Noodles is then seen boarding the first bus to leave New York, going to Buffalo, where he will live in hiding under a fake identity for the next 35 years. Regaining consciousness, Noodles finds out that Max, Patsy and Cockeye have been killed by the police, and is consumed with guilt over making that phone call which led to the scenes which begin the film. Shortly after, Max, who has followed him to the office, knocks him unconscious for calling him crazy. Noodles does this at an end-of-Prohibition party. Carol, who also fears for Max's life, convinces Noodles to call the police on his friend for a minor offence, just to keep him in jail for a short time. While there, Max suggests robbing the New York Federal Reserve Bank, but Noodles sees it as suicidal. Max runs after him and they go to Florida together. The gang's financial success ends with the repeal of Prohibition, when Max considers a suggestion to set up what was to become the teamsters' union, which Noodles refuses and leaves. During this time, Max becomes deceitful and traitorous, as he murders Frankie's brother Joe and his men under Frankie's orders, leaving Noodles worried that their customary gang loyalty is being replaced by a corporate gangster mentality that dissolves trust. The gang prospers from bootlegging under Prohibition, providing muscle for union boss Jimmy Conway O'Donnell. Meanwhile, during a robbery, which they commit under the orders of Frankie Monaldi, the gang meets Carol who soon becomes Max's girlfriend. Max was planning to kill Bugsy before Noodles intervened.Īn adult Noodles is released from jail in 1932 and is reacquainted with his old gang: Max, Patsy, and Cockeye, who are now major players in the bootlegging industry during Prohibition. Noodles is arrested, and sentenced to 12 years in prison. One day, Bugsy ambushes the boys and shoots little Dominic, who dies in Noodle's arms, who then stabs Bugsy to death and injures a police officer who tried to intervene. The boys establish a suitcase money fund, which they hide in a locker at the railway station, giving the key to Fat Moe, a reliable friend who's not part of the operation. Bugsy then mercilessly has his men beat Noodles and Max mercilessly. Later Max's camera enables them to blackmail the policeman, having sex with Peggy, and thus start their own gang independent of Bugsy, the local crime boss, who had previously enjoyed the policeman's corrupt protection. Noodles confronts Max but a crooked policeman steals the watch they were fighting over. Shortly after this, Noodles almost has sex with local teenage prostitute Peggy before changing his mind at the last minute, which Max captures all on camera. In the early 1920s, during his childhood, Max foils Noodles, Patsy, Cockeye and young Dominic from rolling (robbing) a drunk. Phillium Benedict in Recess: School's Out, Falcon in Stuart Little 2, Gloomius Maximus in Rolie Polie Olie: The Great Defender of Fun, Captain Ahab in The Adventures of Moby Dick, Ned Trent in The Specialist, Tom Hedden in Straw Dogs, Lester Diamond in Casino, Martin Walker in White House Down, Owlman in Justice League: Crisis on Two Earths, George Sheffield in Scarface: The World is Yours, himself in Family Guy, and Byron De La Beckwith in Ghosts of Mississippi. He was primarily portrayed by James Woods, who also portrayed Hades in Hercules, Dr. Near the end, he supposedly jumps into a garbage truck killing himself, though there is no full proof of this, and his fate is left ambiguous at the end of the film. When targeted by the Crime Syndicate as he knew too much, he asked Noodles to kill him as he was the only person he could accept it from, but Noodles declined as he claimed his friend had already died a long time ago. After the failed heist of the Federal Reserve Bank, he made a deal with the Crime Syndicate to live under a new identity as Senator Bailey, and went on to marry Noodles' love interest, Deborah, even giving birth to a son named David. But unlike Noodles, Max feels little remorse for his actions, as well as the fact that Max is far more greedy and ambitious than the street-level Noodles, willing to betray and murder his friends in doing so. Like Noodles before him, he is a gangster and a thug who robs, steals, and murders for a living. Maximilian "Max" Bercovicz is the main antagonist of the 1984 gangster film Once Upon a Time in America. ~ Max berating Noodles for choosing the streets over the underworld You'll be carrying the stink of the streets with you for the rest of your life! ~ Max trying to justify the betrayal and murder of Joe Monaldi and his men They're gonna ask us to come in with them. ~ Maximilian "Max" Bercovicz asking Noodles to kill him All I left for you was 35 years of grief over having killed me.
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