Following the 'Dollars Trilogy' Leone wished to move to pastures new but, under studio pressure, he returned once more to the western. However, with American funding, Leone was now able to transcend the constraints normally associated with the Spaghetti Western, creating an epic every bit as grandiose as the Hollywood westerns of John Ford.
Even the movie's title 'Once Upon A Time in the West' suggests the film's epic qualities ... a larger-than-life fairy-tale. The film pays homage to so many other westerns that it has been hailed as both the definite western and as the first post-modernist movie (that is, a movie that draws from older movie conventions), but the style remains distinctly Leone.
Although for much of the filming Leone returned once more to Almeria, Spain, and the Cinecittà studios in Rome, he again broke free of these usual restrictions, filming several key scenes in Monument Valley, a location frequented by John Ford.
An all-star cast was assembled. As last Leone would work with Henry Fonda and Charles Bronson and joining them would be Claudia Cardinale and Jason Robards.
Leone's casting of Henry Fonda is legendary. Fonda had always been typecast as the all-American hero, but in Leone's film he would play one of the most ruthless killers in Western cinema - Frank, a hired executioner for railroad tycoon Morton. Fonda prepared for the role by growing a moustache and fitting brown contact lenses to disguise those characteristic baby-blue eyes, but when he turned up on set Leone immediately told him to remove the offending objects. Leone had bought the face of Fonda and that's what he wanted. And who can forget that moment when we've just witnessed the McBain family massacre and the five figures in long coats emerge from the scrub toward little Timmy McBain. The camera circles around to reveal a face .. and just as we've got over that "Bloody Hell, it's Henry Fonda" moment, he shoots Timmy dead, in cold blood.
After so few women featured in the 'Dollars Trilogy', Leone gave us one of the strongest Spaghetti Western female characters in Jill McBain, played by Claudia Cardinale. She is central to the plot and is the axis about which the other characters revolve.
Another central element to the story is the coming of the railroad, bringing 'civilisation' and a new breed of man ... the business man ... and with it the dying of the old West. But the new ways are shown to be as corrupt as the old, with money used as a weapon every bit as powerful as a bullet.
The Leone-Morricone partnership never worked to stronger effect than in 'Once Upon a Time in the West'. Each of the main characters has their own theme - from the haunting Harmonica of Charles Bronson (intended to resemble a dying man's last gasps) to the majestic 'Jill's Theme' featuring the angelic voice of frequent Morricone collaborator Edda Dell'Orso. Leone had Morricone write the score prior to commencement of shooting, and the music was played on location to set the mood and choreography of the actors. The music is such an integral part of the film that it has become known as an 'Opera of Violence', Leone himself referring to it as a 'Dance of Death'.
The film starts as three menacing gunmen in long dusters arrive at the makeshift station of 'Cattle Corner'. The train is delayed by two hours and the gunmen must wait - and it is this that we watch during what is the longest credit sequence in cinematic history. Leone is more concerned with the anticipation of confrontation, and the building of tension, rather than the action of the inevitable showdown. In the hands of a lesser director this would be in danger of boarding on tedium, but for Leone the scene is a triumph.
The three gunmen are played by Woody Strode (a John Ford favourite), Jack Elam (a regular Hollywood western bad guy) and Canadian actor Al Muloch. Legend has it that the three parts were offered to Clint Eastwood, Lee Van Cleef and Eli Wallach - their gunning down after the first ten minutes to be symbolic of the death of the old West. However it is said that Clint Eastwood refused to appear in such a cameo.
It is interesting to note that for a film where the score plays such a key role, the credit sequence does not have any music. Instead Leone creates a soundscape of natural noises - water dripping ... the buzz of a fly ... the squeal of an un-oiled windmill.