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Goodfellas (also styled GoodFellas) is a 1990 semi-fictional crime drama film directed by Martin Scorsese. It is based on the non-fiction book Wiseguy by Nicholas Pileggi, who also co-wrote the screenplay for the film with Scorsese. The film follows the rise and fall of three gangsters, spanning three decades.

Scorsese originally intended to direct Goodfellas before The Last Temptation of Christ but, when funds materialized to make Last Temptation, he postponed what was then known as Wise Guy. The title of Pileggi's book had already been used for a TV series and for Brian De Palma's 1986 comedy Wise Guys, so Pileggi and Scorsese changed the name of their film to Goodfellas. To prepare for their roles in the film, Robert De Niro, Joe Pesci, and Ray Liotta talked often with Pileggi, who shared with the actors research material that had been left over from writing the book. According to Pesci, improvisation and ad-libbing came out of rehearsals where Scorsese gave the actors freedom to do whatever they wanted. The director made transcripts of these sessions, took the lines that the actors came up with that he liked best, and put them into a revised script the cast worked from during principal photography.

Goodfellas performed well at the box office, grossing $46.8 million domestically, well above its $25 million budget; it received overwhelmingly positive reviews from critics. The film was nominated for six Academy Awards but only won one for Pesci in the Best Actor in a Supporting Role category. Scorsese's film won five awards from the British Academy of Film and Television Arts and was named best film of the year by the New York Film Critics Circle, the Los Angeles Film Critics Association, and the National Society of Film Critics. Goodfellas is often considered one of the greatest films ever, both in the genre of crime and in general and was deemed "culturally significant" and selected for preservation in the National Film Registry by the United States Library of Congress.

The film employs around 300 uses of the word "fuck", ninth most in film.




In the opening scene, the Irish-Italian protagonist Henry Hill (Ray Liotta) admits, "As far back as I can remember, I always wanted to be a gangster," referring to his idolizing the Lucchese crime family gangsters in his blue-collar, predominantly Italian neighborhood in East New York, Brooklyn in 1955. Feeling the connection of being a part of something, Henry quits school and goes to work for them. His Irish father, knowing the true nature of the Mafia, tries to stop Henry after learning of his truancy, but the gangsters ensure that his parents no longer hear from the school by threatening the local postal carrier with dire consequences should he deliver any more letters from the school to Henry's house. Henry is able to make a smooth living for himself, also learning the two most important lessons in life: "Never rat on your friends, and always keep your mouth shut," which is said to him after young Henry remains silent after a court hearing. This establishes the tone for the rest of the film.

Henry is soon taken under the wing of the local mob captain, Paul "Paulie" Cicero (Paul Sorvino, based on the actual Lucchese mobster Paul Vario) and Cicero's close Irish associate Jimmy "The Gent" Conway (Robert De Niro, based on Jimmy Burke). They help to cultivate Henry's criminal career, and introduce Henry to the entire network of Paulie’s crime syndicate. Henry and his friends soon become successful, daring, and dangerous. Jimmy loves hijacking trucks, and Tommy DeVito (Joe Pesci, based on Tommy DeSimone) is an aggressive psychopath with a hair-trigger temper. In late 1967, Henry commits the Air France Robbery and it marks his debut into the big time of organized crime. Enjoying the perks of their criminal activities, the friends spend most of their nights at the Copacabana night club with countless women. Around this time, Henry meets and later marries a no-nonsense Jewish girl from the Five Towns named Karen (Lorraine Bracco). Karen at first is troubled by Henry's criminal activities, but when a neighbour assaults her for refusing his advances, Henry pistol-whips him in front of her, displaying all of the viciousness and confidence of proven gangsters. She feels vindicated, intrigued, and aroused by the act, especially when Henry leaves her the gun he used on her neighbor.

On June 11, 1970, Tommy (with Jimmy's help) brutally beats Billy Batts (Frank Vincent), a prominent mobster of the Gambino crime family, for insulting him about being a shoeshine boy in his younger days. However, Batts was a made man, meaning that he could not be touched without the consent of his Gambino family bosses. Realizing that this was an offense that could get all of them killed, Jimmy, Henry, and Tommy place the bloodied Batts in the trunk of Henry's car with the intent of burying him upstate, then drive to Tommy's mother's house to retrieve the tools needed to do so. They manage to bury Batts in the intended area, but six months later Jimmy learns that the burial spot will be the site of a new property development. Thus, they are forced to exhume Batts' half-decomposed corpse and move it to another location.

Henry begins to see a mistress named Janice Rossi (Gina Mastrogiacomo). When Karen finds out, she threatens to kill the both of them with a revolver pointed at his face, demanding to know if he really truly loves her. However, she cannot bring herself to kill him and an enraged Henry states he has other things to worry about such as getting killed on the street. Soon, it gets harder for Henry to evade the law. Paulie sends him and Jimmy to collect from an indebted Florida gambler in Tampa, and they hang him in the lion's den at a public zoo to intimidate him further after a bloodthirsty beating fails to sway the man. Henry, Jimmy, the gambler, and most of the crew (except for Tommy) are then arrested thanks to the gambler's sister, who is a typist for the FBI. In prison, Henry sells drugs to support his family on the outside. Soon after he is released in 1978, the crew commits the infamous Lufthansa heist at John F. Kennedy International Airport. In the meantime, Henry further establishes himself in the drug trade after seeing its high potential for profit, and convinces Tommy and Jimmy to join him. Things start to turn sour when the crew members ignore the advice of Jimmy not to buy expensive things from their share of the stolen money, and in return Jimmy has them killed one by one as various bodies are discovered across the city, (in a montage set famously to Layla). Things are further complicated as Tommy is killed by two Gambino capos for his part in Billy Batts' murder (among other things), after being fooled into thinking that he is going to be made. The family he was joining had to hedge in order to avoid a war.

The year is now 1980. Henry is on the cusp of making a big deal with his associates in Pittsburgh. A nervous wreck from his cocaine usage and lack of sleep, he runs around trying his best to get things organized. However, this does not stop him from being caught by narcotics agents and sent to jail. When he returns home, Karen tells him that she has flushed what amounted to $60,000 worth of cocaine down the toilet to prevent the FBI agents from finding it during their raid. As a result, Henry and his family are left virtually penniless. Paulie feels his loyalty to Henry has been betrayed and decides to give him $3200 in exchange for having nothing to do with him ever again. Henry turns down a hit with Anthony in Florida from Jimmy when he realizes he would be killed. He then decides to enroll in the Witness Protection Program as a mole for the FBI to protect himself and his family. Finally letting go of his gangster connections, he now has to face the prospect of living in the real world, the one thing he has always tried to run away from, stating, "I'm an average nobody. I get to live the rest of my life like a schnook." He longs for the life when he was a gangster and was in on all the action.

The film ends with titles explaining that Henry has been clean since 1987; Paul Cicero died in Fort Worth Federal Prison of respiratory illness in 1988 at 73; and Jimmy is serving a 20-year-to-life sentence in a New York State prison, ineligible for parole until 2004, although he died of lung cancer in 1996.