Goodfellas really earns its R rating. Profanities are plentiful—we're talking hundreds of uses of the f-bomb alone, coming up #10 on Pajiba's list of all-time f-bomb frequency in movies. (Someone had to watch them all and count.) The violence is pervasive and graphic. The Boston Globe's Matthew Gilbert writes that, in order to get the film into theaters and keep an R rating, Scorsese had to edit out almost a dozen bloody frames. (Source) Sex, drugs, and rock 'n' roll? There's a healthy dose of that, too. Suffice it to say, don't watch this one with your impressionable little brother.