Once Upon a Time in America is a 1984 Italian epic crime drama film co-written and directed by Sergio Leone and starring Robert De Niro and James Woods. It chronicles the lives of Jewish ghetto youths who rise to prominence in New York City's world of organized crime. The film explores themes of childhood friendships, love, lust, greed, betrayal, loss, broken relationships, and the rise of mobsters in American society.
Leone adapted the story from the novel The Hoods, written by Harry Grey, while filming Once Upon a Time in the West. The film went through casting changes and production issues before filming began in 1982.
The original film by the director was 269 minutes (4 hours and 29 minutes) long, but when the film premièred out of competition at the 1984 Cannes Film Festival, Leone had cut it to 229 minutes (3 hours and 49 minutes) to appease the distributors.