Warren Beatty on His Long-Awaited Return to Hollywood With ‘Rules Don’t Apply’

warren beatty variety cover story
Art Streiber for Variety

“Hello. It’s Hollywood Actor Warren Beatty.”

And so it is. The voice on the other end of the phone would be hard to duplicate. As would the rhetorical joyride that the actor/writer/director is about to take me on — as winding as the road to his Mulholland Drive home.

It begins with a riff on the Democratic National Convention (“authentic,” if a bit “too stage-managed”), followed by a quick non sequitur: news of a man who will attempt to jump out of an airplane without a parachute. Then he’s making a quick calculation of how much he stands to collect if someone (like me) watches “Bonnie and Clyde,” on pay-per-view (“$1.39. Let’s call it $1.40.”) All of which seems like mere throat clearing once Beatty launches into an accounting of the multiple preoccupations of the man he plays in his upcoming movie, Howard Hughes.

“Flying, filming, fornicating. All those F’s!” Beatty muses. “And all those things that might seem like the answer to the American dream. But they are not the answer to the American dream. Because they don’t make you any less paranoid and any less a hypochondriac.”

The conversation is standard-issue Henry Warren Beatty. It’s prolonged, meandering, frequently inspired, maddeningly unfocused, and — in the final analysis — winning. Seductive as the man himself.

“He’s bat-shit crazy,” says one recent collaborator, “and wonderful.”

Art Streiber for Variety

With more than his share of landmark films — from “Bonnie and Clyde” and “Shampoo” to “Reds” and “Heaven Can Wait” — Beatty loomed large in the second half of the last century, when stars still powered Hollywood. Fans didn’t just wait for the next franchise film or sequel. They let the likes of Beatty take the wheel, regardless of subject, and steer them wherever he wanted to go.

Now the 79-year-old father of four, begging your indulgence, would like to try it one more time. When “Rules Don’t Apply” premieres Nov. 23, it will be more than 18 years after the release of “Bulworth,” the last film that Beatty starred in, wrote, directed, and produced.

Beatty would never be so “reductive” (a word he employs routinely, deflecting questions) as to describe himself as “anxious” about the impending debut of his new movie. But in our conversations, certain pained observations recur. He bemoans the seeming inability of today’s films to open small, then slowly seduce the public. “What would happen today to ‘Lawrence of Arabia’ — with an unknown actor and a camel and all that desert?” he implores. And he remembers “Bonnie and Clyde” building slowly, not catching fire until a few critics took a second look, and Time magazine put the film’s romping sociopaths on its cover.

The flowering of a thousand news outlets since Beatty’s last outing has not made his reprise feel any easier. Beatty talks about how “the levels of negativity have really grown.” He later adds, “God knows what you are subjecting yourself to.” He sounds like a man about to release a butterfly into a gas chamber.

As wide as the gap has been since Beatty’s last appearance on screen (“Town & Country” in 2001), the gestation of “Rules” has been even more gaping. It will be roughly half a century from the auteur’s first inspiration to make a movie featuring Howard Hughes until the day distributor 20th Century Fox pulls back the curtain on the Prince of Hollywood’s 23rd film.

Beatty offers no apology for his long absence. He took years to direct the construction of a home, with sweeping views from the coast to the Valley. And he built something else cynics might have thought the infamous lothario never would — a family — which includes his wife of 24 years, actress Annette Bening, and their four children.

“Something happened called ‘living,’” Beatty says. “That’s what happened.”

As a man who first starred on the big screen in 1961, opposite Natalie Wood in “Splendor in the Grass,” Beatty arguably has been a movie star longer than anyone still working in the business. (Credits for Clint Eastwood, 86, go back further, but begin with television, not film).

Beatty can recall how John F. Kennedy wanted the actor to portray him as a WWII Navy officer in “P.T. 109,” a role he rejected. He can demonstrate Edward G. Robinson’s technique for lighting a cigar, or tell of Katharine Hepburn warning that “a happy set makes a dull film.” He remembers meeting Clifford Odets at a party (“upstairs, at Romanoff’s”), and how the acclaimed playwright told him he ought to learn a bit more about another guest that night who Beatty had never heard of — director Jean Renoir.

“He could have embarrassed me, but he was too kind,” Beatty recalls. “He said, ‘I think you might want to see a little something called ‘Grand Illusion,’ and then you might see something called ‘Rules of the Game.’” Beatty, newly arrived in Hollywood, tracked down the films and a 16mm projector. “And to my credit, I thought, ‘These may be the best movies I have ever seen.’”

Beatty may be unique among modern Hollywood’s stars for the paucity of films he made, even at the height of his career. The movies that he conjured up as producer, director, writer, and star marinated for years, sometimes a decade or more. Beatty was (and still is) known for towering attention to detail and an inability to make a decision until he absolutely had to.

Former Warner Bros. chief Bob Daly recalls that “Love Affair” (in which Beatty starred with Bening) was just a day or two from previews in 1994, but a final print could not be made. Beatty was waffling over whether to include one last song. Finally, the former studio boss called the star. “I said, ‘I am counting to 10, Warren. You tell me whether the song is in or out,’ ” Daly recalls. “ ‘If you can’t decide, I will.’ ”

Even as Daly ran through the countdown, Beatty argued for the song. And against it. He finally decided the tune had to go … then immediately asked Daly if he could revisit his decision between the previews and opening.

“I said, ‘No way,’” Daly says with a laugh. “That’s just Warren. He has a process.… He is one of the most fascinating people you could ever talk to. But to get something completed, that’s another story.”

Back in Charge: As Howard Hughes, Beatty is again calling the shots in “Rules Don’t Apply.”
Courtesy of 20th Century Fox

Diane Keaton remembers the year-long sessions filming “Reds,” with as many as 30 takes for a single close-up. Linked romantically to Beatty at the time, she says his attention to detail, and need for control, cannot be separated from his genius. “You don’t become Warren Beatty — director, producer, movie star, sex symbol — without some of that,” Keaton says. “It’s a Stradivarius. It’s a certain kind of instrument. It’s something unique and rare and brilliant.”

Beatty has seen, and knows, a lot. But he has to be cajoled to talk about his views on the state of the industry today. More than once — mirthfully, at first, but with increasing agitation — he rejects the idea of citing other filmmakers he admires. “I won’t talk about that,” he says. “You can’t make me.” When he does offer an opinion, it’s invariably preceded with, “Now, make it clear I’m not pontificating.”

What Beatty sees today — a little wistfully, but without denial — is a Hollywood increasingly driven away from the kind of character studies that were his cinematic signature and toward popcorn films, sequels, and, conversely, smaller bespoke works that will play out on a thousand different platforms, but not necessarily in movie theaters.

“We have to face the fact that our kids are looking at things on their iPhones to see, with a greater sense of urgency, just what’s happening in the world,” he says. “People don’t always want to get a babysitter, get in their cars, find parking, and go out for a night at the movies. And we have to respond to that.”

He believes the answer lies in giving the audience the convenience it wants — day-and-date releases of first-run films in the home. But that can work, Beatty says, only if a nearly 70-year-old prohibition on co-ownership of movie studios and theaters is reversed, and if exhibitors are allowed to share a portion of future at-home receipts that new technology will allow.

“We are living under the 1948 Consent Decree of the Supreme Court. So we are living in the past,” Beatty says. “I think that will be — has to be — remedied by the reinvention of exhibition.” That means freedom for studios to own a piece of theater companies, and vice versa, he says.

He offers a story dating back to 1981, when he released “Reds,” as more evidence of the stubborn inflexibility of the film-distribution game. He got a friend, pollster Pat Caddell, to ask consumers if they would pay more to see the 3-hour, 20-minute epic. The survey found people willing to pay two, three, even four times more for a ticket. But Beatty couldn’t get theater owners to budge on ticket prices. Still, he believes the day will come for variable pricing of movies.

“I think that the commercial possibilities of those films that are less predictable — not sequels and not tentpoles — will become commercially more viable, once again, once we can charge what a picture is really worth,” he explains.

Films will be allowed to come in more shapes and sizes, like books, and “that can stimulate the development of the art form,” Beatty says, adding, “or what David Lean once told me was ‘the great near-art-form of filmmaking.’”

It was 1964 and Beatty was paying a visit to a lady friend at the Beverly Hills Hotel, when he noticed some men skulking about the premises. He feared they were tabloid reporters, interested in his already-storied love life, so he went to hotel management. They assured him the men worked for another guest, Howard Hughes.

Beatty never did meet the legendary figure, but the near-encounter — and the fact that the billionaire occupied a full seven suites and five bungalows at the hotel — left him amused and intrigued. There must be a movie in there somewhere, he thought.

“Flying, filming, fornicating — all those F’s! They are not the answer to the American dream, because they don’t make you any less paranoid and any less a hypochondriac.”
Warren Beatty

What followed was decades of pondering, rethinking, countless conversations, a small pile of scripts, and, finally, pre-production preparations that resembled nothing so much as theater camp, as the film’s principals hunkered down at Beatty’s place.

Arnon Milchan, the Oscar-winning producer who helped assemble financing for “Rules Don’t Apply,” recalls the days roughly five years ago when Beatty definitively shifted the focus of the film away from Hughes and onto a couple of fictional young people who worked for the billionaire.

Beatty — a tortured perfectionist and incessant tinkerer — arrived at Milchan’s Carbon Beach home for three days running. He wrote and rewrote scenes, running each by his patron until as late as 3 a.m.

“I was like, ‘I can’t believe this is happening. I have never seen anything like this,’” recalls Milchan, who has helped finance and produce more than 150 films, including Oscar winners “12 Years a Slave” and “Birdman.” “It was like a racehorse; once it starts to run, you can’t stop it.”

Beatty had come from a time when studios bankrolled films. But his inaugural 21st-century directing venture only briefly had studio backing — from Paramount Pictures, which shortly pulled out of an arrangement to pay half the cost of “Rules Don’t Apply,” says an individual familiar with the production’s financing.

Beatty then turned to a network of 15 wealthy friends and their associates to join him in investing in the movie, among them real estate magnate Steve Bing, supermarket investor Ron Burkle, Brett Ratner and James Packer’s RatPac Entertainment, investor Jeffrey Soros, former Yahoo and Warner Bros. chairman Terry Semel, Milchan’s New Regency, and banker/political fundraiser Steve Mnuchin, who has a cameo in the movie.

The partners (all of whom are receiving a producer credit) agreed to pay for the film, then stand aside.

“We all put in the money and said, ‘Go make your movie. We will leave you alone,’” Milchan recalls. “ ‘Just tell us when you’re ready.’ ” The Israel-born magnate says he trusted “the master.” Beatty, endlessly thankful, calls his patron “the Medici of the movies.”

In his younger days, when Warner Bros. had an interest in the film, Beatty thought he would make a Hughes biopic. But in a new century, he focused “Rules Don’t Apply” on Frank Forbes (Alden Ehrenreich), a fictional Hughes driver, and Marla Mabrey (Lily Collins), a mythical actress on contract with the billionaire’s RKO studios. Forced together by circumstance, the pair can’t have each other, in part, because of the boss’ rule: no romantic liaisons between employees.

Instead of a movie that fixated on Hughes’ paranoia and abundant fetishes (banana-nut ice cream and codeine, prime among them), the final version hones in on the Hollywood of Beatty’s youth and the coming of age of two young people — a much more hopeful, and upward, story trajectory.

But Beatty is of the era when the personal was political. “Rules” is much more, to him, than another love story.

“It’s about the hypocrisy of the commercialization of sex,” he says, “at the same time we have a country that has never completely shaken the Massachusetts Bay Colony, Jamestown, and the consequences of American sexual Puritan guilt. A lot of the rest of the world — like the French — are laughing at us.”

Could Beatty, the renowned lady’s man, really have been a prisoner of Puritan values? Yes, he claims. He carried the weight of a Southern Baptist upbringing from his native Virginia. But surely he overcame such inhibitions? The leading man’s response is oblique, verging on impenetrable, though he does not deny the force of the sexual revolution of the 1960s and ’70s.

“At its root, what it did was liberate the female,” Beatty says, “which, interestingly enough, also really liberates the male.”

Both Ehrenreich (the future Han Solo) and Collins (daughter of pop star Phil Collins) say they were never quite clear — given Beatty’s opaque process — on the moment when they crossed over from auditioning to rehearsing for “Rules Don’t Apply.” But they spent hours at Beatty and Bening’s home, having dinner, running lines, improvising. Beatty might be with them, or in another room on the phone with a funder, or talking to his Oscar-winning costume designer, Albert Wolsky.

Art Streiber for Variety

Once filming began, in 2014, Beatty’s intensity did not waver. “We would talk about a line of dialog for three hours sometimes,” recalls Collins, who says she considered the set so much like film school that she kept a journal. “He is that committed. And what’s kind of admirable about that is, he doesn’t need to be.”

The Beatty children — Stephen, 24; Ben, 22; Isabel, 19; and Ella, 16 — were too young at the time of “Bulworth” (1998) to really comprehend what their father’s work was all about. Bening expresses gratitude that they could be such a presence around the edges of “Rules.”

“They got to see his work ethic, his attention to detail, his tireless efforts in every way,” says the actress, 58, who plays Mabrey’s mother in the movie. “I wanted them to see that. Because he is one of the great ones, and I wanted them to see what that looks like, up close.”

It’s a brilliant fall day and the master is in his element. He walks into the American Film Institute in Los Feliz like a beloved professor returning to campus. He has a word with the student filmmakers who crowd a hallway near where his photo shoot will soon begin. As he surveys a wall of images of Lifetime Achievement Award winners, the stories begin to flow. Tapping one of the pictures, he recalls that, while doing summer stock in Connecticut in the first half of the last century, he met a babysitter at one of his cast-mate’s homes. The 15-year-old seemed singularly unimpressed by Beatty’s skills on the piano. It would only be years later that the identity of his young critic, Barbra Streisand, would resonate.

Another supplicant approaches Beatty as he is leaving the photo shoot. She is a stout woman, dressed 1970s-style. Beatty listens intently as the film-school denizen launches into a description of the script she has just completed. It will be “a West Coast Annie Hall” with shades of “Wag the Dog” and a heroine who’s a talk-show host in Dubai. Beatty takes the pitch as if it’s coming from Kathryn Bigelow or Sofia Coppola. He grasps the woman’s hand in his palm, asks her to repeat her name, and makes sure his assistant takes her number.

Beatty’s boundaries can be expansive — and very finite. What other star gives a reporter his cellphone number and grants a three-hour interview in his home library, then drives his interlocutor to dinner to talk a couple hours more?

He will hold forth at length about topics he cares about, like the empowerment of women. “I would say that the equalization of the female to the male is the most important evolution in the world in our lifetimes,” he says. “One could make the case that a backlash is even at the root of Islamic fundamentalist terrorism.”

But he will quickly apply the brakes on other subjects: some not surprising, like his legendary romantic life (“It’s all just sexual gossip.… I will not bring attention to the people who write these things; people who just want to make money”), and some unexpected, such as why he’d rather not list the current filmmakers he most admires (“What about all the ones that I will leave out?”).

Beatty also insists that the subject of his children should also be off-limits (“It’s hard enough having one famous parent, much less two”). But it’s not hard to discern the deep wells of emotion he has for his offspring. I email an essay I wrote years ago about my own father, an old character actor who also worked well past retirement age and had a much younger family. Beatty promptly texts me back, wondering if my dad wept on reading the tribute, and suggesting he will share it with one of his sons.

Beatty has gotten his wish in keeping the next generation mostly out of the news, though there was a flurry of attention in recent weeks when he spoke for the first time in the press about his oldest child. Kathlyn Elizabeth transitioned as an early teenager to Stephen Ira. He is now a poet and activist for the transgender community.

“He’s a revolutionary, a genius, and my hero, as are all my children,” Beatty says.

Asked what his kids like to do with him, Beatty responds: “I think maybe the answer is, ‘What do I want out of them?’ And the answer is, ‘I never want them to leave.’”

But with his youngest daughter now 16, and her brothers and sister (mostly) out of the house, the patriarch jumped at the chance to return to an earlier love.

“That’s what I do. I love the people who make movies,” Beatty says. “I love working with actors. I think working with actors is fun. And not only working with actors, but working with the people who do the set design and the cinematography and the sound and the rest of it.”

Beatty pauses for a long time, and I think that he is finished, but he’s not. “I love all of it,” he says.