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Originally published June 16, 1995

After two Batmans , Michael Keaton reportedly threw in the cowl because the script he was handed for the third Bat-saga had too much about the bad guys and not enough about that brooding avenger in black rubber. (There were also some squawks about a bigger paycheck: Oh, something in the vicinity of playboy billionaire Bruce Wayne's net worth.)

 Enter Val Kilmer, who acts with his lips almost as well as Keaton did, and who, quite simply, has lucked out. Despite (and perhaps because of) Keaton's gripes, Batman Forever does have more Batman/Bruce Wayne stuff going for it than either of its predecessors, even if this second sequel - splashily directed by Joel Schumacher - gets caught up in the histrionic grandstanding of its mega-demented villains. That would be Harvey Two-Face (Tommy Lee Jones), a schizoid soul with half a mug lathered in moldy pizza toppings (a horrific disfigurement caused by boiling acid) and the Riddler (Jim Carrey), a vengeful nerd who dresses like a leprechaun gameshow host. Two-Face is bent on killing Batman; the Riddler is just bent.

 As reimagined by Schumacher; his screenwriters (the credit goes to Lee Batchler, Janet Scott Batchler and longtime Schumacher collaborator Akiva Goldsman); and a squad of production, costume and effects designers, Batman Forever is a more focused and palatable entertainment than its forebears. Tim Burton directed Batman and Batman Returns with a midnight palette, a penchant for freak-show oddities and a disdain for sustained narrative. Schumacher has brightened things up a bit (it's still a long time before we see anything resembling daylight, though) and bundled the storylines together into something tangible and neatly paced. In short, Batman Forever is user- friendly. There's nothing approaching the unpleasant strangeness of Danny DeVito, as a drooling, corpulent penguin, scarfing down a meal of live fish.

 Which is not to say that Batman Forever is devoid of weirdness. After all, the love interest in Batman 3 is Chase Meridian, who is not a bank merger but a doctor (played, like a perky lynx, by Nicole Kidman) specializing in ''abnormal psychology. " She has a serious fixation on the Bat-dude. And he's a reclusive billionaire who "dresses like a flying rodent," witnessed his parents' death as a child and now stalks Gotham City waiting to pounce on low-life thugs. A vigilante in a cape, basically.

 And Harvey Two-Face isn't the only one with a split personality. Everyone seems to be battling some sort of psycho-duality - except for the imperturbably suave Alfred, the droll manservant wonderfully portrayed by Michael Gough. I think the only moment of real dread I experienced in the entire two-hour Bat-extravaganza was when Alfred got bonked on the noggin by the Riddler's cane. Now, that's an outrage!

 There's also an inescapable homoerotic subtext here. Heck, forget the sub. When Bruce Wayne invites acrobat-turned-orphan Dick Grayson (Chris O'Donnell) to live in his manse, the male bonding comes complete with jokes about biker bars. When Dick discovers Bruce Wayne's superhero identity, Batman has been outed: he's forced to come out of the closet (or the Bat-Cave). And when Bruce and "Master Dick" (as the all-knowing Alfred refers to him) don their new Batman and Robin suits for a climactic battle with Two-Face and the Riddler, the armorlike costumes boast exaggerated he-man musculature, projecting nipples and a distinctly phallic emphasis.

 Kilmer, with a rumbling voice and a glint in his eye, wears his Batsuits well; O'Donnell brings a touch of spunky rebelliousness to the affair as his newfound partner; Kidman is playfully alluring; and Jones and Carrey do their crazed-nemesis things in requisite over-the-top style. Given his recent ascension to mega-stardom, Carrey gets more of the dastardly duo's screen- time. If nothing else, the elastic-limbed comedian has become a master at playing to the camera.

 With a retooled Batmobile and Batwing, a new Batboat, Batsub and Bat- arsenal of weaponry, Batman Forever has enough gadgetry and action to keep the kiddies (in all of us) entertained. Gotham City, a towering metropolis of monumental deco skyscrapers and narrow, noirish streets, has never looked more stylishly distressed, and John Dykstra's computer effects are exhilarating. Loud and colorful, Batman Forever, like its precursors, still gave me a headache. But it was a more satisfying headache - lighter, looser and likely to keep the box office busy for months to come.