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"Denial, Anger, Acceptance" is the 3rd episode of Season One of the HBO original series The Sopranos. it is the 3rd overall episode in the series. It was written by Mark Saraceni, directed by Nick Gomez and originally aired on January 24, 1999.

Episode cast[]

* = credit only

Guest Starring[]

Also Guest Starring[]

Episode recap[]

Christopher and Brendan Filone return the stolen truck to Comley Trucking, but Junior Soprano is not satisfied. Junior and his trigger man, Mikey Palmice, discuss their options for dealing with the two guys and Tony, and Junior begins to agree with Mikey through his frustration.

Silvio Dante approaches Tony on behalf of hotel owner Shlomo Teittleman, a Hasidic Jew, and a friend of Silvio Dante's. The man agrees to turn over 25% of his business to Tony if he is able to force the man's son-in-law into agreeing to a divorce with no compensation. This is because the son-in-law wants 50% and the government has put an end to the "self-policing" Hasidics previously available to the hotel owner. However, Tony's Jewish friend Hesh Rabkin, warns Tony not to get involved with the Hasidic Jews. Paulie Gualtieri and Silvio accost Ariel, the son-in-law, but are unable to convince him to walk away from the marriage and the hotel with nothing. During a second encounter, where they kidnap him and fail to break him after a long fight where Ariel proves adept at defending himself and not submitting to their demands, they seek help from Tony. Ariel challenges the men to kill him, believing his death will bring spiritual harm to the hotel owner's family and to his assailants. He references Masada, site of a long siege between a small number of Jew and legions of Roman soldiers that ended in the mass suicide of the Jews who chose death over enslavement. Paulie and Silvio can't crack him so they call Tony away from time with his comáre Irina to help them. Tony cannot intimidate Ariel either, so he is forced to swallow his pride and call Hesh in the late night hours, admitting he refused Hesh's advice not to get involved. After taking Hesh's suggestion that the threat of castration is worse than death, Tony is able to get Ariel to agree to the divorce on their terms. Shlomo then refuses to give Tony his share, instead offering cash, because he believes he negotiated the solution through violence and threats, and he would offer Ariel 15% ownership of the motel. When Tony insists on the original 25% arrangement Shlomo says he has created a golem; when Tony asks what that means, he calls him a Frankenstein.

In therapy, Tony discusses the cancer diagnosis of acting boss, Jackie Aprile, Sr.. Dr. Melfi tries to use it as an example to show Tony he is trapped in negative thinking. Tony becomes angry and storms out because he thinks psychiatrists try to manipulate people into feeling certain things. The crew visit Jackie in hospital where he is being cared for by his wife, Rosalie. Tony later returns with a dancer from the Bada Bing to give Jackie a private party. On a third visit, Jackie's condition seems to have worsened and he is too preoccupied with his illness to talk business. Tony discusses Jackie's downturn and the insult from Shlomo with Dr. Melfi. She asks him if he feels like a monster, i.e., lacking in feelings.

Carmela organizes a silent auction at the Soprano home to raise money for a pediatric hospital. She recruits Charmaine and Artie Bucco to cater the event while visiting their new home. Tony and Artie have a good natured food fight after Tony tells Artie to stop whining about the fire in his restaurant and start looking towards the future. Carmela offends Charmaine by treating her like a servant by using the same hand gesture she uses when calling her Polish servant. Later, to avenge the insult and to respond to Carmela's constant reassurance that Artie and her will be back on their feet, Charmaine reveals that she and Tony once slept together before they were married, and that she is happy with the choice she made by marrying Artie.

Meadow and Hunter are exhausted. The SATs and their choir recital fall on the same day, and they don’t have enough time to practice and study. They decide the best solution is to get some speed from Christopher and Brendan. Christopher rationalizes that it's better they get it from him than from street dealers on Jefferson Avenue and agrees to give it to Meadow "just this once."

Junior visits Livia at Green Grove and discusses the Christopher and Brendan situation. Livia points out that both she and Tony love Christopher like a son (her affection earned one year when Christopher put up her storm windows). She suggests that Junior only give Tony's hot-tempered nephew a "talking to," but says that she "doesn't know" about Brendan. Junior compliments Livia on her wise decision-making. She scoffs, sarcastically remarking that she must be "a babbling idiot" for Tony to put her in a nursing home.

The "talking to" given to Christopher manifests as a mock execution at the hands of Russian goons. Brendan's punishment is much more severe. He is shot while in his bathtub, a bullet clean through the eye via the gun of Junior's trigger man, Mikey Palmice. Both scenes are inter-cut with Meadow's recital, allowing her choir's version of the lullaby "All Through the Night" to decorate the violence. This scene is similar to the baptism in The Godfather in which a peaceful event unfolds at the same time as mob violence.


Shlomo Teittleman- Mr. Soprano

Tony Soprano- Mr. Teittleman. (shakes hands)

Shlomo Teittleman- My pleasure.

Tony Soprano- Please, have a seat.

Shlomo Teittleman- Thank you.

Tony Soprano- Silvio, you know.

Shlomo Teittleman- Hi, Sil.

Tony Soprano- Paulie.

Shlomo Teittleman- How are you? (all sit down) This is my son.

Tony Soprano- Does he have a name, or do we have to give him one?

Shlomo Teittleman- Oh I'm sorry, it's Hillel. You know the story about my daughter and her husband?

Silvio Dante- Yeah, he knows.

Shlomo Teittleman- Do you have a daughter, Mr. Soprano?

Tony Soprano- Yes. Call me Tony.

Shlomo Teittleman- What would you do if your daughter was abused by her husband?

Tony Soprano- Talk to him.

Silvio Dante- Yeah. In ball-peen hammer.

Shlomo Teittleman- I think you understand my anger. He's not only harming my daughter, but he's mocking our laws of marriage.

Tony Soprano- Look. Let's understand each other from the get-go here, okay? I'm in the carton and waste management business. I'm only here 'cuz uh, I'm a friend of Silvio's, you're a friend of Silvio's. You may be having a family problem that I can help you with. And if I can do it, that will make me happy. (Hillel scoffs) What's your fucking problem, Hil?

Shlomo Teittleman- (Be quiet. Always present a united front. Save your criticism for when you get home.) Please finish.

Tony Soprano- I do understand you're being shaken down for 50% of your motel, is that right?

Shlomo Teittleman- Correct.

Silvio Dante- Yeah and the Rabbi goon squads who used to smacked these husbands around to get the divorce, they've been put out of business by the D.A's office.

Tony Soprano- Alright, 25%. He wants 50, we get 25.

Hillel Teittleman- I don't understand.

Tony Soprano- That's because I'm not talking to you.

Hillel Teittleman - (You're creating a golem. A monster to do your dirty work. Like the Rabbi in the story. He'll destroy you.)

Shlomo Teittleman- Get me what I want, Mr. Soprano, and you have a deal.

Tony Soprano- It's done. (shakes hands and Shlomo walks away)

Hillel Teittleman- Get these people in our motel and we never get them out.

Paulie Gualtieri- That's a commercial, isn't it? (everyone laughs)


Title reference:[]

Denial, anger, and acceptance are the first, second, and fifth stages, respectively, described in the Kübler-Ross model. These stages pertain to people suffering from terminal illness (such as Jackie Aprile); they also apply to any form of catastrophic personal loss, which many other characters face in this and other episodes.


This is the first episode where Irina is played by Oksana Lada. She was originally portrayed by Siberia Federico in the pilot.

First appearance[]


In a retrospective review, Emily VanDerWerff of The A.V. Club wrote that the "[ending] montage - inter-cut with Tony watching Meadow sing - is one of the first moments when The Sopranos takes music and rises above its prosaic, muddy universe to become something like sublime"; VanDerWerff commented that although the episode "is a 'Let's get the plot wheels turning!' kind of episode, and those sorts of episodes can be a little trying from time to time", there is nonetheless "lots of it that is just expertly executed".[1] Alan Sepinwall praised Gandolfini's performance as well as the story involving Carmela and Charmaine, writing that the show "has a really great eye and ear for insults – particularly ones not necessarily intended as such".[2]


  • Brendan Filone: Shot clean through the eye while in his bathtub by Mikey Palmice on orders from Uncle Junior.

Connections to future episodes[]

  • With Tony as a co-owner, the Teittleman hotel is seen many times throughout the series. A suite is used to host poker games, prostitutes use the rooms to service their clients, and Murmur collects credit card information from the front desk.
  • Chris tells Meadow he will sell her drugs to keep her from going to street dealers because they would rob her and leave her on the side of the road. This is exactly what happens to Chris while out trying to buy drugs in season four.
  • While in the hospital, Jackie Aprile, Sr. calls Mikey Palmice the Grim Reaper which come to a head in the episode "From Where to Eternity" when Christopher is pronounced clinically dead he sees Mikey in what he believes to be hell, also Paulie visits a psychic who claims he can "communicate" with dead people, including Paulie's victims. Palmice was apparently the leader of the dead souls following Paulie.

Cultural references[]

  • Tony calls the painting in Melfi's waiting room a "Korshak" test, confusing it with the Rorschach inkblot test. Sidney Korshak was a prominent lawyer and "fixer" known for his involvement with the mob, Hollywood and those with political power.
  • When Tony is in his Russian mistress' bedroom he notices a painting on her wall and asks what she sees in it. The painting, depicting a splash in a pool, is an imitation David Hockney. She says that it reminds her of "David Hockey."
  • Ariel the Hassidic Jew who resists Silvio and Tony's intimidation and torture mentions Shlomo the king and the historic Siege of Masada where Jews chose suicide instead of defeat against the Romans.
  • When Tony and Christopher meet with Schlomo, Tony refers to him as "ZZ Top", referring to the rock band known for their long beards.


  • The song played on Christopher's car radio after him and Brendan return the stolen truck is "Gawk" by Ethyline.
  • The song played when Junior and Mikey eat dinner and discuss the situation regarding Christopher and Brendan is "Melodia del Rio" by Rubén González.
  • The song played when Christopher delivers the crystal meth to Meadow in her room "Turn of the Century" by Damon and Naomi.
  • The song played when Carmela has her fundraising dinner for a pediatric hospital is "Happy Feet" by Paolo Conte.
  • The song played when Tony meets Irina for an illicit rendezvous but is interrupted by Silvio is "Tenderly" by Chet Baker.
  • The song played over the end credits is "Complicated Shadows" by Elvis Costello.