happened, say, with us in a certain kind of way where you don't have to do anything. Just that's it. The less, the better. The less, the better. And that's really the strongest way to go. most powerful way to go, just not to do anything. And it's very hard for actors in general to feel that they're doing enough, whereas all they have to do is nothing, and that's all that's needed. And that in itself is something to learn or realize as an actor, especially in films. So sometimes when you use non-actors, they don't even think that way, and you can get a very strong presence without any of the The other stuff that comes along with it, like I should be doing this or that, you know. Michael Bauhaus. It affects the shooting because these guys are sometimes not as professional as actors. And because Marty is very... accurate with the timing so there are sometimes scenes where it's hard to get the timing right because the camera moves and you want like every guy to say his line at the right second when the camera is at him and sometimes they don't get it and then you have to do it over and over again but you know it's it works because these guys are very original and very um yeah they are the real guys so It's the quality of these guys is so good that you go through this, even if it's sometimes a little harder to work with these gentlemen than with professionals. Actor Frank Vincent. And the less actors you use, the more real you can get reality because you get real people. They don't even know they're acting. Writer Nicholas Pelleggi. But a lot of those guys in the back were not really professionals. They would just... Marty picked them up for character, for face. So it was very natural to them. It gave a natural, almost documentary feel. On the documentary thing, there's a lot of emotion, a lot of power, and I wanted it to seem as raw and real as that, but that goes back to Kazan and Cassavetes. Kazan started doing it a lot by utilizing people that were actually there in the scenes, or from that world, mixed in with the actors. East of Eden on the waterfront, you can see that. Just look at East of Eden in widescreen color in a theater. And you'll see something in America that just the porch of the whorehouse, when James Dean goes to talk to Lois Smith in the bar, talks about his mother, and wants to go down the hall to see his mother, and she tells him, you better get out of here. It's like a daguerreotype. It's like a photo out of that time, right out of that time. And so it's a certain sense, and it's more than naturalism or realism. It's more than that. I got a great head. You're a little prick. Yeah, I'm in. 800 questions. You haven't been home in two weeks. You're not going out tonight. Hey, hey, Karen, will you grow up? Stop. I'm still going to go out. Not without your car keys, you're nuts. Are you nuts? Are you fucking nuts? What's your problem? Yes, I'm nuts. Something's going on. Stop with that already. No. Enough. Stop with that. No. Erwin Winkler. It was a very glamorous world that we presented until the murder of Spider. Up until then, it's a very glamorous world. In fact, we had a big, big fight with Warners about that. They wanted us to remove the spider killing. When Joe Pesci, in the second scene in the card game, kills spider, Warners desperately wanted us to take it out. And we had to very, very forcefully explain to them that that scene uh... really changes the audience's attitude about our friends that up until then everything is nice they hang around night clubs they got nice girlfriends they spend money they wear nice clothes drive nice cars uh... and it all sounds like goodfellas are a bunch of really nice guys until the spider murder and then you realize these are not such nice guys and it took quite a quite a lot of convincing uh... with warner brothers and fighting to keep that in joe pesci the thing that impressed me the most as when I killed the kid. It was very hard for me to get as close to killing someone as possible in that scene because it wasn't a contract killing, it wasn't somebody that had to be, it was a kid. And some of the actors, even Bob, they put earplugs in, but I wanted this feeling, this deafening feeling, and I wanted to feel that gun ride and feel like it. And the kid that played Spider, threw himself back so violently at the first shot that he went flying against the bar and cut his hand. They had to take him to the hospital. He cut it on a pitcher that fell. I mean, I think everybody in that room felt, including me, felt like I killed that kid. Sick maniac. I don't know if you're kidding. What do you mean you're kidding? You're breaking my fucking ball? I'm fucking kidding with you. You fucking shoot the guy? He's dead. Good shot. Good shot. You're missing this distance. Well, you got a problem with what I did, Anthony? No. Hey, no. Fucking rat, anyways. Whole family's all rats. Who would've grew up to be a rat? You stupid bastard. I can't fucking believe you. Now, you're gonna dig the fucking thing up. You're gonna dig the hole. You're gonna do it. I got no fucking line. You're gonna do it. No, fuck kids. I'll dig the fucking hole. I don't give a fuck. Was it the first hole I dug? First time I dug a hole, I'll dig a fucking hole. Lorraine Bracco. Marty let me have my kids in the movie. That's my daughters, Margo and Stella. which was fun. Yeah, I remember saying to Marty, you know, where's these kids? I mean, you know, I have two kids at home. You know, you don't always have a babysitter. You can't always, you know, separate your life. And if she's this angry and this upset, and maybe it was just something that, you know, she decided to do, you know, I thought the kids there would be like extraordinary.

In the scene when you see Karen on top of Henry, I remember it being very difficult to shoot, especially since when you learn filmmaking with Morty Scorsese. I really did that to the camera, not so much to Ray. Michael Bellhouse, who was our director of photography, an occasional cameraman. Michael had the camera lying down on the bed and I, if I remember correctly, I straddled his knees and the gun and everything is literally right into the camera. So it was very difficult. Ray was somewhere on the side there. And, but Marty wanted it straight into that camera. And that was hard, cause I remember seeing my reflection and oh, you know, once an actor sees itself, it's a very strange thing. I remember trying to prepare for that and just literally beating myself up to make that real and, and have those feelings of having a man leave you and let alone for someone else and having two children and being a failure. I mean, the litany of many things that women know when their husband is having an affair. Very hard, very harsh, the whole thing was harsh. I remember, you know, a hundred times asking them, promise me there's nothing in here and, you know, show me that there was nothing in the gun, because, I mean, it was horrifying. At one time, he throws me off of the bed. And in that did the gun go flying and hit Michael Bauhaus in the head. That was not funny. But that's what did happen. Poor Michael, our house, you know, had this huge lump and... You know, there's safety first, so we never do anything that's really dangerous. I mean, this was a little accident, but, you know, that happens, that's no problem at all. And I believe I bought him a pith helmet. The next time filming with Martin Scorsese, I thought it would be better for his health. Karen came to the house. She's very upset. This is no good. You gotta straighten this thing out. I gotta have calm now. You understand? With her, we don't know what the hell she's gonna do. She's getting all hysterical. She gets very excited. She's wild. And you, you gotta take it easy. You got children. I'm not saying you gotta go back till this minute, but you gotta go back. I mean, it's the only way. Gotta keep up appearances. I got the two of them coming over the house every day, commiserating, the two of them. I can't have it. I can't have it. You know, I just can't do it, Henry. You know, I just can't do it. Nobody says that you can't do what you want to do. Yeah, do what you want to do. We all know that. I mean, this is what it is, OK? We know what it is. You have to do the right thing. You have to go home to the family, you understand? You got to go home, OK? Look at me. You got to go home. Smarten up. All right? Yeah. All right. I'm going to talk to Kara. I'll straighten this thing out. I know just what to say to her. Okay? I'm gonna tell her you're gonna go back to her, and everything's gonna be just the way it was when you were first married. You're gonna romance. It's gonna be beautiful. I know how to talk to her, especially to her. In the meantime, Jimmy and Tommy are going down to Tampa this weekend to pick up something for me. Instead, you go with Jimmy. Yeah, you come with me. We'll go down there, okay? Have a good time. Take some time for yourself. Relax. Sit in the sun. Take a couple of days off. Have a good time. Enjoy yourselves. And when you come back, you go back to Karen. Huh? Okay. Please. There's no other way. You're not gonna get a divorce. We're not on your Marley. She'll never divorce him. She'll kill him, but she won't divorce him. Here. Here. You gonna pay it? I ain't got it, I swear. You gonna pay it? Just give us the fucking money! I can't. I can't, I swear. Let's go. Let's go!

They must really feed each other to the lions down there because the guy gave the money right up. We got to spend the rest of the weekend at the track. Then I couldn't believe what happened. When we got home, we were all over the newspaper. At first... I didn't even know why we got picked up. Then I found out that the guy we roughed up turned out to have a sister working as a typist for the FBI. Who could believe it? Of all the fucking people, she gave up everybody. Jimmy, me, even her brother. Took the jury six hours to bring us in guilty. Judge gave Jimmy and me ten years like he was giving away candy. Ten years in a federal penitentiary. You will now be turned over to the United States Attorney General's office. Well, sweet Henry, toast, guys. Good trip, good life. Get out soon. Good trip, sweetheart. All the best. Got the bone, huh? Say hello to those blowjob hacks, huh? Forget it. Motherfucked them every chance you get, Henry. I'll call you when I get a chance.

I'll take me to jail. In prison, dinner was always a big thing. We had a pasta course, and then we had a meat or a fish. Paulie did the prep work. He was doing a year for contempt, and he had this wonderful system for doing the garlic. He used a razor, and he used to slice it so thin that it used to liquefy in the pan with just a little oil. It was a very good system. Vinnie was in charge of the tomato sauce. I felt he used too many onions, but it was still a very good sauce. Vinnie, don't put too many onions in the sauce. I didn't put too much onions, Paul. I put three small onions, that's all I did. Three onions? How many cans of tomatoes did you put in there? I put two cans, two big cans. You don't need three. Johnny Dio did the meat. We didn't have a broiler, so Johnny did everything in pans. I used to smell up the joints something awful, and the hacks used to die, but he still cooked a great steak. Hey, how do you like yours? Red, medium red. Medium red? Hmm, aristocratic. You know, when you think of prison, you get pictures in your mind of all those old movies with rows and rows of guys behind bars. But it wasn't like that for wise guys. It really wasn't that bad, except that I missed Jimmy. He was doing his time in Atlanta. I mean, everybody else in the joint was doing real time, all mixed together, living like pigs. But we lived alone. I mean, we owned the joint. Good. They deserved it. Even the hacks we couldn't bribe would never rat on the guys that we did. And the neighborhood had respect. People loved one another. You left your doors open. Sorry it took so long. Skinny guard's gonna be a real pain in the ass. Yeah, we're gonna have to do something about that bear. No, I took care of him. All right, what'd you bring? All right, uh, some bread. Good. Fresh. Vinnie, I got your peppers and onions, salami, prosciutto, a lot of cheese. Come on, come on. What else? Scotch. Nice. Here's some red wine. OK. No, we could eat. I got some white, too. Give me the white, too. Beautiful. OK, boys, let's eat. Come on, Freddy, Vinnie. I'm hungry for some more bread. Tomorrow we eat sandwiches. You've got to go on a diet, Vinnie. Sandwiches are great, kid. Believe me. Johnny? What do you think? Read them and leave. What are you doing? See? Yeah, I'll take that. Hey, I'm tired of losing. All right, I'll catch you guys later. Yeah. They're going for a walk in the park. There you go. OK, I'll catch you next week. Thanks. All right. There any more? Nope, that's it. Have a good weekend. Thanks. Thank you, Henry. Why'd you think? Miss Hill, come here. You girls stay right here. I want you to hold hands. OK, go right up to the front. Let's go. How you doing? Good, how are you?

I saw her name in the register. You want her to visit you? Let her stay up all night crying and writing letters to the parole board. What am I doing here? Where am I? I'm in jail. I can't stop people from coming to see me. Good. Let her sneak this stuff in for you every week. Look what you're doing. Stop it. Shh. I'm sorry. Let her sneak this shit in for you. Let her see this shit. Can you stop it, Carrie? Can you stop it? Let her do it. Let her do it! Stop it! Shh, shh. Ruth, Ruth, Ruth, come here. Nobody's helping me. I'm all alone. Bill and Maury are broke. I asked your friend Remo for the money that he owes you. You know what he told me? told me to take my kids down to the police station and get on welfare. Karen, he's going to be OK. Even Paulie, since he got out. I never see him. I never see anybody anymore. It's only you and me. That's what happens when you go away. I've told you that. We're on our own. Forget everybody else. Forget Paulie. As long as he's on parole, he doesn't want anybody doing anything. I can't do this. Yes, you can, Karen. Listen to me. All I need for you is to keep bringing me this stuff. I got a guy in here from Pittsburgh who's going to help me move it. Believe me, in a month, we're going to be fine. We won't need anybody. I'm afraid. I'm afraid if Paulie finds out. What did I just say? Don't worry about him. He is not helping us out. Is he putting any food on the table? We've got to help each other. We just got to listen. We got to be really, really careful while we do it. I don't want to hear a word about her anymore, Henry. Never.

The house? Karen, get packed. We're moving out of here. With what? Don't worry with what. You just start looking for a new house, OK? I got to go to Pittsburgh in the morning. Those guys out there, they owe me 15 grand. We'll be all right. I got things lined up. Pittsburgh? You'll have to go see your parole officer tomorrow. Karen, don't worry about it. Everything's going to be fine. Who wants to go to Uncle Paulie's? Me! Hungry? No, he's an arrogant guy. He doesn't do the right thing. What? What do you want? Sweetheart, let mommy eat it. It's all good. Very good. Did we eat this good in the joint? I don't want any more of that shit. What shit? What are you talking about? Just stay away from the garbage, you know what I mean? Look, Paulie. I'm not talking about what you did inside. You did what you had to do. I'm talking about now. From now, here, and now. Paulie, why would I want to get into that? Don't make a jerk out of me. Just don't do it. Just don't do it. I want to talk to you about Jimmy. You got to watch out for him. He's a good earner. but he's wild, takes too many chances. No, I know that. I know Jimmy. You think I would take chances like Jimmy? And Tommy, he's a good kid too, but he's crazy. He's a cowboy. He's got too much to prove. No, I know. You've got to watch out for kids like this. Yeah, I know what they are. I only use them for certain things. Believe me, you don't have to worry. Listen, I ain't going to get fucked like Gribbs. You understand? Gribbs is 70 years old, and the fucking guy's going to die in prison. I don't need that. So I'm warning everybody. Everybody. Could be my son, could be anybody. Gribbs got 20 years just for saying hello to some fuck who was sneaking behind his back selling junk. I don't need that. ain't gonna happen to me, you understand? Uh-huh. You know that you're only out early because I got you a job. I don't need this heat, understand that? Uh-huh. And you see anybody fucking around with this shit, you're gonna tell me, right? Yeah. That means anybody. All right. Yeah? Yeah. Yeah, of course. It took me about a week of sneaking around before I could unload the Pittsburgh stuff, but when I did, It was a real score. I started using Sandy's place to mix the stuff, and even with Sandy snorting more than she mixed, I could see that this was a really good business. I made $12,000 in my second week. I had a down payment on my house, and things were really rolling. All I had to do was every once in a while was tell Sandy that I loved her. But it was perfect. I'm telling you, as long as I kept getting this stuff from Pittsburgh, I knew Paulie would never find out. Within a couple of weeks, it got to be so big, I needed some help. So I got Jimmy and Tommy to come in with me. It's fucking great. Mr. Conway! Bring your pay stubs here.

and a half months of dirt. So good. I did it. Do you love it? Oh, it's wonderful. And this we just had to have made special. Go ahead, sit in it, Belle. The others, you couldn't even sit in them. OK, you ready? Watch the wall with the rock. Oh, shit. No. The electricians did it special. Come on. Come on. All right, this was imported. It came in two pieces. Can you believe what they can do? It's nice, huh? Henry, Henry, come over here. You and Jimmy talk. Yeah, I talk to him, and he's looking into everything. Oh, how fucking good. This will make the Air France Hall look like goddamn peanuts, man. Come on. But it's OK. He's going to do it, right? I just told you. He's going to check everything out. He's looking into it. And we'll see what happens. No promises. Yeah, I know, I know. But the understand, there's millions in there. And I've been bleeding for this caper. I've been cultivating this son of a bitch. He owes me 20 grand. Once in a lifetime. I could retire, no more nut every week, no more bullshit. My dream comes true. Yeah, let's get a drink. OK, B, come on. And these are the guys that Jimmy put together for what turned out to be the biggest heist in American history, the Lufthansa heist. Tommy and Carbone were going to grab the outside guard and make him get us in the front door. Frenchie and Joe Buddha had to round up the workers. Johnny Roast Beef had to keep them all tied up and away from the alarms. Even Stacks Edwards got in on it. He used to hang around the lounge and play guitar. Everybody loved Stacks. What he was supposed to do was steal the paddle truck and afterwards compact it by a friend of ours out in Jersey. Only Maury was driving us nuts. Just because he set this up, he felt he could bust Jimmy's balls for an advance on the money we were going to steal. He didn't mean anything by it. That's just the way he was. I had everybody working for me. Even our old babysitter, Lois Bird. Did you have a good flight? I hate Pittsburgh. Where'd you find such creeps? Come on, they're not that bad. And it's worth it, isn't it? Is this the same baby you used last week? No, that one was my sister's. This is Deirdre's. She looks just like you, Lois. Whoa, that's what the stewardess said. Yeah. Take it easy, Sandy. Come on, Henry. Give me a break. Get enough here to go around. You got all day. Just make it last, all right? Take it easy. Hey. Where you going? Where you going? Come on, don't start. You know I got to go do this thing. Fuck, where are my keys? They're over there. It's a mess. It's like a pig pen. What do you think I got you the dishwasher for, huh? I hate doing the dishes. You're boxing my nails. I don't give you hate doing the dishes. You got to be smart. Look at all this powder around here. It's about to put us away forever. Henry, stop. Whoa, what are you doing? Come on. Come on. Nobody knows for sure just how much was taken in the daring pre-dawn raid at the LaTanza cargo terminal at Kennedy Airport. The FBI says $2 million. Port Authority police say $4 million. The city cops say $5 million. Your counsel has not said anything, but they promise to break their silence soon with a press conference. Those son of a bitches! And the WINF will be there to cover it live from the scene of the heist at JFK. It looks like a big one, maybe the biggest this town has ever seen. Stay tuned. Hey!

This is my wife. Jimmy, come here. Jimmy, come here. Is she gorgeous? I bought her for my wife. It's a coupe. I love that car. Listen, what did I tell you? I talked to you before, didn't I? Didn't I say what was going on? Didn't I say not to go buy anything for a while? Yeah, but it's a wedding gift, Jimmy. It's for my mother. It's under her name. I just got married. I love that car. Excuse me, Don. Just a second. I just got married. Johnny, are you nuts? What are you getting excited for, Jimmy? What am I getting excited for? Are you stupid? We got a million fucking bulls out there. Everybody's watching us, and you get a fucking car. Are you telling me I'm excited? Under my mother's name. It's a wedding gift. I don't give a fuck whose name it's under. Are you stupid or what? Didn't you hear what I said? Don't buy anything, don't get anything, nothing big. Didn't you hear what I said? What's the matter with you? What are you getting excited for, Jimmy? What am I getting excited about? Because you're gonna get us all fucking pinched. That's why. What are you, stupid? What's the matter with you? I apologize. What's the matter with you? I'm sorry. What the fuck is the matter with you? I'm sorry. I'm sorry, Jimmy. It's under my mother's name. What'd you say? It's under my mother's name. Are you being a fucking wise guy with me? I'm sorry, Jimmy. I apologize. What did I tell you? What did I tell you? I'm sorry. You don't buy anything, you hear me? Don't buy anything. I'm sorry. That fuck, he ought to wear a sign. I can't believe this. What are you, stupid or what? Excuse me. Excuse me. What's the matter? Take it off. Didn't I tell you not to get anything big? Didn't I tell you not to attract attention? In two days, one guy gets a fucking caddy and one gets a $20,000 mink. Bring it back. All right, all right. I'll bring it back. Bring it back. I don't care what you're doing. Bring it where you got it before. Get it out of here. I don't care. You understand? Get it out of here. All right. Let's go. I'm going to eat. I'm going I'm gonna go see Stacks. Don't you look at anybody who's straight ahead of our fucking game. He's so jealous. I mean, if I even look at anyone else, he'll kill me. Great. Leave them. Come on, Walter, relax. Don't attract attention. Hey, guys, I've been looking all over for you. Jimmy, Henry, how are you? Merry Christmas. Hey, listen, I need the money. Hey, Maury, relax. Relax, OK? Jimmy, I need the money. Relax. I'm relaxing. I need the money. I did what I had to do. I need the money. What's tonight for? Listen, I did my caper. He owes me. I mean, everybody's flashing their stuff here. Evidently, they got their money. I'm wearing the same old shit. They're wearing it. I got to talk. Jimmy. Jimmy. Jimmy. I got 500 grand coming to me. biggest fucking bundabee I've made in his life. I want my money. I'll go talk to him. Go have a drink, all right? There's poison in my eyes. I'll talk to him. Poison in my eyes. Morris, baby, are you all right? No, I'm not. Come on, sit. Jimmy? Crispus, your share. Just a little taste. Jimmy. We did it. Hey, Jimmy. Yeah? Jimmy? Yeah, yeah, who is it? It's me. Pete? Yeah. Yeah, one second. All right. Don't call Frankie and Johnny. Don't be a moron with the money. Do what's right, you understand? Yeah, of course. Karen! Judy! Rose! Come here! I got the most expensive tree they had! And I believe Marty was very... handled me with... with kid gloves, in a way, until he saw that I was feisty and would fight for myself. You know, Marty and I would fight a little bit. I would fight for Karen, and in that Marty would fight for the movie. I had very strong beliefs in playing her, and Marty was 98% of the time my pal. And going with me and believing me and trusting me. Marty, you have to earn Marty's trust. That was the most exciting thing for me. Once I earned Marty's trust, and that was maybe, I would say, the third day of shooting, I earned his trust. And he came to me and said, Lorraine, I never want you to hold back any ideas or feelings or... or anything that you feel that would, you know, tell the story better. And never, and he made that environment very free for me. And we would fight about things. I remember fighting, he said, no blue jeans. And I felt at the end of the movie, Karen Hill would have worn blue jeans. And he said, no blue jeans, he would not have it. We compromised, I wore white jeans, but... But that was a big thing for him. What else? I felt that Henry would have given her real jewelry. So I wanted real jewelry, just the way the boys wanted real money. Well, I wanted real jewelry. So that was a big thing that we had to figure out, who, how, what, you know, because we had all those errors to film. So, you know, you couldn't hold up, you know. all this jewelry for months and months and months. So that was also another thing, but I was very, you know, determined about that. Little things, but little things that meant something to me in portraying Karen. And, you know, between Marty and most, of course, my scenes were with Ray, who... When I watched the movie this morning, and I just fell in love with him all over again. I really did. I have to say, I think he's extremely gorgeous, sexy, exciting man. And I'm sure that the real Henry Hill for the real Karen Hill was all of those things. And I think we got that right. Every day when we walked into Hair and Makeup, we were Karen and Henry. Right from that get-go, every day. We never left them. Everything is beautiful, isn't it? Don't worry about it. Didn't you tell them? No, I didn't tell them. Guess what? They're gonna make them. Producer Erwin Winkler. I think the character that I see most in the film, strangely enough, is Marty Scorsese. Because I think his character more than anything else comes out. His own drive, his own wanting to be part of... a group of, you might say, outcasts, and yet still being very much a part of the establishment. When you look at Marty's career as a filmmaker, he is the most successful, independent film director that has never made a film independently, that has always made a film under the establishment. So he's always been slightly outside of it, and yet always been part of it. So he's very much—I see him more than anybody else. It has Marty's passion. It has Marty's sense of violence, which is always around Marty. Even when you talk to him, you get some of that. And you get some of Marty's need to be accepted. So it's all part of it. None of the characters are as clear to me as Marty is when you look at that film. But, of course, you have to know Marty to see some of those things. Robert De Niro. We have a special way of communicating, and he's always open to any idea. And I don't feel it's just with me. I feel, though we have our own special, unique professional relationship, working relationship, and personal, but that's just the way he is. You know, some directors, when you work with them, all directors have to know how to direct. They have to direct and guide the ship, so to speak. And there's a point of making choices, whether you're going to go this way or that way. And Marty is very easy about those choices in terms of, well, he'll try something. It's not even a question of easy, because if it's wrong, he won't do it. But he's very open. I can't tell you, as an actor, how important that is to feel, to get the support from a director. Because at one point, if you work with certain directors, and you can see it in their work, all of a sudden, you start closing down. You just start shutting down, and you don't want to do anything. You figure whatever idea you're going to come up with, it's not going to get a good response to. And OK, I'll just... You know, I'll do it. With Marty it's the opposite. The more you come up with stuff, the more enthusiastic he gets. I try not to get into situations with directors who I don't respect. I don't get into situations with people I don't... I mean, I have to like them and respect them and follow what they're going to do. Otherwise, there's no point in working with them. There's no point in... You know, it's very hard work. And... It's arduous. A lot of it is... And if you're not at least thinking that you're with people who you respect and are trying to help them realize a vision of one sort or another, then there's no point. Marty was always willing to have us try things. Never once did he not encourage us and never made us feel stupid if we tried something that didn't work. And that was... I think that is one of the geniuses of any director in making their actors feel safe and loved. We rehearsed in the location before we started to film. So that gave us an incredible leeway to know the environment And so that when we went back to shoot, we had in our head where we were going. So therefore, I would write notes. I know at night, you know, before I would do this scene, oh, try this. You know, I would always be working, working, working. Come on, let's go up and go up. Oh, you want to go to the diner or what? We'll go to the diner over there on the boulevard. Oh, good. Which diner? Rockwood Boulevard. Director of Photography, Michael Ballhaus. I have done three pictures before we did Goodfellas. The first one was After Hours, Color of Money, and then Last Temptation of Christ. So number four was Goodfellas. And we had, like, a long and very close and wonderful relationship, work relationship. So it was obvious that we should shoot this movie together. And when I got the script, like always, whenever Marty sends a script, it's very exciting. And in this case, it was a script that I wouldn't have done with another director. I would say that. Because when Marty sends me a script, I'll do whatever he wants to do, because I know that it's going to be great. It's going to be a Marty Scorsese movie. And I want to do all of his movies. And we tried to do all of them. We didn't succeed every time. So it is a movie that has a lot of violence in it. And I must say it wasn't always much fun to shoot it because it's a very tough subject and a lot of dead people and a lot of killing and all that. And I normally don't like these kind of movies. But in this specific case, because of Marty, I think it was an important movie to do. This movie was different. It's a different kind of approach to this genre. Because normally these guys, like in the Godfather movies, are gentlemen. They are great guys and you adore them in a way. This shows a different side of this business. And I thought it was very important to do a movie that... shows how a guy in his young age could slip into that group of people and become one of the low guys. I thought it was very important to show that. I wasn't planning to do a pretty-looking movie. It should have more like a dirty look. What we tried is when you walk into a location, like in a bar or a restaurant, I looked at it and said, how this looks here, that's what I want to see on the screen later. So I worked a lot with available lights, with light fixtures. It was not the kind of normal movie lighting that I was planning on this. It was basically trying to keep the same atmosphere that these places had. And I think it worked pretty well. It should never look, in a way, never look lit and never look like beautiful because it wasn't.

and he gave me some Christmas money. From then on, I kept my mouth shut. I knew Jimmy. Director of Photography, Michael Ballhaus. This, again, was a fairly complicated shot because it was a mixture of a crane shot and a Steadicam shot. So what happened is that we had Larry McConkie, who was the Steadicam operator on this movie, who was brilliant, he was the best in those days. He was standing on that crane, and the crane moved closer to the truck, and then he stepped off the crane on the platform and walked into the truck to end up on a close-up of the face of this frozen face of this gentleman, which was a very complicated shot. But again, you know, we got it. They found Carbone in the meat truck. He was frozen so stiff it took them two days to thaw him out for the autopsy. Executive producer, Barbara DeFina. My favorite part of the process actually is shooting, which is probably odd because it's so stressful, but I find it really immediate. And at the end of the day, you sort of know what you've got and you have a sense of accomplishment. Moving on, and I love because there's so many people and it's such a, the process is so much about who's there and who's working with you and I enjoy that. Post is a much smaller group of people, takes a lot longer, there's less pressure. I think that's why Marty probably likes that better, he has more control. There's something about the insanity of production that really, I really like. I mean, it's just, it's a great high. Writer Nicholas Pelleggi. I can't go to the set. I mean, I could go to the set, and I've been on the set, but I decide, I thought you made a movie on the set, but it isn't. You don't make a movie on the set. You play with lights. That's all anybody does. For two minutes of screen time, everybody adjusts lights, and you're there for two hours adjusting lights, and people want to know who you want in the Jets game. And I'm a writer. I should be back. and there are things I want to do. So, in Marty's case, what we do is, he's there, I'm not far away, either in an apartment or a hotel room, and I'm working on my own stuff. I'm working on stuff for the movie. If Marty wants me to add some more to this dialogue, we need more here. So I'm available. And I'm available if he calls, I'll just jump in a car, somebody will drive me over, so I'm there. But the idea of just hanging around on the set is just, I mean, I just can't do it. I'm not, you know, I'm just not interested in it. There are people who are fascinated by it, you know, the kinds of lights you use and the lenses and this kind of camera and that kind of sprocket, and I just am not, I'm not there. Director of Photography, Michael Ballhaus. It was not a crazy shoot. We had a pretty long, good schedule. I don't remember exactly, but as far as I recall, it was like 72 days. We went a little over because there were some delays. There were some problems. You know, like always, there's a problem here, a problem there. But we didn't race through it. We were well prepared. because Marty had done his homework, I had done my homework, I had an excellent crew, great guys that I worked with before. So it was going very smooth and well from our side. The atmosphere on the set was usually pretty upbeat and a lot of fun, a lot of humor, a lot of sort of dark humor, a lot of gallows, jokes, depending on which actor was on the set. the atmosphere would be different. I mean, when Joe was around Joe Pesci, it was always pretty wild and pretty funny. Bob's a little more subdued. Ray, you know, is just a great guy to work with. He was just always there, always on, always ready and sort of even, but also a great sense of humor. So it was a pretty good shoot. I mean, there was a lot of pressure. We didn't have much money. We were over-scheduled a little, not very much, but we were over. Marty had just a ton of setups to do every day. And if you study the movie, you can see the camera's moving a lot. There are a lot of different angles. And he wanted to get it all, and I think Michael Ballhaus helped him. And I think pretty much he did get what he needed. And I think, I mean, I would think he's happy, certainly technically with it. There is nothing unfilmable for me in a way, because you can do anything you want. Sometimes it's a matter of time, money, but everything is possible. And the director would never hear from me, I can't do it, or I don't want to do it, or it's not possible. It doesn't exist in my vocabulary.

What's interesting about that is that there's no climactic scene in the film. That's the climax of the movie. The climax of the movie is stirring the sauce and watching out for a helicopter and going to pick up his brother and Jimmy with his blue terrycloth robe with a cigarette in his mouth saying, those drugs are making your mind into mush. When we closed the door, he started laughing. De Niro and Ray Liotta started laughing because of the way he said it, the way he had that, he just threw in there with the cigarette in his mouth and he looked like some The look with the blue terrycloth robe was... Come a long way, Bob, to put that robe on. Like Uncle Jimmy at home. You know? When he opened the door, he had that robe and his slippers on his sets. Instead of delivering milk, he's delivering guns. It's not that. Forget it. It's no good. Right in the door, everybody. They don't care. Stop with those fucking drugs. They're making the money to mush. You hear me? Take them back. Editor, Thelma Schoonmaker. When Ray Liotta's on his way to pick up his brother at the hospital, and he almost has an accident, and there's some very quick cutting of his feet flying around, and the car stops just before hitting the car in front of him, Marty had designed that all to be edited to the Who Live at Leeds. And so we wove a little texture of all those pieces together, just exactly the way he had conceived of it, and it worked like crazy. The accident occurs. It's such a great buildup over Ray's frantic, sweaty face looking at helicopters trying to drive. I thought I wanted to create in the audience kind of that state of panic or, yeah, that state of excitement and panic that may be associated with, you know, long periods of drug taking, really. And I wanted to recreate that sense in the audience. Come on, get over here. Doc, I'm fine. Let me check you out. Come on. He took mercy on me. He gave me 10 milligrams of Valium and sent me home. Now, my plan was to drop off my brother at the house and pick up Karen. I do think that sometimes people think that a good deal of what Marty is doing is done in the editing, but they have to remember that what he has done all along is he's had a very strong conception, and he's carefully created and shot the film in a way that it will come together in the editing room the way it does. And so the editing often is given way too much credit, I think, because you have to have those powerful shots. You cannot make a scene, even something as static as, what's so funny about me, You couldn't make that scene, an editor couldn't make that scene if it hadn't been shot a certain way, directed a certain way, and acted a certain way. And so I often tell students, don't think, you know, you can't make a silk purse out of Sal's ear. You have to have extraordinarily good footage. And I get it from Marty all the time. I kept looking out the window and I saw that the helicopter was gone. Michael, keep an eye on the sauce, all right? Stay here with your Uncle Michael, all right? I'll see you later. So I asked my brother Michael to watch the sauce, and Karen... Ray Liotta. I remember the actual sauce was a sauce that Marty Scorsese's mother made, which was excellent. The sauce, which could be aggravating, if you cook that sauce all day and then it's burnt. My mother, people would really... I saw Francis Coppola get very angry one night when he made the sauce and it got burned. You know, it's a very tricky... A very tricky situation. They take it deadly serious. But, I mean, there's a helicopter following you. For some reason, people who have experienced that kind of lifestyle, that really gets them. So I actually had people come up to me and said that they were, you know, had trouble with coke, and any time they got a little tempted, they would turn on that last scene there because that paranoia just brought them back to a certain state that they would rather forget, and it was enough to stop them. You know, that's true. So... Music in this movie is just incredible. For example, there's a wonderful shot that Marty did... ...which swish bands to the sky. And he had a piece of Muddy Waters music... ...that he always knew he wanted to use there. And it just went in beautifully, like icing on a cake. Because it had been thought out so well. And it's really, we shot it and I'm looking up and they're telling me where the look is, where the plane is gonna be. You do your research and your homework and you know what you're supposed to do. But any movie that stands is a combination of the script, the directing, the acting, the editing, and the music. And this movie's a combination. I think everything just kind of came together on it.

Thelma Schoonmaker. I think an editor does need a tremendous amount of discipline, patience, incredible patience. And you have to, you should be the kind of person who works well in collaboration with a director because it's his vision that you're helping get up on the screen. And you must support and... help him do that. And to be in a situation where you're fighting over the film is very unpleasant, and I would hope is not too frequent, but probably it is. But not with Marty, because he's the first person, for example, if there's anything that hasn't worked out as he has dreamed of it, he's the first person to say, oh, we have to find another solution. He's never a stick in the mud or... adamant that something has to be the way he shot it, whether it's right or wrong. Never, ever has he been that way. So he's very, very critical of his own work. Extremely critical. Too critical, I think. And so he's constantly judging what he has done all day long in the editing room. He's constantly saying to himself, was that good enough? Was that good enough? And it's wonderful to be that way. because his standards are so high, but it's painful. It's very painful. Marty's a very emotional person, and I am more of an even keel person, so it helps. I think those two personalities kind of work together well. After everything I told her, after all her yeah, yeah, yeah bullshit, she picks up the phone and calls from the house. Well, I think Marty has always been willing to go... ...to be very extreme at times. For example, in Gangs of New York, a wonderful scene... ...where Daniel Day-Lewis takes a very long time to say certain lines... ...is something most directors would never do. But Marty sensed right away that it was going to be right. And he was very courageous in the editing... ...at letting the shot hold for a very, very long time. And that's what... makes such a great laugh when Daniel delivers a line. And that's happened over and over in films I've worked on with Marty. He's very, very bold. He loves to break the mold. He loves to be unusual. He loves eccentricity, inventiveness in actors. He hates cliché, absolutely hates it, and would die before he would allow it to go up on the screen. He hates what he sometimes calls TV acting or TV writing, you know, which is very molded and traditional and expected. Oh, taking the babysitter on the plane and she wanted to get her lucky hat. I mean, the details are living with that. It's almost like when you're making a film, too. I mean, in a way, you're, you know... This person doesn't want to do that. That person doesn't want to do that. Can't have that. That goes too far. Okay, we can shoot for like two seconds in between two planes that are taking off and one landing, and you can't show this guy's face because he got hurt the other day, and you've got to have this. Or what can we get? We can show his hand. Okay, let's shoot the hand. It gets down to that. It gets down to I don't have my lucky piece. Oh, you know, okay. So in a way, the sense I'm trying to get at is that I was interested in the minutia, the minutia, or at least at his level. And I think in the minutia, you're able to see a reflection of the whole world. Lois, do you understand what we're involved in here? I don't care. I need my hat. I won't fly without it. I wanted the soundtrack to the voiceover to become, especially by that point, the last day as a wise guy, by that point to become almost like a piece of music. It even doesn't matter what he's saying anymore. It's just rattling words, rattling words until finally the cop policeman holds a gun in his head and says, don't move, I'll blow your brains out. And the most unexpected thing comes out of his mouth and voiceover. He says, I knew it had to be cops, because if it was wise guys, I'd be dead. They don't tell you. They just shoot. So he was relieved. And the relief on his face is a relief of the whole film, really. His whole life, in a way. If they had been wise guys, I wouldn't have heard a thing. I would have been dead. I knew what the story was. In my sleep, I knew what it was. I had learned the voiceover. Because I asked Marty, should I just read it? We did that the last day of filming. I just did all my homework. And plus, I knew my place as the character. I knew who Henry was. And he was Tommy. And they were the glitter, and I was the glue. I think it was the day after, and I'm not a smoker, but I think I was the only one on the set that Marty allowed to smoke real cigarettes. And I don't think I'll ever do it again in a movie, man, because take after take, and if you're just lighting one. So my voice and everything was hoarse, and Henry's brand wasn't exactly what it would have been the brand that I chose. And it was the day after, so we were just exhausted from a three- or four-month shoot. And so we started. It was in a little theater, and they had the mic there. And so I just started, you know, as far back as I can remember. I always wanted to be. And it didn't feel—I wasn't feeling like I was connecting. So I asked, like you or one of the—it was the sound guy, if he would sit in front of me. And that gave me a focus. So then, because what I'm doing is basically I'm telling that story because when you pull back and I can't remember how much I remember it now, actually. Off the witness stand, you could see that I'm talking to the camera. So I figured I'd use that and I'd want to talk to somebody. So I started, I said, can I start it again? I don't feel like right. And I sat down and started telling this guy that I didn't know, the sound guy, the story. He wanted us to tell a story. I remember that. You need to tell me the story. And I remember he put either it was himself or someone else in front of me to talk to. And we just did it, I think, in a few hours. Because I asked Marcia, should I have it memorized? So I knew it throughout. So I knew when we were doing the scene exactly what I was saying because I just remember it. At this time, what you're seeing on film and what I was saying... And I think we just did it in one day, maybe two, but I think it was one. This is the bad time. As you notice, though, if you do notice, at a certain point, once things start to turn against them, things build higher and higher to a pitch in which it reaches a culmination. And then everything after that, for the last 20 minutes of the picture, there's no music, it's very quiet, and they've got to pay now. Now they have to pay. Where's the stuff that I left, Karen? I flushed it down the toilet. Executive producer, Barbara DeFina. The post-production was really sort of difficult because we had previews. And the first few times it was shown to audiences, Martin's movies never preview really well anyway, which, you know, there's the whole thing about numbers and boxes and, you know, the audience, they fill out cards. And his movies usually don't get really high numbers. And Goodfellas didn't get really high numbers, which wasn't surprising. But what was surprising is that the audience... got really, in some cases, almost violent. We had one experience when we tried to preview it in California, and the projector broke. It wasn't that the film broke, actually. The sound didn't work. The man and the projectionist in the booth had forgotten to flip a switch. And so they started the running, and there was no sound. They stopped. They re-threaded. They started again. There was still no sound. They stopped. And finally, the third time, they thought it was going to be like Frankenstein and the mob. You know, they were going to get lynched. And the audience was so angry. I mean, I don't want to buy into, you know, movies make people violent. I don't think they do. But the movie has such an effect on people, you know, and really does stir up emotions. And I think that was very surprising. And, you know, I mean, I think the movie looks... I mean, I love the way it turned out. I love the way it looks and sounds, and the actors are great. But the emotional reaction of the audience was kind of a shock. You know, I can be trusted now, Paulie. I'm clean. On my kids, I'm clean. You looked in my eyes, you lied to me. You treated me like a fucking jerk. Paul Servino. At my first screening of Goodfellas, I was expecting good things because, you know, Bobby De Niro, who's better than he is... Joey, my friend, so talented, and Ray, and I wasn't exactly chopped liver myself, and the great Martin Scorsese, and Pelleggi, and all these wonderful people involved. I said, how can this be anything but a sensational movie? I sat down to watch it, and from the first scene, I thought it was awful. I thought it was so violent, and I thought it was so boring, and so tedious, and so uninteresting. And I thought I was absolutely wretched in it. I regretted being in it. I said, how could they make such a movie and how could I have been in it? And when the lights came up, I said, this is bad. And my daughter Mira said, this is the best thing you've ever done. And Amanda said, my other daughter, this is a great movie. I said, no, it's not. It's awful. This is a terrible movie. And the audience was wild about it. And I said, what a terrible movie. And about two or three hours later, I came out of this cloud that I... I was so blown away by it. This has never happened to me before or since. I was so blown away by the movie, I was in a state of shock. It's as if you had hit me with a baseball bat. I was shocked and stunned. I could not see it for what it was because it so overwhelmed me. When I came to my senses about three hours later... Called my manager and I said, you know, I think this is one of the best movies I've ever seen, and I'm really good at it. Director of Photography, Michael Ballhaus. I'll never forget that moment when I saw the movie when I was done here in Los Angeles. I looked at the movie and it was so fascinating that I sometimes forgot that I shot it. And just the way it was edited, with the music and all, it had such a perfect rhythm that I got drawn into it in a way. that I could never believe that this would happen, because I know every shot and pretty much the rhythm of it, but I looked at it like totally new, like I've never seen it before. Listen, I got some beautiful Dior dresses. Do you want to have them? Pick out a few for yourself. Huh? For my mom. Yeah, whatever. Yeah, I'll go for my mom. Take a few. No, no, no, it's over here. It's in a store in the corner. It's swag, so I got it down the corner. Lorraine Bracco. at the time was friends with Robert and I never felt any fear from Robert. And I was always so surprised at how so many people were fearful for me. I was unaware, I'll be truthful. Except that, you know, at the very end when I'm like, okay, this isn't kosher. You know what, I remember, maybe filming a couple of different times that walk. Marty wanted different backgrounds or different things, so he tried a couple of things, Marty. I remember going, every time I'd see that on the call sheet, you know, Karen walking, you know, we're running away from Jimmy. And I'd be like, again? I remember being like, what, what'd I do wrong? And he kept saying, no, I... Different background, different this, and it might have been his way of saying, you know, I sucked, but anyway, I remember that. No, no, no, no, go ahead, it's right in there. No, Jimmy, I'm in a hurry. My mom's watching the kids, I gotta get home. I'll come back later. Ray Liotta. Truthfully, I felt like I wasn't in it. Those actors are so weird, at least I am. You know, you see the movie, and I think I saw it with Joe, or Joe was there, it was just, it took me, it takes me even now to this day, it takes me a couple times to see a movie, to see the movie for what it is and get any kind of insecurities or ego or whatever out of the way. For some reason, I didn't get to go to the cast and crew screening, and the first time I saw the movie was at the premiere in California. You know, I remember sitting next to Harvey and Oliver Stone. I mean, and all, you know, I have a kind of personality, I would want to talk back to the screen. So it was very, you know, they were like, please don't do that. I was like, okay, fine. You know, oh my God, isn't Joe good, you know? So your murderers come with smiles. They come as your friends. The people have cared for you all of your life, and they always seem to come at a time when you're at your weakest and most in need of their help. So I met Jimmy in a crowded place we both knew. I don't remember what the numbers were, but I don't think it opened at some huge kind of blockbuster number. But now, after, as time went on, I mean, I'm not even sure what the final number the box office was for, but... I think it was the same thing as... I don't think it was a huge thing. It's just something that's taken on a life of its own. Erwin Winkler. Yeah, I keep meeting people who say, oh, this is my favorite film. Somebody told me it was on one of the cable channels the other night and they were staying home to watch it, which is strange because it's on video and DVD and all that stuff. So it seems to have gotten a lot more important over the years. We prided ourselves that everybody said Raging Bull was the film of the 80s, and I guess maybe we're finding that Goodfellas was the film of the 90s, although it was made in, what, 88, 89? Thelma Schoonmaker. In fact, sometimes we wish that people would forget about it because they always say to us on every one of our films... can't you make the end of the film like the end of Goodfellas? And we say, no, actually, we can't, because that was a man who was very high on cocaine, who was out of his mind and out of control. And a film like Age of Innocence is about different kinds of people. So the other day, Marty and I were saying, maybe we should shoot that film. And so we don't keep having people asking us to try and make our films like it. Actor Frank Vincent. I never thought that it would have the impact it has on me, anyway. Because everybody's, go home and get your shine box. It's like, I give people pictures, 8x10s. People ask me for it. They want me to sign it. I never do that. But they want this to say, go home and get your shine box. I still today have people scream out, hey, Karen. And sometimes I, you know, I don't get it, then all of a sudden I realize and I'll turn around and I'll laugh or smile or wave or, you know, but, oh yeah, it's embedded into our culture. And then of course, with the success of The Sopranos, I mean, I feel like, you know, I'm the only woman involved in these mob movies, you know? I mean, there's been thousands of them made, but it's so funny that the two, Most popular things I've created as an artist have been wrapped around the mafia. I don't know why. It's funny. It amuses me. People have told me when they see it, if it's on TV, it's one of those that they can't... Even the TV version with the Frigs instead of the F-words. I didn't just say Fox, but I said F-words. It's a DVD, so what am I worried about? It's something that, you know, comes on or they're changing channels 11 o'clock at night. They end up, you know, 1 o'clock, 2 o'clock in the morning. They're still watching it because it kind of seduces you and sucks you in. It was on television last night. I didn't even know it was on. I just put it on and I saw it and I said, look at this. I only saw the movie once or something, you know. But to see us doing that was really very nostalgic to me. But it's all, you know, we did a loop, the whole thing. So when he says... You know, you're freaking and fracking and you're fracking systems, fracking, fricking. I've listened to those wiretaps. And I've heard you on the telephone. You're talking about cocaine. Conversation after conversation, you're talking to Henry on the phone. Ray Liotta and Henry Hill. Marty didn't want me to meet him before. And I think I was afraid at that time that maybe, uh... the story might change a little, or maybe, oh, I remember this happened. Once we had the script, that was pretty much our Bible, what we stuck to. And I think he just wanted our own version of it and not an imitation or anything to that. This is just the life. When I seen the movie, Warner Brothers had let me use the theater over there at the studio. They said you could take as many people as you wanted. I took about a half a dozen people. And I mean, I just sat there in shock. I mean, I couldn't believe it. I mean, it was just amazing how he was able to capture it. And then just pull away from it and let the audience see it. I mean, that's what amazes me, the way he captured a whole group of a bunch of us lowlife fucks. And then make a part of it human. It was a numbing feeling. It was so surreal. It was weird. Have you seen it a lot since? A few times. I really can't believe that that was me and those were the times, the 70s and the 60s. It was different times. To me, it was a whole different life. Do you ever think about any of it? Do you ever think about some of the things or burying a body? Of course. It's just unbelievable to revisit every once in a while. But you live it. Well, yeah. Who wants to remember some of that stuff? And I mean, you nailed everything. That's what freaks me out, how he nailed me. And how you didn't get nominated, that's what makes me... I mean, really. I think you did the best job in the whole movie. Whatever he saw, I may be... He called me, I don't know, a few days after. I mean, I don't know what the timeline was when he saw it. He just said he saw it. I don't know. We met at a bowling alley, and he was with his brother. Remember that? Yeah, sure. In the valley. And then I saw the movie. I said, do you like it? I just came by myself. Just like what I thought. His back was to the wall with his brother. If you saw him, you just, you know. was imposing and kind of intimidating, so. And we, I don't know, talked for a half hour, had a beer or something, and then that was it, and I just walked out numb, saying, wow, I just met the guy. It was just very surreal. Actually, I went to, I was in the bathroom washing my hands, and I look over, and like, there he was. Whoa, that's Henry Hill. And I said the same thing. Well, that's right. There's that laugh. That's your laugh.