Proshai, Livushka

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"Proshai, Livushka"
The Sopranos episode
Sopranos ep302.jpg
Episode no.Season 3
Episode 2
Directed byTim Van Patten
Written byDavid Chase
Cinematography byPhil Abraham
Production code301
Original air dateMarch 4, 2001
Running time57 minutes
Guest appearance(s)

see below

Episode chronology
← Previous
"Mr. Ruggerio's Neighborhood"
Next →
"Fortunate Son"
The Sopranos (season 3)
List of The Sopranos episodes

"Proshai, Livushka" is the 28th episode of the HBO original series The Sopranos and the second of the show's third season. It was written by David Chase and directed by Tim Van Patten, and originally aired on March 4, 2001.


Guest starring[edit]

Also guest starring[edit]

Episode recap[edit]

Tony notices an article about a mob conflict involving his sanitation company in his morning paper. Later, he greets Meadow and her friend from college, Noah Tannenbaum. Tony initially feigns interest in Noah and makes small talk about film history, including Tony's favorite film The Public Enemy. After Meadow leaves the room however, Tony questions Noah about his race and family background. Noah confirms Tony's suspicions and mentions that he is half Jewish and half black, Tony uses racial slurs and warns him to stay away from his daughter. After Noah storms out of the house, Tony goes to the kitchen and sees a box of Uncle Ben's Rice, triggering a panic attack.

Tony visits his mother Livia in an attempt to set things straight and warn her not to talk to the FBI. Her new aide, Svetlana, tells Tony that she is making Livia fill out baby journals that Carmela bought when the children were born. Tony is furious when he realizes Livia has never touched them, and tells her to do what she wants regarding his upcoming trial and leave him alone. Later that evening, Meadow confronts Tony about Noah's standoffish behavior. After smoking a cigar outside, he is met by Carmela, Meadow, and A.J., who inform him that Livia has died in her sleep.

As people begin to gather at the Soprano residence, Tony's sister Barbara informs him that Janice will not be in attendance. He furiously calls her in Seattle and demands she be on the next plane to New Jersey. Ralphie Cifaretto, a member of Richie Aprile's crew, arrives at Tony's house along with Patsy, Vito Spatafore, Gigi Cestone, and Albert Barese. Tony confronts Ralphie and Albert about the escalating sanitation dispute. Ralphie says "his crew" is in line for a business contract, and that he has been acting as their capo. Tony warns him that he will be a capo only at his behest, and orders Ralphie and Albert to end their conflict. Despite this, Ralphie and his associates later attack a man with baseball bats for interfering in his garbage business.

At the funeral home, Janice insists that Livia be given a lavish funeral despite it not being in accordance with her mother's wishes. Later, she breaks into Livia's house, but scrambles when Tony unexpectedly arrives. They briefly admire a picture of a young Livia to be used at the service. Janice laments that the only mementos she kept of her children belong to Tony. Livia's wake is attended by Adriana, Christopher Moltisanti, Furio Giunta (who consume marijuana and cocaine beforehand), Silvio Dante (who is angry at having to miss the Jets home opener), and Ray Curto, who is revealed to be wearing a wire for the FBI. The next day, after Livia's burial, Janice demands that Svetlana give back Livia's LP record collection, even though Livia gave the records to her before her death. Svetlana refuses.

Janice corrals everyone into a room to conduct a remembrance, against Tony's wishes. She plays Livia's favorite song, then calls on people in the room to speak their mind about Livia. Caving to Janice's pressure, Livia is eulogized by Hesh Rabkin, her friend Fanny, and an intoxicated Chris. Meanwhile, Tony backs out of the room and goes outside, where he is confronted by an angry and drunk Artie Bucco, who remembers Livia telling him about Tony's torching of the Vesuvio. Artie goes inside and threatens to tell everyone about it, but a drunk Carmela interrupts him by saying that the eulogies are a "crock of shit". She says Livia was highly dysfunctional and did not want a funeral because she thought no one would come. Everyone else in the room seems to agree with Carmela.

Afterwards, Tony sits in front of the television with a glass of liquor and watches a scene from The Public Enemy featuring the main character's mother joyfully preparing her home for her son's arrival from the hospital. Tony gets teary.

First appearances[edit]

The episode marks the first appearance of:


Title reference[edit]

  • A Romanization of the Russian «Прощай, Ливушка»: "Farewell, little Livia." Said in Russian, as a toast in Livia's memory by her caretaker, Svetlana.


  • Although this episode aired second in season three, it was the first to be shot.
  • Because of Nancy Marchand's death, David Chase decided that Livia should die as well. Livia's final scene was created using CGI with previous sound clips and scenes featuring Marchand. The cost was approximately $250,000.[1]
  • This is the final episode in which Nancy Marchand is billed in the opening credits.
  • Joe Pantoliano (Ralph Cifaretto), Steve R. Schirripa (Bobby "Bacala" Baccalieri), Robert Funaro (Eugene Pontecorvo), John Ventimiglia (Artie Bucco), and Katherine Narducci (Charmaine Bucco) are now billed in the opening credits as part of the main cast, but only in episodes in which they appear.
  • David Chase had planned a major story line for the third season concerning Tony's efforts to patch things up with his mother to prevent her from testifying against him at his Racketeer Influenced and Corrupt Organizations Act trial. Nancy Marchand's death caused Chase to revise a large portion of the season. The idea of Livia's being made to testify was also mentioned at the FBI meeting in the preceding episode, "Mr. Ruggerio's Neighborhood".
  • The episode was part two of a two-hour season premiere when it originally aired in 2001.
  • Vincent Pastore makes a cameo in this episode, when Tony opens a closet door and Pussy is seen in the mirror.

References to other media[edit]

  • When Tony visits his mother, he brings her audiobooks of the novels The Horse Whisperer and Omerta
  • The book read by the FBI agent in the surveillance van was The Internet for Dummies.
  • The undertaker promises Tony that he will "use all [his] power, and all [his] skills" on Livia's behalf (presumably via cosmetics and embalming), Tony then tells him not to go overboard. This is a direct reference to The Godfather, wherein Don Vito Corleone commands the undertaker Amerigo Bonasera to "use all of your power and all of your skills" to beautify his eldest son Sonny Corleone's bullet-riddled corpse. The descending elevator camera angle used to introduce the undertaker is also taken directly from The Godfather.
  • Various clips from the 1931 gangster film, The Public Enemy starring James Cagney, are featured throughout this episode.


  • The song played over the end credits was "I'm Forever Blowing Bubbles" by Les Paul. That song is also prominent in The Public Enemy, which Tony watches in this episode.
  • "Eyeless" by Slipknot can be heard playing in A.J.'s room.
  • "Shake It (Like You Just Made Bail)" by Shawn Smith can be heard while Christopher, Adriana, and Furio take drugs before the wake.
  • The song played by Janice on the stereo, in honor of her mother, is "If I Loved You" by Jan Clayton, from the original Broadway cast recording of Carousel.
  • The song playing at the start of the episode when a firebomb is detonated in the garbage truck is "I'm Your Captain (Closer to Home)" by Grand Funk Railroad.


  1. ^ "Late 'Sopranos' actress virtually returns to show". USA Today. Gannett Company. February 28, 2001. Retrieved May 18, 2016.

External links[edit]