Rules Don’t Apply: A Painfully Conventional Hollywood Romance


Editor’s Note: Rules Don’t Apply is currently playing in wide theatrical release.

Maybe Dylan Thomas was wrong. Maybe Thomas’ oft-cited, oft-abused admonition to “rage, rage against the dying of the light,” the most memorable line from his 1947 poem, “Do Not Go Gentle Into That Good Night,” shouldn’t be interpreted as a call to action, as a call to live life at its fullest, but maybe the exact opposite, acknowledging your own mortality, accepting that all creative sparks eventually, predictably expire, embracing praise (where warranted) and criticism (also where warranted) in equal measure (i.e., lifetime achievement awards), ultimately making way for the next generation of artists, musicians, and filmmakers with something meaningful to say. Unfortunately, Warren Beatty (Bulworth, Dick Tracy, Reds, Heaven Can Wait) probably decided to take Dylan Thomas at his word, writing, directing, and starring in Rules Don’t Apply, an overindulgent, overlong, forgettable trifle made by a long-past-his-prime filmmaker.

Beatty spent the better part of two decades developing the screenplay for Rules Don’t Apply with two-time Oscar winner Bo Goldman, but probably should have spent two more.

Despite a title that overtly promises narrative and dramatic innovation, if not outright genre subversion, Rules Don’t Apply is anything but. It’s an incredibly dull, painfully conventional Hollywood romance set in the late 1950s and early 1960s between Frank Forbes (Alden Ehrenreich), an ambitious limo driver, and Marla Mabrey (Lily Collins), a new-to-Hollywood actress/singer who arrives in Los Angeles from Virginia with her judgmental Southern Baptist mother, Lucy (Annette Bening), in tow. While Frank, a Sacramento native, dreams of becoming a big-shot real-estate developer with the help of Howard Hughes’ (Beatty, three decades too old for the role) vast fortune, Marla dreams of becoming the next big star(let). Like so many other young women before her (and after), she’s signed a long-term contract with Hughes. In exchange for exclusive rights, Marla gets a fully furnished home in the Hollywood Hills, acting and singing classes, and a steady paycheck. While she impatiently waits to film her screen test, she strikes up a casual relationship with Frank. Per their respective contracts, however, they can’t mix business with pleasure (thus the “rules don’t apply” line, later used in reference to their romance).

rules-dont-applyAs Marla waits (and waits) for Hughes, Frank becomes Hughes’ driver, confidant, and ultimately caretaker. Frank and Marla’s relatively chaste, innocent romance – pre-Sexual Revolution means both characters worry and fret about the morality of extra-marital intercourse – takes a backseat, sometimes literally, to their ambitions. Frank develops an unhealthy co-dependent relationship with Hughes, unsurprising given Hughes’ deteriorating mental state at the time, while Marla attempts to leverage a one-on-one meeting with a distracted Hughes into advancing her career. Both learn the predictable life lesson about work, life, and love (i.e., never choose work over life and love, unless you’re an eccentric billionaire, in which case you’re destined to die alone, abandoned by everyone except your servants and sycophants). An unengaging subplot involves Hughes’ decades-long fight to retain control of his corporation from competitors, including some inside his own company. Unsurprisingly, Hughes struggles with living up to the near mythic memory of his late father (insert yawn here).

Rules Don’t Apply is an overindulgent, overlong, forgettable trifle made by a long-past-his-prime filmmaker.

Remarkably, Beatty spent the better part of two decades developing the screenplay for Rules Don’t Apply with two-time Oscar winner Bo Goldman (Melvin and Howard, One Flew Over the Cuckoo’s Nest), but probably should have spent two more. Despite winning performances by Ehrenreich and Collins, not to mention a strong supporting cast that includes Matthew Broderick, delivering another short-on-integrity, long-on-sleaze performance as Hughes’ other driver and personal assistant, Alec Baldwin as Hughes’ onetime CEO and business rival (at least in Hughes’ paranoid, delusional mind), Annette Bening as Marla’s ultra-religious mother, and a scene-stealing turn from Haley Bennett (The Magnificent Seven remake, The Girl on the Train), as another starlet in Hughes’ employ, Rules Don’t Apply never rises above a bland, uninspired screenplay and lackluster, unimaginative direction. Beatty’s eighteen-year absence from filmmaking shows up in practically every poorly paced, badly edited scene.


Remarkably, Warren Beatty spent the better part of two decades developing the screenplay for Rules Don’t Apply , and only ended up with an overindulgent, overlong, forgettable trifle punctuated by a few winning performances.

  • 5.5

About Author

Mel Valentin hails from the great state of New Jersey. After attending New York University as an undergrad (politics and economics double major, religious studies minor) and grad school (law), he relocated from the East Coast to San Francisco, California, where he's been ever since. Since Mel began writing about film nine years ago, he's written more than 1,600 reviews and articles. He's a member of the San Francisco Film Critics Circle and the Online Film Critics Society.