This page is unlike any of the others on this web site, because it is composed not of newsgroup postings but of private email I wrote in response to questions from people who had read the postings on the newsgroups or on this web site.  In that the writers who contacted me did not intend for their email to be made available this way, I have removed any indication to the identity of these people and also paraphrase their questions.

On Friday, February 06, 1998 10:09 PM, I responded to someone who had participated in the newsgroup conversations.  He had seen both of the American "long" versions and was perplexed by the references I made to the "gunshot" sound which was added to the "short" version without having been in any "long" version.

Maybe we're talking about different gunshots. The one in the "short"
version that I referred to TAKES THE PLACE of the garbage truck scene. The
implication becomes that Woods never left his home, but instead did away
with himself in his study.

>But what REALLY baffled me was that the gore in the back of the
>truck was plainly visible when I saw the videocassette - but was not at all
>visible when I saw the remastered disc (I can only surmise that the sort of
>grayish scene was "timed" during the video transfer in such a way that you
>don't notice it on the disc.)

I'm not inclined to check what I have in my closet, but can only say that I
don't remember anything especially gory in the theatrical long version, in a
cable TV presentation, in the syndication version, or the laserdiscs. (I
have not seen the VHS cassette, neither cut of it.)

>Be that as it may - what I'd like to have clarified is - does Woods shoot
>himself and throw himself in the back of the truck? Or does somebody else
>(i.e. perhaps the driver of the garbage truck?) expedite this bit of
> business for him?

I'd have to say that Woods dives into the back of the truck. I say this
because we can see the shadowy figure of a man near the back of the
truck--and DeNiro seems to see him as well--then suddenly he's gone, neither
having reached the opposite side of the truck nor having returned to where
he had been. Had he been helped, wouldn't there have been two shadowy
figures? And how would the truck move forward without the driver at the
wheel? Again, I don't believe Woods shoots himself in the long version, but
that the garbage truck is a substitute for that. As for the sound of a
gun--I do remember an abrupt noise when the truck starts up.

>…This happens to be my least favorite Leone picture - the characters
>are SO dislikeable and the two rape sequences are so brutal that I
>opted not to add it to my collection

The rape scenes contrast one another, and I surmise that they are in the
movie in graphic detail to illustrate how DeNiro's character fails to
differentiate between the women he encounters. Tuesday Weld's character
explicitly asks him for rough sex, and she's pleasantly surprised to meet
him again several weeks later, not being bitter and intimating that she's
interested in a repeat encounter. Elizabeth McGovern's character is the
opposite; DeNiro has worshipped her for many years, and yet when she seems
interested in a sensitive relationship with him, he ruins it by his beastly
infliction of the worst pain. The next morning, as McGovern sits on the
train which will take her 3,000 miles from him, when she sees him at the
station platform, she pulls the blind to shut him out. All the more ironic
for DeNiro is that we had heard him say to Woods in one of the
immediately-previous scenes that he has enough money and would like to enjoy
it rather than get deeper into mob connections--obviously he could have gone
with her to Hollywood had he not behaved toward her as he did and had he
seen past his petty attachments.

On Sunday, April 11, 1999 4:28 PM, I answered an email about "the men were (trying to find Noodles) at the beginning of the film … Were they part of the crime syndicate as I've heard mentioned in the past?  Were they aware of Max's elaborate disappearing act?"

It all seems irrelevant to answer these questions. We hear the ringleader
state that they regard Noodles lowly for having betrayed a friend (the
telephone call that Noodles makes to the police to have him arrested just
long enough to give up his supposed plan to rob Fort Knox). The men are
probably no more than hired guns. Anyway, we don't see them before or after
this point in time.

> Question 2 :- The last time we see Frankie Monaldi in the film is when Max
> and Noodles have just "made-up" after a prior disagreement about beginning
> a Truck Syndicate.  He is standing in background apparently spying on them
> before entering into the lift. Why did he have such an ominous look upon
> his face?  We never see him again, what was this all about?

Max's partners (other than the childhood gang) at this point are saying that
Noodles is "dead weight," that he doesn't contribute enough, that he's no
longer sufficiently interested in working rather than vacationing, that Max
should "dump" Noodles. Noodles seems to accept this, but the criminal
partners being what they are, they don't want someone simply walking away,
no longer beholden to the syndicate, possibly free to turn State's Evidence.
Thus they already envision that Noodles won't become part of the trucking
arrangement, and that Noodles will either be killed or made to feel guilt
for the supposed death of Max. There's no reason to believe that they are
already thinking of the disappearing act, so figure that they are thinking
of killing.

Remember that Noodles tells Max that Noodles would like to know from Max
when Max decides he wants to dump Noodles. This tells us that Noodles
realizes that if he were scheduled to be cut from the synidicate, that he
wouldn't even be told, which means that Noodles can see that it would be a
brutal rather than a friendly parting of the ways.

On Thursday, May 06, 1999 3:03 PM, I was asked:

>Did Serge Leone have a Beatlesque theme running through this
>movie? Yesterday is played very significantly when Noodles surfaces
>after thirty odd years of waste and regrets and even sadness, there are
>4 characters, all great buddies together at the start

I count five characters in the beginning, the one you're probably forgetting
being Dominic, who dies in the fight with Bugsy.

Later on, Fat Moe becomes the fifth member.

You should consider also that movie is based on a novel entitled "The
Hoods," which I believe was published in 1968, before the Beatles' break-up.

On Sunday, August 01, 1999 3:09 PM, I discussed matter of the running time of different versions:

For what it's worth, the LETTERBOX laserdisc version is the unrated "long"
version, which is two minutes longer than the standard American "long"
version, which contained some cuts made to achieve an "R" rating. The VHS
and non-ltrbox laser versions are the "R" rated cut. Ignore "Director's
Cut" designations; that just means it's not the shortest version (2 hrs., 20

On Tuesday, August 03, 1999 6:03 AM, another answer about the running times:

>I own a 226 min. version on VHS. It must have the same footage as the
>unrated letterboxed laserdisc version. Correct?

To my knowledge, only the two "R" rated versions (the long and short ones)
were released on VHS. Look at the box of your VHS cassettes. Does it say
"rated R" (or have the "R" in a box logo)? If so, it's not the unrated

Then I addressed that although VHS users were not limited to the 140-minute version (the "short" version), this did not mean that the "long" version available on VHS was the most complete.  I addressed the writers concern that the longest version available on VHS "still omits segments from the scene where Robert De Niro rapes Elizabeth McGovern."  Although this version was advertised by someone as 227 minutes, if it was missing part of that scene, it was less complete than the 226-minute version.

Let me repeat myself: the long version didn't wait for video for it to be
shown to American audiences. Some American audiences had seen the long
version in theaters a few months after the short version was released. The
error is the implication that only the short version was released to
theaters during the original year of release.

The letter writer listed the versions he was aware of, and I responded.

>So far, I have heard of all the following versions:
>1. The American theatrical release with a running time of 139 min. (143
>min. was also given by some sources)
>2. 192 min. network TV version (source: Leonard Maltin)
>3. 224. min. "R" rated "long" version (described above)
>4. 225 min. US theatrical version (released 1984)

Numbers 3 and 4 are the same; there must be a rounding error in the times.

>5. 226 min. (released 1994) - this is the version that I own.

Don't be so sure. The VHS company may have taken the time from reference
materials, not from the actual film.

>6. 227 min. director's cut (with japanese subtitles)

This is probably also the version on American letterbox laser. If it's a
different cut, it might be because the Japanese censors may have insisted on
alterations. The subtitles are a moot point.

>7. 236 min. Italian version
>8. 250 min. director's cut (not released yet)
> source (for last 2): <>
>9. 265 min. Italian-TV version

Why versions 8 and 9 should have different times is beyond me.

On Thursday, February 22, 2001 8:16 AM, I again addressed the subject of running times (with the same letter writer as above):

> I owned a VHS version with a recorded running time of 226 min. which
> (compared to a 225 min. version) included additional footage in the
> following scenes:
> 1. Eve is shot twice (instead of once)
> 2. Fat Moe's beating
> 3. The two rape scenes
> I hear that the Japanese laserdisc version is longer than all video
> versions. What could it include as "extras" other than what I described
> above?

I have never heard of a comparison of the Japanese laserdisc and the
American widescreen laserdisc. It used to be that the American widescreen
laserdisc was longer than any other version released on American video,
because the widescreen version was the 226-minute unrated version, whereas
the non-widescreen laserdisc and the VHS "long" version were the R-rated
224-minute cut. From what you report, there is now an American VHS release
of the unrated version, which, as you report, has a few moments of extra
violence that were cut so that the film would be rated "R" in the theaters.

> I remember seeing a scene photo from "Once Upon a Time in America"
> in a book of DeNiro's films but that scene was not in the 226 min. VHS
> version that I owned. The scene showed Noodles and Eve in bed starring
> intently at something. Noodles was pointing his gun at what he was looking at
> and Eve was covering herself up with a sheet. It looks like a scene that would
> occur between the time that Noodles tipped off the cops about the bank job
> and the opening scene where Eve is shot.

Either this never appeared in any version, or is exclusive to the Italian TV
version, which is the longest (about 4 hours).

> Were those gangsters who were trying to kill Noodles at the beginning
> hired by Max (Senator Bailey)?

Yes, Max/Bailey specifically mentions the "syndicate" operation in
explaining to Noodles in 1968 how Max had betrayed Noodles.

On Wednesday, April 05, 2000 8:26 AM, I responded to a writer who said, "If you watch the scene carefully, underneath the moving truck (and on its passenger side) you will see the feet of the stuntman supposed to be the Mr. Bailey character, running and jumping onto the runningboard of the truck. This effect is easily visible and tends to jump right out at you. If this is not a blooper then it supports Max once more escaping. The lack of blood on the grinder blades also tends to support this idea. That said, however, I feel inclined to believe that Woods' character has NOT set up his own death. I feel he knows that walking outside alone would make him vulnerable, and his enemies (formerly his co-workers and subordinates) have the garbage truck out there waiting just in case, as inevitable as fate. I have never actually believed any other hypothesis. He knows he is dead anyway, walks outdoors alone at night, and those threatened by him snatch him and grind him into hamburger, as he knows they will do."

No matter where Max first made contact with the truck, once he was on it, it seems he went into the grinder. We never see Max go into the grinder, but that can be attributed to directorial discretion and to what occurs in the cutaways to Noodles observing the goings-on. Can you really believe that Max remained on the side of the truck while it was moving along the road? Noodles would have the opportunity to see him (Max doesn't know where Noodles will move to once he realizes something is amiss), and anyone else (perhaps houseguests leaving the party, houseguests getting a breather, etc.) could see Max and report him as a missing person as opposed to a dead one. Besides, the gang trying to keep Max from testifying almost certainly have gunmen about to make sure Max doesn't leave the house to go to a safe place before the trial.

On Monday, May 01, 2000 12:47 PM, I addressed a subject not brought up before in print but which I understood from having throught through it several times:

>… the question that puzzles me is:-
>Noodles 'runs' away to Buffalo from New York. He
>keeps a low profile during the many years that elapse
>from that fateful night where he believes he betrayed
>Max and his friends and they are all supposedly
>However as we are later to learn Max flourishes into a
>very public figure Secretary Bailey.
>Buffalo is not very far from New York - how come
>Noodles has never seen Secretary Bailey before -
>particularly recently with the scandal surrounding
>It seems an odd public life for Max to take up and
>even odder that Noodles never came across him again
>until he himself was contacted by Max - perhaps you
>have a theory or could enlighten me.

Max/Christopher Bailey does keep a low enough profile that he would not have
come to Noodles's attention. There is no photo of Bailey at the Bailey
Foundation on its opening day. Even Tuesday Weld, living there, doesn't
realize she's living on Max's charity (she talks of Max having wanted to die
and succeeding). We see the photo, see Deborah in it, but not Max.
Likewise, on television, there are many people who speak about the crisis
(Treat Williams as the "Clean Hands" labor leader, for instance), but we are
specifically told that Mr. Bailey, the person about whom the scandal
revolves (as the TV reporter says in a question) has not issued a statement,
has not spoken to the press. (A lawyer-type person says he's preparing to
answer questions.)

I found it odd that a newspaper wouldn't have found at least a file photo
from years past, but given what we ARE told about Bailey, that's not

On Saturday, May 13, 2000 7:53 PM, I addressed yet another question on that scene in which "Noodles visits Deborah at the studio, and she appeared to be the same as she did 35 years back. I don't understand how this is possible."  [DH note: actually, it was not a studio but a theater dressing room.]

>If everything was a "dream", then it would make some type of sense, because
>he saw her the way HE WANTED TO. And another key line was when he was
>speaking to "Bailey" at the end and Noodles remarks, "It's just the way I SEE

There's dialogue covering this: Noodles reads from the play's poster that
age can't wither the play's character's beauty, then Noodles remarks that
the play must have been written for Deborah.

Keep in mind also that Deborah is at first wearing makeup, and that when she
removes it she doesn't seem to be removing all of it. When we see Deborah
(briefly) shortly thereafter at the Christopher Bailey mansion, she does
look a bit older.

On Friday, January 05, 2001 11:02 AM, I again addressed the subject of Max's betrayal of Noodles:

> Like most viewers, I too have uncertainties about the meaning of the garbage
> truck at the end of the film. Your answers on this issue helped clear this up.
> However, I still wonder about the henchmen who are pursuing De Niro at the
> beginning of the film. If Max's intentions were betrayal then who were these
> characters working for? Is there any link to these characters and Joe
> Pesci's character? There is one scene in the film where De Niro's character
> and Pesci's character pass at an elevator following the meeting where Max was
> told to dump Noodles. After this, Max and Noodles take a vacation and I
> presume this was a chance for Max to see if Noodles could be changed. Is it
> possible that these hitmen are working for Pesci? Did Pesci's group know of
> Max's intentions? Is it possible that Peschi might have suspected Noodles
> for the death of Cockeye, Patsy, and Max in the police raid? On the other
> hand, is it possible Max had second thoughts about Noodles staying alive? Is
> it possible that Pesci's character acted independently because of the risk of
> Noodles discovering Max's conspiracy? I might add that I find this to be the
> film's biggest flaw.

Max/Bailey answers your main question in his final scene with Noodles when he says that
the raid on the speakeasy on the last night of prohibition, was a "syndicate operation."
Obviously there were other people working for Max, for how else could it be if there is a
syndicate orchestrating the events? The syndicate people helped Max fake his death, and
as they had planned for Noodles to "betray" Max (albeit just for a short time in jail) the
syndicate men now have an "excuse" to go after (hunt) Noodles.

> How is it possible for Max to maintain his secrecy as a
> public figure without ever having his face on a newspaper or television? I
> find this issue intriguing and I would certainly appreciate your insight.

It may seem unlikely that Max would never be in newspapers or on television, yet that is
what we are told, so we are given that this is what is to be expected and that we should
just follow the plot. My main observation of a flaw is that the kids apparently put the
suitcase in a railway locker one year and open it up at odd intervals but never experience
the suitcase being removed for lack of continued payment for the locker; are we to believe
that they went each day with a fresh coin to open the locker and close it again to secure
another brief rental? If so, they would be borrowing the key from Fat Moe every day (or
nearly so) without his becoming curious and all five would have to make major scheduling
commitments to allow this to happen (because only with all five present can the key be
turned over to the kids from Moe).

On Sunday, February 13, 2000 12:51 AM, I addressed a writer's interpretations:

>I wanted to contact you, after reading your posts related to questions
>concerning "Once Upon a Time in America", as I have my own interpretation
>of certain scenes and what they represent.
>Having said that, it is my honest belief that the "younger" Noodles, shown
>in his drug induced state, was smiling at the end of the movie because in
>his mind, the death of his friends meant he was now free from the life he
>had been living as a member of the "gang", since his release from

The time that Noodles goes to the opium den immediately after the presumed
death of all his friends (and the actual death of two of them), Noodles
doesn't get to go deep into his contemplations -- the proprietor shuttles
Noodles out the back door so that he can stay clear of the hired gunmen who
want to get even with Noodles for calling the police to arrest Max.

When we see Noodles in the midst of an uninterrupted opium experience at the
end of the movie, it seems most likely to be a memory of the time he skipped
out on one of the union jobs after Deborah's leaving for Los Angeles.

> This opinion is in direct contrast to Max's interpretation of
>Noodles, with his "eyes so full of tears", being unable to recognize it was
>not Max laying on the pavement that night.

Nonetheless, Noodles was fooled. The nametag took the place of a careful

>In my opinion, after being released from jail, Noodles never wanted
>anything but a simpler life, married to his life-long love, Deborah. He
>went along with Max reluctantly out of a sense of loyalty to his friend
>(remembering how Max had helped his Mother while he was in jail), but never
>really approved of the direction they were headed (Max and his desire to
>become part of a larger group). This is evident both in Noodles
>disapproval of the "Detroit Hit" and in the gangs involvement with both the
>politicians and Union.


>In essence, although tragic, the gangs['] death represented a solution to
>the problem Noodles faced, "loyalty vs desire" and how to escape the world
>others were creating for him. The only real setback Noodles faced after
>the murder of his friends, was financial. I think he expected to be able
>to create a new life with the money in that suitcase, but I don't think his
>comment to FatMo , when asked what he had been doing the last 35 years,
>about "going to bed early" was meant to represent a life wasted. It has
>been my experience that those who are most content in life, sleep much
>better than those who are not. I think what he meant by that comment was
>his life over the last 35 years was much simpler and "going to bed early"
>was the preferred alternative to his previous life "in the fast lane".

What was there to be content about? Deborah was not in his life, and
there's no sign that there was anyone else. No passion seems to uphold his
spirit when we meet him again in 1968, and his body seems hunched a bit as
if he grew tired of supporting his height. This is not a matter of leaving
the fast lane, not even a matter of pulling off to the side to wait awhile,
but rather an instance of first slowing and then breaking an axel in a
ditch, where because one isn't willing to take stock of the condition of the
vehicle, one remains for 35 years, being passed by and passed over.

>Put into this context, Noodles becomes the only real "winner" of the
>group. While his later life may have appeared "boring" or "wasted" to some
>viewers, particularly when compared to the glamorous life Max had created
>with all his millions, in the end it was Max who died alone, while Noodles
>was still free to return to his new life and enjoy his old age.

Max had Deborah and a son. Noodles didn't show any signs of being prepared
to enjoy old age even after what he learned in 1968. Deborah wasn't enticed
into any new relationship (she's respectful of his feelings enough to not
want him to go to the Christopher Bailey party, but if she really wanted to
renew a relationship, she would have known that a confrontation would be
inevitable and would want to get on with it), and Noodles holds to his
illusions about the old Max rather than learn about himself in accepting
what turned about to be true about Max.

>Frankly, I believe if anyone was living in a state of torment all those
>years, it was Max. The fact his Son had been named after Noodles and Max's
>former lover was being taken care of in her old age, combined with the
>sentimental scene with the "pocket watch", tells me it was Max who lived a
>life full of "demons from the past".

True, but that doesn't exclude that Noodles was miserable. Your way of
wording this last sentence -- "…tells me it was…" -- suggests that you
want me to believe that only one of the two can be considered severely hurt
by the betrayals. I say that both were. Noodles lost the people he valued.
Max seemingly had no values of his own, but rather accepted the values set
by someone else, bypassing judgment and then pursuing something he would not
known was worthwhile had he not copied. Both Noodles and Max suffer a
similar tragedy by getting or not getting what they do; their fates are
variations on each other.

> Noodles comments about how he had
>once had a friend, but that friend had died, indicated to me that even when
>faced with the "new" truth, Noodles did not want to let go of the freedom
>he had achieved through his own personal interpretation of the events 35
>years ago, from Max.

Is this "freedom," or a feeble attempt at last grasps at shreds of misguided

>As for the rape scene, I feel as though it was a result of Noodles[']
>both with himself and with Deborah, when at that very moment he realized he
>would never achieve his dream of a simple life with the woman he loved (and

>had loved since childhood). Remember at dinner he had told her that she
>was just like Max, then remember his opinion of Max. He was surrounded by
>people that did not share his idea of what a happy life would be.

Ask yourself WHY he would never achieve his dream of a simple life. He
COULD have gone with Deborarh to California; he had enough money to not have
to work, and the gang could operate without him. The problem with Noodles
was that he could not make mental adjustments. Faced with Deborah having a
strong devotion to career, he couldn't picture the place he nonetheless
could have had in her life. Faced with leaving the gang, he couldn't bring
himself to it. (He was able to communicate to Max and others that should
they decide to dump him, just let him know. He seems amenable, and seems to
want them to know this.)

>I think it was at that point in time he began thinking on how to make some
>changes in his life.

He thinks about it, but doesn't act. That's a vital distinction -- one that
leads me to believe he lives life as if it's illusion, one that leads me to
believe that the theme of the story is that failure to act can bring about
destruction of happiness.

> Remember later at the hospital celebration with the
>Union official when he told Max he had been thinking of some ways to
>"restructure" the business. It is my opinion he was already thinking of
>some way to change his circumstances and perhaps regain some degree of
>control over his life.

It's true that Noodles gravitated toward simplicity, preferring a
independent small gang to a conglomeration of new associates who he foresaw
would eventually want one gangster to kill another ("tomorrow he asks me to
kill you," Noodles told Max just before driving the sedan into the stream),
willing to accept a wad of "a lot of money" to even bigger payoffs to be had
in political deals. However, can you truly say that Noodes had been
THINKING, or could it be (my opinion) that he was reacting to unfocused
fears, unexamined emotional vibrations, and an unwillingness to learn about
the unknown?

>All this brings to mind the saying "things are rarely as we perceive
>them". Here you have Noodles happy to be free from the bonds of loyalty
>that were leading him down a path he did not want, while for 35 years Max
>felt guilty about how he had stolen Noodles life and happiness. In the
>end, it appears Noodles is the only one who can sleep well at night.

If Noodles could sleep well at the end, why does the director choose to take
us from Noodles' perplexed reaction at the end of 1968, letting us see as
OUR LAST LOOK AT NOODLES a scene from 1933? By placing that scene of
Noodles in the opium den at the end of the movie, director Sergio Leone
makes this scene a summation. It's our last impression. What kind of
impression is it? A man who has to take a sleep-inducing narcotic to feel
something, to escape, to find any peace.

Sure, the movie as a whole is designed to make us feel "things are rarely as
we perceive them" The opening scenes set up this emotion by disorienting us
with scenes that don't link properly in time and space, where time goes
backward and forward, where sound does not match the screen image (remember
the phone that rings again after the receiver has been lifted).
Nonetheless, in the course of the next several hours, the impressions do
start to fit a story, a succession of events. Answers can be deduced. It's
just more difficult than in most movies, but not impossible.

On Monday, February 14, 2000 7:35 PM, I addressed a writer's legitimate concerns about the timeline of events, particularly as it relates to just when Noodles enters the opium den:

>If you look closely, you will see that noodles is wearing the same cloths
>in the end opium scene that he was wearing in the beginning opium
>scene. Not the "dinner attire" he had been wearing with Deborah and when
>he "re-entered" the life of the gang after his disappearance.

Having not seen the movie again, I'll take your word for it. What I was
linking in my mind with regard to when Noodles missed a job because he was
"so doped up" he couldn't recognize Cockeye, was that the scene which
relates that information provides the MEANING for Noodles's visits to the
opium den: to blot out his failures in relationships with those he cares
about, to escape this knowledge, to experience nulled sensations rather than
an active mind. Thus, when the end of the movie goes back to the opium den
(flashback) after Noodles witnesses the end of Max, we can connect the two
scenes because the "so doped up" conversation told us the WHY.

Incidentally, my understanding is that Italian television version of "Once
Upon a Time in America," which is 40 minutes longer than the longest
theatrical versions, does show what Noodles does after the taxicab ride with
Deborah: a miserable experience with a prostitute. I've read this but one
place, and haven't confirmed it. Other than this, I don't know what's in
the 40 minutes of additional scenes.

>Most important however is the fact he is smiling when the beginning scene
>starts… .telling me the beginning scene actually starts off where the last
>scene of the movie ends. In fact, if you were to put together the last
>sequence, followed immediately by the beginning scene, you would have one
>continuous event… ..

This is a sign of clever writing/direction, and your describing this
indicates to me that you are on to something. Such a "circle" is in line
with the style of the movie.

>In fact, until Noodles was rushed out of the building by the Chinese man, I
>don't think he suspected anyone was trying to kill him at all. I believe,
>until he was hurried out of the building and knew someone was after him, he
>assumed he was the only survivor of the gang and that he was now in fact on
>his own (which would also explain why he had not yet attempted to retrieve
>the money from the locker). No doubt he must have assumed it was
>retaliation for making that phone call to the police, which would explain
>his careful approach to Fat Moe's establishment immediately following the
>opium den escape.

No question.

>At this point it is important to ask why he headed to Fat Moe's from the
>opium den anyway. From my perspective he was only after the key to the
>locker. He now knew he needed to get away and wanted the money he thought
>was still in the suitcase. Otherwise I doubt he would ever have risked
>going to his "known" hangout, now realizing hit men were after him.

Noodles even makes this point when he tells Fat Moe that he won't untie Moe
because he doesn't want the gangsters to know he was there.

>In fact, until he realized the money was not in the suitcase anymore, he
>looked and acted like a man with a plan. The missing money was no doubt
>his first real indication that something was not kosher with his "current"
>interpretation of events. Even the fact hit men were now after him and had
>already killed his girlfriend, seemed not to phase him. I suppose coming
>from his world, retaliation was an event he could relate to (even though we
>now know retaliation was not the real motive he was being hunted down, but
>merely the "syndicate" trying to tie up loose ends). The missing money
>however threw him for a loop (remember him telling Fat Moe he had been
>trying to figure out who took the money for 35 years, even thinking at one
>point it had been Fat Moe who took it).

This is an indication of the fogginess that is part of Noodles's standard
thinking mechanisms. Noodles knew that Max was bringing other people into
the crime circle, Noodles realized he could be cut out, Noodles sensed that
new people meant new leadership to order one gangster to kill another. If
he knew all this, he shouldn't have been looking at Fat Moe as the culprit
unless Fat Moe could have been an unknown member of the crime syndicate
(which would be difficult to pull off given Moe's whereabouts were known to
his old friends, who hung out at his place), but rather should have realized
his lack of knowledge about who Max had let into his syndicate meant Noodles
didn't know enough to know all the people who could have stolen the money.

If Noodles had really thought about it, he would have remembered Max faking
his death during the childhood cargo-decoy incident, and would have realized
that Max might be faking death again.

>As for whether he was content in later life, it is interesting that we
>really know nothing about what he had been doing all those years.

The movie gives a strong indication of his emotions as an old man through
the song chosen to accompany our first look at old Noodles: "SUDDENLY, I'm
not half the man I used to be. There's a shadow hanging over me. Oh I
believe in yesterday." Only the first word is sung, but the song is
well-known enough (perhaps more so in 1984, when the film was released) that
viewers would fill in the rest. There's another verse used too, with a
different first-word as the sole word sung.

>Also remember that Noodles did not return on a whim, but was "summoned" by
>the letter from the church.

He would not have suspected anything otherwise. Nonetheless, before Noodles
sees Fat Moe, he's spoken to the rabbi and has already learned that the
bodies had been moved months ago from the neighborhood cemetary to "a fancy
place in Riverdale." Noodles didn't even need to see Fat Moe for the
purpose stated in the letter. He let curiosity guide him.

>Therefore the Noodles we see in old age was
>not a man anxious to be "back home", but a man "worried" that for some
>reason his past was now catching up with him (remember his interpretation
>to Fat Moe about what he felt that letter was really saying), and he
>returned to confront the threat.

When Noodles is watching TV news at Fat Moe's, Moe tells Noodles that
Noodles could leave at any time, he has the money now in the suitcase, so
Moe is wanting to know why is Noodles is staying around. Noodles
specifically says he's "curious."

>As for not being content without Deborah, I refer back to my original
>comment about the rape scene and why I think Noodles motivation was purely
>anger, both with himself and Deborah.

"Anger" is not "pure," it has a foundation in what a person thinks, values,
expects. With that in mind, return to what I said before.

> From my perspective, the moments
>just before the actual rape depict Noodles frame of mind most effectively,
>as he just sat in the back of the car staring into space. Noodles had
>spent all those years in jail dreaming of what his life with Deborah would
>be like, then spent the next 10 years or so establishing himself
>financially running booze, all so he could build up to the moment where, in
>the movie, he presented himself to Deborah.

Actually, Noodles didn't spend 10 years establishing himself in crime. The
timeline is vague in the movie, but we are told how many days Noodles was
sentenced to jail (Deborah stopped counting down around 2000), can convert
that to years, then subtract that from what we know to be the ages of the
gangsters (the cemetary markers tell us the years of birth), figure what
years would have been depicted in the childhood scenes, then figure that the
leftover time lasts only until the end of 1933 (the end of Prohibition).

> Trouble is, while he spent
>all that time dreaming and planning, he never really bothered to determine
>just what Deborah wanted out of life.

He would have known what Deborah wanted from life by her dedication to
practicing her elocution lessons, etc. His problem is that he won't look
inward to realize that what he plans and is capable of ascribing to other
people, is not a complete view of a person. Deborah points this out to him
on their date when she says he would put her in a box (metaphorically). If
Noodles could truly analyze, he would be able to confront his mental
shortcomings and reverse them. He doesn't; he lets the anger wash over the

>Imagine for a moment just how Noodles felt, after fully stating his love
>and desire for Deborah, essentially asking her to become part of his life
>and settle down with him, assumably to raise a family, knowing he was now
>financially secure and from his perspective, no longer that "two bit punk"
>Deborah had rejected so long ago, only to see his dream shattered by her
>own ambitions

Deborah had once written in poetry that Noodles would "ALWAYS BE a two-bit
punk." (Following this with: "so he'll never be my beloved. What a
shame.") She doesn't see him as someone who will change what's inside him.

>If anything, Noodles life in "la la land" ended that exact moment when he
>realized he had been living nothing but a fantasy. The reality of his
>situation infuriated him which, in my opinion motivated the rape.

The reality could have been changed -- if he would have seen himself

> His
>subsequent appearance at the train station when Deborah was leaving was
>from my perspective, both his way of apologizing for his behavior and his
>way of saying goodbye to Deborah forever (closure).


>I think one fundamental difference between your interpretation of Noodles
>and mine (and I could be wrong about your interpretation) is that I see him
>as being a leader of men, independent enough to know what he really wants,
>yet accommodating to Max, first out of both loyalty and friendship, second
>because he see's him as more an equal than a subordinate.

Noodles falls for the deception painted by Max. Noodles is betrayed by the
moments together with Max so he fails to see he's made subordinate by the
meetings Max has with other leaders without Noodles's participation. It's
not independence to have one's body in Max's world if Noodles's soul is
elsewhere. What good does it do Max to have with him someone who's mind is
elsewhere? Wouldn't Max know? (Max does.) Doesn't Noodles realize that
Max would sense the difference?

> The scene that
>best demonstrates this relationship is when Noodles sits on the couch and
>stirs his coffee for about 5 minutes. A weaker man would have crumbled
>under the pretense of a power shift within the gang.

The weaker man you describe is still someone who values the gang. Does
Noodles value it enough to care?

>No doubt Noodles is very intelligent as well, although not "schooled" and
>polished. The scene from his early life as a young teenager, where he
>prefers spending his time in the bathroom reading books to his home
>life, provides more insight into his character than I think most people

This does not make him intelligent. If a man is mentally out of focus a
great deal of the time, then has a sharp observation, then goes out of focus
again, he's not a man of intellect, just someone who might sometimes make
the right decisions but often won't.

Misplaced thinking does not make one an intellect. (Likewise, misplaced
devotion does not make two people friends.)

When young Noodles reads, he suggests it's for an escape: dad and mom drunk
or fighting.

>Personally I have always found Noodles to be a decisive individual, almost
>to the point of being stubborn.

Stubborness and decisiveness may well be opposites. To make an appropriate
decision, one needs to be open to facts. Stubborness can screen out
recognition of facts.

> Even his failure to recognize just how
>flawed his perspective of the relationship between he and Deborah was,
>represents a man who once a decision is made, by god it sticks.

I agree -- and am led to a different conclusion than you are, by that very

> The most
>compelling example of just how decisive he could be however is the fact he
>made the phone call to the police station, whether the idea was planted in
>his head by Max's girlfriend or not, clearly shows Noodles had put enough
>thought into the consequence of his actions to justify telling his
>girlfriend he would not be home for a year and a half "with 6 months off
>for good behavior".

A child might see the consequences of his actions. But does he have the
maturity to weigh whether the goal clashes with his values (particularly the
unstated, implicit ones)?

>Noodles was willing to take on the responsibility of having the entire gang
>locked up for running booze, not only to protect them from what was coming
>(Max's supposed fantasy of robbing the Federal Reserve), but in my opinion,
>as a way he could end the path others were taking him and regain control
>over his life and future.

There were other ways to the same goal.

>I will grant you that the end of the movie and Noodles reactions to the
>truth are complicated, but I sincerely believe that even when faced with
>the truth, Noodles maintained his interpretation of events simply because
>he did not want to return to the world Max had never left, which killing
>Max would have caused.

Then why wouldn't Noodles simply tell Max, "I'm not a hitman any longer"?
More specifically, he would have said: "I'm not a hitman. The life that
goes with it has no allure for me. I don't care to be part of it."

> From his perspective, the past was over and only
>today mattered. What purpose would it have served Noodles to modify his
>interpretation of events and how they effected everyone's life, some 35
>years later.

The purpose: fidelity to reality, which pays dividends through life. You
complicate the question by stating "…some 35 years later." This misses
the point: Noodles was operating on mental procedures that had done poorly
by him for 5+ decades, and he would have best off had he rooted them out
years earlier. By the time Max asks to be killed by Noodles, Noodles's
thinking procedures are automatized. This doesn't excuse him, but rather
illustrates (in yet another way) the tragedy of his never changing.

>In fact, I almost sensed Noodles feeling pity for Max, particularly during
>the scene with the pocket watch. It was as if Noodles realized Max had
>been suffering all those years over how things turned out when Noodles
>himself had moved on and found a new life. How could he now shatter Max
>with the notion his death, while sad in itself, caused Noodles no
>permanent grief, some 35 years earlier, when it was clear Max had grieved
>all those years over the loss of his friendship with Noodles.

Noodles does seem to feel pity for Max. It's not truly deserved. Max was
in the position at any time to have made his new identity known to Noodles;
Noodles didn't have that opportunity. (The story remarkably works such that
Noodles doesn't find out about Max/"Christopher Bailey" all those 35
intervening years. "Mr. Bailey" manages to stay off TV when reporters are
digging into the 1968 scandal. Noodles admits (in his conversation with
Deborah in the dressing room) to reading the newspaper stories, yet not even
a file photo of Bailey illustrated a single story (otherwise Noodles would
have known). Bailey had been dedicating charitable institutes and the like
over the years, but managed not to be photographed at the openings.
Remarkably, Tuesday Weld's character ("the Detroit cock-squash") lives in a
Bailey charity home, but never knew that her ex-lover Max was financing it,
otherwise she wouldn't believe Max died in the police raid, which she
apparently does, given her lament that "Max wanted to die.")

Noodles might feel badly for Max not having values of his own, for Max not
being able to reciprocate feelings, or for Max seeming to have other
deficiencies of an emotional nature. Nonetheless, Max's situation at the
time at hand is such that, as Max says, he's "a dead man" no matter what.
That's the reason Noodles would be doing a courtesy to Max, not a
shattering. Max nonetheless seems determined to mine the sympathies of
death (suicide) one more time, going into the dumpster he seems to have

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