Back in 1998, Warner Brothers Television began pre-production of a proposed television series about a teenaged Batman, tentatively titled simply Bruce Wayne. Based on a pilot script, it focused on young Wayne, Vicki Vale, Selina Kyle, Harvey Dent, and Jim Gordon. Tim McCanlies, who wrote the film The Iron Giant, wrote the pilot script and series bible for Tollin-Robbins Productions. The project, however, never really got off the ground and into production. Because Warner Bros. was working on rebooting the Batman film franchise, all production was stopped for the television series.

Eventually, in 2000, Tollin-Robbins chose to purchase the rights to do a series about the younger years of the Clark Kent character, and brought in creators Alfred Gough and Miles Millar, who were only interested in the concept if they could make him lose the suit and the majority of his powers. They created a "No Tights, No Flights" rule, vowing that Clark would not, at any point, fly or don the suit during the run of the show. Michael Rosenbaum, once a consideration for Harvey Dent in Bruce Wayne, was cast as Lex Luthor due to his quiet, secretive nature, Kristin Kreuk was cast as Lana, and a young construction-worker-turned-model-turned-actor named Tom Welling was cast as Clark Kent.

Also cast were Allison Mack as Chloe Sullivan, Sam Jones III as Pete Ross, Cynthia Ettinger as Martha Kent and John Schneider (of The Dukes of Hazzard fame) as Jonathan Kent. After the pilot for the series had already been finished, due to unknown reasons, Cynthia Ettinger was replaced with Annette O'Toole (who played Lana Lang in 1983's Superman III), and Cynthia's parts were reshot with Annette O'Toole. A copy of the original pilot is reported to have been offered for auction on eBay.

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