This week marks the release of Once Upon a Time … in Hollywood, director Quentin Tarantino’s ninth feature film. To celebrate, we’re looking back at the best of QT—the best scenes, the best stunts, the best dialogue. We’ll drill down on his extraordinary rise from video store clerk to filmmaking legend and talk to the man himself about his long career. Today, we look back on his beloved World War II saga Inglourious Basterds.

Samm Levine’s journey to becoming a Nazi hunter began with Jimmy Kimmel. In October 2003, the actor attended the broadcast of an episode of his friend’s nascent late-night talk show. That evening, Quentin Tarantino was scheduled to appear as a guest to promote Kill Bill: Vol. 1.

This was Levine’s chance. Like countless other ’90s kids weaned on Reservoir Dogs and Pulp Fiction, he was a huge Tarantino fan. Fortuitously, Judd Apatow had recently given the filmmaker a copy of Freaks and Geeks on VHS. “It didn’t exist on DVD yet,” said Levine, who played aspiring ventriloquist Neal Schweiber in the revered but short-lived teenage dramedy.

Before Tarantino’s Jimmy Kimmel Live! spot, Levine parked himself in the green room and waited for an opening. “I find Quentin, and I said, ‘Hey man, I think you’re buddies with Judd, I did Freaks and Geeks,’” he recalled. “He’s like, ‘Oh man, of course. Oh man, I love it so much. Listen I gotta go do this show. But can you hang around afterward?’” Somehow able to contain his excitement, Levine replied “Yeah, that’s fine.”

Later on, at a gathering in Kimmel’s dressing room, Levine and Tarantino had “this insane, sprawling conversation.” They talked about everything from Freaks and Geeks to Regis Philbin’s television career. After maybe an hour and a half, Levine realized that he and Tarantino were the only ones left. Finally, a security guard walked in and gently explained that while he didn’t want to kick them out, he needed to go home.

Then the two new pals walked out of the Hollywood studio. “It was really great chatting with you,” Levine remembered Tarantino telling him. “Hopefully we can work together some day.” And then Tarantino climbed into his waiting limousine.

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“So that’s that,” Levine said. Almost five years passed. In that time, he didn’t see or hear from Tarantino. But in 2008, Levine learned that his idol was starting to cast Inglourious Basterds. Specifically, Tarantino was looking for Jewish comedic actors of soldier age. The movie’s title characters, after all, make up a righteously vengeful Jewish American military unit that sets out to topple the Third Reich.

Then a 20-something who’d both been bar-mitzvahed and had dozens of sitcom roles, Levine knew that this was his opportunity. “I call my people, I’m like, ‘Look, you have to get me a meeting for this or you’re done,’” Levine said. “‘I don’t know how else to say it.’”

According to Levine, his people phoned the United States casting department of Inglourious Basterds to say that their client was very interested in auditioning. The response from casting astounded Levine. He hadn’t been told yet, but they knew about him. In fact, he was on their list.

Inglourious Basterds, which was released 10 years ago next month, is packed with then current and emerging stars. Brad Pitt milks a Tennessee accent as Lieutenant Aldo Raine, Mike Myers plays General Ed Fenech, pre–X-Men and Shame Michael Fassbender appears as British Army Officer Archie Hicox, and Austrian Christoph Waltz—then unknown to American audiences—turns in an Academy Award–winning performance as the evil “Jew Hunter” Hans Landa.

Still, the engine behind the revisionist World War II story is the Basterds. As Tarantino put it to The New York Times, this was his “bunch of guys on a mission movie.” The group was not full of tabloid darlings, but rather a mix of character actors, comedians, and even those best known for their off-screen work. It made sense. “The Basterds,” U.S. casting director Jenny Jue said in an email, “had more comedic lines than exposition.” Among others, the mostly unglamorous crew included horror auteur Eli Roth, The Office producer and cast member B.J. Novak, I Love You, Beth Cooper lead Paul Rust, actor and screenwriter Michael Bacall, actor-musician-artist Omar Doom, the film’s first assistant director Carlos Fidel, and Levine.

Doom had a part in Death Proof, Tarantino’s half of Grindhouse, the 2007 double feature he shared with Robert Rodriguez. Leading up to the Inglourious Basterds shoot, Tarantino called Doom. “He was describing everything that the Basterds were gonna be doing,” said Doom, who plays Private Omar Ulmer. “They were gonna be scalping, they were gonna be bashing people’s heads in left and right. And then he basically was like, ‘I’m asking you to come to Berlin with me and be a Basterd.’”

During casting, Levine met with Tarantino. “Just to shoot the shit,” said Levine, who was excited but unsure whether the director remembered him. He did. They kibitzed for 20 minutes before Tarantino asked Levine whether he’d read the screenplay. “I had read one of those illegally circulated blind copies,” he said. “So I didn’t want to tell him that. God forbid that’s, like, a fake copy.” Tarantino then handed him a heavy script and instructed him to look at the parts of Private Smithson Utivich and Sergeant Donny Donowitz.

Levine spent a weekend memorizing the characters’ lines. Then on Monday he auditioned for Tarantino. “He gets up and does the scenes with you,” Levine said. “Not standing off camera, right next to you. Needless to say, he’s off book. You better be too.” For nearly an hour he read for Utivich and Donowitz. They even did a scene—in which Donowitz visits a Jewish woman, played by Cloris Leachman, and asks her to sign the name of European relatives on the baseball bat that he’s going to use as a weapon of vengeance—that was shot but didn’t end up in the movie.

When they were finished, Tarantino thanked him and said, “You gave me a lot of good stuff.” Two weeks went by, however, and Levine didn’t hear anything. “In my mind I’m like, ‘Well, that’s it. I fucked it up.’” Angry at himself and wanting to feel better, the Cubs diehard took a flight to Chicago to take in a series at Wrigley Field. While Levine was attempting to unwind, his agent called to tell him that Tarantino wanted him to play Private Hirschberg. He hadn’t even read for the part, but that didn’t matter. “If you read the original script, Hirschberg: lots of dialogue. Lots of scenes,” he said. “And I was like, ‘OK, fuckin’ A, great. I’ll do whatever.’”

The role of Utivich went to Novak. The way he’d delivered a particular line, Jue said, had her “in stitches.” After Landa tells his character, an expert Nazi scalper, what the enemy has dubbed him, he asks, “The Germans’ nickname for me is ‘The Little Man?’”

Adam Sandler had expressed interest in playing the burly Donowitz, nicknamed “The Bear Jew,” but instead he starred in Apatow’s Funny People. He wasn’t the only one who coveted the part.

“A moment that haunts me to this day: One actor ad-libbed Quentin’s dialogue in the audition,” Jue said. “Not just off-the-cuff improv, he had actually rehearsed it with these ... modifications. We were all pretty stunned. If it was German dialogue we maybe wouldn’t have noticed, but it was for The Bear Jew. Quentin was polite and thanked the actor—who was quite prominent at the time—for coming in, but from that point on I made sure to double check with every agent that the actors knew not to change Quentin’s script.”

Roth was eventually chosen for Donowitz. A few years earlier, he’d made a trailer for the fake ’70s slasher flick Thanksgiving, one of the highlights of Grindhouse. The Newton, Massachusetts–raised Roth gave his character a thick Boston accent that’s cartoonish but only slightly less unrealistic than it sounds. He also made sure the hairy-chested, tank-top-wearing Bear Jew lived up to his name by pumping iron prior to filming. “And Eli,” Levine said, “that’s a guy who doesn’t skip leg day.” Unsurprisingly, the director of stylish 2006 gore fest Hostel embraced Tarantino’s ultraviolent fantasy. Roth even went so far as describing Inglourious Basterds as “kosher porn.”

“It’s almost a deep sexual satisfaction of wanting to beat Nazis to death, an orgasmic feeling,” Roth told The Atlantic in 2009. “My character gets to beat Nazis to death. That’s something I could watch all day. My parents are very strong about Holocaust education. My grandparents got out of Poland and Russia and Austria, but their relatives did not.”

Though not purposefully provocative like Roth, Levine admitted that he enjoyed being part of a movie that he thought busted stereotypes. “I love the notion of like, ‘No, no, no, I want these American Jewish guys to fight the Nazis,’” he said. The tough-guy role also showed professional growth.

“I don’t mind playing nerds, just as long as I’m not doing it for the rest of my life,” a 19-year-old Levine told the Chicago Sun-Times in the lead-up to his turn in the 2001 spoof Not Another Teen Movie. “I don’t want to be 30 years old and playing a nerd.”

As the start of production on Inglourious Basterds approached, Levine’s buddies dug up several of his old interviews. In article after article, he cited Tarantino as the filmmaker with whom he’d most wanted to work. “Well,” Levine remembered thinking, “this is a dream come true.”

In September 2008, the cast of Inglourious Basterds assembled in Berlin. By then, Waltz had been cast as Landa. But filling that role, which Leonardo DiCaprio was rumored to be in the running for, had proved difficult. Tarantino has talked about almost delaying the project because he couldn’t find the perfect person to play the multilingual Nazi. But Waltz, the director said in 2009, “gave us our movie back.”

At the table read in the German capital, Tarantino implored the cast to give him 100 percent effort. “If you’re gonna give me any less, you’re welcome to get the fuck off my set,” Levine recalled Tarantino saying. “And I’m not fooling around.” But Waltz didn’t seem to get the message.

“Nobody knew Christoph,” Levine said. “And so every time it goes over to Christoph, he gives this real quiet, understated kind of performance. And we’re like, ‘All right, he’s playing it real quiet and creepy, I guess that’s what Quentin wants.’” What Levine didn’t realize was that Tarantino had suggested that he go easy at first. “We come to find out later that because Quentin knew what Christoph was capable of, he did not want to reveal that to all the actors who were gonna have to do scenes with him where he’s horrible and intimidating,” Levine added. “So he told Christoph and Christoph only, ‘I want you to give me 5 percent at this table read.’”

Waltz may have held himself back slightly, but he still managed to blow away his castmates. “Something about him being reserved almost made it more scary,” Doom said. “Because that was really his charm.”

By dumb luck, Levine was able to witness the filming of the movie’s visceral opening scene. It features Landa questioning a French dairy farmer, played by Denis Ménochet, about the Jewish Dreyfus family hiding in his home. That day, Levine had to be on set well outside of Berlin for a wardrobe fitting. After that was finished, he waited for a van to take him back to the city. With about 45 minutes to kill, he approached producer Lawrence Bender and asked whether he could hang around and watch.

“So we’re sitting about maybe 15, 20 feet away; I have this great view of the scene that we’re shooting,” Levine said. “They start shooting it, and Quentin basically wants to shoot as much as he can and just let the mag run out on the film camera. He does not want to stop these guys. Once they get into a rhythm he really wants them to go for it. So I watch virtually an entire mag’s worth of take, 12 or 15 minutes or whatever it was. It just goes on forever. And it’s a master class.”

Afterward, Levine said that he took off the wireless headphones he used to listen in, turned to Bender, and declared, “If that doesn’t get you an Oscar, I don’t know what you have to do to get one.” So, Levine joked, “I would like to pat myself on the back for being the first person to out loud say, ‘There’s your Oscar winner for next year.’”

For Levine, the filming of Inglourious Basterds was a collection of surreal moments. Tarantino, for example, insisted that the Basterds go through weapons training. A variety of antique guns were laid out on a table at a soundstage and stunt coordinators showed the actors how to load, shoot, and disassemble each one. At one point, a one-square-foot box, presumably packed with firearms, was brought out. Levine was standing closest to it. Brad Pitt was next to him.

“Brad kind of turns to me, gun in his hand, and goes, ‘What’s in the box?’” Levine said. “And I stopped and I look at him and I go, ‘You did not just say that.’ And he goes, ‘What?’”

Pitt, it seemed, had no clue that he was quoting his most famous movie line. “What’s in the box?” is what his pistol-packing detective asks at the end of David Fincher’s thriller Se7en. The answer to his question is a shockingly gruesome twist.

With that in mind, Levine smiled and said, “Say it again.” Then, finally, Pitt realized what Levine was getting at. “He’s literally holding a gun,” Levine said, “and he goes, ‘Aaaaaahhhhhhhh!’”

“You know what? I have a small role in, I think, maybe Quentin’s best movie. I will take that any day over having no role in any of Quentin’s movies.” —Samm Levine

While Levine loves telling stories about the big names of Inglourious Basterds, he wasn’t merely a starstruck observer. Being a Basterd was intense. “One of the first things we had to do was learn how to scalp,” Doom said. “And we all learned how to scalp together.”

Levine recalled filming a scene where Raine tells Hirschberg to bring over a German prisoner. “And so I lean down and say, ‘That means you, cupcake.’” When the captive soldier doesn’t respond, Levine bashes the butt of his rifle into the back of his neck.

“I say, ‘When the lieutenant tells you to move, you move,’” Levine said. “And he still doesn’t respond. And then I grab him by his hair and yank him up to his feet. And then he turns around, and he starts to look at me, and I have the rifle now pointed directly at him. And I’m like, ‘What are you gonna do?’”

Tarantino, who was overseeing a wide shot of the scene from the rocky ground above them, then scurried down and pulled Levine aside. “All right man, listen, listen,” the director said. “I like what you’re doing, but you are not a big guy. The only thing keeping this guy from killing you when you insult him like this is the fact that you’ve got a gun and there are 10 other guys around him with guns. He knows he couldn’t pull a move here, but if he could—oh dude, he would kill you so fast. So you are really antagonizing this guy. I want to see you go after him like you want him to reach for the gun. You want him to try to grab that gun away from you so that you could knock him down to the ground and then have your buddies fill him full of lead.”

Next, Tarantino spoke to Richard Sammel, who plays the German soldier. Levine couldn’t hear their conversation. But before he climbed back up the hill, Tarantino told Sammel and Levine not to talk before the next take. “We go to do the second take and this time it’s fire, man, like it’s so intense,” Levine said. “I am being a colossal prick. And he is staring daggers at me. And he really takes his time when he finally is up on his feet and staring me down and I’m poking him in the chest with the end of the gun and finally he turns around and looks over and that’s sort of where the scene cuts.”

Afterward, Levine asked Sammel what Tarantino said to him. “He just told me that I want to kill you,” Levine remembered Sammel responding. “And the only thing stopping me from killing you is you’re holding the gun and I’m not. And if I didn’t believe that you were ready to fire that gun when you had it pointed at my chest, that I should try to grab the rifle away from you. And that would be the scene. … I would try to grab the rifle away from you and then somebody else stops me and then I get beaten to death.”

Levine was amazed by what Tarantino had coaxed out of them. “I was like, ‘Motherfucker,’” he said. “That’s how you do it.”

In May 2009, Inglourious Basterds premiered at Cannes. That year actually marked Doom’s second visit to the film festival. The first time was for Death Proof. He recalled walking up the red-carpeted steps of the Palais du Cinéma, gazing out at the crowd, and then staring up at the giant video screen above him. “And it’s me looking at myself on the jumbotron,” he said. “I look back at Quentin and he sees what I’m experiencing and he goes, ‘Welcome to the big time, motherfucker.’”

Two years later, Tarantino’s first stand-alone film since Kill Bill: Vol. 2 drew an even bigger crowd. Levine was there. He paid for his own flight and a hotel room for the length of the event. “I didn’t know when the movie was gonna be screening and I didn’t want to take any chances,” he said.

Levine had spent three and a half months working on Inglourious Basterds, and was excited to see the finished product. But watching the movie on the big screen for the first time wasn’t exactly a joyful experience. Much of the footage of the Basterds ended up on the cutting-room floor. At the time, Levine felt blindsided. “I love, love, love the movie,” he said. “But I was like, ‘I wasn’t counting, but it looks like I literally have one line on camera.’ I can hear myself in a couple of other shots off camera.”

But once he got the first screening out of the way, his disappointment quickly faded. The year it was released, Levine said he saw Inglourious Basterds about 20 times. He’s since rewatched it over and over on DVD and on cable. “You know what?” Levine said. “I have a small role in, I think, maybe Quentin’s best movie. I will take that any day over having no role in any of Quentin’s movies.”

The Basterds live on. Doom has a small part in Tarantino’s new film, Once Upon a Time … in Hollywood. Before shooting one scene, Brad Pitt went around to all of the actors on set to say hello. At first, he didn’t recognize Doom. After a moment, the star realized his mistake.

“Is that Omar?” Pitt said. “Last time I saw you we were killing Nazis.”