Carlito's Way (1993)

R | 145 mins | Drama | 9 November 1993

Director:

Brian De Palma

Writer:

David Koepp

Cinematographer:

Stephen H. Burum

Production Designer:

Richard Sylbert

Production Company:

Universal Pictures
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HISTORY

According to the 12 Jun 1981 Publisher’s Weekly, British producer Barry Hanson acquired film rights to Edwin Torres’ 1975 novel, Carlito’s Way, and its 1979 follow-up, After Hours, with a one-year option on both titles. The 22 Jun 1981 HR reported that Hanson would travel to Los Angeles, CA, in Jul or Aug 1981 to begin searching for an adolescent Latino to portray the title role.
       Two years later, the 27 Jul 1983 DV reported that Koch/Kirkwood Productions would be developing the project, after acquiring it from Freddie Fields. Following another two-year delay, the 22 Jun 1985 Screen International announced that Carlito’s Way would be directed by John MacKenzie, with Gene Kirkwood producing, but noted that the project was “having problems.”
       Three years later, the 16 Aug 1988 HR production chart noted that Al Pacino would star in the Elliott Kastner Productions project, and listed a Jan 1989 start date. According to the 16 Oct 1988 LAT, Leon Ichaso was in talks to direct the picture. However, the 5 Apr 1989 Var reported Sydney Pollack would be directing, and Martin Bregman was set to produce for Universal Pictures.
       Producer Elliott Kastner filed a lawsuit against actor Al Pacino, according to the 11 May 1989 LAHExam. The $6 million suit charged that Pacino had reneged on his commitment to star in the picture. The 12 May 1989 DV reported that Pacino had worked closely with Kastner for more than a year to develop the project and select cast ... More Less

According to the 12 Jun 1981 Publisher’s Weekly, British producer Barry Hanson acquired film rights to Edwin Torres’ 1975 novel, Carlito’s Way, and its 1979 follow-up, After Hours, with a one-year option on both titles. The 22 Jun 1981 HR reported that Hanson would travel to Los Angeles, CA, in Jul or Aug 1981 to begin searching for an adolescent Latino to portray the title role.
       Two years later, the 27 Jul 1983 DV reported that Koch/Kirkwood Productions would be developing the project, after acquiring it from Freddie Fields. Following another two-year delay, the 22 Jun 1985 Screen International announced that Carlito’s Way would be directed by John MacKenzie, with Gene Kirkwood producing, but noted that the project was “having problems.”
       Three years later, the 16 Aug 1988 HR production chart noted that Al Pacino would star in the Elliott Kastner Productions project, and listed a Jan 1989 start date. According to the 16 Oct 1988 LAT, Leon Ichaso was in talks to direct the picture. However, the 5 Apr 1989 Var reported Sydney Pollack would be directing, and Martin Bregman was set to produce for Universal Pictures.
       Producer Elliott Kastner filed a lawsuit against actor Al Pacino, according to the 11 May 1989 LAHExam. The $6 million suit charged that Pacino had reneged on his commitment to star in the picture. The 12 May 1989 DV reported that Pacino had worked closely with Kastner for more than a year to develop the project and select cast and crew members. According to DV, on 9 Jan 1989 Al Pacino allegedly denied that a verbal agreement made through his agent, Rick Nicita, for Pacino to star in the picture was legally binding.
       The 23 Aug 1990 DV reported a $20 million budget, and confirmed that Al Pacino would play the title role, with Martin Bregman producing for Epic Productions, Inc. Principal photography was set to begin in New York City in mid-1991, and Ken Kinkelman was noted as the writer of the screenplay. However, he is not credited onscreen. The 17 Oct 1990 HR reported that David Koepp was working on the script, and announced a $25 million budget.
       After more delays, the 28 Jan 1992 HR production chart reported a Sep 1992 start date, while the 14 Aug 1992 Screen International announced production would commence in Nov 1992, and that Brian De Palma, who had directed Al Pacino in Scarface (1983, see entry), would be directing the project. Screen International reported that Leon Ichaso had worked with Edwin Torres to adapt Torres’s novel, but Ichaso did not receive an onscreen credit.
       Citing troubles with the script, the 15 Sep 1992 Long Beach Press-Telegram announced the start date would be delayed until Spring 1993 or later.
       According to the 28 Sep 1992 Var, Abel Ferrara and Joe Rubin were also considered to direct the picture.
       The 14 Dec 1992 Var reported that Universal Pictures was prepared to move their planned twelve-week production shoot from New York to Los Angeles, CA, following disagreements with Teamsters Local 817. However, the problem seemed to be resolved without causing further delays.
       Sean Penn was announced to be joining the cast in the 17 Feb 1993 DV.
       Despite reports of 1 Mar, 8 Mar, and 15 Mar 1993 start dates by 15 Dec 1992 HR, , 17 Feb 1993 DV, and 9 Mar 1993 HR production chart, principal photography finally began in NY on 22 Mar 1993, according to the 6 Apr 1993 HR production chart.
       As stated in the 9 Apr 1993 Long Beach Press-Telegram, filmmakers were banished from the Times Square subway station by the Metropolitan Transit Authority (MTA) after claims that the production had caused property damage and was disrupting subway operations. Producer Martin Bregman responded that the Transit Authority was completely “uncooperative.” A news article in the 17 May 1993 Var explained the multiple problems caused by the MTA for production crews who chose to film sequences in the city’s subways. Filmmakers reportedly paid the MTA $100,000 of their $40 million budget for rights to film in the subways, and were “infuriated” when two MTA managers made false claims of property damage to a reporter at Newsday. Commissioner of the Mayor’s Office of Film, Theater, and Broadcasting, Richard Brick, met with MTA officials and successfully initiated changes that would welcome film and television crews into the subways. Working with the MTA, according to Martin Bregman who prefers to film in New York over Hollywood, is “the worst aspect of shooting in New York.”
       Production was shut down for two days after Al Pacino suffered an eye infection, as reported in the 16 Apr 1993 DV.
       The 1 Jul 1993 DV reported that actor Sean Penn pulled refused to appear on set for one day after learning that the teaser trailer for Carlito’s Way did not include him. The teaser was reportedly filmed before Penn was cast in the picture. Penn’s actions were rumored to have caused Universal to consider suing or replacing him, but filmmakers finally agreed to re-cut the trailer at a cost of $400,000. Director Brian De Palma told the 5 Nov 1993 Daily News that Penn was justified in his actions.
       Principal photography was completed in mid-Jul 1993, according to the 5 Nov 1993 Daily News.
       Carlito’s Way premiered on 12 Nov 1993 in NY and CA in exclusive engagements, earning $40,671 in ticket sales from two screens, as announced in the 12 Nov 1993 HR. The mid-week openings broke box-office records at both the Ziegfeld Theater in New York City, and the AMC Century City Theater in Los Angeles, CA.
       According to the 26 Jan 1994 HR, and the 28 Jan 1994 DV, a lawsuit was filed against Universal Pictures by Robert Cavallo, Joseph Ruffalo, and Steve Fargnoli, who claimed they had an agreement to receive executive producer credits as well as a share of film profits. In Jan 1986, the trio reportedly acquired film rights to the source novels, and later gave producer Elliott Kastner the rights, with an agreement that they retain a share of profits and sole executive producer credits. The plaintiffs claimed that Kastner sold the rights to Epic Productions, who in turn, sold them to Universal, and Universal failed to honor the agreement Kastner made with them.
       The 28 Mar 1994 HR announced that Elliott Kastner had filed his own lawsuit against Universal and Epic Productions, alleging both companies failed to honor their agreement to pay him $500,000 following the transfer of film rights.
       A prequel movie was released in 2005 called Carlito’s Way: The Beginning, (see entry). The film was written, produced, and directed by Michael Bregman.
       End credits include the following acknowledgements: “The Producers wish to thank: John H. Peters, Epic Production Executive; and Richard Brick and the New York City Mayor’s Office for Film, Theatre and Broadcasting; The Movie and TV Unit of the New York Police Department; Bruce Feinberg at the State Film Office; John Johnson, Joe Grodzinsky, Pete Iglio and Gene Bashinelli of the NYC Transit Authority; Sandra Smith, NYC Department of Corrections; Michael Klawitter; Richard Reiner; United States Coast Guard.” Also acknowledged: “Filmed on location in New York City and at Kaufman Astoria Studios in New York.”
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GEOGRAPHIC LOCATIONS
SOURCE CITATIONS
SOURCE
DATE
PAGE
Daily News
5 Nov 1993.
---
Daily Variety
27 Jul 1983.
---
Daily Variety
12 May 1989.
---
Daily Variety
23 Aug 1990
p. 1, 27.
Daily Variety
17 Feb 1993.
---
Daily Variety
16 Apr 1993.
---
Daily Variety
1 Jul 1993.
---
Daily Variety
28 Jan 1994.
---
Daily Variety
20 Jun 1994.
---
Hollywood Reporter
22 Jun 1981.
---
Hollywood Reporter
16 Aug 1988.
---
Hollywood Reporter
17 Oct 1990.
---
Hollywood Reporter
28 Jan 1992.
---
Hollywood Reporter
15 Dec 1992.
---
Hollywood Reporter
9 Mar 1993.
---
Hollywood Reporter
6 Apr 1993.
---
Hollywood Reporter
8 Nov 1993
p. 5, 13.
Hollywood Reporter
12 Nov 1993.
---
Hollywood Reporter
26 Jan 1994
p. 4, 144.
Hollywood Reporter
28 Mar 1994.
---
Long Beach Press-Telegram
15 Sep 1992.
---
Long Beach Press-Telegram
9 Apr 1993.
---
Los Angeles Herald Examiner
11 May 1989.
---
Los Angeles Times
16 Oct 1988.
---
Los Angeles Times
10 Nov 1993
p. 1.
New York Times
10 Nov 1993
p. 19.
Publisher's Weekly
12 Jun 1981.
---
Screen International
22 Jun 1985
p. 20.
Screen International
14 Aug 1992.
---
Variety
5 Apr 1989.
---
Variety
28 Sep 1992.
---
Variety
Dec 14 1992.
---
Variety
17 May 1993
p. 5, 14.
Variety
15 Nov 1993
p. 30.
CAST
NAME
CREDITED AS
CREDIT
Introducing:
[and]
as Benny Blanco
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PRODUCTION CREDITS
NAME
PARENT COMPANY
PRODUCTION TEXTS
Universal Pictures and Epic Productions present
A Bregman/Baer production
A Brian De Palma film
NAME
CREDITED AS
CREDIT
DIRECTORS
Unit prod mgr
1st asst dir
2d asst dir
2d unit dir
2d unit asst dir
2d 2d asst dir
DGA trainee
PRODUCERS
Prod
Assoc prod
Exec prod
Exec prod
WRITER
PHOTOGRAPHY
Dir of photog
Cam op
1st asst cam
2d asst cam
Cam trainee
Steadicam op
Steadicam-1st asst cam
Video
Best boy
Rigging gaffer
Shop elec
Key grip
Dolly grip
Rigging grip
Grip
Grip
Grip
Louma crane op
Still photog
Disco club lighting des by, Imero Fiorentino Assoc
Disco club lighting des by
ART DIRECTORS
Prod des
Art dir
Art dept asst
Chargeman scenic artist
Standby scenic
Scenic foreman
Shop person
Scenic artist
Scenic artist
Scenic artist
FILM EDITORS
1st asst ed
1st asst ed
Asst ed
Asst ed
Asst ed
Negative cutter
SET DECORATORS
Set dec
Lead set dresser
Set dresser
Set dresser
Set dresser
Set dresser
Set dresser
Set dresser
Prop master
Asst prop master
Props
Props
Const coord
Const foreman
Carpenter
Key const grip
Const grip
Const grip
COSTUMES
Asst cost des
Ward supv
Costumer
Costumer
Costumer
Extras ward supv
Extras ward supv
Extras ward supv
Extras ward asst
Extras ward asst
Shirts by
MUSIC
Supv mus ed
Asst mus ed
Mus eng
Mus cond
Mus coord
Mus contractor
Orig score rec at
SOUND
Sd mixer
Sd playback
Supv sd ed
Sd ed
Sd ed
Sd ed
ADR supv
ADR ed
ADR ed
Foley ed
Asst sd ed
Asst sd ed
Asst sd ed
Asst sd ed
Asst sd ed
Asst sd ed
Asst sd ed
Asst sd ed
Re-rec mixer
Re-rec at
Prod sd transfers
VISUAL EFFECTS
Spec eff coord
Spec eff asst
Spec eff asst
Optical eff by
Visual eff by
Main title des and digital composting by
DANCE
Choreog
MAKEUP
Key makeup artist
Makeup artist
Makeup artist
Makeup artist
Key main hairstylist
Hairstylist
Hairstylist
Hairstylist
Hairstylist
PRODUCTION MISC
Loc mgr
Asst loc mgr
Asst loc mgr
Asst loc mgr
Loc scout
Loc scout
Scr supv
Transportation capt
Transportation co-capt
Picture cars
Prod comptroller
Auditor
Asst auditor
Asst auditor
Payroll clerk
Prod coord
Asst prod coord
Tech consultant
Tech consultant
Tech consultant
Dialect coach
Dialect coach
Casting asst
Extras casting
Extras casting asst
Extras casting asst
Extras casting asst
Asst to Martin Bregman
Asst to Martin Bregman
Asst to Michael S. Bregman
Asst to Louis A. Stroller
Asst to Brian DePalma
Brian DePalma's prod asst
Asst to David Koepp
Asst to Al Pacino
Bregman/Baer auditor
Security/Asst to Al Pacino
Physical trainer
Office prod asst
Office prod asst
Office prod asst
Office prod asst
Security
Security
Set prod asst
Set prod asst
Set prod asst
Set prod asst
Set prod asst
Set prod asst
Set prod asst
Set prod asst
Set prod asst
Parking coord
Craft service
Post prod asst
Loc package provided by
Wow Wave Ball provided by
Wow Wave Ball provided by
Helicopter mounts by
Prod services provided by
Prod services provided by, The Carlito's Way Produ
STAND INS
Stunt coord
Stunt player
Stunt player
Stunt player
Stunt player
Stunt player
Stunt player
Stunt player
Stunt player
Stunt player
Stunt player
Stunt pilot
Stand-in
COLOR PERSONNEL
Col timer
Processing by
Col by
SOURCES
LITERARY
Based on the novels Carlito's Way by Edwin Torres (New York, 1975) and After Hours by Edwin Torres (New York, 1979).
AUTHOR
SONGS
“Parece Mentira,” written by Pedro Flores, performed by Marc Antony, courtesy of Soho Sounds
“I Love Music,” written by Kenny Gamble and Leon Huff, performed by The O’Jays, courtesy of Sony Music, by arrangement with Sony Music Licensing
“Stickball Guaguanco Jam,” written and performed by Jellybean, courtesy of Jellybean Recordings, Inc.
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SONGS
“Parece Mentira,” written by Pedro Flores, performed by Marc Antony, courtesy of Soho Sounds
“I Love Music,” written by Kenny Gamble and Leon Huff, performed by The O’Jays, courtesy of Sony Music, by arrangement with Sony Music Licensing
“Stickball Guaguanco Jam,” written and performed by Jellybean, courtesy of Jellybean Recordings, Inc.
“Do It (‘Til You’re Satisfied),” written by Billy Nichols, performed by B. T. Express, courtesy of Roadshow Music Corp.
“Oye Como Va,” written by Tito Puente, performed by Santana, courtesy of Columbia Records, by arrangement with Sony Music Licensing
“Fly, Robin, Fly,” written by Sylvester Levay and Stephan Prager, performed by The Silver Convention, produced by Michael Kunze/Butterfly Productions for Jupiter Records
“Pillow Talk,” written by Sylvia Robinson and Michael Burton, performed by Sinoa, courtesy of Epic Records, by arrangement with Sony Music Licensing
“You Should Be Dancing,” written by Barry Gibb, Robin Gibb and Maurice Gibb, performed by The Bee Gees, courtesy of Polydor/PLG, by arrangement with Polygram Special Markets
“Lakme,” composed by Leo DeLibes, performed by Joan Sutherland/Orchestre National De L’Opera De Monte-Carlo
“Got To Be Real,” written by Cheryl Lynn, David Paich and David Foster, performed by Cheryl Lynn, courtesy of Columbia Records, by arrangement with Sony Music Licensing
“TSOP - The Sounds Of Philadelphia,” written by Kenny Gamble and Leon Huff, performed by MFSB, featuring The Three Degrees, courtesy of Sony Music, by arrangement with Sony Music Licensing
“(Shake Shake Shake) Shake Your Booty,” written by Harry W. Casey, performed by KC And The Sunshine Band, courtesy of Rhino Records, Inc., by arrangement with Warner Special Products
“Back Stabbers,” written by Leon Huff, Gene McFadden and John Whitehead, performed by The O’Jays, courtesy of Sony Music, by arrangement with Sony Music Licensing
“Rock The Boat,” written by Wally Holmes, performed by The Hues Corporation, courtesy of The RCA Records Label of BMG Music
“That’s The Way (I Like It),” written by Harry W. Casey, performed by KC And The Sunshine Band, courtesy of Rhino Records, Inc., by arrangement with Warner Special Products
“Disco Inferno,” written by Leroy Green and Tyrone Kersey, performed by Ed Terry, courtesy of Kiss Off Productions
“ I Love Music,” written by Kenny Gamble and Leon Huff, performed by Rozalla, courtesy of Epic Records, by arrangement with Sony Music Licensing
“Rock Your Baby,” written by Harry Casey, performed by Ed Terry, courtesy of Kiss Off Productions
“Lady Marmalade,” written by Kenny Nolan and Bob Crewe, performed by LaBelle, courtesy of Epic Records, by arrangement with Sony Music Licensing
“You Are So Beautiful,” written by Billy Preston and Bobby Fisher, performed by Joe Cocker, courtesy of A&M Records. The following songs are all courtesy of Sonido, Inc.: “Mi Gente,” written by Johnny Pacheco, performed by Hector Lavoe
“Che Che Cole,” written and performed by Willie Colon
“Vieja Luna,” written by Orlando De La Rosa, performed by Celia Cruz and Johnny Pacheco
“Muneca,” written and performed by Eddie Palmieri
“Alma Con Alma,” written by Juanito Marquez, performed by Ray Barretto and Adalberto Santiago
“Abuelita,” written by Willie Colon and Hector Lavoe, performed by Willie Colon
“El Todopodersos,” written by Willie Colon and Hector Lavoe, performed by Hector Lavoe
“El Watusi,” written and performed by Ray Barretto.
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PERFORMERS
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DETAILS
Release Date:
9 November 1993
Premiere Information:
Los Angeles opening: 9 November 1993
New York opening: week of 10 November 1993
Production Date:
began 22 March 1993
Copyright Claimant:
Universal City Studios, Inc.
Copyright Date:
17 November 1993
Copyright Number:
PA662676
Physical Properties:
Sound
Dolby Stereo ® in Selected Theatres
Sound
DTS in selected theatres
Color
Eastman Color Film
Lenses
Filmed in Panavision®
Duration(in mins):
145
MPAA Rating:
R
Country:
United States
Language:
English
PCA No:
32688
Passed by NBR:
No
SYNOPSIS

In 1975, Carlito Brigante is shot by an unseen gunman in a New York City subway station. As he lies on a gurney, he stares at a poster of a tropical island, not yet ready to die. Carlito thinks about the circumstances that led to this point in his life, and wonders how he survived this long, as most of his former Puerto Rican gang members have been killed. A few months earlier, Carlito Brigante stands before a judge at an appeals hearing, after spending five years in prison for dealing drugs. His lawyer, David Kleinfeld, procures his release after providing evidence that illegal wire-tapping occurred in his arrest. When the judge reluctantly grants his release, Carlito emphatically claims to be a changed man, and vows not to return to his life of crime. Outside the courthouse, Kleinfeld compliments Carlito on his “line of crap.” However, Carlito says he meant every word. As the men celebrate his release, Carlito notices that David Kleinfeld has changed since his early days as a scared clerk working for mobster lawyers. Kleinfeld asks Carlito to invest $25,000 in a disco club he co-owns with Saso, whose gambling debts have put the club in jeopardy. Kleinfeld pushes him to accept the “favor” to be manager of the club, but Carlito declines, claiming, “a favor gonna kill you faster than a bullet.” Carlito plans to move to the Bahamas and invest in a friend’s thriving rental car business, once he earns the buy-in amount of $75,000. Kleinfeld laughs, but Carlito is happy to have a dream. Sometime later, Carlito visits his old ... +


In 1975, Carlito Brigante is shot by an unseen gunman in a New York City subway station. As he lies on a gurney, he stares at a poster of a tropical island, not yet ready to die. Carlito thinks about the circumstances that led to this point in his life, and wonders how he survived this long, as most of his former Puerto Rican gang members have been killed. A few months earlier, Carlito Brigante stands before a judge at an appeals hearing, after spending five years in prison for dealing drugs. His lawyer, David Kleinfeld, procures his release after providing evidence that illegal wire-tapping occurred in his arrest. When the judge reluctantly grants his release, Carlito emphatically claims to be a changed man, and vows not to return to his life of crime. Outside the courthouse, Kleinfeld compliments Carlito on his “line of crap.” However, Carlito says he meant every word. As the men celebrate his release, Carlito notices that David Kleinfeld has changed since his early days as a scared clerk working for mobster lawyers. Kleinfeld asks Carlito to invest $25,000 in a disco club he co-owns with Saso, whose gambling debts have put the club in jeopardy. Kleinfeld pushes him to accept the “favor” to be manager of the club, but Carlito declines, claiming, “a favor gonna kill you faster than a bullet.” Carlito plans to move to the Bahamas and invest in a friend’s thriving rental car business, once he earns the buy-in amount of $75,000. Kleinfeld laughs, but Carlito is happy to have a dream. Sometime later, Carlito visits his old barrio. His acquaintance, Pachanga, tells him that things have changed while he was in prison. Carlito meets former associate, Rolando, who thanks Carlito for not giving him up. Rolando is surprised when Carlito turns down his offer to join his cocaine-dealing business. Afterward, Carlito’s younger cousin, Guajiro, shares that he is working for a gangster named Pablo Cabrales, and shows him $30,000 in cash. Guajiro asks Carlito to go with him to make a delivery, saying that walking in with “the legend” would impress the men he is going to meet. Carlito warns his cousin against working for Cabrales, but reluctantly agrees to go. When they enter the barbershop basement, Carlito is on high alert, well aware that participating in the drug deal could land him back in prison. As his naïve cousin conducts business, Carlito notices a man hiding in the bathroom. When he asks to use it, Carlito is told it does not work. He offers to show the men a trick shot on a pool table, and sets up the cue ball as a means to defend himself against an anticipated attack. As expected, the man emerges from the bathroom and attacks Guajiro with a knife, inciting the others to fight. Carlito hits a thug in the face with the cue ball and attacks another with the stick. As Guajiro’s throat is slit, Carlito steals a gun and returns fire. He kills several men before hiding in the bathroom, where he realizes he is out of bullets. However, when he pretends to reload and reemerges, everyone is dead. Carlito laments the death of his cousin, and flees with the $30,000 left on the bar before police arrive. Later, he tells David Kleinfeld that he wants to invest in the El Paraiso disco club, claiming the money came from a debt Rolando owed him. Carlito reminds Kleinfeld that he still plans to leave for the Bahamas once he has earned $75,000. Kleinfeld, who has become increasingly anxious, asks Carlito to find him a bodyguard, but refuses to tell him why. That night, Carlito meets with his old associate Saso, who is relieved by Carlito’s offer to cover half his gambling debt in exchange for running the nightclub. In time, Pachanga is hired to work as bouncer for the club, and as Kleinfeld’s personal bodyguard. When Pachanga tells Carlito about the stacks of money Kleinfeld has at his home, Carlito warns that Kleinfeld is “like a brother” to him, and Pachanga had better not get any ideas. At the nightclub, Benny Blanco refuses to pay for his drinks. Seeing that the legendary Carlito Brigante is the club owner, Blanco apologizes profusely, pays his bill, and explains that he considered the drinks payback for money Saso owes him. Blanco offers to buy Carlito a drink and asks for his advice, but Carlito disregards him, and tells Pachanga he does not owe the young thug any respect. Carlito watches a woman dance and notices that she looks like his former girl friend, Gail. He regrets breaking Gail’s heart when he was sent to prison. Sometime later, Carlito waits outside Gail’s building in the rain, and follows her as she walks to ballet class. He climbs to the roof of the building across the street to watch her dancing through the window. After class, he approaches Gail on the street, and she is stunned to see him. She calls him by his nickname, “Charlie,” and they get reacquainted over coffee. Gail admits that he broke her heart, but Carlito explains that he did not want her wasting thirty tears of her life waiting for him to be released from prison. As they embrace, Carlito apologizes for breaking her heart. Elsewhere, David Kleinfeld goes to Riker’s Island Prison Barge to visit his client, mobster Tony Taglialucci. Taglialucci calls Kleinfeld a liar, insisting he failed to deliver a million-dollar payoff to prevent a man named Nicky from testifying against him. However, Kleinfeld claims he made the pay-off and Nicky is lying. Tony threatens Kleinfeld’s life, and demands he make up for it by using his boat to help his son, Frankie Taglialucci, break him out of prison. When Kleinfeld leaves, he is nauseous with anxiety. He returns to his office, snorts cocaine, and is visited by District Attorney (D.A.) Bill Norwalk, who warns that Kleinfeld is the subject of an ongoing investigation. Elsewhere, Carlito manages the El Paraiso, where he has already earned $39,000, and expects to have the rest of his money in two or three months. With his dream in sight, he vows to stay out of trouble. When an old associate named Lalim arrives, Carlito is shocked to see the once-handsome man in a wheelchair, and wonders how Lalim got out of prison early. As the men share a drink, Lalim tells Carlito he saw Gail working at a strip club called the Go-Go, and insists Carlito join him in an illegal venture. Carlito holds a knife to Lalim’s throat and discovers he is wearing a “wire.” Lalim weeps over his betrayal, and admits that D.A. Norwalk sent him after receiving a tip that Carlito was dealing drugs. Carlito demands to know who spread the lies, but Lalim does not know. Carlito takes a gun from his desk and goes to see Kleinfeld to inform the lawyer that someone is spreading lies about him to Norwalk. Later, Carlito goes to the Go-Go and is surprised to see Gail dancing topless. She meets him after her performance, and sensing his judgment, she asks “Charlie” if he ever killed anyone. They both apologize, and Carlito asks to see her again. In time, Benny Blanco returns to the El Paraiso with his gang, and asks to see his cocktail waitress girl friend, Steffie. A waiter named Rudy nervously searches for Steffie, and finds her having sex in the bathroom with Kleinfeld. Rudy tells Carlito this will incite a conflict with Benny Blanco, but Carlito is apathetic to the young gangster. When Steffie and Kleinfeld return to Carlito’s table, Benny Blanco offers to send over a bottle of champagne in exchange for Steffie. However, Carlito curses Blanco, and returns the champagne. Blanco approaches his table, and Carlito again disrespects him, calling him a punk. When Blanco tries to grab Steffie, Kleinfeld pulls out a gun and threatens him. Pachanga takes Benny Blanco to the office, where Carlito threatens to kill him if he ever returns. When Blanco returns the threat, Carlito pushes him down a flight of stairs. At that moment, Carlito realizes he made a fatal error, and that Benny Blanco must be killed. Pachanga takes the young thug to the alley, but despite knowing what he needs to do, Carlito lets Benny Blanco go. Pachanga and Kleinfeld are stunned. Sometime later, Kleinfeld asks Carlito to help him with Tony Taglialucci’s prison escape. The drug-addled lawyer fears that after he picks up Taglialucci in his boat, the mobster and his son, Frankie Taglialucci will kill him. Feeling indebted to Kleinfeld, Carlito reluctantly agrees to go along. In time, Carlito visits Gail, but she refuses to unlatch the lock, taunting him to break the door down by removing her clothes. Carlito breaks the lock and embraces Gail. After they make love, Gail again asks if he has ever killed anyone. Carlito explains that he had to do certain things to survive, and shares his dream of moving to the Bahamas. Gail tells him her own dreams have died, and Carlito invites her to join him. As their relationship deepens, Gail considers his offer. When Carlito and Gail go dancing with Kleinfeld and friends, Kleinfeld gets drunk and assaults an Italian mobster. Later, he carelessly mentions their boat ride the following day, prompting Gail to ask Carlito for an explanation. After she leaves, Carlito threatens to kill Kleinfeld if he ever talks about their plans in front of Gail again. Later, Gail warns Carlito that “coke head” Kleinfeld will get him thrown back in prison, and accuses Carlito of lying about being a changed man. Carlito explains that he owes Kleinfeld one last debt before they leave for paradise, but Gail foresees it ending with Carlito being killed while she cries over his body. Carlito punches a mirror, cutting his hand, and insists on helping Kleinfeld. Gail tends his wound, but vows that she will never again wipe up his blood. The next night, Carlito worries when he sees Kleinfeld is on cocaine. With Frankie Taglialucci in tow, they search the river for the buoy where Tony Taglialucci is waiting. Kleinfeld clumsily passes him by and reverses the boat as Tony curses at him. Carlito tries to help pull Tony on board, but Kleinfeld sends him to the front of the boat to help Frankie steer. Alone with Tony, Kleinfeld bludgeons the man to death. Carlito tries to stop him, but is too late, and accuses Kleinfeld of “killing” both of them with his actions. Kleinfeld then murders Frankie Taglialucci, and throws both bodies into the river along with a raft to make it appear that they died while escaping. Carlito asks if Kleinfeld really did steal Tony Taglialucci’s money, and Kleinfeld admits he did. Carlito disowns Kleinfeld, certain the Italians will soon discover who killed their crime boss. At the club, Saso tells Carlito that he heard Pachanga was spying on them for Benny Blanco. However, Carlito fails to appreciate the weight of the information. Sometime later, Kleinfeld is attacked in his office building and stabbed in the chest by the Italian mafia. Meanwhile, Carlito apologizes to Gail, telling her she was right about Kleinfeld. Gail reveals she is pregnant, but refuses to have a baby with a man who will not stay with her. As they argue, vehicles surround the couple, and a man named Duncan asks Carlito to come with him to see D.A. Norwalk. Carlito refuses until he learns that Kleinfeld was attacked, and Gail insists on going along. Norwalk tells them that Kleinfeld is in the hospital, and explains that he has been investigating the lawyer for years, suspecting him of money laundering, bribery, and jury tampering. Norwalk plans to arrest Kleinfeld when he is released from the hospital, and plays a tape recording of Kleinfeld offering to set up Carlito in exchange for Norwalk ceasing to investigate him. On the tape, Kleinfeld tells Norwalk that Carlito has returned to dealing drugs with Rolando. However, Norwalk tells Carlito he knows Kleinfeld is lying and he believes Carlito has given up his criminal ways. Norwalk tells him that Tony Taglialucci’s other son, Vinnie, is spreading word that Kleinfeld was part of his father’s prison escape and is responsible for killing his father and brother. Norwalk suspects that Carlito was on the boat, and asks him to testify against Kleinfeld for first-degree murder, in exchange for immunity and two tickets to the Bahamas. When Carlito denies any knowledge, Norwalk assures him Kleinfeld will betray him to the Italians. He gives Carlito until the next day to reconsider. After they leave, Gail tells Carlito to take the deal, but Carlito insists he has an escape plan. He leaves Gail in a taxicab, and returns with two train tickets to Miami, Florida, explaining they can fly to the Bahamas from there. Carlito begs Gail to come with him and start a family, and tells her to meet him at Grand Central Terminal for the 11:30 p.m. train. Gail promises to be there. Carlito goes to the hospital to look Kleinfeld in the eye and know for sure whether the lawyer was planning to betray him to Norwalk. Carlito notices a suspicious looking police officer in the waiting room, and is certain the man is in disguise. When Carlito enters Kleinfeld’s room, the lawyer fumbles to retrieve a gun from under his pillow, but stops when he sees his friend. Carlito takes the gun, and reveals that he heard the tape at Norwalk’s office. However, Kleinfeld claims the tape was “doctored.” Carlito points the gun at him and warns him to never turn on his friends. Kleinfeld curses Carlito, and proclaims himself to be tougher than the former gangster. Carlito returns Kleinfeld’s gun, telling him to keep it on his lap so he can be ready to shoot, but unseen by Kleinfeld, Carlito has removed the bullets. After Carlito leaves, Vinnie Taglialucci, disguised as a police officer, enters Kleinfeld’s room and announces he is there to deliver a “message” from his dead father and brother. Kleinfeld fires, but the chamber is empty, and Vinnie shoots him to death. Carlito goes to the nightclub to retrieve his money from the safe. He tells Pachanga he is going on vacation with Gail, and asks that he take her to the train station and wait with her. Carlito races to his office, but is intercepted by mobster Pete Amadesso. In order not to seem suspicious, Carlito is forced to join Pete and his men for a drink. He wonders how much they know about his involvement on the boat, but is certain he would be dead if they had more than suspicions. Promising to return to their table, he finds a moment to escape to his office. Carlito is shocked to find the safe empty, and suspects Saso took his money. Meanwhile, Vinnie Taglialucci arrives at the club and joins the Italians. Carlito arms himself with a gun, and corners Saso, accusing him of taking the money after hearing that Kleinfeld was dead and assuming that Carlito was next. Saso confesses, telling Carlito his money is in a box underneath the cash register. Pete Amadesso again intercepts Carlito. When Carlito denies having seen Kleinfeld recently, Vinnie Taglialucci knows he is lying, having just seen him at the hospital. Carlito excuses himself to get champagne, and Pete says they will “take care” of Carlito outside. After retrieving his money, Carlito escapes through a trap door behind the bar. When he does not reemerge, the Italians discover his escape, and chase after him. Carlito boards a subway train, and is followed on board by Vinnie and crew. Meanwhile, Gail waits with Pachanga at Grand Central Terminal. Carlito prepares for a shoot-out, but a group of police officers enter the crowded subway car, and Carlito walks among them when they get off at Grand Central. He outruns the mobsters as the train to Miami announces its final boarding call. When Carlito is spotted, a gunfight ensues. After shooting all the gangsters, Carlito runs to the platform and sees Pachanga and Gail. Bloody and wounded, Vinnie Taglialucci limps toward him firing a final shot, before being killed by police. Carlito assures Gail that everything will be alright, but as they turn to board the train, Benny Blanco appears and shoots Carlito point-blank in the chest. As Carlito collapses, Pachanga takes credit for the betrayal. Blanco then shoots Pachanga, while Gail comforts Carlito. He gives her the $70,000 he has saved, and tells her to get away with the baby. Gail weeps, kissing Carlito as he slips in and out of consciousness. He stares at an advertisement for a tropical island, and apologizes to Gail in his head, saying he tried his best. Carlito closes his eyes and dies. +

Legend
Viewed by AFI
Partially Viewed
Offscreen Credit
Name Occurs Before Title
AFI Life Achievement Award

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