Once Upon a Time… In Hollywood — The clock is ticking for Quentin Tarantino. His latest film, Once Upon a Time… in Hollywood, is expressly billed as his ninth. For years, he has insisted that he will quit filmmaking after 10. ” I just think I’ve given all I have to give to movies,” he told GQ Australia.

If that’s true, and this latest outing really is his penultimate effort, that’s too bad. Once Upon a Time… in Hollywood may be his most relaxed and confident movie, luxuriating in its immaculate recreation of L.A. circa 1969 as seen from the vantage point of various people inside, outside and somewhere on the periphery of show business. Focusing primarily on the friendship between the borderline-washed-up actor Rick Dalton (Leonardo DiCaprio) and his stuntman Cliff (Brad Pitt), the movie follows them through awkward dinner meetings, bungled set visits and drunken nights out (and in).

The two mega stars certainly get their moments to shine- DiCaprio in stretched out scenes of his character filming a villainous guest spot on a western TV show, Pitt in a nerve-wracking scene where he investigates an old movie lot to discover it besieged by followers of a man named Charlie- but the movie’s sprawl makes way for a slew of memorable scene-stealing supporting performances. This includes Al Pacino as an energetic movie producer, Julia Butters as a precocious child actor working alongside Dalton on the western, and Dakota Fanning as Manson family member Squeaky Fromme. (The best of them all, though, may be Cliff’s pit bull Brandy).

While Once Upon a Time… in Hollywood shows Tarantino up to many of his old, sometimes exhausting tricks – long, winding stretches of dialogue, obsessive old film and TV references, bursts of grotesque violence – there is also a disarming sense of generosity present throughout. This is mostly due to the third principle character, Dalton’s next door neighbor, Sharon Tate (Margot Robbie), who weaves in and out of the Pitt/DiCaprio buddy comedy.

These scenes, of Tate wandering to parties or shyly using her fame to get into a matinee showing of one of her new movies for free, are uniquely captivating and imbue the movie with a sense of haunted menace as it twists and turns toward a fateful August night when a car full of Manson followers pulls up into her and Dalton’s shared private drive. (Mild spoilers ahead) The movie’s power, at least on initial viewing, comes from knowing Tate’s brutal, real-life fate and that there’s virtually no way that the director of Inglourious Basterds will stick to the historical script. Even with that knowledge, though, I was not expecting Tarantino’s most moving and gracious sendoff this side of Kill Bill. Grade: B+

The Lion King — I was warned, but am still in awe of how much of a misfire the new Lion King is. The movie, Disney’s latest attempt at remaking of one of its animated staples, is the exact same story: the young lion Simba flees home after his murderous uncle Scar convinces him he’s responsible for his father’s death; he then returns home as an adult to reclaim the throne. Not only that, it attempts to recreate the movie moment for moment with few deviations.

As in the 1994 2D original, the voice acting here is mostly solid, featuring inspired choices like Donald Glover as Simba, Billy Eichner and Seth Rogen as his found family Timon and Pumba, and Beyonce as his childhood-friend-turned-adult-love-interest Nala. Nearly everything else about this remake falters, though. The solid voice work is writing checks that the “life-like” (read: lifeless) animation can’t cash, and most of the songs from the original are completely butchered and drained of excitement. The Lion King’s sense of motion is totally off, and its attempt to substitute realism for the original’s flamboyant choreography during the musical numbers falls laughably flat.

This is most notably true of the song “Be Prepared.”  What was a potent villain anthem replete with Nazi imagery is here withered down to a stagnant stump speech made by Scar (voiced by Chiwetel Ejiofer) to a small group of unenthused hyenas. I would call the movie a giant miscalculation, but it’s making enough money that that doesn’t seem fitting. I can only hope audiences bear witness to its three-minute sequence tracking a tuft of Simba’s hair as it’s carried, ingested and shit out by various animals and come to the same conclusion I did: Enough. Grade: D