Warren Beatty recalls courting Annette Bening

On-set romances are notoriously fickle and fleeting. Then there's the case of Warren Beatty and Annette Bening. The two stars met during the making of 1991's romantic gangster drama, Bugsy. Twenty-five years later, in a town where relationships are measured in months if not weeks, the two are still married and have four children together. But the courtship was anything but instant. In a recent sit-down interview with Entertainment Weekly, Beatty (whose latest film, Rules Don't Apply, opens on Nov. 23) explained how he fell for his costar and detailed the promise he made and is happy he didn't keep.

Beatty had first crossed paths with Bening back when he was casting 1990's Dick Tracy. The actress had just made a splash in 1989's Valmont and Beatty, who would direct and star in his color-crazy comic-book adaptation was thinking of her for the female lead, Tess Truehart (the part eventually went to Glenne Headly). He set up a meeting. But Bening later canceled. "I asked why and I was told that her ex-husband had a problem in New York and she went to see if she was needed at all," says Beatty, adding "I was impressed with whoever that was." Destiny would have to wait.

On Bugsy, Beatty was slated to play legendary gangster and Las Vegas visionary Benjamin "Bugsy" Siegel for director Barry Levinson. The two men needed someone for the part of Siegel's brassy paramour, Virginia Hill. Someone who could give as good as she could take. Beatty remembered the woman who had canceled her appointment with him. "When I met Annette over lunch for Bugsy, I felt immediately that this was going to change my life," he says. "I remember losing interest in the garlic chicken I was eating within 20 seconds. And the garlic chicken had been very good!"

After lunch, Beatty was sure that he had found his leading lady—and perhaps more. But the actor, who'd costarred with off-screen love interests like Leslie Caron (1966's Promise Her Anything), Julie Christie (1971's McCabe & Mrs. Miller), and Diane Keaton (1981's Reds) before—knew first-hand the potential pitfalls of mixing business with pleasure. It's something he likens to a couple finding themselves playing four characters instead of two. Beatty continues, "So after lunch, I said, 'I want you to know that I will not be hitting on you during the movie.' And she said, 'I didn't ask….'"

Beatty insists that during the shooting of Bugsy, the relationship between himself and Bening was both professional and respectful. But he laughs about how couldn't keep his promise until the film wrapped. "Towards the end of the movie, I said, "Should we have dinner together?' I think there was a moment of hesitation on her part. The rule was broken."

Needless to say, the two did have dinner. In fact, less than a month after Bugsy's premiere in December 1991, Bening would give birth to their first child. They were married two months later.

For more from Beatty and his former costars reflecting on his six decades in Hollywood, pick up the new issue of Entertainment Weekly, on stands Friday, or buy it here—and subscribe for more exclusive interviews and photos, only in EW.