OPENING: Rio 2 (FOX) on Friday was expected to fly to No. 1 for $43.9M to $44.3M (Fox was the only one to predict $45M), then Saturday got its wings clipped by Captain America: The Winter Soldier and ended at $39.3M, Oculus (REL) was expected to scare up $12M to $12.8M for third spot and ended up at $12M; Draft Day (LGF) on Fri. was second round pick for $10.9M (although Summit estimated lower $10.5M) and ended the weekend with $9.7M. NOTEWORTHY: Captain America 2 (DIS) expected to fall 56% in second weekend but will take No. 1 with $40.5M to $41.4M to end the 3-day with $41.2M.

BoxOffice_logo__131122164403-275x206UPDATED, MONDAY, 3:37 PM:  Rio 2 opened to $39.3M right in line with the first film which opened in 2011 to $39.2M. That hurts, but overseas, the film has already grossed $63.4M, so it has already pulled in over $100M worldwide and it should get some decent multiples as there is really nothing standing in its way for some weeks to come … well, there is the long- in-release Mr. Peabody & Sherman and Muppets Most Wanted. But for the sequel not to surge past the first film, something went a little haywire. Captain America: The Winter Soldier was the champ again this weekend and the final tally ended up at $41.2M but next weekend, it has competition when Warner Bros. opens the Johnny Depp sci-fi thriller Transcendence. The big disappointment of the weekend was the Kevin Costner, Jennifer Garner football feature Draft Day (LGF). It took in only $9.7M. That’s three in a row for Costner that really didn’t thrill audiences — behind 3 Days To Kill and Jack Ryan: Shadow Recruit, although the criticism for that film really was directed at Chris Pine not being a strong enough lead. Regardless, it’s too bad for all involved. Oculus, despite its C CinemaScore, was able to pull in $12M for the weekend which served Relativity well. Noah also bypassed Divergent to step into the Top Five.

OPENING NEXT WEEKEND: Transcendence (WB) starring Johnny Depp and Morgan Freeman, Heaven Is For Real (SONY) starring Greg Kinnear, A Haunted House 2 (OPRD) starring Marlon Wayans, Bears (DIS). And here is the final numbers chart for the Top 20:

1). Captain America: The Winter Soldier (DIS), 3,938 theaters (0) / 3-day cume: $41.2M (-57%) / Per screen average: $10,481 / Total Cume: $158.8M / Wk 2

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2). Rio 2 (FOX), 3,948 theaters / 3-day cume: $39.3M / Per screen: $9,961 / Wk 1

3). Oculus (REL), 2,648 theaters / 3-day cume: $12M / Per screen: $4,534 / Wk 1

4). Draft Day (LGF), 2,781 theaters / 3-day cume: $9.7M / Per screen: $3,518 / Wk 1

5). Noah (PAR), 3,282 theaters (-289) / 3-day cume: $7.5M (-56%) / Per screen: $2,302 / Total cume: $84.9M / Wk 3

6). Divergent (LGF), 3,110 theaters (-521) / 3-day cume: $7.3M (-43%) / Per screen: $2,373 / Total cume: $124.7M / Wk 4

7). God’s Not Dead (FREE), 1,860 theaters (+102) / 3-day cume: $5.5M (-29%) / Per screen: $ 2,979/  Total cume: $40.8M / Wk 4

8). The Grand Budapest Hotel (FSL), 1,467 theaters (+204) / 3-day cume: $4M (-33%) / Per screen: $2,774 / Total cume: $39.4M / Wk 6

9). Muppets Most Wanted (DIS), 2,261 theaters (-791) / 3-day cume: $2.2M (-63%) / Per screen: $1,007 / Total Cume: $45.7M / Wk 4

10). Mr. Peabody And Sherman (FOX), 2,001 theaters (-930) / 3-day cume: $1.8M (-64%) / Per screen: $936 / Total cume: $105.2M / Wk 6

11).  The Raid 2 (SPC), 954 theaters (+928) / 3-day cume: $956K (_631%) / Per screen: $1,003 / Total cume: $1.3M / Wk 3

12). Non-Stop (UNI), 764 theaters (-960) / 3-day cume: $750K (-58%) / Per screen: $985 / Total cume: $89.4M / Wk 7

13). Need for Speed (DIS), 613 theaters (-1,166) / 3-day cume: $682K (-62%) / Per screen: $1,113 / Total cume: $42M / Wk 5

14). Bad Words (FOC), 763 theaters (-311) / 3-day cume: $596K (-63%) / Per screen: $781 / Total cume: $7.1M / Wk 5

15). The Lego Movie (WB), 610 theaters (-740) / 3-day cume: $502K (-64%) / Per screen: $823 / Total cume: $251.5M / Wk 10

16). 300: Rise Of An Empire (WB), 525 theaters (-1,-030) / 3-day cume: $441K (-70%) / Per screen: $841 / Total cume: $105M / Wk 6

17). Frozen (DIS), 344 theaters (+23) / 3-day cume: $385K (-4%) / Per screen: $1,119 / Total cume: 399.4M / Wk 23

18). Sabotage (OPRD), 751 theaters (-1,735) / 3-day cume: $361K (-82%) / Per screen: $481 / Total cume: $10M / Wk 3

19). Son of God (FOX), 905 theaters (+424) / 3-day cume: $297K (-3%) / Per screen: $329 / Total cume: $58.9M / Wk 7

20). Cesar Chavez (LGF), 305 theaters (-359) / 3-day cume: 285K (-70%) / Per screen: $936 / Total cume: $5.1M / Wk 3

PREVIOUSLY, SUNDAY 7:30 AM: Even with a 56% drop in its second weekend, Disney/Marvel’s Captain America: The Winter Soldier surprised all the distribs and trackers this weekend by clipping the wings of Fox’s Rio 2. Why? Some think that it was because of the generally good weather across the country that families opted for outdoor activities. There are two other family properties still playing in the marketplace — Muppets Most Wanted (DIS) and the animated Mr. Peabody & Sherman (FOX) — but they together only took around $4M out of the marketplace. Both had very decent holds on Saturday night (up around 74%) while Rio 2 was up 28% on Saturday. In fact, Rio 2 would actually have to drop only 6% on Sunday to stand toe-to-toe with the Cap and it ain’t gonna happen. And it doesn’t look to beat the opening of the first Rio — which grossed $39.2M. We’ll see how Sunday goes. Captain-America-2-The-Winter-Soldier-TrailerBut, hey, there is nothing coming in the animated field for a long while, so Rio 2 will have decent multiples at the end of the day. Regardless, it’s great news for Captain America which stays at the Top of the box office world and continues to rack up dollars; it’s total cume domestically will be about $158M after its second weekend. The Winter Soldier, which had A CinemaScores across the board, dropped less than the first Captain America did in 2011, which was 61%. And, because of its equally strong presence in international markets (about $60M more from this past weekend), Captain America: The Winter Soldier now stands tall with a $476.1M worldwide cume with one more territory to open – Japan. It’s 163% ahead of the first Cap which made, all in, $370.5M worldwide. Rio-2-Header1Comparatively, Lionsgate’s Divergent is at around $175.1M worldwide to date with major markets Brazil and South Korea to open next weekend. For more on these and other pics, stay tuned for Nancy Tartaglione’s upcoming International Box Office report. Next weekend is the debut of Warner Bros.’ Transcendence, the Johnny Depp sci-fi thriller which will challenge the Captain. The Winter Soldier, by the way, will easily top the domestic run of its Captain predecessor which took in a total tally of $176.6M in 2011. Another family film from Disney — Bears — debuts, too, this coming weekend, but it is a live-action National Geographic kind of film so there is no animated fare from the majors coming until June 13th when Fox bows with the sequel to How to Train Your Dragon.

DRAFT-DAY-2The other news is that Kevin Costner’s Draft Day (LGF) did not open well … in fact, no one has it cracking $10M; it came in at No. 4 with an estimated $9.75M for the 3-day despite a B+ CinemaScore from its targeted demo. Umpf! The other opener, Oculus did actually okay for Relativity, which picked up the film for $2.5M in Toronto (on a total budget of $5M). The horror flick, despite its C CinemaScore (and all three genre films’ in wide release this year have disappointed both critics and audiences) grossed an estimated $11.8M to $12M.

NOTEWORTHY: There has been a lot of discussion about Noah in the comments section below. The budget claimed by the studio is $125M although others have it at around $147M. That does not include domestic marketing and distribution costs. It has made about $162M to date internationally and roughly $84.7M here for a total worldwide cume of $246.7M. Exhibition takes its cut and then there are also marketing costs to open in international markets. It has not yet played out in other platforms (which, of course, has its own marketing/distribution costs). The fact that this dark picture opened is attributable to Paramount’s marketing department and the strong social media campaign of Emma Watson who helped build awareness for this pic without a doubt. Hope that clarifies. Anyway, here is what the updated chart looks like this morning (am including the first chart so readers can compare just how different industry estimates were from Friday):

1). Captain America: The Winter Soldier (DIS), 3,938 theaters (0) / $11.7M Fri. / $17.8M Sat. (+49%) / $11.4M to $11.7M Sun. (-35%) / 3-day cume: $40.5M to $41.4M (-57%) / Total Cume: $157. 9M to $158.4M / Wk 2

2). Rio 2 (FOX), 3,948 theaters / $11.9M Fri. / $15.2M Sat. (+28%) / $11.6M Sun. (-24%) / 3-day cume: $37.6M to $38.7M / Wk 1

3). Oculus (REL), 2,648 theaters / $4.9M Fri. / $4.3M Sat. (-12%) / $2.8 Sun. (-35%) / 3-day cume: $11.8M to $12M / Wk 1

4). Draft Day (LGF), 2,781 theaters / $3.57M Fri. / $3.8M Sat. (+75) / $2.4M Sun. (-35%) / 3-day cume: $9.75M / Wk 1

5). Divergent (LGF), 3,110 theaters (-521) / $2.3M Fri. / $3.26M Sat. (+41%) / $1.8M Sun. (-45%) / 3-day cume: $7.48M (-42%) / Total cume: $124.87M / Wk 4

6). Noah (PAR), 3,282 theaters (-289) / $2M Fri./ $3.18M Sat. (+55%) / $2.2M Sun. (-30%) / 3-day cume: $7.3M (-57%) / Total cume: $84.7M / Wk 3

7). God’s Not Dead (FREE), 1,860 theaters (+102) / $1.56M Fri. / $2.1M Sat. (+35%) / $1.79M Sun. (-15%) / 3-day cume: $5.46M (-30%) / Total cume: $40.8M / Wk 4

8). The Grand Budapest Hotel (FSL), 1,467 theaters (+204) / $1.17M Fri. / $1.8M Sat. (+54%) / $1M Sun. (-40%) / 3-day cume: $4M (-33%) / Total cume: $39.4M / Wk 6

9). Muppets Most Wanted (DIS), 2,261 theaters (-791) / $565K Fri. / $975K Sat. (+73%) / $635K Sun. (-35%) / 3-day cume: $2.1M (-65%) / Total Cume: $45.6M / Wk 4

10). Mr. Peabody And Sherman (FOX), 2,001 theaters (-930) / $445K Fri. / $790K Sat. (+76%) / $510K Sun. (-35%) / 3-day cume: $1.7M (-65%) / Total cume: $105M+ / Wk 6

PREVIOUSLY, SATURDAY, 10:35 P.M.:  Captain America: The Winter Soldier has ruffled Fox’s feathers on Saturday as it is turning out to be more of a battle than expected between the Disney/Marvel title and the animated Rio 2 for the top spot. The superhero pic is besting the animated family film by more than $2M for the day with the Cap up around 52% on Saturday with $17.7M estimated compared to Rio 2 which is up about 34% for a Saturday gross of anywhere from $15.3M to $16M — and with those numbers both pics are expected to have a lower 3-day gross around $40M or less. Currently, it appears that Disney/Marvel may end up the leader when the dust clears tomorrow morning  but too close to tell and all eyes will be on Sunday numbers. captain-america-2rio21With about 23% of kids out of school on Monday (Spring Break), Sunday evening should have stronger numbers for Captain America. Saturday and Sunday are traditionally big family movie days, too, and there’s not another animated pic coming out for awhile so Rio 2 should have a decent multiple. In the meantime, Oculus and Draft Day are both expected lower for the 3-day as well due to less than expected Saturday grosses so guesstimates are around 11.8M to $12M for the horror flick and less than $10M now for the football film. Stay tuned. More to come in the early AM.

PREVIOUSLY SATURDAY, 7:32 AM: The top two pictures were up in estimates from all distribs last night, with Rio 2 and Captain America: The Winter Soldier both adding a nice amount to its box office estimates this morning. Family audiences, which have been growing a bit weary of Muppets Most Wanted and Mr. Peabody and Sherman, were hungry for a new family film and Fox’s animation studio flew in to please. Rio-2-Movie-Picture-Wallpapers-12So, Rio 2 is now expected in the $43.9M to $44.3M range (with only Fox predicting $45M) and Captain America is looking at a $40.5M to 41.8M weekend for a lesser percentage drop of 56% or 57%, depending on the rest of the weekend. (Remember, it got $10.2M from Thursday late nights last weekend). Audiences aren’t warming to horror picture Oculus and forget positive word-of-mouth on this picture with a C CinemaScore. There has yet to be a well-received horror pic this year as the last ones to go wide were Paranormal Activity: The Marked Ones on Jan. 3 and Devil’s Due two weeks later and neither scored well with audiences. But, if the film makes what it is estimated to $12.2M to $12.8M, it does okay for Relativity. Meanwhile, Draft Day (LGF) is lagging a bit, too, with estimates now taking it down to $10.9M for the 3-day weekend, according to most distribs but Summit is saying $10.5M. I guess die-hard football fans are the only ones interested which doesn’t bode well for its second weekend … or for Summit … or for Costner. Just a little off all the way around. Updated chart:

1). Rio 2 (FOX), 3,948 theaters / $11.9M Fri. /3-day cume: $43.9M to $44.3M / Wk 1

2). Captain America: The Winter Soldier (DIS), 3,938 theaters (0) / $11.7M Fri. / 3-day cume: $40.5M to $41.8M  (-56%) / Total cume: $158M to $159.5M / Wk 2

3). Oculus (REL), 2,648 theaters / $4.9M Fri. / 3-day cume: $12.2M to $12.8M / Wk 1

4). Draft Day (LGF), 2,781 theaters / $3.57M Fri. / 3-day cume: $10.5M to $10.9M / Wk 1

5). Divergent (LGF), 3,110 theaters (-521) / $2.3M Fri. / 3-day cume: $7.4M / Total cume: $124.7M / Wk 4

6). Noah (PAR), 3,282 theaters (-289) / $2M Fri./ 3-day cume: $7M / Total cume: $84.5M / Wk 3

7). God’s Not Dead (FREE), 1,860 theaters (+102) / $1.57M Fri. / 3-day cume: $5.47M / Total cume: $40.8M / Wk 4

8). The Grand Budapest Hotel (FSL), 1,467 theaters (+204) / $1.1M Fri. / 3-day cume: $3.9M / Total cume: $39.3M / Wk 6

9). Muppets Most Wanted (DIS), 2,261 theaters (-791) / $565K Fri. / 3-day cume: $2.28M / Total Cume: $45.8M / Wk 4

10). Mr. Peabody And Sherman (FOX), 2,001 theaters (-930) / $445K Fri. /3-day cume: $1.7M / Total cume: $105.1M / Wk 6

PREVIOUSLY, FRIDAY 10:50 PM: The animated family film Rio 2 from Fox’s Blue Sky Studios has soared to the top spot this weekend, besting Disney/Marvel’s Captain America: The Winter Soldier which is expected to drop roughly 59% in its sophomore frame. The budget for Rio 2 is said to be about $103M and internationally it has already taken in over $55M (as of last weekend).Rio-2 It will have made roughly $100M worldwide after its debut this weekend here in the states. A huge force for the picture on social media, of course, is Bruno Mars who is on a world tour right now in Japan. “He’s feeding the Rio 2 fans across his 51 million Facebook and 18 million Twitter followers,” said RelishMix CEO Marc Karzen who also noted, “YouTube views are climbing and on par for animated (films), but fan reposted clips to owned studio trailers are soaring at a healthy 8 to 1 ratio.” The first Rio opened in 2011 to $39M so the sequel is performing about 10% better. The sequel received an A CinemaScore.

Meanwhile, the 59% drop for Captain America is in line with the path that other Marvel films usually take. The first Captain America dipped 61% in its second weekend when it bowed during the summer of 2011. Thor: The Dark World dropped 57% in its second weekend. Captain America: The Winter Soldier, directed by Anthony and Joe Russo and starring Chris Evans as the Cap, will bring in a total cume around $157M+ domestically after this weekend. Internationally it has taken major territories by storm — notably in China where co-stars Scarlett Johansson and Samuel L. Jackson helped promote the superhero pic prior to its release. It took in $39.2M in that territory alone to push its overseas take to well over $207.1M as of last weekend — and it is certainly edging closer to $400M worldwide with Brazil and Japan opening next.

Related: Intl Box Office: ‘Winter Soldier’ Crosses $200M Overseas; ‘Rio 2′ Breaks Brazil Records

DRAFT DAYThe next tier down is Oculusthe horror film from Blumhouse Productions and WWE Studios as though it’s the second round draft pick for females. The sports film was produced by Gigi Prtizker’s Oddlot and Reitman and Tom Pollock’s Montecito Picture Co. Would be nice to see Kevin Costner really hit one out of the park … oh wait, wrong sports analogy. B+ CinemaScore.

NOTEWORTHY: God’s Not Dead from Freestyle releasing, which only cost $2M to produce and another $2M to bring to market, is expected to end the weekend with $40.7M … making over nine times its investment. The positions and numbers may change in the morning (like always, but here is what it looks like tonight):