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The Sopranos: “Remember When”

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“Remember When” (season 6, episode 15; originally aired 4/22/2007)

In which Paulie wonders if you remember that time when…

According to Tony Soprano, “remember when” is the lowest form of conversation. What he’s talking about is that constant need to dwell on the past, to live in the world of what was instead of understanding that things change and you need to move forward sometimes. He’s mostly just saying it to get Paulie’s goat, because all Paulie has anymore is “remember when.” He doesn’t have a wife or kids. He doesn’t even have a girlfriend. He’s got his ma, sure, but that’s not exactly a legacy. The most he can point to is several decades of loyal service to the mob, and even that seems to be going down the drain the older he gets. Where once he was a tough guy, idolized by a young Tony Soprano, now he’s just an irritant, hovering on the edge of old age. So he launches into stories about what was, and Tony finally needles him on it when he’s had enough. Yet, of course, Tony’s just as driven by what was as anybody else.


One of the things that’s not talked about all that often in analyses of The Sopranos is just how much it is a mob series set in a world that increasingly has little use for the mob. Uncle Junior sets up the card game in the mental hospital where he’s incarcerated, and while the players use buttons because they can’t get their hands on anything of real value, the buttons may as well stand in for the show’s general message of what it’s worth to be a mobster in the year 2007. Tony Soprano may have built a lavish, wealthy life through organized crime, but he said in the pilot that the best years of the mafia were behind him, and the rest of the series has gone to painstaking lengths to bear this out. The deals Tony and his crew close have less and less money involved in them and seem to be clearing lower and lower profit margins. This is a way of life that’s being squeezed out by a modernizing world that no longer has much need for neighborhood criminals. The mob once filled a niche; now that niche is as likely to be filled by a Jamba Juice or something.

It’s fitting, then, that this episode takes Tony and surrounds him with people past their prime. He travels down to Miami with Paulie, the better to stay ahead of a possible murder charge stemming from the very first guy Tony ever killed. (The show keeps circling back to this idea of a mobster’s “first kill” this season, and it’s in keeping with the season’s obsession with death.) The road trip for the two is filled with reminders that things aren’t what they used to be, the most noticeable being the death of an old hotel in Virginia that the two men remember as being a good place to stay. Now, it’s a far more corporate affair, and they can’t get steaks sent up to the room after 11 p.m.—just salads and wraps. (Instead, they’re invited to try out the attached bar where they can have nachos.) The world has turned and left them here, and neither man is all that well-equipped to deal with it.


In Miami, Tony and Paulie meet up with Beansie, the man confined to a wheelchair after Richie Aprile ran over him with a car all the way back in season two. Even as Tony is finding Paulie’s presence more and more grating, Paulie complains about Beansie, making note of how the man has to “piss into a bag.” Fittingly, Beansie seems to be the only one able to gain some perspective about Paulie, telling Tony to cut him some slack because Tony is really the only person Paulie has. And yet Tony keeps circling back to the idea that Paulie told Johnny Sack about that time Ralph made the joke about his wife, the one that almost touched off a mob war back in season four. The past of the show is looming over its present, threatening to block out whatever view we have of the action.

And, of course, the other storyline in the episode centers on Junior Soprano, seen in a photo down in Miami as a virile, younger man, and is now stuck in a mental ward and trying to go back to the man he was, even as vital parts of that man—like the ability to understand the Italian slang his former compatriots toss his way—are slipping away. Of the three older men in the episode, Junior is the most infirm, the greatest warning we have of the way that getting older can make a mockery of even the strongest of men. Junior was never the legend his brother was, but he was a force to be reckoned with at one time. Now, he’s rebelling by refusing to take his pills and eventually, reluctantly, doing even that.


The show neatly signifies Junior’s place within the universe through two shots. In the first, Junior’s glasses lie on the floor of the ward after Carter—a young man who seemed to idolize Junior before realizing he was just an old, doddering man—attacked him. The glasses, always perched low on Junior’s nose, have been the lens we see the old man through, an extra buffer between us and him that’s made him seem at once both older and more harmless than he actually was. (In the first season of the show, when Tony was struggling so mightily with his uncle, the show often used the appearance of those glasses to comic effect.) Now, however, they’ve been removed, and we’ve seen the man for what he is: someone who’s disintegrating before our very eyes. In the second shot, Junior sits and stares into the distance out on the lawn of the hospital, petting a cat that’s been brought from a local shelter. Here, the series seems in conversation with the Godfather films, both thanks to Don Vito’s habit of stroking a cat in the first film and how director Phil Abraham positions Junior so he’s reminiscent of Michael Corleone at the end of the second. Junior is a link to the mob that was—like Don Vito was—but he’s also surveying an empire increasingly constructed of ashes—like Michael.

What does all of this mean, then? The most obvious answer is also likely the correct one here: The Sopranos has always been a series very interested in the way that its mobsters are obsessed with the world that came before and how they missed out on the good times; and this is one of the most prominent expressions of that theme. But I also think there’s a bit of meta-critique of both the show and its fans going on in Terence Winter’s script. After all, the final seasons of most shows turn into an opportunity for the series to revisit many of its greatest hits, and even if The Sopranos wasn’t exactly doing that at this point, it was certainly inviting its audience to remember all of the finest moments in the series. There are numerous sequences here that specifically and directly call back to some of the best sequences in the series’ history—even as they seem uniquely interested in the series’ present, and, in particular, the final season’s building argument that Tony Soprano cannot be healed and that he’s an open wound that’s infecting everybody else around him.


This final season has been filled with sequences where we briefly step outside of Tony’s perspective and see him from the point of view of others, and the one near the end of “Remember When” might be the finest example of the form. Tony has convinced Paulie that they should go sport fishing to celebrate beating the murder rap. (The dead body is ultimately blamed on Jackie Aprile, yet another tie back to something in the show’s distant past.) Tony brings Paulie out to the boat he’s rented, and the camera dollies in on Paulie’s face, looking at the boat with apprehension. It’s clear what he’s thinking and what we’re supposed to be thinking: This is how Big Pussy died: lured out onto a boat by the boss and gunned down at sea. (Fittingly, after this whole episode, after Paulie is back on dry land, Big Pussy turns up in one of his dreams, cooking away and glaring at Paulie, as all good death omens should.) Given that Tony’s kept needling away at Paulie and given the way he seems to be zeroing in on the slipup with Johnny Sack in particular (and remember: Paulie was the leak in that case), Paulie has every right to be apprehensive.

Yet the viewer is encouraged to find Paulie’s apprehension unneeded, if not a little bit comical. That dolly in on his face is so overstated that it calls attention to the way that Tony Sirico plays Paulie’s discomfort like an upset stomach (which is what he keeps blaming for the way he’s acting). It’s all just slightly heightened, and Sirico’s affably goofy performance keeps it from truly devolving into the horror of the Big Pussy sequence. But the episode then twists the knife, as Tony, still hung up on the Johnny Sack thing, finds his eyes drifting to a hatchet, then a bait knife, as if contemplating ways that he could kill Paulie quickly and cleanly. The episode situates us within Tony’s head for these moments, letting us see every moment of his thought process, really letting us think that Paulie might be dead.


Then, crucially, it removes us from Tony’s head, for 30 seconds or so, putting us in the shoes of Paulie. (I pin the moment to when Tony tosses him the drink with too much force, which is a fairly classic way of getting us to shift our point of view.) When seen from Paulie’s point of view, Tony staggers drunkenly around the boat, more like a wild animal than anything else. The camera pulls back to a wide shot of the boat, and that’s exactly what we see: Paulie keeping his distance as Tony wanders about, seemingly aimlessly. The view looks for all the world like somebody who’s stumbled upon a bear tearing up their campsite and is just trying to escape with their lives. Paulie gets back on dry ground. He has that dream with Big Pussy. He decides he’s not going to leave things to chance and replaces the Soprano family espresso machine. Tony, who’s spent the whole episode complaining about Paulie, abruptly shifts his tune: It’s guys like Paulie that let the Sopranos live the way they do, he tells Carmela. She shouldn’t question the price tag. She should just take it. Equilibrium, at least in Tony Soprano’s eyes, has been restored.

The irony left unstated in this episode, of course, is that Tony Soprano is the one who attacks Paulie for telling “remember when” stories when he’s the man most dominated by visions of a past he can never hope to live up to. The episode gives him Paulie and Beansie as two possible futures, two men he could age into, if he’s lucky enough to live that long. Where Paulie was once the man he wanted to be when he grew up, Tony now might view growing into that man as something akin to a nightmare. Yet his actual kin, the man he might actually become someday, is held up in this episode as a sort of funhouse mirror version of Tony, a person who’s now a cautionary tale of old age and dementia. Uncle Junior is a walking, talking remember-when, someone whose stories and jokes are easily forgotten, whose potency is replaced by buttons.


It’s easy to say The Sopranos is about how people can’t change. In fact, I’ve probably said it 500 times since starting this series. Yet for all the ways the show is about people who are unwilling to change and face their own moral failings, it’s also about how the world doesn’t stand still, how society keeps changing, even if you insist it’s standing still. You wake up one day, and the place you thought you lived is no longer what it was, or the hotel you wanted to stay at is long gone. It’s easy to get washed along in nostalgia, to end up overshadowed by the past, because the past is a perfect country, a place we’ve made better in our heads through selective amnesia. To live and grow and change in the present requires active work and sacrifice. Better, then, to simply live in a half-remembered version of what was and scoff as the world around you stops reflecting what you know to be true.

Stray observations:

  • The New York civil war takes another life, as Phil consolidates his power by taking out Doc Santoro. And can I say how much I love the way the show plays out its major, series-ending story arc in the background of all of these weird little short stories about Tony and his guys?
  • This episode is so rich and full of texture that it’s all but impossible to touch on all of it in the main essay. In particular, I’m sad I didn’t get to touch on the relationship between Carter and Junior more. Carter’s such a well-developed character for our only just meeting him in this episode, and I love the way it ties into the unstable balance between mentors and those who idolize them that is reflected throughout the episode. (Also, this was the part that got Ken Leung his gig on Lost, so there’s that.)
  • I do like scenes where Tony seems to take counsel from an unlikely figure, then utterly fails to do anything with the good advice he’s given. Thus, the scene where he and Beansie talk is a favorite.
  • It’s pretty ballsy to take one of the final episodes of the series ever and make it essentially two thematically linked stories that are basically two-character pieces, then have one of the characters be a guest character we’re just meeting for the first time.
  • Paulie’s story about telling the cop his cousin was Barney Fife was genuinely amusing and well-told by Sirico.
  • Paulie watching Three’s Company and loudly chuckling is hilarious. That’s exactly the sort of thing he’d love to watch. I’m always amazed by how well the writers know these characters.
  • I think I’m going to make that version of “Take Me Home, Country Roads” my ringtone.

Speaking With The Fishes (spoilers):

  • I’ve said this in this section before, but it’s still amazing to me that Paulie is the last of Tony’s core crew left in the final episode. Everybody else is dead or incapacitated. That espresso machine really worked wonders!
  • Tony killing a member of his own crew will come up in just a handful of episodes.
  • Pay attention to Tony’s gambling streaks and habits. (I tried to tie this into Paulie’s hot streak in the ’70s, but it all felt a little specious.)

Next week: Tony learns what it means to keep “Chasing It.”