Mindblowing film that flawlessly intertwines elements of friendship, betrayal, guilt, time, and memories, fueled by great performances, beautiful cinematography, and wonderful music. Unlike other films that run nearly 4 hours, Once Upon a Time in America never drags on, due to the non-linear narrative structure that works beautifully within the film, and the fact that every scene is as intense and provocative as the one before it. Phenomenal film.