Fresnadillo was in talks to direct with Verbinski as producer. In January 2010 the project was in the pre-production stage, with director Juan Carlos Fresnadillo and Braden Lynch, a voice artist from BioShock 2 both working on the film. By July, the film was facing budget issues, but producer Gore Verbinski said they were working it out. He also said the film would be a hard R. Ken Levine, during an interview on August 30, 2010, said: "I will say that it is still an active thing and it's something we are actively talking about and actively working on." Verbinski later cited that by trying to maintain the "R" rating, they were unable to find any studios that would back the effort, putting the film's future in jeopardy. Levine confirmed in March 2013 that the film had been officially canceled. Levine stated that after Warner's Watchmen film in 2009 did not do as well as the studio expected, they had concerns with the $200 million budget that Verbinski had for the BioShock film. They asked him to consider doing the film on a smaller $80 million budget, but Verbinski did not want to accept this. In February 2017, Verbinski said that his crew was about eight weeks from starting filming, with plans for many elaborate sets given that the setting of Rapture could not be something easily shot on existing locations, requiring the $200 million budget. Verbinski was anticipating on releasing the film with an R-rating when Universal approached him about changing the film's direction. Universal requested that he tone down the film and aim instead for a PG-13 movie, which would be able to draw more audiences to the film and recoup the larger budget he asked for. Verbinski insisted on keeping the R-rating and refused the smaller budget Universal offered to make the R-rated version. Universal felt that that expensive a film with the limited R-rating would be too much of a risk, and pulled him from the film. Universal then subsequently brought in a new director to work with the smaller budget, but Levine and 2K Games did not feel that the new director was a good fit with the material. Universal then let Levine decide to end the project, which he did, believing that the film would not work with the current set of compromises they would have had to make. In January 2014, artwork from