State of Grace is a 1990 American neo-noir crime film directed by Phil Joanou and starring Sean Penn, Ed Harris and Gary Oldman, also featuring Robin Wright, John Turturro, and John C. Reilly. Written by playwright Dennis McIntyre, the film was executive-produced by Ned Dowd, Randy Ostrow, and Ron Rotholz, with a musical score by Ennio Morricone. Although the film was not a box office success and its release overshadowed by that of the similarly-themed Goodfellas, it was received positively by most critics. Shot on location in New York City, the film was inspired by the real-life Hell's Kitchen gang the Westies. Coincidentally, Penn was strongly considered for the lead role of Henry Hill in Goodfellas before he starred in this film.

A New York cop is recruited to return to his hometown and infiltrate the mob ran by his best friend's brother. Gone for a decade, Terry Noonan (Sean Penn) is welcomed back into the fold in his Irish-American neighborhood in New York City. A one-time street tough, Terry is now an undercover officer targeting crime boss Frankie Flannery (Ed Harris). In the name of duty, Terry rekindles his dormant friendship with Frankie's younger brother, Jackie (Gary Oldman). But as Terry gets closer to his goal, his feelings for the youngest Flannery, his old flame Kathleen (Robin Wright), complicate his mission.

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