Before 'Batman Begins': Secret History of the Movies That Almost Got Made

Batman Begins - H 2015
Warner Bros.
Courtney Love as Harley Quinn? Bruce Wayne a married man? As Christopher Nolan's groundbreaking reboot turns 10, filmmakers from Frank Miller to Joel Schumacher reveal details of projects that nearly got off the ground in the years between 'Batman & Robin' and 'Begins.'

In June 1997, Batman was in trouble.

Four films and eight years after Tim Burton successfully brought Batman to the big screen, Joel Shumacher's Batman & Robin became the first major miss for The Dark Knight.

The film was panned by fans and critics alike, and while Schumacher had a fifth Batman film planned (a draft of a script was nearly complete), it soon became apparent he would be exiting the franchise.

Warner Bros. was unsure where to take the Caped Crusader next, and for the next six years a slew of filmmakers came and went, each with their own take on the Dark Knight. Hot talent like Frank Miller, Darren Aronofsky, Se7en's Andrew Kevin Walker and a pair of untested screenwriters took their shots, until the studio finally settled on Christopher Nolan's take in 2003. The young director, best known for the cerebral indie Memento and the midsize studio film Insomnia, envisioned a grounded take on the character, and teamed with screenwriter David S. Goyer to deliver on that vision.

Batman Begins hit theaters ten years ago on June 15, 2005 and would go on to be the most influential comic book film since Richard Donner's 1978 classic Superman. Nolan's Batman films are arguably the most beloved superhero trilogy of all time, with its chapters — also including The Dark Knight (2008) and The Dark Knight Rises (2012) — going on to gross more than $2.4 billion worldwide. It made the term "reboot" a word every studio in Hollywood had on its mind and most would make it part of their business models.

The path between Batman Begins and the campy disappointment Batman & Robin was littered with passionate pitches, ambitious scripts and inventive takes on the character. Now, the filmmakers who tackled Batman during that period of upheaval are sharing details of the films that never got off the ground.

Batman Unchained

Director: Joel Schumacher
Screenwriter: Mark Protosevich
Stars: George Clooney and Chris O'Donnell
Villains: Scarecrow, Harley Quinn … and a whole lot of others

With Schumacher's Batman Forever a hit, and Warner Bros. seeing no reason that Batman & Robin wouldn't be another, the studio was eager to get a third Schumacher Batman film in the pipeline.

As the director completed post-production on Batman & Robin in spring 1997, the studio enlisted screenwriter Mark Protosevich, who had recently written a draft of I Am Legend for Warner Bros. He met with  Schumacher, who pitched his vision for pushing the franchise in a more serious direction. Schumacher envisioned a psychologically complex take on the character, something he says he wanted to do with his Batman Forever follow-up before getting pushback from the studio and ultimately making Batman & Robin.

Scarecrow and Harley Quinn were to be the film's chief villains.  George Clooney (Batman) and Chris O'Donnell (Robin) would be back, but Alicia Silverstone's Batgirl was not in the script. In what would have been big boon, Jack Nicholson 's Joker was also slated to appear, alongside previous villains in the series.

"It was going to be very dark," says Schumacher.  "I remember going to the set of Face/Off and asking Nic Cage to play the Scarecrow."

After meeting with Schumacher, Protosevich locked himself away to slave over the script. What emerged was a roughly 150-page first draft for what he called Batman Unchained (often referred to as Batman Triumphant online, though Protosevich is not sure where that name came from).The script dealt with Batman learning to conquer fear and to confront the demons of his past.

Its two villains had each hated a different aspect of Batman. The brilliant (and satanic) Prof. Jonathan Crane/Scarecrow had a personal vendetta against Bruce Wayne, while Harley Quinn despised Bruce's alter ego.

Harley, a toymaker whom Protosevich describes as "sadistic in a mischievous, fun sense," learns that her true father was The Joker. This sets her on a path of vengeance against Batman for taking him away in the 1989 film. Eventually, Crane learns Batman's secret identity and teams up with Harley to drive him insane and have him sent to Arkham Asylum.

The script culminates with an ambitious, all-star sequence that would have seen a hallucinating Batman face the demons of his past, where he is put on trial by the franchise's previous villains.

The studio wanted to enlist cameos from Danny DeVito (The Penguin), Michelle Pfeiffer (Catwoman), Tommy Lee Jones (Two-Face) and Jim Carrey (The Riddler), all leading up to a final confrontation with the man himself: Jack Nicholson's Joker.

"Joel wanted to tie up all of the films. The Tim Burton films and his films, building up to this moment," says Protosevich.  

During the movie, a rift forms between Batman and Robin, who comes back during the final battle to help his mentor. After defeating his demons, Bruce travels to Bali, where Protosevich read in real life monks enter a cave full of bats to show they have conquered fear. In the script, Bruce enters the cave as bats swarm around him.

Credits roll.

"There's a similar image in Batman Begins, where he discovers what will be the bat cave and it's filled with bats and they are flying around him," says Protosevich. "Not that this scene was inspired by mine, but it was a similar idea. It was a powerful image."

The standout character of the film would have been Harley Quinn, who in the end finds redemption for her villainous ways. She was to be complex, conflicted and ultimately a good person underneath. While the casting process never got off the ground, Protosevich's agents at CAA set him up for lunch with Courtney Love, who was also repped by the agency and was interested in getting an acting career going.

"I think she had heard about the possibility of Harley Quinn being in the new Batman and was thinking she would be good for it," says Protosevich. "But we didn't really talk about that. We talked about a lot of other things. It was certainly one of the better lunches I've ever had in my career in show business."

Protosevich was finishing up his first draft when Batman & Robin hit theaters in June 1997. The backlash against the movie was immediate. Shortly after, Protosevich received a call from Schumacher, who asked to see his script — which was still an unpolished first draft. Schumacher shared it with Warner Bros. executive Tom Lassally, among only "a handful of people on the planet" who have ever read the script, says Protosevich, noting the script has never leaked online.

"A few days later, I'm getting a call from Joel, whose main comment was that I had written maybe the most expensive movie ever made. Then I remember I never heard from the executive at Warner Bros. I called many times, never got any kind of response," says Protosevich. "This got into a period of weeks and then a month, and my agent pestering Warners. And the next thing I knew, they were pulling the plug on the whole project. They were going to wait and see what they were going to do with Batman. The Joel Schumacher-driven Batman train was taken off the rails."

Batman: DarKnight

Screenwriters: Lee Shapiro and Stephen Wise
Villains: Scarecrow and Man-Bat
Stars: George Clooney and Chris O'Donnell

In the weeks after Batman & Robin's release, two young screenwriters Lee Shapiro and Stephen Wise were meeting with Greg Silverman, then a junior production executive, about a post-apocalyptic script they were working on. While Protosevich's script for Schumacher wasn't yet officially dead, Shapiro and Wise got wind the studio was potentiality looking for new directions for Batman and Silverman asked them where they would take the franchise.

The pair went off and brainstormed for a few weeks, coming back to Warner Bros. and impressing Lassally enough with their pitch that he commissioned a script, which the studio hoped would  divorce the franchise from Batman & Robin while remaining in the same continuity as the Burton/ Schumacher films.

"Our script was just a direct answer to the last movie. Everything we were doing was, 'What did they do? Let's not do that,' " recalls Shapiro.

The script for Batman: DarKnight, which was written with the idea that Clooney and O'Donnel might return,  is in some ways more of a Robin/Dick Grayson story than a Batman one. It begins with a Bruce Wayne living as a recluse, retired after a tragedy caused him to hang up the cape and cowl. 

At Bruce's urging, Dick Grayson is in college, though he still has plans to fight crime. At school, Dick clashes with Prof. Jonathan Crane (Scarecrow), who suffers from a disease that prevents him from feeling physical pain. Dick challenges one of Crane's academic positions in front of the whole class, enraging the villain. The Scarecrow eventually kidnaps Dick, experiments on him and throws him in Arkham asylum.

Kirk Langstrom/Man-Bat is also in the mix as a second villain, who was once a colleague of Crane's, but who is turned into the Man-Bat thanks to one of the Scarecrow's experiments.

The script had a Halloween theme, and is more gruesome than previous Batman had been.

"His sense of touch is off, so it's heightened his other senses, and it made him like a living scarecrow," Shapiro says of Scarecrow. "He gets physically scarred during a confrontation with Man-Bat, and that scarring of his face becomes his mask. It becomes the stitches he puts on himself, and the cauterizing of the wounds and all of that stuff. His face becomes the scarecrow mask."

The men envisioned their film as the first in the trilogy, and they planted Easter eggs that was to pay off in sequels. In the third act of DarKnight, Crane releases all of the inmates from Arkham Asylum, with one of the doctors injured in the breakout named Harleen Quinzel, who ends up in a coma and would become Harley Quinn in a sequel. By the third film, Dick (absent from the second film) would grow from Robin to Nightwing and help Batman defend Gotham from Killer Crock and Clayface.

The screenwriters cranked out the script in three months. They would spend the next two years waiting to see what Warner Bros. would do with it.

"Our contacts kept changing," recalls Shapiro, whose script shuffled from exec to exec as the studio was deciding that making a clean break from the Schumaker/Burton continuity was the best course of action.

Wise and Shapirio tried to charm Warner Bros. execs by mailing them action figures of Scarecrow and Man-Bat, but it was no use. By early 2001, Jeff Robinov was placed in charge of Batman and ultimately told the men the studio had decided to pass. Warner Bros. was ready to wipe its hands clean of the past.

"That was where the term reboot came from. They basically wanted to start over," says Wise.

Batman: Year One

Director: Darren Aronofsky
Screenwriter: Frank Miller
Villains: Organized crime/police corruption

In the 1980s, comic book creator Frank Miller singlehandedly made Batman cool again with 1986's The Dark Knight Returns, a gritty and politically relevant four-issue comic book series featuring an aging Bruce Wayne coming out of retirement to kick everyone's ass (including Superman's). Miller followed that up with Batman: Year One, this time teaming with artist David Mazzucchelli to focus on the early months of Batman's career.

Who better than Miller to rehab the Dark Knight for the big screen?

Warner Bros. initially approached up-and-coming indie filmmaker Darren Aronofsky in 1999 to share his take on Batman. Aronofsky was enamored with Miller's Year One, which also features Jim Gordon navigating the corrupt police force as a young officer. This Gordon is more action-oriented than other depictions of the character. He's a decisive badass who has human foibles (he succumbs to an affair with a coworker).

"He had really specific ideas about the character and which way to take it," Miller says of Aronofsky. "I was surprised at the time, because I tend to be the more radical of any team I'm on, but it was Darren who was much more radical than I was. I said 'Darren, would you be willing to be faithful to the comics?' and he was ready to rip the eyes out of them. We just had a wonderful time bashing around the story every which way and developing these characters."

In the screenplay, Bruce Wayne has rejected his inheritance, not wanting to claim it until he has proven to himself that he can make it in the world.

"He forced himself to live in poverty and went to live on the streets he was going to defend," says Miller, who describes the character as monk-like. "So he lived like a bum. He was a short order cook until he finally proved to himself that not only could he become the greatest crime fighter the world had ever known, but he could support himself."

Once Bruce proved that to himself, he used his fortune to transform himself into The Batman.

"He then took the fortune on, and traveled the world studying every kind of martial arts and detective school he could go to," says Miller. "He became a master of all of them and he became the greatest crime fighter the world would ever know."

Gordon was balancing having a wife and a baby with navigating the corrupt Gotham Police Department. At the same time, he was tasked with stopping a vigilante (Bruce) who was tearing up his streets. When the vigilante saves his baby, Gordon forms an alliance with the man he is supposed to be hunting down.

The screenplay Miller and Aronofsky turned in was violent, bold and R-rated. It wasn't what the studio was looking for at all, particularly as it needed to make a movie kid-friendly enough that parents would buy toys built around the property.

"I think I heard a shriek of horror at first," Miller says of the studio reaction. "They were shocked at how bold it was and wanted it to be softened as much as it could be and then we wanted it to be as hard as it could be."

In 2002, Aronofsky, Miller and the studio parted ways. Miller, who would go on to have big screen success with Sin City, says were no hard feelings.

"The whole process was one of discovery for me. I had to figure out what they wanted. Normally somebody like me, if you say you want to make a movie, I'll come up with something that will be 12 hours long and cost $1 billion to make," says Miller. "I had to learn a lot more about the restrictions. The restrictions that make sense — such as budgetary and who you can get to play the roles—and the restrictions that don't make sense — which there are millions."

Batman Beyond

Director: Boaz Yakin
Screenwriters: Alan Burnett and Paul Dini

Batman was struggling on the big screen, but on the small screen Batman Beyond had fresh take on The Dark Knight so different from Batman & Robin that it might have been crazy enough to work.

Batman Beyond, the acclaimed animated series that ran from 1999-2001, took place twenty years after the last sighting of The Batman, and followed Terry McGinnis, a young man the now-elderly Bruce Wayne was training to become the new Caped Crusader.

Not much is known about the proposed live action project, which hailed from Batman Beyond creators Alan Burnett and Paul Dini and Remember the Titans director Boaz Yakin. The filmmakers have rarely spoken about it publicly, and were not available to comment for this story.

In 2012, Dini referenced the project on Kevin Smith's Fat Man on Batman podcast, saying the trio had a number of meetings together — but ultimately parted after the first draft failed to excite them.

"It didn't quite have the fantastic futuristic edge. It was a little bit of an amalgam [of the animated show and traditional Batman comics]," said Dini. "There was a little bit of The Dark Knight, there was a little bit of contemporary comics. There was Terry in the suit. It was old Bruce Wayne. They were in it."

Yakin told CraveOnline a similar story in 2012, saying the project was not a good fit for his life at the time.

"I thought it would be interesting but partway through writing it and being where I was at in my life at the time, I realized that actually it wasn’t something I felt comfortable pursuing," said Yakin. "Who knows whether I stayed with it or not whether that film would have ever gotten made or not."

According to Yakin, Batman Beyond was developed around the same time Miller and Aronofsky's Year One was in the works.

Batman Vs. Superman

Director: Wolfgang Petersen
Screenwriters:  Andrew Kevin Walker and Akiva Goldsman
Villains: Lex Luthor and The Joker

A decade before Warner Bros. electrified Comic-Con 2013 by announcing Batman and Superman would share the big screen, the studio considered bringing D.C.'s two biggest heroes together for the ambitious Batman Vs. Superman.

The Superman film franchise had stalled thanks to the 1987 flop Superman IV: The Quest for Peace. As late as 1990, a fifth film was in the works with the possibility for Christopher Reeve to reprise his celebrated role, while Tim Burton and Nicholas Cage came close to reviving Superman in the late 1990s with Superman Lives.

In 2002, the studio teamed director Wolfgang Petersen, then best known for helming Air Force One and The Perfect Storm, with with Se7en screenwriter Andrew Kevin Walker.  While Walker says his script has never been leaked online, a rewrite by Akiva Goldsman has been circulating for years.

The Goldsman rewrite for Batman Vs. Superman begins with among the most unlikely things imaginable: Bruce Wayne's wedding. Bruce has been retired for five years, his bride knowing nothing of his former life as Batman. During Bruce's honeymoon, his bride is killed, all signs pointing to The Joker as the culprit. This prompts The Batman out of retirement to seek out his mortal enemy, whom he believes had died years earlier.

Clark Kent is going through changes of his own, with his wife Lois Lane having left him. After serving as Bruce's best man earlier in the ceremony — and foiling a terror attack in an action-packed opening scene — he returns to Smallville. Both his parents have died, but his former love interest Lana Lang is still back in Kansas, and he rekindles a romance.

Bruce goes about violently tearing up the underworld to get to the Joker. Eventually it's revealed Lex Luthor and The Joker have been behind all of their troubles — from the terror attack on Metropolis to the death of Bruce's wife. The Joker actually plucked Bruce's wife from obscurity and molded her into a woman Bruce would love, manipulating the couple into falling in love.

During the course of the film, a grief-stricken Batman and his friend Superman have a massive battle, with Luthor having helped pit them against each other. Batman (suited up in kryptonite-laced armor) and Superman duke it out and they fight to a massive, bloody stalemate.

The friends reconcile in time to take on The Joker and Luthor. When Bruce wants to murder The Joker, Clark gives Bruce his consent to kill the villain, with the stipulation that he must take off his mask off.

"Don't hide behind it. Don't pretend there's some other part of you doing this," Clark says. "This is your right, as a human being. Your retribution. So do this as the man who's going to live with it for the rest of his life. Take off the mask."

Batman spares the Joker, with that climactic speech a key to what the filmmakers wanted to explore: the notion of duel identities and why Bruce and Clark wield them; The idea that they put on their separate identities to pretend it was someone else doing these things.

Sam Dickerman, then the head of Petersen's production company, pushed Walker not just to conceptualize the film as a superhero flick.

"Sam said 'let's write this as if we want this to be a movie that gets considered for an Academy Award,'" says Walker. "It's not supposed to be some kind of disposable popular culture. We wanted to take the character seriously."

The 9/11 terror attacks occurred while Walker was working on the script, an event that shifted the American psyche in innumerable ways — including what types of media the public craved. TV shows like 24 suddenly tapped into what Americans wanted, while on the Superhero front, Walker argues Superman became more needed than ever.

"There was a terrorist event in the screenplay that took on an entirely different timbre," says Walker.  "In the years after, both [DC's] Geoff Johns and [Marvel Studios chief] Kevin Feige, at different points made the observation about how before 9/11, Batman was always the cooler, cynical, 'Dark Knight' character and Superman to a certain extent was regarded as a little more wholesome, a little old fashioned and at certain points wasn't as admired as a character. Post-9/11, Superman became much more what people really wanted and needed in a way."

Walker turned in his script, and Goldsman took a pass — adding among other things, Clark Kent's divorce, which hadn't been in the original. Petersen spoke about the film to the press as late as 2002, with the film officially slated for a 2004 release.

It didn't take long for the studio to decide to keep its two franchises separate. Nolan was hired to tackle Batman in 2003 and J.J. Abrams took a stab at a Superman script with McG set to direct before Bryan Singer was brought on board to direct Superman Returns.

Walker recalls fondly writing the script, especially writing for Superman.

"One of the Supermans I most admire was Richard Donner's Superman," says Walker.  "Just that idea of Superman as a mixture of an alien and almost a Christlike or Godlike figure. Even if he was just hovering above a scene and having a discussion with someone with his cape waving behind him, there was always a really strong image. Even on the page, you really felt that stuff very strongly."


For most of his screen life, Batman has been a story of reinvention. Burton did it with his 1989 film, which divorced itself from Adam West's TV show. Schumacher did it with Batman Forever, and Nolan did it with Batman Begins. Soon Warner Bros. will unleash its next reinvention, with Ben Affleck donning the cape and cowl for Batman v. Superman, the Zack Snyder film the studio hopes will give birth to a Justice League franchise that can rival Marvel Studios' The Avengers.

Schumacher speculates society dictates what Batman it wants for the time. He'd initially wanted to go dark for his followup to Batman Forever, but got pushback from the studio and ultimately made Batman & Robin

"The studio, and I'm not sure the audience, was in a frame of mind to go too dark with Batman at that time," says Schumacher. "It's interesting how our culture has changed. How the socio-economic-political culture makes it absolutely palatable to see Chris' Batman—for instance The Dark Knight Rises—which is such a comment on exactly what's happening. You might be able to track that on all the movies. Maybe Batman is one of those things like Pi. It's the center of the universe."

Nolan was not available to comment for this story, but he spoke at length about the process of developing Batman Begins with The Hollywood Reporter late last year. He recalled getting a call from his agent Dan Aloni, who told him Warner Bros. was looking for ideas for Batman. Nolan conceived it as being like the 1978 Superman, which treated the character in a real-world sort of way.

"What I loved about Superman was the way New York felt like New York, or rather Metropolis felt like New York," recalled Nolan. "Metropolis felt like a city you could recognize — and then there was this guy flying through the streets. 'That’s amazing, so let’s do that for Batman, and let’s start by putting together an amazing cast.' "

And so it began.

Courtesy of Photofest