BATMAN
Script created with Final Draft by Final Draft, Inc.

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                                     "BATMAN SAVIOUR"

                                            by
                                     Paul M. Wolford

                            Based on the Character Created by
                                         Bob Kane



               FADE IN:



               EXT. SKY - NIGHT

               Another blank and starless night. But there is light to
               behold and it's shinning towards the sky. We TILT DOWN TO see

               EXT. GOTHAM OIL & GAS REFINERY - CONTINUOUS

               Huge. Imposing. And flat out ugly. Though just outside Gotham
               City you could swear this refinery was in downtown Gotham.

               INT. GOTHAM OIL & GAS REFINERY - HALLWAY - CONTINUOUS

               A gun shot rings out as a SECURITY GUARD gets shot in the
               chest and collapse onto the floor.

                                   HENCHMAN #1 (O.S.)
                         Joe we got the stuff!

               Two HENCHMEN run out from inside the office. HENCHMAN #1
               holds a briefcase. Slowly JOE CHILL, mid-thirties and just
               plain evil, turns around holding a smoking gun.

                                   CHILL
                         Good. 

               Joe shoots HENCHMAN #2 killing him on the spot. Henchman #1
               stares on in shock. He stares a little too long as Joe shoots
               him as well. Joe walks over and picks up the briefcase.

                                                                CUT TO:

               INT. GOTHAM OIL & GAS REFINERY - STAIRS - NIGHT

               Joe runs down a flight of stairs as fast as he can, always
               looking over his shoulder to see if he's being followed.

                                                                CUT TO:

               EXT. GOTHAM OIL & GAS REFINERY - MOMENTS LATER

               Joe bursts through the front door. An OLD SECURITY GUARD
               spots him and draws his gun.

                                   OLD GUARD
                         Freeze Mister!

               Joe shoots him and dashes to a car and smashes out the
               window. Within seconds the hot wiring is complete.

               Joe peels out and heads towards the front gate. Several more
               GUARDS show up and take aim and fire at Joe but to no avail
               as Joe crashes through the front gate.

               I/E. COUNTRY ROAD - MOMENTS LATER

               Joe speeds down a rural road. Suddenly a tire blows out.

                                   CHILL
                         Damn it!

               Another tire blows out, wait... SHOT OUT! Joe tries to gain
               control but loses it and crashes the car into a ravine. With
               briefcase in hand Joe struggles out of the car and heads
               straight into the --

               INT. WOODS - CONTINUOUS

               Joe runs like a mad man through the woods, leaping over
               fallen trees and ditches.

               Soon Joe sees what looks like to be a clearing up ahead. He
               runs past the trees only to find that he is in a clearing...
               but it's surrounded by more trees.

               A loud NOISE hovering overhead is heard. Joe looks around in
               a panic. The sound gets louder and louder. Joe is completely
               lost and has no idea where to go. A blinding LIGHT is cast
               down upon him. Joe tries to look up into the light above him.

               JOE'S P.O.V.

               A silhouette of a giant BAT heads straight towards him.

               Joe stares up in horror as The SHADOW OF A BAT gets larger.
               Larger. LARGER.

               Joe aims his gun up to the sky -CLING!- Joe grasps his hand
               in pain as the gun is knocked out of his hands by a metal
               object. A BATARANG.

               Now completely covered by the shadow of the bat Joe foolishly
               looks back up only to get KICKED in the mouth by a BLACK
               BOOT.

               Joe falls back onto the ground holding his mouth in pain and
               mumbling swears. Chill gets to his knees. Finally he stands
               to his feet and turns around only to see... the saviour of
               Gotham. BATMAN: the Dark Knight.

               Joe slowly builds what little courage he has then charges the
               Batman. Batman side steps Joe to the right then -WHAM!- nails
               him in the back of the neck with the palm of his hand. Joe
               hits the ground.

               INT. BATWING - MOMENTS LATER

               Batman sits inside the cockpit of the BATWING setting the
               controls.



               EXT. WOODS - ARIEL SHOT - CONTINUOUS

               ANGLE ON - THE BATWING'S REAR ENGINE, a beat then the
               AFTERBURNERS kick on sending the Batwing off at an amazing
               speed. As the Batwing flies away barley visible hanging by
               the waist is a body. Joe.

               EXT. GOTHAM POLICE HEADQUARTERS - ROOFTOP - NIGHT

               COMMISSIONER JAMES GORDON is standing next to the BATSIGNAL.
               Two others are standing next to him. Gordon's SPECIAL.
               ASSISTANT HARVEY BULLOCK, a large and out of shape detective
               who's seen one to many Gotham nights. Next to him is DECTIVE
               RENEE MONTOYA, a beautiful Latino in her late twenties who's
               the perfect partner in looks and skill.

                                   BULLOCK
                         I don't trust'em, Commish.

                                   GORDON
                         He gets the job done, Bullock.

               Gordon looks over to his right and sees something heading
               towards Gotham over the horizon. With a squint Gordon
               recognizes it and smiles.

                                   GORDON (CONT'D)
                         You think this one is awake,
                         Montoya?

               The Batwing flies in over the Police Station then hovers
               above the roof -WHOOM!- Joe is dropped unceremoniously onto
               the roof in front of the three.

               Joe starts to raise his head -WHAM!- the briefcase nails him
               in the back of the head knocking him out cold.

                                   MONTOYA
                         Nope.

               The Batwing takes off like -- well, like a bat out of hell.

                                   BULLOCK
                         I don't trust him, Commish.

                                   GORDON
                         He gets the job done, Bullock.

               INT. BATCAVE - MOMENTS LATER

               The Batwing comes roaring into the BATCAVE and lands. God's
               gift to butlers, ALFRED THADDEUS CRANE PENNYWORTH, is halfway
               down the stairs. In his hands is a trey with a steaming tea
               kettle.

               Batman hops out of the Batwing and walks towards Alfred who
               is now at the Batcomputer pouring a cup of tea for Batman.

                                   ALFRED
                         Evening, Master Bruce. I made your
                         favorite. Lapsang souchong tea.

                                   BATMAN
                         Thanks, Alfred.

               Batman strolls to his chair and sits down and beings to
               remove his gloves.

                                   ALFRED
                         Did you have a rough night, sir?

                                   BATMAN
                         No, it was pretty normal.

               Batman begins to drink his tea and begins running some
               programs on the Batcomputer.

                                   BATMAN (CONT'D)
                         Know what I was thinking on the way
                         home, Alfred?

                                   ALFRED
                         No, sir what?

                                   BATMAN
                         We should get a dog.

                                   ALFRED
                         A dog, sir?

                                   BATMAN
                         Yeah, I kinda miss having the cat
                         since Dick took it with him to
                         Bludhaven. I've always wanted a
                         dog, you know - name him "Ace".

                                   ALFRED
                         If I may be so bold, sir but bats,
                         cats and dogs at Wayne Manor? Tell
                         me sir what's next a giant T-Rex in
                         the Batcave.

                                   BATMAN
                         Well, we got room for one.

               Alfred turns to leave.

                                   BATMAN (CONT'D)
                         Hey, Alfred.

                                   ALFRED
                         Yes, sir?

                                   BATMAN
                         Does this look stupid?

               Alfred takes a step back and looks at Batman holding a cup of
               tea and its soccer.

                                   ALFRED
                         The Dark Knight drinking a cup of
                         smoked Chinese tea in the Batcave?
                             (sarcastically)
                         Why no, sir. Whatever gave you that
                         idea?

               INT. GOTHAM POLICE HEADQUARTERS - GORDON'S OFFICE - DAY

               MAYOR HAMILTON HILL, competent but misguided, sits in front
               of Gordon's desk.

                                   HILL
                         I don't want this city to rely on
                         the Batman for everything that goes
                         wrong Commissioner. The tax payers
                         pay for the Police to protect them
                         not some freak in a suit.

                                   GORDON
                         Mr. Mayor, Batman doesn't handle
                         everything that goes wrong. We only
                         ask him for help when we need it.
                         It's great Psychological Warfare
                         against the crime in this city,
                         besides he's more then a freak in a
                         suit to this city.

                                   HILL
                         That's right he's a vigilante.

                                   GORDON
                         That vigilante saved this city from
                         the Joker.

                                   HILL
                         I don't care what he --

                                   GORDON
                         And if it wasn't for him Oswald
                         Cobblepot would be Mayor now, not
                         you.

                                   HILL
                             (a beat)
                         Still, do you think this type of
                         thing could happen in Metropolis or
                         in Coast City without someone
                         complaining?

                                   GORDON
                         Who's complaining? The citizens of
                         Gotham? If they have I haven't
                         heard them.

                                   HILL
                         And what about our businesses, do
                         you think someone like Bruce Wayne
                         wants Batman protecting Wayne
                         Enterprises? He's worth over eight
                         hundred million dollars.
                             (beat)
                         Do you know how much of that comes
                         into the city and our charities?
                         Not to mention the amount of money
                         he gave the city to repair all the
                         damages that Batman caused while he
                         was dealing with the Joker and the
                         Circus Gang, Mr. Freeze and all the
                         others.

                                   GORDON
                         I don't know I haven't spoken to
                         Mr. Wayne about Batman. But Maybe
                         you can take some notes for me at
                         your next cocktail party.

                                   HILL
                         Look Gordon this is my first term
                         as mayor and I'm not going to be
                         over shadowed by a bat!

                                   GORDON
                         Then you better get out of my
                         office and find someone who cares!

               Hill gets up from his seat and grabs his coat off the hanger.

                                   HILL
                         I'm watching you Gordon, you better
                         not slip up while I'm mayor.

               Hill slams the door behind him as he leaves the room. Quickly
               Montoya and Bullock enter the room.

                                   MONTOYA
                         Man, what's got him so pissed off?

                                   GORDON
                         Ahh, he was born with a silver
                         spoon in his ass instead of his
                         mouth.

                                   BULLOCK
                         Was it about the Batman, Commish?

                                   GORDON
                         Yeah.

                                   BULLOCK
                         I don't trust 'em, Commish.

                                   GORDON
                         Yes, Bullock you don't trust
                         Batman. We know.

                                   BULLOCK
                         No, I was talking about the
                         Mayor...I don't trust the Bat
                         neither.

               The phone on Gordon's desk rings Gordon quickly answers it.

                                   GORDON
                         Gordon. What?

               INT. APARTMENT #1 - LIVING ROOM - DAY

               Bullock and Montoya enter into a slum apartment which has now
               been turned into a crime scene flooded with COPS. Bullock
               walks up to an OFFICER

                                   BULLOCK
                         What do we have officer.

                                   OFFICER #1
                         You better take a look at this. The
                         Officer leads them to the --

               INT. APARTMENT #1 - KITCHEN - DAY

               Before he enters the kitchen Officer #1 pauses.

                                   BULLOCK
                         What is it?

                                   OFFICER #1
                         Be careful. It's messy.

               Behind the Officer we can make out the heads of four people
               sitting down to a nice quite family dinner, MOM, DAD, SARAH
               and LITTLE BILLY.

                                   BULLOCK
                             (aghast)
                         Oh --

               The Officer steps to the side and we see what Bullock does.
               Four throats SLIT from ear to ear. The bodies tied to the
               chairs to keep them from falling out.

               Flies swarming the room as FORENSICS painstakingly work on
               the bodies and swatting at the files.

                                   FORENSICS #1
                         Can someone please do something
                         about these damn flies!

               The Detectives start moving around the room. Montoya looks
               about ready to puke. She leans over the kitchen sink turning
               her back to everyone in the room.

                                   MONTOYA
                         Nobody saw or heard anything?

                                   OFFICER #1
                         Not a thing.

                                   BULLOCK
                         Nothing?

                                   OFFICER #1
                         Nothing.

                                   MONTOYA
                         What about Forensics?

                                   FORENSICS #2
                         So far we haven't found anything
                         Detectives. It will be awhile
                         before we can find out if they were
                         drugged before they were killed. So
                         far it doesn't look like it.

                                   MONTOYA
                         They were murdered, not killed.
                         There's a difference.

                                   BULLOCK
                         We'll check back with the
                         Department and have them check on
                         any nutcase that might have be
                         released. Come on, Montoya.

               INT. BULLOCK'S CAR - MOMENTS LATER

               As we ride down Gotham City a visibly upset Montoya rides
               shotgun. Bullock notices. Obviously it's a first.

                                   BULLOCK
                         What's wrong, Montoya?

                                   MONTOYA
                         Son of a bitch murdered two kids!

                                   BULLOCK
                         I know.

                                   MONTOYA
                         How couldn't somebody hear
                         something? They had to. You just
                         doesn't walk in and murder four
                         people like that without somebody
                         seeing or hearing something. Those
                         apartments are overrun with people,
                         you can't just --

                                   BULLOCK
                         Come on, Montoya. You've seen that
                         section of town before. Nobody in
                         that part of town cares about
                         anybody. Hell, nobody in this city
                         cares about anybody. The same thing
                         goes for the force, too. You, me,
                         and the Commish are an anomaly.
                         We're the only people who care
                         about anything in this stinkin'
                         city.

                                   MONTOYA
                         Well, I kinda think Bruce Wayne
                         cares. I don't think it's an act.

                                   BULLOCK
                         Wayne? Wayne? That pretty boy only
                         cares about how much money he has
                         in the bank and how fresh the
                         supermodel he has is under the
                         sheets. He stinks and what the hell
                         is this?!

               Bullock slows down as a ROYALS ROYCE is double parked in
               front of the PICTURE NEWS office building. Bullock leans out
               the window. Montoya grabs his arm.

                                   MONTOYA
                         Bullock.

                                   BULLOCK
                         Hey! Hey move it!

                                   MONTOYA
                         Bullock get in here. Bullock leans
                         on the horn.

                                   BULLOCK
                         Come on get out the way you rich --

               ANGLE ON - THE ROYALS, as we see Gotham and America's
               showcase bachelor, BRUCE WAYNE, stepping out. He sees
               Bullock.

                                   BRUCE
                             (huge smile)
                         Oh, hello, Detective Bullock. I
                         didn't see you.

               Bullock gives a fake smile and waves then leans back into the
               car.

                                   BULLOCK
                             (under his breath)
                         I hate that guy.

               The Royals pulls away as Bruce heads towards the Picture
               News' front door.

                                   BRUCE
                             (under his breath)
                         I hate that guy.

               INT. PICTURE NEWS - ENTRANCE - DAY

               Bruce goes through the revolving doors and head straight
               towards the front desk where a thirty something Female
               RECEPTIONIST is reading a magazine without a care in the
               world.

                                   BRUCE
                         Hello, Miss. I'm --

               The Reception gives a quick glace at Bruce then does a double
               take. The magazine goes flying as the Receptionist hops to
               her feet.

                                   RECEPTIONIST
                         Bruce Wayne! Oh, my God, you are so
                         hot!

                                   BRUCE
                         What?

                                   RECEPTIONIST
                             (embarrassed)
                         I'm mean... hello, welcome to
                         Picture News... so sorry.

                                   BRUCE
                         No, it's alright. I'm here for an
                         interview with Miss. Julia
                         Remarque.

                                   RECEPTIONIST
                         Yeah, she's right upstairs on the
                         third floor.

                                   BRUCE
                         Okay, thank you.

                                   RECEPTIONIST
                             (HUGE smile)
                         You're welcome.

               INT. PICTURE NEWS - THIRD FLOOR - DAY

               Bruce exists the elevator and marches onto the third floor.
               Immediately everyone stops what they're doing and stares at
               Bruce. Bruce takes advantage of the situation.

                                   BRUCE
                         Hi. Bruce Wayne. I'm looking for
                         Miss Remarque.

                                   JULIA (O.S.)
                         Over here, Bruce!

               Bruce looks over and sees JULIA REMARQUE, with her head
               peeked out the door from a corner office and waving. Bruce
               waves back. No eyes leave Bruce as they follow him through
               the room.

               INT. PICTURE NEWS - JULIA'S OFFICE - DAY

               Julia holds the door open to her plush office.

                                   BRUCE
                         Hello, Julia.

                                   JULIA
                         Hello, Bruce. Go ahead and have a
                         seat I'm sure Talia doesn't mind.

                                   BRUCE
                         Who?

                                   TALIA (O.S.)
                         Talia.

               A stunningly beautiful twenty five year old woman, at least
               she looks it, TALIA al Ghul stands up from her chair stopping
               Bruce dead in his tracks.

                                   TALIA (CONT'D)
                         Talia al Ghul.

               Talia extends her hand. Bruce stares then finally comes to.

                                   BRUCE
                             (shaking hands)
                         Hi. Bruce Wayne.

                                   TALIA
                         Yes, I know. It's hard for a woman
                         to come to Gotham City without
                         knowing who Bruce Wayne is.

                                   BRUCE
                         Is that so?

                                   TALIA
                         Yes.

                                   BRUCE
                         And who is Bruce Wayne might I ask?

                                   TALIA
                         Someone who isn't running short on
                         date lists but hopefully could add
                         one more sometime.

                                   BRUCE
                         Anytime.

                                   TALIA
                         I hate to be rude but I must go,
                         however, I'll will keep free date
                         in mind if you will.

                                   BRUCE
                         Oh, it's in my mind all right.

               Talia smiles and walks out and shakes hands with Julia.

                                   TALIA
                         Goodbye, Julia.

                                   JULIA
                         Bye, Talia.

               Talia looks over her shoulder and gives one last smile and
               WINK to Bruce before she leaves.

                                   JULIA (CONT'D)
                         Nothing changes with you does it,
                         Bruce?

                                   BRUCE
                         I'm a billionaire playboy. I'm
                         supposed to act this way. My public
                         demands it.

               Bruce hops down on a couch. Julia closes the door and goes to
               her desk.

                                   JULIA
                         How's my dad doing?

                                   BRUCE
                         Alfred? Oh, he's great.

                                   JULIA
                         You know Bruce our interview wasn't
                         scheduled for another hour.

                                   BRUCE
                         Yeah, well I was in the
                         neighborhood so I figured why not?
                         So what's the deal with Talia?

                                   JULIA
                         I'm doing a piece on her. She's not
                         your type.

                                   BRUCE
                         What makes you say that?

                                   JULIA
                         She's an environmentalist.

                                   BRUCE
                             (she's right)
                         Oh, one of those?

                                   JULIA
                         Yes. And the Wane Foundation's
                         history hasn't always been very
                         environmentally friendly.

                                   BRUCE
                         We are so. I was the one who
                         confronted Max Shrek about--

               The phone RINGS. Julia gives Bruce the "hold that thought"
               signal and answers it.

                                   JULIA
                         Julia... Uh-huh... Really? Hold on
                         a moment.

               Bruce plays around with the lamp shade next to the couch.
               Julia grabs a pen and starts taking notes.

                                   JULIA (CONT'D)
                         Okay. West Side? Bullock's in
                         charge?

               That got Bruce's attention.

                                   JULIA (CONT'D)
                         Okay, thanks.

                                   BRUCE
                         What was that all about?

                                   JULIA
                         Um... something just came up.

                                   BRUCE
                         Really?

                                   JULIA
                         Yeah, uh... look... could we do
                         this another time?

                                   BRUCE
                         Sure, No problem.

               Julia goes to open the door for Wayne. Bruce jumps up but
               takes a quick look at her notes then heads towards the door
               before Julia turns around.

                                   JULIA
                         Sorry.

                                   BRUCE
                             (smiles)
                         Don't worry about it. I'll catch
                         you later.

                                   JULIA
                         Thanks.

               They exchange kisses on the check and Bruce leaves.

               INT. ZSASZ'S APARTMENT - LIVING ROOM - DAY

               A dark empty apartment. The outside light is blocked out by
               aluminum foil on the windows. A small light O.C. shines on a
               MAGICIAN'S TOP HAT, JACKET, etc. which is lying on a chair.

                                   ZSASZ (O.S.)
                             (whispers)
                         Mommy.

               Small DROPS are heard going into a sink.

               INT. ZSASZ'S APARTMENT - BATHROOM - DAY

               Standing in front of the sink stands MR. ZSASZ, a tall and
               well built blonde man in his thirty's. Small scars are spread
               across his body. Four scars with one across the middle as if
               he's keeping count on his body with a knife... he is.

                                   ZSASZ
                             (whispers)
                         Daddy.

               More drops are heard going into the sink.

               ANGLE ON - THE SINK, as several drops of blood fall.

                                   ZSASZ
                             (whispers)
                         Sarah.

               We TILT up to see Zsasz cutting his forearm with a knife.
               Next to the area he is cutting are three fresh cuts.

                                   ZSASZ (CONT'D)
                             (whispers)
                         Little Billy.

               INT. BATCAVE - NIGHT

               Bruce sits in front of the Batcomputer watching Anchor SUMMER
               GLEESON give a report.

                                   SUMMMER
                             (filtered)
                         A grizzly crime was discovered on
                         the West End of Gotham City today.
                         An entire family was found
                         murdered. Two of the victims were
                         under the age of ten. Early reports
                         state that all four of the victims'
                         throats had been slit, though
                         Gotham City Police Commissioner
                         James Gordon has not validated that
                         report.
                             (beat)
                         The story was first broke to the
                         public by journalist Julia Remarque
                         from the Picture News. Bruce turns
                         off the feed and sits back in his
                         chair.

               INT. GOTHAM POLICE HEADQUARTERS - GORDON'S OFFICE - NIGHT

               Gordon is sitting alone at his desk on the phone.

                                   GORDON
                         We can't solve a murder like this
                         in one day Mr. Mayor, it takes time
                         to... Well maybe if the city would
                         quit cutting back our department
                         funds we could hire more... I can't
                         give you the men if we can't..
                         That's the stupidest thing I've
                         ever heard...Yes, Mr. Mayor.

               Gordon slams the phone down.

                                   GORDON (CONT'D)
                         Damn!

                                   BATMAN (O.S.)
                         Leads?

               Gordon jumps. He swings around and sees Batman standing
               inside the office next to the window.

                                   GORDON
                         No... I'm afraid we don't have any
                         yet. I don't know how the news
                         media got the information they did
                         but what they reported was true.
                         The whole family was murdered. It
                         looks like professional work. You
                         wouldn't happen to have anything
                         would you, Batman?

                                   BATMAN
                         No.

                                   GORDON
                         You know, the new Mayor has been
                         riding me pretty hard about you. He
                         even asked me if I thought that you
                         did it. I told him that was the
                         stupidest thing I've ever heard.

                                   BULLOCK (O.S.)
                         Hey, Commish!

               Gordon's office door quickly opens up.

                                   GORDON
                         Harvey!

                                   BULLOCK
                         What? I'm just telling you I'm
                         heading out. Geese, it's not like
                         you're talking to anyone in here.

               Gordon turns around to see Batman no where in sight.

                                   BULLOCK (CONT'D)
                         Commish?

                                   GORDON
                         Yeah, alright Bullock. Take it
                         easy.

               Bullock shuts the door.

                                   GORDON (CONT'D)
                         Batman?

               Gordon gets up and looks out the window only to see a busy
               Gotham street. No Batman.

               EXT. GOTHAM STREETS - WEST SIDE - NIGHT

               A YOUNG GIRL runs down the sidewalk. In her hands is a TEDDY
               BEAR that she is clinging onto. She hurries past an alley.
               Quickly Zsasz, dressed as a MAGICIAN in coat and tie, steps
               out in front of her. The Young Girl jumps back in fright.

                                   ZSASZ
                         Oh, I'm sorry little one. Did I
                         frighten you?

               She shakes her head: Yes.

                                   ZSASZ (CONT'D)
                         Why are you running? Are you scared
                         of someone?

               She shakes her head: No.

                                   ZSASZ (CONT'D)
                         Are you late getting home?

               A nod of: Yes.

                                   ZSASZ (CONT'D)
                         Your parents are going to be mad,
                         huh? Well, maybe I should take you
                         home, hmm? And then you can give
                         these flowers to your mother and
                         say that's why you where late. You
                         were getting her some flowers.

                                   LITTLE GIRL
                             (child pronunciation)
                         Flowers?

                                   ZSASZ
                         Yes, the flowers that your friend
                         is holding.

               The Girl looks down and in the arms of the Teddy Bear is a
               bouquet of flowers. The Girl smiles.

                                   LITTLE GIRL
                         Wow.

                                   ZSASZ
                         So now tell me... where does mommy
                         and daddy live?

               EXT. LITTLE GIRL'S HOUSE - NIGHT

               Police cars surround the house. Reporters run around the
               scene in a frenzy eating up the ratings they know they're
               receiving.

               INT. LITTLE GIRL'S HOUSE - LIVING ROOM - LATER

               Once again Police have swarmed the house searching for clues
               inch by inch.

               Sitting in a lazy boy is the FATHER with his throat slit
               still holding the remote control in hand. His head arranged
               to look like he's still watching the TV that's still
               flickering.

               Sitting on the end of the couch is the MOTHER. Throat slit
               and still holding her "GOTHAM MONTHLY" magazine.

               In the corner of the room is a large white sheet covering up
               a BABY'S CRIB.

               On the floor next to it is small white sheet. Next to it is
               the little girl's Teddy Bear, still holding the flowers.

               In the center of the room Gordon is consulting with Montoya
               and Bullock.

                                   GORDON
                         I'm sorry for calling you two in
                         but I had to.

                                   BULLOCK
                         Don't worry about it, Commish. Me
                         and Montoya will find the guy.
                         Right, Montoya?
                             (no answer)
                         Montoya?

               Bullock turns to see Montoya staring in space.

                                   GORDON
                         Montoya what's wrong?

               Everyone behind Montoya looks at her then stare to the
               direction she is looking.

                                   BULLOCK
                         What is going --

               Bullock and Gordon turn around to see Batman walking into the
               living room. All the Police are silent and stare at Batman.
               This is the first real Batman sighting for most in the room
               and we can tell. Batman doesn't wast any time walking towards
               Gordon.

                                   GORDON
                         Batman? What are you doing here?

                                   BULLOCK
                         I got a better question. Who the
                         hell let you past the tape, Bats?

                                   GORDON
                         Settle down, Bullock. Batman we
                         haven't found anything new here but
                         we're trying our best.

               Batman looks over at the baby's crib and marches towards it.

                                   BULLOCK
                         Hey, what are you doing?

                                   GORDON
                         Quiet, Bullock. He's helping.

                                   BULLOCK
                         Helping, huh?

               Batman slowly leans down and picks up the Teddy Bear and
               stares at it. A look of sadness overcomes the Batman that
               soon to turns into anger.

                                   BULLOCK (CONT'D)
                         I tell what he's doing, he's using
                         this as an alibi.
                             (pulling his gun on
                              Batman)
                         This son of a bitch did it!

               Batman looks up at Bullock.

                                   GORDON
                         Bullock put it down!

                                   BULLOCK
                         He did it!

                                   GORDON
                         No, he didn't!

                                   BULLOCK
                         Yeah, how do you know that? Nobody
                         knows anything about this freak.
                         What's the story, Bats, huh? Did
                         your mommy and daddy neglect you as
                         a child so you grow up wearing a
                         rubber suit and murdering babies?!

               Batman storms towards Bullock. Bullock jumps back and points
               the gun at Batman's face. Batman holds up one of the flowers.

                                   BATMAN
                         I'm taking this.

               Batman shoves the Teddy Bear into Bullocks chest then walks
               towards the back of the house.

                                   BULLOCK
                         Hey, that's evidence you can't take
                         that!

                                   GORDON
                         Bullock!

                                   BULLOCK
                         By God I'm going to shoot'em.

               Bullock runs off after Batman.

                                   GORDON
                         Bullock get back here!

               INT. LITTLE GIRL'S HOUSE - BEDROOM - CONTINUOUS

               Bullock runs into the bedroom and switches the light on only
               to see an open window with the curtains blowing in the wind.

               INT. BATCAVE - NIGHT

               Batman slides the flower under a large microscope then walks
               over to his chair at the Batcomputer and types a few keys.
               The flower comes up on the large monitor.

               Batman magnifies the image; small unintelligible lettering
               can be seen. Batman magnifies several times until we can read
               the lettering:

                                    GOTHAM MAGIC SHOP

                                                                CUT TO:

               INT. GOTHAM MAGIC SHOP - NIGHT

               The STORE OWNER cowers back into a corner.

                                   OWNER
                             (broken English)
                         What do you want man?! I don't
                         break no laws. I just working late!

               The flower is thrown on him.

                                   OWNER (CONT'D)
                         What this? I don't know this. I
                         don't know nothin'.

                                   BATMAN
                         Names.

                                   OWNER
                         But --

                                   BATMAN
                         Now!

               INT. GOTHAM POLICE HEADQUARTERS - GORDON'S OFFICE - NIGHT

               Gordon walks in and gets ready to take off his jacket. Wait
               something's on the desk. Gordon walks over and sees a list of
               names with a BATMAN LOGO on the bottom of the page.

                                                                CUT TO:

               MONTAGE:

               Gordon, Bullock, Montoya and many other of Gotham's finest
               are going door to door, house to house, day and night
               questing people. All races. All ages.

               INT. ZSASZ'S APARTMENT - LIVING ROOM - DAY

               BAM! The front door is smashed open with Gotham's Special
               Unit spilling in. On the floor sits Mr. Zsasz in his
               Magician's outfit. Zsasz looks up at the Police not
               surprised.

               ZSASZ P.O.V. as the butt of a rifle flies towards us -- WHAM!

                                                                CUT TO:

               INT. TELEVISION STUDIO - DAY

               Summer Gleason is giving a special report. Over her shoulder
               footage of Zsasz being put into a Police car and taken into
               Police Headquarters is being played on a LOOP.

                                   SUMMMER
                         Gotham City Police have arrested a
                         man in connection to the series of
                         murders that have been plaguing
                         Gotham for the past few days. The
                         man's name has not yet been
                         released but what we do know is
                         that the Batman played a pivotal
                         role in helping the capture of this
                         man.

               INT. WAYNETECH - BRUCE'S OFFICE - DAY

               Summer's report is playing on a large plasma screen on the
               wall. Bruce lays asleep on his couch cat napping.

                                   SUMMMER
                             (filtered)
                         At this hour the man is still being
                         interrogated by Gotham City Police.

               INT. GOTHAM POLICE HEADQUARTERS - INTERROGATION ROOM - DAY

               Zsasz sits at a table twiddling his thumbs. He's not alone.
               Montoya, Gordon and Bullock all sit at the table waiting for
               their turn with him.

                                   BULLOCK
                             (slamming his fist on the
                              table)
                         Why did you do it you sick
                         bastard?!

               Zsasz looks up at Bullock with one hell of a BLACK EYE.

                                   ZSASZ
                         Who me? Do you think I did it?

                                   BULLOCK
                         I ask the questions here not
                         psychos like you!

                                   ZSASZ
                         And even though I'm just a magician
                         I know that I don't have to speak
                         to you unless I have a lawyer.

                                   MONTOYA
                         Ahh, I knew he'd pull this crap.

                                   ZSASZ
                         On the contrary I'm not. Instead I
                         won't speak until the Batman is
                         present.

                                   MONTOYA
                         What?

                                   ZSASZ
                         Batman. You can call him right? Oh,
                         that's right, he doesn't come out
                         until night since he can't see the
                         BATSIGNAL during the day. Maybe you
                         should invest in a big red phone
                         that way you can call him during
                         the day, Jim.

                                   GORDON
                         Commissioner Gordon.

                                   ZSASZ
                         Oh, sorry.
                             (beat)
                         So are you going to get the bat or
                         not? If you have to wait until
                         night I suggest you take me to a
                         holding cell. You can't leave me
                         cuffed in here until nightfall can
                         you? Then again if fat boy can pass
                         the physical then you could
                         probably get away with anything.

                                   BULLOCK
                         You son of a --

               Zsasz laughs his ass off as Gordon and Montoya hold Bullock
               back.

                                   GORDON
                             (to Zsasz)
                         You want Batman? He'll be here.

               Zsasz smiles.

               EXT. GOTHAM POLICE HEADQUARTERS - NIGHT

               The BATSIGNAL shines brightly overtop of the Station.

               INT. GOTHAM POLICE HEADQUARTERS - INTERROGATION ROOM - NIGHT

               Zsasz sits at the table. Pleased with the outcome. Montoya,
               Gordon and Bullock once again are in the room. Most
               importantly standing in the darkest corner of the room is the
               Batman.

                                   ZSASZ
                         Well, now we can talk.

                                   GORDON
                         Alright. What is your name?

                                   ZSASZ
                         Mr. Zsasz.

                                   GORDON
                         Your first name?

                                   ZSASZ
                         Mr. Zsasz.

                                   GORDON
                         Fine. Did you murder those people?

                                   ZSASZ
                         Let's ask the bat. Did I do it?

                                   BATMAN
                         Roll up his sleeves.

                                   BULLOCK
                         What?

                                   GORDON
                         Do it, Bullock.

               Bullock walks over to Zsasz and rolls up his left sleeve and
               sees the OLD scars. Bullock looks up at Zsasz with a
               questioned look. Bullock rolls up the other sleeve. Eight
               fresh scares.

                                   BULLOCK
                         Well, well, well.

                                   MONTOYA
                         What is it?

                                   BULLOCK
                         Eight slashes on his forearm.

                                   ZSASZ
                         What does that mean?

                                   BULLOCK
                         Eight victims, eight slashes.

                                   ZSASZ
                         Maybe I have a volatile cat.

                                   BULLOCK
                         What you're gonna have is my foot
                         stuck up your --

                                   GORDON
                         Harvey!

                                   ZSASZ
                         Is Batman always this quiet?

                                   GORDON
                         Where were you two nights ago?

                                   ZSASZ
                         Home. Praying. Do you pray Batman?
                         Does the saviour of Gotham pray to
                         the Saviour of the world? Are your
                         sins still bottled up inside Batman
                         or did you lose them on a cross? I
                         know my sins are cleansed.

               No answer.

                                   ZSASZ (CONT'D)
                         I guess not, huh, Batman? You know
                         as well as I do that no God exist
                         and that no Son died on a cross.
                         Why would someone who so, "loved
                         the world" allow a man to slit the
                         neck of a sleeping baby, which I am
                         accused of. Tell me how could a God
                         of love allow a child to watch
                         their parents die in front of them?
                         To be taken from them. To never see
                         them again at that tender age. If
                         He's all powerful He could stop it
                         couldn't He? But He doesn't does
                         He? No, he let's it happen over and
                         over again and nothing ever
                         happens. Is that it Batman? Have
                         you taken on the form of vengeance
                         because there is no God of one so
                         you think you must become it? Do
                         you actually think you can do the
                         work of a god like Superman can?

                                   BATMAN
                         You have no idea what I can do.

               A knock on the door breaks the tension. Montoya answers it
               and doesn't like who's behind it.

                                   MONTOYA
                         Oh, great.

                                   DELIA (O.S.)
                         You can't do this.

               Montoya steps back as DELIA MAXWELL, a beautiful and ticked
               off attorney, enters the room.

                                   DELIA (CONT'D)
                         You can not hold this man and
                         interrogate him without proper
                         representation.

                                   GORDON
                         Delia --

                                   DELIA
                         That's Miss. Maxwell, Commissioner.

                                   GORDON
                         Miss. Maxwell this man has waved
                         his right to an attorney.

                                   DELIA
                         This man could also be mentally
                         challenged and does not understand
                         how serious the matter is.

                                   BULLOCK
                         Look lady, this guy is a nut job
                         and he --

                                   DELIA
                         So, you admit that he isn't of
                         sound mind and yet you continue to
                         interrogate him for hours on end?
                         And don't you know that --
                             (spotting Batman)
                         Ahh!

               Montoya, Bullock and Gordon hide their smiles.

                                   GORDON
                         Oh, I forgot to mention that Batman
                         was here Miss. Maxwell.

                                   DELIA
                         I can see that. What is that man
                         doing here? He has no authority to
                         be here.

                                   GORDON
                         Batman can --

                                   DELIA
                         Batman can not. He is the true
                         villain here. He's a vigilante. The
                         last time I checked those types
                         were illegal.
                             (beat)
                         Gordon neither you nor the DA can
                         keep this man here. I have already
                         spoken to Mayor Hill about this and
                         a medical professional is outside
                         the door and we'll see if this man
                         goes to Arkham or stays here.

                                   MONTOYA
                         You're a real pain in the ass you
                         know that?

                                   DELIA
                         I'm defending the Constitution
                         Detective Montoya. Maybe you should
                         start defending it as well?

                                   BATMAN
                         Arkham isn't the answer.

                                   DELIA
                         You don't believe in rehabilitating
                         people for the outside world?

                                   BATMAN
                         I do.

                                   DELIA
                         Then what's the problem.

                                   BATMAN
                         Arkham will let him out.

                                   DELIA
                         If he goes and that's a big "if",
                         then when he is released he would
                         be fully rehabilitated.

                                   BATMAN
                         Doubtful.

                                   DELIA
                         Whither or not you believe that
                         Jeremiah Arkham is capable of
                         running his Uncle's Asylum does not
                         change that fact that you have no
                         say in this Batman and neither do
                         you Gordon.

                                   ZSASZ
                         Ma'am?

                                   DELIA
                         Yes?

                                   ZSASZ
                         I would appreciate it very much so
                         if you would be my attorney.

                                                                CUT TO:

               INT. TELEVISION STUDIO - DAY

               Summer is giving a report. Clips of Zsasz being taken to
               ARKHAM ASYLUM is playing behind her.

                                   SUMMMER
                         The man who is now being held
                         responsible for the string of
                         murders in Gotham city was moved to
                         Arkham Asylum today. The only name
                         that the man has given to
                         authorities is Mr. Zsasz. No birth
                         records from his finger prints have
                         been found yet but the Gotham
                         Police are working on it and have
                         sent all available information to
                         INTERPOL. But by far the most
                         bizarre fact to come out is the
                         markings on Mr. Zsasz's body. After
                         examination by Arkham Doctors they
                         have found over one hundred and
                         fifty cuts on Mr. Zsasz's body. The
                         Police at this time are lead to
                         believe that with eight fresh cuts
                         on his person, the same number of
                         murder victims in Gotham, that
                         Zsasz marks each of his kills by
                         cutting a slash mark on his body.
                         Of course we will have more news on
                         this as it develops.
                             (beat)
                         In other news Gotham's favorite son
                         Bruce Wayne will be meeting with
                         environmentalist Talia Head today.
                         When asked what the meeting would
                         be about Chief Executive Officer of
                         the Wayne Foundation Lucius Fox had
                         this to say.

               LUCIUS FOX is stands outside the Wayne Foundation in front of
               a circle of reporters.

                                   LUCIUS
                         WayneTech, regardless of what
                         S.T.A.R. Labs, LexCorp and others
                         may say, has always had the public
                         and environment in mind. By meeting
                         with environmentalists and their
                         foundations WayneTech can open a
                         dialogue and both sides can be
                         heard. If technology can make the
                         world a better place then working
                         with the environmentalists can only
                         make it twice as better.

               INT. WAYNE MANOR - BALLROOM - DAY

               Bruce and Talia are slow dancing in the middle of the Ball
               Room while a STRING QUARTET serenades them.

                                   TALIA
                         Is this how all your meetings go?

                                   BRUCE
                         Only the good ones.

                                   TALIA
                         And do you think that this meeting
                         is going good?

                                   BRUCE
                             (huge smile)
                         Very good.

                                   TALIA
                         So uh... who's the quartet?

                                   BRUCE
                         They're students from Gotham
                         University. I give out grants every
                         year to local schools, each one for
                         a different field. There's just
                         happened to be music. Soon they'll
                         be moving on to the Gotham City
                         Orchestra.

                                   TALIA
                         So deep down there's more to you
                         then just a rich playboy.

                                   BRUCE
                         That's right. I'm a real superhero.

                                   TALIA
                         Well, for the ladies sake I hope
                         you're not the Flash when it comes
                         to the bedroom.

                                   BRUCE
                         No, I think I got that part under
                         control.

                                   TALIA
                         So... how long have you lived here,
                         Bruce?

                                   BRUCE
                         Bruce? Oh, I'm on a first name
                         basis now?

               Talia smiles ear to ear.

                                   BRUCE (CONT'D)
                         I've lived here all my life. As a
                         matter of fact aside from the
                         Penthouse at the Wayne Foundation
                         this is the only house I've ever
                         spent the night in while in Gotham.

                                   TALIA
                         Really? No sleep overs during grade
                         school or anything?

                                   BRUCE
                         No, my childhood was... less then
                         normal. So what about you, Talia?

               Talia smiles at her name.

                                   TALIA
                         Um, you could say the same with me.
                         My father didn't spend much time in
                         one area so we moved around a lot
                         so I didn't have very many friends.
                         And my father loved helping the
                         environment so I guess since I
                         lacked in friends I just kinda
                         threw myself into his cause and
                         made up for it there.

                                   BRUCE
                         So would you say that you and your
                         father are close?

                                   TALIA
                         Yes, I like to think so.

               Talia begins to speak but she holds back. Bruce notices it.

                                   BRUCE
                         What is it?

                                   TALIA
                         Nothing.

                                   BRUCE
                         No, what is it?

                                   TALIA
                         I was going to ask you something
                         but never mind.

                                   BRUCE
                         No, it's okay. You can ask me
                         anything.

                                   TALIA
                         Well, I heard what happened to your
                         parents when you were younger and I
                         was going to ask you if you
                         remembered what relationship you
                         had with them. It just seems so
                         long ago I can't even remember my
                         father when I was that age.

                                   BRUCE
                         No, it's okay. I still remember
                         them... not a day goes by that I
                         don't. I remember my father was
                         strict but he was fair and that my
                         mother would always protect me if I
                         did something wrong and was going
                         to be punished for it.
                             (beat)
                         We spent most of our time playing
                         cards or board games and every
                         weekend my father would take me and
                         my mother to the theater. No matter
                         what he always made time for us, my
                         mother did aswell.

                                   TALIA
                         Sounds like you really love them.

                                   BRUCE
                         I do. I built my whole life around
                         them.

                                   TALIA
                         Well, I'm sure they still love you
                         where they're at. I'm sure a lot of
                         people love you.

                                   BRUCE
                         Not many.

               Talia stands as close as she can to him.

                                   TALIA
                         Well... maybe it's time for one
                         more.

               Talia and Bruce stare deeply into each others eyes. Talia
               lays her head on Bruce's chest as he wraps his arms around
               her and holds her.

               EXT. ARKHAM ASYLUM - DAY

               Two Police cars pull into the gates of ARKHAM ASYLUM. After
               driving up the long hill leading to the Asylum the cars
               finally park. Gordon steps out of one of the cars while
               Bullock and Montoya get out of the other.

                                   GORDON
                         Man, I hate this place.

                                   BULLOCK
                         The dregs of Gotham, Commish.

                                   MONTOYA
                         Well, put a tie on them and we'd
                         have the Politicians of Gotham.

                                   GORDON
                             (whispers)
                         Shhh, not out loud, Montoya.

                                   MONTOYA
                             (whispers)
                         Sorry.

               INT. ARKHAM ASYLUM - ENTRANCE - DAY

               JEREMIAH ARKHAM greets the Police at the door.

                                   JEREMIAH
                         Ahh, I've been expecting you. How
                         has your day been officers?

                                   GORDON
                         It's been better, Dr. Arkham.

                                   JEREMIAH
                         Oh, I see. No new leads into your
                         case?

                                   GORDON
                         Not yet I'm afraid. How is the
                         patient doing?

                                   JEREMIAH
                         Mr. Zsasz is doing quite well I
                         must say.

                                   BULLOCK
                         So what's the verdict doc is Zsasz
                         a freakin' whack job or not?

                                   JEREMIAH
                         Officer, we stress not to use terms
                         like that. Mentally ill, is the
                         acceptable term.

                                   BULLOCK
                         The guy's a murderer, it's all the
                         same.

                                   JEREMIAH
                         No, I'm afraid it's not. If he was
                         just plain evil doing it of his own
                         free will then he would be, but if
                         a person is mentally ill then it's
                         not their fault, they can't control
                         their actions. Now please follow
                         me.

               INT. ARKHAM ASYLUM - FIRST FLOOR - DAY

               As the four walk down a hallway that's filled with NURSES
               helping PATIENTS. The longer they walk down the hall the fact
               that Arkham was originally a Victorian Mansion which was
               converted to a Asylum can easily be made out.

                                   JEREMIAH
                         Don't worry, I assure you that
                         theses floors, in fact all our
                         floors are perfectly safe.
                         We have twenty-four hour surveyance
                         on all floors and ten security
                         guards per floor. We keep our most
                         dangerous patients on the lower
                         levels so please this way.

               INT. ARKHAM ASYLUM - BOTTOM FLOOR - DAY

               Jeremiah leads the Police down a large and well lite floor.
               Giant doors with huge locks as far as the eye can see on both
               sides fill the hallway. As Jeremiah talks Montoya spots a
               QUESTION MARK LOGO on one of the doors. On the other side of
               the room Bullock sees a ROSE LOGO on another door.

                                   JEREMIAH
                         In order to help some of our newer
                         talent along the way along with the
                         obvious cell numbers we put logo's
                         on the cell doors as well. This
                         tends to keep everyone walking in
                         the middle of the hallway.

               INT. ARKHAM ASYLUM - ZSASZ'S ROOM - DAY

               Jeremiah opens a door that leads to a small room cut off from
               the rest with a large glass frame with four guards watching
               over Zsasz who is asleep on a cot.

                                   JEREMIAH
                         It seems that several patients felt
                         threatened by the fact that he
                         holds a higher kill count then
                         others. Also their were some who
                         abhor Mr. Zsasz for what he did to
                         the children so we have to keep him
                         sperate from the others.

               Jeremiah walks over to a intercom on the wall and presses the
               speak button on it.

                                   JEREMIAH (CONT'D)
                         Mr. Zsasz please wake up, you have
                         visitors.

                                   BULLOCK
                         What's the deal with the intercom
                         is the room soundproof?

                                   JEREMIAH
                         Yes, very.
                             (into the intercom)
                         Mr. Zsasz, visitors.

               Zsasz rolls over from his cot and raises his head and looks
               at the Police. Zsasz, now dressed like all the other
               patients, gets out of the cot and walks over to his intercom.

                                   ZSASZ
                         Hello, Dr. Arkham.

                                   JEREMIAH
                         Hello, Mr. Zsasz. How are you
                         feeling today?

                                   ZSASZ
                         I'm feeling lovely.

                                   JEREMIAH
                         The Police have a few questions for
                         you, Mr. Zsasz.

                                   ZSASZ
                         Oh, is that so? Well, I'm always
                         willing to help the Police.

               Gordon walks over to the intercom.

                                   GORDON
                         Zsasz.

                                   ZSASZ
                         Commissioner.

                                   GORDON
                         How have you been treated?

                                   ZSASZ
                         Excellent, Commissioner.

                                   GORDON
                         Look, we need more information from
                         you.

                                   ZSASZ
                         Like what?

                                   GORDON
                         The scars on your body, are they
                         from other people you have
                         murdered?

                                   ZSASZ
                         Zombies, Mr. Commissioner, they
                         were mindless zombies caught in a
                         world of the never ending pointless
                         trivial stuff.
                         The same old, same old as you would
                         say. There lives, what little they
                         were, were never going to change.
                         They did what society told them to
                         do. Living in Gotham and every
                         other city on this planet will
                         destroy your life and turn it into
                         shit. They were lost and were never
                         to return. I helped them escape.
                         But I do realize they were human as
                         I am and that is why I mark myself.
                         To remind myself that I am human
                         also.

                                   GORDON
                         So you admit your murdered them.

                                   ZSASZ
                         No. I exterminated them,
                         Commissioner.

                                   GORDON
                         You do realize that is not how the
                         courts will see it.

                                   ZSASZ
                         The court system is in its very
                         nature corrupt Gordon. Instead of
                         cases being judged by the law it's
                         judged on precedence. The judges
                         care more about what some other
                         judge says then what the law says.
                         They are also mindless drones
                         Commissioner. It's sad that a man
                         like you puts so much faith into
                         it. Maybe that is why you allow
                         Batman to run amok since he goes
                         against the rules that are so
                         venal.

                                   GORDON
                         You're going to be locked up for a
                         long time, Zsasz.

                                   ZSASZ
                         With this court system? I doubt it.
                         With good behavior I'll be out in
                         six months.

               INT. ARKHAM ASYLUM - OUTSIDE ZSASZ'S ROOM - DAY

               The door opens with Montoya, Bullock, and Gordon walking out
               the door with Jeremiah following behind them.

                                   JEREMIAH
                         Well, I hope you're happy with your
                         interview, Commissioner Gordon.

                                   GORDON
                         He just admitted that he murdered
                         all those people. Of course I'm
                         happy, we got him.

                                   JEREMIAH
                         Just because you have him doesn't
                         mean you'll get him.

                                   MONTOYA
                         What are you saying?

                                   JEREMIAH
                         Remember if he is mentally ill then
                         we take care of him. You don't get
                         the luxury of frying him.

                                   BULLOCK
                         You dirty --

                                   GORDON
                         You have no idea the danger this
                         man possess. You can't hold him
                         here.

                                   JEREMIAH
                         No Commissioner I told you we are
                         fully capable of handing the
                         situation and only we can give him
                         the help that he needs. Like the
                         sign says on the Gate says "Arkham
                         Asylum: Home for the Criminally
                         Insane".

                                   MONTOYA
                         If that monster gets loose --

                                   JEREMIAH
                         I assure you he won't.
                             (motioning security)
                         Now please, I think you may have
                         upset my patient. I'll have
                         security will escort you out.

                                   BULLOCK
                         We don't need your security.

               Jeremiah watches the Police then turns back into Zsasz's
               room.

               INT. ARKHAM ASYLUM - ZSASZ'S ROOM - DAY

               Jeremiah walks up to the intercom as Zsasz goes to his.

                                   JEREMIAH
                         I'm sorry for the actions of the
                         police.

                                   ZSASZ
                         That's alright. Do you wish to
                         begin another session now?

                                   JEREMIAH
                         Yes. Now please Mr. Zsasz... tell
                         me about your mother.

               EXT. ARKHAM ASYLUM - DAY

               The Police head towards their respective cars.

                                   BULLOCK
                         This stinks, Commish. You better
                         have a talk with the mayor about
                         this one.

                                   GORDON
                         I'll talk to him Bullock but I
                         doubt he'll see the light.

                                   BULLOCK
                         Well, we're going to be seeing
                         whole lot of dead Gothamites if
                         that nut job isn't taken care of.
                         He belongs in San Quentin not in
                         Arkham.

                                   GORDON
                         I know Bullock but if the Mayor
                         doesn't agree then we're --

                                   MONTOYA
                         Screwed.

                                   GORDON
                         Big time.

               EXT. WAYNE MANOR - BACKYARD - DAY

               Bruce walks along side Talia down a path. Talia is astonished
               at the size and beauty of Bruce's backyard. This is a sight
               you would never see in a Gotham Travel Brochure.

                                   TALIA
                         It must take a fortune to care for
                         this place.

                                   BRUCE
                         It does and the only time nobody is
                         working on it is the winter.

                                   TALIA
                         I don't see anyone out here today.

                                   BRUCE
                         Well, I that's 'cause I gave them
                         the day off. That or they finished
                         early I can't really remember.

                                   TALIA
                         Yeah, right. You just wanted to get
                         me back here alone didn't you?

                                   BRUCE
                         Well--

                                   TALIA
                         Oh, look at the flowers!

               Talia races up to a large garden leaving Bruce standing by
               himself.

                                   BRUCE
                             (finishing)
                         Yeah, actually I did.

               Bruce strolls over to Talia who has immersed herself inside
               the garden.

                                   TALIA
                         These are so beautiful.

                                   BRUCE
                         Yeah, Alfred picks them out every
                         year.

                                   TALIA
                         Really?

                                   BRUCE
                         Yeah -- no, no, no, I mean I pick
                         them out every year.

               Talia looks back at Bruce knowing it's a lie.

                                   BRUCE
                         Yeah, WayneTech and the
                         environment, I love the
                         environment. First thing I think of
                         in the morning 'cause I have to
                         breath and if I can't breath then I
                         say, "Hey, something's wrong with
                         the environment but it's not
                         WayneTech's fault because we love
                         the environment."

               Talia smiles at Bruce. Bruce smiles back and extends his
               hand. Talia softly takes his hand. Bruce starts leading her
               through the garden and she happily follows.

               As they walk Talia slowly tightens her hand around Bruce's.
               He does that same to her's and are soon walking hand in hand.
               Talia wraps her other arm around Bruce's then gently lays her
               head on his shoulder.

               INT. MAYOR'S OFFICE - DAY

               The Mayor sits behind his desk not caring what Gordon has to
               say to him.

                                   HILL
                         No.

                                   GORDON
                         Mayor, you don't see the --

                                   HILL
                         I don't care, Gordon. Zsasz is in
                         Arkham. He can't escape and the
                         courts are going to handle his
                         case. That's all I can do.

                                   GORDON
                         Hamilton, you know as well as I do
                         that Arkham isn't inescapable and
                         Zsasz is going to attempt it the
                         first chance he gets.

                                   HILL
                         I don't know that.

                                   GORDON
                         What?!

                                   HILL
                         I don't know that he won't escape,
                         hell he might like it in there.

                                   GORDON
                         What kind of crap is this?

                                   HILL
                         This crap is --

                                   GORDON
                         Politics! It's damn politics! It
                         never changes with you people!

                                   HILL
                         Gordon I've had enough of you. Get
                         out my office.

                                   GORDON
                         Mark my word Mr. Mayor when Zsasz
                         gets out I putting the blood on
                         your hands not my department.

                                   HILL
                         Get out!

               Gordon slams the door shut as he leaves the room. After a
               beat a familiar voice is heard.

                                   BULLOCK
                             (through the door)
                         He stinks!

               INT. ARKHAM ASYLUM - ZSASZ ROOM - NIGHT

               Zsasz sits quietly inside his room while the guards sit
               around in a circle playing cards. 

               Nobody notices Zsasz's smile.

               INT. ARKHAM ASYLUM - SECURITY ROOM - NIGHT

               TWO SECURITY GUARDS sit in front of the monitors each one
               slowly dozing off. One guard catches himself from falling
               asleep and smacks the other guard on the shoulder waking him
               up.

               INT. ARKHAM ASYLUM - JEREMIAH'S OFFICE - NIGHT

               Jeremiah sits at his desk looking over inmate files. EDWARD
               NIGMA, VICTOR FRIES and PAMELA ISLEY are the recognizable
               names that we see. 

               Jeremiah opens his file on Zsasz... completely empty.

               He reaches inside his coat pocket and takes out a key and
               unlocks his desk drawer and pulls out another file. An
               overflowing file marked... THE BATMAN. 

               A KNOCK on the door. Jeremiah quickly stashes the Batman
               files.

                                   JEREMIAH
                         Come in.

               AHMS LABARBA, Jeremiah's assistant walks in.

                                   JEREMIAH (CONT'D)
                         Ahms, come on in.

                                   AHMS
                         Mr. Arkham you wanted to see me?

                                   JEREMIAH
                         Yes, come in, come in. I wanted to
                         talk to you about Mr. Zsasz.

               Ahms takes a sit next to Jeremiah desk.

                                   AHMS
                         What did you have in mind?

                                   JEREMIAH
                         Ah, mind, that's exactly it. I
                         believe that Mr. Zsasz can help us
                         achieve some great success in the
                         field.

                                   AHMS
                         Yes, Mr. Zsasz is in need of some
                         serious --

                                   JEREMIAH
                         No, no, no. That's not what I'm
                         talking about. It's a given that
                         Mr. Zsasz would be a great study
                         but in this city who would be the
                         greatest study?

                                   AHMS
                         I don't quite follow.

                                   JEREMIAH
                         Batman.

                                   AHMS
                         Batman?

                                   JEREMIAH
                         Nobody knows anything about him,
                         only the people he picks up. Look
                         at this file.
                             (handing the file to Ahms)
                         This file if full of story's about
                         the Batman. Who knows which ones
                         are true and which ones aren't. The
                         thing that is almost a given is
                         that the Batman never does anything
                         in the day.

                                   AHMS
                             (coming around)
                         Wait a minute. Do you want to use
                         Zsasz to study Batman?

                                   JEREMIAH
                         Yes.

                                   AHMS
                         How?

                                   JEREMIAH
                         How do you think the Batman would
                         react if Zsasz got loose?

                                   AHMS
                         Wait -- are you going to let Zsasz
                         go free?

                                   JEREMIAH
                         No of course not. He's going to
                         break out.

                                   AHMS
                         But what about the people of
                         Gotham?

                                   JEREMIAH
                         Sacrifices are made everyday. It's
                         time that the greedy Gothamites
                         sacrifice something too. We have
                         the chance to not only study the
                         Batman, but also a criminal mind
                         and the entire city of Gotham.

                                   AHMS
                         You're mad. Everyone was right.
                         Your family was and now you are
                         too.

                                   JEREMIAH
                         Don't you dare back out on me,
                         Ahms. Not after all we've been
                         through.

                                   AHMS
                         No. No, I won't stand for this! NO!

               Ahms starts heading for the door Jeremiah stands up to block
               him.

                                   JEREMIAH
                         You're not leaving until you go
                         through with this.

                                   AHMS
                         You're crazy! Ahms tries to go
                         around.

               Jeremiah grabs Ahms. A struggle ensues. Ahms overpowers
               Jeremiah and throws him onto a couch and heads for the door.
               Ahms swings it open only to get his throat slashed.

               Ahms falls dead to the floor.

               Jeremiah looks down at his fallen assistant. Two bare feet
               stand next to him. Jeremiah looks up to see Zsasz.

                                   ZSASZ
                         Plans changed.

                                   JEREMIAH
                         You -- you weren't suppose to kill
                         anybody here.

                                   ZSASZ
                         I've only killed one. It's the
                         others that I'm worried about.

                                   JEREMIAH
                         What others?

               Zsasz walks over and grabs Jeremiah and drags him to the door
               way.

                                   ZSASZ
                         Those others.

               Jeremiah looks on in horror as the inmates are literary
               running the asylum.

                                   JEREMIAH
                         Damn you, you released them.

                                   ZSASZ
                         Perceptive.

                                   JEREMIAH
                         You were the only one who was
                         suppose to --

                                   ZSASZ
                         I said the plans changed. Look on
                         the bright side. If no one here
                         kills you you're going to have a
                         lot of paper work to keep you busy
                         for the next several years.

               Zsasz starts to walk off then stops.

                                   JEREMIAH
                         But --

                                   ZSASZ
                         Oh, by the way, where did you put
                         my clothes at? I can't seem to find
                         them.

                                   JEREMIAH
                         Uh... third floor?

                                   ZSASZ
                         Thanks, you're a real pal.

               Zsasz takes off. Jeremiah bolts behind the door and locks it.
               Quickly the room fills with light. Jeremiah looks out the
               window and sees the BATSIGNAL shinning brightly over the
               city.

               EXT. GOTHAM POLICE HEADQUARTERS - ROOFTOP - NIGHT

               Gordon stands beside the BATSIGNAL smoking his pipe. Waiting.
               Watching. Hoping.

               INT. GOTHAM HOTEL - HALLWAY - NIGHT

               Bruce is walking hand in hand with Talia down the Hallway.
               Both being very "friendly" with each other, we know what's
               coming next. Behind them is a large window with the BATSIGNAL
               shinning over the city. Amazingly Bruce misses it.

                                   TALIA
                         Here's my room.

               Bruce walks with Talia to the door.

                                   BRUCE
                         It's a shame we didn't get to speak
                         more about business.

                                   TALIA
                         Yes, I guess we'll have to do this
                         again.

               Talia begins to unlock the door.

                                   BRUCE
                         I have no problem with --
                             (noticing the signal)
                         -- that.

               Talia turns back and catches Bruce's glance and then looks
               out the window.

                                   TALIA
                         Oh, wow, so that's what it looks
                         like?

                                   BRUCE
                             (hurrying along)
                         Yeah, it -- it's just Batman.

                                   TALIA
                         Is he going to fight someone?

                                   BRUCE
                         I don't know. I don't really pay
                         attention to that Batman crap.

                                   TALIA
                         Jealous?

                                   BRUCE
                         No. Just no interest in him but hey
                         look, um, it's getting kinda late
                         so I'm going to leave. I don't want
                         to wear my welcome out.

                                   TALIA
                         But I was just going to ask you if
                         you wanted to come in for awhile?

                                   BRUCE
                         No, that's okay, I don't want you
                         to think I was trying to get you in
                         the sack or anything so I'll see
                         you tomorrow. Okay?

                                   TALIA
                         Um... you sure?

                                   BRUCE
                         Yeah.

               Talia leaps forward and hugs Bruce tightly and gives him a
               big KISS on the cheek leaving a LIPSTICK print.

                                   TALIA
                         Tomorrow, love.

               Bruce gives a quick "I've-got-to-get-out-of-here" hug.

                                   BRUCE
                         Okay, bye.

                                   TALIA
                         Bye-bye.

               Bruce turns and walks away.

                                   TALIA (CONT'D)
                         Say, "Hi" to Batman for me.

               Wayne quickly turns back around.

                                   BRUCE
                         What?

                                   TALIA
                         In case you see him on the way
                         home. You know in that Bat-car
                         thing.

                                   BRUCE
                         You mean the Batmobile?

                                   TALIA
                         Is that what they call it?

                                   BRUCE
                         I don't know. Some reporter Knox
                         said something like that.

                                   TALIA
                         Okay. Well, Nightie-night.

               Talia blows a kiss then closes the door. Bruce turns and runs
               down the hallway.

               EXT. GOTHAM HOTEL - MOMENTS LATER

               Bruce runs out of the front door and straight to the waiting
               Royals with Alfred driving. Bruce hops in.

                                   BRUCE
                         Quickly, Alfred.

                                   ALFRED
                         Yes, sir.

               Alfred hurries quickly gets in the car and takes off.

               INT. ROYALS ROYCE - NIGHT

               Bruce starts undoing his tie.

                                   ALFRED
                         Shall we pull into a deserted ally
                         and give the coordinates to the
                         Batmobile and you can change while
                         waiting for it there?

                                   BRUCE
                         No. Just send it to Police
                         Headquarters.

                                   ALFRED
                         Yes, sir.
                             (beat)
                         Sir?

                                   BRUCE
                         Yeah, Alfred?

                                   ALFRED
                         You have lipstick on your face.

               Bruce quickly beings wiping it off. Alfred reaches underneath
               the front seat and pulls out a small laptop then punches in a
               few keys.

                                                                CUT TO:

               INT. BATCAVE - THAT MOMENT

               The cave is pitch black. Suddenly a loud ROAR deafens us. A
               FIRE starts in the middle of the screen then takes off at
               break neck speed.

               EXT. COUNTRY ROAD - NIGHT

               Headlights blind us winding around the a rural road. Leaves
               are blowing up to the sky. Birds fly from their nest in
               panic. The roar gets louder by the second.

               The headlights go down a hill and we see nothing but the
               street.

               WHOOM! The BATMOBILE races over top of the hill in front of
               us in it's full glory.

               EXT. GOTHAM POLICE HEADQUARTERS - ROOFTOP - NIGHT

               Gordon continues his wait on the Batman.

               BAM!

               Gordon turns to his side in time to see a the hook of a
               BATGRAPPLE wrap around one of the satellites on the rooftop.
               Within seconds the Batman whips upward by the spring-action
               reel from the BATGRAPPLE landing on the ledge of the
               building.

                                   GORDON
                         We have serious problems, Batman.
                         I've spoken with Mayor Hill and he
                         doesn't see eye to eye with
                         Montoya, Bullock and myself.

                                   BATMAN
                         What is it?

                                   GORDON
                         Zsasz. We believe that he will try
                         to escape Arkham whenever he gets
                         the chance. We need him moved to a
                         maximum security area but the mayor
                         won't budge and Arkham needs a
                         complete rehaul on his security and
                         we both know that Jeremiah Arkham
                         will never do that.

                                   BATMAN
                         What about the D.A.?

                                   GORDON
                         He's useless. We haven't had a good
                         one since Harvey Dent.

                                   BATMAN
                         What do you want me to do?

                                   GORDON
                         I want you at Arkham but if the
                         Mayor even has hint that you're
                         there then we're both out of
                         Gotham. So I guess I just want you
                         to be ready... for anything.

                                   BATMAN
                         Always.

               A ROAR is heard coming from the streets. Batman reaches into
               his UTILITY BELT and pulls out a RADIO TRANSMITTER.

                                   BATMAN (CONT'D)
                             (into the transmitter)
                         Stop.

               The roaring stops. Bullock and Montoya run out onto the roof.

                                   MONTOYA
                         Batman! Thank, God.

                                   GORDON
                         What is it?

                                   BULLOCK
                         All hell just broke loose at
                         Arkham. The inmates running loose
                         everywhere.

                                   GORDON
                         Zsasz must have escaped and
                         released all the inmates. Batman
                         you --

               WHOOSH! Before Gordon can finish his sentence the Batman
               leaps off the ledge. Gordon, Montoya and Bullock run to the
               ledge only to see the BATMOBILE starting up again and
               blasting down the streets of Gotham.

                                   BULLOCK
                         Alright I'll admit it. That's cool
                         as hell. But I still don't
                         trust'em.

               Gordon turns and around and heads towards the stairs.

                                   GORDON
                         Okay, I want all units on the
                         streets now and headed to Arkham.
                         Call the S.W.A.T. team, the
                         National Guard and alert all the
                         news agencies to tell --

               INT. TELEVISION STUDIO - NIGHT

               Summer sits at the anchor desk once again.

                                   SUMMMER
                         -- all citizens of Gotham to stay
                         calm. All police units are being
                         mobilized and sent out as we speak.
                         We have even been informed by
                         Police Commissioner Gordon.
                             (beat)
                         It is unknown at this point in time
                         the whereabouts of the current
                         proprietor of Arkham, Jeremiah
                         Arkham. Police fear that a hostage
                         situation could develop.

                                                             SMASH CUT:

               INT. ARKHAM ASYLUM - JEREMIAH'S OFFICE - NIGHT

                                   CLOSE UP
                         Jeremiah's face.

                                   INMATE #1 (O.S.)
                         Say it!

                                   JEREMIAH
                             (weakly)
                         I --

                                   INMATE #1 (O.S.)
                         Say it!

                                   JEREMIAH
                             (weakly)
                         I like peanut butter.

               Standing in front of Jeremiah is an inmate with shirt pulled
               over his face and a SPATULA in his hand. A CHEER goes out
               from the group of inmates sitting around a circle with
               Jeremiah being in the center of it on a swivel chair.

               The group swings Jeremiah around in the chair. The inmates
               stop Jeremiah right in front of the screaming Inmate.

                                   INMATE #1
                         Say it again!

                                   JEREMIAH
                         I like --

                                   INMATE #1
                         Say it like you mean it!

                                   JEREMIAH
                         I like peanut butter!

               Another CHEER goes out. Jeremiah gets swung around again and
               stopped in front the Screaming Inmate.

                                   INMATE #1
                         Say it again!

                                                                CUT TO:

               I/E. BATMOBILE - THAT MOMENT

               Batman races through the city getting closer and closer to
               Arkham.

                                   ALFRED (O.S.)
                             (filtered)
                         Sir?

               Batman looks down and sees Alfred on a small monitor.

                                   BATMAN
                         What is it, Alfred?

                                   ALFRED
                             (filtered)
                         That lovely young lady, Talia is on
                         the phone.

                                   BATMAN
                         Great.

                                   ALFRED
                             (filtered)
                         She is worried about your safety
                         because of the break out.

                                   BATMAN
                         Can't your tell her I'm on a
                         private plane going to an emergency
                         meeting?

                                   ALFRED
                             (filtered)
                         I don't think she is going to take
                         that for an answer, sir but I will
                         bail you out... again.

                                   BATMAN
                         Thanks, Alfred. I owe you one.

                                   ALFRED
                             (filtered)
                         Two if you count, Miss. Kyle.

               I/E. POLICE CAR - NIGHT

               Gordon rides in the back of Bullock and Montoya's car. Behind
               them the majority of Gotham's finest follow.

                                   BULLOCK
                         Man, oh man, the mayor is going to
                         love this!

                                   GORDON
                         I know. We just better hope that
                         the Batman gets there in time
                         before anything bad really happens.

               EXT. ARKHAM ASYLUM - NIGHT

               Too late. INMATES are running around the front of Arkham
               going... insane.

               The rest are breaking into cars while others have the keys
               and are in the process of driving off.

               The Asylum itself has seen better days. One side is
               completely covered in ICE. The other in VINES.

               The inmates who haven't fled yet and are just hanging around
               outside stop as they hear something... the BATMOBILE.

               As soon as the BATMOBILE drives up the hill the inmates flip
               out and start throwing rocks at it or beating themselves or
               each other up. Quickly NETS are shot out from the sides of
               the BATMOBILE capturing several inmates in each.

               The GUNS from the hood of the BATMOBILE pop open, the inmates
               scream in horror. Batman flips a switch. The guns FIRE. But
               instead of bullets streams of DARTS shoot out. The inmates
               grab the body parts they were shot at then slowly slip into
               unconsciousness.

               Batman stops and hops out of the BATMOBILE.

               EXT. ARKHAM ASYLUM - CONTINUOUS

               The Gotham Police finally arrive on the scene as the Batman
               walks into the Asylum.

               INT. ARKHAM ASYLUM - ENTRANCE - NIGHT

               The Batman walks into the Asylum and gets met by two inmates.
               The one is CHALLENGING Batman and the other is FROTHING at
               the mouth and keeps running into a wall.

               The Challenger charges Batman. Batman quickly side steps him
               causing the Challenger to run out the front door.

                                   POLICEMAN (O.S.)
                         Freeze!

               The Challenger does an about face only to have Batman -WHAM!-
               SLAM the door in his face knocking him out cold.

               Batman turns back around. The Frothing Man is still running
               into the wall. Batman sees no danger and walks past him into
               the Asylum.

               EXT. ARKHAM ASYLUM - NIGHT

               Gordon, Montoya and Bullock lead the charge into the Asylum.

                                   GORDON
                         Remember don't shoot unless you
                         have to, now let's go!

               INT. ARKHAM ASYLUM - ENTRANCE - NIGHT

               Batman walks into to an insane nightmare. FROZEN Asylum
               workers, DEAD MEN with ROSES placed on their chest, RIDDLES
               written in graffiti and members of the RED TRIANGLE CIRCUS
               GANG drawing RED TRIANGLES under their right eyes with RED
               magic markers and ink pens.

               The LEADER of the group turns and sees Batman.

                                   LEADER
                         You! You killed the Penguin! You
                         killed Oswald!

               The Triangle Gang ATTACKS Batman with a furry and with
               whatever makeshift weapon they can find. Batman quickly
               starts laying them out one by one but Batman becomes
               surrounded by them. The Dark Knight reaches into his UTILITY
               BELT and pulls out a BATARANG with a LED Screen on it, much
               like the "homing BATARANG" from Batman Returns.

                                   LEADER (CONT'D)
                         Oh no. We've seen that toy before,
                         Batman. You're not going to fool us
                         with that one.

               Batman tosses the BATARANG into the air. The Triangle Gang
               watches it hurl into the air. Batman kneels down and covers
               himself in his cape.

               WHOOM! A blinding light shoots out from the BATARANG
               revealing that it was actually a FLASH BOMB.

               Batman walks out of the circle of the Triangle Gang while
               they stumble around in blindness swinging wildly.

               Gordon and the Police rush in.

                                   GORDON
                         Freeze! Everybody get your hands
                         up!

               A Triangle member takes a wild swing and knocks out the
               LEADER.

               INT. ARKHAM ASYLUM - JEREMIAH'S OFFICE - NIGHT

               Batman kicks open the door. Jeremiah is still in the same
               predicament he was last time.

                                   JEREMIAH
                         Batman, please help!

               Batman back up and walks away.

                                   JEREMIAH
                         Batman!

                                   INMATE #1
                         Say it again!

               INT. ARKHAM ASYLUM - FIRST FLOOR - NIGHT

               The police begin handcuffing the Triangle Gang. Gordon,
               Montoya and Bullock head off in the same direction as Batman
               and run across --

               INT. ARKHAM ASYLUM - JEREMIAH'S OFFICE - NIGHT

               Gordon looks inside.

                                   GORDON
                         What the...

                                   JEREMIAH
                         Gordon, help!

               Gordon considers it. Then heads off after Batman.

                                   GORDON
                         Let's go!

                                   JEREMIAH
                         Gordon!

                                   INMATE #1
                         Say it again!

               INT. ARKHAM ASYLUM - BOTTOM FLOOR - NIGHT

               Batman walks along the floor noticing every cell is empty. He
               gets to the end of the hallway to Zsasz room and opens the
               door.

               INT. ARKHAM ASYLUM - ZSASZ'S ROOM - NIGHT

               Inside the four Security Guards are still sitting on the
               floor with cards in front of them. Throats SLIT. Batman heads
               back into the hallway.

               INT. ARKHAM ASYLUM - OUTSIDE ZSASZ'S ROOM - NIGHT

               Gordon and Montoya run up to Batman.

                                   GORDON
                         Okay who's our biggest problem
                         right now?

                                   MONTOYA
                         Ivy, Riddler, Bane, Freeze, Croc,
                         Man-Bat, Clayface, Deadshot and
                         Zsasz.

                                   GORDON
                         Is that all?

                                   MONTOYA
                         Off the top of my head.

                                   GORDON
                         Any ideas on how to handle this,
                         Batman?

                                   BATMAN
                         Take who you can get.

               Batman walks heads off with Gordon and Montoya following.
               Bullock runs in panting as Batman exits with Gordon and
               Montoya.

                                   GORDON
                         Come on, Bullock.

                                   BULLOCK
                             (winded)
                         I just got down here.

               INT. ARKHAM ASYLUM - FIRST FLOOR - NIGHT

               Batman and the rest walk through the First Floor with some
               inmates still running loose but are being caught easily by
               the Police.

                                   GORDON
                         How's it going in here?

                                   COP
                         It's under control so far.

                                   GORDON
                         After all these inmates are locked
                         up I want all available officers on
                         the streets looking for every
                         inmate that escaped from here.

               Gordon, Montoya and Bullock follow Batman out the door.

               INT. ARKHAM ASYLUM - ENTRANCE - NIGHT

               As Batman walks passed the entrance Frothing Man is still
               running into the same wall. Without losing his stride Batman
               grabs him by the shoulder and turns him around sending the
               Frothing Man BACK into the Asylum.

               EXT. ARKHAM ASYLUM - CONTINUOUS

               Batman heads towards the BATMOBILE. Outside the remaining
               inmates are being cuffed and taken back inside.

                                   GORDON
                         You know Batman, this is a real
                         crisis. Maybe we should call and
                         Metropolis and see if they can find
                         Super --

               Batman turns around PISSED.

                                   GORDON (CONT'D)
                         Okay my mistake, bad idea.

               Batman heads into the BATMOBILE and takes off.

                                   MONTOYA
                         Ready to go, Commissioner?

               I/E. BATMOBILE - NIGHT

               Batman turns on his monitor.

                                   BATMAN
                         Alfred.

                                   ALFRED
                             (filtered)
                         A report has just come across that
                         a big green lizard is destroying
                         west end.

                                   BATMAN
                         Killer Croc.

               EXT. GOTHAM STREETS - WEST SIDE - NIGHT

               People run for their lives as a large reptilian like man is
               destroying everything in sight. Vehicles, light poles, cars,
               etc. KILLER CROC is his name.

               Two brave but STUPID CITIZEN'S grab some rocks and throw it
               at Croc. Only getting his attention.

                                   CROC
                         That was stupid.

               The Two try and make a break for it but Croc catches them in
               the middle of the street then slams both against a wall on
               the OTHER side of the road.

               Croc sees a mail box and rips it up from the ground and walks
               over to the two who are knocked out cold. Croc lifts the mail
               box over his head then gets blinded by headlights. He drops
               the mail box behind him and sees a NET shot out from the
               BATMOBILE.

               The net wraps around him but only annoys Croc as he rips the
               net to shreds. Batman hops out of the BATMOBILE and marches
               toward Croc.

                                   CROC (CONT'D)
                         I'm not going back to Arkham,
                         Batman. I didn't do anything wrong!

                                   BATMAN
                         You need help, Waylon.

                                   CROC
                         Look at me! You think anyone can
                         help this!

               Croc charges Batman and swings wildly at him. Batman ducks
               and dodges every shot and tries to sweep Croc. Croc doesn't
               budge. 

               Croc pulls Batman out then throws him through a PLATE GLASS
               WINDOW right into--

               INT. DANCE CLUB - CONTINUOUS

               A loaded dance club. The people in the club all stand around
               as they look at Batman. As Batman starts to stand up blood
               flows from a gash on Batman's right cheek. As soon as he does
               -WHAM!- the mail box nails Batman in the back dropping him
               back down.

               Croc jumps through the window. Everyone in the club freaks
               out and runs. Croc gets to Batman but Batman kips up and
               starts laying rights and lefts to Croc. Croc smiles then POW!-
               backhands Batman sending him through the air several feet.
               Killer Croc continues his wish of onslaught and goes right
               back after Batman.

                                   CLUB GOER (O.S.)
                         Kick that Ninja Turtles' ass,
                         Batman!

                                   CROC
                         Who said that?!

               Batman sees his break and reaches into his UTILITY BELT and
               grabs a BATARANG then throws it a Croc's head. THUNNG! Direct
               hit Croc goes light on his feet. Batman charges Croc and lets
               out a furious combo of several martial art styles backing
               Croc up the window. One devastating BACK SPIN KICK sends Croc
               back out onto the street.



               EXT. GOTHAM STREETS - WEST SIDE - NIGHT

               Batman reaches into his UTILITY BELT and grabs a VIAL. Croc
               manages to stand up. As soon as he turns around Batman throws
               the vial straight at Croc's face -- PHEWW!

               Croc yells in pain and gasps for breath as smoke surrounds
               his face. POW! A side kicks sends Croc back over top of the
               car that he rammed Batman's face into. Batman slides over the
               hood of the car and grabs another VIAL from his UTILITY BELT
               and throws it into the car that EXPLODES into more SMOKE. 

               Batman grabs Croc and sticks his head into the car and holds
               him face down into the smoke. Croc gags and fights violently.
               The smoke is too much and Croc finally goes out cold.

               Batman backs away from the car and heads towards the
               BATMOBILE and hops in.

                                   BATMAN
                         I got, Croc.

                                   ALFRED
                             (filtered)
                         Yes, sir. We have another
                         disturbance.

                                   BATMAN
                         Where?

               The BATMOBILE fires up and burns down the street while the on
               lookers cheer the Batman.

               EXT. WAYNETECH - MOMENTS LATER

               WayneTech employees' are running out of the building.

               INT. WAYNETECH, FIRST FLOOR - NIGHT

               DEADSHOT holds the employee's hostage making each one stand
               in place.

                                   DEADSHOT
                         I said don't move now where is he?!
                         Where is Wayne?!

               Lucius Fox desperately tries to hold things together.

                                   LUCIUS
                         Sir, I implore you to please stop
                         this.

                                   DEADSHOT
                         I was hired to kill Wayne and I'm
                         going to do it! Just because they
                         throw me in that hellhole Arkham
                         doesn't mean I don't fulfill my
                         contracts. Now where is he?!

                                   LUCIUS
                         Sir --

               BANG! Deadshot shoots the glasses off Lucius' face.

                                   DEADSHOT
                         I'm not going to ask you again!

                                   LUCIUS
                         Please, I swear, Mr. Wayne is not
                         here.

                                   DEADSHOT
                         I told you.

               Deadshot aims at Lucius' face. Lucius closes his eyes tightly
               and says a quick prayer to himself.

               CLINK!

                                   DEADSHOT (O.S.)
                         Ahh!

               Lucius opens his eyes and sees Deadshot holding his arm.
               Lucius looks down on the floor and sees a BATARANG.

                                   DEADSHOT
                         You bastard where are you?!

               All the hostages take the chance and drop to the floor.
               Deadshot carefully moves around the room.

                                   DEADSHOT 
                         I'll find you, Batman. You can't
                         hide forever.

               PHEW! All the power goes out in the building. The hostages
               scream.

                                   DEADSHOT (CONT'D)
                         Shut up! Everyone shut up!
                             (beat)
                         Mind games don't work with me,
                         Batman.

               As Deadshot walks around he ends up in front of a large
               window with the Gotham streets lights allowing us to make out
               his silhouette.

                                   DEADSHOT (CONT'D)
                         Come on Batman show your --

               BAM! The ventilation shaft opens up with Batman arms reaching
               down and pulling up Deadshot. GUNSHOTS ring out, hostages
               scream, a body falls and dangles in front of us. The lights
               come back on. 

               Deadshot is tied up hanging upside down.

                                   DEADSHOT (CONT'D)
                         Damn you! Get me out of here!

               The hostages run over to Deadshot and start KICKING him.

               I/E. BATMOBILE - MOMENTS LATER

               Batman hurries down Gotham, eyeing every alley.

                                   BATMAN
                         Anything yet?

                                   ALFRED
                             (filtered)
                         No, sir. I take it you captured
                         Deadshot?

                                   BATMAN
                         He was trying to kill Bruce
                         Wayne... again.
                             (beat)
                         I wonder how Gordon is doing.

               EXT. GOTHAM STREETS - THAT MOMENT

               Gordon and Bullock are taking cover behind a car.

                                   BULLOCK
                         This is crazy, Commish!

                                   GORDON
                         You don't think I know that?!

               Quickly the car starts to FREEZE. Gordon and Bullock bail.

                                   GORDON (CONT'D)
                         How the hell did he get that gun so
                         quick!

                                   BULLOCK
                         Stinkin' eBay!

               Gordon and Bullock run behind a building. Gordon grabs the
               radio.

                                   GORDON
                         Where the hell is that copper?!

                                   MAN ON RADIO
                             (filtered)
                         It's on its way, sir.

               Gordon looks up to the sky and sees a police chopper flying
               above carrying a huge crate with smoke pouring from the top
               of it.

                                   GORDON
                         Now! Drop it now!

                                   MAN ON RADIO
                             (filtered)
                         Roger.

               The crate opens with steaming HOT WATER falling from it. A
               horrifying SCREAM is let out from a MAN on the street.

                                   GORDON
                         Go, go, go!

               Police charge as Gordon looks on intensely.

                                   COP
                         We got him!

               Gordon picks up the radio.

                                   GORDON
                         Good job boy's we got Freeze.

                                   BULLOCK
                         Why the hell didn't you guys do
                         this the first time with Freeze?

                                   GORDON
                         Shut up, Bullock.



               MONTAGE:

               Blood sprays on floors, ceilings, fans, curtains, beds, TV,
               kitchen tables, boards games, video games, footballs, all in
               different houses from rich to poor. A pair of white gloves
               wiping off a the same knife is seen repeatedly.

               EXT. GOTHAM HOME - NIGHT

               Zsasz, once again dressed in his Magician's outfit quietly
               walks out the front door of a house. Inside another poor
               family sits peacefully dead in their living room. MOTHER,
               FATHER, BROTHER, SISTERS.

               I/E. BATMOBILE - NIGHT

               Batman drives by an alley then SLAMS on the breaks.

                                   BATMAN
                         Found Clayface.

               Batman puts the BATMOBILE in reverse, turns and heads down
               the alley stopping in the middle of it. Batman looks for
               Clayface but he is nowhere to be seen. Batman flips a switch
               and an INFER-RED screen appears on the monitor. No hot
               objects are seen.

               Batman ponders a beat then opens the top of the BATMOBILE and
               cautiously stands up and looks out.

               Two giant CLAY LIKE hands grabs Batman by the shoulders and
               throws him against one of the buildings in the alley. Batman
               smacks the building hard then falls onto the hood of the
               BATMOBILE then crashes onto the ground.

               Batman quickly gets up in a fighting stance but no Clayface
               in sight.

                                   CLAYFACE (O.S.)
                             (whispers)
                         Batman. Batman looks around.

                                   CLAYFACE (O.S.)
                             (whispers)
                         What's wrong?

               Batman backs up to the side of a building and walks along the
               side of it. A HORRENDOUS SHRIEK heard over head. Batman looks
               up to the Gotham sky.

                                   CLAYFACE (O.S.)
                             (whispers)
                         Uh-oh. Man-Bat is out. Who are you
                         going after now me or him? You
                         can't have us both.

               The shriek is heard again. Closer. Louder. Batman thinks then
               slowly heads towards the BATMOBILE.

                                   CLAYFACE (O.S.)
                             (whispers)
                         Good choice.

               Batman hops into the BATMOBILE and sits down. Batman checks
               the monitors. On it an old HOBO is walking on the other side
               of the street.

                                   BATMAN
                         Worked before.

               Batman starts up the BATMOBILE then throws it into reverse
               heading straight towards the hobo. Batman slams on the breaks
               just feet in front of the hobo then flips a switch.
               A FIREBALL shoots out the back engine engulfing the Hobo in
               flames. The Hobo screams in pain but with CLAYFACE'S VOICE.
               Suddenly the Hobo MORPHS into whom Batman knew he was all
               along... CLAYFACE.

               Still on fire Clayface's movements quickly get more ridged
               and stiff. SLOWLY his body starts to harden until his is
               nothing more then a giant mold of CLAY. Batman heads down the
               street.

                                   BATMAN
                         Alfred get the Batwing ready.

                                   ALFRED
                             (filtered)
                         Yes, sir.

               EXT. GOTHAM BOTANICAL GARDENS - NIGHT

               A police car pulls away as Montoya wipes blood from her
               mouth. Gordon radios in.

               INTERCUT AS NEED

                                   GORDON
                         How's it going, Montoya?

                                   MONTOYA
                         I got Ivy. Crazy bitch tried to
                         kill me with a giant Venus Flytrap.

                                   GORDON
                         Again?

                                   MONTOYA
                         Yeah, so what's the score?

                                   GORDON
                         You got Ivy and we've gotten
                         Freeze. I got word a few minutes
                         ago that the National Guard got the
                         Riddler and it seems Batman has
                         been very busy.

                                   MONTOYA
                         Who'd he get?

                                   GORDON
                         Croc and Deadshot... wait a minute.

               A officer whispers something to Gordon.

                                   GORDON
                         He just got Clayface, too.

                                   MONTOYA
                         So aside from the other crazies we
                         need Bane, Man-Bat and Zsasz?

                                   GORDON
                         That's right --

               A thunderous ROAR blasts over Gordon's head.

                                   GORDON
                         I think he's looking for Man-Bat
                         now.

                                   MONTOYA
                         What makes you so sure?

                                   GORDON
                         Oh, just a hunch.

               EXT. GOTHAM CITY - ARIEL SHOT - NIGHT

               The BATWING flies above the city.

               EXT. GOTHAM STREETS - NIGHT

               CITIZEN'S are standing on the sidewalk watching a news report
               in the window of a television store. The OWNER of a food
               stand that's next to the shop is among the spectators.

               A SHADOW goes over the food stand.

                                   OWNER
                             (still watching TV)
                         Yeah, just help yourself out there
                         buddy I'll be with you in a minute.

               Loud MUNCHING follows.

                                   OWNER
                             (still watching TV)
                         Hey, you better not be eatin' none
                         of my food over there!

               The owner turns around and sees MAN-BAT towering above the
               fruit stand eating freely.

                                   OWNER
                         Oh -- SHIT!

               Man-Bat SHRIEKS sending citizens running for their lives. Man
               bat continues to devour the fruit without a care for the
               cowards. Suddenly his ears PERK.
               Man-bat SNIFFS the air then SHRIEKS up towards the sky. Man
               Bat SHRIEKS again then takes off flying.

               I/E. BATWING - THAT MOMENT

               Batman spots Man-Bat coming up from the street.

               EXT. GOTHAM CITY - ARIEL SHOT - NIGHT

               Man-bat looks back and SHRIEKS then flies away from the
               BATWING. Batman heads in after him. Man-bat quickly starts
               making beautiful air maneuvers dodging in and out and between
               BUILDINGS and SMOKE TOWERS but the Batman is there for every
               one.

               INT. BATWING - CONTINUOUS

               Batman punches up a MAP and sees that the GOTHAM RADIO TOWER
               is only a few miles away.

                                   BATMAN
                         Alfred, override the Gotham Radio
                         tower when I tell you.

               INT. BATCAVE - THAT MOMENT

               Alfred sits at the Batcomputer and types some keys in.

                                   ALFRED
                         Yes, sir.

               EXT. GOTHAM CITY - ARIEL SHOT - THAT MOMENT

               Man-bat continues his non-stop flight above Gotham. Finally
               we get out of the downtown area and into more open space.
               Before us on a hill is GOTHAM RADIO TOWER.

                                   BATMAN
                         Get ready, Alfred.

                                   ALFRED (O.S.)
                             (filtered)
                         Ready, sir.

               Man-bat does a U-turn --

                                   BATMAN
                         Damn.

               -- and heads straight towards the BATWING landing on top of
               it! Man-bat violently starts pounding away on the windshield.
               Batman ROLLS the BATWING but Man-bat continues to pound away
               until the windshield CRACKS. Man-Bat SHRIEKS.

               Batman screams in pain grabbing his ears. Batman loses
               control and the Batwing beings a downward decent. Man-bat
               doesn't budge!

                                   BATMAN (CONT'D)
                         Do it now, Alfred!

               INT. BATCAVE - THAT MOMENT

               Alfred presses ENTER on the keyboard.

               EXT. GOTHAM CITY - ARIEL SHOT - THAT MOMENT

               A glass shattering TONE rings out. Man-Bat grabs his head in
               excruciating pain. Man-Bat leaps off the BATWING and tries to
               fly but starts FREE FALLING.

               A GRAPPLE shoots out from the BATWING and wraps around Man
               Bat. The bottom of the BATWING opens up and REELS Man-Bat in.



               INT. BATWING - NIGHT

               Once inside Batman opens a hatch to see a squirming Man-Bat
               still in pain. Batman takes a long SYRINGE and shoots him
               with it.

                                   BATMAN
                         Turn it off!

               INT. BATCAVE - THAT MOMENT

               Alfred punches in some more keys.

               INT. BATWING - NIGHT

               Man-Bat stops squirming and starts morphing back into a man.
               The antidote serum has knocked Man-Bat out cold.

                                   BATMAN
                         Don't worry, Kirk. We'll get you
                         back to Francine.

               Batman goes back to his seat then flies away.

               INT. GOTHAM POLICE HEADQUARTERS - GORDON'S OFFICE - DAWN

               An exhausted Gordon opens the door to his office and stands
               in the doorway beat.

                                   GORDON
                         Any word on Batman?!

                                   SECERTERY
                         He got Man-Bat a few minutes ago!

               Gordon closes the door and heads towards the desk and sees a
               letter that reads:

                                       REST GORDON

               At the bottom of the letter is a BATMAN LOGO. Gordon flops
               down on his couch.

                                   GORDON
                         Two more.

               INT. WEARHOUSE - MORNING

               Zsasz walks along a deserted wearhouse with briefcase in
               hand.

                                   VOICE (O.S.)
                         Over here.

               Zsasz looks over to the corner where several crates are
               stacked up next to a window. Zsasz heads towards the Voice.

                                   VOICE (O.S.) (CONT'D)
                         Do you have the stuff?

                                   ZSASZ
                         Yes. Do you remember the plan?

                                   VOICE (O.S.)
                         Yes.

               Zsasz walks over to a crate near the speaker and sets his
               briefcase down and pops it open.

                                   ZSASZ
                         This was hard to get.

                                   VOICE (O.S.)
                         Who did you get it from?

                                   ZSASZ
                         A professor named Hugo. He normally
                         doesn't deal with this type of
                         science.

                                   VOICE (O.S.)
                         Can you trust him?

                                   ZSASZ
                         Can you trust anybody?

               Zsasz throws a large plastic bag over the crate.

                                   ZSASZ
                         I hope these fit. Remember the
                         stuff I'm giving you is twice as
                         powerful as what you had last time.
                         No more tubes either, just patches.

               A hospital gown flies out from behind the crate.

                                   VOICE (O.S.)
                         Give me the stuff.

               Zsasz reaches back into the briefcase and takes a large
               metallic looking bag out and tosses it over the crate.

               We hear the bag opened and then a smack of flesh, then
               another, and another, and another.

               Violent and painful howls echo throughout the warehouse.
               Instead of stepping back in fear Zsasz smiles.

               After the yelling dies down Zsasz throws one more object over
               the crate and then walks away.

                                   ZSASZ
                         Don't forget your mask --

               A large mask lies on the floor.

                                   ZSASZ (CONT'D)
                         Bane.

               A GIANT hand reaches down and takes the mask.

               INT. BATCAVE - MORNING

               A banged up and dead tired Bruce sits on a table in a pair of
               sweats. Alfred works on Bruce's cut.

                                   ALFRED
                         This is an awful cut, sir.

                                   BRUCE
                         Ow!

                                   ALFRED
                         Sir, I can not remove all the glass
                         while you're moving around.

                                   BRUCE
                         Sorry, Alfred. So what did you tell
                         Talia?

                                   ALFRED
                         I told her that you have a quick
                         brush with illness.

                                   BRUCE
                         Okay, I can play that. What was
                         wrong with me?

                                   ALFRED
                         Diarrhea.

                                   BRUCE
                         What?! Ow!

                                   ALFRED
                         Quit moving around, sir.

                                   BRUCE
                         You... what --

                                   ALFRED
                         Don't worry sir, she was very
                         understandable about the situation.

                                   BRUCE
                         Yeah, you... is that what you told
                         Selina Kyle?

                                   ALFRED
                         No, sir.

               Alfred dabs a cotton ball with some liquid and gets ready to
               apply it to Bruce's face.

                                   BRUCE
                         Well, at lest you didn't let her
                         into the Batcave like you did Vicki
                         Vale.

               Alfred swiftly doubles up the liquid then SLAPS it on Bruce's
               face.

                                   BRUCE
                         OW!

                                   ALFRED
                         Oh, I'm sorry sir, I forgot to tell
                         you that was going to hurt.

               Bruce holds his cheek while Alfred walks off.

               EXT. WAYNE MANOR - MORNING

               Talia's car pulls up at the gate. Talia reaches out and
               presses the intercom switch.

               INT. BATCAVE - THAT MOMENT

               Bruce looks up at the Batcomputer and see's Talia's car.

                                   BRUCE
                         Oh, no. Alfred will you --

               Alfred turns around smiling.

                                   BRUCE (CONT'D)
                         No, wait, never mind, I'll do it.

               Alfred sits down in a chair to watch the show. Bruce runs up
               to the Batcomputer.

               INTERCUT AS NEEDED

                                   BRUCE (CONT'D)
                         Hello?

                                   TALIA
                         Hey, love.

                                   BRUCE
                         Hi, um... what are you doing here
                         so early?

                                   TALIA
                         Well, I know that you're an early
                         riser and since Alfred told me you
                         were sick last night I brought you
                         some medicine for your diarrhea.

               Bruce turns off the intercom.

                                   BRUCE
                             (to Alfred with a slight
                              whimper)
                         You really told her that.

                                   ALFRED
                         An old man doesn't get much
                         enjoyment out of life. I'm glad you
                         can be mine.

                                   BRUCE
                             (turns the com on)
                         Oh... that's sweet of you. Um, come
                         on in.

                                   TALIA
                         Thanks, love.

               Bruce presses a key to open the gates, then goes to head up
               the stairs.

                                   BRUCE
                         I can't believe you told her that.
                         I finally meet someone normal and
                         guess what, "Oh, I'm sorry he's the
                         runs."

                                   ALFRED
                         Have fun Master Bruce and don't
                         forget to come up with a good story
                         for the cut.

                                   BRUCE
                         Thanks, Alfred.

               INT. TALIA'S CAR - THAT MOMENT

               Talia pulls into the driveway with the gates closing behind
               her. As she parks her cellphone rings. Talia digs into her
               purse and finds it.

                                   TALIA
                         Father? I'm just visiting a
                         friend... Bruce Wayne... I know
                         father but he's different, besides
                         I think he's coming around to our
                         side... Father I want the same
                         thing you want but I want -- no I
                         haven't seen him only the
                         Batsignal... No, the news never
                         showed it.

               Talia looks up and sees Bruce heading out the front door and
               waves to Talia. Talia waves back.

                                   TALIA
                         Look dad I have to go... No. Look I
                         care about him and if I fall in
                         love with him then I'll fall in
                         love with him and marry him is that
                         so bad? ...You don't have to remind
                         me about the Lazarus Pit...
                         Maybe for once I would like to have
                         love in my life father, do you know
                         how long I've waited for someone --
                         Father? Father?

               Talia shakes her head in disgust and turns off the phone.
               Bruce walks out to meet her. Talia brightens up but hastily
               gets out of the car when she see's Bruce's cut.

                                   TALIA (CONT'D)
                         Love what happened?

                                   BRUCE
                         Oh, nothing I was in my gym
                         yesterday and I slipped and cut my
                         face on the end of one of the bars.

                                   TALIA
                         Really? It looks like you cut by
                         glass.

                                   BRUCE
                         Oh, no, no, no glass. It was a very
                         sharp bar. It was old.
                             (lie isn't working)
                         Okay, it was glass. I wanted to do
                         something nice for Alfred so I
                         washed dishes last night and when I
                         was putting up one of the glasses I
                         guess my hand or the glass was
                         still wet and it slipped and hit my
                         face.

                                   TALIA
                             (baby talk)
                         Aww, my poor baby.

               Talia hugs Bruce. He smiles: Mental note: broken glass lie
               works.

                                   BRUCE
                         Yep.

               Talia reaches in her car and grabs a paper bag.

                                   TALIA
                         Here, I got you some medicine and
                         I'm going to stand right there and
                         make sure you take all of it.

                                   BRUCE
                             (forced laugh)
                         Oh... great.

               INT. BULLOCKS APARTMENT - MORNING

               Bullock is passed out cold on his couch. Needless to say that
               just like Bullock the room is a mess with donuts boxes and
               DVD's and VHS's of classic movies. The posters on the wall
               show that Bullock is a true "movie buff".

               Bullock's pleasant dreams are stopped as the phone rings. A
               rightfully ticked off Bullock answers.

                                   BULLOCK
                         What the hell do you want?!

                                   GORDON (O.S.)
                             (filtered)
                         We got a real problem on our hand.
                         Either Zsasz has a copycat killer
                         or he's been real busy last night.

                                   BULLOCK
                         What are you talking about?

                                                                CUT TO:

               INT. GOTHAM POLICE HEADQUARTERS - GORDON'S OFFICE - THAT

                                   MOMENT
                         Gordon stares at a billboard in his
                         room.

                                   GORDON
                         I don't know how he had the time to
                         do it, but forensics is guessing
                         that he's killed over twenty people
                         since he's been out. So we better
                         get out there before the media
                         hounds find this out.

               INT. WAYNE MANOR - LIVING ROOM - MORNING

               Bruce and Talia sit on the couch watching TV.

                                   TALIA
                         So Alfred --

                                   BRUCE
                         Lied like a dog.

                                   TALIA
                         I don't know. You look like you've
                         had an awfully rough night.

                                   ALFRED (O.S.)
                         Good morning, Miss. al Ghul.

               Bruce and Talia turn around.

                                   TALIA
                         Oh, hello, Alfred.

                                   ALFRED
                         How are you doing this fine day?

                                   TALIA
                         I'm doing great, Alfred. How are
                         you?

                                   ALFRED
                         Lovely, ma'am. Could I offer you
                         any thing to drink? Perhaps some
                         breakfast?

                                   TALIA
                         No thank you, Alfred.

                                   ALFRED
                         Are you sure, ma'am? It would be no
                         trouble at all.

                                   TALIA
                         No, thank you, Alfred. I'm good.

                                   ALFRED
                         How is your face doing this
                         morning, Master Bruce?

                                   BRUCE
                         Oh, it's doing great, Alfred.

                                   ALFRED
                         Well, alright then I'll be off.
                         Evening, Miss. al Ghul.
                             (to Bruce)
                         Sir.

                                   TALIA
                         Bye, Alfred.

                                   BRUCE
                         Later, Alfred.

               Talia watches Alfred walk away then SMACKS Bruce on the arm.

                                   TALIA
                         How could you lie about a sweet old
                         man like that?

                                   BRUCE
                             (smiles)
                         I was just playing. Alfred and I do
                         that all the time.

                                   TALIA
                         Are you sure?

                                   BRUCE
                         Oh yeah. Positive, don't worry
                         about it. I just look horrible
                         because I had a very late business
                         meeting. It happens all the time
                         besides haven't you heard that rich
                         people are weird?

               Talia smiles and takes Bruce's hand.

                                   TALIA
                         Well, you're not weird to me,
                         Bruce.

               Talia slowly leans in to kiss Bruce. Wayne returns the
               favour. Bruce rethinks it and draws back.

                                   BRUCE
                         You know um... I really like you
                         and I want to spend more time -

               Talia smiles and hops next to Bruce and wraps both hands
               around his and leans into his shoulder.

                                   TALIA
                         I do too, Bruce.

                                   BRUCE
                         Yeah... but um, I've kinda been in
                         this situation before and uh, it
                         didn't really work out. My life is
                         kinda... complex.

                                   TALIA
                         What like you have a dark side or
                         something?

                                   BRUCE
                         Yeah, pretty much.

                                   TALIA
                         We all have our dark side.

                                   BRUCE
                         Yeah, see now I've heard that
                         before too and that didn't really
                         help things.

                                   TALIA
                         Did you and your last girlfriend
                         fight a lot?

                                   BRUCE
                         Yeah, we were kicking and punching
                         and throwing acid on each other and
                         knocking one another off buildings,
                         it was just a horrible Christmas.

               Talia laughs.

                                   TALIA
                         Well, I promise you this Christmas
                         won't be anything like that.

                                   SUMMMER (O.S.)
                             (filtered)
                         This is Summer Gleason with a
                         special news report.

               Talia and Bruce turn to the TV. Behind Summer footage of
               inmates being taken back to Arkham is shown.

                                   SUMMMER 
                         As many of you know last night was
                         a horrifying night for Gotham city
                         as there was a massive break out at
                         Arkham Asylum. Thankfully the
                         Gotham Police Department and with
                         help from the National Guard and
                         Batman all but two of the inmates
                         have been found. Those two being
                         Bane and Gotham's newest criminal
                         Mr. Zsasz.
                             (beat)
                         Bane has not yet been seen nor have
                         any of his previous antics have
                         been reported to police but sadly
                         this is not the case with Mr.
                         Zsasz. Behind Summer footage and
                         photographs are shown of the
                         murdered families or their houses.

                                   SUMMMER
                             (filtered)
                         Julia Remarque from the Picture
                         News broke the story this morning
                         that an estimated twenty more
                         deaths have been put on Mr. Zsasz's
                         head count. Of course Commissioner
                         Gordon gave no comment on this
                         issue.

               Bruce notices that Talia is transfixed on the TV and reaches
               down and presses his watch making it go off.

                                   BRUCE
                         Oh, shoot. I forgot I have to make
                         a phone call... I'll be right back.

                                   TALIA
                         Bruce?

                                   BRUCE
                         I'll be right back just stay here.

               Bruce gets up and leaves the room. Talia watches Bruce leave
               then turns her attention back to the TV.

                                   SUMMMER
                             (filtered)
                         Once again Batman showed his worth
                         to Gotham City by apprehending
                         himself, Killer Croc, Man-Bat,
                         Clayface and Deadshot.
                             (beat)
                         Sadly we have no film of this but
                         we do have several eyewitness. One
                         of them even claims that the Batman
                         was injured.

               A tape plasy from the scene of Batman fight with Killer Croc.

                                   EYEWITNESS
                             (filtered)
                         Yeah, I saw the whole thing man.
                         Batman came up in this bad ass car.
                         And you know there has to be one
                         badass mother-(censored) driving
                         that car.

               The film cuts to a later part of the interview.

                                   EYEWITNESS
                             (filtered)
                         -- And he took Batman and threw him
                         through the window, man. Cut his
                         face all to hell, blood everywhere.
                         The whole side of his face cut up.

               Talia looks behind her for Bruce: Wait a minute.

               Talia starts putting everything together.

                                   SUMMMER
                             (filtered)
                         Well, there you have it. We'll keep
                         you--

               EXT. WAYNE MANOR - KITCHEN - THAT MOMENT

               Bruce runs up to Alfred who is watching a small TV on the
               counter.

                                   BRUCE
                         Alfred. I got to go.

                                   ALFRED
                         I understand, I will make an
                         excuse.

                                   BRUCE
                         Thanks.

                                   ALFRED
                         Sir, you're not planing to go out
                         in the day are you?

                                   BRUCE
                         Looks like I'm going to have to.

                                   ALFRED
                         You knew this day would come, sir
                         It's not like it was unexpected now
                         is it?

                                   BRUCE
                         No, I guess you're right. It's a
                         lot easier to be the Bat at night
                         and Bruce Wayne during the day then
                         both at the same time.

                                   ALFRED
                         I'm sure if anyone can pull it off
                         you can sir.

                                   BRUCE
                         Thanks, Alfred. I guess right now
                         we're going to have to look for
                         Bane and Zsasz. At least we only
                         have two major problems on our
                         hands.

                                   ALFRED
                         I believe another problem has just
                         sprung up.

               Bruce turns to see Talia standing in the doorway. Alfred
               walks up to Talia and smiles then nudges her towards Bruce.

                                   ALFRED
                             (whispers)
                         Go on, dear.

               Talia flashes a concerned smile at Alfred while Bruce angrily
               turns towards the sink. Alfred leaves the two in the room.

                                   TALIA
                         Love?

               Talia walks up to Bruce and places her hand on his shoulder.
               Bruce shakes it off.

                                   TALIA
                         Bruce this doesn't change anything.

                                   BRUCE
                         It doesn't?

                                   TALIA
                         Not about the way I feel.

                                   BRUCE
                         And how is that?

                                   TALIA
                         The same way you feel about me.
                         We've only be around each other for
                         a short time but I know in my heart
                         that what we feel for each other is
                         true. Bruce I --

                                   BRUCE
                         How do you know how I feel when I
                         don't even know who I am?

                                   TALIA
                         What are you saying?

                                   BRUCE
                         Batman or Bruce Wayne who am I?

                                   TALIA
                         You're both.

                                   BRUCE
                         No, no I can't be. One of us isn't
                         real and I don't know who it is.
                         Every moment I take vengeance I
                         want love and peace but when I get
                         that I want vengeance and justice;
                         it never ends.
                             (beat)
                         I killed the man who murdered my
                         parents and I thought it would end
                         there but it didn't. I gave the
                         city the signal that way Batman
                         would only come out when needed and
                         I could live a normal life but I
                         couldn't. I tried to step back but
                         all I could do is sit in the dark
                         waiting and waiting and waiting for
                         the signal and the longer I waited
                         the more I wanted it to call me.
                             (beat)
                         I want to be normal but I can't be.

                                   TALIA
                         Bruce, I could have gone back home
                         at anytime but I stayed here... for
                         you. Because I want to be with you.
                         If you want some help I'm here,
                         I'll always be here for you. I have
                         not had a normal life either but
                         that doesn't mean that we shouldn't
                         try. I'm ready for one and I'm
                         willing to try and I want it to be
                         with you.
                             (beat)
                         I see that you want justice but I
                         also see you want love. The reason
                         why is because your love for the
                         innocent is more then your hatred
                         of the guilty. That's why you can't
                         stop.
                             (beat)
                         Love you may think that Batman was
                         born when you're parents were
                         murdered but I don't. Batman was
                         born when Bruce Wayne was born.
                         Batman is just the source where
                         Bruce Wayne shows his undying love
                         for Gotham in a way that only few
                         can understand.

               Bruce considers this. Bruce then leans in and softly brushes
               the side of Talia's face with his hand.

                                   BRUCE
                             (whispers)
                         I'm sorry but you're wrong.

               Bruce turns and leaves the room.

                                   TALIA
                         No... no... Bruce.

               Talia chases after Bruce to the --

               INT. WAYNE MANOR - FIRST FLOOR HALLWAY - CONTINUOUS

               Bruce is nowhere to be found. Talia looks around then runs
               into the --

               INT. WAYNE MANOR - LIVING ROOM - CONTINUOUS

               Talia runs ups to Alfred who is dusting.

                                   TALIA
                         Alfred? Please... where is Bruce?

                                   ALFRED
                         Saving Gotham.

                                                                CUT TO:

               INT. BATCAVE - MORNING

               The BATMOBILE starts up then peels out.



               EXT. GOTHAM CITY POLICE HEADQUARTERS - GORDON'S OFFICE -
               MORNING

                                   MORNING
                         Gordon, Bullock and Montoya are
                         coming up with a plan.

                                   GORDON
                         The way it looks Zsasz isn't
                         picking out his victims but
                         choosing them randomly.
                         Our early reports tell us that none
                         of the victims in Gotham had
                         anything to do with each other.

                                   BULLOCK
                         Know what I think, Commish? I think
                         that since Bane and Zsasz are the
                         only ones left that they're
                         probably working together. I mean
                         they were both in Arkham right? And
                         everyone else has been picked up
                         but these two clowns.

                                   GORDON
                         Sounds believable but Bane and
                         Zsasz are two different people.
                         Bane isn't a murdered like Zsasz
                         is.

                                   MONTOYA
                         But they both hate Batman.

                                   BULLOCK
                         Bingo.

                                   GORDON
                         The enemy of my enemy is my friend?

                                   BULLOCK
                         It's Batman's fault that Zsasz got
                         put in Arkham and even though
                         Batgirl and Robin put Bane in I'm
                         sure he counts Batman just as
                         responsible.

               A DECTIVE runs into the room.

                                   DECTIVE
                         Turn on the news!

               Gordon turns on the TV. Summmer is giving a report. A LIVE
               camera shot shows several blocks destroyed.

                                   SUMMMER (V.O.)
                             (filtered)
                         This is the scene live right now on
                         West 42nd. Street in Gotham. This
                         looks like a war or a riot broke
                         out but several witness report that
                         the destruction was caused by none
                         other then Bane.

                                   GORDON
                         Damn it! How the hell did he get a
                         hold of venom that quick?

                                   MONTOYA
                         This must have been Zsasz's plan
                         all along. He must have found a
                         supplier before going into Arkham
                         and once there or during the
                         breakout he someone got in touch
                         with Bane --

                                   GORDON
                         -- Slowly wear down Batman the
                         first night, then hit him hard the
                         next day by making him come out and
                         fight Bane, and from what it looks
                         like a stronger and more powerful
                         Bane.

                                   BULLOCK
                         That will give Zsasz time to get
                         away or make killing the Bat a hell
                         of a lot easier for him.

                                   MONTOYA
                         I don't know. It doesn't feel
                         right, there has to be something
                         more. Somebody inside Gotham had to
                         help him escape.

                                   BULLOCK
                         Like who?

                                   GORDON
                         Jeremiah Arkham.

               Gordon leaves his office with Bullock and Montoya following.

               INT. GOTHAM POLICE HEADQUARTERS - CONTINUOUS

               Gordon marches through the room.

                                   GORDON
                         I want a warrant for Jeremiah
                         Arkham as soon as you get it bust
                         him! In the meantime lets get Bane!

               The room empties and follows Gordon down the stairs.

               INT. BATCAVE - MORNING

               Alfred heads down the steps of the Batcave with Talia
               trailing along. Alfred gets to the Batcomputer and sits down
               in the chair. Talia walks around in amazement. A police
               report about West 42nd. Street comes up on the Batcomputer.
               Alfred turns on the link to Batman.

               INTERCUT AS NEEDED

                                   ALFRED
                         There has been a report of Bane's
                         last location, sir.

                                   BATMAN
                         Where?

                                   ALFRED
                         West 42nd. Street.

                                   BATMAN
                         Got it.

               Batman FLOORS it.

               EXT. WEST 42ND STREET - MORNING

               The Police have blocked off the streets. Media and citizens
               surround the area. Gordon, Bullock, and Montoya pull up and
               get out of their cars. The street looks even worse in person
               then it did on TV.

                                   GORDON
                         Oh, man.

                                   COP (O.S.)
                         Commissioner!

               Gordon turns and sees a COP signaling him from one of the
               trashed business.

                                   GORDON
                         What is it officer?

                                   COP
                         You better come and take a look at
                         this.

               INT. TRASHED BUILDING - CONTINUOUS

               Gordon heads into the trashed building.

                                   COP
                         Over here, Commissioner.

               Gordon and several officers follow the Cop through the
               debris. The Cop points at one of the walls. 

               ANGLE ON - THE WALL, with a giant BAT LOGO made with DEAD
               BATS nailed against it. Written in BLOOD in the middle of the
               logo are two words:

                                       CRIME ALLEY

                                   GORDON
                         Crime alley?

               Gordon's attention soon turns outside when he hears the
               BATMOBILE pulling up.

                                   GORDON (CONT'D)
                         Tell nobody about this, understand.

               Gordon rushes out the door.

               EXT. WEST 42ND STREET - CONTINUOUS

               Gordon runs out the door in time to see Batman pulling up and
               breaking through the police tape. The media try to rush him
               but are held back by Police. 

               Batman pulls up in front of Gordon who quickly rushes to him.
               Batman pops open the roof of the BATMOBILE. Gordon whispers
               to him. The roof closes and Batman takes off.

                Bullock runs to Gordon.

                                   BULLOCK
                         Gordon what are you --

                                   GORDON
                         Don't worry about it, Bullock. Let
                         Batman handle this.

                                   BULLOCK
                         But, Commish --

                                   GORDON
                             (sternly)
                         Bullock.

                                   BULLOCK
                         Yes, sir.

               INT. BATCAVE - MORNING

               Alfred watches the news on the monitor with Talia.

               INTERCUT AS NEEDED

                                   BATMAN
                         They're at Crime Alley.

                                   ALFRED
                         Crime Alley? Why on earth would
                         they be there, sir?

                                   BATMAN
                         I don't know.

                                   ALFRED
                         You don't believe that they know
                         what happed there do you, sir?

                                   BATMAN
                         I don't know. Bane never showed any
                         interest in Bruce Wayne and neither
                         has Zsasz.

                                   TALIA
                         He can't go there it's a trap.

                                   ALFRED
                         He knows dear.

                                   TALIA
                         But he's --

                                   ALFRED
                         Dear... he's knows.

               EXT. CRIME ALLEY - MORNING

               Batman drives through CRIME ALLEY. What's in a name?
               Everything with this Alley. Batman parks the BATMOBILE and
               gets out. Batman quickly reaches into his UTILITY BELT and
               pulls out his RADIO TRANSMITTER.

                                   BATMAN
                         Shields.

               CHROME-STEEL PLATES slide out from under the BATMOBILE
               leaving it impenetrable.

               Batman heads forward but stops as he sees a run down THEATER.

               BANG! A Gunshot and a WOMAN'S VOICE rings through Batman's
               head. BANG! Another shot rings out.

                                   JOKER (V.O.)
                         You ever danced with the devil by
                         the pale moonlight?

               The JOKER's maniacal laugh begins overpowering Batman's
               thoughts. BANG! Another shot. The laughing gets louder.
               LOUDER. Batman quickly shakes it off.

               Silence.

               BAM! Batman turns around and sees Bane standing on top of the
               BATMOBILE like a skyscraper.

                                   BATMAN
                         Get off my car.

                                   BANE
                         What's wrong Bruce you don't like
                         sharing your toys?

                                   BATMAN
                         What?

               A door slams behind Batman. He only glances but it gives Bane
               an opportunity and he takes it by throwing a kick at Batman's
               face. Batman senses it and reaches out and grabs Bane's foot
               and twists pulling Bane down onto the hood of the BATMOBILE.
               Bane kicks him with his free leg. Batman tries to block it
               but the power of the kick forces him back.

               Bane leaps off the BATMOBILE headfirst but Batman side steps
               him and WHACKS him in the back of the head sending Bane to
               the street. Bane recovers faster then Batman can get a second
               blow in and reaches out grabbing Batman by the leg and pulls
               him off the ground. Bane hops up and grabs both of Batman's
               legs and -WHAM!- swings him into the BATMOBILE.

               Bane violently begins kicking the Dark Knight in the back not
               letting up for a second.

                                   BANE
                         Come on, Wayne! Come on!

               Bane lifts Batman up by the neck then repeatedly SLAMS his
               head onto the BATMOBILE. Batman elbows Bane in the stomach
               but there's no effect. He tires it again. Nothing.

               Bane wraps his giant hands around Batman's head and lifts him
               up in the air and starts trying to crush Batman's skull.
               Batman struggles and punches at Bane but nothing is working.
               Batman reaches into his UTILITY BELT and pulls out a PLASTIC
               MINI-TEST TUBE with  BLUE FLUID inside and begins to shake
               it.

               Bane squeezes tighter. To tight. Batman drops the tube. It
               cracks open on the street and starts bubbling like acid.

                                   BANE
                         Is that it? No new toys from
                         WayneTech Bruce?

               Batman swigs his leg back as far as he can then swings it
               towards Bane. Bane throws his head back dogging the kick.

                                   BANE
                         Missed.

               Actually he didn't. Batman foot comes back down delivering an
               ax kick right on Bane's chin dropping him to the ground.
               Batman lands on his feet and drops to one knee holding his
               head in pain. Bane did more damaged then feared.

               Bane quickly starts to rise up. Batman hops onto Bane's back
               and starts chocking him out. Bane slowly starts fading away.
               Batman reaches back and grabs his RADIO TRANSMITTER.

                                   BATMAN
                         Shields open.

               Quickly the shields on the BATMOBILE opens up. Batman starts
               leaning backwards towards the BATMOBILE with Bane's body
               following. The roof of the BATMOBILE opens up and Batman puts
               all of heart into it and falls back into the BATMOBILE with
               Bane crashing down on top of him. 

               Batman squirms out from under Bane and hops out of the car
               then squeezes Bane into the BATMOBILE.

                                   BATMAN (CONT'D)
                         Shields.

               The shields come back overtop of the BATMOBILE enclosing Bane
               inside. Batman takes a quick breath then turns back around
               and heads straight for the Theater.

               EXT. BATCAVE - THAT MOMENT

               Talia paces around nervously.

                                   TALIA
                         What's taking so long?

                                   ALFRED
                         Don't worry, Miss. al Ghul.

                                   TALIA
                         Shouldn't he be talking to you
                         right now?

                                   ALFRED
                         Not always.

               The pacing continues this time we can see the frustration
               building to a boiling point until finally --

                                   TALIA
                         I'm sorry Alfred I have to go.

                                   ALFRED
                         Ma'am, I implore you to stay here.

                                   TALIA
                         I'm sorry I can't. I love him.

               Talia heads towards the stairs and races up them. Alfred
               cracks a smile.

               INT. THEATER - LOBBY - THAT MOMENT

               The most beautiful theater we've ever seen is before us in
               ruins. A true highlight of Gotham architectural brilliance is
               now layered in graffiti, rats, needles, and human waste --
               bodily and otherwise.

               With a look of disdain Batman enters through the rusted out
               front doors. Even though the place is a wreck for some odd
               reason Batman seem to look perfect in the picture before us.

               Batman glides through the lobby looking carefully at every
               makeshift house for homeless Gothamites and the beds for the
               prostitutes who's names are scribbled onto the walls above
               them.

               Batman continues through the theater and sees a busted frame.
               Batman takes a step forward and wipes off the dust and sees
               inside is a poster for "THE MASK OF ZORRO".

               BANG! Gunshots blast inside Batman's head. Batman grabs the
               poster in rage and throws it onto the floor SHATTERING the
               glass frame into pieces.

                                   ZSASZ (O.S.)
                         Aww, I figured you'd wanted to keep
                         that for a family heirloom?

               Batman swings around and sees a door leading to the MAIN
               SCREEN closing.

               INT. THEATER - MAIN SCREEN - MORNING

               The Lobby's best day couldn't doesn't even compare to the
               glory of Main Screening room -- even covered in trash and a
               collapsing ceiling.

               Batman opens the doors and finds Mr. Zsasz standing on the
               stage.

                                   ZSASZ
                         The Batman is here! Time for the
                         show begin.

                                   BATMAN
                         You're going to jail.

                                   ZSASZ
                         Me? Oh no Batman... or shall I say
                         Bruce Wayne. Bane filled me in on
                         you little identity. You see Bane
                         had a lot of time in Arkham and
                         away from Ivy he had time to do
                         some thinking... time to grow up.
                         Oh, and not to mention, the Riddler
                         regained his senses.
                             (beat)
                         I no doubt would have figured it
                         out sooner or later but Gotham
                         isn't my city so why should I
                         bother. But I must say - Magician
                         to Magician - you do a fabulous
                         disappearing act. And living two
                         lives at once. It's almost like
                         your practicing for marriage.

               Batman starts towards Zsasz.

                                   ZSASZ
                         Tell me, Batman. Don't you want to
                         know how it feels? Life flowing
                         from you're hands. The blood
                         beckoning the flesh to release it
                         into world. I'm releasing the
                         drones from their hell, Batman.

               Batman leaps on top of the stage.

                                   ZSASZ (CONT'D)
                         Even the babies are drones. That's
                         why I released them. I could have
                         done it while they where sleeping
                         but I made sure they were awake
                         that way they could feel the --

               BAM! Batman DRILLS Zsasz with a right cross. The Batman
               reaches down and grabs Zsasz by the collar and jerks him up.
               Batman SLUGS him in the gut then throws him off the stage
               into the front row with the seats buckling under him.

               Zsasz struggles to stand as Batman jumps off the stage and
               lands behind him. Batman grabs Zsasz by the shoulder and
               SLAMS him back into the stage then nails his with a right
               hand across the face. A left. A right. A knee into the gut. A
               handful of hair then a knee lift to the chin sending a bloody
               Zsasz back onto the floor.

               Zsasz slowly rolls onto his stomach and starts dragging
               himself away from Batman spitting blood.

                                   ZSASZ
                         I thought you were one of the good
                         guys.

               Zsasz rolls over onto his back and looks up at Batman.

                                   ZSASZ
                         Superman wouldn't do this.

                                   BATMAN
                         Superman's a pussy.

               BAM! Batman kicks Zsasz square in the nuts. Zsasz howls in
               pain.

               INT. BATMOBILE - THAT MOMENT

               Bane slowly starts coming to. Bane looks around then pushes
               on the roof. Nothing. Pushes again. Nothing. Gives it another
               try. Still nothing.

               Bane reaches into his belt taking out patch after patch of
               VENOM and starts slapping them on. Bane's head snaps back.
               Muscles twitch violently. Veins start doubling in size.

               EXT. CRIME ALLEY - CONTINUOUS

               The roof and chrome-steel plates of the BATMOBILE starts to
               rise up with a loud thud. Again. Again. Another. The final
               blow sends the roof and shields flying into the sky as Bane
               stands inside the BATMOBILE jacked up twice his normal size
               and ready to kill -- Batman.

               I/E. TALIA'S CAR - THAT MOMENT

               Talia has reached the city and it's GRIDLOCK. Talia punches
               the steering wheel then takes a left down the back alleys.

               INT. THEATER - MAIN SCREEN - THAT MOMENT

               Zsasz SLAMS down in front of us in worse shape then we left
               him. Batman pulls one of Zsasz's arms behind his back and
               starts slapping the BATCUFFS on him.

               SMASH!

               Batman turns to the sound coming from the lobby.

                                   ZSASZ
                         Haha, hold long did you think that
                         car you had would hold him Batman?
                         The Venom he has now is twice as
                         powerful. And by the looks of you,
                         you've had a very long night with
                         my friends.

               SMASH! The doors to MAIN SCREEN are RIPPED OFF the hinges as
               Bane yells in power and fury.

               Before Batman can finish cuffing Zsasz Bane throws one of the
               doors towards the Batman SMASHING into the stage and just
               narrowly missing Batman's head.

               Zsasz turns over onto his stomach and kicks Batman in the
               face allowing him time to escape. Batman kips up to his feet
               only to block a theater seat flying towards his face. Another
               one flies towards him and the Batman knocks it down.

               Batman looks up and with the power of a charging bull Bane
               tackles Batman sending both men CRASHING into the front of
               the stage. Bane bursts up from inside the stage and reaches
               down and grabs and Batman and FLINGS him over onto the stage
               more then twenty feet.

               Bane leaps onto the stage and charges Batman and begins a
               serious beat down on Batman without a chance of a block
               coming from him.

               Batman lays on the stage floor then swings around and kicks
               Bane in the shin. Bane stands motionless then grabs Batman
               and throws him up against a wall in front of him and swings a
               right hand. Batman ducks as Banes hand goes THROUGH the wall. 

               Bane shoves Batman against the wall with his free hand. Bane
               pulls out his hand then gives Batman a right cross busting
               his mouth. The Batman goes flying as Bane tosses him across
               the stage.

                                   BANE
                         You're not putting up a fight,
                         Batman. Batgirl fought better then
                         this.

               Batman rolls over to his stomach grabs a small SYRINGE from
               the UTILITY BELT. Bane walks over to Batman and lifts him
               from behind. Batman turns around and STABS Bane in the chest
               with it.

                                   BANE
                         There's no antidote for Venom
                         Batman you're wasting your time.

                                   BATMAN
                         It's not an antidote. It's a
                         stimulant.

               Bane looks at Batman puzzled. Then groans in pain. Bane lets
               go of Batman and grabs his heart. Bane starts to panic.

                                   BANE
                             (weakly)
                         I'll... kill.

               Bane SCREAMS then collapses. WHACK! Batman falls to the stage
               as Zsasz stands over him with a 2x4.

                                   ZSASZ
                         Good job!

               WHACK! A shot to the back Batman's head.

                                   ZSASZ
                         You figured out that his heart
                         didn't double in size so it was
                         working twice as hard --

               WHACK! Another shot.

                                   ZSASZ
                         Whenever he --

               WHACK! Another shot.

                                   ZSASZ
                         -- Used Venom. Let me guess you
                         waited out until he got so jacked
                         up that one shot would do him in,
                         huh?

               Batman staggers up. Zsasz kicks Batman in the gut then throws
               an uppercut with the board that hits it's mark sending the
               Bat down.

               Zsasz throws the board down and reaches into his jacket and
               pulls out his KNIFE.

               Batman lies motionless as Zsasz stalks his prey.

                                   TALIA (O.S.)
                         Get away from him.

               Zsasz turns to see Talia heading towards him.

                                   ZSASZ
                         Excuse me?

               Talia calmly reaches into her pocketbook and pulls out a GUN
               and aims at Zsasz's head.

                                   ZSASZ
                             (with a smile)
                         Doubt you'll shoot my dear. You're
                         far too sweet --

               BANG! Zsasz drops to the stage with a bullet lodged in his
               brain. Talia runs up onto the stage and drops to her knees
               and consoles Batman.

                                   BATMAN
                         Talia?

                                   TALIA
                         Love.

                                   BATMAN
                         What are you doing here?

                                   TALIA
                         I love --

                                   BANE (O.S.)
                         NO!

               Bane jumps to his feet. Talia stares in shock. Bane knocks
               Talia away and grabs Batman and holds him OVER HIS SHOULDERS.

               Batman quickly reaches into his UTILITY BELT and take out his
               BATGRAPPLE. Gives the hook slack and wraps it around Bane's
               neck. The Grapple SHOOTS to the ceiling taking Bane with him
               and goes through the ceiling and LOCKS in place.
               The extra slack in the rope allows Bane a quick fall stopping
               with a quick jolt. The ceiling cracks then COLLAPSE with Bane
               crashing NECK FIRST. As the dust settles we see Bane... DEAD.

               Batman fumbles over to Talia and helps her up.

                                   BATMAN
                         Are you alright?

                                   TALIA
                         Are you?

                                   BATMAN
                         Yes.

                                   TALIA
                         Then I am too, my love. Talia and
                         Batman embrace.

                                                       DISSOLVE TO:

               INT. WAYNE MANOR - LIVING ROOM - NIGHT

               Alfred is dusting the furniture with the TV on. Alfred goes
               to the large window and starts to close the curtains.

                                   SUMMMER (O.S.)
                             (filtered)
                         -- Jeremiah Arkham is still in
                         custody.

               Of course we promised you some red carpet treatment for the
               end of tonight's broadcast for the Gotham City Orchestra
               Spring Concert. Alfred stops and turns to the look at the
               screen.

               ANGLE ON - THE TV, as Bruce and Talia are dressed to the
               miens and holding hands as they walk down a red carpet that
               leads to a CONCERT HALL.

                                   SUMMMER (CONT'D)
                             (filtered)
                         As we go to some outside shots we
                         see here Bruce Wayne and his
                         girlfriend Talia al Ghul making
                         their way down the red carpet.

               ANGLE ON - ALFRED, smiling. Suddenly the BATSIGNAL shines
               over Alfred's shoulder.

               ANGLE ON - THE TV, as we see Bruce and Talia take one last
               look to the sky and then head into the Concert Hall.

                                   SUMMMER
                             (filtered)
                         Rumor has it that these two have
                         been an hot item now for nearly
                         three months and nothing seems to
                         be standing in the way of this
                         budding romance.

               ANGLE ON - ALFRED, turning to close the curtain. He pauses
               when he sees the BATSIGNAL. Alfred starts to walk off when
               The phone rings. Alfred walks over and answer it.

                                   ALFRED
                         Yes, Miss. al Ghul. Tell Master
                         Bruce I'm sending the car as we
                         speak. You take care too, dear.

                                                                CUT TO:

               INT. BATCAVE - NIGHT

               The engine to the BATMOBILE roars. Flames shoot out the back.
               The BATMOBILE takes off.

               EXT. WOODS - NIGHT

               The BATSIGNAL shines brightly over the city as if knowing the
               BATMOBILE is heading towards Gotham one more time to pick up
               it's saviour. Batman: The Dark Knight.

                                                              FADE OUT.



                                         THE END
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