The Film Foundation Restoration Screening Room Resource Guide for

ONCE UPON A TIME IN THE WEST (dir. Sergio Leone, 1968)

Presented in The Film Foundation Restoration Screening Room in December 2023
in partnership with Paramount Pictures. 

Table of Contents

1) Film Description 

2) Special Features

-Alex Gibney Interview

3) EXPLORE Page Materials

-Martin Scorsese Writes About His Experience with ONCE UPON A TIME IN THE WEST

-Video Extras

-Reading List (Books)

-Reading List (Online)

-The Film Foundation on Letterboxd

4) Live Screening Commentary Script

ONCE UPON A TIME IN THE WEST, Sergio Leone’s masterful reinvention of the Western genre, is the riveting story of two mysterious strangers (Jason Robards and Charles Bronson) joining forces to defend a widow (Claudia Cardinale) after a sinister hired gun (Henry Fonda) murders her family in a bid to grab land for the railroad. Fonda is cast radically against type as the darkest of villains, and unlike the well-groomed characters depicted in traditional Westerns, the inhabitants of Leone’s frontier are dusty, sweaty, and grimy. Frame-filling close-ups linger on nuances of facial expression, which communicate as effectively as any dialogue might. Leone brings the stylistic reinterpretations found in his low-budget European “spaghetti Westerns” to a quintessentially American movie location—John Ford’s favorite, Monument Valley. This quietly powerful film goes beyond a reiteration of cinematic clichés, ultimately creating a deeply emotional exploration of the Western genre’s mythologies. 

ONCE UPON A TIME IN THE WEST was restored using the original Techniscope negative. Audio for both the Italian and English soundtracks was restored from magnetic master tracks.

Restored by Paramount Pictures and Sergio Leone Productions with support from The Film Foundation and Cinema per Roma Foundation.

Alex Gibney Interview



Martin Scorsese Writes About His Experience with ONCE UPON A TIME IN THE WEST


Video Extras

Henry Fonda on His Opening Scene In Once Upon a Time in the West | The Dick Cavett Show via YouTube

Sergio Leone interview on Clint Eastwood and the Dollars Trilogy 1977 via YouTube

Claudia Cardinale, L’indomabile, The Indomitable | Italics via YouTube

Charles Bronson on Jumping Onto Freights In His Youth | The Dick Cavett Show via YouTube

What's My Line? - Jason Robards via YouTube

Ennio Morricone -- BBC2 Documentary via YouTube

Sergio Leone- the way I see things a documentary movie By Giulio Reale via YouTube



Reading List (Books)

Once Upon a Time in the West: Shooting a Masterpiece, Christopher Frayling, Reel Art Press, 2019

Sergio Leone: Cinema as Political Fable, Christian Uva, Oxford University Press, 2020

Spaghetti Westerns: Cowboys and Europeans from Karl May to Sergio Leone, Christopher Frayling, Bloomsbury Publishing, 2006

The Films of Sergio Leone, Robert Cumbow, Scarecrow Press, 2008

Art of Sergio Leone's Once Upon a Time in the West: A Critical Appreciation, John Fawell, McFarland and Co., 2005

Composing for the Cinema: The Theory and Praxis of Music in Film, Ennio Morricone, Scarecrow Press, 2013

Ennio Morricone: In His Own Words, Alessandro de Rosa (Editor), Oxford University Press, 2019



Reading List (Online)

"Beyond the Western: The Staggering Range of Ennio Morricone," by Nate Chinen for The Criterion Current

"Jack Elam and the Fly in Once Upon a Time in the West," by Richard Raskin for p.o.v,: A Danish Journal of Film Studies

"Review: Once Upon a Time in the West," by Roger Ebert for The Chicago Sun-Times



The Film Foundation on Letterboxd

Score by Ennio Morricone

Starring Charles Bronson

Starring Claudia Cardinale


ONCE UPON A TIME IN THE WEST - Live Screening Commentary Script


Welcome to The Film Foundation Restoration Screening Room for our last live screening! Tonight we’re watching ONCE UPON A TIME IN THE WEST (1968, d. Sergio Leone).

You can stay with us here in the chat to learn more about the film as you watch or you can view the film full screen on-demand at 7pm.   

In this chat mode the screening is live and picture controls (rewind/fast forward/pause) will not be available. If you miss anything or need to take a break, that functionality is available when watching on-demand.  

Thanks for being here and we hope you enjoy our live commentary. We also encourage you to share your thoughts on the film as we go, making this a communal virtual viewing experience! 


00:00:00 - 00:15:00

The great Sergio Leone was a pioneering director who brought the spaghetti western film genre to life. He was born in Rome in 1929 into a filmmaking family. His mother was a silent film actress and his father was a director, screenwriter, and actor of that era. Leone began his own filmmaking career as an assistant to Vittorio De Sica on his 1948 film BICYCLE THIEVES.

Soon Leone was working as a screenwriter. He got his big break after director Mario Bonnard fell ill while making 1959’s THE LAST DAYS OF POMPEII and he was asked to fill in. He later made his directorial debut with 1961’s THE COLOSSUS OF RHODES.

While his next film, 1964’s A FISTFUL OF DOLLARS, would mark his entry into the western genre Leone looked east for his inspiration, basing the film on another, YOJIMBO (1961), by the great Japanese director Akira Kurosawa. According to Leone biographer Christopher Frayling, Leone “had seen YOJIMBO in late 1963, approximately one month before completing his first draft of A FISTFUL OF DOLLARS.” Kurosawa also wrote to Leone:

“Signor Leone, I have just had the chance to see your film. It is a very fine film, but it is my film.”

To learn more about the career of Sergio Leone be sure to watch the documentary “THE WAY I SEE THINGS” on YouTube, linked to below:


00:15:00 - 00:30:00

Composer Ennio Morricone was born in Rome, Italy in 1928. Morricone learned how to read and play music from his father, a professional trumpeter. Before officially composing films, Morricone worked as a ghost writer on films that were credited to other composers. His first credited score was for Luciano Salce's IL FEDERALE (THE FASCIST) in 1961.

Morricone’s most well-known work would come from working with a former classmate of his, none other than Sergio Leone. Their first collaboration was on Leone’s A FISTFUL OF DOLLARS (1964). They would also work together on FOR A FEW DOLLARS MORE (1965), THE GOOD, THE BAD, AND THE UGLY (1966), and ONCE UPON A TIME IN AMERICA (1984), among other films.

To learn more about the films that Ennio Morricone wrote music for, be sure to visit  the Film Foundation’s Letterboxd account linked to below:


00:30:00 - 00:45:00

Cheyenne is played with rough and tumble love by the great Jason Robards, one of only 24 actors to achieve the “triple crown of acting” by winning an Oscar, a Tony, and an Emmy. 

He won Oscars in 1977 and 1978 for his work in ALL THE PRESIDENT’S MEN and JULIA, both for his supporting work. He won an Emmy Award for his work in the television film INHERIT THE WIND (1988). He won a Tony for his work in “The Disenchanted” (1959).

His father, Jason Robards Sr. was a popular silent film star, working with the likes of D.W. Griffith and Michael Curtiz. Robards served in WWII before moving to New York City. He transitioned from the stage and radio to the silver screen in the late 50s/early 60s, most notably with his performance in Sidney Lumet’s LONG DAY’S JOURNEY INTO NIGHT (1962) for a role he had originated in the theater.

To watch Jason Robards on “What’s My Line” visit the link below:


00:45:00 - 01:00:00

Claudia Cardinale got her start when she won 1957’s "Most Beautiful Italian Girl in Tunisia'' competition and she won a trip to Italy. There she quickly got roles in films, her first being a 1958 French-Tunisian film entitled GOHA that also starred Omar Sharif. Throughout her long career, she has worked with some of the great Italian filmmakers, including Luchino Visconti, Federico Fellini, and Mario Monicelli. 

She is now 85 years old and as of last year, was still acting. One of her more notable late-period performances came in the last film of the great Portuguese director Manoel de Oliveira, 2012’s GEBO AND THE SHADOW, where she acted alongside the great Michael Lonsdale and Jeanne Moreau. 

To learn more about the films that Claudia Cardinale acted in, be sure to visit the Film Foundation’s Letterboxd account, linked to below:


01:00:00 - 01:15:00

Henry Fonda was born in 1905 in Nebraska, where he got his start acting with the Omaha Community Playhouse at age 20. He soon moved to the East Coast and started acting more professionally, meeting the likes of Jimmy Stewart and his eventual wife Margaret Sullavan. Their marriage was short-lived but by 1935 Fonda was in Hollywood and acting in his first film, Victor Fleming’s THE FARMER TAKES A WIFE (1935).

Fonda had a long and varied Hollywood career up until 1981 when he acted his last film role in Mark Rydell’s ON GOLDEN POND. Throughout his career he worked with Alfred Hitchcock, John Ford, Henry King, Fritz Lang, Henry Hathaway, William A. Wellman, Preston Sturges, Sidney Lumet, and Sergio Leone, among many others.

To hear Henry Fonda talk about his infamous opening scene in ONCE UPON A TIME IN THE WEST click on the link below:


01:15:00 - 01:30:00

Martin Scorsese detailed his first time watching the film for Premiere Magazine in France. He wrote:

“The first time I saw ONCE UPON A TIME IN THE WEST, I resisted it. Sam Peckinpah was making the pictures that took the western from the end of the studio era into the ‘revisionist’ period, and THE WILD BUNCH felt like some kind of end point, the movie that both defined the genre and seemed like its last stand.” 

Scorsese continues:

“So Leone’s pictures felt foreign to me, this one most of all. They didn’t really feel like westerns as I knew them. But, I went back and took another look. And then another. And another.”

Scorsese’s entire piece is available on this page.


01:45:00 - 02:00:00

In 2009, ONCE UPON A TIME IN THE WEST was chosen to be part of the Library of Congress’s National Film Registry for being "culturally, historically, or aesthetically significant.” In turn it might be surprising to learn that Sergio Leone almost didn’t make the film. 

After he made THE GOOD, THE BAD, AND THE UGLY (1966), Leone didn’t want to make another western. But when Paramount offered him access to his all-time favorite actor—Henry Fonda—along with a sizable budget, he relented and started work on ONCE UPON A TIME IN THE WEST.

The film was shot in a variety of locations. The exteriors were mostly shot in Almería, Spain, and the interiors were shot at Cinecittà studios in Rome. Leone also filmed part of it in Monument Valley, Utah, where John Ford shot some of his westerns.


02:00:00 - 02:15:00

It’s said that a film critic once referred to actor Charles Bronson as “a Clark Gable who had been left out in the sun too long." The tanned Bronson was born under the name Charles Dennis Buchinsky in rural Pennsylvania to a poor mining family of Lithuanian origin. After serving in WWII, Buchinsky (he was credited as such for the early part of his career) lived in New York City before moving to Hollywood. 

His first leading role came in 1958 in Roger Corman’s MACHINE-GUN KELLY. By 1973 Bronson was making up to one-million dollars per film and was considered the top box-office attraction in the world. He acted until the year 1998.

To learn more about the films that Charles Bronson acted in, be sure to visit the Film Foundation’s Letterboxd account, linked to below:


02:15:00 - 02:30:00

Martin Scorsese also wrote about ONCE UPON A TIME IN THE WEST for TCM, focusing on its emotional appeal and characteristics. 

“It was mournful, bitter, a tale revenge (the story was co-written by Bernardo Bertolucci and Dario Argento), like many earlier Westerns, But the dark heart of the film wasn’t one lone individual, but big business, the railroads, which carved up the west to their own advantage.”

He goes on:

“The sweep of the picture—visually, thematically, emotionally—is absolutely breathtaking and so big that more than one viewing is required before it can be fully absorbed.”


02:30:00 - end

Thank you so much for joining us! 

ONCE UPON A TIME IN THE WEST was restored by Paramount Pictures and Sergio Leone Productions with support from The Film Foundation and Cinema per Roma Foundation.

We have loved having everyone join us here every second Monday of the month for our live screenings! Thank you so much for your passionate participation over the past year and a half. You can find the special features archived on