Once Upon a Time in the Midlands is a 2002 British romantic comedy film directed by Shane Meadows, and co-written with Paul Fraser.

The film stars Robert Carlyle, Rhys Ifans, Kathy Burke, Ricky Tomlinson, Shirley Henderson and Andrew Shim.

It is set in Nottingham, in the East Midlands region of England.

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.

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.