Once Upon a Time in America is Sergio Leone’s classic gangster movie starring Robert De Niro,
James Woods, Danny Aiello, William Forsythe and Joe Pesci.
The sprawling, operatic epic is considered one of the greatest crime films ever made,
and the story goes that Leone, who directed classic westerns such as For a Few Dollars More,
The Good The Bad and The Ugly and Once Upon a Time in the West,
was approached to direct the The Godfather, an offer which he refused, and subsequently rejected,
leading him to make his own epic gangster movie. The film follows the lives of two best friends,
Noodles, played by De Niro, and Max, played by Woods, as they lead a group
of youngsters who rise to fame as Jewish gangsters in the world of organised crime.
Their journey through life is marked by violence, love, lust, greed, betrayal, loss and remorse.
A grim and melancholy mystery, Once Upon a Time in America is framed around an older Noodles
returning to Manhattan where he grew up, after having gone into exile for decades,
as he has realised that someone had deduced his true identity. Through a series of flashbacks, we
see that Noddles was once part of a youth street gang with three other friends, Max included,
who all eventually die, with Max being burned beyond recognition. During their youth, the gang
work for a crime boss named Bugsy, but after they themselves rise in power and become a threat to
him, Bugsy ambushes the youths, murdering one, leading Noodles to kill Bugsy and injure a police
officer in a fit of rage. Released from prison, now an adult, Noodles re-joins his friends,
who are now prosperous bootleggers during the prohibition era. They enjoy success under
Prohibition, performing a diamond heist and even providing protection for Teamsters union boss
Jimmy O’Donnell. However, schisms fracture the relationship between Noodles and Max,
with both men envisioning different futures, Max the more ambitious of the two. Appearing
more and more unhinged, Max plans to rob the New York Federal Reserve Bank, a suicide mission,
and in order to stop this Noodles tips the cops to stop his friends leading themselves
to doom. But after regaining consciousness from brief fight with Max, Noodles learns that his
friends have been gunned down by the cops, and the guilt-ridden Noodles flees town under an alias.
Decades later, Noodles returns and finds a key to a locker the gang used to use in their youth, with
the locker being full of money and a note stating this is down payment for his next job. He watches
news of an assassination attempt on controversial US secretary of commerce Christopher Bailey,
with Teamsters boss O’Donnell distancing himself from Bailey, who is in the middle of a corruption
scandal. After meeting some faces from his old life, like his former love interest Deborah,
he uses an invitation to a party at Bailey’s mansion to come face to face with the man,
who as it turns out, is Max, who after all these years had faked his death. In a private meeting
with Noodles, Max reveals that the police and the syndicate helped him fake his death, that
he stole the gang’s money and reinvented himself as a wealthy Politian. To add insult to injury,
he took Noodles’ girl and allowed him to live with the guilt of having killed all his friends
for all these years. Explaining that he is facing inevitable ruin and assassination,
Max finally reveals the job that he has for Noodles – which is for Noodles to kill him,
here and now, as he is the only man Max can accept it from. Noodles refused, making a
point to refer to Max by his Bailey identity, as in his eyes, Max died all those years ago,
and he refuses to accept this new reality. To kill Mr Bailey would be to accept that reality.
As Max says, “Is this your idea of revenge?”, and Noodles replies,
“No. It’s just the way I see things.” And then, a scene which has intrigued audiences
for years happens, a scene which has confused viewers and left us wondering what just happened.
Noodles leaves the house and notices a garbage truck parked outside the Bailey home.
The truck’s engine comes on, and from the home a figure emerges, who is dressed and
looks like Mr Bailey. The truck moves slowly forward, obscuring Mr Bailey who was slowly
walking towards the truck in Noodles’ direction. He’s also still very close to the home’s gate,
so could easily just have turned around after he was out of site and went back inside. But,
given the metallic screech filling the night with the dump truck’s trash compactor in full swing,
and Mr Bailey disappearing, we and the bewildered Noodles, who looks around like he’s unable what to
make of this surreal situation, are left asking, did Max throw himself into the garbage truck?
It is the movie’s biggest talking point, one that people have discussed for years.
So let’s take a stab at it, and see if we can work out whether Max really did kill himself.
So firstly, I want to propose a theory that not only did Max not kill himself,
but that this scene never even happened, because everything with Old Man Noodles is actually an
Opium-induced dream. This is a very popular theory regarding Once Upon a Time in America,
one that even director Sergio Leone has discussed, so it isn’t just some random “it was all a
dream theory”. The idea is that Noodles was so guilt-ridden about getting his friends killed,
that he started to frequent opium dens and smoked to take his mind of what he had done.
That is pretty much indisputable – it’s shown in the film. But the argument is that all of
the stuff with Noodles being old and returning to Manhattan didn’t really happen, and it’s just
something Noodles’ conscious made up to relieve him of his guilt. It makes sense in that regard,
after all, excluding the Old Man Noodles scene, Noodles is a guy who got is best friends killed
and violated the love of his life. But taking into account Noodles returning to Manhattan,
we discover that Max manipulated Noodles into tipping the police off, he stole Noodles’
money and woman, left him with the guilt and Deborah, still as young and beautiful as ever,
has pretty much forgiven Noodles and she herself betrayed him. It’s all a bit too perfect isn’t it,
and if you’re interested in hearing more I have a whole video dedicated to this theory called
The Mind-blowing Secret of Once Upon a Time in America, and take a look at what I had to
say regarding the garbage truck scene in that video, taking into account the opium theory.
So let’s ignore the opium theory for a second, and imagine that
this scene takes place in the real world. The actor who played Bailey in the garbage
truck scene was not James Woods, according to Woods, so there’s no point in trying to find clues
in the scene itself, because it was directed to be ambiguous. Maybe it wasn’t even him;
maybe it was the butler about to ask Noodles if he wanted to stay for desserts?
What is a garbage truck even doing there at that time? It is surely there for an untoward reason,
and not just a case of some bin men on their rounds. Could it be that Max, after Noodles
killed him, wanted the men in the truck to kill Noodles and dump him in the truck, as a kind of
curtain-closer for the duo? And then when Noodles didn’t go through with it, Max rushed downstairs
to stop the guys from killing Noodles? Though it does seem strange that Max would so adamantly want
Noodles to kill him and then he himself has Noodles killed. Maybe the truck was there to
actually dispose of Max’s body, on Max’s orders, after Noodles was supposed to have killed him. And
seeing as though none of this actually takes place, the clean-up guys simply drive away.
Is it feasible that Max would throw himself into the dump truck? The motivation is there – the
wolves are closing in, and he wants to go out on his own terms, settle his score with
his old best friend. But being ripped apart by a dump truck is an awfully painful way to go,
surely there are much easier ways, like using the gun at the office. There was also a noticeable
lack of blood on the truck, and this being a film that wasn’t afraid to shy away from blood.
Then again, Once Upon a Time in America isn’t exactly a film obsessed with realist. It’s a
poetic film, operatic, and Max throwing himself into a dump truck has a romantic air about it,
which fits with the melodramatic nature of the movie. It doesn’t appear realistic,
but the film is something of an adult fairy-tale, hence the name Once Upon a Time in America. After
all he’s done, all he’s put Noodles through and all the regret and guilt he now has,
it is fitting and works, in the fairy-tale sense, of Max throwing himself into the truck.
Maybe he didn’t even throw himself it, but was thrown in,
as the guys driving the truck were assassins from the teamsters. Maybe it was Frank Sheeran,
the same guy who De Niro played in The Irishman, a film very similar to Once Upon a Time in America.
But the idea that a scuffle took place behind the moving truck ending with Max being thrown
in and the killer jumping back into the truck out of shot seems silly, even in an adult fairy-tale.
Perhaps Max wanted Noodles to think he had thrown himself in the truck, to think he had died,
and thus, in a manner of speaking redeemed himself, so that he does the very think
he once pretended to do, but in actuality, is far too slimly to actually go ahead with it,
and instead runs back inside to the house. Wouldn’t be the first time Max faked his death,
as we have the opening of the movie, but also the part during their youth where Noodles thinks Max
has drowned during one of their jobs. There’s a fitting sense of cycles repeating themselves,
a limbo in Noodles’ life where Max continuously dies but returns.
Or maybe it’s a metaphor, with Max literally dumping himself - in other words, a message to
Noodles to discard old memories and relationships as garbage, to move on and live in bliss.
One theory that I’ll propose, and this I think is one of the more interesting ones,
taking everything into account, from Max’s personality, the scene between him and old
man Noodles, and the situation Max was in. I think it’s very much possible that Max, who knows
Noodles closely as he’s his best friend, would call him to do the deed, knowing full well that
Noodles would refuse. But Noodles was seen on the security cameras coming in, he’d be seen
leaving through the secret exit by the guys in the truck so they could say they saw him if they’re
questioned by the cops or other gangsters, but Max could make it look like Noodles really did
kill him, who had a motive, and he could escape and go into hiding, with the Teamsters thinking
he was dead. Or, a tad more sinisterly, maybe Max planned to have Noodles thrown into the truck and
have the cops believe that the mangled body was that of Mr Bailey, in a kind of twisted ironic nod
to earlier in the film when Max’s supposed body was burned beyond recognition. And because of the
way Noodles carried himself, because of what he said in their meeting about having an old friend,
Max changed his mind about killing Noodles and using his body in his grand scheme.
Or maybe, quite simply, he came out to say one last thing to Noodles,
changed his mind, and went back inside. The way I see it, Max was genuine when he
wanted Noodles to kill him, there’s a lot of evidence for this – it was one last debt that
Max owed that he wanted paid off. In his final hours, after becoming a wealthy businessman who
never looked twice after betraying his friend, he was now feeling the regret,
now remembering the more important things in life. And when Noodles refused, Max was forced
to live the remaining time he had contemplating his decisions in live,
before he was given a visit from someone who wouldn’t hesitate to pick up the gun.
It’s worth mentioning that if you watch the scene carefully, you can see the actor walk up to the
truck and momentarily make out his feet lifting up, so he probably hoisted himself up onto some
kind of ramp on the side of the truck, which gives weight to the theory that Max faked his death
yet again, though I think this is more of an error and probably isn’t worth looking into too much.
Interestingly, as many know, Sergio Leone had around 10 hours of footage after filming, and his
initial plan was the release two 3-hour films, and when the studio rejected this we ended up with the
version that is almost 4 hours long. So it could be that there are clues to what happened to Max
that we’ll never get to see because the scenes ended up having to be cut. In fact,
there is actually quite some truth to this, as in a restored scene from the 4 hour 11 minute version
of the film, there is a scene between Bailey and O’Donnell, where Bailey, defeated, essentially
hands over everything he has, signing a document which he refers to as his “last will” and giving
it to O’Donnell. And it’s heavily implied that whatever deal this was, it has to involve Bailey’s
death, with O’Donnell saying something about Max “taking care of this himself” and adds “I’d be
very happy for you tonight if during all the noise of the party I heard a shot”, and Max replies
“maybe you will”. The implication here is that Max very much will die tonight, and even if he
doesn’t, he’s signed over everything he has. It’s implied he will commit suicide but both he
and the viewers know, or will know in a couple of scenes, that he wants Noodles to do the deed. This
actually, in a way, makes the discussion around the garbage truck scene redundant, as whether he
threw himself in there or not, he’s finished, much like Tony Soprano at the end of The Sopranos, with
the whole “Did Tony die at the end of the show?” So do you think Max threw himself into the
garbage truck at the end of the film? Are there any possibilities I’ve missed?
Let me know in the comments below, subscribe to the channel, and thanks for watching