As the child of a Kansas insurance salesman and church singer, Annette Bening didn’t seem like the type of person born for greatness. And yet, she has become one of the most respected actors in Hollywood, receiving nominations for Oscars, Tonys, and Emmys, as well as winning several other accolades.
The success comes from her tremendous range, a quality that she developed while working with the Colorado Shakespeare Company and other theater troupes. On-screen, Bening has brought class and humor to a variety of projects, always surprising viewers with her complex and often unlikable characters. For further proof, look no further than the very best Annette Bening movies.
1. The Grifters (1990)
Bening already had a couple of movie credits to her name when she joined the cast of The Grifters, directed by Stephen Frears and written by Donald E. Westlake, from the novel by Jim Thompson. But no moviegoer expected the ferocious performance she delivers as the con woman Myra Langtry.
Sometimes sultry, sometimes snarky, and always dangerous, Langtry drags small-time crook Roy Dillon (John Cusack) into the world of his criminal mother Lilly (Angelica Huston), a world that neither she nor Roy understands.
2. The American President (1995)
With its romantic look at American politics and whip-smart dialogue, The American President paved the way for screenwriter the hit Aaron Sorkin TV series The West Wing. For the most part, director Rob Reiner keeps things lighter than the usual West Wing episode, focusing on the courtship between idealistic widower President Andy Shepherd (Michael Douglas) and lobbyist Sydney Ellen Wade (Bening). In many ways, Wade is the ideal Annette Bening role, one that allows her to play acidic wit and unfettered vulnerability.
3. 20th Century Women (2016)
Written and directed by Mike Mills, 20th Century Women stars Bening as makeshift matriarch Dorothea Fields, mother of young teen Jamie (Lucas Jade Zumann) and house-mother to a trio of oddballs, including bohemian carpenter William (Billy Crudup), photographer Abbie (Barbie director Greta Gerwig), and 17-year-old Julie (Elle Fanning). The three boarders give Jamie quite the education, but none as important as what he learns from Dorothea. Bening shines as the unconventional mother, one who proves that love and compassion can take many different forms.
4. Richard III (1995)
Given all of the work she did on the stage before going to movies, Bening’s performance as Queen Elizabeth in Richard III shouldn’t come as a surprise. But even those who knew about the actor’s Tony Award-nominated past might be bowled over at such a captivating take on the aggrieved ruler.
Director Richard Loncraine and his co-writer Ian McKellen, who also stars in the titular role, set Richard III in World War II era England. New settings can be a lazy way to stage a Shakespeare performance for audiences not interested in the Bard’s words, but that’s not the case here, in which the menacing Richard mirrors the motivations of fascists then and now.
5. The Kids Are Alright (2010)
The Kids Are Alright stars Bening and Julianne Moore as Nic and Jules Allgood, a happy couple raising their children Joni (Mia Wasikowska) and Laser (Josh Hutcherson), whose life gets complicated when Laser reaches out to his biological father Paul (Mark Ruffalo).
Director Lisa Cholodenko, who co-wrote the script with Stuart Blumberg, does bobble some of the character decisions. But any deficiencies in the script get covered by sparkling performances from the cast, including Rufallo’s laidback take on a man who may or may not recognize the disruption he causes and Bening as a woman who pays too great a price for taking her life for granted. Call it one of the latter-day best Annette Bening movies.
6. Girl Most Likely (2012)
At the start of Girl Most Likely, protagonist Imogene (Kristen Wiig) loses her job, gets dumped by her boyfriend, and goes to a psychiatric hospital after she fakes a self-harm incident. That’s not what most people expect from a comedy, and yet writer Michelle Morgan and directors Shari Springer Berman and Robert Pulcini build absurd humor from the pathos, starting with Wiig’s prickly performance.
Bening matches Wiig as her mother Zelda, a shallow eccentric in the model of characters she plays in Ruby Sparks and Mars Attacks!. However, Girl Most Likely never forgets that the humor comes from the depth of its characters, resulting in some moving sequences, in which Bening shows off her comedic and dramatic chops.
7. Film Stars Don’t Die in Liverpool (2017)
Film Stars Don’t Die in Liverpool is directed by Paul McGuigan and written by Matt Greenhalgh, but Bening is the film’s real auteur. She’s the one who read the book of the same name by Peter Turner, the young actor who begins a romance with the much older Oscar-winning star Gloria Graham.
As such, Bening turns in a dazzling performance as the tragic Graham, who starred in It’s a Wonderful Life, The Big Heat, and In a Lonely Place. Bening humanizes the complex movie star, bringing humanity to a woman who felt no agency until the end of her life, making Graham more than just an icon and allowing her to be a fallible human.
8. Being Julia (2004)
Based on the W. Somerset Maugham novel Theater, Being Julia released to positive, but middling reviews. The direction by István Szabó and the script by Ronald Harwood move along at a quick pace, framing the lush world of 1930s theater well enough, but many found the motivations uncompelling.
Whatever the shortcomings in Being Julia, Annette Bening is not among them. She gives a layered performance as aging actress Julia Lambert, a woman not ready to slip into obscurity and willing to sacrifice feelings to keep her spot.
9. Mars Attacks! (1996)
After The Grifters, Bugsy, and Postcards From the Edge, Bening had played more than her share of sultry California types, so it makes sense that she would jump at the chance to parody these characters. Based on the Topps Trading Cards of the same name, Mars Attacks!
The film combines 1950s kitsch with Martian mayhem, and the script by Jonathan Gems makes almost every human into an unlikable future victim. While Bening’s hippy dippy Barbara Land has her flaky qualities, director Tim Burton shows her a bit of sympathy. Barbara gets through the ordeal in better condition than most, giving viewers more time to enjoy Bening’s takedown of flighty morons.
10. American Beauty (1999)
No, American Beauty has not aged well. Even outside of the crimes committed by star Kevin Spacey, the depiction of quiet suburban desperation reads far less profound than it did in 1999 when it won five Oscars.
However, Bening’s performance as shallow, shrewish wife Carolyn Burnham still works today, thanks to its position in the most satirical parts of the plot. Director Sam Mendes and writer Alan Ball paint in broad strokes in their depiction of Carolyn as a real estate agent addicted to material success, and Bening plays it to the acidic hilt. As much as the rest of the film sinks in the public estimation, Bening’s sections remain biting and funny.
11. Ruby Sparks (2012)
Written by star Zoe Kazan and directed by Jonathan Dayton and Valerie Faris, Ruby Sparks plays with romance movie tropes.
Paul Dano plays novelist Calvin, who falls asleep after writing about his ideal woman. When he wakes up, he discovers that a woman has come to life in the form of Ruby Sparks (Kazan). Bening takes advantage of this metatextual setup to play Calvin’s mother, Gertrude, as a parody of the flighty former hippy.
And yet, unlike her character in Mars Attacks!, Bening gets to add some layers of pathos to Gertrude. Overall, Ruby Sparks can’t live up to its heady intentions, but Bening is a delight whenever she enters the frame.
12. Regarding Henry (1991)
For most of Regarding Henry, the Mike Nichols film from a screenplay by J.J. Abrams, Bening has the unenviable role of “supportive wife.” When her arrogant and powerful husband Henry (Harrison Ford) loses his memory after a shooting, Bening stands by and encourages him as he reshapes himself from cutthroat lawyer to man-child with a heart of gold.
Thankless as the part might be, Nichols and Abrams give Bening some real meat to play at the end of the second act, after Henry’s shooting but before he leaves his coma. There, she embodies the complexities of a woman trying to hold her life together as the man who made it possible, and who threatened to destroy it, lays in a hospital bed. In those short scenes, Bening proves that she’s better than the movie she’s in…a quality not uncommon among Annette Bening movies.
13. Nyad (2023)
Directors Elizabeth Chai Vasarhelyi and Jimmy Chin made their name with great documentary films, including the 2021 Academy Award winner Free Solo. Nyad seems like a reasonable jump for the pair, re-telling the true story of swimmer Diana Nyad’s (Bening) record-breaking swim.
Unfortunately, the script by Julia Cox follows the usual biopic beats, and Vasarhelyi and Chin do nothing to make the story more interesting. However, Bening turns in a compelling performance as the flinty swimmer, someone whose arrogance turns away as many people as it compels. Between Bening’s performance and her easy chemistry with Jodie Foster as coach Bonnie Stoll, Nyad overcomes its pedestrian storytelling.
14. Danny Collins (2015)
Danny Collins is an outrageous movie, in which Al Pacino plays the titular and outrageous aging pop star, who endeavors to clean up his mess of a life. Written and directed by Dan Fogleman, with whom Benning would later work again on the even more mawkish Life Itself, Danny Collins makes no apologies for yanking viewers’ heartstrings as Collins tries to establish a relationship with his estranged son (Bobby Cannavale).
And yet, the film works, not just because of Pacino’s ability to remain watchable while going big, but also because Benning plays a believable person. We understand why her hotel manager Mary would fall for Danny, even after rejecting his advances. Benning and Pacino pull off a minor miracle in making the movie sing, despite all the off-notes in Fogleman’s script.
15. Captain Marvel (2019)
In the pages of Marvel Comics, the Supreme Intelligence is a giant green head with tentacles protruding from the side. In those same comics, Mar-Vell is a handsome blond guy who leaves the military of the alien Kree Empire to become a superhero.
Annette Bening resembles neither of those characters and gets cast as both in the MCU film Captain Marvel. Despite these outlandish predecessors, Bening grounds her take on the evil Supreme Intelligence and the superhero Mar-Vell, both of whom masquerade as human Dr. Wendy Lawson, giving some understandable stakes to the movie’s cosmic conflict.
16. Guilty By Suspicion (1991)
Writer/director Irwin Winkler has big issues on his mind in Guilty by Suspicion, a film about the Red Scare and Hollywood. He casts serious actor Robert De Niro as director David Merrill, whose career falls apart when reactionary politicians put him under scrutiny. Wrinkler does not lend quite as much gravitas to David’s estranged wife Ruth, played by Bening.
The script relegates Ruth to a mere waypoint on David’s journey to recover meaning after his Hollywood career stalls out. However, Bening does make the most of the one big scene the script grants her, in which she unleashes all of her frustration and anger on David. It’s a brief scene, but Bening uses it to give her character a full inner life, something absent from the script.
17. Bugsy (1991)
“Dialogue’s cheap in Hollywood, Ben,” actress Virginia Hill (Benning) tells Ben Seigel (Warren Beatty) at the start of Bugsy. It’s a telling line, if only because it describes the movie itself. Writer James Tobak fills Bugsy with dialogue that’s a bit too smart for itself, making the story of Hollywood mobster Bugsy Seigel feel like both a sub-Godfather pastiche and a Coen Bros. knock-off.
Despite the shortcomings in the structure, Benning puts enough seductive slink on Hill to walk away from the movie with an Academy Award nomination and her dignity.
18. Love Affair (1994)
In the eyes of Hollywood gossip hounds, Bening tamed Warren Beatty, getting the committed bachelor to settle down and marry her. In a way, the 1994 remake of the 1939 film Love Affair, better known as the 1957 movie An Affair to Remember, affirms that mythology, in part because Beatty co-wrote the screenplay with Robert Towne.
Beatty plays former football star Mike Gambril, who meets and falls for singer Terry McKay (Bening). Both engaged to other people, the couple decides to forgo an affair and go through with their marriages, but fate continues bringing them together. Director Glenn Gordon Caron lacks the light touch of past filmmakers, but the real chemistry between Beatty and Bening makes Love Affair an enjoyable enough watch.
19. The Report (2019)
Movies about political events tend to do worse when released too soon after the issue in question, as the filmmakers lack the distance necessary to craft an effective film. At times, writer and director Scott Z. Burns, screenwriter of The Bourne Ultimatum and Side Effects, falls into that trap in The Report, the story of the Senate Intelligence Committee report on CIA torture.
Burns tries to let the complexity of the situation speak for itself, but too often gives into simple heroics, as with the portrayal of Senator Diane Feinstein, played by Bening. Bening plays the veteran Senator as a levelheaded politician who remains pragmatic throughout the proceedings, which makes it a little easier to accept the way the film adores her.
20. Open Range (2003)
Bening doesn’t have many genre pictures in her filmography, which makes the Western Open Range stand out. Directed by Kevin Costner from a script by Craig Storper, who adapts the novel The Open Range Men by Lauran Paine, Open Range stars Costner and Robert Duvall as cowboys struggling to understand the changing face of the West.
Bening plays the smart and fearless Sue Barlow, who serves as assistant to her brother the town doctor, and falls for Costner’s rugged Charley. Sue represents for Charley a place in the new frontier, and Bening brings dignity to what could be a simple supporting role.
21. Mother and Child (2009)
Although she’s played more than a few charming beauties, Bening excels at playing difficult people with bitter exteriors. Karen, her character writer/director Rodrigo García’s Mother and Child, might be the most bitter and difficult person in her filmography.
After giving up her child as a fourteen-year-old mother, Karen grows into a mistrusting woman. She opens up enough to fall in love with her husband Paco (Jimmy Smits), but she cannot help but wonder about her daughter, who grows into the equally hard-headed Elizabeth (Naomi Watts). The melodrama of Mother and Child may not work for everyone, but Bening’s flinty take tempers the movie’s most saccharine moments.
22. The Face of Love (2013)
The Face of Love has noble intentions, as demonstrated by Arie Posin’s gauzy direction and the script he co-wrote with Matthew McDuffie, which strives to make a point about interconnectedness. However, Posin’s skill does not match his ambition, resulting in a movie that ambles from point to point, never earning the profundity it desires.
However, The Face of Love remains a worthwhile film, thanks to the way it showcases fantastic performances from its three leads: Bening, Ed Harris, and Robin Williams. A trio of real pros, the leads hold the movie together, even when the director sends it off in ill-advised directions.
23. Postcards from the Edge (1990)
Given its early place in Bening’s filmography, it should be too much of a surprise that Postcards from the Edge doesn’t give her the juiciest part. An adaptation of actor Carrie Fisher’s fictionalized account of her relationship with her mother, Postcards from the Edge takes an acidic look at the movie business.
So when Fisher’s stand-in Suzanne Vale (Meryl Streep) learns that her love interest Jack Faulkner (Dennis Quaid) has been sleeping with fellow actor Evelyn (Bening), one can guess that Fisher, who wrote the screenplay, portrays her as a typical ditz. Bening knows how to go broad, and makes the most of her part, which was enough to get director Mike Nichols to give her a better role in Regarding Henry a few years later.
24. The Women (2008)
“What do you think this is, some 1930s movie?” Mary (Meg Ryan) tells her mother (Candice Bergen) when the matriarch tells her child to maintain her marriage, despite news of her husband’s affair. “That’s ridiculous!”
When viewed next to the 1939 film The Women, directed by George Cukor, that line from the 2008 version of The Women, written and directed by Diane English, clangs as an unearned boast. Instead of holding to the farce of the 1939 movie, English adds melodrama, girl-boss uplift, and cheap affirmations of friendship, making for a sludgy, unenjoyable mess.
However, English did make a good decision when casting Bening as snarky magazine mogul Sylvie, allowing her to toss off cutting lines with wit the film does not otherwise earn.