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+                                BATMAN 2
+
+
+                         Screenplay By Sam Hamm
+
+
+
+
+
+
+
+
+
+                                                        FIRST DRAFT
+
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+
+
+
+     NOTE: THE HARD COPY OF THIS SCRIPT CONTAINED SCENE NUMBERS.
+     THEY HAVE BEEN REMOVED FOR THIS SOFT COPY.
+
+     NOTE ALSO: THE HARD COPY OF THIS SCRIPT WAS IN THE NON-
+     PREFORMAT FONT "BOOKMAN OLD". THIS HAS BEEN CHANGED TO
+     PREFORMATTED TEXT FOR THIS SOFT COPY.
+
+
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+
+
+     EXT. GOTHAM SQUARE - DUSK
+
+     It's finally happened.  Hell's frozen over.
+
+     Christmas is two weeks off, arid SNOW is falling in Gotham.
+     Beneath its pristine white blanket, the city looks
+     uncharacteristically serene -- almost inviting.  Peace has
+     been miraculously restored: strangers wave hello.  Salvation
+     Army Santas ring their bells on streetcorners.  And now, as
+     night falls, an ILLUMINATED SIGN winks on above Broad Avenue:
+     "JOYEUX NOEL GOTHAM -- Only 16 Shopping Days Left Till
+     Christmas."
+
+     The streets are bustling with jolly shoppers.  At a souvenir
+     store, we find an exasperated MOM squabbling with her seven-
+     year old.  Like many other storefronts in Gotham, this one is
+     overflowing with bootleg BATMAN MERCHANDISE: t-shirts, key
+     chains, ceramic figurines.  The kid is already wearing a
+     Batman baseball cap and a little black cape, but he obviously
+     wants more.
+
+     Mom drags him off past another store window, this one full of
+     SCRAP METAL, with a sign reading "AUTHENTIC FRAGMENTS OF THE
+     BATWING -- $19.95 and up."  A PANHANDLER is perched at the
+     entrance.  Beneath his array jacket is a grubby sweatshirt
+     with the familiar yellow-and-black logo.  In Gotham this
+     winter, Batmania is everywhere...
+
+     EXT. GOTHAM SQUARE - LATER THAT NIGHT
+
+     Two hours later, the SNOWSTORM's grown into a full-fledged
+     blizzard.  The drifts are two feet deep and the streets are
+     all but empty of cars.  A massive SNOW PLOW the size of a
+     Panzer tank rumbles past, FILLING THE FRAME...
+
+     ...and revealing, as it passes, a group of CAROLERS, all
+     bundled up in mufflers and parkas.  Unbothered by the weather,
+     they walk the street singing, spreading cheer and goodwill to
+     the few passersby.
+
+     They've just gone into a lovely a capella rendition of "Silent
+     Night" when an oversized DELIVERY TRUCK, outfitted with snow
+     chains, clanks slowly past in the wake of the plow.  Its sides
+     are decorated with cartoon igloos advertising a popular ice
+     cream snack -- POLAR BARS -- oddly inappropriate for this time
+     of year.
+
+     A streetcorner SANTA, with bell and bucket, WAVES at the truck
+     as it rounds a corner.  The CAROLERS carol.  Then --
+
+     -- a VIOLENT EXPLOSION rocks the street -- followed by the
+     sound of AUTOMATIC GUNFIRE and a high, wailing SECURITY ALARM.
+
+     EXT. SCHRACH AND CO. - THAT MOMENT - NIGHT
+
+     Around the corner there's CARNAGE on the streets.  The windows
+     have blown out of Gotham's leading jewelry store.  Gut-shot
+     SECURITY GUARDS stagger and go face down in the snow as
+     ROBBERS, dressed in white camouflage gear, clamber out through
+     the shattered glass with SACKFULS OF LOOT.
+
+     CAROLERS spill around the corner to see what's going on, but a
+     spray of GUNFIRE sends them scattering in panic.  The POLAR
+     BAR truck pulls even with the jewelry store, and as it does...
+
+     The REAR DOORS open.  A RAMP slides down from the back of the
+     truck.  The ROBBERS scramble aboard, and mere seconds later
+     SLIDE out AGAIN -- riding atop five SKIDOO SNOWMOBILES.
+
+     SIRENS HOWL.  A POLICE CAR appears, taking the corner just a
+     trifle too fast -- FISHTAILING on the icy street and plowing
+     into a drift.
+
+     INT. SQUAD CAR - THAT MOMENT - NIGHT
+
+     The COPS gun the engine, but their wheels are spinning in the
+     snow -- no traction.  They're about to climb out and give
+     chase on foot when, through the windshield, they see the
+     Salvation Army SANTA...
+
+     ...HOISTING AN AK-47 AND FIRING DIRECTLY AT THEM.  The
+     windshield disintegrates and the COPS sink from view as SANTA
+     races off to the last of the snowmobiles, which is already
+     burdened with LOOT.
+
+     EXT. STREET - THAT MOMENT - NIGHT
+
+     MORE SQUAD CARS converge on the jewelry store -- but it's
+     difficult to carry on a high-speed pursuit when the snow's a
+     foot deep and the best you can do is 6 MPH.  The COP CARS skid
+     to a halt, blocked by the rumbling SNOWPLOW.  By now, of
+     course, the LOOTERS are gone -- scooting off on either side of
+     the plow, sticking to the snowy sidewalks.
+
+     EXT. STREETS - A MOMENT LATER - NIGHT
+
+     SNOWMOBILES glide across the sidewalks, sending the few hardy
+     souls who are out on the streets DIVING FOR COVER.  A couple
+     of DERELICTS are cowering behind a fire hydrant, trying to
+     avoid getting run over.  Every time they poke their heads out,
+     another SKIDOO whizzes past, missing them by inches.
+
+     The ROBBERS fan out in various directions.  These guys are
+     obviously going to get away clean -- unless...
+
+     The DERELICT points up at the night sky, where a BEACON is
+     blazing in the darkness -- THE BLACK SILHOUETTE OF A BAT...
+
+     INT. POLICE CAR - THAT MOMENT - NIGHT
+
+     MORE SIRENS.  A COP takes a radio call as he streaks down the
+     long wide avenue which borders Gotham Park -- one of the few
+     streets which is relatively clear.  The COP at the wheel goes
+     wide-eyed and nudges his partner in disbelief.
+
+     Before their eyes, FIVE SNOWMOBILES appear from the cross
+     streets up ahead and CONVERGE at the entrance to Gotham Park.
+     Bringing up the rear is SANTA CLAUS.
+
+                               COP
+               What the hell -- ?
+
+     EXT. ENTRANCE TO PARK - THAT MOMENT - NIGHT
+
+     BRAKES SQUEAL.  Several squad cars are now massed at the
+     entrance to the park -- but there's one problem.  The city's
+     snow plows don't operate on the park roads -- and the entrance
+     is blocked off with SAWHORSES reading "CLOSED TO TRAFFIC."  A
+     huge steep drift prevents them from entering -- and so all
+     they can do is stand by helplessly, WATCHING as the
+     snowmobiles vanish into the trees.
+
+     The COPS race about like headless chickens, trying to concoct
+     a plan.  A couple of them are trying to scale the stone walls
+     of the park.  Another is at his car, barking into a radio
+     mike:
+
+                               COP WITH MIKE
+               Yeah, you heard me.  Snowmobiles!
+                    (pause)
+               So what do we do?  Chase 'em on foot??
+
+     ALL EYES TURN at the blare of a horn.  The COPS peer down the
+     long corridor of the cross street -- and see a STRANGE BLACK
+     VEHICLE barreling toward them at 90 MPH, with no intention of
+     stopping...
+
+     THE BATMOBILE!!  COPS dive left and right.  A split-second
+     later...
+
+     ...a FORTY-FOOT JET of NOVA-INTENSITY FLAME erupts from the
+     front of the jet-black supercar -- instantaneously DISSOLVING
+     the drift that blocks the entrance to the park -- turning the
+     ice and snow on the paths before it into water!
+
+     The BATMOBILE screams past in the wink of an eye.  The COPS
+     get to their feet; cold as it is, they're sweating.  One of
+     them mops his brow and announces, dumfounded:
+
+                               COP I
+               ...That was Batman.
+
+                               COP II
+               NO SHIT!!
+
+     COP II yanks COP I into the nearest squad car, and the others
+     follow suit.  ENGINES REV.  As long as the BATMOBILE's cleared
+     a path, they might as well join in the chase...
+
+     EXT. BRIDLE PATH - THAT MOMENT
+
+     TWO BURLY TEENAGERS -- both dressed in RED BERETS and PARKAS
+     with BLACK BATMAN SWEATSHIRTS visible underneath -- are
+     trudging along the path when they're STARTLED by a pair of
+     speeding SKIDOOS.  Moments later, they spot a RED GLOW on the
+     horizon...
+
+     ...and their JAWS DROP as the BATMOBILE roars into view,
+     BURNING OFF THE SNOW IN ITS PATH.  Thrilled beyond words, they
+     WHOOP WITH GLEE, slapping high-fives as the car streaks past.
+
+     INT. BATMOBILE - ON BATMAN - THAT MOMENT
+
+     His face is weirdly illuminated by the flame still spitting
+     from the front of the car.  Cool as ever -- approaching the
+     chase as a simple problem in logic -- he checks a radar
+     display on his dashboard and sees FIVE BLIPS.
+
+     EXT. PARK - ON SQUAD CARS - THAT MOMENT - NIGHT
+
+     The cops follow along in BATMAN's path.  The lead car LOSES
+     CONTROL and plows headlong into a drift.  The DRIVER jams the
+     pedal, but his rear wheels end up digging a deep rut in the
+     ice.  He sits there cursing, pumping the accelerator as other
+     COPS race past him on foot.
+
+     INT. BATMOBILE - ON BATMAN
+
+     The various ROBBERS have spread out, their vehicles BOUNDING
+     over the hilly terrain of the park.  He spots two of them up
+     ahead; as he draws closer, they PART WAYS, veering off to the
+     left and right...
+
+     ANGLE ON BATMOBILE - MOVING
+
+     PODS OPEN on the front fenders, and MISSILE LAUNCHERS rotate
+     into place.  The Batmobile fires a pair of HEAT-SEEKING
+     TORPEDOS, which BURROW into the snow on either side and
+     disappear.
+
+     ANGLE ON LEFT SNOWMOBILE - MOVING
+
+     The DRIVER looks back over his shoulder and sees what appears
+     to be a BLACK SHARK FIN plowing through the snow behind him,
+     GAINING FAST.  He takes evasive action, but the SHARK FIN
+     always seems to follow.  Just as he approaches the crest of a
+     hill...
+
+     ...the TORPEDO slams into the rear of the SNOWMOBILE.  The
+     force of impact knocks the ROBBER cleanly off.  His LOOT lands
+     in the snow beside him, but the SNOWMOBILE keeps going --
+     sailing over the crest of the hill and striking the rocks
+     beyond with a deafening EXPLOSION.
+
+     ANGLE ON RIGHT SNOWMOBILE - MOVING
+
+     This ROBBER's a little smarter than his buddy.  When he sees
+     the shark fin on his tail, he noses his snowmobile off into a
+     GROVE OF TREES.  The trees are too closely spaced for the
+     torpedo to maneuver; it strikes the nearest tree trunk and
+     explodes harmlessly.
+
+     The ROBBER is feeling good about himself, because the
+     Batmobile can't follow either.  But BATMAN has a Plan B.  As
+     he drives alongside the grove, he HITS THE ACCELERATOR,
+     passing the snowmobile on its left.  A STEEL SPIKE attached to
+     a cable launches from the side of the Batmobile and WEDGES
+     ITSELF into a distant TREE.
+
+     The cable goes taut, and the tree TOPPLES -- directly into the
+     path of the second SNOWMOBILE.  The vehicle crashes into the
+     trunk, and the hapless ROBBER goes cartwheeling head-over-
+     heels into a drift.
+
+     In the distance, COPS appear -- racing to the scene on foot,
+     ready for mop-up duty.  BATMAN kills the flamethrower, hits
+     the brakes, and FISHTAILS, doing a quick 180 on the snow.
+     He's just spotted fresh quarry: snowmobiles three and four,
+     whizzing over a rolling white pasture in the distance.
+
+     EXT. PARK - THAT MOMENT
+
+     We're at a makeshift CAMPSITE -- where a cluster of HOMELESS
+     PEOPLE are burning refuse in a garbage can to keep warm.  They
+     look on in puzzlement as the two SNOWMOBILES whiz past and
+     disappear over a crest of a hill...
+
+     EXT. LAKEFRONT - ON SNOWMOBILES #3 AND #4
+
+     They bounce down the hillside and SKID -- arriving at the edge
+     of a frozen-over LAKE.  With the roar of the Batmobile behind
+     them, the two DRIVERS get the same idea simultaneously.
+     Smiling, they rev their engines and set out over the surface
+     of the lake.
+
+     Now the Batmobile crests the ridge.  The car's weight tips
+     suddenly and it begins to skid down the hill toward the lake.
+     BATMAN sees what's happening and kills the flamethrower just
+     in time -- but he can't brake the car on the snowy slope.  The
+     prow of the Batmobile slides out onto the edge of the lake --
+
+     -- and under its weight, the ICE begins to crack.  The left
+     front tire takes a sudden dip -- and worse yet, the car is
+     sliding forward.
+
+     INT. BATMOBILE - ON BATMAN
+
+     He shifts frantically from drive to reverse, trying to rock
+     the car out of its predicament, but his rear wheels find no
+     purchase.  He can hear the ice cracking beneath him.
+     Grimacing, he throws a switch on the dashboard --
+
+     EXT. LAKE - ON BATMOBILE
+
+     -- and the trunk pops open.  An industrial-strength GRAPPLING
+     HOOK shoots upward and digs in at a point beyond the crest of
+     the hill; and a concealed WINCH ASSEMBLY begins to grind away,
+     hauling the Batmobile uphill, out of danger.
+
+     INT. BATMOBILE - ON BATMAN
+
+     Suspended just above the icy lake, he sees the SNOWMOBILE
+     vanishing into the distance.  He opens (yet another) panel on
+     the dashboard...
+
+     EXT. LAKE - ON SNOWMOBILES #3 AND #4
+
+     The ROBBERS give each other a big thumbs-up.  They're almost
+     halfway across the lake now and the Batmobile is disabled.
+     All at once they hear a strange WHISTLING overhead...
+
+     Fireworks?  No, it's a THERMITE BOMB -- rocketing past them,
+     hitting the ice some forty feet ahead and EXPLODING GAUDILY.
+     JAGGED CHUNKS OF ICE break free and SHIFT in the frigid water
+     -- and the ROBBERS are skidding into the drink before they
+     know what's hit them.
+
+     ANGLE ON SNOWMOBILE #5 - MOVING
+
+     The last of the robbers is SANTA CLAUS -- his big sack filled
+     not with toys, but precious stones.  He approaches the edge of
+     the park, negotiating his way through a maze of rocky
+     outcroppings.  He squirts out from behind a boulder into a
+     clearing...
+
+     ...and GASPS in PANIC as a SEARING BURST OF FLAME erupts
+     behind him.  The BATMOBILE speeds out from the other side of
+     the boulder; SANTA twists his accelerator, desperately trying
+     to build up speed.
+
+     As it is, he's barely managing to stay ahead of the
+     flamethrower.  But the jet of flame suddenly DIES; the HOOD of
+     the Batmobile rises half a foot --
+
+     -- and TWIN PROJECTILES launch into the air.  A heavy NET is
+     strung between them -- and it lands SMACK ON TOP OF SANTA
+     CLAUS, entangling the snowmobile and stopping him in his
+     tracks.
+
+     Immobilized, he watches through the net in horror as the
+     Batmobile barrels down.  When the great black machine is
+     almost atop him --
+
+     -- it stops on a dime six inches from his heavily-padded
+     frame.
+
+     EXT. ENTRANCE TO PARK - A MINUTE LATER - NIGHT
+
+     The COPS are spread out near the entrance.  They've rounded up
+     the other ROBBERS and returned most of the loot.  They hear a
+     dull ROAR in the distance...
+
+     ...and a few seconds later the BATMOBILE streaks into view,
+     dragging the NET behind it -- SANTA, his loot, and his
+     snowmobile, all tied up in one tidy parcel.
+
+     At the entrance to the park, the NET detaches itself from the
+     Batmobile, dumping SANTA into the hands of the waiting COPS.
+     Without stopping, the BATMOBILE roars out of the park and
+     vanishes whence it came.  A mildly-humiliated COP turns to his
+     colleague and SHRUGS:
+
+                               COP I
+               ...Merry Christmas.
+
+     The second COP points to SANTA, still struggling in the net.
+
+                               COP II
+               Gift-wrapped and everything.
+
+                                                       DISSOLVE TO:
+
+     EXT. CITY HALL - DAY
+
+     TV MINICAM CREWS are camped out on the steps of City Hall,
+     with a sizable crowd watching from the street.  COMMISSIONER
+     GORDON is reading from a prepared statement.
+
+                               GORDON
+               After a high-speed chase -- over $750,000
+               in precious jewels were recovered intact
+               by the police force -- working in concert
+               with Batman.
+
+     At the sound of Batman's name, a CHANTING goes up in the
+     crowd:
+
+                               VOICES IN CROWD
+               TAKE BACK THE STREETS!  TAKE BACK THE
+               STREETS!  TAKE BACK THE --
+
+     GORDON winces and lets out a sigh.  The CHANTERS are a group
+     of pugnacious, well-muscled KIDS, late teens and early
+     twenties, all dressed in identical garb: black Batman
+     SWEATSHIRTS and little red Guardian-angel BERETS.  They're
+     obviously members of the same club -- just like the guys we
+     saw in the park.
+
+     GORDON waits for them to shut up, but they don't; so he grabs
+     the mike and speaks slowly and distinctly, trying to be heard
+     over the din.
+
+                               GORDON
+               I would like to stress -- that while this
+               city enjoys a special relationship with
+               Batman --
+                    (louder)
+               -- we do not condone vigilantism --
+                    (practically screaming)
+               -- IN ANY FORM.
+
+     It's no use.  He's totally drowned out by the RED BERETS, who
+     continue to shout and shake their fists.  Giving up, he
+     returns the mike to a REPORTER and marches up the steps in a
+     huff.  The RED BERETS CHEER.
+
+                                                            CUT TO:
+
+     INSERT - TELEVISION SCREEN
+
+     The evening news: a live, on-the-spot interview from Gotham
+     Square.  A superimposed GRAPHIC identifies a surly kid in a
+     RED BERET as "MIKE SEKOWSKY -- SPOKESPERSON -- ORDER OF THE
+     BAT."
+
+                               SEKOWSKY
+               And hey!  Where does this --
+                    (BLEEP; expletive deleted)
+               -- Gordon get off calling us ?
+               We're not breakin' any laws.  We're a
+               group of concerned citizens, that's all --
+               just like Batman.
+
+                               WOMAN IN CROWD
+               You people are nothing but hoodlums!
+
+                               SEKOWSKY
+               Hey, lady -- we're out here on patrol
+               riskin' our necks to protect old biddies
+               like you.
+                    (into mike)
+               If this lame-o Gordon could do his job --
+
+     MORE CATCALLS from the crowd.  The picture jumps suddenly as a
+     minicam is jostled; some sort of SCUFFLE appears to be
+     breaking out.  Before it does, CAMERA PULLS BACK from the TV
+     screen, placing us in:
+
+     INT. WAYNE MANOR - KITCHEN - NIGHT
+
+     where ALFRED THE BUTLER is watching the Sekowsky interview
+     with extreme dismay.  As he trims the crusts from a pair of
+     hearty watercress sandwiches, he SLICES HIS FINGER OPEN.
+
+     ALFRED makes a pained face -- it's all Sekowsky's fault.
+     Onscreen, the fracas continues; SEKOWSKY has recommandeered
+     the mike...
+
+                               SEKOWSKY (on TV)
+               We're provin' that the spirit of Batman is
+               alive in this city.  We're gonna take back
+               the streets!
+
+     SEKOWSKY raises a fist.  Behind him, his CRONIES begin to
+     chant: "TAKE BACK THE STREETS!  TAKE BACK THE STREETS!"
+     Incensed, sucking on his finger, ALFRED moves to the TV and
+     flicks it off.
+
+     He turns on the radio in search of something more soothing.
+     "Good King Wenceslas" pipes through the manor; smiling, ALFRED
+     sets the sandwich plate alongside a steaming kettle on a
+     Sterling silver tea service.
+
+     INT. BRUCE'S LIBRARY - THAT MOMENT - NIGHT
+
+     The CAROL CONTINUES UNDERNEATH as ALFRED, white linen draped
+     over one forearm, sets the tea tray down on his master's big
+     mahogany desk.  He digs in his pocket for a key and unlocks a
+     side drawer.
+
+     The drawer contains a stack of yellowed, aging NEWPAPER
+     CLIPPINGS -- among them one which reads "THOMAS WAYNE
+     MURDERED: Prominent Doctor, Wife Slain in Robbery.
+     Unidentified Gunman Leaves Child Unharmed."  ALFRED digs
+     around beneath the clippings and finds a concealed SWITCH at
+     the rear of the drawer.
+
+     Gears grind, and a sectional bookcase detaches itself from the
+     wall -- sliding out a couple of feet to reveal a STONE
+     STAIRWAY which descends into darkness...
+
+     INT. BATCAVE - A MOMENT LATER - NIGHT
+
+     Descending the stone stairs, ALFRED arrives in the Batcave.
+     "Good King Wenceslas" is on the speakers down here as well.
+     Across a catwalk the BATMOBILE rests on its little plateau,
+     wrapped in a tarp.
+
+     ALFRED clears some space on a lab table and sets the tea
+     service down.  He glances up at the bank of video monitors and
+     sees SEKOWSKY, still babbling, on several channels
+     simultaneously.  He scans the cave, but there's no trace of
+     BRUCE.
+
+                               ALFRED
+               Sir?  -- MASTER BRUCE??
+
+     As if in response, BATS screech and flutter in the distant
+     recesses of the cavern.  ALFRED turns suddenly and sees BRUCE
+     behind him, suspended from a thin filament wire, RISING OUT OF
+     A BOTTOMLESS ABYSS.
+
+                               BRUCE
+               I'm not deaf, Alfred.  I hear you.
+
+     He's wearing his civvie -- tweed pants and cashmere sweater --
+     but he's got the utility belt, with its spring-action reel,
+     buckled about his waist.  Clutching a bundle, he hangs in
+     midair for a moment, dangling over the void.  ALFRED slowly
+     regains his composure:
+
+                               ALFRED
+               I took the liberty of preparing tea.
+                    (indicating tbe monitors)
+               I take it you've been watching the news?
+
+     BRUCE, still dangling, glances up at the SEKOWSKY interview
+     and nods.
+
+                               BRUCE
+               Yeah...lot of crazy people in this world.
+
+     BRUCE rocks back and forth to build up momentum.  He kicks off
+     on the nearest stone outcropping, lands gracefully on the
+     Batcave floor, and unbuckles his belt.  Preoccupied, he drops
+     his mysterious bundle on the lab table: a roll of black
+     fabric, and a cluster of lightweight, hollow ALUMINUM RODS,
+     connected by what appears to be SURGICAL TUBING.
+
+                               ALFRED
+               I should inform you...Christmas is
+               approaching, and we've received our annual
+               solicitation from the Fireman's Toy Fund.
+                    (eyeing the equipment)
+               If I may inquire...?
+
+                               BRUCE
+               Oh, yeah.  Watch this.
+
+     BRUCE hits a trigger on a tiny gas canister attached to the
+     tubing.  The tubing inflates and the rods spring erect --
+     stiffening, wing-like, into something which looks remarkably
+     like the skeleton of an umbrella.
+
+                               ALFRED
+               Most ingenious, sir.  What exactly  it?
+
+                               BRUCE
+               What does it look like?
+
+                               ALFRED
+               To the untrained eye, sir, it looks
+               remarkably like...the skeleton of an
+               umbrella.
+
+     Sounds good.  BRUCE eyes his new invention, thinks it over,
+     smiles slyly.
+
+                               BRUCE
+               Good guess, Alfred.  That's exactly right.
+
+     BRUCE hits the trigger, and the rods WILT with a hiss.  He
+     sits at his lab table; ALFRED unfolds a napkin on his lap,
+     pours a cup of tea.
+
+                               ALFRED
+               Splendid, sir, and if I may say, I'm glad
+               you're putting your time to such
+               productive use.
+                    (beat)
+               Now -- the Toy Fund.  Our contribution
+               last year was a half-million dollars...
+
+                               BRUCE
+               We can do better than that.
+
+                               ALFRED
+               Then there's the foster-parents program...
+               the Gotham homeless crusade...
+
+     BRUCE nods abstractedly and tucks into his sandwich.  He seems
+     oddly preoccupied -- not exactly melancholy, but his thoughts
+     are obviously a million miles away.  ALFRED looks on,
+     concerned:
+
+                               ALFRED (cont.)
+               Is something troubling you, sir?
+
+                               BRUCE
+               Yeah...the holidays, I guess.  Always gets
+               me thinking about...
+                    (he changes the subject)
+               And to tell you the truth, I'm a little --
+               concerned about Vicki.
+
+                               ALFRED
+                    (anxiously)
+               Miss Vale, sir...?
+
+                               BRUCE
+               Yeah.  I've been thinking about it lately.
+               Thinking about it a lot...
+                    (gravely; shaking his head)
+               ...and I still can't figure out what to
+               get her for Christmas.
+
+     BRUCE shoots ALFRED a solemn, perplexed look -- and ALFRED
+     heaves an audible sigh of relief as we
+
+                                                            CUT TO:
+
+     INT. PRISON CELL - DAY
+
+     TIGHT ON a stack of COOPS and CAGES, piled high against a bare
+     concrete wall.  Each cage -- and there are at least two dozen
+     of them -- contains a twittering BIRD: starlings, pigeons,
+     cardinals, titwillows...
+
+     CAMERA PULLS BACK from the bars of the cages to reveal a VERY
+     ODD FIGURE in prison greys.  A CANARY, perched on his
+     shoulder, SINGS HAPPILY as he stands in front of a grimy,
+     cracked mirror, plastering back his hair, BUFFING HIS NAILS
+     with quick, birdlike strokes.
+
+     MR. BONIFACE is beak-nosed, epicene, and so fat that it seems
+     his skin should burst; the adjective that comes to mind is
+     "obscene."  Despite his eccentric appearance, he comports
+     himself with overblown, theatrical dignity.  Fastidious and
+     preening, he does not suffer insults lightly.
+
+     CAMERA PULLS BACK FURTHER -- through another set of bars --
+     and we realize that MR. BONIFACE is himself caged.  A PRISON
+     GUARD arrives to slide back his cell door...
+
+                               GUARD
+               Up and at 'em, Pengy.  -- Pengy?
+
+     MR. BONIFACE pointedly ignores the GUARD, refusing to
+     acknowledge the odious (if wholly appropriate) nickname.
+
+                               GUARD (cont.)
+               Boniface...
+
+     MR. BONIFACE finally turns.  With an expression of extreme
+     distaste, he affixes a MONOCLE over one eye, returns the
+     canary to its cage and allows himself to be ushered out.
+
+     INT. WARDEN'S OFFICE - DAY
+
+     MR. BONIFACE and his ATTORNEY sit at a long table across from
+     the WARDEN and the members of the PAROLE BOARD.
+
+                               PAROLE OFFICER
+               You want to return the money you stole.
+
+                               BONIFACE
+               Intact.  The map will show you where it's
+               buried.
+
+     The PAROLE OFFICER stares skeptically at a hand-scrawled MAP.
+
+                               PAROLE OFFICER
+               All of it.  Forty-two million dollars.
+
+     MR. BONIFACE stares down humbly at the table -- as if he finds
+     the mere mention of his transgression too embarrassing to
+     bear.
+
+                               PAROLE OFFICER II
+               Why this sudden change of heart?
+
+                               MR. BONIFACE
+               Gentlemen, I want my debt to be repaid in
+               full.  I want to be a part of civilized
+               society!
+                    (oozing sincerity)
+               Prison life is not for me.  The guilt, the
+               fear, the constant shame...one meets a
+               disturbingly low class of people.
+
+                               PAROLE OFFICER II
+               Sure, but -- forty-two million dollars??
+
+     MR. BONIFACE nods plaintively.  It's quite a perfomlance.  He
+     dabs at his face with a handkerchief; it's hot in here, and
+     he's the delicate type...
+
+                               WARDEN
+               His record's clean.  Thirteen years
+               without an incident.
+
+                               ATTORNEY
+               I'd like to point out, my client's put his
+               time to good use.  A student of
+               ornithology...articles published in
+               several respected journals...
+
+     The PAROLE OFFICER thumbs through a stack of magazines: Bird
+     World, Ornithological Review, Beaks And Feathers, Nest Egg.
+
+                               MR. BONIFACE
+               Birds, yes.  My only source of solace.
+
+                               PAROLE OFFICER
+               In light of this rather extraordinary
+               gesture, I see no reason not to endorse
+               your application for parole.
+
+                               BONIFACE
+               Thank you, sir.  You won't regret it.
+
+     MR. BONIFACE shakes hands with the members of the PAROLE
+     BOARD.  As the GUARDS escort him out, a BLACK MYNAH BIRD
+     SQUAWKS LOUDLY from its cage in the corner of the office:
+
+                               MYNAH
+               CRIME DOES NOT PAY.  AAWWK!!  CRIME DOES
+               NOT PAY.
+
+     CHUCKLES all around.  On his way out the ATTORNEY gestures
+     toward the mynah -- and BEAMS at the parole board:
+
+                               ATTORNEY
+               Personally trained by my client.
+
+     INT. PRISON CELL - DAY
+
+     Free time -- the cell doors are open and the convicts are
+     milling around in the common area.  T-BONE, 220 lbs. of dumb,
+     hulking beef, saunters up to his cell and finds his bunkmate,
+     MR. BONIFACE, staring at a stack of EMPTY CAGES.  BONIFACE
+     whirls on him suddenly, his face beet-red, APOPLECTIC WITH
+     RAGE:
+
+                               MR. BONIFACE
+               -- Where are my birds?!?
+
+                               T-BONE
+               Shit, Pengy.  I let 'em go.
+
+                               MR. BONIFACE
+               Hermione.  My canary.  It's the dead of
+               winter!
+
+     T-BONE flops casually on his bunk, obviously enjoying MR.
+     BONIFACE's profound distress.
+
+                               T-BONE
+               They were all cooped up.  With you leaving
+               and all -- seemed like the humane thing to
+               do.
+
+     BONIFACE'S GAZE FALLS on a corner of the cell.  He spots a
+     scattering of YELLOW FEATHERS -- a patch of FRESH BLOOD.  With
+     a supreme effort of restraint, he turns and forces a smile...
+
+                               MR. BONIFACE
+               I see.  -- You might as well have this.  I
+               won't be needing it...
+
+     He tosses a SONY WALKMAN to T-BONE, who flicks it on.  The dim
+     strains of CLASSICAL MUSIC are audible through the
+     earphones...
+
+                               T-BONE
+               Well, thanks, Pengy.  No hard feelings.
+                    (chuckling to himself)
+               Y'know, I'm gonna miss that pudgy little
+               ass of yours.
+
+     T-BONE tunes the Walkman to a rock station, slips the headset
+     on, grins from his bunk.  TWO GUARDS arrive.  As they escort
+     him out, MR. BONIFACE mutters:
+
+                               MR. BONIFACE
+               You won't miss it long.
+
+     EXT. PRISON - MAIN ENTRANCE - DAY
+
+     It's fifteen degrees outside as MR. BONIFACE -- aka THE
+     PENGUIN -- waddles forth from the prison gates, regally
+     attired in cutaway and pin-stripes.  He pauses to inhale a
+     deep lungful of the icy air; then, with a smile of
+     exhilaration, he removes his coat and STRETCHES -- spreading
+     his wings, REVELING in the cold.
+
+     A STRETCH LIMO pulls up.  Two identically gaunt and vulture-
+     like DANDIES, formally dressed, with bowler hats and
+     umbrellas, step out to meet him.  These two gentlemen -- FRICK
+     and FRACK -- serve as the Penguin's general factoti and
+     "business managers."
+
+                               FRICK
+               Welcome back, Mr. Boniface.
+
+                               PENGUIN
+               Mr. Frick.  Mr. Frack.  Our years of
+               planning are about to pay off.
+
+     INT. LIMO - MOVING - DAY
+
+     Now that he's loose, the PENGUIN's rapacious side is beginning
+     to show.  His eyes twinkle with greed as he contemplates his
+     own ingenuity.
+
+                               PENGUIN
+               I take it they found the money all right?
+
+                               FRACK
+               We buried it exactly as you specified.
+               $42,271,009...
+
+                               PENGUIN
+               How much have we got left?
+
+     FRICK reaches into his coat for a BALANCE SHEET.
+
+                               FRICK
+               Let's see -- an initial capitalization of
+               42 million and change, compounded over
+               thirteen years, at an annual return of
+               just under sixteen percent --
+
+                               PENGUIN
+               Fine, fine.  How much?
+
+                               FRICK
+               Seventy-nine million.  -- Excluding the
+               sum we buried.
+
+     THE PENGUIN lets out a dry, heaving CHORTLE, midway between a
+     normal laugh and a DUCK'S QUACK.  He checks his watch and
+     reaches into his pocket for a small ELECTRONIC DEVICE.
+
+                               PENGUIN
+               Speaking of burials...
+
+     EXT. PRISON YARD - DAY
+
+     T-BONE on work detail.  He's got the Walkman on and he's
+     shoveling snow to the beat.  He winces, and removes the
+     headphones...
+
+     The MUSIC he was listening to has been replaced by an eerie,
+     high-pitched WHINE.  He's twisting the knob, trying to find
+     the station he was tuned to, when a PIGEON dives down STRAIGHT
+     AT HIS HEAD.
+
+                               T-BONE
+               HEY -- !
+
+     He drops the shovel as the bird STRIKES, glancing off his
+     head.  Before he can react, THREE MORE PIGEONS have swooped
+     down at him, PECKING at his head and shoulders in a frenzy.
+
+     He lets out a HOWL and staggers through the prison yard in a
+     frenzy.  DOZENS of PIGEONS are pouring over the prison walls,
+     SHRIEKING HIDEOUSLY, descending on him.  He falls to the
+     ground screaming for help, but the other prisoners run like
+     rabbits, terrified...
+
+     By the time the GUARDS come racing across the courtyard,
+     T-BONE's no longer even visible.  There's just a swarming,
+     man-shaped mass of PIGEONS, pecking away, flapping their wings
+     insanely.  Covering their faces as they move in, the GUARDS
+     blow their whistles -- BEAT AT the pigeons with billy clubs.
+
+     All at once, the PIGEONS take off en masse -- leaving T-BONE's
+     mutilated corpse sprawled in the yard.  A GUARD notices the
+     Walkman, picks up the earphones to listen, and hears nothing
+     but ROCK MUSIC -- "Surfin' Bird" by the Trashmen.  Bird bird
+     bird, bird is the word...
+
+     EXT. ROAD - ON PENGUIN'S LIMO - MOVING
+
+     An AERIAL VIEW of the LIMO as it cruises down the deserted
+     road leading away from the prison.  It disappears from view --
+     and all at once the frame is filled with PIGEONS, great
+     squalling FLOCKS of them, dutifully following their master as
+     he makes his way back to Gotham City.
+
+                                                       DISSOLVE TO:
+
+     INT. WAYNE MANOR - ENTRYWAY - NIGHT
+
+     ALFRED opens the front door and finds a bundled-up VICKI out
+     on the portico, red-cheeked, flushed, and happy.  She pulls
+     him forward, gives him a quick peck on the cheek.
+
+                               VICKI
+               Guess what, Alfred.  I think I found a
+               present for Bruce.
+
+     She's got a long, skinny GIFT BOX propped up against the
+     exterior wall.  At first it doesn't want to fit through the
+     door -- it must be eight feet long -- but with ALFRED's help
+     she gets it inside.  The faithful butler stares curiously at
+     this odd-shaped gift...
+
+                               VICKI (cont.)
+               Skis.  -- Don't let on, okay?
+
+                               ALFRED
+               He won't hear a word of it from me.
+
+                               VICKI
+               He's such a nightmare to shop for.  --
+               What do you get him year after year,
+               Alfred?
+
+                               ALFRED
+                    (conspiratorially)
+               I find you can't go wrong with
+               surveillance equipment.  Let me put this
+               under the tree...
+
+                               VICKI
+               Not so fast.
+
+     She reaches into the pocket of her coat and pulls out another
+     small gift.  ALFRED stares at the tag -- "TO ALFRED, LOVE
+     VICKI" -- and tries to suppress a HUGE GRIN.
+
+                               ALFRED
+               Why, Miss Vale -- !
+
+                               VOICE FROM BEHIND
+               What's all this?
+
+     ALFRED and VICKI turn.  It's BRUCE, dressed for dinner,
+     marching down the long stairway in the entry hall.  VICKI
+     waves frantically.
+
+                               VICKI
+               Don't look.  It's your present.
+
+     VICKI rushes over to embrace him.  He gapes at the long skinny
+     box --
+
+                               BRUCE
+               What'd you get me?  Kareem Abdul-Jabbar?
+
+     VICKI frowns and gives him a kiss.  She nestles up against
+     him.  WHISPERS in his ear:
+
+                               VICKI
+               I'm going to give you the happiest
+               Christmas you've ever had.
+
+     Still in the clinch, BRUCE shoots a look at ALFRED.  Taking
+     the hint, ALFRED clears his throat and bends to pick up one
+     end of the ski box.  He backs out of the entry hall, dragging
+     the box before him...
+
+                                                            CUT TO:
+
+     EXT. GOTHAM PARK - NIGHT
+
+     FIRES burn in garbage cans.  TENTS and LEAN-TOS dot the snowy
+     landscape.  Men, women, and children wander aimlessly,
+     huddling against the cold.
+
+     An army of the HOMELESS has set up camp in Gotham Park.  On
+     the nearby periphery, PICKETERS -- half concerned citizens,
+     half down-and-outers -- are marching the sidewalks, keeping a
+     candlelight VIGIL.  Hand-lettered placards read: "SAVE THE
+     PARK."  "PARKS ARE FOR PEOPLE."  "THIS PARK IS OUR HOME."
+
+     The source of the protest?  A towering SIGN posted in a corner
+     of the park, announcing the imminent consuuction of a new
+     luxury highrise -- the GOTHAM PARK TOWERS -- a project of Shaw
+     Construction, Inc.
+
+     A LAMBORGHINI sits at a traffic light nearby...
+
+     INT. LAMBORGHINI - THAT MOMENT - NIGHT
+
+     BRUCE and VICKI, dressed for dinner, stare out at the
+     demonstration.
+
+                               VICKI
+               Homeless.
+                    (beat)
+               I was just down here Tuesday.  Seems like
+               there's more every day.
+
+     BRUCE starts to say something, but can't think of anything to
+     say.
+
+                               VICKI (cont.)
+               Christmas time.  And they say there's over
+               a thousand people living in the park
+               already.
+
+                               BRUCE
+               -- Yeah.
+
+     The light changes.  BRUCE throws the car into gear and -- at
+     the next intersection -- turns the car right, into the park.
+
+     EXT. PUB-IN-THE-PARK - NIGHT
+
+     Despite the name, it's a tony little bistro catering to
+     Gotham's elite.  A PANHANDLER, underdressed for the cold, has
+     been hustling the customers as they come out; a couple of
+     PARKING ATTENDANTS are trying to drag him discreetly away as
+     BRUCE'S CAR pulls up.
+
+     A VALET opens the car for BRUCE and VICKI, who look on in
+     concern as the PANHANDLER gets the bum's rush.  The liveried
+     DOORMAN shrugs apolagetically -- sorry for the inconvenience
+     -- as they enter.
+
+     INT. PUB-IN-THE-PARK - NIGHT
+
+     Post-dinner.  VICKI's got a sheaf of PHOTOS spread out on the
+     table in front of BRUCE -- shots of Gotham's HOMELESS, being
+     forcibly evicted from slum dwellings, erecting their
+     SHANTYTOWNS in Gotham Park.
+
+                               VICKI
+               They're already razing the tenements and
+               SRO's downtown.  These people don't have
+               anyplace else to go.
+                    (beat)
+               If the city starts selling off the park...
+
+     BRUCE takes a good long look at his opulent surroundings.
+     HUGE WINDOWS open on a serene and picturesque view of the
+     park; CAMPFIRES flicker in the distance...
+
+                               BRUCE
+               -- Yeah.  I guess I'll pass on dessert.
+
+                               VICKI
+                    (taking his hand)
+               Bruce, you do a lot more than most people
+               even dream of.
+
+                               BRUCE
+               Sure.  Comes off the top of my taxes --
+
+                               VICKI
+               That's not what I meant.
+
+     They exchange a long silent look.  Of course she's referring
+     to Batman.  Still, the argument doesn't hold much water with
+     BRUCE.
+
+                               BRUCE
+               -- What I "do" doesn't come close to the
+               root of the problem, Vicki.
+                    (long pause)
+               I'm just a Band-Aid.
+
+                               VOICE FROM BEHIND
+               Bruce!  It's been ages!
+
+     VICKI turns -- and rapidly closes her photo folder.
+     Millionaire construction magnate RANDALL SHAW is in the
+     restaurant table-hopping, and he's just glommed onto BRUCE.
+
+                               BRUCE
+               Randall.  You remember Vicki.  -- How's
+               the construction business?
+
+                               SHAW
+               The park tower?  All systems go.  If we
+               can get the junkies and winos cleared
+               out...
+                    (a big grin)
+               Not too late to get in on the deal.
+
+                               BRUCE
+               I'll think about it.
+
+                               SHAW
+               Say, Walter Barrett's due back from
+               Europe.  We should all get together at the
+               club.
+                    (clapping him on the shoulder)
+               Nice to see you again,  Miss Veal.
+
+     "Miss Veal" maintains a big phony smile as SHAW moves off to
+     the next table.  She murmurs to BRUCE through clenched teeth:
+
+                               VICKI
+               What a pig.
+
+                               BRUCE
+               I've known him since he was seven years
+               old.  He was a pig then too.
+
+                               VICKI
+               Now he wants to gobble up the park...
+                    (shivering)
+               Bruce -- isn't there something you can do
+               about people like that?
+
+                               BRUCE
+               What, tie him up with a bat-rope?
+
+                               VICKI
+               No, you idiot.  I meant you.  Bruce.
+
+     BRUCE nods -- oh, yeah.  Subtle distinction.
+
+     INT. PUB-IN-THE-PARK - NIGHT
+
+     BRUCE and VICKI emerge from the restaurant.  He hands his
+     parking stub to a VALET.  A crowd's beginning to form in the
+     lot outside...
+
+     The red-and-blue bubble of a POLICE CAR is flashing a short
+     distance off, near the entrance to the park.  TWO RED BERETS,
+     in full Order-of-the-Bat regalia, look on as a recently-mugged
+     WOMAN JOGGER gives her statement to the investigating COPS.
+
+     BRUCE and VICKI, intrigued by the Batman-wannabes, move a
+     little closer -- within eavesdropping range:
+
+                               RED BERET I
+               We were on patrol.  Saw the whole thing.
+
+                               JOGGER
+               I was attacked.  Three men in ski masks --
+
+                               COP I
+                    (indicating the RED BERETS)
+               And these two broke it up?
+
+                               JOGGER
+               These two??  They ran like rabbits.  I
+               never saw anybody take off so --
+
+                               RED BERET II
+               Hey!  Somebody had to go for the cops.
+
+                               COP II
+               You.  SHUT UP, all right??
+                    (to the JOGGER)
+               Lady, who was it that bailed you out??
+
+                               JOGGER
+               A kid.  Thirteen or fourteen tops.  He
+               just came out of nowhere and -- tore into
+               'em.
+                    (shaking her head)
+               It was so quick I didn't even see his
+               face.
+
+     Nearby, VICKI shoots a highly quizzical look at BRUCE, who
+     responds with a mystified shrug.  Her professional curiosity
+     piqued, she wanders over to introduce herself to the JOGGER.
+
+     An exasperated COP leads the RED BERETS away from the crime
+     site:
+
+                               RED BERET I
+               Dumb shit.  Shouldn'ta been jogging in the
+               park at night anyway.
+                    (sullenly)
+               Look around you.  It's fulla bums.
+
+     BRUCE gestures at the RED BERET's Batman sweatshirt as he
+     passes.
+
+                               BRUCE
+               Nice outfit.
+
+                               RED BERET I
+               Piss off, geek.
+
+                                                       DISSOLVE TO:
+
+     EXT. WATERFRONT DISTRICT - NIGHT
+
+     Snow blankets the abandoned warehouses rimming Gotham Harbor.
+     FOGHORNS blare in the distance as a pair of STILETTO HEELS --
+     totally inappropriate for the weather -- click across the
+     sidewalk and pause at mid-block, where a wide wooden plank
+     leads down from street level to a seedy hole-in-the-wall bar:
+     the WHARF RAT.
+
+     INT. WHARF RAT - NIGHT
+
+     A roughneck joint, about as trendy as the average bait shack.
+     The clientele consists primarily of surly types who are saving
+     up for their next tattoo.  A TV over the bar is tuned to the
+     late news:
+
+                               ANCHORWOMAN
+               ...and tomorrow, the city's power elite
+               will be turning out in force to greet
+               millionaire industrialist Walter Barrett,
+               who returns to Gotham after a five-year
+               stay in Europe...
+
+     The BARTENDER switches to a hockey game, because none of the
+     rowdies at the bar give a shit about Walter Barrett.  None,
+     that is, except for a strapping young bruiser named RICKY, who
+     gets up and makes his way to a pay phone in the corner.
+
+     Moments later, the owner of the high heels enters; she opens
+     her black fur coat and unwraps her muffler, revealing exotic,
+     vaguely Eurasian features.  She's dark and elegant, fine-
+     boned, regal of bearing -- and her name, though we don't know
+     it yet, is SELINA KYLE.
+
+     She's not the kind of girl who typically frequents the Wharf
+     Rat, and so her entrance creates quite a stir.  A LONGSHOREMAN
+     at the nearby pool table misses his shot and digs a rut in the
+     felt.  Two blowsy WHORES size her up territorially as she
+     finds an open stool at the bar and settles in with serene
+     indifference.
+
+     The regulars, of course, are all but licking their chops.  The
+     only guy in the joint who hasn't noticed her yet is RICKY,
+     who's still on the phone:
+
+                               RICKY
+               Yo.  Ricky here.  What's the haps?
+
+     In mid-conversation he notices SELINA.  She smiles invitingly
+     -- right at him.  Mildly startled, he smiles back.
+
+                               RICKY (cont.)
+               Midnight.  No sweat.  See you then.
+
+     He hangs up eagerly.  Then, with a deep breath, he hitches up
+     his pants and swaggers over to SELINA's end of the bar.
+
+                               SELINA
+               Well.  "Ricky," is it?
+
+                               RICKY
+               How'd you know that?
+
+                               SELINA
+               I heard you on the phone.  Talking to your
+               girlfriend.
+
+                               RICKY
+               Girlfriend?  No, no.  That was business.
+
+     SELINA makes a big show of peeling off her gloves.
+
+                               SELINA
+               If you've got time for a little pleasure
+               ...maybe you'd like to buy me a drink.
+
+     She clasps his hand.  His EYES BUG OUT.  Three enormous rings,
+     a diamond bracelet -- there must be several thousand in rocks
+     on her left hand alone.  RICKY gapes at the sparklers,
+     bedazzled.
+
+                               RICKY
+               Jeez -- they look almost real.
+
+                               SELINA
+               Why wouldn't they be?
+
+     RICKY is not the smoothest guy around, and his line of thought
+     is all too evident.  He swallows hard and tries not to stare.
+
+                               RICKY
+               You'd have to be crazy.  Nobody'd wear the
+               real thing to a dive like this.
+
+                               SELINA
+               Oh, they're real, all right.  So are
+               these.
+
+     She waves her FINGERNAILS -- long, polished, and talon-sharp
+     -- in front of his eyes.  With lightning speed, before he can
+     react, she pins his wrist to the bar -- and with one quick
+     stroke carves a THIN BLOODY STRIPE in the back of his hand.
+
+     SELINA's eyes flash as he gasps in shock.  He tries to jerk
+     his hand away, but he can't break her grip.  Then -- her
+     dominance firmly established -- she releases his hand with a
+     coy, Cheshire-cat smile.
+
+                               SELINA (cont.)
+               Weren't we going to have a drink?
+
+     He blinks, forces a chuckle, smiles unsteadily.  She takes his
+     wounded hand, lifts it slowly to her mouth, and LAPS GENTLY at
+     the blood.  RICKY is hypnotized.
+
+     She's got an odd way of flirting, but RICKY finds it somehow
+     -- intriguing.  He dabs at his hand with a napkin and signals
+     to the BARTENDER.
+
+                                                            CUT TO:
+
+     EXT. WATERFRONT - PIER 31 - NIGHT
+
+     Just after midnight; the snow's still failing, the waters are
+     icy, and the wharfs are deserted -- almost.  A small STEAMBOAT
+     is docked at Pier 31, and the deck is lined with THUGS --
+     mean, ugly, and heavily armed.
+
+     A similar contingent of gun-toting GOONS is waiting to greet
+     them on the dock below.  The boys on the dock hoist ASSAULT
+     RIFLES as the BOAT THUGS extend a gangplank.  Something major
+     is about to happen...
+
+     The CHIEF DOCK GOON gestures to his LIEUTENANT, who grabs a
+     black MEDICAL BAG.  Hands raised, the two of them start up the
+     gangplank.
+
+     Throughout all this, the DOCK GOONS keep their guns trained on
+     the BOAT THUGS, covering their buddies.  One of them turns to
+     a colleague:
+
+                               DOCK GOON I
+               Where's that goddam Ricky?
+
+                               DOCK GOON II
+               Probably out gettin' laid.  And here we
+               are freezin' our balls off...
+
+     EXT. STEAMBOAT - ON DECK - THAT MOMENT - NIGHT
+
+     The LIEUTENANT unloads chemical testing gear from his doctor's
+     bag.  The lead BOAT THUG gestures to a stack of SHIPPING
+     CRATES which rest atop a large NET spread out across the deck.
+
+                               BOAT THUG I
+               You pick.
+
+     The CHIEF GOON selects a crate at random.  Two BOAT THUGS tip
+     it on its side and, using a crowbar, pry off a FALSE BOTTOM --
+     revealing a dozen packets of WHITE POWDER.
+
+     POV SHOT - HIGH ANGLE - THAT MOMENT
+
+     We're now watching the scene from a vantage point atop a
+     ramshackle boathouse at water's edge.  Down on the deck of the
+     steamboat, the LIEUTENANT goes to work testing the
+     merchandise.
+
+                               LIEUTENANT
+               It's pure.
+
+     REVERSE ANGLE - THAT MOMENT
+
+     A BLACK SILHOUETTE is peering down from the boathouse roof.
+     The mysterious watcher ducks quickly out of sight; the only
+     details that register are a pair of ominously familiar POINTY
+     EARS...
+
+                               CHIEF GOON (O.S.)
+               Let's do it.
+
+     He gestures to his boys on the dock. A CRANE-AND-WINCH
+     assembly rotates into place over the deck -- and the BOAT
+     THUGS gather up the corners of the netting and attach them to
+     the big hook.
+
+                               BOAT THUG I
+               Hold it.  Let's see the money.
+
+     Down on the wharf, a DOCK GOON kneels beside a metal suitcase
+     and opens it.  Lots of long green inside.  The BOAT THUG
+     signals thumbs up, and the CRATES rise into the air as the
+     goon with the suitcase starts up the gangplank.
+
+     LOW ANGLE - ON GANGPLANK - THAT MOMENT
+
+     The goon with the suitcase marches up.  Beyond him, in the
+     distance, a LITHE BLACK SHADOW vaults off the boathouse roof
+     and makes a silent, graceful landing on the long shaft of the
+     CRANE.
+
+     ANOTHER ANGLE - THAT MOMENT
+
+     The moment of maximum tension: grim faces all around, everyone
+     holding a gun on someone else as the suitcase arrives on deck
+     and crane swings over the pier.
+
+     ANGLE ON CRANE - THAT MOMENT
+
+     Razor-sharp, CHROME-STEEL TALONS slash suddenly through the
+     air.
+
+     ON DOCK - LOW ANGLE - THAT MOMENT
+
+     The netting GIVES WAY, and TWO DOZEN SHIPPING CRATES rain down
+     onto the pier, CRUSHING two DOCK GOONS underneath.  The crates
+     explode into splinters, littering the dock with drugs and
+     random ART OBJECTS as the other DOCK GOONS scatter in panic.
+
+     ON STEAMBOAT - THAT MOMENT
+
+     Nobody knows quite what's going on.  Panicking, the GOON with
+     the suitcase full of money turns tail and dives for the
+     gangplank.  BOAT THUG I sees him and squeezes off a quick
+     shot.  Winged, the GOON topples off the gangplank and hits the
+     drink, suitcase and all.
+
+     Pandemonium.  All at once, everyone's OPENING FIRE.  Thinking
+     he's been double-crossed, BOAT THUG I turns on the CHIEF GOON
+     and SHOOTS HIM TWICE at point-blank range.
+
+                               BOAT THUG I
+               YOU SON OF A BITCH!
+                    (to another BOAT THUG)
+               Go after it.  Get the money.  GO!!
+
+     He raises his gun, and the second BOAT THUG dutifully obeys --
+     diving off the deck into a hail of gunfire.  Everyone's
+     ducking for cover.  BOAT THUG I barks orders at the
+     pilothouse:
+
+                               BOAT THUG I
+               Soltar las amarras!  -- CAST OFF!!
+
+                               ANOTHER BOAT THUG
+               LOOK!
+
+     BOAT THUG I whirls, just in time to see a SHADOWY FIGURE
+     landing cat-like on the deck mere yards away.  Clad in inky
+     black leather from head to toe, the intruder's face is
+     concealed by what appears to be a BONDAGE MASK.  Studded, with
+     openings for the eyes and mouth, it spans one incongruous
+     touch: a pair of POINTED CAT EARS.
+
+     She bares her teeth and HISSES.
+
+     It's a woman.
+
+     BOAT THUG I is momentarily mesmerized.  In the time it takes
+     him to lift his gun, she's produced a CAT-O'-NINE-TAILS.  She
+     SNAPS it at him: REELS HIM IN; and with one lethal stroke,
+     RAKES her steel talons across his face and throat.  He slumps
+     to the deck, lifeless.
+
+     The other BOAT THUG rushes her; she catches him under the jaw
+     with a sudden upthrust, LIFTS HIM INTO THE AIR, and sends him
+     toppling into the water.
+
+     The gangplank falls aside as the steamboat pulls away from the
+     pier.  She hoists an abandoned ASSAULT RIFLE, SCATTERS the
+     DOCK GOONS with a round of automatic fire, and VAULTS off the
+     boat -- landing in a graceful crouch on the edge of the pier.
+
+     Most of the DOCK GOONS have taken flight, but a few unlucky
+     specimens remain behind.  She somersaults forward; takes one
+     goon off his feet with a crack of the whip; knocks another off
+     the dock with a twirling high-kick to the jaw; sends two more
+     reeling with swift talon-slashes.  The whole frenzied mop-up
+     action takes just under ten seconds.  Alone at last, she
+     stands back to survey the scene.
+
+     Counting the stiff's on the boat -- which is now receding in
+     the harbor -- there must be well over a dozen dead.  The snow
+     is speckled with red.  A half-dozen bodies lie sprawled in
+     their own blood; one of them, the lone survivor, is face-down
+     and softly MOANING.
+
+     Retracting her steel claws, the MASKED WOMAN crouches amid the
+     wreckage of the smashed shipping crates.  BINDLES OF WHITE
+     POWDER -- millions of dollars' worth -- are scattered all
+     about the pier, but she couldn't seem less interested.
+     Instead, she's checking the MANIFEST NUMBERS stamped on the
+     sides of the crates.
+
+     She finds crate #18396-BB and rummages among its contents
+     until she comes up with a carefully-wrapped parcel.  She opens
+     it carefully and holds it up for inspection.  The statuette of
+     a RAVEN -- carved from solid onyx -- glistens in the
+     moonlight.
+
+     The WOMAN pauses long enough to slip a small CARD in the
+     MOANING PUNK's back pocket.  Then, cradling the raven under
+     one arm, she dashes off on silent cat feet.
+
+     A LANTERN approaches.  It's an OLD SALT -- some kind of
+     hapless night watchman -- and his face goes bone-white at the
+     sight of the carnage on the docks.  He kneels beside the
+     moaning punk, turns the body over, and GASPS -- because the
+     PUNK'S FACE has been CLAWED TO SHREDS.
+
+                               PUNK
+               Murcielago.  MURCIELAGO!!
+
+                                                            CUT TO:
+
+     INT. PENGUIN'S LAIR - NIGHT
+
+     The unique chamber in which we find ourselves is alive with
+     the flutter and song of COLD-WEATHER BIRDS -- dozens of them,
+     all chirping, flitting about in the rafters, alighting on
+     special perches mounted in the walls.
+
+     At the center of this penthouse room is a vast sunken POOL.
+     ARCTIC TERNS loll on the surrounding rocks as a LACKEY with a
+     wheelbarrow empties cracked ice into the already-frigid water.
+     Carefully landscaped, it looks like the penguin exhibit at the
+     Gotham Zoological Gardens.
+
+     A MASSIVE, INDISTINCT SHAPE glides beneath the surface.  It's
+     not a whale; it's too pink.  It is, instead, the PENGUIN --
+     and as he breaks the surface, sputtering, he sees FRICK
+     standing in the open doorway.
+
+                               FRICK
+               Mr. Boniface?  Your...visitor has arrived.
+
+                               PENGUIN
+               Thank you, Mr. Frick.  Show her in.
+
+     The PENGUIN moves to the edge of the sunken pool.  Two of his
+     LACKEYS swivel a CROSSBAR, which hangs from the ceiling by a
+     long chain, into place over his head.  He grasps it with both
+     hands -- and the crossbar RISES, hoisting his formidable bulk
+     out of the water.
+
+     INT. HIGH-RISE - CORRIDOR - THAT MOMENT
+
+     FRICK leads the VISITOR down a long corridor lined on either
+     side with BIRD CAGES -- exotic songbirds with brilliantly-hued
+     plumage.  CAMERA TRACKS ALONG behind her, and although we
+     can't see her face, there must be something distinctively
+     feline about her -- because the BIRDS are shrieking and
+     fluttering in their cages, RECOILING INSTINCTIVELY as she
+     strolls past.
+
+     FRICK opens a door and ushers her into...
+
+     INT. PENGUIN'S LAIR - A MOMENT LATER - NIGHT
+
+     Our visitor -- SELINA KYLE -- enters the penguin-pool room.
+     Her teeth begin to chatter.  The big bay windows have been
+     thrown open, and SNOW is blowing in from outside. It's
+     freezing in here.
+
+     She sees the PENGUIN -- wearing a thin dressing gown and an
+     APRON outfitted with SEED POUCHES -- scattering birdseed on
+     the window ledge for the pigeons, totally oblivious to the
+     cold.  He turns, throws his arms wide in greeting, kisses the
+     back of SELINA's hand.
+
+                               PENGUIN
+               Ah, Miss Kyle!  At last we meet.
+
+                               SELINA
+               At last we meet.  -- Pigeons?
+
+                               PENGUIN
+               Yes, they're common birds -- dirty,
+               stupid, unattractive -- but they're very
+               obedient, and they do crap on people's
+               heads.  May I?
+
+     She extends a SHOPPING BAG.  The PENGUIN removes a parcel and
+     unwraps it, revealing the RAVEN STATUETTE.  He sets it on a
+     nearby desk, fondles it reverently...and BEAMS at SELINA.
+
+                               PENGUIN (cont.)
+               I see your reputation was not exaggerated.
+
+                               SELINA
+               I've located the others.  All but one.
+                    (shivering)
+               I'm surprised you don't catch
+               pneumonia -- !
+
+     With an apologetic smile, the PENGUIN pulls the windows shut.
+
+                               PENGUIN
+               My normal body temperature is ninety-two
+               degrees.  Germs find me inhospitable.
+
+                               SELINA
+               I see why they call you the Penguin.
+
+                               PENGUIN
+               They may call me that...but rarely more
+               than once.  Champagne?
+
+     She nods.  He pours two glasses, hands one to SELINA, raises a
+     toast.
+
+                               PENGUIN (cont.)
+               My dear.  Here's to the second biggest
+               crime in the history of Gotham City.
+
+                                                            CUT TO:
+
+     INT. POLICE OBSERVATION ROOM - NIGHT
+
+     COMMISSIONER GORDON and another cop, LT. EDDIE BULLOCK, are in
+     darkened antechamber adjacent to an interrogation room.
+
+                               BULLOCK
+               It wasn't about the drugs.  Whoever it was
+               left thirty kilos sitting on the docks.
+
+     They're watching, through a two-way glass panel, as a
+     terrified man with a heavily-bandaged face tells his story.
+     It's the lone survivor of the dock massacre, JULIO, and his
+     voice is audible over a concealed intercom:
+
+                               JULIO (filter)
+               Un silueta negra -- con colmillos, y
+               garras -- el demonio.  El murcielago.
+               MURCIELAGO!
+
+                               GORDON
+               What's that he keeps saying?
+
+                               BULLOCK
+               "Murcielago."  -- Bat.
+
+                               GORDON
+               Nonsense.  That dock looked like a
+               slaughter-house.  Batman's never committed
+               murder.
+
+                               BULLOCK
+               We did find this in his back pocket.
+
+     BULLOCK hands GORDON a CARD.  It reads: "THOSE WHO FEED ON THE
+     SOUL OF GOTHAM WILL SUFFER MY WRATH" -- and in lieu of a
+     signature, there's a little black BAT-EMBLEM in the bottom
+     corner.
+
+     While GORDON's staring at it, a POLICEMAN pokes his head in:
+
+                               POLICEMAN
+               Commissioner?  We've got Barrett.
+
+     INT. POLICE INTERROGATION ROOM - THAT MOMENT
+
+     A cubicle down the hall.  The splenetic WALTER BARRETT,
+     millionaire industrialist, is fidgeting in his chair as GORDON
+     enters.
+
+                               BARRETT
+               Fine welcome.  These storm troopers of
+               yours dragged me away from my coming-home
+               party!
+                    (beat)
+               I'd like to know the meaning of this --
+
+                               GORDON
+               I'd like to know how thirty kilos of pure
+               cocaine wound up concealed in your
+               personal effects.
+
+                               BARRETT
+               Gordon -- I come from one of the oldest
+               and most influential familles in Gotham.
+               If you plan to accuse me of smuggling
+               drugs, be my guest.
+                    (long, menacing pause)
+               I'll have your badge before you leave this
+               room.
+
+     GORDON weighs the threat.  He nods to the COPS in
+     attendance...
+
+                               GORDON
+               Book the son of a bitch.
+
+     GORDON storms out.  BARRETT jumps out of his chair, but the
+     COPS restrain him.  Outraged, he bats their hands away...
+
+                               BARRETT
+               I believe I'm still entitled to a phone
+               call.
+
+                                                            CUT TO:
+
+     EXT. DOWNTOWN GOTHAM - DAY
+
+     VICKI with her camera, squeezing off snaps.  She's standing
+     behind a SAWHORSE, part of a crowd of onlookers at a downtown
+     DEMOLITION SITE.  SURVEYORS and HARDHATS bustle about in a
+     VACANT LOT, a full city block in size, fenced off and strewn
+     with rubble.  The only structure still standing is a lone,
+     decrepit TENEMENT BUILDING; a WRECKING BALL is poised above
+     it, ready to strike.
+
+     A SIGN at one corner of the lot announces a forty-story OFFICE
+     COMPLEX soon to be erected on this site by SHAW CONSTRUCTION,
+     INC.  Down below is RANDALL SHAW HIMSELF, in necktie and
+     hardhat, speaking into a WALKIE-TALKIE:
+
+                               SHAW
+               Come on!  Let's move it!  We're an hour
+               behind as it is!!
+
+     A few moments later, a CLUSTER OF PEOPLE emerge from the
+     tenement building -- a mixed team of COPS and CONSTRUCTION
+     GOONS who are forcibly removing a DESTITUTE FAMILY from the
+     condenmed building.  VICKI watches angrily...
+
+     HER POV - TELEPHOTO LENS
+
+     A quick series of shots: the SQUATTERS wailing and struggling,
+     clinging to the doorways, unwilling to leave.  Their few
+     belongings are packed in a couple of CARDBOARD BOXES, which
+     the cops heave rudely out onto the street.  Finally, the
+     handcuffs and nightsticks come out...
+
+     ANGLE ON SHAW - THAT MOMENT - DAY
+
+     A SURVEYOR grabs SHAW by the arm and points out the woman
+     taking photos in the crowd.  SHAW recognizes her instantly.
+     His face turns into a mask of outrage -- as if he's been
+     personally betrayed.
+
+                               SHAW
+               Jesus Christ, that's Bruce Wayne's bimbo!
+
+     He makes eye contact with her.  VICKI stares back defiantly.
+     He's about to stroll over and tell her off when a HARDHAT
+     signals to him:
+
+                               HARDHAT
+               Phone call, Mr. Shaw.  Guy said it's
+               urgent.
+
+                               SHAW
+                    (to tbe SURVEYOR)
+               Hold the ball.  I wanna hear it crash.
+
+     He climbs into the cab of a nearby TRUCK, where he picks up a
+     CELLULAR PHONE.
+
+     INTERCUT - BARRETT AND SHAW
+
+     BARRETT's still in custody at the police station -- using his
+     one phone call to contact the construction magnate.
+
+                               BARRETT
+               It's me, Randall -- Walter Barrett.  I
+               want you to call my attorney.  That was my
+               shipment they busted up last night.
+
+                               SHAW
+               Jesus, Walter, I --
+                    (suddenly puzzled)
+               Why are you calling me??
+
+                               BARRETT
+               It's worse than that.  Somebody took my
+               raven.
+
+     SHAW stares at the phone in horrified disbelief.
+
+     ANGLE ON VICKI - THAT MOMENT
+
+     SHE WATCHES as SHAW climbs out of the truck -- numb, in a
+     daze.  He signals to the WRECKING BALL OPERATOR; a WHISTLE
+     blows, and the great iron ball knocks a MAMMOTH HOLE in the
+     facade of the tenement.
+
+     SHAW doesn't even stick around to watch it.  He scurries off
+     to his car at the end of the block.  VICKI, highly intrigued,
+     gets it all on film...
+
+     INT. GOTHAM GLOBE - CITY ROOM - DAY
+
+     VICKI's in a huddle with the Managing Editor, SCHULTZ, showing
+     him her PHOTOS -- SHAW orchestrating the eviction of the
+     SQUATTER FAMILY.
+
+                               SCHULTZ
+               Great stuff, but we're looking at a
+               shitfight with our beloved publisher.  He
+               and Shaw...
+                    (crossing his fingers)
+               Old money sticks together.
+
+     VICKI points to a photo of SHAW racing from the truck to his
+     car.
+
+                               VICKI
+               I'd sure like to know what shook him up
+               so.  He was out of there like a scared
+               rabbit...
+
+     Just then, a reporter -- WILK -- rushes up excitedly to
+     SCHULTZ's desk.
+
+                               WILK
+               Got a blind tip from downtown.  You know
+               that massacre on the docks?  Batman.
+
+     VICKI reacts in astonishment.  SCHULTZ's jaw drops -- this is
+     hot.
+
+                               EDITOR
+               Whoa!  Is this on the level?
+
+                               WILK
+               Cops even got a note.  "Those who feed on
+               the soul of Gotham will suffer my wrath!"
+                    (grinning; to VICKI)
+               Sounds like your pal's cranked it up a
+               notch.
+
+     VICKI starts to protest, but thinks better of it.
+
+     INT. WAYNE MANOR - ENTRY HALL - EVENING
+
+     ALFRED opens the door.  A BANNER HEADLINE stares him in the
+     face:
+
+                   BATMAN IMPLICATED IN DOCK MASSACRE
+               Industrialist Linked to Drug Smuggling Ring
+
+     VICKI, who's holding up the afternoon paper for ALFRED's
+     inspection, peeks out glumly from behind the masthead.
+
+                               VICKI
+               Seen the late edition?
+
+                               ALFRED
+               I'm afraid so, Miss Vale.  Master Bruce is
+               sequestered in the cave.
+
+     INT. BRUCE'S LIBRARY - A MOMENT LATER - EVENING
+
+     On their way to the Batcave, ALFRED and VICKI pass through the
+     library.  They pause in front of the television -- which is
+     tuned to a PANEL SHOW, with various experts discussing the hot
+     issue of the day.
+
+                               ENVIRONMENTALIST (on TV)
+               Walter Barrett's no saint.  His factories
+               have been dumping poison into the air and
+               water for years.  If he is mixed up with
+               drugs...
+
+                               PUNDIT (on TV)
+               That's not the issue.  The issue is, do we
+               entrust our public safety to some...masked
+               vigilante.  Does Batman have a license to
+               kill?
+
+                               ALFRED
+                    (shaking his head)
+               Ah, the public.  Dishearteningly fickle.
+
+     VICKI follows ALFRED out.  We HOLD on the TV as the CAMERA
+     PANS OVER to the third guest on the panel, loudly demanding
+     air time.  He's wearing a RED BERET and a BATMAN SWEATSHIRT:
+
+                               MIKE SEKOWSKY (on TV)
+               Yo, here's the tip, man.  Drug dealers are
+               scum.  If Batman did wax these punks...SO
+               WHAT?  They deserved it!  End of
+               discussion.
+
+     INT. BATCAVE - A MOMENT LATER - EVENING
+
+     ALFRED and VICKI arrive; BRUCE gestures for them to keep
+     quiet.  He's hunched over a TAPE RECORDER -- and COMMISSIONER
+     GORDON'S VOICE is blaring from a nearby speaker...
+
+                               GORDON (O.S.; filter)
+               Anyone could've written that note.
+
+     INT. GORDON'S OFFICE - THAT MOMENT
+
+     GORDON's in conference with a number of CITY OFFICIALS --
+     blissfully unaware that anyone might be eavesdropping.
+
+                               CITY OFFICIAL I
+               And I suppose anyone could've taken out a
+               boatload of armed thugs.  A dozen men, Jim
+               -- murdered in cold blood --
+
+                               GORDON
+               Before we forget, Batman's saved hundreds
+               of lives!
+
+                               CITY OFFICIAL II
+               He's still a vigilante.  We don't know who
+               he is, where he comes from, why he does
+               it...
+
+                               CITY OFFICIAL I
+               Street punks are one thing, Jim.  This is
+               Walter Barrett -- a personal friend of
+               mine!
+
+     As the conversation continues, CAMERA SLOWLY MOVES IN ON a
+     COMPUTER TERMINAL in the corner.  We see the tiny TRADEMARK
+     embossed on the CPU -- "WAYNE TECHNOLOGIES."
+
+     INT. BATCAVE - THAT MOMENT - ON BRUCE
+
+     as he LISTENS through his concealed bug.
+
+                               CITY OFFCIAL II
+               You've gotta bring him in, Jim -- at least
+               for questioning.  It would sure help if we
+               could get that mask off...
+
+     BRUCE shuts the recorder off.  He turns to face ALFRED and
+     VICKI --
+
+                               BRUCE
+               Ladies and gentlemen...I've been framed.
+
+                                                            CUT TO:
+
+     EXT. GOTHAM CITY - NIGHT
+
+     The BAT-SIGNAL blazing in the night sky.  After a beat, the
+     CAMERA TILTS DOWN to a cluster of EXCITED CITIZENS, who point
+     and holler as the BATMOBILE streaks past.
+
+     INT. SQUAD CAR - THAT MOMENT
+
+     TWO COPS are parked in an alleyway, watching as the BATMOBILE
+     whizzes past on the street.  The DRIVER pulls out behind it as
+     the second COP grabs his radio mike...
+
+                               COP
+               One-delta-niner -- 10-80 on Riverview
+               north-bound at 33rd -- 10-78, repeat
+               10-78.
+
+                               VOICE ON RADIO (filter)
+               10-4, one-delta-niner -- that's a 10-37,
+               repeat 10-37.  Backup on the way.
+
+     EXT. STREET - ON BATMOBILE
+
+     BARRELING TOWARD US on the street.  The SQUAD CAR gains behind
+     it.  A SIREN HOWLS; a red-and-blue bubble begins to flash...
+
+     The BATMOBILE makes a HAIRPIN TURN -- and ACCELERATES.
+
+     OVERHEAD ANGLE - THE STREETS
+
+     As the BATMOBILE rounds the corner and picks up speed, TWO
+     MORE SQUAD CARS scream down the cross street, joining in the
+     pursuit.  All at once THICK BLACK SMOKE billows from the back
+     of the Batmobile -- ENVELOPING the police cars, BLINDING THE
+     DRIVERS...
+
+     EXT. STREET - THAT MOMENT - NIGHT
+
+     TWO SQUAD CARS parked in a V-formation -- a makeshift
+     roadblock.  ANXIOUS POLICEMEN mill about in front of them.
+     They move into position as the BATMOBILE, still trailing
+     smoke, rounds a corner and careens directly toward them...
+
+     ANGLE ON BATMOBILE - THAT MOMENT
+
+     The FRONT FENDER of the Batmobile detaches and EXTENDS itself
+     from the body of the car.  It BENDS in the middle; WING-PANELS
+     flip into place, forming an arrowhead-shaped COW-CATCHER.
+
+     EXT. STREET - ON ROADBLOCK
+
+     A SHRIEKING HORN BLARES.  The COPS see the Batmobile SPEEDING
+     UP and dive for the sidewalk.  The COW-CATCHER slams into the
+     SOUAD CARS, pushes them effortlessly aside, and cruises
+     through the gap.
+
+     As the PURSUING CARS emerge from the smoke cloud and follow
+     the Batmobile through, we TILT UP to the roof of a nearby
+     building --
+
+     EXT. ROOFTOP - THAT MOMENT
+
+     -- and realize that the Batmobile's on automatic pilot,
+     because BATMAN's been on the roof all along -- watching the
+     action with some dismay.
+
+     His relationship with the Gotham PD appears to be on shaky
+     ground.  He speaks into his voice-activated REMOTE CONTROL
+     UNIT:
+
+                               BATMAN
+               Evasive.
+
+     SIRENS HOWL below as he strolls across the rooftop, lost in
+     thought.
+
+                                                            CUT TO:
+
+     INT. PENTHOUSE APARTMENT - NIGHT
+
+     At this height, the SIRENS are a distant insect drone.  We're
+     in the palatial digs of RANDALL SHAW, the construction
+     magnate.  There's obviously money to be made in real-estate
+     development -- because the walls are lined with art, and the
+     floor-to-ceiling windows open on the most spectacular view in
+     Gotham.
+
+     At the moment, SHAW's posing casually in front of his new
+     Brancusi -- which rests on a pedestal near the windows.  An
+     UNIDENTIFIED WOMAN in a slinky black dress LOOKS ON, her back
+     to the camera...
+
+                               WOMAN
+               It's a fake.
+
+                               SHAW
+               Hmm.  It cost me a half a million dollars.
+               You're sure?
+
+                               WOMAN
+               Absolutely.  You see, I...happen to know
+               where the real one is stashed.
+
+     The WOMAN wanders out of frame as SHAW smiles, impressed.  He
+     seems peculiarly nonchalant about the whole deal; at the
+     moment, art is not the first thing on his mind.  CAMERA STAYS
+     ON HIM as he pours two glasses of red wine and circles in on
+     his mysterious guest.
+
+                               SHAW
+               I guess you'd know.  I have some "friends"
+               in the art world.  They say that -- for
+               certain hard-to-get items -- you're the
+               one to call.
+
+                               WOMAN (O.S.)
+               How flattering.
+
+                               SHAW
+               They say for the right price...you could
+               steal Michelangelo off the Sistine Chapel
+               Wall.
+
+                               WOMAN (O.S.)
+               Mr. Shaw.  Do you believe everything you
+               hear?
+
+                               SHAW
+               Oh, I'm not one to judge.  I admire people
+               who take what they want.  I'm just curious
+               how you do it.
+
+     SHAW hands her the wine, and for the first time we see her
+     face.  It's SELINA KYLE, perching seductively on the arm of
+     the sofa...
+
+                               SELINA
+               I find that the old methods work best.
+
+     Setting her wine down, flashing her patented Cheshire-cat
+     smile, SELINA moves in on him -- and they go into a deep,
+     passionate kiss.  Her long red nails dig into his back; SHAW
+     drops his wine glass, which SHATTERS -- splashing red wine
+     across the polished parquet floor.
+
+     INT. PENTHOUSE - SHAW'S BEDROOM - NIGHT
+
+     The action's gone horizontal.  SELINA, peeled down to a sheer
+     lace teddy, is on the bed atop SHAW -- tickling his throat
+     with quick, lapping kisses.  She rolls off suddenly; when he
+     tries to sit up, she pushes him back down with a single
+     finger.
+
+     Sitting on the edge of the bed, she peels off her STOCKINGS,
+     twisting them around into tight cords.  With a coy smile she
+     runs her finger in a circle around SHAW's hairy chest -- and
+     then, abruptly, knots one stocking tightly about his wrist and
+     ties it off on the bedpost.
+
+                               SHAW
+               Hey, what are you doing -- ?
+
+     He tries to break her grip.  She BACKHANDS him sharply across
+     the face.
+
+                               SELINA
+               You're very inquisitive.  You'll just have
+               to be disciplined.
+
+     An EDGY SMILE spreads across his face as she binds his other
+     hand to the bedpost.  None too quick, he's just caught on that
+     all this is part of SELINA's kinky scene.  She crosses quickly
+     to the bathroom --
+
+                               SHAW
+               You know, I've...I've never really done
+               this kind of thing before.
+
+     -- and reemerges wearing her CATWOMAN mask...which seems
+     perfectly appropriate in this context.
+
+                               SELINA
+               I think people should indulge their
+               fantasies.  Don't you?
+
+     Now that he's all trussed up, she crosses the room and reaches
+     into an oversized bag.  She withdraws an odd-looking chromium
+     BRACE, slips it on over her wrist, and hits a trigger.  SIX-
+     INCH STEEL TALONS snick into place.  SHAW's dopey smile
+     fades...
+
+                               SHAW
+               Hey, what are those -- what are you --
+
+     He lets out an awful, shrill SHRIEK as the camera WHIP PANS
+     away from the bed to a Jackson Pollack on the wall nearby.  A
+     SPRAY OF BLOOD spatters across it -- in an aesthetically
+     pleasing way -- and the SHRIEK ends in a LOW GURGLE as we
+
+                                                            CUT TO:
+
+     INT. BUILDING LOBBY - A FEW MINUTES LATER - NIGHT
+
+     A SECURITY GUARD is working a crossword at his booth near the
+     entrance of the building.  Behind him, a bank of MONITORS show
+     various empty hallways throughout the building.  He reaches
+     for his coffee and sees a RED LIGHT flashing on a wall panel
+     nearby.
+
+     INT. SHAW'S PENTHOUSE - THAT MOMENT
+
+     The penthouse is THROBBING with the clangorous sound of a
+     BURGLAR ALARM.  SELINA is standing by an OPEN WALL SAFE --
+     concealed behind a painting, which has been swung away on
+     hinges -- and she's HOLDING HER EARS, wearing a look of
+     complete exasperation: oh, shit.  The GUARD'S VOICE crackles
+     over a nearby intercom:
+
+                               GUARD (O.S.; filter)
+               Mr. Shaw?  What's going on up there?  --
+               Mr. Shaw?
+
+     Furious with herself, she reaches inside the safe and extracts
+     a BLACK RAVEN statuette -- identical to the one she took on
+     the docks.  She slams the door shut and swings the picture
+     back into place.
+
+     EXT. STREETS - THAT MOMENT - NIGHT
+
+     SIRENS echo in the streets.  SQUAD CARS make sudden turns and
+     streak off toward SHAW's building.
+
+     EXT. ROOFTOP - HIGH ANGLE - NIGHT
+
+     Watching the cars from his rooftop vantage, BATMAN raises an
+     ANTENNA mounted on his utility belt and cups one hand to his
+     head.  An EARPIECE concealed inside his cowl gives him the
+     police frequency:
+
+                               DISPATCHER (O.S.; filter)
+               -- possible 15 in progress, 188 E. 69th at
+               Gotham Park West.  Move out.  It's Randall
+               Shaw.  Repeat, all units --
+
+     BATMAN's eyes widen.  He steps to the ledge and pulls a TINY
+     METAL CYLINDER from his belt -- immediately recognizable as
+     part of BRUCE's hydraulic umbrella-gizmo.
+
+     But it's no umbrella.  When BATMAN thumbs the switch, his
+     BLACK CAPE begins to SPREAD and RISE -- stiffening, expanding
+     -- INFLATING itself into a pair of RIGID BLACK BATWINGS.
+
+     He steps OFF THE LEDGE, INTO MIDAIR -- SOARING SILENTLY ACROSS
+     THE STREET LIKE A HUMAN HANG-GLIDER as the cop cars cruise
+     past far below.
+
+     INT. SHAW'S BEDROOM - NIGHT
+
+     There's an awful BANGING at the front door.  SHAW lies under
+     the bloody sheets, hands folded, staring lifelessly up at the
+     ceiling.  SELINA, now dressed in full Catwoman regalia, slings
+     a lightweight KNAPSACK over her shoulders.  She picks up the
+     nearest chair, RAMS IT through SHAW's plate-glass window, and
+     clambers out onto the ledge outside.
+
+     Ten seconds later the COPS burst in.  They rush to the bedroom
+     -- spot the shattered window, the inert gory mass on the
+     bed --
+
+     -- but the real shock comes when they glance over at the wall.
+     Painted there, in blood...is a big, red, dripping BAT.
+
+                               COP
+               JESUS!
+
+     EXT. ROOFTOP - SHAW'S BUILDING - NIGHT
+
+     Forty stories up.  The CATWOMAN, in a surefooted crouch, she
+     scurries along the ledge -- SPRINGS at a cornice -- and in one
+     lithe motion VAULTS UP onto the ROOF.  She scampers across the
+     rooftops, dropping from one to the next with rope and tackle,
+     like a mountain climber --
+
+     -- until she reaches the building at the end of the block.
+     Here she pauses to dig in her knapsack.  She pulls out a
+     retractable HOOK at the end of a rope, swings it around,
+     HEAVES IT at the rooftop across the street...
+
+     EXT. STREET BELOW - LOW ANGLE - THAT MOMENT
+
+     POLICE pile out of cars and race for the entrance, totally
+     oblivious to the odd scene taking place overhead -- where the
+     small, barely-visible figure of a WOMAN, clad entirely in
+     black leather, is doing a TIGHTROPE WALK across the
+     intersection.
+
+     EXT. ROOFTOP - A MINUTE LATER - NIGHT
+
+     The CATWOMAN bounds across snowy rooftops until she decides
+     she's out of danger.  Then, weary and exhilarated, she drops
+     to her knees; bathed in moonlight, she preens, stretches,
+     emits eerie little purrs and hisses of pleasure.  She's just
+     made a kill and her blood is running high, so she's stopped
+     for a moment of Quality Time.
+
+     She hears an odd crunching noise two roofs over.  Her whole
+     body tenses and -- though her head doesn't move -- her eyes
+     dart left.
+
+     A CAPED SHADOW has just touched down at the end of a line.
+     The gold BAT-EMBLEM on his chest is visible for the briefest
+     of seconds before he steps back into the shadows.  She acts
+     like she hasn't noticed...
+
+     ...but a little smile flickers across her lips just the same.
+
+     TIGHT ON BATMAN - THAT MOMENT
+
+     His eyes widen -- his LIPS PART as he watches her.  If it's
+     possible to see absolute consternation behind that mask, we're
+     seeing it now.
+
+     HIS POV - ON CATWOMAN - THAT MOMENT
+
+     She still doesn't let on that she's seen him.  Instead, she
+     goes to the ledge of the roof and begins to STRUT, like a
+     gymnast on the balance beam -- POSING for him in a little
+     private show -- a strange, self-infatuated, AUTOEROTIC DANCE
+     ROUTINE for BATMAN's benefit.
+
+     EXT. ROOFTOP - THAT MOMENT
+
+     His jaw is down around his knees.  Whoa.  He edges forward
+     slightly, as if hypnotically drawn to her...
+
+     She hears a noise.  Stops.  Makes a big show of looking left
+     and right.  Somehow afraid she'll see him watching, BATMAN
+     jumps back into the shadows.  She gathers her things; a small
+     WHITE CARD flutters from her knapsack to the snowy roof, and
+     she VANISHES over the edge.
+
+     Snapping back to reality, he bolts across the roof just in
+     time to see --
+
+     EXT. SIDE OF BUILDING - ON CATWOMAN - THAT MOMENT - NIGHT
+
+     She's rapidly working her way down the side of the building,
+     flipping down from one fire escape to tile next -- a master
+     gymnast.  Three stories up, she lands on a railing, then STOPS
+     -- LAUNCHING HERSELF out over the street, making a perfect
+     landing on the roof of a passing BUS.
+
+     EXT. ROOFTOP - ON BATMAN - THAT MOMENT - NIGHT
+
+     BATMAN turns -- and his eyes fall on the WHITE CARD.  He
+     kneels to pick it up; a brief three-word MESSAGE is scrawled
+     upon it...
+
+                            LOOKING FOR LOVE?
+
+     He goes goggle-eyed with astonishment.  He rushes back to the
+     edge of the roof and sees the BUS just turning toward the
+     entrance to Gotham Park.  He's reaching for his grappling-gun,
+     figuring to follow, when a FLOODLIGHT catches him full in the
+     face.
+
+     EXT. STREETS BELOW - THAT MOMENT - NIGHT
+
+     Down below, the cops are sweeping their beams across the
+     rooftops.  Two of them catch a quick glimpse of BATMAN just as
+     he ducks back behind the cornice, out of view.
+
+                               COP
+               Hey.  You see what I saw...?
+
+     This sends the astounded COPS rushing to their radios.  Right
+     on cue, COMMISSIONER GORDON's car pulls up.  LT. BULLOCK,
+     who's already on the scene, fills him in as he climbs out.
+
+                               BULLOCK
+               It's Randall Shaw.  Torn to ribbons.  --
+               We just made Batman up on the roof.
+
+                               GORDON
+               Oh God.
+
+     EXT. GOTHAM PARK - THAT MOMENT - NIGHT
+
+     The BUS rumbles deeper into the snowy park.  A BLACK
+     SILHOUETTE springs off the roof into the trees, disappearing
+     among the branches...
+
+     We TRACK WITH the bus as it moves through the park, arriving
+     finally at:
+
+     EXT. CLEARING IN PARK - SHANTYTOWN - NIGHT
+
+     The little colony of HOMELESS PEOPLE in their cardboard shacks
+     and lean-tos, still occupying the future site of the Park
+     Towers.  MARCHERS and PICKETERS are continuing their protest
+     nearby, and some charitable organization's set up a makeshift
+     soup kitchen on folding tables -- hot coffee and sandwiches.
+
+     VICKI's on the periphery of the camp, camera in hand.  She's
+     trying to persuade a HOMELESS MAN to let his picture be taken.
+
+                               VICKI
+               Please, just one.  It's important for
+               people to see what's happening.
+
+                               HOMELESS MAN
+               They don't want to see us, lady.  They
+               just want us gone -- out of sight, and out
+               of mind.
+                    (mumbling as he wanders off)
+               Get worse before it gets better.  It
+               always does.
+
+     VICKI TURNS.  In the distance, the PICKETERS are shrieking and
+     wailing.  A VAN's just pulled up to the edge of the park, and
+     a dozen HARDHATS are elbowing their way through the crowd.
+     All at once they're swarming through shantytown with TIRE
+     IRONS and BASEBALL BATS, overturning the sandwich tables,
+     RIPPING DOWN the shabby tents and lean-tos.
+
+     Some of the HOMELESS PEOPLE run.  Those who resist meet with
+     swift and sudden violence.  A MARCHER jumps a hardhat, and
+     gets a baseball bat in the gut for his trouble.
+
+     VICKI waits for the police sirens, but they don't come.  She
+     backs off toward the trees, she begins SNAPPING PHOTOS
+     FRANTICALLY, capturing the carnage on film.
+
+     A HARDHAT is dismantling a lean-to with his tire iron --
+     sending the terrified family inside scurrying off into the
+     snow -- when he glances up and sees VICKI taking his picture.
+     He points her out to a colleague...
+
+     ...and suddenly the two of them are RUSHING TOWARD HER with
+     pure cold malice in their eyes.  VICKI turns to run, but it's
+     slow going in the snow.  She SLIPS and FALLS; her attackers
+     are almost upon her...
+
+     ...when a SHADOWY FIGURE DIVES OUT OF THE TREES and TACKLES
+     one of the HARDHATS.  The FIGURE lands a powerhouse blow to
+     the fallen HARDHATs jaw, knocking him out cold.
+
+     The second HARDHAT turns and lifts his TIRE IRON.  But the
+     FIGURE, with surprising agility, is already rolling out of the
+     way.  As he rolls, he grabs the first guy's HARDHAT off his
+     head and brings it up in front of him -- blocking the blow
+     from the second guy's tire iron.
+
+     In the same motion, he plants a FOOT in the second HARDHAT's
+     belly and sends him REELING BACKWARD, HARDHAT II drops the
+     tire iron, and the FIGURE snatches it out of midair as he gets
+     to his feet.  He moves in on the second HARDHAT, BRANDISHING
+     the iron --
+
+     -- and while HARDHAT II is staring at it, the FIGURE HIGH-
+     KICKS HIM in the face.  HOP; KICK.  HOP; KICK.  The FIGURE has
+     nailed him three times squarely on the jaw before he can hit
+     the ground.
+
+     The FIGURE turns toward VICKI.  Her eyes go wide with
+     astonishment.
+
+     It's a KID, thirteen or fourteen at the outside, sunken-eyed,
+     grimy-looking, in a torn-and-tattered RAINCOAT.  She stares at
+     him for the briefest of instants before he rushes off to the
+     aid of his fellow homeless...
+
+     She can't believe what she's seeing.  The KID wades smack into
+     the midst of the remaining HARDHATS, and kicks ass --
+     spinning, pirouetting, kicking, clawing in a furious display
+     of pure athleticism.  It seems like he's everywhere at once.
+     There's only one other guy in Gotham City who can handle
+     himself like this...
+
+     Rallying behind him, the MARCHERS and HOMELESS PEOPLE snatch
+     bats and tire irons from the fallen HARDHATS -- and the tide
+     turns.  The invasion is being repelled.  Faced with renewed
+     resistance, the few HARDHATS still left standing TURN TAIL and
+     race off to their VAN.
+
+     Triumph in shantytown.  The MARCHERS and HOMELESS cluster
+     together to lick their wounds -- and the KID, satisfied that
+     everything is under control, turns and sprints off toward the
+     trees.
+
+     But one prostrate HARDHAT is only playing dead.  As the KID
+     runs past, the HARDHAT extends a TIRE IRON into his path --
+     TRIPPING HIM, sending him sprawling in the snow.  The KID
+     throws up his hands as the HARDHAT prepares to smash down at
+     him...
+
+     CLANG.  The HARDHAT drops his tire iron and topples over,
+     BOARDLIKE.  The KID looks up and sees VICKI standing there
+     with a baseball bat.
+
+     He gives her a quick nod of acknowledgement as he gets to his
+     feet -- thanks for returning the favor.  He's about to light
+     out again when --
+
+                               VICKI
+               WAIT!  Don't be afraid.  I wanted to thank
+               you.  I --
+
+                               KID
+                    (cautiously)
+               Twenty.
+
+                               VICKI
+               What?
+
+                               KID
+               Twenty bucks.
+
+     VICKI's mildly taken aback, but she reaches for her purse just
+     the same.  She's barely gotten her wallet open when the KID
+     snatches the bill out of her hands.  They stare at each other
+     for a long moment --
+
+                               VICKI
+               ...Who are you?
+
+                               KID
+               Dick.
+
+     -- and then he's bounding off like a shot.  VAULTING up into a
+     tree and vanishing amid the snowy branches.  VICKI starts to
+     follow, but there's no way she can keep up.  Instead she digs
+     into her CAMERA BAG...
+
+     HER POV - THROUGH TELEPHOTO LENS
+
+     Using the long lens, she tracks the KID's progress through the
+     treetops.  She can't actually see him, but occasional chunks
+     of SNOW and ICE are falling to the ground as he jumps from
+     limb to limb...
+
+     For a moment it seems like she's lost him.  As she sweeps the
+     lens back and forth, scanning the trees, she catches sight of
+     an EQUESTRIAN STATUE in the distance.  She ups the
+     magnification so she can see the plaque on the pedestal.  The
+     stone figure on the horse is Union war hero GEN. OLIVER WAYNE
+     -- BRUCE's great-grandfather.
+
+     As luck would have it, the KID drops to earth not ten feet
+     from the statue -- VICKI's got him in her sights again.  He
+     looks around cautiously to make sure no one's following, then
+     races toward a STONE BRIDGE which arches between two small
+     hillocks, over a frozen creek.
+
+     There's a DRAINAGE TUNNEL, four or five feet in diameter,
+     mounted in the bridge abutment, the KID pries off a wire grate
+     and clambers inside, then pulls the grate back into place
+     behind him.  Home sweet home.
+
+     EXT. PARK - ON VICKI - NIGHT
+
+     as she lowers the lens.  Her face is full of conflicting
+     emotions.  She'd love to corner this boy vigilante and find
+     out what his story is.  But on the other hand -- even the
+     homeless are entitled to their privacy...
+
+                                                            CUT TO:
+
+     INT. PENGUIN'S AVIARY - NIGHT
+
+     A CANARY sings in its cage as a BLACK CAT watches transfixed
+     from a nearby chair.  The cat arches its back -- waits -- and
+     SPRINGS AT THE CAGE, BATTING at it in midair.  The canary
+     SHRIEKS; the cat YOWLS; a WOMAN snatches it up off the floor,
+     cradles it in her arms...
+
+                               WOMAN'S VOICE
+               Now Hecate.  You don't want that scrawny
+               little bird --
+
+     It's SELINA, looking ripe and slinky in a sheer black
+     ensemble.  At the desk behind her is the PENGUIN, in his
+     customary cutaway and waist-coat, polishing his new RAVEN.  He
+     bares his teeth:
+
+                               PENGUIN
+               Do you want me to wring that creature's
+               neck?
+
+                               SELINA
+               You try it, I'll do the same to you.
+                    (as he grumbles; bemused)
+               I saw him, you know.
+
+                               PENGUIN
+               Saw who?
+
+                               SELINA
+               Batman.  He was dreamy.
+
+     She strokes the cat, in a reverie.  The PENGUIN drops his
+     polishing cloth, startled.
+
+                               PENGUIN
+               Dreamy?!?  Are you insane!?  My God --
+                    (sputtering wildly)
+               Are you sure it was him?  What did he do?
+
+                               SELINA
+               He stood on a roof and watched me.  He
+               didn't realize I'd seen him.  I don't
+               think he knew quite what to make of me.
+                    (smiling)
+               But he was definitely interested.
+
+     This sends the PENGUIN into a frantic round of pacing.  (Or
+     waddling.)
+
+                               PENGUIN
+               This scheme of yours is backfiring.  We
+               don't need him on our tails.  Do you know
+               how much money is at stake here?
+
+                               SELINA
+               Money isn't everything.
+                    (casually)
+               What's the point if we can't enjoy
+               ourselves?
+
+     She chuckles to herself.  He stares at her in disbelief -- and
+     SQUAWKS.
+
+                                                            CUT TO:
+
+     EXT. GOTHAM SQUARE - MORNING
+
+     The big SIGN over Gotham Square tells us there are only 9
+     shopping days left until Christmas.  Down below, BRUCE is
+     walking VICKI to work.
+
+                               VICKI
+               Six-on-one, and he took 'em all out...then
+               vanished into a drainage pipe -- right
+               next to the statue of General Wayne.
+
+                               BRUCE
+               My illustrious great-grandfather.  Think
+               it's the same kid we heard about?
+
+                               VICKI
+               Must be.  He reminded me of you.
+
+     BRUCE chuckles. They pass a NEWSSTAND just outside the Globe
+     building, pausing to stare at the headlines -- which SCREAM:
+
+                            NEW BAT-MURDER?
+           Batman Suspect in Slaying of Millionaire Developer
+                  Commissioner Gordon Refuses Comment
+
+     The accompanying photo is a full-color spread of the BLOODY
+     RED BAT painted on SHAW's wall.  BRUCE scowls at VICKI:
+
+                               BRUCE
+               -- You work for this rag?
+                    (snatching up a paper)
+               Your boss is calling for Gordon's
+               resignation -- unless he brings Batman in
+               for questioning...
+
+     VICKI nudges BRUCE and points at a STOREFRONT across the
+     street.
+
+     THEIR POV - SOUVENIR SHOP
+
+     The owner is in the store window, hastily removing all of his
+     Batman merchandise and setting up new displays devoted to
+     TEENAGE MUTANT NINJA TURTLES and THE SIMPSONS.  A MOTHER drags
+     her squirming TODDLER past the entrance -- the kid smells
+     heavy markdowns on Bat-shit, but Mom clearly doesn't
+     approve...
+
+     BACK TO SCENE - ON BRUCE AND VICKI
+
+     looking on in dismay.  BRUCE crumples the paper in outrage:
+
+                               BRUCE
+               I need a good PR man.
+
+                               NEWS VENDOR
+               Hey, pal -- you buyin' or borrowin'?
+
+     With a sullen look, BRUCE tosses the paper back on the rack.
+     VICKI pulls him off toward the entrance of the Globe.
+
+                               VICKI
+               That's what happens when you go after the
+               rich and powerful.
+
+                               BRUCE
+               Hey, it wasn't me, remember?  I am rich
+               and powerful --
+
+     As he's talking, BRUCE glances back at the newsstand.  He sees
+     an AD FLYER tacked up on one side -- "LOOKING FOR LOVE?  Find
+     it in the GOTHAM GLOBE PERSONALS."
+
+     Looking for Love.  Eyes widening, he digs in his pocket for a
+     quarter and races back to the newsstand.  VICKI keeps
+     walking...
+
+                               VICKI
+               Maybe it's almost...good.  In a weird way.
+               I mean, Shaw, and Barrett -- if people
+               like that were really scared, maybe
+               they'd --
+
+     She suddenly realizes she's talking to herself.  She turns
+     around and sees BRUCE back at the newsstand, hurriedly
+     unfolding a copy of the Globe.  She marches back and tugs at
+     his sleeve.
+
+                               VICKI (cont.)
+               Hey, I'm late for work.  You can read that
+               later.
+
+                               BRUCE
+               Quiet.  I'm looking for a personal ad.
+
+     Her face screws up in confusion as BRUCE frantically scans the
+     page.
+
+                               BRUCE (cont.)
+               "Tall, Dark And Handsome -- You saw me on 
+               the roof 12/16.  I was in black; you were
+               too."
+
+                               VICKI
+               Is this some kind of bad joke?
+
+                               BRUCE
+               It's her.  That cat woman, or whatever she
+               is.
+                    (reading aloud)
+               "I jumped a bus into Gotham Park hoping
+               you'd follow, but you were too shy..."
+
+                               VICKI
+               What does she want -- a date?
+
+                               BRUCE
+               She's trying to contact me.  Says she's
+               gonna leave me another ad...
+
+     The two of them exchange a look of utter perplexity.  BRUCE's
+     mind is racing; he seems bizarrely aroused -- in a way that
+     makes VICKI just a trifle nervous...
+
+     INT. GOTHAM GLOBE - CITY ROOM - DAY
+
+     VICKI arrives at her desk and sets her portfolio down.  She
+     spots a message in the "in" file.  She takes one look at it,
+     and her eyes go wide with RAGE.  She storms out in a fury...
+
+     INT. PUBLISHER'S OFFICE - A MINUTE LATER - DAY
+
+     Barging past a phalanx of SECRETARIES, VICKI bursts into the
+     inner office of HARRISON J. PROVOST, publisher of the Globe.
+     He's just opening his mail.  He heaves a weary sigh as VICKI
+     BARKS at him:
+
+                               VICKI
+               WHY DID YOU KILL MY STORY?
+
+                               PROVOST
+               Close the door.
+                    (waiting for her to calm down)
+               Your story isn't news.  With Shaw dead --
+
+                               VICKI
+               But the project's still going ahead!  If
+               attacking homeless people in the park
+               isn't news, I'd like to know what is --
+
+                               PROVOST
+               There's a psycho out there in a mask and
+               cape -- killing off Gotham's most
+               prominent citizens!  That's news.
+                    (beat)
+               I've known Randall Shaw all my life.  His
+               family is in mourning.  And it just so
+               happens I don't believe in slandering the
+               dead.
+
+     VICKI FUMES.  She turns and stares PROVOST straight in the
+     eye.
+
+                               VICKI
+               Mr. Provost -- how much money do you have
+               tied up in the Park Tower project?
+
+                               PROVOST
+               Vicki...I'm going to forget you made that
+               remark.  For the sake of your job, I
+               suggest you do the same.
+
+     VICKI stalks of -- and PROVOST goes back to his mail.  He
+     finds an envelope addressed in a shaky, psychotic scrawl, with
+     the word "CONFIDENTIAL" underlined three times in ink.  He
+     tears it open --
+
+     -- and HIS FACE TURNS PALE as he stares down at the contents:
+     a small business-sized card, signed with a BAT-EMBLEM...
+
+                  THOSE WHO FEED ON THE SOUL OF GOTHAM
+                          WILL SUFFER MY WRATH
+
+                                                            CUT TO:
+
+     EXT. GOTHAM HALL OF JUSTICE - DAY
+
+     WALTER BARRETT and his ATTORNEY emerge onto the front steps of
+     the courthouse.  BARRETT is instantly mobbed by REPORTERS.
+
+                               REPORTER I
+               Mr. Barrett!  Any comment on the
+               arraignment?
+
+                               REPORTER II
+               Is it true bail was set at two million
+               dollars?
+
+                               ATTORNEY
+               Stand back!  My client has nothing to say
+               at this time!
+
+     The ATTORNEY clears a path for BARRETT, who climbs into a
+     waiting CAR, shielding his face.  REPORTERS cluster around
+     it...
+
+     As the car pulls out into traffic, we see a flock of PIGEONS
+     taking wing from their perches on the statues outside the Hall
+     of Justice.
+
+     OVERHEAD SHOT - ON BARRETT'S CAR
+
+     PIGEONS fill the frame, swooping down toward the CAR, which is
+     idling at a traffic light far below.
+
+     INT. BARRETT'S CAR - THAT MOMENT
+
+     The liveried DRIVER drums his fingers as he waits for the
+     light to change.  BARRETT's in the back, speaking into his
+     cellular phone.
+
+                               BARRETT
+               It's time we called an emergency meeting
+               of the Raven Society.  Get back to me...
+
+     Looking troubled, he hangs up.  A fat white glob of PIGEON
+     SHIT splatters across the windshield.  Seconds later --
+     another SPLAT.
+
+                               BARRETT (cont.)
+               Damn pigeons.
+
+                               DRIVER
+               Just washed it, too.
+
+     The DRIVER reaches for the wiper switch.  They hear a tiny
+     DINK as a SOLID PELLET bounces off the windshield.
+
+     BARRETT and the DRIVER exchange a mystified look.  A small,
+     blinking CAPSULE has just lodged in the wiper-blade
+     assembly...
+
+     OVERHEAD SHOT - ON BARRETT'S CAR
+
+     Just as the light changes, the CAR EXPLODES into a million
+     fragments -- leaving a BLACKENED CRATER in the middle of the
+     intersection.
+
+                                                            CUT TO:
+
+     INT. BATCAVE - DAY
+
+     TIGHT ON A VIDEO MONITOR -- showing FIRE TRUCKS in the
+     intersection we've just left, hosing down the wreckage of
+     BARRETT's car.  BRUCE is watching intently when ALFRED appears
+     behind him.
+
+                               ALFRED
+               The Fluegelheim called again, sir.  They
+               want to know if you'll be attending the
+               opening of the new Egyptian exhibit.
+
+     BRUCE, still engrossed in his news broadcast, waves ALFRED
+     off.
+
+                               BRUCE
+               Cancel.
+
+                               ANCHORWOMAN (on TV)
+               -- and, citing new evidence in the so-
+               called string of "millionaire murders,"
+               Police Commissioner J.T. Gordon today
+               swore out a warrant for the arrest of
+               Batman.
+                    (beat)
+               We go now live to Mike Sekowsky,
+               spokesperson, Order of the Bat.
+
+                               SEKOWSKY
+               Jeez!  Talk about gratitude -- !!
+
+     At the sight of SEKOWSKY's face, BRUCE kills the sound in
+     disgust.  ALFRED looks on helplessly as he paces the floor of
+     the Batcave.
+
+                               BRUCE
+               Well, Alfred, it's official.  I'm a wanted
+               man.
+                    (beat)
+               "New evidence"...I've gotta find that
+               woman.  Did you check the personals?
+
+     As ALFRED shakes his head no, a BUZZER sounds.  They've got a
+     visitor.  BRUCE hits a switch on a monitor, and sees
+     COMMISSIONER GORDON'S CAR sitting outside the wrought-iron
+     gates of Wayne Manor.
+
+     He throws a nervous look at ALFRED.  ALFRED speaks into a
+     microphone:
+
+                               ALFRED
+               Who's there?
+
+                               GORDON
+               Jim Gordon, Alfred.  I've got to see
+               Bruce.
+
+     A spooky development.  Does GORDON suspect?  After a moment's
+     hesitation, BRUCE nods to ALFRED -- let him in.
+
+                               ALFRED
+               Mr. Wayne will see you, sir.
+
+     INT. BRUCE'S LIBRARY - A MOMENT LATER
+
+     A curious BRUCE ushers GORDON into the library, gestures
+     toward the liquor cabinet.  The Commissioner nods his head no.
+     He's fidgety, ill at ease -- he obviously doesn't want to be
+     here.
+
+                               GORDON
+               Sorry to bother you.  Bruce -- I'll get
+               right down to it.  You knew Shaw and
+               Barrett --
+
+                               BRUCE
+               I saw them occasionally.  We all sat on
+               the board of the Fluegelheim...
+
+                               GORDON
+               Did you have any...dealings with them,
+               or --
+
+                               BRUCE
+               No.  I never liked the way they did
+               business.
+
+                               GORDON
+               The thing is, Bruce, you're all lumped
+               together in the public mind -- the Five
+               Families of Gotham, that sort of thing --
+               and, uh...
+                    (taking a card from his pocket)
+               Harrison Provost got this in the mail.
+
+     BRUCE examines the card, -- "THOSE WHO FEED," etc.  He stares
+     at GORDON in mock-concern, playing it close to the vest...
+
+                               BRUCE
+               Then Batman is behind all this.
+
+                               GORDON
+               Batman or a damned good imitation.
+
+                               BRUCE
+               Well.  He's changed tactics, hasn't he.
+
+                               GORDON
+                    (shrugging; at a loss)
+               Shaw, with his high-rises -- Barrett, a
+               druglord, major polluter -- they weren't
+               exactly model citizens.  Who knows, it
+               could be some crazy social-conscience kind
+               of thing.
+
+                               BRUCE
+               You mean he's going after...the root of
+               the problem.
+
+     GORDON shakes his head and gets up to go.  BRUCE hands him the
+     card.
+
+                               GORDON
+               Let me know if you get one of these.
+               We'll put all our resources at your
+               disposal.
+
+     BRUCE nods thoughtfully as ALFRED appears to see the
+     Commissioner out.  A moment later, the butler reappears.
+
+                               BRUCE
+               Changed my mind, Alfred.  I'll be dropping
+               in on the Fluegelheim after all.
+
+                                                            CUT TO:
+
+     INT. FLUEGELHEIM MUSEUM - NIGHT
+
+     It's a party to celebrate the opening of the new Egyptian
+     exhibit, and the Fluegelheim is hopping.  BOARD MEMBERS,
+     MUSEUM PATRONS, and SOCIALITES mill about in dinner jackets
+     and evening gowns, making small talk.  AN OPEN SARCOPHAGUS has
+     been set up as a wet bar.
+
+     On a raised concrete platform in the center of the hall,
+     rimmed by a decorative moat, sits an ancient Egyptian SHRINE.
+     The TEMPLE OF BASTET has been moved to Gotham and
+     reconstructed in the Fluegelheim --sandstone walls, fountains,
+     statuary and all.
+
+     Guarding the entrance is a stately bronze statue of the
+     goddess BASTET -- who has the body of a woman and the head of
+     a pointy-eared CAT.  She holds an aegis and a sistrum; four
+     tiny KITTENS romp at her feet.  BRUCE, who's just arrived, is
+     taking an intense interest in the cat-goddess...
+
+                               VICKI
+               What is it?
+
+                               BRUCE
+               I just had a weird sense of deja vu.
+
+     He glances over by the sarcophagus and sees PROVOST, the
+     publisher, huddle with ELIOT TIPTREE III, transit magnate --
+     the remaining member of Gotham's "Five Families."  The two of
+     them are engaged in some urgent conversation which he can't
+     quite make out...
+
+                               TIPTREE
+               Harrison -- we really ought to warn Bruce.
+               We owe him that much.
+
+     BRUCE detaches himself from VICKI and strolls toward them.
+     PROVOST and TIPTREE force smiles and wave, affecting an air of
+     nonchalance.
+
+                               PROVOST (cont.)
+               The man's a space cadet.  Let him look out
+               for himself.
+                    (as BRUCE arrives; cheerfully)
+               Why, Bruce!  What a delightful surprise.
+
+                               BRUCE
+               Good to see you two.  Looks like the Five
+               Families are suddenly down to three.
+                    (looking around)
+               In fact, if somebody dropped a bomb on
+               this room right now --
+
+     TIPTREE chuckles nervously.  PROVOST is even less amused.
+
+                               PROVOST
+               Is that your idea of a joke, Bruce?
+
+                               BRUCE
+               Not at all.  Commissioner Gordon seems to
+               think we should all be hiring bodyguards.
+
+               TIPTREE                           PROVOST
+     Oh, that's absurd.                I already have.
+
+     The two of them glower at each other.  It's like an outtake
+     from The Newlywed Game.  BRUCE shrugs it off and makes a
+     vacuous face:
+
+                               BRUCE
+               Thing is, I can't imagine why Batman would
+               be after us.  Can you?
+
+     PROVOST and TIPTREE are about to go into another round of
+     hemming-and-hawing when a NEW FACE joins the party.  It's
+     SELINA KYLE -- stunning as ever in an extravagantly revealing
+     dress slit up to the armpits.  She's holding two glasses of
+     CHAMPAGNE...
+
+                               SELINA
+               You two look like you need a drink.  --
+               And is this who I think it is?
+
+     She flashes BRUCE her most winning, seductive, heavy-artillery
+     SMILE.  He BLINKS, temporarily speechless.
+
+                               PROVOST
+               Selina Kyle -- Bruce Wayne.
+
+                               SELINA
+               Our absentee board member!  I've been
+               wanting to meet you forever.
+
+                               TIPTREE
+               Selina's the new Curator of Antiquities.
+               She brought the Temple over block by
+               block --
+
+                               SELINA
+               You two won't be terribly upset if I
+               borrow Bruce for a moment, will you?
+
+     Before he can protest, she's linked an arm around his and
+     dragged him off.  A nearby FAT MAN spots SELINA, wiggles his
+     eyebrows and WAVES BRIGHTLY.  His tongue is practically
+     hanging out -- he's just dying to write her a check.  SELINA
+     SIGHS WEARILY to BRUCE:
+
+                               SELINA (cont.)
+               Major contributor.  -- I always seem to
+               wind up in charge of fund-raising...
+
+                               BRUCE
+               I can't imagine why.
+
+                               SELINA
+               Tax year's almost over, you know.  I hope
+               we can count on your usual generous
+               donation.
+                    (indicating PROVOST and TIPTREE)
+               Someone's got to set an example for those
+               two tightwads.
+
+                               BRUCE
+               They're proccupied.  This string of
+               murders --
+
+                               SELINA
+               I asked them if they'd consider including
+               us in their wills.
+                    (chuckling to herself)
+               They didn't seem a bit amused...
+
+     ANGLE ON VICKI - THAT MOMENT
+
+     She's making small talk with a bunch of STUFFED SHIRTS and
+     their overdressed WIVES.  She glances across the room at the
+     statue of Bastet, sees SELINA draped all over BRUCE.  A frown
+     crosses her face...
+
+     ANGLE ON BRUCE AND SELINA - THAT MOMENT
+
+     She's still clinging to his arm as they stare up at the
+     statue.
+
+                               SELINA
+               -- and this is my good friend Bastet, the
+               Egyptian Cat Goddess.
+
+                               BRUCE
+               I think we've already met.  -- This is
+               quite an expedition you've put together.
+
+                               SELINA
+               I'm glad you think so.  I have to say,
+               Bruce -- you're not at all what I
+               expected.
+
+                               BRUCE
+               Sorry to disappoint you.
+
+                               SELINA
+               Oh, it's not that.  Not at all.  It's just
+               that I'd always heard you were...
+
+                               BRUCE
+               What?
+
+                               SELINA
+                    (coyly)
+               Oh...sort of a...
+
+                               BRUCE
+                    (smiling; fascinated)
+               No.  Come on.  What?
+
+     BRUCE's state of mounting infatuation is abruptly shattered
+     when VICKI sidles up alongside him and -- territorially --
+     takes his other arm.  The women exchange big, toothy, plastic
+     smiles; stranded in the middle, BRUCE realizes they're waiting
+     for him to introduce them.
+
+                               BRUCE
+               Oh.  Selina Kyle -- my friend Vicki Vale.
+
+                               SELINA
+               The photographer.  I've seen your pictures
+               in the Gazette.
+
+                               VICKI
+               The Globe.
+
+                               SELINA
+               Oh, that's right.  The tabloid one.  --
+               What an original dress!
+
+     VICKI, still smiling, cocks an eyebrow at BRUCE.  He senses
+     trouble coming and tries to head it off at the pass.
+
+                               BRUCE
+               Selina supervised the reconstruction of
+               the temple.  Brought it back from Egypt...
+               stone by stone.
+
+                               VICKI
+               Really.  She must be awfully tired.
+                    (to SELINA)
+               How'd you get to be in charge of a huge
+               project like this?
+
+                               SELINA
+               It was easy.  I slept with the Pharoah.
+
+     She laughs at her own joke.  VICKI responds with a dry little
+     chuckle of her own.  SELINA gives BRUCE a SHARP YANK on the
+     sleeve.
+
+                               SELINA (cont.)
+               Excuse us, won't you, sweetheart?  We have
+               some boring museum business to talk about.
+
+     VICKI fumes.  BRUCE shrugs apologetically as SELINA drags him
+     off out of earshot.
+
+                               SELINA (cont.)
+               I.  Short leash.
+
+                               BRUCE
+               Pull in the claws, okay?  She's really
+               terrific.
+
+                               SELINA
+               I'm sorry, Bruce.  Sometimes I get a
+               little...aggressive, you know?
+                    (handing him a card)
+               Look, I need to talk to you.  Come by
+               sometime.  I'll give you the private tour.
+
+                               BRUCE
+               Wait.  Let me explain about Vicki --
+
+                               SELINA
+                    (shushing him)
+               I understand.  Anyone who's that
+               protective must have a pretty good reason
+               for it.
+
+     She shoots him one last smile -- sly, conspiratorial,
+     unmistakably juicy.  Then she's off in pursuit of another
+     major funder.  BRUCE is thoughtfully turning the card over in
+     his hands when VICKI rejoins him.
+
+                               VICKI
+               How's "business"?
+
+                               BRUCE
+               Relax, okay?  I like you better.
+
+     He scans the room, trying to find PROVOST and TIPTREE.  No
+     luck.
+
+                               VICKI
+               If you're looking for your fellow
+               millionaires, they left some time back.
+
+                                                            CUT TO:
+
+     INT. ROOFTOP - NIGHT
+
+     The roof of the Gotham Globe.  A STARLING circles overhead for
+     a moment -- then DIVES down an exposed VENTILATION SHAFT.
+
+     INT. GOTHAM GLOBE - THAT MOMENT
+
+     TWO ARMED BODYGUARDS are standing watch outside an office.
+     Brass letters on the door read "J. HARRISON PROVOST,
+     PUBLISHER."
+
+     INT. PROVOST'S OFFICE - THAT MOMENT
+
+     PROVOST, agitated, working late.  He speaks, sotto voce, into
+     the phone:
+
+                               PROVOST
+               Don't worry about that.  I've had the
+               office swept for bugs.  No one's
+               listening...
+
+     INT. TIPTREE'S LIBRARY - THAT MOMENT - NIGHT
+
+     TIPTREE in his paneled study at home.  There's an open bottle
+     on the table and he's been hitting the sauce -- hard.  His
+     VOICE QUAVERS:
+
+                               TIPTREE
+               It's just so -- unfair.  I mean...it was
+               over a century ago.  It's not like we're
+               responsible.
+                    (hollow-eyed)
+               How could he know?  How could Batman know
+               about the Raven Society??
+
+     INT. OFFICE - ON PROVOST - THAT MOMENT
+
+                               PROVOST
+               Who knows and who cares.  The point is,
+               it's happened...
+
+     He hears a CHIRP and looks up.  It seems to be coming from a
+     HEATING VENT on the wall.  But then it stops, so he resumes
+     his conversation --
+
+                               PROVOST (cont.)
+               I'm clearing out of the country, and I'm
+               taking the raven with me.  I suggest you
+               do the same.
+
+     INT. HEATING VENT - THAT MOMENT
+
+     In the metal shaft on the other side of the grate is a tiny
+     BIRD -- the same one we saw flying down the air shaft.  Now
+     that we've got a close-up view, we can see the thin BATTERY
+     PACK wired to its underbelly...and the MINIATURE MICROPHONE
+     taped to its leg.
+
+                               PROVOST (O.S.)
+               I'll tell you how to reach me.  And don't
+               repeat this to anyone.
+
+                                                            CUT TO:
+
+     INT. PENGUIN'S LAIR - DAY
+
+     The PENGUIN stands over his indoor penguin pool.  He's wearing
+     rubber gloves, feeding LIVE FISH from an ice chest to his
+     arctic birds.  The vents in the windows are open, and the
+     climate in the room is downright icy as SELINA's wrapped in
+     fur, stroking her pet cat:
+
+                               SELINA
+               He's just another rich idiot.
+                    (chuckling to herself)
+               The odd thing is, he didn't seem a bit
+               concerned.
+
+                               PENGUIN
+               Then he is an idiot.
+
+                               SELINA
+               He lives in some big sprawling manor.
+               I'll have to get inside, scope it out...
+               see where he's got the raven stashed.
+
+                               PENGUIN
+               How do you plan to do that?
+
+                               SELINA
+               How do you think!
+
+     A feline smile from SELINA.  The PENGUIN chuckles to himself,
+     lobs a FISH out over the pool.  A swooping GULL snatches it
+     out of the air before it hits the water.  FRICK arrives in the
+     doorway.
+
+                               FRICK
+               It's Mr. Provost, sir.  He's planning to
+               embark on an unscheduled Christmas
+               vacation.
+
+                               PENGUIN
+               Good!  That should save us a trip to the
+               bank.
+
+                                                            CUT TO:
+
+     INT. FLUEGELHEIM - BACK ROOM - DAY
+
+     A huge open room cluttered with all kinds of junk:
+     archaeologist's tools, restoration equipment, etc., plus a
+     healthy assortment of curios and oddities from all over.  This
+     is SELINA's private domain.  CAMERA TRACKS past a glass case
+     full of ugly, withered, turdlike specimens...
+
+                               BRUCE
+               What have we got here?
+
+                               SELINA
+               Mummified cats.  Bastet's sacred animal.
+               They were buried by the thousands at
+               Bubastis.  -- Oh, careful!
+
+     BRUCE FREEZES with his hand poised over a set of four earthen
+     JARS.  Each has a lid carved in the shape of a HEAD: ape,
+     jackal, man, falcon.
+
+                               SELINA (cont.)
+               Canopic jars.  In the process of
+               mummification, the internal organs were
+               buried separately.
+                    (pointing to each jar in turn)
+               Lungs -- stomach -- liver -- intestine --
+
+     BRUCE withdraws his hand with a bemused shudder.
+
+                               BRUCE
+               You're in a gruesome line of work.
+
+                               SELINA
+               Keeps me interested.  And that's not easy
+               to do...
+
+     BRUCE's attention turns to a crumbling statuette of an odd
+     beast: a WINGED LION with the head of a FALCON.
+
+                               BRUCE
+               This one I know.  It's a gryphon, right?
+
+                               SELINA
+               Very good.  A mythical demon, half-bird,
+               half-lion...sweeping down from the sky to
+               deliver retribution and justice.
+
+     BRUCE nods.  He can dig it.  He regards the gryphon for a long
+     moment and CHUCKLES.
+
+                               BRUCE
+               Poor guy.  Birds and cats -- you wouldn't
+               think the two halves would cooperate.
+
+                               SELINA
+               Only under certain circumstances.
+                    (beat)
+               I'm really glad you came, Bruce.  I was
+               afraid I'd given you the wrong impression.
+               Or maybe it was the right impression.
+
+                               BRUCE
+               What was it you wanted to talk to me
+               about?
+
+                               SELINA
+               Your collection.  I'd love to see it.  I
+               mean, everyone says you've got a
+               fabulous --
+
+     She breaks off in midstream and chuckles to herself.  She toys
+     demurely with her equipment.  She looks up at BRUCE and
+     switches tactics -- going for the direct approach.  BRUCE
+     braces himself...
+
+                               SELINA (cont.)
+               Mainly I just wanted an excuse to see you
+               again.  Does she know you're here --
+               Vicki?
+
+                               BRUCE
+                    (shrugging)
+               No.
+
+                               SELINA
+               It must be strange.  Having all that
+               power, and money -- never really knowing
+               if that's what people are attracted to.
+
+                               BRUCE
+               What are you attracted to?
+
+                               SELINA
+               I think you're a little bit nuts.
+                    (beat)
+               I think you're a little -- bored with your
+               life.  Having everything you want.  No
+               variety, no...danger.  And every once in a
+               while you need to take a risk.  Shake it
+               all up.
+
+                               BRUCE
+               How?
+
+                               SELINA
+               Maybe by...coming here today.
+
+     She leans back against a crate, moistens her lips.  She's
+     letting him have it with both barrels.
+
+                               SELINA (cont.)
+               That's one thing I can give you, Bruce --
+               danger -- a little something you can't get
+               at home.
+
+     BRUCE hesitates -- but the lure is irresistible.  He moves
+     forward slowly; SELINA's eyes close; their lips draw slowly
+     closer...
+
+     ...and he SNEEZES IN HER FACE.  She backs off in shock as he
+     covers his face.  His eyes are watering and he's WHEEZING.
+     She rushes over --
+
+                               SELINA
+               Are you okay?
+
+                               BRUCE
+               Is there a cat in here?
+
+     Right on cue, SELINA's black cat HECATE lets out a loud MEOW
+     -- and STRETCHES against BRUCE's pants leg.  He brushes the
+     animal aside and it LEAPS into SELINA's arms.  BRUCE sniffles
+     uncontrollably.
+
+                               BRUCE (cont.)
+               Get it away!
+
+     She drops the cat, which scampers off.  BRUCE rubs his eyes.
+
+                               SELINA
+               Poor thing.  You're allergic!
+
+                               BRUCE
+               Yeah, cats...ever since I was a kid...
+                    (snorting and weeping)
+               Look, I'd better get some fresh air. 
+               Maybe another time, okay...
+
+     He heads for the door before SELINA can stop him.  He's gone,
+     but she knows she's left a dent in his armor.  She smiles in
+     bemusement as HECATE jumps into her arms and PURRS.
+
+     EXT. FLUEGELHEIM - A MOMENT LATER - DAY
+
+     BRUCE stumbles out the museum feeling mildly discombobulated.
+     He marches down the front steps past a NEWSSTAND -- where he
+     stops to buy a copy of the afternoon GLOBE.
+
+     He opens it to the PERSONAL ADS and finds what he's been
+     waiting for:
+
+            TALL, DARK, AND HANDSOME -- Christmas is coming.
+                  Why don't we trim the tree together?
+
+     This puzzles him for a moment -- until he looks up the street.
+     In the distance, at the very center of Gotham Square, WORKMEN
+     are stringing lights around an enormous CHRISTMAS TREE, almost
+     fifty feet tall.
+
+     The LIGHTING CEREMONY is an annual event in Gotham.  BRUCE
+     smiles slightly, tucks the paper under one arm and walks to
+     his car.
+
+                                                       DISSOLVE TO:
+
+     EXT. GOTHAM SQUARE - NIGHT
+
+     SNOW falls on a huge CROWD gathered around the big tree.  The
+     tree won't be lit for another twenty minutes or so, and so the
+     ONLOOKERS are singing CHRISTMAS CAROLS from printed lyric
+     sheets.
+
+     A BAND is playing on a makeshift ORCHESTRA PLATFORM erected in
+     front of the tree, leading the crowd in a spirited rendition
+     of "God Rest Ye Merry, Gentlemen."  The Square is rocking with
+     good will toward men.  When they get to the part about saving
+     us all from Satan's power --
+
+     EXT. ROOFTOP OVERLOOKING SQUARE - THAT MOMENT - NIGHT
+
+     -- the CAMERA TILTS UPWARD to BATMAN, watching the action from
+     his usual gargoyle's perch.  He's scanning the streets and the
+     rooftops, waiting tor the CATWOMAN to make her move --
+     whatever it is.
+
+     He glances at the building directly across the square from
+     him.  On the roof is a neon sign reading Gotham City Globe in
+     ornate old-English letters -- and above that, a ROTATING METAL
+     SCULPTURE of the world turning.  His eyes rove downward along
+     the facade of the building...
+
+     EXT. GOTHAM GLOBE - THAT MOMENT
+
+     At street level, an ARMORED CAR has pulled up in front of the
+     Globe offices.  THREE SECURITY GUARDS with rifles climb out of
+     the ARMORED CAR, followed by a FOURTH -- who has an OBLONG BOX
+     handcuffed to his wrist.  Of course, we can't see what's
+     inside, but to those of us in the know the box looks just
+     about the right size for a RAVEN STATUETTE.
+
+     The GUARDS scan the street and enter the building without
+     incident.  As they do, a NEWSPAPER DELIVERY VAN crosses the
+     frame; mounted on its side is an ADVERTISING PLACARD which
+     reads:
+
+                        BATMAN: HERO OR MENACE?
+                 Read All About It in the GOTHAM GLOBE!
+
+     EXT. ROOFTOP - ON BATMAN
+
+     He watches with some curiosity.  An armored car: is this some
+     part of the CATWOMAN's scheme?  But no...the GUARDS are safely
+     inside the building, and the CAR is leaving.  He settles back
+     to wait.
+
+     INT. NEWSPAPER DELIVERY VAN - THAT MOMENT
+
+     The innocuous-looking VAN rounds the corner of the Globe
+     building.  FRICK is at the wheel, FRACK is riding shotgun, and
+     the PENGUIN is between them, peering out eagerly through the
+     windshield.
+
+     They turn into the Globe's BASEMENT GARAGE -- where dozens of
+     similar vans are parked at the LOADING BAYS.  Just part of the
+     fleet...
+
+     INT. PROVOST'S OFFICE - A MOMENT LATER
+
+     The quartet of SECURITY GUARDS arrive at PROVOST's office.
+     The publisher has already packed his suitcases for a speedy
+     getaway.  The LEAD GUARD -- the one cuffed to the RAVEN BOX --
+     sets his precious cargo on a desk and stands discreetly at
+     arm's length while PROVOST unlocks it and checks its contents.
+
+     Satisfied, he slams it shut.  He reaches into his top drawer
+     for an ENVELOPE, which he hands to his PERSONAL SECRETARY.
+
+                               PROVOST
+               Open this in an hour.  Phone my wife and
+               tell her where to meet me.
+                    (to the GUARDS; edgily)
+               No trouble on the way, I take it?
+
+                               LEAD GUARD
+               No sir, Mr. Provost.  We came straight
+               from the bank vault.
+
+                               GUARD II
+               'Copter should be just touching down.
+               We'll have you safely out of here in no
+               time.
+
+     EXT. ROOFTOP - ON BATMAN
+
+     "Here Comes Santa Claus" echoes up from the streets.  BATMAN
+     watches as a COPTER descends toward the HELIPAD on the roof of
+     the Globe...
+
+     INT. CORRIDOR OUTSIDE OFFICE - A MOMENT LATER
+
+     PROVOST and the LEAD GUARD with the raven box are at an
+     elevator bank.  The other GUARDS head for a stairwell.
+
+                               GUARD II
+               We'll check the stairs.  See you on the
+               roof.
+
+     The LEAD GUARD starts to press the UP button, but PROVOST
+     pulls a key from his pocket instead:
+
+                               PROVOST
+               No -- my private elevator.  It's safer.
+
+     INT. ELEVATOR SHAFT - THAT MOMENT
+
+     shooting DOWN on the car as it rises.  The shaft above it is
+     filled with BIRDS -- starlings, crows, pigeons and the like,
+     swooping and gliding among the gears and cables...
+
+     EXT. ROOF OF GLOBE BUILDING - THAT MOMENT
+
+     In BG, the helicopter on its pad, idling noisily, the rotors
+     still spinning.  In FG, the small dormer-like structure that
+     houses the STAIRWAY.  The metal access door opens, and the
+     first of the GUARDS steps warily out, rifle at the ready.  He
+     smiles back at his pal.
+
+                               GUARD
+               No way.  They don't pay us enough to
+               tangle with Batm--
+
+     A black-gloved, CHROME-TALONED HAND snakes around the edge of
+     the dormer and RAKES ACROSS HIS THROAT...
+
+     INT. ELEVATOR CAR - THAT MOMENT
+
+     SWEAT beads up on PROVOST's lip as the GUARD hits the up
+     button and the car begins to rise.  Suddenly, the LIGHTS GO
+     OUT.  The car stops with a lurch.
+
+                               PROVOST
+               What is it??  What's happening??
+
+     Suddenly, there in the darkness, they hear a series of loud
+     POPPING SOUNDS...which could be gunfire...
+
+     EXT. GOTHAM SQUARE - THAT MOMENT - ON CROWD
+
+     singing "Here Comes Santa Claus" at the top of their lungs.
+     Happy faces beam.  No one hears anything unusual over the
+     music...
+
+     EXT. ROOFTOP - ACROSS STREET - ON BATMAN
+
+     BATMAN straining to listen.  We get another faint series of
+     POPS -- barely audible over the CAROLING from below, and the
+     loud PUTT-PUTT-PUTT of the helicopter blades.
+
+     He can't really be sure he's heard anything at all.  He scans
+     the roof of the Globe building, but he can't see what's
+     happening beyond the big steel globe sculpture and the neon
+     sign...
+
+     EXT. GLOBE BUILDING - ROOFTOP - THAT MOMENT
+
+     The CATWOMAN lets fly with another burst of automatic fire
+     from the dead GUARD's rifle.  The helicopter is still idling,
+     but no one's left to fly it -- the rooftop is littered with
+     stiffs...
+
+     INT. ELEVATOR CAR - THAT MOMENT
+
+     PITCH BLACK.  Pre-verbal GROANS and MURMURINGS OF FEAR issue
+     from the darkness.  An EERIE RED LIGHT kicks on -- the
+     emergency generators -- and we see PROVOST backed up in a
+     corner of the car, twitching and jumping like a crazed
+     spastic.  The GUARD, in a futile effort to placate him, points
+     up at the LIGHT:
+
+                               GUARD
+               There.  Mr. Provost.  See?  The
+               generator's kicked in.  It's just an
+               electrical problem.
+
+     PROVOST is only marginally consoled.  They hear a strange
+     TWITTERING NOISE in the shaft above them...
+
+     PROVOST starts babbling again.  The GUARD slaps him across the
+     face.  But the TWITTERING has him a bit concerned as well.  He
+     stares up at the ceiling of the car as he PUNCHES BUTTONS on
+     the panel; with another LURCH, the car begins to move.
+
+                               GUARD
+               There.  See?  It's moving.  We're fine.
+
+                               PROVOST
+               It's going down.  We're going DOWN!!!
+
+     INT. ELEVATOR SHAFT - THAT MOMENT
+
+     The BIRDS in the shaft have all ROOSTED on the TOP OF THE CAR.
+     They're patiently riding it down as it descends...
+
+     INT. ELEVATOR CAR - THAT MOMENT
+
+     The car stops again.  PROVOST is totally losing it.  The
+     exasperated GUARD grabs him and SHAKES HIM.
+
+                               GUARD
+               Okay, Mr. Provost -- I'm gonna have a look
+               through the trap door.  But I need you to
+               help me.  Okay?  You have to help.
+
+     PROVOST nods and tries to get a grip on himself.  The GUARD
+     looks up at the trap door in the ceiling of the car.  He can't
+     reach it...
+
+     He uncuffs the BOX containing PROVOST'S RAVEN from his wrist
+     -- and STANDS on it.  Still short.  Unholstering his gun and
+     using it as a prod, he can almost reach the trap door.  He
+     JUMPS UP and, poking with the gun, manages to dislodge the
+     panel slightly.
+
+     More TWITTERING.  PROVOST and the guard look up through the
+     tiny crack in the ceiling and see nothing but darkness.
+
+                               GUARD
+               Probably just some bird that's gotten in
+               the shaft.  Now calm down.  You'll have to
+               give me a boost.
+
+     The GUARD climbs back atop the raven box.  PROVOST gives him a
+     boost and he manages to catch hold of the lip of the trap
+     door.
+
+                               GUARD (cont.)
+               Okay, help me out...steady...
+
+     PROVOST wraps both arms around the GUARD's wriggling LEGS and
+     tries to hoist him upward.
+
+     INT. SHAFT - ON ROOF OF CAR - THAT MOMENT
+
+     From a vantage level with the roof of the car, we see the
+     GUARD'S FINGERS, clinging to the lip of the trap door.  Now
+     his HEAD rises into view, pushing the panel aside as he pulls
+     himself upward.
+
+     He peers around.  His BROW wrinkles as he sees a bizarre sight
+     -- PASSELS of SQUAWKING BIRDS, walking back and forth in front
+     of him, STRUTTING and PREENING mere inches from his face...
+
+     INT. ELEVATOR CAR - THAT MOMENT
+
+     The bottom half of the GUARD dangles from the ceiling.
+     PROVOST still has his arms wrapped around the GUARD's knees.
+     All at once, the GUARD begins to SCREAM -- his body JERKS and
+     his legs KICK WILDLY.  Still PROVOST struggles to hang on --
+     even as BLOOD spatters across the top of his bald dome...
+
+     Finally, the GUARD's violent spasms are too much.  PROVOST
+     trips over the raven box, stumbles backward and lands on his
+     ass in a corner of the car.  The GUARD tumbles in a heap to
+     the elevator floor, his face PECKED and CLAWED beyond
+     recognition, his eyes gone altogether.
+
+     PROVOST lets out a series of SHRIEKS.  He peers at the open
+     trap door, sees the BIRDS staring curiously down at him, and
+     SHRIEKS AGAIN.
+
+     The EMERGENCY TELEPHONE rings.  He stares at it.  It rings
+     again.  Shielding his eyes and screwing up his courage,
+     PROVOST crawls across the floor and reaches for the receiver.
+
+                               PENGUIN (V.O.; filter)
+               Sixteenth floor.  Linens, housewares,
+               ladies' lingerie!
+
+                               PROVOST
+               W-who is this??
+
+     INT. GLOBE - BASEMENT LOADING BAY - THAT MOMENT
+
+     NEWSPAPER DELIVERY VANS are parked in neat rows -- all
+     driverless.  FRICK is sitting with a boxful of electrical
+     equipment next to a bank of ELEVATORS; all the cars have been
+     LOCKED OPEN here in the basement, except for ONE -- PROVOST's
+     private elevator, the doors to which are still closed.  The
+     PENGUIN stands beside it, speaking into a RED PHONE.
+
+                               PENGUIN
+               Mr. Provost?  If you want to get out of
+               that car alive, I suggest you follow my
+               instructions to the letter.
+
+     As he talks, we see various NEWSPAPER EMPLOYEES sprawled on
+     the concrete nearby, DEAD.  A CORRUGATED METAL DOOR has been
+     lowered over the LOADING BAY, separating the newspaper
+     production staff from the VAN POOL.  They're trapped on the
+     other side.  BANGING AWAY LOUDLY on the door...
+
+                               PENGUIN (cont.)
+               SHUT UP IN THERE.
+                    (calmly; into phone)
+               You should see a cord hanging just behind
+               you.
+
+     INT. ELEVATOR CAR - THAT MOMENT
+
+     PROVOST looks over his shoulder and sees the aforementioned
+     CORD descending through the trap door.
+
+                               PROVOST
+               Yes -- yes, I see it --
+
+                               PENGUIN (V.O; filter)
+               Tie the cord to the handle of your box.
+
+     PROVOST lets the phone drop.  He grits his teeth, but hastens
+     to obey.  As he's knotting the cord around the handle of the
+     box, a DINKY BIRD flutters down through the trap and sends him
+     into a panic.  Practically weeping, he reaches for the phone.
+
+                               PENGUIN (V.O.; filter)
+               When you're done, I want you to give two
+               sharp yanks on the cord.
+
+     Cowering in terror, PROVOST reaches for the cord and yanks it
+     twice.
+
+                               PROVOST
+               Who are you??  Why are you doing this??
+
+     INT. LOADING BAY - ON PENGUIN
+
+     Behind him, FRICK and FRACK are pulling on RED BERETS and
+     BATMAN SWEATSHIRTS -- Order of the Bat gear.  FRICK climbs
+     into a NEWSPAPER DELIVERY VAN and starts the engine.
+
+                               PENGUIN
+               Well, Mr. Provost, I guess you could call
+               me an irate reader.  And to be perfectly
+               frank -- I'm doing this because I hate
+               Garfield.
+
+     Chuckling, the PENGUIN holds a SONIC DEVICE up to the
+     mouthpiece of the phone.
+
+     INT. ELEVATOR CAR - THAT MOMENT
+
+     A SHRILL WHINE emanates from the receiver.  All at once, the
+     elevator car is FULL OF BIRDS -- squawking wildly, flinging
+     themselves against the wall, going insane in the tiny confined
+     space.
+
+     PROVOST is screaming like a madman.  The birds are in his
+     hair, his face -- everywhere.  He fights his way over to the
+     panel and begins punching buttons in a frenzy...
+
+     All at once the car PLUNGES DOWNWARD.  It's as if the floor
+     has DROPS AWAY beneath PROVOST's feet -- he's in FREE-FALL.
+
+     INT. LOADING BAY - ON PENGUIN
+
+                               PENGUIN
+               Going down!
+
+     He hangs up the phone and steps a discreet distance back from
+     the ELEVATOR DOORS.
+
+     INT. ELEVATOR SHAFT - THAT MOMENT
+
+     The RAVEN BOX dangles from its cord in FG as the CAR rockets
+     uncontrollably downward.  A steady stream ot BIRDS are making
+     a quick exit from the trap door in the roof...
+
+     INT. TOP-FLOOR LANDING - THAT MOMENT
+
+     The CATWOMAN's on a landing near the stairwell, just below the
+     dormer that leads to the roof.  She pries open a pair of
+     ELEVATOR DOORS...
+
+     ...and a FLOCK of BIRDS pours out of the empty shaft, making
+     for the open ACCESS DOOR a half-story above.  She reaches
+     inside, finds the cord attached to the RAVEN BOX, and reels it
+     in.
+
+     She rips off the lock and opens the box for a quick look at
+     her trophy.  It's there, all right -- another RAVEN just like
+     the first two.  An awful CRASH, from twenty-five stories down,
+     RATTLES THE SHAFT...
+
+     She makes a disgusted face, grabs the RAVEN, and bolts for the
+     roof.
+
+     EXT. ROOFTOP ACROSS STREET - ON BATMAN
+
+     He watches in puzzlement as a VAST FLOCK OF BIRDS takes flight
+     from the Globe roof across the square.  Something weird is
+     definitely going on.  He's about to abandon his post --
+
+     -- but down below, the CAROLERS have stopped CAROLING.  The
+     big tree's about to be lit, and they're counting off the
+     seconds:
+
+                               CROWD
+               Ten!  Nine!...
+
+     EXT. GOTHAM SQUARE - CORNER NEWSTAND
+
+     A ramshackle kiosk at street level.  The NEWS VENDOR has
+     stepped out onto the sidewalk to watch the tree festivities.
+     A GLOBE DELIVERY VAN, its side bearing the "BATMAN -- HERO OR
+     MENACE?" advertisement, cruises past and dumps a bundle of
+     papers on the curb.
+
+     EXT. GOTHAM SQUARE - ON CROWD AT TREE
+
+     EXCITEMENT is BUILDING as the seconds tick off:
+
+                               CROWD
+               ...Three!  Two!  One!
+
+     The CHRISTMAS LIGHTS come on, and the CROWD breaks into
+     CHEERS.  The ORCHESTRA strikes up a sprightly version of
+     "JINGLE BELLS."
+
+     EXT. GOTHAM SQUARE - ON NEWSTAND
+
+     The NEWS VENDOR is applauding and singing along like everyone
+     else when a second newspaper van rumbles past...
+
+                               NEWS VENDOR
+               Hey!  No!  I aleady got a --
+
+     He spots TWO MASKED MEN in the doorway of the van -- wearing
+     RED BERETS and BAT-SHIRTS.  They shove a BODY out the door --
+
+     The mutilated corpse of HARRISON PROVOST lands on the sidewalk
+     with a THUD -- right beside a bundle of NEWSPAPERS which read
+     "BATMAN MURDER SPREE BAFFLES POLICE."
+
+     EXT. GOTHAM SQUARE - ON VAN - MOVING
+
+     The NEWS VENDOR chases after the VAN, but it's already rounded
+     a corner and is cruising along the periphery of Gotham Square.
+     The CROWD is still singing merrily, unaware of its presence --
+
+     -- until the BACK DOORS fly open -- and a swarm of RABID,
+     CHITTERING BATS screech out into the midst of the crowd!!
+
+     EXT. GOTHAM SQUARE - ON CROWD AT TREE
+
+     The CAROLERS break into MASS HYSTERIA as HIDEOUS BATS swoop
+     down from above, CLAWING at their heads and shoulders.
+     ORCHESTRA MEMBERS drop their instruments and stagger off the
+     BAND PLATFORM, falling into the branches of the giant
+     Christmas tree.
+
+     EXT. GOTHAM SQUARE - ON SIDEWALKS
+
+     CHRISTMAS SHOPPERS are teeming in and out of nearby STORES.
+     They drop their SHOPPING BAGS and race about in utter CHAOS as
+     the bats attack.  WOMEN SCREAM.  CHILDREN SCREAM.  MEN SCREAM
+     TOO.
+
+     A MAN staggers backward through a GLASS STOREFRONT and lands
+     on his butt in a WINDOW DISPLAY -- a big mechanical SANTA
+     CLAUS on his North-Pole throne, chuckling merrily in a
+     prerecorded voice: "HO HO HO."  The MAN STRUGGLES WILDLY as
+     the BATS converge on him.
+
+     INT. DEPARTMENT STORE - THAT MOMENT
+
+     HORRIFIED SHOPPERS scatter through the aisles as the BATS pour
+     in through the broken window.  WOMEN lined up for a FREE
+     MAKEOVER squeal in panic as BATS arrive to rearrange their
+     hairdos.
+
+     EXT. ROOFTOP - ON BATMAN
+
+     He stares down stunned at the PANDEMONIUM raging below.  He
+     glances across the street...and sees the TINY SILHOUETTE of a
+     WOMAN standing atop the cast-iron GLOBE SCULPTURE, LAUGHING at
+     the chaos, TAUNTING him.
+
+     EXT. STREETS - OVERHEAD ANGLE - THAT MOMENT
+
+     A few blocks away from Gotham Square.  SIRENS HOWL.  There's a
+     steady stream of COP CARS speeding toward the site of the
+     disturbance.  One vehicle is moving in the opposite direction,
+     against traffic -- a NEWSPAPER DELIVERY VAN.
+
+     EXT. GLOBE BUILDING - ROOFTOP - A MOMENT LATER
+
+     BATMAN touches down on the roof and stares in horror at the
+     CORPSES strewn across the helipad.  A dying GUARD raises a
+     shaky hand...
+
+     BATMAN crouches beside him.  A GURGLE comes up from his throat
+     and a bubble of BLOOD swells on his lips.  All at once he
+     hears a WOMAN'S VOICE from the shadows of the GLOBE
+     SCULPTURE...
+
+                               CATWOMAN (O.S.)
+               Some people just can't take discipline.
+                    (beat)
+               Go ahead.  Finish 'em off...
+
+     His head jerks up.  He can't see anything.  A sudden WHOOSHING
+     noise, and now the voice is coming from the other side of the
+     roof.
+
+                               CATWOMAN (O.S.)
+               You might as well.  You're going to get
+               blamed for it anyway.
+
+     He stands.  He gets a quick glimpse of a FELINE SHADOW
+     springing past a skylight; she's jumping all around the roof,
+     clinging to exposed pipes and fixtures.  He reaches for a
+     Batarang.
+
+                               CATWOMAN (O.S.)
+               Oh, come on, angel.  You know you want to.
+                    (purring loudly)
+               Besides -- I want to see how you do it!
+
+                               BATMAN
+               Who are you?
+
+     He's barely gotten it out when she SLAMS INTO HIM from behind,
+     feet first, knocking him to the rooftop.  He tries to get up,
+     but she comes at him with a couple of CARTWHEELING KICKS,
+     knocking him back into a cornice.  He ducks right just as a
+     SHARP SPIKED HEEL strikes the exposed brick a mere three
+     inches from his throat.
+
+     He catches her leg, upends her -- but she somersaults away and
+     lands on her feet.  Cats always do...
+
+                               CATWOMAN
+               My, aren't we frisky tonight.
+
+     He flings the BATARANG.  It CLANGS into the big NEON SIGN as
+     she SPRINGS up into the darkness, out of reach.  GLASS TUBING
+     shatters and SPARKS FLY as she calls down from the shadows --
+
+                               CATWOMAN
+               I should tell you -- I've got nine lives
+               to play with -- and you've only got one...
+
+     He turns -- she drops DIRECTLY ONTO HIM -- and locked in a
+     death grip, they STAGGER BACKWARDS across the roof, directly
+     toward the HELICOPTER.  The huge ROTOR BLADES are still
+     turning...
+
+     BATMAN ducks instinctively and the CATWOMAN breaks free --
+     FALLING BACKWARD onto the roof.  It's a strategic move: when
+     he rushes at her, she BRACES HERSELF against the ground and
+     KICKS UPWARD with startling force.
+
+     This time the spiked heel connects -- LIFTING BATMAN off his
+     feet, KNOCKING HIM BACKWARD into the TAIL of the HELICOPTER.
+     He slumps there, stunned -- and before he knows it, she's on
+     him.
+
+     She grabs his THROAT with one hand and clamps the other around
+     his CROTCH.  He tries to break her grip, but she's just as
+     strong as he is.  And she's LIFTING him -- forcing him upward,
+     toward the REAR STABILIZING ROTOR on the tail of the
+     helicopter!
+
+     The rear ROTOR BLADES WHINE LIKE A BUZZSAW as his head rises
+     perilously closer.  At the last possible instant, he grabs a
+     handful of her HAIR -- YANKS IT as hard as he can --
+
+     With a YOWL, she releases him.  They tumble to the roof and
+     she DIVES ATOP HIM.  Her TALONS click into place -- he sees
+     them poised directly above his EYES --
+
+     -- but manages to slam an ELBOW under her chin before she can
+     strike.  Now they're disentangled; they get up groggily and
+     circle each other...
+
+     SOMEONE IS BANGING on the metal door that leads up to the
+     roof, trying to break it down.  BATMAN turns for an instant --
+     a sudden CRACK --
+
+     -- and he finds himself all wrapped up in the CATWOMAN's CAT-
+     O'-NINE-TAILS...which is also outfitted with a TASER.  She
+     sends a PARALYZING ELECTRIC CHARGE through his body and he
+     collapses to the roof in a jittering heap.  The BANGING on the
+     door is louder...
+
+                               CATWOMAN
+               Did I tell you I invited company?  -- Keep
+               'em busy, angel, I've gotta scat.
+
+     She kneels down and plants a BIG WET KISS on his twitching
+     face.  Then she scurries to the edge of the roof,
+     DISAPPEARING --
+
+     -- just as the DOOR gives way -- and an ARMED SWAT TEAM comes
+     crashing out onto the roof!
+
+     Just coming around, BATMAN tries to roll out of sight -- but
+     the COPS are swarming the place.  They spot the BODIES on the
+     tar and gravel, see BATMAN scuttling for cover, and draw the
+     obvious conclusion.  Pulling guns, they OPEN FIRE.  BULLETS
+     RICOCHET off the big metal GLOBE.
+
+     BATMAN, as is customary in these situations, shoots a
+     GRAPPLING HOOK at the roof of the next building over -- which
+     is a couple of stories taller than the Globe -- and REELS
+     HIMSELF UPWARD along the side wall.  The SWAT COPS score a
+     couple of dead hits which set him swinging like a pendulum,
+     but his body armor holds and he clings to the line long enough
+     to reach the roof.
+
+                                                            CUT TO:
+
+     INT. NEWSPAPER VAN - MOVING - THAT MOMENT - NIGHT
+
+     FRlCK and FRACK, still in their Order-of-the-Bat garb, are in
+     the front seats; the PENGUIN is leaning out the side door.
+     Someone's obviously tipped the COPS about the source of all
+     the ruckus --
+
+     -- because a pair of POLICE CARS are on their tail and gaining
+     fast.  Still hanging in the doorway, the PENGUIN raises his
+     UMBRELLA, peers down its length like a RIFLE SIGHT, and PULLS
+     A TRIGGER.
+
+     ANGLE ON SQUAD CAR - MOVING - THAT MOMENT
+
+     A SONIC DART -- one of the PENGUIN'S BIRD MAGNETS -- lodges
+     itself in the GRILLE of the foremost POLICE CAR.
+
+     INT. SQUAD CAR - MOVING - THAT MOMENT
+
+     The COPS in the car react in astonishment as PIGEONS begin
+     HURLING THEMSELVES at the WINDSHIELDS.  A DOZEN KAMIKAZE BIRDS
+     bounce off in rapid succession.  CRACKS begin to spread across
+     the glass.
+
+     The COPS can't see where they're driving.  The car SWERVES
+     WILDLY.  And still the PIGEONS KEEP COMING -- COVERING THE
+     WINDSHIELD -- TOTALLY OBSCURING THE STREETS FROM VIEW...
+
+     EXT. STREETS - ON SQUAD CARS - THAT MOMENT
+
+     The first car, COMPLETELY COVERED WITH BIRDS, smacks into a
+     LAMPPOST and SKIDS.  The second car CRASHES INTO IT.  And the
+     pigeons continue to pour down from the heavens, SWARMING onto
+     the immobilized squad cars.
+
+     INT. NEWSPAPER VAN - MOVING - THAT MOMENT
+
+     The PENGUIN grins with delight as the van speeds off
+     unmolested.
+
+                               PENGUIN
+               Look at that, boys -- they do flock
+               together!!
+
+                                                            CUT TO:
+
+     EXT. GOTHAM SQUARE - THAT MOMENT - NIGHT
+
+     AMBULANCES are pouring into the square as the BAT ATTACK
+     continues.  COPS are firing their guns blindly into the skies
+     as they try to evacuate the citizenry.  PARAMEDICS drop the
+     stretcher they're carrying when BATS swoop down at their
+     heads...
+
+     EXT. ROOFTOPS - NIGHT
+
+     BATMAN is still pursuing the CATWOMAN, who's perched one roof
+     over, in a squat, wiggling a finger for him to follow.  The
+     roofs are icy and treacherous, but he matches her step for
+     step, leap for leap, as she vaults from one building to the
+     next, leading him on.  Finally she reaches the edge of a
+     building on the corner of the block; there's no place to go
+     but down.  She squats on the ledge and smiles, beckoning to
+     him --
+
+                               CATWOMAN
+               Ooh.  Where have you been all my life?
+
+     He edges closer.  Suddenly, she does a BACKFLIP -- DIRECTLY
+     OFF THE EDGE OF THE ROOF.
+
+     BATMAN hears GLASS SHATTERING.  He hesitates a second -- moves
+     closer to the edge of the roof -- PEERS OVER THE ICY CORNICE.
+
+     BATMAN'S POV - THAT MOMENT
+
+     Staring down, he sees a narrow LEDGE running around the facade
+     of the building some ten or twelve feet below.  The window of
+     a corner apartment has been smashed; the curtains are flapping
+     in the chill wind.
+
+     EXT. ROOF - ON BATMAN - A MOMENT LATER - NIGHT
+
+     She's obviously making her getaway through the apartment.
+     BATMAN climbs up on the slippery cornice and prepares to drop
+     to the ledge below -- cautiously, because it's a long way
+     down.  A sudden CRACK --
+
+     The CATWOMAN hasn't entered the apartment.  Instead, she's
+     followed the ledge around the corner of the building, silently
+     doubling back onto the roof behind BATMAN.  He TURNS just as
+     her WHIP wraps itself around his left leg.  She gives it a
+     sharp tug -- his feet SKID on the ice -- and HE TOPPLES OVER
+     THE EDGE OF THE ROOF.
+
+     EXT. FACADE OF BUILDING - ON BATMAN
+
+     He plunges downward for the briefest of seconds -- then JERKS
+     UP SHORT, SLAMMING INTO THE WALL OF THE BUILDING.  The WHIP
+     has coiled itself around his leg, and for now it's holding
+     tight.  He's dangling upside down, bat-like; he bounces away
+     from the wall; he SPINS in midair as one loop of the whip
+     UNRAVELS, dropping him another foot or so.
+
+     He manages to brace his left foot against the wall.  It's a
+     massive strain, but he's momentarily safe if he can keep from
+     moving.  The alternative is a twelve-story drop, straight down
+     to the pavement...
+
+     EXT. ROOF - ON CATWOMAN - THAT MOMENT
+
+     She's wrapped the handle-end of the whip around an exposed
+     pipe on the roof, anchoring BATMAN in place.  With a cheshire-
+     cat grin, she removes the RAVEN from her knapsack and holds it
+     on the edge of the cornice.
+
+     EXT. FACADE - THAT MOMENT
+
+     BATMAN hanging immobile.  Craning his neck, he can just see
+     the
+
+     RAVEN STATUETTE on the ledge above him -- bouncing slightly,
+     and apparently talking to him...
+
+                               CATWOMAN (O.S.)
+               Nevermore.  Nevermore!
+
+     Now the CATWOMAN appears beside it -- elbows on the cornice,
+     chin propped up on her folded hands, like a chatty girl at a
+     fern bar.
+
+                               CATWOMAN
+               Cute, huh!  I think it'll look nice over
+               the fireplace.  Maybe you can drop by and
+               see it sometime.
+                    (demurely)
+               I hope you won't think I'm too...
+               aggressive or anything, but I find you
+               very attractive.
+
+     She toys aimlessly with the whipcord, batting at it like a cat
+     with a piece of yarn.  BATMAN grimaces.  She speaks in a low,
+     soothing, seductive tone -- almost a purr.  Behind the bondage
+     mask she bats her eyelashes.
+
+                               CATWOMAN (cont.)
+               It's just so hard to meet interesting men
+               these days.  Don't you think so?
+                    (sighing)
+               I have trouble with relationships.  Men
+               find me intimidating...kind of predatory,
+               you know?  Really I'm not.  Really I'm
+               just playful...
+
+     BATMAN huffs and puffs, trying to bend at the waist so he can
+     grab hold of the whip.  She frowns and YANKS on it.  His foot
+     flies free of the wall, and another loop of the whip uncoils
+     before he can stabilize himself.
+
+                               CATWOMAN (cont.)
+               Don't laugh!  I'm trying to open up to
+               you!
+
+     Angrily, she holds a STEEL CLAW to the whip -- ready to cut
+     him loose.
+
+     ANGLE ON BATMAN
+
+     He's palmed the GRAPPLING-HOOK LAUNCHER from his belt.
+     Holding it close to his body, out of view, he works it around
+     into firing position.  He'll shoot it right through her if he
+     has to...
+
+                               CATWOMAN (cont.)
+               I always seem to fall for the wrong guys.
+               You know...most men are rats.
+
+     ANGLE ON CATWOMAN
+
+     She withdraws her hand from the whip, reverts to her
+     philosphical mode.
+
+                               CATWOMAN
+               Mice, really.  It's disgusting -- they beg
+               you to walk all over them and then they
+               whine when you do it.  Once you've had
+               your fun there's not much you can do but
+               kill them.
+                    (beat)
+               But you seem different.  I mean, you
+               obviously understand about dressing up...
+               that saves a lot of explaining.  I think
+               people should indulge their fantasies,
+               don't you?
+
+     BATMAN is sweating profusely.  He can't hold his position much
+     longer.  And the CATWOMAN is dragging this insane flirtation
+     out endlessly...
+
+                               CATWOMAN
+               So I think I'll let you live.  Cute boys
+               like you are hard to find...
+                    (standing up)
+               'Bye, angel.  I'll be thinking about you.
+
+     And just like that, she VANISHES -- moving silently off with
+     her raven, leaving BATMAN to dangle.  He hangs there a moment,
+     tries to twist himself around without moving his foot.  He
+     braces one hand against the wall; with the other, he lifts his
+     grappling gun and FIRES.
+
+     The HOOK SNAGS somewhere on the roof.  BATMAN yanks the line
+     taut and is laboriously trying to pull himself erect when --
+
+     -- the CATWOMAN reappears over the edge of the cornice!
+
+                               CATWOMAN
+               Gee...I'm so fickle.
+
+     A QUICK SWIPE of her STEEL TALONS, and the whipcord is neatly
+     SEVERED.  BATMAN'S FOOT slips out from under him -- but he's
+     still got hold of the GRAPPLING GUN.  He DROPS eight or ten
+     feet...
+
+     EXT. ROOF - ON CATWOMAN
+
+     watching with amusement as BATMAN's weight causes the hook to
+     DISLODGE.  It skitters across the gravel surface of the roof
+     and CATCHES, at the last instant, on the edge of the
+     CORNICE --
+
+     -- which promptly CRUMBLES and GIVES WAY.  Fascinated, the
+     CATWOMAN leans over the edge of the roof and peers down...
+
+     ANGLE ON BATMAN - AS HE FALLS
+
+     He flails wildly, tangled in his cape, as the ground rushes up
+     toward him.  He gets a last-ditch inspiration -- finds the GAS
+     CYLINDER on his belt and hits the switch.  The rods in his
+     cape begin to INFLATE...
+
+     Six stories up, his BATWINGS spring erect, slowing his plunge.
+     Five stories up, an UPDRAFT hits him and he suddenly INVERTS.
+     Four stories up, he rights himself.  Three stories up, he goes
+     into a downward spiral, out of control, gliding in great wide
+     arcs over the street...
+
+     ...and a moment later there are no stories left.  With an ugly
+     crunch, he smacks into the slush-covered pavement and BOUNCES.
+     Face down, he skids some twenty feet to a halt -- right in the
+     middle of a BUSY INTERSECTION.
+
+     EXT. INTERSECTION - THAT MOMENT - NIGHT
+
+     A DELIVERY TRUCK hits the brakes and screeches to a stop, two
+     feet away from BATMAN'S HEAD.  He doesn't move.  PEDESTRIANS
+     are already gawking and pointing as the DRIVER climbs out and
+     peers down at the inert caped figure lying face-down in the
+     street:
+
+                               DRIVER
+               What the hell is this?
+
+     CARS are backed up, due to the panic in Gotham Square a few
+     blocks over.  HORNS are honking.  A TRAFFIC COP marches
+     over --
+
+                               TRAFFIC COP
+               Awright, what's the problem here?
+                    (spotting BATMAN)
+               Jesus.
+
+     He tries to clear the crowd away.  A full-fledged GRIDLOCK is
+     forming around the prostrate BATMAN.  The COP blows his
+     whistle, tries to maintain order as two unifonned PATROLMEN
+     rush up to join him.
+
+     They manage to roll the unconscious BATMAN over on his back.
+     The assembled COPS stare down at the mask, the scuffed body
+     armor.  Still waxy, they finger the GUNS in their holsters...
+
+                               PATROLMAN
+               Good God.  Cowan -- get to the car --
+               radio the commissioner!!
+
+     By now there must be two hundred people in the intersection,
+     all surging forward to get a look.  More COPS are arriving to
+     beat them back.
+
+                               TRAFFIC COP
+               Is he dead?  What do we do?
+
+                               PATROLMAN
+               The mask.  Get the mask off.
+
+     They hunker down over BATMAN.  One of them tugs at his mask --
+     but the helmet-like cowl doesn't want to give way.  He feels
+     around --
+
+                               TRAFFIC COP
+               Some kinda seam here on the neck...
+
+     The PATROLMAN nods okay, and the COP tugs at a Velcro-like
+     fastening under BATMAN's chin.  The instant it comes open --
+
+     -- a BURST of FINE GREEN MIST spews forth from concealed JETS
+     in the gold-and-black BAT-EMBLEM, and the COPS reel backward,
+     shrieking, gasping for breath and clewing at their eyes.
+     Booby-trap -- they've just been Maced.
+
+     One of the ONLOOKING COPS steps back in horror and confusion.
+     On impulse, he draws his gun and FIRES TWICE at BATMAN.  The
+     body JERKS and the bullets RICOCHET OFF --
+
+                               TRAFFIC COP
+               DON'T SHOOT, you idiot.  The crowd --
+
+     Before he can finish, a BLACK BOOT kicks the gun out of the
+     ONLOOKING COP's hand.  BATMAN is back among the living.
+     SIRENS BLARE as he spins and rolls into a crouch -- lashing
+     out with elbows and knees -- driving the cops back --
+
+     Fuck the crowd.  TWO MORE COPS pull their guns and open fire
+     in absolute panic.  BATMAN slams backward into the delivery
+     truck and crumples to the ground.  As he falls, he grabs a
+     couple of SMOKE CAPSULES from his belt and flings them to the
+     pavement.
+
+     Seconds later, a THICK CLOUD OF BLACK SMOKE is spreading
+     through the intersection.  BATMAN emerges into the midst of
+     the crowd -- weaving in and out among the stalled vehicles --
+
+     EXT. INTERSECTION - ANOTHER ANGLE - NIGHT
+
+     A MOUNTED COP rides up to the outer fringe of the traffic jam,
+     drawn by all the confusion.  He rears the horse back, turns it
+     in a circle; blows his piercing whistle as he tries to reroute
+     the incoming cars...
+
+     Suddenly a WIRE wraps itself around his chest and arms.  He
+     looks down.  He sees a BATARANG in the instant before a sudden
+     JERK pulls him cleanly off his mount.
+
+     BATMAN climbs up on the hood of the nearest car -- vaults over
+     to the next -- and the next -- then hops into the saddle of
+     the MOUNTED COP's waiting HORSE.  He digs in his heels,
+     maneuvering through traffic...
+
+     EXT. POLICE CAR - A MOMENT LATER - NIGHT
+
+     LT. EDDIE BULLOCK and another plainclothesman are a few blocks
+     off trying to get through the jam.  Their siren is on, but the
+     cars blocking their path have no room to pull over.  BULLOCK
+     grabs the radio mike:
+
+                               BULLOCK
+               Hell of a mess up here, Commissioner.
+               We'll have to go in on foot...
+
+     As they wait for a response, they see a HORSE charging past in
+     the opposite direction.  On the back of the horse...is BATMAN.
+
+     Gaping, BULLOCK nudges his partner -- who throws the car
+     immediately into REVERSE.  As they watch, BATMAN kicks the
+     horse's flanks and turns right -- toward Gotham Park.
+
+     INT. GOTHAM PARK - A MOMENT LATER - NIGHT
+
+     Two RED BERETS, members of the Order of the Bat, are on night
+     patrol, strolling down a rambling path near the entrance to
+     the park.
+
+                               RED BERET I
+               This is wack, man.  Nothing ever happens
+               around here anymore.
+
+     The other RED BERET lets out a WHOOP OF FEAR and yanks his
+     partner out of the way.  They tumble into a snowdrift as
+     BATMAN'S HORSE vaults over the stone wall of the park and
+     gallops past, nearly trampling them in the process.  By now,
+     SQUAD CARS are roaring into the park...
+
+     INT. PARK - ANOTHER SECTION - A MOMENT LATER
+
+     SIRENS BLARE and RED LIGHTS FLASH in the distance as the COP
+     CARS spread out along the winding roads that run through the
+     park.  BATMAN reins the horse in suddenly as a black-and-white
+     whips past on an access road just ahead of him, no more than
+     twenty yards away.
+
+     He turns the horse in a circle.  MORE RED LIGHTS appear in the
+     distance; another contingent of SQUAD CARS has just entered
+     from the opposite side of the park.  It's going to be tough
+     getting out of here...
+
+     Then: his eyes fall on the statue of his great-grandfather,
+     GENERAL WAYNE -- two Waynes on horseback, not twenty feet
+     apart.  He thinks back to his earlier conversation with VICKI
+     and gets an inspiration.
+
+     He rides past General Wayne to the STONE BRIDGE which spans
+     the little frozen creek.  There he finds the DRAINAGE TUNNEL
+     VICKI described, obscured by the wire-mesh grate.  This must
+     be where the boy vigilante holes up...
+
+     He dismounts, ties his CAPE to the pommel of the horse's
+     saddle and sends it off with a slap.  He pries the grate loose
+     and crawls inside.
+
+     INT. DRAINAGE TUNNEL - THAT MOMENT
+
+     A dank, but cozy, hideout; WARM STEAM hisses from a grate in
+     the floor.
+
+     RUMBLING SOUNDS fill the little chamber as a SUBWAY TRAIN
+     passes directly underneath.  A little farther back there's an
+     ACCESS SHAFT, with a Jacob's ladder, leading to the train
+     tracks below.
+
+     Poking around, he finds a couple of cardboard BOXES -- the boy
+     vigilante's stash.  The first contains tins of food, plus
+     various odds and ends.  The second's more in line with what he
+     needs -- it's full of OLD CLOTHING.
+
+     A TRAIN rumbles past underneath.  BRUCE removes his COWL and
+     sets about putting together a civilian disguise that'll get
+     him out of the park.  A wool hat and a long, moth-eaten
+     topcoat: perfect.  As he's pulling them out of the box, he
+     spies something extremely odd --
+
+     It's a COSTUME -- a spangled red-and-green GYMNASTS OUTFIT
+     with a little yellow CAPE -- neatly folded and in pristine
+     condition.  He removes it carefully from the box and holds it
+     up in front of him.  Stitched on the vest is a single initial,
+     "R," in a black circle.  He stares at the whole mystifying
+     ensemble in complete befuddlement...
+
+     The roar of the train subsides, and he hears a SCUFFLING
+     NOISE.  Someone's in the tunnel with him.  He lowers the
+     costume abruptly --
+
+     -- revealing DICK, the boy vigilante, who's crouched in front
+     of him not three feet away.  The kid's just crawled up through
+     the ACCESS SHAFT, and he's not at all happy to see an intruder
+     messing with his stuff:
+
+                               DICK
+               It's MINE!
+
+     He lunges furiously at BRUCE.  The two of them tumble back
+     into the grate at the tunnel entrance, KNOCKING IT LOOSE --
+
+     EXT. PARK - MOUTH OF TUNNEL - THAT MOMENT - NIGHT
+
+     A POLICE CAR streaks past on the bridge overhead mere seconds
+     before BRUCE and DICK roll out into the snow, still grappling.
+     BRUCE flings the kid into the bridge abutment.  DICK lands
+     hard; when he looks up, his EYES WIDEN, and a weird crooked
+     smile comes to his face...
+
+     Out here in the moonlight he can see his opponent.  The body
+     armor -- the gold-and-black emblem on the breastplate -- and
+     above it all, the face of BRUCE WAYNE, exposed to view...
+
+     As a siren howls nearby, BRUCE flattens himself against the
+     bridge.  Like it or not, his fate rests entirely in a strange
+     little boy's hands.
+
+     The kid sizes up the situation immediately.  He nods his head
+     up and down.  Then he takes off his own ratty coat and throws
+     it to BRUCE.
+
+     BRUCE is in no position to look a gift horse in the mouth.  He
+     pulls on the coat, gives DICK a nod of acknowledgement, and
+     starts to move off.
+
+                               DICK
+               NO.  WAIT!
+
+     BRUCE turns, uncertainly.  DICK throws him his woolen SKI CAP.
+
+     The KID GIGGLES -- oddly, uncontrollably.  Then he sprints off
+     into the woods, dancing, leaping.  As he disappears from view,
+     he lets out a shrill, piercing, almost FERAL SHRIEK --
+
+     -- which is obviously intended to divert the cops.  BRUCE
+     makes haste in the opposite direction.
+
+     EXT. PARK - ANOTHER SECTION - A MOMENT LATER
+
+     BRUCE'S HORSE gallops through the trees, the black bat-cape
+     still attached to its saddle and BILLOWING behind it.
+
+     INT. SQUAD CAR - MOVING - THAT MOMENT - NIGHT
+
+     TWO COPS scanning the park.  The CAPED HORSE charges past in
+     front of them and is momentarily silhouetted in the
+     headlights.  From a distance, it looks like BATMAN is still in
+     the saddle.
+
+     The COP at the wheel makes a sudden turn.  A moment later, he
+     SLAMS ON THE BRAKES.
+
+     A MAN has just stepped out onto the road, directly in the
+     squad car's path -- a hunched figure in an old coat and woolen
+     ski cap, obviously one of the homeless.  A COP leans on the
+     horn and shouts out the window:
+
+                               COP
+               Dumb son of a bitch!!
+
+     The MAN -- BRUCE -- steps back out of the squad car's path.
+     The COPS take off -- in hot pursuit of a riderless horse.
+
+                                                            CUT TO:
+
+     INT. WAYNE MANOR - KITCHEN - PRE-DAWN
+
+     A DOCTOR'S BAG rests on the kitchen table.  ALFRED, in robe
+     and slippers, rummages inside it and comes up with an ACE
+     BANDAGE.
+
+                               ALFRED
+               Commissioner Gordon called.  He wants to
+               install a full contingent of police guards
+               here at the manor -- in round-the-clock
+               shifts -- to protect you from Batman.
+
+     BRUCE is sitting erect in a straightbacked chair.  His shirt
+     is open and he's holding his arms aloft while ALFRED wraps a
+     full roll of adhesive tape around his battered RIBS.
+
+                               BRUCE
+               Great.  What'd you tell him?
+
+                               ALFRED
+               I told him that since you were Batman,
+               you'd require no protection from Batman.
+
+     BRUCE makes a face: how droll.  ALFRED tears off the tape with
+     a brisk YANK -- and BRUCE lets out an involuntary YELP OF
+     PAIN.
+
+                               BRUCE
+               Jesus, Alfred -- !!
+
+                               ALFRED
+               In future, sir...I strongly advise against
+               trying to fly off twenty-story buildings.
+
+                               BRUCE
+               It's just a few bruises.
+
+                               ALFRED
+               One bruise, sir.  Which covers your entire
+               body.
+
+     BRUCE gets up -- stiffly -- and buttons his shirt in gingerly
+     fashion while ALFRED packs his first-aid gear in the doctor's
+     bag.
+
+                               BRUCE
+               I'm getting too old for this line of work.
+                    (beat)
+               Cops placed me at the scene of the crime
+               -- that weird kid of Vicki's saw my
+               face --
+
+                               ALFRED
+               I shouldn't worry overmuch.  I doubt the
+               two of you move in the same circles.
+
+                               BRUCE
+               -- and I got the living shit knocked out
+               of me by a woman.
+
+                               ALFRED
+               Sir -- such outmoded sexist attitudes are
+               quite unbecoming.
+
+     INT. UPSTAIRS BEDROOM - DAY
+
+     In a lavishly-appointed guest room on Gotham's Upper East Side
+     (or equivalent thereof), we find a pair of PLAINCLOTHES COPS
+     settled in for a stakeout: rumpled topcoats thrown across
+     antique chairs, french-fry bags and GREASY BURGER WRAPPINGS
+     littering the carpet.  HIGH-POWERED RIFLES propped against one
+     wall.
+
+     They peer through venetian blinds at an ELEGANT OLD BROWNSTONE
+     across the street...
+
+     HIS POV - ROOF OF BROWNSTONE - THAT MOMENT
+
+     A UNIFORMED COP, also carrying a walkie-talkie, is keeping
+     watch on the roof of the brownstone.  He signals "all clear"
+     to his counterpart watching from the house opposite.
+
+     INT. UNMARKED CAR - THAT MOMENT
+
+     TWO MORE PLAINCLOTHESMEN are parked at the end of the block,
+     munching on donuts and watching the same brownstone.  They
+     spot a POSTMAN lugging his sack up the tree-lined street on
+     his way to the brownstone.  One of the PLAINCLOTHESMEN picks
+     up his RADIO MIKE:
+
+                               PLAINCLOTHESMAN
+               Mailman's coming.
+
+     EXT. BROWNSTONE - A MINUTE LATER
+
+     The POSTMAN marches up the front steps of the brownstone,
+     sorting through letters and packages.  He hasn't even rung the
+     bell when the door is opened by ANOTHER COP -- who snatches
+     the mail delivery from his hands and SLAMS THE DOOR IN HIS
+     FACE.
+
+     INT. BROWNSTONE - THAT MOMENT
+
+     MORE COPS, at least half a dozen, are milling about inside --
+     unshaven, ties loosened, shirtsleeves rolled up.  They're in
+     for the long haul.
+
+     The first COP gives a handful of letters to a couple of
+     COLLEAGUES -- then hands over a PARCEL, wrapped in brown
+     paper, to a pair of BOMB-DISPOSAL EXPERTS.  They carry it
+     gingerly into the kitchen.  Into the midst of all this
+     bustling activity strides COMMISSIONER GORDON:
+
+                               GORDON
+               Anything suspicious!
+
+     In the parlor, where all the shades are drawn, TWO COPS are
+     examining each letter in turn, holding them up to a light
+     bulb, CREASING THEM carefully before slitting them open.
+
+                               COP
+               Nothing yet.  Christmas cards and bills.
+
+     He anxiously watches their progress.  A VOICE calls from the
+     kitchen.
+
+                               BOMB-DISPOSAL EXPERT (V.O.)
+               Commissioner -- ?
+
+     INT. KITCHEN - A MOMENT LATER
+
+     GORDON enters.  The bomb-disposal boys have their equipment
+     scattered all over the kitchen table.  They've slit the brown-
+     paper wrapping of the PACKAGE, exposing a ROUND DECORATIVE
+     TIN.
+
+                               BOMB-DISPOSAL EXPERT
+               It's a fruitcake.
+
+     He lifts the lid for GORDON to have a look.
+
+                               GORDON
+               ...Have it analyzed.
+
+     INT. BROWNSTONE - ENTRY HALL - THAT MOMENT
+
+     A bleary-eyed ELLIOTT TIPTREE marches down the stairs carrying
+     a pair of OVERSIZED SUITCASES.  His WIFE and TWO KIDS are
+     behind him -- all bundled up, preparing to embark on an
+     extended vacation.
+
+                               POLICEMAN
+               Mrs. Tiptree?  The car's here.
+
+     TIPTREE, fighting back tears, embraces his wife for a long
+     wordless moment.  Their LITTLE GIRL, aged six, tugs at Mommy's
+     sleeve.
+
+                               LITTLE GIRL
+               I don't wanna go to Grandma's.  I wanna
+               stay here with Daddy.
+
+                               MRS. TIPTREE
+               She's got a nice tree just like ours,
+               honey.  Daddy'll be up as soon as he can.
+
+                               LITTLE GIRL
+               She's old.  She doesn't even have cable.
+
+                               LITTLE BOY
+               What about our presents?
+
+     He gestures toward the GIFTS piled high around the tree in the
+     parlor.
+
+                               TIPTREE
+               Don't worry.  I'll bring 'em up with me.
+               We'll open 'em when I get there.
+
+     TIPTREE forces a smile for the kids.  He CLUTCHES his wife's
+     hand.
+
+                               GORDON
+               Sorry, folks, but we'd better move along.
+
+                               MRS. TIPTREE
+               Kids?  Tell your Daddy goodbye...
+
+     Tearful hugs all around; then a cadre of UNIFORMED COPS escort
+     MRS. TIPTREE and the KIDS to the door.  TIPTREE pulls GORDON
+     aside.
+
+                               TIPTREE
+               They'll be safe, won't they?
+
+                               GORDON
+               As safe as we can make 'em.
+                    (beat; sternly)
+               It would help if you could give us some
+               small hint what this is all about.
+
+                               TIPTREE
+               I told you.  I...
+
+     TIPTREE shrugs helplessly and stares at his shoes.  GORDON is
+     convinced he's holding something back.
+
+                               GORDON
+               You have no idea what was in that box that
+               Provost had delivered from the bank.
+
+     TIPTREE shakes his head wearily.  GORDON glowers as he turns
+     to go.
+
+                               GORDON (cont.)
+               All right, Mr. Tiptree.  Merry Christmas.
+
+     GORDON exits.  TIPTREE wanders listlessly into the living
+     room, pulls back the drapes, and WATCHES as his wife and kids
+     ride off in a convoy of POLICE CARS.  One of the COPS tries to
+     pull him away from the window, but he refuses to move...
+
+     ...until a PHONE RINGS.  Everyone jumps at once.  A TECHNICIAN
+     hits a switch on a loudspeaker-and-tape-recorder assembly,
+     then gestures for TIPTREE to pick up the receiver...
+
+                               TIPTREE
+               Hello...?
+
+                               VOICE ON LOUDSPEAKER
+               Mr. Tiptree?  Andy here.  Listen -- we've
+               got a chance to grab a good-sized block of
+               Atlantic Teledyne at twenty-six and an
+               eighth --
+
+     The COPS heave sighs and turn off their tracing equipment.
+
+                               TIPTREE
+               Not today, Andy.  Let's talk after New
+               Year's.
+
+     TIPTREE hangs up and starts to BAWL right there in the middle
+     of the room.  The COPS turn away in sympathetic embarrassment
+     as he goes to a corner wet bar and pours himself a good stiff
+     jolt.
+
+     INT. TIPTREE'S BEDROOM - DAY
+
+     Wallowing in despair, TIPTREE sits at an antique secretary
+     composing a LETTER.  He takes a long pull on a glass of
+     Scotch, signs his name, and inserts the letter into an
+     envelope.  He opens the desk drawer -- takes a long look at a
+     .38 automatic stashed inside -- then finds a stamp and affixes
+     it to the envelope.  He addresses it to BRUCE WAYNE.
+
+     A moment later he hears a noise at the window: TINK TINK TINK.
+     He peers through the blinds and sees a CARRIER PIGEON on the
+     ledge outside -- pecking at the glass, asking to come in.
+
+     He raises the window and the PIGEON hops fearlessly inside,
+     onto the sill.  The bird, well-trained, struggles only
+     slightly as he unties a tiny CAPSULE from its leg and removes
+     a FOLDED NOTE.  Scrawled across it is a handwritten message:
+
+                 IF POLICE SEE THIS YOUR FAMILY IS DEAD
+
+     He opens the note and begins to read as the PIGEON takes wing.
+
+                                                            CUT TO:
+
+     INT. BRUCE'S LIBRARY - DAY
+
+     BRUCE is at his desk examining the morning editions.  A BANNER
+     HEAD-LINE shrieks:
+
+                  BATMAN SOUGHT IN PUBLISHER'S MURDER
+                    Bat Attack Panics Gotham Square
+          J. Harrison Provost, 41, Leaves Distinguished Legacy
+
+     He hears a VISITOR arriving in the entry hall.  He gets up...
+
+     INT. ENTRY HALL - THAT MOMENT - DAY
+
+     BRUCE ambles out and sees SELINA, who's just arrived, doing
+     her patetented thing on ALFRED.
+
+                               SELINA
+               English accents are so stimulating.
+                    (beat)
+               You have the most beautiful silver hair!
+
+     ALFRED stammers as she reaches up to STROKE HIS HAIR.  He's
+     about to break into a sweat.  He's eminently relieved when she
+     turns and sees --
+
+                               SELINA (cont.)
+               Bruce!
+
+                               BRUCE
+               Selina.  What are you doing here?
+
+     ALFRED affects a look of grandmotherly outrage as SELINA
+     slinks over and takes BRUCE by the arm.  She's on him like a
+     barnacle.
+
+                               SELINA
+               I wanted to see your things, remember?
+               And I got tired of waiting for you to call
+               me back.
+                    (gesturing toward ALFRED)
+               He's adorable.  How long have you had him?
+
+     INT. HALLWAY - A MOMENT LATER - DAY
+
+     BRUCE leads SELINA down a hallway to the armory.  He glances
+     back over his shoulder and sees ALFRED peering snoopily around
+     the corner.
+
+                               BRUCE
+               You heard about Harry Provost.
+
+                               SELINA
+               It's incredibly awful.  It got me a little
+               worried.
+                    (sidling up closer)
+               I hate to think of something happening to
+               you.
+
+                               BRUCE
+               Same here.
+
+                               SELINA
+               It's odd, though.  Danger, the thought of
+               suddenly dying -- in a weird way it gets
+               you sort of...aroused.  Don't you think?
+
+     BRUCE cocks an eyebrow at her.  Everything gets her sort of
+     aroused.
+
+     INT. ARMORY - A MOMENT LATER
+
+     SELINA BEAMS at the fantastic collection of armored gear and
+     exotic weapons.  She's like a kid in a toy shop.
+
+                               SELINA
+               Bruce, this is incredible.
+                    (indicating a suit of armor)
+               Malaysian -- ?
+
+                               BRUCE
+               Not bad.  Sarawak warrior caste.
+
+                               SELINA
+               It's like -- everything in here is another
+               little piece of your mind.  I was right
+               about you.
+                    (turning to face him)
+               Promise, okay?  Promise you'll show me
+               every inch of this place.
+
+
+
+     PAGE 87 MISSING FROM HARD COPY
+
+
+
+     INT. BATCAVE - FIFTEEN MINUTES LATER
+
+     ALFRED is at a PRINTER, scanning page after page of computer
+     printout.  He delivers his findings to BRUCE, who's seated at
+     a nearby terminal, scanning data and tapping away at the
+     keyboard.
+
+                               ALFRED
+               The police have no files whatsoever on
+               Selina Kyle.
+
+                               BRUCE
+                    (abstractedly)
+               London...Cairo...Belgium...
+
+                               ALFRED
+               What exactly are you --
+
+                               BRUCE
+               Her credit card records.
+                    (looking up)
+               Every major art theft in the last five
+               years -- she's been on the scene or close
+               to it.
+
+                               ALFRED
+               You mean she's some sort of -- collector?
+               A...cat burglar, or --
+
+                               BRUCE
+               Could be.  Museum curator, authenticator
+               -- she's got the perfect cover for it.
+                    (beat)
+               What would she want with that stupid
+               raven?
+
+                               ALFRED
+               Raven, sir?
+
+                               BRUCE
+               That's what the Catwoman took from
+               Provost.  A little raven statuette, about
+               so big...
+                    (shaking his head)
+               But it couldn't have been that valuable.
+
+     He continues to scan the screen.  ALFRED is suddenly lost in
+     thought.
+
+                               ALFRED
+               How very odd.
+                    (long pause)
+               I'm sure it's nothing, but --
+
+                               BRUCE
+               What, Alfred?
+
+                               ALFRED
+               Your father had a raven, sir.  A small
+               statue of the very sort you describe.  It
+               used to sit on his desk.
+
+     This piques BRUCE's interest.  He swivels around in his chair
+     and stares directly up at ALFRED.
+
+                               BRUCE
+               What happened to it?
+
+                               ALFRED
+               After your father's...demise, Mr. Tiptree
+               came to the house and asked if he could
+               have it.  As a keepsake.  I saw no harm...
+                    (shrugging)
+               That was thirty years ago.
+
+                               BRUCE
+               Wait a minute.  Mr. Tiptree?
+
+                               ALFRED
+               George Tiptree.  Your friend Elliott's
+               father.
+
+                                                            CUT TO:
+
+     INT. TIPTREE'S BEDROOM - AFTERNOON
+
+     TIPTREE has an oversized suitcase open on the bed.  It's empty
+     -- except for the BALLED-UP WADS of NEWSPAPER which he's
+     stuffing inside it.  His head turns suddenly at the sound of
+     the doorbell...
+
+     INT. UPSTAIRS HALLWAY - A MOMENT LATER
+
+     TIPTREE emerges from his bedroom and peers over a bannister
+     into the ENTRYWAY below.  Standing there is an unexpected
+     visitor -- BRUCE WAYNE -- holding his arms aloft while a
+     battery of COPS pat him down.
+
+                               BRUCE
+               What are you looking for -- Batarangs?
+
+                               TIPTREE
+               Bruce!  Come on up.
+                    (to the COPS)
+               I want to talk to Mr. Wayne alone.
+
+     The COPS look on suspiciously as BRUCE ascends the stairs.
+
+     INT. TIPTREE'S LIBRARY - A MOMENT LATER
+
+     TIPTREE lets BRUCE inside and shuts the door behind him.
+     BRUCE hands him a GIFT BOX.
+
+                               BRUCE
+               I brought you a Christmas present.  Sorry
+               about the wrapping -- the police made me
+               open it.
+
+     TIPTREE opens the box and pulls out a diamond-studded TIE
+     CLASP.  He looks up at BRUCE with an odd mixture of
+     bewilderment and gratitude.  BRUCE nods for him to try it on,
+     and he obliges...
+
+                               TIPTREE
+               ...I'm afraid I don't have anything for
+               you.
+
+                               BRUCE
+               I think you may have something that
+               belonged to my father.
+
+                               TIPTREE
+               -- You know?
+
+     He stares at BRUCE, astonished.  His head sinks into his
+     hands.
+
+                               TIPTREE (cont.)
+               It'll all be over tomorrow.  One way or
+               another, it'll all be over.
+                    (looking up; despondent)
+               I've decided, Bruce.  I'm gonna give him
+               the last two ravens.  He's already got the
+               others.
+
+                               BRUCE
+               What are you talking about?  Who?
+
+                               TIPTREE
+               Batman.  I don't know how he found out,
+               but --
+
+     TIPTREE reaches for the bottle on his desk to pour himself a
+     drink, but BRUCE angrily knocks the glass out of his hands.
+
+                               BRUCE
+               It's time you told me what's going on
+               here.
+
+                               TIPTREE
+               Didn't you ever wonder where it came from,
+               Bruce?  All the privilege, all the power
+               ...all the money?
+                    (beat)
+               The ravens are a...a kind of map, Bruce.
+               The key to an incredibly vast fortune.
+
+                               BRUCE
+               Whose fortune?
+
+                               TIPTREE
+               Gotham City's.
+
+     FLASHBACK - PROCESSED FOOTAGE (MOS)
+
+     The cobblestone streets of 19th-Century Gotham.  A massive
+     EXPLOSION blows open one wall of a municipal building, and
+     total CHAOS erupts: fires starting, BYSTANDERS screaming,
+     POLICE rushing to the scene...
+
+                               TIPTREE
+               In 1880 the Gotham City Treasury was
+               looted.  It was a fantastic operation --
+               perfect military precision.  The robbers
+               made off with milllons in gold and silver
+               bullion...
+
+     A HORSE-DRAWN CART weighted down with gold bricks careens
+     around a corner.  Atop it are two men in MASKS, firing a
+     GATLING GUN into the crowd.  POLICE and ONLOOKERS tumble to
+     the pavement, shot dead, as ANOTHER CART emerges from the
+     wreckage of the treasury and takes off in the opposite
+     direction.
+
+     FLASHBACK - PROCESSED FOOTAGE (MOS)
+
+     CITY OFFICIALS in a boardroom trading papers back and forth,
+     arguing furiously with five calm, distinguished-looking GENTS
+     -- one of whom is the bushy-bearded Civil War hero GEN. OLIVER
+     WAYNE.
+
+                               TIPTREE (V.O.)
+               The city was going under.  Bankrupt...
+               until five rich men stepped in to bail it
+               out.  In exchange they took the land
+               rights, the mineral rights, the service
+               contracts --
+
+     BACK TO SCENE - ON BRUCE AND TIPTREE
+
+                               BRUCE
+               The Five Families.
+
+                               TIPTREE
+               Our ancestors.  They bought Gotham City --
+               carved it up and ran it into the ground.
+               In five years they were rich beyond
+               imagining.
+                    (pause)
+               We've just been following in their
+               footsteps.  And in all this time no one's
+               ever suspected --
+
+                               BRUCE
+               -- that they were the ones behind the
+               robbery?
+
+     FLASHBACK - PROCESSED FOOTAGE (MOS)
+
+     The FIVE PATRIARCHS in front of a roaring fireplace at Wayne
+     Manor, raising a celebratory toast.  CAMERA PANS OVER to a
+     nearby table; on it rest FIVE RAVEN STATUETTES.
+
+                               TIPTREE (O.S.)
+               They had five ravens made.  Five ravens
+               which -- combined -- would reveal the
+               location of the treasure they'd stolen.
+                    (beat)
+               But they never touched it.  They never
+               needed to.  It's still there to this day.
+
+     BACK TO SCENE - ON BRUCE AND TIPTREE
+
+                               TIPTREE
+               The ravens, and the secret -- have been
+               passed down through generations.  Father
+               to son...
+                    (shaking his head)
+               Your father -- died before he could tell
+               you.
+
+                               BRUCE
+               So they stole his piece of the puzzle.
+
+                               TIPTREE
+               Yeah.  I've got it, Bruce, and I'm going
+               to hand it over.  He's right, you know.
+               We've all been feeding -- feeding on the
+               soul of Gotham...
+
+     BRUCE stares at him, stony-faced.  There's one part of the
+     story that doesn't quite add up.
+
+                               BRUCE (cont.)
+               I don't believe you, Elliott.  My father
+               was a decent man -- an honorable man.  He
+               would never have taken part in a scheme
+               like this.
+
+                               TIPTREE
+               It wasn't his doing, Bruce.  It was --
+
+                               BRUCE
+               That doesn't matter.  If he knew that his
+               fortune was based on a crime -- a crime
+               against the city...
+                    (violently)
+               Reputation or not, he would've tried to --
+
+                               TIPTREE
+               Christ, Bruce!  Do you want me to spell it
+               out for you?!?
+
+     BRUCE backs off.  An awful shiver of anticipation runs down
+     his spine.
+
+                               TIPTREE (cont.)
+               He was a decent man.  He was an honorable
+               man.  That's why they had him killed.
+
+     CAMERA ZEROES IN ON BRUCE'S HORRIFIED FACE as we get a
+
+     SERIES OF SHOTS
+
+     Quick, almost subliminal glimpses of BRUCE's primal trauma: a
+     MUGGER snatching at his mother's necklace.  THOMAS WAYNE
+     lunging at him.  The young JACK NAPIER firing at THOMAS.
+     PEARLS showering down on the rain-drenched sidewalk.  A second
+     bullet felling his MOTHER --
+
+     -- and finally, young BRUCE himself, face wracked with PAIN
+     and GRIEF --
+
+     BACK TO SCENE - ON BRUCE
+
+     -- an expression which perfectly matches the one which the
+     adult BRUCE is wearing as he relives it all thirty years
+     later.  Staggered and glassy-eyed, he stares off into space as
+     TIPTREE finishes his tale.
+
+                               TIPTREE
+               They killed him...to protect their secret
+               ...and now the bill's come due.  Now the
+               bill's come due.
+
+                                                            CUT TO:
+
+     EXT. WAYNE MANOR - ESTABLISHING - TOWARD DUSK
+
+     The wrought-iron gate outside BRUCE's vast estate -- and
+     beyond it, Wayne Manor itself, rising bold and stately against
+     the setting sun.  A COUNTY SHERIFF'S CAR cruises past...
+
+     INT. WAYNE MANOR - BRUCE'S BEDROOM - THAT MOMENT
+
+     BRUCE lies motionless on his bed.  Scattered about him are
+     SCRAPBOOKS, FAMILY PHOTOS and yellowed NEWSPAPER CLIPPINGS
+     which describe the murder of his parents.  Disoriented, he
+     gazes about aimlessly at his familiar surroundings -- which no
+     longer seem quite so familiar...
+
+     He folds his arms formally across his chest and stares up at
+     the ceiling, inert, as if the very weight of his heritage is
+     crushing him down.  Somewhere, a PHONE RINGS.  He makes no
+     move to answer it.
+
+     INT. WAYNE MANOR - KITCHEN - DUSK
+
+     VICKI's at the kitchen table drinking coffee.  ALFRED, who's
+     in his apron preparing dinner, picks up the ringing phone.
+
+                               ALFRED
+               Thank you, yes, everything's fine.  I'll
+               expect your next call in an hour.
+                    (hanging up; to VICKI)
+               The police are becoming an awful nuisance.
+
+                               VICKI
+               I feel so awful for him, Alfred.  There
+               must be something we can do.
+
+                               ALFRED
+               I realized long ago -- that there are
+               places in Mr. Wayne's heart which no one
+               will ever penetrate --  or share.
+                    (pause)
+               He loves you, Miss Vale.  But in certain
+               ways he will always be alone.
+
+                               BRUCE (O.S.)
+               ...Thanks for the testimonial.
+
+     ALFRED turns and sees BRUCE standing in the doorway, staring
+     at him.  He starts to say something, but thinks better of it.
+     He returns to his dinner preparations as BRUCE sits down
+     across from VICKI.  She extends a hand and he takes it --
+     making a visible effort to hold himself together.
+
+                               BRUCE
+               Tiptree's planning some kind of rendezvous
+               with 'Batman.'  I think Batman ought to be
+               there when it happens.
+
+                               ALFRED
+               I see, sir.  When shall we expect you
+               back?
+
+                               BRUCE
+               Get your cap.  You're driving.
+
+     INT. TIPTREE'S BROWNSTONE - NIGHT
+
+     It's late, and the house is dark as TIPTREE treeds silently
+     downstairs carrying an OVERSIZED SUITCASE.  The lights are on
+     in the kitchen, where the COPS are playing poker and watching
+     TV.
+
+     INT. PARLOR - A MOMENT LATER - NIGHT
+
+     CHRISTMAS TREE LIGHTS twinkle in the darkness.  TIPTREE kneels
+     beside the tree and digs around among the packages.  He pulls
+     out an OBLONG GIFT BOX with a tag addressed "TO DADDY -- FROM
+     SANTA."
+
+     With a glance back at the kitchen, he soundlessly unwraps the
+     package -- and opens it to reveal a matched set of RAVEN
+     STATUETTES.  He transfers them to the big suitcase -- then
+     slinks into the hallway...
+
+     INT. BEDROOM ACROSS STREET - THAT MOMENT - NIGHT
+
+     The two STAKEOUT COPS are chuckling at a Charlie Brown
+     Christmas special on a portable TV.  One of them glances out
+     the window and sees a man in a topcoat emerging from the
+     brownstone, SUITCASE in hand...
+
+                               STAKEOUT COP I
+               Shit -- that's Tiptree!!
+
+     The COP grabs for his WALKIE-TALKIE.
+
+     EXT. STREET OUTSIDE BROWNSTONE - THAT MOMENT - NIGHT
+
+     TIPTREE is halfway down the block when two COPS burst out of
+     the brownstone.
+
+                               COP
+               Mr. Tiptree!  What the hell are you --
+
+     HEADLIGHTS FLASH ON as the SURVEILLANCE CAR revs its engine.
+     TIPTREE breaks into a RUN -- and the COPS from the brownstone
+     follow suit.  At the end of the block he vanishes down a
+     SUBWAY ENTRANCE.
+
+     INT. SUBWAY STATION - THAT MOMENT
+
+     A VIOLINIST is panhandling outside the token booth as the COPS
+     come racing down the stairs.  The COPS trip over his open
+     violin case, scattering small change across the conrete floor.
+     They flash their badges at the booth and VAULT OVER THE
+     TURNSTILE --
+
+     -- just in time to see TIPTREE, with his SUITCASE, scuttling
+     down a stairway which leads to the train platform below.
+
+     INT. SUBWAY PLATFORM - A MOMENT LATER
+
+     TIPTREE steps onto an EXPRESS TRAIN.  The doors slide shut
+     behind him -- and the hapless COPS curse under their breath as
+     he rolls off.
+
+                               COP
+               We've gotta get back to the radio.
+
+     INT. SUBWAY CAR - A MOMENT LATER - MOVING
+
+     TIPTREE takes an open seat and looks around apprehensively.
+     Being fabulously rich, be's probably ridden the subway twice
+     in his life -- and at this time of night, EVERY FACE in the
+     sparsely-populated car looks vaguely menacing.  Derelicts,
+     prostitutes, teen-gang members -- ALL OF THEM eye this well-
+     heeled stranger with intense curiosity as he clutches his
+     suitcase and stares anxiously at the floor...
+
+     An ODD, GAUNT FIGURE enters at the end of the car.  It's a
+     DEAFMUTE.  He shambles down the aisle passing out little white
+     CARDS.  One side is a guide to International Sign Language.
+     The other reads:
+
+                             DEAF AND DUMB
+                          PLEASE HELP -- $1.00
+
+     TWO YOUNG TOUGHS take a card and tear it in half, chuckling,
+     shining the DEAFMUTE on.  A HOOKER, the heart-of-gold type,
+     stuffs a buck in his tin cup.  He reaches TIPTREE and extends
+     a card; TIPTREE ignores him, refusing to make eye contact --
+
+     -- but the DEAFMUTE shoves the card insistently into his face.
+     Now TIPTREE looks up.  THIS CARD bears a personalized message:
+
+                         GOTHAM CENTRAL STATION
+                       B-TRAIN WEST TO RIVERVIEW
+
+     TIPTREE's eyes widen.  The DEAFMUTE -- who is in fact FRICK --
+     glowers down and holds out his cup.  TIPTREE digs in his
+     pocket; the smallest bill he's got is a twenty, but he hands
+     it over anyway.
+
+     Smiling at this act of generosity, FRICK moves on to the next
+     car.  TIPTREE stares down tremulously at the card.  He fidgets
+     with his TIE CLASP -- the one BRUCE gave him earlier...
+
+     INT. LIMO - MOVING - NIGHT
+
+     TIGHT on a hand-held ELECTRONIC TRACING DEVICE.  A small BLIP
+     moves across a shifting GRID not unlike a radar screen.
+
+     BRUCE is in the back of the limo, eyeing the tracer intently.
+     ALFRED's up front, at the wheel.
+
+                               BRUCE
+               According to this, he's directly below us.
+
+                               ALFRED
+               The subway, sir?
+
+                               BRUCE
+               Yeah.  Take a right.
+
+     INT. GOTHAM CENTRAL STATION - THAT MOMENT
+
+     It's slightly more crowded here in the hub of Gotham.  TIPTREE
+     emerges onto the platform and spies a squad of TRANSIT COPS
+     thirty or forty feet away -- speaking into WALKIE-TALKIES as
+     they scan the crowd.
+
+     Sticking close to the tracks, he turns swiftly toward the
+     nearest stairway -- blending in with the crowd, trying to hold
+     the SUITCASE out of view.
+
+     INT. LOWER PLATFORM - A MINUTE LATER
+
+     TIPTREE IS RUNNING for the B-train just as the doors begin to
+     close.  He manages to thrust the suitcase inside -- but the
+     doors SLIDE SHUT on his hand, and he DROPS IT.  He stands
+     there on the platform, his face turning BONE WHITE as the
+     train lurches forward...
+
+     False alarm.  The train stops, and the doors hiss open again.
+
+     INT. SUBWAY CAR - MOVING - A MOMENT LATER
+
+     TIPTREE clambers aboard with a severe case of palpitations.
+     As the train pulls out, a couple of rough-looking but helpful
+     STREET TYPES show him to a seat and hand him his precious
+     suitcase.  He sits there panting...
+
+     Moments later, a DEAFMUTE enters the car.  TIPTREE does a
+     take: it's the exact same guy who was riding the other line!
+     Of course, he doesn't know about Frick's malignant twin --
+     FRACK...
+
+                                                           WIPE TO:
+
+     INT. LOCAL STOP - TEN MINUTES LATER - NIGHT
+
+     Having changed trains twice more since we left him, TIPTREE
+     debarks at a deserted local stop.  The station is EMPTY except
+     for one other passenger, who's gotten off here as well -- a
+     WOMAN in a long fur coat.
+
+     TIPTREE WATCHES as she approaches on her way to the stairwell,
+     STILLETO HEELS clicking across the floor.  There's something
+     familiar about her -- but she's wearing a big, broad-brimmed
+     hat, and she TILTS IT DOWN as she passes, obscuring her face.
+     It is, of course, SELINA...
+
+     TIPTREE stands there expectantly with his suitcase, awaiting
+     further instructions.  They aren't long in coming.  A BLACK
+     MYNAH BIRD swoops out of the tunnel, lands on the platform,
+     and STRUTS in front of him.
+
+                               MYNAH
+               FOLLOW ME.  AWWWKK!  FOLLOW ME.
+
+     The bird flutters its wings and takes off again -- INTO THE
+     TUNNEL.  TIPTREE stares after it in disbelief.  Then the bird
+     CAWS AGAIN -- its shrill voice echoing from the darkness of
+     the tunnel:
+
+                               MYNAH (O.S.)
+               FOLLOW ME.  AWWWKK!
+
+     TIPTREE clambers over the edge of the platform, dropping
+     awkwardly to the tracks below.  Suitcase in hand, he begins to
+     walk...
+
+     INT. LIMO - MOVING - NIGHT
+
+     ALFRED tearing up the streets as BRUCE consults his tracer.
+
+                               BRUCE
+               He's slowed down.  Looks like he's under
+               the park.
+
+                               ALFRED
+               How do you propose to get down there, sir?
+               We can't have Batman strolling up to buy a
+               token.
+
+                               BRUCE
+               I know another way in.
+                    (beat)
+               Step on it.  They're down there waiting
+               for him.
+
+     ALFRED turns the limo hard right -- into GOTHAM PARK -- past
+     the statue of GENERAL WAYNE atop his horse...
+
+     INT. SUBWAY TUNNEL - THAT MOMENT
+
+     A LOCAL TRAIN roars by, filling the screen.  When it passes,
+     we see TIPTREE with his suitcase, walking along the express
+     tracks at the far wall of the tunnel -- more frightened with
+     each step.  It's dark and eerie down here in the tunnels; the
+     only illumination comes from dim LANTERNS spaced at fifty-foot
+     intervals.
+
+     He sees the lights of an EXPRESS TRAIN behind him, and quickly
+     switches to the local tracks.  The train rumbles past with a
+     deafening blare, and the car lights briefly illuminate his
+     surroundings.  TIPTREE glances over at the inside wall of the
+     tunnel...
+
+     ...where he sees, huddled in an ALCOVE just off the tracks, a
+     small gathering of HOMELESS PEOPLE.  They've set up camp down
+     here in the tunnels, away from the elements.  Surrounded by
+     bags full of old clothes, DINING on canned food and cheap
+     wine, they stare curiously at the well-heeled stranger with
+     the suitcase who's invaded their domain.
+
+     TIPTREE eyes them fearfully and picks up his pace, hastening
+     down the tunnel.  The HOMELESS make no move to follow -- with
+     one exception.  A KID, thirteen or fourteen, in a ratty
+     topcoat, climbs down onto the tracks and watches inquisitively
+     as TIPTREE vanishes into the shadows.
+
+     His face is familiar.  It's DICK -- the boy vigilante from the
+     park.
+
+     INT. TUNNEL - FARTHER DOWN TRACKS - A MOMENT LATER
+
+     In this stretch of the tunnel the LANTERNS don't seem to be
+     working -- and the MYNAH is completely invisible.  When he
+     comes to a fork in the tracks, he has to wait for the sound of
+     the bird's shrill voice to guide him:
+
+                               MYNAH
+               AWWRRK!  FOLLOW ME.
+
+     TIPTREE stumbles ahead blindly in the darkness.  He trips on
+     the tracks and drops the suitcase.  As he's getting to his
+     feet, a FLASHLIGHT shines DIRECTLY IN HIS FACE...
+
+                               VOICE
+               STOP THERE.
+
+     The MYNAH BIRD flutters through the beam of light and perches
+     on the shoulder of an UNSEEN FIGURE.  TIPTREE COWERS and
+     SQUINTS, trying to make him out, but the figure who stands
+     before him is shielding his face with an open UMBRELLA.
+
+                               TIPTREE
+               I've cooperated.  I've done everything you
+               said.
+
+                               PENGUIN
+               Open the case.
+
+     TIPTREE lifts the lid, revealirig TWO RAVENS in the suitcase.
+     A CACKLING LAUGH echoes in the darkness.
+
+                               PENGUIN (cont.)
+               ...Two ravens?
+
+                               TIPTREE
+               The other one is Bruce Wayne's.
+                    (trembling)
+               He doesn't know anything about this.
+               You've got what you want.  There's no need
+               to --
+
+                               PENGUIN
+               Thank you, Mr. Tiptree.  You may go.
+
+     TIPTREE stands.  He backs away from the suitcase warily.
+
+                               TIPTREE
+               My family.  You won't --
+
+                               PENGUIN
+               We'll certainly take your unexpected
+               generosity into consideration.
+
+                               TIPTREE
+               We -- ?!?
+                    (shielding his eyes)
+               You're not Batman.
+
+                               PENGUIN
+               No.  I'm his brother-in-law -- Birdman.
+               Now move out.
+
+     INT. TUNNEL - HIGH ANGLE - THAT MOMENT
+
+     TIPTREE marches slowly down the tracks, TOWARD CAMERA,
+     silhouetted in the flashlight beam.  The beam SHIFTS SLIGHTLY
+     as the Penguin moves toward the suitcase and sets the light
+     down --
+
+     -- and we catch sight of the CATWOMAN perched on a steel
+     cross-girder above the rails, her CHROME-STEEL TALONS GLINTING
+     as she waits for TIPTREE to pass underneath.
+
+     INT. TUNNEL - ON TIPTREE
+
+     looking increasingly twitchy as he approaches the cross-
+     girder.  He slips a hand into the pocket of his topcoat,
+     WHIRLS SUDDENLY --
+
+     -- and brings up his .38 AUTOMATIC, firing THREE QUICK SHOTS
+     at the PENGUIN.  The shots RICOCHET LOUDLY off the umbrella --
+     which happens to be a bulletproof job.  The PENGUIN lifts his
+     brolly; FIRE SPITS out of the shaft --
+
+     -- and TIPTREE staggers backward.  SHOT IN THE CHEST.  He
+     spins into a steel upright and topples, face-forward, onto the
+     ELECTRIFIED THIRD RAIL -- FRYING HIMSELF in a shower of
+     sparks.
+
+     The smoke is still clearing when the CATWOMAN drops to the
+     tracks.  The PENGUIN rushes to her side to check TIPTREE for
+     signs of life.
+
+                               CATWOMAN
+               That idiot.  Another six feet --
+
+                               PENGUIN
+               So sorry to spoil your fun.  -- He brought
+               two ravens.  We've got a complete set!
+
+                               CATWOMAN
+               What??
+
+                               PENGUIN
+               Yeah!  They're in the suitcase --
+
+     An AWFUL RUMBLING fills the tunnel.  They see the lights of a
+     TRAIN approaching on the center track -- the same one they're
+     standing on, the one TIPTREE's body is slumped across.  The
+     PENGUIN's first impulse is to run back toward the inner track,
+     where the ravens lie, but the CATWOMAN is trying to drag
+     TIPTREE out of the train's path...
+
+                               CATWOMAN
+               GIVE ME A HAND!
+
+     They pull the corpse onto the outer express track just as the
+     train arrives.  They stand against the outer wall, waiting for
+     the train to pass...
+
+     ...and when it does, they see DICK -- the boy vigilante --
+     standing on the inner track directly across from them.
+     HOLDING THE SUITCASE.  The kid takes off like a shot.  The
+     CATWOMAN and the PENGUIN exchange quick looks of utter
+     disbelief -- and BOLT AFTER DICK.
+
+     INT. TUNNEL - ON DICK
+
+     The bulky suitcase is slowing his progress.  He looks back
+     over his shoulder; although the stubby-legged PENGUIN has
+     fallen well behind, the CATWOMAN is gaining fast.
+
+
+
+     PAGE 101 MISSING FROM HARD COPY
+
+
+
+     INT. TUNNEL - ON DICK
+
+     watching in the light from the train as the two costumed
+     figures grapple in the distance.  He races back toward the
+     scene of the melee...
+
+     INT. TUNNEL - OUTTER EXPRESS TRACK - THAT MOMENT
+
+     ...where BATMAN and the CATWOMAN are trading punches, blow for
+     blow.  He knocks her off her feet with a vicious right hook,
+     and she sprawls on the track, dazed and bleeding.  She lifts a
+     hand: no mas...
+
+     He looks back toward the suitcase on the center track.  Before
+     he can make a move toward it, he spots ANOTHER TRAIN
+     approaching on the outer tracks -- right on the heels of the
+     last one.  He crouches to pull the CATWOMAN's limp frame out
+     of its path...
+
+     ...but as he does so, a HORN BLARES -- and a SECOND TRAIN
+     comes barrelling down the center track from the opposite
+     direction!  Now he's got trains approaching on either side,
+     and there's no place to go --
+
+     The CATWOMAN is groggily getting to her feet.  He LUNGES at
+     her -- THRUSTS HER BACKWARD, toward an ALCOVE in the outer
+     tunnel wall.
+
+     INT. TUNNEL - ON DICK - THAT MOMENT
+
+     The OUTER train is already speeding past, obscuring BATMAN and
+     the CATWOMAN from view.  The CENTER train is bearing down
+     fast.  A split-second before it arrives, DICK'S HAND snatches
+     the suitcase out of its path -- and he TUMBLES TO SAFETY on
+     the innermost LOCAL TRACK.
+
+     He stands and watches as the two trains pass in opposite
+     directions.  He doesn't know if BATMAN is alive or dead...
+
+     INT. ALCOVE - THAT MOMENT
+
+     BATMAN and CATWOMAN are flattened in the tiny alcove --
+     there's not two inches of breathing space between them and the
+     passing TRAIN.  She's come around now, and she's FLAILING and
+     CLAWING at him, trying to PUSH HIM OUT.
+
+     HER HAND closes around his UTILITY BELT.  As they struggle,
+     she hits the trigger of a SMALL GAS CYLINDER...
+
+     It's BRUCE's hydraulic BATWING DEVICE -- the one that saved
+     him when he fell off the roof.  But this time the results are
+     altogether different.  He GASPS IN HORROR as the WINGS OF HIS
+     CAPE stiffen and inflate -- FORCING HIM AWAY FROM THE WALL OF
+     THE TUNNEL.
+
+     His OUTER WING strikes the TRAIN -- FLAPPING WILDLY against
+     the passing CARS -- SNAGGING FINALLY on the ralling of the
+     rearmost car --
+
+     -- and BATMAN is suddenly RIPPED OUT OF THE ALCOVE -- DRAGGED
+     OFF DOWN THE TRACKS by the passing train!
+
+     INT. TUNNEL - INNERMOST TRACK - ON DICK
+
+     He's still there with the suitcase -- waiting apprehensively
+     to see what's become of BATMAN.  Finally the center train
+     passes --
+
+     -- and he sees CATWOMAN standing ALONE IN THE ALCOVE --
+     smiling at him -- advancing menacingly.  DICK TURNS TO RUN...
+
+     A GUNSHOT rings out -- and the last thing he sees as he slumps
+     to the tracks is a whiff of SMOKE pluming from the shaft of
+     the PENGUIN'S UMBRELLA.
+
+     The PENGUIN's panting -- soaked with sweat.  The CATWOMAN
+     snatches up the suitcase and rushes over to join him.  She
+     peers off into the tunnels after BATMAN, exhilarated...
+
+                               CATWOMAN
+               God.  Did you see him? Isn't he hot?
+
+                               PENGUIN
+               Haven't you got anything else to think
+               about?
+                    (mopping sweat from his brow)
+               I'm hot.  That was exhausting.
+
+                               CATWOMAN
+               No pain, no gain!  -- Suck it up.  We're
+               not out of here yet.
+
+     She sprints off down the tracks.  SQUAWKING, he waddles along
+     behind her, as fast as his fat little legs will carry him...
+
+     As they vanish into the darkness, the CAMERA TRACKS back --
+     past DICK, who lies unconscious on the tracks, bleeding
+     heavily from his shoulder wound -- DEEPER INTO THE MAZE OF
+     TUNNELS --
+
+     -- arriving finally on the ragged black figure of BATMAN as he
+     staggers forth from the shadows, dazed and bloody.  He scans
+     the tunnel, finding no trace of his enemies -- and then his
+     gaze falls on DICK.
+
+     He limps over and KNEELS at the boy's side -- cradling his
+     head protectively, staring helplessly into the blackness all
+     around him...
+
+                                                       DISSOLVE TO:
+
+     EXT. GOTHAM CITY SKYLINE - NIGHT
+
+     The stark outlines of the city, BATHED IN MOONLIGHT.  CAMERA
+     ZEROES IN on the glowing, ornamental DOME of CITY HALL...
+
+     INT. CITY HALL - THAT MOMENT - NIGHT
+
+     A PENTAGONAL BALCONY girds the interior of the dome.  We TILT
+     DOWN to ground level -- where TWO AGED SECURITY GUARDS lie
+     sprawled at odd angles on the marble floor, FATALLY SHOT.
+
+     The PENGUIN closes his gun-umbrella and waddles across the
+     atrium of City Hall, past a statue of blind Justice, to a
+     point directly under the dome.  There, encased in a plexiglass
+     case, is a SCALE MODEL of GOTHAM CITY -- circa 1885, when City
+     Hall was erected.  He shouts up:
+
+                               PENGUIN
+               LETS DO IT!
+
+     INT. CITY HALL - BALCONY UNDER DOME - THAT MOMENT
+
+     The CATWOMAN, FRICK, and FRACK are already up on the balcony.
+     Lining its periphery are various DISPLAY CASES of historical
+     interest; and positioned along the wall at each point of the
+     pentagon are FIVE ARCHED NICHES -- each one containing a
+     bronze bust.  The patriarchs of Gotham's Five Families...
+
+     The CATWOMAN and co. go to work quickly.  She removes the FIVE
+     RAVENS from a gunny sack as FRICK and FRACK work their way
+     around the balcony, YANKING the busts from their recessed
+     bases.  She follows along behind them, replacing each bust
+     with a RAVEN.
+
+     When they're done, the PENGUIN yells up:
+
+                               PENGUIN
+               Now.  Give each raven a quarter-turn.
+
+     His pals in the dome oblige -- TWISTING each raven in its
+     recessed socket, in quick succession...
+
+     INT. CITY HALL - ATRIUM - ON PENGUIN
+
+     The moment of maximum tension.  He stands there frothing at
+     the mouth with anticipation.  SECONDS TICK OFF, and nothing
+     happens.
+
+                               CATWOMAN
+               What happens now?
+
+                               PENGUIN
+               I don't know.  That's all...!
+
+     He looks around expectantly as the others peer down at him
+     from above.  He really doesn't know what's supposed to happen
+     next.  Suspecting the worst, he throws his umbrella to the
+     floor and begins STAMPING ABOUT IN A RAGE, SPUTTERING,
+     flapping his arms like wings.
+
+                               PENGUIN (cont.)
+               We've been TRICKED!  It's a HOAX!  It's
+               a --
+
+     He SHUTS UP suddenly at the sound of a loud CHUNK.  Somewhere
+     behind him, ANCIENT GEARS are beginning to grind.  He spins
+     and stares at the SCALE MODEL of GOTHAM in its plexiglass
+     case...
+
+     The city model is TREMBLING slightly.  As he watches, the DOME
+     of the miniature CITY HALL -- in the dead center of the model
+     city -- POPS OFF on a hinge.  A METAL STRONGBOX rises into
+     view...
+
+     INT. DOME - ON BALCONY - THAT MOMENT
+
+     The CATWOMAN, FRICK and FRACK stare down at the little metal
+     box.  The PENGUIN is already clambering atop the plexiglass
+     case of the model, SMASHING AT IT with his umbrella, trying to
+     get at the box.
+
+                               FRICK
+               That's the treasure?
+
+                               CATWOMAN
+               No.  It's a map...
+
+     She affixes a ROPE to the balcony railing and CLIMBS OVER.
+
+     INT. CITY HALL - ATRIUM - ON PENGUIN
+
+     The plexiglass case finally SHATTERS -- and the PENGUIN falls
+     through, landing atop Gotham City.  He snatches at the
+     strongbox and gets to his feet, bestriding the city like a
+     colossus.  He's climbing down off the tabletop when the
+     CATWOMAN, on her rope, touches down behind him.
+
+     He hunkers down on the floor and knocks the rusted padlock off
+     the box.  He opens it and stares greedily at the contents -- a
+     MAP and a bunch of old, crumbling PHOTOS.  The CATWOMAN creeps
+     over to his side:
+
+                               PENGUIN
+               Bruce Wayne.  So he doesn't know a thing
+               about the treasure, eh...?
+                    (handing her the map)
+               Look at this.  It's right under Wayne
+               Manor.  It's been there all along!
+
+     Now the CATWOMAN snatches at the PHOTOS.  They show
+     progressively closer views of ANCIENT GNARLED STALACTITES --
+     an odd, distinctive SUBTERRANEAN ROCK FORMATION...
+
+                               PENGUIN (cont.)
+               Looks like some kind of cave.
+
+                                                   FADE THROUGH TO:
+
+     INT. WAYNE MANOR - GUEST BEDROOM - DAY
+
+     TIGHT ON THE FACE of DICK.  He lies unconscious in a big soft
+     frilly bed A WOMAN'S HAND wipes his feverish brow with a damp
+     cloth; he moans slightly...
+
+     His eyes snap open suddenly.  He sits BOLT UPRIGHT with a
+     yelp.
+
+                               VICKI
+               No, no -- don't try to get up -- you're
+               hurt.
+
+     He pushes her aside and climbs out of bed anyway.  His
+     shoulder is bandaged, his arm in a sling.  The pajamas he's
+     wearing are three sizes too large.  He paces about, staring at
+     his unfamiliar surroundings.
+
+                               VICKI (cont.)
+               It's all right.  You're safe.  You can
+               stay here as long as you need to.
+
+                               DICK
+               I don't belong here.  You can't keep me
+               here.
+
+     Vaguely unnerved, he goes to a window, pulls back the shades,
+     looks out at the grounds.
+
+                               VICKI
+               It's "Dick", isn't it?  Or do you prefer
+               "Richard"?
+
+     He stares at her as if she's nuts.  VICKI opens a closet door:
+     all of his ratty belongings are hanging inside -- including
+     the red-and-green GYMNAST'S SUIT with the "R" insigne on the
+     breast.
+
+                               VICKI
+               "R" -- for Richard, right?  See, all your
+               things are here...
+                    (staring at the costume)
+               What is it, some kind of gymnast's outfit?
+
+                               DICK
+               It's none of your business.  What is this,
+               some kind of home?
+
+                               VICKI
+               No, not that kind.  There's a swimming
+               pool -- tennis court -- you can have
+               anything you want.
+
+                               DICK
+               Tennis court?!  -- Lady, you're rich.  How
+               the hell would you know what I want?
+
+     VICKI tries to lay a soothing arm on his shoulder.  He bats it
+     away, pushes her aside and turns toward the door in
+     agitation --
+
+                               DICK
+               I'm not staying.  You can't make me --
+
+     -- and sees BRUCE standing in the doorway looking at him.
+
+                               BRUCE
+               I can make you.
+
+     DICK freezes -- as if BRUCE's mere presence has mesmerized
+     him.  The hint of a smile plays across his face: ohhhhh.  I'm
+     in Batman's house.
+
+                               BRUCE (cont.)
+               Come on.  Wanna go at it?
+                    (no response)
+               Look, kid -- like it or not, you're my
+               guest -- and long as you're here you might
+               as well enjoy it.
+
+     ALFRED appears with a tray of hot food and sets it down on a
+     bedside table.  DICK edges toward it and sits down.  He waits
+     for ALFRED to leave and then TUCKS IN HUNGRILY -- eyeing BRUCE
+     all the while.
+
+                               BRUCE (cont.)
+               Will you two be okay in here?
+
+     VICKI nods yes.  BRUCE backs out of the room.
+
+     INT. WAYNE MANOR - OUTSIDE GUEST ROOM - DAY
+
+     BRUCE pulls the door shut.  ALFRED follows him down the hall.
+
+                               ALFRED
+               What do you propose to do with him, sir?
+               Keep him in the room for the rest of his
+               life?
+
+                               BRUCE
+               I don't know, Alfred.  I've got other
+               stuff to worry about.
+
+                               ALFRED
+               The child is hurt, sir.  At the very least
+               we should attempt to locate his parents.
+
+                               BRUCE
+               He hasn't got any parents.
+
+                               ALFRED
+               How do you know that, sir?
+
+     BRUCE turns and fixes ALFRED with a steely gaze.
+
+                               BRUCE
+               ...I know.
+
+     The PHONE RINGS as BRUCE starts down the long stairway.
+     ALFRED picks up a hallway extension.  He covers the
+     mouthpiece:
+
+                               ALFRED
+               Sir -- it's Miss Kyle.
+
+     BRUCE rushes back upstairs to take the call.
+
+     INT. PENGUIN'S LAIR - THAT MOMENT - DAY
+
+     ARCTIC BIRDS chirping all around in the penguin-pool room.  A
+     SNOW OWL struts across the PENGUIN's desk as SELINA makes a
+     phone call -- with the PENGUIN, FRICK, and FRACK hovering over
+     her.
+
+                               SELINA
+               Well!  Tall, dark and handsome.  Are we
+               still on for tonight?
+
+     INT. WAYNE MANOR - ON BRUCE
+
+     He covers the receiver and stares intensely at ALFRED.  On his
+     look we
+
+                                                       DISSOLVE TO:
+
+     INT. WAYNE MANOR - FRONT PARLOR - NIGHT
+
+     Christmas carols playing.  VICKI's got DICK helping her trim
+     the tree.
+
+     INT. BRUCE'S BEDROOM - NIGHT
+
+     BRUCE is getting dressed for his date with SELINA.
+
+                               ALFRED
+               Is this necessary, sir?  After all...it is
+               Christmas eve.
+
+     BRUCE reaches for his UTILITY BELT.  He empties the contents
+     of one packet onto a dresser: a dozen tiny, red GLASSINE
+     CAPSULES.  He scoops up a handful of the CAPSULES and deposits
+     them in his jacket pocket.
+
+                               BRUCE
+               Stuff'll knock out a moose, much less a
+               cat.
+
+                               ALFRED
+               I don't like to see you going out on a
+               date...unprotected, sir.
+
+                               BRUCE
+               She'll be ready for Batman -- but not for
+               me.
+                    (turning to go)
+               It's the only way, Alfred.  I've got to
+               take her out tonight.
+
+     INT. ENTRY HALL - FIVE MINUTES LATER (DICK'S POV)
+
+     DICK watches from the front parlor as VICKI meets BRUCE at the
+     bottom of the stairs.  The two of them exchange a few brief
+     words; he embraces her, strokes her hair gently -- then glumly
+     sets his jaw and moves off toward the front door.
+
+     VICKI reenters the parlor, trying to force an expression of
+     cheer as DICK turns discreetly away.  This is one weird
+     household he's landed in...
+
+     INT. SELINA'S LOFT - NIGHT
+
+     SOFT MUSIC plays in the background as SELINA preens in front
+     of a vanity, doing her eye makeup, taking great pleasure in
+     her own reflection.  She's looking especially sultry tonight
+     in a glittering low-cut gown.  She lowers one shoulder strap
+     and strikes a pose in the mirror: better.  She runs a hand
+     through her hair, TOUSLING IT for that recently-ravished look.
+
+     The DOORBELL rings, and by the time SELINA crosses over to
+     answer it, she's lowered the other strap as well -- which
+     means she has to hold up the top of her dress with one hand.
+     BRUCE finds himsell dumbstruck as she lets him in.  She pulls
+     up both straps as she greets him nonchalantly:
+
+                               SELINA
+               You're early.  I'm afraid I'm not quite
+               dressed.
+
+     BRUCE enters and takes a long look around.  It's a big open
+     loft, only partly finished, filled with Egyptian artifacts.
+     The walls feature modern paintings with CAT MOTIFS.  The
+     finished section is dominated by a huge BED on a raised
+     platform -- three or four CATS are walking around on it,
+     yowling at BRUCE.  SELINA CHUCKLES as he scopes it all out.
+
+                               SELINA (cont.)
+               If you're looking for my bondage gear,
+               it's at the cleaners.
+
+                               BRUCE
+               Christmas eve.  No tree?
+
+                               SELINA
+               No presents.  I've been a bad girl this
+               year.
+
+     BRUCE takes a seat on the sofa while SELINA goes to a nearby
+     wet bar.
+
+                               BRUCE
+               I'm surprised you kept this date.  I
+               thought you would've lost interest by now.
+
+                               SELINA
+               What makes you say that?
+
+                               BRUCE
+               You've got what you want, don't you?
+
+                               SELINA
+               I do now.
+                    (smiling)
+               We've had this date for a long, long time.
+
+     With that, she sets the drinks down on the table and moves in
+     to KISS him -- a long, slow, wet kiss.  But BRUCE seems
+     strangely unresponsive.  She breaks free and gives him a funny
+     look.
+
+                               BRUCE
+               How much is it going to cost me?
+
+                               SELINA
+               What?
+
+                               BRUCE
+               ...To get the ravens back.
+
+     He watches her closely for a reaction.  SELINA's shocked, but
+     she conceals it well -- chuckling in apparent confusion.
+
+                               SELINA
+               You're the oddest man I've ever met.
+                    (moving in on him)
+               Let's talk later, Bruce.  I've got kind of
+               a short fuse...
+
+     BRUCE tenses slightly as she KISSES him again -- leaving a
+     crimson LIPSTICK SMEAR on his cheek.  She works her way
+     downward, kissing him around his neck and throat...
+
+     HIS HAND reaches into his jacket pocket.  He withdraws a tiny
+     GLASSINE CAPSULE.  But before he can use it --
+
+     He JERKS BACK suddenly -- pushes her away.  His free hand goes
+     to his neck, where a thin trickle of BLOOD is oozing from
+     between two bright red LIPSTICK LIPS.  She's bitten him...
+
+     Now she SHUSHES him -- reaches over to the tiny wound and
+     massages it gently with one hand.
+
+                               SELINA
+               Did I hurt you?  Just relax -- you'll
+               start to enjoy it.
+
+     BRUCE pulls away again.  His eyes are strangely glazed.  He
+     tries to speak, but his tongue feels thick and swollen.
+
+                               SELINA (cont.)
+               Bruce, you look faint.  It must be the
+               cats.
+
+     BRUCE stands suddenly.  It's as if he's mired in a slo-mo
+     nightmare.  His legs give way beneath him and he topples to
+     the floor, INERT.  His fingers go slack and the capsule rolls
+     out; he tries to reach into his pocket, but his arm won't seem
+     to work.
+
+     SELINA's cat, HECATE, strolls across his prostrate form --
+     purring and stretching...
+
+     BRUCE'S POV
+
+     A worm's-eye view -- SELINA looms over him with a predatory
+     smile on her face, shifting in and out of focus.
+
+                               BRUCE
+               What di-- what did you d--
+
+     She runs a finger across her lips and holds it up -- bright
+     red.
+
+                               SELINA
+               I guess I've...gotten under your skin.
+
+     BACK TO SCENE - ON BRUCE
+
+     His hand goes to the BITE on his neck -- and he realizes
+     SELINA's lipstick is spiked with a fast-acting PARALYTIC DRUG.
+     He writhes helplessly on the carpet, his whole body gradually
+     going slack.
+
+     The PENGUIN, FRICK and FRACK stroll through the doorway and
+     stand over him -- ALL LAUGHING...
+
+                                                       DISSOLVE TO:
+
+     EXT. WAYNE MANOR - NIGHT
+
+     A COUNTY SHERIFF'S CAR cruises past the manor, right on
+     schedule.
+
+     INT. WAYNE MANOR - PARLOR - NIGHT
+
+     ALFRED on the telephone, checking in with the County Sheriff's
+     boys.
+
+                               ALFRED
+               Everything's fine, thank you.  We'll talk
+               in an hour.
+
+     Behind him, VICKI is waiting up for BRUCE.  She's curled up on
+     the sofa, reading a book, throwing the occasional anxious
+     glance at a big grandfather clock -- which strikes eleven
+     o'clock.
+
+     INT. WAYNE MANOR - GUEST BEDROOM - NIGHT
+
+     DICK opens the bedroom door and peeks down the hall.  He's got
+     all his belongings tied up in a bundle on the bed; he opens a
+     window and throws the bundle outside.
+
+     There's a nice strong TREE BRANCH some ten or twelve feet from
+     the window -- just close enough that he should be able to make
+     it.  He climbs up onto the windowsill, crouches, and SPRINGS.
+
+     INT. CAR - OUTSIDE - THAT MOMENT - NIGHT
+
+     A car full of trouble: SELINA, wearing a fur coat over her
+     Catwoman garb, at the wheel; the PENGUIN riding shotgun; and
+     FRICK in the back seat -- next to BRUCE, who's semi-conscious
+     and stone limp.  The car idles outside the wrought-iron gates
+     of Wayne Manor.
+
+                               PENGUIN
+               Try his mag card.
+
+     FRICK digs in BRUCE's pockets and finds a bunch of RED
+     CAPSULES.
+
+                               FRICK
+               Look at this.  He's a pillhead.
+
+     Now FRICK finds a mag-striped card and INSERTS IT into an
+     electronic device at the edge of the drive.  The gates
+     magically part.  There's a large VAN just behind the car --
+     driven by FRACK, and carrying two random GOONS.  Both vehicles
+     pull in before the gates slide shut.
+
+     INT. WAYNE MANOR - A MOMENT LATER
+
+     VICKI hears a signal from the security panel in the kitchen
+     announcing what should be BRUCE's arrival.  She heaves a huge
+     sigh of relief -- then rushes to the door and flings it open.
+
+     She sees BRUCE standing there and her face lights up.
+
+                               VICKI
+               Ohh.  Am I glad to --
+
+     To her horror, BRUCE topples forward -- and lands on the
+     floor, flat as a board.  VICKI SHRIEKS as the PENGUIN enters,
+     throwing his arms wide.
+
+                               PENGUIN
+               MER-R-R-RY CHRISTMAS!!
+
+     EXT. WAYNE MANOR - THAT MOMENT - NIGHT
+
+     DICK has shimmied down to a lower branch.  He lets go and
+     drops to the snow, WINCING; his shoulder wound is bleeding
+     again.  As he grabs his bundle, he hears RAUCOUS LAUGHTER
+     coming from around the house.
+
+     He races over to peer around the corner.  He sees the two cars
+     out front.  He sees the last of the goon squad barging in
+     through the front door.
+
+     His face full of confusion and conflict, he moves to a window.
+     In the entry hall he sees BRUCE on the floor -- and VICKI
+     surrounded by gun-toting intruders.  One of them grabs her and
+     twists her arm behind her back.
+
+     INT. WAYNE MANOR - ENTRY - THAT MOMENT
+
+     VICKI shrieking and struggling as she stares down at BRUCE.
+
+                               VICKI
+               What did you do to him??
+
+     SELINA gives her a catty little smile.
+
+                               SELINA
+               First-time jitters, I guess.  Everything
+               was going great, and then...he just went
+               limp as a noodle.
+
+     INT. WAYNE MANOR - ON STAIRWAY
+
+     Drawn by the commotion, ALFRED rushes down the stairs to the
+     entry hall, pulling a robe around him.  He freezes in his
+     tracks when he sees FRICK dragging VICKI into the front
+     parlor, holding a gun to her head.
+
+                               PENGUIN
+               You'd be the butler.  Why don't you come
+               on down and attend to your guests?
+
+     ALFRED hesitates, until the PENGUIN pulls a gun on him.  He
+     marches down the stairs slowly, pausing by BRUCE's prostrate
+     form.
+
+                               ALFRED
+               Mr. Wayne.  Is he -- ?
+
+                               PENGUIN
+               You know how it is.  Some guys just can't
+               hold their egg nog.
+
+     INT. FRONT PARLOR - A MOMENT LATER
+
+     The PENGUIN marches ALFRED in where the rest of the gang's
+     already assembled.  FRICK throws VICKI down roughly on a sofa
+     just next to the Christmas tree while the GOONS drag BRUCE
+     inside.
+
+                               PENGUIN
+               I should explain the occasion of our
+               visit.  There's a treasure underneath this
+               house -- and I don't plan to leave until
+               you tell me how to find it.  Now who's
+               going to talk -- Miss Vale?
+
+                               VICKI
+               I don't know what you're talking about.
+
+                               PENGUIN
+               The cave.  Under the house.  How do I get
+               there?
+
+     The PENGUIN gestures.  FRICK holds the gun to her head.
+
+                               VICKI (cont.)
+               I don't know!  I swear, I would tell
+               you --
+
+                               PENGUIN
+                    (turning to ALFRED)
+               Then maybe you'd like to tell me.
+
+                               ALFRED
+               You're no more than a common thief.
+
+                               PENGUIN
+               Wrong, you old idiot.  I happen to be a
+               very uncommon thief.
+                    (beat)
+               Are you going to tell me, or does Miss
+               Vale get an early present this year?
+
+     FRICK cocks the gun.  VICKI stares aghast at ALFRED, who scans
+     the room, weighing his options.  Trembling, he shuts his
+     eyes --
+
+                               ALFRED
+               I...don't...know...
+
+                               PENGUIN
+               Then go ahead, Mr. Frick...decorate the
+               tree.
+
+     FRICK's finger tightens on the trigger.  VICKI winces.  ALFRED
+     starts to blurt something out.  But a split-second before he
+     can speak --
+
+                               SELINA
+               Wait!
+                    (crossing over to VICKI)
+               We don't know how to get down there yet.
+               We may need her when Bruce wakes up.
+
+     The PENGUIN sighs and waves FRICK off.  ALFRED and VICKI heave
+     simultaneous sighs of relief.  He throws her a shamefaced look
+     -- but she gives him a tiny nod of acknowledgement: you made
+     the right play.
+
+                               SELINA (cont.)
+               Besides -- I want this one for myself.  So
+               pretty...I'm going to give her a brand new
+               face for Christmas.
+
+     The PENGUIN throws a look at BRUCE, who's still out cold on
+     the floor.  He turns to FRICK and FRACK.
+
+                               PENGUIN
+               Why don't you two tie up our host?
+
+     ALFRED sits beside VICKI while SELINA wanders off to tour the
+     premises.  FRICK and FRACK, meanwhile, drag BRUCE into a back
+     parlor which opens off the room they're in.
+
+     INT. BACK PARLOR - THAT MOMENT
+
+     They dump BRUCE face down on a sofa -- then rip the telephone
+     cords from around the baseboard and use them to bind his hands
+     and feet.
+
+     INT. FRONT PARLOR - ON MR. BONIFACE
+
+     Still holding his gun on VICKI and ALFRED, he wanders about
+     the room, admiring the various furnishings and expensive
+     objects.
+
+                               PENGUIN
+               It's all so plush and tasteful, isn't it?
+               Just the sort of setting in which I've
+               always imagined myself.
+
+     ALFRED, on the sofa, can't resist letting out a snort of
+     disgust.
+
+                               PENGUIN (cont.)
+               I see.  You think I'm vulgar.  You think
+               I'm...nouveau.
+
+                               ALFRED
+               I think you're a dirty little man with
+               a --
+
+     The PENGUIN silences him by sweeping one arm across a
+     tabletop, sending a bunch of PRICELESS CHINA FIGURINES
+     crashing to the floor.  He points to ALFRED as FRICK and FRACK
+     reappear.
+
+                               PENGUIN
+               See, boys, that's old money talking.
+               After a while, they actually start to
+               believe they've earned all this.
+                    (smirking)
+               I don't mind.  Someday I'll be old money
+               too -- when the statute of limitations
+               runs out.
+
+                               SELINA (O.S.)
+               Hey!  -- Guess what I just found.
+
+     Face full of anticipation, he TURNS -- just in time to see
+     SELINA returning from the kitchen with a big silver tray of...
+
+                               SELINA (cont.)
+               Christmas cookies!
+
+     The PENGUIN is crestfallen, but that doesn't stop him from
+     cramming a handful of cookies down his gullet.  SELINA
+     graciously serves VICKI and ALFRED, who munch away with
+     limited enthusiasm.
+
+                               PENGUIN
+               Let's spread out and see what we can find.
+                    (to FRICK and FRACK)
+               You two -- keep an eye on our friends
+               here.  Give me a yell the minute Wayne
+               comes to.
+
+     FRICK and FRACK post themselves at the doors to the front
+     parlor as SELINA, the PENGUIN and the GOONS fan out through
+     the house.  CAMERA TRACKS WITH THEM as they move past BRUCE --
+
+     -- and in a quick CLOSEUP we see his EYES OPEN -- his hands
+     STRUGGLING against his bonds.
+
+     SERIES OF SHOTS
+
+     QUICK GLIMPSES of the intruders enacting their depredations as
+     they search for the entrance to the cave.  SELINA and the
+     PENGUIN are flinging open doors, moving clocks, looking for
+     secret panels; as they go, they systematically TEAR THE HOUSE
+     APART -- smashing BRUCE's possessions, ripping paintings out
+     of frames, etc.
+
+     Meanwhile, the TWO GOONS are outside prowling around the
+     grounds, looking for an exterior entrance -- and back in the
+     parlor, FRICK and FRACK are keeping their guns trained on
+     ALFRED and VICKI.
+
+     INT. WAYNE MANOR - CORRIDOR OFF KITCHEN - NIGHT
+
+     CAMERA TRACKS down a long, empty hallway -- arriving at a
+     LOCKED DOOR with curtained-off glass panels.  Suddenly, an
+     ELBOW smashes through the glass -- a hand reaches inside and
+     fumbles for the lock --
+
+     INT. FRONT PARLOR - THAT MOMENT
+
+     FRICK and FRACK start at the sound of a SECURITY ALARM blaring
+     from the kitchen.  VICKI looks at ALFRED...
+
+                               FRICK
+               Better check it out.
+
+     FRICK stays behind as FRACK rushes out into the entryway and
+     down a long hall to the kitchen.  He tosses a glance back at
+     VICKI and ALFRED, then steps out into the entryway himself.
+
+                               FRICK (cont.)
+               What is it?  What's going on??
+
+     VICKI and ALFRED look into the back parlor.  DICK GRAYSON has
+     sneaked in behind the sofa -- and he's busy sawing away at
+     BRUCE's bonds with a letter opener.  Both of them stiffen
+     simultaneously -- if FRICK steps back inside, he'll have a
+     clear view of DICK and BRUCE.
+
+     INT. KITCHEN - THAT MOMENT
+
+     FRACK has opened a panel on the kitchen wall, revealing the
+     SECURITY SYSTEM from which the alarm emanates.  A RED LIGHT is
+     blinking, indicating DICK's break-in.  FRACK throws switches
+     frantically, trying to kill the sound.  Finally he succeeds --
+     and SHOUTS:
+
+                               FRACK
+               Some kind of security system --
+
+     INT. BACK PARLOR - THAT MOMENT
+
+     DICK's gotten BRUCE free -- but BRUCE, still under the effects
+     of the drug, isn't much use.  He tries to get off the sofa and
+     crumples in a heap.
+
+                               DICK
+               Can you move, man?
+
+                               BRUCE
+               Library -- got to get me to the library --
+
+     DICK slings an arm around BRUCE and drags him to a door
+     opening onto the hallway.  They're just about to step outside
+     when FRACK comes marching back on his way from the kitchen.
+
+     INT. FRONT PARLOR - ON VICKI AND ALFRED
+
+     -- faces wracked with utter, desperate tension as they watch
+     the situation develop.
+
+     INT. ENTRY HALL - THAT MOMENT
+
+     FRICK and FRACK conferring, ignoring VICKI and ALFRED for the
+     moment.  By now the PENGUIN is waddling in from a hallway:
+
+                               PENGUIN
+               What is that ungodly racket?
+
+                               FRACK
+               A security alarm.  It went off in the
+               kitchen.
+
+                               PENGUIN
+               My God!  Is someone in here?
+
+     He struts over to huddle with his cronies.  BRUCE and DICK are
+     still poised in the doorway.  It looks bad...
+
+     INT. FRONT PARLOR - THAT MOMENT
+
+     ALFRED looks at BRUCE and DICK -- then at FRICK and FRACK
+     bickering with the PENGUIN in the entryway.  He pats VICKI's
+     knee -- gestures for her to keep her seat --
+
+     -- and LUNGES at FRICK, making a play for his gun.  A moment
+     of confusion ensues -- giving DICK and BRUCE just enough time
+     to dart out into the hallway, duck around a corner, and
+     vanish --
+
+     -- but ALFRED is a frail old gent, and he can't keep it up for
+     long; a blow to the face sends him sprawling to the floor.
+     FRICK instinctively pulls the trigger and SHOOTS HIM at point-
+     blank range.
+
+     VICKI rushes into the hallway -- screaming, crying.
+
+     INT. LIBRARY - THAT MOMENT
+
+     The room's a mess, books all over the floor.  The groggy BRUCE
+     props himself up against his desk.  He manages to pull the
+     bottom drawer open -- gropes frantically for the secret
+     switch.  He's CRYING.
+
+                               BRUCE
+               Alfred...
+
+                               DICK
+               I'll go back.
+
+                               BRUCE
+               I can't...get down there...without you.
+
+     DICK turns.  To his amazement, the sectional bookcase is
+     swinging open -- revealing the secret passage to the BATCAVE.
+
+     INT. ENTRY HALL/FRONT PARLOR - THAT MOMENT
+
+     We will all be pleased to know that ALFRED has only suffered a
+     superficial wound to the arm.  VICKI is on her knees beside
+     him; the PENGUIN is watching them with utter contempt.
+
+                               PENGUIN
+               What an extraordinarily stupid thing to
+               do.
+
+                               VICKI
+               SHUT UP.  Help me with him.
+
+     The PENGUIN rolls his eyes and orders FRICK and FRACK to give
+     VICKI a hand without him.  They carry him into the parlor, lay
+     him out on the sofa.  VICKI reaches into her purse for a
+     handkerchief and begins binding his wound as the PENGUIN pulls
+     FRACK aside.
+
+                               PENGUIN
+               You and I had better check the ground
+               floor and see what's going on.  Mr. Frick
+               -- do you think you'll be able to manage
+               this pair?
+
+                               FRICK
+               Yes sir.
+
+                               PENGUIN
+               Oh, good.  That does relieve my mind --
+
+     He turns, glances into the back parlor, and sees a pile of CUT
+     CORDS on the love seat.  The blood drains out of his face.
+
+                               PENGUIN (cont.)
+               Where's Wayne???
+
+     INT. BATCAVE - THAT MOMENT
+
+     DICK has just entered another world -- and he's looking around
+     him in pure, unalloyed amazement.  BRUCE is fumbling with a
+     packet on a spare UTILITY BELT; he shakes out a fistful of
+     pills and swallows them dry.
+
+     Then he goes to his bank of monitors and begins flipping
+     switches.  They blink on one by one; DICK moves up behind
+     BRUCE and looks on, dazzled.
+
+     INSERT - MONITOR
+
+     The screen shows The PENGUIN in a sun room, shouting to his
+     two armed GOONS through a pair of French doors.
+
+                               PENGUIN
+               Check the grounds!  The shape he's in, he
+               can't have gotten far.
+
+     BACK TO SCENE - ON BRUCE
+
+     He turns to his main control panel, reaches for a switch, and
+     waits.
+
+     EXT. WAYNE MANOR - THAT MOMENT - NIGHT
+
+     The two GOONS outside, with guns and flashlights, roaming
+     cautiously around the grounds.  They turn suddenly --
+
+     -- as CORRUGATED-STEEL SECURITY PANELS slam into place over
+     every ground-floor door and window in Wayne Manor!
+
+     INT. SUN ROOM - THAT MOMENT
+
+     The PENGUIN sees the same thing happening, only from inside.
+     He listens helplessly as his GOONS pound on the steel panels
+     from outside.  It's just occurred to him that he's trapped in
+     here...
+
+     INT. BATCAVE - A MOMENT LATER
+
+     DICK is up on a catwalk leading back to the library of Wayne
+     Manor.  BRUCE shouts up to him from the control console down
+     below.
+
+                               BRUCE
+               -- as soon as he gets to the East wing.
+               Wait for my signal.  You know what to do.
+
+     DICK nods yes and bolts off.
+
+     INT. FRONT PARLOR - A MOMENT LATER
+
+     VICKI and ALFRED are still sitting at gunpoint.  With the
+     commotion going on all around them, FRICK is getting itchy-
+     fingered.
+
+     Suddenly the STEREO begins blaring at top volwne -- "SANTA
+     BRING MY BABY BACK TO ME."  FRICK turns and stares at it in
+     confusion -- goes over to fiddle with the controls --
+
+     -- and suddenly BRUCE'S VOICE is coming through the
+     loudspeakers.
+
+                               BRUCE (O.S.; filter)
+               VICKI!  RUN!  NOW!
+
+     She's off the sofa like a shot, DIVING for the entry hall.
+     FRICK turns and takes aim --
+
+     -- but before he can squeeze the trigger, DICK's come out of
+     nowhere to HIGH-KICK him in the face!  The shot goes wild and
+     the two of them tumble into the Christmas tree, knocking it
+     over...
+
+     INT. ENTRY HALL - THAT MOMENT
+
+     VICKI hits the floor of the entry hall.  HUGE OAKEN SLIDING
+     DOORS are already slamming shut behind her.  The same thing is
+     happening all down the hall -- the East wing of the house is
+     sealing itself off!
+
+     INT. FRONT PARLOR - THAT MOMENT
+
+     DICK CARTWHEELS across the carpet -- catching FRICK high on
+     the chest and RAMMING him backward, into the hearth.  Before
+     FRICK can regain his balance, DICK's BEANED HIM across the
+     back of the skull with a fireplace poker.
+
+     He bends and picks up FRICK's gun -- which he tosses to
+     ALFRED, who's been watching all this with some fascination
+     from the sofa.
+
+                               DICK
+               Here.  You might need it.
+
+                               ALFRED
+               Thank you, Master Dick.  And...bravo.
+
+     INT. KITCHEN - THAT MOMENT
+
+     VICKI has made it to the wall phone.  She can't seem to get a
+     dial tone --
+
+                               VOICE FROM BEHIND
+               Do you really think we're that stupid?
+
+     VICKI turns, and realizes to her horror that the VOICE is
+     SELINA's.
+
+                               SELINA (cont.)
+               I tawt I taw a puddy tat...!!
+
+     With that she raises a hand -- and her CLAWS pop out.  VICKI
+     turns, grabs a carving knife from a wooden block -- but before
+     she can do anything with it, a WHIP cracks and wraps around
+     her wrist, jerking the knife loose.  SELINA tugs on the other
+     end, reeling her closer.
+
+                               SELINA
+               You know, I've got a great recipe for
+               Sliced Bitch --
+
+     VICKI lunges forward suddenly, causing the whip to slacken and
+     throwing SELINA off-balance into the center island.  While
+     they're tangled up, VICKI grabs a MEAT CLEAVER and tries to
+     bring it down on SELINA, but SELINA rolls effortlessly out of
+     the way and returns the favor, SWIPING at VICKI with her
+     claws.  VICKI brings a Calphalon skillet up just in time to
+     block the blow: CLANG.
+
+     VICKI sweeps her arm across the countertop, showering SELINA
+     with knives and appliances.  It buys her enough time to make
+     for the door -- but SELINA comes flying after her.  Another
+     downswipe with the claws -- but VICKI shoves a BUTCHER'S BLOCK
+     into SELINA's path, and her TALONS wedge a half-inch deep in
+     the wood.
+
+     VICKI rushes out while she's trying to pry herself loose.
+
+     INT. DINING HALL - A MOMENT LATER
+
+     SELINA enters but finds no trace of VICKI.
+
+                               SELINA
+               I love a good old-fashioned catfight --
+               but this is pissing me off.
+
+     VICKI charges out from behind a sideboard, pushing a WHEELED
+     COCKTAIL CART before her.  It SLAMS full-force into SELINA,
+     who lands on her back on the great long dining table.  VICKI
+     is in the doorway to the entry hall by the time she gets up.
+
+     INT. ENTRY HALL - STAIRWAY - A MOMENT LATER
+
+     VICKI races up the stairs.  She has a good lead, but SELINA
+     makes up the difference in a hurry.  She takes the stairway in
+     three giant bounds -- reaches the landing just as VICKI ducks
+     down the hall and into a bedroom, slamming the door behind her
+     and LOCKING IT.
+
+                               SELINA
+               HERE, kitty kitty kitty...HERE, kitty
+               kitty...
+
+     She KICKS THE DOOR OPEN.
+
+     INT. BEDROOM - THAT MOMENT
+
+     SELINA enters and strikes a coy pose as she shuts the door
+     behind her.  VICKI has opened a pair of French doors leading
+     to a balcony, but it's too long a drop.  She stands there
+     paralyzed as SELINA advances.
+
+                               SELINA
+               So this is where you earn your keep.
+
+     She GRABS VICKI -- holds her out at arm's length and shoves
+     her roughly back onto the bed.  VICKI flails wildly as SELINA
+     kneels atop her...
+
+     SELINA's CLAWS shred VICKI's blouse, revealing a frilly
+     section of bra --
+
+                               SELINA
+               Mmm!  Frederick's of Gotham?
+
+     She plants a talon against VICKI's sternum and RAKES IT
+     DOWNWARD, drawing a RED STRIPE on the exposed flesh of VICKI's
+     belly.  Now VICKI just loses it.  She begins to SHRIEK
+     uncontrollably.
+
+                               SELINA
+               Not so loud, honey!  The neighbors'll get
+               the wrong idea.
+                    (laughing)
+               Santa's coming.  Time for all good girls
+               to go to sleep...
+
+     She raises her claw-hand and prepares to slash down at VICKI's
+     neck.  But an instant before she can strike -- VICKI goes
+     wide-eyed and shuts up.  A BLACK SHADOW falls across the
+     moonlit bed.  SELINA tenses --
+
+     -- as a BLACK-GLOVED HAND grabs a fistful of her hair --
+
+                               BATMAN
+               Miss me, "Angel"?
+
+     He yanks her bodily off the bed.  Before she knows what's
+     happening, he delivers a POWERHOUSE UPPERCUT.  She flies into
+     the door and knocks it cleanly off its hinges.
+
+     INT. HALLWAY/STAIRCASE - A MOMENT LATER
+
+     BATMAN steps out after SELINA, who's only now picking herself
+     up.
+
+                               SELINA
+               Okay -- let's do it, huh?  You and me...
+               all the way this time.
+
+     She HISSES and jumps him.  They grapple -- a quick flurry of
+     fists -- and he knocks her ass-over-teakettle down the long
+     stairway.
+
+     She gets to her feet, limping, and darts around a corner.
+     BATMAN marches implacably down the stairs, taking his time...
+
+     INT. HALLWAY - A MOMENT LATER
+
+     VICKI rushes out of the bedroom.  She looks down the hall and
+     sees FRACK flying out of the guest room, UPSIDE DOWN --
+     slamming into the wall opposite.  He slumps to the carpet, out
+     cold.
+
+     A moment later DICK strolls out.  VICKI rushes to his side --
+
+                               VICKI
+               Come on.  We'll be safe in the cave.
+
+     INT. DOWNSTAIRS HALLWAY/ARMORY - A MOMENT LATER
+
+     BATMAN PAUSES outside the door to the armory, which is
+     slightly ajar.  He pushes it in cautiously...
+
+     ...and a HALBERD smashes through the wood frame -- slicing
+     down mere inches from his face.  It's the PENGUIN wielding the
+     ax; he backs off in seeming terror as BATMAN advances on him.
+     But then --
+
+     -- SELINA springs down from a perch above the doors -- landing
+     on his back -- and the two of them are going at it again.
+     It's a room full of exotic weaponry, and most of it gets a
+     good workout in the next thirty seconds.
+
+     BATMAN dodges a LANCE -- which embeds itself into the wall
+     behind him, QUIVERING -- and swings a MACE squarely into
+     SELINA's ribs.  It's a crippling blow; she flies backward,
+     knocking over a suit of exotic armor -- which TOPPLES,
+     knocking over another -- and another --
+
+     -- until the various suits of armor have all fallen over,
+     domino-style -- the last of them landing squarely atop the
+     cowering PENGUIN.
+
+     SELINA is badly hurt now.  She makes it out of a rear door to
+     the armory.  BATMAN pauses to check on the PENGUIN -- he seems
+     to be out for the count -- and sets off in pursuit of SELINA.
+
+     SEVERAL MOMENTS PASS before the groaning PENGUIN comes around
+     enough to dig himself out.
+
+     INT. HALLWAY - A MOMENT LATER
+
+     As the PENGUIN stumbles around a corner, he peers into the
+     LIBRARY.  VICKI is crouched by BRUCE's desk, reaching into a
+     bottom drawer.  A hidden panel in the bookcase pops open...
+
+     INT. LIBRARY - THAT MOMENT
+
+     As she helps ALFRED into the secret passageway, VICKI turns to
+     DICK:
+
+                               VICKI
+               Come on.  Come with us.
+
+                               DICK
+               No.  I can still help...
+
+     INT. HALLWAY - A MOMENT LATER
+
+     The PENGUIN flattens against the wall as DICK sprints out of
+     the library and heads off in the opposite direction.  There's
+     a flabbergasted look on his face -- he recognizes this kid.
+
+                                                           WIPE TO:
+
+     INT. BATCAVE - A MINUTE LATER
+
+     At the monitor bank, watching BATMAN's pursuit of SELINA, are
+     VICKI and ALFRED.  They pivot suddenly at the sound of a
+     VOICE:
+
+                               PENGUIN
+               Such primitive entertainment.
+
+     He's holding a gun on the two of them.  He stares about
+     delightedly, taking in the prehistoric splendor of the cave.
+     His eyes light up at the sight of the BATMOBILE, parked on its
+     little plateau.
+
+                               PENGUIN (cont.)
+               So Bruce equals Batman.  It seems I've
+               discovered two treasures!
+                    (an evil smile)
+               Don't move.  I'd be only too happy to
+               shoot you both.
+
+     He pulls out his packet of photos and begins to scan the cave.
+     He spots the distinctive ROCK FORMATION in an upper vault of
+     the cavern.  It's a couple of plateaus over; a long narrow
+     CATWALK runs past it, some ten or twelve feet below.
+
+                               PENGUIN
+               The Gotham City Treasury.  It's about to
+               be stolen twice.
+
+                               ALFRED
+               Don't be absurd. You'll never be able to
+               get it out of here.
+
+                               PENGUIN
+               Oh, I'll manage somehow.  You two are my
+               guarantee of that.
+                    (nudging VICKI with the gun)
+               Let's have a look, shall we?  You go
+               first.
+
+     He shoves her.  She starts across the catwalk, his gun at her
+     head.
+
+     INT. UPSTAIRS HALLWAY - THAT MOMENT
+
+     SELINA's made it back upstairs, but she's moving at quarter-
+     speed, favoring one leg and clutching her ribs as she lopes
+     down the hallway.  She's just passed the balcony overlooking
+     the entry hall when BATMAN appears dead ahead in her path.
+
+     He's ready to rumble -- but instead of responding, she packs
+     it in.  She stops, slumps against a wall and begins to laugh.
+
+                               SELINA
+               It could've been so nice -- you and me --
+               if only you weren't so screwed up.
+
+                               BATMAN
+               It's over.  I don't want to hurt you any
+               more.
+
+                               SELINA
+               Tell me something -- one thing.  If you
+               don't enjoy all this...why do you do it?
+
+     He just looks at her.  He doesn't have an especially good
+     answer.  She sighs.
+
+                               SELINA (cont.)
+               I'll never understand men.
+
+     She SPINS SUDDENLY, delivering a high-kick to BATMAN's throat.
+     As he reels backward, into a wall, she leaps up onto the
+     narrow BANNISTER RAILING some thirty feet above the entry hall
+     floor and goes into a CROUCH -- preparing to SPRING at the
+     enormous crystal CHANDELIER mounted to the ceiling --
+
+     -- but just as she launches off, BATMAN rolls -- and brings up
+     a GUN from his belt.  He fires a RAZOR-SHARP DISK which sails
+     past her head, cleanly SLICING THROUGH the chain which
+     suspends the chandelier.
+
+     The chandelier FALLS just as CATWOMAN catches hold of it --
+     and she finds herself PLUMMETING to the floor of the entry
+     hall.  On impact, the chandelier EXPLODES into a thousand
+     fragments; the CATWOMAN lands hard on her back and lies
+     sprawled in the midst of the wreckage, unmoving.
+
+     BATMAN advances slowly down the stairs.  Her arms and legs jut
+     out at unnatural angles; she lets out an eerie, whimpering
+     YOWL OF PAIN -- a cri du chat.  He stands over her; she glares
+     up at him.
+
+                               BATMAN
+               Nine lives.
+
+                               CATWOMAN
+               I can't move.  I can't move.
+
+     Her face is cut and bleeding.  She tries to lift an arm and
+     can't quite manage it.  He crouches down beside her, still
+     cautious...
+
+                               CATWOMAN (cont.)
+               DON'T LOOK AT ME!!
+                    (pleading)
+               Do me, baby...do me now...that's what I
+               want.  Please?
+
+     BATMAN looks up.  DICK is standing on the balcony overlooking
+     them, highly curious as to what he'll do.
+
+                               BATMAN
+               No.
+
+     BATMAN slowly rises to his feet.  She lets out another
+     gruesome WHINE.
+
+                               CATWOMAN
+               COME ON.  Don't stop now.  FINISH ME OFF.
+                    (almost weeping with pain)
+               Son of a bitch.  You're all alike...
+
+     Her STEEL CLAWS snick into place.  With an agonizing effort
+     she lifts her forearm -- bends her wrist.  She's trying to
+     slit her own throat.
+
+     He reaches for his belt, extracts a GLASSINE CAPSULE, and
+     breaks it open with his thumb.  He drops it amid the shattered
+     glass around her face.  A tiny cloud of GREEN GAS plumes out,
+     and her hand falls limply at her side as she lapses into
+     unconsciousness.
+
+     BATMAN stands over her for a minute as DICK marches down to
+     join him.
+
+                               DICK
+               You should've done it, man.  You should've
+               killed her.
+
+     BATMAN gives him a long, hard look -- but says nothing.
+
+                               BATMAN
+               There's a radio in the cave.  We'll send
+               for help.
+
+     INT. BATCAVE - A MOMENT LATER
+
+     The PENGUIN and VICKI are on a catwalk just below the ROCK
+     FORMATION.  A STONE OUTCROPPING extends toward the catwalk,
+     and he forces her to JUMP FOR IT.  Now he has to follow; the
+     prospect makes him nervous, but it's a short hop, and he
+     clears it okay -- finding his footing on the rocky slope.
+
+     They're cautiously making their way up toward the ROCK
+     FORMATION when BATMAN appears suddenly at the far end of the
+     catwalk -- sizes up the situation and FREEZES IN HIS TRACKS.
+
+                               PENGUIN
+               Ah, the illustrious Mr. Wayne.  Look at
+               you now.  Whatever would your friends say?
+                    (smiling)
+               You've been an exceptionally congenial
+               host -- but I must ask you to back off.
+
+     The PENGUIN grabs hold of VICKI and HOLDS HER CLOSE as they
+     climb the last few feet toward the grotto.  BATMAN swings his
+     cape around, concealing his hands from view.  He takes a
+     cautious step backward.
+
+     CLOSEUP - BATMAN'S HAND
+
+     His free hand closes around a BATARANG -- flicks it open.
+
+     ANGLE ON ROCKS - PENGUIN AND VICKI
+
+     They've pulled almost even with the rock formation.  A LARGE
+     DANK GROTTO is visible through a small gap in the rocks.
+
+                               PENGUIN
+               No sudden moves.  It's a long way down.
+
+     Gun at her head, he peers into the grotto...
+
+     HIS POV - INSIDE THE GROTTO
+
+     A VAST FORTUNE in GOLD and SILVER BULLION, undisturbed in all
+     these years.  GLINTING in the darkness.  Hanging upside-down,
+     above it, like silent guardians, are BATS -- DOZENS of them --
+     their tiny wet red eyes GLIMMERING at the PENGUIN...
+
+     He dislodges a rock.  It tumbles into the grotto...
+
+     ...and a startled BAT comes screeching out of the gap in the
+     rocks -- FLYING DIRECTLY AT HIS FACE.
+
+     ANGLE ON ROCKS - PENGUIN AND VICKI
+
+     He BACKS AWAY IN HORROR as the bat streaks past him.  He FIRES
+     HIS GUN wildly.  The SOUND OF IT rouses MORE BATS, and they
+     come flying out of the hole -- a VAST, CHITTERING SWARM.
+     VICKI SHRIEKS; the PENGUIN STUMBLES -- and the two of them
+     FALL BACK ONTO THE ROCKS, hanging on for dear life.
+
+                               BATMAN
+               VICKI!
+
+     An instant later BATMAN lets fly with the BATARANG.  Clean
+     hit; the PENGUIN staggers back, and his GUN skitters down
+     across the rocks.
+
+     With BATS screaming all around her, VICKI takes a deep breath
+     and VAULTS toward the CATWALK.  She's a foot short; she grabs
+     hold of the railing and HANGS THERE, over the ABYSS, trying to
+     pull herself up.  BATMAN races toward her --
+
+     -- but the PENGUIN, clambering down across the rocky
+     outcropping, has managed to grab hold of his GUN.  The BATS
+     have begun to swirl up toward the higher recesses of the
+     cavern, and he's able to draw a clean bead on BATMAN.
+
+     THUNDEROUS ECHOES reverberate through the cave as the first
+     shot strikes BATMAN and knocks him backward.  As the second
+     spins him around.  As the third sends him TOPPLING OVER THE
+     RAILING.
+
+     VICKI screams.  BATMAN manages to grab the rail with one hand.
+     Now two of them are hanging from the catwalk -- sitting ducks
+     -- and the PENGUIN is determined to empty the clip.
+
+     The ECHOES are cacophanous.  ANCIENT STALACTITES drop from the
+     vaulted roof of the cavern, PLUMMETING DOWNWARD like deadly
+     projectiles, shattering agaist the cave floor.  And then --
+
+     BATMAN pulls a tiny DEVICE from his utility belt and FLINGS
+     IT.  It lands in the rocks at the PENGUIN's feet.  He stares
+     down at it, and two beats later --
+
+     -- it begins to emit an EERIE ELECTRONIC WHINE.  Within
+     moments, EVERY BAT IN THE CAVE is in a FRENZY -- HOMING IN ON
+     THE SIGNAL.  The PENGUIN looks up sees them coming.  A CHOKED
+     WAIL emits from his throat as he drops the gun and stands
+     there, PARALYZED.
+
+     He's just been beaten at his own game.  He lets out a last
+     awful HOWL as HUNDREDS OF BATS ENGULF HIM --
+
+     -- and he PLUNGES DOWN INTO THE PIT -- his hideous scream
+     dwindling to a faint echo, then vanishing altogether...
+
+     BATMAN manages to drag himself up onto the catwalk.  He rushes
+     over to VICKI, pulls her up, drapes his cape around her
+     protectively.  Gradually, as the BATS recede to their distant
+     perches, he stands and helps VICKI to her feet.  They embrace
+     on the edge of the abyss.
+
+     On the far plateau, DICK has hooked up with ALFRED.  The
+     butler is slumped against a lab table, weary and exhausted,
+     clutching his wounded arm.  DICK slings an arm around him and
+     helps him to the stairway.
+
+                                                            CUT TO:
+
+     EXT. WAYNE MANOR - NIGHT
+
+     SQUAD CARS everywhere.  FRICK and FRACK emerge in handcuffs,
+     flanked by COPS.  PARAMEDICS carry the still-unconscious
+     SELINA past on a stretcher and load her into the back of an
+     ambulance.
+
+     INT. WAYNE MANOR - ENTRY HALL - NIGHT
+
+     The place is an utter mess.  Amid the carnage we find BRUCE
+     conferring with COMMISSIONER GORDON and LT. BULLOCK.  In b.g.,
+     a POLICE DOCTOR is dressing ALFRED's gunshot wound.
+
+                               GORDON
+               ...and then Batman showed up?
+
+                               BRUCE
+               He saved all our lives, Jim.  I can't say
+               for sure, but I'd bet she's the one behind
+               the murders.
+
+                               GORDON
+               God -- I pray you're right.
+                    (beat)
+               One thing before we go, Bruce.  Who's the
+               kid?
+
+     BRUCE looks into the front parlor, where VICKI and DICK are
+     righting the fallen Christmas tree.
+
+                               BRUCE
+               Oh, that's Vicki's little cousin.  He's in
+               town for the holidays.
+
+                               GORDON
+               Well, he picked a hell of a time to visit.
+                    (turning to go)
+               Merry Christmas, Bruce.  Good luck
+               cleaning this place up.
+
+     GORDON and BULLOCK file out, followed by the POLICE DOCTOR.
+     BRUCE smiles wearily to himself and strolls into the front
+     parlor.
+
+     INT. FRONT PARLOR - NIGHT
+
+     ALFRED loads 'SILENT NIGHT' on the CD.  VICKI ambles up to
+     BRUCE:
+
+                               VICKI
+               What are you going to do with all that
+               gold?
+
+                               BRUCE
+               I dunno.  Might be a good start on a place
+               to live -- for some people who don't have
+               one.
+
+     She hugs him.  DICK plugs in the Christmas-tree lights; they
+     blink to life just as the GRANDFATHER CLOCK strikes twelve.
+
+                               VICKI
+               It's Christmas.
+
+                               BRUCE
+               Yeah.  Maybe you should -- open your
+               present.
+
+     She runs a hand along his cheek and laughs softly.
+
+                               VICKI
+               Oh, Bruce, presents doesn't matter.  None
+               of it matters.  We're all safe.  We're
+               together.
+
+                               BRUCE
+               ...You might as well.
+
+     He digs around in his jacket pocket and produces a tiny GIFT
+     BOX, which he hands to VICKI.  She unwraps it, opens it slowly
+     -- and sees a DIAMOND RING inside.
+
+     She gazes up at him, speechless.  He gazes back.
+
+     CAMERA PULLS UP and away until we can see the whole of the
+     devastated room, and all the people in it -- VICKI, falling
+     into BRUCE's arms; DICK, off to one side, watching them;
+     ALFRED, tossing broken furniture into a roaring fireplace.
+     And on the image of this decidedly eccentric family unit, we
+
+                                                          FADE OUT.
+
+
+
+                                THE END
+
+
+
+
+   
\ No newline at end of file