The main character of Once Upon a Time in America, Sergio Leone's 1984 epic about early 20th century Jewish gangsters in New York City, is the rakish and somewhat ingenuous Noodles (Robert De Niro). The film is driven by his relationship with the far wilier Max Bercovicz (James Woods), a spry, charismatic criminal as ruthless as he is charming. The pair grow up together in the teeming Lower East Side and go on to bootlegging, bank-robbing and other illicit activities that make them, for a time, very rich. Bercovicz becomes the Artful Dodger of Prohibition-era New York, eminently likable but utterly untrustworthy. In the end, a history of betrayal and deceit catches up with him.