Rat Pack (The Sopranos)

• James Gandolfini as Tony Soprano
• Lorraine Bracco as Jennifer Melfi *
• Edie Falco as Carmela Soprano
• Michael Imperioli as Christopher Moltisanti
• Dominic Chianese as Corrado Soprano, Jr.
• Steven Van Zandt as Silvio Dante
• Tony Sirico as Paulie Gualtieri
• Robert Iler as Anthony Soprano, Jr.
• Jamie-Lynn DiScala as Meadow Soprano
• Drea de Matteo as Adriana La Cerva
• Aida Turturro as Janice Soprano Baccalieri
• Steven R. Schirripa as Bobby Baccalieri
• Vincent Curatola as Johnny Sack
• John Ventimiglia as Artie Bucco
• Steve Buscemi as Tony Blundetto

* = credit only

After Carmine dies, Little Carmine believes he is his father's successor, a claim dismissed by Johnny. Tony has a meeting with Jack Massarone, who presents him with a painting of the Rat Pack. Tony has known Massarone a long time, but does not know that he is now an FBI informant; the tip comes from a source of Patsy’s. Tony arranges another meeting and hugs Massarone, trying to find the wire, which is hidden in his baseball cap. He does not know what to think but realizes that Massarone said one thing out of key: he complimented Tony on losing weight. Tony spends a restless night, then drives to the Pulaski Skyway and tosses Massarone's painting into the river below. Massarone is found dead in the trunk of his car the next day.

Another informant, Soprano capo Ray Curto, visits FBI Headquarters to help agents correct a transcript of a meeting he recorded. A third informant, Adriana, is under pressure, immensely uncomfortable leaking information from Christopher and Tony. Her handler, Agent Sanseverino, tells her about the family tragedy that compelled her to join the Bureau and says they are "with the good guys now", but Adriana is not comforted. At an evening with Carmela and other wives, Adriana is racked with guilt, which is inflamed when Rosalie tells her that Big Pussy Bonpensiero's widow, Angie, is not welcome in their group because her husband was an informant. A tearful Adriana nearly admits the truth, but instead flees, and stumbles and hurts herself in the driveway. She refuses the women's offers of first aid and speeds away in her car. She then tells Sanseverino that her friend Tina, who has been flirting with Christopher, is embezzling money from the company where she works.

Tony greets Tony B after he is released from prison. At his welcome-home party at Nuovo Vesuvio, Tony tells the guests how important his cousin was in his life growing up. Tony B is disappointed that his ex-wife and twin sons are not there. There is some awkwardness when he seems to mock Tony's weight gain. Tony offers his cousin a place in a stolen airbag operation, but Tony B is not eager to get back in the business and seeks to go legitimate by becoming a state-licensed massage therapist. A disappointed Tony tells Christopher and Silvio that his cousin is "useless." He rebukes Tony B for making jokes about him, as he is now "the boss," and for giving massages in the office. However, in a late-night phone call, he seems to soften his tone and they reconcile.

• Lorraine Calluzzo: loan shark working for the Lupertazzi crime family, also known as "Lady Shylock."
• Jason Evanina: Lorraine Calluzzo's loan-sharking partner and lover.
• Tony Blundetto (first physical appearance): Tony's cousin and DiMeo/Soprano crime family member who was sent to federal prison in 1986 for hijacking a tractor-trailer.
• Phil Leotardo (first physical appearance): Captain in the Lupertazzi crime family, recently released from prison after serving 20 years.

• Joseph "Joey" Cogo: killed offscreen in a payment dispute. Agent Sanseverino shows photos of his corpse to Adriana, who confirms his identity and having seen him previously with certain mob members.
• Carmine Lupertazzi Sr.: died of complications due to stroke
• Jack Massarone: killed for being an FBI informant. Massarone is found dead in the trunk of a car by FBI agents.

• Jack Massarone gives Tony a painting of Frank Sinatra, Dean Martin and Sammy Davis, Jr, who were all members of the "Rat Pack."
• The three informants are all "rats."
• Junior refers to the newly released ex-cons as "the Class of 2004, old rats on a new ship."

• The wiretap recording that Ray Curto is helping the FBI transcribe is from the capos meeting in "For All Debts Public and Private."
• Paulie quotes from Sun Tzu's The Art of War, mispronouncing the author's name as "Sun-Ta-Zu," confusing Tony Blundetto until corrected by Silvio. He also mistakenly refers to Sun Tzu as "the Chinese Prince Matchabelli" instead of Niccolò Machiavelli, the author of The Prince. Prince Matchabelli is a line of perfumes. Tony Soprano also uses this Matchabelli malapropism in Season 3, Episode 8 during his therapy session.
• In one scene, Tony is shown watching a tearful recollection by WWII veteran Edward Heffron in "Points," the final episode of the HBO mini-series Band of Brothers.
• Tony Blundetto jokingly calls Paulie Grandpa Munster (from The Munsters) because of his hair.
• Tony Blundetto does an impression of Jackie Gleason's character Reginald Van Gleason III from The Jackie Gleason Show.
• At Carmela's house, due to Tony's removing the media system, the women enjoy snacks and wine instead of watching Casablanca. The next movie on AFI's 100 Years...100 Movies list is The Godfather.
• Before watching Citizen Kane, Carmela reads the review of the film from Leonard Maltin's Movie Guide.
• Artie asks Tony B "Where's Tubbs?" in regard to his outfit at his welcoming home party. It is a nod to the cop show Miami Vice which was popular during the time of Tony B's arrest.

• After Carmine Lupertazzi dies, Bobby mentions that he had heard Carmine invented point shaving. To this, Uncle Junior nostalgically recalls, "CCNY versus Kentucky, 1951. Nobody beat the spread, I bought a black Fleetwood." This refers to the actual CCNY Point Shaving Scandal of 1950-1951.

• Roy Orbison's "Crying", and "It Hurts to Be in Love," by Gene Pitney both play in the diner during the first scene.
• In the coffee shop scene between Adriana and Agent Sanseverino, "The Way It Is" by Bruce Hornsby and the Range can be heard playing in the background.
• "Walk With Me" by Felix Da Housecat is playing in the background in the first scene between Adriana, Christopher, and Tina at the Crazy Horse. In a later scene, "She Will Be Loved" by Maroon 5 is playing.
• "Canzona in D Minor" (BWV 588) by Johann Sebastian Bach is playing at Carmine Lupertazzi's wake.
• Tony Blundetto's cellphone ringtone is Queen's "We Are the Champions"
• Dean Martin singing "Powder Your Face With Sunshine (Smile Smile Smile)" is playing at Nuovo Vesuvio when the Tonys arrive together.
• The song played over the end credits is "Undercover of the Night" by The Rolling Stones.

• "Rat Pack" Archived 2016-08-18 at the Wayback Machine at HBO
• "Rat Pack" at IMDb