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Once Upon a Time in Hollywood poster

Once Upon a Time in Hollywood

161 minutes

Cast

Selected cast credits · Film reference

Leonardo DiCaprio Rick Dalton
Brad Pitt Cliff Booth
Margot Robbie Sharon Tate
Emile Hirsch Jay Sebring
Margaret Qualley "Pussycat"
Timothy Olyphant James Stacy
Julia Butters Trudi Fraser
Dakota Fanning "Squeaky"
Bruce Dern George Spahn
Al Pacino Marvin Schwarz
Mike Moh Bruce Lee
Luke Perry Wayne Maunder
Damian Lewis Steve McQueen
Nicholas Hammond Sam Wanamaker
James Remar "Ugly Owl Hoot"
Clu Gulager Book store owner
Danielle Harris "Angel"
Lorenza Izzo Francesca Capucci
Mikey Madison "Sadie"
Zoë Bell Janet Miller
Lena Dunham "Gypsy"
Damon Herriman Charlie
Scoot McNairy Business Bob Gilbert
Clifton Collins Jr. Ernesto "The Mexican Vaquero"
Michael Madsen Sheriff Hackett
Rebecca Gayheart Billie Booth
Rafał Zawierucha Roman Polanski
Kurt Russell Randy Miller / Narrator

Once Upon a Time in Hollywood | The Rewatchables

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Producer credits not yet identified.

Most Rewatchable Scene

Rick's trailer meltdown; Cliff on the roof and the Bruce Lee flashback

In the discussion (21)
Approx. transcript time · 00:19:44Read transcript
  • Pacino at Muso and Franks telling Rick his career is basically over is offered first; Pacino is called a sequel to his Heat performance.
  • Marvin's night of brandy and watching movies alone is described as a host's idea of heaven.
  • Pacino's character is said to be based on Dino De Laurentis, who brought actors like Bert Reynolds to Italy; his pitch speech is called pure Tarantino, like Tarantino's Top Gun speech in Sleep With Me.
  • Rick crying in the parking lot after the meeting ("It's official, old buddy") is a favorite; with Cliff driving and Mrs. Robinson on the radio it sets up the whole crisis within five minutes.
  • Cliff's return to his trailer at the Van Nuys drive-in with his dog, TV Guide and dog food is praised as a scene that should not work but does on Pitt's charisma, including him talking back to the TV.
  • Asked whether he would be okay with that dog on a plane, the answer is no. — Bill Simmons
  • The Bruce Lee scene: Cliff climbs onto the roof, takes his shirt off to fix the antenna, drawing a reaction in the theater, and flashes back to the fight.
  • The fight is read as an exaggerated false memory: the onlookers vanish from the frame, so Cliff is an unreliable narrator, and the outrage over disrespect to Bruce Lee misses that point.
  • Showing Bruce Lee as overconfident is not considered an insult, since that confidence was part of his greatness.
  • Sharon watching herself in a movie theater, after picking up a hitchhiker, is a favorite; every driving scene is rewatchable, one of two favorite driving-around movies.
  • Using the real Sharon Tate on screen is praised; the idea is said to come from Tarantino's own experience at a theater after True Romance.
  • Margot Robbie is called phenomenal here, more than in Bombshell; in a Golden Globes speech Tarantino is quoted as saying she brought the most goodness to any of his movies, a pure essence in an indecent body of work.
  • A skipped scene: Rick floating in his pool running lines from a tape recorder while making whiskey sours.
  • Cliff picking up the hitchhiker is an amazing five minutes, with a Neil Diamond song; the soundtrack may be Tarantino's best.
  • Rick's trailer freakout after blowing his lines is said to be going to win the category, and is described as improvised from DiCaprio's idea.
  • Cliff's visit to Spahn Ranch is meant to evoke Texas Chainsaw Massacre, with the dogs playing the role of the Apocalypse Now helicopters; it loses some effect on rewatch.
  • Lena Dunham's casting among the Manson family is distracting, and the stunt casting throws the viewer off.
  • In the finale Cliff, high on an acid-laced cigarette, does all the work but Rick gets the credit, just like a movie.
  • Rick's scenes with the child actor Trudi and the Rolling Stones "Out of Time" sequence with the lights coming on are added.
  • One pick is Leo blowing his lines and freaking out in his trailer, including the Oliphon "line!" sequence.
  • Another pick is Cliff on the roof and the Bruce Lee scene, the one most looked forward to on a third rewatch.

What’s Aged the Best?

1969 Hollywood recreation; music and constant soundtrack; Rick Dalton's house; Brandy the dog; Playboy Mansion; extended cast; the title's misdirection; three-day structure

In the discussion (12)
Approx. transcript time · 00:40:21Read transcript
  • Rick Dalton's house was for sale and was looked at on Zillow, leading to jokes about moving The Ringer into the Boogie Nights house.
  • Brandy the dog has aged the best, with a proposed Oscar for best performance by a pet and an Aaron Sorkin War Horse joke.
  • The recreation of 1969 Hollywood is praised, including reconstructed neon signage on Sunset and Hollywood Boulevard, production design and costumes.
  • A story told by Tarantino to a host: scouting Lee Van Cleef's house, he found a giant painting of Van Cleef in the garage, which inspired Rick's portrait in the driveway.
  • Rick's story of almost getting the McQueen movie and the accumulated fictional works of Rick Dalton are inventive; Tarantino has plotted Rick's 1970s in an interview with Kim Morgan.
  • The real Playboy Mansion, Polanski dressed like Austin Powers, and two-floor 1960s airplanes with cigarettes are enjoyed.
  • Asked whether he has ever danced on an airplane, the answer is every time he flies. — Bill Simmons
  • El Coyote has not changed, but its food has not aged the best.
  • The extended cast is a strength, including Madsen, Luke Perry, Pacino, Kurt Russell, Emil Hirsch and Oliphant, with Manson family members played by daughters of famous people.
  • The title's trick sets the viewer up for nobody dying; on first viewing everyone was expected to be murdered.
  • The constant radio and TV in the background is relatable; Tarantino is said to have listened to about 16 hours of KHJ broadcasts. The three-day structure is also praised.
  • The closing picks are how the film recreated 1969 Hollywood, and the music and constant soundtrack.

What’s Aged the Worst?

Murder-twist shock value; Damian Lewis as Steve McQueen; Spahn Ranch tension on rewatch

In the discussion (5)
Approx. transcript time · 00:49:42Read transcript
  • The shock of the murders not happening only works once; on rewatch you know it is coming.
  • Damian Lewis as Steve McQueen does not work because he carries the baggage of Billions and Homeland; another voice agrees he is miscast and written as an exposition character.
  • Whether McQueen would have made a run at Sharon Tate is disputed.
  • The Spahn Ranch scene peaks the first time and is never the same once you know what happens.
  • On what might age the worst, the Bruce Lee scene is floated with uncertainty; the defense of it given earlier is restated as acceptable.

Casting What-Ifs

Bert Reynolds in the Bruce Dern role; James Marsden as Bert Reynolds; Tim Roth's cut role; Jennifer Lawrence as Sharon Tate

In the discussion (5)
Approx. transcript time · 00:52:18Read transcript
  • Bruce Dern was not the first choice; the hosts say the first choice was Bert Reynolds, who died during rehearsals. Reactions to Dern are mixed; one view is that Reynolds would have been a better touch because he was almost a Rick Dalton, while Dern was always the bad guy in westerns.
  • Tim Roth and James Marsden were cut from the film; Marsden played Bert Reynolds in a deleted scene and is said not to look or sound like him.
  • Tarantino is said to have approached Jennifer Lawrence for Sharon Tate; the crowd reacts and the hosts doubt it would have worked.
  • The Marvin role was written specifically for its actor, consistent with Tarantino's process as he described it on earlier episodes.
  • Reports that Samuel L. Jackson had a major role and that Tom Cruise was considered for Cliff are treated as unconfirmed gossip; Tarantino is thought to want to work with Cruise.
In the discussion (5)
Approx. transcript time · 00:55:02Read transcript
  • The overacting award is renamed for Vincent Hanna ("Give me all you got") after earlier names including Mark Ruffalo and Linda Partridge.
  • Nominees: the actor playing Bruce Lee for dialing it up, or the Manson family woman after her face is smashed.
  • A counterpoint says her flamethrower scene did not read as overacting.
  • Her real overacting is said to be in the car rant; it is then suggested to give it to her anyway.
  • DiCaprio's trailer scene is ruled out; Zoe's character screaming at Pitt is called a little hard, with shades of Robert Shaw in Jaws.
In the discussion (4)
Approx. transcript time · 00:57:07Read transcript
  • James Remar as Ugly Owl Hoot on Bounty Law is nominated, remembered from 48 Hours, The Warriors and Sex and the City; Clifton Collins as the vaquero is also mentioned.
  • Other nominees include Rebecca Gayhart, Damon Harriman from Justified, and Clue Gulliger as the bookstore owner, a 1960s western star.
  • Danielle Harris, from Halloween 4 and The Last Boy Scout, plays a Manson family member.
  • The award is given to Remar.
In the discussion (3)
Approx. transcript time · 01:00:03Read transcript
  • Margaret Qualley as Pussycat is the only nominee for one host: in only about four scenes she is memorable in every frame, a star-making performance.
  • Another pick is Nicholas Hammond as Sam Wattemaker, with his evil Hamlet bit.
  • Lorenza Izzo as Rick's new wife and Austin Butler as Tex Watson, said to be about to play Elvis for Baz Luhrmann, are also praised.
In the discussion (4)
Approx. transcript time · 01:00:56Read transcript
  • Jack Nicholson in the Bruce Dern part would have been amazing, though he would not have done it; it is called a great call.
  • A game of replacing Brad and Leo: Ben and Matt (height difference), Johnny Depp and Robert Downey Jr. (with a joke about cancel standings), and Jude Law and Matt Damon, which is welcomed.
  • Flipping the roles would not be as good, since Leo is less physically imposing as Cliff.
  • Jake Gyllenhaal and Gerard Butler is mocked, and Downey with Clooney is rejected as too old.

Half-Assed Internet Research

Pitt's ad-libbed Rick Dalton line; DiCaprio's real flamethrower reaction; Michael Madsen's Cadillac; Mad Magazine prop; DiCaprio's Maltese Falcon; Trudi's Lancer inspiration

In the discussion (8)
Approx. transcript time · 01:04:09Read transcript
  • Pitt ad-libbed "You're Rick fucking Dalton. Don't you forget it," based on an unnamed actor who told him the same in the early '90s; the hosts guess jokingly at who it was.
  • Rick recoiling from the flamethrower's heat was DiCaprio's genuine reaction, which Tarantino kept.
  • The Cadillac belonged to Michael Madsen, the same car from Reservoir Dogs.
  • The theater Sharon Tate and J.C. Bring discuss at El Coyote is now the New Beverly, owned by Tarantino.
  • A framed Mad Magazine in Rick's apartment was made as a full magazine with jokes, as Tarantino told the hosts.
  • Tarantino wrote a novel-like backstory of Cliff and Rick before the screenplay.
  • The Maltese Falcon Sharon holds in the bookstore is owned by DiCaprio.
  • Trudi was inspired by a character from Lancer; some think she draws on Jody Foster.

Apex Mountain

1960s dog food

In the discussion (4)
Approx. transcript time · 01:07:32Read transcript
  • This is post-prime Brad Pitt rather than prime; his Apex is settled as Ocean's 11 (or Fight Club) during the Jennifer Aniston years, after Moneyball is withdrawn.
  • 1960s dog food is named Apex Mountain, followed by riffs on 1969 as a crazy year.
  • Best Los Angeles movie is floated as in the conversation with Heat, Boys in the Hood and Nightcrawler; Bob and Carol and Ted Nallis is cited as an influence.
  • The hosts hope this is not Margot Robbie's, Julia Butters' or Margaret Qualley's Apex, and doubt it will be seen as Pitt's.

Picking Nits

Cliff refusing the underage hitchhiker; the dog never soiling the trailer

In the discussion (4)
Approx. transcript time · 01:10:06Read transcript
  • Would Cliff, a wife-killing stuntman in 1969, really refuse the underage hitchhiker's advance?
  • Declines to answer the hitchhiker nitpick. — Sean Fennessey
  • Why Cliff's dog never soiled the trailer after hours alone; maybe a doggie door.
  • Neither Cliff nor Rick is a good guy; Rick is vain and selfish, Sharon is the goodness, and the theme is Trudi's point about trying to get better.

The Neil McCauley “A Book about Metals” Award for Best Line from the Movie

"One pool party from starring in a Polansky movie"; "Hey, Dennis Hopper, move this fucking piece of shit"; "Hit him with a fucking Lincoln"

In the discussion (3)
Approx. transcript time · 01:12:42Read transcript
  • The pool-party Polanski line kills one host.
  • "Hey, Dennis Hopper, move this fucking piece of shit" is offered and called a good one.
  • Rick's pitch that the director can throw his stuntman off a building, light him on fire or hit him with a Lincoln is recited and played.
In the discussion (2)
Approx. transcript time · 01:13:27Read transcript
  • It easily could have been a 10-episode series, and many directors would have taken the streaming money; Tarantino has experimented with extended cuts on Netflix.
  • Tarantino has talked about making Bounty Law episodes, possibly for Netflix; DiCaprio is guessed not to do it.

Probably Unanswerable Questions

Did Cliff kill his wife?; What do Rick's next 10 years look like?

In the discussion (3)
Approx. transcript time · 01:14:13Read transcript
  • Did Cliff kill his wife? It is purposely ambiguous, but the answers are yes and probably.
  • Rick's next 10 years: Tarantino's interview with Kim Morgan imagines him in Rosemary's Baby, then TV guest roles like Streets of San Francisco, Charlie's Angels and Rockford Files.
  • Rick could have become a game-show host, or made a movie later mocked on Mystery Science Theater 3000.
In the discussion (5)
Approx. transcript time · 01:16:17Read transcript
  • DiCaprio won the movie: he plays about six versions of Rick, plus roles within roles, a mind-blowing piece of acting.
  • He or Driver is the best actor of 2019.
  • Tarantino wins all of his movies; no one else could have made it.
  • Pitt won the movie: the host had given up on him after a public breakup, and he came roaring back. The hosts rarely split like this.
  • The audience is polled by voice on DiCaprio, Tarantino and Pitt; the Pitt cheer is taken as agreement. Audience cheers are not counted as ballots.
Podcast choices
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Brad Pitt

More from the conversation

A Ringer plug notes a big Oscars week and says the episode was taped the week before in front of a live audience of about 200 people at Sundance.
Approx. transcript time · 00:01:01Read transcript
The hosts thank Sundance TV for hosting and Peroni for sponsoring the event; this is the third straight year of doing a likely Oscar contender at this show, after Get Out two years earlier and A Star Is Born the year before.
Approx. transcript time · 00:02:46Read transcript
The show's view is that Oscars should be awarded five years later to avoid mistakes like The Artist, with a joke that 1917 might be one.
Approx. transcript time · 00:03:22Read transcript
Five years on, the film's reputation depends on whether Tarantino's announced 10th and final film has been made; if not, he will still seem to have been denied the Oscar.
Approx. transcript time · 00:03:43Read transcript
Whether Tarantino stops after 10 films is questioned; he has said he wants to write books, which is called bold in 2020.
Approx. transcript time · 00:04:08Read transcript
Looking ahead to 2025, the two lead performances will become iconic, with Rick and Cliff tied to Brad and Leo the way Michael Corleone is tied to Al Pacino, though not necessarily on that level.
Approx. transcript time · 00:04:34Read transcript
The big takeaway is that Brad Pitt is the lead: a performance compared to a Hall of Fame basketball player whose 2011 title lifted him to another level; shades of it showed in Moneyball and Fight Club.
Approx. transcript time · 00:05:09Read transcript
Wesley Morris, on an earlier podcast, said Pitt was destined to be an older actor; the weathered, wife-killing stuntman Cliff is called the perfect part for him.
Approx. transcript time · 00:05:54Read transcript
Pitt has long been a character actor with matinee-idol looks; this is one of his first real supporting performances, and his career arc is compared to Paul Newman's from heartthrob to weathered middle period.
Approx. transcript time · 00:06:26Read transcript
Charisma parts are discussed: Clooney's best is Out of Sight, older Paul Newman's is Slap Shot, and Tom Cruise may never have had a Cliff Booth part, with Edge of Tomorrow and Eyes Wide Shut mentioned.
Approx. transcript time · 00:07:24Read transcript
A counterpoint says Pitt's victory lap blocks out DiCaprio, whose twitchy, insecure, self-reflexive performance is called astonishing and his best ever, overlooked because he already won for The Revenant.
Approx. transcript time · 00:08:20Read transcript
Jokes follow about DiCaprio's heft, calf-length socks and vape pen, and about meeting him in person at Equinox and sharing a Peloton subscription.
Approx. transcript time · 00:09:37Read transcript
The film's theme is the beginning of one career and the end of another; complaints that Margot Robbie lacked scenes are said to miss the point, since Sharon's joyful rise is set against Rick's slide toward TV guest villain roles.
Approx. transcript time · 00:10:26Read transcript
The film is a memory piece and part of Tarantino's long-running project of historical correction, as in Inglourious Basterds: men who saw themselves as cowboy heroes get to save the day even if in real life they did not.
Approx. transcript time · 00:12:05Read transcript
It is called a what-if movie; the outrage that began at Cannes has faded, and while it may not win Best Picture it remains an unusually sentimental favorite for Tarantino fans. Asked whether it should win, one answer is yes and the room is called mixed.
Approx. transcript time · 00:13:05Read transcript
2019 is praised as a great movie year (Good Boys was the third choice for this show), in contrast to the year The Artist won; the film got 10 Oscar nominations and is said to be headed toward almost 400 million worldwide.
Approx. transcript time · 00:13:58Read transcript
Original mid-range movies struggle at the box office; the hosts' account is that the film did not open in China because Tarantino refused requested edits, and Sony backed him.
Approx. transcript time · 00:14:35Read transcript
A trivia question asks how many films DiCaprio has made with Academy Award-nominated directors; guesses of 20, 16 and 17 are offered but the answer is withheld, with a joke that he cares about Oscar-winning directors and supermodels.
Approx. transcript time · 00:15:23Read transcript
Rick Dalton's Bounty Law is said to be based on Wanted Dead or Alive with Steve McQueen, and the Rick-Cliff relationship on Bert Reynolds and his longtime stunt double, who directed his late-'70s movies.
Approx. transcript time · 00:16:05Read transcript
A riff on the Reynolds car movie with Sally Field and the orangutan from Every Which Way But Loose leads into the break.
Approx. transcript time · 00:16:44Read transcript
The category process is explained to the live crowd, with jokes about the altitude.
Approx. transcript time · 00:19:26Read transcript
After the winner, the hosts guess that Tarantino told Pitt to take his shirt off, saying he likes to revive superstars and bring their stardom back out.
Approx. transcript time · 01:19:21Read transcript
Tarantino is credited with drawing career-best work from Pitt and DiCaprio and others such as Travolta and Madsen; a Tarantino what-if is that Will Smith passed on Django, which went to Jamie Fox.
Approx. transcript time · 01:20:02Read transcript
The live show closes thanking Sundance TV, Peroni and the audience, followed by a studio thank-you to everyone who came to the Sundance show.
Approx. transcript time · 01:21:07Read transcript
The next week's episode is announced as The Breakfast Club.
Approx. transcript time · 01:22:03Read transcript