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The big differences between Once Upon a Deadpool and Deadpool 2

What happens when the Merc with a Mouth can’t mouth off

20th Century Fox

When I was a young, impressionable lad, Spaceballs changed my life. In the middle of the movie, Bill Pullman’s interplanetary hero Lone Star seeks wisdom from Mel Brooks’ Yoda-esque sage Yogurt, who stops the story cold to extol the virtues of “merchandising — where the real money from the movie is made.” (“Spaceballs: the T-Shirt” and “Spaceballs: the Coloring Book” are no match for Spaceballs: The Flamethrower.”) At the end of the adventure, Yogurt rides off into the galactic sunset saying “God willing we’ll all meet again in Spaceballs II: The Search For More Money.” I was shook.

Never have I seen Yogurt’s words realized with more brazen chutzpah than in Once Upon A Deadpool, a huckster’s gambit one can’t help but respect.

It’s hard to call the movie Deadpool 2.5. It’s more like Deadpool 2.1. This “new” motion picture is Deadpool 2 with some f-bombs snipped or inelegantly replaced (you can see their mouths moving!) and a framing device that the film itself jokes only took three days to shoot. Business-wise, it’s amazing work.

Deadpool 2 made over $730 million worldwide. (And deservedly so — it’s entertaining.) The movie’s core demo is 14-year-olds. It was also rated R and there are still some parents (and theaters) that take that sort of thing seriously. The holiday break is coming up and that means parents dumping their kids off at the mall for the afternoon. This is all to say: though Deadpool 2 is already a rentable stream there is enough of an audience for this weird, “new” version. I suspect that some proto-bros will prefer seeing “Fake Deadpool” over Bumblebee as that’s got a slightly female-skewing marketing plan. (Prove me wrong, boys! Prove me wrong!)

But is it worth sitting through?

Fred Savage in once Upon a deadpool 20th Century Fox

The truth is, I had a good time. Again. My friend and I sat with a colleague who found the whole thing excruciating. This may have added to my enjoyment. But the jokes! So many jokes. Some of them even new.

The framing device for Once Upon a Deadpool is spectacularly dumb. Deadpool has kidnapped Fred Savage and recreated the set from The Princess Bride, down to a bag of Cheetos sporting the old ’80s logo. And it’s the actual Fred Savage, who now directs episodes of Modern Family. Way to go, Fred!

The movie opens with Deadpool cracking open a picture book called Deadpool 2: King James Edition, and telling the story of Deadpool 2 to Fred Savage, naked from the waist down and taped to the bed. Periodically we check back in, when Fred has questions — just like in The Princess Bride!

The gag is that Fred turns out to be a huge Marvel fan, so he disses Deadpool 2’s insufficient treatment of Cable’s complex backstory. He also refuses to consider the Deadpool movies as part of the MCU. The patter risks getting too inside baseball, like a moment when Deadpool boasts about Disney’s purchase of Fox. Fred essentially calling the anti-hero a cuck for shacking up with Mickey Mouse makes it work.

One word we do not hear in the movie is the ol’ reliable F-word. As hack filmmakers have long called New York City a “character” in their films, the absence of the F-word can surely take above-the-title billing in Once Upon A Deadpool. In the Fred Savage scenes, Deadpool has a little doohickey that looks like a key fob that can lay a bleep over the soundtrack. And thus we get a whole lengthy bit about Fred Savage f****** Matt Damon. It’s mildly funny and first. Then it gets annoying. Then it gets hysterical.

The cuts to the new material don’t always work. Surprisingly, there’s a cutaway right in the middle of the best sequence: the first deployment (and the death of most) of X-Force. It kinda ruins the flow. Also, to be totally honest, taking a breath to joke about previous scenes is something Deadpool 2 already had going for it — whatever you think of the guy, that’s what T.J. Miller’s character is for.

The Savage Interludes (which is what we should all be calling them) do, however, offer some wet kisses to people who are Extremely Online. There’s a whole spiel taking Deadpool 2’s writers to task for “fridging” Deadpool’s girlfriend Vanessa, plus the argument that a joke about “lazy writing” doesn’t excuse lazy writing and is, in fact, the laziest writing of all.

This whole movie is obnoxious and annoying! But Ryan Reynolds is funny. There’s also a new end credits stinger that’s kind’ve an [F-word you] to end credits stingers, but also a weirdly earnest salute to Stan Lee. (If you look closely you’ll see a Stan Lee RIP mural digitally inserted into one scene, too.)

A quick scan of the Deadpool 2 screenplay transcript reveals that even more off-color jokes were cut than I remember. The only one I definitely noticed was the scene in the Ice Box where Deadpool tells Russell, the under-age mutant who may or may not grow up to kill Cable’s family, “it ends with me dying of cancer and you winning the Ice Box award for softest mouth.”

This joke has been changed to “pinchable cheeks.” Yeah, whatever, Fake Deadpool.


Jordan Hoffman is a writer and member of the New York Film Critics Circle. His work can be read in The Guardian, New York Daily News, Vanity Fair, Thrillist and elsewhere.