"JOKER" (2019)

JOKER

an origin

written by

Todd Phillips & Scott Silver

13 April 2018

This story takes place in its own universe. It has no connection to any of the DC films that have come before it.

We see it as a classic Warner Bros. movie. Gritty, intimate and oddly funny, the characters live in the real world and the stakes are personal.

Although it is never mentioned in the film, this story takes place in the past.

Let's call it 1981.

It's a troubled time. The crime rate in Gotham is at record highs. A garbage strike has crippled the city for the past six weeks. And the divide between the "haves" and the "have- nots" is palpable.Dreams are beyond reach, slipping into delusions.

TP/SS

OVER BLACK:

HEAR LAUGHTER.

The sound of a man totally cracking up.

FADE IN:

WE NOTICE TWO FADED OLD SCARS cut at the corners of his mouth. Almost forming a smile.

He's sitting across from an overworked SOCIAL WORKER (50's), African American. Her office is cramped and run-down in a cramped and run-down building. Stacks of folders piled high in front of her.

She just sits behind her desk, waiting for his laughing fit to end, she's been through this before. Finally it subsides.

Joker takes a deep breath, pauses to see if it's over.

Beat.

Despite the laughter, there's real pain in his eyes. Something broken in him. Looks like he hasn't slept in days.

She smiles. Writes something down. Looks at the clock, she's running late for her next appointment.

Beat.

Beat.

He reluctantly reaches into his bag. Pulls out a weathered notebook. Slides it across to her--

She's half-listening as she flips through his journal.

She doesn't respond, keeps flipping through his journal--

ANGLE ON JOURNAL, pages and pages of notes, all in neat, angry-looking handwriting. Also, cut out photos from hardcore pornographic magazines and some crude handmade drawings.

A flash of anger crosses Joker's face. We see him picking at his right eyebrow, almost obsessively. Trying to stay calm. His eyebrow is actually half-gone. Something he does a lot.

The social worker gives him a look, then reads something in the pages that gives her pause.

She looks up at Joker. He just stares back. Lets it hang out there for a beat.

Then he laughs a little, even though he doesn't think it's funny--

He leans in.

She slides his journal back to him. He holds it in his lap.

She looks back up at the clock, she needs to get to her next appointment.

He nods. But keeps sitting there for a moment.

She stands up, trying to signal it's time for him to leave--

He just keeps sitting there.

Shakes his head, no.

She glances at his file again.

He finally stands up. Zips up his faded red sweatshirt.

Looks at her--

CUT TO BLACK:

TITLE:

JOKER

GOTHAM SQUARE IS CLOGGED WITH TRAFFIC. Non-stop honking horns, pedestrians crowding the sidewalk. Huge billboards, giant movie marquees, garbage bags piled high everywhere. Underneath it all we hear a TINKLING PIANO playing something bouncy and fast-paced.

FROM ACROSS THE BUSY CITY STREET, we see Joker. He's dressed as a sad-faced HOBO CLOWN. This is his job.

Dressed in tattered clothes, dark five o'clock shadow painted on his face, big bulbous red nose, his mouth's outlined in white, turned down at the corners.

He's holding up a sign in front of Kenny's Music Shop that reads, "EVERYTHING MUST GO!" A banner above the store reads, "GOING OUT OF BUSINESS!" Behind him, an OLD MAN plays a piano on the street. Both of them there to draw attention to the big sale going on in the store.

Joker's doing a little Charlie Chaplin like waddle to the music. Most people walk right past, ignoring him. A few bump into him by mistake.

JOKER SEES A GROUP OF FIVE BOYS, no more than 15-years-old, walking toward him. He moves out of their way. They crack up laughing when they see him. Start making fun of him.

Joker ignores them, tries to do his job the best he can while maintaining some dignity. Keeps dancing and holding up the sign.

One of the kids knocks the sign out of Joker's hands--

KID #1 Suck my dick, clown.

The kids laugh. Joker doesn't say anything. Just bends over to pick up the sign--

Another kid kicks him in the ass--

KID #2 Whoops.

Joker falls face first onto the sidewalk. Oddly, the old man playing the piano picks up the pace of the music--

The kids crack up. One of the boys grabs Joker's sign and takes off running across the street--

The other kids follow, weaving through traffic--

Joker gets up and gives chase. He needs his sign back.

He almost gets hit by a taxi, spinning out of the way just in time-- Spinning right into another taxi that stops just short of hitting him.

Joker keeps running through traffic. People stare. A clown barreling down the street has got to be a joke--

The five boys are booking it down the crowded street laughing and whooping it up. At the last second they take a sharp right turn down a cross street--

Joker almost overshoots the corner, slip-sliding in his big red shoes--

He rights himself and heads down after them--

Sees them running up ahead--

WHAP! Out of nowhere Joker gets hit in the face!

He falls to the ground.

One of the kids was hiding between parked cars and hit Joker with the "EVERYTHING MUST GO!" sign, splintering it in two--

The other kids turn back and walk up to Joker down on the ground.

Joker reaches out, still trying to save the sign--

THE KIDS START KICKING AND BEATING THE SHIT out of Joker. It's brutal and vicious. Nobody on the street stops to help.

CLOSE ON JOKER'S HOBO CLOWN FACE, down on the ground. Sweat running down his face, smearing his make-up. He doesn't even look like he's in pain. He just takes the beating.

That stupid frown painted on his face.

Joker, makes his way toward the back of the crowded bus, now walking with a slight limp, but keeping his head held high.

His make-up's washed off, costume and props all shoved into a big shopping bag slung over his shoulder. Some white grease- paint still smudged on the sides of his face.

He finds an empty seat in the back of the bus. Sees a sad- eyed FOUR-YEAR-OLD GIRL, face puffy from crying, sitting on her knees looking back at him. Her mother's facing forward, but even from behind you can tell she's angry.

Joker sees the sad-eyed girl staring straight back at him. He doesn't know where to look, feeling self-conscious and small. He gets back into "character" smiling like a clown and covers his face with his hands-- Starts playing the peek-a-boo game with her.

The girl stares back at him for a moment then giggles--

AND SUDDENLY JOKER STARTS TO LAUGH. LOUD. He covers his mouth trying to hide it-- Shakes his head, laughter pausing for a moment, but then it comes on stronger. His eyes are sad. It actually looks like the laughter causes him pain.

People on the bus are staring. The girl looks like she's going to cry again.

Joker shakes his head no, but he can't stop laughing. He reaches in his pocket and pulls out a small card. Hands it to the woman.

CLOSE ON THE CARD, it reads: "Forgive my laughter. I have a condition (more on back)"

She turns the card over and there is a bunch of information in small writing--

"It's a medical condition causing sudden, frequent, uncontrollable laughter that doesn’t match how you feel. It can happen in people with a brain injury or certain neurological conditions."

She doesn't read it (but if you freeze frame the movie you could). She just shakes her head annoyed and throws the card on the ground.

Joker laughs harder. Tears running down his face.

Not wanting to attract any more attention to himself, he pulls up his red hood, and uses his threadbare scarf to cover his mouth, trying to muffle the laughter.

He looks out at the city passing him by.

The bus pulls away, sun almost gone.

Joker heads slowly down the litter-covered streets. Garbage is piled along the sidewalks, the air thick with smog creates a haze over everything.

The streets are crowded with the poor, the elderly and disenfranchised. Women with children in busted strollers. Homeless people sleeping on subway grates. Stray dogs. His is one of the few white faces.

Joker makes his way into a run-down drug store, behind him two drunks fight on the corner, beating the shit out of each other. Joker, and nobody else for that matter, pays them any attention.

No one here gives a shit.

A shabby lobby in a building that was once probably pretty nice, but now it's a dump.

Joker checks his mailbox. He's holding a small white (prescription) bag in his hand.

The mailbox is empty.

Joker steps onto the wheezing elevator, harsh fluorescent * lights, graffiti on the walls. As the door closes, he hears--*

He puts his foot out with some panache to stop the closing door-- He's a romantic at heart.Ding.

And SOPHIE DUMOND (late 20's), tired eyes, hands filled with grocery bags, steps onto the elevator with GIGI, her 5-year- old daughter.

Joker nods "thanks." Holds his breath, hoping he doesn't start to laugh.

Floors dinging as the elevator rises.

Joker sees GiGi licking the dirty smudged elevator handrail behind her mom.

He takes a deep breath, he's uncomfortable talking to her, holds up the white prescription bag.

Joker smiles thanks, can't help but glance at GiGi licking the rail.

Sophie finally notices. She wants to grab her but can't with her hands full. Tries to kick her away--

Joker just nods... he doesn't know what to say, but clearly wants to continue this conversation with Sophie.

The doors open. They all step off.

And Sophie and GiGi walk down the hall-- the opposite way of Joker. He just stands there for a beat. Heart beating fast.

She turns around.

She smiles as in "yeah, that’s what I said."

Old apartment, worn carpet. Nothing's new inside but it's fairly neat and well-kept.

Joker closes the door behind him, leans his back against it and swoons. Hears a deep purring sound. He looks down and sees an OLD ORANGE CAT, rubbing up against his leg.

Then--

Joker glances back down and sees the cat is gone.

QUICK CUTS:

JOKER TEARS OPEN THE PRESCRIPTION BAG... A FLURRY OF PILL BOTTLES TUMBLE OUT ONTO THE COUNTER.

SEE HIS NAME, "ARTHUR FLECK" ON THE ORANGE PILL BOTTLES, AND GLIMPSE THE GENERIC DRUG NAMES, TEMAZEPAM... PERPHENAZINE... AHENELZINE... AMITRIPTYLINE... BENZEDRINE... DIAZEPAM... MEPROBAMATE...

TAKES OUT ONE PILL FROM EACH THE TEMAZEPAM AND MEPROBAMATE BOTTLES.

TWO PILLS BEING CRUSHED UP TO POWDER.

SPRINKLES THE POWDER ON TOP OF A TV DINNER.

SWALLOWS A HANDFUL OF PILLS FROM THE OTHER BOTTLES.

LOOKS DOWN AND SMILES AT THE ORANGE CAT LOOKING UP AT HIM FROM THE COUNTER.

Joker brings the food to his mother, PENNY (70's), lying in her bed. The TV is on, playing the local news.

Joker sets the food down in front of his mother. He covers the pain from his beating the best he can-- His mother doesn't seem to notice anyway.

Joker sits down on a chair next to the bed.

Before Joker can say anything, his mother points to the news on the TV--

He feeds her a bite of the food.

He shakes his head.

HE HOWLS SOFTLY like a wolf. She laughs.

Joker watches her as he cuts up some more of her food.

Joker sighs, resigned.

Joker gets into bed with her.

CLOSE ON TELEVISION, intro to "LIVE WITH MURRAY FRANKLIN!", and we HEAR THE ANNOUNCER over clips of comedy bits, stars and Murray Franklin himself--

Joker and his mom watch from bed, this is a ritual of theirs.

Late night. Joker's mom is dead asleep. Joker is alone in the living room, which doubles as his bedroom. He can't ever sleep. He opens his worn notebook. Flips to a page titled "Jokes" and starts writing--

CLOSE ON WORDS, as he slowly writes: "The worst part about having a mental illness is..."

ANGLE ON JOKER, pausing, thinking it over for a moment. Then he laughs to himself when he comes up with something.

CLOSE ON WORDS, coming faster now, "...that people still expect you to behave as if you don't."

Joker's looking up at the intimidating steel and glass tower, he looks so small, holding his mom's letter in his hand. Bustle of professionals coming in and out of the company's corporate headquarters, Joker looks out of place.

He heads inside through the giant glass doors.

Joker steps off an elevator and walks up to the white marble reception desk as if he belongs there--

Joker goes to enter--

He laughs along with her, even though she's not laughing.

A couple other business people are now waiting behind Joker, there for meetings.

Joker is getting frustrated.

Now Joker sees a GROUP OF MEN walking behind the glass that separates the reception area from the back offices. Amongst the group, he catches a glimpse of THOMAS WAYNE (60's), deep tan, hair dyed so black it's almost blue.

He starts banging on the glass... but the group keeps moving. Not noticing him.

Joker keeps banging on the glass.

The glass doors swing open and Joker is forcibly thrown onto the street. TWO LARGE SECURITY GUARDS stand over him.

He is still holding the letter.

He makes as if he's going to leave peacefully, then at the last minute, TAKES ANOTHER RUN AT THE DOOR--

The two guards stiff arm him.

The cramped locker room of a small talent booking agency. This is where Joker works. They "rent out" talent for parties and events. Clowns, magicians, male strippers.

Joker takes off his shirt, grimaces in pain as he moves. His body's bruised from the beating he took chasing after his sign.

He turns. RANDALL (mid 50's), a big bear of a know-it-all, standing there. He's a party clown as well. He's half-dressed in his clown suit.

Randall opens his locker--

Randall comes over, hands Joker a brown paper bag-- Joker looks inside. It's a GUN, a .38 snub-nose revolver. *

Joker looks up at him, confused--

As Joker stares at it--

JOKER * I, I don't have the money for this, * Randall.

That lands with Joker, he smiles to himself.

Joker nods. Puts the brown paper bag in his locker. Slowly * starts to get dressed-- his eyes darting toward the bag as he* does.

Another clown, GARY (30's), a dwarf, pops his head into the locker room.

Joker still half-dressed, walks into the cramped office.

His boss, HOYT VAUGHN (60's) sits behind a metal desk. The office is a complete mess, newspapers and files litter the desk. A giant ashtray filled with cigarette butts. A calendar of booking hangs on the wall. A scribbled, jumbled mess.

Now Hoyt looks up. Takes a drag from his cigarette.

Joker goes to sit down--

Joker stops in his tracks.

Unsure how to respond, Joker just nods.

Joker takes a deep breath, maybe picks at his eyebrow.

BANG! Out of nowhere, Joker slams his head into the wall. Head-butting it hard.

BANG! BANG! He does it two more times. Breaking the plaster on the wall--

And Joker just stares at Hoyt, some blood forming on his forehead-- *

CUT TO: *

WE'RE AT THE FAR END OF AN ALLEY, about halfway down, catch a * glimpse of Joker still half-dressed on the other side of a * dumpster. From this vantage, all we can see is him furiously * KICKING and STOMPING on something... or somebody. *

We don't hear anything. And we can't make out what it is that * he's so violently beating down. *

It could be a cat... a cardboard box... a homeless person... * We don't know. *

Joker just continues unleashing his rage-- *

Joker at the end of his work day, sitting in his spot toward the back of the bus.

Across the aisle from him, he's innocently watching a young couple, playfully teasing each other.

Joker heading back home down the litter-covered streets like he does every night. Garbage still piled along the sidewalks, air still thick with smog.

He's carrying the paper bag that Randall gave him.

Joker checks his mailbox. Empty.

Joker is on the elevator, as the door closes, he sticks his foot out to stop it.

The door limps back open.Ding.

He looks to see if anybody,if Sophie, is coming. He waits. Hoping.

The door starts to close on him again-- Right before it does,* he stops it with his foot again.Ding.

JOKER'S GIVING HIS MOM A BATH, being careful with her as he shampoos her hair.

He fills an empty plastic container with some bath water.

She tilts her head back and he rinses her hair with the water from the container...

She looks at him with conviction.

Joker nods. Annoyed, but not worth the argument. He stands up to get her a towel.

She steps into the towel. He's helping dry her off.

Beat.

Joker's mom is out cold in her bedroom, a half-eaten plate of food is next to her on the bed.

Joker sits on the couch. The TV is on, but the sound is off. He holds the .38 SNUB-NOSE REVOLVER Randall gave him in his hand. He's never held a gun before, looks uncomfortable with it, the weight of it in his hand...

He points it at the TV, hand trembling a bit... Points it at * the cat... Points it at his head.

Looks closely at the grip. The barrel. The cylinder. Now he casually pulls the trigger--

BLAMMMMMMM!

He jumps up off the couch. What the fuck!? He looks around in a panic. His hands shaking.

He shot a hole in the wall.

He quickly turns up the TV volume. REALLY LOUD. Shoves the still smoking gun under the couch cushions.

He's inspecting the hole in the wall. Shouts back over the TV noise--

He heads for his mother's bedroom.

Joker looks in on his mom in her dark bedroom, can make out the outline of her body sitting up.

He walks over to her in the darkness. Kisses her on the forehead.

Joker is writing in his journal. He speaks softly to himself as he writes...

CLOSE ON THE LAST LINE, he crosses out "could"...

Writes... "should".

CLOSE ON JOKER as he crosses out something again...

Beat.

HANDHELD POV, see the run-down building where Joker lives from across the street.

REVEAL, Joker is watching his own building on the far side of a parked truck. Red hood pulled up, covering his head. He waits. Watches.

Now we see Sophie exiting the building with her daughter GiGi. Sophie's dressed more conservatively than when we previously met her.

Joker starts following them.

Sophie drops GiGi off at school. Joker's still watching. Following.

Sophie waits on the platform. Lights a cigarette.

We see Joker, hidden behind a steel support beam-- watching her from a distance.

Joker stands at the window between two subway cars. Just watching Sophie as she reads a book in the next car.

The train comes to a stop and she exits. Joker exits as well.

Nicer part of Gotham. Joker follows Sophie from a distance, watches as she walks into Gotham First National Bank.

Sees her say hello to the guard. This is where she works.

Joker just watches and waits.

A large, mid-level bank. Sophie is one of THREE BANK TELLERS working behind the plexiglass windows.

Joker pulls the hood back off his head, takes a deep breath before he walks up to her window. She is looking down, counting her drawer.

Takes another deep breath. Then--

She looks up.

Not getting the sarcasm, Joker nods. Looks around.

She laughs.

He stands there awkwardly for a moment looking around to see what she's laughing about.

Realizes she thought he was making a joke.

Beat.

Beat.

They are interrupted by the BRANCH MANAGER (50's), white, heavy-set, who has come up behind Sophie--

He puts his heavy hand on Sophie's shoulder. She practically shudders from his touch.

Now he leans down and whispers something in her ear-- Joker just watches through the glass.

As the manager talks, Sophie makes wide eyes at Joker, like "I almost got in trouble."

Joker walks back to the wall by the forms.

He fumbles around for a minute, clearly not there to open an account. He begins filling out a form. Then--

He walks out of the bank. Head in the clouds.

Joker sitting in the middle of a dark, crowded comedy club. * People on dates. Groups of friends. All here to watch the stand-up. He sits at a small table by himself, watching the act on stage.

The comic on stage is killing it. The whole room is laughing and applauding. Everyone except Joker.

He's watching. Studying. Diligently jotting down notes in his notebook.

People are piling out of the club, onto the narrow street, * jumble of lit-up signs, most glowing yellow or red. Joker * walks out alone, carrying his notebook. He sees a FLYER taped * to the entrance of the club. *

CLOSE ON THE FLYER, "Open mic night. Thursdays. 10pm."

He rips the flyer off the wall.

Joker is working on his "Mr. Jingles" clown look, using the small mirror in his locker. Behind him a couple of other clowns are eating their lunch at a small table, not paying Joker any attention.

Joker pauses half-finished, and stares at himself for a beat. He starts to examine the two small scars on the corners of his mouth, we really notice how they form a smile. Joker hooks the corners of his mouth down with his index fingers, turning his smile into a frown--

He lets go and his smile returns.

Does it again, up and down, up and down, his face a living comedy/tragedy mask.

And then he pulls his fingers wider, stretching his smile into a grotesque parody, pulling his mouth so wide tears come to his eyes--

AND WE HEAR JOKER SINGING "If You're Happy and You Know It" at his next gig.

Joker is performing for a ward full of sick children, wearing an oversized white lab coat over his "Mr. Jingles" clown costume. A few nurses and doctors watch as well.

His white clown face, mouth outlined in black and filled in with red, his green wig frizzy and worn out. Joker plays a UKULELE along with the song.

Joker and the kids stomp and sing along.

As the song winds down, the KIDS and NURSES clap.

Joker takes an exaggerated and ridiculous bow--

And as he does, his .38 SNUB-NOSE REVOLVER slips out of his pants and slides across the floor.

Everyone stops. Looks at the gun on the floor.

Joker is on a payphone in the lobby of the hospital. He's in his street clothes, wig in his hand, clown-face still painted on.

Joker's taken aback that Randall would do that to him.

Joker picks at his eyebrow.

Click. He hears Hoyt hang up.

Beat.

JOKER SITS ON THE SUBWAY CONTEMPLATING WHAT JUST WENT DOWN, face still painted, his bag on the seat next to him, along with his wig.

There's only one other person on the subway car, a YOUNG WOMAN (30's) sitting at the far end-- reading a book.

The train comes to a stop and THREE WALL STREET GUYS enter. They are being loud and obnoxious, clearly drunk. One of them is eating some french fries out of a greasy McDonald's bag. He flops down on the bench across from the girl and checks her out. The other two guys start getting into it with each other--

WALL STREET #1 --I'm telling you, she wanted my number. We should have just stayed.

The train starts moving again...

WALL STREET #2 You're dreaming, man. She wasn't interested-- at all.

WALL STREET #1 Are you nuts? Did you see how close we were dancing!? She was in love, bro.

He starts dancing a bit with himself, mimicking what he remembers. Wall Street #2 takes a swig from the brown bag he is carrying.

WALL STREET #2 She couldn't wait to get away from you.

Joker is watching them closely, impressed by their confidence and easy-going camaraderie.

WALL STREET #1 (to the third guy) Ryan, am I crazy? Tell him what you saw.

But the third Wall Street guy isn't paying his friends any attention. He has his eyes set on the young woman sitting across from him, reading her book.

WALL STREET #3 (to the girl) Hey. You want some french fries?

He holds out his McDonald's bag and shakes it to get her attention. The other two share a look. Joker watches from his seat.

WALL STREET #3 Hello? I'm talking to you. You want some fries?

She looks up and shakes her head, polite smile.

The other two guys crack up at this apparent blow-off. The third Wall Street guy shakes his head, embarrassed, and starts softly flinging fries at the young woman.

WALL STREET #3 You sure? They're really good.

She just buries her face deeper in her book--

WALL STREET #2 Don't ignore him. He's being nice to you.

One of the french fries lands in her hair. She looks down toward Joker, looking to see if he's going to do something or say something--

Joker just sits there nervous. Not sure what to do, or even if he wants to do anything at all.

AND HE JUST BURSTS OUT LAUGHING. He covers his mouth with his hand as they continue to harass the woman.

They all look over-- What the fuck is this clown laughing at?

WALL STREET #1 Something funny, asshole?

With their attention diverted, the young woman rushes out through the door between subway cars, glancing back at Joker before she goes--

WALL STREET #3 (shouts after her) BITCH!

Joker laughs even harder through his hand. The Wall Street guys turn to him sitting by himself at the end of the car--

Joker sees them staring. Looks down at the ground, hand still covering his mouth, face turning red. Subway swaying, lights flickering on and off.

Beat.

One of the guys heads down the car toward Joker, starts singing "Send in the Clowns" as he approaches--

WALL STREET #1 (singing) Isn't it rich? Are we a pair? Me here, at last on the ground * You in mid-air Send in the clowns. *

The others crack up and follow after him. The guy plops down next to Joker, puts his arm around his shoulder as he sings--

WALL STREET #1 (continues singing to him) Isn't it bliss? Don't you approve? One who keeps tearing around, One who can't move.

Joker starts to get up-- The lead guy pulls him back down.

WALL STREET #1 Where are the clowns? There ought to be clowns.

As he finishes the song, Joker's laughing fit is coming to an end. One of the other guys sits down on the other side of * him. He's now sandwiched in between them-- *

WALL STREET #2 So tell us, buddy. What's so fucking funny?

Joker reaches into his bag to get one of his "Forgive my laughter" cards, the third guy sees him reaching and tries to grab the bag from him---

Joker pulls on it--

The guy rips the bag from his hand--

WALL STREET #3 I'll tell you what you have, asshole.

Joker gets up from between them to go grab his bag back. The two guys are cracking up.

WALL STREET #3 You want it back? Here--

Joker reaches out to grab the bag--

And the guy tosses it over his head to one of his friends. Keeping it away from Joker.

Three guys in suits tossing a bag around, playing 'monkey in * the middle' with a clown. THE LIGHTS ON THE TRAIN SEEM TO * GLOW BRIGHTER AND WE HEAR the drum roll opening to BOBBY * SHORT singing "Send in the Clowns" Live at the Café Carlyle. *

Joker keeps trying to catch his bag until suddenly--

WHAP! Out of nowhere one of the guys punches him hard in the face.

Joker goes down as if in slow motion. Blood coming from his nose. He tries to get up, but his feet slip from under him and he falls back down--

WALL STREET #1 Stay down you freak.

And the third Wall Street guy starts kicking him--

The others join in. Surrounding Joker on the ground, kicking * him deliberately, sadistically, and the music swells-- *

BLAM!

SUDDENLY THE LIGHTS GO BACK DIM, and one of the guys stops kicking and falls back dead. Blood splattering on the subway wall behind him--

And we HEAR Bobby Short sing out, picking up from where the * Wall Street Guy left off-- *

BLAM! BLAM! Wall Street #2 goes down--

Revealing Joker on the ground, opening his eyes to see what he did, smoking gun in his hand--

The third guy takes off running for the doors that separate * the cars. *

Joker starts after him, but then stops... turns back to grab his bag and his wig, his hands shaking from the adrenaline.

The train is coming to a stop.

Joker picks up his bag between the two dead bodies, blood * everywhere...

The subway doors wheeze open and Joker steps halfway off the train, waiting to see if the third Wall Street guy gets off in the car ahead of him. Joker sees him run off--

The platform is empty, the Wall Street guy is running toward the stairs--

Joker follows--

Behind them, the train pulls away--

The guy makes his way to the stairs, unaware that Joker is behind him--

BLAM!

The third guy falls, tumbling down the stairs. Joker walks over to the body and empties the chamber-- BLAM! BLAM! *

And as "Send in the Clowns" ends, Joker fires the last shot--* BLAM! He's got nothing left. *

Joker hauls ass out of the subway and makes a mad dash across * a busy street, horns honking-- *

Running as fast as he can past piles of garbage, he takes a * sharp turn high-tailing into a small, run-down needle park, * disappearing into the darkness. *

Joker runs into the bathroom, locks the door behind him and * SUDDENLY EVERYTHING HITS HIM ALL AT ONCE-- *

He throws up into the dirty toilet, puking his guts out-- *

He finishes, wipes his mouth with the back of his hand. And * pulls the gun out of his waist, looking around for someplace * to throw it out. Under the sink he sees a rusted, metal grate * hanging off the wall covering some pipes. *

Before he bends down, Joker catches his reflection in the * smudged mirror. Sees himself holding the gun in his hand-- *

Beat. *

He raises the gun to his head and pulls the trigger-- *

Click. *

It's empty. *

He gets down on his knees, sweat dripping off his face, pulls * the grate away from the wall. And tosses the gun away inside. * Moves the grate back in place. *

Joker stands back up and turns on the faucets. Rinses out his * mouth. *

Looks at his smudged reflection as he starts washing the * clown make-up off his sweaty face-- *

Water dripping, white grease paint running off his face-- *

Beat.

Joker enters his building with great urgency. No time for the* elevator, he takes the stairs. Two at a time.

He races up the stairwell.

When he gets to his floor, instead of making a left toward his apartment-- He makes a right, toward Sophie's. He stops at her door. Out of breath.

Knocks.

He hears footsteps. Quickly pulls the folded-up flyer out of his pocket.

The peephole in the door goes dark and then light again. He hears locks unlocking. Sophie opens the door halfway-- *

Joker looks down at his feet-- *

SOPHIE * What? *

JOKER * (continuing without taking * a breath) * Remember the other day when I told * you about my stand-up comedy. Well, I'm doing a set next Thursday and I'm inviting a bunch of my friends and I was wondering if maybe you wanted to come and check it out.

He reaches out to give Sophie the flyer, she opens the door * wider-- He notices her face, sees her eyes are red. *

Beat.

Joker takes a deep breath and smiles without realizing it, hoping he doesn't start to laugh.

And she starts crying again. Joker doesn't move. Just stands in the doorway awkward.

He starts to walk away, then turns back to her--

Sophie wipes her eyes and manages a smile.

Joker just nods yes and walks back toward his mother's apartment.

JOKER SITS ACROSS from the same Social Worker from the opening scene. Same depressing office.

She stares at him for a beat, clearly annoyed.

She looks at him and shakes her head. Not in the mood to deal with this.

He looks up, intrigued.

He looks around, just noticing some MOVING BOXES stacked against the wall.

Joker nods, not hating the idea.

He sits there for a moment. And then it dawns on him--

Beat.

CLOSE ON A COUPLE OF PILLS, as they get crushed up.

CLOSE ON THE RESIDUE, as it's sprinkled on top of a bowl of oatmeal.

Joker takes a couple of pills for himself. Looks inside. Not many left. He looks over at the orange cat sitting on the counter, purring loudly, watching him.

Joker walks in carrying her breakfast. She waves him over to her bed.

His mother shushes him. Joker sits on the end of the bed next to her. It's one of those "Good Morning, Gotham" shows.

A small smirk registers on Joker's face when photos of the THREE WALL STREET GUYS come up on the screen.

Joker's mom perks up at that--

ANGLE ON TELEVISION, footage of GRAFFITI around the city. "KILL THE RICH" spray painted on a storefront. "F*CK WALL STREET" written on a subway wall. "RESIST" scrawled across a billboard.

"GOOD MORNING" HOST (ON TV) There now seems to be a groundswell of anti-rich sentiment in the city. It's almost as if our less fortunate residents have taken the side of the killer.

"GOOD MORNING" HOST (ON TV) Are you announcing your candidacy?

We hear his mother gasp, excited.

"GOOD MORNING" HOST (ON TV) What about the eyewitness report of the suspect being a man in clown make-up or a clown mask-- Care to comment on that?

Joker leans in, intrigued. The camera zooms in closer to Thomas Wayne on the screen...

JOKER'S POV, slowly walking down the hall -- as if in slow motion -- toward a curtain at the end, spotlight bleeding through, other wannabe comics looking at him as he passes--

CLOSE ON JOKER, eyeing the others, sweat beading on his forehead--

He gets to the curtain, the light, pulls his worn joke- notebook out of his back pocket. Glancing into the room he sees it's a pretty good crowd. Sees Sophie taking a seat in the back.

Wheeling back into the dark hallway, he catches his breath in the shadows--

And starts BANGING HIS HEAD BACK against the wall--

He hears the EMCEE from the stage.

He hears the crowd laugh.

There is a smattering of applause.

JOKER STEPPING ON STAGE, out under the spotlight, lifts the microphone in front of his mouth, the light so bright he can't see faces in the dark audience, his hand trembling holding onto his worn notebook--

He takes a deep breath, looks out at the dark crowd, and opens his mouth.

And starts to laugh. His eyes go wide. God no, not now. A terrified look comes to his face under the laughter. He just keeps laughing. The crowd is just staring back at him.

Finally he composes himself--

Dead silence. Except for Joker, who's still cracking up.

Joker and Sophie walking out of the club after the show, the audience trickles out around them. Nobody looking in Joker's direction, nobody says anything to him, maybe one or two even cracking up at him behind his back. Garbage bags crowding the * narrow street, lit up by the bright signs. *

Joker and Sophie walk a ways without saying a word. Awkward silence.

Then--

Sophie pauses, doesn't know what to say. She lights up a cigarette.

Joker smiles at the connection. They walk past a newsstand-- a wall of Chinese language newspapers mixed with local papers* and tabloids, screaming headlines about the three Wall Street* Guys gunned down on the train.

Joker stops and stares at the headlines--

CLOSE ON HEADLINES, "Subway Vigilante"... "Yuppie Slaughter" "Killer Clown On The Loose?"...

He turns to her.

Sophie flicks her cigarette away and starts walking.

Joker watches her walk for a beat.

Sophie turns around and smiles. She looks great, even in front of the mounds of garbage bags that line the sidewalk.

AN AMBULANCE SCREAMS BY, SIRENS BLARING as Sophie says something that Joker doesn't hear. She keeps walking.

Joker chases after her and trips over a TIN GARBAGE CAN LID--

CLANG. CLANG. He falls down flat on his face.

Sophie turns and bursts out laughing. She can't help but laugh. It's the first time she's laughed all night.

Table covered with plates of half-eaten Chinese food. *

Joker and Sophie sitting across from each other, middle of * conversation. Crowded room, brightly lit, looks more like a * casino. Almost everybody eating there is Chinese. It's loud. *

Joker takes a moment to think about what she said.

Joker is taken aback--

Joker nods. Thinking about it.

Then--

JOKER * We don't have to talk about it. *

Beat. *

SOPHIE * Have you ever been fired before? *

Joker thinks it over for a moment. *

JOKER * Every time. *

SOPHIE * And have you ever wanted to torch * the place? *

JOKER * (thinks it over again) * Every time. *

Sophie smiles. *

SOPHIE * Right. And this was like the first * good job I had in like, years. Not * waitressing or anything like that. * It was 9-5. I had benefits. You * know what that means when you have * a kid? *

Joker just looks at her, he doesn't really know what that * means. He just smiles. *

SOPHIE * But from the very first day, the * manager guy starts smiling at me, * whispering in my ear, touching me, * trying to get me to sleep with him-- *

JOKER * (interrupting) * Did you do it? Did you go to bed * with him? *

SOPHIE * Fuck no. The guy's a fucking pig. * So finally I complained to his * boss, and they fired me... And now, * now I don't know what to do with * myself. *

JOKER * Right. Wait, what do you mean? *

SOPHIE * I finally felt good. Like I had a * future. A purpose. And now I don't * even know how I'm gonna pay my * rent. *

AND JOKER STARTS LAUGHING. He puts a hand over his mouth trying to cover it, but he can't stop cracking up--

It's unsettling and disturbing for Sophie. People eating, * waiters in red vests, busboys, all look over and stare at * him. A few laugh. Joker turns away embarrassed, he looks out * the plate-glass window, face turning red from laughing so hard--

AS HE LOOKS OUT, HE SEES A GROUP OF ROWDY KIDS walking down the street. One of them glances back before he turns the corner-- HE'S WEARING A CLOWN MASK THAT LOOKS JUST JOKER'S CLOWN FACE. And then he's gone. The group disappears around the corner--

Joker can't believe his eyes, still laughing-- He turns to Sophie who didn't see them. Just sits there awkwardly waiting for it to stop.

Finally, it subsides--

SOPHIE * I know. *

Awkward beat. *

SOPHIE * How did you get it?

He smiles.

He looks down, still smiling. She just watches him for a beat.

They just sit there for a beat. Quiet.

Joker opening the door to his mother's apartment, holding a * doggie bag in his hand, sees the flickering blue light of the* TV on in the living room, hears the end of "LIVE WITH MURRAY FRANKLIN!" He locks the locks, drawing the security chain high on the door.

TURNS TO CATCH A GLIMPSE OF HIS MOTHER PASSED OUT in the living room, the cat jumping up next to her on the chair.

Joker watches for a beat as Murray does his signature sign off, the one he's been doing for years--

He hears Don Ellis and his Jazz Orchestra playing the show's closing song-- the instrumental version of Frank Sinatra's "That's Life".

As the music continues, Joker puts his face up against his mom's nose, to see if she's breathing or if she's dead.

He feels her breath against his cheek.

Now he picks his mother up in his arms and carries her into her bedroom to the music, almost as if he's dancing with her as he leaves the room...

We stay behind.

"That's Life" still playing from TV.

He comes back into the living room and turns off the TV. Takes off his jacket and throws it on the couch. Notices something sticking out of his jacket pocket. He pulls it out.

It's the envelope he was supposed to deliver to Thomas Wayne.

He stares at it for a beat. And then--

Quietly rips it open, starts to read the letter:

CLOSE ON WORDS, "Dearest Thomas, I don't know where else to turn..."

"Need your help..."

"You have a son. We have a son. His name is Arthur."

Stops reading, stays on--

"You have a son."

JOKER STARING DOWN AT THE LETTER, reading those words over and over again -- "You have a son."

JOKER'S SITTING IN A CHAIR in his mother's room watching her sleep. He has clearly been up all night. Still wearing the same clothes.

He's holding her letter in his hand as the sun is just starting to rise outside the windows, light just beginning to crack the gloom.

THE ORANGE CAT SITS AT HIS FEET staring up at him, won't take her eyes off of him.

Joker impatiently sits there for another moment waiting for his mother to wake up, then suddenly--

SHRIEKS OUT AT THE TOP OF HIS LUNGS like a teapot, kicking his back on the chair like an excited toddler--

His mother wakes with a start, looking around half asleep and confused--

Joker turns and sees the cat run out of the room--

He doesn't answer.

Joker holds her letter up in his hand.

His mother slowly getting up out of bed.

She goes into the bathroom.

Joker sits for a minute then gets up and goes to her bathroom door. Talks to his mother from the behind the closed door.

Joker leans in closer to the door. Leaning against it with just his head--

Joker just leans there, listening. He closes his eyes, it's all too much.

AND THE BATHROOM DOOR SUDDENLY SWINGS OPEN, and Joker falls face first into the bathroom--

Just missing his mother, crashing down onto the floor--

Joker heads down the boardwalk toward Ha-Ha's, a bounce in his step.

Looming behind him like the skeletons of monsters, a sprawling rickety-looking wooden roller coaster and the gigantic steel Wonder Wheel in the amusement park by the ocean. Sound of waves crashing, seagulls squawking.

Joker walks into the locker room, sees Randall half-dressed for work, red nose, big pants, big shoes, no wig yet, sitting with Gary, TWO OTHER CLOWNS AND A MAGICIAN around the small table, shooting the shit, drinking coffee.

They nod hello at Joker or give him a perfunctory wave, most of his co-workers think he's a freak.

Joker looks hard at Randall for a moment, just slowly nods, and continues on to his locker.

He starts to clean it out, stuffing all of his clown gear into an old brown paper shopping bag. Hears them talking about him behind his back, about why he got fired, laughing at him--

HA-HA CLOWN #1 (OS) Did you really bring a gun to the kid's hospital, Artie? What the fuck would you do that for?

Joker doesn't answer them, just continues emptying his locker, a bag of balloons, a magic wand, some trick flowers--

HA-HA CLOWN #2 No, I heard he pulled it out and waved it around like a cowboy.

His co-workers crack up. Joker answers the guy without looking back--

More laughter.

HA-HA CLOWN #2 I thought Jingles was a lover not a fighter.

Joker turns and looks at all of them, nods at Randall--

The guys laugh and keep jawing. Joker doesn't say anything. Just finishes packing his bag and closes his locker door--

Joker exits the back door holding onto his brown shopping bag under his arm, starts down the alley.

Behind him, Randall hustles out and chases down the alley after him, still half-dressed for work.

As he catches up with Joker his red nose falls off, but he's so out of breath he doesn't realize he lost it--

Beat.

Joker just looks back at Randall. Sees his red Styrofoam nose bouncing down the alley behind him.

JOKER * ... *

RANDALL * You don't get it, do you, buddy, * that shit that went down on the * subway, that's no joke. They got * clown sketches on the front of * every fucking paper. It's just a * matter of time before the cops come * around. *

Beat. *

Joker turns to go--

Randall touches his face. Realizes his nose is not there.

Joker points to Randall's clown nose tumbling back down the alley. And Randall hustles after it, chasing after his red nose blowing skipping away in the wind--

NEXT AFTERNOON

CLOSE ON NEW "KILLER CLOWN" SKETCH ON FRONT PAGE OF THAT DAY'S TABLOID, a more detailed drawing.

HEADLINE, "KILLER CLOWN STILL ON THE LOOSE!"

SUB-HEAD, "'Kill the Rich' -- A New Movement?"

ANGLE ON JOKER LOOKING DOWN AT HIS NOTEBOOK, STARING AT A PHOTOGRAPH OF THOMAS WAYNE RIPPED OUT FROM A MAGAZINE, taped to a page. He glances at his distorted reflection in the window, takes his hand and parts his hair to the side, more like Thomas Wayne's hair. Maybe there is a resemblance.

WIDER ANGLE, train is packed with wealthy white businessmen and a couple businesswomen heading home after work, many of them reading the same tabloid. The "Killer Clown" sketch of Joker's clown face dots the train. No empty seats -- except the one next to Joker.

JOKER IN THE BACK OF A TAXI STARING OUT AT THE COUNTRYSIDE, * at the trees and green grass and blue sky and open spaces whizzing by. The sun is getting low, bathing everything in a golden light.

He doesn't see garbage anywhere.

Joker walking along an intimidating wrought iron fence, * surrounding the estate like prison bars, the brown paper * shopping bag stuffed under his arm. The big house set up a * small hill, evergreens dot the lush grounds. As he walks around looking for the front entrance, Joker catches a glimpse of an innocent looking EIGHT-YEAR-OLD BOY tracking * him from behind the trees, hiding as he follows.

Joker stops.

He sees the boy stop behind a tree.

Joker continues walking until he gets to the front gate. He digs into his bag and pulls out the magic wand--

He holds it up for the boy to see.

The boy steps out from behind a tree to get a closer look.

Joker puts the brown bag down on the ground, looks over the * wand, pretending like he's trying to figure out what it does. He waves the wand over the front gate lock to "try and see" if it will open-- It doesn't.

The little boy walks down toward the fence, face like an * angel. *

Joker waits until he gets closer and then reaches his hand * through the fence and hands the kid his magic wand so he can * try and figure out what it does--

The boy takes the wand and it goes limp in his hand before he* can wave it-- He laughs, surprised. He hands it back to Joker.

The boys sees Joker's face up close, staring at his scarred * smile--

Joker straightens the wand back out, and reaches in through * the fence again so the kid can give it another try. *

AND AGAIN THE MAGIC WAND DROOPS IN THE BOY'S HAND. He laughs * and gives it back to Joker-- *

Joker examines the wand as if its "broken", stiffens it one * last time, crouches down lower, and... *

Ta-da! A bouquet of flowers bursts out the end of the wand--

Joker smiles and hands him the wand bouquet of flowers-- *

The little boy takes the flowers. Keeps staring at Joker, at * the scars around his mouth. *

Now, he reaches his hand out through the fence and touches * Joker's face, tracing his finger around the edges of Joker's * mouth, over his scarred smile-- *

Joker closes his eyes -- embarrassed -- but it feels good to * him, nobody ever touches him besides his mother.

He starts to smile, when a man's voice shatters the moment-- *

The little boy pulls his hand back. Turns and runs away-- *

Joker looks up and sees a balding, tired-looking, ALFRED * PENNYWORTH (50's) bounding down the hill toward them. *

Joker stands back up. *

ALFRED * (still shouting) * What are you doing? Who are you? *

Little Bruce runs behind Alfred, hiding behind his legs. *

JOKER * My name's Arthur. I'm here to see * Mr. Wayne-- *

ALFRED * (interrupting) * You shouldn't be talking to his * son. Why did you give him those * flowers? *

Alfred takes the flower-wand away from the kid-- *

JOKER * I, I was just trying to make him * laugh. *

He hands it back to Joker. *

ALFRED * Well it's not funny. Do I need to * call the police? *

JOKER * No, please. My mother's name is * Penny Fleck. She used to work here, * years ago. Can you tell Mr. Wayne * that I need to see him? *

ALFRED * (color drains from his face; beat) You're her son? *

JOKER * Did you know her? *

Alfred doesn't say anything. *

Joker puts his face right up against the bars, whispers so * the boy can't hear him-- *

JOKER * You don't need to cover for them. * I'm sure Mrs. Wayne was very upset * when she found out. *

JOKER * No. No, just let me speak to Mr. * Wayne. *

Now Alfred leans in closer to Joker, almost looks like he * feels some pity for him-- *

ALFRED * Please just go, before you make a * fool of yourself.

Beat.

Alfred looks at Joker, and can't help but crack up laughing * at him. *

AND JOKER REACHES THROUGH THE BARS AND GRABS HIM. Pulls him * in close, trying to choke him, still holding the wand of * flowers in one hand-- *

AS HE CHOKES ALFRED, Joker sees little Bruce, wide-eyed in * the shadows, looking out at him in horror. *

Joker stops.

Lets go of Alfred... Takes off running back down the street * away from Wayne Manor, magic wand in hand, leaving the rest * of his clown gear behind. *

JOKER'S BACK IN HIS PART OF TOWN, garbage everywhere here. The neighborhood at night is alive. Loud kids on the street corners... A drunk seemingly fights no one... Hookers working the street... He hears a wailing siren...

As Joker turns the corner, he sees AN AMBULANCE PARKED in front of his building. Lights flashing. Hit with a sense of dread, he runs toward the building--

A SMALL CROWD OF GAWKERS have gathered around watching the drama unfold. Shouting and laughing, loud dance music blaring out an open window, feels like an impromptu block party.

Joker runs up, sees his mother being wheeled down the front steps unconscious on a stretcher, AN EMT holding an oxygen bag on her face. TWO DETECTIVES IN PLAIN SUITS following behind them. It's a chaotic scene.

FROM ABOVE, Joker pushing through the crowd, rushes to his mother's side. We don't hear what he says to the paramedics over the music and the crowd, just see them nod okay and Joker follow after them into the back of the ambulance--

Joker looking out the back doors as they start to shut close--

CATCHES A GLIMPSE OF SOPHIE, coming out of the building. He stares at her through the small back door window. Casually waves at her, trying to connect with her--

Joker sees the two detectives approaching Sophie as the ambulance pulls away. Speeding away down the street, siren wailing--

Joker's standing near the doorway of a large overcrowded treatment room. Watching a sleep-deprived ER RESIDENT (late 20's), and an EMERGENCY NURSE start to intubate his mother. He hears shouts and cries of pain from around the crowded room.

Joker turns away when he sees them insert a thin endotracheal tube into her mouth and down through her larynx. It makes him gag--

Joker sits on a bench outside the bustling emergency room. He’s getting some fresh air, but he picked a weird spot to do it.

He watches the sick and dying being rushed through the glass doors. Opening and closing. This happens in the background throughout the scene.

The two detectives walk up to Joker, interrupting him watching the doors. Gotham police detectives, GARRITY (50's), grey hair, and BURKE (30's), his partner.

Joker looks up at them. Doesn't say anything.

Beat.

AND JOKER BURSTS OUT LAUGHING, he can't stop it.

The detectives are taken aback. They don't know what to make * of him laughing. They share a look.

Tears rolling down his face, he takes out one of his cards and hands it to Det. Burke. Burke glances over the card, a skeptical look on his face.

Joker pauses for a moment, his laughter subsiding. He holds his breath.

Joker's still holding his breath, he nods yes.

And Joker cracks up again, his laughter coming back harder-- He covers his mouth with his hand, shaking his head no, his face now turning red.

Joker catches his breath as the intensity of his laughter starts to wane, petering out.

Joker's laughter finally stops for good.

The detectives share another look.

Joker stands up.

Detective Burke steps close to him, holds up the card that Joker handed him--

And Joker walks away-- heads for the sliding glass doors. Only the motion detector doesn’t engage--

AND HE SLAMS RIGHT INTO THE GLASS DOOR.

HARD.

He bounces back.

Joker walking down the hallway, ER flooded with the poor and uninsured. Overwhelmed doctors and nurses trying their best to keep up. He stops at the busy nurse's station, and stands there for a moment, trying to get a nurse's attention--

One of the nurses at the desk looks up at him, seems slightly annoyed.

The sleep-deprived ER RESIDENT who was working on his mother overhears Joker, comes over to talk to him with a clipboard in his hand. Joker recognizes him--

Beat.

The resident just nods okay. Looks down at his clipboard--

He turns to go, but the resident continues--

Joker shakes his head, no.

Joker shakes his head no again, leans in closer to the resident--

CLOSE ON TV, Murray Franklin is in the middle of doing his monologue.

Murray Franklin cracks up at his own joke. Studio audience laughs.

JOKER LAUGHS, LYING IN BED NEXT TO HIS UNCONSCIOUS MOTHER in the large overcrowded treatment room.

Blue curtain dividers separate the bays. He's watching the show on a TV bolted high on the wall. He glances over at his mother, laughing over the sounds of her labored breath, the pain and suffering of those around him.

He looks back up at the television.

EXTREME CLOSE ON TV, GRAINY VIDEO OF JOKER'S STAND-UP PERFORMANCE. Joker on stage smiling behind the microphone, under the harsh spotlight.

Joker watching himself on TV, his jaw drops--

Back to Murray Franklin shaking his head, trying not to laugh.

The studio audience erupts into laughter.

ANGLE ON JOKER, watching Murray Franklin make fun of him on TV. He gets up andstarts walking toward the TV set as if in a trance. Unsure if this is really happening.

The tape continues of Joker at the comedy club.

Dead silence. Nobody is laughing. Not even him.

CUT BACK CLOSE ON MURRAY FRANKLIN, just shaking his head.

Murray cracks up and the studio audience laughs along with him.

CLOSE ON JOKER, looking up at the television, hearing them all laughing at him.

Beat.

JUMP CUT:

Joker is dragging a chair to the television set.

In a rage, he gets up on the chair and tries to pull the TV out of the wall, as the show continues to play--

But the set is firmly secured to the wall, and Joker pulls so hard the chair flips from underneath him and he goes flying up the air, crashing down hard onto the floor.

Joker walks with a plastic tray of food. Some runny eggs and a coffee. He keeps his head down so no one can see his face. There are a few DOCTORS AND NURSES sitting and chatting at one table. A group of ORDERLIES are sitting together at another table.

He goes and sits down in the far corner, far away from everyone else. Sees a tabloid newspaper left on the table, and picks it up to read so he doesn't seem so alone.

ANGLE ON FRONT PAGE HEADLINE, "Thomas Wayne Announces Run", over a full-page campaign-style photograph of Thomas Wayne waving to a crowd standing next to his wife, MARTHA (50's), a severe looking, well-preserved former model, and little Bruce Wayne standing in front of them. Photo catches Bruce looking into camera, eyes wide, scared by the crowd.

SUB-HEADLINE READS,"Protest Planned at Wayne Hall Opening Tonight"

Joker stares at the family photo.

CLOSE ON BRUCE WAYNE IN PHOTO, Joker's fingers ripping his picture out of the front page.

CLOSE ON JOKER LOOKING UP, interrupted from ripping out the picture. One YOUNG DOCTOR and TWO NURSES are standing around him. We stay with Joker, don't see their faces. Just their bodies, all dressed in green scrubs, uniforms.

He hears the nurses giggle.

NURSE #1 (OS) Of course it was you. You were the comedian.

He hears the nurses giggle again.

STAY CLOSE ON JOKER, getting upset. He just shakes his head.

More laughter. Joker looks up at them.

Beat.

Joker crosses a busy street heading to the Center for Performing Arts. Light falling. Storm clouds gathering.

Joker stops when he sees--

A CROWD OF PROTESTERS SCREAMING AND SHOUTING IN FRONT OF WAYNE HALL, behind steel barricades. Many wearing Joker's "clown face" mask... A few wave homemade signs, "CLOWN FOR MAYOR"... "KILL THE RICH"... "MR. WAYNE, AM I A CLOWN?"

A LINE OF POLICEMEN AND SECURITY GUARDS stand between the crowd and the lit-up white marble building.

Joker watches the protest for a moment, then continues across the street. It starts to rain.

A FIGHT BREAKS OUT between a "clown" masked protester and two cops. The crowd goes crazy, pushing through the barricades toward the building in the driving rain. The police and Wayne Hall Security fight to keep them out--

Amidst all the chaos, we glimpse Joker slipping into the building unnoticed--

Joker walks through the massive multi-level lobby. It's completely empty since the performance has already begun and whatever security was available is outside helping the police deal with the protesters.

He looks up in awe at the crystal chandeliers... The shiny, marble floor beneath his feet. He's never seen anything this opulent in his entire life.

JOKER MAKING HIS WAY THROUGH THE DARK SHADOWS ALONG THE BACK WALL OF THE AUDITORIUM, looking for Thomas Wayne in the sold- out black-tie audience--

He catches bits of Chaplin's MODERN TIMES projected on a screen behind the Gotham Philharmonic playing the silent movie's score... the Tramp roller skating blindfolded on a date with the Gamin (Paulette Goddard) in a department store.

He continues moving along the wall from aisle-to-aisle looking for Thomas Wayne...

The audience laughs as the Tramp skates blindfolded, skirting along the edge of a balcony with no rail, orchestra playing the bouncy score. Joker can't find Thomas Wayne in the dark--

He moves to the top of the next aisle, pausing to watch more of the film. Suddenly somebody bumps into Joker--

He looks up and sees it's one of Thomas Wayne's TWO SECURITY GUARDS, escorting Thomas Wayne out of the auditorium--

Joker turns and watches them lead him out. Behind Joker on screen, the Tramp is rescued by the girl before he falls off the edge, orchestra swelling--

Joker peeks his head out of the auditorium, sees Thomas Wayne heading into the men's room, his two security guards waiting by the door, still hear the orchestra playing the score--

Joker glances back into the auditorium--

Sees a lobby broom and upright dustpan tucked in the back corner--

Joker's sweeping up the hallway with his head down, hear the orchestra playing the melancholy "Smile" from the film's score. He sweeps along to the music like Emmett Kelly's famous hobo clown... Sweeping around the two security guards' feet... Annoyed, they move a bit away from the bathroom door... And don't give Joker a second look as he heads inside...

Joker sweeps his way into the cavernous, black & white tiled bathroom, ornate gold fixtures. It's empty save for Thomas Wayne peeing at the far end of a long line of urinals.

Joker takes a deep breath, and walks down the line of urinals right up next to Thomas Wayne--

He stands there for a beat while Thomas urinates, lobby broom and upright dustpan in hand--

Thomas Wayne finishes and zips his fly back up. Joker is not sure what to say to him, just says--

Beat.

But Thomas Wayne doesn't hear him, he was flushing the urinal. He walks toward the sink.

Joker follows after him.

And Joker smiles, it's all very emotional for him. Thomas looks over at him like he's fucking crazy.

Joker nods, relieved he finally broke through.

Thomas Wayne just laughs to himself and turns on the gold faucets at one of the sinks.

Thomas Wayne just keeps washing his hands, doesn't even look over at Joker.

Thomas starts drying his hands.

Joker starts to smile, feels a laugh coming on.

Thomas finishes drying his hands. Turns to Joker, his tone way more serious now.

AND JOKER CRACKS UP LAUGHING, interrupting his threat. Laughing right in his face--

Joker's laughing so hard he can't answer.

THOMAS SHOVES JOKER HARD UP AGAINST THE TILED WALL, gripping his neck with one hand. Joker just cracks up louder, he drops the dustpan and broom--

Thomas Wayne's security guards bang open the door, rushing into the bathroom when they hear the shouting--

They stop when they see Thomas has Joker jacked up against the wall.

AND THOMAS WAYNE PUNCHES JOKER STRAIGHT IN THE FACE with his free hand, blood spraying from his nose--

The two security guards roughly throw Joker out of the hall, right in front of the drenched crowd of screaming protesters, TV cameras and photographers now on hand, bulbs flashing--

Joker knowing how to take a fall, plays it up in front of this audience for all it's worth, tumbling end-over-end out onto the plaza in the rain--

He rolls to his feet with a bit of panache and brushes himself off like it was nothing.

The protesters go crazy, cheering and applauding his act--

And Joker takes a deep dramatic bow. Wet hair. Bloody nose.

He turns and sees the security guards coming back out--

Joker takes off running through the plaza in the downpour, running out of the Center for Performing Arts. Turns down a side street almost slipping--

And keeps running even though nobody's chasing after him.

We HEAR the familiar beats of THE SUGARHILL GANG'S "Apache" as Joker just keeps running and running.

Joker knocking on Sophie's apartment door, "Apache" blaring inside. He's soaking wet, clothes clinging to his body.

There's no answer.

He knocks again. Hard to hear anything over the loud music.

Now he tries the door. It's unlocked.

Joker walks into Sophie's apartment, "Apache" thumping, lights dim.

WALKS INTO THE DARK LIVING ROOM, catches a glimpse of Sophie, naked riding on top of SOME GUY on the couch--

The guy sees Joker standing in the shadows and jumps. Sophie turns and sees Joker as well. She screams--

Joker rushing for his mother's apartment.

Behind him, the guy comes out half naked into the hallway, zipping up his pants, screaming at Joker--

Joker doesn't look back, doesn't hear the guy yelling at him--

Quickly opens the door to his mother's apartment and hurries inside.

A GRAY, BEHEMOTH STATE HOSPITAL looming over the city block. Metal screens cover steel-framed windows. Joker crosses the street toward the building, eyes weary, he hasn't slept in days.

HE SEES TWO GOTHAM CITY COPS AND A PARAMEDIC rolling a gurney into the entrance... a naked, sunburned man screaming his head off is handcuffed to the stretcher underneath a white sheet. Joker follows them inside.

Joker sits waiting in a cramped office, looking out a plexiglass window that overlooks the crowded hallway--

A constant din of people moving about, talking and shouting. Patients handcuffed to the armrests of their wheelchairs, lying on stretchers, heads covered with pillowcase turbans or forearms to block out the harsh fluorescent lights.

His gaze is interrupted by a CLERK (40's), ID clipped to his shirt, who's lugging an old heavy file storage box.

He drops the box down on his messy desk with a thud.

Joker nods thanks.

The clerk opens the file box. Starts digging though it. Joker stares out the plexiglass window that faces the hallway--

Beat.

The clerk is half listening as he scans the paper work.

Joker looks up at the guy, thinking he's made a connection.

For the first time, the clerk looks at him--

The clerk just nods. Finally finds what he was looking for.

He pulls out an old file, bulging with yellowing records. Moves the box to the floor and sits down at his desk.

The guy opens the file. Yellowing pages of her records--

The clerk stops reading out loud, eyes going wide as he skims* further ahead. Joker just looks at the guy, waiting to see * what he's gonna say. *

CLERK * You said she's your mother?

Joker just nods.

CLOSE ON JOKER, he shakes his head and smiles to himself.

The clerk puts the file down on his desk--

Joker just sits there, thinking it all over for a moment.

Then snatches the file off the clerk's desk--

The clerk grabs it as well.

They play tug-of-war with the file, it's awkward and goes on way too long. Finally, Joker shoves the guy hard and pulls the file away--

He takes off running out of the office with it. The clerk watches for a beat, but does nothing.

Joker running down the hallway, files in his hands. Frantic. Unaware he is not being chased.

Turns a corner and runs down another long hallway.

Gets to a stairwell door and runs in.

Bounding down the steps. He stops at a landing below. Looks * up, sees no one is chasing after him-- *

ANGLE ON JOKER, catching his breath. He opens the file, flipping through the records, finds the page the clerk was reading. As he reads it over for himself, he HEARS his mother* being interviewed for her psychiatric assessment, over 30 * years ago. *

CUT TO: *

(FLASHBACK) *

Penny Fleck (late 20's) is sitting across the table from DR. * BENJAMIN STONER (50's), in a dreary small interview room, * windows covered with security screens. Penny takes a drag off * a cigarette, her face is beaten to shit, nose battered, lip * busted up. *

Dr. Stoner is going over Penny's thick file, the same file * Joker's holding in his hands. *

DR. STONER * We went over this, Penny. You * adopted him. We have all the * paperwork right here. *

Penny doesn't say anything, just smiles like she's in on a * big secret. And exhales smoke. *

Dr. Stoner keeps going through the file, pulls out black & * white forensic photographs of three-year-old Joker's body-- *

DR. STONER * You also stood by as one of your * boyfriends repeatedly abused your * adopted son. And battered you. *

Penny looks at Dr. Stoner like he's crazy. *

MOM * He didn't do anything to me. Or to * my boy. Can I go now, I don't like * hospitals. *

Dr. Stoner lays out the photographs in front of Penny-- *

Penny keeps smoking her cigarette, glances down at the * photos, we catch glimpses of various bruises on parts of * Joker's body... A filthy crib... A rope tied to the * radiator... *

CUT BACK TO: *

Joker looking over the same black & white photographs, still * HEARS his mother-- *

Joker looks up from the file when he hears/reads this, turns * and looks at Penny's reaction-- HE'S NOW IN THE INTERVIEW * ROOM WITH THEM, living what he's reading on the page. *

He sees his mother lean forward in her chair, glaring at Dr. * Stoner-- *

MOM * That's not true. My apartment * wasn't filthy. I keep a clean * house. *

Joker just stares at his mother. *

Dr. Stoner looks at Penny, not sure how to respond to that. *

DR. STONER * (beat) * And what do you have to say about * your son? *

ANGLE ON PENNY, thinking it over, taking a drag off her * cigarette. *

MOM * I'm just glad I got to know him. *

Joker just keeps staring at her as she exhales-- *

JOKER BACK IN THE STAIRWELL LOOKS UP FROM THE FILE, looks * like maybe there's cigarette smoke drifting in front of his * face-- *

CUT TO: *

Joker walking fast toward the playground. Sees Sophie talking with some other moms, as GiGi and a few kids play on the monkey bars.

Sophie walks toward him, still disturbed about last night--

He is taken aback by her anger--

Some of the other mothers turn toward them--

GiGi runs up to Sophie's side to see what's going on, to see if her mother's okay.

Before GiGi leaves Joker looks down at her--

Joker turns to go, behind him GiGi starts to cry. He's close to tears himself.

Sophie takes off after him, and reaches out and grabs him-- Joker spins quickly around to face her, looks like he might even hit her--

And Sophie slaps him hard across the face-- Then turns and walks away.

CLOSE ON JOKER, he begins to laugh--

Joker manically pacing around the living room, banging the * side of his head with his hand, muttering to himself, almost * like he's having a conversation with himself, taking part in * some story in his head, in the background the 11:00 News is * playing on the television. *

Footage of a protest in front of Wayne Tower... Protesters in "Joker" clown masks... Hear the NEWS ANCHOR's bombastic voice over, "The anger and resentment that's been building up for weeks now, seems close to exploding. Protestors today, many dressed as clowns, took to the streets in front of Wayne Tower in one of many planned demonstrations."

Joker stops when he hears this, turns to the flickering screen--

ANGLE ON TELEVISION, protesters in the middle of a massive crowd outside a Wayne Tower.

"CLOWN" PROTESTER #1 (ON TV) You'll see what's gonna happen at City Hall next Thursday. We're gonna--

Joker sits down on the couch eyes, leaning forward to make sure he's seeing what he's seeing--

"CLOWN" PROTESTER #2 (ON TV) (interrupts; screaming into camera) [Beep] the rich, [beep] the media, [beep] the blacks, [beep] the whites, [beep] everybody. They all [beeped] us, that's what this is [beeping] about!

CLOSE ON JOKER, doesn't even blink, it's like he's watching himself on television.

Sun peeking through the windows. PHONE RINGING. Joker opening his eyes.

His orange cat is sitting on his chest, staring at him.

Joker finally got some sleep. He lies there for a beat. Phone still ringing, until the machine picks up the call.

Joker sits up, the cat jumps off his chest. He can't believe * what he's hearing. He gets up off the couch as the woman * continues to leave a message on the machine-- *

Joker picks up the phone-- *

JOKER * (into phone; skeptical) * Who is this? *

Beat. *

JOKER * (into phone) * Yes. *

Joker looks down at the cat purring at his feet, and kicks it* away. *

PUSH IN ON JOKER'S FACE, as it sinks in. *

JOKER * (into phone) * Murray wants me to come on the * show? *

As the PUSH IN ON JOKER finishes. *

Hold. *

JOKER WALKS INTO HIS MOTHER'S SHARED HOSPITAL ROOM, passing an elderly wheezing woman in the bed closest to the door. Sees his mom in her bed by the window.

He pulls the blue curtain separating the beds, giving him and his mother some privacy. Sits down on the edge of her bed.

She smiles when she sees him. Still fairly incapacitated.

He leans down close to her. Speaks softly, but filled with rage--

She looks at him confused. *

She looks away.

Her whole body is shaking, overwhelmed with emotion.

She looks back him, struggles to speak--

He reaches behind her, grabs one of her pillows--

Leans down closer, face-to-face with her--

Other side of the blue divider curtain. We see Joker's feet shifting a little.

SLOWLY WE PULL OUT, backing out of the room. Leaving behind whatever Joker's doing to his mother on the other side of the curtain. And we HEAR applause... *

JOKER'S STUDYING VHS TAPES OF "MURRAY FRANKLIN LIVE!", studio * audience applauding Murray... He jots down notes in his worn * notebook... Watches the guests come out... how they cross the * stage... how they greet Murray... how they sit down... if * they cross their legs or not... studying how he should act, * how to be a person like other people. *

His cat sits on top of the TV watching him the whole time, * never taking her eyes off him.

JUMP CUT:

Practicing. Joker walks across the living room like he's on the show, smiling, waving to the "audience"... He mimes shaking Murray's hand... Mimes unbuttoning his jacket and sits down. He smiles and pulls out his worn notebook from his* pocket-- *

JOKER * You wanna hear a joke, Murray? *

He "waits" for Murray to answer. Then Joker nods okay and * opens his notebook-- *

JOKER * (reading) * Knock-knock. *

His cat still watching him, now at his feet. Joker crosses and uncrosses his legs... Looks uncomfortable.

He glances down at his cat. It's as if he can hear the cat talking to him.

Joker gets up off the couch and walks back across the living * room. Waves to the "audience"... Mimes shaking Murray's hand... Mimes unbuttoning his coat and sits down... Crosses his legs.

Joker stands back up.

Looks down at the cat again.

Joker sits back down... Doesn't cross his legs this time.

WIDE SHOT, a lone figure in a vast sea of mass graves, grey * headstones. This is where they bury the poor and the unclaimed dead.

Joker stands by his mother's grave. His head bowed, face in his hands, his body convulsing. He's dressed in an ill- fitting faded rust colored suit, almost shiny from all the wear. Behind him in the distance, the TWO DETECTIVES stand by their parked car on the cemetery roadway. Sun dying in the sky.

CLOSE ON JOKER'S FACE BURIED IN HIS HANDS, see he's laughing-- impossible to tell if he's laughing because of his condition or laughing for real.

Joker walking away from his mother's grave, goes to the two detectives -- GARRITY and BURKE -- waiting for him by their unmarked car. His face is still red, tears in his eyes from laughing.

Joker just stares at the two detectives.

Awkward beat.

Joker pauses for a moment, then starts to walk away.

Joker turns back to them.

The detectives share a look. Garrity pulls out a card. Hands it to Joker.

Joker looks back up.

We hear applause followed by the familiar opening riff to ELTON JOHN'S "Bennie & the Jets".

JOKER'S LEANING OVER THE BATHROOM SINK, water running. He's wearing rust colored pants and a white "beater" T-shirt.

A "Joker" clown mask hangs off the dirty mirror by its elastic band. "Bennie & the Jets" blaring from a transistor radio turned all the way up.

Joker lifts his head up. He's dyed his hair green like his old "Mr. Jingles" clown wig-- but he's missed spots. Some of his hair is still its original color, sticking out all helter- skelter.

JUMP CUT:

Now he's smearing white grease-paint all over his face.

He's dancing along to the music, gyrating and thrusting his hips to the beat, as he glances at the mask hanging from the mirror, trying to copy how it looks... A copy of a copy of himself.

He barely hears someone banging on the front door over the loud music--

Doesn't answer. Joker just keeps putting on his make-up, dancing provocatively to the music.

More banging on the front door.

Joker casually opens the medicine cabinet. Finds some old rusty scissors and turns the radio off--

Joker unlocks the locks, keeping the security chain latched, * and cracks open the door,-- Sees Randall. Looks down, and * sees Gary next to him. Undoes the chain and opens the door * for them-- *

Randall and Gary get a look at Joker's face, his dyed green * hair still wet, streaking white grease-paint smeared over * part of his face-- *

Joker shakes his head no, steps aside so they can come in, * palming the scissors in his hand--

Randall looks at him and laughs--

Joker shuts the door behind them. Locks the chain-lock.

RANDALL * (nodding) * Yeah we heard. That's why we're * here. Figured you might wanna go * out, get a drink or something? *

Joker doesn't answer. *

Awkward beat. *

GARY * We don't wanna bother you. Randall * just thought we should come and pay * our respects. *

RANDALL * Yeah, we're family. We gotta stick * together. *

Joker stares at Randall. *

JOKER * (beat) * It's not a good time. I'm in the * middle of something here. *

GARY * Of course. No problem. Another * time. *

Gary turns to go. Randall pauses for a moment, has something * else to say before he leaves-- *

RANDALL * Yeah. Another time, then. Oh hey,-- * one other thing-- *

He takes a step closer to Joker-- *

RANDALL * Listen, the cops have been poking * around the shop, they're talking to * all the clowns about those subway * murders and-- *

GARY * (interrupting) * They didn't talk to me. *

RANDALL * (snaps at Gary) * That's because the suspect was a * regular-sized person. If it was a * fucking midget you'd be in jail * right now. * (turns back to Joker) * Anyway, Hoyt said they were looking * for me, and, and I just wanna see * what you said. You know, make sure * our stories line up, bein' that * you're my boy and-- *

AND JOKER STABS THE SCISSORS AS DEEP AS HE CAN into Randall's* neck. Blood spurts. Randall screams. Gary stumbles back in * shock-- *

Joker pulls them out and jams them into Randall's eye before he can react. The sound is sickening. Gary's screaming in the background--

Randall blindly fights back, screaming in pain, flailing his arms, his own blood blinding him--

Joker grabs Randall by the head -- all of his pent up rage and frustration pouring out of him -- AND SLAMS HIS HEAD AGAINST THE WALL.

AGAIN. And AGAIN. And AGAIN.

Joker lets go of Randall's head, and Randall drops to the ground. Joker leans back against the wall, out of breath, kind of slides down the wall to the floor--

Sees Gary huddled in the corner, trembling with fear--

Gary doesn't answer. Doesn't move--

Gary backs away toward the door. Joker sits there for a moment, breathing heavy, wipes Randall's blood off his face--

Joker turns, sees Gary at the front door. He points up high to the chain-lock. He can't reach it.

Joker just shakes his head to himself and gets up to unlock the door.

He walks past Gary who's still trembling almost too afraid to look up at him. Joker leans over him and undoes the chain, opens the door. Gary bolts, running down the hallway as fast as he can--

(Over the following, we don't see Joker's face. We don't reveal his finished "look" just yet.)

CLOSE PICKING UP HIS NOTEBOOK, fanning through the pages-- * Pausing at the BLACK & WHITE RIPPED PHOTO OF BRUCE WAYNE for a moment. Continues, stopping at the same entry from the opening scene--

CLOSE ON WORDS, "I just hope my death make more sense than my life."

CLOSE ON TAKING RANDALL'S WALLET OUT OF HIS BLOOD SOAKED * PANTS, pocketing all the cash.

CLOSE ON BUTT OF A GUN STICKING OUT OF RANDALL'S WAISTBAND, * glimpse Joker's hand reaching for it-- *

JOKER'S P.O.V. FINISHING WRITING A NOTE, "On Murray Franklin * Tonight -- Please Watch!" *

CLOSE ON STUFFING THE NOTE AND ALL OF RANDALL'S MONEY into an* envelope-- *

TURNING ENVELOPE OVER, WRITING "SOPHIE" on the front. *

CLOSE ON THE ORANGE CAT AT THE WINDOW, and maybe if we're looking close enough we notice something strange... the cat has no reflection.

ANGLE OVER JOKER'S SHOULDER OPENING THE WINDOW, shooing the * cat out onto the fire escape, out into the dying day-- *

CLOSE ON THE CAT LOOKING BACK AT JOKER FOR A LONG MOMENT, before scampering off out into the world, leaving him behind for good.

As he closes the window wealmost catch Joker's reflection in the glass--

FOLLOWING BEHIND JOKER, walking down the hallway as if in slow motion, heading for Sophie's apartment. His dyed green hair now slicked back.

He's wearing the ill-fitting rust colored suit he wore to his mother's funeral.

STILL FROM BEHIND, he lays the envelope in front of Sophie's * door, then pulls something else out of his pocket -- his body * obscuring what it is -- puts it down by her door and leaves. *

As he walks away down the hallway, we see what else Joker * left behind-- *

HIS WAND OF FLOWERS, at Sophie's door. *

Hold. *

FROM BEHIND JOKER STEPPING ONTO THE ELEVATOR, TURNING TO FACE * US AS THE DOOR STARTS TO CLOSE, FINALLY REVEALING HIS LOOK-- *

Green hair slicked back like one of the Wall Street assholes * he killed... White grease paint smeared over his face... red * nose painted on... dark blue peaks over and under his eyes... * his mother's red lipstick crudely outlining his broken * smile... Under the harsh flickering fluorescent lights, he * looks like an insane version of his mask. *

The door closes on his new face.Ding. *

Joker steps out of his building into the setting sun, just as * Garrity and Burke are getting out of their unmarked Ford LTD * Crown Vic-- *

DET. GARRITY * Hey Arthur, where you going? *

DET. BURKE * Yeah, thought you were coming down * to the station this morning. *

And Joker takes off running--

Garrity gives chase on foot as Burke hurries back into the car-- *

Joker darts out from his block into the avenue, sprints across the busy, two-lane street without looking--

Running right in front of an oncoming YELLOW CAB on the far side of the street--

BAM!

The cab hits him and Joker goes crashing into the windshield. Bounces up and over the car. Landing hard on the pavement--

The car directly behind the cab skids to a stop just before running over Joker's face. Swerving into the other lane and CRASHING INTO an oncoming truck.

Cars on both sides of the street skidding trying to stop-- Crashing. It's chaos.

Joker pops back up from getting hit. He's in pain. But not dead.

Garrity has drawn his service revolver as he makes his way through the pile up. And Burke, now blocked because of the crash has jumped out of his car--

Joker takes off running, limping down the street toward an entrance for the elevated train--

Joker hustling up the stairs, dripping sweat, his white grease-paint running down his face. He gets to the top of the stairs, looks back and catches a glimpse of Garrity and Burke at the bottom--

Joker makes his way down the crowded platform, the passengers starting to file on a waiting Lexington Ave/Pelham Express Train heading downtown. The train's packed with protesters heading to the rally at City Hall. Many carrying signs... most of them in "Joker" masks... a few painted up to look like the "Joker" mask. Joker fits in with all of them. *

He looks through the crowd of clowns and sees the two cops getting to the top of the stairs, looking up and down the platform for him. Pulling out their badges on chains from around their necks. Identifying themselves as cops.

Joker's willing the doors to close. But they don't.

The two detectives run onto the train just as the doors are finally closing--

Joker moves through the loud train pushing through the rowdy protesters-- Into the next car, all of them packed. *

AS THE TRAIN GOES UNDERGROUND, the lights flicker on and off--* car GOING BLACK FOR A FEW SECONDS as the train turns and dips* and speeds down the tracks. *

Joker glances back at Burke and Garrity pulling out their * badges on chains around their necks. Smith & Wesson service * revolvers by their sides. Shouting at the crowd, identifying * themselves as cops. *

Joker hears some on the train shouting back in anger at the * police, keeps moving... past clown-faced protestors carrying * signs, "RESIST"... "AM I A CLOWN?"... "SAVE A CITY, KILL A * YUPPIE"... *

The two cops push through the car, scanning all the "clown" * faces... So many look like Joker. They just shove protesters * out of the way, shouting at them all the while. A few more * voices rising up in protest-- *

Joker feels Burke and Garrity behind him getting closer. In * the flickering light sees a DRUNK GUY (20's) wearing a * 'Joker' mask and pulls it right off his face-- *

The drunk guy turns ready to fight. *

He throws a punch at Joker, and Joker steps out of the way-- *

The guy pummels someone else-- *

A FIGHT BREAKS OUT, spilling down the car. *

Joker slips the clown mask over his clown face-- *

AND JUST STANDS THERE IN THE MIDDLE OF THE CHAOS, at home * with the chaos all around him-- *

Garrity and Burke spot Joker's rust colored suit in the * middle of the unruly mob-- *

Burke pulls his gun-- *

BURKE * (shouting) * EVERYBODY DOWN, GOTHAM PD! *

The crowd doesn't drop to the ground. They just keep fighting* with each other-- *

Burke sees Joker just standing there. Keeps yelling for the * crowd to get down, get down, but they don't listen to him-- *

He starts shoving protestors down, out of the way-- and *

AND THEN THE MOB TURNS ON HIM AND GARRITY, starts closing in * around them-- *

Garrity and Burke are pointing their guns at the crowd, * yelling panicked for them to back off, back off, and one * idiot reaches for Garrity's gun-- *

Bang. *

Burke fires into the crowd, as the train pulls into the * station-- *

A protestor falls dead. The other clowns on the train go * crazy, starting to riot. Glimpse Joker walking away calmly * out of the chaos. Taking off the mask and dropping it at his * side as he steps off the train, disappearing onto the crowded * platform. *

CUT TO: *

An excited line of ticket holders waiting to get in to "Live with Murray Franklin!" The poster marquee box near the door reads: "TONIGHT'S GUESTS. Lance Reynolds. Dr. Sally Friedman. And Special Guest."

They swing open the doors and start to let the audience inside...

Random fans and autograph hounds hanging out by the backstage door, waiting for the night's guests to arrive...

Studio audience filing into the studio, being seated in the wide bleachers along one wall. Three TV monitors hang from the ceiling, facing the audience. Three studio cameras on the floor, black cables strewn everywhere.

The set for "LIVE WITH MURRAY FRANKLIN!" is dark... but we can still make out his desk... guest chairs... Don Ellis and his Jazz Orchestra's band stand... big blue curtain.

The host of the show, MURRAY FRANKLIN (60's), usually quick with a bemused grin but right now in a sour mood, walks fast down the hall toward the drab dressing rooms with his old- school producer, GENE UFLAND (60's), who's holding the show's rundown rolled up in his hand.

A young BLONDE INTERN walks by in the opposite direction. She nervously smiles to them and keeps walking. Both men turn and check out her ass. Murray winks at Gene.

Joker's sitting on a small couch in the cramped dressing room, watching the local news on a TV that's mounted up on the wall, live shots from the subway station where Burke shot * the protestor, footage of the City Hall rally, clashes with * police. *

He's cleaned himself up as best he could... white grease- paint smeared more evenly over his face, green dyed hair slicked back in place. Red lips redone.

Murray and his producer Gene open the dressing room door without knocking--

Joker gets up off the couch and goes to shake Murray's hand. Murray pauses when he sees Joker's face.

Murray nods not listening, he's heard this before.

GENE UFLAND * (upset) * Your act? Didn't you hear that a * kid got killed on the subway and * two cops who were almost beat to * death? You didn't hear about the * dozens of protestors and police * injured in the riots? *

Joker looks like he's about to bust out laughing. All of that* news is playing out on the TV above their heads. He takes a * deep breath. Swallows the laugh. *

Beat.

Gene and Murray share a look.

Murray thinks about it for a beat.

Gene rubs his temples, he doesn't like this, but Murray is the boss.

Joker nods good. Smiles back at Murray.

Murray and Gene turn to go, exchanging smirks with each other as they walk out, making light of Joker who we see behind them still standing there.

Murray and Gene look back at him

Joker smiles, the guys can't tell if he's kidding or not.

Murray starts to laugh at Joker as he closes the dressing room door, shutting it right in his face.

JOKER'S BACKSTAGE AT THE EDGE OF THE BLUE CURTAIN, trying to watch the show through a slim gap. Behind him there's a monitor on a cart playing the live feed.

He moves the curtain aside to get a better look-- Glimpses Murray laughing, finishing up talking to noted sex therapist DR. SALLY FRIEDMAN (60's).

The audience laughs.

Another big laugh.

APPLAUSE SIGN LIGHTS UP. Everyone claps. Joker keeps watching* Murray through the slim gap at the end of the curtain. Hears the floor director shout, "And we're out. Back in three." *

Joker adjusts the waist of his pants under his jacket. Takes * a deep breath. *

Perched one story above the studio. There's a long console where the DIRECTOR sits in front of a gooseneck microphone, looking over a double-bank of monitors.

Sitting next to him are the ASSOCIATE PRODUCER who times the show, and the TECHNICAL DIRECTOR who operates the board. The monitor showing the live feed is playing a commercial.

ON THE SHOW MONITOR, video of Joker's original stand-up performance comes up with the show's graphic in the lower right of the screen.

ON THE SET, Murray watches the clip on the monitor above his desk, can't help but laugh. Sees the FLOOR DIRECTOR counting him down silently with her fingers... Three... Two... points to Camera One.

BEHIND THE BLUE CURTAIN, Joker gathers himself, ready for his moment. Doesn't hear his introduction or see a STAGEHAND pull open the curtain for him to go out--

ON SET, THE CURTAIN'S OPEN, Don Ellis and his Jazz Orchestra are playing Joker on. He doesn't come out. Murray looks over to the empty space in the curtain.

The audience laughs.

BEHIND THE CURTAIN, Joker sees the stagehand motioning for him to go out on stage. Joker starts out, pausing when he takes a step into the bright lights. The stagehand doesn't see him stop, and drops the curtain back on Joker before the audience can really see his face--

Tangling Joker up in the curtain.

The audience keeps laughing thinking it's part of his act. The band keeps playing him on. Joker untangles himself from the curtain and the audience gets a good look at him.

Some continue laughing. A few boo. Most don't know what to make of him.

Joker walks across the stage, forgetting to wave like he practiced. He trips over the riser surrounding the set when he goes to shake Murray's hand. Almost falls on him.

Murray tries not to crack up. The audience laughs. Thinks it's part of Joker's act.

Joker reaches out to hug Dr. Sally as she goes in for a handshake. Another awkward moment. More laughs.

Joker finally sits down next to Murray. Crosses and uncrosses his legs. Can't get comfortable.

Joker's not listening to Murray. He's mesmerized by all the lights shining on him... all the eyes on him... he doesn't answer Murray.

Nervous laughter from the audience.

AND JOKER STARTS TO LAUGH. Not embarrassed of it anymore. He goes with it. Giving in to it, enjoying the laughter.

Joker just keeps cracking up. Audience still isn't sure what to make of him. There's some awkward laughter.

Nobody's laughing in the booth.

Murray glances over at his producer Gene Ufland, who's sitting off-camera on a director's chair by a monitor. Gene shrugs at him.

The audience claps, egging Joker on to tell a joke.

Joker looks over at Murray -- his laughing fit finally subsiding -- and reaches into his jacket pocket and--

Pulls out his worn notebook, catching his breath. Looks through it to find a new joke.

The audience laughs. Joker smiles, opens the page to Bruce Wayne's photo, pauses for a moment then turns the page. Finds a joke--

Murray makes a face like, "Okay, I’ll go along with this."

Beat.

The associate producer tries not to laugh, but she can't help it. The director looks over at her like she's lost her mind.

ON THE MONITORS, some of the audience cracks up. Joker smiles at the response. Murray Franklin shakes his head, smirking at the joke despite himself.

Joker leans over interrupting Murray, whispers something to him.

Murray nods as Joker whispers.

Joker puts the notebook back in his pocket. Crosses his legs, starting to get a bit more comfortable.

The audience laughs.

Murray's not sure if this is part of his act.

Laughter from the crowd.

A few in the audience groan. A couple even laugh. Still think it's just Joker's edgy, off-kilter sense of humor.

Don Ellis plays "wha-wha-wha-whuuuuh" on his trumpet from the band stand.

Murray glances over at Gene in the wings. He gives him the "wrap it up" sign.

The audience laughs.

Beat.

Studio audience can't tell if he's joking or not. Murray can't either.

The director stares at the monitor.

ANGLE ON MONITOR, Camera Three zooming in close on Joker's face.

Gene Ufland is now standing up from his chair. Motions for Murray to kill the interview. Murray shakes his head to himself. This is a big "get," it could be great television.

Sophie's sitting on her couch watching this interview play out on TV. GiGi's asleep next to her. The open envelope and * the money are lying on the coffee table. No sign of the * flowers anywhere. *

Sophie edges forward on the couch, can almost see a hint of agreement on her face.

Back on set, we can tell by the way Murray's now interviewing Joker, talking to him slower, more thoughtfully, that he thinks this is gonna get him an Emmy... Maybe even a Peabody.

Some audible groans from the audience. *

JOKER * Why is everyone so upset about * these guys? Because Thomas Wayne * went and cried about them on TV?

MURRAY FRANKLIN * You have a problem with Thomas Wayne, too?

Joker "howls at the moon." It's fucking weird.

OFFICERS AND DETECTIVES JUMPING INTO ACTION, rushing past a small portable black & white television sitting on one of the desks, hear one of them shout--

ANGLE ON THE LITTLE TV, TIGHT TWO-SHOT OF JOKER looking at Murray.

Back on set. Joker looks straight at Murray.

There is no more laughter. The audience is watching this exchange with full attention.

Joker nods in agreement, yeah, it's because of what he did. *

JOKER * How about another joke, Murray? * What do you get when you cross a * mentally-ill loner with a system that abandons him and treats him like trash?

Murray pauses for a minute, not really listening to Joker, suddenly realizing the seriousness of the situation. He starts to turn to camera--

And as Murray Franklin turns back to him, JOKER SHOOTS THE SIDE OF MURRAY'S HEAD OFF--

Blood splatters all over the back of the set. Some spraying in Joker's face. AUDIENCE SCREAMS! Dr. Sally dives for the floor.

Sophie screams and jumps to her feet horrified! Waking up GiGi who starts to cry when she sees what's on television--

ON THE TELEVISION, Joker gets up and walks right up to the camera. Blood sprayed over his white painted face. Hear the studio audience still screaming, bedlam all around him.

And as Joker waves goodbye to the home audience, a black & * white "INDIAN-HEAD TEST PATTERN" cuts off the show-- *

"PLEASE STAND BY"

HERB ALPERT'S "Spanish Flea" plays underneath.

Beat.

BACK LIVE IN THE STUDIO, JOKER'S TACKLED BY TWO SECURITY * GUARDS AND SOME STAGEHANDS, still hear screams of terror from* the audience around him. *

HIS FACE HITS THE SHINY FLOOR AS IF IN SLOW MOTION-- *

And we HEAR the soft and familiar opening to FERRANTE & * TEICHER's piano version of "Send in the Clowns". *

CUT TO: *

JOKER GAZING OUT THE WINDOW, at all the violence and madness * in the city. We only see it in the reflection of theglass... * the fires burning... the mob crowding the streets. Joker's * handcuffed in the back of the squad car moving slowly through * the rioting, sirens wailing, red lights flashing, blood still * splattered on his face. *

STAY ON JOKER'S FACE AS HE HEARS THE POLICE RADIO CRACKLING, * reports of rioters in "Joker" masks setting fires, breaking * windows, looting stores. *

The images reflected in the window start to speed up as the * officer driving weaves faster through the chaos. *

POLICE OFFICER #1 (OS) * Look what you caused, you freak, * the whole city's on fire because of * you. *

AND JOKER BANGS HIS HEAD HARD AGAINST THE STEEL MESH CAGE-- * BAM. *

POLICE OFFICER #2 (OS) * Keep it up, asshole. Watch what * happens when we get to the station. *

HE BANGS HIS HEAD AGAIN. BAM. BAM. Some blood is forming on * his forehead-- *

POLICE OFFICER #1 (OS) * (glancing at Joker in the * back seat, shouting) * -- Calm the fuck down, you're not * going anywhere! *

And when the cop driving turns back, catch a glimpse of * someone or something running out into the street in front of * the speeding squad car-- *

CLOSE ON JOKER AS THE SQUAD CAR SWERVES OUT OF THE WAY, Joker* banging up against the door-- *

CRAAAASSSHHHHHH!!!! *

The squad car hits a parked car hard and flips over, sliding * across the street on its roof-- *

SPARKS FLY UNTIL FINALLY THE UPSIDE DOWN SQUAD CAR COMES TO A* STOP. Smoke rising from the wreck. Ferrante & Teicher's piano* only version of "Send in the Clowns" still playing... *

Both police officers in the front seat are either unconscious* or dead. We see movement in the back seat, hard to tell * what's going on inside. *

Suddenly the back door kicks open-- *

And Joker falls out of the car, landing hard on the street, * one hand free, handcuffs dangling from his other hand. Hear * sirens in the distance-- *

JOKER LEANS BACK AGAINST THE CAR, his face bloody, his body * broken from the crash. Sitting there amongst the wreckage, * can still see and hear the chaos, the fires burning all * around him. He reaches for a jagged shard of broken glass-- *

And pauses for moment catching his breath, hand holding the * jagged glass resting on his lap, wailing sirens getting * closer, looks like he's about to cut his wrists-- *

A WELL-HEELED CROWD LETTING OUT OF A MOVIE THEATER, the * violence has even reached up here, the nice part of town... * Sirens wailing, gangs of punks wearing "Joker" masks running * past, breaking car windows, fires burning... Catch a glimpse * of the lit up marquee listing the films playing, "Blow Out" * and "Zorro the Gay Blade". Hear "Send in the Clowns" still * playing... *

FROM BEHIND SEE A SILHOUETTED COUPLE AND THEIR KID hurry down* the dark side of the street, ducking into an alley to avoid * the chaos-- *

Catch a glimpse of a punk in a "Joker" mask following after * them pulling a gun-- *

Joker lifts the jagged shard of glass, handcuff swinging... * Passes by his wrist... And starts cutting into the slit on * one corner of his mouth, making his smile longer and wider. * Blood pouring down his face, onto his hand... *

Joker tearing into the other side of his mouth, jagged glass * ripping into his flesh, spurting blood, handcuff swinging-- * Sirens on top of him, red lights flashing over his face-- *

ANGLE ON JOKER LIT UP RED, done cutting his smile, letting go* of the jagged bloody shard... Leans his head back against the* squad car, and closes his eyes, covered in his own blood. * He's finished. *

Now he is the Joker. *

FROM BEHIND, FAMILY IN THE SHADOWS sees the guy's eyes go * wide behind the mask, pointing his gun, music swelling-- *

PUNK * (shouting) * You still think we're all fucking * clowns? *

And the punk shoots the man. Reaches out and grabs something * off the woman's neck before he shoots her as well. Both fall * to the ground dead. Revealing their young son standing behind * them-- *

CLOSE ON EIGHT-YEAR-OLD BRUCE WAYNE, closing his eyes as * blood sprays across his face. He opens his eyes and looks up * scared at the man in the "Joker" mask who killed his parents, * Thomas and Martha Wayne. "Send in the Clowns" ends. *

CUT TO BLACK. *

A long beat. *

HEAR LAUGHTER. *

The sound of a man totally cracking up. *

FADE IN: *

CLOSE ON JOKER, tears in his eyes from laughing so hard. He's * enjoying it, not trying to get it under control. *

His head's been shaved. He looks medicated or maybe even * lobotomized. Wearing white institutional clothes. *

HIS NEW SMILE IS ALL STITCHED UP, cut deep up the corners of * his mouth. Forming a longer, "happier" smile. *

He's sitting across from an overworked HOSPITAL DOCTOR * (50's), African American woman. Somehow it's the exact same * room Joker imagined his mother was in some 30 years ago. The * room and the doctor also look vaguely similar to the social * worker and her office in the opening scene. *

The doctor just sits there, waiting for him to stop laughing. * A weathered notebook is on the table in front of him. * Finally, Joker stops himself. *

HOSPITAL DOCTOR * What's so funny? *

He takes a deep breath, his eyes are glazed over. His voice * is scratchy, like he doesn't use it much. *

JOKER * -- just thinking of this joke. *

HOSPITAL DOCTOR * Do you want to tell it to me? *

Beat. *

JOKER * No. *

HOSPITAL DOCTOR * Because you don't think I'll get * it? *

JOKER * Because it's personal, it's between * me and him. *

Beat. *

HOSPITAL DOCTOR * Okay. Is the medication working? * How's your sleeping? *

JOKER * (nods yes) * ... *

HOSPITAL DOCTOR * How are you feeling? *

JOKER * Good. Everything's good now. *

HOSPITAL DOCTOR * Have you been writing in your * journal? *

Joker slowly nods. *

HOSPITAL DOCTOR * Great. I want to make sure you're * keeping up with it. *

JOKER * (beat) * Yeah. *

HOSPITAL DOCTOR * Have you written about your * episode? About what happened? *

JOKER * How I remember it. *

HOSPITAL DOCTOR * (re: the journal) * Can I see? *

Joker slides his journal across to her. She picks it up and * flips through the pages-- *

ANGLE ON JOURNAL, blank page after blank page, there's * nothing inside of it. *

The doctor looks up at him confused. *

ANGLE ON JOKER, a smile creeping across his face. And we HEAR * the groovy organ opening to FRANK SINATRA's anthem "That's * Life"... *

Beat. *

From behind, see Joker shuffling down the hallway past all * the other mental patients, an orderly by his side. Sinatra * starts singing. *

And Joker does a slide step to the music like he can hear it * too... into a skip... and another slide step into a spin... * Dancing down the hallway into the sunset... *

IRIS OUT: *

"That's Life" keeps playing over credits. *