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The Making of the Mafia’s Ultimate Home Movie

after 25 years, is still the capo of cinema. an exclusive behind-the-scenes look at how Scorsese’s bloody epic beat the odds

56 By stephen rebello 57 cast members to match the combined “People started running out of that firepower of Coppola’s , Andy theater like the place was on fire,” recalls Garcia and Diane ­Keaton. Goodfellas also Winkler today. “We had 38 walkouts alone arrived at a time when even ­Scorsese’s after the scene where ’s character, staunchest admirers had been making do Tommy DeVito, knifes the body of Billy with The King of Comedy and The ­Color of Batts in the trunk of a car. And that was just Money instead of bold, innovative, bare- the beginning of the movie. The screening knuckled stunners like and didn’t go badly. It was disastrous.” . Still, Scorsese was a name to So disastrous that, as the movie’s dark be reckoned with, and there was poetic humor and merry mayhem of stabbings, justice in Goodfellas being released by a shootings and -­fueled freak-outs studio synonymous with 1930s and 1940s piled up, 32 more people fled the theater. gangster epics starring such antiheroes­ as After the preview, which De Fina called , Edward G. Robinson and “scary,” studio execs read a barrage of au- Humphrey Bogart. dience reaction cards typified by one from But once the Goodfellas sneak preview a dissatisfied customer who’d scrawled got rolling, things went haywire, right “Fuck you” all over his. “It upset a lot of from the hero’s first line of narration: people,” says Scorsese. “People weren’t “As far back as I can remember, I always prepared for the mixture of humor and wanted to be a gangster.” violence, the lifestyle, the attitude.” A lot of those people congregated where it really counted—the Warner Bros. boardroom. Hollywood trade pa- per Variety reported that the Goodfellas test screening had pulled in the poorest re- sponse in the studio’s history. “When the “We had 38 was initially shown to the studio, they Summer 1990. liked it very much, but then there was It’s eight P.M. on one of those punishing- pressure to cut out the violence and the ly muggy, wet-shirt-stuck-to-back-of-neck walkouts after drugs and the language,” says Scorsese. southern nights. But in the air- conditioned comfort of a 1. tapped for smack dab in the middle of ­moneyed, the scene where the role of Jimmy Conway after Warner Bros. conservative Orange County, things are demanded he cast a movie star to market to audiences. 2. Billy Batts, played by Frank about to get much hotter. There’s not a Vincent, moments before he gets whacked. seat to be had for the evening’s big at- joe pesci knifes traction: a preview screening of direc- 1 tor ­Martin Scorsese’s first new gangster ­movie since 17 years earlier. the body in the Packed in the theater with hundreds of everyday moviegoers are the film’s high- powered producer (, trunk of a car. it Raging Bull), executive producer ­Barbara De FinaS (married at the time to ­Scorsese) and Warner Bros. board chairman was disastrous.” ­Robert A. Daly, champion of Oscar win- 2 ners and . Pro- jectors fire up. Houselights dim. Studio reps settle in, fidget and sweat. A $25 mil- lion celluloid Molotov cocktail is about to be hurled at an unsuspecting audience. In interviews at the time, ­Scorsese de- scribed his latest picture—about how ­real-life Irish-Italian American street thug became a full-on Mafia insider and spun-out drug addict—as “a Mob home movie.” First titled , then Made Men, then Good Fellas, on pre- view night ’s -influenced title sequence read simply Goodfellas. War- ner Bros. had slotted the movie to debut at the 47th Venice International Film Fes- tival in early September and planned to release it in nearly 2,000 U.S. theaters on September 21, months ahead of the year’s most anticipated gangster movie, ’s : Part III. In comparison with Coppola’s movie, Scorsese’s almost seemed an also-ran. It carried no presold, ­–level title, and outside of Robert De Niro and 58 Joe Pesci, it featured no name-brand 3

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1. “I was in the presence of Shakespeare,” says actor of Scorsese. 2. “Everything is authentic. When you see someone eating Italian food, Marty’s mom probably cooked it,” says writer . 3. A very young Scorsese. 4. A Goodfellas family portrait.

and throw lines of dialogue at me,” say , who plays Henry Hill. Adds screenwriter Nicholas Pileggi, “To Mob guys who really know the world, it’s less a movie than it is a documentary. It’s real to the tiniest detail.” Goodfellas hardly looked like a slam Adds Winkler, “When you have that many with Underworld in 1927. It’s also one of dunk for pop-culture immortality a quar- people walk out, you don’t need to read the most quoted, influential, enjoyable ter of a century ago, however. The ­saga the reaction cards. But we believed in the and endlessly revisited movies of all time. began in 1981 when lawyer movie and thought it was everything we Goodfellas holds a place in the Library Robert Simels was shopping a book deal wanted it to be. We wanted to keep it in of Congress’s , a for his troubled 38-year-old client Henry the shape it was in, but we knew after that prestigious list of “culturally, historically Hill. As an 11-year-old working-class kid preview it wouldn’t be easy.” It wasn’t. or aesthetically significant .” David from , Hill began to work for As Goodfellas marks its 25th anniver- Chase, creator of , has ac- local hoods in 1955 and eventually rose sary this year, it reigns as the capo di tutti knowledged his debt to the film, saying, to full-fledged mobster, drug wholesaler capi, acknowledged by critics and audi- “Goodfellas is the Koran for me.” and ice-blooded mechanic who did the ences as one of the indisputably great— Those who made the film feel its lega- bidding of the Lucchese . if not the ­greatest—gangster films in the cy constantly. “Every day of my life, total His exploits included masterminding genre’s 88-year history, which kicked off strangers talk to me about that movie the 1978 heist of $5 million in cash and 59 1

1. Ray Liotta in the infamous, mostly im- provised “You think I’m funny?” scene. 2. “Every second word from Joe Pesci was fuck,” says cameraman . Altogether, Goodfellas racks up more than 200 F-bombs.

wife [Oscar-nominated screenwriter ] said, ‘Are you crazy? Why won’t you talk to Marty?’ When I called him the next morning, he said he’d been looking for a book like this for years. I said, ‘Well, I’ve been waiting for this phone call all my life.’ And I meant it.” At the time, Scorsese was in making with Paul New- man and had other projects ahead of him. 2 “I said, ‘I want to write Wise Guy with you, so finish your movies, and when you’re $875,000 in jewels from John F. Ken- them. That impressed Henry—that and ready, we’ll write this one,’” says Pileggi. nedy International Airport with fellow the fact that I wasn’t judgmental about “We never signed any papers. There was gangster . On April 27, him. For two years we talked almost ev- never an agreement. We just made the 1980, Hill was arrested on a narcotics- ery day on the phone and, later, in hotel deal on the phone. Our agents and law- related charge in Nassau County, New rooms, restaurants, cars, the prosecutors’ yers went bat-shit because there was no York. Rather than do jail time or become office, even in parks in the Midwest.” contract for them to get a piece of. I felt I a fugitive, he entered the Witness Pro- Pileggi’s Wise Guy, published in 1986, knew this guy from his work, and he must tection Program. Strapped for cash and is a compelling, ugly, highly detailed have felt the same thing. It was trust.” armed with a formidable memory and a and vividly written insider’s account of Wise Guy documented a world that gift for self-promotion, he had a story to a ­Mafia foot soldier’s rise and fall. Win- Scorsese knew intimately as someone tell—but only for the right price. ning strong reviews, two unprecedented who’d grown up with Catholic parents in Simon & Schuster was interested in magazine cover stories and runaway a cramped Little Italy apartment in 1940s . Severely asthmatic and of- ten isolated, he slept in a special oxygen tent and became not only an inveterate moviegoer but also an acute observer. “HENRY HILL IS OUR GUIDE INTO THE “The book evoked powerful memories of growing up in Little Italy,” says ­Scorsese. “Memories of the people, the body lan- UNDERWORLD,” SAYS SCORSESE. “RAY guage, the men standing outside the doorways and the women looking out the windows to see what was going on. HAD A SENSE OF GUILELESSNESS. I Wise Guy deals with a tough group of people, but there were also the honest, hardworking people who were trying ALWAYS WANTED HIM TO PLAY HENRY.” to make a living, stuck in a world where had a lot of power.” In Simel’s offer and chose Nicholas Pileggi, best-seller status, Wise Guy was “hot- fact, Scorsese’s best friend growing up a well-respected, well-connected veteran ter than a pistol,” according to Pileggi’s was the son of a Mafia boss, according New York crime reporter, as Hill’s collab- agent, Sterling Lord. “Even before we to Goodfellas cinematographer Michael orator. “I met Henry at an FBI office, and started offering movie rights, I got calls Ballhaus. “Things might have been very he was very out there—a hustler, sort of a from dozens of producers wanting to buy different for him had Marty been a big- wimp, clever, charming, personable, ev- it,” Lord says. His and Pileggi’s terms? A ger, stronger boy out on the streets,” says erything a writer could want,” says ­Pileggi, sweet $500,000, with no ­options. Ballhaus. “He’s said as much to me.” whose own father was a first-generation “I was working at New York magazine Although Scorsese and Pileggi imme- immigrant from Calabria, a city mere when I got messages saying Marty ­Scorsese diately found each other to be profes- hours from Sicily. “Henry would mention called,” says Pileggi. “I thought it was my sionally and personally simpatico, it took a name, and I knew who these guys were, friend busting my chops, so I didn’t even Irwin Winkler to make the project co- 60 knew their nicknames and kept files on call back. I got home one night and my alesce. “I read (continued on page 105) epic for Universal on a shoestring budget, potato chips and making obnoxious chew- Scorsese returned to Wise Guy in YEAR TK. ing sounds—annoying, but that was ­Henry.” Naturally, Hollywood’s young, lean and For the role of Karen Hill, Henry’s explo- hungry found the Henry Hill role irresist- sive, pampered wife, Scorsese reportedly ible. , , Aidan Quinn mulled over contenders including Melanie and were floated as possi- Griffith, Ellen Barkin and even . bilities. Scorsese supposedly wanted Man- In the end he rolled the die with Lorraine hunter star , but he report- Bracco, a former fashion model who’d made edly declined to audition. Enter Ray Liotta, a mark in ’s 1987 thriller Some- who’d made waves as ’s one to Watch Over Me. Bracco was also mar- volatile ex in ’s 1986 cult ried at the time to , a standout hit Something Wild. “I think I was the first in Scorsese’s Mean Streets and Taxi Driver. the making of the mafia’s guy they saw to play Henry,” says Liotta. “She has that personality. She had complete “That first time, Marty and I just sat and immersion in the Italian American world, ultimate home movie talked. I didn’t hear anything. The next with its openness, sense of humor and great time I saw him was in September 1988 at sense of truth,” says Scorsese. Continued from page 60 the Venice Film Festival, where I was with Liotta met Bracco for the first time at my father for a showing of a movie I did Scorsese’s apartment. “She struck me as a an excerpt of Wise Guy when I was filming called Dominick and Eugene. We were stand- force of nature who knows who she is and Round Midnight in Paris,” says Winkler. “I ing at a railing in the Excelsior Hotel, isn’t afraid to tell you in her loud, overly liked it and thought Hill’s story was unex- looking down into the lobby, when this big New York accent,” Liotta says. Bracco is on pected and fascinating because he was an group of people came in. It was Marty, sur- record saying she found Liotta “really good- outsider who became very much a part of rounded by bodyguards. He was at Venice looking and very sexy” when they met, add- the Mob’s fabric. I called Nick’s agent and for The Last Temptation of Christ. There was ing, “We all had a drink, talked about the learned that Marty was interested. Years so much controversy and turmoil around script and the book and blah, blah, blah.” had passed since Marty and I’d worked that film, it was incredible.” The blah, blah, blah continued when together on Raging Bull, but Nick’s book In protest of The Last Temptation of Christ, Scorsese relocated the celebration to was a perfect match, because Marty had religious groups threatened boycotts and Rao’s, an exclusive 100-plus-year-old grown up in that world.” Winkler grabbed riots. In October 1988 Christian fundamen- Spanish Harlem restaurant where the the rights with a $150,000 option, plus a talists bombed the Saint Michel Theater in deep-­pocketed clientele often included $550,000 purchase price. Paris during a screening. “With all that stuff high-rollers from both show business and “Once Marty and I got working, we’d going on, I didn’t even know if Marty was organized crime. “It was Lorraine, Marty, break things down, with me at the type- still casting Goodfellas,” says Liotta. “But I Nick ­Pileggi, the casting director Ellen writer and him acting things out,” says Pi- wanted to get my face in front of him again. Lewis and me,” says Liotta. “You hear leggi. “We’d listened to these characters all I went down to the lobby, saw a little open- Rao’s is a place where certain types go to our lives, so the dialogue came naturally. ing in the crowd and reached out to him. eat. We were having dessert and coffee And the voice of it all came off Hill’s own The bodyguard pushed me away, but I kept when these half-assed wiseguys started dialogue.” Both Scorsese and Pileggi note saying, ‘I just want to say hi to him.’ From coming up to the table. Suddenly there’s a that music influenced how they wrote cer- what I understand, when Marty saw how big circle around us, telling stories: ‘I knew tain scenes. “We were writing a scene with shyly I reacted to the bodyguard—instead a guy who beat somebody up.’ ‘I knew a a long shot closing in on James Conway. He of saying ‘Get your fucking hands off me,’ guy who stole this or that’ and so on.” Re- stands at a bar smoking, trying to figure which is not at all who I am—he knew I calls Pileggi, “We put out the word to Mob out whether he wants to kill Morrie, who would be right to play Henry Hill. Henry guys around town, saying, ‘If you want to runs the wig shop. All of a sudden Marty wasn’t aggressive. He watched, hung back be in the movie, come see us.’ Marty must tells me to type ‘Cream.’ I had no idea what and let everyone else do their own thing.” have hired a half dozen or so of these guys, he meant, but in the very first draft, he was “I thought Ray was terrific in Some- some of them right out of the joint.” envisioning not only how he was going to thing Wild, and I had a feeling he would Even Liotta was assigned a mentor. shoot the scene but that he wanted Cream’s understand the world I was trying to de- “They gave me this fucking intense, huge ‘’ in it. Marty has pict,” says Scorsese today. “Henry Hill is guy as a technical advisor. He was a cop be- one of those cuckoo minds and doesn’t see our guide into the underworld, into hell. fore he and his partner started doing hits movies linearly. He sees and hears it all at Ray had a sense of guilelessness and in- for the Mob. He would open his car trunk the same time.” nocence and yet a real toughness that the and show me pictures of these Mob hits—­ “That music has always been with me,” character needed. I always wanted him to decapitations, guys with eyes missing. One says Scorsese. “I grew up with it. It’s part play Henry.” Winkler wasn’t as convinced. time he took me to lunch somewhere in of my life, and it goes through my head al- “I kept telling Marty he should keep look- . I reached for my wallet, but it most every day. When we were writing the ing for someone other than Ray,” he says. wasn’t there. ‘Don’t worry about it,’ he says, script, the music dictated the action. With “A few bigger names were mentioned. Val and he pays. We’re walking back to the car, the stories Henry told about his life, Nick Kilmer actually sent a video of himself play- and all of sudden, in the middle of New was able to put a picture together the way ing Henry Hill.” York, there’s my wallet. To this day, I swear a jazz musician improvises. And I knew I Months later, while dining in Venice, he picked my pocket.” wanted to make the movie with a structure California, Liotta spotted Winkler sitting To play the hot-wired Tommy DeVito, that was free-form, that seemed to break all with his wife across the room. He walked based on real-life Lucchese family associ- the rules of narrative cinema.” over to their table and introduced himself. ate Tommy DeSimone, Scorsese hired Joe After more than a dozen script drafts, “I know you don’t want me for Goodfellas, ­Pesci, who’d earned a best supporting actor the property emerged as one of 1986’s but I really, really want to do it,” he said. Oscar nomination for Raging Bull. Frank hottest. Warner Bros. stepped to the plate “We went outside and talked, and I liked Vincent was cast as Billy Batts, though he to finance the film, but production delays him in person,” says Winkler. “He sold originally pursued another role. “I told sidelined it. ­Scorsese instead grabbed Uni- himself well. I called Marty and said, ‘I Marty I wanted play Paul Cicero. When versal’s offer to bankroll his long-deferred think you’re right. Let’s do it.’ ” Marty said I’d be better off playing Billy dream project based on Nikos Kazantza- According to Liotta, the whole casting Batts, I said, ‘Fine, Marty, whatever you kis’s controversial novel The Last Tempta- process took about a year. “I did so much want.’ He’s a god; he knows,” says Vincent. tion of Christ. (The director had optioned homework before we started,” he says. The role of Paul Cicero eventually went to the book in the late , but Paramount “Marty advised me not to talk to Henry, so Paul Sorvino. “I wanted to work with Marty pulled the plug on the $20 million film I spent hours listening to audiotapes of him so much, I went in dressed like a gangster,” adaptation.) Upon completing the biblical telling incredible stories, all the while eating says Sorvino. “Usually when I read a script, 105 I know how to play it 10 pages in. I didn’t took him up on it. Twenty years pass and down. You think whatever idea you come know how to do this one, so I went in, faked I’m in Marty’s apartment working on Good- up with is not going to get a good response. it and got the job. The last few days before fellas. Bob walks in the door and says, ‘Do With Marty, it’s the opposite. The more production, I called my manager and said, you remember me?’ Who the hell in the you come up with, the more enthusiastic he ‘Get me out of this. I’ve bamboozled the world is going to forget him? I said, ‘Yes, gets. That’s what makes it a joyous experi- world’s greatest director and I’m going to you’re Robert De Niro. I remember you.’ ence, as opposed to a job.” make a fool of him and myself.’ The role He turns to Marty and says, ‘I was telling Scorsese agrees. “Trust was the key ele- called for a lethality I’d never expressed you about this guy years ago.’ Marty says, ment in our collaboration,” he says. “Also, before. One night, I looked in a mirror to ‘Well, better late than never.’ ” Bob spent time in my neighborhood when straighten my tie and was so frightened by According to Winkler, De Niro solved I was growing up. He was with a different the look I saw on my face, I jumped. What everything for the studio. “They were fine group, but we knew the same people and m is that? I thought. Oh, that’s the character. It after that,” he says. had the same experiences.”­ was like a form of inhabitation.” After two weeks of rehearsals, ­Scorsese Both longtime and first-time ­­Scorsese Scorsese rounded out the cast with up- called action on Monday, May 1, 1989. collaborators noted the director’s obses- and-comers Ileana Douglas, , Almost immediately, the movie’s title was sion with nailing the production’s period Samuel L. Jackson and Michael Imperi- changed to avoid confusion with both details—what the director described as oli alongside character types Vincent the CBS TV series Wiseguy and Brian De “memories of an eight-year-old kid; memo- ­Pastore, , Low, , Palma’s 1986 bomb, Wise Guys. Although ries of how they looked, dressed, talked and Frank Adonis and others, ­many of whom production commenced with a tight script, moved.” Scorsese was scrupulous about ev- ­later turned up on The Sopranos. To play Scorsese used his and Pileggi’s work more ery detail on set, down to collar lengths and the young Henry Hill, Scorsese tapped as a launching pad. “Marty first works necktie knots. “Marty tied my tie every day,” 12-year-old Christopher Serrone, a with the actors, improvising and para- says Liotta. “It had to be done in a certain resident and model. Given that lineup, it’s phrasing around the words,” says Sorvino. way. It’s the most exhilarating thing to be not surprising the studio refused to green- “That’s how Marty, me, Bobby and Ray ran around people who are that committed. You light the movie until the filmmakers got a through a scene. When we finished, Marty learn quickly that he gets whatever he wants big-name star to play Jimmy Conway. would say, ‘Very good.’ I said to myself, to make his movie the way he envisions it.” A showpiece supporting role if there ever ‘This is the great Martin Scorsese? That Scorsese even escorted De Niro and Pesci was one, the character was based on real- was no good. My God, we’re in for a bad to an Italian tailor, who fitted them with life Lucchese family intimate James Burke, night.’ After 40 minutes, with Marty di- authentic suits made from expensive im- architect of the 1978 jewel heist at JFK air- recting our improvisations, the soufflé had ported fabric. When De Niro’s character re- port and, later, the assassination of his co- risen beautifully. I realized I’d better shut quired vintage watches, a Madison Avenue horts in that crime. Al Pacino got the offer up. I was in the presence of Beethoven and vintage timepiece dealer closed his shop to first, but the Godfather star feared typecast- Shakespeare. When he gets what he wants, allow the actor privacy while making his se- ing. also passed, as did, you end up with a potpourri of script and lections. To match ­Liotta’s eye color exactly, ­reportedly, . improvisation, all under the tutelage of a the young Serrone wore $12,000 hand- “One day Marty said, ‘I think we got Bob great maestro. Forty percent of the movie painted Italian lenses. When Pesci needed De Niro for Jimmy,’” remembers Pileggi. is actually improvised.” pinkie rings, antiques dealers were lined up “I’d known him when he was a young, The notoriously reticent De Niro has to supply the baubles. When De Niro want- actor in the early 1970s and I was admitted that Scorsese’s willingness to im- ed his pocket to bulge with a gangster-style writing about the Mob for New York maga- provise is fundamental to their relation- roll of $5,000 in real greenbacks, a produc- zine. I’d have coffee with him at Dunkin’ ship’s dynamic. “We’re best when tion aide handled the demand daily. “Marty Donuts and he kept trying to convince me we work together,” he has said. “Marty and wants his actors to feel like they’re in a real to meet, it turns out, Marty Scorsese when I have a special way of communicating. situation where everything is authentic,” they were working on Mean Streets. I didn’t He’s very open. If you work with certain says Pileggi. “When you see someone in the want to go chasing after actors, so I never directors, all of a sudden you start closing movie eating Italian food, Marty’s probably cooked it.” Bracco took a similarly dramatic stand for her character—and herself. Early in production, just as Scorsese was about to film a tense bedroom scene between Bracco and Liotta in a Queens apartment, the actress suddenly refused to work. She had noticed the set was dressed with fake jewelry instead of the real thing, and she was not happy. Her reasoning—that her character was “the princess, and princesses have real stuff ”—threw the company for a loop. “No one took her aside and told her to cut the crap,” says , the pro- duction designer. “I went to the assistant director, then to Marty, who was desperate to get going. They said, ‘Get some fucking jewels.’ After spending half an hour run- ning up and down Queens Boulevard, hit- ting every jewelry store and putting $5,000 on my American Express card, I came back with bags of jewelry and spread it on top of the dresser. I was seething.” ignited again during the film- ing of that scene, in which Bracco’s char- acter, enraged, confronts her philander- ing husband by straddling him in bed and pointing a gun at his face. “On one take, “Be gentle, Willard. It’s my first time…in the front seat…of an Ray pulled her and threw her to the floor,” 106 SUV…on 78th Street…at night.…” recalls Ballhaus. “Lorraine started crying and sobbing. It was emotional for us all. I Copa, descend a flight of stairs, slip into think Ray did something they hadn’t re- the club’s back entrance, navigate a maze hearsed, and Lorraine felt it deeply, both as of corridors, dodge workers in the kitchen her character and as a person.” and finally enter the club, where waiters Scorsese’s cast members were not always set them up at a VIP table. “The whole as tight and collegial as they appear on film. idea was that the audience would be swept Though “Young Henry” Serrone remem- along by Henry into his world so that you bers being “taken under everyone’s wing,” would understand why Karen was so flab- especially De Niro’s, Liotta sometimes felt bergasted by this guy,” says Ballhaus. “The excluded. “The relationship between Bob choreography was so complicated, we had and me was nonexistent,” he says. “I thought to make physical adjustments, like building of him and Pesci as my big , so after a dark alley for Ray and Lorraine to walk rehearsal I’d ask, ‘You want to go get some- through. For the sake of the movement, we thing to eat?’ And it was like, ‘No.’ It was a had to change the entrance, so what you great education for someone just starting see in the film is not the real out, though.” Admittedly, Liotta faced big entrance. We literally took away the walls challenges at the time, not only as a young while the camera was in motion.” Zea, the actor potentially on the brink of major star- production designer, describes it as “mad- dom but also in his personal life. “My moth- ness,” saying “carpenters dressed in black was sick with cancer, and I was working grabbed the walls and ran away with them.” when they called and told me she died,” says For added authenticity, Scorsese heli- Liotta. “I got emotional. Marty came to my coptered veteran nightclub comic Henny trailer and calmed me down, saying, ‘Let’s Youngman to the set from his gig in Atlantic go finish this.’ I finished the scene, went City. “Henny was supposed to come out on home for the funeral and was back to work stage and say his signature line, ‘Take my on Monday. Having work to focus on was the wife, please,’ which he must have said thou- best thing that could have happened.” sands of times in his career,” says Ballhaus. Things got heated during the filming “On the eighth take—the one we thought of a scene on where Henry was the best take, of course—he forgot it. Hill brutally pistol whips a neighbor who He was so old it didn’t seem to disturb him has harassed his fiancée. Mark Evan Jacobs much, but he didn’t know how complicated plays the character on the receiving end of that shot was for all of us.” Complicated Hill’s beat-down. “Ray and I were foes,” and something of an inside joke too. In the ­Jacobs says, “and Scorsese kept him riled 1987 crime epic The Untouchables, ­Brian up on the other side of the street, telling De Palma wows audiences with a long him the things my character had been do- tracking shot by cinematographer Stephen ing to Karen. Ray was having a hard time H. Burum. Scorsese told crew members he in his personal life and was boiling with thought it would be funny to do the Copa rage. We tried to keep the anger in control, scene one minute longer. but it’s hard to control someone in that Joe Pesci contributed what many cite state. Marty kept going take after take. On as the single most memorable moment in one take, Ray got a little too close and I got the movie: the unhinged, funny and terri- hit. On a few takes, Scorsese grimaced like fying riff that begins with “You think I’m he was in pain and kind of laughing sadisti- funny?” Filmed at the now-defunct Hawaii cally, like, ‘Oh boy, this is going to be good.’ Kai Restaurant at 50th Street and Broad- That was a tense day for everybody— ­ way, the scene was a product of improvisa- especially for the guy who owned that vin- tion. “We were sitting around talking, with tage Corvette they used. He kept warning Marty listening to every word, when Joe us not to damage his car. I wasn’t even sure told a story about someone saying to him, the scene was any good until I saw it with ‘You’re a funny guy,’ ” Liotta says. “Marty the sound and cutting. It was brutal.” said, ‘Great. Put that in.’ We improv’d and Many mention Scorsese schooling them improv’d it, and Marty set it in stone. The in the finer points of how to deal with—and tension breaker was supposed to be when I learn from—the Mob-­related extras who say ‘Get the fuck outta here, Tommy,’ but gravitated to the set. “When we were about we let the moment linger just to see what to shoot something, Marty would bring over might happen. I don’t know why, but I said, these real Mafia guys and ask, ‘Is this the ‘You really are a funny guy!’ and Joe went right way of doing it?’” says Ballhaus. “They for the gun. We made that up right on the would always say, ‘No, it was much worse.’ spot.” Winkler, the producer, was on set I listened to discussions about whether that day alongside studio executives. “Even there was enough brain matter and blood. listening to it, I was frightened,” he says. ‘Should we add more brain to it?’ That was Maintaining the film’s tightrope walk of too much for me. I’d go home and vomit.” big laughs punctuated by unnerving vio- Goodfellas collaborators tell tales of gruel- lence and authentic street language would ing 18-hour shooting schedules, sometimes later demand that the moviemakers take with as many as three different location a stand against pressure from the studio setups per day. One of the most intricate and the censors. “We counted the fucks, setups was for the showstopper in Manhat- and there were 285. Every second word tan’s legendary Copacabana nightclub. The from Joe Pesci was fuck,” says Ballhaus. scene, a for Henry and Karen, “And the violence? Well, that was also very boasts a ballsy three-minute hard to take. I thought it was a great story tracking shot choreographed to the Crys- and I like Marty so much, but honestly, tals’ 1963 hit “.” The the more I got into it, the more afraid the sequence sweeps the audience along with project made me.” the characters as they cross the street to the Scorsese and company wrapped 107 ­production in December 1989 with high awards momentum shifted to that movie opened, the word had got around, and peo- artistic and box-office expectations. Armed instead,” Pileggi says. ple were prepared for it.” That is, people with a completed film, the moviemakers Nonetheless, the Goodfellas East Coast were prepared for a funny, explosive and braved that fateful May 1990 sneak preview premiere at Manhattan’s posh Ziegfeld violent wild ride. Scorsese received the Sil- in Orange County only to receive blistering Theater drew such celebrities as ­Madonna, ver Lion for best direction at the Venice In- blowback. Although a second screening was , and ternational Film Festival. When Oscar nom- held, it didn’t go much better than the first. Brooke Shields. Henry Hill also attended. inations were announced, Goodfellas was in According to , Scors- The audience response was bullish. “At the running for best picture, director, edit- ese’s longtime film editor, the director was first I thought it was a terribly violent, bad ing, adapted screenplay, supporting actor not happy. “Whenever Marty gets upset, movie that shouldn’t have been made,” and supporting actress. In the end, though, it’s about his artistic freedom, and right- says Sorvino. “I thought I was boring in it. only Pesci went home with a gold statue. m fully so,” Schoonmaker has said. ­Pileggi Everyone around me said, ‘Are you nuts?’ “If Marty were to make Goodfellas in 2015, credits Warner Bros. chairman Daly for ar- About three hours later, I came to my he would win best director. There would be guing with the ratings board and “trying to ­senses. It was almost as if I was so stunned, no question,” says Pileggi. “In those days, it show that Marty wasn’t glorifying the vio- I couldn’t judge that it was up there with was all about and Kevin lence but was against it.” Although Daly has earth shifters like and Costner, who did a terrific job when Hol- acknowledged even he found the movie Casablanca.” The critics weighed in, largely lywood was still happy for a cowboy movie “tough in a few spots,” in the end Scorsese with raves. In the Chicago Sun-Times, Roger to be a big success. In 10 years it would cut only 10 frames of blood to duck an X Ebert declared it a better film about orga- have been different for Marty. Years from rating and win the film an R. nized crime than The Godfather. now, when the Wall Street thing begins Still, the calamitous sneak previews and Unlike the unsuspecting preview audi- crunching out and you wind up with more ratings skirmish eroded confidence. In- ences, paying audiences were fully pre- convictions, his Wolf of Wall Street will be stead of Goodfellas opening in 2,000 the- pared. “It was a difficult movie to sell, be- much more accepted. The guy Leonardo aters as the studio had planned, the num- cause it played like a comedy, but it wasn’t DiCaprio plays is Henry Hill with a pencil.” ber was cut to 1,070. “Those theaters went a comedy,” says Scorsese. “What do you tell Pileggi, Scorsese, De Niro and Pesci re- to Dances With Wolves, and the industry and them they’re coming to see? By the time we united for the 1995 Casino, but 25 years on, Goodfellas prevails as the gold stan- dard for every subsequent and TV series. Many critics believe the film is Scorsese’s best to date, and there’s even talk of an AMC miniseries. Pileggi is currently scripting what he hopes will be his and the director’s third together. And what of Henry Hill, with whom the whole saga began? Liotta encountered Hill several times over the years. “When Henry was still a wanted guy in , I got a call to meet him and his at a bowling alley in Studio City, California,” he says. “They were the only two men sitting with their backs to the wall. The brother was scary-looking—the real fucking deal— but turned out to be a great guy. I went over timidly, and Henry said, ‘I saw the movie. Thanks for not making me look like a scumbag.’ I didn’t say what I was think- ing, which was ‘You fucking ratted on your friends. Of course you’re a scumbag.’ I’d run into him over the years, and he was al- ways whacked out, looking like he’d been doing something all night. He was a sweet, nice guy who had a lot of trouble in his life.” Pileggi also had encounters with Hill. “As long as there was a telephone nearby, Henry would hustle, plot, be on the make and sell books and artwork on his website,” he says. “He liked talking to my wife and would tell her stories. One day, my wife decided to do a script about someone in the Witness Protection Program. It turned into My Blue Heaven starring . ­Henry saw it and said, ‘That’s my story. You got Goodfellas and My Blue Heaven out of me.’ The favorite movie of real guys in wit- ness protection isn’t Goodfellas; it’s My Blue Heaven. Henry loved being famous. He loved that attention.” What Hill probably wouldn’t have liked were the anticlimactic circumstances of his death, on June 12, 2012, one day after his 69th birthday. Hill died in a hospital from complications due to heart disease. Is that any way for a goodfella to check out? 108 “Is that my sex therapist, dear?” b