Once Upon a Time in America (1984)

Overview

Once Upon a Time in America is not just a gangster film—it's an elegy. A haunting, operatic meditation on time, memory, guilt, betrayal, and the corruption of the American dream. Sergio Leone, most famous for his spaghetti westerns like The Good, the Bad and the Ugly, spent over a decade developing this deeply personal and ambitious film. It's a grand tapestry of life, crime, and regret, and arguably one of the greatest crime epics ever crafted.

Yet, its history is as dramatic as its content. The original version Leone intended (229 minutes) was chopped to just 139 minutes for its U.S. theatrical release, making the narrative incoherent and resulting in initial critical dismissal. Only in later years, through restored versions, was Leone’s full vision appreciated and revered.

Plot Summary (Spoiler-Free)

Spanning five decades—from the Jewish ghettos of 1920s New York to the 1960s—the film tells the story of David "Noodles" Aaronson (Robert De Niro) and his close-knit group of friends as they rise from street punks to powerful gangsters during Prohibition.

Structured non-linearly, the film moves through three main time periods:

1920s – Noodles and his gang as teenagers in the Lower East Side.

1930s – Their adult years at the peak of power.

1960s – A weathered, guilt-ridden Noodles returns to New York to uncover the mysteries of his past and confront his demons.

The nonlinear storytelling is central to the film’s theme—memory is fragmented, distorted, and steeped in nostalgia and regret.

Themes and Symbolism

Time and Memory

Time is not just a theme—it’s a character. Leone utilizes clocks, watches, and striking musical transitions to emphasize the inescapable passage of time. Scenes are often dreamy and hypnotic, evoking the way memories fade or replay obsessively. Noodles' view of his past may not even be reliable, giving the entire film a sense of melancholic ambiguity.

US The American Dream and Its Corruption

The film’s title is ironic. Instead of a tale of triumph, it's a slow-burning tragedy. The rise to power is marred by betrayal, greed, and a loss of innocence. The idea of building an empire, chasing love, and gaining respect disintegrates into moral decay and personal ruin.

Friendship and Betrayal

At its heart, the story is a deeply personal account of the complex friendship between Noodles and Max (James Woods). Their brotherhood is filled with love, rivalry, and ultimately, an unforgivable betrayal. The emotional climax doesn’t lie in violence, but in the hollow ache of broken bonds.

Guilt and Redemption

Noodles is a man haunted by his past—by what he did and what he allowed to happen. De Niro’s performance becomes more introspective as the years pass. The question is never whether he was a "good man," but whether he can live with himself. Can a man ever atone? The film leaves that question poignantly unanswered.

Direction and Cinematography

Sergio Leone's direction is patient, operatic, and poetic. His signature style—long, lingering shots, extreme close-ups, and wordless storytelling—is refined to a masterful degree here. Unlike his westerns, Once Upon a Time in America is less about gunfights and more about atmosphere, tension, and psychological depth.

Cinematographer Tonino Delli Colli captures every era with distinct colour palettes and tones. The 1920s feel dusty and golden, the 1930s smoky and vibrant, and the 1960s cold and sterile—each era marked by visual cues that reflect Noodles' emotional state.

Score by Ennio Morricone

Morricone’s score is nothing short of transcendent. The main theme, featuring a pan flute played by Gheorghe Zamfir, drifts through the film like a memory—painful and beautiful. Each character, particularly Deborah (Noodles’ lifelong love), has a leitmotif that captures their emotional resonance. The score is mournful, romantic, and ethereal—it elevates the film to something operatic.

Performances

Robert De Niro gives one of his most understated performances. As Noodles, he conveys a lifetime of weariness and quiet torment, with subtle changes in expression and posture that speak volumes. His restraint makes his moments of emotional release all the more devastating.

James Woods is magnetic and explosive as Max. His ambition, charm, and menace are balanced perfectly, making him both likable and terrifying.

Elizabeth McGovern as the adult Deborah embodies grace and regret, though some critics have noted her underdevelopment in the script.

Young cast: The younger actors, especially Scott Tiler (young Noodles) and Jennifer Connelly (young Deborah in her film debut), deliver astonishingly mature performances that make the transitions between timelines believable and emotionally cohesive.

Legacy and Reception

After its butchered release in 1984, Once Upon a Time in America was panned in the U.S. However, the Cannes premiere of the full version revealed a masterpiece, and it has since been re-evaluated as one of the greatest films of all time.

Film scholars often place it alongside The Godfather in terms of ambition and emotional depth. It’s Leone’s final film, and he passed away before he could direct again. Some see it as his magnum opus—a culmination of everything he had learned as a filmmaker.

Controversies and Criticisms

The film contains scenes—particularly involving sexual violence—that have drawn criticism for their portrayal and narrative function. While some defend them as part of the film’s depiction of brutal, morally ambiguous characters, others feel they are exploitative or poorly handled. These scenes remain deeply divisive and are often at the centre of ethical debates about the film.

The pacing is another frequent critique. With its nearly 4-hour runtime, the film demands patience. It is slow, methodical, and unconcerned with action or easy narrative payoffs. This is not a film for casual viewing—it’s a novel in film form.

Final Verdict

Once Upon a Time in America is a monumental achievement in cinema. It's less about gangsters than it is about the slow, painful erosion of dreams and the toll of memory. It is rich in atmosphere, steeped in emotion, and devastating in its portrayal of lost time. Not every moment is perfect, and its depiction of certain events can be troubling, but taken as a whole, it is a staggering artistic statement.

A cinematic requiem—a masterpiece of memory, music, and moral complexity.