Tales From Development Hell: Watchmen
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- 11 min read
By Ryan Fleming.

Hollywood loves to throw around the word ‘unfilmable’ for any work they can’t quickly turn into a motion picture for immediate profit. One such ‘unfilmable’ work was Watchmen – past tense, because like many works at one point considered ‘unfilmable’ like The Lord of the Rings or Dune, it was only ‘unfilmable’ until it was filmed. Although it lingered in development hell for more than two decades, Watchmen, as directed by Zack Snyder, was released in 2009. Whatever else, it was regarded as a faithful adaptation of Alan Moore and Dave Gibbons’ acclaimed comic book series. Prior attempts to adapt it might not have hewed so closely to the source material.
The film rights to Watchmen were acquired in August of 1986, before the first issue of the comic had even been published, by Lawrence Gordon and Joel Silver. It was intended to be producers by 20th Century Fox, who also produced Predator (1987) and Die Hard (1988) from that duo around the same time. After Alan Moore himself turned down an offer from Fox to adapt his own work, screenwriting duties went to Sam Hamm, who had recently turned in a very well-received script for an adaptation of Batman at Warner Bros. that would become the first of Tim Burton’s two Batman films. Hamm’s script deviated somewhat from the source material especially in the climax, which might have featured both an assassination and time travel.
Production did not move ahead immediately, but this was nothing out of the ordinary. There was three years between Hamm turning in his Batman script and the eventual film of that being released. It would not be until 1991 that the project would be put into turnaround. Gordon and Silver took the project from Fox to Warner Bros., and it was there that Terry Gilliam would first become attached as director. Starting with the Hamm script, Gilliam brought aboard Charles McKeown, with whom he had previously co-wrote both Brazil (1985) and The Adventures of Baron Munchausen (1988). He had also done uncredited rewrites of Hamm’s Batman script, as had Warren Skaaren, whose name would ultimately wind up on the new Watchmen script alongside those of Hamm and Gilliam, whilst McKeown went uncredited again. Things were seemingly ready to move ahead with that script, but there was just one problem: money.
The aforementioned Adventures of Baron Munchausen, Gilliam’s last picture, had gone over budget, as had Silver’s recent Die Hard 2 (1990), and Hudson Hawk (1991), also from Silver, was a notable commercial and critical flop. They were only able to raise a quarter of the estimated budget. Gilliam left the project, and it was here that the word ‘unfilmable’ was first attached to the project, courtesy of Gilliam himself. The director would later say that the source material would make for a far better miniseries than a single motion picture. This was the end of Gilliam’s involvement with any Watchmen adaptation, even passing on an invitation from Silver to helm the project again independently after Warner Bros. finally dropped the project soon after their budget woes.
The project went into a true hibernation for the rest of the 1990s. It is entirely possible that as the 1990s wore on the appeal of comic book films in Hollywood began to wane with the declining returns of the Batman series. There has also been some suggestion that the ending of the Cold War had removed much of the political background to the work. It would not be until comic book adaptations proved themselves in Hollywood again, and, perhaps coincidentally, more uncertainly had been introduced into the global situation, that the lid would come off the Watchmen adaptation once more.
In an echo off the original attempt having scripting duties entrusted to someone who had done extensive work on 1989’s Batman, in October 2001 Gordon, now on behalf of Universal Studios, signed David Hayter to the project. Hayter had scripted 2000’s X-Men, which ushered in the true boom in superhero comic adaptations that has lasted for more than a quarter of a century. The new screenwriter even claimed to have had the blessing of Alan Moore, who still opposed the project and had said at least once he would give any royalties received for it to Dave Gibbons. Hayter turned in his script summer 2003, by which point Lloyd Levin had also been attached as producer. However, the project at Universal fell apart over creative differences between the studio and the filmmakers.
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A year later, with Hayter and Levin still attached, Paramount became the fourth major studio stepping in as distributor. (Sixth, if one counts the brief sojourns as either an independent or smaller studio effort.) Darren Aronofsky became the first director attached to the project since Gilliam, but only for a cup of coffee before he moved on to The Fountain (2006), a project for which he had more passion. To replace him, Paul Greengrass was brought on board as director. Pre-production work moved ahead in the United Kingdom, including concept art, set design, visual effects, and even test footage. The Greengrass version of Hayter’s script received the approval of Gilliam, but the latter did not believe this darker vision would be made by Hollywood.
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 Creative differences would not spell the end for this version of the film. Instead, the project’s old foe had returned once more: money.

Money, and boardroom shenanigans. On either side of a change in Paramount CEO in 2005, budget reductions were encouraged whilst rumours circulated of several prominent projects being abandoned entirely. Fearing budget cuts, producer Levin tried to move the project out of the UK, but the project was put into turnaround once more. This being the UK in 2005, there was at least one article that blamed Tony Blair for killing off Watchmen, citing contemporary changes in tax rebates for film productions. However, Paramount’s own cold feet did more than New Labour to torpedo the project again.
Gordon and Levin were soon shopping around the project once again, still using Hayter’s script. Like a dog returning to its own vomit, Warner Bros. picked up the project for the second time. This was confirmed less than a year after Paramount put it in turnaround, but it had lost Paul Greengrass as director along the way. More Hollywood shenanigans would ensue over the rights, with Paramount allegedly owing Universal development costs, so Universal allegedly owned the rights, but Fox threatened to sue over copyright violation over Gordon allegedly not paying a buy-out back in 1991, but Warner Bros. allegedly wanted to co-finance the film with Paramount, who allegedly owed Universal development costs, so… This must have been a good year for studio lawyers that billed by the hour. When Warner Bros. were finally ready to move ahead with the project, with Paramount owning a stake and distributing outside the United States, Hayter’s script was abandoned. Early in development of the new project, Hayter still had some hope that his script would be used. He even hoped that he would direct the film, having worked on the script for nearly five years by that point, and citing it as a dream project. Warner Bros. had other ideas.
With comic book adaptations more vogue than ever, but not as vogue as they would become, in Hollywood, Warner Bros. distributed 300 (2006), adapted from Frank Miller’s comic of the same name. It was a box office success and received mostly positive reviews, so much so that Warner Bros. would offer directing duties on Watchmen to that film’s director and co-writer: Zack Snyder. Per Snyder, he spent several weeks considering the decision before accepting. The screenplay, from Alex Tse, would hew much closer to the source material, even going back to its original 1980s setting which had been abandoned by the prior scripts once the 1980s had themselves ended. He felt that the presence of Richard Nixon as a character was especially important, which might have contributed to setting it (alternate) historically.
Some changes were retained, such as David Hayter’s version of the comic’s ending but Snyder made the film with an emphasis on a faithful adaptation, using the comic itself as storyboards and keeping a copy with him during filming. He further cited that as the true guideline for the film, dismissing the script as a document the studio demanded. After more than two decades in development, with almost every major studio outside of Disney having tried to make it, at least six screenwriters, four directors, the end of a Cold War, the beginning of a War on Terror, and Tony Blair’s entire tenure as Prime Minister of the United Kingdom, Watchmen was finally released in 2009.
Whether critics liked it or disliked it, they all agreed that Zack Snyder had made a very faithful adaptation of Alan Moore and Dave Gibbon’s epochal work. Many also praised the visuals of the picture, whilst others did criticise setting the story in an alternate 1980s citing that the Cold War fears did not translate as well for a modern audience. At almost three hours long, those who disliked the film but saw how faithful it was felt that was entirely the problem – nothing was given room to breathe. At least one even went so far as to claim that Snyder’s film proved the work was indeed ‘unfilmable’.
It also might have suffered from release at a time when superhero films had changed irrevocably following the 2008 releases of The Dark Knight and Iron Man. The director of the former, Christopher Nolan, would even praise Snyder’s Watchmen years later as being ahead of its time, feeling that had it been released after The Avengers (one of the dozens of follow-ups to Iron Man), it would have been received very differently. Whilst Marvel changed the film industry with their Cinematic Universe that began with Iron Man, DC, and their parent company Warner Bros. struggled to play catch-up. Who would they turn to get their own Extended Universe of comic book adaptations off the ground? Zack Snyder. That, however, is a tale for another day.
What if Snyder had never had a chance to direct Watchmen because it had already been made during its two decades and more of development? What impact to his career but, more importantly for this article, how does an earlier, likely less faithful adaptation of Watchmen fare?
There are multiple versions that could have made it to production, of course. The version directed by Paul Greengrass from David Hayter’s script for Paramount might have been furthest along, but let’s consider the earlier attempts by Terry Gilliam, because it seems to represent a diametrically opposed vision to the one released in 2009.
Early in 2014, some five years after the release of Snyder’s adaptation, Joel Silver gave some insight into how Gilliam’s version would have differed. The script they would have worked on had the appearance of Dr. Manhattan during the 1950s drastically change the world situation and the economy, with the other superheroes appearing following his emergence. Ozymandias would have convinced Manhattan to travel back in time and erase himself from existence, tying into the time travel element that had been hinted at in other interviews. Nite Owl, Rorschach, and Silk Spectre would have found themselves in Times Square where history had changed and they themselves were just characters in a comic.
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This radically different take on the material feels more grounded in the 1990s where parallel worlds were seemingly more acceptable than alternate ones. The divergence from our own history happening in the 1950s as opposed to the 1930s also indicates that this film would have been set contemporarily with its release. Silver spelled out these details whilst saying that Snyder had approached the film in the right way, that he (Silver) had liked it, but saying that the Gilliam version would have made for a much better film. Soon thereafter, Snyder retorted, directing his ire not towards Silver but to Gilliam. He stated that fan blowback from Gilliam’s changes would have been akin to ‘storming the castle’ and that he ultimately accepted the role of directing the film because he knew they would make it anyway and he wanted to ‘save it from the Terry Gilliam’s of the world.’
Who knows better how the Terry Gilliam film would have been received? Silver or Snyder? The answer, like with most spats between millionaires, probably lies somewhere in the middle. The changes would have incensed a lot, maybe even a majority, of fans, but this would have been the early 1990s, not the 2020s or even 2009. It was also a very different Hollywood industry beyond the attention it paid to fans, and its success might come down to its cast more than anything else. Silver was known to be keen on Arnold Schwarzenegger for Dr. Manhattan, who would certainly have been a bankable star but might not gel with Gilliam’s directing and the project, whether faithful to the source material or not, would not have been your typical Schwarzenegger picture.
Perhaps securing Schwarzenegger would be the key that convinces the studio to pony up the entire budget and not just a quarter of it. Being released in the early 1990s might help it stand out in a way that the 2009 version struggled. Although superhero films were not unknown, the major pictures then were still just Superman and Batman pictures. Many films released in the wake of Batman owed more to the pulp heroes that inspired the original Batman character, like Darkman (1990), Dick Tracy (1990), The Rocketeer (1991), The Shadow (1994), and The Phantom (1996). As a thoroughly modern superhero take, Terry Gilliam’s Watchmen might be more aligned with the zeitgeist.
It likely would not have changed the entire film industry, perhaps only moved things up a few years. There might still be a desire for a faithful adaptation of Watchmen, one that is just waiting for the internet to take off. The timeline could eventually correct itself, where having run through most other well-known superhero properties a new Watchmen adaptation is made some time in the 2000s. Almost two decades is nothing for a reboot when compared to the likes of Batman Begins (2005) from Batman & Robin (1997) or The Amazing Spider-Man (2012) from Spider-Man 3 (2007). Terry Gilliam’s Watchmen might wind up this weird early iteration of major comic book superhero motion pictures, but maybe one that, pound for pound, is a better actual film than many of its successors than the version we got historically in 2009.
There is more to a film than being faithful to its source material or respectful to a franchise’s fans. (Some films didn’t even have source material or an existing franchise, one reads about them in history.) The paradox of Watchmen is that it was supposedly ‘unfilmable’, but that only a faithful version is truly ‘unfilmable’. Film is a different medium from a novel or a comic or a video game, what might work in one of those mediums might not work in film and vice versa. That has been lost in a creatively bereft industry raiding those mediums for ideas, and fundamentalist online fandom that see faithfulness to the source material as the ultimate indicator of quality.
Film adaptations are full of changes made to the source material that made them better films, from the Mafia subplot in Jaws to the misadventures of Sonny Corleone’s penis in The Godfather. All those works cited as ‘unfilmable’ are ultimately representative of filmmakers not seeing how to translate them from their source material. It would take time to work out how best to make that translation in a way that works as a film and pays the right respect to the source. Taking time is not something studios like very much. (Intentionally, that is. Accidentally, through their own incompetence, infighting and stinginess is par for the course.)
There is maybe something to be said for Gilliam’s notion that a five-hour miniseries might bridge the gap from the comic to the screen better. Ironically, when Watchmen finally made it to the small screen in the era of streaming, that 2019 series of the same name strayed even further than Gilliam wanted from the source material.
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 Ryan Fleming is the author of SLP's Reid in Braid and various short stories for the anthologies, as well as editing The Scottish Anthology.
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