Once Upon A Time In America is a 1984 film about the lives of a group of poor Jewish adolescents from the ghettos of New York City. It was directed and adapted for film by Sergio Leone, and was actually his last film ever. The film begins in the early 20th-century, chronicling the lives of Noodles (Robert deNiro) and his gang of childhood accomplices as they grow up on the Lower East Side and their involvement with organized crime elements intensifies and deepens. It follows them through these rough beginnings to the height of the Prohibition, when Noodles, Cockeye (William Forsythe), Max (James Woods), Patsy (James Hayden), and friends begin to turn hefty profits from bootlegging and other criminal activities. Years later, Noodles receives a letter which compels him to return to the places that made him to reminisce with those who are still left about the way their lives have worked out.