"The Good Listener" is the second episode of the fifth season of Boardwalk Empire, and the 50th episode overall. It was written by series creator and Executive Producer Terence Winter and helmed by regular director Allen Coulter. It first aired on September 14th, 2014.



Nucky visits Johnny Torrio in New York City to discuss his close call in Cuba and find out if new Mafia boss Salvatore Maranzano had anything to do with it. Meanwhile, law-school graduate Willie has a job interview; Eli and Nelson's liquor stash is raided by Eliot Ness in Chicago; and Joseph Kennedy listens to Nucky's pitch for post-Prohibition prosperity. Also: A young Nucky and his family mourn the loss of his sister, Susan, in 1884.


First AppearencesEdit

  1. Mike D'Angelo
  2. Warden
  3. Joseph Kennedy
  4. Eliot Ness

Deaths Edit

  1. Joey - Shot by Eli Thompson.
  2. Jack - Shot by Eli Thompson.
  3. Tonino Sandrelli - Stabbed to death by Arquimedes.




  1. Steve Buscemi as Enoch "Nucky" Thompson
  2. Kelly MacDonald as Margaret Thompson (credit only)
  3. Michael Shannon as Nelson Van Alden / George Mueller
  4. Shea Whigham as Elias "Eli" Thompson
  5. Stephen Graham as Al Capone
  6. Vincent Piazza as Salvatore Charlie "Lucky" Luciano
  7. Michael Kenneth Williams as Chalky White (credit only)
  8. Paul Sparks as Mickey Doyle (credit only)
  9. Jeffrey Wright as Valentin Narcisse (credit only)
  10. Ben Rosenfield as Willie Thompson
  11. and Gretchen Mol as Gillian Darmody

Guest StarringEdit

  1. Anatol Yusef as Meyer Lansky
  2. Ian Hart as Ethan Thompson, 1884
  3. Chris Caldovino as Tonino Sandrelli
  4. Domenick Lombardozzi as Ralph Capone
  5. Matt Letscher as Joseph P. Kennedy
  6. Greg Antonacci as Johnny Torrio
  7. Michael Zegen as Bugsy Siegel
  8. Boris McGiver as Sheriff Peter Lindsay, 1884
  9. John Ellison Conlee as Commodore Louis Kaestner, 1884
  10. Louis Cancelmi as Mike D'Angelo
  11. Jim True-Frost as Eliot Ness
  12. Erin Dilly as Elenore Thompson, 1884
  13. Christiane Seidel as Sigrid Mueller
  14. Reg Rogers as U.S. Attorney Robert Hodge
  15. Paul Calderon as Arquimedes
  16. Michael Countryman as Frank Wilson
  17. Giampiero Judica as Salvatore Maranzano
  18. Paul Fitzgerald as Charles Gabler
  19. Richard Bekins as Theodore Rollins
  20. Nolan Lyons as Enoch Thompson, 1884
  21. Oakes Fegley as Elias Thompson, 1884


  1. Gillian Abbott
  2. Onata Aprile as Susan Thompson
  3. Stanley Bahorek
  4. Sean Bell
  5. Joanna Bonaro as Asst. DA Secretary
  6. Nicholas Calhoun as Sean
  7. Kelly Campbell
  8. Joe Caniano as Jake Guzik
  9. Rebecca Darke
  10. Erica Fae as Charlotte, Gillian's friend
  11. Joe Giorgio
  12. Bethany Kay as Margery
  13. Nathan Klau
  14. Grant Machan
  15. Anna Mancini
  16. Johnny Mascali
  17. Mike Massimino
  18. Mary McCann as Matron
  19. Natalie Paul as Beatrice Carson
  20. Maxine Prescott as Elevator Lady with Feathered Hat
  21. Elizabeth Rich
  22. Gael Schaefer as Tourist Mother
  23. Jeffrey Schecter as Lou Grossman (reporter)
  24. Christiane Seidel as Sigrid Mueller
  25. John Shuman
  26. Sean Stanco as Bodyguard
  27. David Thompson
  28. Christina Toth
  29. Joe Tuttle
  30. Noah Unger as Chester Mueller


Opening creditsEdit

  1. Meredith Tucker - Casting
  2. Bill Groom - Production Designer
  3. Tim Streeto, A.C.E. - Editor
  4. Bill Coleman - Director of Photography
  5. Dhana Rivera Gilbert - Co-Producer
  6. Pepper O'Brien - Co-Producer
  7. Brad Carpenter - Producer
  8. Rick Yorn - Producer
  9. Allen Coulter - Producer
  10. Joseph E. Iberti - Episodic Producer
  11. Eugene Kelly - Executive Producer
  12. Howard Korder - Executive Producer
  13. Tim Van Patten - Executive Producer
  14. Stephen Levinson - Executive Producer
  15. Mark Wahlberg - Executive Producer
  16. Martin Scorsese - Executive Producer
  17. Terence Winter - Executive Producer
  18. Terence Winter - Creator
  19. Terence Winter - Writer
  20. Allen Coulter - Director

Closing creditsEdit

  1. Chris Place - Stunt Coordinator
  2. Dhana Rivera Gilbert - Unit Production Manager
  3. Joseph E. Iberti - Unit Production Manager
  4. Jude Gorjanc - First Assistant Director (AD)
  5. Ted O'Connor - Second AD
  6. Lesley Robson-Foster - Visual Effects Supervisor
  7. John Flavin - Co-Producer
  8. John Dunn - Costume Designer
  9. Lisa Padovani - Co-Costume Designer
  10. Randall Poster - Music Supervisor
  11. Cristine Chambers - Executive Story Editor
  12. Russ Hammonds - Associate Producer
  13. David Yazbek - Original Music
  14. Vince Giordano and the Nighthawks - Recorded Songs
  15. Nelson Johnson - Based on his book Boardwalk Empire



Memorable QuotesEdit


External LinksEdit

Season Five
#01 "Golden Days for Boys and Girls"#05 "King of Norway"
#02 "The Good Listener"#06 "Devil You Know"
#03 "What Jesus Said"#07 "Friendless Child"
#04 "Cuanto"#08 "Eldorado"
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