"Once Upon a Time in America" is an epic crime drama film directed by Sergio Leone. Released in 1984, the movie spans several decades and follows the lives of a group of Jewish gangsters in New York City.

The film primarily focuses on the friendship between David "Noodles" Aaronson, played by Robert De Niro, and Maximilian "Max" Bercovicz, portrayed by James Woods. It explores their rise through the criminal underworld, their relationships with various characters, and their involvement in organized crime during the Prohibition era.

"Once Upon a Time in America" touches on themes of friendship, betrayal, love, and the consequences of a life of crime. It incorporates non-linear storytelling, weaving together different timelines and reflecting on the characters' past and present.

The film is known for its meticulous attention to detail, stunning cinematography, and Ennio Morricone's acclaimed musical score. It has gained a cult following over the years and is considered one of Sergio Leone's masterpieces.