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Once Upon a Time in America
Savant Blu-ray Review

Once Upon a Time in America
Warner Home Video
1984 / Color /1:85 widescreen / 229 139, 228, 237 min. / Street Date January 11, 2010 / 24.98
Starring Robert De Niro, James Woods, Elizabeth McGovern, Treat Williams, Tuesday Weld, Joe Pesci, Burt Young, Danny Aiello, William Forsythe, James Hayden, Darlanne Fluegel, Larry Rapp, Dutch Miller, Robert Harper, Richard Bright, Gerard Murphy, Amy Ryder, James Russo, Jennifer Connelly
Cinematography Tonino Delli Colli
Art Direction Carlo Simi
Film Editor Nino Baragli
Original Music Ennio Morricone
Written by Leonardo Benvenuti, Piero De Bernardi, Enrico Medioli, Franco Arcalli, Franco Ferrini, Sergio Leone, Stuart Kaminsky from a novel by Harry Grey
Produced by Claudio Mancini, Arnon Milchan
Directed by Sergio Leone

Reviewed by Glenn Erickson

In 1984 I was invited by a well-connected assistant director friend who needed people to attend a Ladd Co. screening of Sergio Leone's new film, what turned out to be the infamous Burbank screening. At the time, I didn't know that Leone was still directing. We were told that, since the film was going to be cut, it was the last opportunity to see the long version. But before the film unspooled, an editor revealed that this was not the original, but a first try at a cutdown -- two and a half hours in length.

The cut-down film barely made sense, and I didn't enjoy it much for other reasons, too. Once Upon a Time in America was released in an even shorter, hacked-down version, but was later given a smaller reissue in a more complete copy. Its reputation has grown a great deal since then; it was Sergio Leone's final film.

In this more expansive version, Leone's saga about Jewish gangsters in New York is a beautiful production, with one of Ennio Morricone's most haunting music scores. It's long, luxurious and nowhere near as confusing as I had been led to believe. Is it a good movie? That's a tougher question to answer. Visually, it's a masterpiece. The scenes alternate between inspirational, drop-dead beautiful moments, and crude and ugly content that seems to spring directly from Sergio Leone's vulgar imagination.

The story begins on the streets of New York, where a gang of Jewish thugs grows up learning the crooked ways of crime. David 'Noodles' Aaronson (as an adult, Robert De Niro) is infatuated by Deborah Gelly (Jennifer Connelly, as an adult Elizabeth McGovern), the sister of Fat Moe Gelly (Larry Rapp). Noodles forms a bond with street sharpie Max Bercovicz (as an adult, James Woods). Their gang keeps its communal stash of earnings in a subway locker. Noodles goes to prison for years after murdering rival hood Bugsy (Joe Russo), but Max saves a place for him in the gang's bootlegging and prostitution racket, run by childhood floozie Peggy (Amy Ryder). Max and Noodles are cautious with outside commitments. They pull an out of town diamond robbery, where Noodles rapes Carol, the 'inside' woman (Tuesday Weld). Max murders a bunch of mobsters on the orders of big wheel Frankie Minaldi (Joe Pesci) but Noodles talks him out of joining up with the untrustworthy hood. Noodles also makes a lavish proposal of marriage to the now-grown Deborah, with unpleasant results. But the repeal of Prohibition, and Noodles' disdain for involving the gang in the Union affairs of James Conway O'Donnell (Treat Williams) causes Max to get serious about a risky bank job. Both Noodles and Carol consider turning Max in to the cops, just to keep them all from getting killed.

Sergio Leone directed only seven features and produced a couple more. His last four films all pushed three-hour running times, in a climate of exhibition that didn't encourage lengthy masterpieces. The Good, The Bad and The Ugly, Once Upon a Time in the West and Duck You Sucker were all quietly chopped down after their premieres: the American distributors were mindful of the fact that the director hadn't had a hit since Clint Eastwood came home from Italy. Fans may remember that Leone had distanced himself from Duck You Sucker, saying that its sentimental view of a pair of rebel terrorists wasn't his kind of project, personally. So why does Leone use an even more nostalgic, regretful approach for this, his next and last movie?

Once Upon a Time in America took almost a decade to get made, so long that one of its contributors swiped a proposed opening sequence for use in 1974's 99 & 44/100 % Dead. An idea using Indonesian shadow puppets was discarded when a similar title sequence showed up in The Year of Living Dangerously. Getting a major release in the post- Heaven's Gate world attracted press gossip about big, expensive movies. When the media weren't trashing Coppola's concurrent The Cotton Club, they were reporting how this bloated American gangster movie, made by an Italian, was in trouble.

The uncut Once Upon a Time in America certainly isn't boring. The magnificent studio recreations blend well with locations in Manhattan, New Jersey, Brooklyn, Canada, and Venice, Italy. Leone seems to be channeling the spirit of Luchino Visconti at his most florid, with dazzlingly detailed sets and scenes with many costumed extras. The director's previous 'epic' westerns each had 3 or 4 massive set-pieces, but America assembles at least twenty enormous street scenes and parties. An entire Chinese theater and a huge restaurant hired for Noodles' big date are on screen for only a couple of minutes. Leone enlisted his ace designer and cameraman (Carlo Simi & Tonino Delli Colli) and producer Arnold Milchan apparently advanced an enormous production budget. Nobody can say that this isn't a class production.

Ennio Morricone's music is almost distractingly beautiful. The story covers the 20s and 30s as recalled from 1968, and uses a pop tune (Amapola, Night and Day, Yesterday) to characterize each decade. After a confusing opening, the jumbled time structure straightens itself out and the plot becomes easy to follow. The basic themes of loyalty and betrayal among men who grew up together is classic Gangster stuff. Teenagers meet on the streets, bluff and con their way as petty hoods and graduate to the big time by becoming Prohibition-era bootleggers and procurers. When the era of speakeasies ends, they fall apart in a mess of murders, deceptions and mystery.

Twelve years before, The Godfather rewrote the rules of a genre that had devolved into action and caper pictures. Leone's picture is longer, but the scope of its story is less sweeping. Leone's operatic style thinks nothing of slowing down to a snail's pace for minutes at a time as Robert De Niro investigates rooms, or smokes opium.

The elegant visual asides put a big strain on the narrative. Once Upon a Time in the West got away with its Kabuki-Opera slowness by leaning heavily on mythical genre nostalgia, as if Henry Fonda and Charles Bronson were part of an eternal struggle in the clouds of Western Legend. The gangster genre doesn't adapt as well to the same stylistic ideas. Gangland tales were efficient fables of the American success story fought by shallow, shortsighted men who made their own rules and usually ended up bleeding in the gutter. We still marvel at electrically charged guys like James Cagney, who does terrible things and then pays the price. We liked seeing his bloody rise, and didn't feel too bad when he fell.

Once Upon a Time in America makes literal all the material un-shown in earlier films. The gangsters grow up in rotten slums where they learn rotten lessons. No kindly Pat O'Brien priests are around, and nobody worries what Ma will think. The hoods don't have molls, they have whores, and they're vulgar and abusive with them. Their honor extends only to their very closest friends, and their reckless and venal behavior is less cute than it is repulsive. These guys think anything less than outright murder can be called goodwill. Switching the babies in the maternity ward is a funny but basically rotten prank. It's all believable -- and frequently upleasant. This beautifully mounted production is populated almost exclusively with grossly unappealing characters.

At least half of Once Upon a Time in America is devoted to the interior life of Noodles Aaronson. He broods and reminisces across several decades. He has sentimental thoughts about his good buddies, and regrets the loss of his best friend, Max. But the dreamer of 1968 doesn't have much of a connection with the utterly depraved animal of the gangland era. Aaronson's rape of Tuesday Weld during a robbery is probably an accurate rendering of real piratical gangster behavior. His appalling, graphic rape of Elizabeth McGovern is one of the uglier moments in 80s filmdom -- I remember people recoiling in the theater. We were just beginning to accept Noodles as a potential good guy, too. The shallow-but-murderous pout he takes on just before savaging McGovern is the key to his essential infantilism -- it's a match for the baby-faced pout on Alan Ladd's face, just before he runs amok in This Gun for Hire. Gangsters are dangerous brats that don't like No for an answer.

All this nastiness doesn't jibe with Leone's insistence that this is a sentimental story. Thirty-five years later, Noodles re-meets the woman he's abused and there's polite talk on both sides, as if their parting in the past had been over a difference of opinion, not a brutal rape. Even with its beautiful images and ecstatic music, Once Upon a Time in America fails to add a nostalgic dimension to the gangster genre.

Once Upon a Time in America is better appreciated the second or third time through, when one can enjoy the large cast of supporting characters. They're surprisingly easy to keep straight, even when De Niro's girlfriend Eve (Darlanne Fleugel of To Live and Die in LA) dies in the first scene and doesn't reappear for over two hours. De Niro and Woods make good sparks together. The teenage replacement cast does reasonably well for the earlier scenes. Young Jennifer Connelly transforms into the pert but less magical Elizabeth McGovern (Ordinary People, Ragtime). Tuesday Weld is perhaps the best actor in the movie, making us believe she's a debauched sensation-seeker who'd help in a diamond robbery, become a weekend prostitute, survive the abuse of James Woods and still live to a ripe old age. By comparison, De Niro remains a mostly blank slate throughout the film, bursting forth in a couple of good moments. When he tells Woods that he doesn't like working for hoods who will eventually ask one of them to kill the other, he's great.

The rest of the varied cast is used for effective coloration. Here's where Leone's economy works: Joe Pesci, Danny Aiello, William Forsythe and Richard Bright need only walk on-scene, and we immediately know what kind of guys we're dealing with.

Perhaps the most awkward part of the film is the old age makeup. De Niro's wrinkled skin works reasonably well, but Woods comes across as partially mummified. Tuesday Weld's wrinkles are acceptable, but Elizabeth McGovern seems overdone: when she's 60, she will probably still look 18. Introducing her in 1968 under a layer of greasepaint, revealing wrinkles as she takes it off, is a good idea. Her hairstyle and lack of close-ups in the next scene helps even more. Watching the make-ups change on the actors becomes an activity unto itself.

Leone once used flashbacks brilliantly, adding gravity to his genre characters in Once Upon a Time in the West and Duck You Sucker without a hint of expository dialogue. Since we never quite relate Noodles' opium-smoking to his other experiences, we can't exactly see why the convoluted time structure was necessary. Once Upon a Time in America is a strange mix of the beautiful, the earthy, and the repellent, an Italian director imposing his imagination on the American gangster genre. It's a one-of-a-kind sprawling epic of artsy and commercial ideas, that's difficult to discount.

Warners' Blu-ray of Once Upon a Time in America is the same slightly extended cut from the 2003 DVD release that is supposed to be the full-length version Leone premiered at Cannes. A chapter list in that DVD special edition added asterisks to the chapters for the added scenes that have 'footage not seen in the 1984 North American release'; but those indications are not repeated here.

The video and audio are ravishing. Except for his first film The Colossus of Rhodes, all of Leone's westerns were filmed in the half-frame Techniscope format. America is flat 1:85 and looks all the better for it. Multi-channel audio tracks are included for English, French and Spanish, with subtitles in each language as well. Ennio Morricone's wonderful score could easily have won an Oscar, if the producers had just entered it in competition.

Repeating from the DVD special edition is a feature length commentary by Richard Shickel, a making-of excerpt from the docu Once Upon a Time: Sergio Leone, and a trailer. Viewers that complain about the cost of Blu-ray discs, this particular title is actually a couple of dollars cheaper than original DVD special edition from 2003. If you factor in seven years of inflation, that's not a bad deal.

On a scale of Excellent, Good, Fair, and Poor, Once Upon a Time in America Blu-ray rates:
Movie: Good / Excellent?
Video: Excellent
Sound: Excellent
Supplements: commentary, docu excerpt, trailer
Packaging: Keep case
Reviewed: January 3, 2011

Reader responses:

January 4

Hey Glenn, I thoroughly enjoyed your Once Upon a Time in America review which in many ways mirrors my feelings about this Jekyll & Hyde film although I must admit that I dislike all of Leone's films intensely but believe Once Upon a Time to be the most disciplined least self-indulgent and pretentious of all of his films and, inherent ugliness aside, his only possible masterpiece. It is also the only film I've ever seen which leaves me in such an acute state of utter sadness. All that aside I've now chosen you for the signal honor of explaining that ending to me which baffled me then and baffles me now from the point that De Niro walks out of Wood's secret passage into the street. What gives with that Mack truck? If you can't sufficiently clear up this mystery for me I shall burst my bud of calm and blossom into hysteria. --Cheers, Dick Dinman

January 5

I'm obviously a bigger fan of Leone's Once Upon a Time in America than you are, but would recommend looking at Adrian Martin's monograph on the film which is one of several texts that deal with the 1968 part of the narrative in the same way that Point Blank has often been interpreted - as a dream, a projection into the future by a man who is about to die. I find this to be a very convincing way of incorporating the stylistic tropes and slowness of the tempo and which is why we return to Noodles in the opium den and freeze frame on his dope-addled smile - it doesn't make the characters any less ugly but I think may explain more usefully the claim that it is a romantic film in the sense that De Niro imagines a future in which he was less at fault and in which he was set up by Max. It seems to follow on from the kind of analysis you made in the Duck You Sucker DVD with regards to the dream / memory aspect of the movie.

Either way, a wonderful essay on a very difficult film, for which very many thanks. -- Regards, Sergio Angelini

I was at the truly infamous Boston screening of the director's cut. The largely college age audience booed the violence, sexual and otherwise, and seemed confused by its flashback structure. The event was written up in the Boston Herald afterwards, a rarity in those days. While "In the West" is my favorite film, I was severely disappointed in this, a Leone film that misses his mastery of time and space. You probably know he was preparing Once Upon a Time in Russia when he died. -- Bill Oppenheim

Hi Glenn, ... to answer your "question," the movie is Excellent. Best, Jonathan Hertzberg

January 7

Hi Glenn, I enjoyed your review. I just wanted to comment that when I saw the long version at the Valley Art Theatre in Tempe, AZ back in the 80's, it was the last time I saw a theatrical movie with an intermission. A bathroom break was greatly appreciated. I had forgotten about the iffy aging makeup until reading your latest appreciation. Thanks again for all of your entertaining and highly useful reviews. -- Sincerely, Scott Dwight

DVD Savant Text © Copyright 2010 Glenn Erickson

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