Goodfellas, which arrived in theaters in late 1990, has been called Martin Scorsese’s best movie by many fans and film critics. Others have called it the best movie, period. In celebration of Scorsese’s manic take on the mafia, here are some fascinating facts that will make you want to take a long walk through the back of the Copa, cut your garlic paper thin, and go home and get your f***ing shine box.

1. Goodfellas is a "mob home movie."

Author of the original book and co-writer of the film, Nicholas Pileggi described Goodfellas as a "mob home movie" to The New York Times, selling the film alongside Scorsese as being about the pursuit of money and the particular way this group of people chose to make it. While the violence is shocking, the bulk of the film is about the characters's lifestyle, interpersonal relationships, who owes whom what, and the grand pursuit of materialism. It's also owing to Pileggi's background as a journalist and Scorsese's obsessive focus on details and realism that the movie stands out as a rare peak into the underworld.

2. Some of Henry Hill’s most famous criminal escapades had to be left out of Goodfellas.

The real-life Henry Hill’s crime resume is way too long to fit into a single movie—even one with a meaty 148-minute runtime. In fact, Scorsese even left out a Hill crime that eventually became a national sports controversy: Boston College's 1978-1979 point-shaving scandal. The scam was born when Jimmy Burke (De Niro’s Jimmy Conway in the movie) and Hill recruited Boston College players Rick Kuhn, Jim Sweeney, and Ernie Cobb to manipulate scores to cover point spreads. In the ESPN documentary Playing for the Mob, which chronicles the history of the scandal, Hill claims he mentioned the operation to federal investigators in passing after flipping on his mob associates in 1980 without knowing that point-shaving was illegal.

Also absent is the time Hill reportedly took cosmetics magnate Estée Lauder out for a drink as his buddies lifted more than $1 million worth of goods from her swanky New York pad.

3. The first scene shot for Goodfellas wasn’t directed by Martin Scorsese.

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As you might know, the business of filming is rarely chronological; directors tend to jump scenes for cost, scheduling, and efficiency reasons. For Goodfellas, the scene that broke shooting ground was the intentionally low-budget Morrie’s Wigs commercial, which plays just before Henry and Jimmy hassle Morrie about a debt near the beginning of the film. To get the feel of the commercial right, Scorsese contacted Stephen R. Pacca, who had created his own ultra low-budget ads for his replacement window company, to write and direct the Morrie’s Wigs ad.

4. In the Goodfellas shooting script, Billy Batts was whacked in the very first scene.

The Goodfellas we now all know and love features Billy Batts living (and dying) to regret his “shine box” remark to Tommy right around the movie’s halfway mark, with just a teaser of Batts getting finished off in a trunk at the beginning. But the original shooting script actually featured Batts celebrating his ill-fated “welcome home” party in the very first scene, followed by the visit to Tommy’s mother, before cutting to Liotta narrating the immortal words: “As far back as I can remember, I always wanted to be a gangster” and cutting to Hill’s life as a Brooklyn kid.

5. Frank Vincent and Joe Pesci have a long history beyond Goodfellas’s “shine box” scene—both on- and offscreen.

Before whacking Frank Vincent as Batts during the most disappointing “welcome home” party in human history, Pesci gave Vincent a proper beatdown in Raging Bull. Vincent would eventually have his revenge, brutally whacking Pesci’s character in Casino.

But Pesci and Vincent go way back offscreen as well, having started their entertainment careers as bandmates and equal halves of a comedy duo in the late 1960s. But it was their appearances in the low-budget 1976 mafia film The Death Collector that got the duo noticed by Robert De Niro and, ultimately, Martin Scorsese.

6. Goodfellas's famous Copacabana tracking shot is meant to seduce Karen and Henry.

Goodfellas's "Copacabana tracking shot," one of the most famous shots in cinema history, shows Lorraine Bracco and Ray Liotta walking from their car on the street, through a kitchen, and into the famous New York City nightclub. It also represents a profound change in Henry from a young kid enjoying the spoils of the illicit life he has chosen. He gets to double-park in front of a fire hydrant, no problem, everybody is glad to see him, and they roll out a table, center floor, just for him and Karen. According to Scorsese, it "had to be done in one sweeping shot, because it's his seduction of her, and it's also the lifestyle seducing him." It's also an evolution: Henry starts in the streets at the back entrance and ends up in the front row.

7. Martin Scorsese played by a specific set of rules when creating the soundtrack for Goodfellas.

From Tony Bennett’s “Rags to Riches” over the opening narration to The Sex Pistols's punk rock take on “My Way” over the closing credits, Scorsese’s use of music is frequently mentioned as one of the many reasons why Goodfellas is a classic. And, of course, Derek and the Dominos’s “Layla (Piano Exit)” after the discovery of Jimmy Conway’s Lufthansa heist carnage is frequently cited as one of the best uses of popular music in movie history.

While the genres included run the gamut, Scorsese abided by a very particular set of rules when picking songs: They had to at least vaguely comment on the scene or characters, and they had to be chronologically appropriate to the time the scenes were set in.

8. Every suit Robert De Niro wore in Goodfellas had a watch and pinkie ring to match.

Propmaster Robert Griffon had a specialty jewelry store that would close up shop and let De Niro pick out whatever he wanted, which sounds like the start of a very different Uncut Gems. The pinky bling look was common in Hollywood portrayals of Italian mobsters, a tradition that Scorsese continued (and even examined) in The Irishman.

9. Goodfellas star Joe Pesci had his real-life counterpart’s attitude down, but his look was all wrong.

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By all accounts, Lucchese crime family associate Thomas DeSimone, portrayed by Joe Pesci as Tommy DeVito in the film, was every bit as ruthless, explosively-tempered, and murderous as his onscreen counterpart. Still, there were some major differences between the real-life DeSimone and Pesci’s character. First, DeSimone—who stood 6-feet 2-inches tall and weighed 225 pounds—hardly would have suffered from the Napoleonic complex implied by the 5-foot 4-inch Pesci's performance. Also, Pesci was in his late forties when he took on the role, while DeSimone met his violent end when he was just 28 years old.

10. Some of the real criminals portrayed in Goodfellas were actually toned down for the film.

According to Hill, despite combining characters and slightly altering plot points and timelines, Goodfellas was about 95 percent accurate. Perhaps some of that remaining five percent has to do with the on-screen portrayals of Paul Vario, the one-time head of the Lucchese crime family, and Jimmy Burke, architect of the Lufthansa heist.

Vario (Paul Cicero in the film) was far from the relatively coolheaded powerbroker Paul Sorvino portrayed. A federal prosecutor called Vario, who served jail time for rape and had a notoriously unhinged temper, "one of the most violent and dangerous career criminals in the city of New York.” And while Robert De Niro’s Jimmy Conway comes across as cunning and conniving with a brutal streak, the real Jimmy “The Gent” Burke was, according to Hill, a “homicidal maniac,” brutally violent and responsible for at least 50 to 60 murders.

11. Paul Sorvino almost dropped out of Goodfellas because he was having trouble connecting to his character's cruelty.

It's hard to imagine Sorvino being unable to do anything, especially donning the cruel emptiness needed to play Paulie, but the actor came very close to quitting the project because he didn't think he could pull it off. "What I didn't know, and what I wasn't sure I would find, was that kernel of coldness and absolute hardness that is antithetical to my nature except when my family is threatened," Sorvino told The New York Times. "And that took two months, and I never thought I'd get it. One day I passed a mirror and startled myself.''

12. Only five murders take place on screen in Goodfellas.

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Despite its reputation as a violent movie, the number of onscreen deaths actually portrayed in Goodfellas is a surprisingly tame five (Spider, Billy Batts, Stacks Edwards, Morrie, and Tommy)—or 10 if you include the results of Jimmy Conway’s handiwork following the Lufthansa heist. Of course, it’s worth mentioning that violence, and the threat of violence, is a constant presence throughout the film. Still, compared to a body count of 214 in John Woo’s Bullet in the Head, released in the same year, or 255 in Saving Private Ryan, or even 24 in Scorsese’s Best Picture winner The Departed, Goodfellas isn’t terribly bloody.

13. Goodfellas's infamous “funny how?” scene wasn’t in the script.

The most famous (if not the most quoted) scene in Goodfellas comes at the beginning, when Pesci's Tommy DeVito jokingly-yet-uncomfortably accosts Henry Hill for calling him "funny." In addition to being the driving force behind the scene on screen, Pesci is also responsible for coming up with the premise.

While working in a restaurant, a young Pesci apparently told a mobster that he was funny—a compliment that was met with a less-than-enthusiastic response. Pesci relayed the anecdote to Scorsese, who decided to include it in the film. Scorsese didn't include the scene in the shooting script so that Pesci and Liotta’s interactions would elicit genuinely surprised reactions from the supporting cast.

14. Both of Martin Scorsese’s parents have cameos in Goodfellas.

Most fans of the film know that it’s Martin Scorsese's mother Catherine who plays Tommy mother in the infamous dinner scene following Billy Batts’s murder, but the family connections hardly stop there. Tommy’s mother’s painting of two dogs sitting in front of an old man ("One's going east, and the other one is going west. So what?") was actually painted by co-writer Nicholas Pileggi’s mother. Scorsese's father Charles also pops up as Henry’s prison compadre who puts way too many onions in the gravy.

15. Robert De Niro used real money as a prop in Goodfellas.

Because of Scorsese's attention to detail and De Niro's desire to avoid fake-feeling bills, property master Robert Griffon supplied $5000 of his own money for the actor to use as long as all of it came back to him. It's Griffon's money De Niro is wantonly tossing around in the casino scene, and after each take, Griffon would yell "Everybody freeze!" in order to collect it.

16. Martin Scorsese tied Ray Liotta's ties for him on the Goodfellas set.

Did we mention Scorsese was obsessed with detail? His mom and dad ironed all those gigantic collars on set, and Liotta claims Scorsese tied his tie for him each day of filming so it would be just right.

17. Goodfellas’s famously large “f**k” count was mostly improvised.

Among the many things Goodfellas has become famous for over the 30 years is its liberal use of the word “f**k.” In all, the expletive and its many colorful derivatives are used 300 times, making it the 16th most f-bomb-laden film ever released. The script only called for the word to be used 70 times, but much of the dialogue was improvised during shooting, where the expletives piled up. Roughly half of them ended up being spoken by Pesci.

Two other Scorsese films outrank Goodfellas when it comes to this specific profanity: the word is dropped 422 times in Casino and a whopping 506 times in The Wolf of Wall Street.

18. Debi Mazar's Goodfellas trip was real.

When Mazar's character Sandy meets Henry for the first time, she appears starstruck and trips slightly as she's walking backward to leave the room. Turns out the stumble was genuine. Mazar bumped against the dolly track, and Scorsese kept it in because it added to Henry's air of power and mystique.

19. Goodfellas could have starred Tom Cruise and Madonna as Henry and Karen Hill.

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Seriously. According to producer Irwin Winkler, Tom Cruise “was discussed,” and according to producer Barbara De Fina, Madonna was “in the mix” to the extent that Scorsese scouted her at a performance of David Mamet’s Speed-the-Plow on Broadway.

However, Scorsese was keen on Ray Liotta after seeing him in Jonathan Demme’s 1986 film Something Wild. Liotta eventually convinced Winkler, who was skeptical of his acting chops, that he was right for the role after a chance meeting in a restaurant. Scorsese liked Lorraine Bracco largely due to how well she related to Karen, having grown up in a predominantly Jewish neighborhood in Brooklyn.

20. Lorraine Bracco was worried her role would get cut.

Bracco was the only woman co-star in a male-dominated story—and she understood that acutely. ''If I didn't make my work important, it would probably end up on the cutting room floor," Bracco told The New York Times. Although Scorsese tried to calm her concerns by telling her how much he loved Karen's character, she still saw her position as adding pressure to her performance.

21. Al Pacino turned down the role of Jimmy Conway.

It feels a little strange that Al Pacino isn't in the picture, and the rumor is thatt he said no to playing Jimmy Conway to avoid being typecast in the gangster role after The Godfather, but he took the role of Big Boy Caprice in Dick Tracy instead. Maybe playing a comic strip gangster didn't count toward typecasting. Or maybe he just wanted to design his own make-up. Since it's a small movie star world, Madonna was also in the mix for Goodfellas but ended up in Dick Tracy.

22. Ray Liotta secured his starring role in Goodfellas because of how he dealt with Martin Scorsese's bodyguards.

The young actor had been on Scorsese's radar, but he became a lock simply because he tried to talk to Scorsese at the Venice Film Festival. Since Scorsese had bodyguards, that wasn't an easy task. "When I went up to [Scorsese] on the beach and went to reach for him and his bodyguards held me off. Instead of saying [expletive] you, I calmly said, 'I just want to talk to Marty,'" Liotta recounted to The Washington Post. "He said that's when he decided to cast me as Henry Hill."

23. Ray Liotta opted for Goodfellas instead of tangoing with Batman.

While Pacino was choosing a comic strip villain over a real-life one, Liotta turned down a comic book bad guy in order to play Henry Hill. Granted, it would have been a small role. Liotta was offered a spot in Tim Burton's Batman playing district attorney Harvey Dent (a.k.a. Two Face) but passed, and the role went to Billy Dee Williams.

24. During filming, the lines between Goodfellas's mob world and the real-life mob world were occasionally blurred.

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Louis Eppolito, a police detective who had a bit part as a wiseguy in Goodfellas, was later convicted for carrying out hits for the Lucchese crime family, which is, of course, the family chronicled in the movie. According to screenwriter Nicholas Pileggi, there was an open call for real wiseguys, and Scorsese “must have hired like half a dozen guys, maybe more, out of the joint.” Tony Sirico, who had a bit part as a wiseguy in Goodfellas but is best known for playing Paulie Gualtieri on The Sopranos, had a longer crime resume (28 arrests) than acting resume (27 credits) when the movie was released in 1990.

25. The 1978 Lufthansa Heist case is still an open investigation.

As Goodfellas makes clear, many of the mobsters involved with the $6 million 1978 Lufthansa heist—at the time the largest cash robbery in American history—were taken out by a paranoid and greedy Jimmy Burke, while more still were put in jail by Hill’s testimony on unrelated charges. But as of 2014, the Lufthansa heist case was still an active case, as evidenced by the 2014 arrest of Vincent Asaro (who was 78 years old at the time) on cooperating witness testimony. Authorities claim that Asaro served as lookout and helped the getaway. And in a tie to the movie, Asaro is believed to have taken Spider to get stitched up after he was shot.

26. Michael Imperioli went to the hospital with a fake gunshot wound from the Goodfellas set.

In Goodfellas, Michael Imperioli—who is best known for his role as Christopher Moltisanti in The Sopranos—played Spider, the kid who is bullied by Tommy and shot in the foot for not bringing him a drink fast enough. Later on, when Tommy kills Spider by shooting him several times in the chest, Imperioli cut his fingers on broken glass while falling backward, and had to go to the emergency room covered in fake blood. "I went to the hospital but I had bullet holes in my chest and blood everywhere," he told Good Morning America. "So at the hospital in Queens, they think I'm about to die. I think they think it's some drug hit. And I'm trying to explain to the people how it's my hand and I'm OK. And they think I'm delirious."

27. Goodfellas bit player Tony Lip is the only actor to also appear in both The Godfather and The Sopranos.

Tony Lip as Carmine Lupertazzi in The Sopranos. HBO

Speaking of The Sopranos: Between Tony Sirico, Lorraine Bracco, Frank Vincent, Michael Imperioli, and many, many more, the show shares a huge number of cast members with Goodfellas.

However, the only actor confirmed to have appeared in the holy trinity of Mafia pop culture—the original The Godfather, Goodfellas, and The Sopranos—is Tony Lip, best known for his portrayal of New York crime boss Carmine Lupertazzi on The Sopranos.

28. U.S. Attorney Edward McDonald plays himself.

The fed laying out the ins and outs of the witness protection program to Henry and Karen after they get pinched? That’s U.S. Attorney Edward McDonald, reenacting his conversation with the real Henry and Karen after they flipped. McDonald volunteered himself for the part after Scorsese scouted his office as a possible filming location, and ultimately won it after a screen test. Like so much of the rest of the script, McDonald’s “Don’t give me the babe-in-the-woods routine, Karen” line was all improv.

29. Goodfellas only went home with one Academy Award, and the winner was taken entirely by surprise.

While met with extremely enthusiastic reviews, Goodfellas was overshadowed by Kevin Costner’s Dances with Wolves at the 1991 Academy Awards. The film was nominated for six Oscars, including Best Picture, but only took home the Best Supporting Actor trophy for Joe Pesci’s portrayal of Tommy DeVito. Pesci was up against two other mobster portrayals: Al Pacino’s Big Boy Caprice in Dick Tracy and Andy Garcia’s Vincent Mancini in The Godfather: Part III.

30. Joe Pesci gave one of the shortest speeches in Oscar history.

Pesci spoke just five words upon accepting the award (“It’s my privilege. Thank you.”), thus delivering one of the shortest Oscar acceptance speeches ever. According to Pesci, the speech was so brief simply because he didn’t expect to win.

31. One Goodfellas actor claims The Simpsons ripped him off to the tune of $250 million.

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Like almost every other film or TV show to portray the Mafia after 1990, The Simpsons's writers, producers, and animators probably took some cues from Goodfellas when constructing their very own mob crew. However, for one Goodfellas actor, the similarities were too close for comfort. In October of 2014, Frank Sivero—who played the ill-fated Frankie Carbone—filed a whopping $250 million lawsuit against the The Simpsons for appropriating his looks and mannerisms when creating a little-seen Springfield mob associate named Louie.

According to Sivero, The Simpsons writers lifted his likeness while living next door to him in Sherman Oaks in 1989, the year before Goodfellas’s release. Louie debuted on the show during the 1991 episode “Bart the Murderer,” and as of this year had appeared in more than 50 episodes of The Simpsons in total.

32. Terrible preview screening numbers had the Goodfellas production team hugely concerned.

Frank Vincent in Goodfellas (1990). Warner Home Video

If anyone behind Goodfellas thought it might be a classic in the making, they hardly would have known it from the movie’s preview screenings. Pileggi claims that a screening in Orange County, California had roughly 70 walk-outs due to the violent content. According to an executive producer, one screening ended with the film team hiding at a bowling alley due to an angry audience, with one disgruntled moviegoer simply writing “f**k you” on a comment card.

33. The shot of Joe Pesci shooting at the camera in Goodfellas is a nod to a milestone 1903 film.

Pesci’s final scene in the film, featuring Tommy shooting directly into the camera, is an homage to the landmark 1903 short, silent Western film The Great Train Robbery, which ends with a similar shot. According to Scorsese, he saw his film as part of a “tradition of outlaws” in American pop culture and films, and noted that despite nearly a century separating the two films, they’re essentially “exactly the same story.”

34. Henry Hill was just as surprised as you are that he never got whacked.

Joe Pesci, Ray Liotta, and Robert De Niro star in Martin Scorsese's Goodfellas (1990). Warner Home Video

Hill’s testimony against some of the most ruthless and powerful Lucchese crime family associates led to roughly 50 convictions. And as Hill learned in the very beginning of his career (and the movie), rule number one in the wiseguy world is “never rat on your friends and always keep your mouth shut.” So why was Hill able to live to be a (relatively) old man and die of natural causes, instead of ultimately meeting a violent end like so many of his past associates?

According to Hill, he had absolutely no idea. In 2010, he told The Telegraph, "It's surreal, totally surreal, to be here. I never thought I'd reach this wonderful age,” and hypothesized he was still standing simply because "there's nobody from my era alive today.” Following his death in 2012, The Guardian hypothesized that bureaucratic disorganization in the organized crime world or fame might have kept Hill standing.

35. Ray Liotta's mother died while he was filming Goodfellas.

Mary Liotta was sick when Liotta got the part in Goodfellas, and he went home to New Jersey every weekend during filming to be with her. "One day I got a specific 'You need to get home,'" he told The New York Times. "Marty told me, and my knees buckled." Liotta was back on set working only a few days after her funeral and recalls losing himself to the part as a distraction from his grief.

36. According to the real Henry Hill, crime pays much better than Hollywood.

Hill was paid roughly $550,000 for Goodfellas (not including additional money he made off of the fame resulting from the film’s huge and sustained popularity). But according to Hill, that’s chump change compared to wiseguy money he was making back in his gangster days, which ranged from $15,000 to $40,000 a week. However, the massive sums from his glory days hardly left him a rich man; he claimed he blew almost all of his mob money on partying and a “degenerate” gambling problem.

37. Henry Hill's life as an "average schnook" never really took.

Originally, the real Henry Hill went to live the rest of his life as an “average schnook” in Omaha, but Hill and the Witness Protection Program weren’t exactly a match made in heaven. Hill never settled into the lifestyle U.S. Marshals had so kindly provided following his flip in 1980, and soon after, Hill was back to his wiseguy ways, contacting past criminal connections and goomars, and getting arrested on drug charges.

Around the time Goodfellas was released, Hill had been booted from the program for his uncooperative behavior and was left to fend for himself. Once again, he was hardly able to lay low, showing up at Goodfellas-related events, releasing a cookbook, selling art on eBay, and frequently calling into The Howard Stern Show before dying from heart problems in 2012.

38. Goodfellas isn’t the only Henry Hill movie from 1990.

Goodfellas ends with Hill living in witness protection obscurity as a "schnook," which is exactly where My Blue Heaven picks up. The comedy stars Steve Martin as the Henry Hill figure, a former mobster living in witness protection under the supervision of Rick Moranis's goofy Barney Coopersmith. While Goodfellas was based off Nicholas Pileggi's book Wiseguy, the screenwriter for My Blue Heaven had special access to Pileggi: she was married to him. Nora Ephron researched for the comedy and spoke by phone with Hill at the same time Scorsese was chatting with the former gangster for his crime drama.

39. It took a while for Goodfellas to be considered a classic, but Roger Ebert was an early adopter.

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Goodfellas was met with very positive reviews and scored some major award nominations, but it took a few years to catch on as a critical classic. However, Roger Ebert was an early adopter when it came to calling Goodfellas an all-time great, writing "no finer film has ever been made about organized crime—not even The Godfather" all the way back in 1990.

In 2000, Ebert rated Goodfellas as the third best movie of the previous decade, behind only Steve James's inner-city basketball documentary Hoop Dreams and Quentin Tarantino's Pulp Fiction. In all, Ebert handed perfect four-star reviews to 12 of the 23 non-documentary Scorsese features he reviewed—Goodfellas included, of course.

40. Goodfellas was the first 1990s film to make the National Film Registry.

Created in 1988, the National Film Registry spent the 1990s securing the legacies of a century of film, but when 2000 rolled around, Scorsese's f-bomb-dropping masterpiece was rightfully recognized as the first of that era to earn immortality. It joined the Registry alongside 1931's Dracula, 1970's Five Easy Pieces, 1982's Koyaanisqatsi, 1937's The Life of Emile Zola, and more older pictures.

This story has been updated for 2020.