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Rules Don't Apply is a 2016 American romantic comedy-drama film written, co-produced and directed by Warren Beatty. The ensemble cast features Beatty, Annette Bening, Matthew Broderick, Lily Collins and Alden Ehrenreich.

Rules Don't Apply
Rules Don't Apply.png
Theatrical release poster
Directed by Warren Beatty
Produced by
Screenplay by Warren Beatty
Story by
Cinematography Caleb Deschanel
Edited by
Distributed by 20th Century Fox
Release date
  • November 10, 2016 (2016-11-10) (AFI Fest)
  • November 23, 2016 (2016-11-23) (United States)
Running time
126 minutes
Country United States
Language English
Budget $25 million[1]
Box office $3.9 million[1]

Set in 1958 Hollywood, the film follows the romantic relationship between a young actress and her driver, which is forbidden by their employer, Howard Hughes.[2] The film had its world premiere as the opening film of the AFI Fest on November 10, 2016,[3] and was theatrically released in the United States on November 23, 2016 by 20th Century Fox.[4] It received mixed reviews and was a box office bomb, grossing just $3.9 million against its $25 million budget.[1] The film was nominated for Best Actress in a Comedy or Musical for Lily Collins at the 74th Golden Globe Awards.



In 1964, Frank Forbes (Alden Ehrenreich), Levar Mathis (Matthew Broderick), and Nadine Henly (Candice Bergen) are anxiously waiting for Howard Hughes (Warren Beatty) to make a phone call to members of the press (including Peter Mackenzie and Paul Sorvino) at 4:30 p.m. Frank checks on Hughes, who is unresponsive.

The story then cuts back to 1958, where Frank goes to pick up Marla Mabrey (Lily Collins), a devout Baptist beauty queen from Virginia, who is also an aspiring actress, alongside her strict mother Lucy (Annette Bening). Frank becomes Marla's driver, chauffeuring her wherever she or her mother want to go. Marla is under contract with RKO, where she receives $400 a week and lives in a home paid for by Hughes and his associates.

Marla and Lucy start to become fed up with the fact that they have yet to meet Hughes, or find out information for Marla's upcoming screen test. During dinner, Lucy warns Marla about how Hughes is with young women and about men in Hollywood in general. During a drive to receive Marla's pay check, Lucy brings up her frustration to Frank. Frank tells them in confidence that he has not met Hughes either.

Marla befriends actresses Mamie (Haley Bennett) and Sally (Megan Hilty) and finds there are over 30 actresses signed by Hughes who live nearby. Frank is reminded by Levar that anyone working for Hughes cannot have a relationship with any contract actress. Frank drops Marla off at home, where Lucy suggests the two move back to Virginia since no progress is being made. Marla decides to stay.

Frank continues to drive Marla to class and back after her mother has left. Frank lets her drive to a plot of land Frank and Levar want to purchase and the two begin to connect. Marla is informed that she will finally meet with Hughes. They briefly chat at a hotel, where he calls Nadine to set up Marla's screen test. Marla asks questions but Hughes ignores her. Frank informs her that he will also be meeting with Hughes that night.

At his airport, Hughes reminds Frank that an employee cannot have a relationship with a contract actress and asks if he suspects anyone doing so. Frank goes home to see his fiancée Sarah (Taissa Farmiga) and her parents (Amy Madigan and Ed Harris). The next day, Frank and Marla discuss the previous night's events. Marla informs Frank that she is a virgin waiting for the right person with whom to have any intimate relationship. Marla performs a song she wrote. The two kiss and undress, but Levar interrupts. They try to cover up the fact why Frank was there.

Marla's screen test is with a director (Patrick Fischler) who is more concerned about seeing Marla in a bikini than hearing what she has to say. Hughes' longtime associate Noah Dietrich (Martin Sheen) informs Hughes that he should see a doctor, as he is beginning to behave strangely. Hughes is led to believe that in order not to be committed to a hospital, he must be married.

Hughes testifies in court, where he promises a senator (Ron Perkins) that his costly airplane the Hercules will fly. Frank tells fiancee Sarah they should take a break, but he and Marla have a disagreement and part ways. Marla goes to see Hughes at a hotel. A banker named Forester (Oliver Platt) and his associates are there, attempting to purchase Hughes' company, but he refuses to meet, infuriating them. Marla becomes upset and begins heavily drinking. Hughes tells her no one understands him. She performs the same song she performed for Frank, whereupon an emotional Hughes proposes to Marla, giving her a ring. They then have sex.

The next day, Hughes fires Noah, replacing him with Frank. He hires Robert Maheu (Alec Baldwin) to be the CEO of his father's company. Hughes also hires a body double to go to Las Vegas to discuss his airline. He makes Levar and Frank stay behind in Los Angeles, having them feed the press fake information in case someone discovers that he is not in Vegas. A doctor informs Marla she is pregnant. When she tells Hughes she is pregnant with his child, he asks if she is lying and needs money. Marla becomes upset and gets into another argument with Frank -– she tells him Hughes is everything her mother said he was. She leaves town.

Hughes decides to travel the world, Frank and Levar going along. They head to London, where Hughes flies his plane and unnerves a Colonel (Steve Coogan) with his bizarre behavior . They then travel to Nicaragua, where the president (Julio Oscar Mechoso) informs Hughes that he is being sued by the U.S. government for $645 million. Flying back to America, Hughes discovers he would have to sell his father's company in order to pay off the debt. Hughes consults Raymond Holliday (Dabney Coleman), who suggests he sell the company to Forester. Hughes agrees, on the condition they keep his name on the company.

The story cuts back to 1964, where Frank, Levar, and Nadine sit in Acapulco, waiting for Hughes to make his call to the press. It concerns a book written by Richard Miskin (Paul Schneider), who claims to have interviewed Hughes in person and that Hughes has no memory of anything that has happened in the last five years. Marla suddenly arrives with her and Hughes's son Matt (Evan O'Toole) to tell Hughes that Mamie will testify in court if Hughes decides to pursue legal action. She leaves her and Hughes's son with Hughes, who makes the phone call. Hughes tells the press that he has never met Miskin or even heard of him until the past few days.

After the call, Frank quits his job. He goes after Marla, asking if they can give a relationship a chance. The film ends with Frank, Marla, and Matt leaving the hotel, heading back to Los Angeles.




On June 20, 2011, Paramount Pictures announced that Warren Beatty would write, direct and star in an untitled film, his first directorial effort since 1998's Bulworth and his first acting role since 2001's Town & Country.[5] Beatty had been working on a biopic based on Howard Hughes' life for more than 40 years, after seeing him in a hotel lobby in the early 1970s and being fascinated by him.[6][7] The screenplay was written by Beatty, based on a story by himself and two-time Oscar-winning screenwriter Bo Goldman.[8] On September 16, 2011, Paramount dropped the project and New Regency Pictures picked it up.[9] The film then stayed in the development stages for almost three years.[10] On February 24, 2014, it was reported that New Regency and RatPac Entertainment were producing and financing the film,[11] with a $26.7 million budget ($25 million after taxes).[1][12]


Beatty began looking for an ensemble cast for the film in June 2011, with him playing the role of Howard Hughes. He met with Andrew Garfield, Alec Baldwin, Annette Bening, Shia LaBeouf, Jack Nicholson, Evan Rachel Wood, and Rooney Mara to co-star.[13] On November 14, 2011, Felicity Jones was cast as the female lead,[14] but later dropped out of the role, due to production delays.[15] Justin Timberlake and Alden Ehrenreich were up for the male lead, while Bening, Nicholson, Baldwin, and Owen Wilson were rumored for other roles.[16] By February 2014, Beatty had cast Alden Ehrenreich, Lily Collins, Matthew Broderick, and Annette Bening among the ensemble. Collins portrays a young actress named Marla Mabrey, and Ehrenreich co-stars as Frank Forbes, assistant to Hughes, and who along with Hughes, becomes romantically involved with Mabrey.[11]

On February 27, 2014, it was reported that Candice Bergen had joined the supporting cast, portraying Hughes' secretary Nadine Henly.[17] On March 6, 2014, Martin Sheen was cast in an unknown role, later confirmed to be Noah Dietrich.[18] Taissa Farmiga later joined the cast as Frank's fiancée Sarah Bransford.[19] In April 2014, Brooklyn Decker revealed that Beatty had asked her to improvise on the film, but she did not know if her scenes would make the final cut.[20] On May 9, 2014, Alec Baldwin joined the cast, portraying Robert Maheu, the reclusive billionaire's lawyer.[21]

In March 2015, The New York Times reported that Dabney Coleman would co-star in an unspecified role.[22] In February 2016, Steve Coogan's casting in the film was reported.[23] That same month, Farmiga revealed in an interview that Ed Harris and Amy Madigan would be portraying her character's parents.[24] In April 2016, the casting of Josh Casaubon was reported.[25]


Principal photography for the film began on February 24, 2014 in Los Angeles, California.[26][27] Studio production took place at the Sunset Gower Studios in Hollywood.[22] On location filming took place at multiple venues, including S. Grand Avenue, Musso & Frank Grill, and the Millennium Biltmore Hotel.[28][29][30] It was reported that production had been completed on June 8, 2014, after 74 filming days.[31] Additional filming took place in late February 2015.[22]



The first production still from the film, featuring Collins and Bening, was released by Elle in October 2014.[32] Images of Collins, Ehrenreich, and Beatty were released on May 18, 2016.[33][34] In August 2016, Entertainment Weekly released another image from the film, featuring Ehrenreich and Beatty.[35]


In April 2016, it was announced that 20th Century Fox would distribute the film with New Regency Pictures, with a planned fall 2016 release.[36] Rules Don't Apply had its world premiere at the AFI Fest on November 10, 2016.[37] The film was originally scheduled for release on November 11, 2016,[38] but was pushed back two weeks and released on November 23, 2016.[39]

Home mediaEdit

The film was released on Amazon Video and iTunes on February 14, 2017, and Blu-ray and DVD in the United States on February 28, 2017.[40]


Box officeEdit

Rules Don't Apply was unsuccessful financially.[41] Rules Don't Apply opened alongside Moana, Allied and Bad Santa 2, and was initially expected to gross $3–5 million in its opening weekend and $7–9 million over its first five days, from 2,382 theaters.[42] However, the film made $65,000 from Tuesday night previews at 1,100 theaters,[43] and just $315,000 on its first day (for a per-theater average of $129), and five-day projections were lowered to $2.2 million.[44] The film ended up grossing $1.6 million in its opening weekend (with a five-day total of $2.2 million), finishing 12th at the box office. It marked the worst Thanksgiving debut ever for a wide release and 6th worst opening ever for a film playing in more than 2,000 theaters.[45] In its second weekend, the film grossed $543,058 (a drop of 65.8%), with a per-theater average of $233 from 2,386 screens, finishing 17th at the box office and marking one of the biggest second-weekend drops of all time.[46] In the film's third weekend, it grossed $37,215 (a drop of 93.1%), with a per-theater average of $209.[47] The film closed on December 22, 2016, ending its domestic run with $3.7 million.[1]

Critical responseEdit

Rules Don't Apply received mixed reviews from critics. On review aggregator Rotten Tomatoes, the film has an approval rating of 55%, based on 153 reviews, with an average score of 5.8/10. The critical consensus reads, "With Rules Don't Apply, Warren Beatty takes an overall affable – but undeniably slight – look at a corner of old Hollywood under Howard Hughes' distinctive shadow."[48] On Metacritic, the film has a score of 60 out of 100, based on 40 critics, indicating "mixed or average reviews".[49] Audiences polled by CinemaScore gave the film an average grade of "B-" on an A+ to F scale.[50]

Todd McCarthy of The Hollywood Reporter wrote, "At once an amusingly eccentric take on a billionaire fixated with controlling other people's lives and a romance about a young couple constipated by the conservative religious and social sexual mores of the 1950s, this is a fitfully funny quasi-farce that takes off promisingly, loses its way mid-flight and comes in for a bumpy but safe landing."[51] Variety critic Peter Debruge wrote, "Warren Beatty certainly took his time in getting this sprawling Spruce Goose of a movie off the ground, as the romance distracts from the Howard Hughes portrait, or vice versa."[52]

The Guardian's Jordan Hoffman awarded the film 3/5 stars, writing, "The legend's odd and energetic film is a mix of fun, sadness and fatigue, and while not everything falls into place, it has its share of entertainment."[53] Simon Thompson of IGN gave the film a 6/10 and wrote, "It's an odd beast of a movie that sometimes works perfectly and is absolutely enchanting and then at other times just feels leaden and either half-baked or overdone. The story is great, there is some snappy dialogue and some nicely drawn characters and the cast can't be faulted [...] but unlike directors such as the Coen brothers, Beatty fails to make it pop and, in most cases, criminally underutilizes them – this does both them and the film a disservice."[54] David Palmer of The Reel Deal gave the film a rating of 3/10, writing, "As someone who appreciates Warren Beatty's place and contribution to Hollywood history, I hope and pray he appears in at least one more great film, because ending his career on something as poorly assembled and downright boring as Rules Don't Apply would be devastating."[55]


List of awards and nominations
Award Date of ceremony Category Recipient(s) Result Ref(s)
Critics' Choice Awards December 11, 2016 Best Song "The Rules Don't Apply" – Eddie Arkin and Lorraine Feather Nominated [56]
Golden Globe Awards January 8, 2017 Best Actress in a Motion Picture – Musical or Comedy Lily Collins Nominated [57]
Hollywood Film Awards November 6, 2016 New Hollywood Award Won [58]
Hollywood Costume Design Award Albert Wolsky Won
Hollywood Music in Media Awards November 17, 2016 Best Song – Feature Film "The Rules Don't Apply" – Eddie Arkin and Lorraine Feather Nominated [59][60]
San Diego Film Critics Society December 12, 2016 Breakthrough Artist Alden Ehrenreich (also for Hail, Caesar!) Nominated [61]


  1. ^ a b c d e "Rules Don't Apply (2016)". Box Office Mojo. Retrieved December 21, 2016. 
  2. ^ Chitwood, Adam (January 15, 2015). "Lily Collins Says Warren Beatty's Howard Hughes Film Is About "the Trials and Tribulations" of 1950s Hollywood". 
  3. ^ Hammond, Pete (August 30, 2016). "Warren Beatty's 'Rules Don't Apply' To World Premiere As AFI Fest Opening Night". Retrieved August 30, 2016. 
  4. ^ Busch, Anita (July 14, 2016). "'Rules Don't Apply' Trailer: First Look At Warren Beatty's Star-Studded Film". Retrieved July 14, 2016. 
  5. ^ Kilday, Gregg (June 20, 2011). "Warren Beatty Returning to Filmmaking With Paramount Project". The Hollywood Reporter. Retrieved February 26, 2014. 
  6. ^ "Warren Beatty's Big Return to Hollywood: The Real Reason for His 13-Year Disappearance!". Closer. November 25, 2014. Retrieved December 28, 2014. 
  7. ^ Gallagher, Paul (May 18, 2014). "Warren Beatty puts his reputation on the line (again) with Howard Hughes biopic". The Independent. Retrieved December 28, 2014. 
  8. ^ "Rules Don't Apply". 20th Century Fox. Retrieved May 18, 2016. 
  9. ^ L. Weinstein, Joshua (September 16, 2011). "Paramount Drops Warren Beatty Movie, New Regency Picks It Up". TheWrap. Retrieved February 26, 2014. 
  10. ^ Goldberg, Matt (February 24, 2014). "Warren Beatty's Long-Gestating Howard Hughes Film Begins Production; Alden Ehrenreich and Lily Collins to Star". 
  11. ^ a b Busch, Anita (February 24, 2014). "Warren Beatty's Untitled Howard Hughes Pic Finally Takes Flight Financed By Billionaire Boys' Club; Ehrenreich, Collins To Star In Love Story; Bening And Broderick Also In". Retrieved February 26, 2014. 
  12. ^ Hammond, Pete (April 13, 2016). "Fox & New Regency Setting Fall Release For Warren Beatty's Howard Hughes Movie". Retrieved April 18, 2016. 
  13. ^ Fleming Jr, Mike (June 22, 2011). "Warren Beatty Playing Howard Hughes, Great Cast Circling". Retrieved February 26, 2014. 
  14. ^ Lussier, Germain (November 15, 2011). "Felicity Jones To Star In Warren Beatty's Howard Hughes Film". /Film. 
  15. ^ Ge, Linda (February 24, 2014). "Lily Collins Replaces Felicity Jones in Warren Beaty's Howard Hughes Biopic; Alden Ehrenreich Also In". Up and Comers. 
  16. ^ Fleming Jr, Mike (November 14, 2011). "'Like Crazy's Felicity Jones Is Warren Beatty's Choice For Howard Hughes Film". Retrieved February 26, 2014. 
  17. ^ Friedman, Roger (February 27, 2014). "Exclusive: Candice Bergen Joins Warren Beatty's "Howard Hughes" Movie". Showbiz411. 
  18. ^ Busch, Anita (March 6, 2014). "Martin Sheen Joins Cast Of Warren Beatty's Howard Hughes Movie". Retrieved March 7, 2014. 
  19. ^ Grey, Nathaniel (May 27, 2014). "Coming to Theatres: Taissa Farmiga to Work with Warren Beatty". FrontiersLA. Retrieved June 8, 2014. 
  20. ^ Stern, Marlow (April 11, 2014). "Brooklyn Decker on Her 'Horrible' Modeling Experiences, Marriage, and Cracking Hollywood". The Daily Beast. Retrieved April 3, 2016. 
  21. ^ Busch, Anita (May 9, 2014). "Alec Baldwin Joins Warren Beatty's Untitled Howard Hughes Project". Retrieved May 10, 2014. 
  22. ^ a b c Cieply, Michael (March 6, 2015). "If Warren Beatty Is Directing, Shooting Can Wait. For Years.". The New York Times. Retrieved May 2, 2015. 
  23. ^ Ford, Rebecca (February 13, 2016). "Berlin: Paul Rudd, Steve Coogan to Play Married Couple in 'An Ideal Home'". The Hollywood Reporter. 
  24. ^ Brown, Emma (February 22, 2016). "Taissa Farmiga Takes the Stage". Interview. 
  25. ^ "Who Is Kris Hall on 'Criminal Minds: Beyond Borders'". April 6, 2016. Retrieved April 6, 2016. 
  26. ^ Brevet, Brad (February 24, 2014). "Warren Beatty Begins Work on Howard Hughes Film with Alden Ehrenreich". Rope of Silicon. Retrieved February 26, 2014. 
  27. ^ "Warren Beatty moving forward with long-gestating Howard Hughes film". Daily Express. February 25, 2014. Retrieved February 26, 2014. 
  28. ^ "Friday, May 2 Filming Locations for The Untitled Warren Beatty Project, The Kroll Show, Law & Order: SVU, How & Why, and more!". On Location Vacations. May 2, 2014. 
  29. ^ Bahr, Lindsey (February 9, 2016). "Alden Ehrenreich impresses big names on the way to playing 'Hail, Caesar!' cowboy". Chicago Sun-Times. 
  30. ^ "Filming List – Feature Films" (PDF). Millennium Biltmore Hotel. December 11, 2014. 
  31. ^ Friedman, Roger (June 8, 2014). "Warren Beatty Wraps 74 Day Shoot on Howard Hughes Movie". Showbiz411. 
  32. ^ "Women In Hollywood Honorees". Elle. October 20, 2014. 
  33. ^ Chitwood, Adam (May 18, 2016). "First 'Rules Don't Apply' Images Reveal Warren Beatty's First Film in 18 Years". Retrieved May 18, 2016. 
  34. ^ Nashawaty, Chris (May 18, 2016). "Warren Beatty as Howard Hughes: See the exclusive first look of Rules Don't Apply". Entertainment Weekly. Retrieved May 18, 2016. 
  35. ^ "Fall Movie Preview 2016: 'Fantastic Beasts,' 'Rogue One,' and 76 Other Films". Entertainment Weekly. August 23, 2016. Retrieved August 24, 2016. 
  36. ^ Ford, Rebecca (April 13, 2016). "CinemaCon: Warren Beatty's Howard Hughes Film to Get Fall Release From Fox, New Regency". The Hollywood Reporter. Retrieved April 13, 2016. 
  37. ^ McNary, Dave (August 30, 2016). "Warren Beatty's Howard Hughes Movie 'Rules Don't Apply' to Open AFI Fest". Variety. Retrieved August 30, 2016. 
  38. ^ McNary, Dave (May 18, 2016). "Warren Beatty's Howard Hughes Movie Gets November Release". Variety. Retrieved May 18, 2016. 
  39. ^ Murthi, Vikram (July 14, 2016). "'Rules Don't Apply' Trailer: Warren Beatty Stars as Howard Hughes In 1950's Hollywood Rom-Com". IndieWire. Retrieved July 14, 2016. 
  40. ^ "Rules Don't Apply". Retrieved February 16, 2017. 
  41. ^ Over schedule, over budget and overly ambitious: how Warren Beatty became the king of Hollywood flops
  42. ^ D'Alessandro, Anthony (November 21, 2016). "Will 'Moana' Slay 'Fantastic Beasts' Over The Thanksgiving Stretch?". 
  43. ^ Ford, Rebecca (November 23, 2016). "Box Office: 'Moana' Hooks Record $2.6 Million Tuesday". The Hollywood Reporter. Retrieved November 24, 2016. 
  44. ^ McClintock, Pamela (November 23, 2016). "Box Office: 'Moana' Owns Thanksgiving Holiday; Warren Beatty's 'Rules Don't Apply' Bombs". The Hollywood Reporter. Retrieved November 24, 2016. 
  45. ^ D'Alessandro, Anthony (November 24, 2016). "'Moana' Rings Up $81M+ & Ranks As 2nd Best Thanksgiving Debut After 'Frozen'". Retrieved November 27, 2016. 
  46. ^ D'Alessandro, Anthony (December 4, 2016). "'Moana' Keeps Fire Going In Chilly December Weekend; 'Manchester' & 'Jackie' Bask In Awards Season Rays". 
  47. ^ D'Alessandro, Anthony (December 11, 2016). "'Moana' Shuts 'Office Christmas Party' Out Of No. 1, But Raunchy Comedy Loud With $17M+ – Sunday Update". Retrieved December 23, 2016. 
  48. ^ "Rules Don't Apply (2016)". Rotten Tomatoes. Retrieved June 15, 2017. 
  49. ^ "Rules Don't Apply reviews". Metacritic. Retrieved June 15, 2017. 
  50. ^ Brevet, Brad (November 22, 2016). "'Moana' Sets Sights on $80+ Million 5-Day Thanksgiving Debut". Box Office Mojo. Retrieved November 24, 2016. 
  51. ^ McCarthy, Todd (November 11, 2016). "'Rules Don't Apply': Film Review – AFI Fest". The Hollywood Reporter. Retrieved November 22, 2016. 
  52. ^ Debruge, Peter (November 11, 2016). "AFI Film Review: 'Rules Don't Apply'". Variety. Retrieved November 22, 2016. 
  53. ^ Hoffman, Jordan (November 11, 2016). "Rules Don't Apply review – Warren Beatty as Howard Hughes: a strangely compelling vanity project". The Guardian. Retrieved November 22, 2016. 
  54. ^ Thompson, Simon (November 16, 2016). "Rules Don't Apply Review". IGN. Retrieved November 22, 2016. 
  55. ^ Palmer, David (November 24, 2016). "'Rules Don’t Apply' a Boring, Disappointing Return for Warren Beatty". The Reel Deal. 
  56. ^ Coggan, Devan (1 December 2016). "Critics' Choice Awards 2017: La La Land, Moonlight, Arrival lead movie nominees". Entertainment Weekly. Retrieved 2 December 2016. 
  57. ^ "Golden Globe Nominations: Complete List". Variety. December 12, 2016. Retrieved December 12, 2016. 
  58. ^ "Nicole Kidman, Hugh Grant, Naomie Harris and Lily Collins to be Honored". Hollywood Film Awards. October 21, 2016. Retrieved November 2, 2016. 
  59. ^ McNary, Dave (November 2, 2016). "'La La Land' Scores Three Hollywood Music in Media Nominations". Variety. Retrieved November 3, 2016. 
  60. ^ Pedersen, Erik (November 18, 2016). "Justin Timberlake & Alexandre Desplat Among Winners At Hollywood Music In Media Awards". Retrieved November 18, 2016. 
  61. ^ Adams, Ryan (December 9, 2016). "San Diego Film Critics Society Nominations 2016". Retrieved December 10, 2016. 

External linksEdit