Once Upon a Time in America

Sergio Leone’s final film is a flawed masterpiece. Sixteen years in gestation and subject to extensive cutting (even the 229-minute version is an hour shorter than Leone’s preferred length), Once Upon a Time in America (1984) is at turns fascinating and frustrating. It took this viewer three viewings before I was ready to declare it a great film, and even now I have serious reservations. If you’re able to make it through though, it’s a beautiful, poignant and richly rewarding film.

1933: Jewish gangster David “Noodles” Aaronson (Robert De Niro) narrowly escapes Syndicate hitmen who want to kill him for betraying his friends. Thirty-five years later, Noodles returns to New York, having been summoned by a wealthy and mysterious client. As Noodles tries to find his benefactor, he flashes back to earlier days: first his youth (Scott Tiler), growing up in a Brooklyn ghetto, where he pined after the pretty Deborah (Jennifer Connelly), met buddy Max (Rusty Jacobs) and ran a small gang that ran favors for a local crime boss (Clem Caserta). After killing rival gangster Bugsy (James Russo), Noodles spends a decade in jail, emerging to find Max (James Woods), Patsy (James Hayden) and Cockeye (William Forsythe) running a successful speakeasy.

Noodles is ambivalent as Max gets the gang tied up with Frankie Minaldi’s (Joe Pesci) national Syndicate, rubbing out rivals and supporting a union strike led by Jimmy O’Donnell (Treat Williams). He tries to reconnect with Deborah (Elizabeth McGovern), now a successful actress, but things go horribly wrong. Max’s ambitions drive Noodles further away, as his embarks on a suicidal plan to rob the Federal Reserve. Noodles is convinced by Max’s squeeze Carol (Tuesday Weld) to betray him, leading to an ambush and three decades of regret.

Once Upon a Time in America seems designed to aggravate viewers. Its near four-hour length alone will turn off many: throw in a non-linear narrative, slow pace, graphic violence, rape scenes and an ambiguous ending and you have one exhausting movie. Despite the disjointed chronology, the story is pretty straightforward but many key plot threads remain ambiguous – perhaps by design, perhaps due to cutting. It’s certainly worth the effort if you have the patience, but I will not judge anyone who does not.

Comparisons with The Godfather are inevitable (not the least since Leone was first offered to direct that film), but for all its grandeur and scope, Once Upon a Time in America has more to do with an earlier crop of gangster flicks: The Public Enemy, Scarface, White Heat, Little Caesar. Noodles and Co. are mad-dog street thugs: hit-men, thieves and union muscle manipulated by Frankie Minaldi’s Syndicate. They seem out-of-place and uncomfortable in their oft-opulent surroundings; their only virtue is loyalty to each other, and even that proves questionable. The stylized slayings of Coppola’s films are replaced with brutally direct violence that doesn’t sanitize the underworld: few people are likely to come away from this film thinking Noodles and Co. as heroes, as so many do with The Godfather and Goodfellas.

Leone goes a step further than ‘30s gangster pics in characterizing its protagonists as perennial adolescents: violent, greedy, misogynistic, and obsessed with sex, power and money. Lacking the moralizing tone of the earlier films, Leone simply presents the gang as the product of a rough time and place, their reversion to crime not a tragedy but inevitable. Noodles’ raping Carol during a robbery and a baby-switching scene are bits of cruelty played for laughs. Max’s plan to rob the Federal Reserve is either insane or childishly naïve. Even Noodles, portrayed mostly as a smart, sensitive guy, is given to fits of volcanic rage that destroy his chance at normality: his rape of Deborah is a truly appalling sequence, an act of childish defiance towards a friend who won’t play along anymore. James Cagney and Paul Muni were saints compared to these guys.

The film most successfully conveys wonderful atmosphere and emotion. Leone’s sumptuous period detail (and Ennio Morricone’s score) makes the film physically beautiful, and it has an air of poignancy and dreamy nostalgia achieved by few other films. Many scenes are incredibly beautiful: the whimsical scene of young Patsy preferring a cake to a date with a prostitute, and Noodles’s fantasy date with Deborah (shades of The Great Gatsby?) are particularly transcendent bits. These scenes make the violence all the more shocking and pertinent, rupturing the nostalgic atmosphere. Happiness quickly turns to tragedy, shattering the idyll: a younger member of the gang is killed immediately after they hit it big, and Noodles ends his night out with Deborah by raping her. No wonder Noodles’ final flashback is restricted to his comparatively-innocent childhood.

The movie does have one major flaw. The flashbacks are realized with vividness and dramatic force, but the 1968 sequences seem almost an afterthought. Sketched-in, drawn-out, and very talky, they just sit there, and serve as distractions from the really interesting bits. The twist is fairly obvious and undermines the power of what came before. Noodles’ confrontation with Secretary Bailey has some poignancy, but his reunion with Deborah is a complete dud. Oft-questionable make-up jobs (especially Elizabeth McGovern) don’t help and the weird ending has its own problems. Perhaps all this justifies the infamous “Dream Theory,” that the whole movie is just Noodles’ dope-induced hallucination, but that seems a cop-out to cover up weaknesses in plot. Leone made a great film, not a perfect one.

Leone’s direction is flawless; he transcends his straight-jacketing as a Western director and proves himself a true artist. Using New York locations, Cinecitta sets and other locales, along with astonishing costumes and opulent art direction, Leone recreates Prohibition-era New York to a T. His usual slow, ritualistic tempo mixes with a stunning visual style to forge one of the most beautiful films ever made. Ennio Morricone’s elegiac, operatic score may well be his best work: from the wistful main title, to Edda dell’Orso’s sweeping soprano and Zamphir’s dreamy panpipes, the score is truly astonishing.

Robert De Niro is good in an unusually restrained performance; Noodles is a brooding character with fits of explosive anger that are powerful when they come. James Woods gives an electrifying performance, completely stealing the film. Tuesday Weld does excellent work but Elizabeth McGovern struggles with a one-note character. The child actors are pitch-perfect, with special honors to Scott Tiler (Three O’Clock High) and a fourteen year old, already-stunning Jennifer Connelly.

The rest of the cast is reduced to colorful bit parts, with varying degrees of effectiveness. William Forsythe (Dick Tracy) and James Hayden are marginalized compared to De Niro and Woods, though each has their moments. Veteran character actors Danny Aiello (The Godfather Part II), Richard Bright (The Getaway), James Russo (Public Enemies) and Burt Young (The Killer Elite) make the most of their screen time, but Joe Pesci (JFK) and Treat Williams (The Eagle Has Landed) seem adrift in peripheral roles. A very pretty Darlanne Flugel (To Live and Die in LA) shines in her small part.

Once Upon a Time in America is not going to appeal to everyone, and is likely to alienate a great many viewers. Those who have the patience and stamina to see it through, however, are in for a treat.