Thalapathi is a 1991 Indian Tamil-language crime drama film written and directed by Mani Ratnam, and produced by G. Venkateswaran. It stars Rajinikanth, Mammootty and Shobana in the lead roles, with Arvind Swamy, Srividya, Amrish Puri, Bhanupriya, Nagesh, and Charuhasan playing supporting ones. The theme is based on the friendship between Karna and Duryodhana of the Hindu epic, Mahabharata. The score and soundtrack of the film was composed by Ilaiyaraaja. The film, which features the last collaboration of Mani Ratnam and Ilaiyaraaja, was dubbed and released in Telugu and in Hindi as Dalapathi. The film emerged as a critical and major commercial success during its theatrical run. It was later remade in Kannada as Annavru.

The music score for the film was composed by Ilaiyaraaja, in his last collaboration with Mani Ratnam. According to the film's cinematographer Santosh Sivan, Ilaiyaraaja finished composing the entire soundtrack in "half a day".

Lahari Music acquired the audio rights by paying ₹7.2 million. The soundtrack was included in The Guardian's 1000 Albums to Hear Before You Die. The song "Rakkamma Kaiya Thattu", performed by S. P. Balasubramanyam and Swarnalatha, was placed 4th amongst the songs listed in a BBC World Top Ten Popular Songs of All-time. It was also featured in the 2012 Bollywood film Agent Vinod, and Lahari took "legal action" against the producer of the film Saif Ali Khan, because he used the song without permission. The recording for the song "Sundari" had taken place in Mumbai with R. D. Burman's orchestra. When Ilaiyaraaja gave them the notes they were so moved and taken in by composition that all the musicians put their hands together in awe and gave a standing ovation as a mark of respect for Ilaiyaraaja. In July 2011, D. Karthikeyan of The Hindu singled out the film's background score and ranked it alongside the music director's other films such as Mullum Malarum, Uthiripookkal (1979), Moodu Pani (1981) Moondram Pirai (1982) and Nayakan (1987).

All lyrics written by Vaali; all music composed by Ilaiyaraaja.

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