BIRDS OF PREY
1X03:  PREY FOR THE HUNTER
PROD #175452
ORIGINAL AIR DATE ON WB:  10/23/2002
TRANSCRIBED FROM WB

Teleplay by:  EDWARD KITSIS & ADAM HOROWITZ
Story by:  ADAM ARMUS & KAY FOSTER
Directed by:  CHRIS LONG

Transcript by Intrepid
Courtesy of http://www.webphilia.com/~anthology/wnp.html

Please do not archive without permission.

RATING:  TV-14-LV
==========================
DISCLAIMER:  
==========================
"BIRDS OF PREY" and its characters are copyright (c) 2002 Warner Bros., Tollin-
Robbins Productions & DC Comics.  All Rights Reserved.  This transcript was made 
without their permission, approval, authorization or endorsement.  Any 
reproduction, duplication or distribution of this material in any form is 
expressly prohibited.  It is absolutely forbidden to use it for commercial gain. 

Leave the headers/disclaimers in tact because it lists all those who have 
painstakingly made this transcript possible for your enjoyment and provide a 
link back to the site where this file originated 
http://www.webphilia.com/~anthology/wnp.html

Contact the Transcriptionist at (intrepidly002@yahoo.com)
==========================
SUMMARY:  Someone is hunting down and killing meta-humans with a different m.o.  
The method of killing is so diverse that it can only be the work of another 
meta-human ... and he's got his sights set on The Huntress.
==========================
BIRDS OF PREY
1X03:  PREY FOR THE HUNTER
==========================



COLD OPEN:
INTRODUCTION

[EXT. FULL MOON -- NIGHT]

(The image of a bat flies by the light of the moon, turns and heads directly to 
the camera.)

SMASH CUT TO
INTRODUCTION:



[EXT. NEW GOTHAM CITY (STOCK) - NIGHT]

(Camera cruises up high above the buildings, weaving in and out between them.)

(Dissolve to:  BATMAN lands on a rooftop, his cape billowing behind him.)

ALFRED PENNYWORTH:  (v.o.)  Legend tells of a caped crusader ...

DISSOLVE INTO:



[CLOSE UP:  BATMAN]

ALFRED PENNYWORTH:  (v.o.)  ... Batman, guardian of New Gotham, ...

(Dissolve to:  Camera cruises up high above the buildings, weaving in and out 
between them.)

DISSOVE TO:



[EXT. ALLEYWAY - NIGHT]

ALFRED PENNYWORTH:  (v.o.)  ... and his one true love ... 

(CATWOMAN lands feet first on the ground and tilts her head to look quizzically 
in front of her.)

(Dissolve to:  Close up of Catwoman's mask.)

ALFRED PENNYWORTH:  (v.o.)  ... Catwoman - 

(Cut to:  BATMAN pushes his cape aside as CATWOMAN leaps in front of him.  She 
swings and he grabs her wrist, pulling her close to him.)

ALFRED PENNYWORTH:  (v.o.)  ... The Queen of the criminal underworld.  

DISSOLVE TO:

(Dissolve to:  Camera cruises up high above the buildings, weaving in and out 
between them.)

DISSOLVE TO:



[CLOSE UP:  HELENA KYLE]

ALFRED PENNYWORTH:  Their passion left behind something extraordinary ... 

(Dissolve to:  HUNTRESS pushes aside the curtain and walks inside the room.)

(Camera zooms in for an extreme close up of The HUNTRESS' left eye.  THE 
HUNTRESS' pupils contract and change into convexo-convex shaped disks like those 
of a cat's.  Her eyes change from brown to blue.)

ALFRED PENNYWORTH:  ... a daughter -- Huntress.  

[Scene from 1X01: Pilot.]

[EXT. ALLEYWAY - NIGHT]

(The HUNTRESS fights JERRY.  She does a couple of flips forward toward JERRY who 
is against the wall.)

(Dissolve to:  The HUNTRESS crouches down low ready to pounce.  She lifts her 
head and looks directly at her prey.)

DISSOLVE TO:



[INT. APARTMENT - BALCONY -- NIGHT]

(The HUNTRESS turns and spreads her arms.  She jumps off the balcony in a 
beautiful swan dive.  She falls to the building rooftops far below ... )

ALFRED PENNYWORTH:  (v.o.)  Half meta-human ... She has taken up her father's 
mantle ...

(Camera cruises up high above the buildings, weaving in and out between them.)

DISSOLVE TO:



[EXT. WAREHOUSE - NIGHT]

ALFRED PENNYWORTH:  (v.o.)  ... and under cover of the night, fights to protect 
the innocent and helpless.  

[Scene from 1X02:  Slick]

(HELENA and another MAN fight in the warehouse, the back doors of the van he was 
unloading wide open.)

(HELENA crouches down low and looks up at the MAN.)

DISSOLVE TO:



[INT. GIBSON'S BAR - NIGHT]

[Scene from 1X03: Prey for the Huntress]

(The door slides open and BARBARA is sitting in her wheelchair.)

ALFRED PENNYWORTH:  Joining her in this struggle ... 

DISSOLVE TO:



[INT. THE CLOCKTOWER - DAY]

(Camera close up of BARBARA GORDON.)

ALFRED PENNYWORTH:  (v.o.)  Oracle - 

[Scene from 1X01: Pilot]

(Dissolve to:  THE CLOCKTOWER.  The camera pulls back and twists completely over 
where we find BARBARA GORDON sitting in front of the computer monitors working.)

ALFRED PENNYWORTH:  (v.o.)  ... who was once Batman's protégée, Batgirl.  

[CLOSE UP:  BATGIRL]

[Scene from 1X01: Pilot]

(Inside the Dockyard's Warehouse, BATGIRL fights the thugs in the hallway.)

ALFRED PENNYWORTH:  (v.o.)  She was caught in the crossfire of the war between 
Batman and Joker.  



[INT. APARTMENT - NIGHT]

(BARBARA GORDON opens her apartment door and looks up in surprise.)  

(Cut to:  The JOKER raises his gun, aims and fires.)
(Cut to:  The top of BARBARA GORDON'S head.)
(Cut to:  BARBARA'S surprised look.)
(Dissolve to:  The bullet hits BARBARA and she flies backward.)
(Dissolve to:  Camera close up of the empty casing.)

DISSOLVE TO:



[INT. THE CLOCKTOWER - NIGHT]

ALFRED PENNYWORTH:  Now she fights crime a different way -- master of the cyber 
realms, 

[Scene from 1X01: Pilot]

(BARBARA sits in her wheelchair in the center of her computer center.  A circle 
of green light rises from the floor and surrounds BARBARA in what appears to be 
a 360 degree 3-D grid that places her at the center of what DINAH sees in front 
of her.)

CUT TO:



[Scene from 1X01: Pilot]

[INT. KETTERLY'S RESIDENCE - LIBRARY -- NIGHT]

(Sitting in her wheelchair, BARBARA appears in the doorway and throws the 
circular batarang with ease and skill at Ketterly.)

[Scene from 1X02: Slick]

(The batarang flies across the clocktower.)

ALFRED PENNYWORTH:  (v.o.)  ... a mentor and trainer to heroes.  

(Cut to: [Scene from 1X02: Slick]  BARBARA smiles, a circular batarang in her 
hand.)

(Cut to: [Scene from 1X01: Pilot]  BARBARA and HELENA talk.  They both turn to 
look at the camera.)

ALFRED PENNYWORTH:  Together, they have taken in a young runaway ... 



[INT. GIBSON'S BAR - NIGHT]

(Cut to:  [Scene from 1X03: Prey for the Huntress]  DINAH is at the pool table 
holding a cue stick.  She stands up and turns around to look at the camera.)

ALFRED PENNYWORTH:  (v.o.)  ... Dinah -- a meta-human herself, ...

(Cut to: [Scenes from 1X01:  Pilot]  DINAH reaches out and grabs HELENA'S wrist.  
She has a vision.)

(Cut to:  The CLOCKTOWER.  The man dying grabbing her own hand.  Flash to 
another vision.  DINAH in front of the Bus Terminal.  Flashes of the vision of 
the man on the bench.)

(Cut to:  A hand presses against a wall.  It glows and opens a secret door.  
DINAH finishes her vision with HELENA.)

ALFRED PENNYWORTH:  (v.o.)  ... with powers to open hidden doors to the mind, 
powers that she is only beginning to explore.  

(Dissolve to:  DINAH.)

(Dissolve to DINAH opening the cob-webbed warehouse door at the dockyards.)

(Dissolve to:  DINAH in the machine getting her brain scanned.)

(Dissolve to:  DINAH and BARBARA dressed as BATGIRL in HELENA'S mind.  BARBARA 
stands up and moves toward DINAH.  They grasp each other's wrists.)

ALFRED PENNYWORTH:  (v.o.)  Together, these three are the protectors of New 
Gotham ... 

(HELENA walks up to them and puts her hand over theirs.)

(The three stand together.)

ALFRED PENNYWORTH:  (v.o.)  ... the "Birds of Prey."

WHITE FLASH TO:



[EXT. NEW GOTHAM CITY (STOCK) - NIGHT]

DISSOLVE IN TITLE LOGO with flying bird



[EXT. NEW GOTHAM CITY (STOCK) - CLOCKTOWER -- NIGHT]

(Camera pulls back slowly, the CLOCKTOWER in the center of the scene.)

ALFRED PENNYWORTH:  (v.o.)  My name is Alfred Pennyworth, and this is their 
story.

END OF INTRODUCTION
FLASH TO:



[EXT. NEW GOTHAM CITY (STOCK) - NIGHT]

(Camera cruises up high above the buildings, weaving in and out between them.  
In one continuous movement, it turns and rushes straight downward to the street 
below.)

MAN:  (o.s.)  Help!  Help!

FLASH TO:



[EXT. ALLEYWAY - NIGHT]

(HELENA jumps down to the alley below where a man is being beaten by another 
man.  She lands on her feet and pulls the thug off of the man.

HELENA:  (v.o.)  Sometimes, I just want to be like other girls.

(She throws a punch in his face.  The thug goes down.)

CUT TO:



[EXT. NEW GOTHAM CITY - CLOCKTOWER (STOCK) - NIGHT]

(Camera zooms in directly toward the CLOCKTOWER.)



[INT. THE CLOCKTOWER - NIGHT - CONTINUOUS]

(BARBARA is in front of the computers.)

BARBARA:  (smiling)  Now, why would you want to be like everybody else?  
Normality is overrated.

INTERCUT WITH:

(HELENA continues her conversation with BARBARA while the THUG scrambles to his 
feet.)

HELENA:  Maybe, but I wouldn't mind trying it on for size every once in a while.

(The THUG gets to his feet and heads for HELENA.  She grabs him and slams him 
into the garbage bin.)

BARBARA:  I don't think it would fit.

HELENA:  Is it too much to ask for a social life?

(HELENA jumps over the garbage bin and grabs the fire escape of the building 
next to it.)

HELENA:  For example, how am I supposed to meet a regular guy when I spend all 
of my evenings body-slamming scumbags?

(The THUG stands up and looks around for her.  She jumps down onto the THUG from 
behind and knocks him back down to the ground.)

BARBARA:  Are you feeling okay?  This doesn't sound like you.

(She picks up the guy's bag and walks up to him.  She tosses it to him.  He 
grabs it and runs out of the alleyway.)

HELENA:  I can't even find anyone decent enough to rescue around here.

(She turns around to look at the THUG who has again gotten to his feet.)

(cc) BARBARA:  Oh, come on. There's a lot of decent guys out there.

(The THUG stands there and sticks his tongue out at HELENA.)

HELENA:  (laughs)  Ha ha.  Okay, that's just rude.

(The THUG spits some kind of high velocity, powerful acid at HELENA.  She moves 
easily to the side, but the "spit" grazes her suit and hits the garbage bin 
behind her immediately corroding the metal.  Her suit fizzes.)

HELENA:  Oh, no. You do not  mess with the outfit.

(The THUG sticks his tongue out at HELENA again, preparing to "spit".  HELENA 
steps forward and punches him in the gut.  He doubles over.  She grabs him and 
tosses him into the garbage bin.)

THUG:  Oh.

(HELENA looks down at the large hole in her leather jacket.)

HELENA:  Look at this.  Do you have any idea how hard it is to find clothes that 
look sexy --

(Behind the garbage bin, the THUG screams.  He flies back over the bin and lands 
in a heap face down at HELENA'S feet.  She looks down at him.)

HELENA:  (shakes her head)  Okay, normally the bad guys don't bounce.

(She kicks him over and sees the large hole in his chest that's still fizzing.  
The THUG is dead.)

HELENA:  What the hell happened to you?

CUT TO:
END OF TEASER.
ROLL TITLE CREDITS

(COMMERCIAL SET)



FADE IN.

[EXT. NEW GOTHAM CITY (STOCK) - NIGHT]

(Camera cruises up high above the buildings, weaving in and out between them.  
Camera stops directly in front of the building with the blue neon sign:  NEW 
GOTHAM POLICE.)



[INT. POLICE STATION - NIGHT]

(DET. CLAUDE MORTON walks through the police department hallways looking for 
someone.  He turns the corner into the bull pen and sees REESE looking through 
some crime scene photographs on his desk.)

CLAUDE MORTON:  Jesse Reese?  I'm Detective Claude Morton.  Just transferred 
from Bludhaven.

(CLAUDE MORTON walks toward REESE and holds out his hand as he introduces 
himself.  They shake hands.)

REESE:  What can I do for you?

CLAUDE MORTION:  Well, they told me upstairs that if I'm looking for the 
bizarre, I'm looking for Jesse Reese.

REESE:  That doesn't sound too much like a compliment to me.

CLAUDE MORTON:  It wasn't to them.  It is to me.  I heard you got a corpse with 
a cause of death that could charitably be called screamingly weird.  I'm 
tracking a killer with a fairly bizarre M.O.  You mind if I take a look at 
those?

(CLAUDE MORTON points to the photos on REESE'S desk.  REESE closes the file and 
hands it to CLAUDE MORTON.  MORTON takes the seat at the desk adjacent to 
REESE'S and sits down.)

REESE:  That's Arnie Graves.  Petty thief, graduating from purses to wallets, 
gets his chest cavity burnt out by acid.  Does that sound like your guy?

CLAUDE MORTON:  It's hard to tell.  He never kills the same way twice.  Although 
this does have the special sick flair I've come to associate with his best work.

REESE:  So Bludhaven P.D. Sent you all the way over here to catch this perp.  

CLAUDE MORTON:  No.  They think I'm nuts.  When I saw the murders showing up in 
New Gotham, I put in for the transfer myself, and Bludhaven -- they were happy 
to get rid of me.  Now, my chief says this guy doesn't exist, that no serial 
killer would use such a wide variety of methods.

REESE:  And what do you say?

CLAUDE MORTON:  I say this one does.  That's the problem with only looking for 
things you've already seen -- it makes you blind to the stuff that's right in 
front of your face.

REESE:  Ha. Yeah, well,  I hear you on that one, but you might just want to keep 
that opinion to yourself if you want to be taken seriously around these parts.

CLAUDE MORTON:  Ask me if I care.  Anyway ... your Chief assigned me to work 
with you until your partner gets back from vacation, so I guess he thinks I'm 
Mulder Jr. Already.

(He hands the folder back to REESE.  REESE chuckles and grabs the folder.)

REESE:  All right.  Let's go track this thing down.

CUT TO:



[EXT. NEW GOTHAM CITY (STOCK) - NIGHT]

(Top view of a rooftop.  HELENA runs across from rooftop to rooftop.)



[EXT. STREET - NIGHT]

(REESE puts on his jacket as he exits the building.  He walks along the sidewalk 
when suddenly from above, HELENA jumps down in front of him.  Surprised, REESE 
reaches for his gun.)

HELENA:  (smiles)  Hey.

(REESE puts the gun that he never really got out away and looks up at the 
building where HELENA jumped down from.)

REESE:  How high was that?  What, ten stories?

HELENA:  (shakes her head)  Not nearly ... (looks up) ... maybe five.

(She turns and walks away.  REESE stares at her.  She turns around to look at 
him.)

HELENA:  What?

(They walk down the sidewalk together.)

REESE:  What are you doing here?

HELENA:  Trying to track down a guy with a big old smoking acid hole in his 
chest.  Any insights?

REESE:  Yeah, maybe.  What do you know about it?  

HELENA:  Just trying to help.  Bet I solve it first.  What do you say --cup of 
coffee?  Loser buys?

REESE:  You know, I don't think coffee is such a good idea, and I'm not all that 
thrilled about sharing information, either.

HELENA:  Why not?

REESE:  I'll tell you why not -- because I don't even know your name.  I have no 
idea who you are.

HELENA:  I'm the girl that saved your life, remember?  I'll tell you what, 
Detective -- this name thing's such a big deal for you, fine.  You can call me 
Huntress.

(REESE turns away from her to cross the street.  It's only for a moment.  He's 
still talking to her, but when a car passes in front of him, it forces him to 
stop.  HELENA, naturally, has disappeared when the car passes by.)

REESE:  That's still not good enough, I mean ... 

(When REESE turns around to look at her, she's gone.  REESE looks around for her 
and doesn't see her at all.)

CUT TO:



[EXT. NEW GOTHAM CITY (STOCK) - CLOCKTOWER -- NIGHT]

(Camera pushes forward directly toward the CLOCKTOWER.)

WHITE FLASH TO:



[INT. THE CLOCKTOWER - NIGHT]

(BARBARA is sitting in front of the computer.  DINAH stands behind her.)

DINAH:  (to BARBARA)  So did you find out anything about that Acid Guy?

BARBARA:  Ugh, nothing that makes sense.  That sample I took from Helena's 
clothes is the same stuff that killed him, which mean she was murdered by 
exactly the same acid that he produces.  Two meta-humans hardly ever have the 
same powers, so, um, what, acid guy ran into another acid guy who just so 
happened to be behind the dumpster?  How likely is that? 

DINAH:  You mean an evil twin?  

HELENA:  I think that sums up our likelihoods issue.

BARBARA:  I've looked through all my research files, checked the database -- I 
can't find anything on power duplication.

(The computer beeps and the message box reads:  "Search Failed.  Nothing 
Found".)

HELENA:  So we've got a meta-human mystery on our hands.

(BARBARA turns to look at HELENA.  She's got that look on her face that says 
that she's about to say something that she knows HELENA'S not going to want to 
hear.)

BARBARA:  You know who we should talk to.

HELENA:  Now wait a minute.

BARBARA:  No one knows the meta-human community better than he does.

HELENA:  So you go talk to him.

BARBARA:  No, he's not going to tell a non-meta anything, and we need to put an 
ear to the meta-human street.

DINAH:  Wait.  There's a meta-human street?

HELENA:  Yeah, just west of the magic kingdom.

DINAH:  (snickers)  Ha ha ha.

(BARBARA sends a pleading look at HELENA.)

HELENA:  (caves)  Fine, I'll go to No Man's Land.

BARBARA:  Thank you.

(HELENA turns to leave.  BARBARA turns back to the computers.  DINAH watches 
HELENA leave.  Did they just say what she thought they said?)

DINAH:  (to HELENA)  No Man's Land?  Are there metas there?

(But HELENA doesn't answer and just leaves.  DINAH, getting excited at the 
thought, turns to BARBARA.)

DINAH:  Can I go?

BARBARA:  On Fourth Street, yes, and not on a school night.

CUT TO:



[EXT. NEW GOTHAM CITY (STOCK) - DAY]

(Camera cruises directly toward the building:  NEW GOTHAM HIGH SCHOOL.)



[INT. NEW GOTHAM HIGH SCHOOL -- HALLWAY - DAY]

(BARBARA and DINAH go through the hallway.)

BARBARA: How are you doing?

DINAH:  It's exciting.  At home, I hated going to school.  There are no secrets 
in a small town.  I was a freak, and everybody knew it.  Everybody.  But here, 
it's like a fresh start.  I mean, no one even knows who I am.

BARBARA:  Well, you know where my classroom is if you need anything.

(BARBARA reaches out and fixes DINAH'S hair.)

BARBARA:  Do you have your schedule?

(DINAH rolls her eyes and holds up her papers, clearly enjoying the pampering 
and attention BARBARA'S giving her.)

BARBARA:  Locker assignment?

(BARBARA fixes DINAH'S sweater.  Again, DINAH holds up her papers.)

BARBARA:  (sighs and smiles)  Okay.  

DINAH:  Barbara?  

(BARBARA stops and looks at DINAH.)

DINAH:  You're channeling June Cleaver.

BARBARA:  (shakes her head at herself)  Right.  Sorry. Um ... have fun.  I'll 
see you later.

(BARBARA turns around and with a backward glance at DINAH, heads for her 
classroom.  DINAH turns to go to her classroom.)

CUT TO:



[INT. NEW GOTHAM HIGH SCHOOL -- SCIENCE CLASS - DAY - CONTINUOUS]

(DINAH stands up in front of the class and introduces herself.)

DINAH:  Okay, I'm Dinah Redmond.  I'm new.  Thanks for having me.

(Done, she's about to sit down when the teacher encourages her to talk more.)

TEACHER:  Come on, Dinah.  We all want to get to know you.  Why don't you start 
with where you're from?

DINAH:  Well, um, Opel, Missouri.  It's small.  Um, it's not much of a town, 
actually.  However, it is where the term "zipper" was coined, so if any of you 
have zippers, you have Opel ... to thank for that.  And, um, that's where I'm 
from.  (grimaces)  Can I sit down now?

(The TEACHER nods.  DINAH sits down.)

DINAH:  Mm-hmm.  Okay.

(The students laugh lightly.)

DINAH:  (muttering to herself)  Invisibility -- that would be a good power to 
have.

CUT TO:



[INT. NEW GOTHAM HIGH SCHOOL -- BARBARA'S CLASS -- DAY

(Class is over and students hand in their assignments before leaving.)

BARBARA:  Thank you.

(The last student leaves.  WADE is standing in the doorway.  He knocks lightly 
to get BARBARA'S attention.)

BARBARA:  Wade, hi.

(He walks inside.)

WADE BRIXTON:  Hello.  Hi.  Um, listen, about Tuesday night, I was wondering -- 
I-I know it's really short notice, but my folks are coming through town, and --

BARBARA:  Oh, oh, no, no.  I-I totally understand.  You need to cancel.  That's 
fine.

WADE BRIXTON:  Actually, I was hoping you'd come to dinner with us.

(BARBARA stares at WADE, clearly surprised by the invitation.)

WADE BRIXTON:  Nice deer in the headlights impression. Very subtle.

BARBARA:  It's -- Wade, (shakes her head) ... I-I don't know.  Maybe that's not 
such a great idea.

WADE BRIXTON:  Don't worry about it.  They're great.  You're going to love them.

BARBARA:  I'm not worried about that.  Just ... (she turns and looks out the 
windows) ... what if they don't ... 

WADE BRIXTON:  Don't what?

BARBARA:  (sighs)  See me the way you do.

WADE BRIXTON:  Yeah, good point.  (she nods)  After all, you're funny and 
interesting, maybe a little bit mysterious.  They'll probably run screaming.  
(hands on desk, he leans forward)  They'll like you.  Know how I know?

BARBARA:  How?

WADE:  Because I do.

(BARBARA looks at WADE and smiles.)

CUT TO:



[EXT. NEW GOTHAM CITY (STOCK) - CLOCKTOWER - DAY]



[EXT. COFFEE SHOP/SIDEWALK - DAY]

(REESE and CLAUDE MORTON exit the coffee shop.)

CLAUDE MORTON:  So, uh, give me an idea what gets classified as bizarre in New 
Gotham.

REESE:  I've seen some things there's just no sane explanation for.

CLAUDE MORTON:  I left my sanity behind a long time ago.  It was slowing me 
down.

REESE:  Yeah, I hear that.

(Cut to:  Different angle that opens on a close up of a car with NEW GOTHAM CITY 
license plate #573 BBG.  In the background, REESE and MORTON cross the street.)

CLAUDE MORTON:  I have seen perps that could shoot electricity out of their 
hands, who could jump ten stories straight down, land on their feet.  Perps who 
could turn into bugs.

REESE:  Is that a lot of little bugs or one big bug?

CLAUDE MORTON:  Both.

REESE:  Have you ever run across anybody who could turn himself into water?

CLAUDE MORTON:  What, like a Liquid Guy?  No, that's a new one, even for me.

(They reach their car and continue the conversation.  MORTON puts his coffee cup 
on the car hood while he gets his keys.)

REESE:  Yeah, tell me about it.  Morton, you know, we're talking about things 
that no normal person could do.

CLAUDE MORTON:  That's because we're not talking about people.  We're dealing 
with something very dangerous here.  Don't ever make the mistake of thinking 
those creatures are anything like us.

REESE:  I think the word "creatures" is a little extreme, though.

CLAUDE MORTON:  It isn't.  Look ... what if I could make all this make sense to 
you, Reese?  What if I could give you the answer to all the crazy things you've 
seen?

(REESE stares at MORTON, thinking about it and taking a sip of his coffee.  In 
front of him, unknown to REESE, MORTON flinches as if in pain.)

(MORTON'S POV:  A loud pulsating sound grates.  As if he's sensing something, 
MORTON casually lifts his head and looks around.  With a white flash, MORTON 
sees a man in a work uniform (CARL) exiting and closing the door of a building.  
MORTON shakes his head from the pain, but he continues to look.  There's another 
white flash and the MAN walks down the sidewalk.  The loud grating pulses 
continuing.  MORTON stares at the MAN.)

REESE:  (echoing)  You all right?

(End of MORTON'S POV.  Resume to present.)

(MORTON turns to REESE and smiles.)

CLAUDE MORTON:  Yeah, sometimes I -- I just get these headaches, they knock me 
flat on my ass, like now.

(MORTON lifts the pain pill bottle to his lips and down a bunch of them.  REESE 
eyes MORTON.)

CLAUDE MORTON:  Look, uh, I got to go home.  We'll finish this conversation in 
the morning, okay?

(Without waiting for an answer, MORTON gets into the car.  REESE steps away from 
the car.)

REESE:  Yeah.  Yeah, sure.

(The car engine starts and MORTON drives off leaving REESE on the sidewalk.)

CUT TO:



[INT. BUILDING - DAY]

(CARL, the MAN in the work uniform, is mopping the building floors.  In the 
background, DET. CLAUDE MORTON walks down the stairs.  When he reaches the 
bottom, he stops.  CARL looks up and sees him.)

CARL:  Building's closed, my friend.  You shouldn't be in here.  

(MORTON'S POV:  The grating pulse sounds start up again.  MORTON shakes his head 
at the pain.  The pulsating sounds continue.)

(MORTON walks toward CARL.  CARL puts the mop aside and faces MORTON.)

CARL:  What do you want?

CLAUDE MORTON:  I want you.

CARL:  Hey, man, I did nothing to you.

CLAUDE MORTON:  It's not about what you did.  It's about what you are.

(CARL puts his hands up in warning.  But MORTON continues to walk toward CARL.)

CARL:  Whoa, whoa, you really don't want to push me.  Come on, man, just back 
off.  I warned you.  

(At the threat, CARL swings his hands and generates a fire ball that he hurls 
toward MORTON.  At the close distance, he should have hit him, instead, MORTON 
sidesteps the fireball and it hits the wall behind him.)

(MORTON gets up and sees the damage to the wall behind him.  Pleased, he turns 
to face CARL.)

(MORTON raises his hand and generates a fireball of his own which he throws at 
CARL.  CARL immediately catches on fire and goes up in a blaze.)

(Camera holds on MORTON'S pleased look.)

FADE TO BLACK.

(COMMERCIAL SET)



FADE IN.

[EXT./INT. NO MAN'S LAND COLLECTABLES - DAY]

(HELENA walks up the sidewalk to the "No Man's Land Collectables".  She looks 
around, then walks inside.)

(HELENA walks quietly into the store.  Up on a ladder with his back to the door, 
GIBSON KAFKA stops and smiles.)

HELENA:  No way you heard me.

GIBSON KAFKA:  Quite right.

(GIBSON gets down from the ladder and turns to look at HELENA.)

GIBSON KAFKA:  Lime mandarin soap, with just a hint of New Gotham grime.  I'd 
recognize that scent anywhere.

HELENA:  You smelled me.

GIBSON KAFKA:  (nods)  Come, my delectable little peach pit.  Let me buy you a 
drink.

(Excited to have her there, GIBSON grabs the head of the bust on the counter and 
gives it a twist.  The entire wall at the back of the room starts to open.)

GIBSON KAFKA:  It's on the house.

(He motions to her and heads for the opening.  HELENA smiles and shakes her 
head.  She follows him.  He steps aside and lets her walk in through the doorway 
first.  He walks in after her.  The door starts to close behind them.)

CUT TO:



[INT. GIBSON'S BAR - DAY -- CONTINUOUS

(HELENA and GIBSON walk inside the hidden bar where there are people playing 
pool, gathering and just having a good time.  HELENA heads for the bar.)

HELENA:  Hey, Frosty.

FROSTY:  Helena, why such a stranger?

HELENA:  Oh, you know, all work, no play.

(HELENA and GIBSON each take a seat at the bar.)

GIBSON KAFKA:  The usual for me, Frosty.  And if memory serves, vodka rocks for 
the lady.

FROSTY:  Coming up.

GIBSON KAFKA:  So the mysterious and provocative Huntress has chosen once again 
to grace me with her presence.  It's been too long.

HELENA:  Funny. To me, it never quite seems long enough.

GIBSON KAFKA:  23 days, 14 hours,7 minutes, and 3 seconds.

HELENA:  Stop it.

GIBSON KAFKA:  Can't.  To never forget a sight, sound, taste, touch, or smell -- 
it's my gift and my curse.

HELENA:  I thought your curse was to be the meta-human with the world's most 
annoying power.

GIBSON KAFKA:  Well, that too.

(HELENA glances over at FROSTY who has stopped a moment to listed to their 
banter.  FROSTY grabs the glass in front of him and with his touch, chills it.)

HELENA:  A meta pickpocket was killed the other night.  It looks like by someone 
with the exact same powers.  Have you heard anything?

(FROSTY puts the chilled glass in front of HELENA and she takes a sip of it.)

GIBSON KAFKA:  Nothing. In fact, I've never heard of two metas with the exact 
power overlap.  Do you think that's even possible?

HELENA:  I don't know what I think.  Something strange is going on.  Thank you 
for the drink.

(HELENA stands up to leave.)

GIBSON KAFKA:  Yeah. No problem.  I'll, uh, put it on your tab.  Oh, that's 
right.  You don't have one, because that would require more than a semi-annual 
visit.

(HELENA turns around and smiles at GIBSON.)

GIBSON KAFKA:  Tell me something, is it the cocktail peanuts or the meta-only 
policy that makes you so uncomfortable?

HELENA:  I'm half-meta, Gibson.  The other half is human.  So keep your eyes 
open, okay?

GIBSON KAFKA:  They always are, and you know they never forget.  

(HELENA turns again to leave.  GIBSON stops her.)

GIBSON KAFKA:  Come on, Helena, how about another round with us poor lost souls?

(HELENA shrugs, smiles and gives in.  She heads back toward the bar and sits 
down.  GIBSON picks up his drink and beams.)

CUT TO:



[EXT. NEW GOTHAM CITY (STOCK) - DAY]

(Camera cruises directly toward the building:  NEW GOTHAM HIGH SCHOOL.)



[INT. NEW GOTHAM HIGH SCHOOL -- CAFETERIA - AFTERNOON]

(DINAH walks into the cafeteria carrying her lunch tray.  She looks around for 
somewhere to sit and passes by a table with two girls from her science class.  
The dark-haired girl looks up at DINAH and recognizes her.)

DARK-HAIRED GIRL:  (smiling)  Hey, zipper girl.  (DINAH stops and looks at 
them.)  How's it going?

(DINAH looks at them uncomfortably and moves on toward the empty table.  As she 
walks away, the Blonde Girl sitting next to the dark-haired girl comments and 
hits the dark-haired girl on the arm.)

BLONDE GIRL:  Zipper girl?  

DARK-HAIRED GIRL:  What?  That was a good one.

(DINAH puts her tray down and heads out into the hallway.  The blonde-haired 
girl glances over at the abandoned tray.)

CUT TO:



[EXT. NO MAN'S LAND COLLECTABLES - AFTERNOON]



[INT. GIBSON'S BAR - AFTERNOON]

(A group of young meta-human males play pool.  The dark-haired man sets up to 
shoot the yellow ball into the pocket, but right in front of the yellow ball is 
the eight ball.  He shoots.  The eight ball disappears allowing the cue ball to 
hit the yellow ball into the pocket.  The eight ball reappears on the table.)

(GIBSON who's playing against the dark-haired man instantly complains.)

GIBSON KAFKA:  Hey, you got to call that, man.

(The dark-haired man smiles down at GIBSON.  FROSTY says his good byes and 
leaves.)

FROSTY:  I'm outta here.

GIBSON KAFKA:  All right, Frosty.  I'll see you.

HELENA:  Me, too.

GIBSON KAFKA:  All right.

(HELENA turns to leave through the sliding door.  FROSTY pushes the door up and 
DINAH walks inside.  HELENA takes a look at DINAH and pulls her inside and off 
to the side to talk to her.  FROSTY leaves.)

HELENA:  What the hell are you doing here?

DINAH:  I just ... I'm skipping school.

HELENA:  Yeah, I can see that. How did you find this place?  

(DINAH glances about the interesting room behind HELENA.)

HELENA:  Have you been poking around in my mind again?

DINAH:  Actually, I looked it up in the yellow pages.

HELENA:  What about the ...

DINAH:  Secret entrance? Yeah, there was this guy out front.  I sort of saw him 
coming out.  

(HELENA doesn't say anything.)

DINAH:  Look, school ... I'm not exactly fitting in.

HELENA:  Hard to do when you're not there.  Come on.  I'm walking you back.

(HELENA grabs DINAH by the arm and pulls her toward the door.)

HELENA:  I'm not going to be responsible for the delinquency of a minor.

DINAH:  Technically, skipping is truancy.

HELENA:  Why is school so terrible?  Did something happen?

DINAH:  Not exactly.  I just thought it was going to be different here, you 
know?  But people still stare at me, and they won't talk to me.  I can see it 
coming. It's going to be just like home.

HELENA:  News flash -- it's high school, the closest thing our society has to 
institutionalized torture.  They're staring at you because every new kid's a 
freak.

DINAH:  I just don't see the point of going to high school.  I mean, I already 
know what I want to be -- a superhero.  I don't need algebra for that.

HELENA:  You need it to have a normal life.

DINAH:  I don't want a normal life.  I want my life.  I've spent the last 
fifteen years hating myself because I was different.  I'm done with that.  I am 
what I am, and I'm never going to be ashamed of it again.

HELENA:  Not to interrupt the meta pride parade, but you do know you can be a 
regular person, go to school, and still be who you are.

DINAH:  Yeah, I guess so. I just wanted to see what it would be like to be a 
regular meta, too.

HELENA:  Let me tell you something -- it's not all that's it's cracked up to be.

CUT TO:



[EXT. NEW GOTHAM CITY (STOCK) - NIGHT]

(Camera cruises up high above the buildings, weaving in and out between them.  
Camera stops directly in front of the building:  NEW GOTHAM POLICE.)

CLAUDE MORTON:  (v.o.)  They call themselves meta-humans ...



[INT. POLICE STATION - NIGHT]

(REESE and CLAUDE MORTON walk through the police department hallway.)

CLAUDE MORTON:  ... but the real word for what they are is dangerous.

REESE:  Okay, let me get this straight -- every meta-human has a different 
ability, but you can't tell by looking what they can do.

CLAUDE MORTON:  That's right.

REESE:  And they look just like regular people.

CLAUDE MORTON:  They're everywhere.

REESE:  Okay, so what you're telling me is there's this whole secret subculture 
right underneath our noses?  Come on, man, how is that possible?

(CLAUDE MORTON looks around the hallway to see whether anyone's listening.  He 
looks back at REESE and starts talking in a low voice.)

CLAUDE MORTON:  A generation ago, there was a man, a vigilante, who prowled New 
Gotham's nights, claiming he was fighting for justice.  All the while, and I'm 
not kidding about this, he was dressed as a bat.

REESE:  Okay.  Now I know you're messing with me.  A grown man who fights crime 
and he does it dressed as a giant flying rodent?

CLAUDE MORTON:  I think it's safe to assume he had some issues.  He called 
himself the bat-man.

REESE:  Oh, okay, that's creative.

CLAUDE MORTON:  I didn't make it up.  The point is, he attracted criminals.  It 
was a prestige thing to fight him, you know, make your mark in the underworld.

REESE:  That only explains why there are so many criminals in New Gotham.  I 
mean, all meta-humans can't be criminals. 

CLAUDE MORTON:  Why not?  Their kind is drawn to crime.  They think they're 
above the law.

REESE:  What about this flying bat guy?  He fought crime.  He was a meta-human.

CLAUDE MORTON:  No, no, no.  He was human all the way.  He just, you know, he 
had a scary dress sense.  Anyway, he vanished about seven years ago, but the 
meta-humans stayed, had families, built lives here.  They're here still.  Some 
even married humans.  You don't even want to know how screwed up those kids are.  

(REESE stares at MORTON, pieces falling into place ... especially considering 
his recent experiences.)

CLAUDE MORTON:  You know what I'm talking about, Reese. I can tell.

REESE:  All right, um, look ... I met this woman a few weeks back, but she was 
no criminal.

CLAUDE MORTON:  People who have nothing to hide aren't afraid to come out into 
the light.  Let me guess -- you don't contact her.  She comes to you.

REESE:  Well, usually, she just sort of shows up, uh ... over a dead body.

CLAUDE MORTON:  Maybe we'll get lucky, and another one will turn up.

CUT TO:



[EXT. NEW GOTHAM CITY (STOCK) - NIGHT]

(Camera cruises up high above the buildings.)

WHITE FLASH TO:



[EXT. SIDEWALK - NIGHT]

(CLAUDE MORTON stands over a huge block of ice shaped like a coffin on the 
sidewalk.  In it's center is FROSTY.)

(CLAUDE MORTON smiles.)

(Camera pans around him and we see that he's alone in the alley.  Camera speeds 
up the pan around MORTON and the next time we see MORTON, REESE is standing next 
to him, cop car with their flashing lights behind them.)

CLAUDE MORTON:  It's the same killer I've been tracking.  I can smell it.

(MORTON puts a hand to his head as if in pain.  He glances up.)

(REESE takes a picture of the ice coffin.  MORTON slowly takes out his pain 
pills and opens the container.  It's empty.  Irritated, he tosses the empty 
container aside.)

REESE:  Hey, hey, easy, easy, it's okay.  I got some more in my car.  I'll be 
right back.

(REESE pats MORTON on the shoulder and heads back to the car.)

CUT TO:



[INT. TRUNK POV - NIGHT - CONTINUOUS]

(REESE opens the trunk hood, leans inside and takes out the container of pain 
pills.  He jiggles it to make sure there's something inside.  He absently puts 
it in his pocket.)

(He reaches into his coat pocket and takes out the pictures and looks at them.  
He reaches up and shuts the trunk hood down.  Standing next to the car is 
HELENA.  REESE starts in surprise.)

(She steps up to him and smiles.)

REESE:  Well, well, another corpse, and here you are.  Why am I not surprised?

HELENA:  Well, hello to you, too.  

(REESE takes out the pictures.  HELENA tries to look at them.)

HELENA:  What do we have?

(REESE pulls the pictures out of HELENA'S view.)

REESE:  Uh, "we" don't have anything.  I have a crime scene, and you have got to 
start answering some questions.

(HELENA grabs the pictures and looks at them.)

HELENA:  It's Frosty.

REESE:  What, you know this vic?

HELENA:  He's frozen. Somebody must've killed him with his own power.

(REESE grabs the pictures from HELENA.  She sighs at her slip.)

REESE:  It's true, isn't it?  You're one of those meta-things, aren't you?

(HELENA turns to look at REESE, her eyes narrow.)

HELENA:  "Things"?  

(She stands up, pissed.)

HELENA:  You think I'm a "thing"?

REESE:  I don't know. Why don't you just tell me?  

(A second look at HELENA has her seeming more hurt than pissed.  She shakes her 
head slightly as REESE continues his rant.)

REESE:  What the hell are you?  I mean, you damn sure aren't normal.  I mean, 
come on, look around you.  

(REESE steps away from HELENA and turns around to the scene around him to 
emphasize his point.  We hear the whooshing sound of HELENA leaving.)

REESE:  None of this is nor - 

(REESE turns back to HELENA and finds that she's gone.  He looks around, but 
doesn't see her.  He sighs.)

REESE:  (muttering)  God, I hate when she does that.

CUT TO:



[EXT. NEW GOTHAM CITY (STOCK) - NIGHT]

(Camera cruises up high above the buildings, weaving in and out between them.  
Camera stops directly in front of the building:  NEW GOTHAM POLICE.)

WHITE FLASH TO:



[EXT. ALLEYWAY - NIGHT]

(HELENA jumps down from the building top to the street below.  She lands 
gracefully on her feet.)

(She looks up in front of her and senses something.  She turns around and sees 
CLAUDE MORTON standing behind her.  He's rubbing the side of his head as if he's 
in pain, the grating pulsating sounds start.)

CLAUDE MORTON:  You're kidding yourself.

HELENA:  What?

(He takes a step toward her.)

CLAUDE MORTON:  It'll never work between you and Reese.  I'm his new partner.  
First, I made sure he knows what you are.  And second --

HELENA:  Second?

[CLOSE UP:  MORTON'S EYES]

(His pupils change into convexo-concave disks, they flash from red to blue.  
Just as HELENA'S does when she taps into her meta-abilities.)

CLAUDE MORTON:  I'm about to kill you.

HELENA:  Okay, first, you really should do something about that headache of 
yours, and second ... 

[CLOSE UP:  HELENA'S EYES]

(Camera zooms in for an extreme close up as HELENA'S pupils contract and change 
into convexo-convex shaped disks like those of a cat's.  Her eyes change from 
brown to blue.)

HELENA:  I don't kill easy.

(HELENA jumps up and kicks MORTON.  He blocks the kick.  HELENA follows it up 
with a series of punches that MORTON easily deflects.  It's apparent that 
they're evenly matched.  HELENA lands a punch.  MORTON takes the punch, turns 
around and smirks back at her.)

(MORTON starts moving in on HELENA.  He kicks her, she deflects it.  He punches 
her, she avoids it.  He kicks her high, she ducks.  He follows it up with a 
series of kicks and punches.  HELENA also gets aggressive with a series of kicks 
and punches.  The two getting absolutely nowhere.  They are again evenly 
matched.)

(MORTON kicks HELENA in her stomach.  She flies backward, hits the wall and 
crouches down low.  She looks up at MORTON.)

CLAUDE MORTON:  (o.s.)  (snidely)  Well.  It looks like somebody's finally met 
her match.

HARD CUT TO BLACK.

(COMMERCIAL SET)



FADE IN.

[EXT. ALLEYWAY - NIGHT]

(HELENA breathes with exertion.  From her crouched position on the ground, she 
pounces.  MORTON is ready for her.  Each of their hands wrap around the throat 
of the other.  Again, they're evenly matched.  They stand there for a moment.)

(HELENA pulls MORTON toward the warehouse wall, where they crash through it, 
wood and glass spewing on the ground in front of them and out into the street.  
They're still on their feet - hands still wrapped around each others' throats.)

(In the distance, approaching sirens grow louder.)

(They each glance sideways at the oncoming fire car (#5).  Tires screech.  
HELENA twists and throws MORTON toward the car.  She steps aside.  MORTON hits 
the car hood and falls back down onto the street.  The driver gets out of the 
car.)

(MORTON looks up.  His eyes meet HELENA'S.  He tries to get to HELENA, but the 
driver is in his way.)

DRIVER:  Oh, man.  You came out of nowhere.  I-I didn't see you.

(MORTON watches as HELENA takes the opportunity and escapes up the side of the 
building through the fire escapes.)

DRIVER:  Are you okay?

[CLOSE UP:  MORTON'S EYES]

(Camera close up shows MORTON'S pupil changing back to "normal".)

CLAUDE MORTON:  Yeah, yeah, I'm fine.

CUT TO:



[EXT. NEW GOTHAM CITY (STOCK) - CLOCKTOWER -- DAY]



[INT. THE CLOCKTOWER - DAY]

(The entrance door opens.  BARBARA and HELENA walk inside ... continuing their 
conversation.  They make their way to the computers.)

HELENA:  The guy nearly killed me.  I tried calling Reese to warn him about his 
new partner, the bad lieutenant.  He didn't believe me.  In fact, he kind of 
hung up.  This guy is as good as me.  Me.

BARBARA:  First, we got acid guy, who was apparently killed by his own powers, 
and next, we've got a guy on ice.

HELENA:  Frosty.  One day he's making frozen margaritas, the next day he is one.  
I had to call Gibson and tell him.  He's getting the word out for people to lay 
low until we can solve this thing.

(BARBARA makes her way up the ramp to the computers.)

BARBARA:  This, uh, this cop seemed to take on your abilities.  He seemed to 
mimic your every move.  What if we're dealing with a meta-human who can mirror 
other meta-human powers?

HELENA:  I still don't understand how I got away.  I got across the street, and 
then suddenly -- I don't know --he just stopped.

BARBARA:  Maybe his abilities have a fixed range.

(BARBARA checks the computer monitor that she used to track HELENA from the 
night before.  She winds up with a range.)

BARBARA:  Based on the street layout where you got away, it looks like minimum 
safe distance is about twenty yards.

HELENA:  Great. How do I beat a guy I can't get close to?

BARBARA:  I don't know yet.  Wait. You said --you said he got a nasty headache 
when you got near him, right?  Well, what if we can use that somehow?

HELENA:  Yeah, but if I'm close enough to give him a migraine, then I'm close 
enough for him to mirror my powers.

BARBARA:  I need to do more research.

HELENA:  Research?  People are dying!

BARBARA:  We need a plan.

HELENA:  You know what?  Forget it.

(HELENA sighs impatiently, turns and walks away from BARBARA.)

BARBARA:  Helena, come on, don't walk away.

HELENA:  You don't understand.  You can't.  You're not like me, like us.

BARBARA:  (chuckles ironically)  Last night, I heard Wade's mother telling him 
that I wasn't good enough for him because I didn't have legs that work.  

(HELENA grimaces through her friend's pain ... seeing the correlation ... and 
yet, not.)

BARBARA:  (hurt)  Yeah, you're right.  What do I know about being different?

HELENA:  Barbara ... I'm sorry.  I really am.  And the truth is, even though 
Wade's parents may be small-minded jerks, they weren't trying to kill you.  
Someone's murdering my people, and I can't just stay here figuring out what his 
favorite color is.  I have to find him.  

(HELENA backs away and heads for the door.)

HELENA:  I have to stop him.

(HELENA leaves.  BARBARA doesn't try to stop her.)

CUT TO:



[EXT. NO MAN'S LAND COLLECTABLES - DAY]



[INT. GIBSON'S BAR - DAY]

(DINAH walks into the bar.  She looks around at the place.  Leaning up against 
the pillar completely hidden from the door is GIBSON KAFKA.  He has his drink in 
hand and as if sensing her there, he turns around toward DINAH.)

GIBSON:  Let me guess -- you're seeking safe harbor in a stormy sea of normalcy, 
a haven from the harsh winds of societal misunderstanding.

DINAH:  Excuse me?

GIBSON:  Why are you here?

DINAH:  Well, my friend Helena --

GIBSON:  The delectable Huntress sent you, with a message for me, perhaps?

(He leads DINAH toward the bar.)

DINAH:  No.  Um, what I mean is, she doesn't exactly know I'm here.

GIBSON:  Oh, no matter.  Welcome to my sanctuary away from the prying eyes of an 
unkind world.  Can I interest you in a fruity drink?

(GIBSON nods and heads for the bar.  DINAH laughs.)

CUT TO:



[EXT. NO MAN'S LAND - NIGHT]



[INT. GIBSON'S BAR - NIGHT]

(DINAH shoots pool with GIBSON.)

GIBSON:  Oh, that's a good shot.  So, that's why I opened up this place.  Right 
now it's a twister of a world, and I'm the basement.

(There's a thump and a whoosh and the door to the bar slides open upward.  
BARBARA, sitting in her chair, sighs and she sees DINAH.)

BARBARA:  Dinah.  

(DINAH turns around, the pool stick clutched in her hands.  She's royally 
busted.)

BARBARA:  Isn't it a school night?

(BARBARA crosses her arms.  Camera holds on DINAH.  She looks around at GIBSON, 
then smiles weakly at BARBARA.)

CUT TO:



[EXT. STREET SIDEWALK - NIGHT]

(REESE and MORTON walk along the sidewalk talking about HELENA.)

REESE:  She's saying you tried to kill her.

CLAUDE MORTON:  She tried to kill me, Reese.  Believe it.

REESE:  That's not her M.O., Morton. It doesn't fit.

CLAUDE MORTON:  How can you be sure?  How well do you know her?

REESE:  She saved my life.

CLAUDE MORTON:  Yeah, what'd she get?  A cop in the pocket -- how convenient.  
These creatures are animals.  They think like animals.  It's nothing but 
survival.  You think she gives a damn about you. She doesn't.

(They stop walking as the pulsation sounds start.  MORTON puts a hand to his 
temple as if in pain.)

(cc)  CLAUDE MORTON:  She's close.

(REESE looks up and around.)

(From above, HELENA jumps down to the top of the bus car next to them.  She 
jumps down to the street in front of them.  REESE turns around and sees HELENA 
just as she charges toward MORTON.  She pushes him aside and goes for MORTON, 
hitting him with a series of punches.)

(REESE falls to the ground.)

REESE:  What the hell are you doing?

(HELENA grabs MORTON.)

HELENA:  What, not using your superpowers tonight?

(She pushes him up against the wall.  REESE gets to his feet.)

REESE:  Why are you doing this to him?

(HELENA grabs MORTON by the neck and hangs him up against the wall.)

HELENA:  Afraid that Reese here's going to see that you're a "thing"?

CLAUDE MORTON:  (croaking)  Reese, stop her!  She's crazy!

(REESE pulls out his gun.  HELENA lifts MORTON completely off of the ground, his 
feet dangling.)

CLAUDE MORTON:  Let me down!  You're killing me!  Reese! Help me, Reese!  Shoot 
her!  For god's sakes, Reese!  Shoot her!

(Though he doesn't want to do it, REESE cannot deny what he's seeing in front of 
him.  REESE cocks his weapon and aims at HELENA.)

REESE:  (to HELENA)  Let him go, or I'll shoot!

(HELENA turns and looks at REESE.)

FADE TO BLACK.

(COMMERCIAL SET)



FADE IN.

[EXT. NEW GOTHAM - NIGHT]

(We pick up where we left off.  REESE holds his gun on HELENA who has MORTON in 
her grip off the floor and up against the wall.)

CLAUDE MORTON:  (groans)  Shoot her.

(HELENA looks at REESE.)

HELENA:  You going to pull that trigger?  He's the killer you've been looking 
for.

CLAUDE MORTON:  Reese ...

REESE:  You've got to see how this looks.  You're the one who's trying to kill 
him.  You are one of those meta-human ... creatures.

(Pissed, HELENA releases MORTON and turns to look at REESE.)

HELENA:  (challenging)  What if I am?  You want to shoot?  

(HELENA walks up to REESE and doesn't stop till his gun is pointed against her 
chest.)

HELENA:  Go ahead, if you think you can hit me.  You're right.  I'm not like 
you.  Does that make it right for you to kill me?

(REESE knows that she's right.)

REESE:  No.  No, it doesn't.

(He puts his gun down.)

(Satisfied, HELENA nods and takes a step back.)

(Behind them, MORTON surges to his feet unnaturally.  His gun in his hand and 
pointed at them.  HELENA turns around.)

CLAUDE MORTON:  (disappointed, but not surprised)  I expected more from you, 
Reese.

(HELENA knocks MORTON'S gun arm just as he fires.  The bullet grazes REESE in 
the upper left arm.  MORTON drops the gun. REESE clutches his bleeding arm.)

HELENA:  Reese!

(HELENA has MORTON up against the wall, her hand around his neck.  She turns to 
look at REESE, who is crumpling to his knees, his gun held loosely in his hand.)

(HELENA turns back to look at MORTON.  This time, MORTON shows no sign of it 
hurting him at all.  He looks down at her with intent.)

CLAUDE MORTON:  Your turn.

(HELENA looks at MORTON and makes a decision.  She releases MORTON and runs down 
the street, knowing that he'll be chasing her.  She runs, taking them far from 
REESE as possible.  MORTON chases after her.)

(REESE watches the two go.)

REESE:  Huntress!

CUT TO:



[INT. GIBSON'S BAR - NIGHT]

HELENA (HUNTRESS):  (from radio)  Oracle!  Reese is shot.  Get an ambulance to 
Fourth and Hennessy.



[EXT. NEW GOTHAM - ROOFTOPS -- NIGHT]

(HELENA scales the building rooftops one after the other.  Thinking she's a safe 
distance away, HELENA jumps down a rooftop and stops.)

INTERCUT WITH:

BARBARA (ORACLE):  (to radio)  Huntress, what's happening?  Did you get away?

(HELENA walks around the rooftop.)

HELENA (HUNTRESS):  Yeah, I guess there's really no substitute for experience 
when it comes to scaling tall buildings.  I must've gotten far enough away from 
him to lose his powers.  Now I've just got to wait here for him to catch up.

BARBARA:  What?

(HELENA looks around.)

HELENA:  There's only one way this thing's going to end.  Like you said, I can't 
beat him, but he can't beat me, either.  We're going to have to go down 
together.

BARBARA:  Tell me where you are.  I'll come fight him with you.

HELENA:  If I don't stop him, he'll keep on killing.  I can't let him do that.

BARBARA:  (realizing what she's going to do)  Don't you do this.  

(HELENA hears the sounds of someone climbing up the roof ladder.)

BARBARA:  Please.  You can't face him alone.  We'll figure this out, just get 
out of there.  

(HELENA sees MORTON climbing the roof stairs.)

BARBARA: Huntress?

(HELENA grabs her necklace ... )

HELENA:  Gotta go.  Date's here.

(... and switches it off.)

CUT TO:



[INT. GIBSON'S BAR - NIGHT - CONTINUOUS]

(More than concerned now, DINAH and GIBSON are both on their feet looking at 
BARBARA.)

BARBARA:  (to mic)  Huntress!

(BARBARA sits back in her chair.)

DINAH:  We've got to do something.

BARBARA:  I can access the GPS from the comset.  We'll find her.

(BARBARA turns her chair around.)

CUT TO:



[EXT. NEW GOTHAM CITY (STOCK) - NIGHT]



[EXT. ROOFTOP - NIGHT - CONTINUOUS]

(HELENA faces MORTON.  The pulsation sounds can be heard in the background.)

HELENA:  I know what you are.

CLAUDE MORTON:  Then you know you can't win.

HELENA:  You're killing your own kind.  Why?

CLAUDE MORTON:  I'm not your kind.  You're a monster.  And as long as even one 
of you exists, I'm a freak.

(He points to his head.)

CLAUDE MORTON:  This pain in my head comes from you.  Every time I get near one 
of you, I change into something I don't want to be ... into something I hate!  
So I ... am going to destroy all of you.  And when the last one of you dies, 
I'll be normal.  I'll be free.

HELENA:  And I'm the one in therapy.

(MORTON and HELENA both jump and grab each other, their hands locked as they 
start fighting.  Grabbing, jumping, twisting.  They're equally matched.)

(They kick each other apart and take a step backward.)

(MORTON runs toward her, HELENA turns and runs the other way.  They both jump 
over the railing and face each other again.  HELENA hits MORTON in the face, 
followed by a series of kicks.  MORTON takes the punch, turns, kicks and punches 
HELENA back.  They grab each other and fall through the weak wooden railing to 
the rooftop below.)

(They scramble to their feet and face each other.)

CLAUDE MORTON:  You're going to die, just like all of the others.

HELENA:  Maybe, but I'm going to make you work for it.

(They start fighting again.  They throw a series of low kicks at each other.  
They grab each other and jump to the side of the roof top where they continue 
fighting.)

(They each have their hands around each others throats.  HELENA struggles and 
glances down at the traffic far below them.)

CLAUDE MORTON:  (grimly)  You'll die, too.

HELENA:  I can live with that.

(HELENA coughs again, then glances down at the street below ... weighing the 
choices before here.)

(Suddenly, MORTON groans and grabs his head.  He releases HELENA.)

(Some distance away from them, DINAH appears on the rooftop.)

DINAH:  How does that feel ... twice the pain?

(MORTON can barely stand, the pain is too intense.  He glances up and sees 
DINAH.  He jumps back down to the rooftop and rushes toward her.)

(HELENA also jumps down to the rooftop, ready to intervene if necessary.  DINAH 
takes a step backward.)

CLAUDE MORTON:  Subhuman bitch!

(A new wave of intense pain washes over MORTON, stopping him in his tracks and 
knocks him down to his haunches.)

(DINAH turns around and GIBSON, along with other meta-humans, join her.)

GIBSON:  Back at you, bitch.

(MORTON is overwhelmed by the pain.  Behind her, DINAH sees dozens of other 
meta-humans appear to lend their support.)

(BARBARA checks on HELENA.)

BARBARA:  Helena ... come on.

(Meanwhile, MORTON is acquiring the meta-human abilities of all the meta-humans 
in the vicinity of his powers.  Like GIBSON KAFKA'S own abilities, he starts 
having intense memory flashbacks of all the people he's killed in New Gotham:  
The Acid Guy, Carl, and Frosty.)

(MORTON clutches his head, the pain too intense for him to handle.)

CLAUDE MORTON:  You're all ...

(HELENA stands up and, without a word, walks over to MORTON.  Even without meta-
human abilities, BARBARA knows exactly what's running through HELENA'S mind at 
that moment.)

BARBARA:  Helena, no. Helena ... this isn't what we do, Helena.  We don't kill.

(HELENA grabs MORTON and pulls him to his feet.  She gets in his face.)

HELENA:  Maybe death is too easy.  Maybe you should stay alive, locked in a cell 
to rot, your head splitting, thinking of what you've done.

(MORTON pulls himself out of her grip and jumps to the roof top edge.  He stands 
up and turns around to face everyone.  He backs away from them.  The pulsation 
sounds still echoing in his head.)

CLAUDE MORTON:  (whispers)  There's a difference between staying alive and 
living.

(Through his own choice, MORTON'S eyes change, changing him back again into 
"normal".)

(HELENA definitely notices the change.)

(MORTON lets go and falls backward, off of the building and down into the 
traffic below.)

(The camera moves back up the building at all of the meta-humans standing over 
the edge, looking down.  The camera continues upward, past the building tops and 
toward the starry sky.)

DISSOLVE TO:



[INT. HOSPITAL ROOM - REESE'S ROOM -- NIGHT]

(REESE is lying in bed, his wounded arm bandaged.  He grimaces at the pain and 
glances at the window.)

(He stops.)

(In the shadows, HELENA sits quietly waiting for him to wake up.)

HELENA:  If you want to know if I killed him ... I didn't.  He jumped.

(REESE sits up in bed.  HELENA leans forward, her face finding the light.  REESE 
sees the beating she took.)

HELENA:  You look terrible.

REESE:  (retorts)  And you don't.

HELENA:  Another perk of the meta lifestyle.  I heal quick ... on the outside, 
anyway.

(REESE doesn't say anything.  HELENA surges to her feet and walks to the side of 
REESE'S bed.)

HELENA:  (sighs)  I can't decide if I should thank you for not shooting me or 
beat you senseless for drawing a gun on me, 'cause, you know, "things" like me 
are dangerous and violent.

REESE:  Are you saying that you aren't dangerous and violent?

HELENA:  Absolutely, I am.  But not 'cause I'm meta.

REESE:  Look, I'm just --I'm not used to -

HELENA:  (interrupting)  No, it's time for you to listen.  

(REESE settles back in bed.)

HELENA:  Meta-humans are just people.  Not all metas are bad, just like not all 
cops are good.  There's a lot of meta-human criminals in New Gotham, because 
there's a lot of criminals here, period.  And as for me, I'm half-meta, and I'm 
half-human, and I am proud of both.

(HELENA turns to leave.)

REESE:  I never thought you killed him.  

(REESE groans and sits up to look at her.)

REESE:  But ... beat him to a bloody pulp, that one crossed my mind a few times.  
(beat)  Hey, why won't you just tell me your name?

HELENA:  Because the first time we met, you asked me who I was.  But last night, 
you asked me "what" I was.  (he sighs)  I won't tell you my name.  You haven't 
earned it.

(REESE groans and lies back down on the bed.  After a beat, there's a wooshing 
sound as we hear HELENA leave.)

(REESE grimaces and tries to sit back up.)

REESE:  I'm sorry ... 

( ... but HELENA'S gone.  REESE looks around the room, knowing that he's alone.)

FADE OUT:



[EXT. CLOCKTOWER ROOF - NIGHT]

(The clock reads 9:10-ish.  It's dark and the three women are up on the 
clocktower roof looking out at the city around them.)

DINAH:  Gibson's so great.

HEELENA:  Yeah.  Give him time.

DINAH:  (to BARBARA)  Hey ... how did the thing with Wade's folks go?

BARBARA:  Short version?  Complete and utter parental rejection.

DINAH:  Hmm, they just don't know you.

HELENA:  Not any more than Reese knows me.

BARBARA:  And we can't really tell them, can we?

DINAH:  What do you think it's like for Morton, you know, to hate yourself so 
much?

HELENA:  He didn't understand.  It's not what you are.  It's who.

(In what appears to be a secret apology, HELENA turns to look at BARBARA.  Their 
eyes meet.  HELENA winks at her.  BARBARA smiles.  Apology accepted.)

DINAH:  Hey, what do you say we head down to Gibson's -- three of us misfits?

BARBARA:  I think we deserve a night out.  (nods)  Helena?

HELENA:  Damned straight.  And I can't think of a better place to spend it.  
Gibson's it is.

BARBARA:  What happened to wanting "to be like other girls"?

(beat)

HELENA:  I got over it.

(They smile.)

FLASH TO WHITE:



[EXT. NEW GOTHAM CITY (STOCK) - NIGHT]

(Camera starts from the clocktower and pans backward out of the city and upward 
above the skyline.  Camera rests on the full moon.  The image of a bat flies 
across the moon and directly toward the camera.)

FADE TO BLACK.

==========================
THE END
==========================

Contact the Transcriptionist at (intrepidly002@yahoo.com)

Courtesy of http://www.webphilia.com/~anthology/wnp.html

Please do not archive without permission.

==========================
TITLE/OPENING CREDITS 
==========================
BIRDS OF PREY
1X03:  PREY FOR THE HUNTER
PROD #175452
ORIGINAL AIR DATE ON WB:  10/23/2002
TRANSCRIBED FROM WB

Starring:
ASHLEY SCOTT as Helena Kyle (The Huntress)
DINA MEYER as Barbara Gordon (Oracle)
RACHEL SKARSTEN as Dinah Redmond (Lance)

SHEMAR MOORE as Detective Jesse Reese
IAN ABERCROMBIE as Alfred Pennyworth

and
MIA SARA as Dr. Harleen Quinzel

Developed for Television by: LAETA KALOGRIDIS

Guest Starring
JOE FLANIGAN as Det. Claude Morton

SHAWN CHRISTIAN as Wade Brixton
ROBERT PATRICK BENEDICT as Gibson Kafka
CALLIE DE FABRY as Gabby

Consulting Producer:  MELISSA ROSENBERG

Producer:  EDWARD KITSIS
Producer:  ADAM HOROWITZ

Co-Executive Producer:  LAETA KALOGRIDIS
Co-Executive Producer:  HANS TOBEASON
Co-Executive Producer:  MICHAEL KATLEMAN

Produced by:  PETER GIULIANO
Executive Producer:  RON KOSLOW

Teleplay by:  EDWARD KITSIS & ADAM HOROWITZ
Story by:  ADAM ARMUS & KAY FOSTER
Directed by:  CHRIS LONG

==========================
END CREDITS 
==========================

Executive Producer:  MIKE TOLLIN
Executive Producer:  BRIAN ROBBINS
Executive Producer:  JOE DAVOLA

Music in this episode:
* Our Lady Peace, Gravity, Promotional Consideration furnished by Columbia 
Records
* Scapegoat Wax, Swax, Promotional Consideration furnished by Hollywood Records
* Bif Naked, Purge, Promotional Consideration furnished by Her Royal Majesty 
Records

TRP Tollin / Robbins Productions
Warner Bros. Television - An AOL Time Warner Company (www.warnerbros.com)

Co-Producers:  ADAM ARMUS
Co-Producers:  KAY FOSTER

Associate Producer:  HAYLI HALPER

Director of Photography:  CHRIS FALOONA
Production Designer:  MICHAEL HELMY
Editor:  MICHAEL S. STERN

Music by MARK SNOW

Unit Production Manager:  BOB WILSON
First Assistant Director:  JEFF KAY
Second Assistant Director:  ROBERT SCHROER

Visual Effects Supervisor:  ELAN SOLTES
Casting by DEEDEE BRADLEY, C.S.A.

Co-Starring
NATHAN HOLLAND as Carl
JOSH WATERS as Frosty
AUTUMN REESER as Girlfriend
CHARLENE HALL as Kindly Teacher

Costumes by: SARA MARKOWITZ SAMUELS
Set Decorator:  BRENDA MEYERS-BALLARD
Property Master:  RICHARD HOBAICA

Make-up:  MICHELLE VITTONE-McNEIL
Hairstylist:  KELLY KLINE
Construction Coordinator:  MARK VITALE
Construction Foreman:  LARRY LIBECAP

Music Supervisors:  MADONNA WADE-REED and JENNIFER PYKEN
Sound Mixer:  TIM COONEY
Re-Recording Mixers:  TODD GRACE / LIZ SROKA
Music Editor:  CHRIS McGEARY
Supervising Sound Editor:  BOB REDPATH

"Revolution" Performed by AIMEE ALLEN
Visual Effects by:  MODERN VIDEOFILM

Based on DC COMICS CHARACTERS

Color by IMAGELAB

This motion picture is protected under the laws of the United States and other 
countries, and its unauthorized duplications, distribution or exhibition may 
result in civil liability and criminal prosecution.

The characters and events depicted in this motion picture are fictional.  Any 
similarity to any actual person, living or dead, or to any actual events, firms 
and institutions or other entities is coincidental and unintentional.

AOL Keyword:  The WB
TheWB.com

Copyright (c) 2002 Warner Bros. Television.  All Rights Reserved.

#175452

Country of First Publication United States of America.

Warner Bros. Television is the Author of this film/motion picture for the 
purpose of the article 15(2) of the Berne Convention and all National Laws 
giving effect thereto.

Dated: 10/16/03, 07/06/2003~lky
http://www.webphilia.com/~anthology/wnp.html