DiCaprio is Dalton, some second-rate actor who's getting depressed for being type-cast as the disposable villain in TV show pilots. He keeps thinking that his career is over even though he keeps getting hired. Pitt is Boothe, Dalton's stunt double, entourage, confidant, assistant. Dalton is neighbors with Sharon Tate and her husband. She also gets some secondary roles and ends up pregnant. Boothe has a well-trained dog. One day he meets a hippie girl who takes him to Charlie Manson's compound where Boothe meets the rest of the girls and has a confrontation with one of the few guys there.

All-these apparent stories meet up in an expected yet surprising climax. Apparent stories because they aren't really stories, there is no arc to the script nor to any of the characters' lives. All Once Upon a Time really is is a series of lazy skits: Let's put DiCarprio in a black-and-white Western. Lets put him in a Western in color. Lets put him in Nazi-themed movie. Let's write some pointless role for Al Pacino. Let's cast the brother/cousin/relative of so-and-so in the role of historical so-and-so. OK. All of course with the obligatory-for-Tarantino crap music. This movie could perhaps be impressive if it were Tarantino's first movie, as the trivia here says, a love letter to LA/Hollywood (yuck), by some rookie filmmaker trying to establish his bona-fides as a committed movie-buff. But coming from the guy who did Kill Bill and most importantly Jackie Brown, Once Upon a Time is an embarrassment. DiCaprio is likeable enough but he keeps getting these same work-intensive roles, it really doesn't matter anymore what way they dress him up. Pitt gets the the more interesting role here, but here too as in other instances, the movie hints at something developing but then completely failing to deliver.

On to the few pluses. It's got Margot Robbie. Looks like Tarantino finally developed a good taste in women. There are also a couple of cute hippie chicks. And a dog who for once doesn't die in a movie. There's also an amazing star-making performance by Julia Butters.

At nearly three hours this movie is a drag. It's got almost no humor, violence, zero nudity, or thrills. It's not entirely insufferable, but damn, what a self-indulgent (even for Tarantino and Hollywood) piece of junk and a giant waste of resources and talent on absolutely nothing and that goes nowhere in a crawl.