One of the more famous casting swap-outs in recent memory, Annette Bening was originally slated to play the villainous Catwoman. “We had initially cast Annette Bening as Catwoman and did wardrobe things,” Burton said. (One of those wardrobe designs would have had the top half of Bening’s areolas showing. Yes, seriously.) Burton continued: “Really close to shooting, maybe a couple of weeks before, I got a call one morning and there was a long pause on the phone and she said she was pregnant. I’ve never had such a split, mixed feeling – I was extremely happy for her but dropping down a dark abyss at the same time.” Of course once Bening dropped out, the floodgates were opened. “It was kind of a crazy period because every single actress from 20 to 45 on the planet wanted to be Catwoman,” explained producer Denise Di Novi. Indicative of that was the infamous incident involving Sean Young. Casting director Marion Dougherty explained on the DVD: “Sean Young, who had originally been set to play the lead in the first picture, very much wanted to do Catwoman. She appeared in cat costume one day at the studio.” Amazingly, the same documentary team got to get Young to talk about the situation, which seems to (still) be painfully embarrassing for everyone involved. “I thought that it would work to be aggressive in the sense that that is what Catwoman would have done,” Sean Young said, without remorse. “I did a major Catwoman adventure.” “Batman Returns” producer Mark Canton remembers it vividly: “My office door flew open and Michael Keaton and I saw Sean Young dressed as Catwoman leap over my sofa and say, ‘I am Catwoman!’ We looked at each other and went ‘Whoa.’ ” Supposedly, Young got as far as Burton’s office before being escorted out of the building, with Burton, known for his avoidance of any kind of confrontation, hiding underneath his desk and quietly waiting for Young to leave, although he insists he wasn’t there. “I was only told about it,” he said with a mischievous grin. “But the eyewitnesses I believe. I don’t think it was a UFO sighting or a legend of Bigfoot type situation. I think the sources are fairly reliable.”
3. Burton Had Designs For a Third ‘Batman’
By the time “Batman Returns” rolled around, the creative atmosphere had changed. The first film was an experiment to a large degree, to see if the material could be taken seriously and translated for sophisticated modern audiences. While it ended up being a merchandizing bonanza, another iteration was far from a sure thing. “The biggest difference, from the first to the second [movie], was that whole dynamic of the franchise mentality,” Burton explained. “Unlike the first one, before I started the second one, toy companies and T-shirt makers are asking ‘What’s this character going to look like?’ And it’s like ‘Well, we haven’t designed it yet.’ ” Naturally, part of this franchise mentality was prepping for a third film, which at one point Burton had every intention of directing. Burton recalled, laughing: “I remember toying with the idea for another one. And I remember going into Warner Bros. and having a meeting. I was saying, ‘Well, we could do this and we could do that,’ and they said, ‘Tim, don’t you want to do a smaller movie now?’ And about a half hour into the meeting I go, ‘You don’t want me to make another one, do you?’ We just stopped it right there.” While Burton may have bombed out of that studio meeting (he was later retained as a producer, helping choose Joel Schumacher as his successor, as well the writing team of Lee and Janet Scott Batchler for the initial drafts of part three), it’s fairly clear that, once Warner Bros. got a look at the pitch-black direction Burton was steering the Batman franchise in, they wanted out. The biggest evidence of this is the fact that the initial Sam Hamm drafts of the "Batman Returns" script had one of the villains being District Attorney Harvey Dent, who later becomes Two-Face (played, in the first film, by Billy Dee Williams, and in the third film by Tommy Lee Jones), in the place of Christopher Walken's Max Schreck. Yet Burton almost returned to the wheelhouse. A year after “Batman Returns”' release Warner Bros. announced that the Catwoman character would not appear in the fast-developing third film but would rather star in “her own Catwoman film,” with Pfeiffer returning to lead. “Batman Returns” writer Daniel Waters submitted a draft on the day “Batman Forever” opened, which he now admits was a tactical error. “[That] may not have been my best logistical move, in that it's the celebration of the fun-for-the-whole-family Batman. ‘Catwoman’ is definitely not a fun-for-the-whole-family script," Waters later told Film Review magazine. Waters’ script had Kyle suffering from amnesia and taken in by her mother in Oasisburg, a town in the middle of the desert (in the script Waters describes it as “Emerald City meets Las Vegas”) lorded over by a team of superheroes who supposedly do good but repress the local women, and eventually plan to destroy the town, loot it, and fake their own deaths. So, naturally, Catwoman must reemerge and save the day. Warner Bros. let the property languish, while Burton and Pfieffer moved on to other things, eventually setting Halle Berry as the iconic character (under the direction of French visual effects supervisor Pitof), for the critically and commercially ignored “Catwoman” (released almost a decade after Waters turned in that initial draft). Meow!