Once Upon A Time In America: Sergio Leone's Glorious Swansong!

By Aditya Savnal. Posted on June 23, 2015

Mention Sergio Leone and one instantly recalls the endearing spaghetti westerns he’ s created and is best known for. But of all his films, the film that he felt most passionately about, was Once Upon A Time In America.

The film narrates the story of a prohibition era Jewish gangster, Noodles a.k.a David Aaronson (Robert De Niro) who returns after serving a thirty year prison sentence, and must confront the ghosts of his past life. The film also takes us on Noodle’s journey as he and his friends Max (James Woods), Cockeye (William Forsythe), Fat Moe (Larry Rapp) and Patsy (James Hayden) go on from being immigrant teenagers doing small jobs for local gangsters to being a part of the American crime syndicate.

The gangster saga which also stars James Woods and Joe Pesci and spreads over four decades, would ultimately become Leone’s glorious yet misunderstood swan song.


A Mutilated Birth

This is what connects films like Citizen Kane, Vertigo and closer home Kaagaz Ke Phool, apart from the fact that they are great films. When released initially, they were deemed as box office failures. But great films only get better with the passage of time. Something similar happened with these films. Over the years, these films were watched, rediscovered by newer and ever evolving audiences, who bestowed these films with the recognition they truly deserved. Once Upon A Time In America is a film that can easily be added to this list.

When Leone first made Once Upon A Time In America, it was a six hour film that would be released in two parts. The studios forced Leone to cut it down to 229 minutes (the version that would be the most seen). But they still saw no commercial sense in releasing this version. This led to the studio hiring Zach Staenberg to edit the film chronologically to a 139 minute version, must against the wishes of Leone.

Expectedly Leone was heartbroken and spent the remaining years of his life fighting to release the film, the way he had envisioned it. Leone screened the 229 minute version in Cannes 1984 to a reportedly 15 minute standing ovation. Yet, the studio didn’t relent and released the 139 minute version which was a commercial and critical failure. Heartbroken by this, Leone perhaps could never put another film together and died a few years later.


But thanks to the efforts of Martin Scorsese, Leone’s family, Gucci and the Film Foundation, the film was restored recently. And this 261 minute version was screened to much acclaim at the 2012 Cannes film festival. Over the years, the 229 minute version has been seen by people who saw the initial cut and hated the film, including veteran critic Roger Ebert, who after seeing the uncut version of the film declared it to be one of the best films ever made.

Leone’s searing gangster epic which encompasses the themes of love, friendship, betrayal, passage of time and much more is a cinematic triumph in many ways. Let's have a look why it truly ranks one of the greatest films ever made.

Editing That Brings Leone’s Epic Vision To Life

The passage of time is one of the foremost themes of the film. A major portion of the film sees an aged Noodles glance through old photographs, memoirs and be a witness to the ever changing infrastructure of America. It is through this reminiscence and pondering, that Leone takes us on Noodle’s journey as he and his friends,  make a transition from being aspiring criminals to being a part of the organised crime ring.

The film potrays the passage of time and sense of nostalgia through its proceedings. This was done ably by Leone’s long time collaborators editor Nino Baragli and art director Carlo Simi. Through their work, Baragli and Simi wonderfully establish these facets and evoke similar feelings of nostalgia among the audiences.

Watch the below scene which brilliantly conveys this passage of time and tells us a lot about Baragli’s editing skills. The slow paced editing also helps to firmly establish this and does complete justice to the demanding running length of the film.

Production Design That Chronicles The Evolution Of America

It is amazing to note how Simi uses various elements and motifs of New York City and makes it an instrumental part of the production design. A great example of the same is the recurring depiction of the famous Brooklyn Bridge, as it makes a transition from its primitive form in the early 20’s, to it’s much more evolved and present day appearance in the 80’s. It must be noted, that this inspiring production design was done much before CGI and VFX made its mark on Hollywood.

The sets were physically recreated with studio backlots, an art form that soon got neglected with the advent of VFX & CGI. And it is hard not to get spellbound and lost in this world, painstakingly created by Leone, Simi and the other team members of the film.

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Morricone’s Haunting, Operatic Background Score

Sergio Leone and Ennio Morricone’s collaboration has been one of the most legendary collaborations ever in cinema. Morricone’s compositions have helped Leone take his films beyond the ordinary and helped them become the classics they are today.

Morricone’s various compositions in this film wonderfully create a sense of joy, sadness, poignancy, melancholy, heartbreak and the other complex emotions, which the film intends to convey through the characters and the scenes.

Morricone had written and recorded most of the score, much before a single scene of the film was shot. Leone played the soundtrack on the sets, which brought Morricone’s haunting compositions to life and gave it the much needed sense of character.

A discussion on Morricone and this film would be incomplete without the below track, which with the help of Gheorghe Zamfir’s pan flute rendition, wonderfully conveys the melancholic tone of the film.

Flawed Characters and A Crude Yet Realistic Depiction Of Crime And Criminals

Many gangster movies have portrayed gangsters as men living a lavish lifestyle making the audience root for them. This despite them being engaged in notorious practices such as prostitution, boot legging and gambling. Public Enemies, Goodfellas are some of the films that have been accused of glamorizing the world of gangs and gangsters.

What separates Once Upon A Time In America from other gangster movies, is the way in which it conveys the sense of regret and guilt felt by the characters in the film. It also shows the ugly consequences of criminality.

And this is very aptly conveyed in the scene in which Noodles' date with Deborah (Elizabeth McGovern) takes an ugly turn. And years later, when they meet again, this sense of regret is clearly visible on Noodles face. And when Deborah says to Noodles 'All we have are memories', it resonates with the viewer.

Since the early days, the characters are shown as aspiring criminals who are adorable and reprehensible in equal measures. They are thieves, murderers, rapists, and extortionists etc who commit crimes without batting an eyelid.

Yet if do we end up identifying with them, it is due to their well fleshed characters that powerfully depicts their good and bad sides. The early days of the characters, which show them as aspiring criminals, are captured in much a lighter vein. And before one realizes, the below scene changes their lives for worse.

And then there are Noodles and Max, who undergo the journey from being best friends to bitter enemies, driven apart by jealousy & betrayal but ultimately reunited through guilt and a hope of redemption.

And Noodles aptly sums up their journey when he says, 'Many years ago I had a friend, a dear friend. I turned him in to save his life. But he was killed. But he wanted it that way. It was a great friendship. It went bad for him. It went bad for me, too.'

The casting of the film is spot on with the younger versions of the characters bearing a striking resemblance to
their grown up versions, especially those of Noodles, Max & Deborah.


The film is also an indication of Leone’s evolution as a filmmaker. In most of his earlier works, the story very firmly took sides and depicted characters that were either good or bad. But in this film, the principal characters are anti-heroes who have grown up the hard way. And growing up in a world in which only the strong survive, has transformed them into these flawed, corrupted individuals. Societal themes were never really a part of Leone’s films until Once Upon A Time In The West. However in his final two films, Leone showed how societal changes and dynamics, impact the lives of the people.

Both the films in a way also indicate the end of an existing world and the emergence of a new world which is being slowly corrupted by greed and ambition. A world in which people sacrifice ethics and honesty in the name of progress and development.

On another note, below is a scene from the film, which pays a homage to the silent movies.

The Definitive Film On America Made By A Non American

There are several films that have been made on the prohibition era and America. But very few, can rival this defining epic.

Through this film, Leone indicates how crime was slowly becoming an instrumental part of the American society through the Syndicate. And all of this began with the repeal of the prohibition. For it is this repeal of the prohibition that propels Noodles, Max and their friends into the dark world of organized crime.

The perks of being a part of the organized crime syndicate is what drives Noodles and Max apart. It creates a sense of anger, jealousy and hatred, diminishing their strong bonds of loyalty and friendship. Leone also suggests how this corruption and crime which seeped into the high levels of trade and Government unions, changed the country for worse.

There is also a sense of anger and rebellion among the characters, since they are immigrants and are perhaps looked down upon by the natives. And hence, it motivates them to be the people who call the shots. In a rare interview, Leone also talks about his views on America as an outsider helped him give the film his personal touch.

Perseverance Thy Name Is Sergio Leone

Sergio Leone served as an assistant director for 35 films (including Vittoria De Sica’s The Bicycle Thieves) before he could get his first directorial break. And he didn’t get the directorial credit for some of his films. Yet that didn’t stop him from doing what he truly believed in. Despite The Dollar Trilogy and his other films being box office hits, Leone always worked under studio pressure.

The studios always forced Leone to make films as per their wishes and compromise on his vision. Leone endured this studio manipulation and interference right upto Once Upon A Time In America.

Once Upon A Time In America was Leone’s pet project. And it was a long, arduous journey before Leone could make this film. In order to secure funding for this film, Leone directed several spaghetti westerns. He also refused an offer to direct The Godfather, in order to get this film made. It wouldn't be wrong to say, Leone earned his right to make this film, the way he wanted to.

Watch the video below in which Clint Eastwood talks about how they made they The Dollar Trilogy movies on a shoe string budget. Yet, Leone never let these issues deter his vision.

Leone’s journey as a filmmaker has important lessons to aspiring filmmakers on determination & perseverance.

A Great Film Eventually Finds It Audience

The term Film Maudit which translates to cursed film was a term coined by Jean Cocteau. Couteau and his team started Festival du Film Mauditz, in which they would curate and screen films that were overlooked and neglected at their time of their initial release. Sadly, Once Upon A Time In America fits that description quite well.

But like they say, a great film eventually finds it audiences, and that is what happened with this film as well.

If not for the involvement of Scorsese and others who wanted to honour Leone's vision, audiences would never had got a chance to see the film. It is therefore unsurprising, that the film which is a cinematic achievement on various levels, has been hailed as one of the greatest films to be ever made.

Watch the below video in which Tarantino tells us why he thinks Once Upon  A Time In America is one of the best films to be ever made.


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