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A-Ron’s Film Rewind Presents: Once Upon A Time In America – The 35th Anniversary

A-Ron’s Film Rewind Takes You Back, “Once Upon A Time In America” For The 35th Anniversary Of Sergio Leone’s Epic Crime Drama. In Leone Trademark The 4 Hour Cinematic Masterpiece Is Visually Stunning, Bold & Filled With An A-List Cast.

Sergio Leone (pictured above), the Italian director who gave class, style and beauty to the term ”spaghetti western”, had only directed seven films in his career. The seven pictures he left behind have the breadth and scope of a vast body of work that would take most filmmakers years to accomplish. Leone reinvented the western genre, with the Dollars Trilogy or known best as The Man With No Name Trilogy, starring Clint Eastwood. The trilogy consisted of: “A Fistful of Dollars” (1964), “For a Few Dollars More” (1965) and the undeclared masterpiece of the three “The Good, the Bad and the Ugly” (1966). Leone followed up “The Good, The Bad and The Ugly” with “Once Upon a Time in the West” in 1968, arguably one of the five greatest westerns ever made. It’s brilliant filmmaking. 

Sergio Leone’s next project could have been directing “The Godfather”, which he had refused the offer to direct and has since gone on to say it was an opportunity he has deeply regretted. This may have inspired him to try his hand at his own gangster film. When in 1984, he decided to go in another direction from westerns, to make a film adaptation of ex-gangster and author Harry Grey’s 1952 book “The Hoods”, about Jewish gangsters during the prohibition. Sergio Leone had several meetings with Harry Grey, so that he could get notes on how to re-create America as seen through Grey’s eyes as Leone wanted to keep the film as authentic as possible within the criminal world.

Leone re-titled the film “Once Upon A Time In America”. It would turn out to not only be Leone’s final swan song, as he passed away far too early, in 1989 at the age of 60. “Once Upon A Time In America” would turn out to not only be his greatest film but become his biggest filmmaking challenge, as in it’s 35 year legacy would be dubbed as the great studio cutting room massacre of 1984. 

What was done to Sergio Leone’s 1984 epic crime film can be called nothing short of a disgrace, here’s why…By the end of filming, Sergio Leone had eight to ten hours worth of footage. Along with his editor, Nino Baragli, Leone had to trim the film down to almost six hours, as he originally wanted to release the film in two parts, each being three hours. The producers refused and Leone was forced to further shorten the film, bringing the cut down to 269 minutes (4 hours and 29 minutes). 

When the film premiered out of competition at the 1984 Cannes Film Festival, which received a record breaking 15 minute standing ovation. Leone had to cut it once more to 229 minutes (3 hours and 49 minutes) to appease the distributors. This cut of the film was the chosen version shown in European cinemas. However, when the film came to america, the release was edited even further to 139 minutes (2 hours and 19 minutes) by the studio, completely against the director’s wishes. 

The 2 hour 19 minute cut, resulted the film to be in a complete mess. It lost its magic, turning into an incomprehensible heap of missed opportunities, puzzling character development and inexplicable motivations and actions. This is why for years, Europe and only a couple of theaters in America had the chance to enjoy Sergio Leone’s sprawling masterpiece in it’s preferred 3 hour and 49 minute cut. While the U.S. got the shortened version that was massacred by the critics and became a box office flop. It had also cost the film the Oscars as it received zero nominations. 

But what made the audience in Cannes give a 15-minute standing ovation? Why do we consider this movie one of the best gangster films ever produced? It explores themes of childhood friendships, love, lust, greed, betrayal, loss, broken relationships, all lead by a story of the rise of mobsters in American society.

It features a phenomenal score by frequent Leone collaborator Ennio Morricone, with first-rate performances from Robert De Niro and James Woods. Leone and his five writers create an intricately developed structure comprised of flashbacks, dreams and memories. Leone’s film is an authentic, entertaining, violent and ultimately exhilarating portrayal of mobster life in New York unlike any other we’ve seen up until it’s time.

“Once Upon A Time In America” is a film that cannot be easily synopsized. For those who don’t remember here is a brief outline of the film. “Once Upon A Time In America” spans several years, taking place in 1920, 1932, 1933, and 1968. As it begins in the 1920’s set in the Williamsburg section of Brooklyn, the jungle where five young friends including: Max and Noodles, learn their trade as petty thieves and arsonists. Noodles grows up to be played by Robert De Niro and Max to be played by James Woods. Their is also Deborah, the girl Noodles loves, played in her adult years by Elizabeth McGovern. While Jennifer Connelly was the young Deborah in the prologue. The role was Jennifer Connelly’s first feature film, she was twelve at the time of principal photography in 1982 and 1983.

When the film leaps to the early 1930’s, Max has become the gang boss, Noodles his possibly psychotic lieutenant and Deborah a rising young Broadway dancer. Other characters who turn up in the course of the next 36 years of the story are a Jimmy Hoffalike union boss (Treat Williams), a Detroit housewife (Tuesday Weld), who makes something more than pocket money as a part-time prostitute, and a couple of hoods played by Joe Pesci and Burt Young (“Rocky”). 

Robert De Niro was officially the first person casted, having been approached for the role during filming “The Godfather: Part II” (1974). DeNiro was later actively involved with choosing the remaining cast members for “Once Upon A Time In America”. Leone considered many actors for the film during the long development process. Originally, in 1975, Gérard Depardieu, who was determined to learn English and a Brooklyn accent for the role, was cast as Max. Richard Dreyfuss was cast as Noodles, with James Cagney playing the older Noodles. 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, before James Woods were: Dustin Hoffman, Jon Voight, Harvey Keitel, John Malkovich, and John Belushi. Al Pacino and Jack Nicholson turned down the role of David “Noodles” Aaronson, before DeNiro accepted and Clint Eastwood reportedly turned down the role of Jimmy O’Donnell.

The film took so long to be made, that Composer Ennio Morricone had finished most of the soundtrack before filming had even reached the halfway point. Unfortunately the U.S. distributor reportedly failed to file the proper paperwork so that Ennio Morricone’s score, which is regarded as one of his best, could be put up for nomination for an Academy Award. Like the film itself Morricone was not nominated at the Oscars but did receive a Golden Globe nomination. 

What was once a murdered movie, has been brought back to life on Hard media. Over the years the film has been cut into so many versions it’s hard to keep track but the longer and definitive cut is out there. Over the years materials for some of the missing sections have been found and re-inserted into the film with the help of filmmaker Martin Scorsese and under the supervision of Leone’s family and surviving collaborators. 

Warner Bros has since released a two-disc Blu-ray and DVD set of the 251 minute restoration shown at the 2012 Cannes Film Festival, that has now been dubbed the Extended Director’s Cut and is considered the best possible cut of the film. The Blu-ray features 22 minutes of added footage, but due to the limited availability of the 35mm work prints the added footage isn’t of the same quality in both picture and sound as the rest of the film. 

An introductory title card on the Blu-ray for the Restored Director’s Cut of “Once Upon a Time in America” provides the following “Restoration Note”: The main challenge of this restoration was putting the missing scenes back into the film. These scenes, which Sergio Leone had to cut and were previously considered lost, were inserted into this extended version in the most harmonious way possible. Unfortunately, the only materials available were discarded strips of working positives which were printed for reference only. Part of the restoration work included improving the quality of these missing scenes so that they could be re-integrated into the film as seamlessly as possible. The resulting version brings us closer to the filmmaker’s original vision for the film.

It’s sad and unfair that the decisions by the production company took away the opportunity for the film to get the initial appraisal it so deserved, but over the course of it’s 35 years, “Once Upon a Time in America” got the status it deserved as an undisputed masterpiece. Sergio Leone’s has succeeded in telling a structurally innovative, emotionally haunting, visually arresting story which deals the themes that made America the land it was. In the process he has influenced many filmmakers, especially Quentin Tarantino whose next film “Once Upon A Time In Hollywood”, With the title alone being an homage to Leone naming it after two of his best films. 

“Once Upon A Time In America” is an epic visual poem of violence and greed. Leone was making a genuine epic of it’s time, an attempt to tell the story of 20th century America and the intertwined interests and development of organized crime, business and politics. While the theatrical version is a complete travesty, while the now available on Blu-ray, 251 minute cut is a complete masterwork, the stuff of legends from one of cinema’s greatest filmmakers. 



About Aron Medeiros

Aron Medeiros
Aron Medeiros is the movie critic for Maui Watch. He lives on the beautiful island of Maui and is also a member of the elite Hawaii Film Critics Society and an active cast member of the NerdWatch pod cast. He is a 2003 graduate from King Kekaulike High School. His favorite film of all time is “Back To The Future”. He has worked at Consolidated Kaahumanu Theaters for nearly 13 years as a Sales Associate and making his way up to Assistant Manager. He has loved movies since he was a young boy, where his Grandfather started his love for the movies.

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