Faye Dunaway had proved to be difficult and many actresses had been considered for the role, including Jane Fonda, Tuesday Weld, Ann-Margret, Carol Lynley, Leslie Caron, and Natalie Wood. Penn loved Dunaway and managed to convince actor and producer, Warren Beatty, who played Clyde Barrow in the film, that she was right for the part. Besides her relative anonymity, Beatty's concern was her "extraordinary bone structure", which he thought might be inappropriate for Bonnie Parker, a local girl trying to look innocent while she held up smalltown Texas banks. However, he changed his mind after seeing some photographs of Dunaway taken by
Faye Dunaway to get it right. It takes 10 years. People hear Faye Dunaway and think she has a lot of money, but I don't because I've spent a lot. Not tonnes. I spent what I want to spend on this movie and you have to have skin in this game. You have to take risks." In 2013, she confirmed that she had completed the first half of the film and planned to shoot the rest soon after. However, it was announced in June 2014 that after nearly 20 years of owning the film rights, Dunaway had decided to withdraw from the