By 
Jack Nicholson nearly pushed Martin Scorsese’s The Departed into even darker territory with an unhinged, improvised rewrite for one of the film’s most infamous moments.
Appearing on Marc Maron’s WTF podcast, Matt Damon recalled how an unassuming, one-eighth-of-a-page script instruction — originally calling for mob boss Frank Costello to execute a man in a marsh — turned into a classic Nicholson moment.
“Jack was so excited and said [to me], ‘Wait until you hear what I did.’ He goes, ‘Well, it was an eighth of a page,’ and he goes, ‘I’ve seen that before, so what I did is I made it a woman…and I put Ray [Winstone] in the scene with me,’” said Damon.
Nicholson was determined to construct a sequence that built escalating layer upon layer of psychological dread, all within a single take to keep production moving smoothly without adding costs.
“[Nicholson] goes, ‘We’re gonna keep in this same shot, I’m not gonna add any time or money to the schedule. But I shoot her in the back of the head, and she falls over. Now, you could end the scene there, but if you keep the camera rolling, I turn to Ray and I say, ‘Geez, she fell funny.’ Now, that’s a very sinister line. It suggests that I’ve done this before. There’s a way that people fall. Now you could end the scene there, but if you keep the camera rolling, Ray reveals an axe that he’s holding behind his back. He’s gonna chop her up. So Ray starts to step forward…Now you could end the scene there, but if you leave the camera rolling, I say, ‘Wait, I think I wanna f*ck her again.’ Now that’s a very sinister line.’”
According to Damon, Nicholson’s vision for the scene didn’t stop at that sinister line.
“I’m like, ‘Jesus,’” Damon said in reaction to Nicholson’s proposed rewrite. “[Nicholson continued], ‘You could end the scene there, but if you keep the camera rolling, Ray gives me a look and after a long pause, I go, ‘Ahhhhh!’ Like I’ve got him. Now, you could keep the camera rolling, Ray says to me, ‘Francis, you really ought to see somebody.’”
Throughout the production of the 2006 Best Picture winner, Nicholson was notoriously given leeway to inject unpredictable energy into Frank Costello, a character loosely based on real-life Boston mob leader Whitey Bulger. His willingness to push boundaries meant that even minor transitional cutaways became opportunities for shocking character work.
While Scorsese ultimately drew the line before things went that far, the iconic “she fell funny” beat survived. The resulting throwaway execution remains one of the film’s most chilling brief moments, and is a testament to how Nicholson’s dark instincts helped shape one of modern cinema’s most unforgettable mob bosses.
Discover more on Top 10 Films
“Here’s Johnny”: 10 Jack Nicholson Movies, Ranked
Jack Nicholson is one of Hollywood’s most decorated and celebrated actors with a career that includes some of America’s finest films. Top 10 Films takes a look at some of his best performances.
