Hocus Pocus (1993 film) made to the script to make the film more comedic and made two of its young protagonists into teenagers; however, production was stalled several times until 1992, when Bette Midler expressed interest in the script and the project immediately went forward. Midler, who plays the central antagonist of the film (originally written for Cloris Leachman), is quoted as saying that "Hocus Pocus" "was the most fun I'd had in my career up to that point". Leonardo DiCaprio was originally offered the lead role of Max, but declined it in order to pursue "What's Eating Gilbert Grape". Principal photography began on
Jessica Lange for her performance in the film. In 1998, she starred opposite Elisabeth Shue in a film adaptation of Balzac's "Cousin Bette", for which she received strong reviews. That same year, Lange also starred opposite Gwyneth Paltrow in the somewhat cult classic, "Hush", which generally received negative reviews. Roger Ebert, however, praised Lange's performance, commenting, "The film's most intriguing element is the performance by Jessica Lange, who by not going over the top provides Martha with a little pathos to leaven the psychopathology." Lange received strong reviews for her performance in "Titus", Julie Taymor's 1999 adaptation of William Shakespeare's "Titus Andronicus",