1x01 THE FACELESS

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BACK ROOM
PRODUCTIONS
FADE IN:
EXT. FALCONE MANSION - NIGHT
A vast, impressive manor house. The lights of Gotham City can
be seen in the distance.
The house is brightly illuminated, the doors wide open.
LIVERIED DOORMEN escort guests inside from a line of
limousines.
Music and laughter comes from inside.
INT. FALCONE MANSION - NIGHT
A party in full swing. Gaming tables have been set up. MEN IN
TUXEDOES talk, laugh and gamble. BEAUTIFUL GIRLS circulate
with trays of drinks.
YOUNGER MEN do lines of cocaine or take phials of Oblivion in
open view. Gangsters do body shots off a pretty girl in her
underwear lying on a coffee table.
All the guests here are members of the various Gotham City
mobs. And tonight they get to indulge.
INT. UPPER BALCONY, FALCONE MANSION - NIGHT
An upper floor, looking down on the party below.
CARMINE (O.S.)
Beautiful, isn't it?
CARMINE FALCONE (40s, thin faced, dark hair going a bit grey)
stands on the balcony, glass of champagne in hand. His guest
steps forward.
FLASS (O.S.)
Just think.
ARNOLD FLASS smiles at Carmine.
FLASS (CONT'D)
One call downtown and a lot of the
organised crime in this city
becomes considerably less
organised.
CARMINE
(laughs)
Don't think that hadn't crossed my
mind.
They clink glasses and drink.
SHOT THROUGH BINOCULARS, from a distance.
2.
Watching the idling line of limousines.
Flass and Carmine.
FLASS
Business seems to be treating you
well, Carmine.
CARMINE
Both of us.
FLASS
It suits you. I like it.
Flass leans in, lowers his voice.
FLASS (CONT'D)
Just so long as you don't forget
who allowed it to happen.
CARMINE
You're being well rewarded, my
friend.
FLASS
I wasn't talking about me.
From OS we see a hand in black leather gloves replacing the
binoculars in the pocket of a dark blue tactical jacket. A
powerfully built MAN makes his way toward the line of
limousines.
Carmine looks up at Flass in surprise.
FLASS
You and I both know what a service
the Master did for you when he
allowed the Falcone family to take
control of the Oblivion pipeline.
CARMINE
Don't think I don't know it. And if
you think I would-FLASS
I'm not implying anything of the
sort. Just reminding you how much
you have to gain from working with
the Brotherhood...
(dark look)
And how much you can lose by
working against us.
3.
The rearmost LIMO DRIVER stands by the back of the car,
smoking a cigarette.
WHAM! -- Someone grabs him from behind, jams a TASER into his
neck -- the man SPASMS as he goes down.
As he drops we reveal the grim form of ALFRED PENNYWORTH,
dressed in tactical clothing and a clamped on black hat,
taser in hand and a look of business in his eyes.
He moves on to the next limo.
ON THE SOUNDTRACK: the sound of a spoon tapping a glass.
Gentlemen.
CARMINE (PRELAP)
INT. DINING ROOM, FALCONE MANSION - NIGHT

Carmine stands at the head of a long table. All the guests
are arranged down the sides, looking up at Carmine as he
raises his glass.
CARMINE
I'd like to propose a toast.
WHAM! WHAM! WHAM! Three more limo drivers are dropped by
Alfred in quick succession. He moves on, steady as a rock.
Carmine faces his guests.
CARMINE
Tonight wouldn't have been possible
without the work all of you have
put in over the last year.
Alfred grapples hand to hand with the final limo driver.
CARMINE (V.O.)
This has been a hard few years for
this city. Even certain industries
that are supposed to be recession
proof, such as what we do, have
felt the impact of the crisis
Gotham has felt.
Carmine lets his gaze sweep around the room.
4.
CARMINE
But now everything is changing. We
have before us a great opportunity.
Alfred drops the last limo driver to the ground with brutal,
controlled moves.
CARMINE (V.O.)
And I intend to show all of you
that we are going to make the most
of it.
Alfred touches his ear.
ALFRED
Alright kid, we are good to go.
He stalks off back the way he came.
Carmine raises his glass.
CARMINE
So, gentlemen, please join me.
EXT. ROAD SIDE - NIGHT
Alfred emerges from the treeline to where his black Range
Rover is parked. He looks back at the house.
Everyone stands, raising their glass.
CARMINE
Here's to us. To a prosperous new
future for our family. Salut.
CLUNK!
All the lights CUT OUT, plunging the house into darkness.
Alfred watches the lights go out. He smiles to himself. This
is going to be good.
CHAOS, everyone's panicking, raised voices, alarm.
CARMINE
(raises his hands)
Gentlemen, please--
5.
WHAM!
The doors open. SMOKE POURS IN, seeming to come from all
directions at once.
PANIC in the voices, "It's him!", "He's here!"
BATMAN (O.S.)
Ladies. Gentlemen.
The voice seems to come from all directions at once, echoing,
booming, silencing everyone at once.
WHOOSH! FLAMES flash into existence on the table candles.
BATMAN (O.S.) (CONT'D)
You have eaten well.
At the far end of the room we see a hulking, monstrous dark
figure standing in the doorway.
Iconic. Terrifying. Utterly unmistakable.
BATMAN.
BATMAN (CONT'D)
You have eaten well while Gotham
has starved.
Kill him!
CARMINE
GUNS are raised -- BANG! BANG! BANG! The shadowy figure is

gone. Everyone looks around. Wondering.
GUEST 1
Is he gone?
Silence. Then:
BATMAN (O.S.)
You have eaten Gotham's wealth.
It's spirit.
Again, the voice seems to come from all around. Everyone
looks in all directions, panicking.
Your feast is nearly over.
SHADOWS move all around the table - everyone looks,
terrified, trying to see where the attack will come from.
From this moment on-MOVEMENT - Batman is right behind Carmine, whispering in his
ear:
6.
BATMAN (CONT'D)
None of you are safe.
The flames CUT OUT. The room plunges into darkness.
Someone SCREAMS.
INT. RANGE ROVER - NIGHT
Alfred sits in the driver's seat. From the house we hear
DISTANT SCREAMING and GUNFIRE.
Alfred smiles to himself.
The back door opens. Alfred glances in the mirror as a dark
figure slides in behind him.
ALFRED
That seemed to go well.
The figure pulls off his mask, revealing BRUCE WAYNE, eyes
shining, high on adrenaline, flushed through with success.
BRUCE
I think we're making progress.
Alfred mirrors the grin as he starts the engine.
The Range Rover drives off into the night as we
BLACK OUT:
BZN and BACK ROOM PRODUCTIONS

Presents
BATMAN
THE FACELESS
CREATED FOR VS AND WRITTEN BY
ADAM SCOTT
BASED ON CHARACTERS CREATED BY
BOB KANE
AND APPEARING IN MAGAZINES PUBLISHED BY
DC COMICS
7.
FADE IN:
NEWS BULLETIN
GBC News iconography. The screen shows the now familiar shot
of Batman taken at the Gotham shipyard.
VICKI (V.O.)
The Batman.
CUT TO various shaky images captured on phones, all
blurry, out of focus shots of Batman in action.
showing
VICKI (V.O.)
Even three months on from the
confirmation of his presence here
in Gotham, it's hard to comprehend
that such an individual could
exist.
CUT TO VICKI VALE, in the GBC studio, speaking to camera.
VICKI
To the police of course, he's a
vigilante, someone to be locked up
for taking the law into his own
hands.
INT. GOTHAM YOUTH SHELTER - DAY
A converted church, occupied by HOMELESS STREET KIDS mostly
in their late teens, lining up for hot soup. BARBARA GORDON
is working the line.
BARBARA
(hands over the soup)
Here. Stay warm.
HOMELESS KID
Thanks, Barbara.
Barbara smiles as the kid moves off. She glances up at a
cheap portable TV mounted on the wall, tuned to GBC News and
showing Vicki's report.
VICKI (O.S.)
But to the people of Gotham whose
lives he's saved, to those whose
lives have been made better as a
result of his actions, the Batman
has become a saviour, a symbol of
hope.
Barbara watches the images of Batman. She can't help but
smile again.
VICKI (O.S.) (CONT'D)
For GBC news, this is Vicki Vale.
8.
EXT. CITY HALL - NIGHT
Cars WHIP PAST in both directions before we TILT UP to reveal
the giant bulk of the imposing building.
To establish.
LOEB (PRELAP)
Every single officer here tonight
was invited because they have
worked tirelessly.
INT. BALLROOM, CITY HALL - NIGHT
A huge banner announces "POLICE BENEVOLENT FUND ANNUAL BALL"
in big letters across the front of the room.
The place is packed, rank upon rank of uniformed POLICE
OFFERS, all in their dress blues. A buffet table is laid for
a party. Near the back we see other guests, all in tuxedoes
or evening dress.
On the stage facing the crowd is a strong, commanding woman
in her 50s, in full police dress uniform. This is
COMMISSIONER GILLIAN LOEB.
LOEB
Tirelessly to defend our city
against the criminals and the
corrupt.
Amongst the crowd we pick up DETECTIVE JIM GORDON, looking
uncomfortable in a dress uniform now sporting a Lieutenant's
insignia. This is clearly the last place he would want to be.
LOEB (CONT'D)
No city has no crime.
A contingent from the DA's office stands with the guests at
the back, including HARVEY DENT and DISTRICT ATTORNEY JESSICA
CARLISLE. On his other side is Bruce Wayne, looking
devastating in a Tom Ford tuxedo.
LOEB (O.S.) (CONT'D)
Anyone trying to tell you that
would be lying or delusional.
Bruce nudges Harvey.
BRUCE
When's she up for re-election next?
HARVEY
You're a cynic, Bruce, I've always
said that about you.
9.
LOEB (O.S.)
But it's fair to say that ours
seems to have far more than it's
share.
Harvey glances over to the far side of the room. Vicki Vale
stands with the press, effortlessly beautiful.
LOEB (CONT'D)
And that's why I'm confident that
our new Major Crimes Unit will
represent a giant step forward in
the fight against crime in this
city, in all its forms.
On Bruce, his eyes fixed on Loeb as she continues.
LOEB (CONT'D)
And now it's my pleasure to
announce that the newly formed
Major Crimes Unit, or MCU as we
like to call it in these parts-(laughter)
--will be headed up by one of the
Gotham City Police Department's
most respected and most decorated
officers - Captain Arnold Flass.
APPLAUSE RINGS OUT as Flass takes to the stage to shake
Loeb's hand. Gordon applauds too, but it's muted. His eyes
fixed on Flass with a dark look.
INT. SAME - LATER
The party's now in full swing, a HOUSE BAND playing something
energetic.
Gordon makes his way around the periphery, his eyes fixed on
Flass, who's laughing and joking with Loeb and a group of bigshot POLITICIANS. Gordon's attention is so fixed on them that
he nearly walks into-Oh, jeez--
BRUCE
GORDON
Mr Wayne, I'm so sorry.
BRUCE
It's fine, I should have been
watching where I was going.
GORDON
Yeah, that makes two of us.
BRUCE
Congratulations on the promotion,
Lieutenant. Second in command of
the MCU? Your wife must be very
proud.
10.
GORDON
Right now I'm not even convinced my
wife knows I'm alive. She certainly
doesn't care either way.
Bruce looks embarrassed. Gordon smiles, making it easy.
GORDON (CONT'D)
You don't remember me, do you?
Should I?
BRUCE
GORDON
We met once. I'd understand if you
didn't remember.
(significant pause)
You were twelve.
And Bruce gets it.
INSERT: A dark alley, rain hammering down, two BODIES on the
ground, PEARLS spilt everywhere from a broken necklace -- a
young boy of twelve sitting on a fire escape -- the flashing
lights of police cars -- a BEAT COP in his early twenties
placing a coat around the young boy's shoulders -- the name
GORDON on his lapel-MAN'S VOICE (O.S.)
You're safe now.
Bruce looks up at Gordon in amazement.
BRUCE
You were--?
GORDON
(nods)
I looked after you until Dr
Tompkins turned up to take you
home. I'm not surprised you'd
forgotten. Hell of a night for you.
BRUCE
No, I remember.
(looks at Gordon, sincere)
Thank you. I never said it that
night, but you helped me a lot back
then. I'm grateful.
GORDON
(waves it off)
I just did what anyone would have.
BRUCE
Regardless. It helped more than you
can know.
11.
He extends his hand. They shake, firmly. Gordon looks away,
slightly embarrassed.
I should--
GORDON
Yeah.
BRUCE (CONT'D)
Gordon moves off. Bruce moves into a corner. He

surreptitiously touches his ear.
BRUCE (CONT'D)
Are you getting all of this?
Oh yeah.
LUCIUS (O.S.)
EXT. GOTHAM CLOCK TOWER - NIGHT

A light burns in the top floor of the derelict building.
INT. GOTHAM CLOCK TOWER - NIGHT
LUCIUS FOX sits before his bank of computers. All the screens
show CCTV footage from the ball.
LUCIUS
Anyone in particular you want me to
look for.
BRUCE (O.S.)
I'll let you know.
Bruce glances up at the CCTV CAMERAS mounted on the wall.
QUICK SHOTS, various faces laughing, chatting, socialising.
Commissioner Loeb. Captain Flass. Jessica Carlisle.
CLICK! CLICK! CLICK! The images FREEZE for just a second a
time, forming BLACK AND WHITE PHOTOS.
The images are collated on the screen. Lucius works the
controls as the images keep rolling in.
Bruce's eyes sweep through the party - he spots Gordon,
looking desperately uncomfortable, then over to where Harvey
and Vicki are chatting.
His expression darkens just slightly.
SYMES (O.S.)
Bruce, my friend, you look glum.
12.
Bruce looks up as JACOB SYMES slides in beside him, carrying
two flutes of champagne. He hands one to Bruce.
SYMES (CONT'D)
Not really your scene?
BRUCE
It's important to show Wayne
Enterprises cares about this city,
Jacob.
SYMES
I know, but you didn't answer my
question.
He spots where Bruce is looking. Sees Vicki and Harvey.
Ah. I see.
SYMES (CONT'D)
Bruce looks away, annoyed.

CUT TO Vicki and Harvey:
VICKI
Is this the point where you tell me
whose palm's being greased by who
with this thing?
HARVEY
I've told you already, Vale-VICKI
(holds her hands up)
No work talk. Okay. Got it.
She mimes zipping her mouth up. Harvey laughs.
HARVEY
Trust me, you'll have plenty of
stuff to write about with this MCU
now.
VICKI
You don't think it'll make a
difference?
HARVEY
With Flass leading it? Not a damn
chance. Someone like Jim Gordon
would have done some good with it,
but with Flass-(stops, grins)
Stop trying to interview me, I've
told you before.
Vicki laughs and makes an apologetic gesture.
13.
CUT BACK TO Bruce. Over Vicki and Harvey's shoulder we see
he's watching Flass and Jessica, laughing at some joke. With
them is a third man - in his fifties, grey hair, the look of
a prize fighter gone slightly to seed.
BRUCE
(touches his ear)
Lucius.
On it.
LUCIUS (O.S.)

Lucius works the controls. All the cameras move in on the
grey-haired man.
EXT. CITY HALL - NIGHT
Gordon exits, stands in the lee of one of the stone columns
by the entrance. He lights a cigarette.
WOMAN'S VOICE (O.S.)
Got a light?
Gordon looks up to see a striking BRUNETTE WOMAN in her mid
thirties standing nearby, striking in a silver dress, unlit
cigarette in her hand.
Gordon considers a moment. Offers his lighter.
Thanks.
BRUNETTE WOMAN
She lights the cigarette.

BRUNETTE WOMAN (CONT'D)
Not enjoying it in there?
GORDON
Not much of one for parties.
BRUNETTE WOMAN
But you had to be there, right?
Second in command of the MCU
couldn't exactly find and excuse
and stay home?
GORDON
You a reporter?
BRUNETTE WOMAN
Would it matter if I was?
She holds his eye for a long moment. Gordon shakes his head,
tosses his cigarette into the gutter.
14.
Goodnight.
GORDON
BRUNETTE WOMAN
Goodnight. And thank you.
(off his look)
For the light.
Gordon's not sure how to take that. He turns and walks away.
Essen watches him go, thoughtful.
RACK FOCUS to where a silver ROLLS ROYCE PHANTOM is parked at
the kerb, Alfred by the door, in chauffeur uniform. He opens
the back door as Bruce arrives.
ALFRED
Leaving early, sir?
BRUCE
Fashionably.
He glances at Alfred, who gets his meaning immediately. Bruce
gets into the back seat as Alfred closes the door behind him.
EXT. GORDON'S HOUSE - NIGHT
Gordon makes his way to his front door.
INT. KITCHEN, GORDON'S HOUSE - NIGHT
Gordon enters to find Barbara washing the dishes. She looks
up at him, smiles.
Hey.
BARBARA
GORDON
Hey. When did you get in?
BARBARA
About an hour ago. Scale of one to
ten, how much did you hate it?
Don't ask.
GORDON
He drops into a chair, exhausted.

GORDON (CONT'D)
How'd you get home tonight, anyway?
BARBARA
Got a ride on the subway next to
all the junkies and losers
(off his look)
Father Kirby dropped me off.
15.
GORDON
Good. Just remember, I don't want
you out too late. Bad things happen
in this city all the time.
Dad...
BARBARA
GORDON
No arguments. You want to live
here, that's my price. Otherwise we
can always ship you off back to
your mom.
BARBARA
(pulls a face)
A death worse than fate.
GORDON
Precisely. Deal?
Barbara smiles, nods.
GORDON (CONT'D)
Come here, you.
He draws her in for another long hug.
INT. CONVENIENCE STORE - NIGHT
FREDDY SANCHEZ (40s, grey haired, rippling muscles the result
of far too many hours in the gym) buys a six pack of beer.
The SALES CLERK eyes the gang tattoos on his arms with worry.
SANCHEZ
Hell you looking at?
The clerk says nothing, takes the money. Sanchez gives him a
hard look before walking out.
EXT. SIDE STREET - NIGHT
Sanchez puts the beer on the roof of his car, fumbles with
his keys.
MOVEMENT in the alley behind him. Sanchez whirls, SWITCHBLADE
in hand.
SANCHEZ
Who's there?
Nothing. The alley is silent. Sanchez looks up, checks the
rooftops. No sign of a billowing cape.
He turns away. Resumes his battle with the keys.
16.
WHACK! Sanchez takes a BASEBALL BAT to the back of the head.
He hits the ground hard. Looks, up dazed -- to see a CROWD OF
PEOPLE swarming around him!
Sanchez focuses through the daze. We see the figures
surrounding him - all wearing long coats with hoods. Their
faces covered in WHITE MASKS - masks with no features where a
face should be, just tiny eye holes.
We'll come to know these people as THE FACELESS.
Sanchez SCREAMS as they close in.
AT THE TOP OF THE ALLEY two PEDESTRIANS hear the screaming.
They look - see the mob around Sanchez, beating the living
daylights out of him.
One of the Faceless looks around. The pedestrians see the
mask and run for it.
EXT. GOTHAM CLOCK TOWER - NIGHT
TILTING UP the side of the building to reveal the light
burning in the upper floor.
LUCIUS (PRELAP)
This is our man.
The screens show images of the grey-haired man Bruce was
observing at the party. Lucius turns and gestures, a magician
producing a rabbit from a hat.
LUCIUS
Detective Stephen Tanner, 47 years
old, career cop, terminal at
current rank.
Bruce and Alfred stand nearby, Bruce undoing his bow tie and
collar button as the scene continues.
ALFRED
And our connection to him is--?
BRUCE
He was custody officer the night
Teresa Holleran died in the cells.
Alfred nods, getting it straight away.
ALFRED
So he's Brotherhood.
BRUCE
Or else working for someone who is
Brotherhood. You got the pictures,
Lucius?
17.
LUCIUS
You need to ask?
He hands Bruce a tablet. Bruce starts flicking through the
images; Jessica, Flass, Loeb, lots of familiar faces flash
by. Alfred moves to stand behind him.
ALFRED
Just playing devil's advocate here.
We don't really have anything to go
on here, do we?
BRUCE
We can make some educated guesses.
Teresa told me they were men and
woman who profited from keeping
Gotham down at heel. Any one of
these people could be Brotherhood.
ALFRED
So who can we trust?
BRUCE
Specifically? Just the three of us
in this room.
ALFRED
And beyond that? That cop? Harvey
Dent? Your little blonde friend?
Bruce stops flipping. He's landed on a picture of Symes.
BRUCE
The three of us in this room.
That's as far as I'm willing to let
this thing go for now.
(pause)
Dependent on what Detective Tanner
has to say.
Alfred catches his eye, gets his meaning. He smiles.
ALFRED
I'll get the car.
EXT. GOTHAM BACK STREET - NIGHT
Rain hammers down. An unmarked police car is parked in front
of a pawn shop. Inside we see DETECTIVE TANNER, still in his
dress blues with the collar undone, glad-handing the owner.
After a brief exchange the owner hands over all the money in
the register.
Tanner exits, laughing.
TANNER
See you in two weeks, Abdul!
18.
He laughs as he makes his way way back to the car.
WHAM! Something HUGE and BLACK SLAMS DOWN on the hood of the
police car in front of him. BATMAN.
BATMAN
Detective Tanner. You and I need to
talk.
Tanner brings his gun up -- Batman's on him in seconds,
SMASHING his gun out of his hand. Tanner SCREAMS-CUT TO the door of the shop. ABDUL, the shopkeeper, looks
outside. No sign of Tanner. He looks around, bewildered.
EXT. ROOFTOP - NIGHT
SLAM! Tanner hits the ground. He looks up to see Batman
towering over him.
BATMAN
Teresa Holleran died in police
custody. I want to know how it
happened. Who killed her?
TANNER
Please, I don't know-BATMAN
Wrong answer.
Batman picks the man up by his shirt front, hauls him to the
edge of the rooftop.
TANNER
No, no, please--
BATMAN (CONT'D)
Who killed her?
TANNER
Okay, okay, I'll talk, alright! But
you've gotta protect me or-FREEZE!
COP 1 (O.S.)
Batman whirls -- HALF A DOZEN COPS are approaching at a dead

run. Batman turns back to Tanner.
BATMAN
You'll keep.
And he dumps Tanner to the ground before LEAPING off the edge
of the roof!
Tanner looks over - in time to see Batman's cape SPREAD OUT
like a glider as he flies away. Tanner looks up at the other
cops in terror.
19.
TANNER
I didn't tell him anything, I
swear!
EXT. SECOND ROOFTOP - NIGHT
Batman lands. He looks back across to the other rooftop. Sees
the police hurrying out of there.
Frustration in what we can see of Batman's face. He leaps
over the edge of the roof, vanishing into the night.
EXT. SIDE STREET - MORNING
Early morning mist. Gordon gets out of his car, coffee in
hand. Makes his way down the alley, which is cordoned off,
police in all directions.
Gordon looks up at the body of Freddy Sanchez, beaten to a
pulp. He's suspended in a crucifixion position from a fire
escape. Uniformed cops cut him down.
He's still alive, but barely.
Gordon's eyes fall on the graffiti on the nearby wall. Large
words, newer than the rest: "CRIME IS FACELESS."
BRUNETTE WOMAN (O.S.)
The start of something new?
Gordon looks up, surprised to see the Brunette Woman from the
previous night approaching, now in jeans and a leather
jacket, badge and gun on her belt.
BRUNETTE WOMAN (CONT'D)
Exhibit A up there is Freddy
Sanchez, former gang member with
multiple convictions for assault
and battery. Escaped a rape charge
because of a technicality with the
paperwork, never made it to trial.
GORDON
I remember him.
BRUNETTE WOMAN
Someone else clearly did as well,
had it in for him. You're Jim
Gordon, right? Lieutenant Gordon?
GORDON
You seem to have me at a
disadvantage, detective...?
BRUNETTE WOMAN
Essen. Sarah Essen, just
transferred in from Bludhaven.
20.
SARAH ESSEN holds out a hand. Gordon shakes it cautiously.
GORDON
I don't recall seeing your name on
the roster.
ESSEN
Didn't Captain Flass tell you?
(off his look)
I'm your new partner.
Behind her Sanchez is finally cut down. Essen moves over to
talk to him. Gordon watches her, his expression unhappy.
INT. REPAIR SHOP - MORNING
An abandoned-looking greasy monkey's den. The place has been
transformed into a makeshift base of operations - trestle
tables have been set up, holding baseball bats and cans of
spray paint.
And one table holds ranks of FACELESS MASKS.
There are people here - all normal, everyday looking folks,
men and women, all ages. None of them look even remotely
threatening. Which may well be the point. They prepare
weapons, spray paint, masks.
On one wall is a massive BULLETIN BOARD, all showing faces criminals, from their rap sheets. The face of Freddy Sanchez
among them.
ANGIE GENNARO looks at the board. She's a woman in her
forties, nonthreatening, looks like your quintessential
mother. Her eyes are fixed on Sanchez' picture. Then, very
deliberately, she draws a red 'X' over his face.
She moves over to where a man sits at a laptop. GEORGE
HEMMING, 40s, blond hair, eyes that have seen tragedy.
ANGIE
Anything yet?
HEMMING
Not so far. The media'll pick up on
it later today.
ANGIE
Well maybe we should give them a
nudge.
Hemming looks up at her. A smile breaks his grim expression
for the first time.
HEMMING
Maybe we should at that.
21.
INT. BROTHERHOOD TEMPLE - DAY
HIGH SHOT, looking down at the chamber. Twelve ornate chairs
in a circle. One conspicuously empty, the rest occupied.
Light reflecting off the black stone floor.
Faces here that we recognise. Jacob Symes. Jessica Carlisle.
Flass. Carmine Falcone.
CARMINE
He was in my house, alright, he was
in my God-damned house! I want this
guy found and-SYMES
For God's sakes, Carmine, pull
yourself together.
Carmine holds his hands up in a gesture of surrender.
CARMINE
I know, I'm sorry, alright? It's
just...
JESSICA
We all share your frustrations.
You're not the only one this Batman
has a target on.
CARMINE
Maybe not, but he doesn't know
you're part of this thing. I'm the
one in the firing line.
MAN'S VOICE (O.S.)
Actually that may not be the case.
All eyes turn to one of the chairs. It's the SUITED MAN we
saw on the docks in "None But the Brave".
SUITED MAN
It appears we've got another
problem. Captain Flass?
FLASS
(nods)
One of my detectives, Tanner.
JESSICA
The one you recommended for
membership?
FLASS
Exactly. It seems he and The Batman
had an ... encounter.
(off their looks)
He swears he never told them
anything.
(MORE)
22.
FLASS (CONT'D)
I'm inclined to believe him - for
now - but if the Batman's set his
sights on Tanner-SUITED MAN
Then it's something the Master will
want an eye kept on, for certain.
They all look around. Slowly the heads nod. Symes nods.
SYMES
I'll take it from here. Now. What
about this other detective of
yours, Captain?
Flass rolls his eyes.
FLASS
Where would you like me to start?
EXT. MCU BUILDING - DAY
A nondescript office building in the city. From the outside
you'd never know it was a police station.
FLASS (PRELAP)
Jim, I don't understand what your
problem is.
INT. CORRIDOR, MCU BUILDING - DAY
Gordon and Flass make their way up the hallways.
FLASS
Is it because she's a woman, is
that it?
GORDON
With all due and appropriate
respect, Captain, grow up.
Then why?
FLASS
GORDON
Don't I get a say in this?
FLASS
What, because you want to vet her?
Make sure she's whiter than white?
Let me make something very clear to
you.
He grabs Gordon's arm, stopping him.
23.
FLASS (CONT'D)
You might be next down the pecking
order, but this is my unit and I
decide who partners with who. She's
staying. Period. Any questions?
GORDON
Take your hand off my arm.
Flass tries to out-stare Gordon but it doesn't work. He lets
go. Gordon moves off, smiling slightly the moment Flass can't
see his face.
INT. BULLPEN, MCU BUILDING - DAY
The office is bright and reasonably clean, with mostly new
furniture and computers. The city's clearly thrown some money
at this unit.
Gordon approaches Essen at her desk. She smiles up at him as
she pulls on her jacket and stands.
GORDON
Going somewhere?
ESSEN
Hospital just called. Freddy
Sanchez is out of critical.
She watches him carefully for his next move. He shrugs.
GORDON
Okay, let's go talk to him.
ESSEN
Great.
(as they're heading out)
By the way, everything okay with
Captain Flass?
The subtext 'are we going to have a problem?' hangs in the
air. Gordon shrugs again.
Fine.
GORDON
ESSEN
Okay. Well then let's go talk to
Sanchez.
She moves off. Gordon doesn't look happy about this but he
follows her out.
EXT. GOTHAM CITY SKYLINE - DAY
Establishing shot of the city.
24.
BRUCE (PRELAP)
When people talk about the Wayne
Family and their contribution to
Gotham, they're naturally drawn to
my father and the company our
family has run here for
generations.
EXT. GOTHAM PUBLIC LIBRARY - DAY
A decrepit building, covered in graffiti and scaffolding.
A PRESS CONFERENCE is being held on the steps, a scrum of
REPORTERS facing a podium where Bruce, smartly dressed,
stands alongside Jacob Symes.
BRUCE
But Thomas Wayne wasn't the only
one in my family to try and make a
difference to this city. My mother,
Martha Wayne, once ran the building
behind us, the Gotham Public
Library. It was her pride and joy.
And I'm sad to say that in the
years since her death what was once
a proud institution has fallen on
hard times.
SYMES
Like so much of the city. But Mr
Wayne and I are here today to
announce that Wayne Enterprises is
going to be taking a lead role in
the renovation of the building,
beginning with a fundraiser in a
few days time.
BRUCE
It's going to be a hell of a party,
and hopefully the money we raise
will be able to do some good for
this place.
REPORTERS scream for Bruce's attention: "Mr Wayne! Mr Wayne!"
Bruce spots one reporter standing near the back.
Vicki.
Their eyes meet.
EXT. SAME - LATER
The press conference has broken up. Bruce walks slowly
alongside Vicki.
BRUCE
Didn't get much chance to speak to
you last night.
25.
VICKI
You looked like a man with other
things on his mind. As for this...
(shrugs)
I'm impressed.
BRUCE
If I'd known this was what it took
to impress you I'd have done it a
long time ago.
(Vicki smiles)
Like I told you. I'm not the same
man I used to be.
VICKI
Is that a good thing?
BRUCE
How about I let you decide?
Vicki smiles again, looking away. Bruce mirrors the grin.
BRUCE (CONT'D)
So come on, are you coming?
Where?
VICKI
BRUCE
The party, of course, as my guest.
All things considered I think I've
got some making up to do.
VICKI
I don't know...
BRUCE
No strings attached.
(off her look)
Really. Honestly, it'll be good
having someone there I can talk to.
(grins)
I mean, unless you're too busy with
the Batman or something.
VICKI
(smiles)
I'll think about it.
She moves off. Bruce looks pleased with himself.
INT. HOSPITAL ROOM - DAY
Freddy Sanchez is in traction, covered in bandages and hooked
up to a morphine drip. He focuses on Gordon and Essen with a
serious effort.
26.
SANCHEZ
I dunno. Six, maybe seven of 'em.
They wore masks. White, you know?
Like they had no faces.
ESSEN
And you did what to provoke them?
Nothing.
SANCHEZ
ESSEN
Come on Freddy, we both know it
takes two to have an argument.
That's what you said after you put
your second wife in hospital,
right?
SANCHEZ
Screw you! I'm the victim here!
Sanchez tries to get up but he can't move. Off to one side,
Gordon's been watching Essen do her thing, looking impressed.
He steps forward, the good cop.
GORDON
Alright Freddy, let's everyone calm
down here. Now. Did they say
anything to you?
Sanchez calms down with reluctance.
SANCHEZ
Just one thing.
Flashback. The Faceless gang members have Sanchez up against
the wall. One of them shoves a baseball bat under his chin,
raises his face.
THE FACELESS
Crime is Faceless. You won't be
Faceless any more.
WHAM! The bat slams into his guts.
Gordon nods as he makes a note of that.
GORDON
(muttering as he writes)
"You won't be faceless any more."
(looks up)
We'll be in touch.
27.
ESSEN
(re: traction)
Don't leave town.
The two of them walk out as Sanchez begins to hurl
obscenities at her.
INT. HOSPITAL CORRIDOR - DAY
Gordon and Essen emerge. Essen gives him a wry smile.
ESSEN
What, you thought I was going to be
the one to play the nice cop?
GORDON
"You won't be Faceless any more."
ESSEN
Same as the graffiti at the scene.
You thinking what I'm thinking?
GORDON
If you're thinking this might just
be the beginning of something then
yeah, I think you might be right.
A grim look shared between the two of them.
EXT. YOUTH SHELTER - DAY
Barbara hops off a bus. The street is battered and defaced,
covered in graffiti. A lot of HOMELESS PEOPLE hanging around many recognise Barbara and wave. She waves back as she heads
inside.
INT. GOTHAM YOUTH SHELTER - DAY
Barbara enters. The place is nearly empty, just a handful of
volunteers. She looks over as the door opens and FATHER BILL
KIRBY enters, struggling with a pile of boxes. She rushes
over to help.
Here.
BARBARA
KIRBY
You're a lifesaver, Barbara.
A man enters, carrying the last of the boxes. It's Alfred, in
a battered khaki coat and scarf. He dumps them on the table
in front of Kirby.
ALFRED
Okay, that's your lot.
KIRBY
God bless you, Mr Pennyworth.
28.
ALFRED
See you tomorrow.
Alfred nods at Barbara as he heads out.
KIRBY
Perfect timing, you can gimme a
hand with these.
BARBARA
Who was that?
KIRBY
He works for Bruce Wayne.
(as Barbara goggles)
Not a word, okay? He's been
supplying us for the last couple
months on the condition of strict
anonymity.
Why?
BARBARA
KIRBY
(shrugs)
No idea. At a guess I'd say he
wants to help but doesn't want it
to look like it's a grab for
publicity.
(off her look)
I know, but whatever, he's helping.
Now come on, gimme a hand.
Sure.
BARBARA
She starts unpacking. Through the window she sees Alfred

walking to his Range Rover. She watches, curious. Then
Barbara spots another girl heading out, pulling on her coat.
BARBARA (CONT'D)
Hey, Megan.
MEGAN (Barbara's age, short brown hair) stops at the sight of
Barbara. She looks as though she might make a run for it for
a second but Barbara's over to her before she can make her
mind up.
Hey.
MEGAN
BARBARA
Haven't seen you around here for
ages, are you--?
MEGAN
I'm fine. Really.
(off her look)
(MORE)
29.
MEGAN (CONT'D)
Well no, I'm not fine, but I'm
getting there, you know?
BARBARA
I wanted to call you afterwards,
but...
She trails off, unsure what to say. A long silence.
MEGAN
I should go.
She moves off. Barbara looks worried.
EXT. GOTHAM YOUTH SHELTER - DAY
Barbara exits after Megan - who's already getting into a
waiting car, a man driving. Barbara waves, looking almost
plaintive. Megan doesn't wave back.
INT. CAR - DAY
Megan watches Barbara as the car pulls off.
MEGAN
You were right. I saw her, I tried
to talk to her, and ... I couldn't
do it, dad.
Reveal the driver, her dad - and it's George Hemming, whom we
recognise as the leader of the Faceless.
HEMMING
It was always going to be hard. You
shouldn't blame Barbara-I don't.
(beat)
But...
MEGAN
Hemming smiles, puts his arm around Megan's shoulders.

HEMMING
I know, sweetheart. I know.
EXT. GOTHAM YOUTH SHELTER - NIGHT
Barbara watches as the car vanishes out of sight. Tears
forming in her eyes. She heads back inside.
CUT TO across the road. Alfred's almost to the Range Rover
when his phone beeps. He reads the text message.
A dark look on his face.
30.
INT. BATCAVE - DAY
Bruce stands in front of this bulletin board, looking at the
mosaic of images and reports. The words 'THE BROTHERHOOD' and
'WAYNE ENTERPRISES' visible right in the middle of the chaos.
Behind him, the BAT SUIT looms ominously in it's case.
Bruce doesn't look up as Alfred enters.
ALFRED
Got your message, what's up?
BRUCE
It's horrible, isn't it?
(his eyes never leave the
board)
Every lead, every clue, every piece
of the puzzle that we find -- it
all leads back to Wayne
Enterprises.
ALFRED
You brought me here to tell me
something we already know?
BRUCE
And then there's this new element.
The Brotherhood. Every door slams
shut whenever we drop their name.
So we know they're real, and we
know they're connected, but they
seem to be doing everything they
can to compartmentalise their
existence.
Alfred nods as he moves to stand beside Bruce.
ALFRED
Down to having Teresa Holleran
killed right after she'd given you
the name.
BRUCE
It means there's a wider picture.
That all of this is bigger than the
death of my parents.
ALFRED
We've known that for some time.
BRUCE
I know. It just hit me is all.
(beat)
I'm not making much sense, am I?
I've been up thirty eight hours and
I--
31.
ALFRED
You need some sleep, then. I need
you at your fighting weight.
(off his look)
If we're right about the
Brotherhood then we might be in
this for the long-haul.
I know.
BRUCE
He turns and looks back at the Bat Suit. Its empty eyes seem
to stare back at him.
BRUCE (CONT'D)
In which case we might want to
consider upgrading.
Alfred nods, smiling. Not a bad idea.
INT. GOTHAM MARKET - EVENING
A vast, cavernous space packed with market stalls. Almost
anything you could possibly want to buy. It's still busy
despite the hour, the trade starting to wind down.
CUT TO MIKE STEELE, 40s, overweight, Texas accent and cowboy
hat, packing up a fresh meat stall. Something makes him look
up - a man's standing across the way, staring right at him.
George Hemming.
STEELE
Help you with something, sir?
Hemming doesn't answer, continues staring.
STEELE (CONT'D)
Got a problem?
No answer. Steele's getting a bit unnerved now. Then Hemming
very deliberately turns and walks away.
Steele looks relieved for a second. Then he pulls himself
together and gets on with packing up.
CUT TO Hemming, making his way back through the market. His
eye sweeps around the place, making contact with men and
women standing nearby, unnoticed. All watching.
He gives them the nod.
EXT. BACK OF GOTHAM MARKET - EVENING
Steele loads the rest of his meat into the back of a
refrigerated minivan. He slams the door shut when -- WHAM! -A BASEBALL BAT gets him right about the back of the head!
32.
Steele goes down hard. He looks up to see figures swarming
around him. FACELESS MASKS.
THE FACELESS
Now the whole world is going to see
your face.
CUT TO the top of the alley. We see the crowd of Faceless
giving Steele a good kicking on the ground, his screams going
nowhere.
CUT TO:
EXT. GOTHAM MARKET - NIGHT
Later. Police lights flash. Gordon and Essen emerge from
their car, making their way around the back.
EXT. BACK OF GOTHAM MARKET - NIGHT
Gordon watches as Steele's battered body is hauled onto a
stretcher. Like Freddy Sanchez he's still alive but only
just. Essen looks at the blood pooled on the hood of the
minivan, pulls a face.
Yikes.
ESSEN
Gordon nods at something. Essen looks - sees the same

graffiti on the side of the van. "CRIME IS FACELESS."
GORDON
I'm guessing our guy had a rap
sheet?
ESSEN
(grabs her radio)
I'll check that now.
GORDON
Good. We need to-VICKI (O.S.)
Lieutenant Gordon!
Gordon looks. Vicki's stood at the top of the alley, leaning
on her motorcycle.
GORDON
(to Essen)
I'll handle this.
Gordon makes his way over to Vicki.
GORDON (CONT'D)
(guarded)
It's Miss Vale, isn't it?
(MORE)
33.
GORDON (CONT'D)
You were at the docks that night.
You shot the footage of the Batman.
VICKI
That's right.
He steps forward, interested. Lowers his voice.
GORDON
And how did you know to be there
with your camera?
Pause. Then Vicki smiles up at him.
VICKI
Probably the same way you knew to
be there to mop up what was left.
Gordon smiles slightly, shaking his head.
GORDON
They don't like us talking to the
press.
VICKI
But we're practically friends
already.
GORDON
Stretching a point.
VICKI
Okay, let's start again. You're
working The Faceless, right? The
attacks? I'm guessing that's
someone else with a rap sheet.
(off his look)
I'm just trying to get an
intelligent reaction before the
gossip rags chew it to death.
GORDON
We may have a friend in common,
Miss Vale, but I can't help you
here.
Without waiting he turns and walks into the station. Vicki
watches, looking thoughtful. Then she turns to get back onto
her bike.
Someone WALKS into her, sending something clattering to the
floor.
Sorry.
VICKI
She reaches down, grabs something off the ground - a USB

memory stick. She looks at the woman walking away.
34.
VICKI (CONT'D)
Excuse me, ma'am? You dropped this?
The woman looks back. It's Angie Gennaro.
ANGIE
No, it's yours.
And she's gone around the corner in second. Vicki looks down
at the USB drive thoughtfully.
INT. CAR - NIGHT
Angie gets into the passenger seat.
ANGIE
She got it.
In the driver's seat, Hemming smiles.
HEMMING
Now maybe they'll start listening.
He puts the car in gear and drives off.
EXT. BACK OF GOTHAM MARKET - NIGHT
Gordon makes his way back to the crime scene. Then, out of
frame, something moves. Gordon looks up. Just for a second he
sees the SWISH of a black cloak. He smiles.
EXT. FIRE ESCAPE - NIGHT
Gordon climbs the stairs, heading up to-EXT. ROOF OF GOTHAM MARKET - NIGHT
-- where Batman stands with his back to Gordon, looking down
over the crime scene.
GORDON
Been wondering when you'd show up.
BATMAN
Two victims. Same MO. Both perps
with convictions for violent
assaults who got off on
technicalities.
GORDON
Both of them? Even we don't know
that yet.
BATMAN
Both of them.
GORDON
Right. Of course.
35.
BATMAN
You have your suspicions?
GORDON
Honestly, I don't know where to
start. Some kind of vigilante,
maybe a group.
(pointedly)
As if we don't have enough of those
to worry about.
BATMAN
Detective Stephen Tanner.
Gordon blinks, surprised at the sudden change of topic.
GORDON
Okay. What about him?
BATMAN
He was duty officer the night
Teresa Holleran died in police
custody.
GORDON
I know.
(beat)
I've wondered the same thing
actually.
BATMAN
You think he's dirty?
GORDON
He'd be in the minority if he
wasn't.
BATMAN
Along with you.
Gordon gives Batman a hard look.
GORDON
You know you've been declared an
illegal vigilante yourself, right?
I'm supposed to arrest you on
sight.
BATMAN
But you haven't.
Gordon turns, looks back down at the crime scene below.
GORDON
Yeah, well, don't get used to it.
You won't have too many friends in
this department.
36.
BATMAN
I'm not in this to make friends.
GORDON
So why are you in this?
(no answer)
To do some good?
He turns. Batman is no longer there. Gordon smiles wryly.
GORDON (CONT'D)
Thought so.
The Range Rover is parked in the shadows.
INT. ALFRED'S RANGE ROVER - NIGHT
Alfred sits alone in the shadows. Doesn't look up as the back
door opens and someone enters.
Well?
ALFRED
In the back seat, Bruce pulls of his mask.

BRUCE
This is getting worse.
EXT. GOTHAM CITY STREETS - NIGHT
The Range Rover makes it's way through the night traffic.
INT. ALFRED'S RANGE ROVER - NIGHT
Alfred drives. Bruce sits in back, now changed back into his
street clothes.
BRUCE
I wanted to empower the citizens of
Gotham to take a stand against
crime. This isn't exactly what I
had in mind.
ALFRED
Did you even know what you had in
mind?
Bruce looks sideways up at Alfred.
BRUCE
What are you getting at?
ALFRED
It's a bad business, yes. But bad
stuff happens in this city every
day.
(MORE)
37.
ALFRED (CONT'D)
It's a symptom, not a root cause.
And ultimately this won't get us
any closer to the truth about your
parents or the Brotherhood or
anything else. I signed up to find
out who murdered Thomas and Martha,
not to become Charles bloody
Bronson in Death Wish.
(no answer)
And despite what your blonde friend
says on the news, nobody appointed
you as Gotham's saviour.
Bruce leans back in his seat. Considering that.
BRUCE
Then maybe it's time we had another
word with the detective.
In the front, Alfred smiles.
ALFRED
That's more like it, kid.
EXT. APARTMENT BUILDING - NIGHT
Tanner makes his way up to his front door carrying a brown
paper bag of groceries.
INT. HALLWAY, APARTMENT BUILDING - NIGHT
Tanner fumbles with his keys, opens his front door.
INT. TANNER'S APARTMENT - NIGHT
Tanner enters, locks the door. Hits the light switch nothing. The place stays in darkness.
Dammit...
TANNER
He tries the switch a few more times. Nothing.

BATMAN (O.S.)
Detective Tanner.
The voice is frighteningly loud in the darkness. Tanner
whirls in terror. Batman stands in the corner, silhouetted
against the light of the window.
EXT. ROOF OF APARTMENT BUILDING - NIGHT
SLAM! Tanner hits the ground. Looks up in terror at Batman
standing over him.
BATMAN
You didn't think you were getting
away from me that easily, did you?
38.
TANNER
(terrified)
Please, what do you want?!
BATMAN
I want everything you can tell me
about the night Teresa Holleran
died in custody.
(looms over him)
And everything you can tell me
about the Brotherhood. And I'm not
going anywhere until you tell me
the truth.
Tanner looks up in terror at the looming dark figure.
Alfred takes the lid off a cup of takeaway coffee. He takes a
sip, pulls a face - ugh.
Someone gets into the back seat.
Well?
ALFRED
Long pause.
He talked.
BRUCE (O.S.)
Alfred grins.
ALFRED
Well done, kid.
INT. VICKI'S APARTMENT - NIGHT
Vicki sits at the kitchen table, laptop open, USB stick in
hand. A moment. Then she inserts the stick.
A file appears labelled 'manifesto'. A video.
She hits the image.
THE FACELESS (O.S.)
Crime is Faceless. Fear is
Faceless.
Vicki's eyes widen. ON THE SCREEN we see a man in a Faceless
Mask (it could be George Hemming or any of the others) giving
a direct address to camera.
THE FACELESS (O.S.) (CONT'D)
Death is Faceless. In this city
crimes happen every day and nobody
notices.
(MORE)
39.
It's easy to turn a blind eye when
you don't see the faces of those
who are suffering.
The image CHANGES, becoming a TV screen bearing the GBC logo.
The strapline across the bottom of the screen shows: THE
FACELESS - VIGILANTE MANIFESTO.
Well now we turn that blind eye
onto the faces of the criminals who
caused that suffering.
CUT TO an image of Freddy Sanchez from his rap sheet. His
face crossed out with a red X.
Freddy Sanchez attacked and raped
two women. His case never went to
court because of a technicality
with the paperwork. He walked free.
CUT TO an identical image of Mike Steele.
Michael Steele beat a man to death
with a baseball bat. His case never
went to trial due to insufficient
evidence.
CUT TO a still image of Jessica Carlisle, a shot taken from a
press conference.
Despite her promises to return
justice to the city, Jessica
Carlisle and the office of the
District Attorney failed to do it's
job. Well we will not. This is just
the beginning.
CUT BACK TO the Faceless.
We are the Faceless. The Voiceless.
Those who have suffered at the
hands of this city and have never
had our voices heard. Well our
faces will be seen now. And we are
here to show Gotham City that this
will no longer stand. And in the
coming weeks, all those who commit
crimes and stand in the way of true
justice will suffer. Just as we
have all suffered.
The image CUTS TO BLACK, a red 'X' filling the screen.
40.
VICKI (O.S.)
This video was delivered to the
offices of the GBC just hours ago.
CUT TO Vicki, in the studio, giving an address to camera.
VICKI (CONT'D)
As you've just seen, a vigilante
group calling themselves simply The
Faceless have claimed
responsibility for two recent
attacks on those they believe to be
guilty of crimes that were never
prosecuted.
INT. GBC STUDIO - DAY
Vicki sits behind the desk, addressing the camera. Off to one
side her boss, HORTEN SPENCE, watches with his arms crossed,
somewhere between proud and annoyed.
VICKI
As yet we don't know what their
next move will be, but as always,
we'll continue to bring you the
news as it happens. For GBC News,
this is Vicki Vale.
FLOOR MANAGER (O.S.)
And we're out.
Everyone finishes up. Vicki gets up, high fives the camera
operator. She looks at Spence.
Impressed?
VICKI
SPENCE
I don't know how you do it, Vale,
but-SMASH! The studio doors slam open. Flass barges in along with
a big entourage of uniformed cops.
FLASS
Freeze! Police!
What the--?
SPENCE
Hey!
VICKI
Two of the cops grab Vicki and shove her to the floor,
cuffing her hands behind her back.
VICKI
Hey, get off me!
41.
SPENCE
(to camera operators)
Start rolling now!
(turning to Flass)
Congratulations, jackboots, you've
just made the six o'clock news!
FLASS
Shut up. Get her up.
The cops haul the handcuffed Vicki to her feet, where she
glares defiantly as Flass.
VICKI
I suppose the concept of freedom of
the press is too much for you to
handle, Captain? If you need help
with any of the long words, let me
know-FLASS
Shut. Up.
(gets right into her face)
Where did you get that video?
VICKI
Anonymous delivery to the office of
the GBC.
SPENCE
I back that statement fully.
FLASS
And who decided to air it? You know
full well the last thing this city
needs is a panic-SPENCE
And we'd be fully prepared to turn
everything we have over to the
police, Captain. Though to be
frank, there isn't much more than
we've shown.
VICKI
So as there's been no actual crime
committed you're going to need a
good reason for doing this.
Otherwise...
She nods OS. Flass looks -- sees every camera in the room
pointing right at him in an offensive circle. The camera
operator who high-fived Vicki waves cheerfully at Flass.
Nasty silence. Then:
Fine.
FLASS
42.
He backs off. Vicki turns, shows her cuffed hands, making
sure the camera sees the.
VICKI
Would you mind?
One of the cops unlocks the cuffs.
VICKI (CONT'D)
If I were you I'd take those home
and use them on your wife, Captain,
might liven things up a little.
FLASS
Thin ice, Miss Vale.
SPENCE
We about done here?
Flass simmers down with an effort, turns on Spence.
FLASS
I want the original file and all
your information. Right now.
SPENCE
(gesturing)
My office. Now.
He leads Flass off. Vicki grins and blows Flass a kiss that
he pretends not to see.
Bruce, Alfred and Lucius sit together before the bank of
computers, Lucius' workbenches visible behind them. On the
screen we see they're watching the same video.
THE FACELESS (O.S.)
Well our faces will be seen now.
And we are here to show Gotham City
that this will no longer stand. And
in the coming weeks, all those who
commit crimes and stand in the way
of true justice will suffer. Just
as we have all suffered.
The video ends. Lucius clicks the screen off and turns to
Bruce, looking worried.
LUCIUS
Okay, this is officially freaky.
BRUCE
We know. You said you had something
for me?
43.
LUCIUS
(grinning)
I thought you'd never ask.
INT. SAME - MOMENTS LATER
A vault-like door swings back. Inside: the BAT-SUIT.
Immediately we can tell that this is new. It looks sleeker,
less strapped together. A more evolved version. Bruce and
Alfred examine the thing closely.
BRUCE
Oh now that is good.
Lucius grins from the sideline, loving every minute.
LUCIUS
Mark three. Wanted you to have
something that looked a bit less
... well, home made. So? What do
you think?
ALFRED
One thing's for sure, anyone
catches sight of you in this thing
they're not going to think you're
kidding around.
Bruce can't help but smile as he examines the suit.
LUCIUS
About the same weight but you get
more bang for your buck. Plus
there's some modifications to the
utility belt so you can carry more
without noticing.
BRUCE
You've outdone yourself Lucius.
LUCIUS
(beaming)
Yeah, well trust me, you ain't seen
nothing yet.
(looks at Alfred)
How about you? What do you think?
Alfred's turned his attention back to the computer screen.
The paused image of the Faceless.
BRUCE
Alfred?
(no answer)
If this is going to be another
lecture about going off mission--
44.
ALFRED
I'm thinking that if you want to
take that thing for a test drive,
you could do far worse than finding
out how Miss Vale got hold of that
video.
That takes Bruce by surprise.
EXT. GBC BUILDING - EVENING
As the sun goes down behind the buildings.
INT. VICKI'S OFFICE, GBC BUILDING - EVENING
Vicki's sat at her desk, watching over the top of her laptop
as Spence argues with Flass out on the shop floor. Flass
turns and walks off. Spence looks at Vicki, makes an "it'll
be alright" gesture.
Vicki grins.
Her phone rings. A blocked number. She answers.
VICKI
Vicki Vale.
The voice that answers is ELECTRONICALLY MUFFLED.
MUFFLED VOICE (O.S.)
You certainly caused a stir with
that video.
Vicki's eyes widen, amazed.
VICKI
It's you, isn't it?
INTERCUT WITH:
INT. GOTHAM CLOCK TOWER - EVENING
Bruce paces, phone to his ear. In the background, Alfred and
Lucius watch.
ALFRED
Wasn't exactly what I had in mind.
LUCIUS
What, you thought he'd put the suit
on and dangle her off a bridge
until she gave it all up?
ALFRED
Would have got results.
LUCIUS
You need help.
45.
Bruce waves the pair of them quiet.
BRUCE
Where did you get that video?
VICKI
It was given to me.
By who?
BRUCE
VICKI
A woman, she brushed past me in the
street, I'd never seen her before.
BRUCE
Where's the original now?
VICKI
The police have got it. No doubt
they're going to suppress the parts
about the police being incompetent
and the DA's office all being...
She stops, trails off. Eyes widening.
BRUCE
What is it?
VICKI
Wait one second.
She grabs for her laptop.
Bruce glances at Alfred and Lucius.
ALFRED
Did she just put you on hold?
Lucius sniggers at that.
CUT TO Vicki as she goes through the video, winding to a
specific portion - the image changes to the shot of Jessica
Carlisle.
THE FACELESS (O.S.)
Despite her promises to restore
justice to the city, Jessica
Carlisle and the office of the
District Attorney failed to do it's
job. Well we will not. This is just
the beginning.
VICKI
Oh my god.
(puts the phone back to
her ear)
Are you still there?
46.
BRUCE
I'm here. What is it?
VICKI
There's one person in the report
who's named by them. I think I know
where the Faceless are going to
attack next.
Bruce looks over at Alfred and Lucius. From his face they
know something serious is happening.
EXT. SUBURBAN STREET - NIGHT
Jessica's car pulls up outside her house, a big, sprawling
property somewhere in an expensive suburb. Jessica exits the
car, briefcase and iPad in hand, and makes her way inside.
INT. LIVING ROOM, JESSICA'S HOUSE - NIGHT
Jessica's son, MARK CARLISLE (17, lank haired, geeky) sits on
the sofa playing a first person shooter on the massive plasma
TV. He barely looks up as the door opens.
Mark?
In here.
JESSICA (O.S.)
MARK
Jessica enters, glances at the screen.

JESSICA
How's the high score?
MARK
Working on it.
Jessica looks at his hands. His left hand seems to be shaking
on the controller more than usual.
JESSICA
Have you taken your meds?
(no answer)
Mark-MARK
Yes, mom, I took them, alright.
JESSICA
How've you been today?
Silence for a moment. Then Mark pauses the game. Jessica
moves to sit beside him on the sofa.
Okay.
MARK
47.
Just okay?
JESSICA
MARK
It happened again.
Oh, Mark--
JESSICA
MARK
In biology.
JESSICA
Why did nobody call me--?
MARK
Mom, it was fine. I took the meds,
I was okay in ten minutes.
Still-Mom.
JESSICA
MARK
Jessica puts her arm around his shoulders.

JESSICA
Sorry. I'm supposed to worry about
you, though, that's in the job
description, right?
MARK
(smiles as he leans into
her)
Right.
They sit in silence for a long moment, hugging.
MARK (CONT'D)
What's for dinner?
JESSICA
Pizza? Chinese? Anything you can
order over the phone?
MARK
Didn't need to ask, did I?
JESSICA
(grins as she stands up)
Keep that up if you want, because
there's some of grandma's meatloaf
left in the freezer and if you-She STOPS DEAD in fright. SIX FACELESS are right in the room
with them, all carrying baseball bats and improvises weapons.
48.
THE FACELESS
Good evening, Miss Carlisle. Now we
can get started.
Jessica looks back to Mark in terror before looking back at
the Faceless.
EXT. BURGER JOINT - NIGHT
A perky looking diner somewhere near the city centre. Gordon
emerges with a bag of takeout. He moves over to where is car
is parked further up the street.
INT. GORDON'S CAR - NIGHT
Sarah Essen sits in the passenger seat. She looks up as
Gordon gets back in.
GORDON
First rule of life as a cop in
Gotham - learn where to get the
best late-night takeout.
Lifesaver.
ESSEN
She digs into her burger, Gordon doing the same. Essen
glances up, sees Gordon watching her eat.
What?
ESSEN (CONT'D)
GORDON
You were doing well in Bludhaven.
On the list for the sergeant's
exam.
ESSEN
You looked up my file?
GORDON
I like to know who I'm partnered
with.
(off her grin)
So what brought you to Gotham? And
don't tell me it was the money
because we both know you'd be
lying.
ESSEN
Do you ever switch off?
GORDON
(shakes his head)
Cop for years, army before that.
The job takes over.
49.
ESSEN
Maybe that was the point.
GORDON
About why you left Bludhaven?
Essen looks away, keeps eating her burger.
ESSEN
Okay, trade you. You for me?
GORDON
Not much to know about me.
ESSEN
Wife? Kids?
GORDON
Divorced. Ex wife in Cleveland. One
daughter, here with me in the city.
Seventeen going on forty-five.
(Essen laughs)
Sometimes I think she's the only
thing keeping me sane. Then again-The radio suddenly blasts:
DISPATCH (O.S.)
All units, we've got reports of a
major disturbance at 105 Winchester
avenue-Gordon looks up in alarm. Starts the car.
ESSEN
What is it?
Trouble.
GORDON
He jams the car into gear and peels off into the street.
A SCREAM from OS and we
CUT TO:
INT. LIVING ROOM, JESSICA'S HOUSE - NIGHT
The furniture has been pushed back to create space. Jessica
and Mark are on their knees in the middle of the room, hands
bound with electrical tape. One Faceless sets up a camera to
video the scene.
Jessica looks up at the Faceless.
JESSICA
Why are you doing this?
50.
THE FACELESS
How many criminals have gone free
because of the corruption in your
office? How many negligent slip-ups
have resulted in the release of
violent criminals? How many
innocent have died because of this
negligence? You're a part of a
broken system, Ms Carlisle. It's
time for you to pay the price for
that.
Beside her, Mark is wheezing slightly. Jessica looks
pleadingly back at the Faceless.
JESSICA
Please, just let my son go, okay?
Do what you want to with me, but
let him go, he's innocent.
THE FACELESS
Innocent people die all the time as
a result of Faceless crime in this
city. Nobody is safe from that.
Nobody.
JESSICA
(screaming)
Please--!
A Faceless behind her slaps electrical tape over her mouth.
The main Faceless (Hemming) moves off to one side. Another
one turns to face him, her back to Jessica, and removes her
mask. It's Angie.
ANGIE
Her son wasn't supposed to be here.
THE FACELESS
We still go through with the plan.
ANGIE
But he's just a kid-THE FACELESS
And so was Ryan, in case you've
forgotten.
That hits Angie like a slap. Hemming removes his mask, looks
coldly at her.
HEMMING
You said it yourself - there's no
way people will ever wake up from
their denial without a dramatic
example. We agreed on this.
51.
ANGIE
And how does this make us any
better?
Nasty silence. Then Hemming replaces his mask. Turns back to
Jessica without another word.
THE FACELESS
Let's do this.
The camera starts rolling. Angie pulls her mask back on as
Hemming stands in front of the camera.
THE FACELESS (CONT'D)
(address to camera)
Crime runs rampant in this city.
Public officials are elected to
enforce the law. Instead the only
thing they're interested in is
lining their own pockets.
On Jessica's terrified face, knowing what's coming.
District Attorney Jessica Carlisle.
Presiding over an office that
refuses to prosecute anything but a
total certainty. That gives her an
impressive conviction rate. But how
many other criminals have gone free
because she wouldn't do her job?
How many have died because of her
negligence? At best that makes her
incompetent to hold public office.
At worst that makes her the kind of
corrupt public official that
thrives in Gotham.
(beat)
No more.
He draws a GUN from inside his coat. Rounds on Jessica and
Mark. Jessica screams, tries to run - another Faceless behind
her shoves her back to the ground.
Jessica Carlisle. For your crimes
against the people of Gotham, I
sentence you to die.
He raises the gun, points it at her face. Jessica looks back,
terrified-And suddenly all the lights in the house CUT OUT.
CRASH! The windows EXPLODE INWARDS as a HUGE DARK SHAPE
SMASHES into the room!
52.
Batman's on his feet in seconds, tackling Hemming to the
ground and making him drop the gun!
Two Faceless rush him from behind with baseball bats - Batman
explodes upwards, battering them back-Angie rushes forward, mask still on - she grabs Hemming,
hauls him backwards out of there.
Jessica and Mark look up in amazement as Batman batters the
remaining Faceless into submission. It's a massacre - they've
got no chance against him.
Just as suddenly as it began it's all over. Jessica looks up
at Batman as he looks down at her. Then he looks away at the
sound of a CAR ENGINE.
Batman rushes from the room. Jessica and Mark look at each
other in amazement.
EXT. JESSICA'S HOUSE - NIGHT
Batman appears in the front door in time to see a car
vanishing up the street.
INT. CAR - NIGHT
Angie pulls off her mask, looks at Hemming in terror.
ANGIE
What the hell was that?!
EXT. JESSICA'S HOUSE - NIGHT
Batman's about to give chase -- then SIRENS BLARE as cop cars
flood onto the scene from the opposite direction.
On Batman's face: dammit.
NEWS BULLETIN
The images bear the GBC logo and show Jessica and Mark being
led from the house into a waiting ambulance. Cop cars cover
the scene.
CUT TO Vicki, some distance away, addressing camera.
VICKI
Terrifying scenes here in the
suburbs where the group calling
itself the Faceless made a dramatic
attempt on the life of Gotham City
District Attorney Jessica Carlisle
and her son earlier tonight.
53.
INT. REPAIR SHOP - NIGHT
Angie, Hemming and the remaining members of the group watch
the report stoically on Hemming's laptop.
VICKI (O.S.)
While the police have so far been
reluctant to share details, several
eyewitnesses have reported the
presence of the Batman who by all
accounts seems to have fought off
the Faceless single-handedly-Angie switches the laptop off, looks at Hemming in anger.
ANGIE
I told you it was going to far,
George! Now they've got Sean and
Kevin and Bryan in custody and-HEMMING
They won't talk. They know how
important the cause is.
ANGIE
Cause? What cause? We nearly killed
a mother and child tonight-HEMMING
How many other mothers and children
will die because of people like
her?
He looks around at the others. They're all nodding. Agreeing
with him.
HEMMING (CONT'D)
We stick with the plan. No more
arguing.
He turns back to the laptop. Hold on Angie for a second,
where we see the worry in her eyes.
EXT. GBC BUILDING - NIGHT
Vicki emerges from the front door. The SECURITY GUARD tips
his hat to her.
SECURITY GUARD
Goodnight Miss Vale.
VICKI
Goodnight Carl.
PULL BACK to reveal we're watching the scene from inside a
car. Female hands holding the wheel.
54.
EXT. PARKING LOT, GBC BUILDING - NIGHT
Vicki's removing the security chain off her motorcycle when
the car pulls up alongside her. Vicki turns - and recognises
Angie in the driver's seat.
Silence for a moment. Neither of them moves - Vicki waiting
to see what's going to happen, Angie unsure what she wants to
do. Then Angie winds the window down.
VICKI
You're one of them, aren't you? You
gave me the manifesto?
(no answer)
What happened?
ANGIE
We went too far. We should never
have brought her son into it. I...
She trails off, unsure. Vicki takes a step closer.
VICKI
You lost someone, didn't you?
(pause)
Your son?
Angie's head flicks up sharply, all the answer Vicki needs.
VICKI (CONT'D)
Come inside with me. There's a
detective I know, he can-No!
ANGIE
(beat)
I can't.
VICKI
Then why are you here?
Another silence. Then Angie starts the car.
ANGIE
I should have never come here.
Wait.
VICKI
She pushes something into Angie's hand. A business card.

VICKI (CONT'D)
My cellphone number's on there. If
you change your mind, call me.
Angie barely glances at it before driving off. Vicki watches
her go, looking worried as hell.
55.
EXT. WAYNE ENTERPRISES - DAY
The next day. Establishing shot of the Wayne building, rising
up from the city.
SYMES (PRELAP)
All going according to plan?
INT. FUNCTIONS ROOM, WAYNE ENTERPRISES - DAY
Preparations are being made for the charity ball. Lights and
chandeliers are being hung, a dancefloor set out and a stage
for a house band. Bruce, supervising in the middle of the
floor, looks up as Symes approaches.
BRUCE
So far, so good. By tomorrow night
this place'll look like a million
bucks.
SYMES
(chuckles)
Which is a shade less than we're
spending on this. Perhaps we should
have just made a donation. Might
have been cheaper.
As he says this, Bruce's eye falls onto a discarded copy of
the Gotham Gazette. The headline reading 'FACELESS ATTACK DA
CARLISLE - POLICE BAFFLED.'
BRUCE
(distracted)
Maybe.
Symes catches the tone.
SYMES
Something on your mind?
BRUCE
Sorry. Long night.
Symes sees where he's looking.
SYMES
(dismissive)
Horrible business.
(beat)
Bruce, I know you're not hands on
with Wayne Enterprises but you
could at least-What?
BRUCE
56.
SYMES
This company is partially
responsible for the building of
Gotham, you know that? Across three
generations of Waynes. Like it or
loathe it, this place is your
parent's heritage. And I personally
can't think of a better way of
honouring your mother's memory than
by helping to restore the building
she loved so much. Think about it.
Symes turns and walks off. Hold on Bruce, a thoughtful
expression on his face.
INT. BATCAVE - DAY
Alfred puts Bruce through a punishing exercise regimen.
JUMP CUT: Bruce doing lightning-fast press-ups as Alfred
circles, keeping count.
JUMP CUT: Bruce doing one-handed chin-ups, switching hands in
mid-air. Alfred counts using a stopwatch.
JUMP CUT: Bruce beating the hell out of a punching bag. Again
Alfred circles, watching, not missing anything.
ALFRED
No - this isn't some vicar's bloody
tea party, you're trying to put him
in hospital!
JUMP CUT: Bruce and Alfred fight, hand to hand. Close in,
it's a mix of boxing, martial arts and dirty street fighting.
Bruce's moves are fast and powerful, but erratic. He's
distracted -- and Alfred notices, managing to cut his legs
from under him and send him sprawling to the ground, hard.
Bruce looks balefully up at Alfred, who watches coldly.
ALFRED (CONT'D)
Next time you fight one ounce below
your abilities I'll give you a good
scar so you don't forget.
BRUCE
(getting up)
We'll add it to the collection.
ALFRED
Oh trust me. This'll be somewhere
you can't miss it. Now come on, we
won't get a chance to do this
tomorrow, you've got a party to go
to.
57.
BRUCE
And what if I don't want to?
He turns and walks away, wiping his face with a towel.
ALFRED
You'll disappoint a lot of people.
BRUCE
And? And what? It's irrelevant,
Alfred all of this. There's a gang
of maniacs out there attacking
people and-ALFRED
You're missing the point.
He takes a step forward, gives Bruce a stern look.
ALFRED (CONT'D)
If this whole 'Batman' thing is
going to work then the world needs
to see Bruce Wayne out there,
living the life. Being a
distraction.
BRUCE
I'm not a show-pony.
ALFRED
No, but you do a good impression.
We've all got roles to play in
this. That's why I'll be wearing a
tux and saying "dinner is served"
for the foreseeable.
(grins)
Although...
What?
BRUCE
ALFRED
There's something to be
someone who'd rather be
street criminals' noses
throats than going to a
said for
out pushing
down their
party.
He turns and moves off, picking up his jacket.

ALFRED (CONT'D)
Another hundred more. And don't
forget I've got this place wired
for sound.
BRUCE
Where are you going?
58.
ALFRED
The shelter. That's something
important we can get right
immediately.
(looks back)
I mean who knows, maybe we can do
some good for this city even if
it's only by accident.
(as he walks away)
Big picture, Bruce, think about it.
He vanishes into the shadows. Bruce turns, looks around at
the Batsuit. Stares into the empty eyes.
Maybe.
BRUCE

Alfred unloads the last two boxes. He SLIPS carrying two
boxes, nearly drops them-Here!
BARBARA (O.S.)
Alfred looks up in surprise as Barbara arrives, managing to

grab hold of the boxes and stop them dropping.
Thanks.
ALFRED
She helps him lower the boxes to the ground.

BARBARA
Next time you get stuck gimme a
shout, okay?
ALFRED
Maybe I will at that. Not as young
as I was.
BARBARA
(grins)
Father Kirby told me where all this
stuff comes from.
(off his look)
Don't worry, I won't say anything.
Alfred regards her for a long moment, shrewdly, as though
sizing her up.
ALFRED
What's your name?
BARBARA
Barbara Gordon.
59.
ALFRED
(holds his hand out)
Alfred Pennyworth.
They shake hands. Barbara smiles.
BARBARA
Don't hurt yourself.
She heads back to the shelter. Alfred grins slightly as he
turns back to the van.
INT. ALFRED'S VAN - NIGHT
Alfred gets inside, starts the engine. Angles the wing mirror
- sees Barbara heading back to the main entrance of the
shelter.
A small smile from Alfred - good kid.
Then something moves -- a FIGURE steps out of the shadows and
GRABS Barbara from behind. We see the white mask of the
Faceless. Alarm from Alfred.
EXT. ALLEY OUTSIDE YOUTH SHELTER - NIGHT
Barbara struggles, fighting back hard.
BARBARA
Get your hands off me you-The Faceless CLAMPS a chloroform rag over her mouth. Barbara
loses consciousness immediately. The Faceless hauls her
backwards to where his own van is waiting.
Hey!
ALFRED (O.S.)
Alfred is sprinting down the alley towards them at speed.

ALFRED (CONT'D)
Put her the hell down! Right now!
The Faceless yanks Barbara into the back of the van and SLAMS
the back door behind him. Alfred HAMMERS on the locked door.
Hey!
ALFRED (CONT'D)
VROOM! The engine starts up -- Alfred LEAPS SIDEWAYS to avoid

being run over as the van reverses, k-turns and vanishes up
the street. Alfred pulls his phone from his pocket.
ALFRED (CONT'D)
Kid, I've got one for you!
He watches the retreating van, worried as hell. Then he
sprints off toward his own vehicle.
60.
EXT. GOTHAM STREETS - NIGHT
The black van belonging to the Faceless SPEEDS through the
streets.
INT. BLACK VAN - NIGHT
The Faceless drives. His expression invisible behind the
mask. He spots something in his wing mirror; Alfred's van,
giving chase.
Alfred's eyes are fixed on the van in front.
INT. BACK OF BLACK VAN - NIGHT
The unconscious Barbara lies on a bed of old sacking.
EXT. ROOFTOPS - NIGHT
HIGH ANGLE, looking down at the street below. The two vans
speed into view.
PAN AROUND to reveal BATMAN, crouched on the roof. Eyes fixed
on the Faceless' van.
Alfred spots something move on the roof. He smiles slightly.
The Faceless drives towards an intersection.
Something hits the ground in front of him. BANG! -- A
BLINDING WHITE FLASH fills the air. The Faceless brings his
hands up reflexively-EXT. GOTHAM CITY STREETS - NIGHT
The van SKIDS to a halt, ending up sideways on.
The Faceless struggles to get control of the vehicle back
just as-SLAM! Something HEAVY lands on the roof.
Batman has landed hard on the roof of the van.
Alfred grins in triumph at the sight of Batman. He slows his
van down.
61.
The Faceless recovers himself in time to see the SWISH of
black cape as Batman leaps down off the roof.
Batman drops down behind the van. He attaches a device from
his utility belt to the back door of the van.
BANG! The back door is blown open. Barbara is visible inside,
unconscious but unhurt.
Batman looks up to see Alfred approaching at a run.
ALFRED
I've got this, you get the bastard!
The Faceless SHAKES his head, trying to clear the image of
the white flash from his eyes.
SMASH! The window EXPLODES INWARD -- Batman is right there,
hands reaching in to grab the Faceless-INT. BACK OF BLACK VAN - NIGHT
Alfred carefully picks Barbara up.
ALFRED
Easy, love, I've got you.
Batman and the Faceless GRAPPLE through the open window.
BATMAN
Why are you doing this?
The Faceless manages to slam the van into gear.
INT. BACK OF BLACK VAN - NIGHT
Alfred nearly FALLS as the van suddenly STARTS FORWARD. He
gathers Barbara in his arms, LEAPS out of the back door-EXT. GOTHAM CITY STREETS - NIGHT
Alfred hits the road, HARD. He takes the impact of the fall
by landing on his back, shielding Barbara with his body.
Alfred's POV: slightly dazed, seeing the van speeding off,
Batman clinging to the outside.
62.
The Faceless speeds up -- Batman's hanging onto the door
frame, trying not to fall off. He reaches in, trying to grab
the steering wheel.
The van picks up speed. Pedestrians watch in amazement as it
WHIPS PAST, Batman hanging on the side, cape FLYING behind
him.
Batman tries again to grab the steering wheel -- the Faceless
spots something OS, YANKS the wheel over-EXT. GOTHAM CITY STREETS - NIGHT
WHAM! Batman SLAMS into a street light! He's thrown off the
van, landing painfully on the ground.
The Faceless looks in his wing mirror. Sees Batman lying in a
heap on the ground. He looks back at the road and speeds up.
EXT. STREET CORNER - NIGHT
Batman picks himself up with an effort. Looks up. Sees the
van vanishing into the distance, too far away.
Frustration on Batman's face. Then he notices PEDESTRIANS on
the other side of the road, taking photos with their phones.
He turns and hurries away. A GRAPPLING HOOK shoots upwards,
Batman RAPPELLING out of sight to the rooftops.
The Faceless pulls of his mask. Beneath we see Hemming's
face. He's breathing hard, eyes wide, adrenalin pulsing. And
he looks frustrated.
He PUNCHES the windscreen, so hard it cracks.
Dammit!
HEMMING

POLICE CARS surround the building. A crowd of onlookers has
gathered. Alfred stands off to one side, giving a statement
to two UNIFORMED COPS.
Gordon's car pulls to a halt and he rushes over to where
Barbara sits on the steps, blanket around her shoulders,
awake but very groggy.
63.
GORDON
Oh thank God...
(weak)
Hey dad.
BARBARA
He hugs her close. Then he looks up at Alfred.

GORDON
Mr Pennyworth?
Alfred approaches as Gordon holds out his hand.
GORDON (CONT'D)
Jim Gordon. I want to thank you for
helping my daughter tonight.
ALFRED
I did what I could. But I think
your daughter's got herself a
guardian angel.
Barbara looks up at the roof nearby. For just a second
something seems to MOVE in the shadows. She smiles.
INT. DOWNSTAIRS HALLWAY, WAYNE MANOR - NIGHT
Alfred enters heading straight for the grandfather clock,
manipulating the handles to the specific time that allows the
secret door to open.
INT. BATCAVE - NIGHT
Gordon steps off the lift. THUMPING noises can be heard - a
moment later Alfred spots Bruce, out of his Batman suit,
going hammer and tongs at a punching bag, anger in his face.
No!
ALFRED
Bruce looks up in surprise as Alfred marches over to him.

ALFRED (CONT'D)
Don't waste it. Don't lose it, not
now. Send it back. Tame it. Save it
for when you need it. It'll come
when you call.
BRUCE
Easy for you to say-ALFRED
(grabs his wrist)
It'll come when you call.
Bruce stops. Looks at Alfred. Understanding there. Then he
YANKS his hand out of Alfred's grip, walking away.
64.
ALFRED (CONT'D)
I know it hurts, Bruce, believe me,
I know exactly what you're feeling
right now. We'll have another
chance to get him.
BRUCE
I thought this didn't matter. What
happened to this not being worth
our time? What happened to it not
getting us any closer to finding
out what happened to--?
ALFRED
It matters because it does.
That takes Bruce by surprise. He looks around at Alfred.
ALFRED (CONT'D)
(quiet)
I also think that if you didn't
care, if you didn't give a damn,
then you wouldn't be Thomas Wayne's
son. And bizzarely enough, that
almost makes this whole sorry mess
worthwhile.
He turns and walks off. Bruce turns, about to have another go
at the punching bag. Then he stops. Looks down at his hands.
With an effort he gets his anger under control.
EXT. TENEMENT HOUSE - NIGHT
A street of boarded up tenement houses. Demolition notices
pinned to all the doors; signs warning "DANGER, DO NOT ENTER"
outside all of them.
INT. BEDROOM, TENEMENT HOUSE - NIGHT
A makeshift bedroom has been set up - a mattress on the
floor, a rickety cane chair and a small dresser.
Hemming sags into his chair, angry and frustrated. His eyes
fall onto something on the dresser; a FRAMED PHOTOGRAPH,
showing Hemming with his arm around a PRETTY WOMAN on their
wedding day, all smiles.
He looks at the picture. Tears in his eyes.
HEMMING
I'm sorry ... I'm sorry...
HOLD on the picture for a long moment.
Dad?
MEGAN (O.S.)
65.
Hemming looks up as Megan enters.
MEGAN (CONT'D)
Dad, what is it?
Hemming nods at the mask on the desk.
HEMMING
I failed you, Megan ... I failed
you and your mom...
Shh...
MEGAN
She approaches, him, puts her arms around him from behind and
hugs him close.
HEMMING
They don't understand, none of
them. They don't see what I'm
trying to do. I...
MEGAN
Dad, it's okay...
She moves around to look him in the eye.
MEGAN (CONT'D)
You can't rely on anyone but
family.
And Hemming's eyes light up with hope for the first time.
EXT. DA'S OFFICE - DAY
Establishing shot of the imposing building.
VICKI (PRELAP)
I've caught you at a bad time,
haven't I?
INT. MAIN OFFICE, DA'S OFFICE - DAY
Vicki enters, walking alongside Harvey, armed with an armful
of paperwork and a stressed expression.
HARVEY
Yeah, well having your DA nearly
shot on camera tends to make your
workload go through the roof if
that's what you mean.
VICKI
I'm sorry, I'll-HARVEY
Forget it, Vale.
66.
ASSISTANT D.A. (O.S.)
Harvey, where's that paperwork on
the Drake case?
HARVEY
For about the ninth time, you'll
have it when it's done, no sooner.
INT. HARVEY'S OFFICE - DAY
Harvey drops his paperwork, sits down facing Vicki.
HARVEY
And you knew all that already, so
what's really going on here Vale?
VICKI
Am I that transparent?
HARVEY
Only in as much as you're using the
old 'start a conversation about
something else before you get onto
what's really bothering you'
routine. I'm an attorney, I know
when someone's trying to distract
me. It's Bruce, isn't he?
VICKI
He's invited me to his ball.
HARVEY
He's invited me too, so what?
VICKI
Invited me as in...
She trails off, looking embarrassed. Harvey grins.
Ah.
HARVEY
VICKI
Exactly. Well, he says it isn't,
but...
HARVEY
You think he's got other ideas.
Well, can't help you there.
(beat)
For what it's worth, I had the same
reaction when he came back. What he
did was wrong, especially what he
did to you.
Vicki looks away, uncomfortable.
67.
HARVEY (CONT'D)
But I genuinely think he's trying
to make amends. Hear him out, see
what he's got to say.
(grins)
What have you got to lose?
Vicki looks up at him. Considering.
EXT. MOTEL - DAY
Establishing shot of a grotty looking motel on the edge of
the city.
INT. MOTEL ROOM - DAY
A terrified looking Detective Tanner sits on the edge of the
bed. All the curtains are closed, he's lying low.
Then a scraping sound from the lock. Tanner looks up in
terror as the door opens. Jacob Symes stands there.
SYMES
Do you know who I am?
Tanner nods, terrified.
SYMES (CONT'D)
Good. That'll save me some time.
TANNER
You've got to believe me, I didn't
have a choice-SYMES
(holds up a hand)
Please. No begging.
Nasty silence. Then Tanner swallows. Nods, accepting.
TANNER
Where are we doing this?
SYMES
You're going to see the Master.
He'll decide what to do with you.
(over his shoulder)
Boys.
Three MASSIVE HEAVIES walk in, grabbing Tanner by the arms.
Symes watches coolly as they drag him out. He looks around in
disgust at the room before following them out.
EXT. WAYNE ENTERPRISES - NIGHT
BRIGHT LIGHT radiates from the lobby. Guests arrive on the
red carpet, battered by camera flashes.
68.
INT. FUNCTIONS ROOM, WAYNE ENTERPRISES - NIGHT
The party is in full swing. A HOUSE BAND performs something
tasteful. Liveried waiters circle with drinks and canaps.
By the door, UNIFORMED SERVERS collect donations into sacks
marked 'GOTHAM PUBLIC LIBRARY FUND.' Symes stands nearby, in
tuxedo, smiling and shaking hands.
SYMES
Thank you so much, thank you, no
you're right, every little helps.
Thank you. Have a great time.
Across the room he catches sight of Bruce, standing talking
with Harvey. Bruce spots him, raises his glass in salute.
Symes nods back before getting back to work.
SYMES (CONT'D)
(still receiving
donations)
Thank you, thank you so much.
CUT TO Bruce and Harvey.
HARVEY
You haven't lost your touch, Bruce.
BRUCE
As certain people keep reminding
me, there isn't much I'm good at.
But this is something I can do to
help.
HARVEY
Your mom would be proud.
BRUCE
You think so?
Harvey just grins, claps Bruce on the shoulder. Alfred
appears at Bruce's elbow, in full butler's regalia, tray of
drinks in hand.
ALFRED
Something to drink Master Wayne, Mr
Dent?
HARVEY
(taking a glass)
Thanks, Alfred.
ALFRED
Not at all.
Has...?
BRUCE
69.
Alfred nods out of frame.
ALFRED
Just arrived now, sir.
Bruce and Harvey look. Vicki has just entered and is talking
to Symes. She looks stunning in a blue dress. As Alfred moves
off, Bruce straightens his tie.
Okay...
BRUCE
Harvey takes his elbow.

HARVEY
Word to the wise, Bruce.
The serious tone gets Bruce's attention.
HARVEY (CONT'D)
You've broken her heart once
already. Do it again and you'll
answer to me. Okay?
Got it.
BRUCE
Harvey grins. Claps Bruce on the shoulder again.

HARVEY
Then go get her.
CUT TO Vicki, standing talking to Symes. She looks down at
the sack full of donations.
VICKI
Quite the haul.
SYMES
Until we open them up and discover
they're full of singles.
(Vicki laughs)
I think we're good. Should easily
be able to continue Martha's legacy
after tonight.
VICKI
I never got the chance to meet
Bruce's mom. What was she like?
SYMES
(pause)
She was lovely.
(spots something)
Oh, and here he is, man of the
moment.
Bruce has emerged from the crowd, beaming at Vicki.
70.
BRUCE
If I'm not interrupting, I was
hoping Miss Vale might allow me
this dance.
Vicki looks uncertain. Bruce smiles, come on. Eventually:
Sure.
VICKI
Bruce extends his arm, leads Vicki onto the dancefloor. Symes
watches the pair of them carefully.
EXT. REPAIR SHOP - NIGHT
Angie sits in her car outside the repair shop that acts as
Faceless HQ. Looking worried. A great decision weighing on
her mind.
Then she makes her mind up, gets out of the car.
PETROL CANS and EXPLOSIVES are loaded into the back of the
familiar van. George Hemming works methodically and fast. He
keeps at it for a long moment before:
ANGIE (O.S.)
What are you doing?
Hemming turns to see Angie standing there, looking worried.
Her eyes on the explosives.
George...
ANGIE (CONT'D)
HEMMING
You knew this was coming, Angie.
You knew where I was going with
this, I never lied to you.
ANGIE
But that was before-HEMMING
Before what?
ANGIE
Before everything!
(beat)
Do the others know you're doing
this?
Silence. Hemming looks away.
HEMMING
They'll understand.
71.
ANGIE
I don't understand! George, we
can't keep doing this. You've got a
daughter-Stop it.
HEMMING
ANGIE
Think about your wife, George Mara wouldn't want you to-HEMMING
I said stop it!
Angie recoils at the snap. There's something manic in
Hemming's eyes.
HEMMING (CONT'D)
I have to do this. Don't you
understand, I have to do this!
Pause.
ANGIE
No, George. You don't.
Silence. Then:
Fine.
HEMMING
And he pulls out his pistol, points it at her.

ANGIE
(terrified, holding hands
up)
George...
HEMMING
I'm sorry, Angie.
George--!
ANGIE
BANG!
The band plays something slow. Harvey stands off to one side,
sipping his drink and watching the dancefloor where Bruce and
Vicki dance together among the other couples.
VICKI
You're lighter on your feet than
you used to be.
72.
BRUCE
I adapt to survive.
VICKI
(smiles)
And suddenly I'm remembering the
Summer Ball at college-BRUCE
Now in my defence, you did insist
on me getting dancing lessons.
VICKI
That's right, I did, didn't I?
They both laugh.
BRUCE
I'm glad you came.
VICKI
I wasn't going to.
But?
BRUCE
Pause. Then Vicki smiles.

VICKI
Like I said before. You impressed
me.
Bruce returns the smile as they keep dancing.
RACK FOCUS onto Harvey. Watching the two of them with an
unreadable expression.
ALFRED
(appearing at his
shoulder)
Another drink, Mr Dent?
HARVEY
Keep them coming, Alfred.
ALFRED
Just as you like, sir.
Harvey barely registers. Over Bruce's shoulder Vicki smiles
at him. He smiles, waves back. As soon as she's not looking
his face darkens again.
INT. BARBARA'S ROOM, GORDON HOUSE - NIGHT
Barbara's sitting on her bed, working her laptop. Her fingers
move across the keys like a concert pianist warming up.
73.
She's looking through news reports about the Faceless and the
other attacks.
A knock at the door. Barbara closes the laptop just as Gordon
enters, carrying two steaming mugs.
GORDON
Thought you could do with some hot
chocolate.
BARBARA
I'm not sick, dad.
GORDON
Neither am I and it's not stopping
me.
Barbara smiles at that as she takes the drink from him.
Thanks.
BARBARA
GORDON
Have you spoken to your mom?
(off her look)
Barbara...
BARBARA
Dad, you know what she's like.
GORDON
Yes, unfortunately I do.
(shared smile)
And we both know what her
reaction's going to be if she has
to find out from TV.
BARBARA
Shouldn't you be at work, anyway?
GORDON
I am.
(grins)
I'm your police escort.
She rolls her eyes. He stands up, heads back to the door.
Dad?
BARBARA
Gordon turns back to her. She smiles.

Thanks.
BARBARA (CONT'D)
Gordon smiles as he leaves. Barbara opens the laptop again.

Looks at the picture on the site. The blank features of the
Faceless. She hits 'play' on the YouTube video.
74.
THE FACELESS (O.S.)
Faceless. Death is Faceless. In
this city crimes happen every day
and nobody notices. It's easy to
turn a blind eye-INT. HALLWAY, GORDON HOUSE - NIGHT
Gordon's making his way down the stairs when there's a knock
on the front door. He opens it, looks surprised to see:
Megan.
GORDON
Megan Hemming stands on the doorstep, looking embarrassed.

EXT. GORDON HOUSE - NIGHT
Barbara emerges from the house, pulling on her coat.
BARBARA
What is it?
Megan looks embarrassed again. It looks as though she's on
the point of saying something. Then:
Nothing.
MEGAN
She turns and starts to walk away.

BARBARA
Megan, wait.
She hurries after her.
BARBARA (CONT'D)
Megan, what is it?
(no answer)
Megan, wait!
She runs in front of Megan, stops her going any further.
MEGAN
It's nothing. Really. It was a
mistake coming here tonight.
Why?
BARBARA
Long pause.
MEGAN
Because of him.
Something moves behind Barbara. She whirls -- The Faceless is
right there!
75.
Barbara SCREAMS--!
INT. LIVING ROOM, GORDON HOUSE - NIGHT
Gordon's watching baseball on the TV when Barbara's SCREAM
rips through the silent street outside.
Barbara?!
GORDON
He's on his feet in seconds, grabbing up his gun.

EXT. GORDON HOUSE - NIGHT
Gordon rushes outside, gun held at the ready-Barbara?!
GORDON
-- Just in time to see the familiar black van screaming

around the corner and out of sight.
PUSH IN HARD on Gordon as the horror of what's happened hits
him.
The song ends. Bruce, Vicki and the other dancers stop to
applaud. The BAND LEADER bows as they start setting up for
the next number.
Drink?
BRUCE
VICKI
I thought you'd never ask.
They make their way off the floor to where Harvey stands
waiting, drinks in hand.
HARVEY
I had a feeling a run to the bar
might be next on the list of
priorities.
VICKI
You're the best, Harvey.
HARVEY
(to Bruce)
Hope you don't plan on keeping her
all night?
BRUCE
(grins)
Actually--
76.
Vicki's phone BUZZES inside her purse. She pulls it out with
a frown.
VICKI
That's odd.
HARVEY
The office wanting copy?
No, it's--
VICKI
Then more BUZZING sounds from around the room, more text
message alerts. Every journalist in the place is grabbing for
their phones. Bruce immediately knows it's trouble. He
glances up - Alfred is standing by the door, eyes locked on
Bruce.
Vicki opens up her phone. It's an email with a video
attachment, labelled 'MANIFESTO'.
VICKI (CONT'D)
Oh my god...
HARVEY
What is it?
Vicki hits play. The image of THE FACELESS appears on the
screen.
THE FACELESS (O.S.)
Faceless. Death is Faceless. And
the victims of crime in this city
are Faceless.
Bruce looks around. Everyone's huddled around the
journalists' phones, watching the same message.
No more. We will no longer simply
be statistics to discussed. The
city will hear our stories. The
city will feel our pain. Because
the city with know our pain as it
has never known it before.
(pause)
My name is George Hemming.
He holds up the photograph of his family.
One year ago, my wife was killed.
An act of unspeakable violence. The
police never caught the
perpetrator. Through slipshod work
and corruption and just not giving
a damn.
77.
INT. BULLPEN, MCU BUILDING - NIGHT
Gordon enters at a dead run to find Essen, Flass and all the
other cops crowded around someone's computer, watching the
image.
THE FACELESS (O.S.)
The police knew who the perpetrator
was. Detective James Gordon of the
GCPD tracked him down. But because
of his slipshod work the man walked
free.
On Gordon's face. Horror and realisation dawning.
Two months later he was dead of a
drug overdose. He never faced
justice for what he did. And
because of him, I had the one thing
that meant the most to me in all
the world taken away.
(beat)
Well tonight I'm going to do the
same to Detective Gordon.
All eyes turn to Gordon, seeing a man who's whole world is
crashing down around him.
On the faces of Vicki and Harvey as they watch in horror.
THE FACELESS (O.S.)
And I promise you this - after
tonight, nobody will forget our
faces. Ever again.
The video ends. Terrified noises from around the room. Vicki
looks up at Harvey.
VICKI
Oh my God...
HARVEY
I need to go. Gordon.
Bruce...?
VICKI
She looks around. Bruce is nowhere to be seen.

INT. CORRIDOR, WAYNE ENTERPRISES - NIGHT
Bruce and Alfred move fast, Bruce yanking his bow tie off.
Alfred's holding a phone up between them.
78.
BRUCE
Can you trace the source of the
signal?
LUCIUS (O.S.)
I'm trying.
BRUCE
Try harder.
Lucius moves between four computers at high speed, running
data on all of them simultaneously.
LUCIUS
This guy knows what he's doing, the
signal's been rerouted like
everywhere.
ALFRED (O.S.)
Fox, now isn't the time to impress
us, can you--?
LUCIUS
Actually I think now's exactly the
time to impress you. Stand by...
A screen lights up - MATCH FOUND. Lucius grins.
LUCIUS (CONT'D)
Got it. Who the man?
BRUCE (O.S.)
Text me the address.
INT. CORRIDOR, WAYNE ENTERPRISES - NIGHT
Bruce and Alfred hurry to the end of the corridor, where a
PRIVATE ELEVATOR opens with Bruce's thumb scan.
ALFRED
This is going to get bad, isn't it?
The lift opens. Bruce steps inside.
BRUCE
It's bad already.
The lift doors close on him.
INT. ATTIC - NIGHT
Barbara is locked in a TINY CAGE, like an animal hutch, just
enough room to crouch uncomfortably. She rattles the bars-MEGAN
Won't do you any good.
79.
Barbara looks up. Megan stands in the doorway.
BARBARA
Megan, please, just let me go. Why
are you-MEGAN
You shouldn't blame us. You should
blame your dad.
Megan--
BARBARA
MEGAN
(walking away)
If he'd done his job properly none
of us would be here.
Megan!
BARBARA
But she's gone. Barbara looks around, bewildered, fighting to

keep her fear under control.
Then she spies something on the floor. A METAL SPLINTER.
Vicki and Harvey head out through the main doors.
HARVEY
I'll bring the car around, we can-Vicki's phone rings. An unknown number. She answers:
VICKI
Vicki Vale.
EXT. BACK STREET - NIGHT
Angie Gennaro sits with her back against a wall, wracked with
pain, clutching her phone with shaking hands.
ANGIE
He's gone to far ... I need your
help to stop it...
Vicki recognises the voice.
VICKI
Where are you?
EXT. BACK STREET - NIGHT
Angie's got one hand clamped to her gut. BLOOD soaks into her
shirt around the bullet wound.
80.
GORDON (PRELAP)
Someone better give me answers
here!
INT. BULLPEN, MCU BUILDING - NIGHT
Gordon's pacing about, wild eyed, practically tearing his
hair out in worry.
GORDON
Talk to me, I need everything we've
got on this-Jim!
FLASS (O.S.)
Flass is marching right up to him.

GORDON
Don't you dare try anything with me
here Arnold, not now, not after-Jim!
FLASS
He grabs Gordon by the shoulders.

FLASS (CONT'D)
It's Barbara. She's one of ours.
What do you need?
And that takes Gordon completely by surprise. It shocks him
into thinking clearly.
GORDON
Alright, I need the original case
file, everything on George Hemming,
anything that gives us a place to
start, I need-ESSEN (O.S.)
Lieutenant Gordon!
They turn to her. Essen's holding her phone up.
ESSEN (CONT'D)
It's that reporter, you need to
hear this.
Cop cars whizz through the streets.
INT. BAR - NIGHT
The police pile in mob handed. At the bar we spot three faces
we recognise as part of The Faceless.
81.
EXT. BAR - NIGHT
The three men are hauled out in handcuffs.
INT. HOUSE - NIGHT
A MOTHER is hauled out by police over the angry shouts of her
HUSBAND.
HUSBAND
What the hell's going on? Where are
you taking her?
INT. BACK OF POLICE VAN - NIGHT
Members of the gang are rounded up and thrown inside in
handcuffs.
COP CARS SCREAM to a halt outside the repair shop. Gordon and
Essen emerge from the font car, both wearing bulletproof
vests. They lead the charge.
Gordon charges inside, a phalanx of cops behind them.
GORDON
Barbara? BARBARA!
But it's empty. No sign of anyone. Gordon looks around in
horror.
Gordon exits. Sees PARAMEDICS loading Angie onto a stretcher.
He looks around, wild eyed - his gaze falling on Vicki, who's
walking over, Harvey's jacket around her shoulders.
VICKI
I'm sorry, Lieutenant, this is
where she told me they'd be.
(beat)
I'm sorry. I'm so sorry.
Gordon looks like he doesn't know what to say. Then his phone
rings. He snatches it up:
Yes?
GORDON
A familiar distorted voice answers:

MUFFLED VOICE (O.S.)
Detective Gordon. Listen very
carefully.
82.
And Gordon's eyes show hope for the first time.
The same run-down terrace we saw earlier.
INT. ATTIC, TENEMENT HOUSE - NIGHT
Barbara reaches, her fingers clawing for the metal splinter.
INT. TENEMENT HOUSE - NIGHT
Hemming, without his mask, moves quickly through the house.
He sets up the petrol cans at strategic points, connecting
them with fuse wire. The whole house is wired.
He looks back at Megan, who's waiting nearby.
HEMMING
You don't have to be here. I can do
this myself. You don't have to-Megan walks up, wraps her arms around her father.
MEGAN
Where else would I go?
Hemming smiles as he hugs his daughter close. An obscene look
of pride on his face.
Barbara reaches, trying to reach the splinter, but she's just
too far away. She pushes against the bars, trying to push the
cage forwards without any success.
WHUMP. Something heavy lands on the roof.
Barbara's eyes shoot up.
INT. TENEMENT HOUSE - NIGHT
Hemming's head comes up. He heard it too.
MEGAN
What was that?
Barbara's manages to grab the shard. She's got it into the
lock of the cage, trying to force it.
BARBARA
Come on, come on-Let me.
BATMAN (O.S.)
83.
Barbara stops dead. Not believing. Slowly looks up to see
Batman standing in the room with her.
And Barbara smiles the biggest smile.
INT. BEDROOM, TENEMENT HOUSE - NIGHT
Hemming pulls the mask over his face.
Stay here.
THE FACELESS
He moves off. Megan watches in fear.

Barbara's out of her cage.
BATMAN
Keep quiet. When I tell you to run,
you run, got it?
BARBARA
What about you?
Batman doesn't answer. He moves out into the hallway. Barbara
watches him go with a disbelieving smile.
INT. UPSTAIRS LANDING, TENEMENT HOUSE - NIGHT
Batman moves out onto the landing. He moves slowly, eyes
scanning the area. Sees the lines of fuse wire on the ground,
linking every room in the house.
An INCOHERENT YELL OF FURY -- Batman WHIRLS -- just as the
Faceless CHARGES!
The two of them GRAPPLE, awkward in the tight space, neither
one really able to move.
The Faceless brings his hand up - he's holding a DETONATOR.
THE FACELESS
We will never be Faceless again.
Wait!
BATMAN
BANG! The Faceless hits the detonator! CHARGES resound from

around the house, lighting the fuse wires! The fuses reach
the petrol cans-WHUMP! FIRE STARTS UP all around the house -- in seconds it's
spreading around the building!
Barbara reacts to the sound--
84.
FLAMES appear at every window!
A convoy of POLICE CARS speeds past camera.
INT. LEAD POLICE CAR - NIGHT
Gordon's in the passenger seat, worried as hell. The
dashboard radio crackles.
DISPATCH (O.S.)
We have reports of a major fire at
Washington and 89th-On Gordon's face as he recognises the street name.
Batman and the Faceless continue to grapple, awkward in the
confined space. Batman looks over his shoulder.
GO!
BATMAN
Batman BATTERS the Faceless backwards, freeing up a path to

the stairs. Barbara rushes out.
She stops dead for a moment, enraptured at the sight of
Batman fighting the Faceless-Go! NOW!
BATMAN (CONT'D)
Barbara tears herself away with what looks like an effort and
races down the stairs.
CUT BACK TO Batman and the Faceless. The Faceless attacks
back hard, vicious, desperate-Hemming TWISTS himself out of Batman's grip and under his
cape, charging down the corridor. Batman whirls-Hemming!
BATMAN (CONT'D)
CRASH -- the rotten wooden floor GIVES WAY under Hemming's

weight -- he falls out of frame -EXT. TENEMENT HOUSE - NIGHT
Gordon races out of the lead police car in time to see
Barbara coming through the front door.
Barbara!
GORDON
85.
Dad!
BARBARA
Barbara is about to rush into his arms - but then she stops,
looks back
BARBARA (CONT'D)
(realising)
Megan.
Barbara?
GORDON
But she turns and runs back into the burning house.
Barbara?!
GORDON (CONT'D)

Batman makes his way to the gap where Hemming fell. He looks
down the hole. Sees Hemming's body two storeys down, arms and
legs splayed out, neck broken. Dead.
Hold on Batman's face for a moment. Then:
Megan!
BARBARA (O.S.)
Batman looks up.

INT. DOWNSTAIRS HALLWAY, TENEMENT HOUSE - NIGHT
Barbara has run in, looks around in terror. Thick smoke fills
the air, flames licking at the walls.
Megan!
I'm here!
BARBARA
MEGAN (O.S.)
She looks. Megan is crouched under a hall table, arms around

her knees, terrified. Barbara rushes over to her.
Gordon charges up the steps to the front door. Other cops try
to follow:
Stay back!
FLASS
Flass watches as Gordon enters the burning house.

Barbara rushes over, holds out her arm.
86.
BARBARA
Give me your hand!
MEGAN
(looking around,
terrified)
What have I done?
BARBARA
If we stay here we're both going to
die, give me your hand!
Barbara?
GORDON (O.S.)
Gordon enters, sees Barbara trying to coax Megan out from

under the table.
Barbara!
GORDON (CONT'D)
BARBARA
Dad, help me!
Gordon rushes forward, YANKS the table out of the way.
GORDON
It's okay, sweetheart, you come
with me!
He hurls Megan over his shoulder before she can protest.
GORDON (CONT'D)
(to Barbara)
Come on!
They run for the door. Gordon is through first, carrying
Megan. He looks over his shoulder, sees Barbara following-Just as a wooden beam COLLAPSES in front of the doorway!
Gordon recoils backwards from the blast, nearly toppling
over. A wall of FLAMES trapping Barbara from view!
BARBARA!
GORDON

Barbara stops, unable to get through the flames. She looks
around, sees the fire closing in all around her.
Barbara SCREAMS IN TERROR.
87.
WHAM! A huge BLAST OF FIRE explodes out of the front door,
blowing Gordon off his feet! He gets up, looks up at the
building in terror. Flames destroying the place.
And then something else EXPLODES out of the front door. A
huge, monstrous BLACK SHAPE.
Batman.
Carrying Barbara in his arms.
And Gordon nearly collapses in relief. He rushes forward
towards Batman.
CUT TO Flass, watching from a safe distance. Eyes narrowed as
Gordon approaches Batman.
CUT BACK TO Gordon as Batman gently places the unconscious
Barbara into his arms.
BATMAN
She's alive.
Gordon looks down at Barbara, tears of relief rolling down
his face. Then up at Batman.
GORDON
(wracked by emotion)
Thank you.
Batman fires his grapple upwards. Gordon stands back as
Batman TAKES OFF UPWARDS.
Everyone else is watching Batman. But not Gordon. His eyes
are fixed on his daughter as he holds her close, tears
running down his face.
And off this sight we
DISSOLVE TO:
CLOSE on Barbara's face. Her eyes flutter open slowly - she's
lying in a hospital bed, oxygen mask over her face.
Hey...
GORDON (O.S.)
Gordon is there, by her bedside. Barbara tries to pull the

mask off - Gordon stops her.
GORDON (CONT'D)
No no no, sweetheart, you have to
leave that on.
(MORE)
88.
GORDON (CONT'D)
You suffered smoke inhalation and
some burns, they want to keep you
here until they're sure you're
okay.
(off her look)
Don't worry, you'll be fine. I saw
what you did back there. You were
amazing.
There's a tone of immeasurable pride in his voice. Barbara
pulls the mask down for just a second.
...Batman?
BARBARA
GORDON
(helping her put the mask
back on)
Yes, he was there. As a matter of
fact...
(smiles at her)
As a matter of fact he saved your
life.
And despite the mask Barbara gives a huge smile. Gordon leans
in to hug his daughter.
RACK FOCUS to the doorway. Sarah Essen has appeared there.
She smiles at what she sees. Gordon sees her, mouths 'thank
you'. She smiles back.
INT. SECOND HOSPITAL ROOM - NIGHT
Megan Hemming lies in bed, fast asleep.
ALFRED (O.S.)
Smoke inhalation and burns. Much
like Barbara Gordon.
Bruce and Alfred stand in the doorway, Alfred in his butler's
suit, Bruce in his civvies.
ALFRED (CONT'D)
They're keeping her in for
observation but she'll be fine.
BRUCE
Do me a favour. I want the Wayne
Foundation to take over her bills.
Any money she needs for treatment,
anything.
Alfred smiles slightly as he nods.
ALFRED
I'll see to it.
89.
BRUCE
What you said before. About this
case not getting us closer to the
Brotherhood.
ALFRED
I was wrong. I know.
BRUCE
No, it's not that. It's ... I know
why we're doing this, why it's so
important, but ... I couldn't not
get involved. People were in
trouble, Jim Gordon's kid. He was
there when I...
(beat)
I had the ability to do something.
I couldn't just sit by and...
He trails off, unsure how to put it. Alfred smiles again.
ALFRED
I stand by what I said earlier. If
you didn't care, you wouldn't have
been Thomas Wayne's son. He never
sat still for any nonsense. And if
he could have done anything to
help, he would have. I think he
would have been very proud of you
today.
And Bruce can't help but smile at hearing that.
FLASS (PRELAP)
It looks like our suspicions were
correct.
INT. LOEB'S OFFICE - DAY
Flass sits opposite Commissioner Loeb.
FLASS
I'd always suspected there was more
to Jim Gordon than met the eye. And
not just because he's too clean for
his own good. But this is going too
far.
LOEB
You think he's working with the
Batman?
I do.
FLASS
90.
LOEB
(looks OS)
And what about you, Detective? What
do you think?
Reveal the third person in the room - and it's Sarah Essen,
sitting in the third chair, facing Loeb squarely.
ESSEN
I don't see there's any doubt,
ma'am, unless there's another
explanation for the mysterious
phone call that told him where his
daughter was.
FLASS
Which means we can't trust him.
LOEB
Indeed.
(looks at Flass)
I'd say the ball's in your court,
Captain. What do you think we
should do about this?
On Flass. His expression dark.
EXT. BALCONY, VICKI'S APARTMENT - NIGHT
Vicki sits on the balcony, working on her laptop. The lights
of the city spread out below her.
ON THE SCREEN we see her notes - all about the Faceless.
She's just finished typing 'the Batman' when something MOVES
behind her.
Vicki stops. Smiles. Starts to turn her head.
BATMAN (O.S.)
Don't turn around.
Vicki remains still.
VICKI
I hoped you'd come.
(beat)
What you did tonight was
incredible. Of course some people
still think you're a threat.
BATMAN
Do you think that?
No.
Pause.
VICKI
91.
BATMAN
There's a group out there, a group
leading Gotham to ruin. They're
called the Brotherhood. I need your
help, to expose them and destroy
them.
Surprise on Vicki's face. A file drops onto the table by her
laptop.
VICKI
What's this?
BATMAN
Useful information. A place for you
to get started.
VICKI
(looking back)
But why--?
There's nobody there. Batman has gone. Vicki picks up the
file, flips through the pages. Inside we see the photos
Lucius took at the police ball - Loeb, Flass, Jessica, Symes.
Pages and pages of photos and notes.
On Vicki's face. Amazement.
The Range Rover drives through the nighttime traffic.
Alfred drives, Bruce in the back.
ALFRED
You think that's a good idea?
BRUCE
I'm sure it is.
Alfred smiles. Good enough for him.
As the Range Rover vanishes into the distance.
INT. BROTHERHOOD TEMPLE - NIGHT
The members of the Brotherhood are all present, all wearing
dark robes, hoods pulled back. We see Symes, Carmine and the
Suited Man amongst them. They talk in small groups. It's an
almost cocktail-party atmosphere.
Jessica Carlisle appears out of the crowd, marching right up
to the Suited Man.
92.
JESSICA
A word. Now.
SUITED MAN
(to the others)
Excuse us.
As his companions move off, he turns to Jessica.
JESSICA
I need to know that wasn't you.
SUITED MAN
What wasn't--?
JESSICA
The Faceless. Just tell me that
wasn't one of your little games,
because it's got you written all
over it. My son could have died-SUITED MAN
(mildly)
Then you should be very grateful
the Batman chose that moment to
make his entrance.
He turns, looks her straight in the eye.
SUITED MAN (CONT'D)
No. The Faceless were not part of
my design. But there's no doubt
their presence helped us no end.
And if I were you I'd keep
accusations like that strictly
behind the teeth, Jessica.
JESSICA
What do you mean?
SUITED MAN
The Master is concerned about you.
Don't give him any reason to
question your loyalty.
He walks away. Jessica looks away, suddenly incredibly
worried.
At that moment the main door opens. They all look up as Flass
enters, also in a robe, escorting a terrified-looking
Detective Tanner.
Dead silence. Everyone looks at the condemned man.
FLASS
(gentle)
Just tell him the truth. It's all
you can do.
93.
Tanner nods, his motions automatic. As one all the
Brotherhood members raise their hoods.
INT. BROTHERHOOD INNER SANCTUM - NIGHT
A vast hall. The ranks of the Brotherhood members stand down
either side, hoods pulled up. Impossible to see their faces.
Tanner stands in the centre, facing an ornate DAIS.
A long SILVER SWORD resting on velvet cloth.
MAN'S VOICE (O.S.)
Stephen Tanner.
The voice echoes, seeming to come from all sides at once.
Tanner looks around. Nobody reacts.
MAN'S VOICE (O.S.) (CONT'D)
You stand accused of crimes against
the Brotherhood. Of divulging
members of our order to the enemy.
TANNER
I had no choice-MAN'S VOICE (O.S.)
Do you deny these actions?
Long silence. Then:
No.
TANNER
MAN'S VOICE (O.S.)

You know now what must be done?
TANNER
(wide eyed)
But Master, I-Silence!
MAN'S VOICE (O.S.)
A MAN steps into the light in front of Tanner, between him

and the dais. A tall man in a crisp, immaculately cut suit
and tie. Black gloves covering his hands.
And a jet black SKULL MASK obscuring his face from view.
This is the Master of the Brotherhood.
BLACK MASK.
BLACK MASK
You know now what must be done?
94.
His eyes behind the mask bore into Tanner's. Tanner looks
left and right, to the massed ranks of Brotherhood members.
No help there. All faces are hidden beneath their robes.
He looks back at Black Mask. Terrified. Nods.
TANNER
I understand.
Very well.
BLACK MASK
And when Black Mask moves, it's incredibly fast. The sword
has flashed up from the dais and slashes across Tanner's
throat in seconds!
Tanner's eyes bulge. He's dead before he hits the ground.
Blood pools on the carpet.
HOLD on the face of Black Mask. Eyes glittering behind the
skull as he stares at Tanner's body.
BLACK MASK (CONT'D)
Thus we deal with traitors.
BLACK OUT:
BATMAN
ARMIE HAMMER
MARK STRONG
RACHAEL TAYLOR
JOSH BROLIN
GARRETT HEDLUND
MOLLY QUINN
JON MICHAEL HILL
XANDER BERKELEY
MICHELLE MONAGHAN
JERI RYAN
MARK A. SHEPPERD
TED LEVINE
MICHAEL IMPERIOLI
KENNETH JOHNSON
MICHELLE FORBES
SOPHIE TURNER
Bruce Wayne/Batman
Alfred Pennyworth
Vicki Vale
Lt. James Gordon
Harvey Dent
Barbara Gordon
Lucius Fox
Jacob Symes
Detective Sarah Essen
Jessica Carlisle
Suited Man
Captain Arnold Flass
Carmine Falcone
George Hemming
Angie Gennaro
Megan Hemming
GRAPHICS
JT VAUGHN
PRODUCER
LEE A. CHRIMES
PRODUCER
ZACH JANES
CO-EXECUTIVE PRODUCER
CO-EXECUTIVE PRODUCER
PETE D. GASKELL
KYLE MACDONALD
EXECUTIVE PRODUCER
ADAM SCOTT

1x01 THE FACELESS

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1x01 THE FACELESS

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!

INT. DINING ROOM, FALCONE MANSION - NIGHT

GUNS are raised -- BANG! BANG! BANG! The shadowy figure is

BZN and BACK ROOM PRODUCTIONS

CREATED FOR VS AND WRITTEN BY

BASED ON CHARACTERS CREATED BY

Gordon moves off. Bruce moves into a corner. He

EXT. GOTHAM CLOCK TOWER - NIGHT

Bruce looks away, annoyed.

INT. GOTHAM CLOCK TOWER - NIGHT

She lights the cigarette.

He drops into a chair, exhausted.

Batman whirls -- HALF A DOZEN COPS are approaching at a dead

She starts unpacking. Through the window she sees Alfred

Hemming smiles, puts his arm around Megan's shoulders.

Gordon nods at something. Essen looks - sees the same

She reaches down, grabs something off the ground - a USB

In the back seat, Bruce pulls of his mask.

He tries the switch a few more times. Nothing.

Jessica enters, glances at the screen.

Jessica puts her arm around his shoulders.

She pushes something into Angie's hand. A business card.

He turns and moves off, picking up his jacket.

EXT. GOTHAM YOUTH SHELTER - NIGHT

Alfred looks up in surprise as Barbara arrives, managing to

She helps him lower the boxes to the ground.

Alfred is sprinting down the alley towards them at speed.

VROOM! The engine starts up -- Alfred LEAPS SIDEWAYS to avoid

EXT. GOTHAM YOUTH SHELTER - NIGHT

He hugs her close. Then he looks up at Alfred.

Bruce looks up in surprise as Alfred marches over to him.

Harvey takes his elbow.

Harvey grins. Claps Bruce on the shoulder again.

And he pulls out his pistol, points it at her.

Pause. Then Vicki smiles.

Gordon turns back to her. She smiles.

Gordon smiles as he leaves. Barbara opens the laptop again.

Megan Hemming stands on the doorstep, looking embarrassed.

She turns and starts to walk away.

He's on his feet in seconds, grabbing up his gun.

-- Just in time to see the familiar black van screaming

She looks around. Bruce is nowhere to be seen.

But she's gone. Barbara looks around, bewildered, fighting to

Flass is marching right up to him.

He grabs Gordon by the shoulders.

A familiar distorted voice answers:

He moves off. Megan watches in fear.

BANG! The Faceless hits the detonator! CHARGES resound from

Batman BATTERS the Faceless backwards, freeing up a path to

CRASH -- the rotten wooden floor GIVES WAY under Hemming's

INT. UPSTAIRS LANDING, TENEMENT HOUSE - NIGHT

Batman looks up.

She looks. Megan is crouched under a hall table, arms around

Flass watches as Gordon enters the burning house.

Gordon enters, sees Barbara trying to coax Megan out from

INT. DOWNSTAIRS HALLWAY, TENEMENT HOUSE - NIGHT

Gordon is there, by her bedside. Barbara tries to pull the

MAN'S VOICE (O.S.)

MAN'S VOICE (O.S.)

A MAN steps into the light in front of Tanner, between him

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