#95 (tie): 'Once Upon a Time in the West': The Reveal discusses all 100 of Sight & Sound’s Greatest Films of All Time

Our journey through the Sight & Sound 100, starting with a six-way tie for the 95th spot, continues with Sergio Leone’s spaghetti Western masterpiece.

Once Upon a Time in the West  (1968)
Dir. Sergio Leone
Ranking: #95 (tie)
Previous rankings: #78 (2012)

Premise: In the Old West town of Flagstone, multiple characters converge in an epic confrontation. An outlaw known only as “Harmonica” (Charles Bronson) arrives via train and guns down three assassins who have been sent to greet him. Those men were sent by Frank (Henry Fonda), a blue-eyed killer who works as a hired gunman for Morton (Gabriele Ferzetti), a railroad tycoon who’s looking to expand the line further West. Another new arrival to Flagstone, Jill McBain (Claudia Cardinale) has come from New Orleans for a new life as wife to a rancher and mother to his three children, but Frank and his men have killed all four of them before she arrives. The crime has been pinned on another outlaw, Cheyenne (Jason Robards), but it soon becomes clear that the frame job is connected to Morton’s ambitions to seize the McBain property, which is essential to his train expansion. That leads to a partnership of sorts between Mrs. McBain, Cheyenne and Harmonica as they’re each motivated for different reasons to square off against Frank. 

Keith: Bernardo Bertolucci tells a story in Christopher Frayling’s excellent Sergio Leone biography Sergio Leone: Something to Do with Death about how he came to collaborate with Leone and Dario Argento on the early stages of the script that became Once Upon a Time in the West after, by chance, attending an opening day screening in which Leone and Argento happened to be sitting in the projection booth. The next day, Leone called him at home to ask if he liked it:

“I said I did, but that was not enough. Sergio wanted to know why. So I replied with a phrase which I think he liked very much, which almost seduced him. I said I liked the way he filmed horses’ asses. In general, in both Italian and German Westerns, the horses were filmed from the front and sides — in profile. But when you film them, I said, you always show their backsides; a chorus of backsides.”

Leone’s reply, after a moment of silence: “We must make a film together.”

I think that anecdote isn’t a bad starting place for a conversation about Leone in general and Once Upon a Time in the West in particular. He’s interested in the parts of the Western that other movies don’t show. Once Upon a Time in the West famously opens with a long scene in which three would-be assassins (Al Mulock, Jack Elam, and Woody Strode, all actors associated with Westerns in one way or another) wait for a train carrying their target, a man we’ll know only as Harmonica (Charles Bronson). Their sweaty sojourn becomes a kind of comic symphony of buzzing flies and dripping water, but when the train eventually pulls into the station, the showdown is over before it even really starts. 

It’s the cinematic equivalent of writing a poem in an established style but stressing all the wrong syllables. Or, better put, “wrong” syllables, since Leone’s films are as thrilling as they are unconventional. He may film the horses’ asses, but he’s still interested in filming the horses. Leone’s five Westerns (six if you count My Name is Nobody, which he produced and at least partly directed) tweak the traditional Western, but it’s the sort of tweaking only someone deeply in love with the genre could perform.

Once Upon a Time a Time in the West followed what’s come to be known as the “Dollars Trilogy,” three films starring Clint Eastwood as terse drifters making their way through a grungier, uglier, and bloodier American West (by way of Italy and Spain) than moviegoers were used to seeing. Once is both more melancholy and self-conscious than its predecessors. It’s filled with references to past Westerns and familiar character types. Leone described it as a “dance of death” filled with “the most stereotypical characters from the American Western — on loan!”

While that sounds like the making of a too-self aware experiment, the film doesn’t play that way. There’s a kind of double consciousness that comes with watching Leone’s Westerns, especially this one: you can appreciate the references and the commentary on the genre attached to them, but that doesn’t get in the way of the movie working anyway. In some ways, the self-awareness elevates the film. It’s less a parody of Western themes than an attempt to blow them up to mythic scale.

In case you haven’t noticed, I’m a fan of this one. Scott, I believe you are, too. So here’s a basic question to kick off our discussion: Who’s the protagonist of this movie? It’s a question I couldn’t answer so I’m putting the burden on you.

Scott: First off, I want to make note of this film’s curious poll history, because it doesn’t make a lot of sense to me. Once Upon a Time in the West did not make a Sight & Sound poll until 2012, when it debuted with a bullet at #78. We can speculate on reasons for this, but I suspect that availability had something to do with it: I had all kinds of trouble seeing the film—the first time I did manage to see it, in the early ‘90s, I had taped it off cable, when it went from a beautiful letterboxed presentation to a deflating pan-and-scan after the long opening credits sequence—and it took some time for it to surface on DVD. 

The 2002 poll had Leone’s Once Upon a Time in America, Leone’s 1984 gangster epic, at #79, but the 2012 editi0n knocked that film down to #166, suggesting that critics (properly, in my opinion) favored West. Appreciation for Leone is still significant in 2022—in addition to America (now #157), The Good, the Bad and the Ugly (#169) is also in the Top 200—but the slight downtick for West surprises me a little. And I only have myself to blame: It was another near-miss for my own ballot, and that single additional mention would have taken it out of the six-film #95 deadlock and, well, into the five-film #90 deadlock. Mi dispiace, Signor Leone. 

So who’s the protagonist of Once Upon a Time in the West? This seems like a trick question from you, but I’ll bite anyway. I think we have two protagonists, whose destinies are beautifully intertwined. (Leone’s filmmaking and the quartet of indelible lead performances tend to get most of the credit for the film’s greatness, but Leone and Sergio Donati’s script, with those story contributions by Bertolucci and Argento, is a brilliantly structured and frequently witty piece of writing.) First, we get an epic revenge tale, with Bronson’s Harmonica getting an all-timer of an introduction at the train station, where three of Frank’s henchmen, each a larger-than-life badass, are felled in short order. But at this point in the narrative, we don’t know anything about Harmonica, not even his name, and it’s only later, through a series of flashbacks, that we come to understand the film as a revenge story at all. We only know that Frank and Harmonica are adversaries. 

Harmonica’s story winds up dovetailing beautifully with that of our second protagonist, Claudia Cardinale’s Jill McBain, the New Orleans sex worker who has come to Sweetwater for a new life as a proper homestead wife and mother, only to find four corpses laid out on picnic tables when she arrives. She is marked to be the fifth dead McBain, but she’s headstrong and refuses to leave—confident, perhaps, that she’s seen every kind of roughneck before and is a survivor. (I love Cheyenne comparing Jill to his mother: “She was the biggest whore in Alameda and the finest woman that ever lived.”) Jill is determined not merely to stick around, but to realize her late husband’s dream of building a train station on their property. He had bought this dusty, godforsaken piece of land because it rested on top of the water necessary for the steam-powered train he knew would continue to be built to the west. 

For Harmonica, Jill crudely represents an opportunity to get to Frank. He knows that she’ll be a target for him, since he’s doing the dirty work for Morton, the railroad tycoon who has no qualms about expanding his empire by force. And so we get this remarkable sequence where Harmonica appears like he’s going to assault Jill, wordlessly tearing up her dress to reveal more skin, but in fact uses her as bait to draw out two of Frank’s assassins who are waiting on the hillside. It’s only later that Harmonica and Cheyenne, who’s been falsely accused of murdering the McBains, unite with Jill in common cause, three underdogs standing for justice in the face of ruthless progress. Nothing stops progress, of course, but the terms can be rearranged. 

There’s so much to talk about here in terms of the themes, the filmmaking and the performance, but let me throw a big question back to you. What is Once Upon a Time in the West about? What does it have to say about this foundational moment in the settling of America? 

Keith: First, I’ll briefly add that you don’t have to tell me how hard it was to see this film as it was meant to be seen for a long time. In the late-’90s, I bought a laserdisc player after they’d been made obsolete, largely so I could watch it and a handful of other widescreen movies that had not yet appeared on DVD. (Leone is one of the directors to suffer the most from being cropped for television.) Beyond that, the American release cut around 20 minutes from the film. For a while, it was a canonical film that was also a rarity.

I asked the question about the protagonist because I think you’re right: it’s as much Jill’s movie as it is Harmonica’s. The amazing shot of Jill, alone, resting on the bed filmed through the black, spiderweb lace of the bed she’ll never share with her husband is not a moment you get in most Westerns and signals that we’ve moved beyond the usual limits of the genre. But with a little nudge, it could just as easily be Cheyenne or Frank’s movie or even Mr. Morton’s (Gabriele Ferzetti). He might be an evil rail baron, but he’s also a romantic who wants to see the Pacific Ocean. His ultimate fate, dying next to a muddy puddle (as the soundtrack fills with ocean noises) is both fitting and tragic. (It’s also one of the scenes cut from the American release.) It may be filled with the “most stereotypical characters from the American Western,” but they’re rich, complex incarnations of those stereotypes.

As for what it’s about, I’d say it’s a film about what’s gained and what’s lost when civilization reaches the frontier. The final image of Jill, bringing the water to those working to build the station and its surrounding town as a train pulls up, is incredibly optimistic and, I find, quite moving. Jill kind of stops being a character in order to become a symbol of the place itself at that moment as she brings water to the thirsty. The crowd around her is, significantly, multicultural, too. It’s a glowing depiction of America as it wants to see itself. But that sort of place has no room for Frank (he lies dead nearby) or Cheyenne (who’s dying) or Harmonica, who follows the path of Ethan Edwards and others who help tame a land they’ll never call home. It’s a Western about how Westerns end.

We should get into some of the performances. Leone wanted Eastwood to play Harmonica, but he declined. I’m a great Eastwood admirer and love the films he and Leone made together, but I don’t miss him here. Bronson’s kind of perfect for the role. He wears the weariness of the years in a way the still-youthful Eastwood couldn’t. I especially like Robards and Cardinale’s scenes together, which make them seem like grounded characters surrounded by mythic figures. The most inspired casting though is, of course, Henry Fonda as a stone-cold killer. It’s a potent and perverse choice to cast the face of kindness and decency—Tom Joad, Young Mr. Lincoln—and introduce his character killing a little boy. Leone doesn’t shy away from the awkwardness, either. Spread across three flashbacks, the  shots of Frank slowly emerging from the heat of the desert, coming into focus as he approaches the camera, have an almost erotic quality to them.

Scott, what stands out to you about these performances? And do you have a favorite moment? There’s a lot we haven’t gotten to yet in this discussion, including Ennio Morricone’s score, which I think is among his finest. I can’t imagine this, or any other Morricone film, without it. What role do you see it playing?

Scott: You have to start with Fonda, right? Leone considered Henry Fonda his favorite actor and had wanted to work with him for years— in fact, he was Leone’s first choice to play The Man with No Name in A Fistful of Dollars. It’s hard to imagine anyone but Eastwood in that role, but he was far down the list of possibilities. In any case, Leone the movie buff surely understood Fonda’s reputation for playing morally upstanding heroes like the exceptionally earnest Lincoln in Young Mr. Lincoln and the righteous juror in 12 Angry Men. And so he understood what a shock it would be for audiences to see Fonda, as Frank, killing a small Irish boy named Timmy by way of introduction. Fonda turned up on set with brown contact lenses and facial hair, assuming that he would look appropriate playing the heavy. But Leone wisely focused on Fonda’s blue eyes, which could be so gentle in most contexts, but have an icy quality here. 

As for Bronson, he was also on the list of actors who turned Leone down for A Fistful of Dollars before he got to Eastwood. And I agree with you that he’s the better choice for Harmonica, perhaps because Eastwood had already shown us what his nameless Leone character looks like and it’s a different man with different motivations than Harmonica. At 5’9”, Bronson is significantly shorter than the lean, 6’4” Eastwood and there might be something to that, as Harmonica is the type of character who seems hidden from view and perpetually underestimated. That’s not to say that Bronson doesn’t have presence—all the major characters in a Leone film do—but he’s shadowy and powerful here, and we don’t always know what he’s thinking. (Nor does a character like Jill, who doesn’t get an explanation when Harmonica starts ripping off her clothes.) 

To take a crack at the themes here, I think Once Upon a Time in the West is a film about America, a sweeping vision of how the country was built and who did the building. The major theme of the film, broadly speaking, is progress, with the train as both a practical example and a symbol for a nation moving forward. The train going west to the Pacific Ocean has to move through Sweetwater—not can move through Sweetwater but has to do it and will move through Sweetwater. And you know what happens if you try to stand in front of a moving train, right? 

Consider all that happens to Sweetwater: It exists first as a piece of property that Brett McBain has the forethought to buy. It then becomes valuable enough for Frank to try to seize it through violence. It later moves to auction, where its worth is grossly affected by the thugs who make it clear that they’re the only buyers. Leone implies that, historically, land in America is not acquired but stolen, and the big landowners are not gentlemen but thieves and scoundrels driven by money and power. Through Frank, Mr. Morton’s first offer for McBain’s land doesn’t involve himself reaching into his money drawer. He’s inclined to take it, and we shudder to imagine how much track he’s already laid down by force of a mercenary’s rifle. 

At the same time, Once Upon a Time in a West doesn’t entirely tie progress to brutality and corruption. The town of Flagstone is shown as bustling with activity and with businesses, from a Chinese laundry to a watchmaker to the performance house under construction. Leone deploys big crane shots of Flagstone and of the workers on the train lines themselves, working diligently to move the country forward to its coastal destination. Sweetwater is a place that stands to earn Jill millions if she can hold onto it, and even though she really didn’t get to know her husband very well, she’s inspired by his vision of a station around their ranch and all the developments that would be built around it. 

The thing about progress, though, is that it inevitably leaves some things behind. Once Upon a Time in the West isn’t typically listed alongside the Revisionist Westerns or anti-Westerns that would spring up after The Wild Bunch, but it deserves to be understood as such. Much like the classic anti-Western McCabe and Mrs. Miller, which would come along a few years later, the film is about a town encroached upon by capitalists who come through with the intent of changing it and mowing down anyone who stops them. (It also has an enterprising sex worker, played by Julie Christie, as its co-star.) And while we would certainly question the “civility” of imposing the order of civilization on the territory, we also know that this settlement also signals the death of the Old West. And with the death of the Old West, we also get the real or symbolic death of those characters who have no place in the future. Men who live and die by the codes of a lawless West are not equipped to handle a future where law and order prevails—even if justice is equally difficult to come by. As you say, there’s no place in that future for men like Harmonica, Frank, and Cheyenne. 

Let me throw to you, Keith, on favorite moments and other bric-a-brac, because I have plenty of examples. I loved your evocation of Morton’s death and its significance, as well as the hopefulness of the final moments. Anything else stand out? And this has to be on the very short list of best Morricone scores, right?

Keith: Absolutely one of the best, and for as prolific as Morricone was, it takes some effort to find a weak score in his filmography. That’s especially true in his prime years of the 1960 and 1970s, when he was churning out one unusual score after another, often for movies now remembered largely because of their scores. 

A couple of pieces of Morricone trivia: 1) When he first met Leone, he surprised the director by showing him a picture of the two of them together as elementary school classmates. (Leone didn’t remember but Morricone did.) Leone nonetheless began the conversation by telling Morricone his past work was weak and derivative. Morricone agreed and thus a partnership was formed.

2) By the time of Once Upon a Time in the West, their relationship  had strengthened to the point where Leone and Morricone had developed a highly unusual process: Morricone wrote and recorded the main themes to the movie before Leone started filming. To set the mood, Morricone would play the music on the set while shooting the scenes in which they’d be used. It’s a crazy, backwards way to make a film, but you can’t argue with the results. The line between score and movie is thinner than usual here, too, thanks to Harmonica, whose own musical performance doubles as his musical theme.

As for stand out moments, I love everything about Morton’s train car, which is the setting for one big scene, but also, just by featuring all the elements of a luxurious office, including walls lined with books, doubles as a defiant reminder that, as you say above, the train and all it stands for will not be stopped no matter how hostile the terrain through which it travels. 

But it’s the dialogue in a few scenes that really sticks with me. Leone’s films didn’t feature a lot of dialogue, but what’s there tends to be memorable. In Once Upon a Time in America, another character asks Robert De Niro’s Noodles, whom he hasn’t seen in decades, what he’s been doing all that time. Noodles’ reply: “Been going to bed early.” Nothing else needs saying. Here the English dialogue comes from Mickey Knox, a blacklisted actor and screenwriter who, as he told it, was promised more prominent billing from Leone than he received. I can’t say what the line is in the original screenplay, but whoever wrote, “People like that have something inside. Something to do with death,” deserves an Oscar or a Pulitzer or maybe both.

Scott, we could obviously keep going with this one, but we should wind it down lest the studio force us to trim the running time. Any last thoughts?

Scott: A little more information on the score, which really is one of Morricone’s best and rangiest: Morricone assigned leitmotifs to each of the main characters, and they cut across an extraordinarily broad emotional spectrum. Bronson’s harmonica bit is an example in itself of how music can control how characters are framed and understood, but Morricone also builds a full orchestral accompaniment around it, with stinging electric guitar and strings to add drama and urgency to Harmonica’s mission. 

That piece of music is also used around scenes involving Frank, which reinforces the extent to which their fates are tied together. Cheyenne’s score starts with the clopping of horse hooves before moving into a simple bum-bum-bum-bum-bum (etc.), which suggests the loping pace and steadiness with which he lives his life. With Jill McBain, Morricone brings in a lusher, more sensuous and feminine main theme, with the Italian opera singer Edda Dell’Orso using her soprano as an instrument in its own right. I’d guess the use of the score on the set itself helped establish the particular rhythms and tone of the film. So much about getting the pace of a film right is setting up the audience’s expectations for how quickly or slowly it’s going to move—and in Leone’s case, the audience is going to have to adjust its metabolism to a slower pace than they’re used to. 

Some other final thoughts: 

1. Yes, that script is loaded with really memorable one-liners. You mentioned “something to do with death,” which of course was used as the title to Christopher Frayling’s book. To that, let me add Frank’s lines about how he can’t trust a man who wears a belt and suspenders (“Man can’t even trust his own pants”), and how he feels sitting behind Morton’s desk (“It’s almost like holding a gun, only more powerful”). I also like Cheyenne observing Harmonica outside Sweetwater as they prepare for a big confrontation: “He’s whittling on a piece of wood,” he says. “I got a feeling that when he stops whittling, something’s going to happen.” 

2. We have talked about the importance of Morricone’s contribution to the soundtrack, but the use of sound whenever the score is not in play is equally impressive. That entire opening sequence has no score until Harmonica turns up, with Morricone instead isolating specific sounds to build tension: The creak of a gate, the scrape of chalk, and the squeak of a windmill, the latter of which carries all the way through the sequence. There’s also the sound of boots on wooden planks, of a telegraph briefly coming alive with a tapping noise, of Al Mulock cracking his knuckles, of the fly that buzzes around Jack Elam’s face, of the water the drip on the brim of Woody Strode’s hat. When the scream of the train whistle breaks up these sounds, it’s like an aural act of violence that presages the real violence to come. 

3. Introductions are so important to establishing the larger-than-life qualities of these characters. That entire opening does so much to establish Harmonica’s power, since we spend all that time around these three fearsome outlaws, only for them to get blown away. You’d think that no one could be an adversary on par with Harmonica, but then Leone goes right into Frank’s introduction as a blue-eyed killer, ordering the death of a small child. (And it’s Henry Fonda!) Then you have the striking image of Jill McBain, played by the conspicuously luscious Claudia Cardinale, arriving at the train station in that dress and straw hat, looking nothing like a typical frontierswoman. That’s more than great storytelling. That’s mythmaking. 

Next up: A Man Escaped (1956)

Previous entries: 

#95 (tie): Get Out
#95 (tie) The General 
#95 (tie): Black Girl
#95 (tie): Tropical Malady