Sony's Once Upon a Time in Hollywood is riding toward a $40 million opening at the domestic box office after grossing $16.9 million on Friday — writer-director Quentin Tarantino's biggest opening day, not adjusted for inflation.

Despite the impressive achievement, the film will still come in No. 2 behind Disney family powerhouse The Lion King, which is expected to earn $77 million-$80 million in its sophomore outing. The Jon Favreau-directed pic topped Friday's chart with $22.3 million.

Sony and Marvel Studios' Spider-Man: Far From Home, Disney/Pixar's Toy Story 4 and Paramount's Crawl are expected to round out the top five.

Once Upon a Time in Hollywood, set in the winter and summer of 1969, is a twinned tale of a changing Hollywood and the Manson Family. DiCaprio plays a washed-up Western star desperate to keep his career going, while Pitt plays his longtime stuntman. Margot Robbie plays Sharon Tate, the actress and wife of Roman Polanski who was murdered by Manson's followers. Al Pacino also stars.

The film is scheduled to release on August 15 in India.