Once Upon a Time in America

For years, this film has grown in stature after being a passing failure in 1984. The reason is simple, the version that played in the U.S. was a butchered cut of the original vision of Director Sergio Leone. The widely hailed original cut that played in Cannes that year was also a truncated version since Leone had originally seen this as being two films of nearly three hours each. Very much like “Blade Runner”, “Once Upon a Time in America” actually has several variations that people have seen and commented on. There is apparently a version that was assembled and released in Italy two years ago that includes at least one scene with Louise Fletcher who is nowhere to be seen in any of the versions publicly shown prior to 2012.


In 1984, for some reason, I never saw the 139 minute version that the American studio distributed. It was originally released June 1 in the U.S. , and I would be preoccupied by Star Trek, Streets of Fire and the next week, Ghostbusters and Gremlins. I was also in the process of applying for a teaching position and interviewing [I did not get the job until the second time I applied the next year], so I was pretty busy. By the fall however, things were more calm and I saw in my hometown paper that the acclaimed version of this movie that had received rapturous reviews at Cannes before the disastrous opening in the U.S. , would be playing at the Century City  Fox Theater for two weeks. I can’t remember all of the people who went but I had a distinct memory of my pal Steve Holland and a guy who had been on the USC Speech team when Steve and I were coaching as graduate students, Matt Chappa, both being there. I also know that it was the original version because the only way I have ever seen this film is in the non-sequential manner in which Leone had planned it.

Sergio Leone is of course the man most responsible for making Clint Eastwood a star. He featured the television actor in three westerns he made in the 1960s that revolutionized the way western stories were told and left an indelible mark on the cinema landscape. I believe his masterpiece, is a western that does not feature Mr. Eastwood but rather another character actor who would also go on to become one of the biggest stars in the world, Charles Bronson. “Once Upon a Time in the West” could be considered a companion piece to this film because it also features criminal organizations and their involvement with legitimate business enterprises and  it is told on a grand scale. However, while they may have some characteristics in common, they are completely distinct from one another, especially in cinema technique.

The 1984 film about Jewish Gangsters is a multi-year epic, that jumps from the year 1920, to 1968, and then back to the years of 1932 and 33. While there are a number of characters in the film, it is clear that the main protagonist is Robert DeNiro’s character “Noodles”. If you ever plan on seeing the film, don’t think of “Noodles” as the hero of the story, he is a pretty awful human being and we don’t really get why he chooses the path he does but there is a very clear outline of the stages that he takes. There is one early commonality between the two “Once Upon a Time…” films, their opening segments are largely wordless. Except for a couple of lines spoken briefly, each film has a a long prologue that is mostly atmosphere, provided by excellent art direction and Leone’s use of the camera. The story really starts after the 1968 version of “Noodles”, having reflected on the 1920 version of himself, walks through a door in the train station of 1920, into the contemporary (1968) location. It is a great cinematic moment and an example of Sergio Leone’s craft.



The story of the childhood of our primary gang members is ugly but fascinating. The young “Noodles” is transfixed by the sister of his friend  Moe. She practices dancing in the backroom of their father’s bar and “Noodles” can’t help himself as he spies on her from an opening in the adjoining bathroom. She is aware that he is watching but continues anyway. If there is a moment in the film that represents an opportunity for innocence and beauty to possess the young man, it is this image.


As much as he is drawn to her and he might imagine himself transcending the opinion she has of him, Deborah comments

“My beloved is white and ruddy. His skin is as the most fine gold. His cheeks are as a bed of spices.” Even though he hasn’t washed since last December. “His eyes are as the eyes of doves. His body is as bright ivory. His legs are as pillars of marble.” In pants so dirty they stand by themselves. “He is altogether lovable.” But he’ll always be a two-bit punk… so he’ll never be my beloved. What a shame.

The sad part is that he knows it is true. He almost immediately indulges in some vulgar sex play with a neighbor girl, well on her way to being a prostitute, in the communal toilet of their tenement. This will be a repeated pattern in the film, a moment of beauty or promise followed by an act that crushes any hope for better things from our lead. All of this gets more deeply plowed and fertilized when young “Noodles” connects with Max, a recent transplant from the Bronx, who also has a streak of larceny in him.  The two of them together start to challenge the local thugs for control of the Jewish neighborhood and it’s various vices.

The rise of a criminal organization is not a new plot. James Cagney starred in several films in the 30s that trod the same ground. Of course with the passage of time, and the framing material of the more modern version of “Noodles”, this story plays out as an elegy for lost friends and lost innocence. A great example of the idea that these gangsters were in fact once innocent kids occurs when, after hearing that Peggy, the budding whore will give up the whole sex act for a pastry from Moe’s Fathers store, one of the kids takes a purchased pastry to the girls door and asks for her. Told he must wait while she finishes bathing, he sits on the steps and begins to eye the pastry himself. His sweet tooth overcomes his child’s libido and he eats the cherry, licks the frosting and consumes the cake himself. It is one of the moments that makes the harsher elements of the movie more tolerable. Not too long after this, we will see a kid gunned down on the streets as their criminal Enterprise enters a gang war. maxresdefault

There is a high level of violence in the film and with it comes some strong visualizations. The episodes of violence are not frequent but when they do happen, it can be disturbing. In the firs section of the film set in 1933, as “Noodles” is being sought by killers, his girlfriend is shot, his buddy is beaten to a pulp and tortured and he kills one of his pursuers by blowing off the back of his head. From my point of view, the strongest elements of the movie are not the violence but the cleverness of the crooks and the ruthless way in which they impose their wills. Max has an ingenious tool to help gangsters recover contraband that they toss overboard to avoid being arrested by customs enforcement. Later on, the gang gets influence over a police captain by a non-kidnapping exploitation of his newborn son. The approach is effective but the payoff is callus and cruel.

Max, played in the middle sections of the film by James Woods, is a little too ambitious and brainy at times. He participates in a double cross of another gangster after a jewelry hold up. That crime introduces a second female character into the group in a fairly horrifying manner that is later lampooned by the crooks when she turns to a life of prostitution. As you can tell, almost everyone in the story is an unpleasant person, with the exception of Deborah. That double cross came without “Noodles” knowledge and it leads to my favorite line of the movie and one of the themes that the story ultimately plays out.

Noodles tells Max directly  “Today they asked us to get rid of Joe, tomorrow they ask me to get rid of you. Is that okay with you? ‘Cause it’s not okay with me!

The idea of loyalty among thieves is tested in several places and it is found wanting. The hope for redemption of the main character is incredibly strong when he takes the now adult Deborah out to a special evening to celebrate her last night in town.  The adult Однажды401version of Deborah is played by the lovely Elizabeth McGovern. I would not say she was miscast but there are two places where her presence in the film might be awkward. The young Deborah was portrayed by Jennifer Connely in her first film role. She was beautiful as a twelve year old. The perverts who have Googled her image es in the film may not realize that the partial nude shot in the backroom dance studio was done by a body double. The association with sexuality has lingered over her career ever since but she has shown that she is more than just an exquisite face. McGovern also has a lovely face but Deborah’s eye color has to change for the actors that were chosen. hqdefaultHer eyes are a very clear blue when Connely’s are alight brown. Other than that it is a good match. “noodles” having pined for Deborah for years, has the resources to spoil her with an elaborate evening out and he manages to be charming for the early part. As the evening comes to a close however, we once again see the monster that “Noodles” is and we are subjected to a horrifying scene that will remove any sympathy we might have had for him. Just as a side note, the chauffeur in this scene was close to being the most reprehensible person in the story, until the last minute refusal of a tainted gratuity. He is still a shit, but maybe not as big a shit as we thought, and he is played by the producer of the film Arnon Milchan in a wordless cameo.

The leisurely pace of “Once Upon a Time in the West“, especially in it’s opening scene, is matched by this film. I did not find the same level of effectiveness however because the deliberate nature of the scenes does not really drive the tension or build the story as it did in the earlier film. I can understand the desire to trim the movie, but the studio botched it. That does not mean that the film would not benefit from a tighter narrative and a little more action drive. I truly respect Leone and his film making skills, but as an audience member I found my mind wandering instead of being transfixed.

Several people have suggested that the modern sequences in the film are part of a fever dream that “Noodles” is having in the opium den. Especially because it lines up as the last shot of the movie.


DeNiro’s zoned out expression is enigmatic for certain,   But-Before-That-There-Was-A-Smile

but the idea that everything we see that occurs after this moment is his dream of the future, would require us to accept that his imagination is so vivid that he can see future technology, transportation, and even toys like the Frisbee, decades ahead because he is stoned out of his mind. That is just preposterous.  There are certainly other interpretations that will be more satisfying to the viewers.

I’m going to close this post with an image of the film painted by Justin Reed, it is a beautiful piece and I have been using another of his works as a masthead for my other two sites on movies for years. He has these for sale and if you are an art fan, and a movie fan, you might want to run down something you admire and purchase it from him.


3 thoughts on “Once Upon a Time in America

  1. I was one of those who caught that butchered U.S. cut first-run — heck, I also saw the same with ‘Heavens Gate’, but I’ve not warmed to that as much I with this Leone gem. And I was amongst those, like you, who finally saw the Cannes version over in Century City in that brief run. What a change. I think the version I have on Blu-ray is yet again a different cut than the other two! Really a remarkable film, no matter which you see that gets you to that wondrously enigmatic De Niro grin. Wonderful look at this, Richard.

    • It does not surprise me that you are one who trekked to Century City to see the Cannes version. An essential Leone film, it requires a strong stomach and a lot of patience. The rewards are worth it. Thanks for the compliment and the shares on social media.

  2. Pingback: Fall Back: Year of Bests – 2016 | It Rains... You Get Wet

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