The stars play Tarantino’s fictional variations on early Clint Eastwood and Steve McQueen but, especially, on Burt Reynolds and Hal Needham—before, that is, Deliverance saved Reynolds’ bacon, and before their later Smokey and the Bandit windfall that made them a two-man money machine. Pitt and DiCaprio have worked before with Tarantino, but they’re paired here for the first time, and it’s a damn good, kind of wondrous thing.

After all, not that much happens. It’s 1969, and the boys hang out and get hammered at movieland landmarks like the Mexican restaurant Casa Vega or Hollywood’s venerable Musso & Frank. They drive endlessly up and down Hollywood Blvd. They worry that they’re aging and their careers are dead-ending. But instead, it’s all about their loving, loosey-goosey vibe and effortless, jock-y Paul Newman/Robert Redford-style chemistry; it’s so laid-back and affable that you catch a buzz just being around it. With these two characters, it isn’t women or partying that fuels their best-bro relationship, nor what gets them past the tough breaks Hollywood keeps throwing at them. It’s that they are completely attuned to each other's humor, foibles and insecurities. They’re like an old married couple, and that vibe, that heartbeat is the movie’s lifeblood.

The movie’s third ace in the hole is its immersive, fetishistic recreation of the era (or, rather, of Tarantino's perception of the era), brought off by Arianne Phillips’ right-on costumes; Robert Richardson’s perfectly period cinematography; a raft of production designers and art directors; wall-to-wall soundtrack of radio hits and commercials; real TV clips; and obsessively created facsimiles, movie posters and dead-on props. Masterful stuff, really.

Too bad the rest of the movie isn’t as stellar. Clocking in at two hours and 45 minutes, Once Upon a Time … in Hollywood is self-indulgent, padded and, at times, brain-numbingly boring. How many times do we need to watch the leading men driving around town, saying and doing nothing? How often do we need to see director Roman Polanski (Rafał Zawierucha) and actress Sharon Tate (Margot Robbie) racing in their car likewise? Wouldn’t we like to hear what they’re saying or thinking—even if it’s nonsense? 

We know Rick Dalton is about to shoot his umpteenth villain role on a TV Western series opposite actors James Stacy (nicely played by Timothy Olyphant, who looks nothing like the late actor) and Wayne Maunder (the late Luke Perry). But must we pretty much sit through the entire, pointless episode played out in real time, if only to prove, Yeah, this Rick Dalton guy can really chew the scenery? In the year of the release of Midnight Cowboy; They Shoot Horses, Don’t They?; Easy Rider; The Wild Bunch; Butch Cassidy and the Sundance Kid and Bob & Carol & Ted & Alice, why are all of Tarantino’s movie marquees confined to marginal throwaways like Three in the Attic; The Night They Raided Minsky’s; Krakatoa, East of Java and the like?

Tarantino is a long way from the explosive brilliance of his Pulp Fiction and Jackie Brown here, and as he keeps threatening to retire from filmmaking (he really shouldn’t, though), he increasingly shows us he has zero to say beyond his undeniable gifts for the visually powerful, the distancing irony and the jokey and self-referential that are his hallmarks. In Once Upon a Time … in Hollywood, this becomes evident and irresponsible as he interweaves into the lives of the comically oblivious, self-involved Rick and Cliff a taste of the bleak horror and hippy-dippy banality of the despicable Manson cult. But it's only as window dressing—only as the setup to a stale, druggy joke. Despite striking work by some of the screen Mansonites—especially Dakota Fanning as crackpot-in-training Squeaky Fromm, Austin Butler as satanic Tex Watson and Margaret Qualley (so good in Fosse/Verdon) as a lovely, seductive flower child with poison in her eyes—the Manson stuff is all atmospherics.

No spoilers here about the last 20 minutes of the movie, but since there’s so little of substance in this thing—as fun as it is, it’s all shaggy-dog stories, anecdotes, sidebars—it gives a part-time Tarantinophile viewer way too much time to wonder, Why was the idiosyncratic, nerdy and gifted writer-director so obsessed with making this his ninth movie? Was it to take a whack at people and things he doesn’t like—for instance, making a mockery and punchline out of martial-arts movie icon Bruce Lee (Mike Moh); or painting dynamic, entrepreneurial celebrity haircutter Jay Sebring (Emile Hirsch) to look like a vapid hanger-on; and worse, to trivialize the gorgeous, doomed Sharon Tate as a sweet, lovely twit? Who knows?

In the unlikely event that Tarantino should radically switch courses on his next movie, it seems clear that he wants to continue drawing from the same well of nostalgia, playing to those comforted by his pop-culture micro-nerdiness and nostalgia for sleaze and exploitation, even if they lived through the era of the 42nd St. grindhouse or the drive-in. But especially if they didn’t. The movie is getting almost universally praised as a second coming of summer-movie fun. To this viewer, it just seemed like a letdown. Tarantino is better than this.