Goodfellas (also spelled GoodFellas) is a 1990 crime drama film directed by Martin Scorsese, based on the book Wiseguy by Nicholas Pileggi, the true story of Henry Hill. 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 Joe 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 USD $46.8 million domestically, well above its $25 million budget; it received mostly strong positive reviews from critics. The film was nominated for six Academy Awards but only won one for Joe Pesci in the Best Actor in a Supporting Role category. Scorsese's film won three 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.

Robert De Niro as Jimmy Conway (Jimmy Burke)
Ray Liotta as Henry Hill
Joe Pesci as Tommy DeVito (Tommy DeSimone)
Paul Sorvino as Paul Cicero (Paul Vario)
Frank DiLeo as Vito Vario
Frank Sivero Frankie Carbone Paolo LiCastri

Mike Starr Frenchy Robert McMahon
Frank Vincent Billy Batts William "Billy Batts" DeVino

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