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“Lone is a straight shooter,” says Bratt. “He's a detective who is good at his job, and who believes in right and wrong, black and white - there's not a lot of gray area in the world for him. So it presents an interesting problem when he develops feelings for someone who may or may not be involved in some shady dealings.”

“She creates a quandary for him,” adds Berry, “because she is fighting for a noble cause, but she's doing it outside the law. Is she a red-blooded woman and a girl who wants to have fun? Absolutely. Is she perfect? Absolutely not. But her intentions are good, and Lone is torn as to what he should do about it.”

Patience's burgeoning new persona complicates more than her love life - it also gets her fired from her job at cosmetics conglomerate Hedare Beauty; her boss, George Hedare, doesn't appreciate his formerly obedient employee's sudden penchant for rebellion. Lambert Wilson and Sharon Stone portray George and Laurel Hedare, the megalomaniacal and combative husband and wife team at the helm of the high-profile company.

“Hedare represents those cosmetics companies in the world that prey upon women's insecurities,” says Di Novi. “The message is that you have to look younger and you have to be perfect, and we play with a lot of that in our movie. Catwoman finds out that this company is planning something evil, and decides that she has to put a stop to it - by any means necessary.”

George's wife, supermodel Laurel Hedare, is facing problems of her own. While she has been the iconic face of the company for many years, her husband has recently decided that she is getting too old to represent a business that hinges on making women believe that they need to look younger to be attractive. He has demanded that Laurel step down to make way for her 22- year-old replacement - in more ways than one. But Laurel isn't one to go quietly, and she knows a thing or two about revenge.

For the role of glamorous beauty queen Laurel Hedare, the filmmakers turned to Academy Award-nominated actress Sharon Stone, herself a former model. “Sharon is so strong and has such a powerful persona,” says Di Novi. “She's perfect in the role of a woman who represents the ideal beauty and also wields a lot of power in a corporate environment.”

“I enjoyed playing this part because I get `the joke' about Laurel,” says Stone of her obsessively vain character. “I will not go around saying I'm 35, because I just don't believe in that. But Laurel does bow to the pressure from society to stay young at all costs, to be perfect - `to be more' as the Hedare slogan says. I really like what this movie has to say about finding out who you are and then giving yourself the power to just be yourself. No more, no less, just yourself.”

When Patience is reborn as Catwoman, she is understandably confused and frightened by her astonishing physical prowess, not to mention her sudden interest in small rodents. Her only clue as to what may be going on is the enigmatic presence of the beautiful cat who keeps materializing at pivotal moments in Patience's life. The cat's tag leads her to the doorstep of Ophelia Powers, a peculiar, reclusive `cat lady' who is destined to become Patience's unlikely mentor and guide.

Ophelia is played by Frances Conroy, winner of a Golden Globe and two Emmy nominations for her role as Ruth Fisher on the popular HBO drama Six Feet Under. “At first, Ophelia just seems like a woman who is somewhat charming and has a great number of cats,” says Conroy. “Then you realize that she is there for a purpose, to help Patience blossom from a young woman whose life has been snatched away to a young woman whose life is given back.

She explains to Patience that she actually died and was brought back, and that this same phenomenon has happened to women throughout history.” “Just imagine!” says Berry. “That's a pretty heavy, trippy proposition to have laid on you, but that's where Patience first starts to discover that as bizarre as this situation is, it's happening to her, and she begins to embrace it.”

I'm so fortunate that we have such an amazing group of talented actors in our film,” says Di Novi. “Their performances were instrumental in getting this story told in the way I had always envisioned it.”

The filmmakers' choice of director was also key in crafting the film that Di Novi wanted to make. To this end, they turned to innovative French director Pitof. “I wanted Catwoman to have a completely original style, and Pitof is a brilliant visualist,” says Di Novi. “He delivered a movie that is incredibly dynamic and entertaining.”

Catwoman marks Pitof's American film directorial debut. He began his career as an assistant director and editor of films and commercials, eventually becoming a pioneer of digital imaging in France. Pitof's French directorial debut was the feature Vidocq, a gripping film that featured groundbreaking visual effects.

“We were looking to make a very unique picture,” says McDonnell, “and when we saw Vidocq, we knew immediately that Pitof was the guy. He's incredibly stylish without being overwhelming and his use of lenses and cameras is amazing. I think audiences are really going to be entertained by his approach to storytelling.”

“I feel so privileged to have been entrusted with such a compelling project,” says Pitof. “When you look at the history of Catwoman and the women who have portrayed her over the years, there is a common spirit between them. It is this spirit of confidence and individuality that made Catwoman so appealing to me and that has captivated audiences for decades.”

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