sit down. francie. let them speak for themselves. francesca is my oldest brother's daughter. he died many years ago, and ever since i've felt much more of a father than an uncle. i love her very much. i'm pleased and impressed that you had the thought to come to me before going on with your plans. it shows me that you're a considerate man, and will be good to her. what are you studying in college? how will fine arts support your new wife? never be embarrassed by your wealth. this recent contempt for money is still another trick of the rich to keep the poor without it. of course i give you my blessing. let's set the wedding soon. it will be my pleasure to give the bride away. and take a few courses in business administration just to be on the safe side! make her dowry impressive. he comes from a family who still thinks an italian bride goes barefoot. it's him. fabrizzio. revenge is a dish that tastes best when it's cold. later. tom? two-thirty. that gives me time to see my boy. all right. apologize to pentangeli. i said i would see my sister, alone. i saw him with you. why do you come to me? why don't you go to a travel agent? the ink on your divorce isn't dry. your children see you on weekends; your oldest boy, michael francis. was in some trouble with the reno police over some petty theft that you don't even know about. you fly around the world with lazy young men who don't have any love for you, and use you like a whore. then why do you come to me? connie, i want to be reasonable with you. you have a house here, with us. you can live here with your kids. and you won't be deprived of anything. i don't know much about merle; i don't know what he does for a living; what he lives on. why don't you tell him marriage is really out of the question; and that you can't see him any more. he'll understand. but if you disobey me, and marry this pimp. it would disappoint me. are you finished? then out. rocco, his friends must be hungry. see what you can do, but i'd like to keep them away from the guests. you know my lawyer, tom hagen. johnny ola. tom isn't going to sit in with us, johnny. he only handles specific areas of the family business. tom? just tell rocco i'm waiting. how is his health? is there anything i can do; anything i can send? he's very kind, tell him it's appreciated. i'm sure it will be profitable all the way around. this is my boy, and my wife. mr. john ola of miami. mr. ola's just leaving, kay. please tell the senator i won't be a minute. kay. find hagen. it was very kind of you to come to my home on this occasion, senator. my wife has been very concerned with making a good impression on the people who are our neighbors, and your appearance here has made her very happy. if i can ever perform a service for you, you only have to ask. my lawyer, tom hagen. he arranged this all through your man turnbull. i trust these men with my life. they are my right arms; i cannot insult them by sending them away. turnbull is a good man. senator geary, i speak to you as a businessman who has made a large investment in your state. i have made that state my home; plan to raise my children here. the license fee from the gambling commission costs one thousand dollars; why would i ever consider paying more? we're all part of the same hypocrisy, senator. but never think it applies to my family. senator. . you can have my answer now if you'd like. my offer is this. nothing. not even the thousand dollars for the gaming commission, which i'd appreciate if you would put up personally. it's all right, tom, we'll talk later. tell frankie pentangeli i'd like him to have dinner at my family table before we do business. i know. after dinner. we were all heartbroken at the news; but that wasn't cause to start a war. you were unfair with them. clemenza promised rosato three territories in the bronx after he died, and then you took over and welched. they feel cheated. your family still carries the name corleone, and you will run it like a corleone! frankie, you're a good old man, and you've been loyal to my father for years. so i hope you can explain what you mean. i know. that's why i want you to be fair with them. no. there are things that i have planned with hyman roth. i don't want them disturbed. frankie, you know my father respected roth, did business with him. the old man had too much vino rosso, or he'd never talk openly that way. let him go back to new york; i've already made my plans. it's late; i've spent so little time at the party. forget it, just go take care of her. how's the baby? does it feel like a boy? i'm sorry about some of the people i had to see today. it was bad timing. but it couldn't be helped. can't you sleep? are you alright? did you like your party? do you like them? they were friends. no, where is it? i'm leaving very early tomorrow, before you wake up. just a few days. i can't. to do business. some day you will. go with the kids. keep them alive. it's important. it will be all right. we were lucky. and? fredo, can't you shut that woman up! get her in here! have tom hagen meet me in the harbor house. sit down, tom. there's a lot i can't tell you, tom. i know that's upset you in the past; and you've felt that it was because of some lack of trust or confidence. but it is because i do trust you that i've kept so much secret from you. it's precisely that at this moment, you are the only one that i can completely trust. in time, you'll understand everything. no, i have confidence in their loyalty. but this is life and death, and tom, you are my brother. no tom, just listen. all my people are businessmen; their loyalty is based on that. one thing i learned from my father is to try to think as the people around you think. and on that basis, anything is possible. fredo has a good heart, but he is weak. and stupid, and stupid people are the most dangerous of all. i've kept you out of things, tom, because i've always known that your instincts were legitimate, and i wanted you to know very little of things that would make you an accomplice, for your own protection. i never blamed you for the setbacks the family took under sonny; i know you were in a position of limited power, and you did your best to advise and caution him. what i am saying is that now, for how long i do not know, you will be the don. if what i think has happened is true; i will leave tonight, and absolutely no one will know how to contact me. and even you are not to try to reach me unless it is absolutely necessary. i give you complete power: over neri. fredo, everyone. i am trusting you with the lives of my wife and children, and the future of this family, solely resting on your judgment and talent. but tom, you must know that i do this only because i believe you are the only one who is capable of taking over for me. i've prepared this; have had it for over a month. it won't explain everything; but indicates where i will be, so in a sense, it is my life. also, there are three tasks that must be executed immediately. pop would have given those to luca -- you knew pop as well as anyone, act as though you were him. it discusses kay as well; that will be the most difficult. the men who tried to kill me tonight, will never leave the estate. i don't think so. unless i'm very wrong. they're already dead. killed by someone inside. very frightened that they botched it. that's why i am going to disappear in a few minutes, and leave everything to you. if i'm wrong. i don't think i'm wrong. yes. fish them out. yes. put it right there. thank you. you'll wait in the car. thank you, mrs. roth. fine. not for a few years. yes. the incident of the other night is a nuisance that i can take care of. i came to you because i want nothing to affect our agreement; i wanted to clear everything i'm going to do with you, just in case. you're a great man, mr. roth, i have much to learn from you. the rosato brothers have performed services for you in the past; i understand that they are under your protection. technically, they are still under the clemenza wing of the corleone family, now run by frankie pentangeli. after clemenza died, the rosatos wanted territory of their own. pentangeli refused, and came to me, asking for permission to eliminate them. i, of course, knew of their relationship with you, and in gratitude for your help with the tropicana matter, turned him down. pentangeli was furious, and paid one hundred and fifty thousand dollars to have me killed. i was lucky and he was stupid. i'll visit him soon. the important thing is that nothing jeopardize our plans, yours and mine. this thing of ours, that we will build. pentangeli is a dead man; do you object? then it's done. i must choose his replacement: it cannot be rosato. i didn't want you to know i was coming. you heard what happened in my home? in my home! in the same room where my wife was sleeping; where my children come in their pajamas, and play with their toys. i want you to help me take my revenge. i want you to settle these troubles with the rosato brothers. i want you to settle on their terms. trust me; do as i ask. frankie. do you respect me? do i have your loyalty? i know. frankie, roth tried to have me killed. i'm sure it was him, but i don't know yet why. this was my father's old study. when i was a kid, we had to be quiet when we played near here. when i was older, i learned many things from him here. i was happy that this house never went to strangers; first clemenza took it over, and then you. my father taught me, in this room, never to act until you know everything that's behind things. never. if hyman roth sees that i interceded with you in the rosato brothers' favor, he'll think his relationship with me is still sound. i'm going somewhere to meet him tomorrow. we have friends in some very important business that we're making. do this for me; you make the peace with the rosato brothers on their terms. let the word out that i forced you; you're not happy wit hit, but acquiesced, just because of me. it will get back to hyman roth. do this, frankie. you can trust me. good. no, i'm fine. very impressive. i was told the cubans now call this drink: "la mentira." it means. "the lie." i saw an interesting thing today. a man was being arrested by the military police; probably an urban guerrilla. rather than be taken alive, he exploded a grenade hidden in his jacket, taking the command vehicle with him. it occurred to me: the police are paid to fight, and the rebels are not. so, that occurred to me. we're making a big investment in cuba. that's my only concern. the money was sent. i wouldn't consider anyone else. you'll be there to see it; you'll be there. thank you. tom? tom, is that you? mio fratello. it's all right. he stays with me all the time. we're making an investment in havana. johnny ola. hyman roth. pentangeli's dead. he was ambushed by the rosato brothers. didn't you know that? i want you to help me, fredo. tonight i want to relax with you. the senator from nevada is here with some people from washington. i want to show them a good time in havana. i'd like to come along. there's been a lot of strain, and i've been cooped up in this room for three days. this doubles my investment. six million dollars in cash is a high price for a piece of a country in the middle of a revolution. i've read it; i'm pleased that the government is doing so well. as a heavy investor, i'm pleased. how did the doctor find you? who had frankie pantangeli killed? i know that; but who gave the go ahead. i know it wasn't me. so that leaves you. how sick do you think the old man is? i never looked down on you, fredo. you don't look down at a brother. let him gamble. no. it was hard to have him killed. it was hard to have him killed. it was frankie tried to have me hit. you know otherwise, freddie? how is your wife, fredo. your marriage? "yo soy un hombre sincero" i am a sincere man, from the land of the palms. the song. are you sincere with me, fredo? then i'm going to confide in you; trust you with something. tonight we've been invited to a reception at the presidential palace; to bring in the new year. you and i will go in a special car that's being sent. they'll have cocktails. then dinner, and a reception with the president. when it's over, it will be suggested that you take questadt and his friends from washington to spend the night with some women. i'll go home alone in the car; and before i reach the hotel, i'll be assassinated. the same man who tried in nevada. hyman roth, not pentangeli. it was never pentangeli. i've always known that. it was roth all along. he talks to me as a son; as his successor, but the old man thinks he'll live forever. to go tonight, with me, as though we know nothing. i've already made my move. the old man will never bring in the new year. fredo. where are you going? i've arranged for a plane; we're going to miami in an hour. try not to make a big thing of it. i know it was you, fredo. you've broken my heart. come with me. it's your only way of getting out! he isn't here. all right. go now. do you think they have somebody to back up cicci? al, get me a wet towel. does kay know i'm back? did the boy get something from me for christmas? what was it, so i'll know. fellas, can you wait outside a minute? where's my brother? i asked about fredo? i want you to reach fredo. i know he's scared, but have one of our people reach him. assure him that there will be no reprisals. tell him that i know roth misled him. they can come in now. alright. go on, tell me. was it a boy or a girl? what is it, can't you give me straight answers anymore! and kay. she's all right? does she blame it on me? the baby? mom. mom. it's michael. how are you, mom? there are still things i have to do. alright. they bother me once in awhile. tell me, when pop had troubles. did he ever think, even to himself, that he had gone the wrong way; that maybe by trying to be strong and trying to protect his family, that he could. that he could. lose it instead? no, i meant lose his family. but times are different. yes. it was not an alias. godfather was a term of affection, used by his friends, one of respect. no. i deny his every charge. that is a complete falsehood. that is not true. i own some stock in some of the hotels, but only very small amounts. i also own some american telephone and ibm stock. senator, i've observed the head of general motors before a senate committee, and his lawyer whispered in his ear. that was not commented upon in the way you have just done. i do not. i do not. in the hopes of clearing my family name, in the sincere desire to give my children their fair share of the american way of life without a blemish on their name and background i have appeared before this committee and given it all the cooperation in my power. i consider my being called before this committee an act of prejudice to all americans of italian extraction. i consider it a great dishonor to me personally to have to deny that i am a criminal. i wish to have the following noted for the record. that i served my country faithfully and honorably in world war ii and was awarded the distinguished service cross for actions in defense of my country. that i have never been arrested or indicted for any crime whatsoever. that no proof linking me to any criminal conspiracy, whether it is called mafia or cosa nostra or whatever other name you wish to give, has ever been made public. only one man has made charges against me, and that man is known to be a murderer, arsonist and rapist. and yet this committee had used this person to besmirch my name. my personal protest can only be made to the people of this country. i can only thank god that in this country we have a legal system and courts of law to protect innocent people from wild accusation. i thank god for our democratic due process of law that shields me from the false charges made by this committee's witness. i have not taken refuge behind the fifth amendment, though counsel advised me to do so. i challenge this committee to produce any witness or evidence against me, and if they do not, i hope they will have the decency to clear my name with the same publicity with which they have now besmirched it. i ask this without malice, in the interests of fair play. how did they get their hands on pentangeli? what does fredo know? alright. i'm going to go outside and talk to fredo. we have time. what about now, is there anything you can help me out with? and you believed that story. i've always taken care of you. it's the way pop wanted it. there's nothing more you can tell me about this investigation? you're nothing to me now, fredo; not a brother, not a friend, i don't want to know you, or what happens to you. i don't want to see you at the hotels, or near my home. when you visit our mother, i want to know a day in advance, so i won't be there. do you understand? i don't want anything to happen to him while my mother's alive. on the phone? i had no idea. where? why don't you sit down? there are a lot of things i want to talk to you about. things i've been thinking about -- changes i want to make. why too late? his brother came to help him. on a plane back to sicily. that's all. you see, in sicily, in the old days. there was only one legitimate reason to kill a blood relative. only one. if he was a traitor. kay, you've got it wrong. that kind of thing's all over, i promised you. this was between the two brothers. years ago frankie had a young girlfriend; he called her his co-wife. that was his joke, but he meant it. he wouldn't divorce his wife. because she was a great cook. he said he girlfriend made a spaghetti sauce once and it was so terrible he knew he could never marry her. he set her up in a house in jersey. she had to be faithful. and she had to have kids. and she did, two, a boy and a girl. he had her checked out and watched so she couldn't cheat. but the girl couldn't stand that kind of life. she begged him to let her go. he did. he gave her money and made her give up the kids. then frankie took them to italy, and had them brought up by his brother vincenzo. where he knew they'd by safe. when he saw his brother in the hearing room, he knew what was at stake. i don't think vincenzo would have done it. he loves the kids, too. omerta, kay. honor, silence. it had nothing to do with me. it was between those brothers. kay, i told you. i won't let you leave! christ, do you think i'm going to let you leave. no, i don't want to hear anything. there are things between men and women that will not change; things that have been the same for thousands of years. you are my wife, and they are my children. and i love you and i will not let you leave, because you are mine! if that's what it takes; then yes, i will. we'll go back tonight. bring the children. how can i let you leave; how can i let you take my children away? don't you know me? you understand, it's an impossibility. i would never let it happen; no, never, not if it took all my strength, all my cunning. but in time, soon, you'll feel differently. you see, you'll be happy that i stopped you. i know you. you'll forget about this; you'll forget about the baby we lost. and we'll go on, you and i know what it meant. and i'm prepared to make it up to you. i will make changes; i can. i can change; that i have learned, that i have the strength to change. and we have another child, a boy. and you'll forget the miscarriage. you won't take my children. no. tom is right. the children can stay. sit down, tom. have you heard about our friend and partner, mr. hyman roth? they won't take him; not for a million, not for ten million. he's been dying of the same heart attack for twenty years. i want it met. i don't like it when you use the word impossible; nothing is impossible. i'm surprised at you, tom. if there's anything certain; certain in life; if history has taught us anything, it's that you can kill. anybody. but perhaps your relucatance is because you've come to tell me that you're moving your family to vegas, that you've been offered the vice-presidency of the houstan hotels there. or weren't you going to tell me at all? they are everywhere! i know you do, tom. then i can count on you to help me do the things i have to do. if not, call houstan, and become a vice-president. take your family and your mistress and move them to las vegas. good. then you're staying. anthony. you've grown so tall. so tall in the last year. you're much taller than me. sit down. your aunt connie and i waited for you to have some lunch, but now it's all dried out. well, that's alright. alright. good. you'll graduate in another year, isn't that right? you know. i never finished college. i was a good student, but i never finished. of course, there was a war then. hurry back; we'll talk. we'll talk. pop, i've decided i'm going to enlist. i never asked for it; i don't want it. no, dad. it's not talk; i'm doing it. not for strangers; for my country. that's how it was in the old world, pop, but this is not sicily. i won't be a man like you.