How does one man change the world?

It's a question that haunts Bruce Wayne (CHRISTIAN BALE) like the specter of his parents, gunned down before his eyes in the streets of Gotham on a night that changed his life forever.

Tormented by guilt and anger, battling the demons that feed his desire for revenge and his need to honor his parents' altruistic legacy, the disillusioned industrial heir vanishes from Gotham and secretly travels the world, seeking the means to fight injustice and turn fear against those who prey on the fearful.

In his quest to educate himself in the ways of the criminal mind, Bruce is mentored by a mysterious man called Ducard (LIAM NEESON) in the mastery of the physical and mental disciplines that will empower him to fight the evil he has vowed to destroy. He soon finds himself the target of recruiting efforts by the League of Shadows, a powerful, subversive vigilante group headed by enigmatic leader Ra's al Ghul (KEN WATANABE).

Bruce returns to Gotham to find the city devoured by rampant crime and corruption. Wayne Enterprises, his family's former bastion of philanthropic business ideals, now rests in the hands of CEO Richard Earle (RUTGER HAUER), a man more concerned with taking the company public than serving the public good.

Meanwhile, Bruce's close childhood friend Rachel Dawes (KATIE HOLMES), now an Assistant District Attorney, can't secure a conviction of the city's most notorious criminals because the justice system has been so deeply polluted by scum like crime boss Carmine Falcone (TOM WILKINSON). It doesn't help that prominent Gotham psychiatrist Dr. Jonathan Crane (CILLIAN MURPHY) bolsters insanity defenses for Falcone's thugs in exchange for nefarious favors that serve his own devious agenda.

With the help of his trusted butler Alfred (MICHAEL CAINE), detective Jim Gordon (GARY OLDMAN) - one of the few good cops on the Gotham police force - and Lucius Fox (MORGAN FREEMAN), his ally at the Wayne Enterprises' Applied Sciences division, Bruce Wayne unleashes his awe-inspiring alter-ego: Batman, a masked crusader who uses strength, intellect and an array of high tech weaponry to fight the sinister forces that threaten to destroy the city.

Warner Bros. Pictures presents a Syncopy production of a film by Christopher Nolan, CHRISTIAN BALE in Batman Begins, starring MICHAEL CAINE, LIAM NEESON, KATIE HOLMES, GARY OLDMAN, CILLIAN MURPHY, TOM WILKINSON, RUTGER HAUER, KEN WATANABE and MORGAN FREEMAN.

Directed by CHRISTOPHER NOLAN, the film is produced by EMMA THOMAS, CHARLES ROVEN and LARRY FRANCO. The screenplay is by CHRISTOPHER NOLAN and DAVID S. GOYER, story by DAVID S. GOYER, based upon BATMAN characters created by BOB KANE and published by DC COMICS. The executive producers are BENJAMIN MELNIKER and MICHAEL E. USLAN. The director of photography is WALLY PFISTER, A.S.C.; the production designer is NATHAN CROWLEY; the film is edited by LEE SMITH, A.C.E.; the costume designer is LINDY HEMMING; and the music is by HANS ZIMMER and JAMES NEWTON HOWARD.

This film has been rated "PG-13" by the MPAA for "intense action violence, disturbing images and some thematic elements."

Batman Begins will be distributed worldwide by Warner Bros. Pictures, a Warner Bros. Entertainment Company.

     Criminals are a superstitious, cowardly lot.
     So my disguise must be able to strike terror into their hearts.
     I must be a creature of the night.

      - Bruce Wayne, AKA Batman, Detective Comics #33

He first appeared in 1939, a wraith silhouetted against the Gotham skyline. Mysterious and menacing, "The Bat-Man" surfaced as the self-appointed guardian of Gotham City, a winged gargoyle living in the shadows between hero and vigilante. In the six decades since, he has come to be known as the Dark Knight, a complex man who transformed himself through sheer force of will into a symbol of hope and justice for a city rotting with corruption and decay.

Created for DC Comics by artist Bob Kane, Batman made his debut in Detective Comics #27 (May, 1939 issue). The superhero's 66-year history represents an unprecedented cultural phenomenon spanning radio serials, live action and animated television series, feature films, interactive games, and legions of comic books.

"Batman is one of the most psychologically interesting characters in our cultural history," says Paul Levitz, President and Publisher of DC Comics, the largest English-language publisher of comics in the world and home to such iconic characters as Batman, Superman, Wonder Woman and the Sandman. "Batman isn't a guy who finds himself endowed with superpowers and simply says I'll do good with them because I'm a good person. This is a man who watched his parents die and then had to decide how to respond. He's tortured by feelings of guilt and anger and his desire for vengeance, yet he sets out to become a transformative being, someone who can change the world."

"What's always been fascinating about Batman is that he is a hero driven by quite negative impulses," says Batman Begins director and co-screenwriter Christopher Nolan. "Batman is human, he's flawed. But he's someone who has taken these very powerful, self-destructive emotions and made something positive from them. To me, that makes Batman an extraordinarily relevant figure in today's world."

A superhero with no superpowers, Batman's ambitious quest to forge his mind and body into a living, breathing weapon against injustice inspires both fear and admiration.

"What distinguishes Batman from his counterparts is that he's a hero anyone can aspire to be," says co-screenwriter David Goyer, known for adapting the other-worldly realms of superheroes and fantastical characters into inventive, action-packed hit films such as the Blade series, Crow: City of Angels and Dark City. "You could never be Superman, you could never be The Incredible Hulk, but anybody could conceivably become Batman. If you trained hard enough, if you tried hard enough, maybe, just maybe, you could become Batman."

Batman Begins explores the origins of the Batman legend and the Dark Knight's emergence as a force for good in Gotham. "What I wanted to do was tell the Batman story I'd never seen, the one that the fans have been wanting to see - the story of how Bruce Wayne becomes Batman," says Nolan, whose taut, provocative psychological thrillers Memento and Insomnia established him as a bold new talent with a keen sense of character and a remarkably assured directing style.

A character-driven adventure powered by large-scale action and layered with the complexities of the human condition, Batman Begins represents the first full telling of Bruce Wayne's quest to become Batman, detailing how and why he acquires the skills, tools and technology to create his intimidating alter-ego.

"There is no one definitive account of Batman's origins," says Nolan, "but throughout the interpretations of his character over the years, there are key events that make Batman who he is and make his story the great legend that it has come to be. There were also a lot of very interesting gaps in the mythology that we were able to interpret ourselves and bring in our own ideas of how Bruce Wayne and Batman would have evolved specifically."

In recounting Bruce Wayne's odyssey from his traumatic childhood to his emergence as Batman, Nolan wanted to present "a more realistic take on his story than we've seen in previous incarnations of the character. I wanted to treat it with a degree of gravity and with a sense of epic scope, but set in a world that is firmly grounded in reality."

"One of Chris' mantras when we were working on the script was It has to be real, it has to be real," recalls Goyer, whose points of reference while crafting the screenplay with Nolan included the classic action adventure films Lawrence of Arabia, The Man Who Would Be King, Blade Runner and the James Bond epic On Her Majesty's Secret Service. "We applied that philosophy to every aspect of the story, even down to the most minute details - Why are the bat ears so tall? Why does the Batmobile look the way it does? We developed a logical explanation for everything that Bruce Wayne does and for every device he acquires in the film."

Nolan and Goyer took an unconventional approach to their collaboration. As they worked on the script at Nolan's home, production designer Nathan Crowley began creating conceptual designs of Gotham City and models of the re-imagined Batmobile in the garage.

"I wanted to focus on the design of the new Batmobile during the script writing stage because I felt that everything we were trying to do that defines our approach to telling this story, our emphasis on grounding the characters and the film in reality, would be evident in the look and feel of that vehicle," the director notes.

"I think that from now on, any film that we make, we'll start in the garage," jokes producer Emma Thomas. "The synergy of having Chris, David and Nathan working simultaneously in the same creative space worked amazingly well and it advanced our development and production process considerably."

Portraying the full arc of Bruce Wayne's story in a realistic manner required Nolan and Goyer to explore the complex psychology of the man behind the myth. "For me, the most exciting aspect of telling this story is getting inside Bruce Wayne's head and going on that journey with him," says Nolan, "so that we experience the process of becoming Batman through his eyes."

In Nolan and Goyer's telling, Thomas Wayne instills in his young son a sense of philanthropy and a love for the city that has benefited greatly from the altruism of its wealthiest family, and lays a foundation for Bruce's ideals of justice and fairness. His belief system is all but shattered when his parents are gunned down before his eyes, victims of the fear and desperation spawned by Gotham's rampant crime and collapsing economy. To make matters worse, Bruce blames himself for their murders.

Consumed by guilt and anger, isolated by his status and pain, Bruce begins a lifelong struggle to reconcile his rage and thirst for vengeance with his need to honor his parents' philanthropic legacy.

"This boy has everything ripped away from him in an instant," Goyer muses. "As a result, he has to deal with intense guilt, anger, loneliness and confusion. He is so pained by what happened that he ultimately has to leave Gotham in search of answers."

"It's a journey that never ends," says Christian Bale, the versatile actor known for deftly segueing between acclaimed performances in provocative independent films such as Laurel Canyon, American Psycho and Velvet Goldmine, and starring roles in large-scale action adventures like Shaft and Reign of Fire. "He is in a constant battle with himself internally. He must continually assess his actions and control his demons, overcoming the pull toward self-destruction and the negative emotions that will destroy his life if he allows them to."

"Christian Bale was the ideal choice to play a young Bruce Wayne, particularly a Bruce Wayne still struggling very much with the demons that drive him to become Batman," says Nolan. "He is a very complex character who exists on the razor's edge between good and bad. Christian embodies that sense of danger and ambiguity that can be channeled into something very positive and very powerful. He has that kind of intensity, that fire burning inside. You look into his eyes and you believe that this man would go to those extremes."

"Bruce Wayne is an ordinary man who has made himself extraordinary, through sheer determination and self-discipline," producer Chuck Roven observes. "Christian exemplifies this kind of passion, dedication and commitment. He has a wonderful presence as Bruce Wayne and Batman, and brings an amazing power to his performance, both physically and emotionally."

Bale was intrigued by Nolan's vision for the film, both in his desire to explore the darker aspects of the Batman character and his goal to give audiences what the director deems "the cinematic equivalent of reading a great graphic novel."

"Graphic novels like Arkham Asylum presented a Batman that I had never seen before," says Bale, who discovered the Dark Knight several years ago at a comic book store in Santa Monica. "He was dark and dangerous and more interesting than any other comic book hero or villain."

One way in which Nolan and Goyer grounded Bruce Wayne's story in reality while marrying milestones in the mythology with their own interpretation of events is through the film's theme of fear. In the story, young Bruce's accidental discovery of the bat-filled caverns beneath Wayne Manor results in a harrowing encounter with the terrifying creatures, leaving him permanently haunted by the memory. Nolan and Goyer fused this seminal experience with Bruce's subsequent guilt over his parents' deaths, making his decision to remold himself in the image of a creature that wracks him with such fear and anxiety all the more remarkable and resonant.

"It's fascinating to me," Nolan remarks, "the idea of a person who would confront his innermost fear, and then attempt to become it."

"The bat is a very personal symbol to him," Bale explains. "It's one that induced fear in him as a child, and as an adult is a constant reminder of the night his parents were murdered and of his own feelings of guilt. When he returns to Gotham after honing his mental and physical skills, the bat persona becomes the clear answer to his need for a disguise. He uses it as a means to intimidate others and manipulate their fears, as well as master his own."

While superheroes typically face the challenge of living as both a public personality and a private force for change, Bruce Wayne grapples with the necessity of presenting two very different personas in public while carefully guarding his true identity.

"It's not just a duality between Batman and Bruce Wayne that I was interested in exploring," Nolan reveals. "To truly represent his journey, we needed to portray the three distinct facets of his character: Batman, the iconic masked warrior who is the channel of Bruce's inner rage; the private Bruce Wayne, a damaged man who dedicates his life to ridding Gotham City of the evil that took his parents' lives; and the third individual, the public face of Bruce Wayne - a spoiled playboy, the last person anyone in Gotham society would suspect of caring about the city's decline, let alone of being Batman. The public Bruce Wayne persona is as much a mask as the mask that Batman wears."

"Bruce Wayne doesn't want people to ever think that he's capable of idealism or compelled to help those in need," Roven elaborates, "so he presents himself as a very clichèd, womanizing, sports car-driving socialite. But it's all just a front. It's a game that he's playing. He reveals the genuine Bruce Wayne only to a very few people he knows he can trust."

While the circumstances that motivate Bruce Wayne to become Batman are extreme, everyone can relate to the pain of loss, outrage at injustice, and the need for an outlet through which to vent anger and turn negative emotions into positive actions. It's the fact that it's possible to be him - if you have the strength, stamina and selflessness to actually become him - that makes Batman so compelling and so enduring.

"He's unpredictable, his actions may be questionable, his motivations less than pure. Yet we know he is ultimately a force for good," Bale says. "This complexity makes Batman the coolest of superheroes."

     He's out to clean up a city that likes being dirty.
     He can't do it alone...

      - Batman: Year One

In casting Batman Begins, as with all other aspects of the production, director Christopher Nolan strived to create an epic feel that underscores the film's realism. "We looked back to the incredible cast of Richard Donner's 1978 film Superman," Nolan says. "He had Marlon Brando, Gene Hackman, Ned Beatty and so many other great actors in supporting roles. We cast our film in a similar fashion, with an ensemble of wonderful actors who bring a depth and complexity to the characters that make Bruce Wayne's world all the more real."

The most important figure in Bruce Wayne's life is Alfred Pennyworth, butler to the Wayne family, who assumes guardianship of young Bruce following the deaths of his parents. Despite Bruce's rage and self-destructive behavior, Alfred remains loyal to him, helping Bruce facilitate his quest to acquire and develop the tools he needs to transform himself into a living weapon against injustice.

"Alfred is a man given the responsibility to raise the most incredible child of a generation," says Nolan. "He helps him do incredibly important and frightening things that no parent would want their child to do."

"We needed an actor who could bring humor and heart to the role, as well as a measure of gravitas," producer Emma Thomas says. "There was only one man for the job."

"Alfred is the one constant in Bruce's life, the one person who never gives up on him," says renowned actor Michael Caine, who earned Academy Awards for his performances in The Cider House Rules and Hannah and Her Sisters, and another Oscar nomination in 2003 for his eponymous role in The Quiet American. "He's also Bruce Wayne's moral compass. Batman walks a very fine line between himself and the criminals he pursues, so he must maintain a higher moral code. Alfred isn't afraid to give his opinion, especially when he thinks Bruce may have taken things too far. You cannot make it personal; otherwise you're just a vigilante."

"I find their relationship very funny, as well as touching," Bale says. "They have such trust in each other; they have the ability of people who are close to argue and be painfully honest, knowing that they are still going be there for each other."

"Christian is wonderful and he makes a great Batman," says Caine, who was drawn to the project by Nolan and co-screenwriter David Goyer's screenplay and its emphasis on the humanity of the characters. "I liked their vision of showing Batman coming from a natural man. If he's bulletproof, where's the suspense? If you have a real man, you have jeopardy and you have suspense. That's what interested me."

When Bruce Wayne vanishes from Gotham, searching the world for the means to become a force powerful enough to rid Gotham City of crime, he immerses himself in the criminal underworld, a risky and brutal experiment that toughens him - but ultimately lands him in a Bhutanese jail.

It is there, at the end of the world, that Bruce finds a path to his destiny. He is approached by a man called Ducard, an ally and envoy of Ra's al Ghul, the enigmatic leader of a powerful vigilante group called The League of Shadows.

"Ra's al Ghul is a very mysterious, complicated character," says Ken Watanabe, nominated for an Academy Award in 2004 for his performance in the acclaimed drama The Last Samurai. "He's very calm and quiet, but he's also extremely powerful. I think of him as a silent volcano."

Like Ra's al Ghul, Ducard is committed to an ideal of natural justice, in which "justice is balance" - and The League of Shadows will go to any means to strike what it sees as a necessary balance. The harsh disciplinarian becomes Bruce's mentor, training him in an array of physical and mental disciplines, as well as the importance of theatricality and deception.

"Ducard has committed himself to an ideal of how he would love to see the world and he sees Bruce Wayne as someone who could make these ambitions tangible and real," says Liam Neeson, the renowned actor who earned an Oscar nomination for his performance in the Steven Spielberg Holocaust drama Schindler's List and starred in such films as Kingdom of Heaven, Kinsey and Star Wars: Episode 1 - The Phantom Menace. "Ducard reminds me of Ignatius of Loyola in the 15th Century, who formed the Jesuit Society. Ignatius was a very famous playboy and drunkard before he became an incredibly disciplined man and a saint. He's someone I have a lot of admiration for - an extraordinary disciplinarian on a quest to find a true, natural justice in this world that will help mankind."

Key in Bruce's training is Ducard's emphasis on the mastery of one's anger and mental focus by confronting one's greatest fear. "Ducard understands Bruce Wayne's pain because he lost someone in his life who was very dear to him, which led to his quest for a deeper sense of his destiny and spirituality," Neeson says. "He believes you have to go into yourself to discover your dark side as well as your good side, and marry those forces in order to be able to achieve your full potential as a human being."

"Liam brings an incredible authority to the role," producer Charles Roven says. "He's able to invest the character with this extraordinary degree of trust, and you buy into his way of looking at the world. When Ducard tells Bruce he must have 'the will to act,' you know he's a man who has the will to act. Ducard isn't telling Bruce to do anything that he wouldn't do himself."

Like Caine, Neeson was drawn to the script's realistic character and story dynamics, as well as the opportunity to work with Nolan. "He's quite laconic, which belies years of hard work and dedication - kinda like Ducard!" he says.

While Ducard and Ra's al Ghul represent a pathway to Bruce Wayne's future, his touchstone to the past is Rachel Dawes, the daughter of the Wayne family housekeeper and his closest childhood friend. During Bruce's travels abroad, Rachel becomes an Assistant District Attorney in Gotham to fight the crime that is devouring the city, an increasingly difficult and frustrating endeavor due to the rampant corruption that is corroding Gotham's police force, judiciary and political infrastructure.

Though they drifted apart in the wake of his parents' deaths, in a moment of crisis when Bruce's obsession with avenging their murders threatens to destroy his life, it is Rachel who helps him make a crucial distinction between vengeance and justice. "Justice is about harmony," she cautions. "Vengeance is about making yourself feel better."

"Rachel reminds Bruce of his father's legacy, his duty to carry on his family's philanthropic tradition, and she encourages him to do something meaningful with his life," Thomas says.

"One of the things about Rachel that I find so appealing is that she's so idealistic," says Katie Holmes, the popular actress who first came to national attention as a star of the hit television drama Dawson's Creek and has since established a successful career in feature films including Wonder Boys, Phone Booth, Pieces of April and The Ice Storm. "At one point she says to Bruce, 'It's not who you are underneath, but what you do that defines you.' That line defines who she is. She's the type of person that wants to make the world a better place. She wants to help people, she wants to save her city and she doesn't have time for excuses."

Though Bruce is formulating his own dynamic method for fighting crime in Gotham, he must present to Rachel his "public" Bruce Wayne persona - the frivolous, womanizing playboy who doesn't seem to notice, let alone care, that the city is crumbling to ruins around them.

"One of the consequences of Bruce Wayne's decision to transform himself into Batman is that he's put in a position of having to debase himself in Rachel's eyes," Nolan says. "She believes him to be capable of extraordinary things, but she cannot know that he is indeed performing extraordinary good. She has to see him as somebody wasting his resources and his talents, and she really can't bear to see that."

"Rachel is very hard on Bruce," Holmes admits. "She can't understand why her best friend isn't more concerned about the crime and corruption that are overtaking Gotham City. When you really know and care about someone the way she does for Bruce, and you think they're not living up to their potential, it can be very disappointing and difficult to accept."

The heartbreaking realization that he cannot share his true self with the one person besides Alfred who truly believes in him further fuels Bruce's pain and anguish. According to Nolan, he and Goyer created the character of Rachel - the only main character in Batman Begins who is not based on one from the comic book mythology - to "represent the life Bruce Wayne might have if he weren't tied into his destiny of having to create a very dark alter ego through which he helps people."

"One of the great things about their relationship is that it's not about Rachel falling for Batman," Roven notes. "She has loved Bruce since they were kids, and even though she is disappointed with who she thinks he's become, she never stops believing in the man he has the potential to be."

"This has been one of the best working experiences I've ever had," Holmes marvels. "How many chances do you get to have a conversation with Gary Oldman, Christian Bale or Michael Caine, let alone do scenes with them? I was very nervous at first, but so thrilled."

Batman's first ally on the side of justice is Detective Sergeant James "Jim" Gordon, one of the few good cops on Gotham's debauched police force. A patrolman at the time of the Wayne murders, Gordon offers young Bruce Wayne solace on the tragic night that changes the fated heir's life forever. Years later, when Batman seeks Gordon's help in his campaign against evil, Gordon has worked his way through the mire and earned the rank of Detective Sergeant, though his unscrupulous partner Detective Flass has as little regard for the law as Gordon has respect for it.

"I think Gordon's hair turned grey at a pretty young age," says Gary Oldman, the acclaimed actor known for playing characters not nearly as decent as Gordon in films such as Harry Potter and the Prisoner of Azkaban, Hannibal, Air Force One, Bram Stoker's Dracula and JFK. "It's difficult in this day and age to retain any kind of integrity, whatever line of work you're in, but trying to police Gotham City would turn anyone grey. What's nice about the role is that Gordon is so honest and true blue. I like playing the one good apple in the bunch."

"Gary has never really played such a wholesome character," Nolan notes, "but he is a chameleon, and he absolutely inhabits the role of Gordon. The essential goodness of the man is very apparent from his first scene."

"Gary's performance captures the essence of Gordon from the comic books," Thomas adds. "He very much looks the way the character does in Batman: Year One, for example, and he conveys the weariness that Gordon feels from fighting an uphill battle against not only the criminals, but his own colleagues who perpetuate the corruption in Gotham City."

Oldman adopted Gordon's iconic moustache and glasses for the role, and speaks with a regionally non-specific American accent, at Nolan's request. "Chris wanted me to look as much like Gordon does in the comic as I realistically could, and not be identifiable as coming from any particular part of the country," he says. As for his character's world-weariness, "I just played the jet lag," Oldman jokes, referring to the numerous flights taken between his home in Los Angeles and the production's Chicago and London locations.

Initially, Gordon isn't sure whether or not he can trust Batman, but ultimately they form a clandestine partnership. "Gordon is infused with new energy and hope when Batman emerges on the scene," says Oldman. "He knows Batman is a bit of a wild card, but his heart is in the right place. They both have the same goal and share a single-purpose kind of mindset."

In stark contrast to Gordon's decency is the rapacious greed of Wayne Enterprises CEO Richard Earle. Following the death of Thomas Wayne and Bruce's subsequent disappearance from Gotham, Earle has presided over the company's move from philanthropic-based business ideals to the production of military defense hardware and weapons manufacturing.

"Earle is extremely competitive and aggressive; I think of him as a cross between Donald Trump and Bill Gates," says Rutger Hauer, known for his memorable turns as magnificent bad guys in classic films like Blade Runner and The Hitcher, and more recently in the films Sin City and Confessions of a Dangerous Mind. "He knows what he wants to accomplish with the company, and he's filtered out who is working well for him - and who is not."

Lucius Fox was a close friend of Thomas Wayne's and does not share Earle's appetite for earnings over intent. In his bid to take Wayne Enterprises public, Earle ungraciously dismisses Fox from his influential position on the board and relegates him to overseeing the company's Applied Sciences division.

"Fox and Earle are like sandpaper rubbing against each other," observes Morgan Freeman, an Academy Award recipient for his performance in Clint Eastwood's drama Million Dollar Baby and an Oscar nominee for his roles in The Shawshank Redemption and Driving Miss Daisy. "I don't think of Fox as being terribly ambitious or combative. He's just really smart and well-educated. Earle has a great need to get rid of Fox, but he can't just dump him; Fox knows too much. He has to keep him around so he can watch him. So he reduces him to being a warehouseman for all these wonderful toys."

The Applied Sciences division is dedicated to engineering the design and production of high tech prototype materials, from cutting-edge weaponry to advanced military equipment. When Bruce Wayne returns to Gotham and begins assembling the tools to become Batman, he finds an ally in Fox, who provides him access to the resources available in Applied Sciences. Bruce begins experimenting with various military prototypes that Fox shows him, from body armor designed for combat to a rugged, tank-like vehicle nicknamed "The Tumbler."

"A bond starts to develop between them because Fox sees that Bruce is ready to pick up the reigns of the company and put it back on its feet, back where it should be," says Freeman, who admits that despite his character's technological expertise, "Technology leaves me in the dark. I've had a computer since the early days of the PC, but I still can't initialize a disk. That's Greek to me."

A supporting character from the comic book mythology, Lucius Fox was further developed by Nolan and Goyer specifically for Batman Begins. "We wanted to connect Bruce's assembling the tools to become Batman with the process of trying to reclaim his father's legacy and take Wayne Enterprises back into more positive directions," Nolan explains. "Lucius Fox helps Bruce in his quest to become Batman without ever knowing exactly what Bruce's specific mission is. There is a wonderful unspoken understanding between the two men."

While Bruce Wayne harnesses his greatest fear and transforms it into a force for good, Dr. Jonathan Crane uses fear for purely personal gain. An accomplished young psychiatrist and the head of the prisoner population at Gotham's Arkham Asylum mental facility, Crane's specialty is the study of fears and phobias. He has developed a toxin through which he can tap into and unleash his patients' worst fears, and as his alter-ego, the hideously-masked Scarecrow, he uses terror and paranoia as weapons against them.

"Crane believes the mind controls everything, and he wants to control your mind," Roven says.

"Crane has obviously achieved a lot at quite a young age, and he's very arrogant," says Cillian Murphy, a rising young actor best known for his starring role in Danny Boyle's bracing sci-fi thriller 28 Days Later. "He's not physically imposing, so his way of countering his lack of physicality is through his intelligence and his fear toxin. It's deeply rooted in getting revenge for being maligned when he was younger. He gets satisfaction from seeing people reduced to an almost catatonic state of fear, just as he was as a child."

"We felt that Crane's drive to manipulate people through fear presented a very interesting parallel to the journey that Bruce Wayne embarks on with the Batman persona," says Nolan, who worked with Goyer to connect the Crane character, who made his first appearance in World's Finest Comics #3 in 1941, with Arkham Asylum, an historically significant location in Batman lore.

Though Crane and his alter ego Scarecrow are important characters in Batman's comic book mythology, this is the first time they are being portrayed on film. "Playing Crane's metamorphosis into Scarecrow was really appealing," says Murphy, who read all of the Batman comics in which Scarecrow appears after he was cast in the role.

"Cillian's performance as Crane is incredibly creepy and chilling," Thomas says. "He has an extraordinary screen presence, and there is something especially unnerving about his eyes when he is playing Crane. I wouldn't want to be alone in a room with that character!"

Working in cahoots with Crane is Carmine Falcone, Gotham City's most notorious crime boss, whose crew of thugs are routinely diagnosed by the not-so-good doctor as being criminally insane, therefore avoiding prosecution by the District Attorney's office.

"Falcone represents all that's bad about Gotham," says Tom Wilkinson, who most recently starred in the Oscar-nominated dramas In the Bedroom and Eternal Sunshine of the Spotless Mind. "He owns the police force, he owns the politicians and he owns the judiciary. And he's the first bad guy that the fledging Batman cuts his teeth on."

But even with well-placed allies, years of training and an arsenal of weapons at his disposal, it won't be easy for Barman to stop a man as powerful as Falcone...

...or the even greater and more sinister forces threatening to destroy Gotham City.

     Does it come in black?
      - Bruce Wayne, Batman Begins

The Batmobile is an integral part of the Batman legend, and in accordance with director Christopher Nolan's credo that every aspect of the film be firmly rooted in reality, the vehicle driven by the Dark Knight in Batman Begins was conceived in such a way that ensured that its design be absolutely in tune with the narrative. Says Nolan, "We were looking to present Batman as a very functional figure, somebody very concerned with utility, and so we wanted to create a vehicle that would actually perform in ways that are useful to the character."

Production designer Nathan Crowley set up a workshop in Nolan's garage, where he focused on many key elements of the film, primarily the Batmobile. As Nolan and co-screenwriter David Goyer wrote the screenplay inside the house, they would share ideas with Crowley about how they were envisioning the vehicle; their ideas informed Crowley's designs, and Crowley's designs contributed to important aspects of the script.

"I've never been on a project where I've gotten to do conceptual work so early on," Crowley comments. "We set up a little machine shop and started making models of cars out of anything we could get our hands on. Chris would take a break from writing and come into the garage, where I'd be with my car concepts, covered in glue. We made about five or six versions of the Batmobile over a period of about eight weeks."

Throughout the course of the Batman legend, the Batmobile has always been presented as a contemporary vehicle, but with a sense of exaggeration and extremity to it. Following Nolan's mantra of realism, it was important that every aspect of the Batmobile have a clear purpose, rather than just a mishmash of impressive-looking details. What resulted is a design that evokes a hybrid of a Lamborghini and a Humvee, a vehicle that combined the functional muscle of a tank with the finesse and handling of a sports car.

In the universe of the story, the Batmobile began as a military prototype bridging vehicle called "The Tumbler," designed by the Wayne Enterprises' Applied Sciences division for the purpose of jumping across ditches and facilitating the moving of men and equipment over water and vast open space. Due to its expense, Wayne Enterprises never mass-produced the vehicle, but upon Bruce Wayne's discovery of the prototype, he maximizes its stealth design and extraordinary applications to become a powerful weapon in Batman's quest for justice.

Because Crowley preferred making three-dimensional models rather than conceptual drawings, when he and Nolan brought their Batmobile concepts to special effects workshop supervisor Andrew Smith, they had a fully-formed, three-dimensional plastic model that detailed exactly what they envisioned for the vehicle.

"Within six months, Andy and his team designed and built five of these things from scratch," says the director. "I never expected them to be able to build a version of the Batmobile that could actually do all of the things that it's supposed to be able to do in the film, but they did it. It's a monster, it's a beast, and it's beautifully designed."

"I finally understood men's fascinations with cars after I saw the Batmobile in action," Katie Holmes recalls with a laugh. "I thought, Okay, I get it. This is awesome! I have the privilege of riding in it in the movie and it's even better on the inside."

While most film vehicles are comprised of a pre-existing car frame with a plastic shell placed over it, Smith's team custom-made every aspect of the Batmobile, from the wheels to the chassis to the bodywork.

The Batmobile is equipped with a 5.7 liter, 350 cubic inch, 340-horsepower engine with approximately 400 pounds of torque. 9 feet, 4 inches at its widest point, the vehicle is 15 feet long and weighs 2.5 tons. It accelerates from 0-60 in under 5 seconds and can jump 4-6 feet in height, up to a distance of 60 feet, and then peel off as soon as it hits the ground.

One of the most distinctive design features of the Batmobile is that it has no front axel, which enables the vehicle to make extremely tight turns. Nolan wanted the wheels to be held from the side, which at first was considered impossible. But Smith and special effects supervisor Chris Corbould devised a way to make it work.

"There's nothing holding the wheels in the conventional way that wheels are held on a normal car," Smith explains. "We built one prototype and modified it and came up with a very good system - due to an increase in rear wheel diameter we turned the engine and gearbox around and went with a live axel. The design gives the vehicle an almost insect-like waist because it twists in the middle when being driven hard."

The Batmobile was outfitted with six monster truck tires. Depending on the driving performance that the filmmakers were trying to capture, the tire treads were shaved off mechanically and their pressure was adjusted to give the driver varied levels of grip for performing sliding stunts. There were three basic sets of tires, with treads ranging from fully-skinned to semi-skinned to bald.

A total of eight Batmobiles were created for the production. In addition to the five fully operational, gas-powered models, there was an electric version that featured a sliding top to enable Batman and his passengers to easily enter and exit the car. The stunt driver was hidden behind the main seat and drove the vehicle from a sideways position. There were also two "cannon" vehicles, which were lightweight and contained no engines, and could be catapulted from a cannon for specific action sequences.

Building a vehicle as massive and powerful as the Batmobile necessitated that Smith and his team rigorously test every aspect of the car before handing it over to the stunt drivers and actors who would be piloting it onscreen.

"We try and test absolutely everything," says Smith. "We knew we were going to jump the car, so we went out and spent days and days jumping. That's where our prototype car went - we got 35 jumps out of it. We just keep going until things break. And we do break a lot of stuff during testing, but that means that we don't break a lot of stuff after shooting actually begins."

The most demanding Batmobile sequence to film was Batman's breakneck car chase through the streets of Gotham City. Among the action that had to be performed and captured on film were scenes in which the vehicle crushes other cars, maneuvers in and out of traffic at dangerously high speeds and executes razor-sharp cornering in extremely tight spaces. Upwards of 30 drivers were used to create the car chase, which was staged on the streets of Chicago.

"Chris really wanted the chase to have a loose, raw feel, something somewhere between a modern-day action-chase sequence with all the technology that we use today and something with the raw, gritty feeling of The French Connection," says director of photography Wally Pfister (Laurel Canyon, Memento, Insomnia). "That's why I was determined not to use a digital Batmobile - Chicago has these amazing subterranean streets, and I really wanted to get it out there."

The cockpit of the Batmobile does not provide a great deal of peripheral vision for the driver, so a video system was installed with cameras mounted on top of the vehicle facing backwards and just over the driver's eye-line to match his viewpoint. If the driver ever lost his "real" vision, he could pilot the vehicle using the monitors. "It's a handful," Smith says of the car. "It looks like it's very responsive but there's a lot of physical effort involved, a lot of wheel twirling in that cockpit to keep it under control."

"I would spend all day driving the Batmobile and then get in my car to go home, and it would take me a while to adapt to driving a normal car," says stunt driver George Cottle. "The whole body of the Batmobile rolls and flexes from side to side, making the vehicle up to six inches wider on either side because of the flexing movement."

As Batman, Christian Bale was afforded the unforgettable experience of piloting the Batmobile himself. "It's like nothing else," says the actor. "Driving it is like having Ozzy Osbourne screaming in your ear - it's insane."

Not only was cutting-edge technology employed in the fabrication and operation of the Batmobile, it also played an integral part in bringing the chase to the screen in the most dynamic way possible. The stunt team and film crew worked with an innovative new type of camera car: the AMG Mercedes ML tracking vehicle, outfitted with a device called the Ultimate Arm and Lev Head, a gyro-stabilized head on a robotically-controlled arm that is controlled by joysticks inside the vehicle. The Lev Head gave such a stable, solid image that the filmmakers shot approximately eighty percent of the chase with it.

Nolan and Pfister rode in the ML during filming, while built-in monitors and an open microphone enabled the director to simultaneously communicate with Cottle as he piloted the Batmobile and the tracking vehicle driver, and make real-time adjustments in speed or handling.

"The ML was the best tool we've ever had for a car chase," says stunt coordinator Paul Jennings. "It meant that we didn't have to pull back the speed of the Batmobile, because it could keep up. It was invaluable in terms of getting shots that you couldn't dream of doing with a normal tracking vehicle. There are shots in the film that I'm sure people will think were sped up, but they're not - they were done for real."

Says Pfister, "You very rarely drive a car more than 50 or 60 miles an hour in a chase sequence. We had the Batmobile up to 105 miles an hour. It was amazing to us, and it nearly outran a helicopter - particularly flying sideways, the helicopter couldn't even keep up with the Batmobile."

Additionally, the crew utilized a combination of the arm and the lever head attached to a motorcycle with a sidecar, and a camera was mounted to the front of a police car that one of the stunt men drove and kept within a few feet of all the big action sequences. Pfister and Nolan also used a space cam and a helicopter to capture spectacular aerial footage of the Batmobile driving around Chicago and on the open highway.

The massive amounts of planning, work and dedication devoted to developing and executing the Batmobile earned it a special place in the filmmakers' hearts. "For a long time there was actually going to be a moment at the end of the movie where we were going to destroy the Batmobile," recalls producer Emma Thomas. "But in the end we just couldn't bring ourselves to do it - the Batmobile had become like a character to us."

     He will become the greatest crimefighter the world has ever known.
     It won't be easy.

      - Batman: Year One

Batman's image invokes something primal, almost bestial, striking terrible fear in the hearts of those the Dark Knight has sworn to defeat. It was imperative to the filmmakers that their Batsuit enable Christian Bale to strike that menacing chord. "I looked at the great comics and graphic novels through the history of Batman to try and distill the essence of what those extraordinary pictures and drawings were saying about what Batman should look like," says Nolan. "Each artist interprets the costume differently, but there are these common aspects that define the essence of the character."

The Batman Begins filmmakers wanted to create a very mobile Batsuit, as opposed to previous suits, which were quite stiff and thus physically restrictive. The newly designed suit allows Bale to perform all of the demanding action that the film's stunts and martial arts fight sequences called for.

"A major consideration with the Batsuit was that Chris didn't want it designed just to look at, but to be very functional in execution," says costume designer Lindy Hemming (Harry Potter and the Chamber of Secrets, Lara Croft Tomb Raider). "He wanted the legs to be supple so that he could crouch down when necessary, and he very much wanted Christian to be able to move his head and not have to do the superhero movement of turning the shoulders and the head at once." (Full head movement was not possible in previous feature film incarnations of the Batsuit.)

In Batman Begins, the Batsuit is born when Bruce Wayne modifies a prototype he discovers in Wayne Enterprises' Applied Sciences division: the Nomax Survival Suit, nearly impervious body armor designed for soldiers to wear in combat.

The Batsuit designed by Hemming and her team is comprised of a neoprene undersuit, much like a diver's wet suit, with molded cream latex sections adhered to it. "The suit is made of waterproof armor with components inside that maintain the body temperature and keep the muscles from freezing up, so it's multi-functional," says Hemming. There are seven separate latex sections of the Batsuit: the knees, calves, legs, arms, torso, spine and cowl.

The Batman Begins Costume FX workshop, codenamed "Cape Town" for security purposes, was located at Shepperton Studios in London. The workshop was a 24-hour security-controlled compound, comprised of a whole village of portacabins that contained administration office and canteen, as well as all the technical workshops, including the Sculpt Room, Dye and Laundry, Spray Room, Cutting and Sewing Room, Art Finishing Room, Mold Shop and Foam Lab. Upwards of 40 people worked on the Batsuits at the height of the Workshop's output.

Christian Bale was sculpted and molded for the Batsuit at Cape Town months prior to filming, before he began training to build up his body into the necessary physical shape and condition for the role. "We always knew that when Christian came back from training, he would have developed into a different shape," Hemming says. "He did get enormously bigger, and when he first came back, we were like, Oh, no. It's never going to fit!" (Bale gained back the 63 pounds that he had lost for a previous film role, then put on an additional 20 pounds of muscle to complete his Batman physique.)

Once a full body cast was taken, a plastic model of Bale was produced from that mold and then sculpted with clay. Next, a specialized material called plastiline was added to achieve a smoother surface - if the suit were molded straight from clay, imperfections would be picked up that would be visible on-screen. After the plastiline molds were made, they were taken to the foam lab, where they were injected with a latex foam mixture.

An enormous amount of research and development went into finding just the right recipe for the mixture - hours were spent trying to achieve the level of foam that would give the suit flexibility and lightness, as well as the durability that it needed. Getting the foam as black as possible was also a problem, as that process reduces the durability of the material - the more pigment that is added, the more it undermines the strength of the foam. After arriving at the perfect balance, the molds were injected with the foam mixture, cooked in a large oven, and the pieces were de-molded and trimmed very patiently with fine scissors, as they must appear as if they were cut by laser rather than by hand.

"It was like a chemical lab, with people actually stirring big pots and sticking stuff in ovens and getting the perfect temperature, then testing and working out the flexibility," Bale says of Cape Town.

One aspect of the Batsuit that Nolan was determined to capture was Batman's cape. "There are wonderful illustrations of Batman striking iconic poses with his cape flowing, and we wanted to capture that element into our portrayal of the character," says Nolan. "We designed a flowing cloak that's used for concealment and therefore is a matte black fabric that blows and flows as it does in so many of the great graphic novels."

"I'm especially pleased with the cape," says Hemming. "Chris didn't want that armored feeling. He wanted to take the romanticism of the cloak from the comics, and he wanted him to be able to emerge from the darkness and fade into the darkness in places on the screen - it's almost like parts of him vanish."

To achieve this distinct look and feel, the team invented their own fabric - a parachute nylon that was electrostatically flocked to achieve a velvety finish. The flocking is a British Ministry of Defense-approved process that is employed when minimum night vision detection is required. It is used on London police force helmets, and it was their technicians who ended up teaching the production team how to flock the cape fabric.

The flocking is achieved by running a static electric charge underneath the material, which has been brushed with glue. Fine hairs are then dropped onto the fabric, which they cling to, attracted by the charge. "It's like when you were a kid and you combed your hair to make it stand on end," costume effects supervisor Graham Churchyard describes. "It's the same thing, except we use 60,000 volts to hold it in place."

The cowl, Batman's distinctive mask and head covering, also presented a challenge to the designers. In previous incarnations, the cowl restricted the actor's movement so that he would have to turn his entire torso instead of just his neck when he wanted to look around - inevitably, it looked quite awkward.

Hemming worked with Nolan and sculptor Julian Murray to devise a way to make the cowl thin enough to permit movement and supple enough to prevent it from wrinkling up when Bale turned his head. The result is a sleek, almost panther-like silhouette that allowed for natural movement. "I love the sensitivity of the cowl," says Hemming. "You can almost feel the workings of his face underneath it."

"The cowl itself is very expressive," adds Churchyard. "This is a man who has angst and that really shows through the mask - rather than concealing his emotions, it actually reveals his character."

In the film, the cowl boasts many features that make it a practical tool as well as an intimidating disguise - crafted with an impact-resistant graphite-composite exterior, there's a Kevlar panel that shields Batman's head from small caliber weapons fire; high-gain stereo microphones are concealed in the ears, allowing Batman to eavesdrop on distant conversations through walls or magnify his voice to formidable volume via a hidden loudspeaker; and a radio antenna in the earpiece that allows him to monitor police band and emergency response channels.

While the suit may have been more supple and allowed more movement than previous versions in prior Batman films, it was by no means comfortable, and during filming, Bale had to wear it for hours at a stretch. It took three people to suit Bale up every day. Overheating was a major concern, and at times Bale wore a "cool suit," which had tiny plastic tubes running through the inside of the body, similar to what high-altitude pilots and astronauts use as a cooling system.

"I put it on as much as possible so that I could really get a feel for it and get the moves and the presence of the Batsuit correct," says Bale. "Naturally, after six months of filming, I had a kind of a love-hate relationship with the thing. It induced headaches and would send me into a foul mood after half an hour. But I wasn't going to be some little acting ninny who says I can't deal with it anymore, take it off. I used the pain as fuel for the character's anger. Batman's meant to be fierce, and you become a beast in that suit, as Batman should be - not a man in a suit, but a different creature."

"Christian had a very controlled and specific approach to how he wanted to portray the aggression and the animal-like quality of this character," says Nolan. "He spent a long time looking at graphic novels and illustrations of Batman, to form his own sense of how he should move and communicate with the other characters. I think that his portrayal is very striking in its intensity and its seriousness."

"The first time I saw him in the suit I knew that he was meant to play Batman," says producer Charles Roven. "He just takes on a completely different presence. He's a fantastic actor and a tremendous guy in real life. But when he puts on the Batsuit, he becomes very intimidating."

In creating his character, Bale thought of Batman as a creature, an image that was aided by his menacing guise. "The suit gives you this huge neck, like a Mike Tyson neck, which you really rarely see amongst humans. It's more like a panther. It gives you this real feral look, as though you're going to pounce on somebody any moment."

"I was very surprised at how intimidating he becomes and how much it changes him," agrees Gary Oldman of working with the Bat-suited Bale. "It was very disconcerting."

"Everybody on set felt quite a charge when Christian would walk on in the Batsuit," Nolan concludes. "It was quite shocking and quite striking. You felt it in your bones."

Batman captures the imagination so strongly in part because he is a superhero with no super powers; he is a mere man striving to eradicate injustice, and so in order to gain an edge over the vast evil that he must overcome, he equips himself with an array of innovative tools and weapons.

It was important to Nolan that every piece of Batman's arsenal have a clear and practical purpose. In the film, Bruce Wayne takes a gritty, do-it-yourself approach to developing his tools, including spray painting his suit matte black and grinding his own Batarangs. In this way, it's possible for the first time to see the genesis of Batman's weapons and gadgetry, from their crude beginning until they are refined enough to fully equip him to begin his crusade.

Originally a Wayne Enterprises prototype climbing harness, the Utility Belt was modified by Bruce Wayne, who removed the shoulder straps but retained the Belt's convenient sliding attachments. Because Batman vowed never to take a life in the pursuit of justice, all of the apparatus in the Utility Belt are considered non-lethal deterrents.

The Utility Belt features a grappling gun with a magnetic grapple and monofilament decelerator climbing line; a flexible fiber optic periscope that allows Batman to see around corners; Batarangs, weapons with razor-sharp edges that can be thrown shuriken-style, with its sharp points imbedding in an intended target, or used like a boomerang (Batman's gloves are Kevlar-reinforced so that the returning weapon doesn't slice his fingers); ninja spikes that can be affixed to Batman's hands and feet for scaling sheer walls; mini-mines and explosives; a mini cellular phone with an encrypted signal; and a medical kit containing antidotes to various nerve agents and toxins.

Another of Batman's key tools are his scalloped brass forearm gauntlets, which are painted matte black like the rest of the Batsuit, and are used by the Dark Knight for climbing and defense against bladed weapons, so he can parry sword strikes without injury. Batman also uses a special sonic device, located in the heel of his boot, to call swarms of bats to a scene, either for protection or to create a terrifying distraction.

     He's out to clean up a city that likes being dirty.
     He can't do it alone...

      - Batman: Year One

In developing Batman's singular method of hand-to-hand combat and choreographing the film's visceral fight sequences, director Christopher Nolan and fight arranger David Forman (The Last Samurai) were looking to find a style that marries the gritty intensity of street fighting with a disciplined martial arts approach.

"For Batman, everything is about function, it's about the most effective way of doing something," Nolan says, "so we needed a style that is brutal, economical and real."

"We really wanted something that would look as though Bruce Wayne-as-Batman had created his own style of fighting, something that was unique in style and look," Christian Bale elaborates. "A big part of the Batman persona is the aggressive, animalistic way he attacks his enemies. I wanted to show how devastating he is when he charges forward and attacks people, and his resilience in taking blows as well."

The director also wanted the combat to be more jarring and realistic than the graceful, balletic form of fighting that comes from wire work. "We've gotten comfortable seeing fighting portrayed in this graceful, dance-like fashion to the point where the violence loses its threat," he muses. "I wanted to take it back to a grittier place, where you feel the punches a bit more."

The Keysi Fighting Method, also known as Keysi or KFM, is based on a series of tight, controlled, efficient movements. An evolving discipline that was founded only 20 years ago, Keysi is an intuitive, low-grounded fighting method that requires superior leg and upper body strength, with a strong emphasis on mental focus and awareness. Unlike other martial arts developed for sport, KFM lends itself to combat in close quarters and can be applied to fighting in any environment, against multiple attackers from all directions.

"The Keysi Fighting Method is a very intuitive kind of martial art, but also very, very brutal," Bale relates. "It's all about going for the break straightaway. It's quite instinctive and it adapts to many different situations. So it truly looks as though this is Batman's own style that he's come up with."

"Christian is an excellent student," Forman attests. "We were very surprised at how quickly he absorbed the information when we gave him his first lesson."

Bale dedicated himself to five months of rigorous physical training to prepare for the demanding role. Achieving the necessary level of agility and fitness was made all the more challenging by the fact that he had lost 63 pounds - dropping to an emaciated 121 lbs. - for his previous role as a tormented insomniac in The Machinist.

"I completely destroyed my body," Bale admits. "I'd reduced myself to something almost less than human. I tried to do a push up and couldn't. I went down and I didn't come back up. I couldn't do one single push-up because I'd wrecked my muscles so much."

By the time filming commenced, Bale had gained back his former weight and added an additional 20 pounds of muscle to achieve his Bruce Wayne/Batman physique.

To film Bruce Wayne's down-and-dirty confrontation with seven prisoners in a Bhutanese jail, which takes place before he acquires the training to develop a brutally effective fighting method of his own, Forman choreographed a series of crude movements for Bale.

"This is where we see Bruce Wayne at his rawest," Forman notes. "He's got a lot of inner anger, so his fighting has to come from pure brutality. No formal techniques and nothing too technical."

Staging a realistic seven-on-one battle also presented a challenge. According to Forman, "It's difficult to choreograph a fight where you have seven characters assaulting one character and make it feel like they're all attacking him at once. We wanted the fighting to be as realistic as possible."

The first fight sequence filmed was Bruce Wayne's grueling swordfight with his mentor Ducard, which was staged on a frozen Icelandic lake beneath a towering glacier. "It was beautifully dangerous and quite daunting," Neeson says of filming in the shadow of the largest glacier in Europe. "Every so often between set-ups we'd see ice crumbling away at the head of this glacier and bits of rock and muck falling off, and we knew this thing was a big living force that was moving towards us."

Due to the danger of filming on the temperamental ice, the safety team allowed only six people, including Bale and Neeson, to be on the frozen surface at a time. "We'd start hitting each other and smashing into the ice and then suddenly hear a big crack! right through the middle of the lake," Bale recalls. "We'd all stand dead still and look around. Then the safety guys would shout Okay, get off! Get off! Thankfully, we got the whole thing in that one day, because by the next, there was no ice whatsoever. It had melted into a lake again."

In preparation for filming the backbreaking swordfight, Forman and his team spent weeks rehearsing with Bale and costar Liam Neeson at an ice rink. The actors were trained in the art of wielding Samurai swords, defending against blade attacks with forearm gauntlets, and as Bale puts it, "practicing how to fight while standing on ice without falling on your ass all the time."

"The cuts are very powerful," Forman says of Samurai swordfighting movements, "and it's difficult to defend yourself against them. It takes a lot of energy and Christian and Liam both put one hundred percent into their performances. They did very well, both with the Keysi and the swordfighting."

"Lawrence Olivier was once asked what he thought the greatest attribute an actor can have, and on top of his list he put stamina," Neeson says. "Christian has unbelievable stamina. He's also a very talented actor. When he says his lines, I believe him. I believe what comes out of his mouth and that's what it's all about for me."

"It's a great advantage to have actors like Liam and Christian, who are willing to dive in and express their characters' physicality even in the most extreme situations," says Nolan. "I was extraordinarily impressed by the authenticity and intensity that they brought to the film's fighting and action sequences."

Batman Begins commenced principal photography in March 2004. Over the course of 129 shooting days, the production filmed on location in Iceland, Chicago and London, on soundstages at Britain's famous Shepperton Studios, and at Cardington, a former airship hangar converted into a mammoth soundstage for the film, before wrapping in September.

The film's lengthy shooting schedule was due in part to director Christopher Nolan's decision not to use a second unit director, a standard filmmaking arrangement in which a portion of a production's action and establishing shots are overseen by another crewmember while the director focuses on principal photography. Nolan's thorough, meticulous approach ensured a consistency of his vision for the film, in which realism underscores every aspect of the ambitious production, from design to stunts to special effects.

"Chris' drive for realism made the production more challenging in some respects, and easier in others," says producer Larry Franco. "The difficult part was the actual shooting process, which is always grueling, but even more so when you're trying to film things practically and not rely heavily on CGI. But at the end of the day, it was easier because we weren't forced to manufacture something out of nothing in post-production."

To this end, the filmmakers used a combination of practical locations, sets built on soundstages, miniatures and minimal CGI effects to create the world of Bruce Wayne/Batman.

"We used a lot of miniatures on this film, as opposed to CGI," says production designer Nathan Crowley, referring to the miniature-scale versions of sets created to flesh out the story's numerous environments and facilitate the creation of dynamic visuals. "We started with existing architecture, whether it was a location, a set or a miniature, and then enhanced it with visual effects, because you can't beat real life - nothing looks as good."

"The peak of visual effects is to produce shots that look real, and the best way you can do that is to shoot as much of it for real as possible," adds visual effects supervisor Dan Glass.

Production commenced atop the Vatnajokull Glacier in the South East of Iceland. (The biggest glacier in Europe, the Vatnajokull glacier comprises one tenth of the country's entire land mass.) "We were very fortunate to find this location, where we could look one way and see ocean, and then when we turned 180 degrees, it looked like we were standing at 20,000 feet," Franco says.

Iceland's rugged, rocky terrain was perfectly suited to scenes set against the story's harsh Himalayan environs, including Bruce Wayne's grueling swordfight with his mentor Ducard on a frozen lake and their violent slide down an icy mountainside; a small village that Crowley's art department constructed on the mountain; and the mammoth entrance to a monastery that serves as a training facility for the mysterious League of Shadows.

"I really enjoyed filming in Iceland," Liam Neeson says. "It was strange to be in a section of the world where there wasn't a tree in sight or a sign of a bird anywhere. It was like a gorgeous Becket wasteland."

Because there is only one two-lane highway that runs through the country, the construction crew had to build a road in order to access the frozen lake and the areas used for staging the village and monastery façade. (A miniature set was utilized for portraying the full breadth of the monastery; only the entrance was constructed at full-scale to film Bruce Wayne's arrival at the compound.)

"In the portion of the film that we shot in Iceland, you'll see a raging storm," producer Charles Roven says. "It's not a pretend storm. It's not a CGI storm. We filmed in 75-mile-an-hour winds. There were crew people who were literally blown off their feet. But with Chris, you never stop shooting."

"Iceland was an incredible place to begin production," says Nolan. "Our first day of shooting was out on a frozen lake, shooting the Bruce Wayne-Ducard sword fight scene, and the ice was cracking the way it's supposed to in the film, which was very unnerving. It was it was a pretty extreme way to start a film like this."

In depicting Bruce Wayne's global journey to achieve the means to rid Gotham City of evil, Batman Begins is the first film about the Dark Knight to portray Gotham from outside the city. "We get to see how people around the world view Gotham, and frame it in the context of one of the great cities like London, New York or Paris," Nolan says.

Nolan describes his vision of Gotham as "an exaggerated, contemporary New York, an overwhelming metropolis that completely immerses you to the point that you don't feel its boundaries."

"We wanted the audience to feel that Gotham is a familiar yet dangerous place," Crowley adds.

To capture this essence of a "New York cubed," as Nolan calls their concept for Gotham City, the filmmakers utilized real locations whenever possible, then blended them with the sets that Crowley designed. Visual effects were added in post to complete the entirety of the city.

Chicago was used not only as the basis for the design of Gotham, but also for filming scenes that depict many of the fictional city's exteriors, including the spectacular chase sequence that features the Batmobile rocketing through an intricately choreographed ballet of traffic and crashing police cars.

The chase was shot primarily on Lower Wacker Drive in "The Loop" area of the city, just south of the Chicago River. Chicago's Amstutz highway, a two-mile stretch of highway that was never completed and does not flow into public traffic, was utilized for the portions of the chase that take place on the Gotham freeway.

"The cooperation we got in the city of Chicago was better than any film company has probably ever had in any city," Franco says. "We closed down city blocks and did some extraordinary work with helicopters filming the Batmobile and police cars rolling over vehicles in the middle of the street."

Miniature sets were used to complement especially tricky sections of the car chase, the biggest being a sequence in which the Batmobile jumps and drives across several rooftops, laying waste to everything in its path. "We built the miniature rooftop set at one-third scale, so the span was approximately 100 by 150 feet," Glass recalls. "Working at that kind of scale, things behave very close to reality. So when the car drives across a roof made of tiles, they break and fall like they would in real life. This enabled us to shoot the sequence as if it were a full size action sequence."

(For more information on the Batmobile chase, please see the BATMOBILE section on the preceding pages.)

The bulk of the film's Gotham City exterior sets were built at Cardington, a former airship hangar located approximately an hour north of London. (Batman Begins was the first feature film to utilize Cardington as a production soundstage.) Dwarfing the typical soundstage, Cardington's sprawling Hangar No. 2 is 812 feet long and 180 feet high at its apex. (The average soundstage measures only 45 feet high.) The floor area is equivalent to the area of 16 Olympic-size swimming pools, and the sheer volume of the hangar is equal to 8,338 double-decker London buses.

"Filming at Cardington gave the film a level of realism and scope that would not have been possible if we had been limited to using a normal soundstage," producer Emma Thomas says. "We also had more control over the environment, so we could do stunts involving fire and high falls without having to worry about winds and weather conditions. We were able to shoot a lot of what would have been night work in the day, because of this extraordinary facility."

Cardington was home to Crowley's set design for the Narrows, a decrepit and treacherous slum located on an island in the center of Gotham and connected to the city by a series of bridges. Inspired by New York's Roosevelt Island, the freeways of Tokyo and the old Kowloon city in Hong Kong, Crowley worked to create a design that felt claustrophobic, as if the Narrows is penned inside the city and "freeways are running down Fifth Avenue."

"I'm really pleased with what I was able to achieve from a lighting standpoint in the Narrows," says director of photography Wally Pfister, who strived to create a dark, moody look for the film. "It really looks like the nighttime exterior of a real city, and yet we lit every inch of the set from scratch."

The Narrows is home to Arkham Asylum, the ominous facility run by Dr. Jonathan Crane that houses Gotham's criminally insane. "I was blown away," Cillian Murphy says of his first impression of the Crowley's evocative set. "When I walked in and saw the vastness of it, it was terrifying and exhilarating."

The filmmakers supplemented Crowley's Arkham set by filming at several practical locations around London that evoke "a marvelous neo-gothic feel, a wonderfully dark and complex form of architecture that fits Batman and his world," says Nolan. Additionally, Chicago's Franklin Street Bridge was used to depict the final bridge raised in a climactic sequence in which the Arkham inmates escape the facility and wreak havoc on the Narrows.

The interiors and exteriors of Wayne Manor were filmed primarily at Britain's Mentmore Towers, an estate built by the Rothschilds in the 1850s that is located about an hour and a half north of London. The bedrooms and an interior corridor of Wayne Manor were constructed on stages at Shepperton Studios.

"In terms of Wayne Manor, we decided to try and really reinvent the way the audience sees the wealth of the Wayne family," says Nolan. "We chose an approach to design that gets away from wood paneling and suits of armor, the kind of images that have become very familiar to audiences as a portrayal of money. There is a slightly different emphasis on the look and the feel of Wayne Manor than we have seen before."

As young Bruce Wayne discovers in chilling fashion, beneath the foundations of Wayne Manor exist vast caverns inhabited by legions of bats and a spectacular waterfall. Nolan set out to portray Bruce Wayne's gradual build-up of technology and functionality in what becomes the Batcave.

"The Batcave has previously appeared to be a very elaborately and improbably constructed place," says Nolan. "In Batman Begins, we show the Batcave as a cavern that's damp and filthy and full of bats, and we see Bruce Wayne installing trestle tables, stringing lights and moving equipment in himself, building up the world of the Batcave that will eventually come to be."

Crowley's atmospheric Batcave set was constructed at Shepperton. Approximately 250 feet long, 120 feet wide and 40 feet high, the Batcave housed 24 water pumps used to power 12,000 gallons of water through the set every minute, bringing to life the waterfall, a river and dank, dripping cave walls.

"It was quite surreal to walk through what had once been a very small model that I used to crouch down and peer into in my garage," Nolan says.

"My eyes popped out of my head when I saw the Batcave model and I realized I was going to have to pull a few tricks to light it," Pfister admits. "I think we really achieved the look of a real cave, with this wonderful glistening rock all throughout."

Visual effects supervisors Dan Glass and Janek Sirrs and their team created most of the Batcave's nocturnal denizens with CGI. "There are limitations to what you can train a bat to do, and the numbers of bats that you can get hold of that will behave in the way you want, so we created a lot of digital bats," he says. "We used a freeze-dried bat on a stick for reference during filming, and then used the look of the bat in that space and lighting to build the digital flock."

Audiences may be surprised to discover that a sequence in which Batman "flies" through the Gotham skies with the aid of his rigid, high-tech cloak was achieved on a stage without the aid of visual effects. "We didn't do any green screen work at all," Pfister attests. "The flying was done using real wires and real cameras. We put a camera on a wire and flew Batman 800 feet across the stage. That encapsulates Chris' philosophy of filmmaking: Let's do it for real."

"The most challenging aspect of making this film was the sheer scope of it," Nolan says. "We tried to tell an enormous story, and we tried to tell it on the grandest possible scale because that's what Batman demands and what Batman deserves."

According to Franco, "The most impressive thing about Chris is his maturity as a filmmaker at such a young age. He knows what he wants instinctively, and he knows how to get it, which is even more important."

"As specific as Chris is," Roven says, "he's incredibly open to hearing other ideas and thoughts and points of view, and he embraces those that resonate with him."

"I'm drawn to directors like Chris who can talk and listen," says Morgan Freeman. "He strikes me as being a Spielberg type - directing comes very easy for him."

"He's like all great directors," Michael Caine says of Nolan. "Whatever he wants, he can tell you in one sentence, and he's always right. He's very casual, but he's watching. He's like a very laid-back razor blade."

Batman Begins will be released in IMAX® theatres worldwide, in addition to conventional theatres, beginning June 15th, 2005. The film has been digitally re-mastered into the unparalleled image and sound quality of The IMAX Experience® with proprietary IMAX DMR® (Digital Re-mastering) technology.

This represents the fifth IMAX DMR film release from Warner Bros. Pictures, following the hugely successful performance of The Polar Express: An IMAX 3D Experience, which is the highest grossing IMAX DMR film to date. Previous Warner Bros. Pictures and IMAX collaborations have included digitally re-mastered releases of Harry Potter and the Prisoner of Azkaban, the last two installments of the Matrix trilogy, as well as the original production of NASCAR 3D: The IMAX Experience.

IMAX Theatres deliver images of unsurpassed clarity and impact, and will enable audiences to experience the magic, excitement and adventure of Batman Begins on screens up to eight stories tall and 120 feet wide, surrounded by up to 14,000 watts of pure digital sound. (IMAX screens can be three times larger than the average 35mm screen, 4,500 times larger than the average TV screen, and as wide as an NFL football field.)

"Batman Begins presents a new, never-seen before take on the origins of the Batman legend and Bruce Wayne's quest to rid Gotham city of injustice," says director and co-screenwriter Chirstopher Nolan. "The IMAX format provides audiences with an oppportunity to further immerse themselves in the world of Batman and amplify their experience of his extraordinary story."

The sheer size of a 15/70 film frame, combined with the unique IMAX projection technology, is key to the extraordinary sharpness and clarity of the images projected in IMAX theatres. The 15/70 film frame is ten times larger than a conventional 35mm frame and three times bigger than a standard 70mm frame. IMAX projectors are the most advanced, powerful and highest-precision projectors in the world, and the key to their superior performance is the proprietary "Rolling Loop" film movement. The Rolling Loop advances the film horizontally in a smooth, wave-like motion. During projection, each frame is positioned on fixed registration pins, and the film is held firmly against the rear element of the lens by a vacuum. As a result, the picture and focus steadiness are far above normal projection standards and provide outstanding image clarity.

To fully envelop IMAX theatre-goers, the presentation is enhanced by a multi-channel stereo surround system comprised of 44 custom designed speakers that extract up to 14,000 watts of pure digital surround sound. The IMAX Proportional Point Source loudspeaker system was specifically designed for IMAX Theatres and delivers superb sound quality to every member of the audience, regardless of where they may be seated.

There are more than 200 educational and entertaining films in the Large Format film library, which have been enjoyed by more than 800 million people around the world.

CHRISTIAN BALE's (Bruce Wayne / Batman) decade-plus career spans a unique variety and range. Born in Wales, Bale grew up in England, Portugal and the USA. He made his film debut in Steven Spielberg's World War II epic Empire of the Sun, drawing both critical attention and a special National Board of Review award for Best Performance by a Juvenile Actor.  Bale continued to garner praise for his memorable portrayals of the passionately frustrated Ned Rosier in Jane Campion's The Portrait of a Lady, a cynical journalist in the glam rock epic Velvet Goldmine, a mentally slow runaway in All the Little Animals opposite John Hurt, and a Victorian teenager in Christopher Hampton's The Secret Agent. In 1999, critics were unanimous in their acclaim for his gruesomely comic turn as a yuppie serial killer in the controversial American Psycho.

Most recently, Bale starred opposite Samuel L. Jackson in Shaft and Nicolas Cage in Captain Corelli's Mandolin, in the apocalyptic fantasy adventure Reign of Fire, and alongside Frances McDormand in Laurel Canyon.

Following his starring role in Batman Begins, Bale will portray English tobacco planter John Rolfe in the Terrence Malick scripted and directed film The New World, and star in the independent feature Harsh Times, a drama set in South Central Los Angeles.

The year 2000 may well have been the highlight of MICHAEL CAINE's (Alfred) life. Not only did he receive his second Oscar for the film The Cider House Rules but he was honoured by Queen Elizabeth II with a knighthood.

Caine's versatility as a major international star has shown itself in over 90 motion pictures earning him the New York Critics' Best Actor Award for Alfie; a Golden Globe Best Actor Award for Educating Rita and a British Academy Award for Educating Rita; a Golden Globe for Best Actor in a Comedy for Dirty Rotten Scoundrels; a Golden Globe for Best Actor in a Comedy for Little Voice; and six Academy Award nominations for Alfie, Sleuth, Educating Rita and The Quiet American, culminating in Oscars for Best Supporting Actor in Hannah and her Sisters and The Cider House Rules.

The release of three wildly different films splendidly demonstrates his range: the harassed theatre director in the comedy Noises Off; and an ex-MI6 hit-man in the romantic thriller Blue Ice; and a singing Scrooge with Miss Piggy, Kermit and company in the musical The Muppet Christmas Carol.

Although Caine has made his mark as an outstanding actor, it should be noted that he is also an author with the publication of his autobiography What's It all About? together with a definitive Acting on Film book based on the highly successful series of lectures he gave on BBC television.

Caine was born in South London on March 14. His father was a Billingsgate Fish Market porter, and his mother a charwoman. They were very poor, living in a gas-lit, two room flat until the Blitz forced his evacuation and his younger brother, Stanley, to the safety of a farm in Norfolk. After the war, when he was 12, the family moved into a 'prefab' in London's East End. A childhood fascination for cinema, an insatiable hunger for novels, frequent visits to the gallery of the Old Vic Theatre, performances in school plays and a taste of directing drama in a youth club all stimulated his imagination and belief that he would one day be an actor.

He refused to accept his family expectation that he become a fish porter. Leaving school at 16, he worked in numerous menial jobs until National Service with the Royal Fusiliers took him to Korea. On his discharge, he spent his days in manual work but used his evenings to study acting. His first job in the theatre was as assistant stage manager in Horsham, Sussex and soon able to move to the Lowestoft Repertory Theatre in Suffolk as juvenile lead. Here, he married the leading lady, Patricia Haines, but parted after two years. Now deceased, Patricia Haines bore him a daughter, Dominique (known as Nikki), with whom he enjoys a close relationship.

Self-confidence and a name change to Michael Caine (his nickname plus one word from The Caine Mutiny which caught his eye on a cinema marquee) encouraged him to move to London where he acted with Joan Littlewood's Theatre Workshop. He played a minor role in the film A Hill in Korea and obtained bit parts in other movies and walk-on roles in a couple of West End plays, but it was not enough to live on.

Taking a gamble, he moved to Paris, where for several months he eked out a bare existence. Returning to London, and with cash borrowed from his mother, he pursued acting full time. Touring Britain with one repertory company after another, he developed a relaxed stage presence and perfected a vast range of accents. In the next five years, he played more than 100 television dramas and became a familiar face to millions. They were threadbare years shared with flatmates Terrence Stamp and composer John Barry.

He went on to understudy Peter O'Toole in the role of Private Bamforth in the London stage hit The Long, The Short and The Tall, and when O'Toole dropped out, Caine took over the part and toured the provinces for six months. Following this, his television and film parts grew more substantial.

The turning point in his film career came at the age of 30 in 1963 when he was given the role of effete, aristocratic Lieutenant Gonville Bromhead in the Joseph E. Levine production Zulu. The part was written as a complete ass, but he played it straight down the line as a man who was weak but at least thought he was strong. He turned this supporting role into a starring one and, in the opinion of the critics, stole the show.

Passing forever out of the ranks of anonymity, he next played Harry Palmer, hip but plodding anti-hero of the espionage thriller The Ipcress File, which exceeded all expectations at the box office. His low key acting style was again lauded by the critics.

Alfie in 1966 catapulted him to super-stardom playing a womanizing Cockney wastrel with innocence and impudent humor. In the annual British Film Critics' Poll, it was voted Best Picture of the Year. Alfie also gave him his first Academy Award nomination and the New York Critics' Prize for Best Actor.

In the late sixties he completed Gambit with Shirley Maclaine; Funeral in Berlin; Billion Dollar Brain; Hurry Sundown directed by Otto Preminger; Woman Times Seven for Vittorio De Sica; Deadfall; The Italian Job and The Battle of Britain. He took a starring role in Robert Aldrich's Too Late the Hero and immediately went into The Last Valley for James Clavell.

During the seventies he starred with Elizabeth Taylor in Sleuth, for which he was awarded his second Academy nomination; Sidney Poitier in The Wilby Conspiracy; Glenda Jackson in The Romantic Englishwoman; Sean Connery in The Man who would be King; James Caan and Elliott Gould in Harry and Walter go to New York; Maggie Smith in California Suite and Henry Fonda, Olivia de Havilland and Richard Widmark in The Swarm.

He made 21 films in the eighties including Dressed to Kill (Brian de Palma); Victory (John Huston); The Hand (Oliver Stone); Death Trap (Sidney Lumet); Educating Rita (Lewis Gilbert), for which he won a Golden Globe Award for Best Actor and received his third Academy Award nomination; Blame it on Rio (Stanley Donen); The Holcroft Covenant (John Frankenheimer); Hannah and her Sisters (Woody Allen) winning the Oscar for Best Supporting Actor; Sweet Liberty (Alan Alda) and Dirty Rotten Scoundrels (Frank Oz) for which he was awarded a Golden Globe for Best Actor in a Comedy.

Most recent credits include Quills, Shiner, Miss Congeniality, Last Orders, Quicksand, The Quiet American, Austin Powers in Gold Member, The Actors, Secondhand Lions, The Statement and Around the Bend. His upcoming films are The Weather Man and Bewitched.

He returned to television for the first time in over 20 years in 1986 to star in the four hour mini-series Jack the Ripper, which in Britain received the highest ratings ever for a drama.

With his partner - leading American producer, Martin Bergman - in 1992 he formed a film production company, M&M Productions to make films in Britain to be directed by or starring Michael Caine. Their first production was Blue Ice, co-starring Sean Young and directed by Russell Mulcahy.

In the 1992 Queen's Birthday Honours, he was awarded the CBE. Eight year later he was created a Knight Bachelor making him Sir Michael Caine.

His autobiography What's It All About? was published by Turtle Bay Books in November 1992.

A former restaurateur, Michael Caine was co-owner in London of Langan's Brasserie, Langan's Bistro, Odin's and The Canteen in Chelsea Harbour. His first American venue was a tropical brasserie located in South Beach Miami, Florida. He married Shakira Baksh, a Guyana-born beauty, who was runner-up in the Miss Universe contest, on January 8, 1973. They are the parents of two daughters, Nikki and Natasha.

LIAM NEESON (Henri Ducard) continues to take on challenging roles and has become one of the leading international motion picture actors today. Whether it is his Academy Award nominated role of Oskar Schindler in Steven Spielberg's highly acclaimed Schindler's List, his award-winning portrayal of legendary Irish Republican hero in Michael Collins (1996), or his most recent starring role as controversial sex therapist Alfred Kinsey in the critically acclaimed Kinsey, Neeson continues to display an acting range matched by few.

Neeson was last seen in Ridley Scott's Kingdom of Heaven, which takes place during the Crusades of the 12th Century and also stars Orlando Bloom.

Last year, Neeson's portrayal of Alfred Kinsey in Bill Condon's Kinsey, co-starring Laura Linney, garnered him a bestactor award from the Los Angeles Film Critics Association. Prior to that,Neeson co-starred with Hugh Grant, Emma Thompson, and Keira Knightley in theWorking Title film Love Actually(2003), written and directed by Richard Curtis.

Neesonreturned to Broadway in 2002, co-starring with Laura Linney in Arthur Miller'sclassic The Crucible. Mr.Neeson's performance as John Proctor earned him a Tony Award nomination.

In 2001, he starred opposite Harrison Ford in the true story of Russia's nuclearsubmarine tragedy titled K-19: The Widowmaker, andstarred opposite Sandra Bullock in the black comedy Gun Shy (2000).

Neeson starred in the box-office phenomenon Star Wars: Episode I - The Phantom Menace, (1999) playing the role of Qui-Gon Jinn, the Master Jedi Knight who bestows his Force-ful wisdom upon Obi-Wan Kenobi and the young Anakin Skywalker. In the same year, he starred opposite Catherine Zeta-Jones in Jan De Bont's The Haunting (1999).

In addition, he starred in the screen adaptation of Victor Hugo's Les Miserables in the role of Jean Valjean, co-starring Geoffrey Rush, Uma Thurman and Claire Danes. Also that year, Neeson played Oscar Wilde in David Hare's new play, The Judas Kiss, which opened in London's West End and subsequently on Broadway.

Neeson starred in the title role in Neil Jordan's Michael Collins (1996), for which he received Best Actor honors at the Venice Film Festival, a Golden Globe Best Actor nomination, and London's prestigious Evening Standard Award for Best Actor. The film also received the highest honor in Venice, The Golden Lion Award.

It was in 1993, when Neeson received worldwide attention for his starring role in the Academy Award winning film Shindler's List. In addition to winning an Academy Award nomination for Best Actor, he was nominated for a Golden Globe and BAFTA Award.

The Irish-born actor had originally sought a career as a teacher, attending Queens College, Belfast and majoring in physics, computer science, math and drama. Neeson set teaching aside and in 1976, joined the prestigious Lyric Players Theatre in Belfast, ("the best training any actor could have"), making his professional acting debut in Joseph Plunkett's The Risen People. After two years with the Lyric Players he joined the famed repertory company of the Abbey Theatre in Dublin. Neeson appeared in the Abbey Theatre Festival's production of Brian Friel's Translations and a production of Sean O'Casey's The Plough and the Stars for the Royal Exchange Theater where he received the Best Actor Award.

In 1980, John Boorman spotted him playing Lennie in John Steinbeck's Of Mice and Men and cast him in his epic saga of the Arturian legend Excalibur. Following his motion picture debut in Excalibur, Neeson has appeared in more than 40 films demonstrating a wide range of characters, including Dino De Laurentis' epic remake of The Bounty, directed by Roger Donaldson and co-starring Mel Gibson and AnthonyHopkins; the critically acclaimed Lamb for which he received an Evening Standard Drama Award nomination for his haunting portrayal of a priest tormented by doubts about his faith; Andrei Konchalovsky's Duet for One co-starring Julie Andrews; as a political terrorist in A Prayer for the Dying with Mickey Rourke and Bob Hoskins; and a Jesuit priest in Roland Joffe's The Mission co-starring Robert De Niro and Jeremy Irons.

Neeson received critical acclaim, starring opposite Cher as a deaf and mute Vietnam veteran in Peter Yates' courtroom drama Suspect; as the passionate Irish sculptor opposite Diane Keaton in The Good Mother; and as scientist Peyton Westlake, whose disfiguring accident forces him into hiding in Sam Raimi's fantasy-thriller Darkman.

Neeson next starred in David Leland's gritty contemporary drama Crossing the Line, based on William McIIvanney's acclaimed novel The Big Man about an unemployed Scottish miner desperate for money that is thrust into the high-stakes world of bare-knuckle boxing.

In 1992, he starred as both a Nazi engineer in David Seltzer's adaptation of Susan Isaac's best-selling novel, Shining Through opposite Michael Douglas; and as a disgraced policeman accused of murder in the erotic thriller Under Suspicion.

Neeson then continued to star in a succession of acclaimed films, most notably playing the sensitive art historian vying for the affections of Mia Farrow and Judy Davis in Woody Allen's controversial Husbands and Wives.

Other credits include: Paramount's Leap of Faith with Steve Martin, starring opposite Jodie Foster and Natasha Richardson in Michael Apted's Nell, Before and After with Meryl Streep, and the title role in Michael Caton-Jones' Rob Roy co-starring Jessica Lange.

Neeson made his Broadway debut in 1993 in the Roundabout Theater's revival of Eugene O'Neill's 1921 drama Anna Christie, co-starring Natasha Richardson, and received a Tony Award nomination.

Neeson's passion for the classics was once again rewarded critically in the American Playhouse production of Edith Wharton's Ethan Frome. Neeson starred in this tragic love story of three lonely people trapped by circumstances and repression in turn of the century New England.

Exuding an exceptional maturity both on and off the screen, KATIE HOLMES (Rachel Dawes) is a captivating young woman, landing major roles in both feature film and television.

Born and raised in Toledo, Ohio Holmes began acting in high school theater productions but didn't believe she had a chance at a professional acting career living in the Midwest. Fate intervened, and while attending a national modeling and talent convention in New York City, she met a manager who encouraged her to come to Los Angeles for television's pilot season.

Holmes landed the part of Joey on the WB hit Dawson's Creek. Co-starring with James Van Der Beek, Joshua Jackson and Michelle Williams, the show gained much attention in its first season and was the highest rated show on the network.

Holmes recently wrapped production on the dark comedy Thank You For Smoking, starring opposite Robert Duvall and directed by Jason Reitman.

Past film credits include Forest Whitaker's First Daughter, Pieces of April, The Singing Detective, Joel Schumacher's Phone Booth, Stephen Gaghan's Abandon, Sam Raimi's The Gift, Curtis Hanson's Wonder Boys, Ang Lee's The Ice Storm, Go, Teaching Mrs. Tingle and Disturbing Behavior.

GARY OLDMAN (Jim Gordon) began his career in 1979 working extensively in the London theatre. Between 1985 and 1989 he worked exclusively at London's Royal Court theatre. In 1985 he was awarded Best Newcomer by London's Time Out Magazine for his performance in The Pope's Wedding. That same year he shared the London Critic's Circle Best Actor Award with Sir Anthony Hopkins.

He has since gone on to become one of the most respected and talented film actors working today with credits including Ridley Scott's Hannibal, Oliver Stone's JFK, Tony Scott's True Romance, Luc Besson's The Professional, Francis Ford Coppola's Bram Stoker's Dracula and the starring role of Beethoven in Immortal Beloved. Oldman also recently starred in Harry Potter and the Prisoner of Azkaban and is now known to millions of children worldwide as Sirius Black, the godfather of Harry Potter. Currently, he is filming Harry Potter and the Goblet of Fire.

In 1997 and 1998 Oldman starred in The Fifth Element, Air Force One and Lost in Space. These films and Coppola's Dracula place him in the rarified league of actors who have opened four movies in the number one position at the box office.

In 1995 Oldman and manager/producing partner Douglas Urbanski formed the production company The SE8 Group, which produced Oldman's directorial debut Nil By Mouth (which he also wrote). The film was invited to open the 1997 50th Cannes Film Festival in the main competition and Kathy Burke won Best Actress for her role. The film also won Oldman the prestigious Channel 4 director's prize in the 1997 Edinburgh Film Festival.

In 1998 Nil by Mouth won Oldman two BAFTA awards for Best British Film and Best Screenplay as well as further nominations for Best Actor and Best Actress.

Oldman's other major film credits include Sid and Nancy, Stephen Frears' Prick Up Your Ears, Tom Stoppard's Rosencrantz and Guildenstern are Dead; Nic Roeg and Dennis Potter's Track 29, Criminal Law, Chattahoochee, Murder in the First State and State of Grace. And in 1999 Oldman executive produced and starred in the SE8 Group/Douglas Urbanski film The Contender which received three Academy Award nominations.

Fans of the television series Friends will also remember Oldman for his guest appearance as an alcoholic actor, a role which garnered him an Emmy nomination. Other television performances include Mike Leigh's Meantime and The Firm directed by the late Alan Clark.

CILLIAN MURPHY (Dr. Jonathan Crane) first garnered international attention for his performance as the reluctant survivor Jim in Danny Boyle's 28 Days Later, the sleeper hit thriller set in post-apocalyptic London.

Following Batman Begins, Murphy stars opposite Rachel McAdams in Wes Craven's Red EyeRed Eye follows the story of a woman (McAdams) who is held captive on an airplane by a stranger (Murphy) who threatens to kill her father unless she helps him arrange the assassination of a wealthy businessman.  Red Eye will be released on August 19, 2005.

In the fall, Murphy stars as Patrick "Kitten" Brady, a foster kid reborn as a transvestite cabaret singer in 60s/70s London in Neil Jordan's Breakfast on Pluto. Based upon the novel by Patrick McCabe (The Butcher Boy), the film also stars Liam Neeson, Stephen Rea and Brendan Gleeson.  Breakfast on Pluto will be released on November 18, 2005.

Murphy is currently working on The Wind That Shakes the Barley, directed by Ken Loach. Murphy and Liam Cunningham star as brothers who join the guerilla armies forced to do battle with the British Black and Tan squads trying to block Ireland's bid for independence in 1919.  Pathe Pictures International will distribute the film in the U.K.

Murphy's filmography also includes John Crowley's Intermission (2003), a dark comedy in which an ill-timed and poorly executed break-up (initiated by Murphy's character John) sets off a chain of interwoven tales of love and crime.  In Peter Webber's Girl With a Pearl Earring, he played Pieter, the local butcher boy who vies for the attention of the title character (Scarlett Johansson).

Other film credits include Anthony Minghella's Cold Mountain, Goran Paskaljevic's How Harry Became a Tree, John Carney's On the Edge, Stephen Bradley's Sweety Barrett, William Boyd's The Trench and Nelson Hume's Sunburn (Galway Film Fleadh).

Murphy first made his mark with a stunning performance in the award-winning stage version of Disco Pigs. After receiving commendations for Best Fringe Show at the 1996 Dublin Theatre Festival and the Fringe First Award at the Edinburgh Festival 1997, Disco Pigs went on to tour extensively in Ireland, the UK, Toronto and Australia. Murphy later starred in the film version directed by Kirsten Sheridan.

On stage, his collaborations with Tony Award-winning director Garry Hyne include The Country Boy, Juno and the Paycock (Johnny Boyle) and most recently Playboy of the Western World (Christy) at the Gaity Theatre in Dublin.  Murphy also starred as Konstantin in the Edinburgh Fest production of The Seagull directed by Peter Stein, as Adam in Neil LaBute's The Shape of Things at the Gate Theatre in Dublin and Claudio in Much Ado About Nothing.

His major television credits include the lead role of Paul Montague in David Yeats' BBC television drama The Way We Live Now.

Murphy's short film The Watchmen (written with Paloma Beaza) was short-listed for the Turner Classic Movie Short Film Award.

TOM WILKINSON (Carmine Falcone) is an accomplished veteran of stage and screen whose numerous awards include a New York Film Critic's Award, Independent Spirit Award, Sundance Film Festival Award and an Oscar Nomination as Best Actor for In The Bedroom opposite Sissy Spacek.

Wilkinson was nominated for a BAFTA as Best Actor for his role as Burbage in Shakespeare in Love. For HBO, he was nominated for an Emmy Award and Golden Globe Award for his work in Normal opposite Jessica Lange. Wilkinson most recently co-starred with Jim Carrey and Kate Winslet in Eternal Sunshine of the Spotless Mind and Stage Beauty with Billy Crudup and Claire Danes.

He has appeared in the critically acclaimed films Girl With the Pearl Earring opposite Scarlett Johansson and Ride With the Devil and Sense and Sensibility, both for director Ang Lee. Wilkinson co-starred as Gerald in the hit British comedy The Full Monty (also BAFTA nominated) and was seen in Oliver Parker's The Importance of Being Earnest. He was also Queensbury in Brian Gilbert's Wilde and Loyen in the thriller Smilla's Sense of Snow.

Coming up for Wilkinson is A Good Woman opposite Helen Hunt and Scarlett Johansson, as well as Picadilly Jim with Sam Rockwell and Allison Janney. He is currently filming in Vancouver with Laura Linney on The Exorcism of Emily Rose.

Wilkinson's theatre work includes the role of John Proctor in The Crucible at the National Theatre; the title role in King Lear at the Royal Court Dr. Stockman in the award winning production of Enemy of The People with Vanessa Redgrave in the West End; and he received a Critics Circle Award for his performance in Ghosts. He won great acclaim for his performance in David Hare's production of My Zinc Bed at the Royal Court with Julia Ormond.

Wilkinson's television credits include the role of Pecksniff in the award winning series Martin Chuzzlewit for the BBC; the title role in the BBC series Resnick; and the Duke in David Thacker's production of Measure For Measure, part of the Performance series for the BBC. He was also nominated for a BAFTA as Best Actor in Piers Haggard's drama Cold Enough For Snow.

RUTGER HAUER (Richard Earle) continues to create a broad range of memorable characters, starring in over fifty films to date. He can currently be seen as the sinister and repellent Cardinal Roark in Sin City, the daring adaptation of Frank Miller's graphic novels. The film opened with enormous box office success and has blown away both film goers and critics alike.

Hauer has several projects in post production, including NBC's highly anticipatedmini-series The Poseidon Adventure. This modernized story is no sword and sandals myth but rather follows an unlikely group of people thrown together after an all too likely terrorist attack. He just finished filming the new film Minotaur, the story of a village cursed with sacrificing their young to a mythological beast that dwells in an island labyrinth.

As the intelligent yet brutal replicant in Ridley Scott's Blade Runner; the dark-hearted menace in The Hitcher; or more recently, his spectacular portrayal of Siegfried Keller, the morally contradicted hit man in Confessions of a Dangerous Mind; Hauer continues a mastery of dynamics that make his characters stand out.

Since the early 70's, Hauer has garnered much international recognition, appearing in foreign films such as the Academy Award nominated Turkish Delight, Spetters, Keetje Tippel, Flesh and Blood and Soldier of Orange. American audiences were introduced to Hauer with his starring roles in major films such as Nighthawks and Ladyhawke. He added to his Hollywood resume with the mainstream works Blind Fury, The Blood of Heroes, Wanted: Dead or Alive, A Breed Apart, Surviving the Game and TNT's Amelia. Hauer has also worked on the small screen in guest starring roles on hit shows such as ABC's Alias and the WB's Smallville.

Though his resume was clearly established, his status as a permanent fixture in Hollywood came with the coveted Golden Globe Award for his role in the CBS miniseries Escape from Sobibor and a nomination for his role in HBO's alternate history epic Fatherland.

Hauer's successful ventures reach far beyond his acting career. As a producer for the documentaries Prosit Ermanno, Who Are They? and Kill the Camera he demonstrates the depth of his understanding of filmmaking on both sides of the camera. He starred in and co-directed a short film called The Room, which was well received at the Nederlands Film Festival and was recognized at the 16th Festival du Film de Paris as Best Short Film. Hauer also reaches out to the world as a humanitarian. During his stay in the Turks and Caicos islands, he became deeply involved with solving the AIDS problem and set up an organization called the "Rutger Hauer Starfish Foundation," aimed at gathering funds to be poured into research, prevention and education through very successful fundraising conventions and screenings held in the USA, in UK and in Sweden.

He currently divides his time between his homes in Amsterdam and Los Angeles.

KEN WATANABE (Ra's al Ghul) gained worldwide prominence when he was nominated for an Academy Award in 2004 for his sensational performance as Katsumoto, the warrior and last leader of the Samurai, in Warner Bros. Pictures' epic film The Last Samurai. Playing opposite Tom Cruise in his Hollywood debut, Watanabe also garnered a nomination for Best Supporting Actor by the Screen Actors Guild and a Golden Globe Award by the Hollywood Foreign Press.

Watanabe follows The Last Samurai with another distinguished film based on the internationally acclaimed novel by Arthur Golden, Memoirs of a Geisha is a sweeping romantic epic set in a mysterious exotic world which still casts a potent spell today. The film tells the story of the legendary geisha Sayuri who is haunted by her secret love for the one man who is out of her reach, played by Watanabe. Memoirs of a Geisha is directed by Academy Award nominee Rob Marshall (Chicago) and produced by Lucy Fisher, Douglas Wick and Steven Spielberg, from a screenplay by Ron Bass and Akiva Goldsman and Robin Swicord and Doug Wright. The film is scheduled for a holiday 2005 release.

Watanabe began his career onstage with the Tokyo based theater troupe, Madoka. While working with Madoka, Watanabe was selected to portray the lead role in the play Shimodani Mannen-cho Monogatari, directed by Yukio Nigawara. This powerful performance caught the attention of critics and the Japanese public alike. In 1982, Watanabe made his television debut in Michinaru Hanran (Unknown Rebellion). Several years later, his formidable onscreen presence in NHK's successful Samurai drama series Dokuganryu Masamume led to additional roles in historical shows, such as Oda Nobunaga, Chushingura and the film Bakumatsu Junjyo Den.

Other credits include Ikebukuro West Gate Park, Anata ga Hoshii (I Want You), Space Travelers, Oboreru Sakana (Drowning Fish) and The Sun Rises Again. In February 2003, Watanabe was seen in Shin Jinginaki Tatakai/Bosatsu (Fight Without Loyalty/Murder), an updated version of the popular Yakuza movie series. He can next be seen in the upcoming Japanese film T.R.Y.

Watanabe resides in Japan.

MORGAN FREEMAN (Lucius Fox) became known nationally when he created the popular character Easy Reader on the highly praised public television children's show The Electric Company, although he was already known in New York's theater circles for the critical body of work and characters he had created there. Freeman won the Drama Desk Award, the Clarence Derwent Award and received a Tony Award Nomination for his outstanding performance in The Mighty Gents in 1978, and received more acclaim and an Obie Award for his appearance as the Shakespearean anti-hero Coriolanus at the New York Shakespeare Festival.

Freeman was most recently seen in the acclaimed drama Million Dollar Baby, for which he won the Oscar for Best Performance by an Actor in a Supporting Role.

In 1984, Freeman won an additional Obie for his role as The Messenger in the acclaimed Brooklyn Academy of Music production of Lee Breuer's Gospel at Colonus. In 1985, he was awarded the Dramalogue Award for the same role. The role of Hoke Colburn in Alfred Uhry's Pulitzer Prize-winning play Driving Miss Daisy won him his third Obie Award. His most recent stage appearance was as Petruchio in The Taming of the Shrew at the New York Shakespeare Festival's Delacorte Theater, with Tracey Ullman.

Freeman's numerous television credits include, notably, NBC's The Atlanta Child Murders, with Cicely Tyson, and CBS's The Execution of Raymond Graham. Film credits include: Brubaker, Eyewitness, Harry & Sons, Teachers, Marie, That Was Then, This Is Now, Street Smart (for which he won the LA, N.Y., and National Society of Film Critics Awards for Best Supporting Actor of 1987, and was nominated for both a Golden Globe award and an Academy Award), Clean & Sober, Johnny Handsome, Glory, Driving Miss Daisy (for which Freeman won his second Academy Award nomination, a Golden Globe Award and The Silver Bear for Best Actor at the Berlin Film Festival) and Chain Reaction. The Shawshank Redemption, a story of hope based on a Steven King novel, won Freeman his third Academy Award nomination.

Freeman was then seen in the thriller Kiss the Girls, produced by David Brown. He also starred in the Steven Spielberg production Amistad, as abolitionist Theodore Jackson; the adventure film Hard Rain, opposite Christian Slater; and as the President of the United States in the box office success Deep Impact. Following was Nurse Betty with Chris Rock and Renée Zellweger, which was released to critical acclaim in 2000, and Along Came a Spider, in which Freeman reprised his Kiss the Girls character, Alex Cross. This film was a box office smash in the spring of 2001. High Crimes, with Ashley Judd, was released in April of 2002, and the Tom Clancy thriller The Sum of All Fears, with Ben Affleck, was released in June 2002. Up next was Levity, directed by and co-starring Billy Bob Thornton, and another Steven King premise, Dreamcatcher, followed by Bruce Almighty, with Jim Carrey.

In 1993, Freeman made his film directorial debut with Bopha!, starring Danny Glover and Alfre Woodard, and soon after formed his production company, Revelations Entertainment.

Freeman recently wrapped production on several upcoming films including Unleashed with Jet Li, An Unfinished Life with Jennifer Lopez and Robert Redford, and Edison with Justin Timberlake, LL Cool J and Kevin Spacey.

Most recently, CHRISTOPHER NOLAN (Director / Screenplay) directed the critically acclaimed Insomnia for Warner Bros. Pictures, Section 8 and Witt-Thomas Films. The mind bending psychological thriller starred Academy Award Winners Al Pacino, Hilary Swank and Robin Williams.

Nolan's second film Memento was based on a short story by Jonathan Nolan about a man who struggles to find himself within the remnants of his hazy past. Starring Guy Pearce, Carrie-Ann Moss and Joe Pantoliano, the small-budget independent film was named best of the year by the Broadcast Film Critics and went on to gross over $25 million and garnered accolades for Nolan, including a DGA Award nomination. In addition, Nolan's screenplay garnered an Academy Award nomination for best screenplay, a Golden Globe nomination and was honored by the Los Angeles Film Critics and Broadcast Film Critics, as well as winning the Waldo Salt Screenwriting Award at the 2001 Sundance Film Festival. 

Filmmaking has truly been a lifelong pursuit for Nolan, who began making movies at the age of seven using his father's super 8mm camera.  While studying English Literature at University College London, Nolan shot 16mm films at the school's film society, before applying the same guerrilla-style production techniques to his feature-length script Following. The no-budget noir film, which The New Yorker's Bruce Diones hailed as "leaner and meaner" than the thrillers of Hitchcock, enjoyed great success at numerous international film festivals (including Toronto, Rotterdam, Slam Dance and Hong Kong) prior to being released theatrically in the U.S. (Zeitgeist), U.K. (Alliance), France (CCI) and various other territories.

Nolan resides in Los Angeles with his wife, Emma Thomas and their family.

Producing challenging and thought provoking fare has become a trademark for EMMA THOMAS (Producer).  The producer behind such intelligent indie hits such as Following and Memento, Thomas has also established herself as a successful producer of studio fare such as Insomnia.

Thomas was an associate producer on the internationally acclaimed independent hit Memento.  The film went on to win various awards and established Thomas as a bonafide success.  This point was reinforced with her next feature Insomnia, starring Al Pacino, Robin Williams and Hilary Swank.  However, it was her first feature film Following that was the turning point for her career.  Shot on weekends over the course of a year, Following was guerrilla filmmaking at its finest. The film, which was shot on a shoestring budget, gained recognition at film festivals around the world and received worldwide distribution.

Having studied at the prestigious University College in London, Thomas began her career at Working Title Films in London, where she worked in physical production for 5 years.  While at Working Title, she gained the grass-roots knowledge of film production that she would later employ so successfully in her career.  Her approach is marked by intense collaboration, having worked with many of the same crew throughout all of her films, both independent and studio.  Her collaborative approach to filmmaking and her hands on approach truly distinguishes her from other producers.

Thomas and writer/director Christopher Nolan are currently developing The Prestige and The Exec through their company Syncopy.  She resides in Los Angeles with Nolan and her family.

Distinguished by over two decades as a producer of motion pictures which have collectively grossed $1.5 billion worldwide, CHARLES ROVEN (Producer) is co-founder of Atlas Entertainment and its affiliated company Atlas/Third Rail Management, which in 1999 became part of Mosaic Media Group, an integrated multimedia film, television and management company where he serves as a founding principal.

Last month Roven executive produced the family comedy Kicking and Screaming, starring Will Ferrell, which opened to over $20 million in US box office. Most recently Roven produced the $275-million-plus worldwide box office hit Scooby-Doo, starring Freddie Prinze Jr, Sarah Michelle Gellar, Matthew Lillard and Linda Cardellini and its sequel, Scooby Doo 2: Monsters Unleashed which also opened number one at the box office. He is currently in post-production on The Brothers Grimm directed by Terry Gilliam, starring Matt Damon and Heath Ledger, releasing later this summer, as well as HBO's Untitled anachronistic musical, starring the Grammy award-winning musical artists Outkast (Andre 3000 and Big Boi.)

Roven is one of the industry's most diverse filmmakers. Previously, as an independent producer, he shepherded such films as Cadillac Man, Johnny Handsome, The Blood of Heroes, Made in the USA and his first project, Heart Like A Wheel. Spearheading a broad slate of projects, Roven has overseen production or served as a producer of Final Analysis, Honey, I Blew Up The Kids, Cool Runnings, Man's Best Friend, Sister Act 2: Back in the Habit, Angus, and Twelve Monkeys. Roven also produced Fallen, Bulletproof Monk, the $200 million fantasy romance City Of Angels, as well as the highly acclaimed post-Gulf War tale Three Kings.

Roven took the reins of Atlas after an eight-year partnership with music manager Robert Cavallo, who left in 1998 to become chairman of Buena Vista Music Group and Hollywood Records. The company's success also benefited from the talents of Roven's now deceased wife, Dawn Steel, who joined the venture from her former post as president of Columbia Pictures. Roven began his career as a talent manager, subsequently bringing an attuned sensibility of working with artists to the realm of production.

While focusing on Mosaic's feature film activities, Roven also participates in the music management division. He was involved in the production of both the Scooby-Doo and Scooby-Doo 2 soundtracks. Roven facilitated his relationship with the prolific band Outkast while utilizing their talents for the debut single in connection with the first Scooby-Doo film's release. He is also noted for facilitating other synergy between the organization's music and film divisions. In 1998, the soundtrack for the motion picture City of Angels garnered three Grammy Awards, the coveted title of best-selling soundtrack of the year, and #1 singles for Atlas/Third Rail client The Goo Goo Dolls and Alanis Morissette.

LARRY FRANCO (Producer) has amassed both an impressive and an eclectic list of feature film credits as a producer. Most recently, he produced Ang Lee's Hulk, starring Eric Bana and Jennifer Connelly. Another recent credit, the blockbuster Jurassic Park III, starring Sam Neill, William H. Macy and Tea Leoni was directed by Joe Johnston and grossed over $350 million worldwide.

Franco and Johnston have maintained a long term collaboration, which also includes the critically acclaimed and Humanatis Award winning October Sky as well as Jumanji, starring Robin Williams and The Rocketeer, starring Billy Campbell and Jennifer Connelly.

Tim Burton is another film maker who Franco has worked with, producing several films including Mars Attacks!, starring Jack Nicholson, Glenn Close, Annette Benning and Pierce Brosnan. He also executive produced Sleepy Hollow, starring Johnny Depp and Christina Ricci.

For many years, Franco teamed with director John Carpenter producing Escape From New York, starring Kurt Russell; Starman, starring Jeff Bridges; Big Trouble in LittleChina, Prince of Darkness and They Live.

He also co-produced Carpenter's Christine and served as associate producer on The Thing.

Additionally, he co-produced Tango & Cash, starring Sylvester Stallone and Kurt Russell; served as line producer on Two Bits, starring Al Pacino; and was the associate producer on Cutter's Way.

Franco started in the film industry as an assistant director, working on numerous feature films including lengthy duty on Francis Ford Coppola's classic Apocalypse Now.

Long a devotee of the smartest, hippest and most obscure comic books, DAVID S. GOYER (Screenplay / Story by) has earned a reputation for adapting the other-worldly realms of super-heroes and fantastical characters into inventive, action-packed hit films such as the Blade series, Crow: City of Angels, as well as Dark City (named Best Film of 1998 by Roger Ebert).

Goyer made his directorial debut with something completely different: ZigZag, a fresh, funny, and fiercely poignant account of a robbery in reverse where two unlikely heroes fight to return a large sum of stolen cash. The film featured stand-out performances from a cast including Wesley Snipes, John Leguizamo, Oliver Platt, Natasha Lyonne and newcomer Sam Jones III. ZigZag was also adapted by Goyer from the acclaimed novel by Landon Napoleon.

Ever since he was a kid growing up in Ann Arbor, Michigan, Goyer wanted to write comic books, which eventually lead to his bringing them to life for the big screen. Goyer sold his first action script at the age of 22 while still at USC, which became the Jean Claude Van Damme thriller Death Warrant. He went on to explore the worlds of horror (Puppetmasters), and also served as a producer on Mission to Mars and the television series Sleepwalker.

Goyer made his big breakout with Blade, based on the Marvel Comic about a legendary vampire hunter. Starring Wesley Snipes and Kris Kristofferson, the film drew accolades for its unmatched, blazing action and exhilarating humor and became one of Hollywood's most successful superhero movies ever. Blade 2, also written by Goyer (who served as executive producer) and directed by Guillermo Del Toro, featured Snipes again as the vampire-hunter Blade. The film also starred Kris Kristofferson returning as Whistler, Luke Goss, Tcheky Karyo and Ron Perlman.

The director enjoyed recent success with Blade: Trinity, which he also wrote and produced. Wesley Snipes returned as the day-walking vampire hunter. When the Vampire Nation hatches a plan to frame Blade in a series of brutal killings, he joined forces with the Nightstalkers, a clan of human vampire hunters, in an extreme battle in which the trail of blood leads directly to the notorious vampire legend, Dracula. The film also starred Jessica Biel as Abigail, the daughter of Whistler (Kris Kristofferson), who inherits the vampire-slaying duties that once belonged to Blade (Snipes); and Ryan Reynolds as Hannibal King, one of the Nightstalkers. The film was released in December, 2004.

Goyer recently signed a one-year first-look writing, producing and directing deal with Warner Bros. Pictures, where he is developing a film based on the DC Comics series The Flash, which he will write and direct. He is also producing a remake of Soylent Green for the studio.

As a producer, he will join producers Bently Tittle and Pascale Faubert for The Fall. This graphic novel by Ed Brubaker and Jason Lutes is a modern-noir story of Kirk, a down on his luck store clerk who gets caught up in an unsolved murder case with his boss' wife when a mislaid credit card comes into his possession. This seemingly slice-of-life story rapidly turns into a dark mystery that Kirk must unravel in order to keep his life intact. He also has the ghost story Alone in the works, and the Vertigo comic Y: The Last Man, which he is producing with Bender/Spink.

In addition to his several film projects, Goyer returns to television with a series for CBS, serving as Executive Producer with David Heyman (Harry Potter) and Brannon Braga (Star Trek: Voyager) on Threshold. The show will launch this Fall and is an hour-long contemporary sci-fi drama about the government's response to an alien threat. Goyer served as the director for the pilot.

BENJAMIN MELNIKER (Executive Producer) has a long-standing relationship with DC Comics. He and producing partner Michael Uslan have been a part of all of the Batman-related features for film and television. He served as executive producer on Batman, directed by Tim Burton and starring Jack Nicholson and Michael Keaton; Batman Returns, also directed by Burton, and starring Michelle Pfieffer, Danny DeVito and Michael Keaton; Batman Forever, directed by Joel Schumacher and starring Jim Carrey, Tommy Lee Jones and Val Kilmer; Batman and Robin, also directed by Joel Schumacher, starring Arnold Schwarzenegger, Uma Thurman, Alicia Silverstone, Chris O'Donnell and George Clooney; and he was a producer on Batman: Mask of Phantasm.

Melniker most recently produced Constantine, based on the DC Comics/Vertigo Hellblazer graphic novels starring Keanu Reeves. He was also an executive producer on Catwoman and an associate producer on Disney's National Treasure.

Melniker began his film career at Metro-Goldwyn-Mayer and worked with the esteemed company for 30 years; he was Executive Vice President of the company, a member of its Board of Directors and its Executive Committee, and Chairman of its Film Selection Committee. During his tenure at MGM, he was involved with some of the most memorable films ever made including Ben-Hur, starring Charlton Heston; David Lean's Dr. Zhivago, Stanley Kubrick's 2001: A Space Odyssey and the musical Gigi.

He executive produced his first film, the action drama Mitchell, in 1975 and then followed that effort with the thriller Shoot starring Cliff Robertson and Ernest Borgnine.

He has also achieved success in the world of television, with credits including the children's series Where on Earth is Carmen Sandiego?, Robin Cook's Harmful Intent, Fish Police, Swamp Thing, Dinosaucers and the chilling PBS mini-series Three Sovereigns for Sister Sarah, based on the true story of the Salem Witch Trials.

MICHAEL E. USLAN (Executive Producer) and his long time producing partner Benjamin Melniker have brought some of the most memorable films to the big screen.

Uslan most recently produced Constantine, based on the DC Comics/Vertigo Hellblazer graphic novels starring Keanu Reeves. His other executive producing film credits include Batman, Batman Returns, Batman Forever, Batman and Robin, Catwoman and Batman: Mask of The Phantasm.

Uslan grew up on comics and actually learned to read from them. He went on to become a renowned authority on comic book history and at Indiana University taught the world's first accredited college course on comic books, also writing the accompanying textbook The Comic Book in America. It was not long before he received a call from DC Comics with a job offer. The talented writer was able to make his dream come true and write Batman comic books. He's written for a number of comic titles as well as dozens of books that chronicle the history of comics including America At War  A History of War Comics, Mysteries in Space  A History of Science Fiction Comics, and The Pow! Zap! Wham! Comic Book Trivia Quiz Book.

His additional writing credits include the internationally syndicated newspaper comic strip, Terry and the Pirates; the historic comic book project with Stan Lee, Just Imagine; the hardback Batman graphic novel, Detective 27; and Dick Clark's The First 25 Years of Rock and Roll.

Uslan is the recipient of an Emmy Award as Executive Producer of the popular children's series Where on Earth is Carmen Sandiego?, an Annie Award for the animated movie Batman Beyond: Return of The Joker, and a Peoples Choice Award for the movie Batman. His other producing work in television includes Robin Cook's Harmful Intent and the chilling PBS mini-series Three Sovereigns for Sarah, based on the true story of the Salem Witch Trials.

Uslan currently has several projects in development including a film version of the DC Comic title Shazam, a live action feature based upon the legendary Will Eisner's The Spirit, and he is in partnership with Frank Darabont and Chuck Russell on Way Of The Rat.

A long time collaborator with director Christopher Nolan, WALLY PFISTER, A.S.C. (Director of Photography) has worked on Insomnia and Memento, for which he was nominated for an Independent Spirit Award for Best Cinematography.

Pfister's most recent film credits as cinematographer include Wayne Beach's Slow Burn, F. Gary Gray's The Italian Job and Lisa Cholodenko's Laurel Canyon.

Other cinematography film credits include Bill Morrissette's Scotland, Pa.; Ron Judkin's The Hi-Line, for which he won the Moxie Award for Best Cinematographer at the Santa Monica Film Festival; Robert L. Levy's A Kid in Aladdin's Palace and Craig M. Saavedra's Rhapsody in Bloom.

His television credits include Sanctuary, Sharing the Secret, Breakfast With Einstein and Sketch Artist, for which he was nominated for a Cable Ace Award for Cinematography.

Pfister has also lent his cinematography talents to numerous commercials.

NATHAN CROWLEY (Production Designer) previously collaborated with director Christopher Nolan on Insomnia. He is currently working on Il Mare for Warner Bros. Pictures, starring Keanu Reeves and Sandra Bullock.

Crowley's most recent film credits as production designer include Joel Schumacher's Veronica Guerin, John Moore's Behind Enemy Lines and Barry Levinson's An Everlasting Piece. For the small screen, he worked as production designer for the BBC series The Ambassador.

As an art director, Crowley's credits include John Woo's Mission: Impossible 2, Richard Donner's Assassins, the Dublin section of Alan J. Pakula's The Devil's Own and Mel Gibson's Braveheart.

Crowley also set designed Kinka Usher's Mystery Men and John Carpenter's Escape from L.A..

An editor and sound designer, LEE SMITH's (Editor) most recent film editing credits include Peter Weir's Master and Commander: The Far Side of the World, Gregor Jordan's Buffalo Soldiers, Tony McNamara's The Rage in Placid Lake, Craig Lahiff's Black and White and Alan White's Risk.

A long time collaborator with director Peter Weir, Smith has also edited and sound designed The Truman Show, Fearless and Green Card. He was also an additional editor on Dead Poets Society and an associate editor and sound designer on The Year of Living Dangerously.

Other film credits as editor and sound designer include Gregor Jordan's Two Hands and George Miller's Lorenzo's Oil. He was also editor on Ian Barry's Joey, Irvin Kershner's Robocop II and Philippe Mora's Communion and Howling III.

Smith's sound designing credits include Jane Campion's Holy Smoke, Portrait of a Lady and The Piano; Gillian Armstrong's Little Women, Kevin Reynold's Rapa Nui, Phillip Noyce's Dead Calm and Vincent Ward's The Navigator.

The multi-talented LINDY HEMMING (Costume Designer) has designed breathtaking costumes for nearly 40 feature films and her artistry was rewarded with an Academy Award for Mike Leigh's Topsy Turvy. In addition, she was nominated for a BAFTA Award for both Mike Newell's Four Weddings and a Funeral and Rob Knight's Porterhouse Blue.

Hemming has designed the costumes for the four most recent James Bond films all starring Pierce Brosnan, including: Die Another Day; The World is Not Enough; Tomorrow Never Dies and GoldenEye.

Other major recent credits include Jan de Bont's Lara Croft Tomb Raider: The Cradle of Life starring Angelina Jolie; Chris Columbus' Harry Potter and the Chamber of Secrets; Simon West's Tomb Raider; Sally Potter's The Man Who Cried, starring Johnny Depp; William Boyd's The Trench; Mark Herman's The Rise of Fall of Little Voice, starring Jane Horrocks; Johnny Depp's The Brave, co-starring Depp with Marlon Brando; Tony Hickox' Prince Valiant; Bob Rafelson's Blood & Wine, starring Jack Nicholson; Peter Chelsom's Funny Bones; Nancy Meckler's Sister, My Sister, starring Julie Walters and Barry Devlin's All Things Bright & Beautiful, starring Gabriel Byrne.

Previous to this Hemming's other major film credits include: Nick Hamm's Dancing Queen, starring Helena Bonham-Carter; Mike Leigh's Naked, starring David Thewlis; Jason Lehel's Boiling Point; Udayan Prasad's Running Late; Stephen Gyllenhaal's Waterland, starring Jeremy Irons; Mark Herman's Blame it on the Bellboy; Peter Chelsom's Hear My Song; Mike Leigh's Life is Sweet; Peter Medak's The Krays; Jon Amiel's Queen of Hearts; Clive Rees' When the Wales Came; Mike Leigh's High Hopes; Rob Knight's Porterhouse Blue; David Jones' 84 Charing Cross Road; Stephen Frear's My Beautiful Launderette and The Bullshitters; Charles Gormley's Heavenly Pursuits; David Hare's Wetherby; Richard Eyre's Laughterhouse and Loose Connections, and again for director Mike Leigh's Meantime.

HANS ZIMMER (Composer) is one of the film industry's most prolific composers, with more than 100 film scores to his credit.

In 1994, he won both an Academy Award and a Golden Globe Award for his score to the animated blockbuster The Lion King, which also spawned one of the most successful soundtrack albums ever.  Zimmer's music for The Lion King continues to draw applause in the award-winning stage production of the musical, which earned the 1998 Tony Award for Best Musical, as well as a Grammy Award for Best Original Cast Album.

Zimmer has garnered six additional Academy Award nominations, the latest for his Gladiator score, for which he also won a Golden Globe Award and earned a Grammy Award nomination.  He has also been Academy Award-nominated for The Prince of Egypt, The Thin Red Line, As Good As It Gets, The Preacher's Wife and Rain Man. Earlier this year, he earned his seventh Golden Globe nomination for his score for James L. Brooks' comedy Spanglish.  He had previously earned Golden Globe nominations for his work on The Last Samurai, Pearl Harbor, Spirit: Stallion of the Cimarron and The Prince of Egypt.

This year Zimmer's music will be heard in The Weather Man directed by Gore Verbinski.  His long list of film credits goes on to include Madagascar, Pearl Harbor, Matchstick Men, Shark Tale, Black Hawk Down, The Ring, Hannibal, Crimson Tide, Thelma & Louise, Driving Miss Daisy, Mission: Impossible 2, A League of Their Own, Black Rain, Backdraft, True Romance and My Beautiful Launderette.

In addition to his composing work, Zimmer heads DreamWorks' film music division.  His appointment marks the first time a composer has headed the music department of a major studio since the days of Dimitri Tiomkin at MGM and Alfred Newman at Twentieth Century Fox.

JAMES NEWTON HOWARD (Composer) is a six-time Academy Award nominee and one of the industry's most prolific composers, with more than 100 major films to his credit. He earned Oscar nominations for his scores for The Village, My Best Friend's Wedding, The Fugitive and The Prince of Tides, and two more nods for Best Original Song for "Look What Love Has Done" from the movie Junior and "For the First Time" in One Fine Day. He also received Golden Globe Award nominations for both songs.

Recently, Newton Howard scored The Interpreter, starring Nicole Kidman and Sean Penn for director Sydney Pollack. He has composed the score for all of M. Night Shyamalan's films, starting with the director's hit debut film The Sixth Sense, following with Unbreakable, Signs and most recently The Village.

One of the industries most versatile talents, Newton Howard's long list of credits includes 4 of Julia Roberts' biggest hit comedies Pretty Woman, Runaway Bride, My Best Friend's Wedding and America's Sweethearts; 3 films with director Lawrence Kasdan Grand Canyon, Wyatt Earp and Dreamcatcher; the thrillers Outbreak, Falling Down, Primal Fear and A Perfect Murder, as well as The Devil's Advocate, Space Jam, Outbreak, Dave and My Girl, among others.

Also honored for his work on television, Newton Howard received an Emmy Award for Outstanding Main Title Theme for the series Gideon's Crossing and a nomination in the same category for E.R.