Once Upon a Time in America

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Once Upon a Time in America (C'era una volta in America)
Directed by	Sergio Leone
Produced by	Arnon Milchan
Written by	Harry Grey Leonardo Benvenuti Piero De Bernadi Enrico Medioli Franco Arcalli Franco Ferrini Sergio Leone Stuart M. Kaminsky Ernesto Gastaldi
Starring	Robert De Niro James Woods Elizabeth McGovern Burt Young Tuesday Weld Joe Pesci Treat Williams
Music by	Ennio Morricone
Cinematography	Tonino Delli Colli
Editing by	Nino Baragli
Studio	The Ladd Company Regency Enterprises (DVD release)
Distributed by	Warner Bros. Pictures
Release date(s)	June 1, 1984 (USA)
Running time	Original Version 322 Mins (Shooting Script) Definitive Version 289 Mins European Version 229 Mins American Version 140 Mins
Country	United States Italy
Language	English Italian
Budget	$20 million (approx.)
Gross revenue	$5,321,508

Once Upon a Time in America (Italian title C'era una volta in America) is a 1984 epic crime film directed and co-written by Sergio Leone and starring many big actors including Robert De Niro and James Woods. The story chronicles the lives of Jewish ghetto youths who rise to prominence in New York City's world of organized crime. The film explores themes of childhood friendships, love, loss, greed, violence, the passage of time, broken relationships, and the appearance of mobsters in American society.

The film premiered out of competition at the 1984 Cannes Film Festival^[1] in its original running time of 229 minutes (3 hours 49 minutes). However, it was released in the United States in a heavily edited and truncated version almost ninety minutes shorter than the original version released in Europe, against Leone's wishes. The short version eliminates the elaborate flashback structure of the film, instead placing all of the scenes in chronological order.

It is the third and final part of a loose trilogy of epic called Once Upon a Time Trilogy, follows 1968's Once Upon a Time in the West and 1971's A Fistful of Dynamite (known alternatively as Once Upon a Time... the Revolution or Duck, You Sucker).

Once Upon a Time in America was Sergio Leone's final film.

Contents 1 Cast 2 Plot 2.1 Scenes set in the early 1900s 2.2 Scenes set in 1930s 2.3 Scenes set in 1968 3 Development 3.1 Casting 3.2 Filming 3.3 "Opium Theory" 4 Reception 5 Film versions 5.1 Abridgments 5.2 Shooting Script 5.3 DVD releases 5.4 Additional Footage Exists 6 Soundtrack 7 Critical reception 7.1 Awards and nominations 7.2 Reception and legacy 8 See also 9 References 9.1 Notes 9.2 Bibliography 10 External links

[edit] Cast

• David "Noodles" Aaronson – Robert De Niro (adult), Scott Tiler (adolescent)
• Maximilian "Max" Bercowicz and Christopher Bailey – James Woods (adult), Rusty Jacobs (adolescent)
• Deborah Gelly – Elizabeth McGovern (adult), Jennifer Connelly (adolescent)
• Patrick "Patsy" Goldberg – James Hayden (adult), Brian Bloom (adolescent)
• Philip "Cockeye" Stein – William Forsythe (adult), Adrian Currie (adolescent)
• Carol – Tuesday Weld
• Moe "Fats" Gelly – Larry Rapp
• Frankie Minaldi – Joe Pesci
• James Conway O'Donnell – Treat Williams
• Bugsy – James Russo
• Joe Minaldi – Burt Young
• Chief Vincent Aiello – Danny Aiello
• Dominic – Noah Mozelli

[edit] Plot

[edit] Scenes set in the early 1900s

David "Noodles" Aaronson (Scott Tiler) struggles to survive as a poor street kid in the Jewish ghetto of the Lower East Side of Manhattan in the early 1900s. His gang consists of Patrick "Patsy" Goldberg, Phillip "Cockeye" Stein, and little Dominic. They nominally work for local hood Bugsy, who runs the neighborhood. The scenes deal with Noodles and his gang as they first meet Max Bercovitz and become an independent operation under his and Noodles' leadership, the establishment of the gang funds (a suitcase in a train station locker which becomes a crucial plot piece), and Noodles' fruitless flirtation with Deborah Gelly, a local girl who aspires to be a dancer and actress. Their adventures ultimately end in tragedy as Bugsy attacks the group, shooting Dominic fatally. As Bugsy attempts to kill the members of the group who took cover, Noodles retaliates by stabbing Bugsy to death with a switchblade. Police officers intervene, and Noodles stabs one of them. He is sent to jail for twelve years. Max, in charge with Noodles' absence, is left alone on the outside with the group.

[edit] Scenes set in 1930s

Noodles (now played by De Niro) is released from jail in 1932 and becomes reacquainted with his old gang: Max (Woods), Patsy (Hayden) and Cockeye (Forsythe), who are major players in the bootlegging industry during Prohibition. After briefly reuniting with other acquaintances such as Deborah (Elizabeth McGovern), her brother Fat Moe (Rapp), who runs the speakeasy, and Peggy (Ryder), the gang is recruited by the Minaldi brothers to steal a shipment of diamonds from an insurance dealer and deliver them to Joe Minaldi.

During the robbery, we are introduced to Carol (Weld), the jeweler's secretary. Noodles has violent sex with her in this scene. During an exchange at an abandoned dockyard, Joe Minaldi (Young) and his henchmen are gunned down in a surprise hit by the gang; Frankie Minaldi (Pesci) has arranged the hit to eliminate Joe. Noodles initially expresses his misgivings at working for the mob, but he ultimately drops the subject.

The gang quickly becomes involved in Mafia matters, including getting into a steel workers' strike on the side of unionist Jimmy Conway O'Donnell (Treat Williams), protecting him against a steel tycoon and his thugs. The crew also deals with the corrupt Police Chief Aiello, who is paid off by the steel company, by switching the Chief's newborn son in the hospital with several others. Not long after, Carol becomes reacquainted with the gang and falls for Max. Determined to show Deborah he is more than the poor kid he once was, Noodles goes with her on an extravagant date, but he is left feeling rejected after she informs him she is leaving for Hollywood. He rapes her in the back seat of a limousine in the presence of the chauffeur, which he soon regrets.

Meanwhile, though Max is very eager to advance his gang's position, Noodles still expresses misgivings about what they are doing. After Prohibition is repealed, Noodles balks when Max suggests that they rob the Federal Reserve Bank, realizing that it would be suicidal. He is convinced by Carol to tip off the police about a planned liquor run. After Noodles places an anonymous call, Max, Patsy, and Cockeye are all killed in a gunfight with the police after Max starts shooting. Noodles' new girlfriend Eve is murdered by the Syndicate, and Fat Moe is beaten nearly to death before revealing the traitor's whereabouts. After hiding out in an opium den, Noodles escapes his pursuers and saves Moe from his abuser. Having retrieved the key to the locker, he makes his way to the gang's money hoard. However, Noodles is shocked to discover that the money is missing, and he flees to Buffalo, where he lives under an assumed name.

[edit] Scenes set in 1968

In the 1968 scenes, Noodles returns to New York and reunites with Fat Moe, who is still running his restaurant. When visiting the mausoleum where his friends were moved, he is surprised to discover a plaque dedicated to them in his name, and a key to the same money locker. Upon arriving, he discovers money with a note stating it is payment for a killing.

Later, he learns from Carol that Max wanted to die and Deborah has become a famous actress. While meeting with Deborah after a performance of Antony and Cleopatra, he reconciles with her over the rape, and she confesses to him that she has forgiven him, stating that all they have left are memories. Noodles then discovers that Secretary Christopher Bailey had a son whose mother died in childbirth, and that Deborah has been living with him. He is shocked to learn that the son David waiting outside (named after him) bears a striking resemblance to Max.

It is revealed that Max survived the shootout, faked his death with help from the Syndicate, stole the money and became Bailey. Throughout the film, he is said to be under investigation for corruption, and he has hired Noodles to assassinate him - allowing Noodles to obtain his revenge on Max as well as let Max, as "Bailey," die in dignity. At this point the film reveals Max's motive for betraying the gang and forcing Noodles to live in exile: Max believed that he had everything covered for the Federal Reserve job, such as including cops on the payout, and consequently Noodles' tip to the cops was revealed to him and he thought he was betrayed. Now, with nothing to lose because of the impending investigation, he offers Noodles the chance to get revenge for exiling him and ruining his life, paying him with the cash that Noodles had found at the beginning of the film. Noodles politely refuses, carefully explaining to him that his tip to the police was in actuality his attempt to save Max's life from what he thought was a suicidal job, not to betray him. Max, consumed with guilt, presumably commits suicide by throwing himself into the rear end of a leaving garbage truck.

The closing scene involves a flashback to young Noodles in an opium den in 1933, repressing horrible memories and the feeling of being alone - symbolized by a smile.

[edit] Development

During the filming of Once Upon a Time in the West, Sergio Leone read the novel The Hoods, written by Harry Grey (a pseudonym), a former gangster-turned informant whose real name was Harry Goldberg.^[2] Leone became intent to make another trilogy about America.^[2] He turned down an offer from Paramount Pictures to direct The Godfather in order to pursue his pet project. Grey finally met with Leone several times in the '60s and '70s, and was a fan of Leone's Westerns; before his death in 1982, he ultimately agreed to the adaptation. Part of the reason why the production took so long was that another producer had the rights to the novel and refused to relinquish them until the late 1970s.

[edit] Casting

Leone considered many actors for the film during the films long development process. Originally in 1975, Gérard Depardieu - Who was determined to learn English with a Brooklynese accent for the role - was cast as Noodles with James Cagney playing the older Noodles. Richard Dreyfuss was cast as Max with Jean Gabin playing the older Max. In 1980, Leone spoke of casting Tom Berenger as Noodles with Paul Newman playing the older Noodles. Among the actors considered for the role of Max were Dustin Hoffman, Jon Voight, Harvey Keitel, John Malkovich and John Belushi.

Early in 1981, Brooke Shields was offered the role of Deborah Gelly, after Sergio Leone had seen The Blue Lagoon, claiming that "she had the potential to play a mature character". However, a writers' strike delayed the project, and Shields withdrew before auditions began. Before Elizabeth McGovern was finally cast as Deborah and Jennifer Connelly was cast as the young Deborah, there had been more than 300 applicants for the role, including Rosanna Arquette, Kim Basinger, Linda Blair, Glenn Close, Jamie Lee Curtis, Geena Davis, Jodie Foster, Farrah Fawcett, Carrie Fisher, Melanie Griffith, Daryl Hannah, Jennifer Jason Leigh, Heather Locklear, Liza Minnelli, Kristy McNichol, Michelle Pfeiffer, Meg Ryan, Susan Sarandon, Cybill Shepherd, Meryl Streep and Debra Winger.^{[citation needed]}

Joe Pesci was among the many actors to audition for Max, but was shifted to the role of Frankie, partly as a favor to his friend De Niro. Similarly, Danny Aiello auditioned for several roles, and was ultimately cast as the police chief who (coincidentally) shares his surname. Claudia Cardinale (who had appeared in Leone's Once Upon a Time in the West) wanted to play Carol, but Leone was afraid she would not be convincing as a New Yorker and turned her down.

[edit] Filming

The film was shot between June 14, 1982 and April 22, 1983. Leone also tried, as he had with A Fistful of Dynamite, to produce the film with a younger director under him. In the early days of the project he courted John Milius, a fan of his who was enthusiastic about the idea; but Milius was working on The Wind and the Lion and the script for Apocalypse Now, and could not commit to the project. For the film's visual appearance, Leone used as references the paintings of such artists as Reginald Marsh, Edward Hopper, and Norman Rockwell, as well as (for the 1922 sequences) the photographs of Jacob Riis. F. Scott Fitzgerald's famous novel The Great Gatsby also influenced the characterization of Noodles (or at least his relationship with Deborah). The street view of Manhattan Bridge as depicted in the movie's official poster can see be seen from Washington Street in Brooklyn.

[edit] "Opium Theory"

This article may contain original research or unverified claims. Please improve the article by adding references. See the talk page for details. (May 2009)

The movie begins and ends in 1933, with Noodles hiding out in an opium den from Syndicate hitmen. Since the last shot of the movie is of Noodles in a smiling, opium-soaked high, some (as mentioned above) interpret the film to have been a drug-induced fantasy or dream, with Noodles remembering his past and envisioning the future. In his commentary for the DVD, film historian and critic Richard Schickel states that opium users often report vivid dreams and that these visions have a tendency to explore the user's past and future. On the documentary "A Fistful of Sergio Leone", it is reported that Leone himself hinted at this theory as a possibility to a cinemagoer who had just seen the movie.

It is believed that the final scene with Noodles leaving the mansion supports the dream hypothesis. The movie begins with a rendition of 'God Bless America' and in the corresponding end scene has people riding in 1930s-era cars singing the same song. Additionally, the incessant ringing of the telephone reveals a heavily guilt-ridden state of mind in the opium den. Max/Bailey's betrayal in the future can be interpreted as a transference of guilt. Noodles subconsciously blames Max for his entry into organized crime and his failed relationship with Deborah, and, in a way, he feels betrayed by Max's burgeoning ambition.

Also, the fact that Deborah still seems beautiful and not aged much by time strengthens the dream theory, because she is the love of his life and therefore stays some sort of ageless beauty.

Also—consistent with Leone's greater project of capturing America's spirit—the inclusion of historical references could mean that in the film's fictional universe, such a history of America is indeed a 1930s mobster's solipsist pipe dream; this is a way to make a point that modern America is like some 1930s mobster's pipe dream.^[3]

However, the 1968 sequences include several anachronisms - music from The Beatles (see below), television, and references to the Vietnam War - that did not exist in 1933, and it is highly doubtful that Noodles would have been able to envision such things even while smoking opium.

[edit] Reception

The original shooting-script, completed in October 1981 after many delays and a writers' strike that happened between April and July of that year, was 317 pages in length. At the end of filming, Leone had about 8 to 10 hours worth of footage. With his editor, Nino Baragli, Leone trimmed this down to about almost 6 hours, and he originally wanted to release the film in two movies with three-hour parts.^[4] The producers refused (partly due to the commercial and critical failure of Bertolucci's two-part Novecento) and Leone was forced to further shorten the length of his film, resulting in a completed (i.e. scored, dubbed, edited, etc.) film of 229 minutes.^[4]

Leone has said that ideally, he would have liked the film to be "between four hours ten minutes and four hours twenty-five minutes" (250 minutes to 265 minutes), and that such a cut would mainly have served to restore scenes developing Noodles' relationships with women. While the first shooting script placed much more emphasis on the union subplot, this was very heavily trimmed in the revised version. Thus, there are not nearly as many union-related deleted scenes as many people believe. Note: PAL editions of the DVD have a running time of 219 minutes (and 48 seconds). This is due entirely to PAL speed-up.

Many people (including film critic Richard Schickel, who records the film's DVD commentary) assume that the flying disc scene was part of a longer sequence.^[5] Roger Ebert stated that the purpose of the Frisbee scene is to establish the 1960s timeframe.^[6]

One persistent change involved the young Noodles spying on a nude young Deborah, given that Jennifer Connelly was 12 years old at the time of filming. However, a woman named Margherita Pace was credited as young Connelly's body double^[7].

[edit] Film versions

[edit] Abridgments

There are three abridged versions of the film, none of which are currently available:

• The 227 minute version - When the 'complete' film was shown in America, it still had to be trimmed slightly to secure an 'R' rating. Cuts were made to the two rape scenes, and some of the violence at the beginning. Noodles' childhood flashback during his meeting with Bailey in 1968 was also excised.
• A network television version of three hours (without commercials) was briefly available in the early-to-mid-1990s, which retained the film's non-chronological order but still left out several key scenes. This version has recently turned up in viewings of the film for the AMC TV channel.
• The infamous 144 minute American version was the version given wide release in America. Heavily edited by the Ladd Company against Leone's wishes, the film's story was rearranged in chronological order. Most of the major cuts involved the childhood sequences, making the 1933 sections the most prominent part of the film. Noodles' 1968 meeting with Deborah was excised, and the scene with "Secretary Bailey" ended with him shooting himself (albeit offscreen), rather than the famous garbage truck conclusion of the 229-minute version. This version flopped in the US and many American critics, who knew about Leone's original cut, attacked the short version viciously. Some critics compared shortening the film to shortening Richard Wagner's operas (some of which run over 5 hours), saying that works of art that are meant to be long should be given the respect they deserve. However, the original 229-minute cut has been restored and the shortened version, while briefly on VHS in the 1980s, is in little demand and almost impossible to find.

In the Soviet Union, the film was theatrically shown in the late 1980s, along with other Hollywood blockbusters such as the two King Kong movies. The story was rearranged in chronological order and the movie was split in two parts, one containing all childhood scenes and the other for adulthood scenes. The parts were run as two separate movies.^[8] Except the rearrangement, no major deletions were made, and the film was rated as "16+" by the Goskino. This version has never made it on the Russian TV; the full PAL version was shown and is available on DVD.

[edit] Shooting Script

Early script by David Mills which differs from the finished film

http://www.dailyscript.com/scripts/Once_Upon_A_Time_In_America.pdf

[edit] DVD releases

The film was released in the late '90s on a poor quality, pan-and-scan release with no special features aside from the original trailer and brief cast listing. The two-disc special edition was released on DVD in June 2003 and was a bestseller on Amazon.com for several weeks. The result has been hailed as having excellent image quality, partly due to the high bitrate, which places the release on a level with most superbit DVDs. However, it has been criticized for its limited extras (a Richard Schnickel commentary, photo gallery and a twenty-minute excerpt from a Leone documentary) and the fact that, being spread out on two double-layer disks, disc one ends very abruptly, during an action sequence. More importantly, it has also been strongly criticized for not including the original mono soundtrack. According to those who were in attendance, this is how the film ran at its Cannes premiere; the first half of the film ended as it does on DVD. The VHS two-tape edition of the film cuts after Noodles drove the car into the river. After this, an end of part 1 title card appeared on screen. The film’s 'Intermission' does not occur until 40 minutes into disc two, so it is argued that placing the break later would have meant compressing disc one far more heavily.

• According to a 2007 interview, Raffaella Leone, Leone's daughter, and producer Arnon Milchan are planning to release her father's original four and a half hour director's cut of the film sometime in late 2008/2009.^{[citation needed]}

[edit] Additional Footage Exists

• Producer Arnon Milchan quote from the documentary "There's another half hour we are planning to put back and come with a full director's version. This time I know what to do."
• http://www.youtube.com/watch?v=4YEPHkP6DAk

There has also been talk that a copy of the film that runs over 6 hours in length has been discovered in Leone's home.

[edit] Soundtrack

The music was composed by Leone's long-time collaborator, Ennio Morricone. Due to the film's unusually long gestation, Morricone had finished composing most of the soundtrack before many scenes had even been filmed. Some of Morricone's pieces were actually played on set as filming took place (a technique that Leone had used for Once Upon a Time in the West). "Deborah's Theme", considered by many to be the best piece of this soundtrack, was in fact originally written for another film in the 1970s but rejected; Morricone presented the piece to Leone, who was initially reluctant, considering it too similar to Morricone's main title for Once Upon a Time in the West.

Track listing:

1. Once Upon a Time in America
2. Poverty
3. Deborah's Theme
4. Childhood Memories
5. Amapola
6. Friends
7. Prohibition Dirge
8. Cockeye's Song
9. Amapola, Pt. 2
10. Childhood Poverty
11. Photographic Memories
12. Friends
13. Friendship & Love
14. Speakeasy
15. Deborah's Theme-Amapola
16. Suite from Once Upon a Time in America (Includes Amapola) [#]
17. Poverty [Temp. Version][#]
18. Unused Theme [#]
19. Unused Theme [Version 2][#]

Besides the original music, the movie also used several pieces of "found" (source) music, including:

• "God Bless America" (written by Irving Berlin, performed by Kate Smith - 1943) - Plays over the opening credits from a radio in Eve's bedroom and briefly at the film's ending. Incidentally, the recording of the song used was not sung until 1943, for the film This is the Army, so its use is a slight anachronism on Leone's part.
• "Yesterday" (written by John Lennon and Paul McCartney - 1965) - A muzak version of this piece plays when Noodles first returns to New York in 1968, examining himself in a train station mirror. An instrumental version of the song also plays briefly during the dialogue scene between Noodles and "Bailey" towards the end of the film.
• "Amapola" (written by Joseph LaCalle (American lyrics by Albert Gamse) - 1923) - Originally an opera piece, several instrumental versions of this song were played during the film; a jazzy version which played on the gramophone danced to by young Deborah in 1922; a similar version played by Fat Moe's jazz band in the speakeasy in 1932; and a string version, during Noodles' date with Deborah. It has been suggested that Leone used this piece after seeing a version of it in the film Carnal Knowledge, though this has not been confirmed. Both versions are available on the soundtrack.
• "La gazza ladra" overture (Gioachino Rossini - 1817) - Used during the famous baby-switching scene in the hospital.
• "Summertime" (George Gershwin - 1935) - Played by a jazz band during the beach scene after the beachgoers receive word of Prohibition's repeal. This song post-dates the events of the film by two/three years, so like the version of "God Bless America" used in the film's opening, it's a slight but understandable anachronism.
• "Night and Day" (written and sung by Cole Porter - 1932) - Plays during Secretary Bailey's party in 1968.

Once Upon a Time in America is widely regarded as Morricone's best work, but was disqualified, on a technicality, from Oscar consideration.^[9] In the original American print, Morricone's name was accidentally left off of the opening credits by the producers.

One of the unique aspects of this score is Ennio’s incorporation of Gheorghe Zamfir, who plays a pan flute. At times this music is used to convey remembrance, at other times terror. Zamfir’s flute playing was also used to haunting effect in Peter Weir’s Picnic at Hanging Rock.^[10]

[edit] Critical reception

[edit] Awards and nominations

British Academy of Film and Television Arts

• Best Costume Design- Gabriella Pescucci "Won"
• Best Score- Ennio Morricone "Won"
• Best Director- Sergio Leone
• Best Supporting Actress- Tuesday Weld

Golden Globes

• Best Director- Sergio Leone
• Best Original Score- Ennio Morricone

Los Angeles Films Critics Association

• Best Music- Ennio Morricone

[edit] Reception and legacy

The film premiered at the 1984 Cannes Film Festival in April^[1] and, according to Howard Hughes´ book Crimewave: A Filmgoer's Guide to Great Crime Movies, received a "15 minute standing ovation".^[4] Several sneak premieres in Canada and the US gained a mixed reception at best (some suspect due to studio tampering). The film was then cut again - without the supervision of Sergio Leone - to 139 minutes for cinema distribution in the United States.^[4] 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".^[11]

The uncut version of the film is considered to be far superior to the severely-edited version shown in America. James Woods, who considers Once Upon a Time in America Leone's finest work, mentions 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. Ebert, in his review of Brian DePalma's The Untouchables, called the original uncut version of Once Upon a Time in America the best film depicting the Prohibition era.^[12] When Sight & Sound asked several UK critics what their favorite films of the last 25 years were in 2002 as a reaction to its earlier poll, Once Upon a Time in America was placed number 10.^[13]

[edit] See also

• Once Upon a Time in the West
• A Fistful of Dynamite
• Once Upon a Time Trilogy
• Once Upon a Time in China

[edit] References

[edit] Notes

[edit] Bibliography

• Hughes, Howard (2002). Crime Wave: The Filmgoers' guide to the great crime movies. 

[edit] External links

• Fistful-of-leone.com
• Brief article and picture on a Louise Fletcher fanpage, discussing one of the deleted scenes
• Once Upon a Time in America at Box Office Mojo
• Once Upon a Time in America at the Internet Movie Database
• Once Upon a Time in America at Allmovie
• Roger Ebert's 1984 Review
• A site dedicated to the film

v • d • e Films directed by Sergio Leone 1960s The Colossus of Rhodes (1961) • A Fistful of Dollars (1964) • For a Few Dollars More (1965) • The Good, the Bad and the Ugly (1966) • Once Upon a Time in the West (1968) 1970s A Fistful of Dynamite (1971) 1980s Once Upon a Time in America (1984)