How Once Upon a Time in Hollywood Discovered a New Generation of Stars

Casting director Victoria Thomas on booking Mikey Madison, Austin Butler, Margaret Qualley, and Sydney Sweeney just before their careers took off.
Photo-Illustration: Vulture; Photos: Columbia Pictures

When Quentin Tarantino’s Once Upon a Time in Hollywood opened in the summer of 2019, the prerelease hype centered on the film’s star power. It would be the first-ever onscreen team-up of Leonardo DiCaprio and Brad Pitt, with Margot Robbie adding her own considerable wattage. While both of the film’s leading men were nominated for Oscars, with Pitt winning, six and a half years later, the film’s chief legacy may not be the trio of A-listers on the poster but all the new stars it helped birth: Oscar’s reigning Best Actress winner Mikey Madison, Oscar nominee Austin Butler, Golden Globe nominee Margaret Qualley, and Sydney Sweeney, one of the most bankable young actresses in Hollywood. Even relatively minor members of the ensemble, like Maya Hawke and Victoria Pedretti, have since gone on to their own successful careers.

Some credit for this must go to the film’s casting director, Victoria Thomas. Thomas is a Hollywood veteran whose credits stretch back to Repo Man, and she is a six-time winner at the Casting Society’s Artios Awards for projects as varied as The Last of Us, A Black Lady Sketch Show, and Hidden Figures. But her association with Tarantino, with whom she has worked since Django Unchained, remains one of the things she is best known for. “We always say to each other, ‘We grew up in the same house, miles apart,’” Thomas told me in 2016. “We watched all the same shows, we have a lot of the same references.” Reached over the phone recently, Thomas waved off the idea that she and Tarantino consciously created the next generation of stars. “There wasn’t any agenda,” she says. “We sort of stumbled onto these actors who took off after being in the movie.”

Still, Thomas says, the casting process did attempt to reflect a sense of a generational handover. The film takes place in 1969, just as the Old Hollywood studio system was giving way to the New Hollywood era. The casting nods to this by featuring New Hollywood icons now aged into legend status: a small part for Al Pacino as a Hollywood mogul, a cameo from Midnight Cowboy’s Brenda Vaccaro, and, originally, Burt Reynolds as George Spahn, owner of the ranch that became home to the Manson family. (After Reynolds’s death in 2018, the part was recast with Bruce Dern.) The leads would be played by major movie stars still in their prime, but the film’s Manson subplot afforded Tarantino and Thomas the opportunity to fill out the ensemble with their favorite up-and-comers. “There’s always a new generation that’s emerging,” Thomas says. “Without making too much of it, we were just trying to explore that a little bit.”

While the film may have introduced those new faces to audiences, Thomas had been tracking many of the actors for a while. “Timing is crucial for casting,” she says. “You may read someone for five years. Like Mikey Madison, who’s always great and she comes close, but she doesn’t get it. Then a role meets an actor at the right time. Now it’s your turn.” That, she says, may explain how they stumbled onto so many future stars: A whole cohort of talented actors got their moment, all at once.

As a Tarantino movie with a plethora of parts for young women, Once Upon a Time was a hot commodity around town when it began casting in the late spring of 2018. In a sense, that made Thomas’s job easier. “Everybody wanted to come in on this,” she says. “If I didn’t meet them before, I met them then. It was no problem getting people in the room.” One hopeful turned out to be another future Gen-Z Oscar winner. “We met Billie Eilish,” Thomas recalls. “She was 16. Her mom brought her in. She was really shy — cool, nervous. I think she felt a little awkward about it. She was mainly into her music by then.” Auditions were running behind, and Eilish was booked for a studio session that she couldn’t miss; she stuck around to get a few tips from Thomas, then submitted a self-tape from the road.

Of the actors who were ultimately cast, Austin Butler had the longest track record. “He’d been around a little bit,” Thomas notes. Butler was in his mid-20s, with a résumé full of TV shows like The Carrie Diaries and Switched at Birth. He pinged Thomas’s radar that April, when she read that he was appearing opposite Denzel Washington in George C. Wolfe’s revival of The Iceman Cometh. “He was up there not only holding his own, but getting great reviews,” she says. (“Although there are many performers” in the production, Hilton Als raved, “there is only one actor, and his name is Austin Butler.”) “I went, Whoa, okay. This young actor does not have to go and do Iceman Cometh on Broadway. He was obviously trying to take his career seriously.” Tarantino had read the same reviews and was similarly interested. “And I think somebody talked to Denzel, just to sort of check him out,” Thomas says.

Butler sent in a self-tape, but not for the part he would eventually play, Manson henchman Tex Watson. To maintain secrecy around the film’s plot, most of the actors who auditioned read the same sides. The men got two characters from the film’s fictional episode of Lancer: Bob Gilbert and Johnny Madrid (later played by Scoot McNairy and Timothy Olyphant, respectively). “Quentin asked all the actors to read first as a good guy and second as a bad guy,” Thomas says. “You could really see who leaned into their bad-guy-ness.” After his self-tape, Butler came to audition in person. It was here that they started to see him as a potential Tex. “He was just a movie star,” Thomas says. “He had a little more of an edge than we anticipated. And he was a cool dude. He came in and talked, and Quentin just liked him.” Another bonus: He already knew how to ride a horse.

The young women generally read for Pussycat, the hitchhiking hippie ultimately played by Margaret Qualley. There was one exception: A few actresses auditioned directly for the part of Lynette “Squeaky” Fromme. Squeaky was envisioned as a different breed of cult member: While the others were supposed to be stereotypical flower children, a little oblivious, the woman playing Squeaky had to be “dangerous.” (As Gerald Ford could attest.) Dakota Fanning read for the part in person alongside Tarantino. “She was tough,” Thomas says. “She scared him.”

The actresses who read for the other followers were encouraged to pick a favorite Manson girl and told they could bring in “extra credit” material. “You could do an improv, you could sing a song, you could read a poem — just some other thing that was your interpretation of the character,” Thomas says. Mikey Madison brought a painting with a poem written on the back and a lock of her hair. Sydney Sweeney did a monologue as Lulu, the role Victoria Pedretti eventually won. Margaret Qualley sang “I’ll Never Say Never to Always,” the Manson-penned ballad that appears in the film.

Madison was one of the first actresses cast. She had already been on two seasons of Better Things by this point, though she was hired less off the FX show and more on Thomas’s previous experiences auditioning her on projects like Kathryn Bigelow’s Detroit and Edward Zwick’s Trial by Fire. “Mikey is a trooper,” Thomas says. “She was always really interesting: all about the work, and a sweet girl.” For her audition, Madison came in wearing a vintage ’60s dress and no shoes. At this stage in preproduction, the character of Sadie — a cult member who comes to the fore at the film’s fiery climax — had been merged with Pussycat. After a chemistry read with Pitt, Madison was offered that part.

For callbacks, the filmmakers threw together what Thomas called a “mix and match” for potential Manson acolytes in mid-June. Nine actors attended, including James Landry Hébert, Madeline Brewer, Joey King, and Kill Bill’s Perla Haney-Jardine. (Hébert would be cast as Manson follower Clem Grogan, while Haney-Jardine pops up as a drug dealer.) “That was a really fun day,” Thomas says. “Everybody hung out. We had people switch parts, do different things” — including practicing the cult’s infamous “creepy crawls” while Thomas’s associate Jennifer Yoo pretended to be asleep in bed. It was here that Thomas & Co. tried to figure out which actor might make sense for which role. Though they’re not credited as such, each character in the script was based on an actual member of the Manson family, and the film’s research department provided copious reference material to the real cultists. “We weren’t necessarily looking for look-alikes, just getting into the spirit of these people,” Thomas says.

Madison was asked to attend the mix and match, keeping quiet about the fact she’d already been cast. “Quentin said he wanted her to be his secret agent on that day,” Thomas says, with the hope that she might push the actors who were still in the running to unexpected places. Unfortunately, scheduling conflicts with Better Things nearly upended her involvement. For a while, it looked like she wouldn’t be able to do the film. Thanks to the efforts of producer Shannon McIntosh, the actress stayed in the picture. Sadie and Pussycat became two characters again, and by taking the smaller part, Madison had enough time for both projects.

One actress who was not at the Manson mix and match was Margaret Qualley, for the simple reason that Tarantino had never gotten around to watching her tape. “He was behind on looking at his auditions,” Thomas says. “And I’m not saying that in a chastising way. Obviously, he’s a director with a million things to tend to. For all casting directors, you have to know when to ease off the pedal and when to push it to the floor. So we bypassed her at first, but then Quentin did his homework like he was supposed to.”

Like Butler, Qualley was familiar from projects like The Leftovers and The Nice Guys, as well as her status as Andie MacDowell’s daughter. “It wasn’t like I pulled her out from under a rock,” Thomas says. Once Tarantino watched her tape, she seemed the perfect choice to fill the role Madison had vacated. “Quentin looked at Margaret and said, ‘I missed her. She’s Pussycat.’ She was odd and unique and kept you a little off-balance. She was just her own funny, idiosyncratic person. She made choices other people didn’t.” By now, it was August, so late that the film had already started shooting. For her callback, Qualley came to set — “during lunch, or maybe a crew break” — to do her own chemistry read with Pitt, the results of which are evident in the finished film.

Sydney Sweeney had been around the business for years but had yet to break out by the time Once Upon a Time went into production. Her season of The Handmaid’s Tale had only recently hit streaming, and she had just shot the Euphoria pilot, which wouldn’t air until the following year. She, too, had auditioned for Detroit. “Sydney is the sweetest, and has the best attitude,” Thomas says. Her impression of Sweeney at the time: “She was nubile, young, had a hippie-ish vibe. She seemed to fit in the world — these girls who, no matter where they came from, wound up hitchhiking across the country or living on the street.” To prep for her audition, Sweeney made a vision board to manifest getting the part. She wound up with the smallest role of the film’s stars-in-waiting: Snake, a Manson family lookout who has only a couple minutes of screentime.

Maya Hawke’s part is more memorable. She’s a fictionalized version of Linda Kasabian, the cult member who refused to take part in the Manson murders and would later testify against her former friends. As the daughter of Uma Thurman, Hawke later recalled getting “an extra-tight hug and a wink from Quentin” at her callback, and she nabbed the part of Kasabian, here called Flowerchild, at the mix and match, which took place around the time she was filming season three of Stranger Things. “We assigned Flowerchild to Maya, which tells you the qualities we thought she had,” Thomas says of the character. “A ’60s flower child, sort of stumbling from here to there and following the group. They all were a little gullible, considering that they were following Charles Manson.”

Victoria Pedretti, too, had impressed Thomas when she’d read for previous projects. She self-taped for Once Upon a Time but didn’t participate in the final callbacks as she was doing a play reading in New York. “It was a little hard to get ahold of her,” Thomas says. “She was always floating around Atlanta, Cleveland, and New York.” Production flew her out for a callback, which included a meeting at the ranch to see if she could ride a horse. Pedretti passed the test and got the part of Lulu, the film’s version of Leslie Van Houten, a Manson follower involved in the murders of Leno and Rosemary LaBianca.

The presence of Qualley and Hawke, children of established movie stars, added to the sense of exploring the genetic lineage of Hollywood. (Rumer Willis, daughter of Bruce, also has a cameo as a friend of Sharon Tate’s.) “We didn’t cast them for that reason; it just sort of happened that way,” Thomas says. A similar vibe prevailed behind the camera, where many of the junior crew members turned out to be the children of craftspeople who’d worked with Tarantino for decades. “I would be on the set and I’d see somebody, and it would be so-and-so’s daughter. I haven’t seen them in 20 years; all of a sudden, they’re an adult. It was really a cool atmosphere. A very familial feeling — not in the sense of the Manson family.”