Holli Would is a central character in Ralph Bakshi's 1992 hybrid live-action and animated film Cool World, marking her sole appearance in any major media production. Introduced as a sultry doodle, or animated inhabitant of the parallel dimension known as Cool World, she emerges early in the narrative during a nightclub scene upon the arrival of human cartoonist Jack Deebs, whom she has long inhabited as a recurring figure in his prison sketches and comic series. Her design draws from classic femme fatale archetypes, featuring revealing attire and a provocative demeanor that underscores her status as a manipulative figure within the chaotic, cartoonish realm of surreal landscapes and exaggerated violence. Portrayed by Kim Basinger in both animated and live-action sequences, Holli's origins tie directly to Deebs's creative visions, which inadvertently blurred the boundaries between the human world of noids and the doodle dimension, setting the stage for her ambitious transgressions.Driven by an unyielding desire to transcend her animated existence and become a real human woman, Holli Would exhibits a manipulative and amoral personality, frequently clashing with Cool World's resident human detective, Frank Harris, who enforces the strict prohibition against romantic or sexual relations between noids and doodles. Accompanied by her gang of cartoonish henchmen known as the Goons, she frequents nightclubs and pursues forbidden crossings into the real world, viewing such acts as the pathway to her transformation. Her interactions reveal a spoiled yet cunning nature, as she rejects restraint and employs seduction and coercion without hesitation, even contemplating violence to achieve her goals. This relentless pursuit stems from her dissatisfaction with the madcap confines of Cool World, positioning her as the story's primary antagonist whose actions threaten the delicate equilibrium between the two realities.Significant developments in Holli Would's arc unfold as she successfully seduces Jack Deebs upon his involuntary transport to Cool World, consummating their encounter and thereby transforming into a flesh-and-blood human being. Transported to Las Vegas in the real world, she embarks on a quest to locate the legendary Spike of Power—an artifact capable of further merging the dimensions—escalating her schemes to catastrophic levels and endangering both realms through dimensional instability. Her plans ultimately unravel amid confrontations with Deebs and Harris, leading to her defeat and return to her doodle form, with her final moments encapsulating a blend of defiance and thwarted ambition. Throughout these events, Holli's evolution from seductive doodle to disruptive human force highlights themes of desire, consequence, and the perils of boundary violation in Bakshi's cult-classic production.

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