"Once Upon a Dream" was covered by American singer-songwriter Lana Del Rey for the dark fantasy film Maleficent (2014), which serves as a prequel to the original Sleeping Beauty (1959). The song was released on January 26, 2014; it was made available as a free digital download during its first week of availability by the Google Play Store. Angelina Jolie, who plays the film's lead role, picked Del Rey herself to perform the song.
Forbes called the cover "moody and low-key" while Stereogum described it as "swoony" and "spaced-out". Hypable said the cover was "much darker" than the original and pointed out the "slight radio effect" over Del Rey's and called her performance of the song "haunting":Spin said of the song snippet from the trailer "Smoky vocals, a bewitching come-hither delivery, and delicate piano turn the 1959 fairytale song into a haunting lullaby."Complex remarked that Del Rey's cover had a "somber and sinister" feel in comparison to the original.