Small town beauty queen and aspiring actress Marla Mabrey (Lily Collins) finds herself attracted to her personal driver Frank Forbes (Alden Ehrenreich), even though it defies their employer Howard Hughes’ #1 rule: no employee is allowed to have an intimate relationship with a contract actress. Credit: Francois Duhamel-Copyright © 2016 Twentieth Century Fox Film Corporation.

Small town beauty queen and aspiring actress Marla Mabrey (Lily Collins) finds herself attracted to her personal driver Frank Forbes (Alden Ehrenreich), even though it defies their employer Howard Hughes’ #1 rule: no employee is allowed to have an intimate relationship with a contract actress. Credit: Francois Duhamel-Copyright © 2016 Twentieth Century Fox Film Corporation.
It might be an inauspicious time for tales of unstable billionaire moguls with tremendous power over other people's lives, a subject we all are getting more than enough of every time we turn on the evening news. But that's the passion project Warren Beatty has been batting around since the mid-1970s, when he first signed a contract with Warner Bros. to write, produce, direct and star in a biopic about the then-recently departed Howard Hughes.

It's not hard to see what would attract Beatty to Hughes. Both came to Hollywood as mercurial and obsessive wunderkinder and quickly earned reputations as among history's most notorious Lotharios. Also like Hughes, Beatty has become something of a recluse in recent years, last appearing on screen in 2001's Town & Country and last taking the director's chair in 1998's Bulworth.

Rules Don't Apply marks both Beatty's return to the big screen and the culmination of his 40-year dream to make a Hughes film. It was in one important sense destined to fail — Martin Scorsese beat Beatty to the punch in making the grand sweeping Hughes biopic a decade ago with The Aviator, which took home a Spruce Goose full of Oscars in 2005.

But that failure freed Beatty to make a completely different kind of film. The Hughes of Rules Don't Apply — played by Beatty himself as an addled and paranoid but mostly well-meaning manchild — is arguably just a supporting character, albeit a critical one. The film instead is largely an old-fashioned romance, smartly centered on two rising stars — Lily Collins (daughter of the singer Phil) and Aldo Ehrenreich (who stole the show as the dimwitted cowboy in Hail, Caesar! earlier this year) — who together have undeniable chemistry.

Collins plays Marla Mabrey, a rosy cheeked and impressively eyebrowed aspiring actress from Front Royal, Virginia, who jumps at the chance for stardom when she is offered a $400 retainer by Hughes' studio. Self-possessed if not all that self-confident, Mabrey is disheartened to learn that she's actually just one of 26 young starlets Hughes has installed in homes and apartments across Los Angeles, most of whom have never actually met the man. Neither blonde nor a bombshell (she's more of an Audrey Hepburn type), and with musical talents that run more toward composition than performance, the devout Baptist begins to fear that her mother was right — that she'll never even get a screen test, and is being paid effectively to serve in Hughes' harem. Collins is tremendously likable, but even more importantly manages to flesh out a three-dimensional portrait of a "good girl" who is no naïf, and who will fight for what she wants. 

Assuaging those fears is her personal driver, Frank Forbes (Ehrenreich), who likewise is a piously religious Christian who came to Hollywood with big dreams. Though Forbes, like Mabrey, also has never met Hughes, he takes a job with his organization in hopes of eventually getting the boss' ear for long enough to sell him on an idea of developing homes in the San Fernando Valley. Along the way, he meets and falls for Mabrey, and inspires her to believe in herself. Alas, Forbes is warned repeatedly by the jaded senior driver, played by Matthew Broderick, of strict company policy that any drivers found fraternizing with the actresses will be summarily dismissed. Even as he continues to move up in the ranks of Hughes' henchmen, Forbes feels his dreams, and the love of his life, slipping further away. Ehrenreich heartbreakingly renders the shift as Frank's basic decency is curdled by cynicism and disillusionment. 

The film is divided into three acts and Beatty's Hughes doesn't appear on screen at all for the first of those. When he does enter the picture, the effect is utterly disruptive. For some, this might be a complaint — a moment when the story of two naïve dreamers goes off the rails. I rather think it's intentional. Hughes was, in life and in history, a disruptive figure. It's natural that the fictionalized version would take command of the film, just as the real-life figure could take command of a room, or an industry, or the imagination of millions. But viewed through Marla and Frank's more narrow personal focus, Beatty is showing just how chaotic this kind of transformative figure can be. His presence and attention offers both of them tremendous promise, but his quixotic moods and fixations also present real peril — including literal mortal danger.

In addition to the core relationship between Collins and Ehrenreich, the film is dotted with delightful cameos, including Candice Bergen as Hughes' gal Friday, Alec Baldwin as a TWA CEO who has never met his boss and Oliver Platt as a Merrill Lynch money man who goes to comic extremes to try to get a face-to-face interaction with the person to whom he's lending hundreds of millions of dollars. Also worth highlighting are the gorgeous efforts of veteran cinematographer Caleb Deschanel and especially production designer Jeannine Oppewall, who has assembled a visual feast sure to delight any enthusiast of mid-century modern furniture and design.

Rules Don't Apply isn't the epic masterpiece Beatty likely once imagined he'd make. It is nonetheless a warm and endearing film, spiked with more than a touch of menace, that shows just how much we've missed his voice all these years.


Rules Don't Apply

4 out of 5 stars

Rated PG-13. Directed by Warren Beatty.

Starring Lily Collins, Alden Ehrenreich, Warren Beatty.

Opens Nov. 23.