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 Cumming, her son Liam Dunaway O'Neill and lyric soprano Danielle de Niese (the latter two as opera students). As film roles became more difficult to find, Dunaway bought the rights to the play after the 1997 tour and announced her intention of writing, directing and starring in the film. The production however was a disaster and financing the project has been one of the many obstacles. "I want to do it my way. I'm not going to sell it out to a studio. You have to raise money. You have to get private investors and it takes a long time