Writing and development developed the idea over the course of several years, looking to tell a "
fairy tale" set in 1960s
Hollywood. The screenplay for
Once Upon a Time in Hollywood was developed slowly over several years by
Quentin Tarantino. While he knew he wanted it to be titled
Once Upon a Time in Hollywood, evoking the idea of a
fairy tale, he publicly referred to the project as
Magnum opus. The life of the work for the first five years was as a
novel, Tarantino stated, while Casino may have been a perfect double for Russell years earlier, when he met them, "this was maybe the last or second-to-last thing they'd be doing together". Tarantino first created stuntman Cliff Booth, giving him a massive backstory. Next, he created actor
Rick Dalton for whom Booth would stunt double. Tarantino decided to have them be
Sharon Tate's next-door neighbors in 1969. The first plot point he developed was the ending, moving backwards from there, this being the first time Tarantino had worked this way. He thought of doing an
Elmore Leonard-type story, but realized he was confident enough in his characters to let them drive the film and let it be a
day in the life of Booth, Dalton, and Tate. He would use sequences from Dalton's films for the action, inspired by
Richard Rush's 1980 film
The Stunt Man, which used the scenes from the
WWI movie they were making within the film as the action. Further, to get his mind into Dalton, Tarantino wrote five episodes of the fictional television show
Bounty Law, in which Dalton had starred, having become fascinated with the amount of story crammed into half-hour episodes of 1950s western shows. DiCaprio, Robbie, and Pitt were the only other people who read the entire script.
Preproduction and casting On July 11, 2017, it was reported that Tarantino's next film would be about the
Manson murders.
Harvey and
Bob Weinstein would be involved, but it was not known whether
The Weinstein Company (TWC) would distribute the film, as Tarantino sought to cast before sending a package to studios. Tarantino approached
Brad Pitt and
Jennifer Lawrence for roles and
Margot Robbie was being considered for the role of
Sharon Tate. After the
Harvey Weinstein sexual abuse allegations, Tarantino cut ties with Weinstein and sought a new distributor, after having worked with Weinstein for his entire career. At this point,
Leonardo DiCaprio was revealed to be among a short list of actors Tarantino was considering. A short time later, reports circulated that studios were bidding for the film, and that
David Heyman had joined as a producer, along with Tarantino and
Shannon McIntosh. On November 11, 2017,
Sony Pictures announced they would distribute the film, beating
Warner Bros.,
Universal Pictures,
Paramount Pictures,
Annapurna Pictures, and
Lionsgate. Tarantino's demands included a $95 million budget,
final cut privilege, "extraordinary creative controls", 25% of
first-dollar gross, and the stipulation that the rights revert to him after 10 to 20 years. In January 2018, DiCaprio signed on, taking a lower salary than usual to collaborate with Tarantino again.
Al Pacino was being considered for a role. On February 28, 2018, the film was titled
Once Upon a Time in Hollywood, with Pitt cast as Cliff Booth. DiCaprio and Pitt were each paid $10 million. In March 2018, Robbie, who had expressed interest in working with Tarantino, signed to co-star as Sharon Tate, while
Zoë Bell confirmed she would appear. In May 2018,
Tim Roth,
Kurt Russell, and
Michael Madsen joined the cast.
Timothy Olyphant was also cast. In June 2018,
Damian Lewis,
Luke Perry,
Emile Hirsch,
Dakota Fanning,
Clifton Collins Jr., Keith Jefferson,
Nicholas Hammond, Pacino, and
Scoot McNairy joined the cast.
Spencer Garrett,
James Remar, and
Mike Moh were announced in July. In August 2018,
Damon Herriman as
Charles Manson, and
Lena Dunham,
Austin Butler,
Danny Strong,
Rafał Zawierucha,
Rumer Willis,
Dreama Walker, and
Margaret Qualley were cast. Butler auditioned, but was unclear about the role for which he was considered. Tarantino told him it was for a villain or a hero on
Lancer, when in fact it was for
Tex Watson. To prepare for her audition,
Maya Hawke practiced with her father,
Ethan Hawke. She stated, "He (Tarantino) actually organized a really amazing callback process that was unlike anything I've ever been through … except maybe auditioning for drama school." Willis auditioned for two roles, neither of which she got, but was later offered the part of
Joanna Pettet.
Sydney Sweeney said everyone she auditioned with did so for the same character, then were told they could do extra credit. Some did artwork, and she wrote a letter in character.
Julia Butters says her sitcom
American Housewife was on while Tarantino was writing her character, Trudi Fraser. He looked up and said, "Maybe she can try this."
Burt Reynolds was cast as
George Spahn in May 2018, but died in September before he was able to film his scenes and was replaced by
Bruce Dern. Reynolds did a rehearsal and script reading, which became his last performance. After Reynolds read the script and learned Pitt would be portraying Booth, Reynolds advised Tarantino: "You gotta have somebody say, 'You're pretty for a stunt guy. The line appears in the film, spoken to Booth by Bruce Lee. The last thing Reynolds did before he died was run lines with his assistant for
Once Upon a Time in Hollywood. Tarantino initially approached
Jennifer Lawrence to portray Manson family member Squeaky Fromme, saying, "She was interested but something just didn't work out." Lawrence later contributed the online vitriol she received (which also included Tate's sister Debra, who deemed her "not pretty enough") to her not doing the role when it was previously theorized she was approached for the Tate role; saying: "The internet just, like, went out of their way to call me ugly." Tarantino had also spoken to
Tom Cruise about playing Cliff Booth, who was being considered for the role.
Charlie Day was offered to audition for the part of Manson, but did not appear as scheduled because he did not want to see himself in that role.
Macaulay Culkin auditioned for an undisclosed role, which he later characterized as "a disaster" due in part it being his first audition in eight years. It was also initially reported that frequent Tarantino collaborator
Samuel L. Jackson was in talks for a role as the villain of a
Bounty Law episode. Tarantino's directive was to turn Los Angeles of 2018 into Los Angeles of 1969 without
computer-generated imagery. Despite Tarantino's intent, the production wound up using more than 75 digital visual effects shots by
Luma Pictures and
Lola VFX, mainly to cover up modern billboards and erasing non-1960s buildings from driving shots. To film at the
Pussycat Theater, production designer Barbara Ling and her team covered
the building's
LED signage and reattached the theater's iconic logo, rebuilding the letters and neon. Ling said the lettering on every marquee in the film is historically accurate. To restore
Larry Edmunds Bookshop, she reproduced the original storefront sign and tracked down period-appropriate merchandise, even recreating book covers. Her team restored the
Bruin and
Fox Village theaters, including their marquees, and the storefronts around them. Stan's Donuts, across the street from the Bruin, got a complete makeover. . The
Playboy Mansion scene was shot at the actual mansion. Though the film is set in 1969, the mansion was actually not acquired by Playboy until 1971, resulting in an obvious anachronism. Several important scenes were shot at the
Musso & Frank Grill, which was a "must have" location for Tarantino according to Rick Schuler, supervising location manager. "I feel so lucky that there's a place like the Musso & Frank Grill, one that exists now exactly how it has always been," Tarantino said. "It was fantastic being able to shoot at an iconic landmark that is so authentic and connected to Hollywood." The scenes involving the
Tate–Polanski house were not filmed at Cielo Drive, the winding street where the 3,200 square-foot house once stood. The house was razed in 1994 and replaced with a mansion nearly six times the size. Scenes involving the house were filmed at three different locations around Los Angeles, one for the interior, one for the exterior, and a
Universal City location for the scenes depicting the iconic cul-de-sac driveway. Movie poster artist
Steven Chorney created the poster for
Once Upon a Time in Hollywood as a reference to
The Mod Squad. He and
Renato Casaro created the posters for the movies within the film,
Nebraska Jim,
Operation Dyn-O-Mite,
Uccidimi Subito Ringo Disse il Gringo,
Hell-Fire Texas, and
Comanche Uprising, which was reprinted for Dalton's home parking spot. Tarantino told Richardson, "I want [it] to feel retro, but I want [it] to be contemporary." Richardson shot in
Kodak 35 mm with
Panavision cameras and lenses, to weave time periods. For
Bounty Law, they shot in black and white, and brief sequences in
Super 8 and
16 mm Ektachrome. In the film,
Lancer was shot on a retrofitted Western street backlot at
Universal Studios, designed by Ling. Richardson crossed
Lancer with
Alias Smith and Jones for the retro-future look Tarantino wanted. The way they filmed
Lancer was not possible in 1969, but Tarantino wanted his personal touch on it. Richardson said that filming the movie touched him personally: "The film speaks to all of us … We are all fragile beings with a limited time to achieve whatever it is we desire … that at any moment that place will shift … so take stock in life and have the courage to believe in yourself." In order to build the
Lancer set Ling watched "Enormous amounts of episodes" of the series. She built a western town filled with
adobe buildings. For
Bounty Law, she went for a dusty, dirty, early
Deadwood look, to separate it from the "Moneyed
Lancer world". Tarantino made sure to use dogs in the scenes. He said in real life, many dogs lived on the ranch and made it feel alive. He even made sure some dogs were moving around in every shot. He was inspired to use the dogs in this manner from the way
Francis Ford Coppola used helicopters in
Apocalypse Now during the
Robert Duvall scenes. To improve the use of
practical effects, Leonardo DiCaprio was allowed to light
stunt coordinators on fire while shooting scenes with a flamethrower. The exterior of the
Van Nuys drive-in theater scene was filmed at the
Paramount Drive-in theater, since the Van Nuys Drive-in theater no longer exists. As the camera rises up over the theater, the shot transitions to a miniature set with toy cars. For some of the driving scenes, the
Hollywood Freeway and
Marina Freeway in Los Angeles were shut down for hours to fill them with vintage cars. The scene in which Rick Dalton flubs his lines in
Lancer was not in the screenplay, but rather an idea DiCaprio had on set while filming. Afterwards Tarantino came up with the idea for Dalton's "freakout" scene in his trailer, taking inspiration from
Robert De Niro's performance in
Martin Scorsese's
Taxi Driver. Tarantino stated, "It's got to be like
Travis Bickle when he's in his apartment by himself." DiCaprio improvised the entire scene.
Soundtrack The soundtrack from the film is a compilation album of
classic rock, which includes several tracks from
Paul Revere & the Raiders, as well as 1960s radio ads and DJ patter. The film also contains numerous songs and scores not included on the soundtrack, including from artists
the Mamas & the Papas and
Elmer Bernstein. == Release and reception ==