<P> Joe Pesci was among many to audition for Max . He got the smaller role of Frankie, partly as a favor to his friend De Niro . Danny Aiello auditioned for several roles and was ultimately cast as the police chief who (coincidentally) shares his surname . Claudia Cardinale (who appeared in Once Upon a Time in the West) wanted to play Carol, but Leone was afraid she would not be convincing as a New Yorker and turned her down . </P> <P> The film was shot between June 14, 1982, and April 22, 1983 . Leone tried, as he had with A Fistful of Dynamite, to produce the film with a young director under him . In the early days of the project he courted John Milius, a fan of his who was enthusiastic about the idea; but Milius was working on The Wind and the Lion and the script for Apocalypse Now and could not commit to the project . For the film's visual style, Leone used as references the paintings of such artists as Reginald Marsh, Edward Hopper, and Norman Rockwell, as well as (for the 1922 sequences) the photographs of Jacob Riis . F. Scott Fitzgerald's novel The Great Gatsby influenced Noodles' relationship with Deborah . </P> <P> Most exteriors were shot in New York City (such as in Williamsburg along South 6th Street, where Fat Moe's restaurant was based, and South 8th Street), but several key scenes were shot elsewhere . Most interiors were shot in Cinecittà in Rome . The beach scene, where Max unveils his plan to rob the Federal Reserve, was shot at the Don CeSar in St. Petersburg, Florida . The New York's railway "Grand Central Station" scene in the thirties flashbacks was filmed in the Gare du Nord in Paris . The interiors of the lavish restaurant where Noodles takes Deborah on their date were shot in the Hotel Excelsior in Venice, Italy . The gang's hit on Joe was filmed in Quebec . The view of the Manhattan Bridge shown in the film's poster can be seen from Washington Street in Brooklyn . </P> <P> The shooting script, completed in October 1981 after many delays and a writers' strike between April and July of that year, was 317 pages in length . </P>

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