Once Upon a Time in America Quotes

Bugsy: [Bugsy and his gang have beaten Noodles and Max] You don't work for me, you don't work for no-one!
Young Max: I don't like bosses.
Bugsy: You'd be better off you stayed in the Bronx.
Young Max: Woulda been better for *you*, too!
[Bugsy spits on him, and he and his gang walk off]

Young Max: I'm gonna kill him one of these days...
Young Noodles: Yeah? Meanwhile, it looks like he killed US!

Noodles: Who is Secretary Bailey?
Deborah Gelly: Secretary Bailey is a rich businessman. He came to the United States as an immigrant and made a lot of money in San Francisco and L.A., where he's lived for 30 years.
Noodles: I know all that, it's all in the papers. What else is there?
Deborah Gelly: He married

a very wealthy woman, they had a child. She died when the child was born. A few years ago he went into politics, moved here.
Noodles: That's history, I'm not talking about that. I'm talking about now.
Deborah Gelly: Right now he's in trouble.
Noodles: Just say you've been living with him all these years. And that you're his

lover.

Patrick 'Patsy' Goldberg: Let's talk to her...
[the gang chats up Carol]
Patrick 'Patsy' Goldberg: So you left Detroit, huh?
Peggy: Her and her husband just come in on weekends.
Philip 'Cockeye' Stein: Yeah. Beats the seashore.
Peggy: She takes on guys while her hubby watches

through the peephole.
Philip 'Cockeye' Stein: Beats the hell out of the movies!
Patrick 'Patsy' Goldberg: I wonder what that jerk is up to in his cubbyhole?
Noodles: He must be wondering "Where is his fucking wife?"

Max: While you were on vacation, we were working overtime. The union paid off. That's your share.
Philip 'Cockeye' Stein: Yeah. Even that geek, you know, Jimmy "Clean Hands," he respects us. I shed a little blood for the cause.
Fat Moe: [handing newspapers to Noodles] Here, it's all in the papers. Morning Telegraph, they didn't like

it, it says, "Underworld joins strikers in brutal battle." But the Post, they liked it: "Ends justify means in decisive gangland encounter." And they kvetched about the Atlantic City job.
Philip 'Cockeye' Stein: Newspaper guys never know what the fuck they want.
Noodles: Well, you could have looked for me.
Max: We did. Cockeye

found you at the Chink's, so doped up you didn't even recognize him.
Philip 'Cockeye' Stein: There you were. You called me "Deborah."
Noodles: Go fuck yourself! Mind your own business!
Max: We do our business TOGETHER, and broads do NOT get in the way... and you know it!
Noodles: Yeah?

Max: Yeah!
Noodles: [indicating Carol] What's SHE doing here? It ain't Saturday. She should be screwing in Detroit.
Carol: Well, she's screwing HERE now - and ONLY with Max!
Noodles: Oh, yeah? With her husband peeping through?
Carol: No, I left him.
Noodles: You

live with her and you tell ME not to mess with broads...
Max: You forget one thing.
Noodles: What?
Max: I don't give a fuck about her!
Carol: Max...
Max: Shut up! Shut up!
Noodles: Hey, Maxie, tell me something. What'll you spend your honeymoon on, a

cathouse?
Max: Shut the fuck up! Shut up! Just shut up! You want me to dump her? You want me to kick her fucking ass out of here? Want me to kick her ass out or what? You want me to kick...? Get the fuck out! Get the fuck out! Get out! Gonna tell me I don't have a way with women?

Sharkey: You boys got yourself a real martyr for a friend. Make it work for you.
Patrick 'Patsy' Goldberg: Yeah, but what are we going to do with a martyr?
Sharkey: Times change. Prohibition won't last much longer. Take it from me, a lot of you will be out of work.
Max: Go on, Mr. Sharkey. We're interested.

Sharkey: You ever think of setting yourselves up in business? All those trucks used to haul liquor, soon be selling them for nothing. I'm talking about hundreds of vehicles controlled by a national organization. And supported by a powerful union headed by Jimmy. Whatever you ask, there's no way he can turn you down.
Philip 'Cockeye' Stein: You gotta

be kidding, Sharkey! Jimmy "Clean Hands" in business with US?
Sharkey: They won't be clean for long, with the hands he'll shake. Everything in good time.
Noodles: We're not interested.

[Prohibition is repealed]
Noodles: Hey, Maxie. Max! How much money we got put away?
Max: Why?
Noodles: Because we're unemployed.
Max: About a million bucks.
Carol: Oh, yeah? Where'd you put it?
Max: In my underwear.
Carol: I'd have

found it there...

Noodles: I always thought you might have helped yourself to that million bucks. But now I know. Yeah, you're on your ass worse than ever.
Fat Moe: But I thought it was you who...
Noodles: No, you thought wrong. The suitcase was empty.
Fat Moe: Then who took it?
Noodles: That's what I've

been asking myself for 35 years.

Max: You know, I've been watching you all night, and you've been drinking like a fish. Trying to get your courage up? We're only bringing in a shipment of booze, it's got so you're even scared to do that. Maybe you just better stay home tonight, with Eve.
Noodles: Hey, Maxie, everywhere you go, I go too. Remember that.
Max: Maybe

Sharkey was right. Maybe I ought to just dump you.
Noodles: You're really crazy.
Max: Never say that. Don't say it!

[in 1931, Noodles meets Deborah]
Deborah Gelly: Aren't you going to say hello?
Noodles: Hello.
[Moe cues a band to play the "Amapola" tune]
Noodles: Your brother's a real friend. He's a romantic. Max tell you I was getting out today?
Deborah Gelly: Max? No.
Noodles: You

remembered yourself?
Deborah Gelly: No, Moe, it's always Moe.
Noodles: Yeah. You weren't counting the days?
Deborah Gelly: Of course I was. 4344, 4343... I lost track at 3000.
Noodles: That wasn't my choice. Yes, it was. It still is. Did you come here to welcome me back at least?
Deborah

Gelly: I still live here. I was on my way out, Moe said I should say hello.
Noodles: I hope Moe didn't have to bend your arm or anything.
Deborah Gelly: No. Welcome back, Noodles.
Max: [calling] Hey, Noodles!
Noodles: You dancing?
Deborah Gelly: Every night at the Palace

Theatre. I've made some progress since I danced here among the brooms and the empties. You can come spy on me if you like... if you have time.
Noodles: Every night.
Max: Noodles!
Deborah Gelly: Go on, Noodles, your mother's calling you.
Deborah Gelly: It's good to see you again, Noodles.
[leaves]

Noodles: my pleasure...

[Before Max's grand robbery]
Noodles: I'm gonna be gone for a while.
Eve: I'll be waiting at the hotel. I like it when you come home late and wake me up.
Noodles: I'm not gonna be home tonight. I'm not gonna be home tomorrow either.
Eve: I thought these things only take a couple of hours...

[Elsewhere, the gang is making a toast to the end of Prohibition]
Eve: How long will I have to wait?
Noodles: A year and a half, more or less. Six months off for good behaviour.
Eve: What are you gonna do?
Noodles: Don't ask.

[first lines]
[In 1933, three goons question a young woman about Noodles]
Beefy: Where is he? Where's he hiding?
Eve: I don't know... I've been looking for him since yesterday.
[second goon slaps her harshly; she falls onto the bed]
Beefy: I'm gonna ask you for the last time: where is he?

Eve: I don't know... what are you gonna do to him?
[second goon shoots her dead]
Beefy: [to third goon] Stay here in case that rat shows up.
One of Beefy's Thugs: Okay.
[turns off room light as others leave]