The famous places, faces, and pop-culture references in Once Upon a Time in Hollywood

Warning: This article contains some spoilers about Once Upon a Time in Hollywood. If you haven’t seen the film, read on at your own risk!

True to its name, Quentin Tarantino’s Once Upon a Time in Hollywood serves as a time capsule straight out of 1969 Los Angeles.

The film, which primarily follows waning star Rick Dalton (Leonardo DiCaprio) and his stuntman-turned-driver Cliff Booth (Brad Pitt) as they navigate and cope with the dying Golden Age of Hollywood, is chock-full of groovy costumes (hello, moccasins and bell-bottoms!) and period-appropriate sets and cars.

But what Once also has in spades are its pop culture references, including to some of Tarantino’s past work. Here, EW breaks down the film’s best throwbacks and homages, from the subtle to the blatant:

Celebrities

While the film’s leading men are fictional, a good majority of the characters portrayed onscreen are real Hollywood figures, albeit dramatized versions of them. Perhaps most notable is Sharon Tate, an up-and-coming actress who was murdered by Charles Manson’s followers in August 1969, portrayed here by Margot Robbie. Director Roman Polanski (Rafal Zawierucha), who was married to Tate, appears a few times in the film as well. In 1977, less than 10 years after his wife’s murder, Polanski was embroiled in a sexual assault case involving a 13-year-old girl. He later pleaded guilty to having unlawful sexual intercourse with a minor, and fled the country before he could be sentenced. Polanski has lived outside of the United States ever since.

Acclaimed martial artist, actor, and director Bruce Lee (Mike Moh) fights on a set with Pitt’s character at one point in the movie. In real life, Lee died less than four years later, at the age of 32.

Actor Steve McQueen (played by Damian Lewis), who was known as the ultimate 1960s “cool guy,” explains to some women at a party at the Playboy Mansion the complex relationship between Tate, Polanski, and Hollywood hairdresser Jay Sebring (who was murdered alongside Tate). Emile Hirsch plays Sebring in a number of scenes with Robbie in the film.

In his last film role, Luke Perry plays real-life actor Wayne Maunder, who both in the film and in life portrayed cowboy Scott Lancer (above) on the Western TV show Lancer. In Once Upon a Time in Hollywood, Timothy Olyphant plays another real-life actor from the show, James Stacy. Sam Wanamaker, who directed an episode of Lancer, also directs in the film and is played by Nicholas Hammond.

George Spahn, who owned Spahn Ranch, a ranch and film/TV set where members of the Manson family lived in the late 1960s, is played by Bruce Dern. Burt Reynolds was initially slated for the part, but died before he could shoot his scenes.

Coffee heiress Abigail Folger and Polanski friend and budding screenwriter Wojciech Frykowski — both of whom were murdered on the same night as Tate and Sebring — also briefly appear in the film.

And although they weren’t technically celebrities in the Hollywood sense of the word, Manson (Damon Herriman) and his group of followers all appear in the film as well and are portrayed by Lena Dunham, Dakota Fanning, Margaret Qualley, Sydney Sweeney, Austin Butler, Victoria Pedretti, Maya Hawke (whose real-life mom is frequent Tarantino collaborator Uma Thurman), and more.

Manson died in prison in 2017 at the age of 83; the Manson family members that were involved in the Tate murders — Charles “Tex” Watson, Susan Atkins, and Patricia Krenwinkel — were initially sentenced to the death penalty, which was later converted to life in prison when the state of California overturned the death penalty. A fourth family member, Linda Kasabian, was offered immunity in exchange for being a witness for the prosecution.

Movies

So many 1960s-era movies are mentioned or briefly shown in the film on billboards or buses, it’s almost impossible to list them all here. Advertisements for Oliver!, Funny Girl, and Romeo & Juliet (ironically, DiCaprio starred in the modern take on the story in 1996’s Romeo + Juliet) are all seen in the film.

At one point, Rick references The Great Escape, and there are shots of him inserted into original footage of the movie (which starred Steve McQueen).

Footage from the 1968 spy comedy The Wrecking Crew (above) is shown in the film when Tate goes to the movies to watch herself on the big screen. Interestingly, the real Sharon Tate is seen in the footage, not Robbie playing Tate.

Towards the end of the film, when it’s revealed that Rick went to Italy to star in a slew of Spaghetti Westerns (à la Clint Eastwood), a poster for one of the fictional films is seen. The director is none other than Antonio Margheriti, which is the alias Donnie Donowitz uses at the cinema screening of Stolz der Nation in Tarantino’s Inglourious Basterds. (Margheriti was also a real Italian film director.)

TV shows

As mentioned above, the pilot that Rick films, Lancer, is a real TV series — although, naturally, it didn’t star a Rick Dalton. In addition to the cameos mentioned above, it should be noted that Dern (George Spahn in this film) appeared on the real Lancer two different times, in 1968 and 1969.

Additionally, the Western TV series that is Rick’s claim to fame, the fictional Bounty Law, was filmed on Melody Ranch, the same set used in Tarantino’s film Django Unchained, which can be seen in the background during the interview clip with Rick and Cliff at the beginning of the film.

Several real television shows are mentioned or advertised in Once Upon a Time in Hollywood, including The FBI, which Rick and Cliff watch together, and Hullabaloo, a music variety show that Rick appears on.

Real-life locales

The Playboy Mansion, the one-time home of Hugh Hefner and a pop culture mainstay, appears towards the beginning of the movie, when Tate attends a party there. It’s there that Steve McQueen gives his thoughts on Tate and Polanski’s marriage, as mentioned above. Another blink-and-you’ll-miss-it cameo in the mansion scene is Mama Cass from the folk rock group Mamas and the Papas (played here by Rachel Redleaf), who can be seen dancing with Tate.

As mentioned above, Spahn Ranch was initially used as a set for shooting Westerns and later used by the Manson family as a place to live, as portrayed in the film.

Cielo Drive, the street where Rick has a house next door to Tate and Polanski, was, of course, the scene of the 1969 murders. The street still exists today, although the original home has since been demolished and replaced with a new residence.

Another famous Los Angeles locale that can be seen in the film is Musso and Frank Grill, where Rick meets with agent Marvin Schwarzs in the beginning of the movie. Musso’s dubs itself Hollywood’s oldest eatery, and appears in a number of other film and television shows (including another of Pitt’s films, Ocean’s Eleven).

El Coyote, the Mexican restaurant where Tate, Sebring, Folger, and Frykowski ate before they died, is also featured in Once Upon a Time in Hollywood, and can still be visited today.

The theater where Robbie’s Tate goes to watch herself in The Wrecking Crew, the Bruin Theatre, also still exists in modern-day L.A.

Rick’s cover of Mad magazine

In one of the first scenes at Rick’s house on Cielo Drive, the camera pans over memorabilia from his career, including a cover of Mad magazine featuring Rick. He has it framed alongside the movie posters and other stuff in his house. The cameo comes at an interesting time — earlier this month, the iconic humor magazine announced that it would not be publishing new material starting this fall.

Red Apple cigarettes

Stay through the credits of the film and you’ll be greeted with a surprise: a mid-credits scene depicts Rick hilariously acting in a commercial for Red Apple cigarettes. Tarantino fans will recognize the brand from past films of his such as Pulp Fiction, The Hateful Eight, Inglourious Basterds, Kill Bill: Volume 1, and more.

Related content:

• Quentin Tarantino’s Once Upon a Time in Hollywood is a wild, shaggy ’60s thrill ride
• See all the stars at the Once Upon a Time in Hollywood premiere
• Quentin Tarantino says ‘everyone’ wanted to play Brad Pitt’s role in Once Upon a Time in Hollywood