Once Upon a Time in America (1984)
★★★★½ — Once Upon a Time in America (1984)
There are long films, and then there is Once Upon a Time in America. Clocking in at just under four hours in its full cut, Sergio Leone's 1984 crime epic is the kind of film that demands you surrender to it completely, asking for your patience and rewarding it, more often than not, with something that feels genuinely rare in mainstream cinema. Set across multiple time periods in New York City, the story follows a group of Jewish gangsters from their youth on the Lower East Side during Prohibition through to a much later reckoning with the choices and losses that shaped their lives. It is, on its surface, a gangster film. Beneath that surface, it is something considerably harder to categorise.
Leone had spent the previous two decades establishing himself as one of cinema's most distinctive stylists, redefining the Western genre across a series of films for which he became famous, including Once Upon a Time in the West, For a Few Dollars More, and Duck, You Sucker. Once Upon a Time in America was his first feature in thirteen years and would prove to be his last. The production was a considerable undertaking, a co-operation between American and Italian interests (brought together by Embassy International Pictures, PSO, and The Ladd Company) and adapted from Harry Grey's semi-autobiographical novel The Hoods. The film had a notoriously troubled release in the United States, where it was re-edited without Leone's involvement into a version running barely over two hours and re-arranged into chronological order, largely stripping out the fractured, memory-driven structure that gives the work so much of its emotional texture. The version now widely seen, and the one worth discussing, is Leone's own cut.
Robert De Niro leads as Noodles, the ageing gangster returning to confront a past he can neither escape nor fully reconstruct, and he is surrounded by a cast that reads like a snapshot of serious American acting talent in the early 1980s. James Woods plays his longtime associate Max, a performance that sits in fascinating, uneasy counterpoint to De Niro's quieter register. Elizabeth McGovern, Treat Williams, and Tuesday Weld all feature in a cast that is, by any measure, formidable. De Niro had already shown considerable range by this point, and his work here draws on a very different kind of stillness than his more celebrated, explosive performances elsewhere (his turn in The King of Comedy, released just two years prior, remains a fascinating companion piece). The score, by Ennio Morricone, is woven throughout the film's long running time with a delicacy that quietly underpins everything Leone is doing with image and structure.
Sergio Leone didn’t just direct films, he painted epics with light, shadow, and time. And Once Upon a Time in America might be his most haunting, beautiful canvas yet. Robert De Niro has never been better. Quiet, calculating, haunted. He carries the decades-spanning story of Noodles with such restraint and depth that even in silence, you feel every regret, every loss. The supporting cast (James Woods, Elizabeth McGovern) are all pitch-perfect. This isn’t just acting; it’s lived-in memory. And then there’s Ennio Morricone. His score here might be his finest work, tender, mournful, and absolutely unforgettable. That violin solo gives me chills. Every frame feels like it's soaked in nostalgia, like watching someone try to piece together a dream they can't quite remember. That said, this film is not without its issues. It’s long (almost indulgently so) and while much of that runtime is used to build atmosphere and character, there are moments where it drags, especially in the first act. More troubling are the extended r*pe scenes, which feel gratuitous, unnecessary, and deeply uncomfortable. They undercut some of the emotional power and make parts of the film hard to stomach, even knowing it's a product of its time and director's style. Still, despite those flaws, this is a towering achievement in cinema. A meditation on time, memory, love, and loss, wrapped in a gangster epic that feels more like poetry than pulp. Not perfect. But undeniably profound.
I keep coming back to that question of what we ask from a film this long and this uncompromising. The structural boldness, the refusal to give the audience easy footholds in time or morality, the way Leone uses memory almost as a physical substance rather than a narrative device: all of that is the work of a director at the very peak of his craft, and it deserves to be seen in full. The content issues are real and I won't minimise them, but they are part of the honest conversation you have to have with this film rather than reasons to avoid it entirely. For me, it sits in that particular category of flawed, towering things that stay with you in a way that polished but unremarkable films simply never do. Four hours well spent, with a few uncomfortable hours along the way.
Rating: ★★★★½ | Year: 1984 | Watched: 2025-05-14
Trailer
▶ Watch the official trailer for Once Upon a Time in America (1984) on YouTube
Where to watch
Watch in the UK
Stream: Amazon Prime Video · Disney Plus · Amazon Prime Video with Ads
Rent: Apple TV Store · Rakuten TV · Amazon Video · Google Play Movies
Buy: Apple TV Store · Rakuten TV · Amazon Video · Google Play Movies
Physical: Amazon UK · Zavvi
Watch in the US
Stream: Amazon Prime Video · Amazon Prime Video with Ads
Rent: Amazon Video · Apple TV Store · Google Play Movies · YouTube
Buy: Amazon Video · Apple TV Store · Google Play Movies · YouTube
Physical: Amazon US
Affiliate disclosure: Movies With Macca may earn a small commission on purchases or subscriptions started via these links. It costs you nothing extra.
Related on Movies With Macca
More from Sergio Leone: Duck, You Sucker (1971) · A Fistful of Dollars (1964) · For a Few Dollars More (1965) · Once Upon a Time in the West (1968)
More with Robert De Niro: The Untouchables (1987) · The King of Comedy (1982) · Shark Tale (2004) · Little Fockers (2010)
More from Italy: Nightmare City (1980) · Cemetery Man (1994) · One Way or Another (1975) · Chicken for Linda! (2023)
More from the 1980s: Nightmare City (1980) · A Better Tomorrow (1986) · Style Wars (1983) · Garlic Is as Good as Ten Mothers (1980)
More drama: Viy (1967) · Wonder (2017) · A Better Tomorrow (1986) · Beautiful Boy (2018)
More crime: A Better Tomorrow (1986) · Angst (1983) · Stolen Face (1952) · Cairo Station (1958)