Proshai, Livushka

"Proshai, Livushka" is the 28th episode of HBO's The Sopranos and the second installment of its third season. David Chase wrote it, Tim Van Patten directed it, and it first aired on March 4, 2001.

The episode opens with Meadow and her college friend Noah Tannenbaum watching The Public Enemy, a favorite film of Tony's. Tony arrives and questions Noah privately, subtly probing his background. After evasive answers, Noah reveals he is half Jewish and half African-American. Tony makes offensive comments and tells him to stop seeing Meadow; Noah swears at him and leaves. Shaken, Tony goes to the kitchen, where a box of Uncle Ben's Rice triggers a panic attack.

Tony confronts Ralph Cifaretto and Albert Barese about a sanitation dispute, telling them to avoid fires that could draw press attention. Ralphie instead has a man beaten with baseball bats. Separately, Ray Curto meets his FBI handler; he is cooperating.

Tony visits his mother Livia, asking her not to tell the feds about stolen airline tickets. She is combative and stonewalls him. He leaves in frustration. That evening, Livia dies of a stroke. Later, Tony tells Dr. Melfi, "I'm glad she's dead," then blurts out that he is "a bad son."

Tony's sister Barbara says Janice won't attend the funeral. Tony angrily calls Janice in Seattle and orders her on the next plane; she talks him into paying the fare. At the funeral home, Janice insists on a lavish funeral despite Livia's wishes, and Tony reluctantly agrees. At Livia's house, Janice hammers at the basement wall. At the graveside, she argues with Livia's caregiver Svetlana over Livia's record collection; Svetlana says Livia gave them to her, but Janice demands them back.

At the post-funeral reception, Janice gathers everyone for a remembrance ceremony against Tony's wishes. A few people speak reluctantly. Christopher, high on marijuana and cocaine, gives a rambling speech. Tony slips outside, where a drunk Artie Bucco confronts him, recalling Livia telling him about Tony torching the Vesuvio. Artie returns inside, seemingly ready to speak, but Carmela and her father Hugh offer blunt perspectives on Livia. Carmela then scolds Tony, Janice, and Barbara for ignoring their mother's wishes with the elaborate funeral. Artie stays silent.

Afterward, Tony watches The Public Enemy and becomes emotional when the main character's mother joyfully prepares for her son's return, unaware he is dead.

This episode introduces Ralph Cifaretto, a high-ranking soldier in the former Aprile crew who wants to be made captain; Eugene Pontecorvo, a well-liked associate soon to be made man; Noah Tannenbaum, a half-black, half-Jewish college student and Meadow's potential boyfriend; and Ronald Zellman, an assemblyman for Newark's Lower 8th Ward. Livia Soprano dies from a massive stroke in her sleep.

The title is a Romanization of the Russian «Прощай, Ливушка»: "Farewell, little Livia," spoken as a toast by Svetlana.

Due to Nancy Marchand's death, David Chase decided Livia should also die. Her final scene used CGI with previous sound clips and footage of Marchand, costing about $250,000. Joe Pantoliano, Steve R. Schirripa, Robert Funaro, John Ventimiglia, and Kathrine Narducci are now billed in the opening credits as main cast, but only in episodes they appear. This is the final episode with Nancy Marchand in the opening credits; her name is preceded by "With" (previously "And"), while Joe Pantoliano now gets "And." The episode was part two of a two-hour season premiere. Vincent Pastore makes a cameo: when Tony opens a closet door, Pussy is visible in the mirror.

References to other media include Tony bringing Livia audiobooks of The Horse Whisperer and Omertà; Meadow going upstairs for her Barenaked Ladies CD, leaving Tony and Noah alone; an FBI agent reading The Internet for Dummies; clips from The Public Enemy; and A.J. working on Robert Frost's "Stopping by Woods on a Snowy Evening," with Meadow explaining that snow white represents death (A.J. thought black did).