"Ladies, we're gonna have some fun," Stuntman Mike ominously warns in Grindhouse, the latest from directors Quentin Tarantino and Robert Rodriguez. In this, their three-hour-long double feature that emulates the old-school B-movies that once played at cheap theaters known as grindhouses, Tarantino and Rodriguez have gone all-out to make their homage feel genuine: the film stock has been artificially scratched up, the soundtracks stutters, placards jokingly apologize for "lost reels."

Grindhouse kicks off with Rodriguez's Planet Terror, an action/horror flick that finds zombies taking over a Texas town, leaving a few survivors to fend for themselves, including Cherry Darling (Rose McGowan), a go-go dancer with a machine gun for a leg (yes, it's as rad as it sounds), and the mysterious El Wray (Freddy Rodriguez), one of the best action heroes in recent memory. With blood and explosions in equal measure, Planet Terror once again proves Rodriguez as the best director around when it comes to over-the-top action. And he's sure to cover all the bases of the genre, here, and adds a few tweaks of his own: there are great characters, frenetic shooting, a low-flying helicopter that mows down zombies with its blades, and plenty of gross-out gore shots—a surprising amount of which, for some reason, have to do with testicles. (Planet Terror doesn't want for balls, literally.)

Speaking of balls, it's almost revelatory to see Kurt Russell get his back in Tarantino's contribution, Death Proof. It's been at least 10 years since Russell's been in anything that wasn't terrible, but here he returns to the super-cool form that made him an icon in John Carpenter's '80s films. As Stuntman Mike—a deranged stunt driver who kills girls using his souped-up car—Russell's quick and charming and funny and dangerous, and he only gets cooler once he decides to target a car driven by Abernathy (Rosario Dawson) and her two stuntwoman pals (Tracie Thorns and Zoe Bell).

Coming off of the endorphin rush that is Planet Terror, one can't help but feel like Tarantino's film slams on the brakes, so to speak—long scenes of dialogue and slow panning shots don't do a whole lot to convey a grindhouse feel. Tarantino's killer dialogue is like nobody else's, yeah, but there's a time and a place for it—and the second half in a pulpy double feature might not be it. Death Proof is fantastically uneven, but by the time its exhilarating, climactic car chase begins, Tarantino more than makes up for his indulgences. (You'll know that car chase when you see it, because it's one of the best ever put on film. Underneath the nonstop squeal of rubber and the vicious shattering of glass, you'll probably hear yourself gasping.)

And then there are the trailers that play before both films, advertising nonexistent grindhouse flicks: Hostel's Eli Roth contributes a gruesomely funny trailer for a holiday-themed slasher film, Thanksgiving, while Shaun of the Dead's Edgar Wright crafts a hilarious ad for a foreign horror film, Don't.

There's a tendency to pick favorites: Death Proof vs. Planet Terror, or the trailer for day laborer revenge pic Machete vs. the preview for Werewolf Women of the S.S. But picking favorites is kind of pointless, here, when the combined product is so goddamn fun. Grindhouse isn't a film, or a piece of art, or the latest from two of our best directors. No—it's just a balls-out, no-holds-barred movie, the kind that demands to be seen late at night, in a crowded theater, with a bunch of friends to share the laughs and thrills. And okay, so Stuntman Mike's a psycho killer--but he wasn't lying about how much fun was going to be had.