and exhausted; she is shown shortly afterwards weeping in the bathtub. Irena dreams of Dr. Judd dressed up as King John speaking of "the key". She later steals the key to the panther's cage in Central Park. Irena, Oliver and Alice visit a museum, and Irena is angered when the two virtually ignore her. That evening, when Alice decides to use the basement swimming pool of her apartment building, she is stalked by an animal. When Alice screams for help, Irena appears, turning on the lights, and says she is looking for Oliver. Alice later finds her bathrobe torn to shreds. After an appointment with Dr. Judd, Irena tells Oliver that she is no longer afraid, but Oliver tells her it is too late: he has realized that he loves Alice and intends to divorce Irena. Later at work, Oliver and Alice are cornered by a snarling animal. Oliver and Alice manage to get out of the building but not before smelling Irena's perfume. Alice calls Judd to warn him to stay away from Irena, but he hangs up when Irena arrives for her appointment with him. He kisses Irena passionately, resulting in her transformation into a panther who attacks and kills him. When Oliver and Alice arrive at Judd's office, Irena slips away and goes to the zoo. There, she opens the panther's cage with the stolen key and is struck down by the escaping panther, which is accidentally run down and killed by a car. Next to the panther's cage, Oliver and Alice find a dead panther lying on the ground. Oliver says, "She never lied to us". Cast The following cast went uncredited: Production Development In March 1942, producer Val Lewton ended his working relationship with independent producer David O. Selznick to work for RKO Radio Pictures' Charles Koerner, becoming the head of a new unit created to develop B-movie horror feature films. Writing in 2009, the film critic Kim Newman compared the Lewton productions to RKO's own B-movie mystery series based on The Falcon, which were, unlike Lewton's productions, "churned out". The Lewton productions were modestly budgeted compared to Universal's 1941 film The Wolf Man and Paramount's 1944 film The Uninvited, but had larger budgets than those for Producers Releasing Corporation (PRC) film The Mad Monster (1942) or Monogram's The Ape Man (1943). Cat People had a budget of around $135,000. This was significantly smaller than