In Quentin Tarantino’s Once Upon a Time… in Hollywood, we are watching Los Angeles: a Los Angeles of 1969 that actually happened, a Los Angeles of 1969 that could have happened, and a mythical Los Angeles – a vision of the city and of Hollywood that we might dream about, or a part of our memory that is real.

A memory that still lives within this city. And in this city, if you live here long enough or if you grew up here like Quentin Tarantino did, the visual effect – the way the geography of the town spreads out, and the way we drive through it, the way we look up at the signs, the marquees, the movie posters – often makes reality and dreams merge together, it melds in our mind. Some days it feels normal and other days, not so normal. It makes you wonder about Los Angeles, or Hollywood, rather, and what that means to different people – and not just people in Hollywood, because there’s so much more to this city than Hollywood. But we’re talking Once Upon a Time… in Hollywood. So, from watching movies about the city, to being in the city while watching movies about the city, and seeing movies all around you – like Cliff Booth (Brad Pitt) driving to his trailer right next to the Van Nuys Drive-In, or the real life Jay Sebring living in Jean Harlow’s house for a time (where Paul Bern killed himself), to walking past a specific old house or apartment where a movie may have been shot or a person may have lived – history, ghosts, movies, real life… It’s both in the now and it’s a memory floating around you.

Here, it’s Hollywood, 1969, where ageing, ex-Bounty Law star Rick Dalton (Leonardo DiCaprio), insecure about his future, worrying he’s a wash-up (“It’s official, old buddy, I’m a has-been.”), and wondering about the emerging, younger talents and wunderkinds of the film world – like the neighbors he discovers living next door to him on Cielo Drive: Sharon Tate (Margot Robbie) and Roman Polanski (Rafal Zawierucha). Rick is a heavy drinker, an alcoholic, with enough drunk-driving offenses that his closest friend and confidant, his stunt double, tough but charming Cliff Booth – a man with a mysterious past, shrouded in darkness – has to drive him everywhere. That can be a big deal in Los Angeles – when someone else has to drive you everywhere.

And so here we follow Rick and Cliff and Sharon. We follow them as they talk, drive, work, run errands and, by the end, a hell of a lot more. They are living their lives. There’s Sharon, driving around, seeing friends and watching one of her movies, in one of the picture’s most beautiful and charming scenes. As Tarantino said, “When Sharon’s on screen we need to slow everything the fuck down. Just slow the whole damn thing down and just hang out with her… it’s about behavior; it’s about what people in Los Angeles do.”

And that leads up to that tragic, horrifying August night in 1969…

The result is a poignant, elegiac Tarantino masterpiece – one of memory and history and myth and darkness and humor and sadness and mystery and tragedy and love. And that brilliant, incredible ending… it leaves one breathless, and then by its final moment – many of us are moved to tears.

Tarantino met me at his house in Los Angeles, and we talked at length about many things. Parts of this interview are excerpted from my September Sight & Sound cover story on Tarantino (pick up, or order digitally that issue, and read more of that interview – we talk about the genesis of the movie, Tarantino’s writing process, Sharon Tate and more here). As said, our discussion went on far longer, and so I’ve added more of it here, for the New Beverly – still condensed and edited (because the interview was even longer!). We talked about Los Angeles, about movies, about music, about Ralph Meeker and Vince Edwards and Toni Basil, about Sharon Tate’s talent, specifically in The Wrecking Crew which Robbie as Tate watches in a movie theater, (Tarantino said: “Sharon does her pratfall, our audience in the theatre laughs. So, I love that Sharon’s getting a laugh. The real Sharon Tate gets a laugh…”), and about the movies he watched in preparation for Once Upon a Time… in Hollywood and, of course, about the film itself, his ninth. And a whole lot more.

This is a movie you can’t stop thinking about. This is a movie that you want to see over and over (read my long deep dive into this movie here). And reading this interview now, which was conducted in June, before the movie opened (so we couldn’t talk spoilers, and I omitted discussion that veered there – specifically the bravura ending set-piece), there’s even more I now want to talk to Tarantino about – more questions. With that, I’ll go see the movie, which I’ve already watched numerous times, again…

Kim Morgan: In your film, there’s the myth-like idea of LA and the geographical idea of LA, and you’ve merged them together beautifully: all of those gorgeous shots of Cliff driving – everyone drives a lot, of course, this is Los Angeles, except for Rick Dalton [who has too many drunk driving incidents]. And the way you’ve recreated 1969 LA, the movie posters, the radio channels in the car, looking out at all that – it’s mythical and real.

Quentin Tarantino: I gotta tell you something. We can get actual photos of what Sunset Boulevard looked like in 1969 or what Riverside Drive looked like, or Magnolia, we can do that. And we did it. But the jumping-off point was going to be my memory – as a six-year old sitting in the passenger seat of my stepfather’s Karmann Ghia. And even that shot, that kind of looks up at Cliff as he drives by the Earl Scheib, and all those signs, that’s pretty much my perspective, being a little kid…

KM: We’ve talked a lot before about Jacques Demy’s Model Shop – I think he would have loved this film.

QT: Yeah. “The Umbrellas of Van Nuys”; “The Young Girls of Toluca Lake” (laughs). Again, that’s an aspect of a memory piece because I remember what it was like. But, also as a little kid – and probably now too, but especially as a little kid – you see what you want to see. You throw the things you don’t care about out of focus and you throw sharp focus on the things you care about – so… I’m looking out the window and see Los Angeles out in front of me and I’m being more selective about what I’m looking at as opposed to Demy in Model Shop. So, it’s the movie billboards and it’s the soda pop billboards. I’m not seeing the Geritol billboard, but the Hollywood Wax Museum with the Clark Gable picture. And so, in doing a memory piece, I create that landscape.

KM: So, who is Rick Dalton based on?

QT: I like talking about these guys. George Maharis, Ty Hardin, Vince Edwards, Edd Byrnes, and Fabian a little bit, and Tab Hunter a little bit too… So that sets [Rick Dalton] up, he’s not of this generation, he’s not a New Hollywood type of actor – you don’t see him fitting in with Peter Fonda or Jack Nicholson or Donald Sutherland or Elliott Gould or any of these guys. Those are the actors of the time.

KM: Which directors do you think Rick Dalton would have worked with?

QT: He would have worked with guys like Paul Wendkos… If he was lucky, he would have worked with Phil Karlson, Leslie Martinson, people like that. One of the things about the actors of that era [and Rick Dalton], like I said, they were status conscious, so they would love to be in a Burt Kennedy western. Not because they think Burt Kennedy is the greatest director in the world, but because he makes movies for Warner Brothers. And 20th Century Fox… If Rick were offered an AIP [American International Pictures] movie, [he] wouldn’t do it: “Well, of course I’m not going to work for AIP. That’s where the losers work. That’s for fucking Ray Milland. That’s for fading stars like Milland and slumming stars, like Bette Davis, and phony non stars like Vincent Price and Fabian.”

KM: And his career could have been different had he worked with AIP or something like that…

QT: In that chapter I wrote on [the book about] Rick’s career, “The Man Who Would Be McQueen”, I actually have that in that version, and I did it in a scene with Marvin. OK, Rick’s contract is over with Universal and now he’s a free agent and having to fend for himself. In that prose I’d written that he did get one offer for a movie after the Universal contract was over. The movie offered was John Cassavetes’ role in Devil’s Angels, which was Roger Corman’s follow-up to The Wild Angels. And he turned it down: “I’m not gonna work with Corman. I’m not gonna work with AIP. That’s junk.” These TV guys were taught: if you’re gonna be a TV star, you have to be likeable. But so, he’s using old world rules. So those are all reasons that Rick would have said no, but the reality is, that that would have given Rick everything he wanted if he had done it. It would have been his one, along with “The 14 Fists of McCluskey” – his one genuine hit. This wouldn’t have been a movie that is stuck with the other movies in the early part of the 60s. It was zeitgeisty. This was a movie that actually young people would have went to see.

KM: Yeah. And he would meet people like Jack Nicholson, he would have met Bruce Dern [who plays ranch owner George Spahn in the film] …

QT: Absolutely! And, I had it, that actually AIP was really into the idea. So, if he had done Devil’s Angels, they probably would have plugged him into like, three other biker movies that they had on deck… He would have been a young people’s actor. But through his class consciousness, he threw it all away and wonders why he’s standing on the outside of a cultural shift.

KM: And … Rick Dalton is in his late 30s in 1969, he’s getting older, but even Nicholson and Bruce Dern, though younger than Rick, and a different generation, they were in their early thirties by 1969…they had already worked for a while, and on TV, and worked in AIP films…

QT: No, but you’re right though – Nicholson – Bruce told me that he and Jack killed themselves trying to get on western shows. And I mean, guesting on them… The Virginian is on for nine years – Doug McClure and James Drury stayed there, but then the rest of the cast like rotates every four years…. They wanted to get on a series… Like Nicholson would have loved to have been on The Virginian in its sixth season. Bruce said, at that time, we wanted Robert Fuller’s career (laughs): “We wanted to be on our version of Laramie we wanted to join Wagon Train in their color years.” (laughs) Bruce Dern actually did get on a show – he and Warren Oates were Jack Lord’s sidekick on the show, Stoney Burke … and Bruce Dern said “Oh, it’s one of the worst jobs I have had!” And I asked, “Why?” and he said, “Well, I’m on it for like two fucking years and every week it just boils down to a reaction shot of me watching Jack Lord – the biggest prick in the business – riding a bucking bronco and yelling “You got it Stoney! Ride ’em Stoney!” (laughs) “That was like, my part!”

KM: Bruce Dern has such a long, wide-ranging career and worked with guys like Rick. He must have had a lot of stories.

QT: He [played] such interesting bad guys on these western shows, like his characters in the stuff he did in ’64 or ’65 or ’66 could be a main character in a 70s western. Like he did a Big Valley episode where it’s him and Lee Majors doing a lot of stuff together and he’s a bounty hunter, but his whole thing was to dress like a priest, so if you’re his bounty, he approaches you on a horse, with a collar and the black frock and the bible, and he asks to have some beans at your little campfire and you say yes because he’s a priest, and then he shoots you dead. (Laughs) That’s his modus operandi. That’s a fucking great character…. Bruce Dern, all those guys: Robert Blake, Burt Reynolds… they remember every episodic television director they ever worked with, Bruce better than all of them. If you name an episode and the director, Bruce will tell you a little story about that guy…

KM: Well, that was smart, considering who some of those guys were who were directing episodic television, like Sam Peckinpah…

QT: Well, actually, of that whole group that I call the post-60s anti-authority auteurs, a lot of them came from television. He’s the only one whose television work represents his feature work. I mean, like the only one. Mark Rydell can direct a really good episode of Gunsmoke and Michael Ritchie can direct a really good episode of The Big Valley, but they don’t necessarily look like [Ritchie’s 1972 film] The Candidate. But Peckinpah’s stuff, even the scripts he wrote that he didn’t even direct, have a Peckinpah feel – the way I think there’s a Corbucci West – suggest a Peckinpah West. That even in his random episodes that he wrote for Gunsmoke – it’s right there.

KM: And then Dern must have had some thoughts about 1969 in particular…

QT: Yeah, he had a huge memory because one of the weird dichotomies going on was everybody, [Dern’s] whole circle, is blowing up and becoming superstars, and he’s still stuck doing this episodic television stuff and doing this B-movie stuff and playing western scoundrels in these other movies, while Peter Fonda and Jack Nicholson and Dennis Hopper are starting to run the damn town. So, look at it in perspective – so, in 1970 Jack Nicholson does Five Easy Pieces, directs Drive, He Said, and then is brought into On a Clear Day You Can See Forever to bring youth appeal to the movie. That year Bruce Dern guested on a Land of the Giants and starred in The Incredible 2-Headed Transplant. (Laughs) He also gives the best performance in Drive, He Said, but all that had to be hard for him. But it all changed the next year. The next year he does The Cowboys and Silent Running.

KM: How much did you work with Burt Reynolds before he sadly passed away? He must have been great to talk to.

QT: When I was getting to know him, I was really taking advantage of that: I’ve got Burt Reynolds to talk to, and he understands the politics of this movie, of where Rick’s coming from. So, I’ve spent my whole life hearing Burt Reynolds tell stories on talk shows, so our time spent together was him telling Burt Reynolds stories, and me telling Burt Reynolds stories. And I was just trying to ask him everything I could. What did he think about Sergio Corbucci? What did he think about Raquel Welch? What did he think about Jim Brown? And so, we’re doing this script reading and we have a break in the middle, and Burt was pretty fucked up in terms of his mobility: when he sits down in the chair, he’s gonna be in the chair for a while. And so I’d get up, and walk around, he’d be at the end of the table, and I’d sort of get down on my haunches and start talking to him, and every time I’d see him, I’m thinking, “Who am I gonna bring up this time?” I’m gonna ask him about William Witney. And I gotta set this up a little bit. Now, he only worked with William Witney three times. Three episodes of “Riverboat” in the 50s – that’s it. Now, I’m expecting him – I’m gonna bring this up and he’s not going to remember. So, I ask him, “I wanna ask you a question about the show you did, Riverboat. And he says, “Oh boy.” And I say, “Look you probably don’t remember who he is, you only worked with him three times, but you worked with a director named William Witney. Do you remember him?” [Reynolds says,] “Of course I do.” One of the perfect Burt Reynolds line reads. [I say,] “Oh. You do! Wow. Great. Well, I think he’s terrific. I mean, I think he’s one of the most under- rated action directors that there ever was, and especially westerns.” [Burt says,] “I agree. You’re very true. William Witney was under the belief that there was no scene that had ever been written that couldn’t be improved by a fist fight. And that’s kind of the way the guy would direct. You’d be standing there doing a scene, and he would be like, ‘Cut. Cut. Cut. You guys are putting me to sleep. Here’s what I want to happen. You say this, you say that, you say this, you say that, now you get mad at him and you punch him. And now you’re mad at him, so you punch him back. And now we have a scene!” (Laughs) I can’t guarantee, but I can practically guarantee that nobody has brought up William Witney’s name to Burt in 55 years, and I bring it up. Not only does he remember the guy, he has perfect Burt Reynolds stories – ready to go, as if he’d been telling these anecdotes for years because they were funny. He has a perfect description, and they are all funny and they all have a punchline to them. Those are not ready-to-go-to stories. He just pulled it out of his head from 50 years ago. It was just a masterful moment. And it is like, “This is the most charming man who maybe ever lived.” …

KM: Speaking of Witney [Rick has a William Witney The Golden Stallion poster hanging in his house] …though I’ve seen some things, I feel like Witney, who you love, is still not really discussed enough, not that I’ve seen anyway, but I’m sure I’ve missed something…

QT: Well, people have given me some things – like Films in Review, in the 1970s – had a piece on him that was really cool. And somebody sent me a Cahiers du Cinéma article… but they were talking about random things… It was kind of funny because I went to a big event in France and Bertrand Tavernier spoke about me at the event and he said, “Quentin is a film fan and a film scholar. And I am a film fan and a film scholar. And we have similar tastes and similar obsessions and interests. However, I have one thing over Tarantino that he will never have! I have it and I’m very proud that I have this over him. I have met William Witney! And he will never meet William Witney!” (laughs) I met William Witney’s son…

KM: William Witney lived a long time – he died in 2002 if I’m not mistaken…

QT: When I first did my piece on him… he was still alive. But he was a little out of it…

KM: That is nice that he got to probably know that, that he was able to see your appreciation…

QT: Yes, they said that. He can’t talk, but his family has passed on to him my admiration… [But] he was so unknown that he wasn’t even included in the Oscar Farewells.

KM: As for Rick Dalton – who do you see in the future, who he could have worked with…

QT: We did that thing – the alternative careers Rick could have. He could have had the George Maharis career – which is basically, he’s always Rick Dalton, he’s a name, but he goes into the 70s, and he continues on as guest spots. He’s on The Streets of San Francisco, he’s on Cade’s County, he’s on Shaft, he’s on Cannon he’s on Barnaby Jones – those kinds of shows. Shows that didn’t survive that long – a show like Chase – things like that. And doing the random TV movie whenever it would come up SST: Disaster in the Sky, I can see him in that. Now, oddly enough, it’s interesting because in the George Maharis version of a career is, one of the roles in a late 60s movie that you can imagine – I mean one of the roles you can imagine him in is The Great Escape, or you can imagine him in a great “masculine” adventure from ‘64 or ‘65 or ‘66 – whether it be a war film or a detective movie or a cop movie or a western. But, a new Hollywood movie, that he could have been in, one that he could have been cast in, and a role that he could have been good in, is as Rosemary’s husband, the Guy Woodhouse role in [Roman Polanski’s] Rosemary’s Baby – [the role] that John Cassavetes plays. And, I mean, I actually don’t think Roman [Polanski] would have cottoned to Rick. I think Roman would have been immediately suspicious of a guy like Rick…

KM: Interesting… Well he did reportedly have problems with John Cassavetes too …

QT: And he had problems with McQueen…He hated McQueen. He talks about it in his book… and McQueen didn’t like him. When they, Roman and Sharon [in the movie] show up at the Playboy Mansion, and Sharon runs up to Steve, Roman didn’t like it, but Steve was one of her big friends when she moved out here, so he had to put up with it. But the first thing McQueen does is he picks her up and spin her around … so that’s the kind of dynamic they have. But having said that though, while I don’t think Roman would have cottoned to Rick all that much, if he had met Rick especially, and Rick could have come in and read for Guy, I think he would have thought Rick is very much like this guy. And I actually think Polanski would have thought that was good casting. And it would have been good casting. Now, the interesting thing is, if Rick actually had George Maharis’ later career in the 70s, that would have included Rick playing that role eventually, because in the mid-70s there was the TV movie Look What’s Happened to Rosemary’s Baby, starring Patty Duke, who was actually considered for the role, in the original movie. In [Look What’s Happened to Rosemary’s Baby] she [Duke] played Rosemary, and George Maharis played Guy Woodhouse. But then if you also look at Edd Byrnes. His Italian western career is, more or less, what I modelled Rick’s career on – his Italian spaghetti western career. [And] when he came back it was like he wasn’t even famous anymore… His name didn’t mean anything. He’s just like a regular working actor now. And so, he continued to work in episodic television and things, but he wasn’t like George Maharis or Vic Morrow guesting on your show, he’s just Edd Byrnes, another actor. And it was pretty degrading frankly. But then that changed when he was put in Grease, because his whole persona was brought up again, and you have the whole aspect of mothers taking their daughters to take Travolta, and saying, “Well my Travolta in my day was that guy.” And then that actually made him famous again. And so, then he continued to do episodic television shows, but now he’s Edd Byrnes again, so now he had the cache. He had a big up-spike in popularity. So those are those careers.

KM: We were also talking about Vince Edwards before…

QT: Vince Edwards, on the other hand, never did really guest on other people’s stuff after he became big, into the 70s, but he had his own series, for a while called Matt Lincoln but it didn’t quite last. But big guest stars and ABC, they put a lot behind it. But – Vince Edwards – like Vic Morrow, like a lot of these guys who were big time guest stars on shows and starred in some really good TV movies in the 70s. And would appear in a couple of exploitation things at the same time and then kinda got – what happened to a lot of these guys – the later career. From a lot of these more 50s leading men was the later television career – where in the late 70s, you’d see them get in another series, but on that series, they wouldn’t be the lead, [and] it would usually be a cop show, and some young cop, whatever the deal is, the star, and they’re [the older actors] are their boss. The guy who sends them on their mission. Or who reprimands them when they cross the line. And actually, Vince Edwards had a show like that with David Cassidy… David Cassidy is an undercover cop and he’s sending him on missions. But that’s similar to Jack Kelly being Christie Love’s boss on Get Christie Love! or Earl Holliman being Angie Dickinson’s boss on Police Woman. Vic Morrow was on the show B.A.D. Cats which starts a Dukes of Hazzard kind of thing… Of all of those [guys], I would actually think the Earl Holliman character in “Police Woman” would probably be the best fit for Rick. And then you have somebody like Ty Hardin who, in the early 70s, who went off to Australia to do a show called Riptide and it was a very successful show. But as far as America was concerned, it was like he just disappeared – the show never got syndicated. But that happened to a lot of [those] guys. Robert Vaughn went to England and did the show The Protectors. So, someone would do, like, a weird German show, and they’d be a superstar in Germany, but no one knows what happened to them out here. But now, all that… that keeps Rick in the box he’s in and he never kind of broke out of that. But there is another world where, another alternative version, in post 70s kinds of thing…

KM: What’s that?

QT: I think Rick and Tom Laughlin were friends, and so they did some things together, so I can actually see Tom Laughlin casting Rick in the Kenneth Tobey role, the sheriff, in Billy Jack and that would be a big role, in a movie that was a smash hit, very zeitgeisty, very hippie-ish movie, that young people would have seen. And I can see Rick doing a good job in that role.

KM: He really would have…

QT: But there is also something else – that suggests I think there’s a suggestion that something else could have happened for Rick – a better future for Rick. But I wouldn’t want to say what the future is for Rick. I would want the audience to come up with it on their own. Because if I say what that future is then that becomes the future. I’d rather use these other examples. But here’s the thing – when Rick meets Marvin [played by Al Pacino] at Musso & Frank, I don’t think Marvin says it out loud, but it’s gotten across that the culture has changed, and he’s on the outs. You know, it’s 1969, and Rick still wears the pompadour. He puts pomade in his hair … even Edd Byrnes didn’t wear a pompadour anymore. He was famous for doing a hair spray commercial where he said “I used to be Kookie … the dry look is where it’s at baby!” So, that sets him up, he’s not of this generation, he’s not a New Hollywood type of actor – you don’t see him fitting in with Peter Fonda or Jack Nicholson or Donald Sutherland or Elliott Gould or any of these guys. Those are the actors of the time. But, I think when Sam Wanamaker the director of “Lancer” puts the mustache on him and puts the longer haired wig on him, and the hipper jacket, I think Rick has never seen himself that way … Rick has kept one hairstyle his entire career… he’s had one look his entire career … even when he goes off to do the spaghetti westerns, the outfits you see him in seem a little flyer that the stuff he wore on television… So, I think you see that he could be a 70s actor, he could be a New Hollywood actor and the performance that he ends up giving in his last “Lancer” scene that we see, that suggests more that type of actor…

KM: Yes. And Trudi [played by Julia Butters] is impressed – she says it’s the greatest acting she’s ever seen…

QT: Yes. And he’s playing a real sadistic bad guy. Not just a standard issue bad guy of the week. He’s actually playing almost like he’s a Hells Angels gang. And all of those rustler guys with him are his gang mates… But I like the fact that with that long hair and that mustache and the cooler more zeitgeisty jacket, is this could be the guy he could be …

KM: What was with critics not liking what was called, well, a derogatory term then, spaghetti westerns? How could they not see the beauty and innovation when they watched those movies? The music? It baffles me to this day. Even Rick Dalton didn’t want to make them…

QT: Look, the answer, when it comes to Rick, when it comes to a lot of the Hollywood actors out there at the time who grew up on American westerns and doing TV westerns, and even the critics, that, at the time, grew up with American westerns, it was a combination of a generational divide that they couldn’t see it. And, a healthy, healthy dose of xenophobia. A healthy, healthy dose. It was like, “We’re Americans! We make westerns. This Italian’s doing this? It’s just fucking ridiculous. It’s fucking ridiculous that Italians would try to do westerns. This is our thing. Fuck those guys they don’t know what they’re doing – it’s crap.” And generationally they couldn’t understand it, they couldn’t see the innovation, they just couldn’t see it. But just xenophobically they rejected it on general principle. But that wasn’t even new, the Italian westerns are the later generational biggest examples, but I mean, like, guys in Rick’s era, they were pissed that Dean Martin’s in Rio Bravo. (imitates voice) “Eh, that fucking spaghetti bender in fucking Rio Bravo, what the fuck is that about? Get that guy out of here.” That’s just how they talked, it’s how they thought…

KM: And you love all those [different] eras of westerns…You embrace classic westerns, you love William Witney as we talked about, and then Howard Hawks’ Rio Bravo and obviously revisionist westerns…

QT: You know, Burt Reynolds [was] dining out, through the 70s making fun of Navajo Joe on talk shows.

KM: I love Navajo Joe!

QT: Navajo Joe is great! It’s great!

KM: Yeah, he did make fun of it…

QT: He was constantly making fun of it. “Oh, I’m wearing a Natalie Wood wig.” And he would describe on talk shows the post synchronization aspect where everyone was speaking their own language … His joke used to be (imitating Burt Reynold’s voice), “Navajo Joe, a movie so bad they walked out on it on airplanes.” (laughs)

KM: Yes. Ha.

QT: Even when I got on the phone with him, I was like, “OK, I got a bone to pick with you, you’ve talked shit about Navajo Joe forever and you’re wrong.” [He asks], “What movie?” [I say], “Navajo Joe.” [Burt says], “You can’t like that movie!” “[I say], “Yes, of course I like that movie, it’s fantastic and Sergio Corbucci is like one of the great western directors of all time.” [And Burt says], “Well I didn’t say I didn’t like Sergio! Sergio was great!” (laughs)

KM: And in spite of what some critics think, Rick and Cliff are not based on Burt Reynolds and Hal Needham.

QT: They wish they had those guys’ careers.

KM: And so, what about Cliff? Is Cliff a composite of anyone?

QT: That’s a really good question. Cliff is based on two things – it’s when I worked with an actor, I can’t say his name, who had once had a long-time stunt double. And we really didn’t have anything for that stunt double to do. But there was one thing he could do and so the actor would ask, “Can my guy do that? I haven’t bugged you about him because there haven’t been many things for him to do, but that’s something he could do, and if I could throw my guy that thing, that would be really great.” [I say,] “Yeah, sure, OK, bring your guy in.” And so, this guy shows up and it’s like they’ve been working together for a long, long, long, long time. But you could tell, OK, this is the end. Because everyone’s gotten older. And it was also interesting, because I tend to talk to stunt guys like they’re actors, because that’s how I like to talk to people who are in my costumes, and I learned really quick that this guy, who was a great guy, he’s not here working for me, he’s working for the actor. And so, he did one of his stunts and I asked, “Hey, are you OK?” And he said, “Yeah, I’m fine, fine.” [I ask,] “Are you happy with it?” [And the stunt guy says,] “If he’s happy with it, I’m happy with it.” And I thought, that’s an interesting dynamic. I thought, if I ever do a movie about Hollywood, that would be an interesting way in because I don’t think I’ve ever seen that before. But then another actor I worked with mentioned a stunt guy. And this guy was like the closest equivalent to Stuntman Mike [played by Kurt Russell in Death Proof], and although he isn’t like Stuntman Mike, he’s a notorious guy. And he was never a big stunt guy, he was never a stunt coordinator, but he’s done enough to be legit, and people know who he is. But there were three things about this guy that were absolutely indestructible. He could not be hurt. He could do nine stair falls that would put some of the greatest athletes you’ve ever seen in the hospital after one, and he could do it nine times in a row. Two, he scared everybody. Men who pride themselves on not being intimidated by other men were intimidated by this guy because he was just dangerous. If he wanted to kill you, he could have, and he was just a little off enough. And the third is, he killed his wife on a boat and got away with it.

KM: Cliff also has a real likability and charm about him…

QT: But I think this guy did too. But [Cliff] he knows how dangerous he is, so he’s clamping down on the monster that’s inside of him and he’s actually quite Zen about the whole thing. But that monster is always there.

KM: Yes. And also Cliff seems like he’s a little calmer in his way… or so we think, he’s certainly mysterious …

QT: He’s more than that, I think that’s one of the things that’s actually very funny about the twosome is by comparison, Rick has everything and he’s completely unsatisfied, and by comparison Rick has a great life, but he can’t see it. He keeps getting in his own way. All of his anxieties and dilemmas are of his own making to one degree or another. Where Cliff is Zen. Cliff … knows he could be in jail for the rest of his life, so anything that happens to him, and if he’s not in jail, is all great…

KM: And what made you return to LA with this movie? It doesn’t feel like a nostalgia piece – did you feel a deeper understanding or something else you wanted to say?

QT: No, I didn’t want it to feel nostalgic… I came up with those characters… I did like the idea of taking on the industry I did spend the last 30 years in, but doing it from a more historical perspective.

KM: I’m thinking of how Leone was mythologizing our west, and of course the “Once Upon a Time,” the fairy tale quality – you are doing it too, but you also live here, and there is a haunted quality to all of this. And Los Angeles still feels that way – not just driving up to Cielo Drive, but going past houses and places here. Like the real Jay Sebring [played by Emile Hirsch] who lived in Jean Harlow’s old house [the Harlow/Bern house where Harlow lived with husband Bern] where Paul Bern killed himself and where Sharon Tate visited and lived with him for a while, and Tate thought it was haunted…

QT: Yeah. Not only that, we shot there. We had a whole big scene there but we ended up cutting it out… But when Jay is working out with Bruce Lee, that’s at Jay’s old house – the Jean Harlow house – with the faces, carved into the wood…

KM: You only use the one scene of Manson [played by Damon Herriman] himself, and he’s coming up to Tate’s house and I was thinking about the 60s in Los Angeles, specifically, not the 60s or counterculture in New York or in San Francisco, which was a different vibe, I’m thinking. And before Manson and through the 60s – you hear it in two masterpieces, The Beach Boys’ “Pet Sounds,” you hear it in Love’s “Forever Changes” – that there’s some kind of darker feeling because of the sunshine in LA – there’s this sort of beautiful but crazy element of chemical imbalance of the sun and the darkness in this city…And you really feel it in this movie…

QT: More than in San Francisco which is so compact, and more than in Manhattan, which is so compact or Greenwich Village which is so compact, the hippie culture [in LA] started having a more effect like Nomadic tribes…because everything is spread out, and it’s easier to have a commune out here. And people were like, “Oh, so-and-so are away for the summer” and so they just take over their guest house… And people not literally having addresses. People just moving from this couch and this situation to that couch and that situation…

KM: I think driving is so cinematic and there’s so many connections made via car in your movie – and, as we talked about this with Model Shop, that Jacques Demy totally got this…

QT: What better way to get Los Angeles across? If we were in New York and I was staying in Greenwich Village, you might take a subway there, you might even walk there to do the interview. Here, you drove! (laughs)

KM: A lot of things can happen along that drive!

QT: Exactly (laughs)

KM: So, I really got the interconnections that happen – when Rick first sees Sharon Tate and Roman Polanski, in person, it’s from his car. And the first time Cliff sees Manson girl, Pussycat [Margaret Qualley], it’s from the car. And then when Sharon Tate picks up the hitchhiker (I love this whole scene and sequence), and it shows the generosity and sweetness of her…

QT: It also shows that she’s down with the new culture. And it also shows how ubiquitous hitchhiking was back then. I mean, people just did it. They just did it. It was the way.

KM: In that incredibly creepy Spahn Ranch part of the picture, I like that you’re showing how all of the Manson members are hanging out at that ranch, watching TV. It’s like they’ve spent the day watching TV…

QT: Oddly enough, that was something that had deeper levels in it because the thing is, Charlie [Manson] didn’t let watch them TV…

KM: Oh, and so he’s gone in that moment…

QT: Yeah, he’s gone. So, when he was gone, they’re watching TV. [And] everyone was jealous of Squeaky because she was always up at the house, so she had TV watching privileges. So literally in my conception is that, well, Charlie’s gone so she has them all come up and watch It’s Happening – watching a youthful music show. But if Charlie was there, they would not be all up in there. But even the concept of everyone always has a TV on, everyone always has a radio on. It’s going on constantly. And that’s how I remember it.

KM: And that is threaded throughout the film, which I love. You hear the radio DJs, you hear the music, you see the TV shows, you see the movie marquees all around them…Movies and mythology are all around you, and yet there, in terms of what their lives are, the reality around Rick and Cliff… They’re outsiders in some way, in the insiders’ world…

QT: The insiders who have become outsiders.

KM: And I love that Cliff lives right next to the drive-in (and that gorgeous shot) – movies all around… I also thought, wow that would be great!

QT: That’s the One from the Heart section of the movie (laughs) where everything is operatic and slightly larger than life… but I love that about it. That’s the part that Jacques Demy could have done… (laughs)

KM: There’s so much to say about the music in this film…

QT: One of the best recycling of scores in this movie that I’m really proud of is, there’s this great theme and it’s only used in one scene in Lamont Johnson’s terrific western Cattle Annie and Little Britches, it’s got this great music bit when the Doolin-Dalton gang actually enter the town for the first time and I thought, I wanna use that bit in this movie. And so my music supervisor Mary Ramos, she’s magnificent, she just finds all this stuff but she couldn’t find anything for that… and all I had, I don’t think it’s ever been out on DVD, I just had not only an old video cassette of it, like a Good Times video cassette of it, which means it was done in the six hour mode… and so I took my audio from the cassette and there’s even talking during the some of the musical sequence and my musical editor had to cut it out and he did – he did a good job with it. And so, we kind of made it work for one sequence. But then Mary my music supervisor talked to the composer of it and he said, “Look I don’t have any masters or anything – of any of the things we recorded, but I wrote the piece. I know the piece. Would you like me to do an acoustic version on the guitar and I’ll send it to you?” (claps hands) “Fuck yeah!” So, he just did his own acoustic version with a guitar, put it on file, send it to us. That’s the music we use when Tex Watson rides up to confront Cliff.

KM: That’s a great moment… So, what else about the music… you choose pretty much everything – right?

QT: Yeah, for the most part, yeah. It was actually interesting because for like five years, I thought about the music… and for instance, an idea I had three years ago, I had a couple different tapes that I’d made that I’d listen to for years as I’d do this movie, this will be the soundtrack. And just to give you an example… I want the movie to be extremely realistic, but the “Once Upon a Time…” suggests that it’s taking place in a vaguely alternative universe. Not that I wanna make a big deal about that, but it is. And I think, when you think, “Once Upon a Time,” that is part of the implication. So, I didn’t want to do anything super big – but I wanted to have little tiny touches, of, “Oh, OK, if you’re hip enough, you got it.” And one of the things that I thought would be kind of cool is …one of my absolutely favorite imaginary bands is The Carrie Nations from Russ Meyer’s Beyond the Valley of the Dolls. And so, I thought it would be kind of cool at some point that they’re driving around and “Look on Up from the Bottom” plays, and the announcer says, “OK, that’s the Carrie Nations, those girls are just tearing it up!” And so, if you’re hip enough to catch it, you’re thinking, the Carrie Nations weren’t a real band, so ultimately this isn’t real… (laughs) If this exists in a universe where the Carrie Nations are real; the Partridge Family are real…

KM: But the Partridge Family kind of are real!

QT: They kind of were! (laughs) Everything was real except Danny Bonaduce’s bass playing (laughs). So, I had that idea but then I also had the idea to have the KHJ, to have most of the music to come out of KHJ. And so, I got about 14 hours of KHJ shows, and literally, the research people came to me and gave me all of this stuff and it’s fantastic. And no radio station or TV station of that era kept anything. So, anything that I’m listening to – these 14 hours, how you got it, oh, somebody in 1968 or 1969 had their tape recorder turned on “The Real Don Steele Show,” and they hit play record and recorded it for an hour.

KM: And that’s what you got? That’s pretty amazing…

QT: And, it’s also kind of interesting because we put a song from my tapes in the movie, and then we’d get the master for it, and we’d realize that our version of it was way slower…because we were going off whoever’s batteries were in [there] from 1969 in that tape recorder. And so, it all sounds fine, but it goes at a slightly slower rotation. And I go, “Well, we have to use that version, because that’s what we cut everything to. We can’t use this other version. And actually, some of them were so different because we’ll get a stereo version but KHJ did it in Mono. So, you get the masters of some of this stuff and it’s not right, it’s just a different song. [And] we gotta make this work. But once I got used to hearing 14 different hours -of hearing KHJ – and kind of making my own version of it, I realized that, if it’s coming from the radio, it has to be the real KHJ show. So, any songs I had in mind of putting in the movie, at least coming from the radio, unless I can find it in those 14 hours, I’m not including it. It just became this integrity thing. And a couple ideas I had, if it’s not coming from the radio I can use. For instance, that song I play when Cliff is walking the gauntlet of the Spahn Ranch and they’re all “Get out of here man, get fucking lost…” that’s actually from the soundtrack from the Roger Corman movie Gas-s-s-s – a great song, I’ve always liked that song, I like that movie too. But one of the things that was interesting to me in listening to the KHJ recordings was the fact that KHJ had a sound, the way the 80s KROQ had a sound, and then other radio stations tried to buy that sound, they tried to take that format and do it in other cities. It was the same thing with KHJ. And it was even kind of interesting the way KHJ would print up their Top 40 or something, and they were so into what they were doing themselves, that their Top 40 wasn’t just exactly based on Billboard. It was a mixture of Billboard, it was a mixture of what people called up and would request, it was a mixture of what the DJs liked, and just a mixture of what they thought was good for the KHJ sound… So, fuck Billboard, we’ll do a little bit of them, but we’ve got our own dynamic, we have our own algorithms that we’re going to use. And, so, I’m listening to them, and you know, I’ve been buying record albums since I was a little boy, and I’ve got a pretty good record collection. And, so, you know, you buy a Box Tops album – Rhino came out in the 80s with “The Box Tops Greatest Hits” and there’s “The Letter” and “Cry Like a Baby.” Is there anything else? Well, yeah, there was. I think I knew this before, but until I listened to the KHJ tapes, I never had it that clear of, yes, The Box Tops definitely had “The Letter” and “Cry Like a Baby” – those were the hits that went national; they were hits everywhere. But, The Box Top’s version of Dylan’s “I Shall Be Released,” “Sweet Cream Ladies,” “Choo-Choo Train,” “Neon Rainbow” – they’re all really good songs and they were played on KHJ. And they did OK on KHJ, they just didn’t break national. And I realized there’s a whole lot of songs like that. You know, like the Buchanan Brothers’ “Son of a Lovin’ Man” – it didn’t go national, but it did really well in Los Angeles and probably a few other markets. And so that was the case. A lot of songs did well, but they only did well in those markets… The whole trick was to have it go national so it was playing on every radio station in America and some of them didn’t break through, but they were perfect examples of the KHJ sound.

KM: So, like the Bob Seger System’s “Ramblin’ Gamblin’ Man”… I have never heard that song in a movie and I love that song…

QT: I had a friend in Detroit say “I never even knew that that song ever played outside of Detroit!” (laughs)… I wanted to play [The Box Tops’] “Sweet Cream Ladies” so much but the only place that I figured it could work – but it’s just too obvious – is when the Manson girls walk in front of their windshield. OK, but I might as well be playing “Baby Elephant Walk” at that point – I don’t like songs being on the money.

KM: It was really moving when you played “Out of Time” by the Stones (outside of the radio songs)… because it just fit perfectly and so beautifully in so many ways – and the gorgeous moment of all the signs lighting up, all that, how that makes one tearful) …

QT: It fits perfectly and it’s terrific. I was a little worried it was too on the money though. I really don’t like on the money…

KM: But it’s just too perfect – and very touching, it’s incredibly moving…

QT: Well, I think why I think it works is… maybe it seems a little on the money in the Rick section and you think that’s what it’s going to be, talking of Rick coming back home, but then when it cuts to Sharon and the lyrics still apply, then it starts becoming heartbreaking. So much that I even questioned using it…

KM: Which movies did you show the cast to prepare?

QT: We watched Valley of the Dolls to see Sharon, but the three movies more or less trying to show Los Angeles at that time [were] Alex in Wonderland, Play It as It Lays and Bob & Carol & Ted & Alice.

KM: I thought of Hal Ashby’s Shampoo a lot in this picture – all of the different characters converging together in Beverly Hills (counterculture and squares) – a hairdresser who just wants his own shop, the woman he loves, Julie Christie, marrying Jack Warden…

QT: It takes place [around] the same year. If I was going to show one more movie it would have been that one [Shampoo] – it’s one of my favorite movies… The image of Los Angeles is George [Warren Beatty] in his Jim Morrison shirt riding his motorcycle right where the Sunset Strip starts, just like when I think of the other George, Gary Lockwood, making that turn off on Sunset Plaza…

KM: Though it’s not necessarily like your movie, but for some reason I was just going to bring up the [Bob Rafelson directed Monkees] movie, Head …

QT: There’s a connection with me and Head. Toni Basil choreographed my musical sequences! I think one of the best choreographed sequences of all time is her and Davy Jones’ number together….

KM: When he sings the Harry Nilsson song, “Daddy’s Song” …

QT: Yeah, yeah… it’s one of my favorite musical moments in any movie…

KM: She’s in Easy Rider too, so there’s another connection, 1969, Rick Dalton screaming “Hey Dennis Hopper!” at Tex Watson…

QT: Yeah, that’s another connection … I always loved it when Toni Basil would show up in movies. She’s the one who kills Bruce Davison in Mother, Jugs & Speed. [But] if I were doing the top 50 movies of 1969, I would not think twice at all about putting Head in the top five movies of 1969. It would have been unfathomable for a critic of that day to put Head in the top five movies, it just wouldn’t have happened! They just don’t think like that! And, now, how can you not think like that?! It’s obviously one of the most inventive movies ever made…

KM: Were there any writers who were an influence?

QT: Joan Didion. I actually think people who are fans of Joan Didion are going to respond to this movie. It’s my LA but it’s not too far removed from Didion’s LA – the biggest difference is I think I’m more affectionate towards it than she is. I’m self-aggrandizing myself, and don’t take this too seriously, but one of the things that I actually thought was kind of neat that’s been out there is, I love the Frank Perry version of [Didion’s novel] Play It as It Lays, but somebody who wanted to do it was Sam Peckinpah, and then the studio wasn’t really into him doing it. To me, there is a small aspect of this that might be as close to the Sam Peckinpah Play It as It Lays as we’re gonna get.

KM: What else did you discuss with DiCaprio for preparation?

QT: The thing is, Leo’s around ten years younger than me or Brad. Me and Brad are around the same age. Leo didn’t grow up watching The Rifleman or anything like that, so those kinds of shows were all brand new to him. So, I watched a bunch of Wanted: Dead or Alive [starring Steve McQueen] so I could cherry-pick the episodes [for Leo] because it was the closest to Rick Dalton’s Bounty Law. I sent them over to him, and he watched all six or seven of them, and he likes Steve McQueen more on Wanted: Dead or Alive than some of the movies he’s done. But the guy and the episode he went nuts over – and you’re gonna get a kick out of this – is the Wanted: Dead or Alive with Ralph Meeker and James Coburn. So, we’re talking about it, and literally, his eyes light up and he’s like, “Who the fuck was that guy?” And I go, “That’s Ralph Meeker.” [DiCaprio says,] “He was fucking amazing! Can I play that guy?” [I say,] Well, it’s not exactly the right idea but I love Ralph Meeker, so feel free. If you think you’re Ralph Meeker, then be Ralph Meeker.” It’s actually one of the proudest things of this entire movie that I have made Leonardo DiCaprio this huge Ralph Meeker fan. He’d already seen Paths of Glory, so he watches it again, and then he watches The Naked Spur and Kiss Me Deadly and I think I gave him Glory Alley and I sent him The St. Valentine’s Day Massacre. And then he comes back to me and he goes, “I’ve been studying Meeker in these movies.”

KM: Oh my god, I love this!

QT: I was just as tickled as you are; I didn’t expect this to happen. And he goes, “I realized one of the things that Meeker does that makes him so powerful and he does it in all of his scenes in The St. Valentine’s Day Massacre…” and I’m like, “Well, what are you talking about?” Leo says, “He doesn’t blink. When he’s having a confrontation, which is almost every scene that he has in The St. Valentine’s Day Massacre, he just doesn’t blink. And there’s really only one way to do that. You just have to work on the muscles of your eyes and everything and it takes control and it’s a hard thing to do. But he’s learned how to do it – Meeker. And people aren’t going to notice it, but it has this power to it. So, we go do the movie and then I go to Leo and say, “Guess who does a full-on Meeker in this movie?” He goes, “Who?” [I say,] “Dakota Fanning [as Manson Family member Lynette ‘Squeaky’ Fromme].” In the scene behind the screen she doesn’t blink. It’s a full-on Meeker. And, she knows: “If I blink, I lose the scene.” And over the years she’s worked on it so she can control her eyes and she can lock it in for the course of a scene. And it has the same power it has with Meeker in The St. Valentine’s Day Massacre. And she’s the most formidable character Cliff comes across. She’s like a concrete pillar on the other side of that screen door (laughs). And when she acquiesces, it’s kind of sinister, because she had won the stare-off.

KM: And Brad Pitt?

QT: Now, Brad Pitt, he grew up like me, he has a lot of the same references. So one of the things Brad is really responding to is a lot of the guys are the guys that Brad Pitt’s father dug. He loved that Burt Reynolds was in the movie, because his dad loved Burt Reynolds. He was so fucking happy. And it was written in the script – I didn’t throw it in later – that Cliff was a Mannix fan. He goes, “My dad was such a fan of Mannix. He watched Mannix every week.” And so the fact that Mannix was Cliff’s go-to guy [felt right to him], and even in the scene when Cliff makes his macaroni and cheese to the Mannix theme – now it’s just a Cliff theme. But also, [Brad and I] had a really interesting discussion about how when we were little kids – like seven and nine – we really loved the 70s western show Alias Smith and Jones – we watched it every week. And I don’t think I’d ever had this conversation before and I don’t think he’d ever had this conversation before – and then we started talking about when Pete Duel [who played Hannibal Heyes/‘Joshua Smith’ in the show] killed himself and we both realized that that was when we learned about suicide for the first time.

KM: Wow.

QT: That one of our favorite actors on our favorite shows committed suicide during the run, and that was when we first contemplated what that meant. And I’m sure in both cases, as I talked to my stepfather, and he talked to his dad, the conversation went something like, “Well, well, what happened to Hannibal Heyes? “Uh, well, he committed suicide.” “What’s suicide?” “Well, it’s when you kill yourself.” “You kill yourself? Why did he kill himself?” “Well, I don’t know Quentin, I guess he was depressed.” “What does he got to be depressed about? He’s fucking Hannibal Heyes! He has it made.” (Laughs) I started doing some research into it. When he killed himself it was a weird thing: he had a drinking problem and, according to his brother, he had mood swings, and nothing in particular happened that day – he had worked that day – and nothing in particular had happened that night, and he was lying in bed with his girlfriend and got up and excused himself and an hour later shot himself. And we realized, he was probably undiagnosed bipolar and self-medicating for his mood swings, and the mood swing got the better of him that night. Well, I told that to Leo and he thought that would be a great thing for Rick. That, you know, in the script, Rick wasn’t quite the alcoholic that he is in the movie. He was a heavy drinker, he drank at night, but he drank to loosen up. In my original script, he wasn’t showing up for work with a horrible hangover from drinking by himself. The character already had mood swings, so that was in the material, and he was already a drinker, so that was in the material – but when we got this bipolar idea this gave him a reason to do everything, and it gave him a reason for his anxiety, and it gave Leo something to actually play. And so that became a really exciting discovery for us, and it all led from that conversation Brad and I had about Alias Smith and Jones.

KM: The movie is gorgeous, mysterious, the way it moves… Was there anything technical you did with this movie that was more challenging or different for you – you maintain your own style but you seem to always be challenging yourself in each one…

QT: That’s a good question. Me and [cinematographer] Bob Richardson, have been starting from Inglourious Basterds on, we’ve been, and we even get a big leap from Inglourious Basterds to Django, we started operating more and more and more on the crane… we used the crane like, a lot more. It looks better than a dolly, it’s smoother, and we worked the crew up enough that they’re used to doing it, so it’s not a thing. They’re just used to Bob being on the crane. And [so] we started doing everything on the crane from that point on – things that don’t need a crane. It’s not always about rising and falling, it’s going parallel, but a real smooth parallel. So, we’ve been operating on it more and more and more. And we were really operating a lot on the crane on Hateful Eight, even when we were just inside the cabin, but that’s its own thing. Here, almost everything was shot on the crane. And I think there’s a fluidity to the camerawork that suggests that, that’s kind of called for in the movie … and I think it’s also kind of the marriage of me and Bob visually just finding [a] true sweet spot by movie five. It’s very visually sophisticated, but in a way that doesn’t call attention to itself either. It has a classical cinema [feel]. We’re trying to be like Ophuls (laughs). Most people don’t even realize that the Bruce Lee [scene] is one shot. Until he crashes into the car – it’s one shot. From the opening of his line to the crash in the car, it’s all one take.

KM: I love this line – When Mike Moh as Bruce Lee says to Cliff, something like, “You’re kinda pretty for a stunt guy.” It’s a direct line, and so something that would be said to a stunt guy who looks like he could also be a movie star.

QT: OK, I gotta tell you, that was a suggestion. I did not come up with that. Burt Reynolds read the script, and he knows a lot of stunt guys. And Burt said, “So Brad Pitt is playing the stunt guy?” And I said, “Yeah.” And Burt says, “You gotta have somebody say, ‘You’re kinda pretty for a stunt guy.” (Laughs) And the thing is, Brad doesn’t like making his looks a thing in a movie, but he couldn’t say no to that because it was Burt Reynolds’ line! And watching Brad grin and bear it is really great. Because he doesn’t really dig it. (Laughs) But the fact that Burt Reynolds came up with it – he can’t say shit!”