Austin Butlerhas steadily established himself as one of the entertainment industry’s most exciting and buzzed-about talents, with the gifted leading man skyrocking to superstardom in recent years thanks to his exceptional performances in films likeElvis, The Bikeriders,andDune: Part Two.The Golden Globe-winner’s dazzling career has truly taken off in the last five years, and his small-yet-impactful role in Quentin Tarantino’s critically-acclaimed 2019 masterpieceOnce Upon a Time…in Hollywoodfurther put the up-and-comer’s name on the map and showcased his impressive acting prowess.

Though Tarantino and the dramedy helped Butler’s career spectacularly progress and led to further opportunities, he had to turn down a chance to star alongside Tom Cruise in the summerblockbuster sensationTop Gun: Maverickin order to portray the real-life murderer Tex Watson inOnce Upon a Time…in Hollywood.Let’s check out how Butler ended up working with the legendary director.

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Once Upon a Time in Hollywood

Quentin Tarantino’s Star-Studded Tribute to Tinseltown

The master of stylized violence was back and ready to both dazzle and disturb audiences with his captivating 2019 dramedyOnce Upon a Time…in Hollywood. Tarantino enlisted thetalents of Leonardo DiCaprio, Brad Pitt, and Margot Robbie to lead his massive ensemble cast and help pay homage to the nostalgic days of Tinseltown’s past and the rapidly changing entertainment industry in 1969 Los Angeles. In the engrossing picture,fading Western TV star Rick Dalton (DiCaprio) struggles to acclimate to the ever-evolving Hollywood landscape, finding comfort and companionship in his longtime stunt double and best friend Cliff Booth (Pitt).

Fact and fiction are brilliantly blended together in the transportive film, as Booth just-so-happens to live next door to silver screen power couple Roman Polanski and Sharon Tate (Robbie), whose fate was forever changed with the arrival of Charles Manson (Damon Herriman) and his devoted followers like Tex Watson (Austin Butler) and “Pussycat” (Margaret Qualley).Once Upon a Time…in Hollywoodtakes place in an alternate universe in which the Tate–LaBianca murders never occurred, with theAcademy Award-winning directoropting to rewrite the events of that fateful summer in true Tarantino style.

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How Once Upon a Time in Hollywood Is Quentin Tarantino’s Most Profound Film

Once Upon a Time in Hollywood stands as Tarantino’s most personal project to date, as it harkens back to his influences in 1960s cinema.

Austin Butler Faced a Movie-Making Dilemma

Austin Butler had yet to deliver his career-defining performance as the King of Rock and Roll inElviswhen he appeared as Manson Family member Tex Watson inOnce Upon a Time…in Hollywood.Therefore, his involvement in the critically-acclaimed picture served as a major stepping stone for Butler’s blossoming career. Prior to signing onto the epic project,Butler was forced to choose between doing a screen test for Tom Cruise’s long-awaited sequelTop Gun: Maverickor working alongside Tarantino, with the Golden Globe-winner choosing the latter. Butler revealed on theHappy Sad Confused podcastin 2024:

“I ended up having to choose between going to the screen test forTop Gun: Maverickor saying yes to Quentin Tarantino.I’d already met with [Tarantino], so I did that.”

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The decision ended up being the right one for Butler, asTop Gun: Maverickcasting director Denise Chamian wouldlater tell Varietythat the rising star had been in the running for the role of Bradley “Rooster” Bradshaw in the blockbuster hit. However,producers decided to go with Miles Teller because Butler was too young. Butler left such an impact on Chamian thatshe sought the performer out when she was casting Baz Luhrmann’sElvis,believing that he had something special in him that was perfect for bringing the music legend to life:

“I saw that this actor has something very special that other people don’t always have. It’s almost the way he looks into the camera. He knows the camera and lets the camera see him, and that is really what is so captivating.”

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Both Butler’s audition forTop Gun: Maverickand his small-yet-powerful appearance inOnce Upon a Time…in Hollywoodproved to be extremely influential for the gifted actor, as the exposure in both projects led to hisbreakthrough role inElvisand swiftly skyrocketed him to worldwide stardom. Butler’s performance as the chilling Tex was described as “intense and brooding” and his unforgettable scene with Pitt’s character Cliff Booth in the final act was one of the film’s most buzzed-about and entertaining moments that left audiences speechless.

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‘Once Upon a Time…in Hollywood’ Becomes a Sensational Success

Once Upon a Time…in Hollywoodmade its electrifying premiere at the Cannes Film Festival, where it competed for the prestigious Palm d’Or (and ultimately won the delightful Palm Dog Award), before then making its theatrical debut on July 25, 2025. It g rossed a whopping $392.1 million worldwide against a $90 million budget. Critics raved about Tarantino’s provocative and thrilling love letter to 1960s Los Angeles, with the performances of Brad Pitt and Leonardo DiCaprio being singled out as well as the dramedy’s phenomenal screenplay and divisive-yet-thought provoking ending.

The wild and delightfully over-the-top conclusion ofOnce Upon a Time…in Hollywoodcaused quite a stir due toTarantino rewriting history, thoughMSB Reviews pointed outthe ending was intended to be controversial and that “it’s a vision of how everything should have happened if the world was fair or, indeed, a fairy tale… in Hollywood.” The spellbinding film was named one of the top ten releases of the year by both the American Film Institute and the National Board of Review, and went on to earn numerous accolades including two Academy Awards (with Pitt winning Best Supporting Actor), three Saturn Awards, and three Golden Globes.

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Rent/BuyOnce Upon a Time…in HollywoodonPrime Video.