- Frank is planning to have Jill auction off Sweetwater to his own gang in a rigged auction.
- Cheyenne and Harmonica fake Cheyenne's arrest in order to pay for the land.
- Cheyenne is taken by the Sheriff to the train station under guard. Two of Cheyenne's men buy a ticket on the same train ("Two tickets, amigo") to free him.
- Morton has three of Frank's henchmen guarding him on his train, which has not moved since Cheyenne's rescue of Harmonica (this is how Cheyenne knows where to find Morton). He pays off the men to betray Frank, and sends one to Flagstone to pay the members of Frank's gang in the town while the other two remain with him. We see a shot of this man riding away from Morton's train.
- While Frank tries to buy Sweetwater from Harmonica, Harmonica sees the man from the train arrive and chat with Frank's men, convincing them to join the ambush.
- Frank's gang tries to ambush him, but with Harmonica's help, Frank shoots his way out of the trap and survives.
- Off-screen, Cheyenne's gang frees him from the Sheriff's custody. Cheyenne forms his gang and attacks Morton's train. In the ensuing shootout, both gangs are decimated.
- Cheyenne and Morton face off against each other in a duel, in which both men are mortally wounded.
- Cheyenne rides off to Sweetwater, while Morton lives long enough for Frank to watch him die.
Once Upon a Time in the West is based on a screenplay by Italian film director Sergio Leone and screenwriter Sergio Donati. It is the first part of a Sergio Leone trilogy and is followed by Duck, You sucker aka A Fistful of Dynamite [Duck, You Sucker! (1971)] and Once Upon a Time in America (1984).
This sequence of the film seems to confuse many viewers. In summary, here is how this sequence plays out:
When Frank decides not to shoot Morton, at first glance it might appear as though Frank is being somewhat merciful, however, the real reason is quite the opposite. Frank can clearly see that Morton is near death and in pain from a gunshot wound. So, rather than put Morton out of his misery, he lets Morton wallow in pain and die, which he eventually does. Alternatively, this may be a last act of kindness on Frank's behalf. Morton's dream is to see the pacific ocean one last time before he dies. Frank sees Morton's struggle to get to the water, and, being fully aware of what is happening, allows Morton one last moment with his dream, though it could also be argued that letting Morton die slowly and painfully is just another example of Frank's extreme cruelty.
When Frank says "keep your loving brother happy" to the child version of Harmonica, he places a real harmonica in his mouth and as the camera slowly pulls back it is revealed that Frank has placed Harmonica's older brother's neck in a noose and has made Harmonica hold his brother up on his shoulders. While it is hard to understand what is taking place because Morricone's score is playing over the scene, what has happened is Frank has forced the young Harmonica to play the harmonica for his brother right before he dies, hence the line "keep your loving brother happy". This of course would be because Harmonica would eventually run out of breath from blowing into the harmonica, and strength, making him fall to the ground and leaving his brother to strangle to death. However, Harmonica's brother kicks Harmonica to the ground so that Harmonica would not have to live his life feeling guilty or in any way responsible for his brother's death for not being able to hold him up. This was an extremely sadistic and cruel way of killing another human being, and much like the infamous child killing scene at the beginning of the film, shocked many viewers to see the character of Henry Fonda (an actor who was famous for being the hero in his films) commit such a hideous act.
In contrast to any other DVD release worldwide, which only contain the well-known international version of Sergio Leone's classical masterpiece, the Italian DVD contains another version, which was also released on Italian VHS earlier, the so-called "Director's Cut". This Director's Cut seems to be the first, complete version by Sergio Leone before it was edited for a worldwide release. The Director's Cut contains a fistful of extended scenes where the actors talk (more or less) directly to the camera. There is no dub for these scenes, except the Italian dub. Purchasing the Italian DVD is kind of superfluous: most of the "new" footage are just an extension of scenes which are quite long anyway, some few alternate shots are in it as well.
For the Blu-ray release in 2011, the international version of the movie was extended by 4 scenes, summing up to 21½ seconds. Additionally, there is still a much longer Director's Cut available in Italy.
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