Francis Ford Coppola's The Godfather: Part II is an epic sequel to The Godfather, which reignited and redefined the gangster genre for a whole new generation. Unlike most sequels, The Godfather: Part II also serves as a prequel and features duel storylines that follow Vito Corleone's early days in New York City and his son, Michael, who is now head of the Corleone family.

Similar to The Godfather, the second film has some of the most memorable moments in movie history and iconic performances by the overall cast, but it's also universally recognized for its powerful dialogue and quotes, which, even decades later, remain relevant to film fanatics. From the classic confrontation between Michael and his older brother, Fredo, to Frankie Pentangeli's bold statement about Hyman Roth, these are the 10 best quotes from The Godfather: Part II, ranked.

The Godfather Part 2 poster
The Godfather Part II
R

Release Date
December 20, 1974
Director
Francis Ford Coppola
Cast
Al Pacino , Robert Duvall , Diane Keaton , Robert De Niro , Talia Shire , John Cazale , Lee Strasberg
Runtime
202

10 "Senator, you can have my answer now, if you like. My offer is nothing."

Character: Michael Corleone

Al Pacino as Michael Corleone sitting in a chair in The Godfather Part II
Image via Paramount Pictures

At their estate in Lake Tahoe, Michael throws a big party to celebrate his son's First Communion and also conduct business matters. He meets with one guest, Senator Pat Geary (G.D. Spradlin), to discuss his future plans for taking over another major casino, but he will need a gaming license. The Senator tries to shake Michael down for the license as well as a cut of the profits and, while he thinks he has the upper hand, Michael isn't phased in the least.

Before the Senator leaves, he tells Michael what he really thinks of Italian-Americans, which he thought would get a rise out of him, but instead, Michael replies with one of the most memorable quotes of the film. When a Corleone makes an offer, no one can refuse it. The Corleone family has a history of breaking the law and destroying anyone's free will, so even though the Senator doesn't realize this, audiences are well aware that he will accept Michael's offer one way or another.

9 "Good health is the most important thing. More than success, more than money, more than power."

Character: Hyman Roth

Lee Strasberg sitting in a chair in The Godfather: Part II (1974)
Image via Paramount Pictures

Hyman Roth (Lee Strasberg) has been in poor health for several years, but despite his physical state, he still manages to run things. When Michael goes to visit him at his home in Miami, Roth is the first one to bring up the attempt on Michael's life in Tahoe and gives him some words of wisdom that essentially causes Michael to think perhaps he has been too trusting of his father's long-time associate.

Roth's quote is valid to others, but to Michael, his emphasis on the importance of health and well-being reveals to Michael that he was the one behind the hit. Not only does he stress his point, but he's also the first one to mention Michael's trouble in Tahoe, which initially causes Michael to question his partner's intentions. The seemingly insightful advice makes this one of the best quotes from The Godfather: Part II, but the underlying meaning solidifies its spot on the list.

8 "Do me this favor. I won't forget it. Ask your friends in the neighborhood about me. They'll tell you I know how to return a favor."

Character: Vito Corleone

Robert De Niro speaking to a man in The Godfather: Part II (1974)
Image via Paramount Pictures

When a neighbor. Signora Colombo, asks Vito Corleone (Robert De Niro) to help save her from being evicted by her landlord, Vito agrees and finds the man, Signor Roberto, as he's leaving the barbershop. Vito tries to persuade Roberto to let the woman stay and when Roberto reveals he's already sold the place to another family, Vito generously gives him an advance on an increased rent. Roberto tries to refuse, but Vito advises him to ask around about him.

This particular scene demonstrates why Vito was such a successful businessman as well as beloved by his friends and neighbors. He could have resorted to force or violence to get Roberto to change his mind, but, instead, he spoke to him in hopes that his words and money would suffice. Fans already know that Vito was a well-respected boss and, even when he was just starting out in the family business, he was an honorable man who always kept his word.

7 "I've loved baseball ever since Arnold Rothstein fixed the World Series in 1919."

Character: Hyman Roth

Lee Strasberg sitting watching tv in The Godfather: Part II (1974)-1
Image via Paramount Pictures

When Michael arrives in Miami to see Hyman Roth, he's invited in by Roth's wife, who kindly leads him into the family room where Roth is watching a football game and expresses his love of the sport as well as baseball. Most people love baseball because it's America's greatest pastime, or they grew up watching it, but for Roth, it's because of one monumental moment that changed the game of baseball forever.

This one-liner might not mean that much to those who don't know that Roth's character is based on a real-life mobster, Myer Lanksy. When Lanksy was first starting, he was brought up in the world of organized crime by Arnold Rothstein, who is best known for pulling off one of the biggest scams in American history. It's only fitting that a gangster like Roth would have fallen in love with the game because of the illegal activities surrounding it.

6 "Your country ain't your blood. Remember that."

Character: Santino "Sonny" Corleone

James Caan in The Godfather: Part II (1974)
Image via Paramount Pictures

At the end of The Godfather: Part II, Michael has a flashback to when he and his siblings were waiting for their father to come home and surprise him on his birthday. While they sit at the dining room table, they discuss the United States recently entering World War II and Sonny (James Caan) makes his opinion about fighting for their country very clear. As he jokes around with his brothers, he's shocked when Michael announces that he's dropped out of college and enlisted in the Marines.

The final scene is one of the most powerful moments in the entire Godfather trilogy and reveals how differently Michael used to view the world compared to his brothers. Sonny's one-liner showcases how he and his siblings were raised to value their family above all else and, even though Michael loved his family, he originally believed in a greater cause that was bigger than the Corleone family.

5 "My father's name was Antonio Andolini...and this is for you."

Character: Vito Corleone

Robert De Niro standing in front of an elderly man in The Godfather: Part II (1974)
Image via Paramount Pictures

When Vito and his family travel to Sicily, Vito and his business partner, Don Tommasino (Mario Cotone) pay a visit to Don Ciccio, who murdered Vito's family and tried to kill him as well when he was a boy. Under the guise of seeking Ciccio's blessing to start their business, the two men meet with the aging man and when he asks Vito who his father was, Vito replies with one of the best (and most satisfying) lines in the film.

As Don Ciccio had predicted, Vito came back to Sicily and poetically carried out his own form of justice against the man who had his entire family killed. Instead of stringing the conversation along or continuing the charade, Vito doesn't waste any more time and says all he needs to say in one single, epic line before giving Ciccio exactly what he deserves.

4 "I don't feel I have to wipe everyone out, Tom. Just my enemies."

Character: Michael Corleone

Al Pacino looking out a window in The Godfather: Part II (1974)
Image via Paramount Pictures

After learning of his brother's betrayal and Hyman Roth surviving his hitman, Michael sits down with Tom Hagen (Robert Duvall), to figure out their next move. At this point, Michael has become paranoid, feeling he can't trust anyone, and even offends Tom by questioning his loyalty. When Tom refuses to leave Michael and the family, he asks Michael why he feels the need to get rid of everyone and is met with one of the best one-liners in the film.

Michael's response to Tom's question is telling of how cold and ruthless he has become. With literally nothing left to lose, Michael is more than willing to take out anyone he feels is a threat to himself and the family business, even if it's someone like Tom who always supported him and has never given him a reason to suspect him of betraying him.

3 "Your father did business with Hyman Roth, your father respected Hyman Roth, but your father never trusted Hyman Roth."

Character: Frank Pentangeli

Michael V. Gazzo standing in a room in The Godfather: Part II (1974)
Image via Paramount Pictures

During Anthony's First Communion celebration, Michael meets with Frank Pentangeli (Michael V. Gazzo) who asks Michael for permission to kill the Rosato brothers. Since the brothers are protected and backed up by Hyman Roth, Michael explains his future business plans with Roth and denies Pentangeli's request. Pentangeli, who is one of Vito's last remaining captains, boldly replies to Michael with one of the most iconic quotes in the movie.

Frankie is one of few who could speak candidly to Michael, and he doesn't hesitate to elaborate on how Vito truly felt about Roth...and his Sicilian messenger boy, Johnny Ola, who is played by The Sopranos star, Dominic Chianese. Michael may be head of the family, but there's still a lot his father never had the chance to teach him and if it weren't for Frankie's insight, Michael may have been sent to an early grave.

2 "I know it was you, Fredo, you broke my heart."

Character: Michael Corleone

Michael Corleone, grabbing Fredo's face in the iconic Fredo kiss scene in The Godfather II
Image via Paramount Pictures

When Fredo (John Cazale) arrives in Cuba to bring Michael the money for the Havana government, Michael mentions Hyman Roth and Johnny Ola, whom Fredo claims he has never met before. Later, Michael asks his older brother to entertain a few politicians from Washington D.C. who are potential investors. To celebrate New Year's Eve, Fredo takes everyone to a place where he admits that he's been there before with Ola, tipping off to Michael that he was the traitor in the family.

The moment between Michael and Fredo is easily one of the most famous scenes and quotes in cinema history. Michael's anger and devastation lingers in his eyes as he stares into his brother's before giving him the kiss of death is just beyond compelling. Indeed, the ones who betray you are usually the ones you love and Michael's words affirm Fredo's unfortunate fate in a cruel and twisted way.

1 "Keep your friends close, but your enemies closer."

Character: Michael Corleone

Al Pacino as Michael Corleone sitting on a chair with his legs crossed in The Godfather Part II
Image via Paramount Pictures 

When Michael returns from Miami, he pays Frank Pentangeli an unexpected visit and reveals to him that he knows Roth is the one who tried to kill him. Frankie is ready to go out guns blazing and "hit them all," but Michael shows restraint and walks around the room that used to be his father's office and recalls the lesson he once taught him about the importance of keeping your friends close but your enemies closer.

This is without a doubt the best quote from The Godfather: Part II and, aside from Marlon Brando's iconic line, "I'm going to make him an offer he can't refuse," it's easily one of the most famous out of all three films. Michael is very much like his father and doesn't jump the gun, but instead, he strategically plots his next move, knowing that the closer he is to the Roth, the easier it will be to take him out.

Watch On Paramount+

NEXT: 10 Best Gangster Movie Characters, Ranked