Sergio Leone wanted to quit Westerns. He had just finished The Good, the Bad and the Ugly, and his plan was to produce a film based on the novel The Hoods, which eventually became Once Upon a Time in America. Then Paramount Pictures came with an offer: a budget and Henry Fonda, if Leone would make one more Western. He took it. The result, Once Upon a Time in the West, is the best thing he ever did with a gun and a wide screen.
Trailer, via Paramount Movies.
A Train, Three Gunmen, and a Harmonica
The film opens at a station in Flagstone. A man with a harmonica — later called “Harmonica” — kills three men waiting to ambush him. He had expected the outlaw Frank. He concludes the men belonged to Cheyenne’s gang. That mistake sets the whole machine running.
Meanwhile, Frank and his men murder Brett McBain and his three children at their ranch, Sweetwater, as they prepare for a celebration. A former prostitute arrives shortly after and reveals she is Jill McBain, married to McBain a month earlier in New Orleans. Frank leaves evidence pointing at Cheyenne.
The railroad is coming. McBain knew it and meant to profit: a watering station on Sweetwater, on the line from Flagstone. If the station was not finished when the railroad arrived, the land would revert to the railroad. Morton, the railway tycoon, hired Frank to intimidate McBain, not to kill him. The murder puts Morton at odds with Frank, who wants the land for himself. Jill, as McBain’s widow, owns Sweetwater now.
Claudia Cardinale and the Man Who Refused to Be a Cliche
Henry Fonda did not take Leone’s first offer to play Frank. Leone flew to New York to convince him and made the pitch himself.
Picture this: the camera shows a gunman from the waist down pulling his gun and shooting a running child. The camera tilts up to the gunman’s face and… it’s Henry Fonda
Fonda had not seen any of Leone’s earlier work, including the Dollars Trilogy with Clint Eastwood, so Leone arranged a screening. Fonda then called Eli Wallach, who had co-starred in The Good, the Bad and the Ugly. Wallach told him, “You will have the time of your life.”
Fonda showed up with brown contact lenses and a handlebar mustache. He thought dark eyes and facial hair would help the audience accept this new Fonda as the bad guy. Leone told him to take them off. He did not want Fonda to look like a cliche villain. That decision is the film’s sharpest weapon. Fonda’s face stays the face of a leading man, and the violence coming out of it lands harder for it.
Leone cast Claudia Cardinale partly because she was an Italian national and it meant a tax break. She carries the film anyway. Jill is not a prize or a widow to be pitied. She arrives at Sweetwater, learns what she has inherited, and searches for the motive behind the murders that put it in her hands.
The Shootout Leone Wanted and Never Got
Leone wanted the three men who ambush Harmonica, and die for it, to be played by Clint Eastwood, Lee Van Cleef and Eli Wallach — a symbolic killing of the Dollars Trilogy he wanted behind him. Wallach was willing. Van Cleef was unavailable. Eastwood was not interested. So the trilogy got no funeral, and Leone moved on with Charles Bronson, who took the role of Harmonica after Eastwood turned down the offer to play the protagonist.
The supporting cast runs deep: Jason Robards as Cheyenne, Gabriele Ferzetti as Morton, Woody Strode and Jack Elam as Frank’s gunmen, Keenan Wynn as the Sheriff, Lionel Stander as the Innkeeper, Paolo Stoppa as Sam, Frank Wolff as Brett McBain. Tonino Delli Colli shot the widescreen photography. Ennio Morricone composed and conducted the score.
What the Running Order Actually Costs
The original director’s version ran 165 minutes when it opened in European cinemas on December 21, 1968, and it was a box-office success there. A U.S. release followed on May 28, 1969. The film’s overall runtime is 166 minutes.
| Release | Date | Runtime |
|---|---|---|
| European cinemas (original director’s version) | December 21, 1968 | 165 minutes |
| U.S. release | May 28, 1969 | Not given |
| Film’s overall runtime | — | 166 minutes |
That gap matters less than it sounds. The film is not built on plot turns. It is built on faces and waits — Harmonica watching, Jill walking into a house full of dead people, Frank smiling before he does something unforgivable. Leone lets the camera sit. Some viewers will call it slow. It is not slow; it is patient, and it is paying for something.
The middle stretch is where Once Upon a Time in the West earns its place. Harmonica saves Jill from two of Frank’s men. He spies out the railway carriage where Morton lives, confined by spinal tuberculosis, moving on crutches. Harmonica finds the link between Frank and Morton and gets captured. Frank is called away. Cheyenne rescues him. The two men then work together to help Jill save Sweetwater, using stockpiled materials to start building the station.
Then Frank comes back for Jill. The encounter is a threat dressed as desire, and afterward she is forced to auction the land. Frank’s men intimidate the bidders so Frank can buy it cheap. Harmonica appears with Cheyenne. That is the shape of the thing: a woman’s property, a railroad’s appetite, and two gunmen who decide, late, whose side they are on.
Why This One Still Stands
Once Upon a Time in the West is the first film in Leone’s Once Upon a Time trilogy, followed by Duck, You Sucker! and Once Upon a Time in America. The three share no characters. They share an interest in the moment the old world gets paved over.
This is the Leone film to start with, and not because it is the most famous. Once Upon a Time in the West has more on its mind. The railroad is not scenery; it is the plot. Morton’s tuberculosis, the crutches, the carriage he cannot leave — that is a man who knows he is dying and is racing a railroad he is building. Frank wants the land. Jill wants a life. McBain wanted a watering station. Only one of those is a business plan, and the film knows it.
The casting is the argument. Fonda as Frank is the whole idea: the American leading man turned loose on the people he used to protect. Leone understood that a villain the audience already trusts is worse than a stranger with a scar. Bronson’s Harmonica is the counterweight — a man who says almost nothing and plays a tune instead. Robards plays Cheyenne, the fugitive who denies his men tried to ambush Harmonica and then rescues him.
The pacing asks for a viewer willing to sit still. None of that touches the core. Once Upon a Time in the West is a Western about the end of Westerns, made by a director who was trying to quit them.
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