Once Upon a Time in America

Three thugs enter a Chinese wayang theater, looking for a marked man. The proprietors slip into a hidden opium den and warn a man named "Noodles", but he pays no attention. In a flashback, Noodles observes police removing three disfigured corpses from a street. Although he kills one of the thugs pursuing him, Noodles learns they have murdered Eve, his girlfriend, and that his money has been stolen, so he leaves the city.

David "Noodles" Aaronson struggles as a street kid in a neighborhood on Manhattan's Lower East Side in 1918. He and his friends Patrick "Patsy" Goldberg, Philip "Cockeye" Stein and Dominic commit petty crimes under the supervision of local boss, Bugsy. Planning to rob a drunk as a truck hides them from a police officer, they're foiled by Maximillian "Max" Bercovicz, who jumps off the truck to rob the man himself. Noodles confronts Max, but a crooked police officer steals the watch that they are fighting over. Later, Max blackmails the police officer, who is having sex with Peggy, a young girl and Noodles' neighbor. Max, Noodles, Patsy, Dominic and Cockeye start their own gang, independent of Bugsy, who had previously enjoyed the police officer's protection.

The boys stash half their money in a suitcase, which they hide in a locker at the railway station, giving the key to "Fat" Moe Gelly, a reliable friend who is not part of the operation. Noodles is in love with Fat Moe's sister, Deborah, an aspiring dancer and actress. After the gang has some success, Bugsy ambushes the boys and shoots Dominic, who dies in Noodles' arms. In a rage, Noodles stabs Bugsy and severely injures a police officer. He is arrested and sentenced to prison.

Noodles is released from jail in 1930 and is reunited with his old gang, who are now major bootleggers during Prohibition. Noodles also reunites with Deborah, seeking to rekindle their relationship. During a robbery, the gang meet Carol, who later on becomes Max's girlfriend. The gang prospers from bootlegging, while also providing muscle for union boss Jimmy Conway O'Donnell.

Noodles tries to impress Deborah on an extravagant date, but then rapes her after she declines his marriage proposal, as she intends to pursue a career in Hollywood. Noodles goes to the train station looking for Deborah, but when she spots him from her train seat, she simply closes the blind.

The gang's financial success ends with the 1933 repeal of Prohibition. Max suggests joining the Teamsters' union, as muscle, but Noodles refuses. Max acquiesces and they go to Florida, with Carol and Eve, for a vacation. While there, Max suggests robbing the New York Federal Reserve Bank, but Noodles regards it as a suicide mission.

Carol, who also fears for Max's life, convinces Noodles to inform the police about a lesser offense, so the four friends will safely serve a brief ("probably one year") jail sentence. Minutes after calling the police, Max knocks Noodles unconscious during an argument. Regaining consciousness, Noodles finds out that Max, Patsy, and Cockeye have been killed by the police, and is consumed with guilt over making the phone call. Noodles retrieves the suitcase in which the gang had stored their money, now finding it empty. With his friends killed, and himself hunted, a despondent Noodles then boards the first bus leaving New York, going to Buffalo, to live under a false identity, Robert Williams.

In 1968, Noodles receives a letter informing him that the cemetery where his friends are buried is being redeveloped, asking him to make arrangements for their reburial. Realizing that someone has deduced his identity, Noodles returns to Manhattan, and stays with Fat Moe above his restaurant. While visiting the cemetery, Noodles finds a key to the railway locker once kept by the gang. Opening the locker, he finds a suitcase full of money but with a note stating that the cash is a down-payment on his next job.

Noodles hears about a corruption scandal and assassination attempt on U.S. Secretary of Commerce Christopher Bailey, an embattled political figure, mentioned in a news report.

Noodles visits Carol, who lives at a retirement home run by the Bailey Foundation. She tells him that Max planted the idea of Carol and Noodles tipping him off to the police, because he wanted to die rather than go insane like his father, who died in an asylum; Max opened fire on the police to ensure his own death.

While at the retirement home, Noodles sees a photo of Deborah at the institution's dedication. Noodles tracks down Deborah, still an actress. He questions her about Secretary Bailey, telling her about his invitation to a party at Bailey's mansion. Deborah claims not to know who Bailey is and begs Noodles to leave via the back exit, as Bailey's son is waiting for her at the main door. Ignoring Deborah's advice, Noodles sees Bailey's son David, who is named after Noodles and bears a strong resemblance to Max as a young man. Thus, Noodles realizes that Max is alive and living as Bailey.

Noodles meets with Max in his private study during the party. Max explains that corrupt police officers helped him fake his own death, so that he could steal the gang's money and make Deborah his mistress in order to begin a new life as Bailey, a man with connections to the Teamsters' union, connections that have now gone sour.

Now faced with ruin and the specter of a Teamster assassination, Max asks Noodles to kill him, having tracked him down and sent the invitation. Noodles, obstinately referring to him by his Secretary Bailey identity, refuses because, in his eyes, Max died with the gang. As Noodles leaves Max's estate, he hears a garbage truck start up and looks back to see Max standing at his driveway's gated entrance. As he begins to walk towards Noodles, the truck passes between them. Noodles sees the truck's auger grinding down rubbish, but Max is nowhere to be seen.

The end returns to the opening scene in 1933, with Noodles entering the opium den after his friends' deaths, taking the drug and broadly grinning.

The cast also includes Noah Moazezi as Dominic, James Russo as Bugsy, producer Arnon Milchan as Noodles' chauffeur, Marcia Jean Kurtz as Max's mother, Estelle Harris as Peggy's mother, Joey Faye as an "Adorable Old Man", and Olga Karlatos as a wayang patron. Frank Gio, Ray Dittrich and Mario Brega (a regular supporting actor in Leone's Dollars Trilogy) respectively appear as Beefy, Trigger and Mandy, a trio of gangsters who search for Noodles. Frequent De Niro collaborator Chuck Low and Leone's daughter Francesca respectively make uncredited appearances as Fat Moe and Deborah's father, and David Bailey's girlfriend.[2] In the 2012 restoration, Louise Fletcher appears as the Cemetery Directress of Riverdale, where Noodles visits his friends' tomb in 1968.[6]

Once Upon a Time in America premiered at the 1984 Cannes Film Festival on 23 May.[7][13] It received a raucous, record-breaking ovation of nearly 20 minutes after the screening (reportedly heard by diners at restaurants across the street from the Palais), at a time in Cannes's history before marathon applause became a regular occurrence.[17] In the United States, the film received a wide release in 894 theaters on 1 June 1984, and grossed $2.4 million during its opening weekend.[18] It ended its box office run with a gross of just over $5.3 million on a $30 million budget,[19] and became a box office flop.[20]

Restored original

Robert De Niro and Elizabeth McGovern at the screening of the film's restored version, during the 2012 Cannes Film Festival.

In March 2011, it was announced that Leone's original 269-minute version was to be re-created by a film lab in Italy under the supervision of Leone's children, who had acquired the Italian distribution rights, and the film's original sound editor, Fausto Ancillai, for a premiere in 2012 at either the Cannes Film Festival or Venice Film Festival.[22][23]

The restored film premiered at the 2012 Cannes Film Festival, but because of unforeseen rights issues for the deleted scenes, the restoration had a runtime of only 251 minutes.[24][25][26] However, Martin Scorsese (whose Film Foundation helped with the restoration) stated that he is helping Leone's children gain the rights to the final 24 minutes of deleted scenes to create a complete restoration of Leone's envisaged 269-minute version. On 3 August 2012, it was reported that after the premiere at Cannes, the restored film was pulled from circulation, pending further restoration work.[27]

The initial critical response to Once Upon a Time in America was mixed, because of the different versions released worldwide. While internationally the film was well received in its original form, American critics were much more dissatisfied with the 139-minute version released in North America. This condensed version was a critical and financial disaster, and many American critics who knew of Leone's original cut attacked the short version. Some critics compared shortening the film to shortening Richard Wagner's operas, saying that works of art that are meant to be long should be given the respect they deserve. Roger Ebert wrote in his 1984 review that the uncut version was "an epic poem of violence and greed" but described the American theatrical version as a "travesty".[33] Ebert gave the uncut version a full four stars while giving the American theatrical version one star.[34] Ebert's television film critic partner Gene Siskel considered the uncut version to be the best film of 1984 and the shortened, linear studio version to be the worst film of 1984.[35]

It was only after Leone's death and the subsequent restoration of the original version that critics began to give it the kind of praise displayed at its original Cannes showing. The uncut original film is considered to be far superior to the edited version released in the US in 1984.[36] Ebert, in his review of Brian De Palma's The Untouchables, called the original uncut version of Once Upon a Time in America the best film depicting the Prohibition era.[37] James Woods, who considers it to be Leone's finest film, mentioned in the DVD documentary that one critic dubbed the film the worst of 1984, only to see the original cut years later and call it the best of the 1980s.[21] The review aggregator website Rotten Tomatoes reports an 86% approval rating with an average rating of 8.62/10 based on 50 reviews. The website's consensus reads, "Sergio Leone's epic crime drama is visually stunning, stylistically bold, and emotionally haunting, and filled with great performances from the likes of Robert De Niro and James Woods."[38]

The film has since been ranked as one of the best films of the gangster genre. When Sight & Sound asked several UK critics in 2002 what their favorite films of the last 25 years were, Once Upon a Time in America placed at number 10.[39] In 2015, the film was ranked at number nine on Time Out's list of the 50 best gangster films of all time.[40]

• List of films cut over the director's opposition

• Once Upon a Time in America at IMDb
• Once Upon a Time in America at Rotten Tomatoes
• Once Upon a Time in America at Box Office Mojo
• Once Upon a Time in America at AllMovie