The Sopranos - Melfi flirts with Tony and friends in a restaurant

Dr. Melfi lets her defenses down after a few wine glasses.
Season 2 Episode 3 "Toodle-Fucking-Oo"
FB: / thesopranoscrazy

[@LanceUppercut78]

Paulie repeating his brilliant joke to Tony is a finalist for funniest Sopranos moment ever. I laughed so hard it hurt.

[@Agent1W]

+Lance Uppercut He's like Albert Barese with jokes.

[@5to522]

He also repeats the joke about Christopher's mother right after he says it to him.

[@gotacallfromvishal]

he repeats all his jokes

[@Maverick99]

I liked how Tony pretended he didn't hear him the first time all casual. Even though he was right beside him. Funny stuff.

[@mustafaolcay999]

Jim Thomas show would never be the same without paulie.

[@jesus4lyfe00]

lol tony was terrified she was gonna slip up and say something like "see ya at our next meeting. still 9am?" LOL

[@victordomort2638]

TwitchtvTrigun52 Correction: 2:15 p.m.

[@jamesburke9327]

I thought at this point she wasn’t seeing him as a patient due to the events at the end of Season 1? (her going on the lam)

[@vickjr98]

@@jamesburke9327 correct

[@hello-ox5rf]

He was basically pissed she broke up with him, which she didn't but he's an oddly sensitive mob boss

[@dbodooley]

She would never make that slip.

[@vector8310]

"How long did it take for the guy to come?" Paulie's precious

[@justinlecroy6143]

THE BEST!!

[@justinlecroy6143]

"Did I tell you what I told him?" "He said, 'I remember my first BJ'." "I asked, 'How long did it take to make the man cum?" Heh heh heh.

[@angelakim3616]

Kiki Wiles a reference to goodfellas. The guy who said everything 2 times. " im gonna get the papers get the papers"

[@justinlecroy6143]

Angela Kim Jimmy Two-Times He became Larry Barisi hear. The Sopranos basically had nearly every big Italian mob movie actor on there.

[@Eylandos]

+Justin Lecroy Lmao I love how he repeats the joke.

[@_titan83]

Tony showing slight fear was a great scene

[@malayaleeking]

He played it so cool. I think this was only their 2nd encounter out of the office.

[@michaeljohn9263]

Toodle-fucking-looo BAHAHAHA Amazing Jen...inspiring!!

[@TheTimbs_]

He knew

[@willbond]

God bless thick middle aged women.

[@IIJAMZYII]

Charles Ferdinand says Charles. Bet you've never seen a fanny in your life.

[@degsbabe]

Amen to that . God bless em all.

[@liamwade8537]

Charles Ferdinand you literally said this on another video. sounds like you're projecting 😂

[@OscarRodriguez-jx6fl]

yo Dr.Melfi was such a MILF bro, her voice was and seductive too and those thick legs mmm

[@charlessmith5870]

RIGHT!!!!

[@basilaydyingm7506]

Melfi was like a silly giddy school girl with a crush laughing and smiling at Tony.

[@mattmaccaronio5990]

It’s a cover

[@wspencerwatkins]

@@mattmaccaronio5990cover for what

[@mattmaccaronio5990]

The fact that she knows him from therapy ? Lmao

[@wspencerwatkins]

@@mattmaccaronio5990 then why does she complain to her own therapist about how embarrassed she is that she said toodle-oo. And then they analyze it. Cause she didn’t mean to act that way

[@mattmaccaronio5990]

@@wspencerwatkins her therapist says she felt safer as Jennifer and not doctor. Probably cuz her and Tony both didn’t want his friends suspecting she’s his shrink

[@jasmeg2844]

2:00 - Look at how politely Tony listens.

[@youtubeaccount1661]

Tony loves dumb jokes. There’s a scene where aj at the dinner table tries to tell a joke saying “what did one prick say to the other prick” and carmella scolded him but tony looked like he wanted to hear the end of the joke haha

[@Prince_Sharming]

The best scenes are where we see Tony as a side/background character.

[@ulteriormotive1863]

Dr Milfi

[@brown_town_]

I see what you did there

[@ulteriormotive1863]

Brown Town ayyyyyyyyyylmao

[@spacedoginnebraska]

That's pretty much the writer's intention regarding her last name.

[@GoteeDevotee]

spacedoginnebraska Know the writer do you?

[@charlesferdinand422]

I'm just not so young or desperate anymore buddy.

[@hs4974]

Check out sil in this clip. When melfi walks he looks at her, looks at tony and reads the situation instantly. When the guys start making jokes he gives them a look and shakes his head telling them not to go there. This is one of the reasons why he was Tony's right hand man. Of all the crew, he was the only one with an ounce of emotional intelligence, and the only one who got that busting balls could get you killed.

[@rgkong8783]

Hence why Sil was the most sophisticated and chill one out of the gang… that is unless he’s playing poker.

[@notmyname9261]

Well spotted, though he still engages with the "Lips over the tits" line so I dunno, maybe he was holding back in front of Melfi.

[@KingDecay]

Also observe Johnny Sack, even as friends he was observing the family politics the whole time and implanted himself as the polite and caring friend, he comforts sil to not take it too seriously when Paulie insults him

[@robertpirsig5011]

Melfi's table: "I can't believe we drank a bottle of wine between the 3 of us" .......meanwhile Tony's table: "Ritchie smashed a coffee pot over beasies head. Then he hit em with a chair"

[@guillermosilva5905]

1 fucking bottle lol bunch of lightweights

[@kavalus]

this is a perfect example of girls vs boys meme XD

[@coltgun876]

I wish they did more with this "beasie" character.

[@billanthony7896]

Whoever wrote the dialogue between Tony and his shrink, and the shrink with (her) shrink, knew something about therapy and how it works. Some of the most brilliant writing took place in those scenes!

[@dasiatic9201]

Must be a therapists.

[@jamesroboyle]

They definitely had psychiatry consultants help them with that scene , which was done brilliantly

[@sergioizzaqt7707]

I believe all the writers were asked to do thorough research about therapy.

[@wotmate3719]

Why?

[@Sernival]

Chase was in therapy

[@nostalgiajumper0233]

1:04 I love how Paulie just waves back 😂😂😂😂

[@AA-qb7ni]

I like how we got to see Melfi as more than just the therapist. Showing her in therapy was interesting.

[@villavelli]

This scene is crazy because it reveals Tony probably could have had her outside of the office

[@Person22333]

I have a therapist like her and had the same feelings. I just came onto her and she did to me what Melfi did to tony. Here he kind of realized he probably prefers her as a therapist, the dynamic is kind of weird, and I resonate with that.

[@jaimetrevino3818]

I'm pretty sure its normal to wanna get with your therapist especially if she's pretty. Think about it, it's a woman that listens to you and agrees half the time and gives actual advice that might really help the other half of the time. What man with his heads on straight wouldn't want that??? 😂💯 right????

[@bossace2294]

Maybe here or if he stumbled upon her drunk by chance out somewhere again she said she was attracted to him but didn’t agree with his morals and way of life... if Melfi was sober no way!

[@gotacallfromvishal]

"what's so wrong with tootle-oo? it's accepted form of goodbye"

[@NormAppleton]

No it is not, tootle-oo is not goodbye, it's see ya later. Melfi knows it and that's why it bothers her.

[@rareosts5752]

@@NormAppleton No, it is goodbye. She just knows she was being flirty and it bothers her.

[@thinkinghmmmm]

Not sure what you are talking about Its French and it means "I'll see you soon".

[@Gemmarose9012]

It was beneath her.

[@christopherjones1782]

😂

[@wpvg_aiir3606]

I love how paulie has to repeat his joke lol

[@Pacino718]

Dr. Melif had the sexiest legs ever.

[@blaneblue1739]

And a nice set of tatas.

[@Capcoor]

When they cut to Melfi’s office, I would wait to see if she was wearing a dress or skirt, and if she was, I said, “YESSSSSSSSSS!”

[@nathan2497]

@@Capcoor same lol she is a hell of a Milf!

[@TapesnCartridges]

Oooooooooooh

[@charbokh]

Oh yeah.

[@valyriansteelbollocks1331]

Paulie's a legend hahaha

[@balcorn9211]

The way Tony is defensive about Melfi is adorable.

[@tankmaster1018]

I fucking love how she said it at 3:16 Haha seriously Dr. Melfi is sooo fucking cute!

[@mindsaglowin]

A bottle of wine between three people? That's like two glasses each. Nothing.

[@USATaxAttorney]

Make it vodka, now you're talking

[@2wingo]

mindsaglowin I think she was being subtly sarcastic. Or maybe they're all just lightweights.

[@stefciok]

Robert Mackle thats still nothing, but maybe because I'm Polish.

[@Rome274]

mindsaglowin . Yes thats what I thought . Lmao.

[@gfdriver]

It's even less than that, less than one and a half glasses of wine

[@ninjachannel007]

"Yo bright eyes...where'ya goin'?"

[@Publicenemy85]

Ninja Channel hey Balluch this ain’t the bing.

[@batdude122]

F*ck did i say?

[@julianjdogg]

I'm gonna have to try that one day

[@sanjayraju988]

Beat pick up line ever.

[@walterlv01]

IMO, Melfi was the second-most fascinating character study in the series after Tony himself. And I don't think the character would have worked as well with ANYONE other than Lorraine Bracco in the role. Same way no one else besides Gandolfini could have played Tony.

[@JohnDoe-xf8ew]

A real shame they started using her less in the later seasons

[@SagaciousNihilist]

You people always say that after the fact, no way to know if someone else would have played a good or better Tony ect.

[@tjhall9377]

@@SagaciousNihilist it is common to look back on it in retrospect and say no one else would’ve even had a chance, but the casting department is ultimately making that decision for us before we even see a second of film, and boy did they fucking nail it with this entire show. The first season is shaky with some of the supporting characters but Tony and his crew, Christopher, Junior, Livia, Melfi, Carmela - you knew from their first few episodes that the casting was a bullseye. Once the show landed the writing tightened up with characters like Meadow and AJ and Adriana and the new characters that came and went were just as good if not sometimes outshining the main cast.

[@rezoannur2333]

I wish we had gotten more interactions with Melfi and the rest of the cast.

[@danm2633]

Dr melfi was so hot

[@ZeeboLaywicker]

+USMarine32100 her 2 friends were hot too..did someone say 4 way? :)

[@danm2633]

+ZeeboLaywicker lol hell yea I heard that loud and clear!

[@ZeeboLaywicker]

4 way coming up! "id buy that for a dollar!"

[@danm2633]

+ZeeboLaywicker hahaha

[@razbigranicu]

"Was" is the key word. She stopped being hot after season 3.

[@rubennieto9449]

How Tony cringed about the BJ convo and referring to Dr Melfi.

[@Siegmeyer.]

The writing in this show never fails to make me laugh, no matter how offensive or depraved it can get, it's fucking hilarious. God bless whoever wrote dialogue for Paulie.

[@mctorus]

Shut up you sjw.

[@imperfect_dan7519]

@@mctorus Why dont you shut the fuck up

[@coltgun876]

@@mctorus LMFAO give your mother her fucking phone back, kid.

[@Pihasanddunes1]

0:42. The looks on John and Silvio's faces. Classic.

[@vernshein5430]

Peter Bogdanovich was very good in his role as Elliot.

[@billanthony7896]

Vern Shein- He draws a lot of hate on these posts, but I agree. I thought he completely nailed it as Melfi's therapist.

[@JamesJohnson-nm5pu]

"What is good? Or great??" LMAOOOOO Paulie's hand gestures and Tony's face made it even better.

[@Siegmeyer.]

If it's not too late, Paulie gesturing with his hands like that imply that Tony would've grabbed her by the head and bobbed her up and down if she was "great" haha

[@Testsubjex]

Paulie laughing at his own joke cracks me up every time

[@Kaisaccountt]

You can tell melfi was into Tony, as much as she wanted to deny it she was attracted to him.

[@justforthecommentinglol9955]

What makes you say that?

[@realnowheregirl]

@@justforthecommentinglol9955 Didn't she have a dream about Tony?

[@SagaciousNihilist]

@@realnowheregirl You mean the one where they were screwing? Yes..

[@SagaciousNihilist]

She straight up tells him the qualities that she finds attractive about him when he confronts her and asks her if she doesnt like him. The fact that she needed to see a therapist at all demonstrated how conflicted she was about finding him interesting... Toxic alpha males like Tony is what women are attract to the most, as much as they pretend otherwise.

[@jruss9851]

@@SagaciousNihilist FACTS

[@BottleBoundRogue]

"Can you imagine we drink a whole bottle of wine between three of us?" Yes, that's less than two glasses per person.

[@bob8144]

My thoughts exactly. I think you can pour five glasses from a bottle.

[@JapanischErfahren]

It's literally less than 4 glasses.

[@rampageclover9788]

She's far sexier as Dr. Melfi than as Karen Hill who I thought was a more hybrid version of Carmela. Much Younger kids and onstantly giving migraines to everyone

[@justinlecroy6143]

Her voice was SO ANNOYING!!!

[@hus390]

@@justinlecroy6143 her voice is the best.

[@KillaSmit20789]

@@justinlecroy6143 You buggin

[@christiancharles2866]

@@justinlecroy6143 please stop

[@KleWdSide]

1:44 The look on his face, haha. And then him saying "why the fuck are you busting my balls" added twice the laughs

[@Fabo100]

Paulie repeating jokes is one of the highlights of the entire series

[@hinkhall5291]

I feel bad for Melfi. She was super cute.

[@magiccookies420]

I love how she’s tripping about what they thought of her saying toodaloo or whatever but like 30 seconds after she leaves Paulie is making gay jokes

[@gabyjuen]

When I watch old clips it shocks me to see how the guys used to brake Tony's balls like they never dare in later seasons... Then I remember that he wasn't the boss at the very beginning...

[@123TauruZ321]

Bracco is such a Libra epitome

[@zinozee8929]

Sil is such a right hand man to Tony. That look when Dr melfi asks “how you been?” Sil’s like “eyyyyy”

[@justeungars7356]

The transition from the two tables is just fantastic

[@rusroyce]

"This isnt the bing ha" mannnnn

[@AngelTechno]

Fuck did I say

[@campbellz_soup6071]

1:03 Melfi: Toodle loo Paulie: buh bye

[@machabeleloka318]

And so the "locker room talk" starts at the dinner table in some restaurants 😏

[@degsbabe]

I remember the very sexy Lorraine Bracco in goodfellas. Amazing legs-still has em. Never so well displayed as in this scene. Lucky co-actors!

[@TheKassie1987]

The professional etiquette for a psychologist to a cliënt would be to not make any contact unless the cliënt makes this step. She is way out of line.

[@TheTimeLadysWife]

She wasn't actually his psychiatrist at this point

[@andrew7taylor]

TheTimeLadysWife Still, it's the same thing. A therapist has the same responsibilities, only they don't see the patient regularly.

[@DeepScreenAnalysis]

+TheKassie1987 - I think she just got nervous when she saw him. That's why she said hello.

[@spacedoginnebraska]

Blame it on the wine....

[@timsas]

Truth be told, she made several huge mistakes dealing with Tony. But hey, the story between them wouldn't be very interesting or compelling if she stayed strictly professional. But yeah, she is a horrible psychiatrist.

[@jaydee4428]

Love Tony’s acting when he speaks using his facial expressions! Class

[@IamChandEvil]

Psychiatrist sees psychiatrist, brilliant!

[@weetzybat]

They do do that, there's a chain of them. they all see one

[@msmilano7091]

They have to ....they absorb so much and hear the darkest things, it’s impossible to take it all on alone without having someone to talk to yourself. It’s a stressful job.

[@LRS905]

Holy crap, Loraine Bracco has very lickable legs! You can see them here and in Goodfellas, damn!!

[@pksis1788]

@@antonchigur4299 what a lovely thing to say about someone.

[@dindarplayboy330]

angelcake well she has very lickable legs, right?

[@SpeedoJoe]

0:47 Cil's head shake. Subtle.

[@neoneherefrom5836]

🍪 🥇

[@mikem4696]

Perfect

[@ganamcg5770]

Paulie just makes The Sopranos

I always liked Paulie the best.

[@marcomontana6082]

“Palooch this isn’t the Bing” “Fuck did I say?” Gets me laughing every time haha

[@TheRussian1]

Also fucking lol @ Tony lying to his friends about Milfi blowing him. this show is brilliant.

[@blazetieftw]

They both were obviously attracted to each other. They should of gotten together.

[@justforthecommentinglol9955]

I wonder if you understood what she meant.

[@justforthecommentinglol9955]

Poor Dr. Melfi. She just cares.

[@guillermorivas7819]

You know? If Tony was with Chris (a soldier at this time), he would have totally been able to spend a good time with Melfi. But, since he was with made men, he had to reassert his position of power and blow her off as nothing. Too bad he didn't get a 2nd chance with Melfi with in a similar setting -- i.e., her being intoxicated and flirtatious.

[@Bklyn93]

I think it was more he didn't want the guys to suspect he even knew her. Not asserting power. He was still very careful about being in therapy.

[@delequint]

"Can you believe we drank a whole bottle of wine?" *me who drinks two to himself regularly 😮*

[@TheCoolProfessor]

2:07 What you came here for!

[@TheFrostyVision]

why did johnny sack chill with sopranos crew so much. Underboss of a New York fam being an entourage for soprano pretty much. I found that a bit weird.

[@80sfootycasual]

he was kind of a spy for carmine and the luppertazi family, finding out which rackets and scams etc the soprano family were running and not giving new york their 'share', take the construction racket for example, the luppertazi family helped the sopranos with union, health & safety problems etc in return for a share of the money made from it

[@callumrobertson3218]

They were in business together,

[@NormAppleton]

...because the show wasn't as good as you remember it. They saw the actor, made the character bigger.

[@eliwhaley4804]

@norm fuck off, Tony and Johnny were friends for years it makes total sense they would be around each other alot.

[@lokeymexican]

Because Johnny was also a close friend.

[@CrKFreekicks]

Sil's face at 0:50 LOL

[@swoosh50]

something about Italian women I just love

[@carademojon6302]

+Jura Bilenko hahahahhahahaa u crazy Italian women are the hottest woman omn earth ! Latinas want to look like italians girls

[@CALIKAT82]

Cara De Mojon hotter than Latinas 😂😂😂😂😂😂 you sir are an idiot!

[@swoosh50]

Vrilya Dude a beautiful woman is a beautiful woman regardless where they come from

[@frankfurlacker5219]

Italian women have the hottest butt holes to lick.

[@ConyCees]

swoosh50 Such a beautiful sentiment . . it brings a tear to my eye.

[@alxsend8045]

"Hence: Toodeloo."

[@shermanshecapio3944]

Lorraine Bracco was originally asked to play the role of Carmela Soprano, but she felt that the part was too similar to her character in Goodfellas (1990). She decided the role of Dr. Melfi would be more challenging.

[@animal_blundetto]

Paulie’s bye-bye to Melfi kills me every time 😅

[@quinnrollen]

WOW- A whole bottle of wine between 3 people? SAVAGE!

[@lilredcutie0]

0:05 The waiter is like "These drunk bitches..." lmfao

[@wiisalute]

wow I had no idea Johnny Sack was in this scene. Now I have to rewatch this show again.

[@christopherbriscoe4937]

she like Tony in part because he was a man with potency, and panache. All she was used to dealing with was a bunch of pompous educated men who are condescending towards her, and frankly not particularly masculine.

[@TheDMB411987]

5 years late but that’s why the employee of the month episode was so poignant. She was surrounded by inadequate males who couldn’t really help her, but all she thought about was Tony as her protector and able to dispense the type of justice she wanted.

[@INIewTon]

omg Paulie is hilarious

[@Pacino718]

Dr. Melfi's legs... EPIC.

[@JustSomeCanadianGuy]

Is it my imagination or are there like NO clips of Melfi on KZbin it seems? There should be a super cut of all the therapy scenes!

[@vgcq02]

First of all , psychiatrists don’t give therapy. They mainly read reports from the lcpc or lcsw or phd, and then talk to you for like 5 mins, then they prescribe meds, and that is it. You come back one or two months later to refill your prescription and the visit lasts about 10 to 15 minutes.

[@OQIF87NREU]

That's common, but some can afford the premium experience.

[@SMboy25]

Johnny Sack is full ok cracking up at paulie's joke. No acting needed! Ahh what a clip!

[@jamals.8786]

RIP Peter Bogdanovich.

[@23youngmoney1]

This big brother shit getting old 😂😂😂😂 I feel you bruh no more passes

[@MagnificentFiend]

Those red glass candle holders make Tony's table look like the 'Funny how?' scene from _GoodFellas_

[@GenosGlory]

Paulie’s laugh legendary.

[@advancedraymondology2914]

"Hello! Is this restaurant superintendent? Yes, sir, you have a WHO-AH toodle-ooing at table 2R!"

[@gusdee4844]

Lmao "toodalooo" kills me

[@kenthefele113]

This whole sequence is so funny.

[@bobtucker8705]

I would pack Melfis shine box.

[@sairamsriram]

unfortunate naming - Melfi happens to be the greatest Milfi on the show!

[@AngelTechno]

"It's my first time here, the Gabagool is excellent."

[@King402Omaha]

18 seconds...that shot reminds me of the "why am I funny?" scene in Goodfellas...just how everyone is positioned and the lighting

[@MOGMirros]

"Can you believe we drank a whole bottle of wine between the three of us??" *Me three thirds down of a bottle of Jack Daniels* 👁👄👁

[@leonrififi3543]

Three thirds? I guess you really did have a full bottle of JD

[@AlphonseSwedgen]

​@@leonrififi3543 That checks out.

[@maxpayne8636]

Melfi´s psychiatrist´s voice makes me want to practice meditation and find my inner self

[@__seeker__]

Damn. Only took ⅓ of a bottle of wine for Melfi to get that tipsy? That’s like one glass.

[@johnjuhasz9125]

LOL how Paulie repeats his joke

[@Capcoor]

I LOVE that updo!

[@caiuspostumiusturrinus1024]

2:31 I think that's the best pair of legs I've ever seen.

[@johnk.7523]

Johnny Sack knew something was up here.

[@gabos7892]

A whole bottle between 3 people?! i use to drink 3 bottles to myself.

[@SRunni_]

2021 where all my therapists at?? LOL!

[@TapesnCartridges]

Great show

[@rigsby1454]

Bogdanovich is great as Elliot.

[@Aven-Sharma1991]

Dr. Kupferberg has a nice, soothing voice.

[@Ericbryanmr]

A whole bottle of wine between only three ladies? In italy i watched my 70 year old aunt drink a bottle by herself at a restaurant with lunch and she didnt change in the slightest.

[@chaosuniversity9960]

Love this scene, but I need a jug of wine between myself at the moment.

[@LanceUppercut78]

+Chaos University Me too, glad I wasn't the only one who noticed this. Cant believe the 3 of you finished a bottle of wine? Id need two to feel good. I guess that's alcoholism for you.

[@k9john346]

I always thought they meant they only drank 1 bottle between the 3 of them like ya know joking about it.

[@UserName-br5zu]

@@LanceUppercut78 how are you both getting on?

[@LanceUppercut78]

@@UserName-br5zu lol fine thanks. I'm very much on the functioning side of the spectrum.

[@ourtvshow6399]

R.I.P. Peter Bogdanovich