When seen in its full length, four hour glory, Sergio Leone's Once Upon A Time In America is a monumental achievement; an intricately structured testament to the power of friendship and memory, doing for the gangster film what Leone had done for the Western.

De Niro is Noodles, an aged mobster returning to New York to uncover the mysteries of his past, and the violent event that left his friends dead and him exiled.

Through complex flashbacks, Leone depicts the birth of 20th Century America, as Noodles' gang rise from juvenile thieves to fully-fledged hoods, overseeing empires in bootlegging, prostitution and union control, the police and politics. Unfortunately, Noodles' best friend, David (Woods) is a dangerously unhinged psychopath determined on self-destruction, and happy to take his friends with him.

Once Upon A Time In America is Leone's masterpiece, an elegiac swan song that demonstrates the director�s mastery of filmmaking, and his jaw dropping bravura.

Not that it is an easy watch: shocking violence punctuates the film, the characters are capable of atrocious acts (Noodles rapes the woman he can�t have), and the film is ultimately mournful and pessimistic.

But, this portrayal of mob amorality tempers the romanticism of The Godfather, and foreshadows the uncompromising brutality of The Sopranos. Scorsese also seems to have taken a leaf from Leone�s book, as his Gangs of New York has emerged as a multi-million dollar, personal and defiantly adult epic.

The cast all meet Leone's demands, with Woods scorching the screen, De Niro giving one of his most ambiguous character studies, and quality supporting players including Treat Williams, William Forsythe, Danny Aiello and a young Jennifer Connelly filling the background.

Bloody and operatic, beautiful and terrible, Once Upon A Time In America is extreme and extremely essential.

Rob Daniel