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It's grim up north, especially for loser in love Dek, who is humiliated on national television when his girlfriend Shirley rebuffs a surprise marriage proposal on The Vanessa Feltz Show.
The ripples from Shirley's refusal are felt far and wide: by her sister Carol (Kathy Burke) and estranged husband Charlie (Ricky Tomlinson); by her fiercely independent daughter Marlene (Finn Atkins); and by layabout old boyfriend Jimmy (Robert Carlyle), who rides back into town hoping to win Shirley back.
Sure enough, Shirley responds to Jimmy's advances, and allows him to move back into the family home with her daughter. However, Marlene shows unwavering loyalty to Dek and refuses to be won over by Jimmy's nice guy routine, when it's clear he doesn't like children.
Jimmy also doesn't count on Dek's stubbornness, or the arrival of three heavies from Glasgow hoping to collect an outstanding debt. As Shirley comes to the realisation that she may have chosen the wrong man, Jimmy and Dek square off to fight for the woman they both love.
Once Upon A Time In The Midlands is a (tinned) spaghetti western set in a suburb of the Midlands, revolving around a family coming apart at the seams.
The film's ever-changing tone is incredibly unsettling - you're never sure whether to laugh at, or with the characters. The faux-western styling - shooting scenes from a character's hip, as if they were a gunslinger - doesn't bring anything to the picture.
Dek and Jimmy are both unlikable and unsympathetic, so you don't feel compelled for either to win Shirley's affections. She is equally unappealing.
Writer-director Shane Meadows mines a rich vein of black comedy, but only hits fool's gold. Were it not for wonderfully newcomer Atkins, and the Burke, delivering another 24 carat supporting performance, the film would be completely worthless.