Makhmalbaf's tenth feature is a comedy set during the Qajar dynasty. It tells the story of a cinematographer (a Charlie Chaplin-like character) who introduces the magic of the movies to the Persian court. The Shah, who has 84 wives and 200 children, is initially opposed to the new medium but, after a screening, he falls desperately in love with the film's heroine.

Once Upon a Time, Cinema contains clips from these classic Iranian films: A Banquet In Hell, Ghaisar, The Cow, Still Life, and Downpour.