Johnny Depp and Gore Verbinski officially have another hit on their hands and they did it this time around without ever setting sail on a pirate ship.

As expected, Verbinski's "Rango" dominated theaters on Friday pulling in $38 million.  While still the biggest 3-day opening of the year so far, that's significantly below the $50 million figure most of the industry was expecting from "Rango" to gross.  The film's studio, Paramount Pictures, will have to hope the $135 million duplicates the good word of mouth run "How To Train Your Dragon" had just a year ago.

Debuting in second was the Matt Damon and Emily Blunt thriller "The Adjustment Bureau."  Also benefiting from solid reviews, "Bureau" made $20.9 million.  That's a solid debut for the $62 million flick.

Surprising in third was CBS Films' "Beastly."  The Alex Pettyfer and Vanessa Hudgens melodrama grossed $10.1 million on only 1,952 screens.  That take was close to double what was expected by the mini-major.  CBS already made back their budget through foreign sales so the bigger the opening the closer the poorly received film is to making back it's marketing and distribution costs.

On the other hand, coming under pre-release expectations was Relativity Media's "Take Me Home Tonight."  Shot four years ago, the Topher Grace and Anna Faris comedy has sat on the shelf for a variety of reasons and Relativity may wish it had stayed there.  The film was acquired from Universal Pictures when Relativity bought the Rogue label and only cost $10 million, but made only $3.5 million for the entire weekend. The company will have to hope Bradley Cooper's "Limitless" can turn around their fortunes next month.

Next weekend's new films include "Red Riding Hood," "Battle: Los Angeles" and "Mars Needs Moms!".

Box office actuals are released on Monday.