George Clooney has had a number of heavyweight roles. Batman wasn’t one of them. The 1997 film, where he played the caped crusader opposite Chris O’Donnell as Robin, opened big, but quickly slid into ignominy.

The film was a sequel to 1995’s “Batman Forever.” Clooney replaced Val Kilmer as Batman, who had replaced Michael Keaton, the star of the 1989 film “Batman” by Tim Burton. Clooney discussed the finer aspects of the role on “Inside the Actors Studio.”

It was a role he hasn’t forgotten for a number of reasons. “They put nipples on the batsuit. I didn’t know they would do that,” Clooney told host James Lipton.

Among the hightlights of the film were appearances by Arnold Schwarzenegger, Uma Thurman and Alicia Silverstone. Bane, who also figures heavily in the latest Batman movie, also made an appearance. But the film was pretty much a nightmare from there.

“If Batman had to wear the suit that you have to wear, everyone would die,” Clooney related. “You’re laying on a board and you can’t move and they just prop you up and you’re like, ‘I’m Batman.'”

Clooney does a hilarious impression of Director Joel Schumacher. “Joel is very funny, because he’d be like ‘Okay George, remember. Your parents are dead, you have nothing to live for. And action!'” he said in an affected voice.

“Inside the Actors Studio” airs Tuesdays at 7 p.m. EST on Bravo. Check out the video below.