The unconventional love story of an aspiring actress, her ambitious driver, and their eccentric boss, the legendary billionaire Howard Hughes.


Warren Beatty


Warren Beatty (screenplay by), Warren Beatty (story by) | 1 more credit »
3 wins & 10 nominations. See more awards »





Cast overview, first billed only:
Steve Tom ... TV Newsman #2
Paul Sorvino ... Vernon Scott
Peter Mackenzie ... Gene Handsaker
Ivar Brogger ... T.V. Newsman #1
Dan Desmond Dan Desmond ... Gladwin Hill
Alden Ehrenreich ... Frank Forbes
Matthew Broderick ... Levar Mathis
Candice Bergen ... Nadine Henly
Martin Sheen ... Noah Dietrich
Hart Bochner ... Colonel Willis
Karl Florine Karl Florine ... Air Traffic Controller (as Karl J. Florine)
Annette Bening ... Lucy Mabrey
Lily Collins ... Marla Mabrey
Madisyn Ritland Madisyn Ritland ... Bella
Louise Linton ... Betty


It's Hollywood, 1958. Aspiring actress, songwriter, small town beauty queen and devout Baptist virgin Marla Mabrey (Lily Collins) has a contract with movie mogul Howard Hughes (Warren Beatty) and arrives with her mother (Annette Bening) in Los Angeles to do a screen test for one of his film projects. At the airport, they meet their driver Frank Forbes (Alden Ehrenreich). Forbes is an ambitious young man with a business plan and engaged to his 7th grade sweetheart, both deeply religious Methodists. The instant attraction that Marla and Frank feel for each other not only puts their religious convictions and moral values to the test, but also defies Hughes' #1 rule: No employee is allowed to have any relationship whatsoever with a contract actress. Hughes' enigmatic behavior intersects with Marla and Frank in separate and unexpected ways, and as they are drawn deeper into his bizarre world, their values are challenged and their lives are changed. Written by 20th Century Fox

Plot Summary | Add Synopsis


Comedy | Drama | Romance

Motion Picture Rating (MPAA)

Rated PG-13 for sexual material including brief strong language, thematic elements, and drug references | See all certifications »

Parents Guide:

View content advisory »

Did You Know?


After the success of Dick Tracy, Beatty attempted to get his Howard Hughes biopic off the ground with Steven Spielberg directing. This ended over creative differences and Spielberg's desire to cast Jack Nicholson as Hughes. See more »


Howard Hughes was married to Jean Peters from 1957-1971 so was not single and needing a wife to keep him out of the loony bin as purported in the story line. See more »


[Hughes alone with the drunk and flirtatious Marla]
Howard Hughes: You make an old guy courageous, Marla...
Marla Mabrey: Is that a compliment, Howard ?
Howard Hughes: You're not calling me Mr. Hughes... Makes me feel so much younger.
See more »

Crazy Credits

The end credits contain the standard disclaimer that all characters are fictional. But Howard Hughes, as well as his aides Noah Dietrich (played by Martin Sheen) and Robert Maheu (Alec Baldwin) are real people. See more »


Shall We Gather at the River
Written by Robert Lowry
Performed by Jack Boyd Singers
See more »

User Reviews

Uneven to Say the Least but It Was Entertaining
1 December 2016 | by Michael_ElliottSee all my reviews

Rules Don't Apply (2016)

*** (out of 4)

Marla Mabrey (Lily Collins) arrives in Hollywood as a contract player for the one and only Howard Hughes (Warren Beatty) but before long she realizes all the weird stories she's heard about him are true. She strikes up a friendship with her driver Alden (Frank Forbes), although they can't take it any further due to Hughes' rules about his workers dating his future stars. Before long the two young people grow closer to each other as well as Hughes.

Isn't it shocking that it's been nearly twenty-years since Beatty wrote and directed a movie? It's even more shocking that it's been fifteen-years since he acted in one. There have been rumors of Beatty doing a Howard Hughes bio-pic for decades and it was rather shocking when news broke that he was finally making it. In another shocking turn, what people got certainly wasn't what they expected. I saw the movie six days after its release and it's already bombed with critics and at the box office. Sadly the picture just wasn't what people expected or wanted and who knows if this is the last time we see the legend on the big screen.

I must admit that it's rather shocking to see Beatty basically making an old-fashioned romantic comedy. I mean, he could have done that but why waste his Hughes bio on that type of movie? I want to say that I did enjoy the movie and I found it to be quite charming but at the same time you just have to wonder what was going on with this thing. The picture is certainly uneven to say the least. The first hour is basically the romantic side of the two young characters with Hughes basically a supporting player. The second half of the picture kicks up the drama and darker elements as the romantic couple take a back seat and Hughes gets the attention. I'm really not sure why they done the story this way but it seems like one or the other would have made for something better. Did I mention the strange sex/religion stuff going on?

As I said, once you get over the fact that this isn't the type of movie you're expecting, once you set back into your seat, what we get here is pretty good. I thought the romance actually worked in an old-fashioned type of way and there were certainly some great performances here. Both Collins and Forbes are terrific together. Both of them nail their characters and they also share a terrific chemistry with each other. Collins is really the stand out as she perfectly captures the innocence of her character. Beatty is also terrific in his supporting role. The first portion of the film has him doing a lot of great comic timing but Beatty gets to show his dramatic side in the second half with the character's troubles come into play. It really makes you wonder what he could have done in a straight bio. The supporting players feature some very well-known actors and all of them do a fine job.

RULES DON'T APPLY has some great cinematography, nice music selection and for the most part it's just a charming and fun film. Until the drama starts and then the drama works just fine as well. I just don't think the two mixed all that well and that's why the film seems uneven. Sadly, RULES DON'T APPLY will probably become known as being a major flop, which is too bad because there's a good movie here. Most people probably won't see that because we expected more from Beatty.

13 of 23 people found this review helpful.  Was this review helpful to you? | Report this
Review this title | See all 82 user reviews »

Frequently Asked Questions

This FAQ is empty. Add the first question.






Release Date:

23 November 2016 (USA) See more »

Also Known As:

Rules Don't Apply See more »

Filming Locations:

Los Angeles, California, USA See more »


Box Office


$25,000,000 (estimated)

Opening Weekend USA:

$1,589,625, 27 November 2016

Gross USA:


Cumulative Worldwide Gross:

See more on IMDbPro »

Company Credits

Show more on IMDbPro »

Technical Specs


Sound Mix:

Dolby Digital | Dolby Atmos



Aspect Ratio:

1.85 : 1
See full technical specs »

Contribute to This Page

Recently Viewed