THE FIRST THING you need to remember when going into a Martin Scorsese film is that it'll probably be long. Get food and drink. Go to the bathroom. Wear comfortable clothing. In fact, the last movie Scorsese made under 2 hours was released in 1986 ("The Color of Money," at 119 minutes). Ever since then, his epics have averaged a running time of 2 hours and 20 minutes (his longest is 1995's "Casino," at 2:58). His second-longest film? "Gangs of New York," the director's latest epic about the city's turbulent history from the gangland turf wars of lower Manhattan in the 1840s culminating in the notorious Draft Riots of 1863.

But a long running time isn't necessarily a bad thing, especially when trying to tackle twenty years of violence and strife in a New York none of us recognizes. Save for a few street names (particularly Canal and Mulberry), Lower Manhattan in the mid-19th century was not so much a city as it was, in Scorsese's own words, "the Wild West in closed confines." Violence was a savage daily occurrence, corruption was rampant (city corruption still exists, but hardly as blatant as during the reign of Boss Tweed and Tammany Hall). And poverty levels were astounding. At one housing complex, babies were supposedly dying at an annual rate of roughly 33 percent--some eaten alive by sewer rats the size of cats.

It is shocking in just how bad a shape the city was at the time. The police so feared the area known as the Five Points (near the present day Bowery, Canal Street, and Broadway) that they refused to interfere in local battles unless they came fully armed and in platoons. Otherwise the neighborhood belonged to the gangs. And this is where Scorsese opens his film--a turf war between the "native" Americans and the newly arrived Irish immigrants.

It's a pulse-quickening first scene in which the forces of the Dead Rabbits (a genuine Five Points gang) gear up in what looks like the bowels of some medieval fortress. These were, in fact, tenements that sank into the ground--what once was a swamp and later became home to poor Irish and freed slaves. The Dead Rabbits are led by Priest Vallon (played by Liam Neeson) while the nativists are led by Bill the Butcher (based on real-life gangster Bill Poole and played magnificently by Daniel Day-Lewis).

Although firearms were already prevalent in the city, the weapons of choice for these gang wars were knives, staves, bludgeons, and brickbats. Scorsese delivers what one expects to be a visceral struggle with all the attendant blood and gore. And it is indeed gory, but his choice of soundtrack music is distracting--a modern-day industrial beat. Imagine the rhythms of a drum machine during the storming of Normandy Beach in "Saving Private Ryan," or guitar reverbs at the battle of Stirling in "Braveheart." It was a surprise, since music is one of the most essential elements in any Scorsese picture. (One of his musical advisers happens to be Robbie Robertson of The Band, who Scorsese filmed in "The Last Waltz." His assistance was helpful in the terrific "Casino" soundtrack but is misplaced here.)

Nevertheless, the fighting ends when Bill the Butcher slays Priest Vallon. His son survives, however, and of course grows up to become "Amsterdam" Vallon (Leonardo DiCaprio), who is intent on avenging his father's murder. After years at one of the city's more horrendous boarding schools/orphanages, Amsterdam returns to the Five Points and penetrates the Butcher's inner sanctum, ostensibly as one of his soldiers. But because Bill embraces him as a son, Amsterdam soon finds himself conflicted. Does he take advantage of the trappings of power (the Butcher is closely tied to Boss Tweed), or fulfill his promise of vengeance?

Somewhere in between, Vallon meets a pickpocket named Jenny (Cameron Diaz) who soon finds herself in a predictable love triangle that also includes Vallon's friend Johnny (Henry Thomas in yet another role as a second-fiddle, spurned lover, victim of unrequited love--remember him in "Legends of the Fall"?). Johnny knows Amsterdam's true identity, but does he turn on him to gain favor with Jenny (and Bill the Butcher) or remain silent as his friend gets close enough to kill Bill?

These are in a sense subplots to the movie. The overall picture is of a city that is no stranger to race riots, no stranger to poverty, and no stranger to organized crime. All of these elements are present in the film, reminding the audience how far New York City has come and just how bad things used to be. And there's no more disturbing reminder than the Draft Riots of 1863, in which many nativists and newly arrived Irish both refused to accept the Conscription Act during the height of the Civil War. The Irish did not want to fight for a country they had just arrived in, while nativists refused to fight on behalf of Negro slaves.

The movie doesn't shy away from the ugliness of those six days in July, where the primary victims of the riots were the African Americans. This is Scorsese at his best, creating an atmosphere of unbearable tension. Just when the air is perfectly still, a window on 5th Avenue is shattered, the aristocrats inside scattering for cover. The pace is frenetic as Scorsese keeps returning to a police station telegraph, tapping nonstop, alerting all units to the latest outbreaks of violence, from 5th Avenue to Lexington to Wall Street. And finally, as the police can no longer contain the riots, the armies of the Union arrive.

All told, some two thousand men, women, and children died during the Draft Riots, though no exact number was ever tallied. Most of the casualties were the rioters themselves, while an undetermined number of African Americans also perished (some drowned in the East and Hudson rivers, and eighteen were hanged by the mob). Property damage amounted to a staggering $5 million.

But despite such dramatic filmmaking, word of mouth about the film hasn't been too favorable. This is mainly because of Leonardo DiCaprio (or "DiCrapio" as one person told me), whose starpower draws teenaged girls but can also be a turn off for adults. At the same time, young girls may not want to sit through this historical epic the way they sat time and again through "Titanic." Romance isn't the dominant theme here. Add to this the professional criticism, which generally hasn't been kind, and "Gangs" may not go boffo at the box office--and it will undoubtedly be crushed by the new Lord of the Rings installment, "The Two Towers," when both open this weekend.

This would be a shame. Scorsese has spent years on this project and more time and money than on previous ventures. It was something he felt compelled to do since he purchased the movie rights to the book "The Gangs of New York" back in the 1970s. And the film is remarkably faithful to Herbert Asbury's 1928 bestseller--though there have been arguments ever since over what in the book is fact and what is urban myth. Nevertheless, the picture painted by Scorsese is impressive, and not just because of the incredible set design. It conveys a sense of massive change that was sweeping the city--a demographic catastrophe because of the massive Irish influx that led to the melting pot's boiling over and ultimately to the Draft Riots.

Meanwhile, the movie, its director, and Daniel Day-Lewis have already been nominated for Golden Globes. And Daniel Day-Lewis will most likely receive an Oscar nomination for his stellar performance. But Scorsese, who has never won an Oscar for Best Director, will probably not win this time around.

Then again, the Academy might feel bad and award him after unforgivably passing him over in the past. After all, was Kevin Costner really a better director in "Dances With Wolves" than Scorsese was in "Goodfellas"?

Victorino Matus is an assistant managing editor at The Weekly Standard.

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