Holli Would (Kim Basinger) is the main villainess from the 1992 movie Cool World.
She is a doodle, an inhabitant of the animated Cool World, but she wants to be a real woman living in the real world. She is willing to resort to anything without hesitation to make her dreams come true, even killing. The only way to get into the real world is to have sex with a noid (human) so that you too can become one. But the one big rule of Cool World is doodles and noids cannot have sex, it is a rule that Detective Frank Harris (the only current noid in Cool World) enforces seriously.
Holli tries to seduce Frank early on, but he rejects her, much to her anger and annoyance. So she summons another man from the real world in to the Cool World called Jack Deebs, she ends up seducing him with ease and becomes a noid herself. She then makes an attempt to leave with Jack to the real world, but Frank's doodle police partner Nails tries to stop her, so she sucks him up into a fountain pen, a lethal weapon when used on doodles. She and Jack then leave for the real world, ending up in Las Vegas.
It's there that she seeks out The Spike of Power, something that a doodle called Doc Whiskers, who once crossed over into the real world, placed on top of a hotel. Jack dismisses the spike as a doodle myth, so Holli kicks him in the face whilst they are driving and pushes him out of the car so she can continue her search.
Meanwhile Frank Harris has gone in to the real world to put a stop to Holli's plans. He finds her outside the hotel that The Spike of Power is on top of. There she is threatening Doc Whiskers with the fountain pen, as he has appeared to warn her not to remove the spike as removing it could destroy both worlds. She doesn't care though and pops him with the fountain pen.
Holli sees Frank and Jack arriving in a car and runs up a long flight of stairs into the hotel, Frank chases after her, he grabs her near the top of the stairs but she manages to take control of the situation and pushes him off the stairs, but Frank avoids falling and continues chasing her. Holli runs through some rooms and climbs out of the window on to a ledge to try and escape, Frank follows her and then tries to help her back in by climing out on to the ledge with her, but Holli uses this situation to push Frank off the ledge to his death below.
Holli manages to climb on to the top of the roof and finds The Spike of Power and removes it, releasing doodles into the real world and transforming herself and a lot of other people into doodles. This includes Jack who had followed Holli on to the roof, he gets a hold of the spike and returns it to its rightful place, but this results in himself, Holli Would and the other loose doodles to be returned back in to the Cool World, trapping them there forever as doodles.
- Kim Basinger later played villainess Judith Kuttner in The Nice Guys, and also appeared in Fifty Shades Darker as the evil Elena Lincoln.
Holli Would is the final boss in the Cool World video games, where you battle her on the hotel rooftop. In the NES version she attacks you by jumping into you and turning into a tornado and spinning at you. In the SNES version she removes the Spike of Power and unleashes doodles at you.