Remember When (The Sopranos)

"Remember When" is the 80th episode of the HBO television series The Sopranos, the third episode of the second half of the show's sixth season, and the 15th episode of the season overall. Written by Terence Winter and directed by Phil Abraham, it originally aired on April 22, 2007, and was watched by 6.85 million viewers on its premiere.[1]

"Remember When"
The Sopranos episode
Episode no.Season 6
Episode 15
Directed byPhil Abraham
Written byTerence Winter
Cinematography byPhil Abraham
Production code615
Original air dateApril 22, 2007
Running time58 minutes
Guest appearance(s)

see below

Episode chronology
← Previous
"Stage 5"
Next →
"Chasing It"
The Sopranos (season 6)
List of The Sopranos episodes


* = credit only

Guest starringEdit

Also guest starringEdit


The FBI recovers the body of bookie Willie Overall based on information from Soprano crime family capo "Larry Boy" Barese. Overall was the first person murdered by Tony, in 1982. Tony and Paulie drive to Miami to wait until the heat is off. On the way down, Tony asks Paulie how Johnny heard about Ralphie's joke about his wife, but Paulie says he does not know. This incident nearly led to hostilities between the Soprano and Lupertazzi families. Paulie was Tony's role model while growing up, but Tony tells Beansie Gaeta that Paulie may be a liability—he talks too much and Tony wonders whether his loyalty has ever been truly "put to the test." In Miami, the two men meet Beansie's Cuban contacts and agree to trade in stolen goods.

Larry tells the FBI that the late Jackie Aprile, Sr. killed Overall. Tony rents a sport fishing boat to celebrate with Paulie. Paulie becomes uneasy as he remembers Pussy's murder on a boat. On the boat Tony questions Paulie again about the joke leak; Paulie again denies involvement. Tony glances at a hatchet and some fishing knives. That night, Paulie has a dream in which he asks Pussy, "When my time comes, will I stand up?" When they return to New Jersey Paulie sends Tony and Carmela a $2,000 espresso machine. When she wonders why, Tony says that they owe their lifestyle to the hard work of people like Paulie.

While in Miami, Tony arranges a short-term loan of $200,000 from Hesh to cover a string of losing sports bets.

In New York City, Faustino "Doc" Santoro and his bodyguard are murdered in a hit arranged by Phil, who becomes the new boss of the Lupertazzi family.

Junior is visited at his mental care center by his former soldiers Pat Blundetto and Beppy Scerbo and begs them to aid his escape, but soon loses his resolve; "Where would I lam it to?" he asks. He returns to his old mob habits, bribing an orderly and organizing an illicit poker game for other patients. Professor Lynch, a patient Junior teases, informs on him and the game is ended. Junior finds an admiring follower in a young patient named Carter Chong, who has been institutionalized for his anger issues.

Junior assaults Professor Lynch and is given a new regimen of sedatives. Carter devises a plan to distract the orderlies handing the pills to Junior so that he can covertly throw them away. Some of the drugs were meant to combat Junior's incontinence, and he soon humiliatingly wets himself. The orderly is fired for taking bribes and Junior is threatened with a transfer to a less pleasant, state-run mental facility if he does not take his medications. He complies with the treatment, much to Carter's disillusionment. Junior tries to make up with him, but calls him "Anthony." At a piano recital, Carter starts throwing paper balls at the pianist; when Junior shows disapproval, Carter becomes enraged and ferociously attacks him.

The episode ends with the patients (not including Carter) receiving animal-assisted therapy in the garden. Junior is in a wheelchair, with one arm in a cast, seated apart from the others, petting a cat.


  • Willie Overall: A bookie shot dead by Tony Soprano with a revolver on orders from "Johnny Boy" Soprano. Tony's very first murder at the age of 22. (A flashback from 1982)
  • Faustino "Doc" Santoro: killed after leaving a massage parlor in New York City by multiple gunshots from a trio of gunmen on orders from Phil Leotardo to take over his Lupertazzi crime family boss's title and/or as a revenge for the Gerry Torciano murder and/or as payback for his insults done to Phil.
  • Unnamed Bodyguard: killed alongside "Doc" Santoro.

Title referenceEdit

  • Tony angrily describes "Remember when..." reminiscing as the lowest form of conversation.
  • Many stories from the past are told in this episode, particularly from Paulie, most of them beginning with the phrase "Remember when...?"
  • Junior briefly gets a taste of his old life while running his card game in the hospital.
  • Could also refer to Junior's advancing stages of dementia and his increasing memory loss.
  • A recurrent motif is Tony reminiscing about the disclosure of Ralph's insensitive joke to Johnny Sack.


  • "Remember When" was the career directorial debut of Phil Abraham, a longtime Sopranos cinematographer ever since the first season of the show. Abraham initially started only as a camera operator for the TV series.
  • Lin-Manuel Miranda, writer and future star of Hamilton and In the Heights, makes a brief appearance in this episode as the bellman with whom Tony and Paulie briefly converse from the car.

Connections to prior episodesEdit

  • Paulie remembers the time Ralphie was obsessed with Gladiator and hit Georgie with a chain, which happened in the Season 3 episode "University".
  • Tony repeatedly asks Paulie if he told Johnny Sack about the off-color joke that Ralph told about a mole on Ginny "Sack"'s posterior (in the episode "No Show"). Paulie denies this (Paulie actually did tell it to Johnny Sack, in the episode "Christopher").
  • Tony checks into a hotel in Miami using the fake surname “Spears.” This is the same name Tony uses when consulting a new psychiatrist in "Guy Walks Into a Psychiatrist’s Office...".
  • Beansie is a paraplegic and has to void in a bag due to the injuries he sustained when Richie Aprile ran over him in the Season 2 episode "Toodle Fucking-Oo".
  • Tony recalls finding a painting of himself as a general at Paulie's house, which occurred in the Season 5 finale "All Due Respect".
  • When Paulie boards a boat with Tony, this episode uses flashback scenes from the murder of Big Pussy on a boat, taken from the Season 2 finale "Funhouse".

Other cultural and historical referencesEdit

  • During the times Junior is in his room, he watches television. Shows that he watched in this episode included a Weather Channel documentary hosted by Jim Cantore, and The $25,000 Pyramid.
  • When driving through Maryland near Washington, DC, Paulie asks, "Chevy Chase, whatever happened to him?" Paulie means the actor Chevy Chase but is actually looking at a road sign for the town Chevy Chase.
  • Paulie mentions an incident when, after being pulled over, Tony's father tricked him into insulting a cop by saying his cousin was "on the job" and his name was Barney Fife.
  • In his letter to Dick Cheney, Junior refers to the then-Vice President's 2006 hunting incident as an example of a gun discharge accident, which, Junior claims, is similar to his own "accidental" shooting of Tony Soprano.
  • Junior's orderly Jameel sells his autographed photos on eBay.
  • Tony, complaining about what a big mouth Paulie is, mutters "Gary Cooper," a reference to an actor known as "The Strong, Silent Type".
  • When Tony hears Paulie laughing loudly, he leans over his balcony and sees Paulie sitting on his bed, watching the '70s sitcom Three's Company.
  • As a diversion for Junior to covertly not take his drugs, Carter screams: "Where is my iPod?"
  • The closing scene, which depicts Uncle Junior sitting on an outdoor chair, lost in thought, as the screen slowly fades to black, is possibly a nod to the closing scene of The Godfather Part II, which shows Al Pacino as Michael Corleone in a similar pose. Michael Corleone's father Vito Corleone was memorably depicted stroking a cat in The Godfather.
  • Tony's tomato plants in his yard are reminiscent of the ones Vito Corleone had in his garden in The Godfather.
  • The hit on Doc Santoro resembles the assassination of Paul Castellano.
  • When Tony calls Hesh from Florida to ask for a loan, Hesh is sitting in Katz's Delicatessen.



  1. ^ Huff, Richard (2007-04-27). ""Sopranos" ratings slip again". The Denver Post. Retrieved 2009-09-26.

External linksEdit