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Once Upon a Time in America
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Once Upon a Time in America

Director: Sergio Leone

Cast: Robert De Niro, James Woods, Elizabeth McGovern


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Though some viewers might be put off by its length, graphic violence, and absence of likable characters, Sergio Leone's final film is also a cinematic masterpiece. Spanning four decades, the film tells the story of David "Noodles" Aaronson (Robert De Niro) and his Jewish pals, chronicling their childhoods on New York's Lower East Side in the 1920s, through their


Though some viewers might be put off by its length, graphic violence, and absence of likable characters, Sergio Leone's final film is also a cinematic masterpiece. Spanning four decades, the film tells the story of David "Noodles" Aaronson (Robert De Niro) and his Jewish pals, chronicling their childhoods on New York's Lower East Side in the 1920s, through their gangster careers in the 1930s, and culminating in Noodles' 1968 return to New York from self-imposed exile, at which time he learns the truth about the fate of his friends and again confronts the nightmare of his past. The acting, the re-creation of the time period, the cinematography, and the music are all superb. However, even more important is Leone's ability to make the film work on so many different levels: it's both a criticism of gangster-film mythology and a continuation of the director's exploration of the issues of time and history. Strange as it may seem, the violence and gore in the first half of the film turn into a sad elegy about wasted lives and lost love. The film's strengths emerge only in its full 229-minute version -- the 139-minute and other edited versions don't make nearly the same impact.

Editorial Reviews

Barnes & Noble - Gregory Baird
Master of the spaghetti western, Sergio Leone turns his sights on Jewish mobsters in what turned out to be his final film, Once Upon a Time in America. Robert De Niro and James Woods star as best friends and partners in crime in New York City, and the three-and-a-half-hour epic flashes back from the '60s to follow their careers from boyhood to their rise and fall during the Prohibition era. Everything's larger than life here: Leone pulling out all the stops to tell a story on a grand scale, with lavish production design and costumes and a magnificently lush musical score by longtime collaborator, composer Ennio Morricone. An epic love story winds its way through the film as well, with Elizabeth McGovern costarring as the true love of one of the gangsters. Leone's flair for visual storytelling is on display throughout, and Once Upon a Time in America features some brilliant camera work and superbly choreographed violence. The film was originally released in a studio-shortened version that diluted its real grandeur; the restored version, however, is simply a masterpiece.
All Movie Guide - Dan Jardine
Once Upon a Time in America was initially released in the US as a 2 1/4-hour, brutally studio-edited version of Sergio Leone's 3 3/4-hour masterpiece. The attempt to organize Leone's epic chronologically was devastating, losing the functions of memory and history that were key to the original film's epic structure. The film ranges from nostalgic to tragic, with healthy amounts of comedy, drama, and romance. Spanning five decades in the lives of two men, played by Robert De Niro and James Woods, the sprawling story, which moves fluidly among 1922, 1933, and 1968 on New York City's gangster-ruled Lower East Side, is memorably conveyed through flashbacks, flash-forwards, dreams, and fantasies. Driven by themes of guilt, honor, betrayal, and redemption, Leone makes clever use of aural and visual cues to dissolve time frames. The determined and languid pace, the byzantine non-linear plot structure, the lack of a nerve-calming voice-over narration, and the decidedly anti-heroic qualities of the leads create a complex and ambiguous gangster story without a pat conclusion. The sooty cinematography matches the grimy nature of the people and places, while the soundtrack by Ennio Morricone is appropriately haunting. Both DeNiro and Woods are predictably watchable; Woods has the flashier role, but DeNiro's is more emotionally complex. This is Leone's gangster film to end all gangster films, a work of tremendous intellectual depth and emotional range.

Product Details

Release Date:
Original Release:
Warner Home Video
[Wide Screen]
[Dolby Digital Stereo, Dolby Digital 5.1 Surround]

Special Features

Exerpt from the documentary profile Once Upon A Time: Sergio Leone Theatrical trailers

Cast & Crew

Performance Credits
Robert De Niro David "Noodles" Aaronson
James Woods Max
Elizabeth McGovern Deborah
Treat Williams Jimmy O'Donnell
Tuesday Weld Carol
Burt Young Joe
Joe Pesci Frankie Monaldi
Danny Aiello Police Chief Aiello
William Forsythe Cockeye
James P. Hayden Patsy
Darlanne Fluegel Eve
Larry Rapp Fat Moe
Amy Ryder Peggy
Scott Tiler Young Noodles
Rusty Jacobs David, Max's son,Young Max
Jennifer Connelly Young Deborah
Adrian Curran Young Cockeye
Brian Bloom Young Patsy
Julie Cohen Young Peggy
Noah Moazezi Dominic
James Russo Bugsy
Karen Shallo Mrs. Aiello
Cis Corman Actor
Richard Foronjy Whitey
Sergio Leone Ticket Agent
Mort Freeman Actor
Scott Coffey Actor
Linda Ipanema Nurse Thompson
Dutch Miller Van Linden
Robert Harper Sharkey
Richard Bright Chicken Joe
Gerard Murphy Crowning
Olga Karlatos Woman in the Puppet Theater
Mario Brega Mandy
Ray Dittrich Trigger
Frank Gio Beefy
Angelo Florio Willie the Ape
Clem Caserta Al Capuano
Jerry Strivelli Johnny Capuano
Marvin Scott Interviewer
Paul Herman Monkey
Joey Faye Adorable Old Man
Richard Zobel Reporter
Baxter Harris Reporter
Arnon Milchan Chauffeur
Bruno Iannone Thug
Marcia Jean Kurtz Max's Mother
Estelle Harris Peggy's Mother
Cliff Cudney Mounted Policeman
Paul Farentino 2nd Mounted Policeman

Technical Credits
Sergio Leone Director,Screenwriter
Franco Arcalli Screenwriter
Nino Baragli Editor
Dennis Benatar Asst. Director
Robert Benmussa Consultant/advisor
Leo Benvenuti Screenwriter
Fred Caruso Executive Producer
Tonino Delli Colli Cinematographer
Cis Corman Casting
Giovanni Corridori Special Effects
Piero De Bernardi Screenwriter
Franco Ferrini Screenwriter
Nilo Jacoponi Makeup
Claudio Mancini Executive Producer
Walter Massi Production Designer
Enrico Medioli Screenwriter
Arnon Milchan Producer
Ennio Morricone Score Composer
Giovanni Natalucci Set Decoration/Design
Gabriella Pescucci Costumes/Costume Designer
Gretchen Rau Set Decoration/Design
Manilo Rocchetti Makeup
Carlo Simi Art Director
James T. Singelis Art Director
Benito Stefanelli Stunts
Joy Todd Casting


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