For the last half-decade or so, cinephiles and Quentin Tarantino-fans have been sifting the tea leaves with every new Tarantino release to see if he was looking to stop after making ten movies, a claim he has insisted on multiple times. With Once Upon A Time … In Hollywood, his presumably penultimate film, we finally get the definitive proof that he does indeed intend to follow through on his promise as his usually bombastic style seems to get traded for something a little bit more introspective. At the very least, it looks like he definitely will be going out on a high.

As the title of the movie suggests, Tarantino has created a fairy-tale of sorts by painting a nostalgic, and surprisingly conservative (with a small “c”), picture of a Hollywood in 1969 at the moment just before it shifts irrecoverably. His story focuses on two people on the cusp of being relics within the industry. Rick Dalton (Leonardo DiCaprio) is a 50s Western television star now reduced to showing up in guest episode roles as the “heavy” – one-off villains meant to prop up TV’s new stars. Cliff Booth (Brad Pitt) is Dalton’s stunt double who now finds himself playing the role of chauffeur, personal assistant, and Dalton’s personal friend more often than he performs stunts. Both of them are staring at the end of the barrel of their careers and would be inconsequential if not for the fact that Dalton’s house is located on Cielo Drive.

True-crime buffs, anybody who lived through the 60s, and anybody who has paid even the remotest attention to the marketing of this movie knows the significance of Cielo Drive in 1969; for whatever reason Tarantino seems compelled to retell the horrific story of what happened to Sharon Tate (played effervescently by Margot Robbie) and her companions when they ran into the Manson clan. In doing so Tarantino weaponizes one of his best traits as a director. His best scenes (a certain bar-related scene from Inglorious Basterds comes to mind) are lackadaisically-paced and dialogue-heavy set-pieces tinged with the hint of horror and menace lurking just beneath the surface leaving the viewer with a nearly unbearable feeling of dread as we await the scene’s inevitably bloody conclusion. With Once Upon a Time… in Hollywood, stretches that unbearable feeling of dread to feature-length as scene-after-scene of hang-out paced incidents pass by and we wait for the seemingly awful and inevitable third act to drop.

Before we get to that violent conclusion however we have to get through almost two hours of what is probably, and surprisingly, the least bloody movie of Tarantino’s career. Instead we get a love letter to an idealized and nonexistent fantasy version of Hollywood. The streets of Southern California are either sun kissed or illuminated by the energy of a kaleidoscope of neon lights, and muscle cars cruise around effortlessly in a seemingly smog-free environment. There are glamorous cinema-houses replete with suit-and-tie wearing doormen, there are dirty hippies sauntering effortlessly through the neighborhood. All of it is lit in a dreamlike haziness that is meant to replicate film-grain of the 1960s but has the added effect of making the whole movie seem a little hallucinatory and dream-like. Tarantino has gone through great lengths to create a world that will inspire nothing but wistful nostalgia, and in that he has succeeded.

Most of the first two acts of the movie centers around a day in the life of Rick and Cliff. Rick spends the day rehearsing his lines for his next “big heavy” role in the latest TV Western with a shiny new star to remind Rick how far he has fallen in Hollywood’s estimation. His agent (Al Pacino in a great two scene cameo) has written Rick the riot act, suggesting that the only way to revitalize his career is to star in a bunch of Spaghetti Westerns away from Hollywood, basically trying as gently as possible to tell Rick he is on the verge of being a “has-been.” Cliff meanwhile seems to have accepted his slow slide to irrelevance, using the time between dropping Rick and picking him up from the studio lot to cruise the streets of Los Angeles, to fix Rick’s television (in an audience-pleasing scene), or to pick up a hippie hitchhiker and take her back to Spahn’s ranch.

By focusing so much of the story on these two characters, Tarantino reminds us that there are few more pleasurable reasons for going to the movies than seeing two A-list stars at the top of their game. It occurred to me that so often in movies about washed up stars, the star in question is almost always a woman (Sunset Boulevard, What Ever Happened To Baby Jane, Maps to the Stars) so that the personal insecurities of said stars is almost inexorably tied to their gender. So it is somewhat refreshing to see DiCaprio so willingly bring forward the insecurities of Rick Dalton as he struggles in multiple scenes to keep his s*** while going toe-to-toe with whoever he is paired with onscreen whether a young and precocious child actor (Julia Butters in a breakout performance) or a completely cast-to-type Timothy Olyphant. While it is somewhat unbelievable that someone with the acting calibre of DiCaprio could be a “washed-up actor”, each attempt at proving he is not is a highlight in this movie. Meanwhile, Pitt is a surprisingly effective foil to DiCaprio mostly because Tarantino allows the man to be slightly unhinged in his laid-backness. As Alison Wilmore pointed out recently, the dirty secret is that Brad Pitt is a ruggedly handsome character actor and not necessarily as compelling as a leading man. Here Pitt gets to let loose as the slacker and slightly unhinged Cliff, being the working stiff to Rick’s Hollywood star. That these two form an odd couple is undeniable. But what is also undeniable is that they are so magnetically charming that they make the movie’s runtime flyby effortlessly.

In the midst of these two alpha males, and haunting the streets of Hollywood like an ephemeral angel is Sharon Tate (Margot Robbie). Much has been written beforehand about Robbie’s lack of lines in the movie, ostensibly as a sign of criticism. But in witnessing her performance as Tate, it is clear exactly why Tarantino didn’t give her too many lines: he didn’t need to. In one of the great scenes of this movie, Tate shows up at a movie theatre to catch a showing of The Wrecking Crew, in which she is a co-star. As she wanders into the movie theatre to see herself onscreen for the first time, she wordlessly moves from nervous to cautiously giddy as she hears the audience respond positively to her performance onscreen (in a startling choice, the footage of The Wrecking Crew features the actual Sharon Tate and not a superimposed Robbie, giving the scene a surreal feel). Her caution soon turns to pure joy as she delights in the laughter and whoops around her, her future in acting seemingly secured, the beginnings of a star being born. It is a gleeful and innocent performance that in any other movie would inspire unbridled joy in us as the audience as well. But unfortunately we cannot, because we know the presumed end of her story, we know her giddy optimism for her starry future is going to be crushed in the most cruel way. And thus is the genius of Robbie’s performance – she manages to keep Tate at a respectful and unreachable distance, while remaining so captivatingly radiant that her every smile cuts us straight to the quick.

And perhaps this is why Tarantino chose this for his ninth, and presumably penultimate, feature. For many people, the Tate murders represented the end of an era, the official end of the “summer of love” and the death knell to the Hollywood studio system ushering in a harder, more realistic, and fractured age in Hollywood. With Tate’s death came the end of innocence and of a certain kind of celebrity unity that kept the system afloat, only to be replaced by a more fractured filmic and cultural landscape that left those who clung to the old Hollywood far behind. It is hard not to draw a straight line between 1969 and our modern film landscape, where the reality of tent-pole or bust theatrical releases and the advent of streaming services has in many ways pushed out exactly the kind of independent and non-IP based movies Tarantino has spent his life creating and championing. It would not surprise me if part of Tarantino’s resolution to end at ten feature films is because he has taken stock of the filmic landscape and, like Rick Dalton, sees himself as a relic of a soon-to-be bygone era.

On the surface at least, it seems that what Tarantino is mourning the most is the loss of the sort of monoculture that allowed his highly referential filmmaking style to have its potency and power in the first place. With the dissemination of different avenues for people to get their entertainment has come the death of almost any piece of pop culture being universally acknowledged or loved (the recent finale of Game of Thrones being called the last such “watercooler” event). When Tarantino sits Rick and Cliff down at the end of their day to crack open a few beers and catch an episode of “F.B.I.” (in which Rick guest stars) part of the joy they experience is knowing that a huge chunk of America is watching Rick shine simply because it is one of probably three things on T.V. that night, in sharp contrast to the age of peak TV where the viewer’s choice seems nearly endless.

Of course at least two things get missed in Tarantino’s ode to the past. First, the fact is that much of what constituted the studio system and early broadcast TV was sub-par entertainment. While 1969 represents a Hollywood being hit by the American New Wave, it is also a Hollywood capable of producing an absolute howler like Dr. Doolittle and nominate it for Best Picture. While the monoculture Tarantino seems to be missing was indeed more universally accessible, it was also prone to mediocrity. But on the flipside, Tarantino’s turn to the nostalgic also glosses over an important aspect about the age of “too-much TV” and streaming movie studios: the fact that Hollywood culture has gotten more diverse. The last few years have seen more projects being given to minority creators, women creators, and LGBTQ+ creators among others. That has resulted in a cast opening up to the type of stories that are being told by Hollywood. While it is true that no one piece of Hollywood pop culture has risen to the point of becoming a ubiquitous cultural imprint, it is also undeniable that the pop culture landscape is as rich as ever. Tarantino famously doesn’t “do Netflix“. It seems by skipping streaming, he not only makes the mistake of painting the past with rose-colored glasses, he also mistakenly misrepresents the now.

It is easy though to forgive Tarantino for becoming a bit of a curmudgeon in his seeming twilight years, especially when that penchant for looking backwards produces something that looks and plays as well as Once Upon a Time in Hollywood. It is undeniable that Once Upon a Time in Hollywood represents exactly the kind of adult entertainment that is too often sorely missed in multiplexes today (as of writing, it has become the only Top 10 box-office movie this summer to not be a sequel, remake, or part of some existing intellectual property). It is also undeniable that Tarantino is one of an increasingly rare breed of director who is given carte blanche to create exactly the kind of project they want, usually to our benefit.

The third act sneaks up on us, thrusting us from decidedly mediocre stakes to deadly ones. (One should note that I’m just going to start plowing through SPOILERS right now!). While anyone familiar with Tarantino’s work should not be shocked to know that after seemingly preparing us to witness the horrific murder of a very pregnant Sharon Tate by the Manson clan, Tarantino swerves at just about the last minute. The Manson clan, thanks to a fortuitous encounter make an eleventh hour change to their plans to kill Tate, choosing instead to killing her neighbor Rick Dalton. Unfortunately for the Manson clan, this turns out to be a disastrous decision as a calamitous and hilarious series of events conspires against the would-be murderers resulting in a successful repelling of their attacks by Rick and Cliff and the onscreen deaths of Tate’s murderers (including perhaps the best use of Chekhov’s gun I’ve seen in awhile). As is par for Tarantino, the violence is shockingly brutal in this scene and just like in Inglourious Basterds there is an inherent joy and catharsis in seeing evil people seemingly get what they deserve. Yet while Basterds’ historic revisionism is about rectifying one of history’s greatest atrocities, it is not altogether clear why Tarantino felt the need to correct this historical wrong. Was it simply because Sharon Tate’s death, and the death of her unborn son, seemed like a senseless tragedy? Or is it the representational nature of Tate’s death, as the death of a certain kind of Hollywood, that Tarantino bemoans?

Whatever the reason, the end result of this revisionism is clear: a slew of innocent lives are saved. And furthermore, a future in which Sharon Tate gets to continue her upward career and life gets created, her potential unsquashed. And the heroes of this now triumphant story are the two has-beens, suddenly back in Hollwood’s good graces again. This old guard being welcomed by the new guard of Hollywood as they together face a new future. Perhaps all Tarantino is trying to communicate is that he wishes now for the same to be true, that the new mavens of media not completely abandon the old ways, and that relics like Tarantino can still find a welcome place in the new media landscape. It seems a trite reason for creating a sprawling, nearly three-hour movie, but in making the resulting movie as compelling as it is Tarantino reminds us why he is one of the best, and why we the film landscape is going to be that much poorer if he does choose to hang up his boots with his next movie.

Rating: ★★★★½

Runtime: 161 minutes
Directed by Quentin Tarantino
Written by Quentin Tarantino
Starring Leonardo DiCaprio, Brad Pitt, Margot Robbie, Emile Hirsch, Margaret Qualley, Timothy Olyphant, Julia Butters, Austin Butler, Dakota Fanning, Bruce Dern, Mike Moh, Luke Perry, Damian Lewis, Nicholas Hammond, Lena Dunham, Al Pacino