BIRDS OF PREY
1X08:  LADY SHIVA
PRODUCTION #:  175457
ORIGINAL AIR DATE ON WB:  11/27/2002
TRANSCRIBED FROM WB

Teleplay by:  ADAM ARMUS & KAY FOSTER
Story by:  EDWARD KITSIS & ADAM HOROWITZ
Directed by:  JOHN KRETCHMER

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

Please do not archive without permission.

RATING:  TV-PG-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:  Batgirl's old adversary return to town for a rematch fueled by 
vengance for crime fighter.  Helena's old school friend returns to town and the 
two pick up where they left off.  Dinah discovers ethics.
==========================
BIRDS OF PREY
1X08:  LADY SHIVA
==========================



FULL INTRODUCTION (VOICE-OVER ONLY):

ALFRED PENNYWORTH: Legend tells of a caped crusader --Batman, guardian of New 
Gotham, and his one true love -- Catwoman, the queen of the criminal underworld.  
Their passion left behind something extraordinary -- a daughter -- huntress.  
Half meta-human, she has taken up her father's mantle, and under cover of the 
night, fights to protect the innocent and helpless.  Joining her in this 
struggle, oracle, who was once Batman's protégée Batgirl.  She was caught in the 
crossfire of the war between Batman and joker.  Now she fights crime a different 
way -- a master of the cyber-realms and mentor and trainer to heroes.  Together, 
they have taken in a young runaway -- Dinah, a meta-human herself with powers to 
open hidden doors to the mind, powers that she is only beginning to explore.  
Together, these three are the protectors of new Gotham -- The Birds of Prey.  My 
name is Alfred Pennyworth, and this is their story.



COLD OPEN:
FULL DESCRIPTIVE 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 shell 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 birdarang with ease and skill at Ketterly.)

[Scene from 1X02: Slick]

(The birdarang flies across the clocktower.)

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

(Cut to: [Scene from 1X02: Slick]  BARBARA smiles, a circular birdarang 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 while 
wearing the goggles.)

(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. STREET -- NIGHT]

(On the corner of ADAMS ST and O'NEIL ST., LADY SHIVA runs down the street.  She 
pauses to look back behind her.)

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

END OF INTRODUCTION
CONTINUE TO:



[EXT. ADAMS STREET - NIGHT -- CONTINUOUS]

LEGEND:  
NEW GOTHAM CITY
EIGHT YEARS AGO

(LADY SHIVA runs down the street toward a building.)

BATGIRL:  (o.s.)  You can't hide from me, Shiva!

(LADY SHIVA turns around and sees BATGIRL step out from a building doorway.  
LADY SHIVA drops the bag full of money that she's carrying onto the sidewalk.)

LADY SHIVA:  Not here, Batgirl.

BATGIRL:  You don't get to choose where I take you down.

LADY SHIVA:  I won't lose --not to you, not to anyone.

BATGIRL:  Someone's got to lose, Shiva.

LADY SHIVA:  Ladies first.

(LADY SHIVA takes out a red three-pointed circular shuriken and throws it at 
BATGIRL.  BATGIRL shifts to the side to avoid getting hit.  The shuriken whizzes 
by her and lands in the brick wall behind her.)

(BATGIRL takes out her own blue-neon birdarang and throws it at LADY SHIVA.)

(She ducks also and the birdarang misses her, bounces off of the wall behind 
her, and hits the pipe near a second story window.  The gas from the pipe starts 
to hiss leaking into the open room window.  But the two women are oblivious to 
all except each other.)

(BATGIRL rolls over the car hood and meets LADY SHIVA in the middle of the 
street where they start fighting hand-to-hand.  The pipe above the building 
continues to hiss.)

(BATGIRL kicks LADY SHIVA.  LADY SHIVA swings and misses.  BATGIRL grabs her 
hand and knees her in the stomach.  BATGIRL swings and misses, then elbows SHIVA 
in the face.)

(The gas from the broken pipe continues to leak into the open window.)

(The two continue to fight in the street down below.  SHIVA swings and winds up 
on the car.  BATGIRL throws her onto the car hood and kicks her in the face 
where she falls back into the windshield.  BATGIRL grabs SHIVA and stands her up 
in the street where she turns and kicks her.)

(SHIVA hits the ground and rolls.  She turns to look back at BATGIRL, then grabs 
her bag of money and runs into the building.  BATGIRL chases her intending to 
follow her, but the gas continues to leak and the entire building explodes.)

(BATGIRL is flung away from the building, backward  and onto the middle of the 
street.  The building continues to explode.)

(BATGIRL gets to her feet.)

BATGIRL:  (whispers)  Shiva.

(Dissolve to:  Out on her back in the middle of the street is LADY SHIVA.  Her 
mask is off and she is not moving.  The camera moves down to where her costume 
is torn.  There is a jade medallion hanging on a chain around her neck.  The 
camera lingers on the medallion.)

WHITE FLASH TO:



LEGEND:  PRESENT DAY



[INT. DARK HORSE BAR - NIGHT]

(DINAH and BARBARA sit at the table.)

BARBARA:  Maybe it'll be fun.

DINAH:  At a high school dance?  I'm not holding my breath.  School and fun 
don't belong in the same sentence.

BARBARA:  You've been working too hard we all have.  A little fun could be a 
good thing.

DINAH:  Just high school dances are for normal girls -- girls who worry about 
outfits and makeup tips.

(HELENA walks up to their table and stands behind DINAH.)

HELENA:  Did someone say makeup tips?  'Cause I got a brand-new blusher you'll 
love.  Covers up battle bruises like you wouldn't believe.

DINAH:  Witness the lack of normality.

BARBARA:  I think you should go.

(HELENA moves over toward BARBARA and looks across the table at DINAH.)

HELENA:  Are we still talking about the dance?

DINAH:  Yes, and tell me you're on my side.

HELENA:  I don't know.  Barbara's got a point.  We all need to find people from 
outside the life.  Take me, for instance.  I'm going to go hang out with an old 
pal from high school ... 

(HELENA glances down at her wristwatch.)

HELENA:  ... yeah, that is, if she ever shows up.

BARBARA:  Still no sign of Sandy?

HELENA:  No, not yet.  And to be honest, I don't even know if I would recognize 
her.  It's been eight years.

DINAH:  (grins)  It's so weird thinking of you in high school -- pep rallies 
instead of pummeling guys, friends other than Barbara.

BARBARA:  Helena and Sandy were practically inseparable.

HELENA:  Yeah, well, that was then.  It's not like we're just going to pick up 
where we left off.

(HELENA'S eyes shift toward the door and she sees her.  Her face lights up and 
she jumps off of the seat to rush toward her old friend.)

HELENA:  Sandy!

(The two women hug as if a day hadn't passed.)

SANDRA WOOSAN:  Kyle?  Oh, hi!

HELENA:  Hey.

SANDRA WOOSAN:  Oh, my gosh, it's so great to see you.  You look great.

HELENA:  Thank you. You too.

SANDRA WOOSAN:  Thanks. Oh, you too.

HELENA:  Thank you.

(HELENA leads SANDRA WOOSAN over to the table with BARBARA and DINAH.)

HELENA:  Barbara, you remember Sandy.

BARBARA:  Of course.  Nice to see you again.

SANDRA WOOSAN:  You too. 

(They shake hands.)

HELENA:  And this is Dinah.  Dinah, meet Sandra Woosan.

(They shake hands.)

DINAH:  Nice to meet you.

SANDRA WOOSAN:  Very nice to meet you.

(Camera zooms in for a close up of the jade pendant with two dragons on each 
side on a chain around SANDY'S neck.  It's the exact same pendant LADY SHIVA 
wore that night eight years ago.)

WHITE FLASH TO
END OF TEASER
ROLL TITLE CREDITS

(COMMERCIAL SET)



FADE IN.

[INT. DARK HORSE BAR - NIGHT]

(It's closing time and the two women sit at opposite ends of the horseshoe-
shaped bar still talking about old times.  Everyone's gone and they're closing 
up the place, but the two linger)

SANDRA WOOSAN:  So, eight years -- what'd I miss?

HELENA:  Ooh, let's see.  Well, they tore down the hole and put up a Jerry's 
Juice.  (HELENA laughs.)  And Mr. Loeb from fifth period English class ... he's 
now a she.

SANDRA WOOSAN:  (eyes wide)  You're kidding me.

HELENA:  Unh-unh.

SANDRA WOOSAN:  (jaw drops)  Oh, my god.

(She smiles.)

HELENA:  They built a Shoe Emporium on Lee Street.  Sixty percent off.

SANDRA WOOSAN:  Mm, very hot.

HELENA:  Those are the headlines.

SANDRA WOOSAN:  I've really missed you, Kyle.

HELENA:  And whose fault is that?  You did kind of disappear suddenly -- no 
phone call, no letters.

SANDRA WOOSAN:  I'm sorry.  Things got crazy -- family stuff.  I had to clear my 
head, you know, get away.  I found some distant relatives and moved in.  Before 
I knew it, years had gone by.

HELENA:  So what have you been doing?

SANDRA WOOSAN:  Oh, job-wise?  Well, I'm sort of a headhunter.  I freelance, 
mostly.  Actually, I'm working on a project here in New Gotham.  If things go as 
planned, I may stick around.

HELENA:  That would be amazing.

SANDRA WOOSAN:  Well, how about you?  You own this place?

HELENA:  I'm the bartender.  The exciting world of the service industry, huh?

SANDRA WOOSAN:  Anything to freak out the parents.  Your mom must be going nuts.

HELENA:  Uh, hard to say.  She died seven years ago.

SANDRA WOOSAN:  Oh, Helena, I'm so sorry.  What happened?

HELENA:  Um, she was murdered.

SANDRA WOOSAN:  (reaches out)  Oh, I can't imagine anything worse than losing 
your family.

(HELENA shakes her head.)

(BARBARA'S voice comes over the comm device.)

BARBARA:  (over radio)  Huntress, it's Oracle.

INTERCUT WITH:

[INT. CLOCKTOWER]

BARBARA:  We're getting a signal from Detective Reese.  Delphi reports there's 
been a murder.

(HELENA looks at SANDY.)

HELENA:  (regretfully)  Sandy ... I got to go.

SANDY WOOSAN:  Oh, I hope it's not something I said.

HELENA:  Oh, no, not at all.  It's family stuff.  But tomorrow night, we're 
partying.

SANDRA WOOSAN:  (smiling)  Absolutely.  The two coolest chicks from New Gotham 
high are together again.  This town won't know what hit them.

(They both laugh.)

CUT TO:



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

(Camera cruises up high above the buildings, weaving in and out between them.  
Suddenly, the camera turns and dives straight down to the street below.)



[EXT. STREET -- NIGHT]

(OFFICERS put crime scene tape around the body area.  REESE stands inside the 
taped area waiting for HELENA.  He holds an evidence bag in his hand and glances 
up at the building tops before looking down at the body.)

(He walks around the body and away.  Other OFFICERS take pictures of the body 
under the yellow tarp.)

(Cut to:  REESE walks down the street.  He sees HELENA.)

REESE:  Hey. Where have you been?

HELENA:  I was in the middle of something.

REESE:  Armed robbery, breaking and entering, what?

HELENA:  (smiling)  I was actually visiting an old friend.

REESE:  Really?  You have friends, huh?

HELENA:  Is it that shocking that I have a social life?

REESE:  Hey, hey, hey, I'm sorry, I'm sorry, but, you know, you are always kind 
of ... (sighs)  Okay, never mind.

REESE:  We got a homicide.  Victim's male, mid-20s.  Got a rap sheet, but mostly 
small stuff -- robbery, assault.

HELENA:  Looks like somebody assaulted back.

REESE:  Yeah, big time.  We found this embedded in the guy's skull right between 
his eyes.

(He holds up the red three-petal-shaped shuriken in the evidence bag.)

HELENA:  Ouch. So that's why you rang?

REESE:  Actually, no.  I was more interested in what you might think of this.

(He turns the shuriken around and shows her the black bat symbol in the middle 
of it.  HELENA glances at it and shakes her head.)

REESE:  You know anything about it?

HELENA:  No.

REESE:  Hmm.  Remember that guy Morton, the bad cop?  Yeah, well, he was telling 
me about some vigilante who used to roam the streets of New Gotham and, uh ... 
well, he called himself the Batman.  Now, he said he vanished a while back, so 
I'm thinking maybe this guy decided to return.

HELENA:  That's quite a theory.  Glad to see you're putting to use all the 
valuable information provided by Morton, the meta-Bigot.

REESE:  So is that your way of saying that you don't know anything about the 
Batman?

HELENA:  (scoffs)  A man dressing up like a bat?  Kind of farfetched, don't you 
think?

(HELENA walks away leaving REESE on the street.)

CUT TO:



[INT. CLOCKTOWER - NIGHT]

(BARBARA works at her computer.)

HELENA:  Have you ever heard of anything so ridiculous?  

(BARBARA prints out a hardcopy of the shuriken design.)

HELENA:  I mean, imagine the headlines -- "Batman returns to save New Gotham 
from evil grip of street punk."  

(BARBARA looks at the print out.  HELENA laughs.)

HELENA:  It is ridiculous, isn't it?

BARBARA:  Of course it is.  And even if he did return, Batman sacrificed 
everything for the pursuit of justice, but he never crossed the line.  I mean, 
even after The Joker did what he did, he wouldn't kill --not like this, ... 
(BARBARA looks at the print out.)  ... not ever.

HELENA:  So you're telling me in the pursuit of justice, no one ever dies?

(BARBARA sighs.)

BARBARA:  Sometimes things go wrong, things can't be avoided.

HELENA:  Okay.  So it wasn't my father.  Who was it?  We got a murder charge, 
plus an open-and-shut case of copyright infringement on our hands.

(BARBARA takes off her glasses.)

BARBARA:  Maybe we're looking for a ghost.

HELENA:  What?

(She turns her chair around and moves toward HELENA.)

BARBARA:  There was a thief years ago who left throwing stars as kind of a 
signature.  (sighs)  This can't be her.

HELENA:  Why not?

BARBARA:  Because she's dead.

HELENA:  Right.  Well, let me know if you need me.

(HELENA walks away.  BARBARA turns her chair around and heads back to her 
computers.)

CUT TO:



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

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

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

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

DISSOLVE TO:



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

(A dissecting pan with a dead frog in it is placed in front of DINAH, but DINAH 
is gazing at MATT KENDALL over at the next science table over.)

GABY: Hey.  

(DINAH looks up at GABY.  GABY turns and glances over at the next table over.)

GABY:  Matt Kendall, huh?  Not bad.

DINAH:  Am I that transparent?

GABY:  Oh, please.  You're so obviously desperately infatuated.  (gasps)  You 
should ask him to the dance.

DINAH:  But I thought we decided the dance is going to be lame.

GABY:  Oh, I'm changing the forecast.  The dance is looking up, due to the 
possible slow dance potential between you and the hottest guy in school.  Carpe 
diem.

DINAH:  Right.  Hey, do me a favor.  Switch lab partners with me.

GABY:  (brightly)  Seriously?

(DINAH stands up.)

DINAH:  Initiative -- it's the fine line between satisfaction and regret.

(DINAH takes a breath and heads over to MATT KENDALL.)

DINAH:  Matt?  I'm Dinah.  Um ... 

(DINAH sits down next to MATT.)

DINAH:  Gaby and I had to switch lab partners, so you have me now.

MATT KENDALL:  (unenthusiastically)  Sure. Whatever.

DINAH:  So, frogs.  I'm not sure how analyzing amphibians is supposed to get us 
ready for the real world, not that high school in general actually prepares us 
for anything we're really going to do, but, um ...

MATT KENDALL:  So you want to cut this thing open or what?

DINAH:  Ha ha. Love to.

(DINAH holds out the knife.  MATT KENDALL reaches out to grab it and as he does, 
he touches DINAH'S hand.  She's immediately transported into his mind.)

(Quick vision of:  Black and white view of a large wall.)

(Cut to:  A close up of "The Mighty Toms" CD.  MATT picks it up, opens it, and 
takes the CD out of the case.)

(Cut to:  In the science room, MATT is listening to the music over the ear 
phones.)

(End of vision.  Resume to present.)

(MATT takes the knife from DINAH.)

MATT KENDALL:  What was that?

DINAH:  Um, static electricity?

(MATT turns to work on the frog.  DINAH glances at him and starts humming.  He 
looks up at DINAH, instantly recognizing the tune.)

MATT KENDALL:  You know The Mighty Toms?

DINAH:  Sure. I mean, their latest cd was awesome.

MATT KENDALL:  But no one's heard of them.  Wow. That's pretty cool, Donna.

(MATT puts the ear phones back on.  DINAH'S grin freezes on her face.)

DINAH:  Dinah.  It's Dinah.

CUT TO:



[INT. CLOCKTOWER - DAY]

(ALFRED walks into the room carrying a tea setting.  He walks behind BARBARA and 
puts it down.)

ALFRED:  Tea?

BARBARA:  Oh, I didn't hear you.  You're picking up Helena's bad habits.

ALFRED:  My apologies.  I thought you might want a break.

BARBARA:  Of course.  Thank you.

ALFRED:  So, do you think Lady Shiva has returned?

BARBARA:  Um, eavesdropping isn't very polite, Alfred.

ALFRED:  A good butler does not eavesdrop.  He discreetly overhears.

(BARBARA decides to bounce some ideas off of ALFRED.  She turns to him.)

BARBARA:  Remember Shiva's calling card?

ALFRED:  A rather unique Chinese throwing star, as I recall.

BARBARA:  Exactly.  Well, I've just run a search and found that a throwing star 
has shown up as the murder weapon in several high-level assassinations in the 
last two years --top dollar mercenary jobs.  Doesn't make sense.  Shiva was a 
thief, not a killer.  And besides ... she's dead.

ALFRED:  Are you certain of that?

BARBARA:  No one could have lived through that blast.
And there was a body --a Jane Doe.  All these years, I thought it was Shiva, but 
now I'm --

ALFRED:  Now? But the body was not identified.

BARBARA:  It was never claimed.  So now all I really know is that somebody died 
in that explosion, but ... what if it wasn't her?

CUT TO:



[INT. DARK HORSE BAR - NIGHT]

(HELENA puts a couple of drinks in front of some customers and walks to the 
other side of the bar.)

HELENA:  Okay, you've had your soda.  Don't you have homework or something?

DINAH:  Nah, I haven't finished pumping Sandy for information.

HELENA:  What are you telling her?

SANDRA WOOSAN:  A little ammo for the sibling wars -- your top ten most 
humiliating moments in high school.  We're at number five.

HELENA:  Number five  -- first day, sophomore year ...

SANDRA WOOSAN:  Uh-huh.

HELENA:  I spill lunch lady special all over Nathan Werther, the cutest guy in 
school.  

SANDRA WOOSAN:  Only slightly less embarrassing than number four, which involved 
the homecoming game, a hot dog, the school mascot, and even I have the decency 
not to repeat the details.

HELENA:  Thank you.

SANDRA WOOSAN:  You're welcome.  What are best friends for?

(They all laugh.)

HELENA:  Listen, my shift's over at 11:00.  Want to go out and hit clubs?

DINAH:  I'm in!  Or out.

SANDRA WOOSAN:  I'm sorry, Kyle. I know I said I'd hang, but, uh ... I've got to 
run.  I've got work.  

HELENA:  This late?

SANDRA WOOSAN:  It's my most creative time.  I'll call you tomorrow, okay?  (to 
DINAH)  As for you, we've got three to go, and you won't believe what number one 
is.

(DINAH grins, absolutely enjoying it.)

CUT TO:



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

(Camera cruises up high above the buildings, weaving in and out between them.  
Suddenly, the camera turns and dives straight down to the street below.)

CUT TO:



[EXT. STREET OUTSIDE NEW GOTHAM BANK -- NIGHT]  

DISPATCH:  (v.o.)  All units, all units, please respond.  Security guard down, 
New Gotham bank.

(REESE kneels down next to the body of the SECURITY GUARD with the shuriken 
embedded in his forehead between his eyes.)

(REESE sighs.)

(Cut to:  High above them, standing on the fire escape, HELENA looks down at the 
crime scene below.)

HELENA:  (to radio)  Another throwing star.  Looks like your ghost has risen.

INTERCUT WITH:

[INT. CLOCKTOWER]

(BARBARA has the crime scene on the monitor.)

BARBARA:  Zoom in on it.  I want to get a closer look.

(BARBARA clicks on the keyboard and the picture on the monitor enhances.)

BARBARA:  Looks like some kind of Chinese character.  Odd dialect.

(Once the character is enhanced, BARBARA recognizes it.)

BARBARA:  No.

HELENA:  What is it?

BARBARA:  It's nothing.  See if you can get the star from Reese.

HELENA:  Okay.  But Oracle, what does the chinese letter say?  

(BARBARA takes off her glasses and doesn't answer her.  The computer downloads 
the pictures.)

HELENA:  Oracle?  You there?  Oracle.  Fine.  Taken care of.  I'm going in.

CUT TO:



[EXT. STREET OUTSIDE NEW GOTHAM BANK - NIGHT]

(REESE leans down to unlock his car door.)

HELENA:  What's up, Detective?

(He turns around and sees HELENA.  He walks toward her.)

REESE:  I was hoping you might be able to tell me.  No more bat symbol.  No, but 
that doesn't mean it wasn't him.

HELENA:  How much did they take?

REESE:  Actually, nothing.  The vault was opened, but nothing was stolen.

HELENA:  That's strange.

REESE:  Yeah, tell me about it.  Now, I did a little research, and I found out 
the last time this bank was hit was eight years ago.  Back then, somebody did 
clean out the vault, and left nothing behind except for a Chinese throwing star.  
This time around, they don't touch the money, but they leave a throwing star 
embedded in the guard's forehead.  The question is why.

(HELENA looks at REESE.)

CUT TO:



[INT. CLOCKTOWER -- NIGHT]

(The thick door slides open and BARBARA wheels herself in and up to the center 
of the room.)

(She stops and looks at the display case in front of her.)

(The room lights go on.)

(Inside the display case is the old costume of a life she no longer lives:  
BATGIRL.)

(BARBARA wheels in front of the case and stops.  She presses the button on her 
arm rest control panel and the display case door opens.)

(BARBARA reaches up and takes the mask off of the display mannequin and puts it 
on herself.)

FADE OUT.

(COMMERCIAL SET)



FADE IN.

[INT. CLOCKTOWER -- NIGHT]

(We pick up where we left off.  ALFRED stands in the doorway.)  

ALFRED:  (softly)  I remember the first time I fitted you for that cowl.

(BARBARA jumps at the voice and immediately removes the mask.)

BARBARA:  So do I.  

(He walks into the room.)

ALFRED:  When you and Master Bruce and Young Master Dick used to haunt the 
rooftops until dawn.  Oh, it was a different city then.  

BARBARA:  We thought we could do no wrong.  We ruled Gotham's nights and 
answered to no one but ourselves.  Maybe that was our mistake.

ALFRED:  But you did what you thought was best to protect people, and you were 
magnificent at it.  

(ALFRED takes the mask gently from BARBARA.)

ALFRED:  But if I may be so blunt, Miss Barbara, this mask, this suit ... no 
longer fits.

BARBARA:  (with tears in her eyes, she sighs)  I know that.  

(BARBARA reverses the wheelchair away from the display case.  ALFRED steps up 
and puts the cowl back on the mannequin.)

BARBARA:  The latest throwing star has a Chinese character on it.  Translated, 
it means "life" or "to be alive."

ALFRED:  Then it's true. Shiva --

BARBARA:  She's not dead.

ALFRED:  Well, then, the body found in the wreckage, the Jane Doe sent to the 
morgue --

BARBARA:  It had to have been somebody else.  Because of me, my -- my 
recklessness, someone died that night, someone Shiva knew, someone close to her.  
That's why she's back.

ALFRED:  Nevertheless, she's got to be stopped.  Innocent people are dying.

BARBARA:  I'll just have to give her what she wants.  A fight.

ALFRED:  Perhaps Miss Helena --

BARBARA:  mnh-mnh, no.  This is my responsibility.  I need to do this alone.

ALFRED:  Is that wise?

BARBARA:  Maybe not.  But it wasn't her mistake.  It's not her fight.

(ALFRED nods.)

CUT TO:



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

(The camera pushes in slowly toward the clocktower.)

CUT TO:



[INT. CLOCKTOWER]  

(BARBARA has her tool kit open and spread out on the table in front of her 
working on something.  HELENA walks into the room.)  

HELENA:  What the hell's going on?

(BARBARA turns around to glance back at HELENA.  She goes back to work.)

BARBARA:  What are you talking about?

HELENA:  Last night.  Once second you're on comms deciphering foreign languages, 
and the next, you're gone.

BARBARA:  Yeah, well, something came up.

HELENA:  What's up with the gear?  And why --why are you home?

BARBARA:  I called in sick.

HELENA:  You called in what?  All right, now I know something's wrong.  Who's 
this ghost you're talking about, and why is she killing people?

BARBARA:  Just let it go.

HELENA:  I don't even know who you are lately.  You're not Barbara, you're not 
Oracle, you're certainly not Batgirl.

(Something about what she just said makes sense to HELENA.  She stops.)

HELENA:  (realizes)  Batgirl.  The bat symbol.  This has nothing to do with my 
father.  It has to do with you.

BARBARA:  That's right, which means this is my mistake, so if and when I decide 
to deal with it, I do it alone.

HELENA:  You're not dealing at all.  You're keeping it bottled up inside.  Let 
me help you.

BARBARA:  You can't.  No one can.

CUT TO:



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

(MATT KENDALL closes his PDA and puts it in his back pack.  He looks up and 
freezes as he sees DINAH walk into the classroom.)

(He's absolutely mesmerized by her.  DINAH saunters into class.  She tosses her 
hair over her shoulder and heads straight for her lab table ... and MATT 
KENDALL.)

(She smiles at him.)

(In the back, GABY watches DINAH and smiles.)

(DINAH takes her seat at the science table.  She smiles at MATT.)

MATT KENDALL:  Wow.  Dinah, you look great.

DINAH:  Why, thank you, Matt.

MATT KENDALL:  Are those tickets to the knights game?

DINAH:  Oh, these?  Yeah, I scored some box seats.  I'm a huge fan.

MATT KENDALL:  Seriously?  Yeah.  Me too.  This is amazing.  We have, like, the 
same exact interests.

DINAH:  That is so cool.

MATT KENDALL:  Definitely.  So, Dinah, are you going to the dance?

(DINAH smiles over at GABY who watches her and winks back.  Happy beyond belief, 
DINAH turns back her attention to MATT.)

CUT TO:



[INT. DARK HORSE BAR - NIGHT]

(SANDRA WOOSAN sits at the bar and has her drink.  HELENA walks up to her.)

HELENA:  Hey.  Can I buy you a drink?

SANDRA WOOSAN:  No ... but I'll buy you one.  You look like you could use it.

HELENA:  It's Barbara.  She's, uh, she's acting strange.  Something's going on, 
and she won't tell me what it is.  Whatever it is, it can't be good.

SANDRA WOOSAN:  You two are close.

HELENA:  (nods)  She, uh, she's family.

SANDRA WOOSAN:  You ever wonder what your life would be like, you know, if your 
mother were still alive?

HELENA:  I think about it all the time.  There's even that split second just as 
I'm waking up in the morning before I remember that she isn't there anymore.

SANDRA WOOSAN:  You lose someone, and it changes you so much -- how you think 
about life and death.  It makes everything different.

HELENA:  (concerned)  Sandy, is everything okay?

SANDRA WOOSAN:  (looks back at HELENA)  It will be.

CUT TO:



[INT. CLOCKTOWER - NIGHT]

(BARBARA is busy working at the table.  It's dark and the overhead lights aren't 
on.  She looks up and sees LADY SHIVA standing inside.  She takes out a 
shuriken.)

(BARBARA gets to her feet.)

(LADY SHIVA throws the shuriken at BARBARA.)

(BARBARA wakes up.)

(She's sitting at her work table, breathing heavily.  She takes off her glasses 
and puts them on the table.)

DINAH:  (o.s.)  Barbara.

(BARBARA looks up and sees DINAH standing on the second floor landing.)

BARBARA:  Dinah.  Everything all right?

DINAH:  Yeah, fine.

BARBARA:  You sure? You, uh, look a little different.  

(DINAH looks down at her clothes.)

BARBARA:  Something happen in school?

DINAH:  Well ... actually, yeah.  Um, I pretty much think I'm a danger to myself 
and others.

(DINAH makes her way toward the stairs and down to the main floor toward 
BARBARA.)

BARBARA:  Do you care to be a little more specific?

(DINAH makes her way across the floor toward BARBARA.)

DINAH:  Okay, there's this guy -- Matt Kendall.  Smart, cute, funny ... and I 
read his mind a few dozen times.  Anyways, all this is for him.

BARBARA:  Dinah.

DINAH:  I know, I think the superhero thing kind of skipped a generation or 
something because reading a guy's mind to get him to like you is, like, the 
lowest form of meta human existence.

BARBARA:  You used your powers on a civilian.  A cute civilian, but still ...

DINAH:  I just wanted to get to know him, and it worked the first time, but then 
I just kept doing it.

BARBARA:  And now you think maybe it's gone a little too far.

DINAH:  Exactly.

(BARBARA rolls her wheelchair past DINAH.)

BARBARA:  I can't help you with that.  Sorry.

(DINAH stares at BARBARA as she leaves the room.)

CUT TO:



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

(The camera pulls away from the Clocktower.)

CUT TO:



[EXT. CORNER OF ADAMS ST. AND O'NEIL ST. - NIGHT]

(The street is deserted except for the lone figure who paces the road in front 
of the parked car.)

(Cut to:  Camera close up of gold-colored high heeled boots.  The figure walks 
gingerly down the sidewalk, carefully putting one foot in front of the other.)

(Camera cuts to:  The golden bat symbol on the front of the costume.  Behind 
her, under her cape, there is a blue neon colored device that keeps her standing 
up on her own feet.)

(LADY SHIVA continues to pace the street.  

BATGIRL:  Shiva.

(She turns and sees BATGIRL walking slowly toward her.  She turns around.)

(They both stop and look at each other.)

LADY SHIVA:  Hello, Batgirl.

FADE OUT.

(COMMERCIAL SET)



FADE IN.

[EXT. CORNER OF ADAMS ST. AND O'NEIL ST. - NIGHT]

(We continue where we left off.  LADY SHIVA and BARBARA both stand in front of 
each other.)

LADY SHIVA:  Happy to see me?

BARBARA:  Surprised.  I thought you died that night.

LADY SHIVA:  Part of me did.

BARBARA:  Who was she?

LADY SHIVA:  My sister.  She was 15 years old.  The brightest eyes you'd ever 
seen.  So full of promise.  It was all over before she even knew what happened.

BARBARA:  Shiva - 

LADY SHIVA:  This debt can only be repaid in blood.

(BARBARA takes a step forward toward LADY SHIVA.)

BATGIRL:  I didn't come hereto fight you.  I came to apologize.  If I could undo 
what I did, I would, but what happened was an accident, and I am sorry.

LADY SHIVA:  Apology not accepted.  

(LADY SHIVA takes a step back and gets ready to fight.  BARBARA also takes a 
step back and takes out two sticks that she opens up.  LADY SHIVA strikes.  
BARBARA blocks it.  SHIVA kicks and BARBARA hits.  Finally, SHIVA kicks BARBARA 
and she goes down.)

(BARBARA'S cape move aside and her device attached to her back to help her stand 
is broken.  She can't get up.)

(LADY SHIVA steps forward and stands over BARBARA.)

LADY SHIVA:  Get up.

BATGIRL:  I can't.

(She reaches down and removes BATGIRL'S cowl, revealing BARBARA.  She looks up 
and sees the wheelchair on the sidewalk.)

LADY SHIVA:  You're Batgirl?

BATGIRL:  No.  Not anymore.

(SHIVA reaches down to strike out at BARBARA, when HELENA appears in the middle 
of the street.)

(SHIVA looks up.)

BARBARA:  What are you doing here?

HELENA:  Bribed Alfred.

BARBARA:  Besides, it looks like fun.  

(SHIVA looks up as HELENA walks forward toward them.)

HELENA:  Bad guy, ax to grind -- all the makings for a party.

(SHIVA stares at HELENA and shakes her head.)

HELENA:  (flippantly)  So what's it going to be?  What? Petrified?  Afraid of 
pain?  In way over your head?

(SHIVA glances over at BARBARA who is just getting into her wheelchair.  She 
turns and runs down the street.  HELENA walks over to BARBARA.)

CUT TO:



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

(Camera rises high toward the sky, then back down where it zooms in toward the 
Clocktower.)

CUT TO:



[INT. CLOCKTOWER - NIGHT]

(BARBARA sits in her wheelchair in the middle of the room, angry at HELENA.)

BARBARA:  (angry)  You had no right to interfere.

HELENA:  And you had no right to commit suicide.

BARBARA:  It wasn't suicide.

HELENA:  You had your neural response thing make you walk just enough to get 
yourself killed.

BARBARA:  I had to stand to apologize so she'd know it was real ... or else 
she'd think I was afraid to fight.  And if that didn't work, I figured I had one 
shot at a disabling blow.  But I missed.  She's gotten too good.

HELENA:  Who's gotten too good?  Who was that woman, and what is going on 
between the two of you?  (angry herself)  You told me that thing hurts like hell 
when you use it, that it could make you worse.  What made you so damn desperate?

(HELENA stops when BARBARA doesn't respond.  She kneels down in front of BARBARA 
and looks up at her.)

HELENA:  Barbara, tell me, please.

BARBARA:  Her name is Lady Shiva.  

(Quick flashback to:  [EIGHT YEARS AGO at the corner of ADAMS and O'NEIL 
STREETS] LADY SHIVA turns around and drops her bag full of money to fight with 
... )

BARBARA:  (v.o.)  Eight years ago, that burnt-out building is where Shiva lived.  

(BATGIRL stands on the other side of the street.)

BARBARA:  (v.o.)  I found her there one last time.  There were signs there was 
somebody else living there.

LADY SHIVA:  Not here, Batgirl.

(BARBARA throws her birdarang at LADY SHIVA.  It misses and hits the pipe near 
the upstairs open window.  Gas sprays into the window.)

BARBARA:  (v.o.)  (crying)  But I was so blind.  

(The two fight.)

BARBARA:  (v.o.)  I couldn't see past my job ... my duty ... who I was.  I 
thought I killed her.  

(BATGIRL hits LADY SHIVA.  She turns around, grabs the bag of money and runs 
into the building.)

BARBARA:  (v.o.)  I had no idea what happened was so much worse.  

(In the upstairs window, a young girl pushes the curtain aside.  LADY SHIVA runs 
into the building.  It explodes.)

(End of flashback.  Resume to present.)

BARBARA:  You see, capturing Shiva, beating her, bringing her to justice was all 
that mattered.

HELENA:  I understand.  But she chose her own life.

BARBARA:  What about her 15-year-old sister?  What choice did she make?  

(HELENA looks down and doesn't respond.)

BARBARA:  I made Shiva into a monster.  What does that make me?

CUT TO:



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

(Camera weaves in and out high above the buildings.)



[INT. DARK HORSE BAR - NIGHT]

(HELENA is working behind the bar.  SANDRA WOOSAN walks up to the counter.)

HELENA:  Hey, Sandy.  Is something wrong?

SANDRA WOOSAN:  No, I was just, uh, walking around, thinking.  I've missed so 
much of your life, Kyle -- how you became who you are, and the thing about your 
mom.

HELENA:  Yeah, it was --it was hard.

SANDRA WOOSAN:  Do they know who did it?

HELENA:  No.  He got away clean, not even a description.

SANDRA WOOSAN:  Ever think about what you'd do if you found him?

HELENA:  I'm not sure.  Part of me wants to tear the life out of him.

SANDRA WOOSAN:  Even if he asked you for forgiveness?

HELENA:  Yeah.  Maybe especially if he did.

(SANDY nods.)

SANDRA WOOSAN:  Not really a live and let live kind of girl, are you, Kyle?

HELENA:  No, not these days.  More of an eye for an eye or any available limb.

SANDRA WOOSAN:  I know what you mean.

(HELENA smiles and looks down.)

SANDRA WOOSAN:  Thanks for the talk.

(SANDY turns to leave.  HELENA stops her.)

HELENA:  Oh, hey, did you decide if you were going to stay in town?

SANDRA WOOSAN:  (nods)  Ha ha.  I'm thinking yes.

HELENA:  Good.

(SANDY leaves.  HELENA goes back to work.)

CUT TO:



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

(Camera holds on the city skyline of sky and building lights.)

CUT TO:



[INT. NEW GOTHAM HIGH SCHOOL - NIGHT]

(The banner across the doorway reads:  NEW GOTHAM HIGH SCHOOL / BIG DANCE 
TONGHT.)

(DINAH and GABY walk into the dance hall.)

GABY:  Guess who's headed our way.

(GABY pushes DINAH forward toward MATT KENDALL.)

DINAH:  Hi, Matt.

MATT KENDALL:  Hey, Dinah.  So you made it, huh?

DINAH:  Yeah.  Look, I kind of have to tell you something.

MATT KENDALL:  Shoot.

DINAH:  Okay.  Um, I lied to you.

MATT KENDALL:  About what?

DINAH:  (embarrassed)  Uh, just to make a short list, I've never heard of The 
Mighty Toms, and I have no idea who the New Gotham Knights are.  I just 
pretended to like that stuff to get you to notice me.

MATT KENDALL:  How did you know that I liked them?

DINAH:  Um ... I-I looked in your PDA.

MATT KENDALL:  You what?  

DINAH:  I'm sorry. I --

MATT KENDALL:  (upset)  That's a total violation.  I mean, you looked at my most 
private thoughts -- everything.  Wow.  I got to go.

(MATT walks away from DINAH and walks over to GABY who is standing next to 
GINA.)

MATT KENDALL:  (to GABY)  How you doing?

GABY:  Pretty good.

MATT KENDALL:  Want to go dance?

GABY:  Sure.

MATT KENDALL:  Come on.

(MATT leads GABY off to the dance floor.  GABY looks over at DINAH and shakes 
her head, completely confused by his behavior.)

(DINAH shrugs and heads back out the door.)

CUT TO:



[INT. CLOCKTOWER - NIGHT]

(BARBARA and HELENA make their way across the floor toward the computer center.)

HELENA:  This Shiva Lady seems like the determined type.

BARBARA:  It's Lady Shiva.  You have no idea.  

HELENA:  Part of me understands what she's going through.  You know, the need 
for ... 

BARBARA:  Vengeance?

HELENA:  Yeah.  Yeah.

BARBARA:  She won't be satisfied until she kills me.

HELENA:  Or kills your sister, namely me.  I'm going to get ready for sweep.  
Something tells me Shiva and I are going to have one hell of a fight.

BARBARA:  Wait a second.  Shiva saw my face.  She could easily figure out I'm 
Barbara Gordon.  And if she knows who I am, then - 

HELENA:  Then she knows - 

BARBARA:  Dinah.

CUT TO:



[INT. NEW GOTHAM HIGH SCHOOL - HALLWAY - NIGHT - CONTINUOUS]

(DINAH walks through the hallway and glances at her watch.)

(She turns the corner and sees LADY SHIVA standing in the middle of the hall 
blocking her way out the door.)

LADY SHIVA:  (smiles)  Dinah.

(She takes a step forward.)

(Camera holds on DINAH.)

FADE OUT.

(COMMERCIAL SET)



FADE IN.

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

(We continue where we left off.  DINAH looks at LADY SHIVA.)

DINAH:  Who are you?

LADY SHIVA:  Sort of a friend of a friend.

(LADY SHIVA reaches out and grabs DINAH'S hand to prevent her from running.  
Instantly, DINAH connects with LADY SHIVA'S mind.)

(Quick vision of:  DINAH sees the girl watching the fight below from the second 
floor window.)

(End of vision.  Resume to present.)

(DINAH jerks out of LADY SHIVA'S hold.)

LADY SHIVA:  What's the matter?  See a ghost?

(DINAH turns and runs down the hallway.  LADY SHIVA runs after her.)

(DINAH turns the corner and continues to run.  LADY SHIVA jumps up and uses the 
wall as leverage.  She jumps into the middle of the hallway and looks.  There's 
no sign of DINAH.)

(She cautiously approaches one of the doors.  When she turns to look at them, 
DINAH jumps out carrying a fire extinguisher and hits LADY SHIVA on the back 
with it.)

(They start fighting.  DINAH swings the fire extinguisher.  LADY SHIVA steps 
aside and DINAH swings again.  LADY SHIVA kicks it flat against the wall.  She 
then kicks DINAH.  DINAH goes down, trapping her head between the crook of her 
knees.)

HELENA:  (o.s.)  We really should stop meeting like this.

(LADY SHIVA looks up and sees HELENA standing in the center of the hall in front 
of the stairs.  LADY SHIVA gets up and starts fighting with HELENA.)

(She kicks and swings.  HELENA blocks the kick and swings her fist.  She 
connects with SHIVA who winds up flat against the lockers.  HELENA takes a step 
forward.  SHIVA kicks her.  HELENA falls back against the locker doors.  She 
kicks and HELENA steps aside; the kick hits the locker doors.)

(They take the fight out into the hallway.)

(HELENA kicks.  SHIVA steps back and knocks her leg out from under her.  HELENA 
falls to the floor; SHIVA kicks her back.  She slides down the hallway floor.  
SHIVA jumps intending to stomp on HELENA, but HELENA gets to her feet.)

(SHIVA runs up the stairs.  HELENA jumps up to meet her.)

(SHIVA swings her fists; HELENA dodges the punches and kicks SHIVA.  She goes 
down and rolls down the stairs.  HELENA jumps down and over her.)

(SHIVA is on the floor.  HELENA is above her, her fist pulled back to punch 
her.)

LADY SHIVA:  What are you going to do, Helena?

(LADY SHIVA takes her mask off.)

HELENA:  Sandy.  Why?

LADY SHIVA:  You said so yourself --an eye for an eye.  A life for a life.

HELENA:  Barbara did not mean to kill your sister.  It was an accident.

LADY SHIVA:  Sorry, Kyle.  It's like Batgirl said years ago.  Someone has to 
lose.

HELENA:  Sandy, I won't fight you.

LADY SHIVA:  Then this should be easy.

(LADY SHIVA kicks HELENA back and stands up.  She keeps kicking HELENA till she 
goes down.)

(She takes out a throwing star and pulls her hand back to throw it at HELENA.  
But BARBARA is there with her stick.)

(In her chair, BARBARA hits SHIVA in the arm.  She drops her throwing star and 
swings her arm to hit BARBARA.  But BARBARA swings her stick again at SHIVA and 
hits her in the chest, in the arm and down across the kneels.  She falls down to 
the ground.)

(She tries to get up, but BARBARA uses the stick and points it at her to keep 
her down.)

LADY SHIVA:  Go ahead.  Do it.

(BARBARA doesn't move.)

LADY SHIVA:  Why can't you do it?  I would have killed you all.

BARBARA:  I know, Shiva.  ... Sandy.  That's the difference between us.

(HELENA and DINAH also gather around SANDY.)

CUT TO:



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

(Camera lingers high above the city skyline.)



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

(GABY and DINAH walk through the hallway.)

GABY:  Did you hear what happened last night?  There was some sort of fight.

DINAH:  Oh, yeah.  You know, I heard some teachers got over beveraged and, uh, 
went berserk or something.

GABY:  (laughs)  Oh, god.

DINAH:  So what happened with you and Matt?

GABY:  Nothing.  We danced.  I don't even know why he asked me.

DINAH:  It's pretty obvious.  He must like you.

GABY:  Okay, well, don't stress, 'cause the feeling's definitely not mutual.  
He's sweet, he's just ... not my type.

DINAH:  Gaby, he's cool, sensitive, extremely easy on the eyes.  He's everyone's 
type.

(GABY stops.)

GABY:  Dinah ... you know when I agreed to switch lab partners?

DINAH:  Yeah.

GABY:  I didn't just do it for you.

DINAH:  Yeah, but Matt's lab partner was that girl Gina.  

(GABY looks at DINAH and waits for her to get it.)

DINAH:  (realizes)  You and Gina?  

(GABY smiles.)

DINAH:  (smiles)  Oh.  

GABY:  She rocks.

(GABY winks at DINAH, then turns and heads into class.)

(DINAH smiles.  She looks up and sees MATT walking down the hallway.  She heads 
toward him.)

DINAH:  Matt.

MATT KENDALL:  Hey.

DINAH:  Still mad?

MATT KENDALL:  I don't know.  I mean, at least you were interested enough to 
look.  It's sort of a compliment in a stalkeresque kind of a way.

DINAH:  (laughs)  Yeah, I guess.  Do you forgive me?

MATT KENDALL:  On one condition -- you promise not to tell anybody about the 
unique and personal dream I had about the cheerleading team.

DINAH:  Oh, the PDA.  Yeah.  Your secret's safe with me.

(He sighs with relief.  They look at each other and smile.)

CUT TO:



[EXT. CLOCKTOWER - NIGHT]

(BARBARA rolls her wheelchair next to HELENA who stands near the edge of the 
balcony looking out onto the city lights.)

BARBARA:  I'm sorry my mortal enemy turned out to be your best friend.

HELENA:  Hey, that's the life of a crimefighter.  Besides, Sandy was my best 
friend.  I'm not sure who she is anymore.

(BARBARA looks out at the city lights.)

HELENA:  You miss it?  Being Batgirl?

BARBARA:  You know ... I don't think I do.  

HELENA:  That's a good thing, right?

BARBARA:  (nods)  Yeah.  Yeah, it is.

HELENA:  Barbara, I saw you walking.  

BARBARA:  Just for a minute.  I'm not going to give up trying, though.  I'll get 
it to work.  

(She sighs.)

CUT TO:



[INT. CLOCKTOWER - NIGHT]

(BARBARA moves her wheelchair up to the display case with the BATGIRL costume 
inside.  She looks at it, then glances back at ALFRED when she hears him walk in 
behind her.)

BARBARA:  Alfred, I wanted to talk to you.  You told Helena I was going to meet 
Shiva.

ALFRED:  Did I?  Goodness.  I must be getting senile.  I forgot it was a secret.

BARBARA:  Tell you what.  You start keeping secrets, and I won't tell Helena 
that you had so little faith in her that you called the cops.

ALFRED:  Not a lack of faith.  Merely prudence.

BARBARA:  I should fire you.

ALFRED:  (retorts)  And who would do the cooking?  Miss Helena?  I shudder to 
think.

BARBARA:  I see your point.  

(BARBARA sighs and looks at the costume.)

BARBARA:  I'm not the hero I once was, Alfred.

ALFRED:  Well, thank goodness.  Batgirl was strong, but impetuous.  You've grown 
into a thoughtful, beautiful woman with the capacity to care more for others 
than you do for yourself.  Now, if that's not a hero, I don't know what is.

(BARBARA turns to look at ALFRED and smiles.)

BARBARA:  How is it you always know just the right thing to say?

ALFRED:  Years of practice, my dear.  Years of practice.  Dinner will be ready 
shortly.

(ALFRED walks out of the room.)

(With a final look at the costume, BARBARA turns her chair around and leaves it 
behind her.)

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 this transcript without permission from the 
Transcriptionist.

==========================
TITLE/OPENING CREDITS 
==========================
BIRD OF PREY
1X08:  LADY SHIVA
PROD #175457
ORIGINAL AIR DATE ON WB:  11/27/2002
TRANSCRIBED FROM WB

Starring:
ASHLEY SCOTT as Helena Kyle (The Huntress)
DINA MEYER as Barbara Gordon (Oracle)
RACHEL SKARSTEN as Dinah 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
SUNG HI LEE as Sandy Woosan (Lady Shiva)

CALLIE DE FABRY as Gabby
ETHAN BROWNE as Matt Kendall

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:  ADAM ARMUS & KAY FOSTER
Story by:  EDWARD KITSIS & ADAM HOROWITZ
Directed by:  JOHN KRETCHMER

==========================
END CREDITS
==========================
Executive Producer:  MIKE TOLLIN
Executive Producer:  BRIAN ROBBINS
Executive Producer:  JOE DAVOLA

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:  STEPHEN MARK, A.C.E.

Music by MARK SNOW

Unit Production Manager:  BOB WILSON
First Assistant Director:  MICHAEL NEUMANN
Second Assistant Director:  ROBERT SCHROER

Casting by DEEDEE BRADLEY, C.S.A.

Co-Starring
MICHAEL DON EVANS as Armed Guard

Visual Effects Supervisor:  DAVID TAKEMURA
Stunts and fights by:  HIRO KODA
Costumes by: SARA MARKOWITZ SAMUELS
Set Decorator:  CYNTHIA LEWIS
Property Master:  RICHARD HOBAICA

Make-up:  MICHELLE VITTONE-McNEIL
Hairstylist:  KELLY KLINE
8 Camera & Steadicam Operator:  STEVE ULLMAN
8 Camera 1st AC:  TREY CLINESMITH

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

Visual Effects by:  MODERN VIDEOFILM
Wheelchairs Provided by:  PRIDE MOBILITY PRODUCTS CORP.

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.

#175457

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, 07/27/2003~lky
http://www.webphilia.com/~anthology/wnp.html