ONE BIG, HAPPY BAT-FAMILY; FORGETTING THE HEAVY-COSTUME THING, DIRECTOR AND CAST GET ALONG FAMOUSLY.

Byline: Bob Strauss Daily News Film Writer

``Batman & Robin,'' the lucrative comic-book film franchise's fourth installment in eight years, is bigger, brighter and more expensive than any of its predecessors.

But director Joel Schumacher hopes that somewhere beneath the gargantuan sets, the $100 million-odd budget, the screaming soundtrack and the supernova roster of stars, you can still hear a little bit of heart beating.

``Making event movies like this, you can get into bigger-is-better, more-is-more - and it always isn't. I tried to keep some humanity in the piece,'' says the 57-year-old Schumacher, whose eclectic directing resume includes ``St. Elmo's Fire,'' ``The Lost Boys,'' ``Falling Down'' and last summer's John Grisham hit, ``A Time to Kill.''

``I tried to keep the acting and the storytelling in there, provide time for people to talk, so it isn't just this roller coaster of madness,'' Schumacher says of his second stint on the Batjob, which he took over from Tim Burton with 1995's ``Batman Forever.'' ``We have to make sure that it just doesn't become WHAM! BAM!''

Holy good intentions! But let's make no mistake: ``Batman & Robin'' is as commercial a venture as modern moviemaking permits. And that's pretty commercial.

``Look, I know they're comic books,'' Schumacher says of the nearly six-decade-old pop culture phenomenon. ``I'm not kidding myself; I don't think we're doing `Richard III' here, we're doing `Batman IV.' But within that, it has to have integrity and soul, or else it's popcorn without the salt and the butter. And sometimes, the salt and the butter are what you really buy it for.''

To add flavor to the fourth Bat-movie, Schumacher replaced the troublesome Val Kilmer with everyone's favorite square-jawed get-along guy, ``ER'' heartthrob George Clooney. Chris O'Donnell is back as Batman's bike-riding sidekick Robin, and so is Michael Gough, in a larger role than usual as Bruce Wayne's loyal butler and designated father figure Alfred.

As always with these movies, however, the real spice went into the new characters. Arnold Schwarzenegger was reportedly paid a record $25 million to put on a kind of refrigerator suit and play Mr. Freeze, a villain who is out to turn Gotham City into one big icicle.

``I'm not allowed to talk about money, but let's put it this way: I was very comfortable with the salary,'' says Schwarzenegger, who perhaps wasn't as comfortable lugging around the 70-pound, electronics-encrusted Freeze suit. Shortly after ``B&R'' wrapped, the big guy went in for some elective heart surgery.

Paid less but played-up just as much as Arnold, ``Pulp Fiction's'' Uma Thurman did co-villain duty as the vampy earth mama Poison Ivy. And every guy's teen dream, Alicia Silverstone, suits up to help the rubber-clad heroes as Batgirl.

There's also hundreds of bizarrely clad extras, skyscraping statuary and all the unbelievable gadgets Schumacher could cram into the production's huge Gotham sets. The latter included a 60-foot-high, 200-foot-long and 150-foot-wide museum that took five months to construct; a 75-foot-high observatory with a 20,000-pound telescope; and, of course, a new Batcave, villain lairs and a renovated but still stately Wayne Manor.

But just as much as its monolithic designs and clever casting coups, ``Batman & Robin'' is trying to sell a spirit of fun that was missing from Burton's psychologically shadowy entries and was not fully achieved in ``Batman Forever,'' either.

``We tried to get some of the moodiness out,'' Clooney explains. ``I mean, we know that Batman's parents are dead - get over it, already. The truth is, in many ways, I get to be Batman in real life: live in a nice house, drive neat cars, park 'em in a nice garage. As difficult as my life was making this movie - I worked seven days a week, since I was shooting `ER' at the same time - no one wants to hear me complain. The same thing had to be said with Batman, who dates beautiful women and has all the cool toys.''

``This one's not as gloomy,'' observes ``Forever'' holdover Chris O'Donnell. ``It was a little bit more upbeat. And it was so fun to do. You'd go to the set every day and find yourself in these bizarre environments. A lot of work had gone into them, for months, and to be able to get up there and play with this incredible toy was exciting.''

Sets aside, it was also a happier set to be around, to some degree, because a certain person was no longer present.

``Val was a little more intense on the set; I really didn't hang out and joke around with Val as much as I did with George,'' says O'Donnell who adds, with apparent sincerity, ``I thought Val was a great Batman, and he's an incredible actor.''

Schumacher's dissatisfaction with Kilmer has been widely reported. Yet the filmmaker explains that, following a shoving match between them that was triggered by Kilmer's mistreatment of crew members early in the ``Forever'' production, the volatile star pretty much behaved himself and followed Schumacher's directions.

Still, ``I will be indebted to Val for as long as I live because he did me two of the greatest favors anyone has ever done,'' Schumacher says. ``When I wanted to replace Michael Keaton (who played Batman in the Burton films), Val was my only choice. I called him in Africa and he said yes over the phone. No meeting, no script, no nothing; I needed him and he did it.

``Then, when it was very clear to me that I never wanted to work with him again, he made it very easy for me to replace him.''

Kilmer wanted to make ``The Saint'' at the same time ``Batman & Robin'' was scheduled to shoot. He eagerly bowed out of the sequel, clearing the way for Clooney.

``It was easier to be the third Batman, I think, than Val had it being the second,'' Clooney diplomatically notes. ``Because now we've established that I'm quite easily replaced! Really, the only trepidation with doing Batman is that you don't want to screw up something that's been successful three other times.''

Well, that's the only trepidation until you put that rubber suit on.

``It weighed 40 to 50 pounds, and the cowl was attached to a rubber cape that weighed another 40 pounds,'' Clooney explains. ``It's very heavy and very hard to move in; my biggest stunt was getting from the trailer to the set. What's funny is that if you had to really wear this thing, everybody would kick the hell out of you.''

``The suits were the hardest parts, and each of the five main cast members would tell you that their costume was the worst,'' Schumacher says, laughing. ``Alicia had to wear the same 50-pound suit as George and Chris did, and high heels. Uma was in the corsets of the damned, and her 5-inch-high heels - which can only be worn by drag queens - were part of her tights. So when she put all that corseting over the tights, she couldn't even kick the shoes off.

``However, they're overpaid - and beauty is torture,'' he jokes. ``If they don't like it, they can go and mud wrestle.''

In truth, Schumacher was more than impressed with the, yes, well-paid cast's professionalism. Clooney even worked with a cast on his leg after he tore a ligament playing basketball.

``They're all mensches; that's why we finished two weeks early,'' he says of his actors. ``When people come on time, know their lines, help each other and help the crew, it's wonderful how much work we can get done!''

Assessing the results of that job, Schumacher says, ``I tried to have colors and lighting and camera angles that were visually stimulating. I tried to dazzle the audience, take them to a Gotham City that's huge and sexy and like no place they've ever been to. I tried to have the action be original, seem like you could only see it in this comic-book environment and not any other action movie.

``In `Batman Forever,' we had a pretty good go at making a living comic book. But as my production designer Barbara Ling said, in that one, we hadn't even scratched the surface.''

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Photo: (1--Cover--Color) BAT-TLE STATIONS!

George Clooney and friends fight to save a franchise

(2) New to the rubber suits are Alicia Silverstone as Batgirl and George Clooney as the Caped Crusader, joining Boy Wonder vet Chris O'Donnell in ``Batman & Robin.''