Reflections of the Third Eye
14 June 2013
A critical look at Once Upon A Time In America

by Patrick Lundborg

There are many reasons to be grateful for the existence of Sergio Leone's epic ONCE UPON A TIME IN AMERICA (1984). Not only was it a suitably grand finale to a great director's career, but it also found the director leaping boldly into a genre and culture that he hadn't dealt with before. It was a bold enterprise, and it worked. Furthermore, it features one of the last truly committed performances by Robert De Niro who, as we know, could go a long way towards carrying a movie on his own. The script, which went through several overhauls, features an engaging storyline and sharp dialogue, while the scenography recreates a pre-Depression Jewish Lower East Side which looks near organic with its brickwalled mix of factories, tenement buildings and dozens of small corner shops. That the camera work, lighting and color palettes show a master in charge goes almost without saying, but even if it is expected from Leone it nevertheless is a visual delight, not least since the milieu differs so much from his grand Westerns. 

Revisiting the movie now, I enter with a vague memory of being dissatisfied from the last viewing, a notion which seems curious given the long list of accolades I rattle off above. And for the first hour or so, I have absolutely no idea how I could have had objections to Once Upon A Time In America; I am in fact spellbound by the beautifully balanced narrative and dozens of terrific little details. It's the kind of flawless moviemaking you only get from masters: it is precisely what makes them masters rather than 'good directors'. Leone was obviously inspired by Coppola's Godfather movies, the second one in particular, yet it is the cinematic skill that links the two classics, more than the actual contents. The editing process was infamously troubled as Leone had shot something like 6 hours of film from the script, and breaking it up into two parts was not an option at the time (Bertolucci's 1900 had faded away into box office loss despite an initial enthusiasm over the first part). The studio cut it down to about 2 hours, which reportedly made it near incomprehensible due to three different periods of time and the direct and implicit links between them. Furthermore, Leone left some key moments happening off-screen to be presented via dialogue instead, a choice which maintained the mature, reflective tone of the later eras, but also made scissor incisions problematic. Leone himself came up with a version which ran 3.5 hours, and this 'director's cut' is what most cineasts know, and what is discussed here.

The reason the editing and specific problems are brought up here is because I feel that Leone did not quite manage to present an ideally structured epic from his material. The first 90 minutes, circa, are flawless and every bit as good as the movie's reputation has it. As we meet the main characters in their adult appearances (DeNiro and James Woods replacing the excellent child actors), which is the middle of the three ‘arcs’ of time, I register a minor discomfort almost from the start. In musical terms it's not a false note as much as a lost theme. No sooner have we met the grown-up 'Noodles' and 'Max' than we find them engaged in a brutal massacre triggered only by greed. This sequence also introduces the movie's greatest misstep, which is the nymphomaniac blonde played by Tuesday Weld. The acting is fine, but what is the artistic motivation for her encouraging Noodles to rape her during a staged robbery, and for Noodles to go along? This is dark, troubling material, like from a David Lynch film, and there was of course nothing in the opening, adolescent timeframe that prefigured it. Weld returns again for an equally jarring scene which ends with her taking on three of the gangsters at once, an overly long and inexplicably sleazy segment which fills no function in the storyline. It may in fact derive from Bertolucci's aforementioned 1900, which had some very frank sex scenes--but these were integral to the story being told. Finally, this unfortunate thread in Leone's film makes another questionable move by having Max repeatedly display near-psychotic outbursts, none of which had been hinted of before. In order to drive this point home he reacts violently to any insinuation of him being 'crazy', a clichéd scene which is acted out three times without adding anything to the work.

Leone has always asked questions about 'good' and 'evil' and how these seemingly absolute terms are in fact strongly dependent on our relative position in the drama. Is a bounty hunter good or evil? Is a man who helps two rivalling gangster clans kill each other good or evil? The seemingly amoral Man With No Name is a brilliantly conceived canvas for the depiction of these complicated questions. Once Upon A Time In America continues with this examination of human nature, and it is perhaps deliberate in its emphasis on evil, by almost any standards, in the second narrative arc. Perhaps the error lies in one of Leone's relatively few vices as a director; a tendency for overstatement, for not knowing when to stop. In his earlier films this came forth as a burlesque element in an Italian stage tradition, where the bandits are so sneering and ugly and the women so voluptuous and erotic that their function becomes primarily symbolic.

After introducing us to four realistically portrayed adolescents and having us take part in their adventures in a way that evokes sympathy even as they're a bunch of street punks, there shouldn't be room for a move towards burlesque exaggeration, yet it seems to me that this is precisely what happens as the violence and sex of the second arc plays out. The careful investment in viewer sympathies is ignored and largely lost as the up and coming gangsters are portrayed as rapists, murderers, borderline psychos, but also liars, backstabbers, and misogynists. There is simply very little to like. Leone was presumably showing how the perception of good (or at least likable) and evil is a sliding scale and not a dichotomy, but the lack of subtlety in making his point strips the movie of a most vital asset, the viewer's faith which he had previously earned so brilliantly. The same point could have been made in an elegant, understated way that did not negate the tone of the opening narrative arc, but Leone apparently did not believe in a subtle solution, and so fell back on a cruder and unambiguous form of communication seen in his 60s Westerns.

For comparison, consider Scorsese's Goodfellas, which in certain ways is close to Leone's film. In it we see the protagonists commit various heinous crimes, yet as audience we accept them as 'heroes' (or antiheroes) of this particular saga, and we remain concerned about their fate until the end. Exactly how Scorsese achieves this is a different analysis, but largely it is a question of getting several context details just right, and knowing precisely when to push and when to hold back. This is something Leone did not master, and judging by the way he prioritized the second arc in his editing, he was not aware of the problem. After Noodles becomes a rapist (and the rape scene is very painful, very strongly directed, to make things worse) and Max becomes a vicious megalomaniac, it is very hard to care for the characters anymore. And this is a problem, for the movie still has 1.5 hours left to go.

James Woods is something of a cult actor, and has created some memorable characters in the edgy, restless, sarcastic style for which he is often type cast. This character has served him well in both drama (Salvador) and comedy (The Tough Way), yet it's hard to point to major roles displaying any wider register than the 'James Woods' archetype. His performance in Once Upon A Time In America is not bad in terms of presence and dialogue, but he fails to contribute anything to the movie. The adult Max does not seem like a convincing development of the adolescent Max, which is perhaps not Woods' fault, but the odd fact that the young Max comes across as emotionally richer and more nuanced indicates that there is a problem with both character and its portrayal.

It's a one-note performance where the note is engaging enough not to ruin its context, yet it is not hard to imagine a superior interpretation of the Max role, an upgrade which would also include rewriting it to link back to the first arc and (again) make Max less heartless. As it is, he goes from this devilish, selfserving but also loyal and boyishly likable teenager into an unpleasant psycho gangster with basically no redeeming qualities. When we see Max again during the third arc (set in 1968), his character has gone through yet another metamorphosis, and one gets the feeling that these are more like chess pieces in a moral play than character studies. Woods is allowed a more subtle performance here, but unfortunately the viewer stopped caring about this unsympathetic man and his fate long ago.

Woods’ character and performance is not the only problem with the second arc. It seems overlong and eats away screen time that the undernourished and fragmentary third arc could have put to better use. My impression is that Leone, having mastered the opening arc completely, was less sure of which the pivotal scenes and characters were as the script moved beyond the adolescent years. Faced with demands for substantial cuts he was forced into decisions that he wasn't entirely ready for, and unfortunately the surviving emphasis came to land on some of the weaker elements. Although strong in parts, this second arc emerges as the most clichéd and least psychologically interesting segment, showing Noodles and friends simply as successful, ruthless gangsters. As mentioned above, Leone has shown an understanding for the dependence on perspective when it comes to good and evil, but his interest seems to stop there. The crucial process of transition from one to the other, which Coppola displayed so brilliantly with Michael Corleone, is not explored by Leone. In Once Upon A Time In America the viewer is never shown the development (or downfall) of the street punks into mass-murdering gangsters; there is a ‘before’ and an ‘after’, but we are robbed of the how and why. 

The arrival of the adult Deborah, played by Elizabeth McGovern, is a mixed blessing for Leone’s movie. Something of a reverse positive to Woods' Max, she dominates the second arc alongside Max, and her character is as innocently wide-eyed as Max is unpleasant. As a viewer you wonder what happened with the street-smart and self-assured teenage Deborah from the first part, wonderfully portrayed by Jennifer Connelly. Again, it is not a credible development of the individual, but the parallels to Max extend further than that, as one could argue that Connelly (in her very first role) playing the girl does a better acting job than McGovern, playing the young adult. Rather than Woods' functional but flat performance, McGovern is uneven and seemingly lost, hitting the mark brilliantly in some scenes but being vague and defensive in others. Except for her striking looks, which have an air of Old Hollywood, her most memorable scene is the brutal rape by De Niro's Noodles, which as mentioned above is very effectively directed. The entire sequence leading up to the scene is the most powerful part of the second arc, which would have been much improved if the date-rape had become the organizing center and a lot of unoriginal 'gangster movie' subplots had been removed. Danny Aiello and Treat Williams are introduced with a lot of fanfare, then given almost nothing of value to do; presumably another example of the unsuccessful editing. Through this all De Niro's Noodles is a glue that holds everything together and makes the movie, on the first viewing, seem better and more genuinely epic than it in fact is.

The third story arc with middle-aged main characters is more interesting and original, and could have been a powerfully understated conclusion if Leone had awarded it another 10 minutes that were wasted on B-movie sex and violence in the preceding part. De Niro's confrontation with Woods is perhaps more anticlimactic than Leone intended, but various details (such as the terrific middle-age make-up) and good dialogue creates a sense of controlled artistry during the final scenes. But the afterglow of the viewing brings no real sense of closure, instead a number of questions and unresolved problems surface which slipped by at first, due to the strong direction and attractive melancholy of the third arc. An example is the reunion of Noodles and Deborah some 30 years after the date rape, where Leone's natural instinct for loaded scenes and the fine acting of De Niro and McGovern at first instills admiration in the viewer, but this impression is soon overtaken by questions as to the overall credibility of the characters' behavior. It is not made clear why Noodles wants to re-open this old wound, nor why Deborah chooses to see him. On one level it is all terrifically executed; on another level it doesn't quite make sense.

Much of the actual plot development of Once Upon A Time In America centers around a mysterious bag with 1 million dollars in a safety deposit box; as clichéd a McGuffin as one can imagine. Had this been a DePalma or Coen brothers movie the viewer might realize and hopefully accept this as deliberate, meta-level playfulness. Unfortunately Leone is quite serious about this bag as a major plot device--it figures at key junctures in the movie, almost like Kubrick's monolith, and appears to be the main motivation for Noodles' actions in the third arc. He even states outright that this million dollar bag has been puzzling him during the decades he was away. It is somewhat disconcerting to find that what started as a brilliant piece of neo-realism about bonding, streetwise teenagers evolves into a simple con man hunt for a bag full of money. If Leone meant something more vital with his McGuffin (such as a symbol for lost trust) he shouldn't have his characters talk and behave as if the physical aspect of it was extremely important. The epic is inexplicably trivialized by a B-movie prop.

The director also makes it difficult for himself by inserting this apparently crucial object at sideways angle across the three period arcs. The bag in the box pops up here and there, sometimes full of money, sometimes not. Its trajectory across the complex narrative structure is confusing for the viewer, who is asked to keep track of a fourth story arc, a trivial one at that. It is still possible to stay on the beat with the unfolding multiple timeframes, but it's a frustrating task when there are so many other issues related to the gangster quartet that are only dealt with in passing. As an example, when the movie re-aquaints us with.the middle-aged Noodles after some 30 years, an obvious question is what he's been doing in the interim. Leone acknowledges the question by raising it in dialogue, then dismisses it by offering nothing but vague, flippant answers. As the movie ends, the viewer still hasn't been told what its main character did almost his entire adult life, the same character one learned to know and befriend with utmost care in the opening arc. Noodles is the heart of the movie, then suddenly his actions are of no importance, leaving one to ask what precisely is important, if this is not? Annoyingly, Leone could have made the gap acceptable by 1-2 minutes of poignant dialogue with enough hints about his long absence for the viewer to fill out the rest.

There is a similar gap between arc one and two, where Noodles goes to juvenile prison for so many years that he's a grown man when he comes out. What happened inside jail? How did that boy turn into this man? The curious absence of 'sufficient data' is less glaring in this earlier instance, probably because the timeframe is after all shorter, and also since we do know one vital thing of his whereabouts, i e: he was in jail. The 30-year jump from arc two to arc three does not offer even that minimum of information. Instead the viewer, and Noodles too, is made to concentrate on the case of the mysterious million dollar suitcase. This is somewhat ludicrous, and while it is tempting to view these gaps in the storyline as yet another facet of the forced editing, the improper development of the supposedly epic story really falls back on the script. Other gaps, big and small, are strewn about in the second and third arcs. These are not "plot holes" as much as white spots on the canvas of the movie. Things that would seem vital are placed off-screen and briefly recalled in dialogue or, as shown above, not recapped at all. It is hard to discern any logic behind the choice to display scene X while scene Y is replaced by two lines of dialogue. At times you feel that what is not shown -- Noodles in jail and his 30 years in exile, Max' development into a psychopath, the investigation and high-level corruption of the middle-aged Max, the artistic ups and downs for young Deborah, whose dancing was a significant element in the first arc, etc -- would have made a much more interesting movie than the dull gangster shenanigans of the second arc and the mournful reunions of the third arc. In some cases, this less than ideal balance between ‘show’ and ‘tell’ might be explained by the awkward editing process, but overall the script should clearly take most of the blame.

Finally, in a way that seems typical for Once Upon A Time In America’s pattern of unfortunate decisions, the two actors that complete Noodles' and Max' hoodlum quartet are not very impressive. There is no need to examine these performances in detail, but one will observe that due to Leone's preference for the gangster activities and lifestyle in the second arc, the two actors get a maximum amount of screen-time in relation to their limited significance to the storyline. Typically, they are entirely missing in the third arc, and no one seems to miss them. A rotund restaurateur who figures prominently in the first half of the movie seems equally expendable. These parts could either have been reduced in the script to liberate several valuable minutes, or used to deepen and explicate the character developments of Noodles, Max and Deborah, rebalancing the movie and make it psychologically credible, without losing the epic sweep of the three arcs. 6/10

Posted by Patrick at Lysergia at 12:31 AM MEST
Updated: 14 June 2013 1:19 PM MEST

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