The Batman franchise is one of the longest-running franchises in the DC universe. From the original Batman TV series starring Adam West to the cartoon TV series, Batman has seen remake after remake. Batman saw a huge surge in popularity when Tim Burton’s Batman starring Michael Keaton and Jack Nicholson came out in 1989. Burton’s new iteration of The Dark Knight brought with it three sequels: Batman Returns, Batman Forever, and Batman & Robin, each of which brought its own unique addition to the franchise. While many consider Batman & Robin to be one of the worst films of all time, some feel the same way about Batman Forever.

Batman Forever takes place after the occurrence of Batman and Batman Returns. Val Kilmer stars as The Dark Knight, a rather unexpected change from the first two films which both starred Michael Keaton. The cast also features big names like Nicole Kidman and Tommy Lee Jones, under the new direction of Joel Schumacher who managed to recreate the DC characters with dark overtones while maintaining the comic-book charm, paying homage to the original show. Batman Forever is a perfect example of these things and while it had its downfalls, the film is full of moments that bring the characters to life. Here are five reasons why Batman Forever wasn’t that bad.

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The Perfectly Cast Villains

While many disliked the casting of Val Kilmer as Batman, Tommy Lee Jones as Harvey Dent AKA Two-Face, and Jim Carrey as Edward Nygma AKA The Riddler were perfect choices for the villains. Jones, known for his role as Woodrow F. Call in Lonesome Dove at the time of Batman Forever’s release, brings out the crazy in Harvey Dent who suffered an accident in court when acid was thrown on his face, an incident for which he blames Batman. The acid not only affected his face in this version of Two-Face, but it also affected him psychologically. He refers to himself as “we”, referring to the duality of his mind. On top of this, we have Carrey as Two-Face’s ally Edward Nygma who becomes The Riddler. Clad in the classic green jumpsuit covered in question marks, Carrey brings out the genius and madness in a hilarious manner that not only makes the audience fond of Nygma but helps us understand the character as a whole.

The Riddler’s Origin Story

Part of what makes Batman Forever a good film is the iteration of Edward Nygma and his descent into becoming The Riddler. Edward works for Wayne Enterprises and is obsessed with Bruce. When Edward shows Bruce his device that manipulates brain waves and makes TV viewers believe they are inside the show, Bruce tells Edward that it's too dangerous to approach something like this and that mind manipulation “raises too many questions.” Edward’s obsession is put into practice when he ties up his boss and uses the box on him and discovers that the device sucks out neural energy from its victim which Edward absorbs to grow smarter. After killing his boss at Wayne enterprises by pushing him out a window, Edward quits his job and starts sending riddles to Bruce before eventually deciding to become The Riddler.

The Presence of a Psychiatrist

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Warner Bros.

Nicole Kidman plays the role of Dr. Chase Meridian, Bruce’s love interest. But Chase plays a much larger role than just another damsel-in-distress. Dr. Meridian is a new psychiatrist in town, hired to profile Gotham’s villains to aid in the efforts to understand their methods, so they may be stopped with more ease. While Chase has a few of her own issues, she is good at what she does. Bruce brings the riddles that Nygma has been sending him and explains that the person sending the riddles is so obsessed with Bruce that they need to “purge the fixation” or kill Bruce. On top of this, we get a look into the trauma that Bruce is stuck with. From his nightmares about his parents’ murder to the fact that he feels the need to be a vigilante at all, Chase gives us insight into the characters from a psychological perspective, something rarely done in superhero films.

Robin’s Origin Story

While Chris O’Donnell’s version of Robin is horrendous—and we could have done better without it—something that the film gives us is a version of his origin story. When at the circus, Two-Face brings a bomb and insists that everyone there will die unless Batman’s identity is given up. While panic ensues in the audience, “The Flying Graysons” a family of acrobats including couple John and Mary and their two sons, Mitch and Dick, decide to take matters into their own hands. While Dick is dealing with the bomb and disposing of it safely, Two-Face flips his coin and decides to shoot the harness holding up the Graysons, causing them to fall and die on impact in front of Dick’s very eyes. Dick is forced to stay with Bruce after his family is murdered, and he eventually discovers the bat-cave, which inspires Dick to become Robin and get revenge on Two-Face. Bruce hopes to be a role model for Dick as he sees much of himself in the boy, thus beginning the dynamic duo of Batman and Robin.

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Two-Face’s Death

At the end of the film, Batman comes face-to-face with Two-Face and the masked vigilante resorts to smarts rather than violence to stop him. When Two-Face is about to kill the heroes, Batman reminds Two-Face that everything is left to chance for him. When Two-Face throws his coin, Batman throws up a number of coins with it. As Two-Face struggles to catch his own coin, he falls to his death. This is a perfect example of Batman hating to resort to violence and instead uses Two-Face’s psychology against him. While Batman did not know what the outcome of his actions would be, he knew it would be enough to confuse Harvey whose identity is dependent on the concept of chance and duality. This leads to Two-Face’s ironic death, which happened by chance.