A visual storyteller like Orson Welles, Alfred Hitchcock or Arthur Penn relies on two things: the ability to be expressive and match audience expectations. Director Sergio Leone takes a different approach. He spends 2½ hours filming close-ups, landscapes (in Monument Valley) and pauses without a care in the world for length or motivation. Once Upon a Time in the West may be the closest real-time simulation since High Noon, yet Leone loses the majority of viewers with an over-reaching style. This film can wear on you, given its propensity for the experimental. For instance, a tune played by Charles Bronson on harmonica feels like a funeral dirge. Its failure to uplift or elevate the viewer's hopes for a grand western opera casts a black mark against the filmmakers from the start.

There's less cohesion and more emphasis on a ruminating patchwork of faces blended in with banal awful dialogue, which one can attribute to Leone and co-writer Sergio Donati. Mood devoid of rhythm can be like aimless driftwood, heading downstream. When the camera stops long enough to tell the story, our interest passes. While Leone's imagination runs away with his better instincts, the storytelling stutters and grinds to a halt. Therefore, the pacing feels out of sync with the viewer's needs.

There's revenge and friendship at the heart of this film. However, few of the characters seem to be intimately acquainted beyond what the script offers. Harmonica (Bronson) wants to kill Frank (Henry Fonda) but we don't know why. Should the audience have to wait until the end before information regarding this proves forthcoming? Leone would answer in the affirmative.

Once Upon a Time in the West offers a glimmer of early promise which it can never quite fulfil. Close-ups become a device. Rather than enforcing the plot, they end up over-used. Compared with the tremendous Dollars trilogy, this picture wavers without forward momentum.

(Released by Paramount Pictures and rated "PG-13" by the MPAA.)