Bright Lights Film Journal

Sergio Leone Meets Robert De Niro Meets F. Scott Fitzgerald: Once Upon a Time in America

I was delighted to hear of the premiere at this year’s Cannes film festival of a 269-minute restored version of Sergio Leone’s final masterwork, Once Upon a Time in America (1984). I love this film for many reasons, not least, because of the way it successfully channels the spirit of F. Scott Fitzgerald, a writer notoriously difficult to adapt to the screen.

The first version of Once Upon a Time in America released in this country was a disaster. The film as originally conceived and shot by Leone had a complex narrative structure – it began in 1933 with the characters as adults, flashed back to their 1920s childhoods, flashed forward to 1968 with the characters now in their 60s, and ended where it began back in 1933. Apparently, this was too much for the American distributor (the Ladd Company) who decided to re-edit the film in strict chronological order with many of the best scenes from the 1933 and 1968 sections left on the cutting room floor. To understand what an utter travesty this was, try imagining a version of Citizen Kane reassembled in chronological order with all the reporter-interview framing sequences cut out … including that last scene with the burning sled.

Fortunately for posterity, a group of Los Angeles film critics pressured the studio to release a longer 229-minute version of Once Upon a Time in America that was faithful to Leone’s original flashback/flashforward structure. This is the “official” version of the film that most of us have seen. (The version premiered at Cannes restores an additional 40 minutes.)


One may note – with a sense of déjà vu – that something very similar happened to Max Ophuls’s last film, the classic Lola Montes (1955, above). Ophuls’s original French version had a complex flashback structure that was considered too confusing for U.S. audiences, so the American distributor shortened it drastically, reassembled what was left in chronological order, and the travesty that resulted was released here under the title, The Sins of Lola Montes. (!) Since then – thank the movie gods – we have seen new, re-edited, restored and longer versions of Lola Montes every dozen years or so. The version currently available on Criterion Blu-ray is the most complete and satisfying yet.

So what does all of this have to do with F. Scott Fitzgerald?

Once Upon a Time in America is the story of three characters who grow up in the Jewish ghetto of New York’s Lower East Side. The two male characters, “Noodles” (Robert De Niro) and Max (James Woods), are gangsters loosely based on Bugsy Siegel and Meyer Lansky, hoodlums who make their fortune bootlegging alcohol during the Prohibition era. The third main character, Deborah (Elizabeth McGovern), becomes a respected actress.

Noodles, a ganef with a soul, is defined and shaped by the love he feels for Deborah and Max. However – tragically – he is betrayed by each of them, and he, in turn, betrays them.

The character of Noodles is, in fact, Leone’s version of The Great Gatsby,

and Deborah is his Daisy.

For Noodles, Deborah embodies the American Dream, just as Daisy did for bootlegger Gatsby. She represents beauty, wealth, culture, status, everything that Noodles aspires to. And of course – like all dreams of material perfection – she is an illusion, visible, just slightly out of reach, but never ultimately attainable.

Fitzgerald’s Daisy is born into her wealth and social status. Leone’s Deborah arrives there through a combination of looks, talent, personality, and unwavering ruthlessness (a trait she shares with James Woods’s Max). In Fitzgerald’s novel, Daisy is associated with a single green light, minute and far away, that might have been the end of a dock.” [Green for money.] In Leone’s film, Deborah is associated with the song, “Green Eyes,” a tune she practices dancing to on the gramophone, watched furtively by Noodles, at a time when both of them are barely more than children.

The Fitzgerald connection becomes explicit at a point roughly midway through Leone’s film. Noodles and Max have “made it” as successful criminals. Deborah has “made it” as a Broadway performer. Noodles arranges a dream date. He hires an enormous luxury hotel and restaurant on Long Island with an orchestra playing “Green Eyes” and attendant staff solely for the benefit of Deborah and himself. Leone cuts to a shot of the dock outside the restaurant and the light shining at the end of the dock – just as Daisy’s light shone for Gatsby.

Noodles’s perfect date goes sour, however, when Deborah informs him, “I’m leaving tomorrow. I have to go to Hollywood. I wanted to see you tonight to tell you.”

The mask of the romantic lover is dropped, and Noodles’s lower self emerges – the violent thug – who rapes Deborah in the back of a limousine, a coitus interrupted by the limousine’s indignant chauffer (producer Arnon Milchan), leaving Noodles stranded and alone by the shore.

It is one of the most emotionally devastating rape scenes in cinema, doubly devastating in that we share not only Deborah’s feelings of humiliation and pain, but also Noodles’s feelings of frustration, self-betrayal, and irrevocable loss as he desecrates his longest-held ideal, the woman who gave meaning to his life.

De Niro had previously played a Fitzgerald protagonist in The Last Tycoon (1976), adapted from Fitzgerald’s unfinished novel by Harold Pinter and directed by Elia Kazan. The film that resulted was a peculiar hybrid, two-thirds brilliant when dealing with Hollywood in the studio era and De Niro as a producer, and one-third dud when it attempted to dramatize the romance between De Niro’s character and Ingrid Boulting’s unattainably Daisy-like love object.  Some blamed the film’s inert romantic scenes on Pinter and Kazan, others felt the weakness came from Fitzgerald’s novel (the character of the girl never more than an abstraction), while still others pointed to a lack of chemistry between De Niro and Boulting. From De Niro’s point of view, Once Upon a Time in America might have been a rebuke to The Last Tycoon and Kazan, saying in effect, “You see? I can play the hell out of a Fitzgerald love story . . . if you cast me opposite the right actress.”

Once Upon a Time in America is many things. It is an epic history of organized crime as seen through the eyes of Bugsy Siegel and Meyer Lansky. It is Leone’s loving homage to the American gangster genre. It is also, like most of Leone’s significant work, a look at male friendship and betrayal.

It is also in its way the most effective adaptation of Fitzgerald yet committed to the screen. (The 1949 and 1974 versions of The Great Gatsby are misfires, at best – and I don’t hold out much hope for the upcoming Baz Luhrmann version.) Leone’s film shares with Fitzgerald’s Jazz-age novel a sense of crippling nostalgia, of people trapped in time, and a disillusionment with the American (Capitalist) Dream:

I thought of Gatsby’s wonder when he first picked out the green light at the end of Daisy’s dock. He had come a long way to this blue lawn, and his dream must have seemed so close that he could hardly fail to grasp it. He did not know that it was already behind him, somewhere back in that vast obscurity beyond the city, where the dark fields of the republic rolled on under the night.

Gatsby believed in the green light, the orgiastic future that year by year recedes before us. It eluded us then, but that’s no matter , tomorrow we will run faster, stretch out our arms farther. . . . And one fine morning , ,

So we beat on, boats against the current ,

like Noodles in that final opium-dream freeze-frame (below)

, borne back ceaselessly into the past.