"I lived in a little bungalow on Napa Street. The place was OK, I guess. It had an electric ice box, gas hearth, and a garbage grinder built into the sink. You might say I had it made."

"Jon Polito - Creighton Tolliver"

"Katherine Borowitz - Ann Nirdlinger Brewster"

"James Gandolfini - Big Dave Brewster"

"Michael Badalucco - Frank"

"Frances McDormand - Doris Crane"

"Billy Bob Thornton - Ed Crane"

"The last thing on his mind is murder."

"Ann Nirdlinger Brewster: Knowledge can be a curse."

"Birdy Abundas: You know what you are? An enthusiast."

"Jacques Carcanogues: [to Ed, after Birdy's piano audition] Nice girl. Someday, I think, maybe, she make a very good typist."

"The more you look, the less you really know."

"They got this guy in Germany, Fritz Something-or-other. Or is it? Maybe it's Werner. Anyway, he's got this theory. You wanna test something, you know, scientifically - how the planets go round the sun, what sunspots are made of, why the water comes out of the tap. Well, you gotta look at it. But sometimes you look at it, your looking changes it. You can't know the reality of what happened, or what would've happened if you hadn't-a stuck in your own goddamn schnozz. So there is no "what happened," not in any sense that we can grasp with our puny minds, because our minds — our minds get in the way. Looking at something changes it. They call it the "Uncertainty Principle." Sure, it sounds screwy, but even Einstein says the guy's on to something."

"I litigate. I don't capitulate."

"One more thing: you keep your mouth shut. I get the lay of the land. I tell you what to say. No talking out of school. What's out of school? Everything's out of school. I do the talking. You keep your trap shut. I'm an attorney. You're a barber. You don't know anything. Understood?"

"Charlie M? Charlie M?! YOU MADE ME POP YOUR FUCKING EYE OUTTA YOUR HEAD TO PROTECT THAT PIECE OF SHIT?! CHARLIE M?! YOU DUMB MOTHERFUCKER!"

"Listen to me, Anthony. I got your head in a fucking vice. I'll squash your fucking head like a grapefruit if you don't give me a name. Don't make me have to do this, please. Don't make me be a bad guy, come on."

"[about Anthony Dogs' interrogation] To be truthful with you, I had to admire this fucking guy. He was one of the toughest Irishmen I ever met. This son-of-a-bitch was tough. For two days and two fucking nights, we beat the shit out of this guy. I mean, we even stuck ice picks in his balls. But he never talked. In the end, I had to put his fucking head in a vice."

"But I knew how to keep the bosses happy. Whenever they gave me little jobs to do, you know, to send a message, I would carry things out to a tee. Like the time Tony Dogs, who's supposed to be the new maniac tough guy in town, shot up one of Remo's bars. Here's a fucking guy, kills two of Remo's guys and a poor fucking waitress who's just working on her night off of all things. I mean, this guy's just begging to be made an example of."

"They had so much fucking money in there, you could build a house outta stacks of $100 bills. And the best part was that upstairs, the board of directors didn't know what the fuck was going on. I mean, to them, everything looked on the up-and-up, right? Wrong! The guys inside the counting room were all slipped in there to skim the joint dry. They'd do short counts, they'd lose fill slips. They'd even take cash right outta the drop boxes. And it was up to this guy, right here, standing in front of about 2 million dollars, to skim the cash off the top without anybody getting wise — the IRS, or anybody. Now, notice how in the count room, nobody ever seems to see anything. Somebody's always looking the other way. Now look at these guys. They look busy, right? They're counting money. Who'd want to bother them? I mean, God forbid they should make a mistake and forget to steal. Meanwhile, you're in and you're out, past the jack-off guard, who gets an extra C note a week just to watch the door. I mean, it's routine, business as usual — in, out, hello, goodbye — and that's all there is to it. Just another fat fuck, walking out of the casino with a suitcase. Now that suitcase was going straight to one place: right to Kansas City, which was as close to Las Vegas as the Midwest bosses could go without getting themselves arrested. That suitcase was all the bosses ever wanted, and they wanted it every month."

"[About the bosses] These old greaseballs may not look it, but believe me, these are the men who secretly control Las Vegas, because they managed the Teamsters Union. The Teamsters Union was who you had to go to in order to borrow money to build a casino. And no one got approved for a loan from the Teamster's pension fund unless these guys in the room knew they were going to get their little suitcases."

"[introducing Ace] He made his first bet when he was 15 years old, and he always made money. But he didn't bet like you or me. You know, having some fun with it, shit like that. He'd bet like a fucking brain surgeon. He had to know everything, this guy. He'd find the kind of inside stuff nobody else knew, and that's what he'd put his money on. Even back home, years ago, when we were first hanging out together, he'd know if the quarterback was on coke, if his girlfriend was knocked up. He'd get the wind velocity so he could judge the field goals. He even figured out the different bounce you got off the different kinds of wood they used on college basketball courts, y'know? He'd be working on this shit day and night. There was nothing about a game he was going to bet that he didn't know. Season after season, the prick was the only guaranteed winner that I ever knew, but he was so serious about it all, I don't think he ever enjoyed himself. But that's just the way he was."

"Got a lot of holes in the desert. And a lot of problems are buried in those holes. Except you gotta do it right. I mean, you gotta have the hole already dug before you show up with a package in the trunk. Otherwise, you're talking about a half hour or 45 minutes of digging. And who knows who's gonna be coming along in that time? Before you know it, you gotta dig a few more holes; you could be there all fucking night!"

"The town will never be the same. After the Tangiers, the big corporations took it all over. Today, it looks like Disneyland. And while the kids play cardboard pirates, Mommy and Daddy drop the house payments and Junior's college money on the poker slots. In the old days, dealers knew your name, what you drank, what you played. Today, it's like checking into an airport, and if you order room service, you're lucky if you get it by Thursday. Today, it's all gone. You got a whale show up with four million in a suitcase, and some 25-year-old hotel school kid is gonna want his social security number. After the Teamsters got knocked out of the box, the corporations tore down practically every one of the old casinos. And where did the money come from to rebuild the pyramids? Junk bonds. But in the end, I wound up right back where I started. I could still pick winners, and I could still make money for all kinds of people back home. And why mess up a good thing? And that's that."

"The word was out. The bosses had enough of Nicky. They had enough. How much were they gonna take? So they made an example of him and his brother. They buried them while they were still breathing. They had other ideas for me."

"No matter what the feds or the papers might have said about my car-bombing, it was amateur night - and you could tell. Whoever it was, they put the dynamite under the passenger side. But what they didn't know - what nobody outside the factory knew - was that that model car was made with a metal plate under the driver's seat. It's the only thing that saved my life. The bombing was never authorized, but I suspect I know who lit the fuse. [cut to Nicky meeting up with his gang in the cornfield] And so did the powers that be."

"After Ginger took off, she wasn't much help to anybody. She found some pimps, lowlifes, druggies and bikers in L.A.. And in a few months, they went through all the money and all the jewels. After they found her body, I hired a private doctor to do another autopsy. He said they gave her a hot dose. In the end, all she had left was $3,600 in mint-condition coins."

"After all the threats and all the bullshit, it turned out Ginger didn't tell 'em anything. But by then, the Feds didn't need her, anyway. They had all the pieces they needed. And everybody began to tumble, one after the other... just like dominoes. Between Piscano complaining on a wire. Between Nicky, Ginger, me and my license... paradise... we managed to really fuck it all up."

"You wanna get rid of me? Here I am. Go ahead, get rid of me."

"[to Ginger, about her and Lester planning to run away with Amy] Yeah, but I've been told that before, "We're working it out." You think that you're home... after what you just put me through with Amy, is a favor to me? So, counting the watch, let's say another four thousand for expenses over the weekend... of which you must have had a good time. I know he did. That's for sure. I know that... fuckin' piece of shit had a good fuckin' time. On my money. You might as well have fucked him, which you probably did anyway. (Ginger glares at him) You're lookin' at me a certain way. You - you're teary-eyed, huh? You're upset. You're a good actress, you know that? Good fuckin' actress. You can fuckin' get that pity out of people. I'm not a john, you understand? You always thought I was, but I'm not. And I'm not a sucker. That fuckin' pimp cocksucker. He's lucky I didn't kill him last time. Lucky he's fuckin' livin'. And if you would've stayed with Amy... and you would've ran away... you would've been fuckin' dead. Both of you. Dead. Dead."

"Meeting in the middle of the desert always made me nervous. It's a scary place. I knew about the holes in the desert, of course, and everywhere I looked, there could have been a hole. Normally, my prospects of coming back alive from a meeting with Nicky were 99 out of 100. But this time, when I heard him say "a couple of hundred yards down the road," I gave myself 50/50."

"We all have a past! You have a past, I have a past, and my past is no worse than yours, but you guys think you have the right to pass judgment on me!"

"In Vegas, everybody's gotta watch everybody else. Since the players are looking to beat the casino, the dealers are watching the players. The boxmen are watching the dealers. The floormen are watching the boxmen. The pit bosses are watching the floormen. The shift bosses are watching the pit bosses. The casino manager is watching the shift bosses. I'm watching the casino manager. And the eye in the sky [the CCTV cameras] is watching us all."

"[To a cheater, after casino thugs have broken his accomplice's hand with a hammer] Alright, I'm going to give you a choice: You can either have the money and the hammer, or you can walk out of here. You can't have both."

"[voice over, while observing a blackjack cheat] You can spot these assholes by watching the way they bet. Like this guy. He's betting lavender chips at five hundred each with only one little problem: He's always guessed right. If he wasn't so fuckin' greedy, he'd have been tougher to spot. But in the end, they're all greedy."

"In the casino, the cardinal rule is to keep them playing and keep them coming back. The longer they play, the more they lose. In the end, we get it all."

"No matter how big a guy might be, Nicky would take him on. You beat Nicky with fists, he comes back with a bat. You beat him with a knife, he comes back with a gun. And you beat him with a gun, you better kill him, because he’ll keep coming back and back until one of you is dead."

"Jerry Vale - Himself"

"Jayne Meadows - Herself"

"Steve Allen - Himself"

"Frankie Avalon - Himself"

"Richard Riehle - Charlie Clark"