“You see, in this world there's two kinds of people, my friend: Those with loaded guns and those who dig. You dig.”

In 1967, the Western had almost vanished from the big screen. The golden age of John Wayne and John Ford had all but died out and the films of the late 60s counter-culture were attracting more and more audiences. But way in the outskirts of Spain, Italian director Sergio Leone was creating a masterpiece to be remembered for the ages.

The Good, the Bad, and the Ugly can easily be considered not only the greatest Western of all time, but the greatest adventure. It was the third of three spaghetti westerns (westerns made from Italian directors) about an unnamed character played by Clint Eastwood. On paper, the plot is simple; but this film is marked by a limitless ambition by camera. By clocking in at almost three hours with its restored version that is now available on DVD, Leone makes every single shot count.

Leone must have never heard of the medium shot. This movie is either full of long, vast tracking shots, or extreme close ups. In fact, the opening shot is an a wide open shot until a man steps in front and looks us right in the eyes. As Roger Ebert states, “The rule is that the ability to see is limited by the sides of the frame. At important moments in the film, what the camera cannot see, the characters cannot see, and that gives Leone the freedom to surprise us with entrances that cannot be explained by the practical geography of his shots.” What Ebert recognizes is that despite the sparseness of the script, the dialogue, and the characters, Leone finds tension in what we don’t know or can’t see.

The story of the film is quite simple: three men (Clint Eastwood, Lee Van Cleef, and Eli Wallach) hunt across the West during the Civil War searching for hidden gold. There’s the excellent idea of making allies out of necessary. Blondie (Eastwood) and Tuco (Wallach) are both searching for the gold but cannot find it alone. Tuco knows where the cemetery is; Blondie knows the grave. In another sequence, the two come across a stand off between Union and Confederate soldiers, pinned to each side because neither can attack since the only way is a bridge. Each side stands in necessary alignment, until a solution can be found.

When it comes to tension, Leone is a master. His ability to go from slow long takes to short close ups, editing each shot faster and faster was revolutionary. None remains more memorable than the final Mexican standoff near the end. From one perspective, it could be seen as unnecessarily long, drawn out to the last possible moment. But it’s this idea of uncertainty. Will the first man shoot the second and then the third? Or the other way around? Or will the second shoot the third while he’s shooting the first? It’s pure cinematic suspense that Hitchcock would be proud of.

None of this could have come together without Ennio Morricone, who wrote the score for the film. Not only is the soundtrack extremely memorable, it helps Leone create suspense. His score usually starts out quiet and simple, building into a giant orchestra piece blasting your eardrums with fear. Morricone was an equal to Leone, holding the other side of the strings.

The other master that emerged from this groundbreaking film was Mr. Eastwood. His performance in The Good, the Bad, and the Ugly fought against the John Wayne western archetype. He was subdued and quiet, but his presence was larger than life. His steps were calculated and his classic costume, a poncho, only added to his mystery. It’s only appropriate that MGM had marketed his character during the trilogy as “The Man With No Name” because there truly could be no other besides Eastwood.

Sergio Leone would go on to make two highly regarded masterpieces: Once Upon a Time in the West in 1968 and Once Upon a Time in America in 1984, which would be destroyed by Hollywood by unfairly chopping half of his film apart. Leone’s masterpiece had also lost 17 minutes during its original release.

It’s hard to take much away from The Good, the Bad, and the Ugly. This film isn’t exactly an insightful to politics and social problems. But it’s the ambition to take a project with almost no dialogue, hundreds of shots, and a crew that can’t understand each other’s language, that made it revolutionary. This project was truly bound to limitless ambition. Here’s to the ambitious.