Spoiler alert: these reviews reveal plot twists.
Los Angeles, 1969… An actor with fading confidence attempts to rebuild his career… His stuntman friend struggles to find work… Actress Sharon Tate is enjoying her rise to stardom… And the followers of cult leader Charles Manson are planning murder…
What does QT do? Writing and directing. While declining to take an on-screen acting role – something he hasn’t done since his awful cameo in Django Unchained – Quentin Tarantino’s voice is heard twice: as a commercials director and the narrator of a fictional TV show called Bounty Law.
* Rick Dalton (Leonardo DiCaprio) is a 40-something actor living off his previous earnings in a house in the Hollywood hills. Years earlier he starred in a TV Western called Bounty Law, but never made the jump to being a movie star. He’s especially prickly about the role of Hilts in The Great Escape going to Steve McQueen (we see an imagined clip from that 1963 classic, with Rick/Leo replacing Hilts/McQueen via CGI). Rick now buddies around town with Cliff, his long-time stuntman-cum-PA, but is disheartened by the lack of starring roles on offer and is resorting to playing guest heavies in TV shows. After fluffing his lines and suffering a panic attack while playing the bad guy in the pilot episode of Western series Lancer, Rick has something of an epiphany: he pulls himself together and gives a performance that impresses his co-stars and the director (the latter calls him an ‘evil, sexy Hamlet’). His equilibrium back, Rick then accepts that his career options are limited and agrees to go to Italy to make a Spaghetti Western called Nebraska Jim. The trip goes well – Rick stars in two other films as well – but he then has to tell Cliff that, now he’s married an Italian actress, he can no longer afford to employ him. Back in the States, the two men commemorate the end of their arrangement with a few drinks – and then, late at night, Rick’s home is invaded by a group of kids intent on murder… DiCaprio is truly fantastic as Rick. Smartly trading on his own real-life image as a pretty-boy actor now in middle age (though he’s never suffered the kind of career slump that’s dogging Rick), the star is always on the edge of paranoia, self-loathing and nerves. He generates real empathy as we follow his character through what is essentially a midlife crisis – Rick flip-flops between comedy and tragedy, and DiCaprio is always in control.
* Cliff Booth (Brad Pitt) is ostensibly Rick’s stunt double, but their relationship has evolved into a codependency. Cliff finds it hard to get industry jobs due to rumours that he murdered his wife, so he now also works as Rick’s personal assistant, driver and general gofer. The two men are good pals and rely on each other – it’s almost a platonic version of a married couple. But while Rick has a nice, big house with a swimming pool and great views across LA, Cliff lives in a battered old caravan with his obedient pitbull Brandy. One day, while carrying out errands for Rick, Cliff picks up a young hitchhiker called Pussycat and learns that she and her cultish friends live at an old ranch out of town. The ringleader is not keen on Cliff being there, but he insists on speaking to the ranch’s owner, George, who he knows from when the property was used for making movies. Months later, Cliff encounters some of the cult again when three members break into Rick’s house – they plan to murder the TV star, who they see as a symbol of violence in modern culture. Cliff, who is stoned on an acid-cigarette by now, easily beats them all up with the help of a savage Brandy… The character of Cliff is based on several movie figures of the era, including actor Robert Blake – a one-time friend of Tarantino’s – who was suspected of killing his wife, and a stuntman who was hired specifically to intimidate Bruce Lee on a film set. Another inspiration was Kurt Russell. While making his 2007 film Death Proof, Quentin has got to know Russell’s long-time stuntman, John Casino, which kicked off the idea of a friendship between a star and his double. Brad Pitt won an Oscar for his performance as Cliff and it’s no surprise – his easy-going yet steely-eyed charisma is peppered with laconic comic timing and a middle-aged confidence. He’s incredibly watchable. He also looks pretty good with his shirt off. (Tom Cruise was an early possibility for the role, though surely would have lacked Pitt’s self-awareness.)
* Marvin Schwarz (Al Pacino) is an ingratiating film producer who wants Rick to make Italian Westerns in Europe. Trying to butter him up, Marvin sycophantically raves about Rick’s old hits, which he screened in his private cinema the night before – ‘Thirty-five-millimetre prints of Tanner and The 14 Fists of McClusky’ – but Rick is skeptical about the idea of going abroad (‘Sergio who?’). The role of Marvin was written specifically for Pacino.
* Sharon Tate (Margot Robbie) is a young actress on the rise in Hollywood, who moves into the property next door to Rick’s with her husband, the hip movie director Roman Polanski. Sharon is a sunshine personality, liked by everyone she meets, and someone who enjoys life. She parties, listens to music, hangs around with friends. As 1969 progresses, she also becomes pregnant… Of course, in reality, Tate, her friends Jay Sebring, Wojciech Frykowski and Abigail Folger and an 18-year-old visitor called Steven Parent were murdered on 8 August 1969 by followers of Charles Manson who wished for notoriety. When Tarantino began work on Once Upon a Time in Hollywood, rumours circulated that he was telling Sharon’s story – or maybe the Manson Family’s – but he quickly said that those events would instead be a backdrop to a fictional tale. The finished movie is told from a relentlessly *male* point of view, and Sharon Tate acts as more of an ‘ideal’ than a character; a symbol of the purity and joy that is at risk as the hedonistic 1960s give away to a more cynical era of violence. Many critics have lamented how little agency and dialogue Sharon has (a representation issue not helped by another high-profile film of 2019, Martin Scorsese’s The Irishman, which gave experienced actress Anna Paquin a total of *seven words* to say). But in the context of this film, less is more – and Margot Robbie is stunningly luminescent in the role, giving a memorable, charming performance even with limited screentime.
* Pussycat (Margaret Qualley) is the hippie hitchhiker who Cliff picks up. She’s sexually forward (‘Want me to suck your cock while driving?’) but Cliff resists, recognising just how young she is – though he does accept the offer of an acid-dipped cigarette and pockets it for later. Pussycat is a member of the religious cult who have taken over the Spahn Ranch outside Los Angeles. As well as living in a strict commune, they provide horseback rides for tourists… Interestingly, Tarantino has mooted the possibility that he was present at Spahn Ranch in the year this film is set. ‘I actually went horseback riding at six years old [he was born in 1963] with my mom and dad. I don’t know if we went to Spahn Ranch. I like to think that we did. We probably went to Griffith Park, but I like to think that we went to Spahn Ranch.’
* Squeaky (Dakota Fanning) is the grumpy, bossy leader at the ranch. She and her fellow acolytes spend their days lazing around in front of the TV, but her guard is up when Pussycat brings a skeptical and suspicious Cliff back. Jennifer Lawrence was considered for the role but the dates didn’t work out. The character is a fictionalised take on Lynette ‘Squeaky’ Fromme, who as well as being a member of the Manson Family, tried to murder President Gerald Ford in 1975. She was imprisoned for the attempt until 2009.
* The Spahn Ranch is owned by George Spahn (Bruce Dern), who is now 80 and bedridden and blind. The Manson Family are taking advantage of him, in order to live on the ranch, and he is supplicated via sexual favours from Squeaky. (In reality, Spahn (1889-1974) gave Squeaky her nickname based on a sound she made when touched.) Burt Reynolds was originally cast in the role, but died very soon before filming. His presence can still be detected in the finished movie, though, in two ways: it was Reynolds’s suggestion that someone tell Cliff, ‘You’re pretty for a stunt guy’, while the role Rick Dalton plays in an episode of the 1960s TV drama The F.B.I. was – in reality – played by Burt.
* Bruce Lee (Mike Moh) features in a set-piece flashback scene that takes place in the car park of the studio where he is filming his TV show The Green Hornet. Stuntman Cliff scoffs at Lee’s hubris and arrogance, leading to a best-of-three fight between the men. The scene is cutely shot and staged, especially a lengthy ‘oner’ leading up to the first fall, and enjoyably builds Cliff’s character as a man who’s cool under pressure… The scene in Once Upon a Time has been heavily criticised by some as being disrespectful to an Asian icon of cinema. In the 1960s, actor and martial-arts star Lee (1940-1973) was carving out a career on American television – Cliff sarcastically calls him Kato, his character in The Green Hornet – and he is undoubtedly the butt of the joke here. But Tarantino has defended the sequence on three levels. Firstly, the point is that Cliff *tricks* Lee by initially taking a dive. He doesn’t put up any resistance in the first challenge of the two-out-of-three bout, therefore forcing Lee to reveal his best move. Secondly, the real Bruce Lee did have a reputation for hating and antagonising American stuntmen. And thirdly, in Tarantino’s imagining – which is further embellished in his novelisation of the movie – Cliff is actually a *killer*. Bruce Lee, for all his ability, was an actor. He just pretended to be tough.
* Sheriff Hackett (Michael Madsen) is a character seen in a clip from an episode of Bounty Law. Both this character and Madsen’s role in The Hateful Eight were inspired by Maverick star Peter Breck; hence the same neckerchief look.
* Among the other real-world people being dramatised are Sharon Tate’s friends Joanna Pettet (Rumer Willis), Jay Sebring (Emile Hirsch) and Abigail Folger (Samantha Robinson); Hollywood heavyweight Steve McQueen (Damian Lewis); actress and singer Connie Stevens (Dreama Walker); Mama and the Papas members Michelle Phillips (Rebecca Rittenhouse) and Mama Cass (Rachel Redleaf); the real stars of Lancer, James Stacy (Timothy Olyphant) and Wayne Maunder (Luke Perry); and director Sam Wanamaker (Nicholas Hammond). Stacey lost his left leg and arm in a 1973 motorbike accident that killed his girlfriend – so in a morbid reference, we last see him in this film riding off on a motorcycle. The party with McQueen, Phillips, Cass and co was shot where it’s set – the Playboy Mansion. Perry died soon after filming his role.
* Charles Manson himself (played by Damon Herriman) barely appears; just one short cameo, based on a real-life moment when he turned up at Tate’s house months before the murders looking for his friend the music producer Terry Melcher. But a whole host of his followers get more screentime. All are based on real figures, sometimes with their names tweaked: Tex (Austin Butler, later the star of 2022’s Elvis biopic), Gypsy (the writer and director Lena Dunham), Katie (Madisen Beaty), Sadie (Mikey Madison), Clem (James Landry Hébert), Flowerchild (Stranger Things’ Maya Hawke), Lulu (Victoria Pedretti), Snake (Sydney Sweeney), Blue (Kansas Bowling), Angel (Danielle Harris), Froggie (Harley Quinn Smith, the daughter of Tarantino’s fellow director Kevin Smith).
* Trudi Fraser (Julia Butters) is a child actor, aged eight, who is playing a role in Rick Dalton’s episode of Lancer. They chat between takes, striking up a friendship, and Rick is oddly charmed by her precociousness. ‘I believe it’s the job of an actor – and I say actor, not actress because the word actress is nonsensical,’ she proclaims, ‘it’s the actor’s job to avoid impediments to their performance. It’s the actor’s job to strive for one-hundred-per-cent effectiveness.’ Later, on set, Trudi is bowled over with Rick’s performance on camera (‘That was the best acting I’ve ever seen in my whole life,’ she says, making him cry). Wildly wise beyond her years, Trudi is based in part on a real star with a similar name, Jodie Foster, who began her career with attention-grabbing juvenile roles (Taxi Driver, Bugsy Malone, Freaky Friday).
* Billie Booth (Rebecca Gayheart) was Cliff’s wife, who we see in a brief flashback to the day she died. While they pair argue on a boat, Cliff is holding a speargun… which goes off and kills her. Was it murder or an accident? The movie leaves the question pleasingly open-ended – because the myth is more interesting than the facts. Quentin’s subsequent novelisation of Once Upon a Time in Hollywood, published in 2021, reveals that Cliff did it on purpose. ‘All my characters are problematic,’ Tarantino has said. ‘And that’s a good thing.’ The incident, of course, is an echo of the death of actor Natalie Wood, who died in unresolved circumstances on a boat in 1981.
* Randy Lloyd (Kurt Russell) is a stunt coordinator who has his doubts about hiring suspected killer Cliff… and regrets it when Cliff beats on star Bruce Lee. For one thing, it pisses off Randy’s wife and colleague, Janet (Zoe Bell). Like her character, QT regular Bell is a stunt coordinator as well as an actor – she performed that role on Once Upon a Time, in fact. Russell also provides some explanatory voiceover later in the film.
* Francesca Capucci (Lorenza Izzo) is an Italian actress who marries Rick during his stint in Rome, then returns with him to Hollywood. She’s present when the Manson followers show up one night. ‘How dare you come into my house, motherfucker!’ she cries.
Returning actors: Leonardo DiCaprio was in Django Unchained while Brad Pitt had a small role in True Romance then a larger part in Inglourious Basterds. This film is Bruce Dern’s third Tarantino movie, Zoe Bell’s fourth (seven if you count her stunt-performing gigs), Kurt Russell’s third, and Michael Madsen’s fifth. James Remar (who appears in the Bounty Law clips) played two roles in Django Unchained. Omar Doom (who plays a biker at the ranch) was in Death Proof and Inglourious Basterds. Perla Haney-Jardine, who’d played Uma Thurman’s character’s daughter in Kill Bill Vol. 2, appears a hippie selling LSD… while Thurman’s real daughter, Maya Hawke, plays one of Manson’s acolytes. Tim Roth (Reservoir Dogs, Pulp Fiction, Four Rooms, The Hateful Eight) and Walton Goggins (Django Unchained, The Hateful Eight) appear in scenes that didn’t make the final cut. Rebecca Gayheart was in the Quentin-produced From Dusk Till Dawn 3: The Hangman’s Daughter.
Music: The jukebox soundtrack is a succession of period pop hits, oftentimes mixed with authentic snatches of 1969 radio jingles. This helps create a mood of buoyancy and sun, as well as a decadent nostalgia for a world that never really existed. However, none of the songs matches the cinematic power of, say, Stuck in the Middle With You (Reservoir Dogs), Across 110th Street (Jackie Brown) or David Bowie’s Cat People (Inglourious Basterds). At one point, in a sequence that was always destined to become a Twitter meme, Rick Dalton appears on the mid-60s variety TV show Hullabaloo and sings/dorky-dances to The Green Door.
Time shifts and chapters: The story mostly plays in chronological order, aside from when we see clips from old TV shows, jump back to Cliff’s fight with Bruce Lee, and get a very brief flashback to the day Cliff’s wife died. The plot skips forward a few months at one point.
* In one of Once Upon a Time in Hollywood’s most famous sequences, Sharon Tate goes to a movie theatre to watch one of her own films. The incident is fictional, but is based on an experience Tarantino had of seeing True Romance and having to convince the cinema staff that he’d written the film. Sharon sits in on a screening of The Wrecking Crew (1968), the fourth and final entry in the Matt Helm series of spy capers. She absolutely adores the experience and it’s extremely touching to see her so proud and positive – wide grin, eyes full of glee, bare feet up on the seat in front of her. In reality, however, The Wrecking Crew is a truly feeble movie featuring a lazy Dean Martin leering over women half his age. (When we see clips, it’s the real Sharon Tate on screen.)
* At one point, Marvin Schwarz says that Sergio Corbucci is the ‘second-best director of Spaghetti Westerns in the whole wide world’ and Rick later goes to Italy to work with him. (As Quentin pointed out on the 2022 documentary film Django & Django, the consensus is that Sergio Leone was the best; Corbucci unquestionably the next best.) One of Corbucci’s real-life films was Django (1966), which Quentin riffed on with his 2012 movie Django Unchained.
* The kettle that was used to poison various people in The Hateful Eight can be seen in Cliff’s kitchen.
* When they return from Italy, Rick and Cliff walk past a famous, multi-coloured mural at LAX that was also used in Jackie Brown.
* The character played by James Stacy in Lancer – both here and in reality – is called Johnny Madrid, which is the name of a character in the Tarantino-produced From Dusk Till Dawn 3.
* Ranting at some hippies (actually Manson acolytes), Rick calls one of them ‘Dennis Hopper’. Hopper, the star and director of counterculture text Easy Rider, appeared in the Tarantino-penned True Romance.
* Two cars seen in Once Upon a Time in Hollywood have links to previous QT films – Cliff drives a 1964 Volkswagen convertible, as did the Bride in Kill Bill Vol. 2, while Rick’s 1966 Cadillac de Ville also appeared in Reservoir Dogs (where it was driven by its owner, Michael Madsen).
* In 2021, Tarantino published a novelisation of Once Upon a Time in Hollywood, which embellished the main characters, drastically rejigged the storyline and put the finale in the first half. It also added an Easter-egg factory’s worth of new associations, links, references and allusions to the Once Upon a Time mythos – for example, we learn that Rick later starred in Coming Home in a Body Bag, a Vietnam film that was discussed by characters in True Romance. (An audiobook version of the novel was read by The Hateful Eight‘s Jennifer Jason Leigh.) QT has reportedly written a follow-up that will detail Rick Dalton’s entire career, and has mooted a stage version (which would feature a lengthy sequence about Rick and Cliff’s time in Italy) *and* producing full-length episodes of Bounty Law.
* In a reference that’s super-sly even by Tarantino’s standards, Margot Robbie actually plays two roles in this film. As well as starring as Sharon Tate, we briefly hear her voice when a Pan Am flight attendant gives Rick a cocktail as he flies home from Rome. Robbie had played attendant Laura Cameron in the TV drama Pan Am, which was also set in the 1960s, and this is intended as the same woman.
* Red Apple cigarettes and Big Kahuna Burgers – two fictional brands that have appeared in many Tarantino movies – crop up again.
Review: For years, when asked if had a favourite of the films he’d directed, Quentin Tarantino would give a politic answer like, ‘Oh, they’re all my children.’ But then at some point things changed and he decided to be honest. ‘I really do think Once Upon a Time in Hollywood is my best movie,’ he said in late 2022. Referred to in countless interviews and reviews as a ‘love letter to Hollywood’, Once Upon a Time was clearly a passion project for Quentin, who imbues every single frame with overt, unmistakable and gleaming Tarantinoisms. He creates compelling characters and addictive situations better than anyone who’s ever directed, and this film – which may end up being his final effort (retirement has been mooted) – is soulful, skilfully made and surprisingly sensitive.
The noir novelist James Ellroy has called Once Upon a Time in Hollywood the best movie set in Hollywood he’s ever seen, in part because of how it evokes time and place. Ellroy was 21 during the Manson killings and lived in the LA area: ‘I could smell it,’ he said of Tarantino’s film. A large reason for this fidelity is thrilling filmmaking craft – whole city blocks were redressed as 1969 with no recourse to CGI, the sound mix is peppered with genuine radio ads and jingles – while the script is absolutely drenched in pop-culture references of the era. In contrast to the movie-obsessed characters Tarantino is famed for, however, Once Upon a Time actually contains many more mentions of television shows – both real (Lancer, I Love Lucy, Peyton Place, Batman, The Girl From UNCLE, Land of the Giants, literally dozens more) and invented.
This is because, to his chagrin, TV is the world Rick Dalton finds himself in as the story begins. While Once Upon a Time in Hollywood is structurally similar to the fuzzy, irregular, multi-thread format of Pulp Fiction, with several voices demanding our attention, Rick is the lead character. He’s the emotional heart and the epicentre, around whom all the madness swirls. He’s a dying breed, a relic – much like the Hollywood culture being washed away by hippies, drugs, cynicism, television, a more sophisticated audience and big-business taking over the studios – and he knows it *vividly*. The script follows Rick as, in turn, he tries to cling on, tries to adapt, rallies against the coming forces, accepts his lot, fights back, finds a new way to live… This is a midlife-crisis film, an existential crisis in fact – a companion to Tarantino’s Jackie Brown in how it deals with a character growing older and fearing that their time is passing. And just like Pam Greer in that 1997 masterpiece, DiCaprio sells every beat.
Obviously, Once Upon a Time in Hollywood’s title is a deliberate reference to the great Italian director Sergio Leone – a master of cinematic violence. Leone made movies called Once Upon a Time in the West (a sublime Western from 1968) and Once Upon a Time in America (a classy 1984 gangster epic), and Quentin’s stylistic debt to him has been obvious for a long time to anyone who knows the two men’s work. However, as is often the case with Tarantino, this isn’t just empty referencing. It’s a master director who, like Leone, knows that violence on film only works if the build-up has created meaning for the characters and the audience.
In Sergio Leone’s greatest films – the six he made between 1964’s A Fistful of Dollars and 1984’s Once Upon a Time in America – characters are forever heading towards violence, but Leone was never interested in the face-offs and the brawls and the mass shootouts. Leone’s gunfights are usually over in an instant. Instead his focus was the seconds, the minutes, the hours, the *years* that lead up to these moments; the ritual and the preparation and the creation of suspense.
Tarantino knows that virtually every viewer will know (or think they know) what’s coming, what’s going to happen when Sharon Tate and the Manson murderers collide. A growing sense of dread builds as we get to know Sharon (albeit at a remove), as we follow Rick and Cliff’s intertwined storylines, as we soak up the glamorous, celebrity-dotted world of 1969 LA, because we’re sure that the movie is heading for a tragic end. When writing 2009’s Inglourious Basterds, it became clear to Tarantino that a key scene would turn out much longer than he’d planned – 24 pages, almost unheard of in a Hollywood film. But he was enjoying the writing, and believed it held its length, so stuck to his guns. ‘Not only do I think it holds,’ he said in a 2019 interview with BBC Radio 1, ‘but I think the longer I can stretch this out the better it will be.’ He talked about the ‘give in the rubber band’ – in other words, more and more tension before the snap. Once Upon a Time uses this trick with more subtly and nuance than any other film in Tarantino’s filmography – not in a single scene as Standartenführer Landa questions a nervous farmer or jewel thieves debate who the mole is, but across an entire 160-minute film.
But there’s another, very important element at play here. As well as nodding towards his hero Leone, Tarantino used the title Once Upon a Time in Hollywood so he could tip us off that this is a fairy tale. And fairy tales have happy endings…
As the trio of Manson followers arrive in Rick and Sharon’s high-end cul-de-sac, we’ve been conditioned by a century of biopics and real-life dramas into assuming that events will play out in a certain way. The film then pulls off an audacious switch: Cliff intervenes and the Manson-twats never even get to Sharon’s house. It’s the film’s biggest laugh – an arch, Grand Guignol reversal of expectations, which features violence so overblown and extreme and cartoon that the gag is obvious. Well, obvious to most. Some viewers have occasionally taken issue with this historically inaccurate ending, presumably failing to grasp the fairy-tale context (as did people who have criticised the noir stylings and punchy plotting in a film called… Pulp Fiction). Like a similar beat in Inglourious Basterds – which saw Adolf Hitler massacred in a cinema – this is Quentin exacting fantasy justice. Literalness and reality are not as fun, exciting or illustrative as daydream imaginings can be, so the script takes true history and twists it into something more dramatically interesting, something more rawly thrilling, something more unashamedly playful, and something more like a fairy tale. Out of tragedy comes joy.
Quentin Tarantino has said he ‘equates transgression with art’ – and by being so unexpected, so unconventional, so flat-out funny while showing graphic violence, art is what the heady, fantasia climax of Once Upon a Time in Hollywood reaches.
Nine streets are silent… except when Rick Dalton’s got a fucking shotgun, I’ll tell you that, out of 10