The most shocking thing about Once Upon a Time in America is not the violence, it's how young both Elizabeth McGovern and Jennifer Connelly are in this movie. They both play the same character at different ages and seeing them in this movie obviously triggers memories of past films and TV shows they have done. I couldn't help but think about Downton Abbey and Dark City. Man, Jen can't be older than 12 or 13 in this. It has been such a long time since I last saw this one that I totally forgot that Jen was even in this. Once Upon a Time in America is another great addition to the crime genre, but it's not without its faults.

There are a few things that really bugged me about this one. First was that damn ringing phone. To this day, I have never been more annoyed by a phone than I was in this one. To have a ringing phone play over a bunch of scenes for 5 minutes straight will drive anyone insane. Ack! Another thing that kinda sucked is that the makeup person(s) got lazy at the end. How is it f*cking possible for the entire cast to "age" 30 years with each one getting a proper "old person" makeover and yet there's McGovern's character looking oh, so fine. No wrinkles. No gray hair. Nothing. It may sound like I'm slamming the movie, but I really do like it. If you can get past the first 20 minutes or so, it really starts to build. The movie doesn't really take off until the flashback scenes kick in with the kids.

One thing I also found be cool was that while I was watching Robert De Niro and James Woods play off each other, you can't help but starting playing their scenes from C a s i n o . Throw in Joe Pesci and you got yourself a nice little pre-reunion of sorts. Speaking of Pesci, even he looks young. Really young. And skinny as f*ck. Yikes. This is definitely worth a Rent. This would be the final film by writer/director Sergio Leone. I hope to one day get to see HIS version of the film which is supposedly in the neighborhood of 4 plus hours. The American version clocks in at 229 minutes, far short of the man's vision.