BATGIRL



OPENING CREDITS: The names of the major stars pop up one at a time while the Bat-signal lights up the sky from side to side. As the credits end, the Bat-signal stops in the middle of the screen and the world of Gotham City materializes around it. The names of the supporting actors gradually come on the screen as the camera pans through Gotham City, eventually stopping at Wayne Manor.


INT. WAYNE MANOR

BRUCE WAYNE looks out the window and sees the Bat-signal waving back and forth across the sky. DICK GRAYSON and BARBARA WILSON come up behind him.

DICK: Hey, Bruce.

Bruce turns around.

BRUCE: Yeah?

DICK: You coming?

Bruce nods.

BRUCE: In a minute.

Dick and Barbara leave. Bruce turns back to the window as ALFRED PENNYWORTH walks up and taps him on the shoulder.

BRUCE: Alfred, do you sometimes wonder if it's worth it?

ALFRED: What sir? The admiration of millions of people, your name being a house-hold word?

Bruce turns to Alfred.

BRUCE: I was talking about being Batman.

ALFRED: So was I, sir.

Bruce looks at him and nods.

BRUCE: Yeah.


EXT. POLICE HEADQUARTERS - ROOF

BATMAN, ROBIN, and BATGIRL "fly" down onto the roof and find only COMMISSIONER JAMES GORDON waiting for them. Gordon sees Robin and Batgirl and waves Batman over to him.

GORDON: (quiet) I'd like to speak to you alone, Batman.

Batman nods and walks over to Robin and Batgirl.

BATMAN: I'll see you two later. Go home.

BATGIRL: Why?

BATMAN: I don't know. Jim wants to talk to me.

Robin nods and the two "fly" down to the street. Batman turns back to Gordon.

BATMAN: Yes, Commissioner?

Gordon looks very solemn as he is talking to Batman.

GORDON: How sure are you that the body you found really was the Joker's?

BATMAN: Eight years ago, you mean?

Gordon nods.

BATMAN: Who else could it have been?

GORDON: People have reported seeing the Joker around lately.

BATMAN: (laughs) It's October, Commissioner. The costumes might be making a comeback.

GORDON: Over a hundred people in one day, Batman. I don't want to take a chance.

BATMAN: If Napier decided to make a come-back, he would have done it by now. I wouldn't worry.

Batman starts to leave.

GORDON: Batman!

He turns back.

GORDON: My daughter Barbera is coming back to town. She and my wife left to get away from Napier. I haven't seen them since she was in junior high. I want her to be safe.

BATMAN: (pause) How old is she now?

GORDON: (sadly)Twenty-one.

Batman nods.

BATMAN: I'll keep an eye out, Jim.

GORDON: Thank you.


INT. WAYNE MANOR - DINING ROOM - MORNING

Bruce is sitting at the table, eating breakfast as Barbara walks in. She sits down next to him.

BARBARA: You got in pretty late last night, Bruce. What happened?

BRUCE: I was patrolling around after Jim talked to me. It was like the old times, when I didn't have partners.

Barbara smiles at his little joke as Dick enters with two bowls of cereal and sets one in front of Barbara.

DICK: So what did Commissioner Gordon have to say?

BRUCE: Do you remember hearing about JackNapier?

Dick thinks for a second.

DICK: The Joker?

BRUCE: Yes. Napier had a personal vendetta against Gordon. Jim thinks he's come back from the dead. And just in time for a visit from his daughter, too.

DICK: (interested) Gordon's got a daughter?

The phone rings in the background. Alfred comes in and answers it.

BRUCE: Yep, she's your age, too. And before you get too happy, she's probably got a boyfriend.

DICK: How would you know?

BRUCE: I knew her when she was a kid. She was a knockout even then.

Bruce sees Alfred hang the phone up.

BRUCE: Right, Alfred?

ALFRED: Oh, yes, sir. Quite a beauty.

Alfred walks over to the table.

BARBARA: Who was that, Uncle Alfred?

ALFRED: Commissioner Gordon. Young Barbera is arriving tonight and the Commissioner would like to take her to the Gotham City Opera tomorrow night, but she needs an escort.

DICK: If she's half as pretty as you two make her out to be, I'd be glad to.

Bruce gives Dick a snide look.

ALFRED: That was apparently what Commissioner Gordon had in mind. He'd also like you to come, Master Bruce.

Bruce looks up from his breakfast, surprised.

BRUCE: Me? Why?

ALFRED: Young Barbera mentioned to him that she would like to see you again.

Dick and Barbara laugh.

BARBARA: Isn't she a little young for you, Bruce?

BRUCE: I'm a family friend. I've known her since she was a little girl.

ALFRED: Young Barbera probably knows her way around here as well as you do, Master Dick. She grew up playing hide-and-seek in here.

DICK: With who?

Alfred looks at Bruce accusingly.

DICK: Bruce?

BARBARA: (laughs) And how old were you?

Bruce looks down. Alfred walks out of the room.

BRUCE: (explaining) She was a little girl and it melted my heart when she looked at me with puppy eyes, pouting because she didn't have anyone to play with.

Barbara and Dick laugh. Alfred returns, carrying a package.

ALFRED: This came for you this morning, Master Bruce.

Bruce opens it. His eyes widen when he sees it. Inside the package are two dead, red roses and a note. Bruce picks up the note and Dick reads it over his shoulder.

DICK: (reading): "Ever dance with the devil under the pale moonlight?"

Dick and Barbara looks at Bruce, confused.

DICK: Who's it from?

Bruce looks at Alfred knowingly.


EXT. HAPPY JACK TOY COMPANY

The sign that reads "Happy Jack Toys" is faded and hanging by only one hook. Plants are overgrown around the old factory and it looks like no one has been inside it for years, decades even. A black, forties-style car pulls up and a YOUNG WOMAN steps out. She is dressed in an outfit like a harlequin clown, which accounts for her name: HARLEY QUINN. Currently, she has a trench coat over the costume, but the black and white make-up is still visible. She walks over to the doors of the factory.

HARLEY: (high, squeaky, voice)(slight New York accent) This is it, boss.

Her "boss" steps out of the car, one foot at a time. His clown white face is brightened up by a bright red clown mouth and his eyes are hidden by a pair of dark sunglasses. He is wearing a trench coat over a ghastly purple suit. As he takes his hat off, his green hair is revealed. This is JACK NAPIER, the JOKER.

JOKER: This is a hideout?

HARLEY: Yeah, boss. I looked for a week for it.

Joker starts walking toward it.

JOKER: You should have kept looking, Harley.

She runs up to him.

HARLEY: No, boss. This is perfect. No one would even look over here.

JOKER: I guess it'll have to do. Did you send our little gift to Bruce Wayne?

Harley opens the door and Joker walks in, checking it out as Harley talks.

HARLEY: Yes, sir. He should be opening it as we speak.

JOKER: And what about Gordon?

HARLEY: His daughter is coming in on flight 29 from L.A. via Chicago.

JOKER: And his wife?

HARLEY: She's staying in Los Angeles.

JOKER: Well, one is better than none.

HARLEY: And we still got the Commish, boss.

JOKER: That we do.

He turns around suddenly.

JOKER: (yells)Will someone dust around this damn place!


INT. JAMES GORDON'S HOUSE

Gordon in in his bedroom, fixing his tie, combing his hair, etc., getting ready to pick up Barbera as he is talking on the phone.

GORDON: (into phone) May, I don't see why you couldn't come with her.


INTERCUT - JIM AND MAY TELEPHONE CONVERSATION

MAY: That's just it Jim...

The person on the other end of the phone is MAY GORDON. She stands in front of a sliding glass door overlooking the Pacific Ocean, talking on the phone.

MAY: Jim, if I came, you would take it as a sign that I'm going back to Gotham, which I'm not.

GORDON : No, I wouldn't May---

MAY: Jim, I know you. You would.

GORDON: (sighs) Maybe I would, May. Is Barbera staying?

MAY: If she wants to transfer to GCU, yes.

May looks less than happy.

GORDON: You don't sound happy about that, May.

MAY: I'm not.

GORDON: You're never going to let me forget it, are you? And I suppose L.A. is so much safer than Gotham?

MAY: Considering we don't have a homicidal maniac stalking us here...

GORDON: Don't give me that, May!

MAY : She's the only daughter I haveleft, Jim. Keep her safe.

The phone clicks as May hangs up.

BACK TO SCENE

GORDON: (to self) Anal retentive...

He looks at his watch.

GORDON: Damn! I gotta get to the airport!


INT. GOTHAM CITY UNIVERSITY(GCU) - DR. CRANE'S OFFICE

DR. CRANE is sitting at his desk while the dean of GCU, Emil Gray, is sitting on the other side. Crane is a very spindly guy, a 98-pound weakling.

DEAN GRAY: Dr. Crane, I'm afraid we're going to have to cut the funding on your project.

Crane stands up.

CRANE: No, you can't. I'm so close...

DEAN GRAY: I'm sorry. Your project has gone on for much too long. If you had a preliminary result to show us, the case could be different.

Crane sits back down calmly.

CRANE: Eight o'clock. In my lab. I'll give you a preliminary result.

Dean Gray nods and shakes Crane's hand as he stands up.

DEAN GRAY: Good day, Dr. Crane. (at door) You do realize that even after I see the result, I'm afraid you won't be able to continue your project immediately.

The Dean walks out. Dr. Crane stares at him meanly.

CRANE: You have no idea how afraid, you will be, Dean Gray.


INT. JAMES GORDON'S HOUSE

Gordon is sitting on a couch facing his daughter, BARBERA GORDON and her best friend, LAYLA NIKTOO. Barbera is twenty-one, but she could pass for eighteen. She has the typical All-American profile: strawberry-blonde hair, bright green eyes, a sprinkling of freckles on her cheeks. Layla is the caricature of a blonde beauty.

GORDON: So, Barbera, have you decided whether you're going to transfer?

She laughs.

BARBERA: Dad, I've been here all of twenty minutes. I haven't even seen the campus yet.

GORDON: Well then we're going---

Gordon's beeper beeps.

GORDON: Ignore it. It's probably not important.

BARBERA: Dad, if they're beeping you, it's important.

He sighs and goes into the kitchen to call. Layla turns to Barbera.

LAYLA: He is so happy to have you back.

BARBERA: Yeah. It's weird. I haven't been back here since I was thirteen. It seems so different.

LAYLA: Has your dad told you about Batman, yet?

BARBERA: Not a lot, but yeah.

Gordon comes back in from the kitchen, pulling his coat on. He goes over to Barbera and gives her a hug.

GORDON: They need me at the station. I'll be home later.

He walks to the door, Barbera and Layla following.

GORDON: Oh, honey, Dick Grayson might be stopping by. He's Bruce's ward. I was thinking he could take you to the opera tommorow. Bye.

Before she can protest, he leaves. Barbera laughs and turns to Layla.

BARBERA: (sarcastically) Good old dad.

LAYLA: Don't knock it. From what I've heard about Dick Grayson, your dad could have done far worse.

BARBERA: Yeah, maybe.

She walks back to the couch.

BARBERA: So fill me in on Batman.

Layla is looking out of the window by the door. She doesn't answer Barbera.

BARBERA: Hey, Layla!

She is still looking out the window.

LAYLA: Um, Barbera? A guy just pulled up on a motorcycle, and right now, he's pacing in front of the door.

Barbera walks over and looks out.

BARBERA: Think I should let him in?

LAYLA: If you don't want him, I'll take him.

Barbera rolls her eyes and opens the door. Dick looks at her, startled.

BARBERA: (casually) Hello.

He looks her up and down.

DICK: Hi.

BARBERA: You must be Dick.

DICK: (cocky) Yeah. The one, the only, the best.

Barbera is not impressed.

BARBERA : Uh-huh. Would you like to come in?

DICK: No, I just stopped by to say hi. (pause) Hi. (pause) Bye.

He turns around and goes away on his motorcycle. Barbera looks at Layla with a "What-the-hell-just-happened?" look.

LAYLA : Someone told me that he used to be a trapeeze artist in the circus.

BARBARA: And how many times did he get dropped on his head?

Barbera laughs as she goes back to the couch.

LAYLA: That's mean.

She looks back at the door.

LAYLA: But he was cute, don't you think?


INT. GOTHAM CITY UNIVERSITY - DR. CRANE'S LAB - NIGHT

Dr. Crane is at a table fiddling with bottles of various colored liquids. The lab is sparsely decorated, a chair or two, the table, and a one way mirror on one wall. Dean Gray walks in.

DEAN GRAY: (impatiently) Hurry this up, Crane. I've got an early day tommorow.

CRANE: This shouldn't take too long. Sit down in that chair, and we can begin.

Dean Gray does so.

CRANE: Would you like a drink? Soda, tea, coffee, perhaps?

DEAN GRAY: Coffee, please.

Crane walks over to the table, pours a cup of coffee from the pot on it, and also pours a liquid from a little vial into it. He brings it back to Gray.

CRANE: I have to go into my office to get something. I'll be right back.

Gray nods and drinks the coffee as Crane leaves.


INT. DR. CRANE'S OFFICE

Crane walks in, closes the door and looks through the one way mmirror at Dean Gray. Gray is looking around, checking out the surroundings.

CRANE: (to self) You want to cut my funding, Dean Gray?

Crane flips a switch. The lights go out in the lab, but there is a light shining on Gray.

CRANE: Not until you see what I can really do.


INT. DR. CRANE'S LAB

Gray looks around nervously.

DEAN GRAY: Dr. Crane? I think something has gone wrong out here.


INT. DR. CRANE'S OFFICE

Crane looks very delighted.

CRANE: (to self) No, Dean Gray, for once, everything is right.

He pulls a microphone towards him and begins speaking into it.

CRANE: You see, Dean Gray...


INT. DR. CRANE'S LAB

Crane's voice can be heard over the speakers.

CRANE (VO): ... you never bothered to ask exactly what I was researching. So I'm going to explain it.

Through the darkness, Gray sees two bright, round, lights. Headlights. The kind that would be on a MAC truck. Gray strts whimpering in fear.

CRANE: My M.O. is fear, Dean Gray. The single most powerful emotion in nature. Harnessed, it can be the most dangerous weapon one can possess.

The truck begins to materialize in front of Gray.


INT. DR. CRANE'S OFFICE

Crane is still looking through the mirror, although he cannot see the truck.

CRANE: Surely you've heard of nerve gas, Dean Gray?


INT. DR. CRANE'S LAB

The truck is fully formed now.


INT. DR. CRANE'S OFFICE

CRANE: What is pumping into the room right now is quite literally, nerve gas.

Dean Gray begins a bloodcurdling scream.

CRANE: Goodbye, Dean Gray.


INT. DR. CRANE'S LAB

Gray's screaming continues as the truck speeds closer, and just as it is about to hit him...


EXT. GOTHAM CITY UNIVERSITY - NIGHT

Dr. Crane is walking away from the science hall wearing a trench coat and carrying a suitcase.


INT. RUPERT THORNE'S HEADQUARTERS

Dr. Crane walks into the room and one of Thorne's SECRETARYs stops him.

SECRETARY: Do you have an appoinment?

CRANE: (not stopping) Yes, I do.


INT. RUPERT THORNE'S OFFICE

The secretary comes in behind Crane

SECRETARY: I'm sorry Mr. Thorne, he---

THORNE: It's all right, Sally.

She leaves. RUPERT THORNE stands up. He is the new Jack Napier, the "godfather" of Gotham City. If something is going down in Gotham, he knows about it. Chances are he's involved in it.

THORNE: Dr. Crane, I presume?

CRANE: You want to kill Batman, right?

THORNE: What crminal in this town doesn't? The trick is to do it without leaving any evidence.

CRANE: You've got the way to cover your tracks. I've got the way to bring down the bat.

THORNE: Keep talking.

Thorne leans closer as Crane continues.


INT. WAYNE MANOR - BRUCE'S BEDROOM - NIGHT

Bruce is in a tuxedo, fixing his tie while Dick is next to him, trying (unsuccessfully) to put his tie on. Alfred watches Dick in amusement.

DICK: Is it just me, or does it seem a lot quieter with Barbara back in England?

ALFRED: Yes it does.

Alfred walks over to Dick and ties his tie for him.

DICK: I can't believe her friends talked to school into letting her back in. I'm going to miss her.

ALFRED: Yes, as will I, Master Dick, but she's been going to Oxbridge all throughout high school. I don't think she wanted to leave her friends quite yet.

Bruce finishes with his tie and turns to Dick.

BRUCE: When Barbera gets here, you treat her nice. She's not the kind of girl you're used to.

DICK: I know.

Bruce and Alfred give him a look.

DICK: I went to see her yesterday. You're right, she's gorgeous.

BRUCE: Did you ask her who she was going out with?

Alfred finishes with Dick's tie and Dick hangs his head.

DICK: (softly)I didn't really talk to her.

The doorbell rings.

BRUCE: (laughs) Wimp.

Bruce leaves the room to answer the door.


INT. WAYNE MANOR - FOYER

Bruce opens the door and Barbera Gordon walks in. She is wearing a classy, black evening gown with a black velvet shawl around her. As soon as she sees Bruce, she hugs him around the neck.

BARBERA: (delighted) Bruce Wayne! You look good!

BRUCE: What about you?

He lets go of her and she twirls around, showing off her dress, and her figure.

BRUCE: You certaintly...

Jim Gordon walks in behind her.

BRUCE: ... grew up.

Her face drops. He leans over and whipsers in her ear.

BRUCE: I'd say more, but I'm afraid Jim would arrest me.

As Bruce talks to Jim, Dick comes down the stairs and comes over to Barbera.

BARBERA: Hello, again.

He blushes.

DICK: Hi.

BARBERA: For what it's worth, you look much better in a tux than on a bike.

She smiles, and by doing so gets him to smile also. Alfred walks over to her and they hug.

ALFRED: Miss Barbera, I must say that you have turned into an exquistie beauty.

She does another little turn.

BARBERA: Flattery will get you everywhere, Alfred.

Jim walks over to Barbera.

GORDON: (to Barbera) We should get going now.

BARBERA: I'm ready.

Bruce, Gordon and Alfred walk out the door as Dick takes Barbera's arm very graciously. She turns to him and smiles.

BARBERA: (walking out) So, tell me: Has Bruce ever actually kept a steady girlfriend?


INT. GOTHAM CITY OPERA HOUSE - BRUCE WAYNE'S BOX

Bruce, Dick, Barbera, and Jim are escorted into the box by an usher. They sit in the front row of the box. Dick makes sure that he is sitting next to Barbera.

DICK: (to Barbera) You really like this stuff?

BARBERA: Yes, I do.

He shrugs as the curtain goes up. The actoes start singing and soon after Dick yawns loudly.

BARBERA: (whispers) Shhhh! Listen.

DICK: Listen to what? They're speaking Greek or something.

BARBERA: It's Italian. Even if you don't know the words, watch it and you'll understand.

She turns back to the stage as Dick looks at her with astonishment.


INT. HAPPY JACK TOY COMPANY

Since we last saw it, the Joker has had the place fixed up and now it looks like something out of a very strange dream. Giant stuffed toys all over the place, etc.


INT. HAPPY JACK TOY COMPANY - JOKER'S OFFICE

The Joker himself is sitting at a desk in his office as Harley walks in.

JOKER: Did you get the number, Harley?

Harley sits on the edge of his desk.

HARLEY: Yes, boss. In one hour, the Commish will be leaving from the Opera House with his daughter and Bruce Wayne in Mr. Wayne's limo.

The Joker's eyes light up.

JOKER: Oh, it's too tempting. Three birds with one bullet.

HARLEY: It's not too late to do it that way, Joker.

JOKER: No. I want Gordon to suffer. We're keeping the plan.


INT. BRUCE WAYNE'S LIMO - NIGHT

Bruce, Dick, Barbera and Jim are in the back of the limo while Alfred is driving in the front. As the the car starts to move, Barbera turns to Dick.

BARBERA: So, Dick. What did you think?

DICK: I really loved the end. You know, with the fat lady and she was singing and everything...

Barbera notices that he's making fun of her.

BARBERA: Very funny.

He laughs apologetically.

DICK: Sorry. It lost me after the first twenty minutes.

Jim steps into the conversation.

GORDON: Dick, Barbera's going to be going to GCU soon.

Barbera turns to her dad, suprized.

BARBERA: Maybe, dad. I haven't decided yet.

DICK: What courses are you thinking of taking?

BARBERA: My friend Layla was telling me about her psychology course. (laughs) Their last assignment was to analyze Batman.

Bruce is drawn into the conversation by this last remark.

BRUCE: Really?

BARBERA: She was telling me her qualifications for Batman today.

DICK: What are they?

She counts the points off on her fingers.

BARBERA: One: He'd have to be wealthy, or have a wealthy supporter. Two: He'd have to live far enough away from the city and have enough room to hide all those contraptions.

BRUCE: Would he have to be a he?

She arches an eyebrow and laughs.

BARBERA: Almost sounds like you, Bruce. Except you don't have room to hide anything.

They all laugh at the idea the Bruce could be Batman. Jim's beeper goes off.

GORDON: (mumbles) For crying out loud.

He checks the beeper.

BRUCE: Would you like to use the car phone?

GORDON: Yes. Thank you, Bruce.(picks up phone and dials) Hello, Gordon. What's up? (pause) And who are you? (pause) I didn't know Bullock had a new secretary. Oh, well. Where did you say?(pause)Okay. I'll be there.

Gordon hangs the phone up.

GORDON: (to Barbera) They found a body. I have to go there.

BARBERA: Why do they need you for a simple homicide?

Jim doesn't want to tell her about Napier.

GORDON: Things... have changed since you left.

BARBERA: We took a taxi to Bruce's house? How am I going to get home? They don't come out that far for pickups.

Bruce leans forward.

BRUCE: She could stay at the house tonight. Alfred could drive you to the station, Jim.

BARBERA: (protesting) No, that's all right... I don't have any bedclothes with me.

GORDON: (insisting) Alfred could stop by the house and get a nightgown for you.

BARBERA: Why couldn't he just drop me by the house?

Jim takes her by the shoulders.

GORDON: I promised your mother you'd be safe. I personally would feel better if I knew you were at Wayne Manor than home alone.

BARBERA: (softly) Okay.

They pull up to Wayne Manor and Bruce, Dick and Barbera get out.
Barbera waves as the limo pulls away again. The three walk into the mansion, shutting the door behind them.


EXT. GOTHAM - A STREET - NIGHT

Commissioner Gordon steps out of the limo and walks over to Alfred.

GORDON: This is where they said to meet them.

Alfred nods, rolls the window up and drives away. Gordon looks around, suspicious.


EXT. GOTHAM - AROUND THE CORNER FROM GORDON

The Joker is standing behind Harley who is taking pictures with a camera.

JOKER: You're taking the pictures, right Harley?

HARLEY: Yes, boss.

JOKER: Good.


EXT. GOTHAM STREET - WHERE GORDON IS

Gordon is still looking around as a shady character in a long coat walks up to him. This is GIL MASON, an assistant to Gordon.

GIL: Hey, Jim.

Gil is making sure to keep his back to where Joker and Harley are.

GORDON: Gil, where's everyone else?

GIL: False alarm. Oh, hey. I forgot to give this to you at work.

Gil takes a package from his coat.

GORDON: What is this?

Gil gives it to Gordon.

GIL: It's for Barbera. Don't open it, though. My car's around the corner, do you want a ride to the station?

GORDON: Sure.

They walk away as the camera goes back to Harley and Joker.

HARLEY: I got everything, boss.

JOKER: One down, two to go.


INT. HAPPY JACK TOY COMPANY - LATER THAT NIGHT

Gil Mason walks into the Joker's office.

GIL: I want my money, and I want out of this now!

JOKER: Gil, you're gonna be the commissioner, now. Why would you want out?

GIL: Jim's my friend. I want out.

Joker sits back.

JOKER: Sure, Gil.

He reaches into a drawer and pulls out a roll of cash in one hand and a gun in the other.

JOKER: Here you go.

Joker holds out the money, but before Gil can grab it, Joker shoots him. Harley walks in.

JOKER: Take care of him.

Harley looks at the dead body.

HARLEY: Where should I put him?

Joker thinks about it, then smiles devilishly.

JOKER: Take him to where he met Gordon and tip off the cops. You developed the pictures, right?

HARLEY: Yes, boss.

JOKER: Give them to the cops. Go!

She leaves to get some guys to help her with the body and Joker leans back smugly.

JOKER: Now it begins.


INT. WAYNE MANOR - NEXT DAY

The doorbell rings and Alfred walks to the door and opens it. LIEUTENANT HARVEY BULLOCK, a heavyset cop walks in.

ALFRED: Hello, Lt. Bullock. To what do we owe this pleasure?

He looks very serious.

BULLOCK: I'm afraid that this isn't a pleasure, Alfred. Is Jim's daughter here?

ALFRED: Why, yes. I'll see if she's awake.

Bullock stands in the hall, his hat in his hands as Bruce walks up to him.

BRUCE: Good Morning, Lt. Bullock.

Dick and Barbera come down the stairs.

BARBERA: Hey, Bullock. What's going on?

BULLOCK: Um... I don't know how else to say this, Barbera...

She knows something is wrong.

BARBERAL: What?

BULLOCK: We had to... arrest your father last night.

BARBERA: (confused)You had to arrest him? For what?

He hangs his head.

BULLOCK: Embezzlement. And murder.

Everyone in the room is stunned.

BARBERA: Murder! Who? How could you even think that my father could kill anyone?

BULLOCK: Gil Mason. We put the bullet through forensics and everything. It checked out. I'm sorry Barbera. We all thought that you should hear it from us, before the news jumped all over it. If you need anything at all, the guys at the station would be glad to see you.

Bullock starts to leave.

BARBERA: Bullock!

He turns around.

BARBERA: Where's my dad now?

BULLOCK: He told me not to tell you. He doesn't want you to see him in jail. I'm sorry.

He walks out. Barbera is still looking at the door when Bruce comes up behind her and puts an arm around her.

BARBERA: (not looking at him) He didn't do it, Bruce.

BRUCE: (reassuringly) I know, Barbera. I know.


INT. GCPD - OUTSIDE BULLOCK'S OFFICE - LATER THAT DAY

Barbera walks up to Bullock's secretary's desk right outside his office. His secrectary, ALICE, is sitting there and smiles as Barbera walks up.

ALICE: How you doing kid?

Barbera gives a half-hearted smile.

BARBERA: Good, considering the circumstances. I thought Bullock got a new secretary.

Alice arches an eyebrow.

ALICE: Well, if he did, he didn't tell me, and I'm gonna have to have a nice long talk with him.

BARBERA: (laughs) Is he in there, Alice?

ALICE: Yeah, go right on in.

BARBERA: Thanks.

Barbera goes into the office as OFFICER RENEE MONTOYA walks up to Alice.

MONTOYA: It's a shame. But she looks good, doesn't she?

ALICE: She's always been like that. I can remember when she was a little thing. Would always put up a brave front. Inside she was just a scared little kid. Still is, I'd bet.


INT. GOTHAM CITY POLICE DEPARTMENT (GCPD) - BULLOCK'S OFFICE

Barbera walks in and sits at his desk across from him. Bullock is at the window.

BULLOCK: Barbera, I was just about to call you up. We're planning a rally for your father tomorrow.

BARBERA: (demanding) I want to see him today, Bullock.

He ignores her and keeps looking out the window.

BULLOCK: The rally is probably going to be midday. And some charities want to throw a ball tomorrow night.

BARBERA: (yells) Bullock!

BULLOCK: (still ignoring her) All this is with your approval, of course.

Barbera stands up and walks over to him.

BARBERA: Bullock, stop avoiding me. Where's my father?

He turns to her.

BULLOCK: Barbera, your father asked me, as his friend, not to tell you.

Bullock pauses and sighs.

BULLOCK: But he didn't ask Alice the same thing, if you know what I mean.

She smiles and sits back down.

BARBERA: I think I do. Now, what about the rally?

Bullock sits down in his chair.

BULLOCK: The guys are planning a rally in support of Jim. The Mayor and everyone's going to be there. You should be there.

BARBERA: (to self) I can think of someone else who should, too. (to Bullock) Hey, you mind if I come back later.

BULLOCK: Not at all. If Alice isn't here, I'm probably gone, but check anyway.

BARBERA: What about your other secretary?

BULLOCK: (confused) What other secretary?

Barbera is confused now.

BARBERA: Nothing, I... uh, nothing. Nevermind.

She leaves.


INT. BATCAVE

Bruce is at the huge computer in the Batcave. He sighs and rubs his eyes. As Dick comes up behind him with a cup of coffee and hands it to him.

BRUCE: (tired) Thanks.

Dick sits down next to him.

DICK: Why don't you take a break, Bruce?

BRUCE: It's too much of a coincidence. The Joker coming back and Jim getting framed at the same time.

DICK: How do you know he's been framed?

Bruce looks at Dick with daggers in his eyes.

BRUCE: I've known Jim Gordon longer than you've been alive. He wouldn't kill anyone.

DICK: I'm just saying that it could have been an accident.

Bruce shoots him another dirty look and turns back to the computer.


INT. JAMES GORDON'S HOUSE - LIVING ROOM - LATE EVENING

Layla sits down on the couch as Barbera goes into the kitchen with a bag of groceries.

LAYLA: So how did your dad look?

Barbera comes out of the kitchen and sits next to Layla.

BARBERA: Fine, I guess. I just don't see how anyone could even think that my father would kill anyone.

LAYLA: And Gil was his assistant, right?

BARBERA: Yeah.

She shakes her head.

BARBERA: It just doesn't make sense. And that secretary...

LAYLA: What secretary?

BARBERA: It just bugs me. I remember dad asking the person on the phone when Bullock got a new secretary.

Layla has no idea what she's talking about.

LAYLA: On what phone? You're losing me here, Barb.

Barbera looks directly at Layla.

BARBERA: Dad got a page. He answered it, and that's when he said whatever about the secretary. Whoever it was said that they found a body and they needed him there. So he went....

Barbera drifts off and stares into space.

LAYLA: What?

BARBERA: They didn't find another body. Only Gil. They didn't find....

She gets up, goes to the table and grabs her purse as Layla jumps up, confused.

LAYLA: Barbera, see you're losing me again. What are you talking about?

Barbera turns to her.

BARBERA: What time is it?

Layla looks at her watch.

LAYLA: Little after eight. Why?

BARBERA: I'll see you tomorrow, okay? Lock the house when you leave.

Barbera leaves.

LAYLA: Barbera! (sighs) She's snapped!


EXT. GOTHAM CITY POLICE DEPARTMENT (GCPD)

Barbera walks around the street corner into the building.


INT. GCPD - FRONT DESK

The Desk Clerk, AARON FELLMAN, tips his hat to Barbera as she walks to the elevator.

FELLMAN: Most everyone's gone, Miss Gordon.

She turns back to him.

BARBERA: Thanks, Aaron. I'm just getting something from Dad's office.

AARON: Okie-Doke.

She gets into the elevator.


INT. GCPD - THIRD FLOOR ELEVATORS

Barbera gets out of the elevator. She walks past the desks and other desks toward the office at the end of the floor.


INT. GCPD - OUTSIDE GORDON'S OFFICE

Barbera fishes through her purse.

BARBERA: (mumbles to self) Come on, where did I put Dad's spare keys? Bingo.

She pulls out a set of keys and tries on in the keyhole. The door doesn't open.

BARBERA: Damn.

She tries another one. No luck.

BARBERA: Come on!

She tries a third one and it works.

BARBERA: Yes.

She walks in, closing the door behind her.


INT. GCPD - GORDON'S OFFICE

She runs behind his desk and starts looking through his drawers. She looks through every desk drawer and doesn't find anything. She looks under the desk planner. Nothing.

BARBERA: (frustrated sigh) Crap! Okay... (looks around) Pictures!

She goes to the pictures on the wall and looks behind each one. Still nothing. She sits down in his chair, sighs again and leans back.

BARBERA: (to self) Okay, If I were you dad, where would I hide a key? (sighs) This is hopeless.

She gets up and walks over to the window. She puts her hands on the tile frame on the bottom and leans on them. One of the tiles moves under the weight of her hand. She turns around, picks up the tile and under it is... a key. She picks it up and kisses it.

BARBERA: Thank you!

She walks out of the room.


INT. GCPD - OUTSIDE GORDON'S OFFICE

Barbera relocks the door and walks to the elevator.


EXT. GCPD - ROOF

Barbera steps out of the elevator onto the roof and walks over to the Bat-signal. She puts the key into the lock, turns it and flips the switch to turn the signal on. The Bat-signal lights up the sky. She leans on the frame of it.

BARBERA: There are definately perks to being the commissioner's daughter.


INT. BATCAVE

Bruce is still at the computer as Dick comes over to him, dressed in his Robin costume.

ROBIN: Hey, Bruce. The signal's up. We gotta go.

Bruce looks at him.

BRUCE: How? Jim's still in Jail.

ROBIN: I don't know. Maybe Bullock did it. Come on.

Bruce stands up.

BRUCE: Okay, But I want you to stay on the ground. It might be a setup, so I'll need back-up.

Bruce walks over to the area where the costumes are. Robin watches him.

ROBIN: Gee, thanks.


EXT. GCPD - ROOF

Batman flys down onto to the roof and sees Barbera.

BARBERA: Well, well. The infamous Batman. Nice to meet you. I'm Barbera Gordon, in case you didn't know.

BATMAN: Did you turn the signal on?

BARBERA: Yes, I did. I want to ask you something.

BATMAN: The signal is for serious problems and crimes. Not for---

She cuts him off.

BARBERA : The commissioner getting framed *is* a crime, Mr. Batman.

BATMAN: (sarcastically) What would you like me to do about it? Break him out?

BARBERA: (sarcastically) Maybe later. (seriously) There's going to be a rally for my father tomorrow. If you were there, it could make a lot of difference.

BATMAN: I'm sorry. I've got better things to do. And I don't make public appearances anymore. Goodbye, Miss Gordon.

He flys off. Barbera arches an eyebrow.

BARBERA: Sorry, Batman. You're going to be there, whether you know it or not.

She goes back to the elevator.


INT. JAMES GORDON'S HOUSE - NIGHT

Barbera walks into the house, carrying bags full of dark, dark purple rubber-like material. She puts her purse on the table and runs up the stairs.


INT. JAMES GORDON'S HOUSE - BARBERA'S ROOM

She walks in there and sets the materials on the floor.

BARBERA: It's not the exact color, but it'll have to do.

She takes the pattern out of the bag and starts looking at it.

BARBERA: I'm not getting any sleep tonight.

MONTAGE - BARBERA MAKING BATMAN SUIT

-- Digital clock on her bedstand beeps and reads 10:00. Two or three pieces are sewn together.

-- Digital clock on her bedstand beeps and reads 12:00. Barbera keeps sewing and pricks a finger with the needle.

-- Digital clock on her bedstand beeps and reads 2:00. The beeping wakes Barbera up, who fell alseep on the table.

-- Digital clock on her bedstand beeps and reads 5:00. Everything except for the legs, the cape, and the cowl is finished.

-- Digital clock on her bedstand beeps and reads 7:00.

BACK TO SCENE

Barbera holds the cowl up.

BARBERA: (sighs) I hope this works.


INT. BATCAVE

Robin comes down dressed in full costume and walks over to Bruce, who is dressed for a business meeting.

BRUCE: Okay, I've got that meeting with the WayneCorp board, but I still want you at that rally to make sure nothing happens.

Robin puts the gloves on.

ROBIN: Do you really think the Joker would go for Barbera at that rally?

BRUCE: Yes, I do. I'd be willing to bet that he set up Jim. He's carrying out all of his personal vendettas.

ROBIN: Shouldn't you watch out for yourself, then?

BRUCE: Yes I should, and so should you. If he knows that Robin works with Batman, he'll be eying you, too.

Robin nods.

ROBIN: I'll be careful.

Bruce nods and walks up to the house as Robin hops on the Redbird cycle.


EXT. GCPD - RALLY FOR COMMISSIONER GORDON - MIDDAY

Hundreds of people are in front of a podium some with signs reading "Free the Commish," and other things like that. On the podium stand the mayor, Bullock, Layla, Montoya, the DA, another cop or two, maybe. The one person missing in this gallery is Barbera Gordon. The mayor leans over to Bullock.

MAYOR: Where is Gordon's daughter?

BULLOCK: She called me this morning. She's at the jail visiting Jim.


EXT. AROUND THE CORNER

Barbera is far down the alley, in her homemade Batman costume, without the cowl on. She pulls on a trench coat, snaps it closed, puts on a pair of sunglasses, and steps out of her car. She reaches into her pocket and pulls out a Bat-grapling. She weighs it in her hand, then puts it back in her pocket.

BARBERA: Here goes nothing.

She walks around the corner and into the building


EXT. GCPD - RALLY

Bullock is standing at the podium, talking to the crowds.

BULLOCK: Jim Gordon is the most upstanding person I know. There is not a murderous bone in that man's body. Any one of you out there right now, is more likely of committing murder than Jim Gordon.

Bullock continues talking as the point-of-view shifts to the back of the crowd where Harley Quinn is looking at Bullock. She is dressed in normal clothes, scoping out the crowd, looking for someone. She looks at the podium one last time and walks away.


EXT. AROUND THE OTHER CORNER

Harley gets into the car she arrived in at the beginning.


INT. CAR

Harley closes the door and turns to the Joker next to her

HARLEY: She wasn't there, boss.

JOKER: Damn.


EXT. A NEARBY BUILDING - ROOF

Robin is crouched on the roof, watching the rally. Behind him, on another, taller building Barbera shoots the Bat-grapling onto the building next to Robin's building. He sees this, looks behind him and sees Barbera as Batman fly down.

ROBIN: I thought he had a meeting.

Robin shoots his Bat-grapling and flys down after Barbera.


EXT. GCPD - RALLY

The crowd 'ooh's and 'ahh's as Barbera and Robin fly across the crowd.


EXT. A NEARBY ALLEY

Barbera touches down, much less than gracefully, falling over herself. She stands up and starts brushing herself off as Robin touches down behind her.

ROBIN: Hey!

She turns around and he gets an eyeful of her... figure. Robin realizes that she isn't Batman. She runs from him and he runs after her. He catches up to her and pulls on her cowl, ripping the back of it off. Her hair falls out and she takes a quick look back. Robin stops in his tracks, looks at her, looks at the material and shakes his head.

ROBIN: (confused) What in the hell?


INT. JAMES GORDON'S HOUSE

Barbera walks in the garage door, still in the costume, he hair hanging out the back. She looks tired. As she walks from the kitchen into the living room, she sees Layla standing in front of her.

LAYLA: So that's why you weren't on the podium?

BARBERA: I can explain...

LAYLA: Please do.

Barbera walks to the couch and sits on it.

BARBERA: Last night...

LAYLA: When you were acting weird?

Layla sits down on the couch next to Barbera.

BARBERA: Yeah. Well, I called Batman with the Bat-signal and asked him to show up at the rally. He wouldn't, so on the way home I stopped by the fabric store, got a pattern and some material and made this costume.

LAYLA: Okay. So who was Robin?

The fact that Robin was there finally dawns on her.

BARBERA: I don't know. I think that was the real Robin.

LAYLA: Whoa. Did he rip--?

She motions to the back of her neck. Barbera nods.

LAYLA: Cool. Was he fine?

Barbera laughs.


INT. WAYNE MANOR - STAIRCASE

Dick is following Alfred as he is walking down the stairs.

DICK: ... and then I ripped the cowl, and her hair fell out.

ALFRED: Master Dick, shouldn't you be getting ready?

Dick stops in his tracks.

DICK: Getting ready for what?

Bruce walks in from the living room and goes up the stairs.

BRUCE: Barbera Gordon called while you were chasing that girl. She has to go to the charity ball tonight, and she was wondering if you'd escort her.

Dick smiles widely.

DICK: What time?

BRUCE: She'll be here in two hours.

Dick nods and goes up the stairs.


INT. JAMES GORDON'S HOUSE - BARBERA'S ROOM

Barbera has changed into a purple evening gown now. Spaghetti straps and a low-cut bust line. The dress is floor-length, with slits up to the thigh on both sides. Layla walks out of Barbera's bathroom in a lime green evening gown. She walks up to Barbera, who is doing her makeup

LAYLA: I don't think he's gonna like this.

Barbera turns around.

BARBERA: Who?

LAYLA: Chris.

Barbera turns back to her mirror.

BARBERA: Chris would like you in a paper bag.

LAYLA: Yeah.

Layla sits down next to Barbera.

BARBERA: You know the plan, right?

LAYLA: Chris and I go in your car. The suit will be in the trunk in case anything happens.

BARBERA: If there's any problems, the phone number for Bruce's car phone is right by my car phone. You fixed the cowl, right?

LAYLA: Yeah. Why do you think something might happen?

BARBERA: Dad was so insistent that I not be left home alone, I knew something was wrong. That night, I was up getting a midnight snack and I saw Bruce. I asked him, and...

She trails off.

LAYLA: Well?

BARBERA: (softly) Jack Napier's back.

Layla's eyes pop open.

LAYLA: The Joker? The tabloids have been reporting that, but I thought it was a scam.

BARBERA: Nope, Bruce even got a package from him.

LAYLA : But do you really think he'd go for you or Bruce at a place that public?

BARBERA: I don't know, but I'm not taking any chances.


INT. GOTHAM CITY BALLROOM - NIGHT

Barbera, Dick, Bruce, Layla and her infamous boyfriend CHRIS ROCKWELL, walk into the ballroom and are immediately barraged by the paparazzi. GOSSIP GERTIE pushes her way up to Barbera with her camera crew.

GOSSIP GERTIE: (to camera) Barbera Gordon, it is nice to see you at the ball tonight, but why weren't you at the rally earlier today?

Barbera starts to answer, but Dick steps in her way.

DICK: She doesn't have to answer---

She pushes him out of her way and glares at him.

BARBERA: It's all right, I'll answer. I was visiting my father. I thought that that was more important. The whole city already knows that my father is innocent.

The whole group begins to walk away. Barbera turns to Dick.

BARBERA: (through clenched teeth) What's with the macho act, Dick?

Dick avoids looking at her and looks straight forward.

DICK: I was trying to help you --

She snaps her head in his direction.

BARBERA: I don't need your help, and I can speak for myself.

She turns to Layla.

BARBERA: I think we need to go to the powder room, Layla.

Layla nods and they go off in one direction. Chris walks next to Dick. Chris is a James Dean type of guy, very cool about everything.

CHRIS: (sarcastically) Smooth. Real slick. You haven't had many girlfriends, have you?

DICK: (infuriated) That woman is so... so...

Chris laughs at Dick.

CHRIS: You like her bad.


INT. GOTHAM CITY BALLROOM - POWDER ROOM

Barbera and Layla walk in. Barbera is spitting fire.

BARBERA: That was so...! I just can't believe that he would... OHHH! He is so...! OHHHHHH!

Barbera screams again and sits down on the couch in the powder room. Layla sits down next to her. Layla is very used to outbursts like this from Barbera.

LAYLA: (calmly, casually) The car's parked right outside the window. We could find a place in here to hide the suit?

Barbera is semi-calm by now.

BARBERA: No. I have the key and I should be able to climb out the window.

There is silence for a second.

LAYLA: You ready to give him a second chance?

Barbera takes a deep breath.

BARBERA: I guess.

They get up and leave.

INT. GOTHAM CITY BALLROOM - BALLROOM

Barbera and Layla walk up to their respective dates and Dick turns to her with a sad face.

DICK: I'm sorry about when we were coming in. I shouldn't have done that.

Barbera looks at him in wonder.

BARBERA: Thank you.

A song starts playing. "Fever" or "The Business of Love" or some other jazzy, sexy, slinky song. People start going on the dance floor.

DICK: (to Barbera) Wanna dance?

BARBERA: (surprised) You dance?

DICK: (cocky) Yeah, a little. If you do.

She arches an eyebrow.

BARBERA: Is that a challenge?

DICK: Yes, it is.

She looks at him sideways.

BARBERA: Why don't you put your money where your mouth is?

He holds out his hands to her and she takes it. They walk out into the middle of the dance floor and begin to dance. The dance should fit the music: slinky, sexy, jazzy. Throughout the dance, Dick and Barbera really begin to see how much they like each other. The song should end with Dick bending Barbera backwards and slowly coming back up so that right when the song is finished, they are face-to-face, breathing heavily, Dick with one arm tightly around Barbera. They stand together like that for a moment, before it is broken by a bunch of gangsters sporting machine-guns bursting into the ballroom. When the chaos in the room begins, Dick pushes Barbera down and crouches down with her. He still has one arm around her and is leading her to a corner behind a table.

DICK: Stay here.

BARBERA: (frightened) Okay.

He leaves and then it hits her what's happening as Layla crawls over to her. Barbera starts to crawl to the powder room.

BARBERA: (to Layla) Cover for me.

She crawls away.


INT. GOTHAM CITY BALLROOM - STAGE

The Joker and Harley enter the room. Joker goes up onto the stage where the band was playing and takes the microphone.

JOKER: (laughs) I can see by your expressions that most of you actually believed that story that I was dead. Sorry. I'm back. (laughs) Now, to take care of unfinished business. Surely, somwhere in this crowd must be Barbera Gordon.


INT. GOTHAM CITY BALLROOM - BEHIND TABLE

Layla looks toward the bathroom as the doors next to her fly open and Batman and Robin burst in.


INT. GOTHAM CITY BALLROOM - STAGE

The Joker spots Batman and Robin and smiles delightedly.

JOKER: Well, if it isn't Batman and his little Brat-boy. Maybe one of you two knows where Barbera Gordon is.

Batman and Robin start walking forward as Joker's henchmen begin to attack them. As the fight is going on, Joker turns to Harley.

JOKER: Harley, search the place. Find that girl.

HARLEY: Yes, boss!

She goes into the crowd as Barbera (now dressed as BATGIRL) comes out of one of the side halls. A goon or two comes her way and she fends off the attack. She makes her way into the actual ballroom and ends up by Robin. A goon pushes Robin onto the table. The same thing happens to Batgirl, but as she falls (not knowing that Robin is already on the table), she twists her body around so that she doesn't fall on her back, and winds up falling right on top of Robin. Accidentally, they kiss. Batgirl breaks away from him. But she is still on top of him.

BATGIRL: (breathless) You're one hell of a kisser.

He smiles and sees a goon about to attack her.

ROBIN: Hey! Watch out!

Quickly, she whips a leg out in almost a split position, kicking the goon in the head. She stands up.

ROBIN: (amazed) You're one hell of a kicker.

She smiles and holds out a hand to help him up.

BATGIRL: Thank you very much.

They both stand up and simultaneously round-about kick a couple of goons. Another goon grabs Robin and Batgirl kicks that goon in the face with her stiletto heel. Robin is still amazed at her.

ROBIN: Who are you?

A goon grabs her from behind and she takes him out.

BATGIRL: Wouldn't you like to know? Who are you?

Batman comes up to them and looks quickly at Robin.

BATMAN: Do you know where Barbera is?

Batgirl (Barbera) quickly speaks up.

BATGIRL: I saw her earlier. She was hiding in the bathroom.

Batman notices her.

BATMAN: Who are you?

BATGIRL: Why does everyone want to know that?

Layla runs up to Batgirl.

LAYLA: Um, Batgirl? I think the Joker's going to the bathroom to look for Barbera.

Batgirl sees Harley going toward the powder rooms.

BATGIRL: Crap!

She starts running over there. Robin goes after her.

ROBIN: I'll help.

Batgirl stops and turns to him.

BATGIRL: That's all right. Don't you need to handle the Joker?

She runs after Harley without letting him answer.


INT. GOTHAM CITY BALLROOM - OUTSIDE THE POWDER ROOM

Harley is about to go in the powder room when Batgirl grabs her from behind. Harley laughs in Batgirl's face.

HARLEY: Oh, how cute. The flying mouse thinks she can stop me.

Harley does a roundabout kick and wacks Batgirl in the shoulder. Batgirl falls.

BATGIRL: Bitch!

She jumps back up and kicks Harley in the back as she opens the door. The door closes again as Harley falls.

HARLEY (on floor): (pissed off) The name is Harley Quinn.

Batgirl stands in front of the door.

BATGIRL: A clown. Funny.

Harley stands up and gets in Batgirl's face.

HARLEY: My boss wants the Gordon girl.

Batgirl stares Harley down.

BATGIRL: Well, I've got a joke for your boss. She already left.

Batgirl throws the Powder room door open. Harley stares at her for a second, then goes in and kicks every stall open, finding nothing.

BATGIRL: (yells to Harley) Go tell your boss that.

Harley comes out and gives Batgirl the evil eye.

HARLEY: (threatening) I'm gonna get you, mouse.

She goes off and Batgirl watches her to make sure that she won't come back, then goes into the powder room. We hear the door lock click once the door closes.


INT. GOTHAM CITY BALLROOM - STAGE

Batman and Robin and still fighting the last few goons trying to get to Joker as Harley runs up to him.

JOKER: Where is she?

HARLEY: I don't know. She left already!

JOKER: She's really starting to piss me off now. Come on!

The Joker throws a laughing gas grenade or two and he and Harley go out the way they came in as Batman and Robin put on gas masks and try to get to other people away from the gas.
In the back of the room, Layla is slowly making her way to the bathrooms.


INT. GOTHAM CITY BALLROOM - OUTSIDE THE POWDER ROOMS

As Layla walks up to the ladies' room, Chris comes out of the mens' room. He has been in there throught the whole fight. He walks up to her and sees how messed up her hair is from running all over the place.

CHRIS: (innocently) What happened?

She looks at him in disbelief.

LAYLA: How long have you been in there?

CHRIS: About ten minutes. Shouldn't have drank all that coke at the movies.

LAYLA: (unbelieving) Ten minutes?

CHRIS: (shrugs) Couldn't get the stupid cummerbund back on.

She takes a deep breath and laughs.

LAYLA: You amaze me, you know that?

As she hugs him, Barbera walks out of the ladies' room. He hair is back up, her dress is back on and she looks just a little bit disheveled.

BARBERA: (to Layla) They gone?

Layla nods as Bruce and Dick walk up to them from the ballroom. Dick goes straight to Barbera.

DICK: Where were you?

She pretends that she is totally innocent of anything.

BARBERA: Batgirl came up to me and told me that it would be safer in the bathroom. I've been in there.

BRUCE: But you're all right?

She nods.

BRUCE: (to Chris and Layla) Everybody's all right?

Chris nods and scratches his head.

LAYLA: Yeah, thanks.

BRUCE: Well, I think we've all had too much fun for one night. We should go.

He starts to walk, then stops and turns to Barbera.

BRUCE: And I don't care what you say. After what just happened, you're staying at Wayne Manor until your father gets out or that maniac is in Arkham.

Barbera looks up at him.

BARBERA: (softly) Okay.


INT. BRUCE WAYNE'S LIMO - SOON AFTER

Bruce, Dick and Barbera are sitting in the back of the limo, none of them exactly happy. Barbera is holding the shoulder that got hit by Harley. She is unhappiest of the three. She looks at Dick and Breaks the silence.

BARBERA: So what happened to your family?

He is surprised at this question.

DICK: What do you mean?

BARBERA: I know that Bruce and Alfred have a weak spot for lost souls. And Layla told me that you used to be in the circus. I was just wondering why Bruce took you in.

DICK: My family and I had a trapeeze act. Two-Face killed them.

BARBERA: Two-Face? I'm sorry.

Bruce realizes that Barbera has no idea who Two-Face is.

BRUCE: Two-Face was Harvey Dent.

Barbera looks at Bruce in astonishment.

BARBERA: District Attorney Harvey Dent? But... Too much has changed since I've been gone.


INT. DR. CRANE'S HOUSE - OUTSIDE GOTHAM

Crane is watching the television and the footage of Joker crashing the ball draws his attention. SUMMER GLEASON, a newscaster, is on the t.v. relating the events.

SUMMER: Barbera Gordon did manage to leave safely and is staying at an undis-closed location for her safety. Due to this recent event, it is becoming more and more evident that our own Commissioner Gordon really was set up. Chances for relasement at his hearing in two days, are looking better and better. We may soon be seeing him back behind his desk, where he belongs. Remember to tune in for...

Summer goes on but Crane snaps the television off. A sly smile creeps onto his face.

CRANE: Wherever Joker goes, Batman follows.


INT. WAYNE MANOR - NIGHT

The grandfather clock strikes one a.m. The light in the kitchen goes out as Barbera comes out of it, in a bathrobe and slippers. While at the bottom of the stairs, she sees Bruce on the top flight, sneaking around, into the silver closet. As he is closing the door, she runs quietly up the stairs to the door, finding it locked. She knocks, and nothing happens so she sits down next to the door.


INT. WAYNE MANOR - OUTSIDE SILVER CLOSET

The grandfather clock below strikes two thirty a.m. Barbera is still where she was before, sleeping as the door opens and hits her foot. She wakes up and sees Bruce walking out. She stands up quickly, her foot conveiniently placed between the door and the frame.

BARBERA: What's in there?

He begins to push the heavy door closed.

BRUCE: The silver closet. Go to---

She is already in the room. He goes in after her.


INT. WAYNE MANOR - SILVER CLOSET

Barbera walks in and sees the small closet. Bruce comes in after her and sighs.

BRUCE: See? Silver. That's it.

She backs up to the back wall.

BARBERA: Then why didn't you want me to come in here?

She leans against the back shelves and they turn, making her fall to the cold cement ground on the other side. She stands up as Bruce looks at her in almost shock.

BARBERA: Whoa.

She looks back at Bruce, then runs down the stairs.

BRUCE: (yells) Barbera Leslie Gordon, stop!

Of course, she doesn't.


INT. BATCAVE

Barbera walks into it and her eyes pop open. She is piecing everything together as Bruce walks up behind her and puts his hands on her shoulders. He is resigned to the fact that she knows everything now.

BRUCE: Big, huh?

BARBERA: (disbelieving) You're Batman?

She turns to him.

BARBERA: (astonished) You, Bruce Wayne, who I've known since I can remember, is... Batman?

Another piece fits into the puzzle and she begins to yell at him.

BARBERA: (angry) And you wouldn't help my father!?!?

BRUCE: Barbera, I couldn't.

BARBERA: (yells) Bull!

She walks further into the cave, looking at everything.

BARBERA: (quietly) I still have the scar. From where Napier shot me. He would have killed me, too, if he had another second to aim.

Bruce walks up to her.

BRUCE: Barbera, if you're thinking of killing him, it won't solve anything.

BARBERA: I don't want to kill him. I want him in Arkham for good.

Bruce wraps his arms around her in a brotherly hug.

BRUCE: Don't worry. I'm going to do that.

She pushes him away.

BARBERA: And I'm helping you! Who do you think helped you tonight?

Bruce realizes that Batgirl was her.

BRUCE: Barbera, why would you do something that insane?

BARBERA: I was you at the rally because you being there could have made a difference.

Bruce is adamant that she is kept safe.

BRUCE: Barbera, your father would want me to make sure you were safe. Going after Joker is not safe.

Barbera is just as adamant about helping.

BARBERA: With the crappy homemade suit I have, no it's not safe. But maybe you could get me a bullet-proof one or something.

Bruce walks away from her.

BRUCE: This isn't a game.

She gets in his face.

BARBERA: Who said it is?

Alfred and Dick come down from the house into the cave and see Barbera standing there with Bruce. Barbera looks over at Dick and smiles.

BARBERA: Hey, partner.

Dick looks at Bruce.

DICK: No, she's not...?

Bruce nods and takes a deep breath.

BRUCE: (giving up) I guess she is.


INT. HAPPY JACK TOY COMPANY - JOKER'S OFFICE - NEXT DAY

Joker is sitting at his desk, Harley next to him, reading the paper. He slams the papers down on his desk.

JOKER: That winged freak is still the headliner! I come back from the dead, but he still gets the front page coverage? This city hasn't changed a bit!

HARLEY: We still got one last shot, boss.

Joker has picked up another paper.

JOKER: (reading mockingly) "Miss Gordon is currently staying at an undisclosed location..."

He throws the paper down.

JOKER: What a load of crap! She's staying at that little brat Bruce Wayne's fortress!

HARLEY: I'll bet we can still find a way in.

JOKER: No. we're going to have her come to us. Because we're going to be holding the wild card.

He leans back, estatic.


INT. BATCAVE

Bruce and Dick are leading Barbera around the Batcave, showing her everything and basically giving her a crash course on being Batgirl.

BRUCE: (authoritatively) You do what I say, not what you feel like. The only reason I'm letting you do this---

She stops and cuts him off.

BARBERA: You're not letting me do anything. I'd be doing it anyway.

BRUCE: That's one of the reasons. The other is that our previous Batgirl just left us. And with the Joker running loose, we need all the help we can get.

She keeps walking.

BARBERA: I understand.

Bruce and Dick walk with her.

DICK: Where'd you learn to fight like that?

BARBERA: My mother insisted that I take karate and judo and all that good stuff. Doesn't hurt that I'm a gymnast, either.

They walk into where all the suits are kept.

BRUCE: These are the suits.

Barbera looks at them, then turns to Bruce.

BARBERA: Where's mine?

BRUCE: It's not done yet.

She is taken aback by his harshness.

BARBERA: Okay. What'll I be driving?

Bruce walks out of the room without looking at her.

BRUCE: You don't drive anything.

BARBERA: (surprised) What?

She catches up to him at the Redbird cycle.

BRUCE: This is the Redbird cycle. Dick will de driving and you'll be on the back. That's about it.

He walks back up to the house, leaving Barbera standing there with Dick, wondering what is going on. She shakes her head and storms off after him


INT. WAYNE MANOR - NIGHT

Bruce is looking out his office window as Barbera storms in.

BARBERA: (sarcastically) Are you always this delightful when you're talking business, or is this just for me?

BRUCE: (softly) Get out, Barbera.

She crosses her arms and stands her ground.

BARBERA: No. Not until you tell me what's got your tights in a wad.

He turns to her.

BRUCE: (simply) It's too risky.

BARBERA: I'm a big girl, I can take care of my---

He cuts her off.

BRUCE: No, you can't! If anything happened to you, there would be questions, and everyone would find out who Batman and Robin are. On top of that, your father would never forgive me, neither would half of the police force..., and I wouldn't be able to forgive myself, either.

Bruce sits behind his desk. Barbera sits down on the other side.

BARBERA: (quietly) Even if I did just stay here and do nothing, he'd find a way in here, find some way to terrorize me. I couldn't live like that.

BRUCE: You have to be careful. Promise me that.

Dick walks in and stands behind Barbera.

DICK: Hey, I'll take good care of her.

Bruce is still looking at Barbera.

BRUCE: Promise?

She looks into Bruce's eyes.

BARBERA: I promise. I'll be careful.

He gives a half-hearted smile and turns back to the window.

BARBERA: I'll talk to you later, Bruce.

She gets up to leave, and gently pulls Dick along with her.


INT. WAYNE MONOR - OUTSIDE BRUCE'S OFFICE - NIGHT

Dick and Barbera are walking down the stairs, talking.

DICK: Have you ever ridden a motorcycle?

BARBERA: Once. Why?

Dick smiles mischievously.


EXT. GOTHAM CITY - A BACK ALLEY

Dick is on one of his motorcycles, riding down the street. Barbera is holding on to him for dear life, and screaming.

BARBERA: (yelling) Can we stop please?!?!?!

Dick turns his head around.

DICK: What?

Barbera starts to freak out.

BARBERA: Stop that! Watch where you're going!

He stops the motorcycle and they get off, Barbera wobbling a little bit.

BARBERA: That was... interesting.

Dick laughs and takes his helmet off.

DICK: So, what did you think?

She takes her helmet off and fixes her hair a little.

BARBERA: It was fun.

They are standing looking at each other, the motorcycle between them.

DICK: What do you say we try that kiss again. Under better circumstances.

He leans toward her and goes in for a kiss as a loud explosion makes Barbera turn.

BARBERA: What was that?

DICK: (annoyed) I don't know.

BARBERA: Well, where are we?

Dick looks around.

DICK: I think we're down by the jail.

BARBERA: The jail?

They both look towards the direction of the explosion.


EXT. GOTHAM CITY JAIL - JAMES GORDON'S CELL

The wall facing the outside is blown up and is still smoking as Joker and Harley walk up to Commissioner who is staring at the wall, shocked.

JOKER: We've got a little business to take care of Gordo.

Two of Joker's goons grab Gordon and amidst his protests pull him into the Joker's car. Harley and Joker get in and they drive off as Dick and Barbera, on the motorcycle, drive out of the alley. Barbera hops off, looks at the car, then at the cell. She runs back to Dick and jumps back on the motorcycle.

BARBERA: They've got my dad!

Dick revs the engine and they go after the Joker's car.

DICK: (yells to Barbera) I don't think Bruce would like this.

BARBERA: I don't really care! Go faster! You're losing them.

Dick speeds up, following the car. The Joker's car turns a corner, and as Dick is about to make the turn a dog runs into the street right in front of the car. Barbera screams.

BARBERA: Watch out!

Dick swerves to miss the dog and the motorcycle starts spinning. Barbera is screaming her head off as the motorcycle slides into a bunch of trash cans. Barbera gets up and runs around the corner.

BARBERA: (coming back) Damn! They're gone!

Dick comes up to her on the motorcycle.

DICK: We're not going to be able to catch up to them on this. Let's go back.

She reluctantly gets on the motorcycle.

BARBERA: (testily) Fine.

They ride off down the alley away from the jail.


INT. WAYNE MANOR - BRUCE'S STUDY

Barbera and Dick burst into the study.

BARBERA: (to Bruce) Joker's got my father.

Bruce stands up quickly.

BRUCE: (stunned) What?!?!

BARBERA: Joker broke my father out of jail and kidnapped him.

Bruce drops back into his chair.

BRUCE: Crap!

Bruce notices a cut on her forehead.

BRUCE: What happened to your head?

She feels it, looks at her fingers and sees the blood.

BARBERA: We went after Joker and Boy Wonder here ran us into a couple of trash cans.

BRUCE: (angry) I told you not to go after him alone.

BARBERA: That's not the point right now. The point is that maniac has my father and if we don't do something, he won't be around to not forgive you if something happens to me. Is my suit finished?

Bruce nods.

BRUCE: It should be.

BARBERA: Fine. I'll go myself.

She starts to walk out, pausing at the door.

BARBERA: Are you with me, Dick?

Dick looks from Bruce to Barbera.

BARBERA: Fine. I don't need you.

She slams the door shut. Bruce rubs his eyes.

BRUCE: (to Dick) Go. You want to. And someone has to watch her.

Dick picks up both his and Barbera's helmets up from the table.

DICK: Why can't you?

Bruce looks at him and sighs.

BRUCE: I don't know.


INT. BATCAVE - SUIT STORAGE ROOM

Barbera is finishing putting on her suit as Dick walks in and takes his down.

BARBERA/BATGIRL: Is Bruce coming?

DICK: (softly) No, he's not.

Dick walks into a smaller room to put the suit on. Barbera talks to him through the wall.

BATGIRL: Why not?

DICK: (from other room) He didn't say.

BATGIRL: I take it that's not normal for him.

DICK: (from other room) No, it's not.

Dick comes out, still putting on his gloves.

DICK/ROBIN: But he's been like this a lot lately.

BATGIRL: You ready?

He gives her a cock-eyed smile.

ROBIN: Hey, I'm the expert here. You're the rookie.

He walks over to the Redbird cycle and gets on.

ROBIN: Come on, Batgirl.

BATGIRL: All right, Robin.

She hops on back of the Redbird and they zoom out of the Batcave.


INT. DR. CRANE'S HOUSE - OUTSIDE GOTHAM

Dr. Crane is making a cup of tea for himself in his kitchen. He looks at the clock.

CRANE: Ten o'clock. Time for the Green Hornet.

He walks to the mini t.v. on the counter and turns it on. Summer Gleason is again on the television.

SUMMER: Coming up tonight at eleven: more news on Commissioner James Gordon's jailbreak, and the effect it will have on---

The transmission starts to break up and Crane hits the t.v. with his hand.

CRANE: Stupid thing.

The t.v. screen goes black and then a test pattern pops up. The face in the middle of the tset pattern is a comic drawing of Joker. The test pattern dissolves, revealing the actual Joker's smiling face.

JOKER: (on t.v.) Hello, citizens of Gotham City.

The voice of the Joker on t.v. sparks Dr. Crane's attention. He turns away from him tea and watches the screen closely.

JOKER: (on t.v.) I bet by now you've all heard that your dear Commissioner busted out of jail. I wish I could say that it was true. I really do, but no. I broke him out. I will break him back in, too, for a price. Barbera Gordon namely. One Gordon for the other. She has twenty minutes to get to the old Axis Chemicals plant. No later, and no cops or your great city will have to elect a new commissioner.

Dr. Crane mouthes the words "Axis Chemicals" and opens a kitchen drawer, pulling out a map of Gotham City.

JOKER: (on t.v.) Twenty minutes, Babs. Or dear old daddy will be toast.

The screen goes black again as Dr. Crane points to a location on the map.

CRANE: There! Axis Chemicals. This is the perfect chance to try it out.

Crane runs out of the kitchen.


INT. WAYNE MANOR - BRUCE'S STUDY

Bruce is looking at the blackened television screen in his bookcase as Alfred walks in hurriedly.

ALFRED: Master Bruce, did you just see what was on the television?

Bruce is still looking at the television, stunned.

BRUCE: Yes, I did, Alfred.

ALFRED: (hopefully) Shall I prepare your suit, sir?

BRUCE: No, Alfred.

ALFRED: (disappointed) I see, sir.

Alfred walks out, shutting the door behind him


EXT. GOTHAM CITY - ALLEY ACROSS FROM THE JAIL

Batgirl and Robin have stopped there and are looking at the cops investigating.

BATGIRL: Okay, Bird-boy. What do we do now?

Robin looks at her.

ROBIN: Don't call me that.

Robin's wrist starts beeping.

BATGIRL: What's that?

ROBIN: It's from the 'cave. (into wrist-radio) Yeah?

Aflred's voice comes over the radio.

ALFRED (VO): Master, Robin? Is Miss Batgirl with you?

She leans into Robin's wrist.

BATGIRL: Yeah, I'm here.

ALFRED (VO): The Joker just made an... announcement, Miss.

BATGIRL: And...?

ALFRED (VO): Well, it appears that he is willing to trade you for your father.

Robin takes his wrist away from her anbd speaks into it.

ROBIN: What!?!

Batgirl grabs his wrist back and speaks into it.

BATGIRL: Where?

ALFRED (VO): The Axis Chemicals plant. You have to be there in about fifteen minutes, though.

BATGIRL: Thanks, Alfred.

She turns off the radio and turns to Robin.

BATGIRL: Can we get there in fifteen minutes?

They get back on the Redbird.

ROBIN: Don't worry, I'll get you there.


INT. AXIS CHEMICALS - NIGHT

Joker, Harley and a few goons are standing around James Gordon, who is tied to a chair and gagged on a catwalk above some empty vats. Joker turns to Gordon.

JOKER: Remember this place, Gordo? This is where I bacame me! (laughs)

Gordon struggles and mumbles.

JOKER: What? What's that Gordo?

He mumbles some more and the Joker laughs even more.

JOKER: Harley, un-gag him.

Harley does so and Gordon takes a deep breath before speaking.

GORDON: Whatever this is about, it's between you and me. Leave Barbera out of it.

JOKER: No, no. See, I've got a little score to settle with her, too. See, she should have been dead when I shot her before. Obviously, she's not, and I never leave things undone.

GORDON: You lousy, son of a --.

JOKER: Harley!

Harley gags Gordon again.

JOKER: After Barbera goes you, then Bruce Wayne. And then the piece de resistance: Batman himself.

Batgirl and Robin break through the huge glass window behind Joker on the Redbird. They jump off and Robin fends off the goons as Batgirl runs to Gordon and takes the gag off as Joker grabs her.

JOKER: Sorry, he's waiting for Barbera Gordon.

BATGIRL: Well, she sent me to give you a message.

JOKER: (skeptically) And what message is that?

Batgirl steps back and kicks Joker in the chest, knocking him to the ground. She turns back to Gordon and unties his feet.

GORDON: Did Barbera really send you here?

Batgirl looks up at him and nods.

BATGIRL: Yes, she did.

As Batgirl is about to untie his hands, Joker comes up behind her and grabs her again, throwing her to the ground.

JOKER: Sorry little girl. Until Babs herself shows up, daddy stays with us.


INT. AXIS CHEMICALS - BOTTOM FLOOR

Robin is still battling the goons as Dr. Crane, dressed as a SCARECROW, a mask covering his face, walks in with a few glass bottles filled with some type of gas. Harley is running up the stairs and Robin is following her. When Robin is at the bottom of the stairs, Scarecrow throws the glass bottle next to him. It smashes and the gas floats up slowly as Robin climbs. It gets to him and he coughs, but he keeps climbing. After a few seconds, he starts breathing heavily, then he stops halfway up, looks down and screams in fright, clinging tightly to the metal stairs.


INT. AXIS CHEMICALS - UPPER PLATFORM.

Batgirl hears him scream and looks down.

ROBIN: (from below) Help!

Harley (who has been at the top for some time now) looks down at him and laughs.

HARLEY: Look at that. The Boy Blunder is afraid of heights.

She laughs more as Joker has two of his goons grab Gordon. Joker walks up to Batgirl, making her back up.

JOKER: I think you should go save your boyfriend over there.

He laughs in her face as they leave, taking Gordon with them. Joker follows them. After they're gone, Batgirl slams the bar behind her.

BATGIRL: Damn!

She starts to climb down the stairs to Robin, but he yells.

ROBIN: No! Stop! Don't!

Batgirl backs up.

BATGIRL: Okay. You don't want me to come to you?

He shakes his head vigorously.

BATGIRL: Okay. Can you climb down, Robin?

He looks down cautiously then shakes his head.

ROBIN: No, I... I can't.

BATGIRL: Okay. Can you climb up?

He shakes his head.

ROBIN: Don't want to let go. If I let go, I'll fall.

BATGIRL: Fine. Then let me help you up.

She leans over the edge and puts one hand out. He looks into her eyes, and nods.

ROBIN: 'Kay.

She wraps one leg around a metal bar and inches closer to him, extending her arm more, almost touching him.

BATGIRL: Robin, listen to me. You have to let go of the bar and grab my hand.

Robin shakes his head.

BATGIRL: You have to. What's wrong with you?

She extends the other arm and touches his hand, which is still curled around the bar. He flinches at this.

BATGIRL: It's all right. It's all right. It's just me. I'm going to grab hold of your wrist and then, you grab mine. Okay?

He nods. She does what she said and he does the same.

BATGIRL: Do you think you can climb up now?

He shakes his head.

BATGIRL: Of course. Okay, I'm going to do the same thing with the other hand.

He nods and she does. He lets go of of the bar and she groans as she tries to support his weight.

BATGIRL: (straining) Now, you gotta help me here. You gotta try and climb up, 'cause I can't pull you. Okay?

He nods and slowly climbs up over her onto the platform. When he gets up there, he looks at her in fright.

BATGIRL: What happened?

He is still breathing heavily and shaking his head.

ROBIN: I... I don't know. I was climbing, then I just lost my nerve. I don't know why.

She goes over to him and puts an arm around him.

BATGIRL: It's okay. I'll drive, going back, all right?

He nods as she helps him up.


INT. RUPERT THORNE'S OFFICE

Scarecrow walks into the office and Thorne grabs his gun, pointing it at Scarecrow.

THORNE: Who the hell are you?

Scarecrow takes the mask off.

CRANE/SCARECROW: It's just me, Mr. Thorne. The gas worked.

Thorne puts the gun away and leans forward.

THORNE: On Batman?

CRANE: No, actually. I only got a chance to use it on Robin, but it worked better than I thought it would.

THORNE: Listen, Crane, it's no good unless you use it on Batman. Come back then.

Thorne turns around, so Crane leaves.


INT. BATCAVE

Batgirl and Robin get off the Redbird. They see Bruce at the Bat-computer. Robin turns to Batgirl.

ROBIN: I'm going to change.

She nods, still looking at Bruce.

Robin starts to go into the room, then turns back.

ROBIN: Thanks, Barbera.

He turns back and goes into the room. Bruce turns around from the computer.

BRUCE: Thanks for what?

Barbera takes off the cowl.

BARBERA: He was thanking for saving his butt.

BRUCE: (worried) Why did you have to save him?

Barbera is getting a little pissed at Bruce

BARBERA: Because for some reason, he was spontaneously acrophobic.

BRUCE: What?

She starts to walk away, but turns back.

BARBERA: Oh, and since you didn't notice, Joker's still got my dad.

Dick comes out of the room.

DICK: That was my fault, wasn't it? I'm sorry.

She walks over to him and shakes her head.

BARBERA: It wasn't *your* fault.

She goes into the room.

BRUCE: What happened?

Dick walks over and sits next to him.

DICK: I don't know. I was climbing up after Harley, and then I couldn't anymore. I was afraid of being on a ladder.

BRUCE: Was there anything that prompted it?

Dick shakes his head.

DICK: Not that I know of.

BRUCE: Why does the Joker still have Jim?

Barbera comes out of the room and walks over to Bruce.

BARBERA: You want to know why? Because Dick was stuck on a ladder and I was backed into a corner by Joker, Harley and a couple of goons, too! Because you decided to be pissy and not come out and help us. That's why!

She storms up to the house, Dick and Bruce watching her leave.

DICK: (softly) She's right. If you would have been there..., who knows? (pause) So what's wrong with you?

Bruce turns back to the computer.

BRUCE: What do you mean?

DICK: You know what I mean. You haven't cared about anything lately. Used to be that the signal would go up and you'd be suited up in a second. Lately, you don't even come down here.

Bruce hangs his head.

BRUCE: I feel like I'm getting too old for this, Dick. I used to do this partially because I felt I had to, and partially because I enjoyed. Now I wonder if I'm not doing more harm than good.

Dick looks at him, worried.

DICK: What do you mean by "more harm than good?"

Bruce leans back.

BRUCE: I made Joker. Really. Napier helped to make Batman, but I directly made Joker. I let him fall into that acid. Ever since him, this city's been a haven for all sorts of costumed freaks. All because of Batman.

Dick is looking at him in astonishment.

DICK: I don't know what to say, Bruce. Except that some people need you to be their hero. Not Batman: You. And one of them is right in this house.

Bruce looks at Dick, then hangs his head again.

DICK: (in slight disgust) Fine.

Dick gets up and walks to the house.


INT. WAYNE MANOR - GUEST BEDROOM

Barbera has her suitcase on her bed and is slowly, putting her clothes in it as Dick walks in.

DICK: Hey, you going somewhere?

She puts the last bit of clothes in the suitcase.

BARBERA: I'm thinking about it. I mean, if Bruce won't help me, then there's not much more I can do here than at my own home.

She sits down on the bed and he sits next to her.

DICK: I'm here to help you.

She looks at him and smiles.

BARBERA: Yeah.

DICK: Alfred told me that you used to play hide and seek in this big place.

She laughs.

BARBERA: Uh-huh. Did you ever read The Lion, The Witch, and The Wardrobe when you were little?

Dick shakes his head.

BARBERA: It's about a little boy who walks into a closet and comes out in a fantasy-land called Narnia. I always thought that one day, I'd go into a closet here and end up in Narnia. Stupid, huh?

DICK: No, it's... cute.

She looks at her hands.

BARBERA: I guess.

Dick sees one tear slides down her face and wipes it away, turning her head to him.

DICK: (gently) Hey, everything's going to be all right. We'll get your dad. And Bruce... he's just having PMS or something.

She sniffles and wipes another tear away.

BARBERA: Did you have any brothers or sisters?

DICK: An older brother, yeah.

BARBERA: And he died with the rest of your family?

Dick nods.

BARBERA: How long ago?

DICK: In a couple of weeks, three years.

BARBERA: So you knew him, before he died?

DICK: Yeah. We were best friends. Why?

BARBERA: Bruce never told you why I spent so much time here as a kid, did he?

DICK: No.

She looks at her hands again.

BARBERA: When I was five, Joker was still Jack Napier. He hated my father. Made death threats to him, stuff like that. This was all before I was born. Around the time I was born, Napier kind of just disappeared, so we stayed in Gotham. Then Dad let his guard down. I was walking home from kindergarten with my older brother and sister and Napier came out of nowhere and shot all three of us. The shot just grazed my skull, but Mark and Diedre died

She stops to wipe away some more tears.

DICK: Oh, wow.

BARBERA: Yeah. That was it for my mom. We couldn't get security at our house, so since Bruce was a family friend, I was always over here. Until she made arangements for me to live with my aunt in L.A. I came back every so often, though, when mom and dad thought it was safe. When Napier became the Joker, my mom was fed up. She moved out with me and I havn't come back since.

Dick lifts Barbera's head up again.

DICK : You want to play hide-and-seek?

She actually laughs through her tears, then Dick leans over and kisses her. They break apart and she looks at him in wonder.

BARBERA: What was that for?

He shrugs.

DICK: I don't know. Just because. I'm sorry.

BARBERA: Don't be.

He leans in for another kiss and right before they get to each other, there is a knock on the door. Barbera turns her head and laughs.

BARBERA: (to door) Come in.

Alfred opens the door and walks in.

ALFRED: Miss Barbera, Lt. Bullock is here to see you.

She stands up.

BARBERA: Okay.

She walks out of the room.


INT. WAYNE MANOR - DRAWING ROOM

Barbera, Alfred and Dick walk in and Barbera walks over to Lt. Bullock.

BARBERA: Please tell me you have good news.

He smiles and nods.

BULLOCK: Yeah. It's good.

They sit down on the couch.

BULLOCK: The judge made a decision without the hearing. Because of the jail-break, Jim is cleared. As soon as we find him, he's free to take his job back.

Her face drops a little.

BARBERA: You still don't know where he is?

BULLOCK: I'm sorry, Barbera. I wish I knew some way to help.

She looks at Dick then back at Bullock.

BARBERA: That's all right.

He nods and gets up to leave, but turns around.

BULLOCK: And if Joker makes any more demands, don't do anything. We'll take care of it.

She nods her head.

BARBERA: I will.

He walks out with Alfred. Dick walks up to Barbera.

DICK: Your dad's cleared. That's good.

BARBERA: (annoyed) What good does it do if he's not here?

Barbera walks out.


INT. BATCAVE

Barbera walks in and sits down next to Bruce at the computer.

BARBERA: (matter-of-factly) You're going to help me.

BRUCE: You're right. I'm going to help you by not being Batman anymore.

Her eyes go wide.

BARBERA: What? No! You're going to help me by *being* Batman.

He turns away from her.

BRUCE: Being Batman doesn't help anybody.

BARBERA: That's bull, Bruce. I haven't been here long, but I already know that the whole police department couldn't function without you.

He hangs his head without responding.

BARBERA: Fine. Then help me by being Bruce. By being yourself.

He looks at her.

BRUCE: I'm trying.

BARBERA: The old Bruce wouldn't have to try. What happened to you? Do you think that what's happening now is really that different from when I was five? Because it's not.

BRUCE: Yes, it is. You're not five anymore, and I'm not eighteen. I grew up, why don't you?

He gets up and walks away. Barbera turns around.

BARBERA: I think you've got that backwards! You're the one who needs to grow up.

He stops in the middle of his stride.

BARBERA: I remember you telling me that you wouldn't let me down. Ever. What happened to that? (pause) You're letting me down now.

Bruce looks back at her.

BRUCE: I can't. I just can't be Batman anymore.

Bruce walks out of the Batcave, leaving Barbera sitting in the chair alone. She looks down at the table next to the computer's keyboard. On it are three open folders, filled with newspaper clippings and police reports. The first one has a front page article about the murder of Thomas Wayne it in. The second one has another front page article in it, this one about the murder of the Flying Graysons. The last one has yet another front page article, about the murder of two of Detective James Gordon's children. A picture of a five-year-old Barbera, holding a rose next to her brother and sister's graves is in the middle of another newspaper clipping near the top. Barbera picks it up and looks at it. As she is looking at it, Dick comes up behind her. She jumps a little when he puts his hands on her shoulders.

DICK: That you?

She puts down the picture.

BARBERA: Yeah. At their funeral. What are you doing down here?

He sits down next to her.

DICK: Alfred told me to tell you that there's a call for you.

BARBERA: Where's the phone?

He picks up the phone which is in the counter and hands it to her.

BARBERA: (into phone) Hello? (pause) Hi, mom. (pause) You heard about dad? (pause) No, mom. I'm not going to come home. Especially not now. (pause) Nothing you say is going to change my mind. (pause) I'm sorry. Goodbye, Mother.

She hangs up the phone and Dick looks at her.

DICK: So, I guess you are going back when this is all over.

BARBERA: I don't know. Is there a reason for me to stay?

DICK: Well, there's your dad, and Layla, and Bruce.

Barbera snickers at the thought.

BARBERA: He's the last person I would stay for.

DICK: There's always me.

She looks at him. Alfred walks up to them urgently.

ALFRED: Miss Barbera, Master Dick, I think you should see this.

He punches some keys and the Joker's face comes up on the computer screens.

JOKER : (on t.v.) This is your last chance, Babs. And I've even decided to be charitable enough to let you come with Batman. Thirty minutes outside the Happy Jack Toy Company. But if anyone... uninvited shows up, I won't hesitate to bump off Daddy dearest this time.

The transmission cuts off right as the phone rings. Alfred picks it up.

ALFRED: (into phone) Wayne Manor. (pause) Yes, she is. Hold please.

He presses the hold button on the phone and turns to Barbera.

ALFRED: Lt. Bullock and Officer Montoya.

BARBERA: Okay.

She picks up the phone and Alfred presses the hold button again.

BARBERA: (into phone) Bullock, I know what you're going to say.

INTERCUT - BARBERA AND BULLOCK TELEPHONE CONVERSATION

Bullock is standing at his desk in his office, Montoya standing next to him.

BULLOCK: Well good because I don't have to waste my breath telling you not to go.

BARBERA: Actually, Bullock, you do. I know how to get a hold of Batman, and I will, then I'm going.

BULLOCK: Barbera, your father will kill me if anything happens to you.

BARBERA: He won't be around to kill you if I don't go. You and Montoya and the rest of the force haven't been doing your job, so somebody has to. And don't you dare risk my father's and your boss' life by trying to watch out for me. Batman and Robin are already doing that.

Barbera hangs up.

END INTERCUT.

Barbera turns to Alfred.

BARBERA: Where's Bruce?

ALFRED: In his study, I think.

Barbera gets up and runs into the house.


INT. WAYNE MANOR - BRUCE'S STUDY

Barbera walks into the room and before she even shuts the door, Bruce speaks.

BRUCE: The answer is no, so don't ask.

She walks over to him and swings his chair to face her.

BARBERA: There is no asking about it. You are *going* to come. You don't have a choice anymore.

BRUCE: He wants Batman there, right?

She nods. He gets up and walks out of the room.

INT. BATCAVE - SUIT STORAGE ROOM

Bruce walks into the room with Barbera, Dick and Alfred. He goes up to his Batman suit.

BRUCE: If Joker wants Batman there...

Bruce takes the suit down and hands it to Dick.

BRUCE: Batman will be there...

Bruce walks out of the room.

BRUCE: ... But I won't.

Barbera and Dick stare after him, stunned. After a pause, Barbera runs after him.

BARBERA: (yells) Fine! I don't need your help anyway!

He stops for a second, then keeps walking out.

BARBERA: (yells) Be a coward! Let me down! Let my father die! See if I care!

He walks to the door and stops.

BARBERA: Are you coming?

He shakes his head and opens the door.

BARBERA: (yells) Go to Hell, Bruce Wayne!!!

The door slams shut and Dick walks up behind her carefully.

DICK: (softly) We should hurry up.

She sighs deeply, looking at the door, waiting for Bruce to come back.

BARBERA: Yeah, I'll wait while you put your suit on.

DICK: (surprised) You're not suiting up?

She shakes her head.

BARBERA: No. If the Joker wants Barbera Gordon, that's who he'll get. Bring my suit, just in case.

He rubs her back quickly, sweetly, then goes into the room. Barbera is still looking at the door, waiting.

BARBERA: (to Alfred) Am I being too hard on him?

Alfred walks up to her.

ALFRED: I think that is just what he needs, Miss Barbera.

She laughs bitterly.

BARBERA: Tell him that, why don't you?

ALFRED : I have tried, many times.

She turns to Alfred.

BARBERA: Well, so have I . (pause) You don't think he's serious, do you? About not being Batman.

ALFRED: Unfortunately, yes I do.

Alfred walks out of the Batcave into the house, leaving Barbera standing in the middle of the huge enclosure, alone. She looks up.

BARBERA: (to self) Is everybody I know going to let me down?

She lowers her head as Robin comes up behind her.

ROBIN: I won't

She turns around, looks him in the eyes and nods.

BARBERA: Let's go.


EXT. GOTHAM FAIR GROUNDS - FUN HOUSE

The Scarecrow, dressed in full regalia, walks in, cautiously. After about two seconds, he is grabbed by two goons.

SCARECROW: Ahh! No....Help! Please, let me down!

They carry him up in front of the Joker, who is sitting on top of a piles of Ice-Cream Truck parts fashioned in a throne. Harley is sitting on the throne with him. Jim Gordon is in a cell next to him. The goons set Scarecrow down in front of Joker.

JOKER: Tell me how you found this place, and I might kill you quickly.

Scarecrow stands up, shivering in fright in front of Joker.

SCARECROW: (stuttering) W-Well, I just d-deducted that, um, out of the, ah, places left in, well, Gotham, that the police, uh, haven't found out about yet, well, um, this was the only place,ah, left.

The Joker is looking at him in half-wonder, half-confusion.

JOKER: Who the hell are you?

Scarecrow breathes a sigh out relief.

SCARECROW: My name is the Scarecrow. I was responsible for that little... "foul" up that Robin had earlier.

Joker leans forward, interested, as does Harley.

HARLEY: On the ladder?

Scarecrow takes a step forward.

SCARECROW: Yes, on the ladder.

Joker walks toward him.

JOKER: How did you do that?

Scarecrow is getting nervous again as the Joker is circling him.

SCARECROW: An enzyme that, um, stimulates the, uh, response to fear. I've been working on it for years.

Joker stops in front of him.

JOKER: So why are you here?

SCARECROW: Well, um, you saw for yourself what the gas did to Robin. Totally disabled him. Wouldn't you want to do that to Batman?

JOKER: You're right. How long does it last?

The Joker sits down and Scarecrow steps forward a little.

SCARECROW: Robin only got a small dose, so it would probably be worn off by now. But if either of them could come into topical contact with the dust, it might last three, four times as long. Days even.

Joker stands up again and gets in Scarecrow's face.

JOKER: What do you mean, 'Maybe'?

Scarecrow backs down again.

SCARECROW: Well, the duration depends on, ah, body chemistry and other things like that. Like his weight at least. I can estimate that at least, he would be affected for... thirteen hours.

Joker sits back down, satisfied.

JOKER: Thirteen hours... if he lives.

SCARECROW: Oh, the topical wouldn't kill him.

Joker looks at Scarecrow and laughs.

JOKER: No, but I would.


EXT. GOTHAM CITY - ALLEY ACROSS FROM HAPPY JACK TOY COMPANY

Barbera and Robin ride up to the alley and Robin stops the cycle. Robin turns to her.

ROBIN: You sure you want to do this?

She gets off of the cycle.

BARBERA: I have to.

She kisses him, sweetly.

BARBERA: Watch my back, Robin.

He nods as she walks away.

ROBIN: (whispers) Be careful.

She turns around and smiles at him again, waving, before turning back around and walking away.


EXT. HAPPY JACK TOY COMPANY

Barbera walks to the front of the building. Two large men step out of a long, black car and walk up to Barbera. She takes a deep breath tries not to be intimidated by them.

GOON #1: Right on time. You've got a little meeting with out boss.

He grabs her arm and leads her into the car.


EXT. GOTHAM CITY - ALLEY

Robin is sitting on the Redbird cycle, looking around the corner, watching what is going on with Barbera. He sees the car speed off and flips the visor on his helmet down, speeding after the car.


INT. JOKER'S CAR

Barbera is sitting in the back of the mini-limo, the goons sitting across from her.

GOON #2: Where's the Bat?

She narrows her eyes at him.

BARBERA: (casually) He's around.


EXT. GOTHAM CITY - A STREET

The black car wizzes by, followed not extremely far behind by the Redbird cycle.


INT. GOTHAM CITY FAIRGROUNDS - FUN HOUSE

All the lights are shut off and the only light in the building is the moonlight shining in through the cracks in the wall. It casts an eerie glow on everything in there. Especially on the gleam of the knives attached to many of the fun house attractions.


INT. GOTHAM CITY FAIRGROUNDS - OUTSIDE FUN HOUSE

Joker is standing outside the door with a goon or two, Harley, and Scarecrow, as another goon walks up.

JOKER: (to goon) Is everything set?

The goon nods. Joker smiles and turns to Scarecrow.

JOKER: You make your fear on the Bat. I'll make mine on Babs.

Joker walks away, his entourage following him. Scarecrow walks up beside him.

SCARECROW: How are you going to do that?

JOKER: The old-fashioned way. Just watch.


EXT. GOTHAM CITY FAIRGROUNDS - FRONT GATE

The black car pulls up and Barbera and the goons step out. The first goon grabs her arm again and leads her into the gate. After a few seconds more, Robin pulls up on the Redbird. He takes off his helmet, looks at the car, then looks after where Barbera and the goons went. He shakes his head.

ROBIN: You better know what you're doing.

He puts the helmet back on and rides past the gates.


INT. GOTHAM CITY FAIRGROUNDS - OUTSIDE FUN HOUSE

Barbera and the goons stop outside the fun house and they look at Barbera.

GOON #1: Go in.

She hesitates, then one of the goons pushes her. She walks in slowly, carefully.


INT. FUN HOUSE

Barbera walks in, the door slamming shut behind her. She looks around carefully, her eyes adjusting to the darkness. She looks around some more and she notices the moonlight shining on a knife blade. She screams softly as the lights come on in the fun house, one by one. Almost everything possible has a knife, razor blade, of some other sharp implement attached to it. She looks so scared that she is about to throw-up. Suddenly, from the speakers in the ceiling, the Joker's voice is heard.

JOKER (VO): (from speakers) Babs, nice to see you. How do you like the decor?

She is still looking at the knives, almost counting them in her head.

JOKER (VO): Well, it really doesn't matter what you think, I like it.

She looks up.

BARBERA: Okay, you've got me here. Where's my father?

JOKER (VO): You don't think I'd make it that easy, do you? He's at the other end of the fun house. All you have to do it make it there. Bye-bye.

The room is silent. Then Robin's voice speaks to her from a earpiece in Barbera's ear.

INTERCUT - ROBIN AND BARBERA CONVERSATION

Robin is sitting behind a bush, where he has hid the Redbird, talking into his wrist mic.

ROBIN: Check the wrist mic, Barbera.

She doesn't dare talk to him because she knows the Joker is watching, so she doesn't answer.

ROBIN: (worried) Are you alright? Are you there?

She doesn't answer.

ROBIN: Tap on the mic once for yes, twice for no.

She taps once on the mic. Robin breathes a sigh of relief.

ROBIN: Okay. Good. Is Joker watching you?

She taps three times.

ROBIN: Three? What does that mean?

She taps three times again.

ROBIN: Um, 'you don't know'. Does it mean 'you don't know' something?

She taps once.

ROBIN: Cool. Okay. Is Joker in the room with you?

She taps twice.

ROBIN: Where is he?

She taps three times.

ROBIN: Is your dad with you?

She taps twice.

ROBIN: Do you know where he is?

She rolls her eyes, taps twice and starts moving forward, cautiously. The lights go off again.

BARBERA: (yells) Crap!

Robin jumps up, hearing this.

ROBIN: Are you okay? Are you hurt? Is Joker there now? Say something!

She lifts her wrist a little. (The starred words are meant to be said louder, as a hint to Robin.)

BARBERA: *One* step *at a time*.

Robin doesn't understand what she's saying.

ROBIN: What?

BARBERA: Just take it *one* step *at a time*.

He catches on.

ROBIN: Okay, I get it. One question at a time?

She taps once.

ROBIN: Good. We make a pretty good team, don't we?

She taps twice.

ROBIN:Funny.

She taps once.

ROBIN: Are you okay?

She taps once.

ROBIN: Is Joker there now?

She taps twice.

ROBIN: But is he still watching you?

She taps three times.

ROBIN: Can't you tell me anything else, Barbera? Where are you?

She coughs and puts her hand up to her hair, talking into her wrist.

BARBERA: Hey, Joker! Can't you find someplace better than a *fun house* filled with *knives* to hide my father?

Robin smiles.

ROBIN: You are the best, Barbera!

She taps once and turns her wrist to face her again.

BARBERA: Hey, Joker! Do you want to be charitable and *help me out here*, maybe?

ROBIN: Was that a hint for me?

She taps once.

ROBIN: How?

BARBERA: Aren't you wondering something, Joker? *Where exactly is Batman*?

Robin hears this and hangs his head.

ROBIN: Barbera, we both know he's not coming.

She taps twice angrily.

ROBIN: I won't be able to get him.

She taps twice again.

ROBIN: I can try, but then I wouldn't be able to talk to you.

She doesn't say anything.

ROBIN: Is that what you want, Barbera?

She taps once. She waits for a second tap.

ROBIN: Are you sure you're not missing a tap?

She taps once.

ROBIN: Fine. Be careful.

She taps once and he clicks the mic off.


EXT. GOTHAM CITY FAIRGROUNDS

Dick is still sitting in the bush. He stands up and walks over to the Redbird and picks up a small microphone.

ROBIN: (into microphone) Alfred, come in. Alfred.

Alfred's voice comes over the speaker on the bike.

ALFRED (VO): Yes, Master Robin? Is Miss Barbera all right?

ROBIN: Not quite. But she really needs Batman.

ALFRED (VO): He asked not to be disturbed. Especially not for that.

ROBIN: Damn. See you.

Robin clicks the mic off and turns toward the fairgrounds.

ROBIN: Now, where was the fun house?

He turns back to the cycle and starts looking for his helmet as the two goons that 'escorted' Barbera to the fairgrounds come out of the gate and see Robin. One runs up to him, grabbing a steel pole from near the fence, and hits Robin over the head with it, just as he is turning around. Robin falls to the ground, unconscious, and the two goons drag him into the fairgrounds.


INT. FAIRGROUNDS - FUN HOUSE

Barbera has her wrist turned to her again and is yelling to the Joker.

BARBERA: Well, you must be wondering by now, *when is Batman coming* ?

She taps the wrist mic, furiously, trying to get a hold of Robin. Suddenly, the Joker's voice comes over the speakers again.

JOKER (VO): Just a little further and you can see daddy again, Babs.

She stops and looks up.

BARBERA: Will you stop calling me that!

She walks forward without thinking and her left leg and right arm hit sharp razor blades. She grabs her arm with her other arm.

BARBERA: Crap!

She bends down to look at the cut on her leg and realizes that Robin isn't on the other end, or he would have said something by now. She stands back up.

BARBERA: (to self) It's okay. He's okay, I'm okay. Everybody is okay.

She is calmed down a little and walks more, limping. She gets to the door, and all of the lights come on again and the doors open. She carefully walks through and sees the Joker standing next to her father, who is tied to a wheel (the kind that circus knife throwers throw knives at while it's spinning. The Joker has a blindfold on, but not over his eyes yet, and he is holding four knives.

JOKER: (to Barbera) Just in time for the main event, Babsy

He laughs uncontrollably. Harley steps out and puts her hands on the wheel, ready to spin.

JOKER: I should warn you, I've never done this before. Harley, spin the wheel.

He turns to Barbera.

JOKER: Unless you'd like to make a little switch.

She looks at Joker.

BARBERA: Take him down.

Joker laughs again.

JOKER: Do it, Harley.

She does and as Commissioner Gordon drops to the ground, Barbera runs over to him and gives him a big hug.

BARBERA: Daddy!

GORDON: (weakly) You shouldn't have come, Barbera.

Harley ties Barbera up to the wheel.

BARBERA: I had to, Daddy.

Harley walks out of the room, a smirk on her face.

BARBERA: And I'm not alone, either, Dad.

Joker turns around.

JOKER: Oh, you must mean Brat-boy. Oh, Harley!

Harley enters again, with Robin, who's arms are tied and mouth is gagged. Barbera's eyes pop open and she hangs her head.

BARBERA: (groans) No.

Joker begins to take his blindfold off.

JOKER: Actually, I think I'll leave the honors in this case to Guano-boy here.

He hands the blindfold to Harley, who blindfolds Robin and ungags him.

ROBIN: I'm sorry, Barbera.

BARBERA : (annoyed) I know.


EXT. GOTHAM CITY FAIRGROUNDS

The Redbird is lying in the bush it was before. Alfred's voice is heard coming from the radio.

ALFRED (VO): Master Robin, are you there? Master Robin? Come in, Master Robin.


INT. BATCAVE

Alfred puts the radio down and turns to Bruce, who is at the computer looking at the folders again.

ALFRED: Master Bruce, I cannot reach Master Robin.

BRUCE: He probably turned off the radio. Stop worrying, Alfred.

ALFRED: But I'm afraid that --

Bruce turns around.

BRUCE: (sternly) Dick can take care of himself, and so can Barbera. End of discussion, Alfred.

ALFRED: Yes, sir. I'll just keep to myself and tidy up upstairs.

Alfred leaves and Bruce turns back to the papers. He takes a disk out of Barbera's folder and slips it in the computer. The picture of Barbera as a five-year-old pops up on the screen. He presses a button and another picture comes up. This one is of young Barbera with an eighteen-year-old Bruce Wayne kneeling down to her, holding out his hand. The camera closes in on the picture and it starts to come to life in a flashback. Bruce hears himself talking to little Barbera.

YOUNG BRUCE (VO): Come on, Barbera. I'll take you to my house. We'll meet your dad there.

FLASHBACK - LIVING ROOM OF WAYNE MANOR AFTER FUNERAL

(NOTE: This scene should be shot in black-and-white)

The younger Bruce walks in, holding little Barbera hand, like a big brother. He sits her on the couch and stands up.

YOUNG BARBERA: Where did Mark and Diedre go?

He looks at her.

BRUCE: Didn't your mommy and daddy tell you?

She shakes her head. He sighs and kneels down to her, taking off his scarf.

YOUNG BRUCE: Mark and Diedre had to go away. They're in a happy place now.

She looks at him with absolute sincerity.

YOUNG BARBERA: Are they with your mommy and daddy, Bruce?

He looks at her and smiles, holding back tears.

YOUNG BRUCE: Yeah.

YOUNG BARBERA: Are they taking care of them?

He starts to cry.

YOUNG BRUCE: Yeah, my parents will take good care of Mark and Diedre.

He hugs the little girl.

YOUNG BARBERA: Bruce, why are you crying?

He lets, go of her, but still holds her by the shoulders, and looks directly at her.

YOUNG BRUCE: Barbera, as you grow up, you're going to find that a lot of people are going to let you down sometimes. I will never let you down, Remember that.

She nods.

YOUNG BARBERA: Okay. Why?

YOUNG BRUCE: Because we're two of a kind, Barbera. And people like us have to stick together, and watch out for each other.

She looks at him with that absolute sincerity again.

YOUNG BARBERA: But I'm only five. Who do I watch out for?

He leans close to her.

YOUNG BRUCE: (whispers confidentially) The mice.

She giggles.

YOUNG BRUCE: Especially the ones with wings.

She giggles even more, although she doesn't quite understand.

YOUNG BARBERA: Okay.

He leans back and smiles at her.

YOUNG BRUCE: Hey, Barbera. Do you know how to play hide-and-seek?

She nods enthusiastically.

YOUNG BARBERA: It's my favorite game.

YOUNG BRUCE: Mine, too! Alfred used to play it with me when I was your age. I don't know if he'd be up to it now, but I sure would.

She jumps up and laughs.

YOUNG BRUCE: You gotta be easy on me. I'm a little rusty.

She grabs his hand and starts running out of the room.

YOUNG BARBERA: Come on. Let's play!

BACK TO PRESENT DAY

The last words that Barbera said are still echoing over and over and Bruce sits looking at the picture still up on the computer screen. He sighs and wipes his face.

BRUCE: I must be going senile.

He gets up and walks into the suit room.


INT. FAIRGROUNDS - FUN HOUSE

Barbera is still on the wheel and two of the goons are holding Commissioner Gordon as Harley unties Robin's hands and Joker sticks the knives in them.

JOKER: Try anything funny, and you get to see Babs and dad die. Slowly, painfully, the whole nine yards, and you get to go next. Don't throw the knives, and the same thing happens. Have at it, Birdie-boy.

Joker steps back and Harley goes up to the wheel.

ROBIN: Barbera...

BARBERA: (authoritatively) Just do what he says.

Harley spins the wheel.

HARLEY: Throw it, Birdie!

He takes a gulp, throws the first knife and barely misses Harley.

HARLEY: Hey!

She walks up to him and slaps him.

HARLEY: Try again.

JOKER: It's all right, Harley. That was his practice throw.

He gulps, throws again and hits that target. Right between Barbera's left arm and the side of her stomach. She breathes in deeply and closes her eyes, about to throw up again. The Joker laughs hysterically as Robin throws the third knife. Barbera lets out a high-pitched squeal as the knife lands right next to her ear.

JOKER: Good job, boy. One would think you used to be a circus performer.

Robin takes another deep breath and throws the fourth and final knife. It is heading straight for her stomach, but right before it hits her, a Bat-a-rang comes out of nowhere, knocking the knife off of its path. Two others shoot by, slicing the ropes that hold Barbera tied up. She falls to the ground and unties her feet as everybody is stunned, looking in the direction where the Bat-a-rangs came from. Robin takes off his blindfold and looks over, too as does Barbera once she unties herself. The sounds of a fight can be heard outside and two goons are knocked into the room. Everybody realizes who it is.

ROBIN: Batman!

JOKER: Batman?

GORDON: Batman.

Barbera smiles, satisfied and runs over to her father. (The goons guarding him have run over to Joker, awaiting orders. She gets to her father and helps him up.

BARBERA: Come on. I know where you'll be safe.

He stands up and points a finger at her.

GORDON: (fatherly) Don't you ever scare me like that again, little girl.

BARBERA: I won't daddy. Let's go.

She walks him out of the fun house as Batman comes in. He looks around for Barbera.

BATMAN: (to Joker) Where is she?

Joker looks surprised.

JOKER: She should be---

He see that she is long gone.

JOKER: Damn! She got away again!

Robin laughs out loud. Joker looks at him, menacingly. Before he can attack Robin, Batman swings him around and picks him up.

BATMAN: You're going to Arkham for good.

Joker smiles abruptly.

JOKER: Wanna bet?

Joker slaps Batman in the face, leaving white powder behind. Batman coughs, drops Joker and Wipes the powder off of his face. Joker runs away and so does Harley.


EXT. FAIRGROUNDS

Barbera helps her father to the Batmobile, which is parked outside and surprisingly open.

GORDON: Think he'd have anything for a headache in there?

BARBERA: I bet he does.

She opens the passenger door and helps her father into it, then runs around to the other side and get in. She flips down the visor and finds a bunch of pill packets. She sees the aspirin packet and starts to take it, but then sees a sleeping pill packet. She takes a quick glance at her father and selects the sleeping pills. She opens the packets and hands the pills to her father.

BARBERA: Here, dad. Aspirin.

He swallows the pills and after a few seconds, falls asleep. Barbera kisses him on the forehead.

BARBERA: Sorry, dad.

She runs out of the car and over to the bushes on the far side of the fence. She takes the Batgirl suit out of the large compartment in the cycle and starts getting undressed, taking her shoes off.

BARBERA: Daddy, if you could see your little girl now.


INT. FAIRGROUNDS - FUN HOUSE

Robin helps Batman up.

ROBIN: Glad you decided to show up.

Batman sways a little and blinks as he stands up.

BATMAN: (distracted) Yeah.

Robin notices the swaying.

ROBIN: Are you all right?

Batman nods.

BATMAN: Yes. Let's go get him.

They run out after Joker and Harley.


INT. FAIRGROUNDS

Batman and Robin walk out of the fun house and into the fairgrounds, surprised to find it empty. Then suddenly, out of nowhere, several goons come and start attacking. Instead of fighting them, Batman runs from them, and behind Robin who is fighting his own group of goons.

ROBIN: What are you doing, Batman?

BATMAN: They're... bigger than they were before.

Robin fends off the last of the goons and turns to Batman.

ROBIN: Now you're afraid, too?

Before Batman can respond, Joker comes out from another attraction, walking toward the two crimefighters.

JOKER: Well, lookie-here. It's a fraidy- bat.

Harley comes up behind Robin and jumps on top of him.

ROBIN: This is not fair.

He flips her off of his back and stands over her. Her legs in the space between his.

HARLEY: (laughs) Not smart.

She wraps her ankles around his and knocks him to the ground. The she climbs on top of him. Batgirl runs up to see them in this position, and arches an eyebrow.

HARLEY: What would your girlfriend think if she saw you like this.

Batgirl steps up by Robin's head.

BATGIRL: She'd think that you just stepped over the line.

Batgirl kicks Harley off of Robin and he jumps up and looks at Batgirl in surprise.

ROBIN: You're my girlfriend now?

She cocks her head.

BATGIRL: Am I?

Harley comes up behind her and kicks her in the waist, going after Robin again. Still on the ground, Batgirl whips out her leg and kicks Harley in the back, knocking Harley onto Robin. He throws her off of him, into Batgirl, who is standing up again. Batgirl takes some rope from her belt and ties Harley up.

BATGIRL: Let me ask you a question: Why are you with the Joker?

HARLEY: (sarcastically) He treats me nice.

Batgirl gives her the evil eye and turns to Robin.

BATGIRL: What's Batman doing?

ROBIN: Probably laying an egg.

BARBERA: (confused) What?

He points to Batman, huddled in the corner.

BATGIRL: No. Not him, too?

Robin nods.

ROBIN: Yep, him too.

She rolls her eyes and out of the corner sees Joker running away.

BATGIRL: No!

She runs after him and Dick follows, pulling out a Bat-a-rang attached to a string. He shoots it and it catches the Joker around the waist. He pulls on the rope and Joker falls to the ground. Batgirl runs to him and as he tries to get up, she plants her foot on top of him, her stiletto heel pressed to his throat.

BATGIRL: You're not going anywhere.

Robin runs up to her and kicks Joker in the head, knocking him unconscious. Batgirl looks up at him, smiling.

BATGIRL: We did it. We do make a pretty good team.

Robin shrugs.

ROBIN: I always said we did.

She points a finger at him.

BATGIRL: See, that's you problem: the cocki---

He walks to her, puts an arm around her and kisses her, a kiss he's been waiting a week to give her. He lets go and she smiles at him.

BATGIRL: Cockiness. You take the Batmobile with Batman and I'll go on the Redbird.

ROBIN: (surprised) By yourself?

BATGIRL: Yes, by myself. I'm a big girl, didn't you know?

He laughs.

ROBIN: Yeah, I did. What about your dad?

BATGIRL: Bullock and Montoya will be here in ten minutes. *With* a Welcome Wagon from Arkham Asylum just for the Joker.

He looks at her in total, utter amazement.

ROBIN: Have I told you that you amaze me?

She starts to walk toward Batman.

BATGIRL: You ain't seen nothing yet. Come on. Let's get him out of here. Cops shouldn't see him like this.


EXT. FAIRGROUNDS

The Batmobile speeds off as Batgirl puts her regular clothes in the the compartment in the Redbird. Jim Gordon, who is sitting on the ground now that the Batmobile is gone, starts to wake up. Batgirl walks over to him. He wakes up and looks at her standing over him.

GORDON: Where's my daughter? Where's Barbera?

Batgirl smiles.

BATGIRL: She left in the Batmobile. I think they're taking her to Wayne Manor.

Gordon nods.

GORDON: That's good.

Three cop cars and a big white van from Arkham Asylum pull up. Bullock and Montoya step out of the first squad car and walk up to Batgirl.

MONTOYA: Where are they?

She points behind her.

BATGIRL: Tied up right outside the fun house.

Montoya signals to the Arkham guys and they walk in the gates, armed with straight jackets, and a few other cops, too. Batgirl walks over to the Redbird.

BULLOCK: Hey, Batgirl!

She turns around as Bullock walks up to her.

BULLOCK: I still don't like Batman, but thanks for saving the Commish.

BATGIRL: You're welcome.

She goes to the Redbird and gets on, riding away.


INT. BATCAVE

Batgirl rides up on the Redbird as Dick is sitting at the computer and Bruce is walking out of the suit storage room, toweling himself off. She opens the compartment on the Redbird.

BRUCE: Barbera...

She walks past him into the room, carrying her clothes. Bruce walks over to Dick.

BRUCE: I came. Why is she still mad at me?

Dick shrugs and touches his lips.

BRUCE: Didn't I tell her not to ride the Redbird alone?

Barbera walks out of the suit room and goes up to him. She is wrapping a bandage around around her right arm where she was cut. Blood is seeping through her jeans a little from the cut on her leg.

BARBERA: Yes, you did.

She kisses him on his cheek.

BARBERA: Thank you for keeping your promise.

She sits on Dick's lap.

BRUCE: Thank you for knocking some sense into me.

She smiles.

BARBERA: Well, we have to stick together. And you were the one who told me to watch out for the flying mice. I just realized what that meant.

She stands up.

BARBERA: As soon as my dad get to the station, he'll probably phone. I'd better go wait for his call.

She points to her jeans with the fresh blood stains.

BARBERA: And clean up.

She walks out, turning as she rounds the corner.

BARBERA: I knew you wouldn't let me down, Bruce.

She leaves and Bruce turns to Dick.

BRUCE: She's something, isn't she?

Dick leans back, laughing.

DICK: You can say that again.


INT. WAYNE MANOR - GUEST ROOM - DAY

Sunlight is streaming through the windows as Barbera is packing her stuff up. Dick knocks softly, then walks in.

DICK: Going back to L.A.? Deserting us now that it's all over?

She walks right up to him and whispers into his ear.

BARBERA: I'm moving into Layla's apartment on campus.

His eyes widen and he laughs.

BARBERA: As of tomorrow, I am a student of Gotham City University.

He hugs her, picks her up and swings her around, setting her down very gently. He kisses her again.

BARBERA: I think I'm going to like it here. Costumed freaks or not.


EXT. GOTHAM CITY - SKYLINE

Above the skyline, the Bat-signal is waving across the sky.


INT. BATCAVE

Batman hops into the Batmobile and speeds off as Batgirl and Robin walk out of the suit storage room. Robin goes over to the Redbird and gets on.

ROBIN: You ready?

She walks over to a large dome sticking up from the ground. The dome swivels around to reveal the Pretty Lady, a smaller version of the Batmobile, more stylized, in purple chrome. It fits Batgirl's personality perfectly. Robin rides the Redbird up to her and nods to the Pretty Lady.

ROBIN: Are you sure you can handle that?

She gets in.

BATGIRL: Or course, remember, I'm not a rookie anymore.

She speeds of, the Redbird following close behind. They fade out of view as the end credits roll.




THE END