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"Members Only" is the 66th episode of the HBO series The Sopranos, and the first of the show's sixth season. Written by Terence Winter and directed by Tim Van Patten, it aired originally on March 12, 2006.

"Members Only"
The Sopranos episode
Sopranos ep66.jpg
Episode no.Season 6
Episode 1
Directed byTim Van Patten
Written byTerence Winter
Cinematography byPhil Abraham
Production code601
Original air dateMarch 12, 2006 (2006-03-12)
Running time52 minutes
Guest appearance(s)

see below

Episode chronology
← Previous
"All Due Respect"
Next →
"Join the Club"
The Sopranos (season 6)
List of The Sopranos episodes



Guest starringEdit

Also guest starringEdit


Nearly two years have passed since Johnny Sack's arrest. Vito Spatafore is thinner and is now a spokesperson for a weight loss company; Janice Soprano is raising a new daughter with Bobby Baccalieri, who has taken up model railroading as a hobby; Eugene Pontecorvo and his wife inherit $2 million from his aunt; Meadow Soprano continues her relationship with Finn DeTrolio; Ray Curto exercises on a treadmill and later dies of a stroke; A.J. Soprano is now attending college; Adriana La Cerva is remembered by a worrying Carmela; and Tony Soprano helps Uncle Junior locate a large amount of money Junior thinks he buried in his backyard thirty years before, though they find nothing.

Phil Leotardo, now the acting boss of the Lupertazzi crime family, performs day-to-day tasks for the imprisoned Johnny Sack. After dining at a Chinese restaurant in Brooklyn, Hesh Rabkin and his son-in-law Eli Kaplan are assaulted by Lupertazzi associates. At Hesh's behest, Tony tries to reach out directly to Johnny through his optometrist brother-in-law, Anthony Infante, but Johnny is too concerned with his immediate family's financial troubles.

Tony, Vito, and Christopher Moltisanti – now a caporegime in the DiMeo crime family – meet Phil and Gerry "The Hairdo" Torciano behind the Bada Bing. Disputes between Tony and Phil are resolved, and it's revealed that the New York associates were protecting Gerry's area and did not know Eli associated with the Sopranos; they agree to compensate Eli $50,000. After the meeting, Tony observes to Chris that Phil has stopped being openly hostile and more open to compromise since becoming acting boss. Chris remains wary, remembering Phil once wanted him dead.

Vito tells certain people that he could take over the family if anything were to happen to Tony, since he is the best earner. Eugene and his wife aspire to use their inheritance to move to Florida. Tony reminds Eugene that he took an oath, but he will consider letting him retire. After Eugene kills a man who was in debt to Chris, and gives Tony his cut of the inheritance, Silvio Dante informs him that Tony has denied his request. Unbeknownst to the family, Eugene is a reluctant informant for the FBI, which has also refused to let him move to Florida. After arguing with his wife and learning his son is using heroin, Eugene looks over a family photo album and hangs himself. Clawing at the rope, he dies.

Agent Dwight Harris visits Satriale's Pork Store and tells Tony he has been in Pakistan because he was transferred to counter-terrorism. He has also contracted a "parasite", which has given him severe nausea, but has missed the Italian foods offered by Satriale's. Meanwhile, Carmela's construction of her spec house is suspended, due to a "stop order" issued by a building inspector for the use of improper lumber. Her father, Hugh De Angelis, asks about an inspector he used to work with to have him waive the criteria, only to learn that his contact had retired. Carmela asks Tony to see if he can get the stop order lifted, but he puts it off.

Artie Bucco has reunited with his estranged wife Charmaine, and is present at a dinner between Carmela and Angie Bonpensiero, who have patched up their relationship. Junior's mental state has deteriorated. Tony talks to Dr. Melfi about him, and rejects her suggestion that he be put in assisted living. One afternoon, when Junior is particularly agitated, Tony's sister Barbara, as well as Janice and Bobby, are too busy to look after him. When Tony visits the house, Junior mistakes him for a long-dead mobster and shoots him in the abdomen. While Junior hides in a closet upstairs, Tony manages to dial 9-1-1 before losing consciousness.

First appearancesEdit

The episode marks the first appearances of:


Title referenceEdit

  • Eugene Pontecorvo is shown wearing a "Members Only" jacket and is made fun of for it by Vito Spatafore.
  • It could refer to the Mafia code of being a member only and never a retiree, just what Eugene Pontecorvo attempted to become.[citation needed]


References to prior episodesEdit

  • Pussy Malanga, the man Uncle Junior was convinced is after him and whom he eventually mistakes Tony for is the same mobster Uncle Junior wanted to kill in Artie Bucco's first restaurant in the pilot episode.
  • Dr. Melfi recalls that Tony grabbed a pillow in order to smother his mother in "I Dream of Jeannie Cusamano", but Tony denies this, saying he only grabbed the pillow to occupy his hands..
  • Dr. Melfi calls the home that Tony put his mother in a "retirement community" and Tony corrects her and calls it a nursing home. Before this, whenever somebody called it a nursing home, Tony always corrected them and called it a retirement community.
  • The appearance of Adriana La Cerva's ghost to Carmela in the spec house recalls Adriana's statement to FBI Agent Robyn Sanseverino in "Watching Too Much Television": "Why don't you go haunt a house or something"?

Other cultural referencesEdit

  • Tony refers to his forgetful Uncle Junior as "Knucklehead Smiff".
  • Vito asks Agent Harris if he had lost weight due to the Atkins diet.
  • When Eugene proposes retiring, he cites the precedent set by "Joe Bananas" (Joseph Bonanno).
  • The movie Junior watches is Paths of Glory, a 1957 war movie directed by Stanley Kubrick.
  • When Junior says Pussy Malanga is prank calling his house Tony says they will get FBI director J. Edgar Hoover to investigate.


  • The song featured in the opening scene and closing credits is "Seven Souls" by Bill Laswell. It features William S. Burroughs reading from his novel The Western Lands. Creator David Chase describes the song as featuring a strong foreboding tone and themes touching the concepts of death and resurrection. Chase had originally tried to use this song for the pilot episode of The Sopranos . It finally ended up being used on the show in this episode, in the opening montage of the premiere of the final season, eight years later.[1]
  • The song featured in the scene where Tony and Carmela are dining at the sushi restaurant is "Ride a White Horse" by Goldfrapp.
  • "Dreaming" by Blondie plays on the car radio when Eugene is returning home from his murder job.
  • The song playing when Junior shoots Tony is "Comes Love" by Artie Shaw, sung by Helen Forrest.



  1. ^ Martin, Brett (2007-10-30). ""This Thing of Ours": Creating The Sopranos Universe". The Sopranos: The Complete Book. New York: Time. pp. 168, 169. ISBN 978-1-933821-18-4.

External linksEdit