(We see the doors opening and closing leading to the theater)

INT. BATCAVE -BATMAN'S COSTUME VAULT

Chrome and shadow. A black gauntlet SNAPS into place. A cape WHIPS over a dark rubber back. A bat-shaped buckle LOCKS.

Tom: Fasten your bat-belts!
INT. BATCAVE ROBIN'S COSTUME VAULT - INTERCUT

A silver throwing-bird is chosen from a weapon's array. Gloved hands lift a black eye mask. Tunic armor CLICKS shut, turning to reveal the chest-borne insignia of a Robin.

Crow: so hes BIRDDDDDDMAN!
Mike: More like BirdBoy

INT.BATCAVE
BATMAN - CLOSE. Emerges from his costume vault.WIDER
Deeper excavation has doubled the size of the cavern.

Tom: Tell me, does my butt look big in this?

New state-of-the-art computing systems flash.

Crow: Cable tv of the FUTURE!

Surveillance screens monitor news and police FREQUENCIES. Crime's worst nightmare.

Mike: Yet it runs on AAA batteries

Batman strides towards the rising steam-obscured pedestal which bears the sleek, redesigned Batmobile.

Tom: Whoa, Bruce really cherried up the mystery machine.

ROBIN appears in the door of his costume vault, dressed in the black and red of his Nightwing costume.

Crow: Crime beware for men in rubber suits are ready to kick your ass!

Two dark avengers stand suited, ready to take back the night.

Mike: (AS Batman) I need a V man, I can't take this night after night.

BATMAN
Nice suit. And today you are?

Tom: Anything you want dude.

ROBIN
Nightwing. Scourge of darkest evil.

Mike: What about lightest evil?

BATMAN
This is all about fashion for you, isn't it?
ROBIN
It's the gear. Chicks love the gear.

Crow: (Dumb voice) Got it at the gap man.

ALFRED steps forward, out of the shadows.
ALFRED
Do call if you're going to be late for dinner, sir.

Mike: McDonalds closes early now.

TURBOS - CLOSE. ROAR. The Batmobile SHOOTS away through the arches of the cave access tunnel.
The compass to of the Batmobile service pedestal splits wide like the opening petals of a flower, revealing a sleek, turbo-charged motorcycle. meet Robin's bike: The Redbird.
ALFRED
Drive carefully, Master Wing.

Tom:Did he just say...
Crow and Mike: NO!

ROBIN
Don't wait up, AL.

Mike: (As Motel guy) We'll leave the cave open for ya.

The REDBIRD'S TURBO - CLOSE. EXPLODES into life.
The powerful bike SHOOTS after the Batmobile.

Crow: The funniest thing is thats an edsel!

ALFRED watches them go.
Then, he relaxes, lets his weight fall against the main console, a man not as well as he seems.

Tom: Oh I'll never keep up with the Joneses.

INT. BATCAVE ACCESS TUNNEL - BATMOBILE - MOVING
Batman is behind the wheel, Robin visible through the window.

Mike: Sunday driver!

BATMAN
Ten police cruisers frozen solid on the Gotham Expressway . . .

Tom: Huh, dunkin donuts blew up and they died of shock.

INT. BATCAVE ACCESS TUNNEL - REDBIRD - MOVING
Robin is on his bike, data scrolling on his console monitor.

Crow: Cool! Spice Channel!

ROBIN
... A giant drilling truck burrowing under the city ...
BATMAN
Mr. Freeze.

Mike: No thanks, we'll have a slushie later.

ROBIN
The batcomputer tracks him heading for the Gotham Museum.
BATMAN
The new antiquities exhibit. The Second Sun of the Sudan.

Crow: He's making bat tracks to the Mapplethorpe exhibit.

ROBIN
Of course. He's going to steal the giant white diamond.

Tom: Won't Liz Taylor mind though?

BATMAN
No, Robin. He's going to jail.

Crow: Without 00$

0 BATMAN'S MONITOR - CLOSE - THE GOTHAM MUSEUM

Mike: That waas cool.

EXT. GOTHAM MUSEUM - NIGHT
A stone and glass palace set on the edge of Gotham's Central Park.

Tom: Ice palace!

INT. GOTHAM MUSEUM - NIGHT
A GIANT DRILLING TRUCK points up through the rubble of the shattered museum floor.

Mike: Now if that doesnt imply anything I don't know what will.

WIDER. A great hall bearing the skeleton of a mighty brontosaur amongst a myriad of other exotic antiquities. All frozen.

Tom: The real ice age.

HOLD on A GIANT DIAMOND CASE
The case begins to glow blue, then white, the shatterproof glass EXPLODING into a thousand flying fragments.

Mike: Shatterproof, baloney!

RACK IN through the storm of ice and glass, ACROSS the frozen floor, PAST exhibits of Aztec ruins peppered now with three FROZEN GUARDS, UP stone steps of a pyramid altar TO REVEAL...A silver suited figure stands, bald head visible beneath a helmet, A high-tech bazooka in his hand. MR. FREEZE
FREEZE
The Iceman Cometh.

Crow: Though we don't really need to know that.

. A gang of Thugs in thermal suits, THE ICEMEN, skate to the base of the steps. Two hold a MOANING, shivering GUARD captive.
GUARD
Please. Show some mercy.

Mike: Also let me live long enough to wet my pants.

Freeze begins down the altar steps. A SHIMMERING, TERRIFYING GOD.
FREEZE
I'm afraid my condition has left me cold to your pleas of mercy.
Freeze FIRES his weapon, the beam of cryonic energy engulfing the Guard, turning him to ice.

Tom: Oh, he gave him the cold shoulder.

FREEZE
(knocks on the guard's cheek)
Copsicle.
Freeze closes, now, on the shattered case.
FREEZE
In this universe, there is only one absolute. Everything...

Mike: Ah hell just smash it open.

Freeze swipes away the shattered glass and steel, from the debris lifts a tremendous diamond.
FREEZE
...Freezes.
Freeze holds the diamond high over his head, the light hitting the gem like a star.

Crow: Rock pretty.

THE SKYLIGHT - CLOSE. EXPLODES.
Batman free-falls into the room, hitting the brontosaurus and sliding down its neck, SMASHING Freeze with his feet, the diamond sliding across the frozen floor.

Tom: He could have just used the door.

FREEZE
(aiming his pistol)
Bat on ice, anyone?

Mike: I heard that was sold out, how did he get tickets?
Batman KICKS the pistol high in the air, catches it.
BATMAN
Didn't your mother ever tell you not to play with guns?

Crow: Didn't your mom tell you to never play batman?

0 Freeze cartwheels across the room, kicking the gun away from Batman, catching it in mid air.
FREEZEM
You're not sending me to the cooler.
Freeze FIRES. Batman dodges the blast. Freeze takes aim again.

Tom: Hold still and die!

THE FRONT DOORS - CLOSE. BLOW OPEN
Robin, on the Redbird, flies into the room.

Mike: (As Robin) Did i miss anything?

BATMAN uses the distraction, flying-kicks the gun into the air.
ROBIN soars over Freeze's head, kicks the airborne gun to the altar atop the giant pyramid.
ROBIN
Score. And the crowd goes wild.

Crow: Heh, you wish.

Robin lands, laying his bike sideways in a slide,KNOCKING a precious vase into mid air. he grabs a statue, using it to whip around in a dismount.
BATMAN catches the falling vase, replaces it, as Robin skates beside him. The two heroes race for Freeze.

Mike: You break it you buy it.

FREEZE
Grab the gem. Kill the heroes.
MORE INCEMEN in hockey masks, sticks in hand, rush the caped crusaders from both sides.
ROBIN
It's the hockey team from hell.

Tom: Ah! An expansion team!

FREEZE is racing towards the altar and his fallen gun. SIX GUARDS rush in through a side door and swarm the unarmed Freeze. Freeze begins wailing on the Guards. It's a straight display of fisticuffs executed with unbelievable speed and precision, hooks, jabs, upper and lower cuts all perfectly delivered, felling the assault force.

Mike: Now Mike tyson will and bite them both on the ear.

FREEZE
Cop-suey.

Crow: Whats cool about this guy is that he will never get an ice cream headache.

He begins racing again for his gun.

Mike: Be right back, dropped something.

BATMAN AND ROBIN begin a martial arts extrordinaire, blocking stick blows, punching and kicking the Icemen.
THE GEM lays on the ice behind the wall of advancing ICEMEN.
BATMAN AND ROBIN grab two assailants, slipping between their legs, skates popping out of their boots, as they snatch the Icemen's sticks and trip the villains.

Tom: Low sticking, five minutes in the penalty box!

FREEZE has made it to his gun. He turns, FIRES, creating an ice bridge to the floor.
FREEZE
Caution. Bridge may ice over.

Mike: Bridge over troubled waters.....

He slides down the ice bridge to the floor below. Starts racing for his giant drilling truck.
BATMAN begins skating towards Freeze.
BATMAN
You get the ice. I'll get the iceman.

Crow: You get all the cool stuff!

ROBIN skates through the Thugs, double sticking, CHECK-ING them wildly into the boards, reaches down and scoops up the diamond.
ROBIN
Sweet.
FREEZE is racing towards his truck, Batman closing fast behind him. Freeze spins and FIRES.

Tom: Leave me alone! I just want to leave the movie!

BATMAN ducks, using his cape as an ice shield, deflecting the beam into a closing Iceman behind him, freezing the villain solid.
FREEZE disappears behind the giant brontosaurus.

Crow: I'll hide behind this inconspicous dinosaur.

ROBIN skates into line with Batman, both heading fast for Freeze.
ROBIN
(shows the diamond)
I got mine. Where's yours?

Mike: That would be a great engagement ring diamond, that is if he ever finds a girl who likes him and his wacky bat friend.

FREEZE FIRES his gun, freezing the legs of the mighty Brontosaur.

Tom: (As Brontosaur) Hey what did you do that for, I liked Last Action Hero!

FREEZE
What killed the dinosaurs? The ice age.

Mike: We didnt come to this movie to learn anything pal.

Freeze pushes on the belly of the beast, the mighty creature toppling forward, EXPLODING in front of Batman and Robin.
ROBIN
He's definitely extinct.

Crow: Oooh brontosarus-sicles.

/ BATMAN AND ROBIN skate fast to avoid the debris.
AN ICEMAN flies in from the side, hitting Robin's hand, sending the gem flying free.

All: Tag!

ANOTHER ICEMAN skates to the gem, HITTING it with his stick, sending the diamond flying up onto the landing by the front doors.
FREEZE has made it to his truck, is climbing towards the hatch.

Mike: I gotta go guys, will you take care of this? Thanks!

THE ICEMEN are a rushing wall between the caped crusaders and the gem. Batman and Robin skate toward the villains, pulling flagpoles from a display as if they are about to joust the Icemen. At the last second, Batman and Robin drive their poles into the ice, vaulting over the heads of the Icemen towards the landing and the waiting gem above.

Crow: Nice moves there.

FREEZE has climbed to the hatch of his vehicle.
FREEZE
Hit me boys.

Tom: Don't tempt me.

Batman and Robin land on the landing inches from the gem. An Iceman skates from the wings, with a SLAPSHOT, sends the diamond flying.
FREEZE'S GLOVE - CLOSE. The diamond HITS. A perfect catch.

Mike: ooh and Arnold blocks the shot.

FREEZE
Thanks for playing.

Tom: Your concilation prize is DEATH.
Crow: Can't I just have the blender?

Freeze drops into the cab of his giant drilling truck. The hatch starts to slide closed.
BATMAN
Round up the thugs. I'll get Freeze.

Crow: You said that once and he got away.

/ Batman leaps onto the banister, slides standing down the rail and jumps, dropping into the closing hatch after Freeze.
INT. DRILLING TRUCK - CONTROL CAPSULE
B A bank of control panels are set inside the giant glass head of the drill. Batman falls in to find Freeze standing at the main console.

Mike: (as Arnold) Damn, I cant drive a stick shift!

BATMAN
Stop the insanity.

Tom: Susan Powter?

FREEZE
Nice of you to drop in.

Tom: (As Arnold) ...but I'm out of sugar.

Freeze hits a button. A tremendous ROAR.

Crow: Vroom!

INT. MUSEUM
The capsule, set on the end of an ejection cylinder, BLASTS out of the drilling truck, rising like a rocket towards the roof.
ROBIN jumps on another banister, slides down, grabs a banner and swings himself onto the side of the cylinder, clutching a porthole ledge and hanging fast.

Mike: Wheeee, this is fun.

EXT. GOTHAM MUSEUM
The capsule BLOWS through the top of the museum, ROCKETING towards the starry night sky above.

Crow: Wow, the janitors gonna have his work cut out for him.

ZOOM IN. Robin clings to the side of the rocket for dear life.

Tom: (as Robin) I want my mommy, I would wet my pants but theyd freeze to my butt.

INT. CAPSULE
Batman is thrown to the floor by the powerful acceleration. Freeze stays upright, protected by his mighty suit.

Mike: (As Arnold) I told you to buckle up, you never learn.

BATMAN
You were a great scientist once. Don't squander your genius on evil.

Crow: But evil is fun.

FREEZE
I hate being lectured.
Freeze throws Batman, hard, into the bulkhead, uses his pistol, to FREEZE Batman's ankles and wrists to the wall in chunks of ice.

Tom: (as Arnold) Don't move. I got you vhere I vant you.

FREEZE
Watch the numbers, Batman. For they are the harbingers of your doom.

Mike: Ah the box office reciepts are coming in.

ALTIMETER CLOSE. 10,000 feet and climbing fast.
FREEZE
Can you feel it coming? The icy cold of space. At 20,000 feet your heart will freeze and beat no more.

Crow: Do you need an airsick bag?

THE ALTIMETER CLOSE. 20,000 feet and rising.
EXT. CAPSULE
Robin has climbed onto the nose-cone. Is struggling against the acceleration, using bat-magnets to crawl towards the escape hatch.

Tom: (as Robin) Why is it always me? I could be home watching the Playboy Channel on Bruces satellite dish.

INT. CAPSULE
Freeze steps into a glide-wing backpack mounted on the wall.
FREEZE
After you have frozen, your icy tomb will plummet back to Gotham.

Mike: (As Arnold) your death will be like a icey sleigh ride to hell, oh wait, that does sound better than this.

BATMAN
Freeze, you're mad. This capsule will slaughter thousands.
Freeze releases the door behind him, the sky WHIPPING past beyond.
FREEZE
Ain't it grand? Freeze well.

Tom: This capsule is freezer burn safe, not like he has to worry about that.

Freeze leaps out into the night.

Mike: Let me know what happens!

EXT. NIGHT SKY
Freeze begins to plummet towards the lights of Gotham below.

All: Bungee!

FREEZE'S BACKPACK - CLOSE. A sleek wing extends from its housing. Freeze angles himself downward in mid air, using his glide wing to control his fast flight towards the distant city.

Crow: Hey, what color is his parachute?
Mike: He doesn't have one.
Crow: oh, ruin it why dont you.

INT. CAPSULE
The controls, the glass nose-cone, the capsule itself are all frosting over. The hatch opens. Robin drops in.

Crow: (as Batman) You took your time you little pipsqueak.

ROBIN
I was just hanging around.

Tom: No no, the bat dude says that, sheesh.

BATMAN
I thought you were going to stay in the museum and round up the thugs.
ROBIN
How about, nice to see you? Glad you're here to save my life.

Mike: Can't we leave him in the capsule? Cause Mad Love really bit.

Robin pulls a laser from his utility belt, FLASH MELTS one of his ice-shackles.
BATMAN
When we get home, we're having a little communication workshop.

Tom: (As Robin) doh! I hate roleplaying!

Robin FLASH MELTS the other ice gauntlet. Batman is free.
ROBIN
Is it cold in here or is it just me?

Mike: This is the perfect cold shower stall.
Crow: Course only you need it.

ALTIMETER - CLOSE. 30,000 and rising. Ice is forming everywhere.
BATMAN
Got to make sure this rocket doesn't turn Gotham into a crater.

Tom: At least the traffic will be light afterwards.

Batman whips a bat-shaped charge, throws it onto the ceiling. An armed light on the charge flashes green.
ROBIN
Now what? We call a taxi?

Crow: Call a taxi what?

Batman grabs a handle marked CAUTION: EXPLOSIVE BOLTS. Robin smiles, grabs a similar handle on the opposing metal door.

Mike: Oh yeah, somethings cooking in that batty head of his.

BATMAN
Watch the first step.
ROBIN
Surf's up.

Tom: Heres hoping they wipe out.

Both pull the release handles, leaping onto the capsule doors as the EXPLOSIVE bolts BLOW them into space.
THE BATCHARGE LIGHT - CLOSE. Goes red.
EXT. NIGHT SKY - FALLING
As the capsule EXPLODES above them raining falling debris, Batman and Robin skyboard on the doors down towards...

All: Hang ten!

FREEZE is ROCKETING to earth, the diamond in his hand.

Mike: Is he falling in slow motion?

BATMAN AND ROBIN race towards Freeze and the city below.The caped crusaders avoid skyscraper turrets and elevated bridges as they follow in Freeze's wake.BATMAN swoops down above the villain, pushing off his skyboard, grabbing Freeze around the neck, the diamond flying into mid air.ROBIN maneuvers in a grand flip, grabs the falling gem.

Crow: He scores!

FREEZE releases his glide pack buckle, dislodging Batman, the hero and the glide pack spinning away from Freeze.

Mike: No hitchhikers!

BATMAN dumps the glide pack, arcs back into his rushing drop.

Crow: Won't need this.

FREEZE is descending fast towards the giant smoking chimney of a towering industrial complex. He aims his gun at the smoking toward and FIRES, the fast maw quickly covering with snow.

Tom: What was the point of that?

Freeze plummets into the snowy chimney.

Tom: Oh.

BATMAN AND ROBIN drop into the ice shaft after the villain.

Mike: Wheee!

FREEZE FIRES his gun as he falls, slowing his descent by turning the chimney into a madly snaking tunnel of ice before him.

Crow: Like ice brakes.

BATMAN AND ROBIN tumble head first through layers of snow after the villain. They pull their Batgrapples and FIRE.
BATGRAPPLES - CLOSE. Hit the wall. Catch.
BATMAN AND ROBIN use their tethers to slow their descent, landing hard in...
INT. INDUSTRIAL BASEMENT
A long submarine-like corridor

Tom: They landed in the laundry room.

ROBIN
Cool. Can we do that again?

All: NO!

Batman and Robin race towards Freeze who is fleeing down the other end of the corridor. he points his gun at the ceiling. FIRES. The sprinkler system pipes EXPLODE, forming a mighty, intense blizzard in the wind-tunnel.

Crow: That guys a little frosty.
Mike: Loves his work though.

BATMAN
Sudden temperature drop. Watch out for the...

Tom: Tree?

A blast of wind ROARS down the tunnel, SLAMMING the doors, sending snow and ice whipping towards them
BATMAN
Wind.

Crow: Brisk ice tea!

Batman and Robin WHIP their capes over their faces, push forward, fighting the storm, going through the doors one by one.

Mike: Are they looking for something? A place to hide?

INT. BOILER ROOM
Frozen. At the terminus of the tunnel. A frozen boiler stands in the center of the icy moat of the building's INTERNAL RESERVOIR. The door swings open, Batman pushing inside.
Freeze flies from behind the door, SLAMMING the metal portal hard into Batman's face. Batman tumbles forward.

Crow: Come on let me in.

Freeze raises his gun. Another figure leaps in from the hallway, going for Freeze. Robin.Freeze FIRES, turning the boy into a frozen sculpture of ice. He plucks the diamond from his icy hand.

Tom: Gimme that.

EXT. CROSS SECTION OF GOTHAM CITY-VFX
A schematic map of Gotham. Freeze's vehicle burrows underneath the city, freezing the firmament in its path and clearing away the debris, heading towards the boiler room.

Mike: He knows how to make an entrance all right.

INT. BOILER ROOM
(OVER) a RUMBLING.
Suddenly the wall EXPLODES. Freeze's drilling truck appears in the clearing smoke.
FREEZE
Can you be cold, Batman? You have eleven minutes to thaw the bird. What will you do, chase the villain or save the boy?

Crow: Chase the villain, you can find another dumb looking acrobat to be the sidekick.

Freeze leaps onto the giant vehicle.

Tom: Ewww, the seats cold.
FREEZE
Your emotions make you weak. That is why this day is mine. (smile) Stay cool, bats.

Crow: Don't let the door hit you Arnold.

And Freeze is gone, sealing the tunnel hole after him with a blast of ice, clearing the frosted pane to wave goodbye.Batman moves fast to the boy wonder, touches his frozen skin.

Mike: Eh, his nose is cold.

He whips out his bat-laser, points at the icy reservoir and FIRES.

Tom: Hang on little buddy!
Crow: PLEASE no Gillagans Island.

THE RESERVOIR - CLOSE. The frozen water melts, begins to SIMMER.The caped crusader immerses Robin in the steaming sea. Under the water, the boy's face is perfectly still.

Mike: Other than that hes normal.

A long beat. Then Robin's head breaks the surface. COUGHING. Alive
ROBIN
Did we get him?

Crow: Eh, shut up.

EXT. SOUTH AMERICAN RAIN FOREST - NIGHT

Mike: We now return to Congo already in progress.

(OVER) THUNDER. Lighting flashes on a maze of tends and tarpaulins affixed to the ruins of a decaying PRISON MORTE. A "FOR SALE OR LEASE" sign is illuminated by the storm.

Crow: How bout neither.

SCREEN READS - Meanwhile, somewhere in the South American Jungle...

Tom: a lion sleeps tonight.

INT. TENTED GREENHOUSE LAB - NIGHT
Bunsen Burners flicker. Beakers BUBBLE.

Crow: It's Dr giggles.

PAMELA ISLEY, lovely features hidden by a glasses and bad hair, shape obscured by her lab coat, TALKS into a cylindrical micro-recorder.

Tom: Dear Diana, I have turned into Uma thurman. Please advise.

PAMELA
I still have high hopes for the animal plant cross-breedings

Crow: I have upped their dosage of Miracle Grow.

Pam surveys the two lab tables. One table is a mass of plants. The other is covered with tanks of spiders, snakes and scorpions. Tubes run from the lethal beasts into a jar of milky fluid labeled VENOM.
More tubes run from the Venom jar into the plants. One plant twitches as it receives the toxins.

Mike: The plants are wired to Robert Downey Jr.

PAMELA
If I can only find the correct dose of Venom, these plants will be able to fight back like animals. I will have given flora a chance against the thoughtless ravages of man.

Crow: Of course they will revolt against me too, but thats the chance I'm taking.

(OVER) An agonized SCREAM. Terrified, Pam walks towards the source of the WAILS, a gothic prison door to which the tent is affixed. The portal is marked: PROJECT GILGAMESH.

Tom: Dr Fs in there, I just know it.

PAMELA
Personal note: my work would proceed faster if Dr. Woodrue weren't always whisking my Venom samples back to his mysterious Gilgamesh Wing. Why won't he let me into his lab?

Mike: Cause he knows you will ruin his stuff.

(OVER) Another blood-curdling SCREAM. Pam turns off the recorder.
PAM
What is he doing in there?

Crow: Whipping a mole?

Just then the door opens, a startled Pam dropping her recorder as lightning flashes and DOCTOR JASON WOODRUE ENTERS. Einstein's hair. Manson's eyes.

Tom: Dom Deluises appetite.

WOODRUE
Dr. Isley, loveliest flower in our garden. How fare our little wards?

Mike: (as Pam) Don't get fresh with me dude.

Woodrue moves in, too close, backing Pam against her worktable, his face inches from hers. He spots the jar of Venom.
WOODRUE
What do we have here? A lovely new supply of Venom.(lifts the jar) I'll just take this to my laboratory for further study.

Crow: Like taking candy from a baby.

PAMELA What exactly are you working on in there? What are those screams?

Tom: Do you know who wrote the book of love?

A bright flash of lightning. Woodrue advances on Pam.
WOODRUE
How I'd love to share my secrets with you. But I ask you, sweet sapling, can you be trusted? You refuse my invitations to dine. You hide your honeyed buds behind these sallow robes.

Crow: Doesnt he mean....
Mike: NO!

(OVER) More lightning and ever more deafening THUNDER.
WOODRUE
Ah, but there's romance in the air tonight. Perhaps a moonlit stroll in the jungle. And then, later, in the dark, we can share everything.

Tom: No thanks, I just ate.

Woodrue has her up against the wall, his twitching lips only inches from hers. Pam winces, manages to step away. (OVER) another SCREAM.

Mike: (As Pam)You need some binaca pal!

PAMELA You have to tell me what you're doing with my Venom.
WOODRUE
(nasty)
You must show me your secrets, blossom, before I show you mine.

Crow: No thanks.

Pam watches him leave. As the door to the Gilgamesh wing swings closed, Pam kicks her fallen recorder, the metal cylinder rolling between door and jamb, keeping the entrance from sealing.

Crow: Shes gonna follow old weird guy? She got nothing better to do?

INT. LABS - GILGAMESH SECTION - WALKING
Pam steals through the crumbling hallway of the abandoned prison following the SCREAMS (OVER) as they grow ever LOUDER.
INT. LABS - GILGAMESH CHAMBER Banks of flashing SuperCrays. A gurney is surrounded by SPARKING and HUMMING equipment.
Woodrue emerges from the shadows, a portable phone in hand.

Mike: She wants to call Rush Limbaugh later.

WOODRUE
Ladies and gentlemen of the un-United Nations. (into the phone) And our mystery bidder.

Tom: Howard Hughes!

Pull BACK TO REVEAL
A small bridge arcs over the room. AN AMERICAN GENERAL, A RUSSIAN COMMISSAR, A SHEIK, and A DICTATOR all watch on from above.

Mike: Wow, the low budget version of Evita.

WOODRUE
I give you the future of military conquest.
A scrawny PRISONER in a too-large tank suit is dragged into the room by several gun-toting CAPOS and shackled to the gurney. His bald skull is adorned with three surgically implanted ducts.

Crow: Wow, he kidnapped a wanna-be WWF star.

WOODRUE
May I present Antonio Diego, serial murderer serving life in prison and sole surviving volunteer.
Diego SPITS.

Crow: And thats the extend of his character right there.

WOODRUE
And what a charmer he is.
WIDER. Pam slips in, unseen, hides behind a stack of circuit boxes, watching on as Woodrue lifts the jar of milky Venom.

Mike: Now for punch.

WOODRUE The super solder serum, code named Venom, patent pending of course.

Crow: Its on the lost with Phen-fen and all that stuff.

Woodrue pours the venom into a high-tech injector pack strapped to the back of the gurney. He lifts an open-front black and white mask attached by snaking tubes to the injector pack.
WOODRUE
Notice the hassle free zipper.

Tom: We dont need to know about that.

He pulls the oversized mask over Diego's head, tubes fitting into the ducts in his skull, zips the fabric closed over his face.
WOODRUE
(lifts a remote)
Time to scream.

Mike: Crow and Tom don't you dare.

He hits a control stud on the remote. The injector pack begins PUMPING the milky Venom into Diego's skull. Diego SCREAMS.Something strange happens to the prisoner. His chest begins to enlarge. His neck becomes thick. his forearms grow.

Crow: Ah so its steroid brand venom.
Tom: Got milk?

WOODRUE
Behold, the ideal killing machine. I call this little number...Bane. Bane of humanity. Imagine it, your own personal army made up of thousands of these super soldiers. Bidding begins at a mere 10 million.
Woodrue ups the Venom flow. Impossibly the prisoner grows larger. Arm and leg shackles SNAP. Bane lurches for the Venom pump, SMASHING consoles, SPARKING components raining down around Pam.

Tom: I hate violence!

PAM SCREAMS.
As Capos rush to subdue Bane, Woodrue strides to the dazed Pam.

Crow: Oh its you.

WOODRUE
Welcome to my parlor.

Mike: Thanks all the same but I'd rather leave.

INT. CORRIDOR - WALKING
Woodrue is escorting a nervous Pam back towards her lab.
WOODRUE
...Our original sponsor had no stomach for military applications. he cut the funding for our work -

Tom: Heres the part where he explains why hes doing what he is doing then kills her off.

PAMELA
Our work?
WOODRUE
Without your research, I could never have come this far. Join me. The two of us, entwined, side by side...

Mike: (as Woordrue) Like peanut butter and jelly.

They have arrived at Pam's workshop. Woodrue opens the door.
INT. PAMELA'S WORKSHOP - CONTINUOUS
PAMELA
Join you? I've spent my life trying to protect plants from extinction and now you corrupt my research into some maniacal scheme for world domination. When I get through you won't be able to get a job teaching high school chemistry, do you hear me, you psycho?

Mike: (As Woodrue) LA LA LA, I'm not listening.

WOODRUE
Well, I can respect your opinion.
Woodrue shoves Pam viciously backwards into the inter- connected tables, plants and poisonous beasts raining down on top of her.

Crow: Id hate to see him agree with someone.

WOODRUE
Sadly, I'm not good at rejection.

Woodrue begins pulling shelves of cages and BUBBLING beakers CRASHING down atop the struggling Pam, burying her and all her specimens entirely.

WOODRUE
I'm afraid you'll have to die.

Tom: (as PAm) But I have a hair appointment and I'm in the avengers next year.

WOODRUE - CLOSE. Smiles as the SOUNDS of Pam's struggle are finally silenced. He turns, heading back into the hallway.

Crow: Gotta run.

WOODRUE
(loud)
Fellow maniacs, bidding begins!

Mike: Keep your bids high, I have a mortgage to pay.

INT. BATCAVE - NIGHT
Bruce stands with Dick, now wrapped in a blanket, steaming mug in hand, watching the main monitor.

Tom: Nice hot ovaltine.

BRUCE
Gotham University Labs. Security video. Two years ago.

Crow: I scored with two girls in that lab, it was so cool.

SCREEN - CLOSE. The image of a dazzling hi-tech lab- oratory. A beautiful young woman (NORA FRIES) lays on a gurney. A SCIENTIST works a bank of controls over a SMOKING vat of cryonic solution. Handsome, the intense gaze of genius, the man Freeze once was.

Tom: Arnold as a normal teacher dude. Terminator 101.

BRUCE
Dr. Victor Fries Two time Olympic Decathelete. Nobel Prize winner in molecular biology. After his wife contracted a rare disease, McGregor's Syndrome, he hoped to freeze her in cryogenic sleep until he could discover a cure. Here's where everything goes north.

Mike: North pole anyway. Its cold up there.

Alarms flash. A panel EXPLODES. Fries is BLOWN into the vat of cryogenic solution.

Crow: Fries? Does he want FRIES with that?

BRUCE
That liquid is fifty below.

Tom: He fell in a ice cold Zima tank.

Fries SCREAMS, engulfed in the mists of the cryonic solution, his skin now frozen, bluish, his hair brittle, all but gone.

Mike: Oh Mr Rogaine, please help me.

DICK
That's gotta hurt.

Crow: Good observation there, dumbass.

BRUCE
Somehow he survived. But the cryoslution mutated his body.

Tom: He is now a ninja turtle.

The display shows a turning schematic of Fries.

DICK
What happened to his wife?
BRUCE
Presumed dead. No one knows.

Crow: Plot point to be resolved later I take it.

The display now shows a turning Mr. Freeze. Compartments in both suit sleeves are highlighted, flashing diamond shapes within.

Mike: We must make him the perfect suit!

BRUCE
He needs extreme cold to survive. His cryo-suit uses diamond enhanced lasers to keep him at zero degrees.

Crow: Guess hes totally chill, dude.

DICK
Let me get this straight. A brilliant citizen, disfigured by a horrible accident, re-emerges as a psychotic super-villain bent on theft, revenge and destruction. You see a pattern here?
BRUCE
Maybe it's something in the water.

Tom: Lets not live there.

Bruce returns Dick's smile.
BRUCE
Well, if it's ice the iceman wants...Alfred!

Mike: What does Alfred have to do with this?

INT. COSTUME VAULT - CONTINUOUS
Alfred stands near the costumes, clutching a console, a man in intense pain. He lets the wave subside, regains his composure.

Tom: Oh, Master Bruce needs me, I feel like I been kicked in the gut.

INT. BATCAVE - CONTINUOUS
Alfred emerges as if nothing were wrong.
BRUCE
I need the Wayne Diamonds.
DICK
We gonna trap ourselves a snowman?

Crow: Yeah and his name is Arnold.

BRUCE
Absolutely. Just as soon as you take ten hours training in the simulator.
DICK
Whoa, I made a mistake. I'm sorry. Don't go all protective on me. It won't happen again.

Tom: Do we get to whip him too?
BRUCE
Dick, you were reckless. You could have been killed.

Mike: Too bad he wasnt. He deserves punishment for Circle of Friends

DICK
I'm fine. See. Me. here. Alive. How are we gonna work together if you're never going to trust me?
ALFRED
How, indeed?

Tom: Butt out old man.

Bruce stares at the two of them. He smiles a wry smile.
BRUCE
When did I become the bad guy?

All: (shrug)

INT. BACK STAIRCASE - WALKING
Bruce and Alfred travel the winding stair that leads from the Batcave to the top of the house.

Crow: (As Bruce) When are we getting an elevator?

BRUCE
He's over-eager, impulsive. I can't trust him not to get hurt.

ALFRED
Perhaps the truth is you don't really trust anyone.

Tom: He's been watching the Xfiles again.

BRUCE
Don't tell me you're on his side. Again.
ALFRED
Despite all your talents, you are still a novice in the ways of family. Dick follows the same ends as you but gets there by his own course. You must learn to trust him. For that is the nature of family.

Mike: He has a good point, what was it?

They step through a doorway into...
INT. ALFRED'S QUARTERS - NIGHT - CONTINUOUS
BRUCE
I trust you, Alfred.
Alfred seems oddly pained by Bruce's words.
ALFRED
But I shan't be here forever.

Crow: (As Alfred) I will be Hawaii next week.

Bruce stares at Alfred a beat. But Alfred just smiles.
ALFRED
Good night, Master Bruce.

Crow: Night mom.
Tom: Night Jon Boy.

EXT. WAYNE MANOR - HALLWAY
Bruce EXITS his butler's room. Looks to the end of the hallway.

Tom: Thought I saw something.

A YOUNGER BRUCE, no older than ten comes racing around the corner, trips, tumbling to the wooden floor. Another figure steps out behind him. ALFRED, decades younger, kneels by the boy, brushing off his knees, giving the boy comfort.

Mike: The Wonder Years!

BACK TO SCENE

Crow: Like "Wonder" why they used that scene.

BRUCE - CLOSE. Blinks away the images from the past, only the fragile ghosts of memory, moves off down the empty hallway.
INT. ALFRED'S QUARTERS - NIGHT
Alfred sit at his computer, activates the screen. he lifts a CD, slips in into the disk drive, begins to TYPE.

Mike: (Looks at screen) Search nude Sofia Loren.

COMPUTER
Override engaged. Copying protected files.

Crow: Must be deleting the script.

Alfred lifts a micro-recorder.

Tom: Dear Diana, I have now turned into Pruneface. Please advise.

ALFRED
Still unable to reach you. have vital information you must see...

Mike: I have Spice girl bootlegs you wanted.

SCREEN - CLOSE. The files Alfred is copying. Batmobile design. Batsuit schematics. All downloading onto the small disk.

Tom: Ah! Complicatedly silly.

EXT. SOUTH AMERICAN JUNGLE - PRISON MORTE - NIGHT

Mike: Now back to George of the Jungle already in progress.

A full moon shines over the hidden complex.
INT. TENTED GREENHOUSE LAB
Woodrue stands at Pam's workstation, TALKING on his portable phone as he rifles through her research.

Crow: All I find are damn Martha Stewart recipes!

WOODRUE
Yes, sir, I'm so pleased you won the bidding, Your Supreme Ruthlessness..

Tom: So Rush Limbaugh won the bid?

(OVER) Bane SCREAMS in the distance.

Mike: Change the channel! Jerry Springers on!

WOODRUE
We're making the final modifications on Bane right now. We'll have a thousand super soldiers out to you tomorrow by overnight mail...
He hangs up. HOLD on a patch of ivy in the b.g. Perfectly still. Suddenly the leaves RUSTLE, as if being moved from beneath.

Crow: That was fascinating.

Woodrue turns as a figure BURSTS, fast, from beneath the brush.Magenta hair. Chlorophyll green eyes. Ravaged clothes revealing the form and demeanor of a goddess. The woman who was once Pamela Isley smiles, moves forward.

Tom: Wow. Mrs Miracle Grow.

WOODRUE
Dr. Isley? Pamela? You look great. Especially for a dead woman.

Mike: Gee is that a compliment?

PAMELA
Hello, Jason. I think I've had a change of heart.
Her lips glisten. She leans in and kisses him.
PAMELA
Quite literally. I don't think I'm human anymore. The animal-plant toxins had a rather unique effect on me. They replaced my blood with aloe, my skin with chlorophyll and fill my lips with Venom.

Crow: Venom! From Revlon!

Woodrue begins to CHOKE. He falls, clutching his throat.

Mike: Whoah, he swallowed her gum.

PAMELA
Oh, and Jason? One other thing. Silly me, I probably should have mentioned this earlier. I'm poison. (shrugs) It's a jungle in here.

Crow: Shes kinda like a fern.

Pam spills beakers of chemicals onto the floor. She throws a Bunsen burner to the ground, the lab suddenly in flames.
PAMELA
Let the flames touch the sky. For I am nature's arm, her spirit, her will. Hell, I am mother nature. The time has come for plants to take back the world so rightfully ours. Because it's not nice to fool with mother nature.

Tom: Oh! Thats so uh I dont get it.
Crow: Shes natures hit woman.
Tom: Oh.

Something catches Pam's eye. Pam lifts a broken beaker On it, the Wayne Enterprises logo. (OVER) Bane SCREAMS in the distance.

Mike: Wheres my soda?

PAMELA
Coming, Bane darling. We've got a plane to catch.

Crow: Ooooh do we get peanuts on our flight? A movie?

EXT. SNOWY CONES ICE CREAM FACTORY - NIGHT
An abandoned ice cream factory built in the shape of a snowman's face, a dripping cone stuck onto the giant snowball head.

Tom: Haagen Daaz HQ

INT. SNOWY CONES ICE CREAM FACTORY
Abandoned. Always freezing. Ice sculpture everywhere. Freeze walks the bowels of the old factory.
ICEMEN in parkas and SNOW BUNNIES eat frozen dinners, GUFFAWING as they watch TV. The SEXIEST BUNNY sidles up to Freeze.

Crow: Wow, Hefs gotten cold over the years.

MS. B. HAVEN
Freezy, I'm feeling...hot.
FREEZE
I find that unlikely.

Mike: I agree with him, it looks like the iceberg that sank Titanic visited him too.

MS. B. HAVEN
Okay, my hair is brittle, my skin is dry and I don't care. I'd weather blizzards to have you. You're the most perfect man I've ever known.

Tom: Him and Warren Christopher.

FREEZE
To be frozen. To never change. A life of perpetual ice-olation. There is little perfection in that.
MS. B. HAVEN
(pushing closer) What say we turn up the heat?

Crow: But then youd have to get out of the kitchen.

FREEZE
You're skating on thin ice. My passion thaws for my bride alone.
MS. B. HAVEN
Forget your frosty femme. These lips are wet and ready to get frostbite.
FREEZE
Hop away little bunny. Before I cool your jets. Permanently.

Tom: Wow! Cold!

The Bunny storms off.
FREEZE
I wonder how cold I can get my shower...Frosty!

Crow: Yo boss!

Freeze's faithful aide, FROSTY, appears by his side.
FREEZE
Everyone is always having a good time. Except me. Try as I might, can find no pleasure. Perhaps my heart truly has turned to ice.

Tom: Maybe my life is a cold hard lie.

Freeze lifts his gun and FIRES, freezing Frosty solid.
FREEZE
Well, that was fun. There's hope for me yet.

Mike: (As Arnold) I need a Klondike bar break.

Freeze stares at his frozen aide a beat, changes the setting on his gun and FIRES, a THAWING BEAM melting Frosty so he stands now, soaked and dripping like a wet cat. Freeze turns on his heel. Frosty follows him past mounting files of research. Scrawled schematics An icy workshop.

Crow: I'd hate to see him actually mad at someone.

FREEZE
Do you think I'm mad, Frosty?
FROSTY
(wringing out his sleeves) That's really a judgment call, boss.

Tom: (makes sitcom sound

A flashing display on his suit watch reads LOW POWER.

Mike: Good maybe the screen will shut off.
Crow: Damn clapper.

FREEZE
Battling the bat exhausted my power.

From a safe, Freeze takes three small diamonds, place them in the suit compartment. His power levels spike to normal.

Mike: Ah, diamonds are actually his best friend.

FREEZE
But I was successful nevertheless.

Freeze continues to a pedestal atop which sits a machine powered by two giant diamonds. Slots for two more diamonds are empty. He removes the giant stolen diamond from within his tunic, place the gem in an empty third slot.

Tom: (as Arnold) I need to do my taxes. Is buying Ben and Jerrys considred a deduction?

FREEZE
One more giant diamond of this size and my freezing cannon will be complete. I will hold Gotham ransom. Unless the city bows to my demands, it's winter forever here in goat-town. The city fathers will have no choice but to give me the billions I need to complete my research, to find the cure for...

Tom: Hang nail?
Crow: Club foot?
Mike: Frost bite?

Freeze has come to a frozen wall.

Crow: He used to get his tongue stuck to that.
Tom: Ow.

FREEZE
Leave us. We need quality time.

Mike: Does he mean us?

As Frosty EXITS in the b.g., Freeze enters a walk-in freezer, lifts a frozen dinner box. A SECRET VAULT opens. Freezes steps into...

Crow: Secret disco club!

INT. FREEZE'S SUBTERRANEAN COLD VAULT
Within, a computerized glacier-like sarcophagus bears his frozen wife, a snowflake pendant around her neck.

Mike: Chick-sicle!
Crow: Babe-sicle!

FREEZE
(touches the glass) Soon we will be together once more.

All: (sing in tune to "Close to you") Why do birds suddenly disapear, anytime you are near? Just like me, they are afraid to be frozen by youuuuu.

Freeze turns towards his research, heading back to work.
FREEZE
Nothing frustrates a man like a frigid wife.

Crow: doh!

INT. LIMBO - NIGHT

Tom: Saturday nights all right for fighting!

Robin is fighting Mr. Freeze and his cronies. Robin delivers a fast set of spinning kicks to the Thugs, felling them like toys.

Mike: Jackie Chan cheoreographed this fight.

A Thug carrying a large diamond breaks free, racing away. Robin leaps for the escaping Thug, putting his back to Freeze.

Mike: Maybe if I dont look at him he will leave.

Tom: We gotta go.
Crow: Just when it got uninteresting.

Go to the desk area of the SOL

1