Once Upon a Time in America

During the mid-1960s, Sergio Leone read the novel The Hoods by Harry Grey, a pseudonym for the former gangster-turned-informant whose real name was Harry Goldberg.[7] In 1968, after shooting Once Upon a Time in the West, Leone made many efforts to talk to Grey. Having enjoyed Leone's Dollars Trilogy, Grey finally responded and agreed to meet with Leone at a Manhattan bar.[8] Following that initial meeting, Leone met with Grey several times throughout the remainder of the 1960s and 1970s to understand America through Grey's point of view. Intent on making another trilogy about America consisting of Once Upon a Time in the West, Duck, You Sucker! and Once Upon a Time in America,[7] Leone turned down an offer from Paramount Pictures to direct The Godfather in order to pursue his pet project.[9][10]

Leone considered many actors for the film during the long development process. Originally, in 1975, Gérard Depardieu, who was determined to learn English with a Brooklyn accent for the role, was cast as Max, with Jean Gabin playing the older 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 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 Leone had seen The Blue Lagoon, saying that "she had the potential to play a mature character". A writers' strike delayed the project, and Shields withdrew before auditions began. Elizabeth McGovern was cast as Deborah and Jennifer Connelly as her younger self.

Joe Pesci was among many to audition for Max. He got the smaller role of Frankie, partly as a favor to his friend De Niro. Danny Aiello auditioned for several roles and was ultimately cast as the police chief who (coincidentally) shares his surname. Claudia Cardinale (who appeared in 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.

The film was shot between 14 June 1982, and 22 April 1983. Leone tried, as he had with A Fistful of Dynamite, to produce the film with a young 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 style, Leone used as references the paintings of such artists as Reginald Marsh, Edward Hopper, and Norman Rockwell, as well as (for the 1918 sequences) the photographs of Jacob Riis. F. Scott Fitzgerald's novel The Great Gatsby influenced Noodles' relationship with Deborah.

Most exteriors were shot in New York City (such as in Williamsburg along South 6th Street, where Fat Moe's restaurant was based, and South 8th Street), but several key scenes were shot elsewhere. Most interiors were shot in Cinecittà in Rome. The beach scene, where Max unveils his plan to rob the Federal Reserve, was shot at The Don CeSar in St. Pete Beach, Florida.[11] The New York's railway "Grand Central Station" scene in the thirties flashbacks was filmed in the Gare du Nord in Paris.[12] The interiors of the lavish restaurant where Noodles takes Deborah on their date were shot in the Hotel Excelsior in Venice, Italy.[12] The gang's hit on Joe was filmed in Quebec. The view of the Manhattan Bridge shown in the film's poster can be seen from Washington Street in Dumbo, Brooklyn.[13]

The shooting script, completed in October 1981 after many delays and a writers' strike between April and July of that year, was 317 pages in length.

By the end of filming, Leone had eight to ten hours worth of footage. With his editor, Nino Baragli, Leone trimmed this to almost six hours, and he originally wanted to release the film in two parts, each three hours.[14] The producers refused, partly because of the commercial and critical failure of Bernardo Bertolucci's two-part 1900, and Leone was forced to further shorten it.[14] The film was originally 269 minutes (4 hours and 29 minutes), but when the film premiered out of competition at the 1984 Cannes Film Festival,[15] Leone had cut it to 229 minutes (3 hours and 49 minutes) to appease the distributors, which was the version shown in European cinemas. However, the American wide release was edited further to 139 minutes (2 hours and 19 minutes) by the studio, against the director's wishes.

The musical score was composed by Leone's longtime collaborator Ennio Morricone. The film's long production resulted in Morricone's finishing the composition of most of the soundtrack before many scenes had been filmed. Some of Morricone's pieces were played on set as filming took place, a technique that Leone had used for Once Upon a Time in the West. "Deborah's Theme" was written for another film in the 1970s but was rejected; Morricone presented the piece to Leone, who was initially reluctant to include it, considering it too similar to Morricone's main title music for Once Upon a Time in the West. The score is also notable for Morricone's incorporation of the music of Gheorghe Zamfir, who plays a pan flute. At times this music is used to convey remembrance, at other times terror. Zamfir's flute music was used to similarly haunting effect in Peter Weir's Picnic at Hanging Rock (1975).[16] Morricone also collaborated with vocalist Edda Dell'Orso on the score.

A soundtrack album was released in 1984 by Mercury Records.[17] This was followed by a special-edition release in 1995, featuring four additional tracks.[18]

Besides the original music, the film used 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.
• "Yesterday" (written by Lennon–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.
• "Summertime" (written by George Gershwin – 1935) An instrumental version of the aria from the opera Porgy and Bess is playing softly in the background as Noodles, just before leaving, explains to "Secretary Bailey" why he could never kill his friend.
• "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 was played on the gramophone danced to by young Deborah in 1918; a similar version played by Fat Moe's jazz band in the speakeasy in 1930; and a string version, during Noodles' date with Deborah. It has been suggested that Leone used this piece after hearing 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.
• "Night and Day" (written and sung by Cole Porter – 1932) – Played by a jazz band during the beach scene before the beachgoers receive word of Prohibition's repeal, and during the party at the house of "Secretary Bailey" in 1968.
• "St. James Infirmary Blues" is used during the Prohibition "funeral" at the gang's speakeasy.

Several different versions of Once Upon a Time in America have been shown. The original European release version (1984, 229 minutes) was shown internationally.

The film was shown in limited release and for film critics in North America, where it was slightly trimmed to secure an "R" rating. Cuts were made to two rape scenes and some of the more graphic violence at the beginning. Noodles' meeting with Bailey in 1968 was also excised. The film gained a mediocre reception at several sneak premieres in North America. Because of this early audience reaction, the fear of its length, its graphic violence, and the inability of theaters to have multiple showings in one day, the decision was made by The Ladd Company to make many edits and cut entire scenes without the supervision of Sergio Leone.[14] This American wide release (1984, 139 minutes) was drastically different from the European release, as the non-chronological story was rearranged into chronological order. Other major cuts involved many of the childhood sequences, making the adult 1933 sections more prominent. Noodles' 1968 meeting with Deborah was excised, and the scene with Bailey ends with him shooting himself (with the sound of a gunshot off screen) rather than the garbage truck conclusion of the 229-minute version.

In the Soviet Union, the film was shown theatrically in the late 1980s, with other Hollywood blockbusters such as the two King Kong films. The story was rearranged in chronological order and the film was split in two, with the two parts shown as separate movies,[24] one containing the childhood scenes and the other comprising the adulthood scenes. Despite the rearranging, no major scene deletions were made. It was rated "16+" by the Goskino.

A network television version was shown in the early to mid-1990s with a running time of almost three hours (excluding commercials). While it retained the film's original non-chronological order, many key scenes involving violence and graphic content were left out. This version was a one-off showing, and no copies are known to exist.

Robert De Niro and Elizabeth McGovern at the screening of the film's restored version, during the 2012 Cannes Film Festival.

In March 2011, it was announced that Leone's original 269-minute version was to be re-created by a film lab in Italy under the supervision of Leone's children, who had acquired the Italian distribution rights, and the film's original sound editor, Fausto Ancillai, for a premiere in 2012 at either the Cannes Film Festival or Venice Film Festival.[25][26]

The restored film premiered at the 2012 Cannes Film Festival, but because of unforeseen rights issues for the deleted scenes, the restoration had a runtime of only 251 minutes.[27][28][29] However, Martin Scorsese (whose Film Foundation helped with the restoration) stated that he is helping Leone's children gain the rights to the final 24 minutes of deleted scenes to create a complete restoration of Leone's envisaged 269-minute version. On 3 August 2012, it was reported that after the premiere at Cannes, the restored film was pulled from circulation, pending further restoration work.[30]

In North America, a two-tape VHS was released by Warner Home Video with a runtime of 226 minutes in February 1985 and 1991. The U.S. theatrical cut was also released at the same time in February 1985.[31] A two-disc special edition was released on 10 June 2003, featuring the 229-minute version of the film.[32] This special edition was rereleased on 11 January 2011, on both DVD and Blu-ray.[33] On 30 September 2014, Warner Bros. released a two-disc Blu-ray and DVD set of the 251-minute restoration shown at the 2012 Cannes Film Festival, dubbed the Extended Director's Cut.[34] This version was previously released in Italy, on 4 September 2012.[35]

As the film begins and ends in 1933, with Noodles hiding in an opium den from syndicate hitmen, and the last shot of the film is of Noodles in a smiling, opium-soaked high, the film can be interpreted as having been a drug-induced dream, with Noodles remembering his past and envisioning the future. In an interview by Noël Simsolo published in 1987, Leone confirms the validity of this interpretation, saying that the scenes set in the 1960s could be seen as an opium dream of Noodles'.[43] In the DVD commentary for the film, 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.[44]

Many people (including Schickel) assume that the 1968 Frisbee scene, which has an immediate cut and gives no further resolution, was part of a longer sequence.[45] Ebert stated that the purpose of the flying disc scene was to establish the 1960s time frame and nothing more.[36]

Despite its modern critical success, the initial American release did not fare well with critics and received no Academy Award nominations.[46] The film's music was disqualified from Oscar consideration for a technicality,[47] as the studio accidentally omitted the composer's name from the opening credits when trimming its running time for the American release.[24]