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El Mariachi (Antonio Banderas) has retreated into the anonymity of a little Mexican town where craftsmen construct fine guitars with the skills of artisans. He grieves in a state of perpetual melancholy; his only wish is a life of peace, a life apart from the death he was compelled to bring to the evil and to the corrupt, and from the death that was brought to those for whom he grew to care. His tranquility is interrupted by a brutal gang of mercenaries in the employ of a sociopath CIA agent named Sheldon Jeffery Sands (Johnny Depp). Sands is a man dedicated to maintaining balance; good vs. evil, superb vs. mediocre, he simply doesn't care just so long as balance is maintained.

El Marichi is captured and brought to a meeting with Sands. The CIA agent's immediate concern is the impending war between the Mexican Presidente (Pedro Armendariz) and a drug cartel run by a merciless criminal named Barillo (Willem Dafoe). It seems that Barillo has contracted General Marquez (Gerardo Vigil) and his band of thugs to assassinate the President. Sands is going to interfere with those plans by enticing El Mariachi out of retirement. It seems that El Mariachi has a score to settle with the General, and Sands pushes the appropriate psychological buttons to motivate him. Since El Mariachi is indifferent to remaining in this world, he has nothing to lose by accepting the chance to avenge himself.

As he assembles a small team to help him take Marquez down during the assassination attempt, Sands is quite busy. Playing many ends against the middle, he warns Barillo that El Mariachi has come out of retirement. Sands entices a man named Jorge (Ruben Blades), a retired FBI Agent with a grudge against Barillo, to go after the drug lord. Jorge will track down American ex-patriot named Billy (Mickey Rourke), a criminal on the run who works at Barillo's right hand, and will convince him to spy from within the enemy camp.

So there are many competing forces at play: Sands, Jorge, the Presidente's protective forces, Barillo, Barillo's mercenaries lead by Marquez, and El Mariachi and his small but lethal team. The complexities and escalating budget cause the series to depart somewhat from the simpler, more direct stories of the previous episodes. And yet, Antonio Banderas' character remains compelling. He is a melancholy collection of contradictions, quite sensitive as he plays his guitar, but utterly ruthless when an adversary is in his sights. El Mariachi dispatches his enemies with a graceful style and seeming invulnerability that I can't help but wonder if the entire elaborate and unlikely adventure is an exaggeration, embellished in the retelling, like the story told to Sands by Belini (Cheech Marin) at the beginning of the film.

As in similar tales, the villains are armed with automatic weapons that spray bullets in the general directions of our heroes without hitting their marks. But this is a violent fantasy, laced with humor and exaggerated action. I must confess that my biggest disappointment was how little screen-time was given to Salma Hayek (can't get too much of Ms. Hayek - shhh, don't tell my wife). Her Carolina is seen only in flashback, a device used by writer/director Rodriguez to flesh out (no pun intended) the events between Desperado and Once Upon a Time in Mexico. She and Banderas do share one very high octane action set piece that leaves me to ponder whether Rodriguez will return to that intervening time for a fourth chapter. (Hayek was just coming off the principle photography for Frida and had a limited amount of time to participate. Her storyline was rearranged accordingly.)

To the familiar stable of actors that populate Rodriguez films, Dafoe and Rourke are welcome editions. Dafoe provides suitable villainous gravitas, a worthy opponent to El Mariachi. Rourke nicely conveys the weariness of a man who's been too long on the run and too tired of the pain he's inflicted. There is another strong villain in the show, but to reveal would be to spoil a twist in the second act. Depp is particularly effective as the quintessential sociopath. Charming and ruthless, he is a man devoid of conscience.

Video: How Does The Disc Look?

The film's theatrical aspect ratio of 2.35:1 differs from this DVD's 1.78:1 anamorphic video presentation. Rodriguez was introduced to the Sony 1080p24 high definition camera by George Lucas. So enamored of extending his desire to be creative at the speed of thought, Rodriguez embraced the medium and bought a couple of the cameras. Like Star Wars Episode 2, Once Upon a Time in Mexico was taped in 1080p24 high definition video with Sony HDW-F900 cameras, then hard matted to 2.35:1 as it was transferred to film for distribution. (Lucas has since moved up to the Sony HDC-F950 HD camera which has the same spatial resolution but better chroma sampling, 4:4:4 as opposed to the HDW-F900's 4:2:2 sampling. That should result is a slightly sharper image.)

I'm forced to assume that Rodriguez protected the 1.78:1 frame while composing for 2.35:1. And in fact, I only found one instance of a potential framing mishap; at 48:50, thirteen frames of Johnny Depp in comfortable white shorts below his character's jacket may be seen in the area of the screen below the 2.35:1 frame. (Of course, there seems to be a running gag that runs throughout the film; in every one of Depp's sequences he's wearing a different quirky tee- shirt. Were the shorts shown at the very end of the scene actually a gag? They wouldn't have been seen in the theater.) There are so many extreme close-ups, actors' heads had to be cut off within the theatrical 2.35:1 frame. I found the 1.78:1 presentation nicely composed and in many scenes I felt that 2.35:1 might be too constricted. But my opinion isn't as important as the director's; it has been reported elsewhere that it was Rodriguez who decided to open the frame vertically for the DVD release.

The transfer looks extremely good. Halos are only occasionally present, and never intrude. Colors are warm and vivid, but perhaps a little hot. Chroma intensity seems slightly high on this DVD. The small object detail is excellent, but finely grained textures are ever so slightly off the mark compared to the best transfers from Warner Bros. and the more recent transfers done by Digital Video Compression Center for Fox. Shadow detail is excellent. I noticed no compression artifacts.

Audio: How Does The Disc Sound?

This is a wonderful Dolby Digital 5.1 track that decodes perfectly with EX enabled. The surround channels are very active with highly discrete effects. Sounds that should come from behind are decoded into the back of the theater. The overall effect is nicely enveloping. Sound effects benefit from fast attack times that have a delightfully visceral effect. Exceptionally deep bass could be felt as well as heard. The exceptionally versatile Robert Rodriguez composed the score and it's presented across a broad soundstage with pleasing fidelity. Particular mention must be given for the close microphone techniques used to record the acoustic guitars. They are reproduced with a great sense of presence, a terrific illusion of in-the-room. Despite the highly active soundtrack, dialog remains distortion-free throughout.

The alternate language is in French, presented in Dolby Surround 2.0. Subtitles are provided in French and English, for which Closed Caption are also included.

Supplements: What Goodies Are There?

Writer/director Rodriguez very much enjoys relating to his audience. He may be seen and heard in a number of fine supplements that offer the opportunity to explain and demonstrate his approach to inexpensive filmmaking techniques and creativity at the speed of thought. We begin with what is becoming a Rodriguez tradition: ten- minute featurettes (that are rarely ten minutes long).

In Ten Minute Flick School (9:04), Rodriguez makes the case for abandoning film in favor of 1080p24. He makes a good case. The main advantage is the ability to know right on the spot whether the players provided the desired performances, whether exposure was correct, whether equipment was in-frame. Rodriguez explains that it frees the director by providing the confidence to move on and it energizes the actors when they are able to critique their own work immediately after a scene is shot. And since a typical tape cassette runs for over an hour, it's possible to simply let the tape run and maintain the actors' emotional states for multiple takes.

(Note: I continue to have reservations about HD capture for film, but they are exclusively technical. I didn't see this movie in a film theater, so I can't comment on its theatrical presentation. My experience with Star Wars Episode II was that the film appeared soft as video transferred to film was projected theatrically. The equivalent digital resolution for the theoretical limits of 35 mm film would require over four times the number of pixels found in HD's 1080p24 format. But during my conversation with THX's Rick Dean a couple of years ago and in Rodriguez's presentation on this DVD, the point was made that the distribution print has gone through so many generations during duplication that the resolution of theatrical film projections is no better than 1080p24. I'm not fully convinced, but I'm looking forward to seeing the quality of the images from the Sony HDC-F950 used for Episode III when it's released in May of 2005.)

Inside Troublemaker Studios (11:22) demonstrates just how versatile a filmmaker Rodriguez is. He takes us through the tools he uses for composing his scores. He shows us the tools he uses to edit his features. And these great facilities may be found in his converted, three-bay garage. Amazing. Rodriguez emphasizes that by having these state-of-the-art, software-based facilities close at hand, he can truly create at the speed of thought.

After you watch the film, you'll know that Sands always orders the same restaurant dish, Puerco Pibil. In Ten Minute Cooking School (5:48), Rodriguez emulates Julia Child and holds court in his kitchen. He takes us through the dish with sufficient detail to allow the viewer to reproduce it. I'm intrigued but if I do try it, I must wimp out and skip the hot peppers.
Film is Dead: An Evening with Robert Rodriguez (13:17) is a session recorded in front of a live audience at Sony Pictures Studios; he again addresses his new found love for shooting with a high definition digital camera rather that on film. He discusses the advances made in camera technology that overcome previous limitations, like the ability to overcrank or undercrank the camera. It is here that he mentions the resolution lost as film is duplicated for distribution. I continue to find it fascinating that home theater and the film industry are converging. I fully expect that after HD has earned substantial market share and enjoys a large installed base that HD displays and projectors will become readily available that will be capable of a format not currently in the ATSC standard, 1080p48. With a 1080p24 HD-DVD derived directly from HD image capture by filmmakers, the frame rate will be doubled by the display to avoid flicker in the home while avoiding the temporal asymmetry of the 3:2 pulldown. No jitter. No interlace. No format conversion. The images should be wonderful.

The Anti-Hero's Journey (18:02) finally brings us to a discussion of the character and the film. This documentary follows the evolution of El Mariachi as he's seen in each of the three films. The Good, the Bad, and the Bloody: Inside KNB FX (19:02) is a delightful and informative piece about the make-up effects and prosthetics used in the film.

After you've worked your way through 76:35 worth of featurettes, there are two fine audio commentaries waiting for you; each features Robert Rodriguez, Once Upon a Time in Mexico's writer, director, producer, composer, cinematographer, editor, production designer, camera operator, and visual effects supervisor. Whew. I'm surprised he didn't provide craft services (although, considering the cooking segment, he might have if he had the time). The first commentary is full of technical details and anecdotes from the set. He touches upon plot development, casting, locations, and how the story was modified to accommodate some of his players' schedules (Depp and Hayek, in particular). His second commentary takes us through his scoring and sound design in a Dolby Digital 5.1 track in which the dialog has been removed. It emphasizes sound effects for demonstration and highlights his scoring abilities. He offers comments from time to time, describing the composing process or guiding us to the next chapter in which he has something to say. He's wonderfully chatty and open and genuinely seems to enjoy sharing his experiences on the film with us. Well done.

Selected Filmographies are provided for Robert Rodriguez, Antonio Banderas, Salma Hayek, and Johnny Depp. Trailers are offered for Once Upon a Time In Mexico (two actually, with running times of 2:35 for the R-rated preview and 2:17 for the general audience preview), Big Fish (2:27), Desperado (0:32), El Mariachi (0:32), Hellboy (2:32), In The Cut (1:59), The Missing (2:04), Resident Evil: Apocalypse (1:24), Underworld (1:38), and You Got Served (2:24). The trailers for Hellboy and Resident Evil: Apocalypse are programmed to play upon loading the DVD. While somewhat annoying, at least Columbia TriStar allows the use of the Next Chapter button to skip them if you wish.

The 102-minute feature is organized into thirty-three chapters.

DVD-ROM Exclusives: What do you get when you pop the disc in your PC?

The DVD automatically loads your browser and offers the choice of two games: Tiro Al Blanco and Loteria. Tiro Al Blanco is a first person shooting game controlled by mouse moves and left clicks. The object is to kill the bad guys, spare the good guys, and not be killed. The scene is static, inside a church. Loteria is a quiz. Select from a bunch of face-down cards. Each represents a character from the film. Answer the multiple-choice questions to score points and win some dinero. Clicking on Columbia TriStar Home Entertainment takes you to Sony Pictures DVD home page in a new instance of your browser. Similarly, click on Sony Pictures Entertainment and you'll be transported to Sony Pictures home page.

Parting Thoughts