Few movie villains arrive with a face audiences were conditioned to trust. In Sergio Leone’s 1968 Western Once Upon a Time in the West, Charles Bronson may command the screen, but Henry Fonda delivers the film’s most unforgettable shock by playing the cold-blooded killer Frank.
The director delays revealing Fonda until Frank orders the murder of a child, turning the star’s heroic reputation against the audience. For viewers who knew him from Young Mr. Lincoln and The Grapes of Wrath, simply seeing his face became the twist.
Related: 1968 Classic, Starring Claudia Cardinale, Named the ‘Greatest Western’ of All Time
Sergio Leone Wanted the Face Audiences Trusted
From left to right, actors Henry Fonda, Claudia Cardinale, Jason Robards and Charles Bronson appear on the poster for the western ‘Once Upon A Time In The West,’ 1968. Photo by Getty Images
Leone had planned to leave Westerns behind after The Good, the Bad and the Ugly. Paramount’s offer of a sizable budget and access to Fonda, his favorite actor, changed his mind, according to The Film Foundation.
Fonda initially resisted the villainous part. He later recalled arriving with brown contact lenses and facial hair, expecting Frank to look visibly sinister. Leone rejected the disguise because the shock depended on viewers seeing the familiar Fonda.
The Film Foundation describes him as “cast radically against type as the darkest of villains.” It adds that Leone’s frontier rejects polished Hollywood mythology: “the inhabitants of Leone’s frontier are dusty, sweaty, and grimy.”
Bronson provides the counterweight as the mysterious Harmonica, joining Jason Robards’ Cheyenne to protect Claudia Cardinale’s Jill McBain from a railroad land grab. His restraint makes Fonda’s betrayal of his screen image hit harder.
Related: 1968 Classic, Starring Claudia Cardinale, Named the ‘Greatest Western’ of All Time
The Western Hollywood Misread Became Essential
The movie disappointed commercially in the United States after Paramount cut Leone’s longer version for American theaters, although Europe responded more warmly. Time changed the verdict. The Library of Congress added it to the National Film Registry in 2009 as “culturally, historically or aesthetically” significant.
Martin Scorsese admitted that he initially resisted the movie: “Leone’s pictures felt foreign to me, this one most of all. They didn’t really feel like westerns as I knew them.” Then came a revealing reversal: “But, I went back and took another look. And then another. And another.”
Scorsese later wrote, “The sweep of the picture—visually, thematically, emotionally—is absolutely breathtaking and so big that more than one viewing is required before it can be fully absorbed.”
Related: 23 Years Ago Today: Kevin Costner Western Ranked Among the ’50 Greatest Ever’ Was Released
This story was originally published by Men’s Journal on Sep 4, 2026, where it first appeared in the Entertainment section. Add Men’s Journal as a Preferred Source by clicking here.
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