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    Birds Of Prey Pilot

    Written by: Laeta Kalogridis | Transcribed by: Ted | Status: Complete

    ALFRED. (V.O.) Hello. My name is Alfred Pennyworth, and I have a story to tell.

    We open on a white and blue overhead map of New Gotham City, and slowly zoom

    down and tilt backwards and closer to the map. Buildings spring up into 3D,creating an animated vision of the skyline.

    ALFRED. (V.O.) For many years in the city of New Gotham, a secret war raged by

    night.

    We push in on the buildings and they suddenly become real stone and concrete, a

    dark city. We are in

    EXT. NEW GOTHAM - NIGHT

    We fly through the city, around buildings and over skyscrapers, through dark

    bridges and past shadows. It is a grim and cold city.

    Unknown to the everday world, a battle for the very heart of the city was waged

    between Batman and Joker.

    EXT. ALLEYWAY - NIGHT

    A tall man in a familiar costume emblazoned with a gold bat logo moves in slow

    motion, cape flying around him.

    INT. INNER TUNNELS - NIGHT

    An equally tall man with a smarmy look on his face, and evil in his eyes, is

    standing amidst a burning room. He extends a hand and lightning shoots out of a

    palm-held device.

    ALFRED. (V.O.) But one night the final battle was fought, and Joker lost.

    Batman tackles the Joker in the burning room and the two fall to the floor.

    EXT. NEW GOTHAM - CONTINUING

    We continue to fly through the city.

    ALFRED. Joker's revenge was taken not on Batman himself, but on the ones he

    loved.

    EXT. STREET - NIGHT

    A young girl, 14, dressed conservatively, talks animatedly to a woman strolling

    along beside her. This is Helena Kyle, and the blond beside her is her mother,

    Selena. Selena smiles as she listens to her daughter.

    ALFRED. Helena Kyle didn't know that her father was Batman, nor did she know

    http://www.birdsofpreyonline.com/codex/?episode=101&show=transcripthttp://www.birdsofpreyonline.com/codex/?episode=101&show=transcript
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    that her mother had once been Catwoman.

    EXT. ALLEYWAY - NIGHT

    A woman in a black leather costume with more familiar markings leaps down into

    the alleyway and crouches. She tilts her head quizzically, like a cat. She

    leaps to fight Batman, and he matches and blocks her fists - then pulls theCatwoman close to him in an embrace.

    WOMAN. (V.O.) Aaaaagggggh!

    EXT. NEW GOTHAM - NIGHT

    We crane down on a crowd of people gathering around in the street.

    ALFRED. And Catwoman was the Joker's first victim.

    They are gathered around Helena, who is kneeling over Selena, lying in the

    street, a pool of blood spreading around her and a dark stain spreading overher jacket.

    YOUNG HELENA. Mom? Mom, can you hear me, it's Helena. Mom? You have to, you

    have to, you have to hear me.

    Helena tries shaking her mother, but it is in vain.

    YOUNG HELENA. Mom?!

    She looks up and sees a man in the shadows at the edge of the crowd.

    YOUNG HELENA. Stop him! Somebody stop him! Somebody stop him!

    In slow motion, a bloodied knife drops into a puddle in the gutter and the man

    runs as lightning flashes overhead.

    YOUNG HELENA. Mom? Mom?

    ALFRED. Helena Kyle's life was forever changed that dark night, but the Joker's

    revenge wasn't finished.

    We close in on the knife as rain falls, splashing in the puddle. The drops

    pitter-patter around it, washing away the blood. Fade through th erain to the

    window of an apartment building, where rain beats down. Quick pan across the

    building to a set of French doors. Through the rain-speckled glass we see a

    redheaded woman in lingerie, undressing.

    ALFRED. Batman had trained many proteges over the years, and one of them was

    Barbara Gordon, who called herself Batgirl.

    INT. INNER TUNNELS - NIGHT

    We see Barbara Gordon, red hair flying, in a black costume similar to Batman's,

    with a gold bat logo on her chest. She kicks high.

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    ALFRED. And so seven years later, our story beings was Dinah arrives in New

    Gotham to seek out her dreams and follow her destiny.

    EXT. HIGHWAY - DAY

    We see the bus heading for New Gotham, a bright and shining beacon ofmetropolitan life looming in the far horizon.

    INT. BUS - DAY

    A young man, JERRY, approaches Dinah and sits next to her, interrupting her

    reverie.

    JERRY. To or from?

    DINAH. Excuse me?

    JERRY. Are you running away from something, or to something?

    DINAH. I'm not, I mean...

    JERRY. No, it's cool. You should be careful, though, it's a big city if youdon't know anyone. I'm Jerry.

    He extends a hand, which she shakes.

    DINAH. Dinah.

    JERRY. See? Now you know someone.

    They're quiet for a moment, before Dinah decides to come clean.

    DINAH. To.

    Jerry gives her a puzzled look.

    DINAH. I'm running to. Or, at least I hope so. There are a couple of people in

    New Gotham that I sorta knew. Or knew about, anyway. Um, it's hard to explain.

    JERRY. Well, do you think they're still in the city?

    DINAH. I don't really know what happened to them.

    She looks forlornly out the window and into the sunlight, remembering that

    dreadful night so many years ago.

    INT. HIGH SCHOOL CLASSROOM - DAY

    Close on a picture of William Shakespeare as it is pinned to the wall, by hands

    unseen - and then we meet Barbara again - only this time, the effects of thetragedy are clear as she sits in a motorized wheelchair. She finishes putting

    the picture up and uses the buttons on her chair to move over to the desk, as a

    handsome man, Wade, comes to the doorway.

    WADE. Barbara, right?

    BARBARA. Yes. Uh... the new guidance counselor, right?

    WADE. Right. Wade Brixton.

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    He walks into the room and takes a seat on her desk.

    WADE. We met during orientation. (Off posters) I never really got into

    Shakespeare - Hamlet, Romeo and Juliet. I mean, he's a glorious romantic but

    the lovers always end up dying. Not the ideal way to finish a date.

    BARBARA. Uh, well, maybe you should try the comedies. People wandering around

    in disguises, mistaking each others' identity only to find each other and livehappily ever after. Does that sound better?

    WADE. Definitely. I'm a sucker for happy endings.

    BARBARA. I, um, I could reccomend a few plays I bet you'd really like.

    WADE. That'd be great.

    BARBARA. Yeah.

    She starts to look at her files and lists to pull some information from him.

    WADE. Could we do that over coffee? With me. Together. The two of us.

    Barbara looks up in surprise and removes her glasses.

    BARBARA. Are you asking me on a date?

    WADE. If I say yes, um, would that get you to come?

    BARBARA. It might.

    WADE. Well then yes. Coffee, dinner, you name it.

    BARBARA. Wow, that, um, sounds great.

    A small beeping sound alerts Barbara to the pager at her hip, which she pulls

    out.

    BARBARA. Sorry.

    The green-lit LCD display reads 'Delphi Alert'. Barbara starts at this.

    BARBARA. Wade, I have to go. I'm sorry, um, it's kind of an emergency.

    WADE. Is everything okay?

    BARBARA. Yeah, yeah. Nothing serious, it's just something I need to take care

    of right now, so...

    WADE. Okay. Great, so... you'll let me know?

    BARBARA. Absolutely.

    They grin at each other, and he leaves the room.

    EXT. THE CLOCKTOWER - DAY

    We close in on the huge semi-gothic structure, the glass window that serves asa clock and a portal into -

    INT. THE LAIR - CONTINUING

    The interior of the building, which is full of not only spinning clockwork but

    a whole array of machinery and technology. Computers and other gadgets and

    tools we don't yet know about adorn the modern desks and shelving. Shafts of

    sunlight spill in through the glass clock window. Barbara is sitting at a

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    computer, looking through documents on her computer talking about the suicide

    of a businessman who fell to his death. She speaks into a headset.

    BARBARA. Huntress, it's Oracle. Do you copy? You've gone offline again, haven't

    you? God, this is so like you.

    INT. DR. QUINZEL'S OFFICE - CONTINUING

    Her voice is now tinny as we see it is coming out of a small bat-shaped

    earring, held in the palm of the now-grown-up Helena.

    BARBARA. It's a transceiver, not a Walkman. Huntress? Huntress...?

    Helena doesn't respond, however, as she's sitting in the middle of a therapy

    session opposite the calculated and almost-strict Dr. Harleen Quinzel. Helena

    closes her hand into a fist, muting the sound of Barbara speaking.

    DR. QUINZEL. You've been coming here three months, Helena. You've barely said a

    word. Talk therapy works better when you actually speak.HELENA. The court sent me here for anger management, right? Observe the

    managing. I'm cured. You're, you're a genius.

    DR. QUINZEL. You swidesiped two cars, flattened a stop sign and crashed a fire

    hydrant -

    HELENA. I was in a hurry.

    DR. QUINZEL. - and knocked out a security guard.

    HELENA. I shoved him. To get him out of the way. Barely even touched the guy.

    DR. QUINZEL. And why exactly were you in such a hurry?

    HELENA. I don't know, I had things to do.

    DR. QUINZEL. I understand that whatever it was seemed urgent to you -

    HELENA. No, you don't understand. You don't know me. You don't know anything

    about me. Let's just run the clock out here. It's all good.

    DR. QUINZEL. I do know that on this day seven years ago you watched your mother

    day.

    This silences Helena and her attitude, as she listens.

    DR. QUINZEL. And a few months later Barbara Gordon became your legal guardian

    and there's no mention of your father.

    HELENA. Because at the time I didn't know who he was.

    DR. QUINZEL. But you do now?

    HELENA. Bruce Wayne is my father.

    A look of astonishment crosses Quinzel's face.

    DR. QUINZEL. Your father is one of the wealthiest men in the country and you

    move in with a schoolteacher?

    HELENA. It wasn't exactly 'father knows best'. He didn't know he had a kid.

    Clueless is a radical understatement.

    DR. QUINZEL. Sounds like your relationship with your father is somewhat

    conflicted.

    HELENA. What relationship? He didn't raise me, my mom did. I miss her. She...

    she was funny, crazy and dangerous and... in that one moment, she was gone.

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    That's when everything changed. I changed.

    DR. QUINZEL. Into what?

    Helena gives her a long, hard look.

    HELENA. Into someone maybe I wasn't meant to be.

    EXT. BUS STATION - DAY

    Jerry and Dinah exit the building with their respective belongings, as Jerry

    finishes writing something on a scrap of paper and hands it to Dinah.

    JERRY. This... is the uh, adress... um, see you tonight?

    DINAH. Okay.

    They smile and then part ways, as Jerry heads off into the city. Dinah takes in

    a deep breath and looks around her at New Gotham.

    DINAH. It's gonna be different here. I know it.

    She notices a man in a pressed suit across the street, sitting on a bench. He

    is beginning to panic, though the stranger in glasses and a trenchcoat next to

    him takes no apparent notice.

    MAN. Oh no. Oh no! Nooo!

    He leaps about and then rushes into the street, unaware of the oncoming truck

    which smashes right into him and sends him crashing to the ground. Onlookers

    are shocked and gasp in terror, as Dinah runs to the man's side and kneels

    down.

    DINAH. Don't move. Just lie still.

    He clutches her hand and the world around Dinah pulls in and then back out,

    only now it's changed - instead of a shining city landscape, they're in a

    black-and-white world devoid of other people - only eerie silence.

    MAN. Don't let them get me. Don't let them get me!

    DINAH. Who's trying to get you?!

    Dinah looks around as she hears the tiny pitter-patter of hundreds of feet - as

    rats come pouring out of the subway entrance and scuttle across the street

    towards the two of them. They come from every direction, surrounding them. She

    looks up and around her for help and catches sight of the same shaded man in atrenchcoat - expressionless although he appears to be looking right at them.

    DINAH. Come on!

    MAN. We didn't know what was beneath.. beneath Phoenix...

    He gives his final breaths and dies as the rats come even closer, threatening

    to overtake the two of them. At the last moment, his hand goes slack and he

    lets go of Dinah, and she finds herself suddenly back in the city, surrounded

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    by people. She stands up and looks towards the bench, where the mysterious man

    is sitting - though after a moment, and the passing of a car, he is suddenly

    gone. She looks around, perplexed.

    DINAH. (VO) I can't really describe him.

    EXT. STREET - NIGHT

    Ambulances and cop cars litter the street in the shadows of the night, flashing

    lights casting a red glow under the streetlamps. Dinah is leaning against a car

    and talking to Detective Jesse Reese and his partner, Detective McNally. She is

    hesitant to explain.

    DINAH. I never really got a good look at his face.

    REESE. So you say this guy didn't push the victim.

    DINAH. No, he wasn't anywhere near him, but, uh..

    REESE. But? What? Miss, you saw something, didn't you?

    MCNALLY. Yeah, she saw a guy on a bench.

    REESE. Come on, Mac.

    McNally gives Reese a look, then turns and walks away. Reese confronts Dinah

    alone, pulling out a business card from his jacket and handing it to her.

    REESE. Listen, if you think of anything else at all, and I mean anything, you

    can reach me at this number, okay?

    DINAH. Okay.

    REESE. Good night.

    She walks off into the night, and Reese turns back to his partner as they head

    for the body of the businessman.

    REESE. What?

    MCNALLY. Don't start.

    REESE. Start what?

    MCNALLY. There's something prowling the night', that's what.

    REESE. Of course not. This is just your basic 'normal guy freaks out, throws

    himself in front of a speeding vehicle for no reason' case. Oh, it's totally

    routine.

    MCNALLY. Is that sarcasm? Because you know I'm a sensitive man. Seriously,

    Reese. You've gotta lay off the Twilight Zone. Guys are starting to talk.

    REESE. McNally, you hear the same stories I do. You see the same things we

    can't even begin to explain.

    MCNALLY. Freaks. Weirdos. Urban myths.

    They stop, near the corpse, and face each other.

    REESE. Myths are just the truth a few generations later.

    He straps on rubber gloves and leans down next to the man.

    REESE. Come on, McNally. What are you so afraid of?

    MCNALLY. Being seen with you. Getting carted off to the loony bin. I'm gonna

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    make you a list.

    REESE. There's something going on here after the sun goes down - I intend to

    find out what it is.

    He lifts the tarp covering the man, revealing features frozen and contorted in

    a mask of fear and abject horror - not the face of a man who has willingly

    jumped into traffic to kill himself.

    INT. DARK HORSE BAR - NIGHT

    Helena is behind the bar, working her job pouring drinks. Barbara is in her

    wheelchair on the other side, drilling her.

    BARBARA. I've been calling for hours. Where have you been?

    HELENA. That shrink thing, remember? Being punished for destroying city

    property while chasing *your* bad guy?

    BARBARA. Okay, well, you could've gone *around* the fire hydrant.

    HELENA. Doesn't it ever bother you? We spend all our time trying to save this

    city -BARBARA. Shh.

    HELENA. - fighting crimelords and supervillains, for what? Lousy hours? Non-

    existant pay? No recognition and traffic tickets?

    BARBARA. That's the downside of having a secret identity - the secrecy. Anyway,

    I need you to go on sweep tonight, there's been another death.

    HELENA. You mean another suicide.

    BARBARA. No, it's murder. Neither of these guys had any history of

    psychological illness, no reason to even consider suicide.

    Helena moves down the bar to the other end, forcing Barbara to follow - though

    a man stands in her way.

    BARBARA. Excuse me.

    He moves to let her pass and she repositions herself in front of Helena.

    BARBARA. I'm telling you, there's something wrong here. I can feel it.

    HELENA. Is your spider sense tingling?

    She pours a shot and pushes it across the bar to Barbara.

    HELENA. Stop twitching and have a drink.

    BARBARA. Could you maybe focus here for just one second?

    HELENA. I am focused. Focusing on why we do it - why we even bother.

    BARBARA. We do it because it's who we are.

    Helena has no response for this, so she grabs her bag.

    HELENA. My shift's over anyway.

    She removes a choker with a small birdarang on it and snaps it around her neck.

    HELENA. Might be good for me to go kick some ass.

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    EXT. ALLEYWAY - NIGHT

    Dinah walks down the alley, following the directions on the sheet of paper. She

    is creeped out as the night sounds of the city play around her. A homeless

    stranger walks by behind her and she freaks and turns around, but sees nothing.

    She turns back again, to make her way down the alley, and is once againsurprised from behind. She turns and finds herself face-to-face with Jerry.

    DINAH. Oh, god. You scared me. Um... I thought you were... you know -

    JERRY. Dangerous?

    DINAH. Um... well it's kind of a weird place to have a party.

    JERRY. One thing you'll learn about New Gotham, Dinah - things are never what

    they seem.

    He gives her a sinister look and she begins to get really scared. She tries to

    run but he grabs her and pushes her up against the wall. She screams.

    JERRY. Oh come on, don't be scared, Dinah!

    From above drops a dark figure, coat flying, who lands on Jerry, knocking him

    to the ground. We pan up to see Helena, standing with hands on hips, decked out

    in tight-fitting leather and a long trenchcoat. She smirks down at him.

    HELENA. The lady isn't interested.

    From his spot on the ground, Jerry grabs a pipe from the ground and slams it

    into her stomach, then does it again. She takes the blows as he stands up, and

    then gives him a wide grin.

    HELENA. I was hoping you'd say something like that.

    Her pupils contract and change, becoming cat-like. She dodges his further

    attempts with the pipe, and hits back as Dinah watches. She fakes him out, and

    then forces him back towards the wall as she flips fowards in front of him. She

    kicks out and lands her heel directly on his neck, pushing him against the wall

    and crushing his throat underneath her foot. He barely manages to choke out a

    question.

    JERRY. Who the hell are you?

    HELENA. I'm the Huntress - and you're the prey.

    She releases him and crouches down.

    HELENA. Warmed up yet?

    He freaks out and runs down the alleyway, taking off into the night.

    HELENA. I hate a man with no endurance. Really, what's the point?

    She turns to see Dinah, grinning at her.

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    ASHLEY. You can just say thank you, it wasn't that specatacular.

    DINAH. No, it's.. it's you, I saw you in my dream, I -

    EXT. STREET - 7 YEARS AGO

    A flash of Helena, trying to bring her mother back, and crying out for help as

    the bloodied knife drops.

    HELENA. Mom!

    EXT. ALLEYWAY - CONTINUING

    DINAH. You're really real.

    HELENA. (Weird look) Kid, you should go home.

    DINAH. Wait, where can i find you?

    She reaches out to stop Helena, grabbing her wrist, and sees a montage of

    images - the Clocktower, Helena entering the building and pressing her hand up

    on the wall, which glows and opens to reveal an elevator, and Helena entering astring of numbers in the keypad to activate it. Dinah pulls back out of her

    vision as Helena once again regards her oddly.

    HELENA. It's late. There's a shelter on Durban, a few blocks south. You should

    get off the streets.

    DINAH. No, wait --

    But Helena leaps up several stories to a fire escape, ignoring Dinah's pleas. A

    momentary pause as she stares down at the girl, and then she leaps again to the

    rooftop and is gone. Dinah stares up in wonder and then sees the Clocktower

    rising high above that, recognizing where Helena is headed. She smiles.

    Commercial

    INT. THE LAIR - NIGHT

    Barbara is sitting at her computers, illuminated by a green glow. She's reading

    more articles on the businessmens' apparent suicides while Helena roots around

    in some cabinets in a separate side of the lair, looking for food.

    HELENA. I'm telling you, the word on the streets is that these deaths are your

    garden-variety 'goodbye cruel world'. Is there anything to eat in here?

    BARBARA. The way they did it, it's almost as if they were running from

    something.

    Helena finds nothing, and is frustrated.

    HELENA. There's never any food in this place. A gazillion dollars worth of

    computer equipment and not one jar of peanut butter.

    BARBARA. This doesn't make any sense. I mean, if I was gonna kill myself -

    HELENA. You wouldn't.

    She picks up a package of crackers.

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    BARBARA. What?

    HELENA. Kill yourself, you wouldn't.

    She sniffs a cracker and holds it up.

    HELENA. Do you know how old these are?BARBARA. W-wait, what do you mean, I-I wouldn't kill myself?

    HELENA. It's just not in your nature.

    Barbara pulls back from the computer and activates her wheelchair, rolling over

    closer to Helena to confront her.

    BARBARA. I resent that. I'm as broody and romantically self-destructive as the

    next girl.

    HELENA. Yeah. In a 'let's go get the bad guys, let nothing stand in the path of

    the mission' sort of way. You know, I'm the one that does all the night sweeps,

    I'm the one that does all the field work, I'm the one with bruises in really

    embarrassing places - would it kill you to go to the grocery store every oncein a while?

    BARBARA. What is this obseession with food?

    HELENA. You try fighting the forces of evil when your blood sugar's low.

    Suddenly, an alarm sounds and a bar of light near the computers flashes red.

    Both girls rush to it to see what's happening.

    BARBARA. Permimeter breach! East side, near the elevator, second teir.

    She stares up at a video monitor above the red light, but it's dark and she can

    only see part of the person who is sneaking around.

    BARBARA. I can't get a good visual.

    HELENA. I'm on it.

    She dashes off.

    INT. HALLWAY - NIGHT

    We see the shadow of someone sneaking down the hallway, trying to be quiet.

    Helena is hiding behind a corner as the person comes near, and she suddenly

    thrusts out an arm, taking them out. She looks down at the intruder with a

    quizzical look on her face.

    INT. THE LAIR - NIGHT

    Close on Dinah's face as she lays, unconscious, on a couch in the upper part of

    the lair. Barbara and Helena are nearby, discussing their predicament.

    HELENA. What are we gonna do with her?

    BARBARA. She knows how to get in. What if she knows who we are?

    HELENA. We could kill her.

    BARBARA. Look, we're the good guys, we don't kill innocent people. We don't

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    kill anyone.

    HELENA. Speak for yourself.

    BARBARA. And how did she find us, huh? She must've followed you.

    HELENA. Nobody follows me.

    At this point, Dinah is starting to recover from the blow and wakes up, groggy,

    looking around her.

    BARBARA. Well she's here! I mean, this place is supposed to be a secret, that's

    the whole point of a secret lair.

    DINAH. It's not her fault. I followed her. She didn't know.

    BARBARA. How'd you get in here?

    Dinah sits up and recognizes Barbara - a flash of the Joker shooting Barbara

    and Dinah waking up screaming.

    DINAH. It's you. I should've known you two would be together. Look... sometimes

    when I touch people I see things. Things that, um, that only they know. And

    sometimes when I dream things... they come true.

    INT. THE LAIR - NIGHT (LATER)

    Dinah is strapped into a machine, a glass helmet over her head. She relaxes in

    a chair as a blue strobe scans around her head, displaying computer-displays of

    her brain on the helmet's side along with charts, graphs, data and numbers.

    DINAH. So um, what does this thing do exactly?

    The blue strobe scans back to the other side and shuts off. The helmet lifts

    itself, freeing Dinah. Barbara is checking out a computer for the readouts from

    the machine as Helena stands nearby, waiting.

    BARBARA. This machine will tell me if there's any biological evidence of the

    abilities you say you have. In other words, if you're metahuman.

    DINAH. Meta-what?

    BARBARA. In most people, less than five percent of their neural cells are

    active. Your cerebral cortex activity is...

    She checks the computer screen, and is surprised.

    BARBARA. Over fifty percent.

    DINAH. So it's true. I'm officially a freak.

    HELENA. Hey, watch it with the f-word.

    Helena discards a computer print-out and heads over to another bank of

    computers as Barbara rolls herself over to Dinah.

    BARBARA. There are people in the world, Dinah, a lot of people with abilities

    beyond what we think of as human. Um, no two metahumans have the same gifts.

    Don't ask me where their powers come from, no one knows. Natural mutations,

    biological experiments.

    HELENA. There's been some really weird stuff from meteor showers.

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    BARBARA. The point is, you're one of a long line of people who've had to hide

    who they are.

    DINAH. So I'm like you?

    BARBARA. Uh, like Helena, Technically. I'm not metahuman.

    DINAH. But you're both heros, and save people.

    She stands up and appraises them both, then smiles.

    DINAH. I wanna join.

    BARBARA. No.

    DINAH. Why not?

    HELENA. Sorry, we don't have an opening for Junior Supergirl.

    BARBARA. You can't stay here. You have to go home.

    DINAH. Do you honestly think I'd get on a bus and come to a city where I didn't

    know a soul, no money, no job, if I had a place to go back to. I mean, I came

    to New Gotham looking for something and I didn't even know what it was, and now

    I do...

    HELENA. Can I talk to you? Now?

    Barbara and Helena head away from the computers to discuss. They end up near

    the elevator.

    HELENA. You can't seriously be considering this.

    BARBARA. A few hundred years ago, a girl like that would've been burned at the

    stake.

    HELENA. Yeah, she's freaking me out right now.

    BARBARA. It's just one night. One. I remember another girl with no place to go

    who fell asleep on that couch.

    HELENA. I'm gonna go.

    She presses the keypad and the elevator doors open. She gets in.

    BARBARA. Helena, wait.

    Helena gives Barbara a look, but doesn't say anything as the doors close.

    INT. THE LAIR - MORNING

    Dinah wakes up on the couch and is greeted by Alfred, an older man in a sharp

    black-and-white suit customary to butlers. He is holding a pile of clothing in

    one hand and a tray in the other as the sun streams in around him, illuminating

    the lair.

    ALFRED. Morning, miss. Alfred Pennyworth. How do you do? I've brought anassortment of clothes in your size. I trust you'll find them adequate.

    DINAH. Thank you.

    ALFRED. Perhaps a shower and a change.

    DINAH. Sure.

    She starts to depart with the clothing.

    ALFRED. How do you prefer your eggs?

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    DINAH. Um, scrambled.

    She leaves and Alfred heads over to the bank of computers with his tray, where

    Barbara sits. He puts the tray down, revealing that it contains a kettle and

    demitasse cups to drink from.

    ALFRED. I've restocked the refrigerator in your apartment. It was ratheralarmingly empty.

    BARBARA. So I hear. Thanks, Alfred, you're a lifesaver.

    ALFRED. No bother at all. There's never enough to keep me busy at the Manor. I

    keep hoping that Miss Helena will change her mind and come live there. After

    all, technically, it is her birthright.

    Barbara takes a cup and drinks some of the coffee.

    BARBARA. She's not going to accept anything connected to Wayne money. I'm lucky

    she can handle the trust paying for the equipment here.

    ALFRED. This time of year is always difficult.

    Barbara rolls away in her chair to check another computer.

    BARBARA. I don't know what to do. She just won't let me in.

    ALFRED. I meant for both of you.

    BARBARA. Me? Don't be ridicioulous, I'm - I'm fine.

    ALFRED. (Sensing her unease) Dinah is a very gifted girl, if I'm not mistaken.

    Quite interesting.

    BARBARA. It's temporary.

    Alfred doesn't say anything, but simply looks at her, and she looks up at him

    and reads his face.

    BARBARA. (Smiling) You're being superior again.

    ALFRED. Oh, perish the thought.

    BARBARA. I mean, Helena's right - she can't stay with us. This is no place for

    as kid. What would she do anyway?

    Dinah comes back into the room, freshly showered, drying her hair. She looks up

    a large monitor, upon which is displayed an article about the man who was hit

    yesterday afternoon.

    DINAH. Are you investigating this? Because I was there when he died, and it

    wasn't a suicide.

    Commercial

    EXT. OFFICE HALLWAY - DAY

    To see a door with the words 'Dr. Harleen Quinzel' displayed in gold print and

    'Doctor of Psychiatry' underneath them.

    INT. DR. QUINZEL'S OFFICE - CONTINUING

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    Helena is sitting in the chair across from Dr. Quinzel again, having another

    session. Dr. Quinzel listens with rapt attention.

    HELENA. After my mother's death, I learned more than just my father's identity.

    I learned he had a whole other life.

    DR. QUINZEL. I'm not sure I understand. Do you mean another family?

    HELENA. More like a really aggreessive hobby.DR. QUINZEL. A dangerous one.

    HELENA. Um, yeah. I guess a part of me, I blamed him for what happened to my

    mother. If Barbara hadn't taken me in -

    DR. QUINZEL. Why did she do that?

    HELENA. I've known her since I was a kid. She was just trying to help.

    DR. QUINZEL. Human beings are essentially selfish creatures, Helena, no matter

    how we try to mask it to the world or ourselves. You say Barbara rescued you -

    did she do that for you, or for herself?

    INT. THE LAIR - DAY

    Dinah is now dressed, and she and Barbara are reading through articles andtrying to figure out the mystery of the suicides. Dinah tries to explain what

    happened as they make their way around the computer layout.

    DINAH. I couldn't tell the cops what I really saw, but he was terrified of

    these imaginary rats.

    BARBARA. Well maybe it was. I mean, it-it sounds like a tailor-made illusion

    taken directly from the victim's subconscious. What he feared most, came after

    him.

    DINAH. Yeah, but what could make him see something that wasn't even there?

    BARBARA. Well, a metahuman.

    She types at the keyboard and brings up records that she searches through.

    BARBARA. Ugh.. there are no metahuman criminals in my database with that

    ability.

    DINAH. He, um, he said something about a 'phoenix'.

    BARBARA. Fiery tail, rising-from-the-ashes, that kind of phoenix?

    DINAH. Yeah, I know they're not real. Phoenixes aren't real, are they?

    BARBARA. Um, not that I know of.

    DINAH. Okay. Just checking. Um, he said he didn't know what Phoenix was for.

    BARBARA. Like it wasn't an animal at all.

    She operates her chair and moves over to another computer.

    BARBARA. I wonder... let's see...

    On the computer, she pulls up a document about Phoenix Industries, a company

    located there in the city.

    BARBARA. Phoenix Industries was formed in New Gotham a few months ago. It looks

    like a dummy corporation for some kind of real estate purchasing. The old

    Dockyards. They bought it in parcel, all of it.

    DINAH. And that's bad because...?

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    BARBARA. It isn't, necessarily. You buy the land cheap and rebuild, and then

    you've made a fortune. Or get complete access to the infrastructure of New

    Gotham. The sewers, the shipping lines, anything coming in and out of the city.

    DINAH. And you're not banking on the sunnier motivation, are you.

    BARBARA. Let's just run trace the tax file and see about the owners.

    She scrolls through the page and waits for the information to load. Fourpictures of four different men come up on screen, and she compares them - two

    match the men who have been profiled in the recent articles, having apparently

    committed suicide.

    BARBARA. Come on, come to momma. Four-man consortium runs Phoenix. Out of the

    four owners, two are dead. Suicides...

    EXT. HIGH-RISE APARTMENTS - NIGHT

    Close on a bat-shaped earring as Helena speaks to home base through it. She is

    crouching outside of a balcony, waiting to enter the apartment building.

    HELENA. There are two potential vicitms left. Why are you so sure I should

    protect this guy first?

    BARBARA. The other guy is out of town, not getting back until late tonight. Our

    suspect's only killed in New Gotham so far.

    INT. APARTMENT - CONTINUING

    Helena enters the room and looks around. The entire place is dark and quiet,

    save for a song playing on the stereo.

    BARBARA. Are you in yet?

    HELENA. Of course. Are you sure he's here?

    BARBARA. Uh, he ordered pizza on his credit card forty minutes ago.

    Helena spots the pizza, some slices missing, sitting in the open box. She

    touches it - getting cold.

    HELENA. Once again, Big Sister's watching.

    She walks over to the stereo and shuts if off. She enters the bedroom and looks

    around, confused. A helicoptor swoops by the building, lighting up the

    apartment, and Helena practically bumps into something and turns around to find

    the man hanging from the ceiling, dead.

    HELENA. Ookay... he's here.BARBARA. Huntress, there's something coming through on the police scanners.

    You've gotta get out of there.

    But before Helena can do anything to evacuate, Detective Reese come into the

    apartment pointing a flashlight and gun.

    REESE. Freeze! Don't move. Detective Reese, Gotham P.D. You're not going

    anywhere.

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    INT. APARTMENT - NIGHT (LATER)

    The lights have now been turned on. Close on a pair of handcuffs as they snap

    over two wrists - one, Helena's, and the other, that of an antique bronze

    statue.

    HELENA. Okay, I *really* don't have time for this.

    REESE. You're in the middle of a crime scene, lady - you'll make time.

    HELENA. You can see it's a suicide.

    REESE. Seem to be a lot of those going around lately, huh? You know, my

    colleagues, they think I'm crazy. But I'm beginning to wonder if somebody isn't

    giving these vics a little push.

    He walks around the room, inspecting. Helena turns her head and speaks low,

    into her earrings.

    HELENA. You'd like this guy, he's got your paranoid turn of mind.

    REESE. Excuse me? What was that?HELENA. (Innocently) I didn't say anything.

    BARBARA. (V.O.) Neighbors reported sounds of a fight. Must've been in the area

    to have gotten there so fast. You'll have a few minutes before the black-and-

    whites arrive, just get out of there.

    REESE. Do you know this man?

    HELENA. He was dead when I got here.

    REESE. Really. Oh, so then the best you can say for yourself is you were

    robbing a dead guy.

    HELENA. You're a detective - detect. What was I gonna do, strap a few paintings

    on my back and take the elevator? I don't have the gear for a heist and I don't

    have any weapons. What did I do, come in here and chat him into hanging

    himself?

    REESE. Even if I were to believe you, you still haven't answered my question.

    What are you doing here?

    HELENA. Same thing you are, just trying to save someone. Guess we were both a

    little too late.

    Reese wanders around the room more, turning his back on Helena to look up at

    the dead man.

    HELENA. We're on the same side, Reese.

    BARBARA. (V.O.) Now wait just a minute!

    HELENA. I know what I'm doing, back off!

    Reese turns around sharply, stares at her.

    REESE. Do you... hear voices or something?

    HELENA. You have no idea. Someone dropped the Hermez shooter off at the precint

    doostep last week, right? And the Dorsett kidnapper - I practically giftwrapped

    that one for you.

    He pulls his gun and points it at her, intense.

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    REESE. Who are you?

    HELENA. I'm not your enemy.

    REESE. What, I'm supposed to believe you're a friend?

    HELENA. I didn't say that.

    She suddenly swiftly reaches out and kicks the gun out of his hand, and then

    tosses him the unlocked handcuffs, which he catches. In a flash, she's over bythe open balcony doors.

    HELENA. I hate locks.

    REESE. So you save people.

    HELENA. On good days.

    REESE. Why don't you carry any weapons?

    HELENA. I am the weapon.

    She winks at him and then turns and rushes onto the balcony, throwing out her

    arms and - leaping off. She soars out of sight and Reese rushes to the balcony

    edge, alarmed. Down below, Huntress lands on a rooftop of a lower building and

    runs across it, streaking away in the night. Reese jingles the handcuffs in hishand and looks after her, and then out into the city, perplexed and intrigued.

    Commercial

    INT. THE LAIR - NIGHT

    Helena walks in from the elevator, to the accusing glare of Barbara.

    BARBARA. I can't believe you told him all that.

    HELENA. He chained me to a second-century Greek bronze. Kinda classy.

    Helena comes over behind Barbara and they look together at the picture of the

    last living businessman who owns Phoenix. Dinah comes up behind them both.

    BARBARA. All right, there's a ticking clock on our last victim, Larry Ketterly.

    HELENA. The businessman? I know him, he used to live in the same block as us.

    BARBARA. Yeah, well, he's back in town. We can only guard him for so long, we

    need to find out who the assassin is. Stop him for good.

    HELENA. Which means check the Dockyards. It's the only lead we have.

    DINAH. I can go to the Dockyards.

    Both Helena and Barbara ignore her, however.

    BARBARA. You can't be in two places at once.

    HELENA. Okay. So you take the dockyards and I'll guard Ketterly.DINAH. I could go to the Dockyards.

    Once again, they ignore her.

    BARBARA. You know I don't like you going out in the field without backup.

    HELENA. You mean without looking over my shoulder.

    DINAH. (Yells) Let me go to the damn Dockyards!

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    They turn and stare at her outburst. She shrugs and tucks a fold of hair behind

    her ear.

    EXT. DOCKYARDS - NIGHT

    Dinah is standing amongst the old buildings and alleys as mist floats around

    her. She is holding a funny headset with glasses that she puts on.DINAH. So, uh, why don't I get cool jewelry like Huntress?

    BARBARA. Because the cool jewelry costs more than a new car.

    DINAH. Like, Buick-new or Mercedes?

    BARBARA. Ferrarri.

    DINAH. Oh.

    BARBARA. And it doesn't transmit 3D images in infrared.

    Dinah hits a button on the headset and the glasses light up a green glow, a red

    laser pointer shooting out of a small side part of the contraption. She adjusts

    the mic in front of her mouth.

    INT. THE LAIR - NIGHT

    Barbara is focused, sitting in her chair. She rolls backwards into the center

    of the room.

    BARBARA. Can we get started now?

    The lights in the lair go down and a circle of green light comes up around

    Barbara. It raises into a fully-shaped cylinder around her, graphed with lines

    and axes upon which is projected what Dinah is viewing through her glasses.

    DINAH. Yeah, let's go.

    EXT. KETTERLY HOME - NIGHT

    Helena sneaks along the gates outside the house, and onto the property. She

    comes to an exterior wall of the house covered with ivy and stands against it,

    then peeks in through a window to see Ketterly moving around his desk.

    HELENA. Oracle, do you copy?

    BARBARA. Yeah, I'm here.

    HELENA. I'm at the house, he's home alone.

    EXT. DOCKYARDS - CONTINUING

    Dinah looks around in amazement at the buildings, still in wonder aboutbeing part of this entire hero scene.

    DINAH. Are you getting all this?

    BARBARA. Yeah.

    DINAH. Doesn't look like anyone's been here in years.

    BARBARA. No, not since - (Catches herself) not for a very long time.

    Wait. Over there, check in there.

    DINAH. Okay...

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    She heads to a new corridor and walks into a bunch of spiderwebs.

    DINAH. Gross.

    EXT. KETTERLY HOME - CONTINUING

    Helena moves around the house, and then turns to peek into another

    window. Ketterly is gone.

    HELENA. I've lost visual.

    BARBARA. Well find him. We don't know how the assassin gets to his victims, he

    could be in the house already.

    Helena sneaks over to the doors and leans down towards the handles, shiny gold

    knobs. Her face is reflected in one as she reaches out for it, but it is

    suddenly swung open by Ketterly himself, holding a baseball bat.

    KETTERLY. Who the hell are -- Helena?!HELENA. Hi, Mr. Ketterly.

    She grins sheepishly and gives a wave, and then stands up.

    INT. KETTERLY HOME - LIBRARY - NIGHT

    Ketterly is pouring tea while Helena looks around the room.

    KETTERLY. What exactly were you doing skulking around in my bushes?

    HELENA. Just wanted to drop by.

    He looks at her and takes in her jacket and leather clothes.

    KETTERLY. Lovely outfit.

    HELENA. Thank you. Going dancing later.

    KETTERLY. Little Helena Kyle.

    He walks out of the room, leaving Helena to herself - and Barbara, by way of

    the bat earrings.

    BARBARA. I told you it would've been better if you had just knocked on the

    door, but no, you had to be the stealthy queen.

    HELENA. Superhero at your service.

    BARBARA. All right, well you're in now. See if you can find out what Phoenix

    was planning on doing with the Dockyards.

    EXT. DOCKYARDS - CONTINUING

    Dinah continues to wander around the old shipping district, laser beam scoping

    out the surroundings.

    DINAH. Are you two having a fight?

    BARBARA. Dinah. Mind on the mission.

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    DINAH. Right. So, um... what exactly am I looking for?

    BARBARA. I'll know it when you see it.

    Suddenly, the floor beneath Dinah gives way and she crashes through amidst rock

    and rubble, kicking up clouds of dust around her.

    BARBARA. (Concerned) Dinah? Dinah, do you copy?!

    Dinah picks herself up and dusts herself off, and looks around.

    DINAH. Oh yeah. I'm fine.

    BARBARA. All right, go down that tunnel. Over to your right. That one.

    DINAH. I don't understand. None of this is on the map.

    She continues to look around, following Barbara's directions through the new

    tunnels.

    DINAH. (Realizes) You've been here before, haven't you.

    Barbara is forced to spill her secret, and she takes a breath, starting to

    explain. Her explanation is broken up by flashbacks to the fight with Joker.

    BARBARA. It was a long time ago. Another life. Before I was ever Oracle, I had

    another name. Another identity. Another self. I used to work with a man...

    Helena's father. He was Gotham's greatest champion, and most people never even

    knew he existed. The last time I ever fought at his side was in this place.

    We see Barbara as Batgirl, running into a room and towards the Joker. He shoots

    his hand out and from a small palm-held device shoots a beam of electricity

    which hits Batgirl in the chest and sends her to the floor.

    BARBARA. We'd cornered the worst criminal Gotham had ever known, smashed his

    organization and hunted him down.

    Batman comes rushing into the room and tackles the Joker, taking him down as

    the walls around them start to burn and crumble. We see a turn of the cape as

    the pair fight amidst the fire and the room collapses around them.

    BARBARA. I know Batman could've killed the Joker... but he didn't. And his

    honor had a price. The Joker got away from the police, only for a few hours...

    just long enough to send a man to kill Helena's mother and to come for me

    himself.

    Dinah removes the glasses, but still listens.

    DINAH. Why?

    BARBARA. I think the Joker wanted to drive Batman mad. And maybe he did.

    Because a few months later he left. Gotham, his work... everything.

    A tear slips down her cheek, which she makes no attempt to wipe away or hide.

    BARBARA. Even the daughter he never knew he had.

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    INT. KETTERLY HOME - CONTINUING

    Helena is sitting in a chair in the library, a cup of tea in her hands.

    Ketterly is sitting on the coffee table, talking to her.

    KETTERLY. The idea for rebuilding the Dockyards was mine, actually. I didn'thave the capital to buy the property up. So I brought in partners, formed a

    consortium, and --

    HELENA. And people started dying.

    KETTERLY. Oh, you know about that. I keep telling myself it has to be

    coincidence.

    HELENA. Does it?

    KETTERLY. Helena, is that why you're here? To protect me? It's okay, you can

    tell me the truth.

    INT. INNER TUNNELS - CONTINUING

    Dinah comes into a small office room and sees the articles on the deadbusinessman, certain parts of them circled in red permanent marker. Dinah looks

    around them, the recently used objects and supplies.

    DINAH. Barbara, someone's been here. Okay, this is beyond weird.

    She picks up a portrait on the desk and looks at it, and it is projected back

    to Barbara.

    BARBARA. Oh my god. It's Ketterly.

    We see the picture, which is indeed of Ketterly and his family. The picture

    flickers in the -

    INT. KETTERLY HOME - CONTINUING

    Firelight of the room, as we pull back and see the portrait hangs above the

    fireplace. Helena sits, quiet, enthralled, as Ketterly speaks to her.

    KETTERLY. You really wanna know what's under those Dockyards, Helena? A piece

    of Gotham's past, part of our history. We lost a great leader, but from the

    ashes where he fell, we're going to rise again. We're going to build an empire

    that will make the world tremble. Or something like that. I was always a little

    fuzzy on the details, I'm more a big picture kind of guy. But enough about me,

    and my plans. It's time to tell me, Helena... what are you afraid of?

    Unresponsive, Helena drops her tea cup, which smashes on the floor.

    Commercial.

    EXT. STREET - NIGHT

    A van speeds down the street, with Barbara behind the wheel, a headset on so

    she can speak to Dinah and Helena.

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    BARBARA. She's not answering. Just get there as fast as you can.

    DINAH. (V.O.) I'm on my way.

    BARBARA. Helena, listen to me.

    As Barbara's voice projects to Helena's ears, however, it gets quieter and

    fades and ripples as what Ketterly is doing to Helena takes control.

    BARBARA. Concentrate on my voice and it may interfere with whatever auditory-

    nueral connection he's using.

    INT. KETTERLY HOME - CONTINUING

    Helena has gone deep into a trance while Ketterly speaks to her.

    KETTERLY. I'm surprised at you, Helena. It doesn't usually take people this

    long to open up to me. You have an execeptionaly strong mind. But we have time.

    Helena, I know you want to tell me... go ahead... let it out...

    HELENA. She died. I lost her. I lose everyone.

    Ketterly removes an extremely large knife from a box and walks towards Helena.

    KETTERLY. To love someone and to lose them... right in front of you...

    EXT. KETTERLY HOME - CONTINUING

    Dinah comes up to a pair of French doors and tries the handle, but they're

    locked.

    DINAH. Ugh. Wanna fight bad guys? Locked doors are gonna come up sometime.

    She makes a fist with her hand and punches through the glass pane, then twists

    the lock to let herself in.

    INT. KETTERLY HOME - CONTINUING

    Helena is holding the knife in her hands, pointed at herself, and starting to

    cut into her chest. Blood drips down her torso. Dinah runs into the doorway.

    DINAH. Helena!

    She dashes for the pair to stop them. Ketterly spins around.

    KETTERLY. What have we here?

    Ketterly pulls up a fireplace poker and slams it into Dinah's stomach. She

    drops to her knees.

    KETTERLY. Just another little girl. Aww.

    But then Barbara appears in the doorway in her wheelchair, holding a

    birdarang.

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    BARBARA. Not exactly.

    She throws the birdarang, which is like a boomarang, and it hits Ketterly in

    the head and sends him to the ground. She moves her chair over to Helena and

    takeks the handle of the knife, tries to pull it away.

    BARBARA. Helena, it's all right. We're here. Let me take this. Helena, listen

    to me. It's over.

    KETTERLY. No it's not. You're too late. It doesn't matter what you do to me

    here -

    BARBARA. Helena.

    KETTERLY. - part of me stays with her in there. Where I've taken her, no one

    can follow.

    He grins at them despite the blood on his forehead. He knows he's won. But

    suddenly, Dinah appears next to Barbara and puts her hand atop both of the

    girls', and over the knife.

    DINAH. I can.

    KETTERLY. No you can't!

    Flame explodes outwards from the fireplace as the room changes from the

    Ketterly home to a black-and-white dream plane, the streets of New Gotham.

    Dinah is standing by a store, and looking into the distance.

    DINAH. She won't hear me. Not here. But maybe she'll hear you.

    We see that Barbara is standing by another storefront, and actually standing -

    she is in her Batgirl costum, cape and cowl on, and looks to Helena. She walks

    over to the middle of the street, where a 14-year-old Helena is kneeling and

    pointing the knife into her chest. Barbara kneels down as well and removes her

    mask.

    BARBARA. Helena.

    HELENA. I couldn't protect her.

    BARBARA. You were just a kid.

    HELENA. No. Heros are supposed to save people. I failed every person who ever

    needed me.

    BARBARA. No. You haven't failed me. I chose this life, and-and all of the risks

    that came with it. You don't have to protect me, Helena, do you understand? We

    have to protect each other. I can't do this without you.

    She manages to wrest the knife away from Helena, who collapses into her arms.She comforts her, until Ketterly, in his trenchcoat and glasses, begins to walk

    towards them.

    KETTERLY. You don't belong here.

    And suddenly Barbara is standing by the storefront again, mask off, but away

    from Helena.

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    KETTERLY. You don't have any legs, you're not Batgirl anymore.

    Barbara falls, pushed back to reality by Ketterly's words. He comes towards

    her, grinning, and grabs the knife from the ground. As he makes to attack her

    with it, his arm is grabbed by Helena from behind - adult Helena in her

    fighting clothes.

    HELENA. Neither do you.

    Her eyes change, pupils contracting like a cat's. She and Ketterly fight,

    trading blows and blocking punches. Helena backsteps to avoid the knife and he

    slices only her jacket. As he moves to give her an uppercut to the jaw, she

    avoids it by backflipping a few times, and gives a low kick to the knee as he

    comes towards her, then another kick

    with the other leg to his midsection. She flips forward and back to her feet as

    Ketterly tries to recover. He brandishes the knife and runs at her again, as

    they trade kicks. She lands a few punches to his face, and he does the same to

    her.

    Each time he tries to slice her, she sidesteps or backs up out of range. He

    thrusts in an undercut move to stab her in the stomach and she reaches down to

    stop him - now the two hold each others' wrists, waging a battle of strength.

    Ketterly uses the chance to land three good punches and a kick to her stomach,

    and then with one arm backhands

    her and throws her straight across the street and into the window of a store.

    She crashes through and lands, silent. Ketterly observes and checks to see if

    she's getting up... but there is only silence. He turns his sights on Barbara,

    who is crawling, trying desperately to do something.

    But as he heads for her, suddenly the stone wall next to him breaks open as

    Helena bursts through, showering him with the debris. They are knocked to the

    ground and roll a few times. Ketterly gets the upper hand and uses his strength

    to his advantage - straddling Helena, he tries to force the knife downwards

    into her chest, but only her upwards momentum keeps him from succeeding.

    KETTERLY. Why bother, Helena? Even if you kill me, you'll still be alone.

    You'll always be alone.

    HELENA. Maybe. But it's my screwed-up life and I'll decide when it's over!

    She manages to turn his wrist so that the knife points up towards him, and

    pushes - and he gives, caught unawares, and the knife plunges trhough his

    chest. He rolls over and off of her, dead.

    Barbara starts to stand up, and grabs on to Dinah's wrist for support. Theyclutch each others' forearms as Helena walks towards them. She extends a hand

    and lays it over theirs, all three women joined together. The world flashes

    out.

    INT. KETTERLY'S HOUSE - LIVING ROOM - NIGHT

    The girls pull back out of their respective trances. Barbara takes the knife

    from Helena, who is only too glad to let it go. They glance over at Ketterly,

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    who is slumped on the floor, unresponsive. He is bleeding from the cut on his

    forehead.

    HELENA. What's wrong with him?

    BARBARA. He said that some part of his mind was in yours. Maybe that when you

    killed him in that world, you destroyed it - somehow.

    HELENA. Yeah, well... oops!

    Dinah walks over to him and bends down, looking into his eyes. She turns to the

    girls.

    DINAH. So what are we gonna do with him?

    EXT. ARKHAM ASYLUM - NIGHT

    Thunder crashes and lightning flashes, as we establish the gloomy and gothic

    insane asylum's exterior.

    INT. ARKHAM - CHAMBERS - NIGHT

    Reese and Dr. Quinzel are standing in a holding area looking in at a glass

    chamber where Ketterly is standing, in a straightjacket, not moving or

    speaking.

    REESE. Somebody actually dropped him at the station with a bunch of... well,

    pretty bizarre evidence and, well, we can't be sure he isn't dangerous and

    that's why we brought him to you, Dr. Quinzel.

    DR. QUINZEL. Oh, call me Harleen, Detective, please.

    REESE. Harleen. I appreciate your time. I'll be in touch.

    Reese walks away, leaving Dr. Quinzel alone. She walks down into the inner

    chamber and to the glass hexagonal prison that Larry is standing in. She

    presses a button and some bright white lights flip on, and then she opens the

    door and steps inside, facing Larry. He is unresponsive.

    DR. QUINZEL. Larry. This really is quite the disappointment, isn't it? I needed

    those dockyards, Larry. I had a dream of New Gotham, of people writhing in

    pain, dying on the streets.. and everything under my command. You ruined my

    dream!

    She raises her leg and delivers a high-flying kick to his face. He is knocked

    to the ground as blood trickles from his temple, cut by her sharp heel. She

    regains her composure, and turns again to face him.

    DR. QUINZEL. At least temporarily. What happened, Larry? I wish you could tell

    me. But somebody's gotten to you. That means someobdy's trying to stop me.

    Well. Just goes to show. Never send a businessman to do a psychopath's job.

    With a mischevious glint in her eye, she turns to leave.

    INT. THE LAIR - NIGHT

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    Helena and Barbara are watching footage of the Dockyards being destroyed on a

    large monitor in the lair.

    HELENA. It just feels wrong. No ticking bomb, no poison gas. I mean, we usually

    save the guy from some apocalyptic bad guy plan.

    BARBARA. Yeah, well, this time we changed ourselves. It's a nice change of

    pace.HELENA. Except you know that 'rah, rah' rebuild-the-empire speech Ketterly gave

    me? He didn't say 'I', he said 'we'.

    BARBARA. I know.

    The girls are interrupted by a sharp slicing sound and an accompanying bang

    behind them. They turn to see Dinah, tossing birdarangs at a set of soda cans

    piled atop of each other. She is missing her mark by a lot.

    HELENA. She's really terrible at those.

    BARBARA. I was worse when I started. You know if it wasn't for her neither of

    us would be alive right now.

    HELENA. Yeah. I know.

    Together, they make their way over to her. She brushes her hair behind her

    ears, sheepish.

    BARBARA. There are going to be some ground rules.

    DINAH. I'll do it.

    BARBARA. I haven't even said what they are.

    DINAH. I don't care. I mean, as long as I can stay.

    Helena makes a face at the prospect.

    DINAH. I can stay, right?

    HELENA. She's not staying at my place.

    BARBARA. As long as you go to school. And work on developing your skills, both

    mental and physical... then you can stay!

    DINAH. Cool!

    She hugs first Barbara, who is enthusiastic, and then Helena, who is less than

    receptive to it, but Dinah doesn't care. She pulls back and grins at her new

    home.

    EXT. CLOCKTOWER ROOF - NIGHT

    Where Barbara is sitting, looking out at the city and the stars in the dark

    sky. Helena joins her and the two look out around them at New Gotham.

    BARBARA. Sometimes I close my eyes and I can almost feel it. What it was like

    to race across rooftops under the moon.

    HELENA. Cold. Wet. And hell on your nails.

    Barbara smirks, then stops, takes a more serious turn of thought.

    BARBARA. I guess I never really let go of who I was... before.

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    HELENA. It's a hard thing to lose. I can't ever be what you were.

    BARBARA. Good. Just be yourself instead. You're way cooler than I ever was

    anyway.

    Helena looks upwards and outwards for a moment, then smiles.

    HELENA. I know.

    Barbara smiles back and the two girls grin and continue to watch over the darkcity they live in - often gritty, dank and dangerous, but it's still the place

    they call home. We pull back from the Clocktower through the sleeping city,

    leaving the girls to their thoughts, and pan up to the bright, full moon in the

    night sky - as a bat flies by it and zooms straight at us, then rushes by.