Bruce Wayne/Batman, Dick Grayson/Nightwing, Selina Kyle, Barbara Gordon, the Scarecrow, and all other important characters belong to DC Comics/Time Warner.
I am using them without permission, however I have not and don't expect to make money from this.

Rated PG : mild language; violence, some mature concepts.

This is the last part of the AU story arc which started with 'Birds of a Feather'. While you don't absolutely have to have read the previous stories, it would help. The main premise is that Bruce never went to the circus the night the Graysons were murdered, he and Dick met later on, and Dick was never Robin, only Nightwing. Subsequent events continue from that, with the inclusion of Kathy Kane/Batwoman's brief career and its tragic ending. Specific credits: the main plotline is adapted from 'The Man Who Ended Batman's Career' (Detective 247, 1957), 'Robin Dies at Dawn' (Batman 156, 1963), with elements from the 'Batman: Prodigal' story arc (various, 1994/95) and other sources.

(Edit after posting: I had a plot outline and started writing this before seeing 'Batman Begins', so the similarities are coincidental - but interesting.)

Reviews are greatly appreciated.


- - -

Whispers. They drifted through air heavy with the mustiness of long abandonment, just a breath of sound in his ears, vibrating faintly from the walls. Someone was here. Or something. Something dark, that watched from the shadows.

Batman found himself sitting up, shivering as he scanned the area around him for danger. Nothing. Just an empty space, dark and cavernous, lit only by dim, crisscrossed shafts of light filled with dancing motes of dust. He was alone, and yet - he could feel the pressure of eyes on him. Someone was watching. Someone was whispering, somewhere.

Slowly and cautiously he climbed to his feet, looking around and then up, trying in vain to find the walls and ceiling. They were lost in shadows. Impossible even to judge how big this room was, or even whether he was indoors or out. He considered calling out, both to see if he got a response from whoever was out there and to estimate how big the space was from the echo, but somehow couldn't bring himself to break the eerie not-quite-silence.

Where is this? How did I get here? He wouldn't find the answers just standing there. Suddenly he was gripped by an almost panicky sense of being exposed, in the open, with someone lurking nearby, watching, ready to attack. There must a door, a way out, somewhere. Just had to find it. With a last look around, Batman picked a direction and started to move, quickly going from a walk to a trot. Faint echoes of his footsteps followed.


He jolted to a stop, listening with an intensity that almost hurt. It had been only the softest of sounds, impossible to be sure he had really heard it. And there was no one there, only a floor he now saw was made of stained cement, bare of anything except dust and dirt, lit in irregular patches as if by unseen street lights. A dingy, crumbling brick wall had appeared ahead, stretching in both directions as far as he could see. He stopped, looking in one direction and then the other. There was another faint sound, soft voices, a hint of movement a few yards away. Three dark silhouettes were moving a few yards from him, their footsteps a whispery echo, slowly walking away towards an opening in the wall that led into inky blackness. The smallest ran ahead, leaving a tinkling trail of childish laughter.

"Wait!" Urgency and fear gripped him. Without examining where they came from, Batman began to run after them. The shadowy forms seemed to retreat as fast as he could approach, disappearing into the darkness. "No! Come back!" he cried, trailing to a halt, confused and shaken by his own inexplicable sense of dread. In the next moment he cried out in surprise and fear as something touched him, brushing across one arm.

"Who's there?" His shout seemed to shatter the silence, and fall into nothingness. He turned, took a few uncertain steps, turning in a circle as the hairs on the back of his neck prickled in the conviction that someone was right behind him, was stalking him, about to attack.


"Who is it?" The voice had been so faint, only a sigh, but this time he was sure it was a woman. Batman strained his eyes, trying to see something - anything. A darker form seemed to detach itself from the shadows, and drift closer. The whispering intensified until he could almost really hear it, a background of high-pitched sounds.

'Look at me.'

A woman, yes. Her form solidified out of darkness, black hair streaming over bare shoulders that were a ghostly white, her face shadowed.

"Kathy...?" He started for her, reaching out, and caught a glimpse of empty, lifeless eyes. She drifted backwards, away from him, fading into that same black opening in the wall. He started to pursue.

"Batman, no! Don't do it!"

Startled, he turned, and jerked away reflexively as hands grabbed at his shoulders. Someone was in front of him, holding him back. A dark-haired man, a few inches shorter than himself, in a black costume with a midnight blue V across the chest, a narrow black mask over his eyes. "Dick? Nightwing?" Batman said hesitantly.

"Come on! We have to get out of here!"

"What's going on? Where are we?"

"No time to talk about it. Just come on!" Nightwing was pulling at his arm urgently.

"No!" Batman set his feet and refused to move. "Those people... and Kathy... Where are they?"

"Gone. They're all gone. Come on!"

"I can't leave!" He yanked free and turned away.

"Don't do it, Batman! Don't try to find them!" Nightwing was in front of him again, blocking his way. "We have to get out. Now. Trust me."

"Trust you? Why should I?" Batman pushed him roughly out of the way, and saw him stagger back. "I'm going after them." At a run, he started for the wall and the opening into which Kathy and the three people he had seen had vanished.

There was only the faintest light inside, a lone streetlamp reflecting from the walls of a dirty alleyway, glimmering on the metal of a pile of trash cans. He heard movement ahead. Footsteps. A child's faint laughter. A man's voice. A woman, screaming in the distance. And then the echo of a gunshot.

Another few steps brought him close enough to see, only shadows, human forms lying sprawled on the cold cement, a young boy standing over them. As Batman paused, the child looked up, his face the only clearly visible thing in that dark place, his eyes catching a stray gleam of light as his lips twisted into a sardonic smile...

An almost physical shock ran through Batman. He staggered as if hit, and backed away, suddenly and overwhelmingly terrified, afraid of the darkness, afraid the light would brighten and he would see... He jumped violently as a hand fell on his shoulder.

"I told you not to go, but you wouldn't listen. You never do." It was Nightwing's voice, and his face against the dark as Batman swung around.

The sound of whispering had returned, or perhaps it had never stopped. It was getting louder, turning into a vast rustling, the stirring of some unseen, unknowable force all around them. Batman tensed, again turning in a circle to look all around. He faced Nightwing again, seeing him a few steps away, the fear on his face clearly visible even in the dimness. "What is it?" he asked softly.

"Too late. It's coming..."

Before Batman could ask what it was, it was on them. Nightwing stiffened, his body rising upwards in a jerking motion, as a darker cloud flowed around him. He screamed, a blood-chilling cry of agony as he dissolved, becoming one with the mass of small black shadows lifting and tearing at him. They whirled in the shape of his body, and then burst out, a wave of them, impossible numbers of them, like one living, monstrous being composed of small black flying creatures.

"Noooo!" Batman's own scream was swallowed in their cries, a shrill echoing noise that filled his head with pain as they surrounded him, their bodies colliding with his in a barrage of impacts. He was blinded, unable to think, unable to react, as the touch of their leather wings buffeted him and the sound of their calls intensified into a deafening, mind-numbing roar and then faded, leaving only darkness.

- - -

Oh man. This is so not a good idea.

But there was no way to go back, not when he heard another thin, high wail of terror rising above the crackle of flames. Nightwing briefly wished he had included a cape in his costume, anything to cover his head. At least he had the flimsy protection of the thin dust mask he had slipped over his nose and mouth. Crouching low, he moved as fast as he could down the smoke-filled hallway of a burning apartment building and paused in front of a partially opened door.

Another cry confirmed that this was the place. No smoke coming out, and the fact that someone was alive in there told him it would probably be safe to enter. Quickly he pushed through and took in the situation. The air was thick with haze and almost unbreathable. He would have only a few minutes to find the child and get them both out.

"Hey!" he shouted. "Where are you?"

Only the sound of crying; the kid must be too scared to answer. It was enough to give him a direction. He groped his way in the smoke into a bedroom: beds, a dresser, night tables. He called again, and turned as there was a burst of coughing from behind a door. A closet, he discovered when he opened it, with a small form huddled inside, fearful eyes turned up to him. A boy, maybe five years old.

"Hey, it's okay." Nightwing bent and reached out. "I'm going to get you out of here. Everything's going to be fine." As he picked the child up, two thin arms closed around his neck with desperate force. Great, now I'm being strangled too. "Is there anyone else here?" No answer. A quick search and another couple of shouts turned up no one.

Making soothing noises, he went back into the living room of the apartment. No use even trying the hallway now, they'd never make it. The window was the only way. But - the lower floors were engulfed in flame, as a glance down told him. No way they'd make it down the fire escape either. The only way was up.

Carefully he climbed out the window, one arm holding the boy, and then started up the shaky ladder through drifting clouds of smoke. The air was better outside, but not by much. Lucky it wasn't a downtown skyscraper, he reflected, only one floor up before they reached the roof. Once there, he paused to fumble one-handed for his hook and line and tossed it up to catch the low roof fence.

"Hey," he said, bending his head to look at the boy. "What's your name?"

It was only a small, scared murmur, barely loud enough to hear. "Robbie."

Nightwing found himself smiling. Robbie. The same name he had used as an alias in Gotham City - how long ago? Must be about three years now. "Robbie, do you think you can hold on to me real tight?" Not that he wasn't already.


"Good. I'm going to have to let go of you so we can climb up to the roof. Just close your eyes and hang on, and everything's going to be okay."


Nightwing pulled on the rope, braced a foot on the wall, and let go. The boy held on, arms around his neck and legs around his ribs. As quickly as he could, Nightwing climbed, hand over hand. In less than a minute he was awkwardly maneuvering them over the edge. Then he ran for the other side of the building.

Now what...? It was no better on this side. Smoke and flame were pouring out open windows, and he could see them intensifying and creeping upwards. No way down this fire escape, either.

"Are we gonna die?"

Nightwing tried to look and sound reassuring. "Of course not. I said everything was going to be fine, didn't I? Would I lie to you?"

He could only hope it wasn't a lie. People had seen them... A few firefighters and the inevitable bystanders were pointing and waving. Not that it would do any good; no way they could get a ladder up safely through all that smoke and fire. Still, it looked like they were trying - he spotted a fire truck below, the ladder rotating in their direction. No good, it would never reach this high unless the truck got closer to the building, too close. It wouldn't reach, and they knew it, the ladder had stopped moving. But...

"Robbie! Can you hold on again for me?"

The boy's face was pressed into his shoulder, but he could hear a muffled "I think so."

"Good. Now close your eyes, and don't worry." He already had his rope in hand again, the small hook on the end whirling in a circle around his head. It flew out in a shallow arc - and fell just short of the upper end of the ladder. He restrained a curse as he pulled it back in.

But they must have seen it below. The ladder moved again, coming closer, and stopped, perhaps twenty-five feet away from the building wall and ten feet or so below them. Close enough. He swung the rope again, and threw it again. This time the hook caught. After a tug to make sure it was secure, Nightwing stepped up to balance on the rooftop railing.

"Okay, here we go," he muttered softly, half to Robbie and half to himself.

And then they were flying, for an instant the memory of the trapeze running through his mind as they fell, the rope pulling them into an arc, sweeping towards the base of the ladder. They would hit hard... Nightwing braced himself, and took the impact on his feet, bending his knees. They swung back, not as fast. He concentrated on his grip on the rope as they slowed, and as the ladder began to retract, lowering them.

When his boots landed on solid ground, Nightwing blew out a breath he hadn't realized he was holding, taking just a moment to relax in relief before the firefighters surrounded them. A small, soot-smeared face stared at him, wide-eyed, as a fireman lifted Robbie gently out of his grip.

"So long, kid," he said with a smile.

Robbie's hand lifted in a wave. "Thank you, Batman," he called.

- - -

"Batman? Batman! Can you hear me?"

"No! Get away from me!"

"It's okay. You're safe. Just relax." The voice lowered and continued. "I think he's coming out of it. At least he seems to hear me now."

The voice. So familiar. "Jim?" Batman asked.

"Yes, it's me." His friend peered at him anxiously. "Do you know where you are now?"

"Where? I... I..." He looked around. The dark, empty space was gone, leaving only an echoing image in his mind, almost like a fading double exposure. He was lying on his back on a cold floor, facing up to a brightly lit ceiling. Neatly stacked crates lined the walls he could see around them. Several boxes lay carelessly dropped here and there on the floor.

"This is Apex Chemicals. Do you remember what happened?"

"Apex..." Batman sat up slowly. "Apex. The Scarecrow."

"Right. There was a robbery. Silent alarms. You got here first."

It had been dark then. He had come in quietly, and gone after them. "I found them - here, I think. They were going through the chemical supplies stored here."

"What happened?"

"I got a couple of them." Batman frowned, raising a hand to his head. The Scarecrow had seen him. He remembered that tall, thin shape dressed in rags, head covered completely in a rough cloth hood. "He - he shot something at me. Couldn't see it in the dark. Felt like a fine spray, or a powder."

"Fear gas."

"Heard about that." He smiled ruefully. "Can't say I enjoyed my first experience of it."

"Before this, it's just induced a panic attack in his victims, long enough to incapacitate them. But when we found you, you seemed to be - hallucinating. Shouting about bats."

"Yeah." The blackness. Those people and Kathy disappearing, Nightwing being torn apart. Small flying bodies coming at him in a swarm, the whisper turning into an overwhelming chorus of shrill cries. Batman felt the beginnings of a headache. "Yeah, it was a hallucination, all right."

"About bats?"

"I don't remember much." It was a lie, but somehow it would be too personal to describe that dark vision of fear and loss, especially when it would mean thinking about Kathy and Dick more than he felt prepared to.

"Okay." Gordon looked at him carefully again, and frowned. "The same thing seems to have happened to one of the night guards. He's recovering, but he's been taken to the hospital."

"No hospital for me." Batman climbed to his feet, trying not to show how badly the movement made his head spin.

Gordon seemed to hesitate, but doubtless long experience had taught him not to argue. "You don't look like you should be driving."

"Don't worry. I'll call someone." He watched as Gordon got up. "What did they take?"

"We've got the company people coming in to do an inventory. Looks like a whole collection of various chemicals, along with general lab supplies. Exactly the kind of stuff you'd expect the Scarecrow to steal."

"Right. I'll - I'll be in touch." He turned away.

Just for an instant, as he stepped outside into the night, the faint whisper of tiny, shrill voices seemed to drift to him. Batman looked up, and saw nothing above but the few stars bright enough to show through the glow of street and building lights. No cloud of bats, of course not, not in the middle of the city. Still, he found himself shivering.

- - -

Dick Grayson sighed as he closed the suitcase. Despite his best efforts, he always seemed to end up with more stuff than he could carry. He always had to leave things behind. Starting with all he had left behind in Gotham. Had it really been two years now? Yes, about three years since he had first seen Batman in that shadowy alley, helped him, been helped by him, and two years since their brief partnership had ended.

It didn't just end. Yes, it had been a bit more dramatic than that. Kathy's death, his own near-death, his recovery, and then that argument when Bruce tried to make him quit. No, call it what it was, a fight. Getting hit had hurt, but Bruce's words had hurt even more, and done more lasting damage. There had been no apologies; even if Bruce had wanted to offer them, Dick had left without giving him the chance, and there had been no contact between them since then.

With another sigh, he resolved to stop thinking about it. It was only that hearing Robbie's name and being mistaken for Batman had reminded him. Kind of funny, really. Except somehow he had trouble laughing.

Enough. It was time to move on, and now he was ready. Dick glanced over his map again before folding it, tucking it into a pocket, and picking up his backpack and suitcase. He had picked out a city for his next stop. Bludhaven, a little place along the coast. Only coincidence that it was right next door to Gotham City.

- - -