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Once Upon a Time in the Midlands is a 2002 British romantic comedy-drama film written and directed by Shane Meadows, starring Robert Carlyle, Rhys Ifans, Kathy Burke, Ricky Tomlinson and Shirley Henderson. It is set in Nottingham, in the East Midlands region of England.

Once Upon a Time in the Midlands
Once upon a time in the midlands.jpg
UK Theatrical release poster
Directed byShane Meadows
Produced byAndrea Calderwood
Written byPaul Fraser
Shane Meadows
StarringRobert Carlyle
Rhys Ifans
Kathy Burke
Ricky Tomlinson
Shirley Henderson
Music byJohn Lunn
CinematographyBrian Tufano
Edited byPeter Beston
Trevor Waite
Distributed byFilm Four
Release date
  • 6 September 2002 (2002-09-06)
Running time
104 minutes
CountryUnited Kingdom



Set in Nottinghamshire, Dek (Rhys Ifans) proposes to his girlfriend Shirley (Shirley Henderson) on TV. When Jimmy (Robert Carlyle), "the great love of her life" and father of her daughter Marlene (Finn Atkins), sees this, he returns in an attempt to win back her heart. However, after deserting his friends in Scotland during an unsuccessful robbery of some clowns, his friends turn against him and come to the Midlands to try to track him down. In the end, Shirley refuses to go with Jimmy and professes her love for Dek; likewise, Marlene refuses to have anything to do with Jimmy, and accepts Dek as her father figure.


  • Robert Carlyle – Jimmy, Carol's foster brother, Shirley's ex-husband and Marlene's father
  • Vanessa Feltz – Herself
  • Ricky Tomlinson – Charlie, Carol's estranged husband
  • Kathy Burke – Carol, Jimmy's foster sister
  • Vicki Patterson – Audience Guest
  • Shirley Henderson – Shirley, Jimmy's ex-wife and Marlene's mother
  • Finn Atkins – Marlene, Jimmy and Shirley's daughter
  • Kelly Thresher – Donna, Carol's daughter
  • Rhys Ifans – Dek, Shirley's boyfriend
  • Andrew Shim – Donut, Donna's boyfriend
  • Ryan Bruce – Emerson, Carol and Charlie's son and Lake and Donna's brother
  • Eliot Otis Brown Walters – Lake, Carol and Charlie's son and Emerson and Donna's brother
  • Anthony Strachan – Jumbo (as Antony Strachan)
  • David McKay – Dougy (as David Mckay)
  • James Cosmo – Billy


This is the third time that Carlyle has worked with Henderson (first in Hamish Macbeth and the second in Trainspotting). The second time he has worked with Ifans (the first in The 51st State) and the fourth time he has worked with Tomlinson (first in Riff-Raff, second in Cracker and third in The 51st State).


Gijón International Film Festival 2002

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