Poster © Warner Bros.. Shown at reduced size for review and commentary.
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GenreCrime & Drama
RatedR
Runtime3 hr 49 mins
ReleasedSeptember 28, 1984
StreamingSee Where to Watch
DirectorSergio Leone
StarringRobert De Niro, James Woods, Elizabeth McGovern
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| ▶Stream It | ★The Numbers |
| 🎫Get Tickets | ✎Edit History |
| iIMDb Profile | %Rotten Tomatoes |
| WWikipedia | LLetterboxd |
| TTMDB | +Add to Top 8 |
| Once Upon a Time in America's Details | |
| Genre | Crime & Drama |
| Rated | R |
| Released | 05/23/1984 (Cannes); 06/01/1984 (US); 09/28/1984 (Italy) |
| Streaming | See Where to Watch on this page. |
| Running Time | 3 hr 49 mins |
| Budget | $30M (reported) |
| Box Office | Updated daily from Box Office Mojo. See the numbers below. |
| Based On | The Hoods 1952 novel by Harry Grey |
| Country | Italy, United States |
| Language | English, Italian |
| Once Upon a Time in America's Interests | |
| General | Pocket watches, fedoras, Prohibition speakeasies, the Manhattan Bridge, a train station locker key. |
| Music | Ennio Morricone, with Deborah's theme and a pan flute that will follow you home. |
| Movies | Leone's 1968 epic, Once Upon a Time in the West. Same director, same patience, more dust. |
| Television | Boardwalk Empire. More Prohibition bootleggers, spread across five seasons. |
| Heroes | Fat Moe. Runs the diner, keeps the secrets, always leaves the light on. |
| Once Upon a Time in America's Crew | |
| Director | Sergio Leone |
| Writers | Leonardo Benvenuti, Piero De Bernardi, Enrico Medioli, Franco Arcalli, Franco Ferrini, Sergio Leone |
| Producers | Arnon Milchan |
| Cinematography | Tonino Delli Colli |
| Music | Ennio Morricone |
| Edited By | Nino Baragli |
| Production | The Ladd Company, PSO International, Embassy International Pictures, Rafran Cinematografica |
| Distributed By | Warner Bros. (US), Titanus (Italy) |
Almost four hours long, and somewhere in the middle of Once Upon a Time in America, Noodles commits an ugly act the film never earns back, then asks you to keep caring about him anyway. That’s a big stone in this shoe. The rest is a gangster movie that plays like a half-remembered dream, drifting between three eras under a smoky haze. The childhood section is the best stretch: kids running small scams in the shadow of the Manhattan Bridge, a boy on a staircase losing a long battle with a cream pastry, the pan flute floating over everything. James Woods plays Max like a con man who believes his own pitch. Robert De Niro mostly watches and remembers, which works better than it should. Box office was a shrug at $5.5 million worldwide, but its IMDb rating now sits at an 8.3. An 8.4 because it’s gorgeous, patient and haunting, with one choice I can’t forgive. $918 says you go looking for a cream pastry within a day of finishing this, and eat it slowly on purpose.
What works: The childhood chapters, the pan flute score, James Woods’s dangerous Max and a dreamy structure that makes the whole thing feel like memory.
What doesn’t: It runs nearly four hours, the time jumps can lose you, and an ugly act by Noodles poisons sympathy the film still expects you to give.
Who it’s for: Patient viewers who love slow, sprawling gangster epics and don’t mind a movie that leaves its biggest questions open.
Max faked his own death decades ago, took the gang’s money and rebuilt himself as a powerful public figure, and the letter brings Noodles to him so Max can ask Noodles to end things. Noodles refuses and walks out, Max may or may not step into a passing garbage truck, and the film drifts back to Noodles in 1933, smiling in the haze.
Manhattan's Lower East Side, 1918. Teenage Noodles (Scott Tiler) pulls small jobs with friends from the block, until a sharp new kid named Max (Rusty Jacobs) muscles in on their turf and becomes his best friend. Noodles also has a crush on Deborah (Jennifer Connelly), who dreams of dancing and wants nothing to do with the streets. The film moves between three eras: their childhood, their Prohibition years as bootleggers with the grown Max (James Woods), and 1968, when an older Noodles (Robert De Niro) returns to New York over a letter he cannot explain. Sergio Leone directs. Two hundred twenty-nine minutes, three eras, one long memory.
Anyone who has gone back to the old neighborhood and found it changed. Pack a snack, it is almost four hours.
| Robert De Niro | David "Noodles" Aaronson |
| James Woods | Maximilian "Max" Bercovicz |
| Elizabeth McGovern | Deborah Gelly |
| Joe Pesci | Frankie Minaldi |
| Burt Young | Joe Minaldi |
| Tuesday Weld | Carol |
| Treat Williams | Jimmy Conway O'Donnell |
| Danny Aiello | Police Chief Vincent Aiello |
| Richard Bright | "Chicken Joe" |
| James Hayden | Patrick "Patsy" Goldberg |
| William Forsythe | Philip Stein |
| Darlanne Fluegel | Eve |
| Larry Rapp | Morris "Fat Moe" Gelly |
| Richard Foronjy | Officer "Fartface" Whitey |
| Robert Harper | Sharkey |
| Dutch Miller | Van Linden |
| Gerard Murphy | Crowning |
| Amy Ryder | Peggy |
| Estelle Harris | Peggy's Mother |