THE DARK KNIGHT


Written by

Jonathan Nolan & Christopher Nolan



Story by

Christopher Nolan & David S. Goyer


Batman created by

Bob Kane





BURNING. Massive flames. A dark shape emerges- The BAT
SYMBOL. Growing. Filling the screen with BLACKNESS.

CUT TO:
DAYLIGHT. Moving over the towers of downtown Gotham...
Closing in on an office building... On a large window...
Which SHATTERS to reveal-

INT. OFFICE, HIGH RISE -- DAY

A man in a CLOWN MASK holding a SMOKING SILENCED PISTOL
ejects a shell casing. This is DOPEY. He turns to a second
man, HAPPY, also in clown mask, who steps forward with a
CABLE LAUNCHER, aims at a lower roof across the street and
FIRES a cable across. Dopey secures the line to an I-beam
line- CLAMP on- sends a KIT BAG out then steps OUT the
window...

EXT. HIGH-RISE -- DAY

...into space. The men SLIDE across the DIZZYING DROP...
landing on the lower roof across the street.

EXT. DOWNTOWN GOTHAM -- DAY

A MAN on the corner, back to us, holding a CLOWN MASK. An
SUV pulls up. The man gets in, puts on his mask. Inside the
car- two other men wearing CLOWN MASKS.

GRUMPY
Three of a kind. Let's do this.
One of the Clowns looks up from loading his automatic weapon.

CHUCKLES
That's it? Three guys?

GRUMPY
There's two on the roof. Every guy
is an extra share. Five shares is
plenty.

CHUCKLES
Six shares. Don't forget the guy who
planned the job.

GRUMPY
Yeah? He thinks he can sit it out
and still take a slice then I get why
they call him the Joker.
Grumpy cocks his weapon. Bozo pulls the car over in front of
the GOTHAM FIRST NATIONAL BANK.



2.





EXT. ROOFTOP, BANK -- CONTINUOUS

Dopey PRIES open an access panel-

HAPPY
Why do they call him the Joker?

DOPEY
I heard he wears make-up.

HAPPY
Make-up?
Dopey pulls out thick bundles of blue CAT 5 cables.

DOPEY
Yeah. To scare people. War paint.

EXT. BANK -- CONTINUOUS

Grumpy, Chuckles and Bozo get out of the car and march into
the bank CARRYING ASSAULT RIFLES-

INT. BANK -- DAY

The Security Guard looks up- Grumpy FIRES into the ceiling.
Customers SCREAM. Chuckles CRACKS the Security Guard.
As Grumpy and Bozo round up the hostages, one of the TELLERS
presses a button mounted beneath her window- a SILENT ALARM.

EXT. ROOFTOP -- DAY

Dopey watches the alarm PING his handheld.

DOPEY
Here comes the silent alarm.
(touches a button)
And there it goes. That's funny. It
didn't dial out to 911- it was
trying to reach a private number.
Behind him, Happy RAISES his silenced HANDGUN.

HAPPY
Is it a problem?

DOPEY
No, no. I'm done here.
Happy SHOOTS. Dopey SLUMPS. Happy picks up his bag and
FORCES OPEN the roof access door...

INT. STAIRWELL, BANK -- DAY

...and speeds down the stairs, to the basement. He SLAMS
open the door...



3.





INT. VAULT ROOM, BANK -- DAY

...and comes face to face with a huge VAULT.

INT. LOBBY, BANK -- DAY

Bozo and Grumpy move down the line of hostages- Bozo hands
each Hostage OBJECTS from a bag. A GRENADE. Grumpy follows,

PULLING THE PINS.

GRUMPY
Obviously, we don't want you doing
anything with your hands other than
holding on for dear life.
BLAM. Chuckles is BLOWN OFF HIS FEET- Grumpy and Bozo DIVE
for cover- the Bank Manager steps out of his office, SHOTGUN
in hand. Hostages SCRAMBLE, CLINGING their grenades...

INT. VAULT ROOM, BANK -- DAY

Happy CLAMPS a DRILL to the vault- the bit SPINS- SLIDES into
the metal door- a BOLT of ELECTRICITY RIPS THROUGH THE DRILL,

THROWING HAPPY TO THE FLOOR-

INT. LOBBY, BANK -- DAY

Grumpy and Bozo cower as the Bank Manager FIRES again.

GRUMPY
He's got three left?
Bozo raises TWO fingers. Grumpy squeezes off a SHOT. The
Bank Manager FIRES. FIRES again. Grumpy looks at Bozo, who
nods. Grumpy JUMPS UP.
The Bank Manager FIRES- Grumpy GRUNTS as buckshot CLIPS his
shoulder. FALLS. The Bank Manager moves in for the kill,
FUMBLING for new shells. Bozo STANDS- SHOOTS him.
Bozo picks up the shotgun. Grumpy checks his wound- it's
superficial. He struggles to his feet.

GRUMPY
Where'd you learn to count?!
Bozo's mask stares him down. Grumpy heads for the stairs in
the back. Bozo starts loading fresh shells into the shotgun.

BANK MANAGER
You have any idea who you're stealing
from? You and your friends are dead.
Bozo looks down at him. Says nothing.



4.





INT. VAULT ROOM, BANK -- DAY

Happy at the vault door, barefoot, turning the tumblers with
hands stuffed into his SNEAKERS. Grumpy walks in.

HAPPY
They wired this thing up with 5,000
volts. What kind of bank does that?

GRUMPY
A mob bank. Guess the Joker's as
crazy as they say.
Happy shrugs. Grips the WHEEL BOLT and SPINS it.

GRUMPY
Where's the alarm guy?

HAPPY
Boss told me when the guy was done I
should take him out. One less share.

GRUMPY
Funny, he told me something
similar...
Happy FREEZES. The wheel SPINS to a STOP- the vault DOOR
CLUNKS OPEN- Happy GRABS for his weapon- SPINS to see Grumpy
SHOOT. Grumpy steps over Happy into the vault...

INT. VAULT, BANK -- DAY

...which is filled with an eight-foot MOUNTAIN OF CASH.

INT. LOBBY, BANK -- DAY

Grumpy walks into the lobby, straining under several DUFFELS
filled with cash. He DUMPS them. Looks at Bozo. LAUGHS.

GRUMPY
C'mon, there's a lot to carry...

INT. LOBBY, BANK -- DAY

Bozo walks back into the lobby with two more DUFFELS. Sets
them down on an ENORMOUS PILE. Grumpy looks at it.

GRUMPY
If this guy was so smart he would
have had us bring a bigger car.
Grumpy JABS his pistol in Bozo's back. Takes his weapon.

GRUMPY
I'm betting the Joker told you to
kill me soon as we loaded the cash.



5.





BOZO
(shakes head)
No. I kill the bus driver.

GRUMPY
Bus driver? What bus-
Bozo steps backwards. SMASH. Hostages SCREAM as the TAIL
END OF A YELLOW SCHOOL BUS ROCKETS through the front of the
bank, SLAMMING Grumpy into the teller's window.
Bozo picks up Grumpy's weapon. Another clown OPENS the rear
door of the bus. Bozo SHOOTS him. Then loads the bags onto
the bus. The wounded Bank Manager watches him. In the
distance: SIRENS.

BANK MANAGER
Think you're smart, huh? Well, the
guy who hired you's just do the same
to you...
Bozo slowly shakes his head.

BANK MANAGER
Sure he will. Criminals in this town
used to believe in things...
Bozo turns back to the Bank Manager. Crouches over him.

BANK MANAGER
Honor. Respect. What do you
believe, huh? What do you bel-
Joker slides a GRENADE into the man's mouth. A PURPLE THREAD
is knotted around the pin.

THE JOKER
I believe that what doesn't kill
you...
Bozo PULLS off his MASK. The Bank Manager GASPS. In the
reflections of the glass DEBRIS behind the Bank Manager we
see GLIMPSES of a SCARRED MOUTH and CLOWN MAKEUP. THE JOKER.

THE JOKER
...simply makes you stranger.
The Bank Manager's eyes go wide. The Joker rises, strolls
towards the bus, the purple thread attached to the grenade
pin UNRAVELLING FROM THE PURPLE LINING of his jacket as he
walks. The Joker climbs into the bus, SHUTS the rear door,

TRAPPING THE PURPLE THREAD...

EXT. SCHOOL, GOTHAM -- DAY

Kids pour out, heading onto a long line of school buses.



6.





INT. BANK -- CONTINUOUS

As the bus pulls out, the purple thread PULLS THE PIN-
hostages scream and scurry away from the Bank Manager, who
shakes with fear as, with a FIZZ, the grenade does not
explode, but SPEWS RED SMOKE.

EXT. BANK -- DAY

The School Bus pulls free of the Bank wall and pulls out onto
the street, SLIDING INTO THE LINE OF IDENTICAL BUSES HEADING
PAST THE BANK. The buses trundle past COP CARS racing up the
street... and we-

CUT TO:

EXT. MOVING OVER GOTHAM -- NIGHT

From the top of a brick building a SHAFT OF LIGHT comes on.

EXT. VARIOUS LOCATIONS -- CONTINUOUS

A PATROLMAN looks up at the BAT-SIGNAL. Smiles. A DEALER
standing beside a car spots the signal. Steps back.

DEALER
No, man. I don't like it tonight.

BUYER
What're you, superstitious? You got
more chance of winning the powerball
than running into him...

INT. MAJOR CRIMES UNIT, GOTHAM CENTRAL -- NIGHT

DETECTIVE RAMIREZ, female, rookie detective, 30's, makes
coffee, watching a news show on the television.
ON SCREEN: The host, MIKE ENGEL, lays into the MAYOR.

ENGEL
Mr Mayor, you were elected on a
campaign to clean up the city... when
are you going to start?

MAYOR
Well, Mike-

ENGEL
Like this so-called Batman- a lot of
people say he's doing some good
that criminals are running scared...
but I say NO. What kind of hero
needs to wear a mask? You don't let
vigilantes run around breaking the
law... where does it end?

(MOR E)



7.
ENG EL (cont'd)
Yet, we hear rumors that instead of
trying to arrest him the cops are
using him to do their dirty work.

MAYOR
I'm told our men in the Major Crimes
Unit are close to an arrest.

RAMIREZ
Hey, Wuertz- the Mayor says you're
closing in on the Batman.
WUERTZ looks up, listless. Crumples up a paper.

WUERTZ
The investigation is ongoing.
He throws the paper at the trash. It rebounds off a board
headed 'BATMAN: SUSPECTS.' Lined with pictures: Abraham
Lincoln. Elvis. The Abominable Snowman.

EXT. ROOFTOP, MAJOR CRIMES UNIT -- NIGHT

Ramirez comes out onto the roof. LIEUTENANT GORDON sits by a
SEARCHLIGHT. She hands Gordon a cup of coffee.

RAMIREZ
Ever intending to see your wife
again, Lieutenant?

GORDON
I thought you had to go look after
your mother, detective.

RAMIREZ
They checked her back into hospital.

GORDON
I'm sorry.

RAMIREZ
(making light)
Least there she's got someone round
the clock. Unlike your wife.
(looks at bat-signal)
He hasn't shown?
Gordon gets up. Looks into the sky at the bat-signal.

GORDON
Often doesn't. But I like reminding
everybody that he's out there.

RAMIREZ
Why wouldn't he come?

GORDON
Hopefully... Because he's busy.



8.





EXT. PARKING GARAGE -- NIGHT

Two black SUV's pull onto the top floor. A large man emerges-
the CHECHEN. A BODYGUARD points at the sky. The Chechen
peers up at the BAT-SIGNAL. Shrugs.

CHECHEN
That's why we bring dogs.
BODYGUARD 2 opens the back door- three enormous ROTWEILERS
emerge, GROWLING. The Chechen crouches, KISSING the dogs.

CHECHEN
My little princes...
(to bodyguards)
The Batman's invisible to you
fools... but my little princes...
they can find human meat in complete
darkness.
The Chechen moves to the second SUV, reaches in and DRAGS out
a skinny, wild-eyed JUNKIE by his hair.

JUNKIE
(babbling)
No! No get 'em off me! Off me!
The Chechen drags the Junkie towards a battered white van.
The van's REAR DOORS OPEN... two armed THUGS emerge, carrying
BARRELS... a third hovers in the dark interior.

CHECHEN
Look! Look what your drugs did to my
customers!

VOICE (O.S.)
Buyer beware...
The figure emerges: SCARECROW. Wearing his mask.

SCARECROW
I told your man my compound would
take you places. I never said they'd
be places you wanted to go.

CHECHEN
My business is repeat customers.

SCARECROW
If you don't like what I have to
offer, buy from someone else.
Assuming Batman left anyone else to
buy from.
The Chechen frowns. THE DOGS START BARKING.



9.





BODYGUARD
(nervous)
He's here.
A BURLY THUG at the periphery is suddenly SUCKED into the
darkness. In his place a shadow straightens, revealing
POINTED BAT-EARS against the glittering skyline.

CHECHEN
Come on, sonofbitch- my dogs are
hungry, pity there's only one of
you...
A BODYGUARD to the side DISAPPEARS with a scream, and a
SECOND BAT-SHADOW appears.
The Chechen looks taken aback. Three more BAT-SHADOWS
appear... even the dogs stop growling.
BOOM! A hole appears in the SUV next to the Chechen. The
first bat-shadow steps into the light carrying a SHOTGUN.
CHAOS as men scatter and the rooftop erupts in GUNFIRE. The
Chechen TURNS as he hears one of his men SCREAM.

CHECHEN (CONT'D)
Loose the dogs!
A Bodyguard releases the DOGS- they RACE, SALIVATING, into
the darkness...
The Dogs RACE towards a Bat-Shadow- the first dog LEAPS, gets
its JAWS around the Bat-Shadow's throat...
Scarecrow ducks behind the van- holes PUNCHED in the side by
shotgun blasts right behind him. He starts to climb into the
driver's seat-
The muzzle of a shotgun is pressed to the back of his head- a
bat-shadow is behind him- he SPRAYS him with FEAR TOXIN- the
bat-shadow collapses to the ground, SCREAMING. The Cechnyan,
cowering from gunfire, looks down at him.

SCARECROW
Not the real thing.

CHECHEN
How you know?

SCARECROW
We're old friends.
A HUGE BLACK SHAPE SLAMS down onto a row of parked cars. The

BATMOBILE.

SCARECROW
That's more like it.



10.




The Chechen's men BLAST away at the front of the car: the
bullets SPARK off its monstrous surface harmlessly...

INT. BATMOBILE -- CONTINUOUS

The cockpit is EMPTY. One of the screens reads "LOITER".
The shooting STOPS. The screen switches to "INTIMIDATE"

EXT. PARKING GARAGE -- CONTINUOUS

The men STARE at the Batmobile for a quiet moment... BOOM!
The Batmobile CANNONS blast cars all around the men-
A bat-shadow lines up his shotgun on a running bodyguard-
CLUNK- a BLACK GAUNTLET grasps the barrel and BENDS it
upwards with a HOWL of tortured steel- the bat-shadow looks
into the face of the Batman. The REAL BATMAN.
The Bat-shadow STUMBLES BACKWARDS in terror, leaving the bent
shotgun in Batman's hand. Batman OPENS his hand, revealing a
PNEUMATIC MANGLE hidden in his palm-
Batman bears down on the dogs mauling another bat-shadow-
DRAWS his GRAPPLING GUN and SHOOTS his grapple into the fake
Batman's leg and RIPS him from the dogs, one dog HANGING ON
as Batman pulls the unconscious man away... the Chechen RUNS
down the ramp towards the exit...
As Batman KICKS the dog off the fake Batman- the Chechen gets
into his SUV- another dog LOCKS ITS JAWS around Batman's
forearm, RIPPING, TEARING- Batman SWINGS THE DOG OVER HIS
HEAD- SMASHES it against the ground- its jaws OPEN...
Batman rises, an engine RACES behind him- he can't turn in
time- BLAM- he's SLAMMED sideways by the speeding van.

INT. VAN -- CONTINUOUS

Scarecrow, driving, NODS at him and hits the gas... Batman
raises his hand, revealing his jointed mangle and pistons.
The mangle STRAIGHTENS and ROTATES from his palm to the knife
edge of his opened hand...
Batman CHOPS straight through the windshield- pulls his hand
out and CHOPS again- the mangle gets STUCK- Scarecrow steers
towards a column...

EXT. PARKING GARAGE -- CONTINUOUS

Batman can't free himself- he turns a dial on his forearm
piston- EXPLOSIVE BOLTS blow, freeing his gauntlet from the
mangle- he ROLLS free of the van as it SCRAPES the column and
barrels down the circular exit ramp.
Batman rises. A phony batman lying on the ground watches as
Batman climbs up to the edge of the ten-story corkscrew ramp
and stands there, waiting for something.



11.




After a moment he JUMPS... and falls... ten stories...
He's about to hit the exit ramp- the van appears- his cape
POPS OPEN- he SLAMS into the roof, CRUSHING the cab.

EXT. ROOFTOP, PARKING GARAGE -- MOMENTS LATER

The Chechen's men are lined up against the wall, bound with
zip-ties. So are the fake batmen. Batman DUMPS Scarecrow
next to the three "Batmen", RIPS his mask off.

"BATMAN"
We're trying to help you!

BATMAN
I don't need help.

SCARECROW
Not my diagnosis.
Batman silences Scarecrow with his boot. Turns to "Batman"

BATMAN
Don't let me find you out here again.
Batman moves towards the Batmobile.

"BATMAN"
You need us! There's only one of you-
it's war out here!
Batman gets into the Batmobile.

"BATMAN"
What gives you the right?! What's
the difference between you and me?!
As the Canopy hisses shut-

BATMAN
I'm not wearing hockey pads.
The "Batman" looks down at his makeshift costume as the
Batmobile ROARS past.

EXT. BANK -- NIGHT

LIEUTENANT GORDON ducks the barrage of SHOUTED QUESTIONS from
press and picks his way into the lobby of the bank.

INT. LOBBY, BANK -- NIGHT

FORENSIC SPECIALISTS work the room. Ramirez hands Gordon
PRINTS- indicates the surveillance cameras.

RAMIREZ
He can't resist showing us his face.



12.




Gordon looks at the grainy blow-up of THE JOKER'S FACE:
sweating clown makeup plastered thick around the mouth.

GORDON
Put this out, by morning we can put a
big top over central holding and
sell tickets. What's he hiding under
that makeup?
Gordon approaches a FORENSIC PHOTOGRAPHER shooting Grumpy's
body. Gordon crouches to look at his clown mask. Batman
steps from the shadows. Gordon nods at Ramirez.

RAMIREZ
Give us a minute, please, people!
The Forensic team and Ramirez leave. Gordon hands Batman the
blow-up of the Joker.

BATMAN
Him again. Who are the others?

GORDON
Another bunch of small timers.
Batman pulls a DEVICE from his belt- moves to the bundles of
cash scattered near the clown's body. The device PINGS.
Batman picks up a BUNDLE. Hands it to Gordon.

BATMAN
Some of the marked bills I gave you.

GORDON
My detectives have been making drug
buys with them for weeks. This bank
was another drop for the mob. That
makes five banks- we've found the
bulk of their dirty cash.

BATMAN
Time to move in.
Gordon waves the photo.

GORDON
What about this Joker guy?

BATMAN
One man or the entire mob? He can
wait.

GORDON
We'll have to hit all banks
simultaneously. SWAT teams, backup.
Gordon holds up the bundle of banknotes.



13.





GORDON
When the new DA gets wind of this,
he'll want in.

BATMAN
Do you trust him?

GORDON
Be hard to keep him out.
Gordon bags the cash.

GORDON
I hear he's as stubborn as you.
But Batman is already gone.

INT. WAYNE PENTHOUSE -- MORNING

Alfred walks past soaring downtown views as he carries a
breakfast tray through the vast, empty penthouse. He stops,
looking at a still-made bed. Alfred sighs, turns.

EXT. RAIL YARDS -- MORNING

Alfred gets out of the Rolls carrying a thermos. He walks
towards a RAILWAY BRIDGE, stops at a FREIGHT CONTAINER
sitting, lopsided, on blocks. Alfred unlocks the RUSTY
PADLOCK AND CHAIN. Steps inside.

INT. FREIGHT CONTAINER -- CONTINUOUS

Alfred FUMBLES in the dark- bangs his elbow- A HISS as the
FLOOR LOWERS... Alfred sinks down into...

INT. BAT-BUNKER -- CONTINUOUS

The container floor lowers on a giant PISTON. Alfred steps
off into a large, LOW-CEILINGED CONCRETE CHAMBER. The
Batmobile sits in the middle. Machines- 3d printers, power
tools- dot the high-tech space. At one end, Wayne sits at a
bank of monitors watching CCTV footage of the bank robbery.

ALFRED
Be nice when Wayne Manor's rebuilt
and you can swap not sleeping in a
penthouse for not sleeping in a
mansion.
Alfred places a cup of coffee in front of Wayne, who is
STITCHING up a cut on his arm.

ALFRED (CONT'D)
(takes needle)
When you stitch yourself up you make
a bloody mess.



14.





WAYNE
But I learn from my mistakes.

ALFRED
You ought to be pretty knowledgeable
by now, then.

WAYNE
My armor... I'm carrying too much
weight- I need to be faster.

ALFRED
I'm sure Mr.Fox can oblige.
(looks at wound)
Did you get mauled by a tiger?

WAYNE
A dog.
(off look)
A big dog. There were more copycats
last night, Alfred. With guns.

ALFRED
Perhaps you could hire some of them
and take weekends off.

WAYNE
This wasn't exactly what I had in
mind when I said I wanted to inspire
people.

ALFRED
I know. But things are improving.
Look at the new District Attorney...
Wayne indicates a monitor: a handsome MAN in a suit.

WAYNE
I am. Closely. I need to know if he
can be trusted.
Alfred looks at other images- the D.A. at a meeting.
Campaigning. Helping someone out of a cab: RACHEL.

ALFRED
Are you interested in his
character... or his social circle?

WAYNE
Who Rachel spends her time with is
her business.

ALFRED
Well, I trust you're not following me
on my day off.

WAYNE
If you ever took one, I might.



15.




Alfred bites the thread. Examines his stitches. Looks at
the SCARS criss-crossing Wayne's shoulders.

ALFRED
Know your limits, Master Wayne.

WAYNE
Batman has no limits.

ALFRED
Well, you do, sir.

WAYNE
I can't afford to know them.

ALFRED
And what happens the day you find
out?

WAYNE
We all know how much you like to say
'I told you so'.

ALFRED
That day, Master Wayne, even I won't
want to. Probably.

INT. COURTROOM, SUPERIOR COURT -- DAY

HARVEY DENT bursts into the courtroom. Assistant D.A. RACHEL
DAWES, look up, ANNOYED.

DENT
Sorry I'm late, folks.
Rachel leans in to Dent, speaking under her breath.

RACHEL
Where were you?

DENT
Worried you'd have to step up?

RACHEL
I know the briefs backwards.
Dent pulls a large silver dollar out of his pocket. Grins.

DENT
Well, then, fair's fair: heads, I'll
take it. Tails, he's all yours.
Dent FLIPS. Shows it to Rachel- heads.

RACHEL
You're flipping coins to see who
leads?



16.





DENT
My father's lucky coin. As I recall,
it got me my first date with you.

RACHEL
I'm serious, Harvey, you don't leave
things like this to chance.

DENT
I don't.
(sincere)
I make my own luck.
Dent looks across at the defendant- SAL MARONI.

MARONI
I thought the DA just played golf
with the Mayor, things like that.

DENT
Tee-off's 1:30. More than enough
time to put you away for life, Sally.
The BAILIFFS lead a THIN MAN into the witness box. ROSSI.

INT. COURTROOM, SUPERIOR COURT -- DAY

Rossi takes a SIP of water. Dent works the room.

DENT
With Carmine Falcone in Arkham,
someone must've stepped up to run the
so-called family.
(Rossi nods)
Is this man in the courtroom today?
(Rossi nods again)
Could you identify him for us,
please?
Dent turns to Maroni, who is poker-faced. Dent smiles.

ROSSI
You win, counselor. It was me.
Dent's smile disappears. He turns back to Rossi.

DENT
I've got a sworn statement from you
that this man, Salvatore Maroni, is
the new head of the Falcone crime
family.

ROSSI
Maroni? He's a fall guy. I'm the
brains of the organization.
LAUGHS from the gallery. Dent turns to the JUDGE.



17.





DENT
Permission to treat the witness as
hostile?

ROSSI
Hostile? I'll show you hostile.
Rossi JUMPS UP, points a GUN at Dent's face. SCREAMS from
the gallery. Rossi PULLS the TRIGGER- the gun MISFIRES with
a POP. Dent steps forward, grabs the GUN- DECKS Rossi with a
RIGHT CROSS- unloads the GUN and sets it down in front of
Maroni.

DENT
Ceramic 28 caliber. Made in China.
If you want to kill a public servant,
Mr. Maroni, I recommend you buy
American.
Everyone STARES, open-mouthed, as Dent adjusts his tie. The
Bailiffs are wrestling Rossi from the box-

DENT (CONT'D)
But, your honor, I'm not done...

INT. LOBBY, DENT'S OFFICE, DA'S -- DAY

Rachel, excited, leads Dent through the lobby.

RACHEL
We'll never link the gun to Maroni,
so we can't charge him, but I'll tell
you one thing- the fact they tried to
kill you means we're getting to them.

DENT
Glad you're so pleased, Rachel. I'm
fine by the way.
Rachel turns to Dent. Smooths his lapels.

RACHEL
Harvey, you're Gotham's D.A.- if
you're not getting shot at, you're
not doing your job.
(smiles)
'Course if you said you were rattled
we could take the rest of the day...

DENT
Can't. I dragged the head of the
Major Crimes Unit down here.

RACHEL
Jim Gordon? He's a friend- try to be
nice.



18.





INT. DENT'S OFFICE -- DAY

Gordon stands as Dent enters. The two men shake.

GORDON
Word is you've got a hell of a right
cross. Shame Sal's going to walk.

DENT
Well, good thing about the mob is
they keep giving you second chances.
Dent picks up a bundle of bills from the heist.

DENT
Lightly irradiated bills. Fancy
stuff for a city cop. Have help?

GORDON
We liaise with various agencies-

DENT
Save it, Gordon. I want to meet him.

GORDON
Official policy is to arrest the
vigilante known as Batman on sight.

DENT
And that flood light on top of

M.C.U.?

GORDON
If you have any concerns about...
malfunctioning equipment... take them
up with maintenance, counselor.
Dent tosses the bills back onto his desk. Annoyed.

DENT
I've put every known money launderer
in Gotham behind bars. But the mob
is still getting its money out. I
think you and your "friend" have
found the last game in town and
you're trying to hit 'em where it
hurts: their wallets. Bold. You
gonna count me in?

GORDON
In this town, the fewer people know
something, the safer the operation.

DENT
Gordon, I don't like that you've got
your own special unit, and I don't
like that it's full of cops I
investigated at internal affairs.



19.





GORDON
If I didn't work with cops you'd
investigated while you were making
your name at I.A.- I'd be working
alone. I don't get political points
for being an idealist- I have to do
the best I can with what I have.
Dent looks at Gordon. Considering how to proceed.

DENT
You want me to back warrants for
search and seizure on five banks
without telling me who we're after?

GORDON
I can give you the names of the
banks.

DENT
Well, that's a start. I'll get you
your warrants. But I want your
trust.

GORDON
(rises)
You don't have to sell me, Dent. We
all know you're Gotham's white
knight.

DENT
(grins)
I hear they've got a different
nickname for me down at M.C.U..
Gordon smiles.

INT. BOARDROOM, WAYNE ENTERPRISES -- DAY

LUCIUS FOX, CEO of Wayne Enterprises, and the board listen to
LAU, 40s, CEO of L.S.I. Holdings.

LAU
In China L.S.I. Holdings stands for
dynamic new growth. A joint Chinese
venture with Wayne Enterprises will
be a powerhouse.

FOX
Well, Mr.Lau, I speak for the rest of
the board, and Mr.Wayne, in
expressing our own excitement...
The Chinese look to the head of the table: Wayne, ASLEEP.



20.





INT. HALLWAY, WAYNE ENTERPRISES -- DAY

Fox shows Lau to the elevator. He's joined by, REESE, 30s,
an ambitious M and A consultant lawyer.

LAU
It's OK, Mr.Fox. Everyone knows who
really runs Wayne Enterprises.

FOX
We'll be in touch as soon as our
people have wrapped up the diligence.
The elevator doors close. Reese frowns.

REESE
Sir, I know Mr.Wayne's curious how
his trust fund gets replenished but
frankly... it's embarrassing.
Fox heads for his office, Reese in tow.

FOX
You worry about the diligence, Mr.
Reese. I'll worry about Bruce Wayne.

REESE
It's done- the numbers are solid.

FOX
(smiles)
Do it again. Wouldn't want the trust
fund to run out, would we?

INT. BOARDROOM, WAYNE ENTERPRISES -- CONTINUOUS

Wayne is standing by the window.

FOX
Another long night?
(Wayne smiles)
This joint venture was your idea, and
the consultants love it, but I'm not
convinced. L.S.I.'s grown 8 percent
annually, like clockwork. They must
have a revenue stream that's off the
books. Maybe even illegal.

WAYNE
OK. Cancel the deal.

FOX
(looks at Wayne)
You already knew.

WAYNE
I needed a closer look at their
books.



21.




Fox looks at Wayne. Wry.

FOX
Anything else you can trouble me for?

WAYNE
I need a new suit.

FOX
(looks him over)
Three buttons is a little nineties.

WAYNE
I'm not talking about fashion,
Mr.Fox, so much as function.
Wayne pulls some diagrams. Fox looks them over.

FOX
You want to be able to turn your
head?

WAYNE
Sure make backing out of the driveway
easier.

FOX
I'll see what I can do.

INT. RESTAURANT -- NIGHT

Rachel and Dent at a table. Dent looks a little intimidated
by the surroundings.

DENT
It took three weeks to get a
reservation and I had to tell them I
worked for the government.

RACHEL
Really?

DENT
This city health inspector's not
afraid to pull strings.
Rachel smiles. Then, over Dent's shoulder, she sees Wayne
enter, accompanied by a beautiful woman.

DENT
What?

WAYNE
Rachel! Fancy that.

RACHEL
Yes, Bruce. Fancy that.



22.





WAYNE
Rachel, Natascha. Natascha, Rachel.

NATASCHA
(Russian accent)
Hello.

DENT
The famous Bruce Wayne. Rachel's
told me everything about you.

WAYNE
I certainly hope not.

RACHEL
Bruce, this is Harvey Dent.

WAYNE
Let's put a couple tables together.

DENT
I don't know if they'll let us-

WAYNE
They should! I own the place.

RACHEL
For how long? About three weeks?

WAYNE
How'd you know?

RACHEL
Natascha, aren't you...?

WAYNE
Prima ballerina for the Moscow
Ballet.

RACHEL
Harvey's taking me next week.

WAYNE
You're into ballet, Harvey?

RACHEL
No. He knows I am.
An extra table arrives.

INT. SAME -- LATER

They finish up dinner.

NATASCHA
No, come on- how could you want to
raise children in a city like this?



23.





WAYNE
I was raised here. I turned out OK.

DENT
Is Wayne Manor in the city limits?
Rachel gives Dent a withering look.

WAYNE
The Palisades? Sure. You know, as
our new D.A. you might want to figure
out where your jurisdiction ends.

NATASCHA
I'm talking about the kind of city
that idolizes a masked vigilante...

DENT
Gotham's proud of an ordinary man
standing up for what's right.

NATASCHA
Gotham needs heroes like you- elected
officials, not a man who thinks he's
above the law.

WAYNE
Exactly. Who appointed the Batman?

DENT
We did. All of us who stood by and
let scum take control of our city.
Wayne watches Dent. Sees his passion.

NATASCHA
But this is a democracy, Harvey.

DENT
When their enemies were at the gate,
the Romans would suspend democracy
and appoint one man to protect the
city. It wasn't considered an honor.
It was considered public service.

RACHEL
And the last man they asked to
protect the republic was named
Caesar. He never gave up that power.

DENT
Well, I guess you either die a hero
or you live long enough to see
yourself become the villain. Look,
whoever the Batman is, he doesn't
want to spend the rest of his life
doing this. How could he?

(MOR E)



24.
DEN T (cont'd)
~Batman's looking for someone to take
up his mantle.

NATASCHA
Someone like you, Mr.Dent?

DENT
Maybe. If I'm up to it.
Natascha reaches up and covers the top half of Dent's face.

NATASCHA
But what if Harvey Dent is the caped
crusader?

DENT
If I were sneaking out every night
someone would've noticed by now.
Dent takes Rachel's hand. Rachel glances at Wayne. Awkward.

WAYNE
Well, you've sold me, Dent. I'm
gonna throw you a fundraiser.

DENT
That's nice of you, Bruce, but I'm
not up for reelection for three
years. That stuff won't start for-

WAYNE
I don't think you understand. One
fundraiser with my pals, you'll never
need another cent.

EXT. BACK ALLEY, HOTEL, DOWNTOWN -- DAY

A line of high-end AUTOS dispenses well dressed GANGSTERS.

INT. KITCHEN, HOTEL -- DAY

The Chechen walks through a METAL DETECTOR manned by two
CHINESE. A lean, African-American man, 50's, is being
wanded. This is GAMBOL. He nods at the Chechen, wary.

INT. CONFERENCE ROOM, HOTEL -- CONTINUOUS

Gotham's most notorious GANGSTERS. A door opens, and two
BURLY CHINESE enter, carrying a TV. They set it down on the
end of the table.

CRIME BOSS
The hell is this...?
The screen flickers to life: Lau. The room ERUPTS.



25.





LAU (ON T.V.)
Gentlemen, please. As you're all
aware, one of our deposits was
stolen. A relatively small amount:
68 million.

CHECHEN
Who's stupid enough steal from us?

LAU
I'm told the man who arranged the
heist calls himself Joker.

CHECHEN
Who the hell is that?

MARONI
Two-bit whack-job wears a cheap
purple suit and make-up. He's not
the problem- he's a nobody.
(looks at Lau)
The problem is our money being
tracked by the cops.
Murmurs of surprise.

LAU
Thanks to Mr.Maroni's well-placed
sources we know that police have
indeed identified our banks using
marked bills and are planning to
seize your funds today-
Everyone starts SHOUTING at once.

EXT. VARIOUS DOWNTOWN BANKS -- CONTINUOUS

Gordon sits in a SWAT van outside a bank. Stephens is
outside another. Ramirez a third...
SWAT teams CHECK WEAPONS and prepare move...

INT. SOCIAL CLUB, DOWNTOWN -- CONTINUOUS

Lau waits for the noise to subside.

CHECHEN
You promised safe, clean money
launder-

LAU
With the investigation ongoing, none
of you can risk hanging on to your
own proceeds. And since the
enthusiastic new D.A. has put all my
competitors out of business, I'm your
only option.



26.





MARONI
So what are you proposing?

LAU
Moving all deposits to one secure
location. Not a bank.

GAMBOL
Where, then?

LAU
Obviously, no one can know but me.
If the police were to gain leverage
over one of you everyone's money
would be at stake.

CHECHEN
What stops them getting to you?

LAU
As the money is moved I go to Hong
Kong. Far from Dent's jurisdiction.
And the Chinese will not extradite
one of their own.
From the back of the room comes LAUGHTER. It grows and
grows, until it fills the room. All eyes turn:
The Joker. Sweaty clown makeup obscuring the AWFUL SCARS
which widen his mouth into a PERMANENT, GHOULISH SMILE.

THE JOKER
I thought I told bad jokes.

GAMBOL
Give me one reason I shouldn't have
my boy here pull your head off.
The Joker pulls out a freshly sharpened pencil.

THE JOKER
How about a magic trick?
The Joker SLAMS the pencil into the table, leaving it

UPRIGHT.

THE JOKER (CONT'D)
I'll make this pencil disappear.
Gambol nods. His BODYGUARD MOVES at the Joker- who SIDESTEPS-
GRIPS his head- SLAMS it, FACE DOWN, onto the table...
The Bodyguard goes LIMP and slides off of the table. The
PENCIL is gone. MAGIC. The Joker BOWS. Grins at Gambol.



27.





THE JOKER (CONT'D)
And by the way, the suit wasn't
cheap. You should know. You bought
it.
Gambol STANDS, furious. The Chechen stops him.

CHECHEN
Sit. I wanna hear proposition.
The Joker nods his thanks. Rises.

THE JOKER
A year ago these cops and lawyers
wouldn't dare cross any of you. What
happened? Did your balls drop off?
See, a guy like me-

GAMBOL
A freak.
Laughs. Which the Joker tries to ignore.

THE JOKER
A guy like me... I know why you're
holding your little group therapy
session in broad daylight. I know
why you're afraid to go out at night.
Batman. He's shown Gotham your true
colors. And Dent's just the
beginning.
(indicates Lau)
And as for his so-called plan- Batman
has no jurisdiction. He'll find him
and make him squeal.
(smiles at Lau)
I can tell the squealers every time.

CHECHEN
What you propose?

THE JOKER
It's simple. Kill the Batman.
Jeers. Laughter.

MARONI
If it's so easy why haven't you done
it already?

THE JOKER
Like my mother used to tell me- if
you're good at something, never do it
for free.

CHECHEN
How much you want?



28.





THE JOKER
Half.
Laughter. The Joker shrugs. Rises.

THE JOKER (CONT'D)
You don't deal with this now, soon
Gambol won't even be able to get a
nickel for his grandma-

GAMBOL
Enough from the clown.
Gambol gets up, MOVING at the Joker, who casually opens his
coat, revealing EXPLOSIVES wired to his chest. Gambol stops.

THE JOKER
Let's not blow this out of all
proportion.
Gambol stares at the Joker. Hard.

GAMBOL
You think you can steal from us and
just walk away? I'm putting the word
out- 5 hundred grand for this clown
dead. A million alive, so I get to
teach him some manners, first.
The Joker shrugs. Turns to the assembled.

THE JOKER
Let me know when you change your
minds.
The Joker strolls out. Maroni turns to Lau.

MARONI
How soon can you move the money?

EXT. VARIOUS BANKS DOWNTOWN -- CONTINUOUS

Gordon hurries up the steps to a bank. SWAT teams rush the
various banks.

LAU
I already have...

EXT. UNDERPASS, GOTHAM -- CONTINUOUS

A CHINESE MAN finishes loading a TRACTOR TRAILER with cash
boxes. The truck pulls out into a CONVOY.

INT. BANK VAULT -- CONTINUOUS

Gordon stands in an almost empty bank vault. Furious.



29.





LAU
For obvious reasons I couldn't wait
for your permission...

INT. SOCIAL CLUB, DOWNTOWN -- CONTINUOUS

The shot of Lau on the TV widens...

LAU
Rest assured, your money is safe.
He is already on his private jet.

IN THE SKY: THE BAT SIGNAL.

EXT. ROOF, POLICE STATION -- NIGHT

Batman emerges from the shadows. The man next to the glowing
spotlight turns: DENT.

DENT
You're a hard man to reach.
Gordon BURSTS onto the rooftop, weapon drawn. Sees Dent.

DENT
Lau's halfway to Hong Kong- if you'd
asked, I could have taken his
passport- I told you to keep me in
the loop.

GORDON
Yeah? All that was left in the
vaults were the marked bills- they
knew we were coming! As soon as your
office got involved, there's a leak-

DENT
My office?! You're sitting down here
with scum like Wuertz and Ramirez...
(off look)
Oh, yeah, Gordon- I almost had your
rookie cold on a racketeering beef.

GORDON
Don't try to cloud the fact that
clearly Maroni's got people in your
office, Dent.
Dent turns to Batman.

DENT
We need Lau back, but the Chinese
won't extradite a national under any
circumstances.



30.





BATMAN
If I get him to you, can you get him
to talk?

DENT
I'll get him to sing.

GORDON
We're going after the mob's life
savings. Things will get ugly.

DENT
I knew the risks when I took this
job, lieutenant. Same as you.
(turns to Batman)
How will you get him back, anyway?
Batman is gone. Dent looks around, startled. Gordon smirks.

GORDON
He does that.

INT. FOX'S OFFICE, WAYNE INDUSTRIES -- DAY

Fox gets up from behind his desk.

FOX
Our Chinese friend left town before I
could tell him the deal is off.

WAYNE
I'm sure you've always wanted to go
to Hong Kong.
Fox opens the door to a private elevator.

INT. PRIVATE ELEVATOR -- CONTINUOUS

Fox turns a key.

FOX
What's wrong with a phone call?

WAYNE
I think Mr.Lau deserves a more
personal touch.

INT. APPLIED SCIENCES DIVISION -- CONTINUOUS

Fox leads Wayne off the elevator and into the vast space.

FOX
For high altitude jumps, you need
oxygen and stabilizers. I must say-
compared to your usual requests,
jumping out of an airplane is pretty
straightforward.



31.




Lucius stops at a cabinet, pulls open a drawer and hauls out
an oxygen tank and ribbed rubber hosing.

WAYNE
How about getting back into the
plane?

FOX
I can recommend a good travel agent.

WAYNE
Without it landing.

FOX
That's more like it, Mr.Wayne.
He shuts the drawer. Moves off, thinking.

FOX
I don't think I have anything here.
The CIA had a program in the '60s for
getting their people out of hot
spots. Called Sky Hook. Now-
Fox opens a cabinet to reveal COMPONENTS OF A NEW BAT-SUIT.
ARMORED PLATING secured to mesh. Wayne lifts an arm.

FOX
Hardened kevlar plates on a titanium-
dipped fiber tri-weave for
flexibility...
Wayne examines DOUBLE BLADE SCALLOPS on the gauntlet...

FOX
You'll be lighter, faster, more
agile...
Wayne flinches as the BLADES FIRE, SPINNING LIKE THROWING
STARS, NARROWLY MISSING his ear, embedding themselves in a
filing cabinet. Fox looks at him.

FOX
Perhaps you should read the
instructions, first.

WAYNE
Sorry.
Fox picks up the chest, demonstrating its flexibility.

FOX
Now, there's a trade-off... the
spread of the plates gives you weak
spots. You'll be more vulnerable to
gunfire and knives.



32.





WAYNE
We wouldn't want things getting too
easy, would we?
(picks up suit)
How will it hold up against dogs?
Fox looks at him quizzically.

FOX
You talking chihuahuas or rotweilers?
(Wayne smiles)
It should do fine against cats.

INT. BAT-BUNKER -- DAY

Wayne examines a parachute harness. Alfred unfolds a diagram
of a NAVY CARGO PLANE with a giant "V" mounted on the front.

ALFRED
I found one. In Arizona. Very nice
man says it will take him a week to
get it running. And he takes cash.
What about a flight crew?

WAYNE
South Korean smugglers. They run
flights into Pyongyang, below radar
the whole way. Did you think of an
alibi?
Alfred looks quite pleased with himself.

ALFRED
Oh, yes.

EXT. BALLET -- NIGHT

Rachel and Dent arrive to find the box office SHUTTERED. A
sign:'PERFORMANCE CANCELED.' A newspaper story is taped to
the glass. Over a picture of BRUCE WAYNE ON A YACHT:
LOVE BOAT- Billionaire absconds with entire Moscow ballet.

EXT. DECK, WAYNE'S YACHT, THE CARIBBEAN -- DAY

Alfred, picks his way over twelve SUNBATHING BALLERINAS.
Wayne looks up from a newspaper. Alfred points to a SEA-
PLANE gently touching down across the bay.

ALFRED
I believe your plane is here.

WAYNE
You look tired, Alfred. Will you be
all right without me?
A Ballerina rolls over- waves the suntan lotion at Alfred.



33.





ALFRED
If you can tell me the Russian for
'apply your own bloody suntan
lotion.'
Wayne tosses a large, waterproof kit bag into the water and
JUMPS in after it. Begins swimming over to the sea-plane.

INT. POOL HALL -- NIGHT

Gambol racks up. A bodyguard steps into the room.

BODYGUARD
Somebody here for you.
Gambol looks to the back- three rough customers are waiting.

BODYGUARD
They say they've killed the Joker.
They've come for the reward.

GAMBOL
They bring proof?

BODYGUARD
They say they've brought the body.
The bodyguards FLOP a BODY wrapped in garbage bags onto the
table. The BOUNTY HUNTERS wait in the corner. Gambol pulls
back one of the garbage bags, revealing the Joker's bloodied
face. Gambol spits. Turns to face the bounty hunters.

GAMBOL
So. Dead you get five hundred-
Behind Gambol, the Joker SITS UP- THRUSTS knives into the
bodyguards' chests. Gambol spins to see a crazy grin on the
Joker's spit-dribbled face-

THE JOKER
How about alive?
The Joker gets a switchblade in Gambol's mouth- SHARP METAL
PULLING THE CHEEK TAUT. The Bounty Hunters subdue the
remaining bodyguards.

THE JOKER
Wanna know how I got these scars? My
father was a drinker and a fiend.
He'd beat mommy right in front of me.
One night he goes off crazier than
usual, mommy gets the kitchen knife
to defend herself. He doesn't like
that. Not. One. Bit.
The Joker TUGS Gambols cheek with the blade.



34.





THE JOKER
So, me watching, he takes the knife
to her, laughing while he does it.
Turns to me and says 'why so
serious?' Comes at me with the knife-
'why so serious?' Sticks the blade
in my mouth- 'Let's put a smile on
that face' and...
The Joker looks up at the ASHEN FACES of the remaining Body
Guards. Smiles.

THE JOKER
Why so serious?
The Joker FLICKS his wrist- the Body Guards flinch as Gambol
goes down. The Joker turns to them.

THE JOKER
Now, our organization is small, but
we've got a lot of potential for
aggressive expansion... so which of
you fine gentlemen would like to join
our team?
The three bodyguards all nod. The Joker SNAPS a pool cue.

THE JOKER
Only one slot open right now- so
we're going to have try-outs.
The Joker drops the broken cue in the middle of the men.

THE JOKER
Make it fast.
The men stare at each other. Then at the jagged pool cue.

EXT.PENINSULA HOTEL, HONG KONG -- DAY

A HELICOPTER touches down on one of the hotel's twin
helipads. Two L.S.I. VPs approach, heads ducked. Fox gets
out- they shake hands, shouting over the engine-

VP
Welcome to Hong Kong, Mr.Fox! Mr.Lau
regrets he is unable to meet you in
person. But with his current legal
difficulties...!

FOX
I understand!

INT. LOBBY, L.S.I.HOLDINGS -- DAY

The VPs usher Fox towards security.



35.





VP
I'm afraid for security reasons I
have to ask for your mobile phone.
Lucius hands his phone to a SECURITY GUARD, who puts the
phone in a box underneath his station.

INT. L.S.I.HOLDINGS -- DAY

Fox and Lau eat lunch in a dining room overlooking the city.

LAU
I must apologize for leaving Gotham
in the middle of our negotiations.
This misunderstanding with the Gotham
police force... I couldn't let such
a thing threaten my company. A
businessman of your stature will
understand. But with you here... we
can continue.

FOX
Well, it was good of you to bring me
out here in such style, Mr.Lau. But
I've actually come...
A CELL PHONE rings. Fox pulls out a second, identical,
phone. Fox presses the off switch and places the phone by
his plate.

LAU
We do not allow cell phones in-

FOX
Sorry. Forgot I had it. So, I've
come to explain why we're going to
have to put our deal on hold...
Lau stares at Fox. Clearly furious. Fox smiles.

FOX
We can't afford to be seen to do
business with... well, whatever it is
you're accused of being. A
businessman of your stature will
understand.
Lau gets up. Silent. Fox retrieves his phone. Stands.

LAU
(cold)
I think, Mr.Fox, that a simple phone
call might have sufficed.



36.





FOX
Well, I do love Chinese food. And
Mr.Wayne didn't want you to think
we'd been deliberately wasting your
time.

LAU
Just accidentally wasting it.

FOX
(laughs)
That's very good- "accidentally".
Very good. I'll be sure and tell
Mr.Wayne that he was wrong about you
not having a sense of humor.

INT. LOBBY, L.S.I.HOLDINGS -- DAY

Lucius walks back through security. Nods at the VP, who
bows, offering Lucius his cell phone. Lucius shakes his
head, holds up the IDENTICAL PHONE. The VP smiles, nods,
puts the phone back into the tray with several others.

INT. HOLD, C-130 CARGO HAULER -- DAWN

Two SMUGGLERS steal glances at Wayne, crouched at the rear in
balaclava and flight suit. The COPILOT signals Wayne, who
pulls on his oxygen mask and stands up. The rear of the
plane OPENS. Wayne steps to the edge, then JUMPS.

EXT. SKIES ABOVE HONG KONG -- DAWN

Moving across the water towards Hong Kong harbor...
A tiny figure DROPS into frame, PLUMMETING towards the water-
SPEEDING past the highest floors of skyscrapers, seconds from
impact. Wayne PULLS the chute- DROPS into the water...

EXT. BENEATH FREEWAY, HONG KONG HARBOR -- DAY

Wayne pulls himself out of the water, dragging up his pack.

EXT. CENTRAL ESCALATORS -- DAY

Wayne stops halfway up the crowded commuter escalator. He
takes a camera and lines up a shot like any tourist.

FOX (O.S.)
There's a better view from the peak
tram.
Wayne turns to find Fox standing there, street map out.

WAYNE
How's the view from L.S.I.Holdings?



37.





FOX
Restricted. Lau's holed up in there
good and tight. Here...
Fox shows Wayne the phone. The display: a 3-d map of Lau's
office suite. Wayne takes the phone, impressed.

WAYNE
What's this?

FOX
I had R and D work it up- it sends
out high frequencies and records the
response time to map an environment.

WAYNE
(smiles)
Sonar. Just like a b-

FOX
Submarine. Like a submarine.

WAYNE
And the other device?

FOX
In place.
Wayne nods, moves away.

FOX
Mr.Wayne?
(Wayne turns)
Good luck.

EXT. HONG KONG -- NIGHT

Moving towards the tallest building in the glittering skyline
to find Wayne, crouched on the roof. The blades of his
gauntlets CLICK into place. He dons the helmet-like cowl.
His "cape" is in the form of a hard faceted PACK.
He stands- pulls two black boxes from his belt, CLICKS them
together and UNFOLDS them into a RIFLE-LIKE DEVICE. Batman
SCOPES a second, lower building. Adjust a setting and FIRES-
four times...
Four small STICKY BOMBS SLAP onto the glass of the lower
building. They have visible timers which are COUNTING DOWN.

INT. LOBBY, L.S.I.HOLDINGS -- NIGHT

Lucius' cell phone GLOWS in the box under the Security
Guard's desk. CHARACTERS race across the screen.
Then the monitor FLICKERS off, the lights DIM and all of the
security doors in the front of the building OPEN at once.



38.




The Guard grabs his radio- CALLS FOR HELP...

EXT. ROOFTOP OVERLOOKING L.S.I.HOLDINGS

Batman LAUNCHES into the glittering night, DROPPING from the
tall tower... his pack BURSTS OPEN, becoming his BAT WINGS-he
GLIDES down to the lower building, STREAKING around it,
BANKING HARD to line up with a window in the rear...

INT. LAU'S OFFICE, L.S.I.HOLDINGS -- NIGHT

Lau is talking on the phone, staring at a profit projection
on a flat screen monitor. Suddenly the room goes dark.

EXT. L.S.I.HOLDINGS -- CONTINUOUS

As Batman HURTLES towards the glass he COLLAPSES his wings,
WRAPPING his cape around himself and CANNONBALLING THROUGH

THE GLASS-

INT. LAU'S OFFICE SUITE, L.S.I.HOLDINGS -- NIGHT

-ROLLING across the floor in a flurry of broken glass...

INT. LAU'S OFFICE, TOP FLOOR, L.S.I.HOLDINGS -- NIGHT

Lau pulls out a HANDGUN.

INT. HALLWAY, L.S.I.HOLDINGS -- NIGHT

Lau steps into the hallway. His BODYGUARDS are waiting for
him, carrying FLASHLIGHTS.

LAU
Where the hell are the cops?

BODYGUARD
Coming.

LAU
What the hell am I paying them for?
They head for the stairwell.

EXT. L.S.I.HOLDINGS -- NIGHT

A small ARMY of Hong Kong police lead by a HONG KONG
DETECTIVE descends on the building.

INT. MEZZANINE LEVEL, L.S.I.HOLDINGS -- NIGHT

Lau and his men make their way out onto the mezzanine.
Across the room, something makes a CRASHING SOUND. Lau's men
fan out, trying to cover the room with their flashlights.
Suddenly, one of the flashlights goes DARK. Then another.
Someone SCREAMS.



39.




Lau FIRES. Then FIRES again. The muzzle flash from his
weapon STROBES the room.

EXT. L.S.I.HOLDINGS, HONG KONG -- NIGHT

Cops SWARM into the building. A LOBBY SECURITY GUARD directs
the Hong Kong Detective where to go...

INT. OFFICE, L.S.I.HOLDINGS -- NIGHT

Lau LOCKS the door. RELOADS. The door is KICKED open. Lau
FIRES. No one is there.
Lau stares, finger restless on the trigger. From his right-
a NOISE. He turns and FIRES.
In the muzzle FLASH: Batman, bearing down on him like a
demon.
Lau FIRES, and FIRES again as Batman TACKLES him. Batman
pulls out a SMALL PACK- STRAPS it onto Lau-
The COUNTER on the sticky bombs hits 0-
The Hong Kong Detective and the Cops BURST into the room- the
WALL AND CEILING BEHIND BATMAN AND LAU EXPLODES- revealing
the dawn sky above Hong Kong.
The Detective looks around as he hears a LOW RUMBLE...
Batman JERKS the RIPCORD on Lau's pack. Cops cower as a
WEATHER BALLOON EXPLODES out of the pack, unreeling high-test
nylon. The Cops cock their weapons.
Lau looks up. Bemused. The weather balloon is two hundred
feet up, swaying gently. The RUMBLE BUILDS...
Suddenly, a MASSIVE C-130 ROARS over. The large V on the
front of the plane SNAGS the line- Lau and BATMAN are YANKED

THROUGH THE HOLE IN THE CEILING-
Lau SCREAMS as he and Batman SOAR UP INTO THE DAWN SKY...
The Detective looks up. Batman and Lau are gone.

INT. GORDON'S OFFICE, MCU, GOTHAM CENTRAL -- DAY

Gordon is looking through case files. Ramirez walks in.

RAMIREZ
You're gonna want to see this.

EXT. MCU -- DAY

Gordon follows Ramirez through a CROWD of excited cops. On
the ground, trussed like a chicken- Lau. A sign taped to his
chest: 'Please deliver to Lieutenant Gordon.'



40.





INT. INTERROGATION ROOM, MCU, GOTHAM CENTRAL -- DAY

Lau sits next to his sleazy lawyer, EVANS. Rachel walks in.

RACHEL
Give us the money and we'll deal.

LAU
The money is the only reason I'm
still alive.
Rachel leans forward, speaking softly. Clearly.

RACHEL
You mean when they hear that you've
helped us they're going to kill you?

EVANS
Are you threatening my client?

RACHEL
No, I'm just assuming your client's
cooperation with this investigation.
As will everyone.
(moves to the door)
Enjoy your stay in County, Mr.Lau.

LAU
Wait.
(Rachel stops)
I won't give you the money, but I'll
give you my clients. All of them.

RACHEL
You were a glorified accountant- what
could you have on all of them that we
could charge?

LAU
I'm good with calculation- I handled
all their investments. One big pot.

INT. OBSERVATION ROOM, MCU, GOTHAM CENTRAL -- DAY

Dent hits a buzzer. Turns to Gordon.

DENT
I've got it. RICO. If their money
was pooled we can charge all of them
as one criminal conspiracy.

GORDON
Charge them with what?
Rachel enters.



41.





DENT
In a RICO case if we can charge any
of the conspirators with a felony-

RACHEL
We can charge all of them with it.
Dent nods at Rachel, excited.

INT. INTERROGATION ROOM, MCU, GOTHAM CENTRAL -- DAY

Rachel comes back in.

RACHEL
Mr.Lau, do you have details of this
communal fund? Ledgers,
notebooks...?

LAU
(smiles)
Immunity, protection and a chartered
plane back to Hong Kong.

RACHEL
Once you've testified in open court.
So with your clients locked up, what
happens to all that money?

LAU
Like I said- I'm good with
calculation.

INT. OBSERVATION ROOM, MCU, GOTHAM CENTRAL -- CONTINUOUS

Dent and Gordon watch Lau.

GORDON
He can't go to County. I'll keep him
here in the holding cells.

DENT
What is this Gordon, your fortress?

GORDON
You trust them over at County?

DENT
I don't trust them here.

GORDON
Lau stays.

DENT
It's your call, Lieutenant. Be
right.

GORDON
I am, counselor.



42.





EXT. CITY HALL -- DAY

Dent stands in front of a small crowd of reporters.

REPORTER
The Chinese government claim their
international rights have been
broken.

DENT
I don't know about Mr. Lau's travel
arrangements...

INT. RESTAURANT -- CONTINUOUS

Dent's press conference plays on a TV in the corner.

DENT
(grins)
...but I'm sure glad he's back.
Maroni and the Chechen are watching the TV.

CHECHEN
I put word out. We hire the clown.
(off look)
He was right. We have to fix real
problem. Batman.
Maroni shakes his head. Spots Gordon walking over dangling a
pair of handcuffs. Nods at the TV.

GORDON
Our boy looks good on the tube.

MARONI
You sure you want to embarrass me in
front of my friends, Lieutenant?

GORDON
Don't worry, they're coming, too.
Gordon points out the window to a PRISON BUS.

EXT. VARIOUS DOWNTOWN AND OUTLYING LOCATIONS -- DAY

Prison buses in every neighborhood. COPS load them with
CRIMINALS. Stephens puts Crime Boss in a prison bus.

INT. COURTROOM A, GOTHAM MUNICIPAL COURTHOUSE -- DAY

JUDGE SURRILLO reads the list of charges.

JUDGE SURRILLO
...849 counts racketeering, 246
counts fraud, 87 counts conspiracy
murder...



43.




Judge Surrillo turns the page. A PLAYING CARD sits there. A
Joker. He glances at it, curious, puts it to one side.

JUDGE SURRILLO
...how do the defendants plead?
An ARMY of DEFENSE LAWYERS jostle YELLING ALL AT ONCE. The
STENOGRAPHER looks up, helpless.

INT. MAYOR'S OFFICE -- DAY

The MAYOR, COMMISSIONER LOEB, and Gordon look up as Dent
enters.

MAYOR
DENT! What was that circus?!

DENT
I asked Gordon to make some arrests.

LOEB
(looks at report)
Five hundred and-

GORDON
Forty-nine, sir.
Gordon nods at Dent, approving. Dent grins back.

MAYOR
549 criminals at once?! How did you
convince Surrillo to hear this farce?

DENT
She shares my enthusiasm for justice.
After all, she is a judge.

MAYOR
Even if you blow enough smoke to get
convictions out of Surrillo, you'll
set a new record at appeals for
quickest kick in the ass.

DENT
It won't matter. The head guys make
bail, sure... but the mid-level guys,
they can't, and they can't afford to
be off the streets long enough for
trial and appeal. They'll cut deals
that include some jail time. Think
of all you could do with 18 months of
clean streets.
The Mayor waves Gordon and Loeb out.

MAYOR
The public likes you, Dent. That's
the only reason this might fly.

(MOR E)



44.
MAY OR (cont'd)
But that means it's on you. They're
all coming after you, now. Not just
the mob... politicians, journalists,
cops- anyone whose wallet's about to
get lighter. Are you up to it?
(Dent smiles)
You better be. They get anything on
you... those criminals will be back
on the streets...
The Mayor turns to look out of the window. Quiet.

MAYOR
Followed swiftly by you and me-
BANG! A DARK SHAPE CRACKS THE GLASS in front of the Mayor's
nose. Dent rushes to the window, looks out...

EXT. CITY HALL -- CONTINUOUS

PEDESTRIANS look up, someone SCREAMS, someone POINTS- five
stories up... SWINGING from a FLAGPOLE...
BATMAN. HANGING BY HIS NECK. DEAD. His mouth roughly
painted in a DEMONIC CLOWN SMILE.

EXT. CITY HALL -- MOMENTS LATER

"Batman" is lowered from the flagpole. The same fake Batman
we saw earlier. Pinned to his chest by a KNIFE, a PLAYING
CARD. A Joker. Gordon moves closer to the body. The card
has writing on it: WILL THE REAL BATMAN PLEASE STAND UP?

INT. WAYNE PENTHOUSE -- DAY

Wayne comes into the living room, excited. Alfred is
supervising party arrangements.

WAYNE
How's it going?

ALFRED
I think your fundraiser will be a
great success, sir.

WAYNE
And why do you think I wanted to hold
a party for Harvey Dent?

ALFRED
I assumed it was your usual reason
for socialising beyond myself and the
scum of Gotham's underbelly: to try
and impress Miss Dawes.

WAYNE
Very droll. But very wrong.
Actually it's Dent. You see-



45.




Wayne trails off as he spots something on the television: the
Batman HANGING as from a NEWS CAMERA, framed by a graphic
that reads 'BATMAN DEAD?'. Image cuts to Engel in the
studio.

ENGEL
...Police released video footage
found concealed on the body.
Sensitive viewers be aware: it is
disturbing.
The image cuts to a BLINDFOLDED MAN, wearing a makeshift
Batman costume- face bruised and bloody. In some kind of
bright, fluorescent-lit room.

VOICE
Tell them your name.

MAN
(weak)
Brian Douglas.

VOICE
Are you the real Batman?

MAN
No.

VOICE
Why do you dress up like him?

MAN
He's a symbol... that we don't have
to be afraid of scum like you...

VOICE
But you do, Brian. You really do.
You think the Batman's helped Gotham?
Brian nods uncertainly...

VOICE
Look at me.
(Brian looks down)

LOOK AT ME!
Brian looks up- the camera swings into the face of the Joker,
in CHALK-WHITE makeup, RED SMEAR of lipstick on his SCARS.

THE JOKER
This is how crazy Batman's made
Gotham. You want order in Gotham?
Batman has to go. So...
(leans in)
Batman must take off his mask, and
turn himself in.

(MOR E)



46.
THE JOKE R (cont'd)
Every day he doesn't... people will
die. Starting tonight. I'm a man of
my word.
The tape cuts to STATIC.
Wayne turns to Alfred. Silent.

INT. WAYNE PENTHOUSE -- EVENING

Dent and Rachel get off the lift. Dent stands in awe of the
penthouse and its guests.

RACHEL
Now I've seen it all: Harvey Dent,
scourge of the underworld, scared
stiff by the trust fund brigade.
Rachel spots someone and darts off-

DENT
Rachel-

ALFRED
A little liquid courage, Mr.Dent?
Dent turns to see Alfred with drinks on a silver tray.

DENT
Thanks. Alfred, right?

ALFRED
Yes, sir.

DENT
Rachel talks about you all the time.
You've known her her whole life?

ALFRED
Not yet, sir.

DENT
(smiles, surveys crowd)
Any psychotic ex-boyfriends I should
be aware of?

ALFRED
Oh, you have no idea.
Alfred leaves Dent standing there, puzzled. The crowd REACTS
as a LOUD ROAR drowns conversation... Dent looks out-

EXT. HELIPAD, WAYNE PENTHOUSE -- CONTINUOUS

Wayne's CHOPPER touches down. He spills out with a clutch of

SUPERMODELS...



47.





INT. WAYNE PENTHOUSE -- CONTINUOUS

Wayne and the supermodels come out of the helipad elevator-

WAYNE
Sorry, I'm late- glad you started
without me! Where's Rachel?!
Rachel cringes slightly. Wayne spots her.

WAYNE
Rachel Dawes- my oldest friend. When
she told me she was dating Harvey
Dent, I had one thing to say... the
guy from those god-awful campaign
commercials?
Laughter. Dent shifts, embarrassed.

WAYNE
'I Believe in Harvey Dent.' Nice
slogan, Harvey. Certainly caught
Rachel's attention. But then I
started paying attention to Harvey,
and all he's been doing as our new
D.A., and you know what? I believe
in Harvey Dent. On his watch, Gotham
can feel a little safer. A little
more optimistic. So get out your
checkbooks and let's make sure that
he stays right where all of Gotham
wants him...
(raises his glass)
All except Gotham's criminals, of
course. To the face of Gotham's
bright future- Harvey Dent.
Dent smiles accepting the toast.

INT. CORRIDOR, MCU -- EVENING

Ramirez catches up to Gordon, holding paperwork.

RAMIREZ
That Joker card pinned to the body?
Forensics found three sets of D.N.A..

GORDON
Any matches?

RAMIREZ
All three.
Gordon STOPS. Turns to face her.

RAMIREZ
The D.N.A. belongs to Judge Surrillo,
Harvey Dent and Commissioner Loeb.



48.





GORDON
The Joker's telling us who he's
targeting- get a unit to Surrillo's
house, tell Wuertz to find Dent- get
them both into protective custody.
Where's the Commissioner?

RAMIREZ
City hall.

GORDON
Seal the building. No one in or out
till I get there.

EXT. DECK, WAYNE'S PENTHOUSE -- EVENING

Wayne walks out to the edge of the balcony and looks over
Gotham. Hears someone behind him- Rachel.

RACHEL
Harvey may not know you well enough
to understand when you're making fun
of him. But I do.

WAYNE
(shakes his head)
I meant every word.
Wayne moves closer to Rachel. Takes her arm.

WAYNE
The day you once told me about, the
day when Gotham no longer needs
Batman. It's coming.
Rachel looks at Wayne. Conflicted. He moves closer.

RACHEL
You can't ask me to wait for that.
Wayne takes Rachel's arms, looking at her, excited.

WAYNE
It's happening now- Harvey is that
hero. He locked up half the city's
criminals, and he did it without
wearing a mask. Gotham needs a hero
with a face.

DENT
You can throw a party, Wayne, I'll
give you that. Thanks again. Mind
if I borrow Rachel?
Rachel glances back at Wayne as she moves to Dent. Wayne
watches them head inside.



49.





EXT. STREET, GOTHAM HEIGHTS -- EVENING

Two MEN in suits knock at a Brownstone. The door is opened
by Judge Surrillo. The two Men hold up BADGES.

EXT. CITY HALL -- EVENING

Gordon enters through a tight police presence at the doors.

INT. POLICE COMMISSIONER'S OFFICE -- EVENING

Gordon enters to find Loeb, flanked by armed cops.

COMMISSIONER LOEB
Gordon, what are you playing at?
Gordon checks the window. Turns to his men.

GORDON
We're secure. I want a floor-by-
floor search of the entire building.
(turns to Loeb)
I'm sorry, sir. We believe the Joker
has made a threat against your life.

LOEB
Gordon, you're unlikely to discover
this for yourself, so take my word-
the Police Commissioner earns a lot
of threats...
Loeb pulls a bottle of whisky and a tumbler from a drawer.

LOEB
I found the appropriate response to
these situations a long time ago...

EXT. STREET, GOTHAM HEIGHTS -- EVENING

The second man is waiting by the Judge's car.

SURRILLO
Gordon wants me to go right now?

MAN 1
These are dangerous people, Judge.
Even we don't know where you're
going.
He hands Surrillo a sealed envelope. Opens the car door.

MAN 2
Get in, then open the envelope.
It'll tell you where you're headed.
Surrillo climbs in. Watches them drive away. She opens the
envelope- pulls out a sheet of paper. One word on it:



50.





'UP'.
Surrillo's car EXPLODES, heaving the car upwards on a

FIREBALL.
A PASSERBY is thrown to the ground. After a moment, BURNING
DEBRIS flutters down on him. PLAYING CARDS. JOKERS.

INT. POLICE COMMISSIONER'S OFFICE -- CONTINUOUS

Loeb pours himself a glass of whisky.

LOEB
You get to explain to my wife why I'm
late for dinner, Lieutenant.

GORDON
Sir, the Joker card had a trace of
your D.N.A. on it-
A bang at the door. Gordon pulls his weapon, then opens it.

STEPHENS
Just the normal number of bad guys in
the building- and they're all city
employees. Here's a list.

LOEB
How'd they get my D.N.A.?
Gordon looks at Stephens's list.

GORDON
Somebody with access to your house or
office must've lifted a tissue or a
glass...
Gordon, realizing, spins around-

GORDON
Wait-
But Loeb is already CHOKING- he DROPS his tumbler onto the
desk- the spilled whiskey is