Be Cool

Be Cool

Be Cool
Theatrical release poster
Directed by F. Gary Gray
Produced by
Screenplay by Peter Steinfeld
Based on Be Cool 
by Elmore Leonard
Music by John Powell
Cinematography Jeffrey L. Kimball
Edited by Sheldon Kahn
Distributed by Metro-Goldwyn-Mayer
Release dates
  • March 7, 2005 (2005-03-07)
Running time
120 minutes[1]
Country United States
  • English
  • Russian
Budget $53 million
Box office $95.2 million

Be Cool is a 2005 American crime-comedy film adapted from Elmore Leonard's 1999 novel of the same name and the sequel to Leonard's 1990 novel Get Shorty (itself adapted into a hit 1995 film of the same name) about mobster Chili Palmer's entrance into the film industry.

The film adaptation of Be Cool began production in 2003. It was directed by F. Gary Gray, produced by Danny DeVito (who produced and co-starred in the first film), and starred John Travolta, reprising his role from the first film. The film opened in March 2005 to generally mixed to negative reviews,[2] and was released to video and DVD distribution on June 7, 2005. This was Robert Pastorelli's final film, as he died one year before its theatrical release.


  • Plot 1
  • Cast 2
  • Soundtrack 3
  • Release 4
    • Box office 4.1
    • Critical reception 4.2
  • Inside jokes 5
  • References 6
  • External links 7


Chili Palmer (John Travolta) helps Edie Athens (Uma Thurman), the widow of an executed friend, Tommy Athens (James Woods), to resurrect a record company using the talents of young and talented female vocalist and songwriter, Linda Moon (Christina Milian). The plot is complicated by several facts:

  • In a loan-shark subplot from Get Shorty of "who owns who", Chili makes deals and owns all the players as a "producer".
  • The Russian Mafia (headed by Alex Kubik as Roman Bulkin) are trying to kill Chili because he witnessed the execution of Athens.
  • Athens' record company owes money to a gangster/producer, Sin LaSalle (Cedric the Entertainer).

Chili Palmer, after years of filmmaking, enters the music industry after witnessing the execution, by the head of the Russian mob, of his friend Tommy Athens, owner of a record company. Chili uses the opportunity to help his friend's widow, Edie Athens, manage the failing business, which owes $300,000 to the hip hop producer Sin LaSalle. Chili enters the music industry on the talents of a female entertainer, Linda Moon. Moon convinces Chili to take on her cause, getting out of contractual obligations to Nick Carr (Harvey Keitel) and Raji (Vince Vaughn), who has a gay Samoan bodyguard named Elliott (The Rock), an aspiring actor and the butt of Carr and Raji's homophobic jokes. Carr and Raji take exception to Chili's intervention, and hire a hitman, Joe "Loop" Lupino (Robert Pastorelli) to kill Chili. In the meantime, Chili convinces Edie to produce Moon, hoping to resurrect Athens' failing record company through a live performance with Steven Tyler and Aerosmith.

LaSalle threatens Chili and Edie for payment of the $300,000, but they convince him to give them a few days to get the money plus the pawn ticket, claiming that Linda's contract was at the pawn shop owned by the Russians. This is actually a set-up by Carr to get Chili killed.

Knowing about this trick, Chili hands the ticket to Edie, who turns it over to the police. Now the cops, instead of Chili, pay the Russians a visit. Believing that Carr tricked him, Bulkin and his men pay a visit to Carr's office while Sin LaSalle and the DubMD's are there. Insulted by Bulkin's racist remarks, LaSalle kills him. In the meantime, Raji sends Elliot to kill Chili. However, Chili befriends Elliot and tells him that he can help him out with his acting career. When Carr threatens Chili, Chili sends him to the hands of the police with a pawn ticket. Finally when Raji and Elliot threaten Chili, Chili again befriends Elliot, who turns on Raji after learning that Chili had gotten him an audition for a film and Raji erased the evidence of it on his answering machine. For all his smooth talking and flamboyant wardrobe, Raji finds himself in a firework conflagration which roasts him live on camera. Carr is arrested on murder charges when they find him with the bat used to kill Joe Loop.

During all of this confusion, Chili squeezes in a dance scene with Edie (a nod to his "Twist Contest" scene, also with Thurman, in Pulp Fiction) and Moon gets her debut with Aerosmith. Finally, LaSalle becomes the producer for Moon and Elliot embarks on a successful acting career (his first film is with Nicole Kidman).



The film's soundtrack was released on March 1, 2005.

No. Title Writer(s) Length
1. "Fantasy"   Earth, Wind & Fire 3:41
2. "Hollywood Swinging"   Kool & the Gang 4:39
3. "Be Thankful for What You Got"   William DeVaughn 4:56
4. "Roda"   Elis Regina 5:18
5. "Sexy"   The Black Eyed Peas 4:54
6. "Suga Suga (Reggae Remix)"   Baby Bash 4:03
7. "The Boss"   James Brown 4:30
8. "Ain't No Reason"   Christina Milian  
9. "Believer"   Christina Milian  
10. "Brand New Old Skool"   777  
11. "G's and Soldiers"   Planet Asia featuring Kurupt  
12. "Cool Chill (Instrumental)"   John Powell  
13. "A Cowboy's Work Is Never Done"   Sonny & Cher  
14. "You Ain't Woman Enough"   The Rock  

Songs featured in the film but not included in the soundtrack are:

  • "Act a Ass" - E-40
  • "Autumn Blue"
  • Best of My Love - Christina Milian, Carol Duboc, and Minae Noji
  • "Beethoven's 9th" - Dean Hurley
  • "Brazilian Day" - XMAN
  • "Chattanooga Choo Choo" - Steve Lucky & The Rhumba Bums
  • "Cooliest" - Jimi Englund
  • Cryin' - Aerosmith and Christina Milian
  • "Deanstone" - Dean Hurley
  • "(Everytime I Hear) That Mellow Saxophone" - Steve Lucky & The Rhumba Bums
  • "Heistus Interruptus"
  • "Kiss Me" - Sixpence None the Richer
  • "Knockin' On Heaven's Door" - Bob Dylan
  • "Lady Marmalade - Carol Duboc and Minae Noji
  • "La Primavera"
  • "Melbourne Mansion"
  • "Memories" - Eisley (video visible in background)
  • "Me So Horny" - 2 Live Crew
  • "Moving On"
  • "Praia de Genipabu" - Barbara Mendes
  • "Rock It Like Diss" - Jahmaal Rashad
  • "Santa Monica Man" - Dean Hurley
  • "Short Pimp" - Noah Lifschey and Dylan Berry
  • "Strings In Velvet" - Manfred Minnich
  • "Travel Russia #2" - The Dollhouse Players
  • "Wild Out" - Cheming (featuring XMAN)


Box office

On a production budget of $53 million, Be Cool grossed $56,046,979 in North American and $39,169,077 internationally, totaling up to $95,216,056 worldwide.

Critical reception

Be Cool received negative reviews from critics. Rotten Tomatoes gives the film a score of 30% based on reviews from 169 critics, with an average 4.6/10 rating.[3]

Halliwell called it "a palpable miss, a movie so lazy and laid back that it falls over; there are none of those insights ... that made Get Shorty so enjoyable".[4]

Inside jokes

Like Get Shorty, Be Cool portrays ironic self-referential gags, intertwining fact and fiction as a comedic device:

  • At the beginning of the film, Chili sees an advertisement for Get Lost, which is the sequel to Get Leo—the film within a film he produced in Get Shorty. He expresses his distaste for sequels, as well as his dissatisfaction in failing to prevent Get Lost from being made, despite the fact he himself is a character in a sequel. The first line of the movie is Chili disgustedly dismissing the advertisement.
  • Tommy proposes the idea of making a movie about a young singer who wants to make herself big with the help of a record mogul who makes it happen which becomes the main plot of the film at hand. Almost every factor Tommy mentioned in his pitch, such as gangsta rappers and the Russian Mafia, ends up happening in the film.
  • Chili was asked by Marla the FBI agent about his meeting with Tommy when he replied "I know what you're getting, Marla. You think that I set this up. But the truth is he wants me to make a movie of him. How can we make a movie when the main character gets popped in the first scene". The Detective replied, "Yeah, not a bad opening". Chili responded "Yeah, you are right. You know that worked for American Beauty." The Detective and Marla replied, "Sunset Boulevard." "Or Casino." Well, Tommy was shot in early part of the movie, if not the first scene.
  • When the idea is brought up to Steven Tyler, he vehemently rejects the possibility of being in a film and declares that he is not one of those singers who does bit-part cameos in films, despite the fact that that is exactly what he is doing in this film.
  • The one time the word fuck is used in the film is in talking about the Motion Picture Association of America's policy that said curse word can only be used once without censorship in a PG-13 film without bumping the rating up to R. Be Cool uses that word only once, in the first scene: "Do you know that unless you're willing to use the R rating, you can only say the F-word once? You know what I say: Fuck that. I'm done." For the rest of the film, several characters come close to using this swear word but are cut off or censored in some way before they can.
  • The dancing scene between John Travolta and Uma Thurman is reminiscent of the one they portrayed in Pulp Fiction.


  1. ^ (12A)"BE COOL".  
  2. ^ Be Cool Movie Reviews, Pictures - Rotten Tomatoes
  3. ^
  4. ^ "Halliwell's Film Guide" ISBN 0-00-723470-8

External links