Directed by Joel Schumacher, and written by Lee Batchler, Janet Scott Batchler, and Akiva Goldman. Based on DC Comics characters created by Bob Kane.

Batman/Bruce Wayne

• Tampering with people's brain waves, brain manipulation. It simply raises too many questions.
• [reason why so many women love him] The car. Chicks love the car.
• You called me here for this? The Batsignal is not a beeper.
• I guess we're all two people.
• A man's gotta go his own way.
• Poor Edward. I had to save them both. You see, I'm both Bruce Wayne and Batman. Not because I have to be. Now... because I choose to be.
• You trying to get under my cape, doctor?
• We all wear masks.
• I don't blend in at a family picnic.
• I haven't had that much luck with women.
• "We're 5 little items of an everyday sort. You'll find us all in a tennis court". In... A-E-I-O-U. Vowels.
• There is no way for me to save them or myself. This is all one giant death trap.
• Wait! I have a riddle for you! I see without seeing. To me, darkness is as clear as daylight. What am I?

The Riddler / Edward Nygma

• [off Stickley] And some people are trying to keep us apart.

• You were supposed to understand. I'll make you understand!

• [mocking Bruce] There's too many questions. There's too many... [makes weird sounds] I'll show you it works!

• [hitting Stickley over the head with a coffee-pot] Caffeine will KILL YA!

• Rise and shine, my little guinea-pig...

• [to Stickley] This won't hurt a bit. At least, I don't think it will.

• [imitating game show host] Edward Nygma, come on down! You're the next contestant on "Brain Drain"! [imitating shy game show contestant] Um, gee, ooh, uh, I'll take what's inside thick skull #1! [imitating game show host] What have we got for him, Johnny? (laughs) Stickley! I'm having a breakthrough! And a breakdown? Maybe! Nevertheless, I'm smarter. I'm a genius. No, several geniuses! A gaggle! A swarm! A flock of freakin' Freuds! Riddle me this, Fred! What is everything to someone and nothing to everyone else? Your mind, baby! And now mine pumps with the power of yours! [singing] I'm sucking up your I.Q., vacuuming your cortex, feeding off your brain!

• Fred... BABE!... You are fired! Or should I say... terminated?

• (after throwing his old supervisor out of a window and into the water below) SURF'S UP, BIG KAHUNAAAAAAAAAAAAA! (winces) Ooooh! Nice form, but a little rough on the landing. He may have to settle for the bronze! (evil laughter)

• Questions, Mr. Wayne. My work raises too many questions. Why doesn't anybody put you in your place?

• [after Two-Face shoots at the roof in joy] Has anyone ever told you that you've got a serious impulse control problem?!

• This is your brain on the box. This is my brain on the box! Does anybody else feel like a fried egg?!

• [to Two-Face] Here's the bargain: you will help me steal Gotham capital, so I can put a Box on every TV in town, then I will be Gotham's cleverest carbon-based life-form! And in return, is everyone paying attention? I will help you solve the greatest riddle of all. The mother of all riddles! Who is Batman?

• You should have let me in on this. We could have planned it, organized it, pre-sold the movie rights!

• [to Two-Face after Batman shows up] Your entrance was good. His was better. The difference: showmanship.

• [to Two-Face when he discovers Batman's true identity] Riddle me this: What kind of a man has bats on the brain?

• [after placing bombs to destroy the Batcave] Somebody tell the fat lady she's on in five.

• [after blowing up the Batcave] Joy-gasm!

• [when Two-Face blows up the Batboat] You sunk my battleship!

• [As Two-Face sobs on his shoulder] That's just what I said.

• [after shooting down the Batwing] I hope they can find the little black box.

• Riddle me this, riddle me that, who's afraid of the big, black bat?

• For if knowledge is power... then a god... am... (Demonic voice) I-I-I-I-I-I-I-I-I. [pauses] Was that over the top? I can never tell!

• By the way, I've seen your mind, freak! Yours is the greatest riddle of all. Can Bruce Wayne and Batman ever truly co-exist? We'll find out today. But first, let's meet our contestants! Behind curtain number one: the absolutly fabulous Dr Chase Meridian. She enjoys hiking, getting her nails done and foolishly hopes to become the love of Bruce's life. And behind curtain number 2: Batman's one and only partner. This acrobat-turned-orphan likes Saturday morning cartoons, and dreams one day being [whisperes] bare naked with a girl.

Harvey Dent/Two-Face

• You're counting on the winged avenger to deliver you from evil aren't you my friend.
• One man is born a hero, his brother a coward. Babies starve, politicians grow fat, holy men are martyred, and junkies grow legion. Why? Why, why, why, why, why? LUCK! Blind, stupid, simple, doo-dah, clueless luck!
• [A coin toss has decided a victim's fate] Ah. Fortune smiles. Another day of wine and roses. Or, in your case, beer and pizza!
• Let's start this party with a bang!
• Surely one of you knows who Batman is. Hell, odds are one of you pasty-faced twits IS Batman!
• The Bat's stubborn refusal to expire... IS DRIVING US INSANE!
• You have broken into our hideout. You have violated the sanctity of our lair. For this we should crush your bones into POWDER. However, you do pose a very interesting proposition: therefore, heads, we accept, and tails, we blow your damned head off!
• It's an old-fashioned low-tech stick-up. We're interested in the basics: cash, jewelry, cellular telephones. Hand them over nice and quietly and no one will be hurt.
• WHY CAN'T YOU JUST DIE?!
• [after destroying the Batboat] Who, me?
• Finally, justice is served! Let us die!
• I'll see you in Hell.
• And me! AND ME!!
• [last words] Why yes, of course, you're right, Bruce. Emotion is always the enemy of true justice. Thank you. You've always been a good friend. [tosses the coin]

Alfred Pennyworth

• [dick asking for his suit] I suppose master Wayne will fire me after this, perhaps I could go back to working at the Buckingham Palace.

Dr. Chase Meridian

• You like strong women. I've done my homework. Or do I need skin-tight vinyl and a whip?
• By the way, do you have a first name, or do I just call you Bats?

Dialogues

Alfred: May I persuade you to take a sandwich with you, sir?

Batman: I'll get drive-through.

Batman: I read your work. Insightful. Naive, but insightful.

Dr. Chase Meridian: I'm flattered. Not every girl makes a superhero's night table.

Commissioner Gordon: [about Two-Face] Can we reason with him? He's holding innocent people hostage up there.

Dr. Chase Meridian: He'll slaughter them without thinking twice.

Batman: Agreed. A trauma powerful enough to create an alternate personality leaves the victim-

Meridian: [interrupting] -in a world where normal rules of right and wrong no longer apply.

Batman: Exactly.

Dr. Meridian: Like you. [off his look] Well, let's just say that I could write a hell of a paper on a grown man who dresses like a flying rodent.

Batman: Bats aren't rodents, Dr. Meridian.

(Riddler speaks with Two-Face in his lair for the first time)

Riddler: I simply love what you've done to this place; heavy metal meets house-and-garden. Splendid! It's so dark, and Gothic, and disgustingly decadent... yet so bright, and chipper, and... conservative. It's so you! And yet, so YOU! Yes, very few people are both a summer and a winter, but... you pull it off nicely.

(Two-Face smiles, then fires a gun into the air close to Riddler's ear, making him recoil)

Two-Face: Just get to the point, big boy.

Riddler: Has anyone told you that you have a SERIOUS IMPULSE CONTROL PROBLEM?!

Riddler: Hey, Two-Face! Show me how to punch a guy!

Two-Face: It's darn simple, my boy; ball up a fist, reach way back, and assert yourself! [punches out cop]

Riddler: Ooo! Looks like fun...lemme try, lemme try!

Two-Face: Ball up a fist...

Riddler: [clenches fist] Ball up a fist!

Two-Face: Reach way back...

Riddler: [winds up] Reach way back!

Two-Face: And assert yourself!

Riddler: Assert—[punches another cop, but is ineffective] OW!

Alfred: [in Bruce's monitor watch] I'm sorry to bother you, sir. But I have some rather distressing news about Master Dick.

Bruce: What? Is he alright?

Alfred: I'm afraid Master Dick has, uhm, gone traveling.

Wayne: He ran away?

Alfred: Actually, he took... the car.

Wayne: He boosted the Jag?

Alfred: No, sir. Not the Jaguar. The other car.

Wayne: The Bentley?

Alfred: No, sir... the other car.

Dick Grayson: [while beating up Batman] Bastard! I should've been you! If you had told Two-Face who you were at the circus... They'd still be alive!

Batman: If Bruce Wayne could've given his life for your family, he would have.

Dick Grayson: All I can think about every second of the day is getting Two-Face. He took my whole life. And when I was out there tonight, I imagined it was him that I was fighting, even when I was fighting you. And all the pain went away. Do you understand?

Bruce Wayne: Yes, I do.

Grayson: Good, 'cause you gotta help me find him. And when we do, I'm the one who kills him.

Wayne: So, you're willing to take a life.

Grayson: Long as it's Two-Face.

Wayne: Then it will happen this way: you make the kill, but your pain doesn't die with Harvey, it grows. So you run out into the night to find another face, and another, and another, until one terrible morning you wake up and realize that revenge has become your whole life. And you won't know why.

Grayson: You can't understand. Your family wasn't killed by a maniac.

Wayne: Yes, they were. We're the same.

Dick Grayson: I need a name! Batboy, Nightwing, I dunno. What's a good sidekick name?

Bruce Wayne: How about Dick Grayson, college student?

Dick Grayson: Screw you!

Riddler: (switching on a garish green overcoat with flashing light-up question marks) Like the jacket? It keeps me safe when I'm jogging at night!

Dr. Chase Meridian: Batman will come for me.

The Riddler: [fake British accent] Batman? Batman, you say? Coming for you? [laughs, then makes weird noises] I'm... counting on it!

[Bruce and Alfred are trying to figure out the connection between numbers in five riddles.]

Bruce Wayne: Each riddle contains a number, and they go in this order: 13, 1, 8 and 5. Perhaps... letters of the alphabet?

Alfred Pennyworth: Of course! 13 is M.

Wayne: 1 would be A, 8 would be H, and 5 would be E.

Alfred: M-A-H-E...

Wayne: Perhaps 1 and 8 are 18.

Alfred: 18 is... R. M-R-E.

Wayne: How about "Mr. E"?

Alfred: "Mystery".

Wayne: And another name for mystery?

Alfred: Enigma.

Wayne: Mr. E. Nygma... Edward Nygma. Stickley's suicide was obviously a computer-generated forgery.

Alfred: You really are quite bright, despite what people say.

Batman: Who's your talior?

Alfred: I took the liberty sir.

Batman: R? What does that stand for?

Robin: Robin. Riddler and Two-Face could make a pretty lethal combination figured you could use a hand.

Batman: Two against two ARE better odds.

Robin: I can't promise I won't kill Harvey.

Batman: A man has to go his own way. A friend taught me that.

Robin: Not just a friend. [offers hand]

Batman: A partner. [they shake hands]

[Two-Face and The Riddler are trying to sink the Batboat.]

Two-Face: B12!

The Riddler: Hit! And my favorite vitamin, I might add.

Robin: Holey rusted metal, Batman!

Batman: Huh?

Robin: The ground, it's all metal. It's full of holes. You know, holey.

Batman: Oh.

Batman: I see without seeing. To me, darkness is as clear as daylight. What am I?

The Riddler: Please! You're as blind as a bat!

Batman: Exactly

(The Riddler and Two-Face are robbing a jewelry store)

The Riddler: (about a diamond he's picked up) Here's a good one!

Two-Face: (holding a huge diamond) No, no! There is a good one.

(upon seeing a newspaper reporting Batman's survival)

Two-Face: [cries dramatically]

The Riddler: That's just what I said. And then I taught my doggy a new trick! How to map the human mind.

[Dr. Meridian is visiting an insane Nygma in Arkham Asylum.]

Dr. Chase Meridian: Edward, please. Who is Batman?

Edward Nygma: I'm Batman! [laughs manically as he flaps his arms like wings]

[outside]

Dr. Meridian: Your secret's safe. He's a complete wacko.

Bruce Wayne: Wacko. That a... technical term?

Edward: You're runing my big party are you INSANE?

Two-Face: We're sick of waiting for you to deliver the Batman dear boy.

Edward: Patience O' Segregated one.

Two-Face: PATIENCE HELL WE WANT HIM DEAD and nothing brings out the Batman like a little murder and mayhem baby.

Edward: Well at least you could have let me in on the caper we could have organosed this, planned it, pre sold the movie rights.

Edward: Your entrance was good his was better. The difference? Showmanship.

Cast

• Val Kilmer — Batman/Bruce Wayne
• Jim Carrey — The Riddler/Edward Nygma
• Tommy Lee Jones — Harvey Two-Face/Harvey Dent
• Nicole Kidman — Dr. Chase Meridian
• Chris O'Donnell — Robin/Dick Grayson
• Michael Gough — Alfred Pennyworth
• Pat Hingle as Commissioner Gordon