The following FAQ entries may contain spoilers. Only the biggest ones (if any) will be covered with spoiler tags. Spoiler tags are used sparingly in order to make the page more readable.
For detailed information about the amounts and types of (a) sex and nudity, (b) violence and gore, (c) profanity, (d) alcohol, drugs, and smoking, and (e) frightening and intense scenes in this movie, consult the IMDb Parents Guide for this movie. The Parents Guide for Once Upon a Time in America can be found at http://www.imdb.com/title/tt0087843/parentalguide.
Once Upon a Time in America is based on the 1953 autobiographical novel The Hoods by Harry Grey, a pen name for Harry Goldberg, a former gangster-turned informant. It is the third movie in a Sergio Leone trilogy, preceded by Once Upon a Time in the West [C'era una volta il West] (1968) and A Fistful of Dynamite [Giù la testa] (1971).
Mr Bailey was actually "Max", Noodles' best friend and criminal business partner. Max faked his own death, disappeared into the vastness of America, took a new identity (Mr Bailey), made it big in business in California, then got into big-time politics. "Mr Bailey" essentially stole Noodles' life. Max/Bailey knew he was going to be knocked off anyway, so he thought it appropriate that Noodles do the honors since he betrayed Noodles.
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