This film is the third in the El Mariachi trilogy.  The first, El Mariachi, put filmmaker Robert Rodriguez on the Hollywood map.  In 1992, for $7,000, he wrote, directed, edited, co-produced, and operated the camera.  He created an ultra-hip, ultra-low budget film.  In 1995 the sequel, Desperado, attracted a big budget and big stars, including Antonio Banderas, Selma Hayek, and Steve Buscemi.  Rodriguez won over some big fans, including Quentin Tarantino, who appears in Desperado.  The second film was slick, stylish, fast-paced, and fun. 

And now, here we are, eight years later.  In the interim, Rodriguez has directed From Dusk 'Til Dawn, The Faculty, and all three Spy Kids movies.  Now we have Once Upon a Time in Mexico, which is also known as Desperado II and also known as El Mariachi 3. 

Part of the appeal of the first two films was the ultra-violent gunfights.  In such films, the bad guys typically don't survive (not to give anything away, of course).  This means that for each sequel, you need a new bad guy.  In Desperado, the bad guy was great.  There was real motivation for El Mariachi (Banderas) to go get him.  He even had a cool name: Bucho (Joaquim de Almeida).  Bucho is Spanish for "doily".  Then again, the Masked Reviewer's Spanish isn't very good.

In Once Upon a Time in Mexico, there's a lot going on.  There are a lot of big names in the film (skip this paragraph if you don't want to see who else is in the film).  Aside from Antonio Banderas and Selma Hayek, Johnny Depp has a fairly substantial role.  Also appearing are Mickey Rourke, Eva Mendez, Reuben Blades, Enrique Iglesias, Marco Leonardi, and Willem Dafoe.  There are a couple of other significant characters played by lesser-known actors.  And this is the first big problem with the movie: it's a confusing jumble.  There's a plot, but it's much more intricate (and much less clear) than Desperado or El Mariachi.  "Angry man wants revenge" is pretty straightforward.  This...isn't.  There's a lot of plotting and scheming and double-crossing and sub plots, and they aren't easy to follow. 

The film is weighed down by a lot of dialogue needed to move the plot forward -- and it doesn't do a great job.  The result is a film that isn't fast and fun, but mostly slow and confusing.  The fight scenes don't have the zing and pop of the first movies: it largely feels like it's been done before.  Things are a bit more graphic this time, but not anything you're likely to have never seen before.  Besides, it wasn't the graphicness of the violence that was the big appeal, it was the dance, the flare, the frenetic pacing and Flamenco quality of the fight scenes. 

A lot of the big fight scenes were kind of tired, too.  People getting blown through the air with a point-blank shotgun blast to the chest is always fun to see (unless you're on the receiving end). People pulling the trigger of a gun pressed against someone else's temple, only to realize there are no bullets left creates that awkward moment we all can relate to.  But those moments (most of the good action moments in the film) just felt like clips from Desperado.  Okay, sure, they had a few new bits.  There are new gadgets built into guitar cases, but it felt forced and kind of tired.

By the way, the Masked Reviewer is pretty sure that Howard Hessman (of "WKRP in Cincinatti") played a Mexican federal agent in the film.  Look for him in a white beard, with a Mexican accent, addressing a room full of other agents. 

Another distracting feature of the film is that it also stars several actors from Desperado who were killed off.  If you haven't seen Desperado yet, you might want to skip this paragraph, too.  Geez, if you haven't seen Desperado yet, you should just stop reading and go see it.  It's a good film.  And it'll give you some back story that will make Once Upon a Time in Mexico more enjoyable.  Anyway, here we go.  Cheech Marin plays a character in this film.  It wasn't really clear if he was the same guy as he was in Desperado, but apparently not.  Also, Danny Trejo (who you may remember as the knife guy from Desperado (and who is coincidentally Robert Rodriguez's cousin)) plays a role in Once Upon a Time in Mexico...but it's a different role.  It took a while to be sure, though.

If things weren't confusing enough with ten main characters, Rodriguez also uses a lot more Spanish in this film.  Sure, it's a movie about Mexico.  But the dialogue flows in and out of Spanish.  Pick a language!  When you watch a film with subtitles, you get used to it.  The constant switching made it even harder to follow what was going on.  Look up, look down. 

Now for the good things about the film.  Let's start with Johnny Depp.  Johnny Depp is great.  Three thumbs up for Johnny Depp!  (That's a reference you may get if you see the film.  If you don't get it, well, it'll be okay.  No one will blame you.)  Johnny Depp is excellent every moment he's on screen.   While his character is a bit all over the place (should we be rooting for him or not?) he is by far the most interesting part of the film.  Antonio Banderas is good in his reprisal of the El Mariachi role, but it's not as well-written this time around.  His motivations aren't clear, and the film seems to be going around him rather than driven by him.  All the performances are good, the major complaint being that no one is given enough time.  It's clear that Rodriguez wanted to create several stories that were independent but intertwined, but he needed to prune out about half of the characters.  Willem Dafoe barely had any screen time at all, and his character was supposed to be a major one. 

Antonio Banderas did appear to have improved on his guitar playing.  Whether he actually plays or not, the Masked Reviewer isn't sure, but he has definitely improved at looking like he can play, at least.

All in all, Once Upon a Time in Mexico was quite a disappointment.  Fans of Johnny Depp will enjoy his performance, but fans of El Mariachi and Desperado are likely to be disappointed.  This film is a departure from the other films and the action is greatly downplayed.  The action scenes that remain aren't as interesting to watch, both because they seem mostly re-hashed, but they're also not shot as well.  It's sort of like if they did a Rambo IV, but this time Rambo was running for the Senate.  Sure, he'd have an occasional fight scene ("Filibuster THIS!"), but if the fourth movie in that series turned into a long, talky character-study with ten other characters sharing the spotlight, it might not be immediately embraced by fans of the other films.

It's not a terrible film, but there's not a whole lot to recommend about it.  Even the music isn't as good this time around.  Some fine performances, but it's not easy to follow.  A true shame, because Desperado and El Mariachi are still great fun. 

Expectation from the Title: Una vez sobre una época.  Tres pequeños cerdos?  If you need a translation, try babel fish.

Mother's Rule (Always Say Something Good About Everything):  So many dashing young men! 

The Pros: Johnny Depp gives a brilliant performance.  Anotonio Banderas still oozes cool, though the film itself isn't oozeworthy.  Generally fine acting.

The Cons: Convoluted plot, too many characters, not enough screen time for the good ones.  Music wasn't as good, fight scenes not as good.