Set in 1969 Los Angeles, Once Upon a Time in Hollywood tells the story of Rick Dalton, a fading TV star with a modest filmography, and his loyal stunt double, Cliff Booth as they attempt to save their careers in a Hollywood that’s moved beyond them. Separately, we also get a look into the life of Rick’s next-door neighbors, breakout director Roman Polanski and his wife, Sharon Tate, a rising actress. Meanwhile, Charles Manson and his “family” lurk around the edges of the story, waiting for their time to reveal themselves.

The title of Tarantino’s latest outing has been rightly called a tribute to Sergio Leone’s two films of similar names (Once Upon a Time in the West and Once Upon a Time in America), but after seeing the film, it’s clear that the title means more than that. In addition to being one of Tarantino’s most mellow and affectionate films, Once Upon a Time in Hollywood is, at its core, a fairytale and a moving tribute to things that are gone. 

Once Upon a Time doesn’t have much of a narrative, but instead of relying on its humor and classic film references to pass the time (although those things are there), it relies on characters and relationships you care about. In their own ways, both Rick Dalton and Cliff Booth (played marvelously by Leonardo DiCaprio and Brad Pitt) face their own personal failures and how they fit into Hollywood as people whose popularity is declining further day by day. Rick’s chance to make it big is getting away from him, and it makes him wonder if he’s had any impact on the world around him at all. While the surface level fear is something that people inside the industry can relate to, the overarching fear of never finding your stride and growing old and irrelevant is something that most people can relate to.

I absolutely loved seeing the unique friendship of Rick and Cliff. DiCaprio and Pitt are great on their own, but when they get into a room together, you really do believe these guys are best friends. Cliff’s career has basically already come to an end, but it seems he’s more okay with it than Rick is. It sets up an interesting dynamic between himself and Rick, whose own fears inform the way he treats Cliff. Rick looks out for him and sticks his neck out to get him work because he knows that Cliff is closer to rock bottom than he is.

And then…there’s Sharon Tate. For those of you who don’t know the true story, Sharon Tate was a real actress who existed and was tragically murdered along with three friends by the Manson family. If you’ve seen Tarantino’s movies, you know he’s not exactly sensitive when it comes to violence and controversial material, so I was extremely worried about how he would handle this terrible real-life incident. Thankfully, Once Upon a Time doesn’t treat Sharon Tate as a murder victim the way that history treats her. Sharon Tate is a joyful, vibrant, up-and-coming actress that just about everyone wants to be around. The film never treats her as anything but radiant.

In fact, “radiant” is a word I’d use to describe how Once Upon a Time paints its characters, setting, and era as a whole. The thing I love most about this film is that it knows that the story and where it’s going isn’t really the point. Once Upon a Time in Hollywood is about enjoying the ride, no matter what tomorrow may bring. Once Upon a Time is a hang-out film that taps into a strange kind of joy and hopefulness in radically changing times. Whether by abrupt disruption or the natural winds of change, the last vestiges of old Hollywood are going away, so take it all in and cherish what’s in front of you while you can.

There’s a line from one of from Inglourious Basterds that sticks out to me when I think of Once Upon a Time. In one scene, a character masquerading as a German-speaking Nazi is unmasked as a British spy, and when he realizes the jig is up, he says in English, “Well, if this is it, old boy, I hope you don’t mind if I go out speaking the King’s.” 

Director Quentin Tarantino (who has essentially called Once Upon a Time his penultimate film before he retires) is going out speaking the King’s, or in this case, the language of old Hollywood and cinema, and what a memorable send-off he gives them.