Director:
Matt Reeves
Cast:
Ben Affleck as Bruce Wayne/Batman: The protagonist, a billionaire heir who at the age of 9, witnesses his parents' death in a mugging, and later avenge their deaths by going after the criminals and corrupt of Gotham as a vigilante.
Josh Gad as Oswald Cobblepot/The Penguin: The main antagonist. The film's continuity changes the background of the character from the comic books. Instead of The Penguin being an older mob boss he is younger, he has a personal vendetta for Carmine Falcone, Gotham's biggest crime lord and starts his own crusade of revenge.
Ian McKellen as Alfred Pennyworth: Former friend of Thomas Wayne, who was left as Bruce's legal guardian after the murder of Thomas and Martha Wayne. Alfred continues to serve Bruce as his "butler", but mainly as a confidant and ally. He is the only one who Bruce trusts with the knowledge that he is Batman.
Sarah Michelle Gear as Silver St. Cloud: Bruce's high school ex-girlfriend and love interest, she is a wealthy investor currently running for mayor, who wants to deploy Gotham of crime and corruption.
Bryan Cranston as Lt. James Gordon: A longtime cop on the Gotham City police force, who has given up hope for Gotham after living through all of its corruption. However, once the Batman emerges, some of Gordon's old hope is reinstated.
Jake Gyllenhaal as Harvey Dent: The D.A of Gotham City, and a longtime friend of Bruce Wayne.
Anthony Mackie as Lucius Fox: A young engineer at Wayne Enterprises, who Bruce uses to make gadgets and weaponry to use as Batman.
Michael Madsen as Sgt. Bullock: Jim Gordon's partner and best friend.
Harvey Keitel as Carmine Falcone: The biggest crime lord in Gotham City, and the main target of both Batman and The Penguin.
Steven Coulter as Hamilton Hill: The current corrupt mayor of Gotham City.
Brian Cox as Gillian Loeb: The corrupt commissioner of the Gotham Police Force.
Jim Caviezel as Dr. Thomas Wayne: Bruce Wayne's father.
Jennifer Gardner as Martha Wayne: Bruce Wayne's mother.
Mandy Patinkin as Chester Cobblepot: The Penguin father.
Brad Dourif as Joe Chill: The killer of The Wayne's.
Plot:
The story begins in 1985, we are introduced to a boy running playfully through a house, this is Bruce Wayne, aged 9, and we are in the hallways of Wayne Manor, a Victorian Mansion owned by The Wayne's, one of the richest and powerful citizens of Gotham. He is walking through the hallways when suddenly he hears someone yelling, he goes to see what it is and sees a man covered by an umbrella, which has inscribed the letters "CF", arguing with his dad, Dr. Thomas Wayne. His mother Martha soon comes up behind him and tells him that he should never eavesdrop on other people's conversations, he asks his mother what they are arguing about and after a brief pause, his mother says that it is just boring grown-up stuff and that he should never worry about that.
Shift to the present day in 2005, we are in an Asian prison where a couple of eyes flick open in a semi-darkness cell, the eyes belong to a bearded, weathered, dirty, bruised, young man face, he is Bruce Wayne, aged 29 years old, a guard walks up to his cell and unlocks it, the guard tells him that he is being released. Bruce walks out of the prison and sees his loyal butler Alfred Pennyworth waiting for him. Alfred sarcastically asks him if he's had enough fun, but Bruce reminds him of his reason to leave Gotham in the first place and a smiling Alfred points out that Bruce getting arrested wasn't part of his plan as he recalls. Bruce then tells Alfred that's a long story but while he was away he finally found what he was looking for and after a pause, he says that he's ready to go back home.
Back in 1985, Thomas decides to take his family to the movie theater after Bruce mentions that he wants to spend more time with his parents. After seeing the movie they are walking happily down the street hoping to catch a taxi, but they don't see any because is late. Thomas decides to take a shortcut through a lonely and dark alley after assuring Bruce not to be afraid, they start walking while talking about the movie when all of a sudden a man appears and tells them to give him their money and jewels. Thomas hands over his wallet but the mugger also claims for Martha necklace making her take it off hurriedly, but in the process a strand is broken making the pearls fall, the mugger gets distracted for a second and Thomas leaps forward for the gun but the mugger shots him in the chest, seeing this Martha screams and in desperation the mugger shots her too, then he points the gun at Bruce who just stands there crying in silence, the man can't stand his gaze and runs away. Bruce stays frozen crying, then falls to his knees and screams at the sky in horror.
Next scene, is at the Wayne Manor on the same night minutes later when Alfred arrives claiming to the police he was a friend of the Wayne's and was called by them to be their head of security just before their deaths because they had received threats, suddenly a representative from child services come up to him and explains to him that the Waynes had left Bruce in his custody. Alfred is confused and explains that he hasn't seen the Waynes in years, and has never even met Bruce before. The rep asks then how he knows the family, and Alfred tells the story of how Thomas Wayne was volunteering his medical services to the British Royal Navy when Alfred was a soldier, and Thomas saved his life. The rep then explains that if he refuses custody, Bruce will be placed in foster care. Alfred looks at Bruce with a worried expression and after hesitation goes to sit next to him, Bruce just stays quiet and shivering, Alfred consoles him and tells him that it wasn't his fault and that from now on he will take care of him, Bruce calms a little but looks at him confused asking him who he is, after a pause Alfred introduces himself as his butler.
Back in the present, Bruce is now at his home in Wayne Manor but now shaved, with short hair and clean clothes. He stands alone staring at a portrait of his parents, Alfred enters and tells Bruce that his room is now ready, Bruce ignores him and continues staring at his parent's photo, Alfred gets his attention and asks him if there is any special reason as to why he decided to return home now after so long. Bruce tells him that while he was away he was looking for a purpose, and when he found it, it made him realize that it was in front of him the whole time, Alfred ask what it is and he says: "To save the people of Gotham", and then shares with Alfred his idea to fight crime by becoming a symbol of justice, hoping to show Gothamites that their city doesn't belong to crime and corruption, Alfred asks how he plans on doing this and Bruce answers after a long pause saying that he wants to make the criminals of Gotham City afraid, just like the citizens of the city have been for many years. Just then, Bruce sees a bat trapped inside a grandfather clock, he walks over to it and then asks Alfred if he remembers when he was a child and he fell through a cave below the mansion where he was swarmed by bats, Alfred says that he remembers, Bruce points out that he had never been more afraid in his life, and after that moment, he learned he needed to conquer his fear, Alfred tells Bruce that it doesn't mean that Gotham's criminals will also be afraid, and Bruce simply responds; "I'll make them afraid of bats." Bruce is then shown making his way into the underground cave and setting up technology to use.
Meanwhile, the local news is running a story about Bruce's return to Gotham City. At her office, wealthy investor running for being next mayor, Silver St Cloud, is watching the news startled while her secretary asks if something is wrong, Silver responds that she's not sure how she feels and then looks at a photo of her and Bruce, indicating that they previously dated.
Elsewhere, mob boss Carmine Falcone is dining in his mansion with two henchmen standing on both sides of him, while Hamilton Hill, the current mayor of Gotham City, sits on the other side of the table nervously, Hill then thanks him for promising to secure another period of being the Mayor. Falcone finishes to drink and then slams his fist angrily on the table scaring Hill, Falcone tells him that he is the Mayor because he promised that he would take care of the D.A Harvey Dent snooping around his business, but he hasn't made any progress. The mayor assures Falcone that he will not have to worry about Dent for long but Falcone interrupts him and menacingly says that if he doesn't take care of Dent he will pay the consequences, nodding understandingly Hill is dismissed.
Falcone continues to eat when suddenly his henchmen are shot through the window making him throw himself to the floor to avoid the bullets, just as the bullets stop a gas canister comes through the window knocking him unconscious, when he wakes up, he is tied to a chair in his own living room with his mouth gagged, around him are a group of men, all with birds like masks, he is confused when then a short man with a tuxedo enters, he is seen with a bird-like nose and limping with an umbrella, which the audience can see also has inscribed "CF", the mysterious man comes closer to Falcone and removes his gag, then he asks smiling to him if he ever wondered how it would feel to lose everything that he worked for in his life; Falcone just laughs and calls the man crazy and that he can try, the man smirks and tells him that for now he is going to let him live, just so he can know how it feels that a Roman like him, "Loses everything to an Emperor like me" then he punches Falcone in the face before taking out a blade and cutting off two of his fingers, Falcone tries to scream but the thugs gag him again, the man then stands up and mockingly tells him that Gotham is his rightfully to take, then process to knock him out, after a while Falcone wakes up in his living room again, he stares at his shop off fingers and looks terrified.
The next day, Bruce is meeting with the board of directors for Wayne Enterprises, who explain to him that ever since his father died, the company has been tanking, due to an investment he made before he died, Bruce asks what the investment was, and a board member says that Thomas bought out the Arkham Asylum from the City Hall for renovation and to give insane inmates from Blackgate Prison the right treatment, but in doing so he took the land from the rightful owner's, Chester and Gertrud Cobblepot, the last of the Cobblepot lineage, one of Gotham most influential families. A few days later, the Waynes were murdered, and the ventures involving Wayne Enterprises fell through, causing the company to lose millions of dollars. Bruce asks what happened to The Cobblepot's, and another board member explains that a couple of months later their bodies were found in the bay with bullets, Bruce feels intrigued by the story and then tells the board that he wants the company's vision to shift to applied sciences and engineering and that he has no doubt that they will turn a profit very soon.
Bruce goes down to the applied sciences department and sees how poor the equipment is and how little employees are. While looking around he meets the director, Lucius Fox, a young engineer whose father was friends with Thomas Wayne. Lucius explains to Bruce that his father was killed a few years ago in a drive-by shooting, but that he was behaving rather strangely in the time leading up to his death, and Lucius does not believe that the shooting was a random act of violence. Bruce realizes that Lucius is in the same boat as himself, and offers Lucius to work as his assistant on a secret project, and with that they can start to make a difference on Gotham, Lucius asks what the project is about and Bruce explains that it will be for the greater good and it will have made both of their fathers proud, excitedly Lucius agrees.
The film shifts to the police department, where the Commissioner Gillian Loeb is leaving to get into his car. When he gets in, he sees that there is a thug in the back seat. He recognizes the thug and asks what he wants, the thug responds that Mr. Falcone would like to see him, we then see the thug escorting Loeb into Falcone's office, where we see him with bandages in his hand and a lot more of bodyguards around him, Falcone tells Loeb about the lunatic that was dressed and walked "like a [frick]ing penguin" that attacked him, chopped his fingers off and had threatened him the other day, and says that he wants him alive within a week, to torture him to death. Loeb is reluctant, saying that he hasn't heard about this "penguin guy", but then Falcone's henchman pull out a gun to his head, nervously he agrees to look into it, while this happens we see someone listening via radio in the roof of the building, is Bruce, but he is wearing a black jumpsuit with gear, a ski mask and has goggles that take the form of "bat ears".
Loeb is escorted out of the building by two thugs, when all of a sudden, Bruce leaps down and takes out the two thugs, Loeb turns around after hearing screams, but there is nothing there, he looks around the area trying to figure out what just happened, when he turns back around we see Bruce, whose mask in the darkness resembles that of a bat, he grabs Loeb and pulls him up with a grapple, a couple of minutes later we see Falcone walking out of the building with numerous henchmen surrounding him, when he is about to get in the limousine Loeb falls onto the car from out of nowhere and has many scars from being beaten up, the henchmen all pull out their guns and look around, while Falcone ducks down nervously, after a long and tense moment of suspense, Bruce jumps down and single-handedly beats up all of Falcone's henchmen while Falcone tries to open the car door to get away, but it is locked and he can't find his key, panicked he turns around and sees that all his thugs have being beaten and he is alone, he looks back again and sees the mysterious man standing on top of the car, Falcone screams and tries to run away, but Bruce shoots him with the grapple gun and pulls him back, then he grabs him by his coat and tells him that he will no longer go unpunished for his crimes.
Next scene is in Detective Jim Gordon's home, where he is eating dinner with his pregnant wife when the phone rings, the wife answers and tells Gordon that it's his partner Sgt. Bullock. Jim takes the phone, and Bullock tells him that he has to get down to the station right away because there is an emergency, Gordon gets to the station where Bullock and the D.A Harvey Dent are waiting. Gordon looks to see why they are there and what is the emergency about, and sees that Loeb and Falcone are in separate interrogation cells, Gordon asks what happened and Bullock says that they were both found in the alley next to the station unconscious and beaten to a pulp, Gordon curious asks who and the scene shifts to inside Loeb's cell where he is very beaten and has his mouth swollen, he is telling Dent that it was a man dressed up in black with a face like a bat. Dent, who is clearly having fun with the corrupt police officer in custody teases him and tells him that the man dressed as a bat probably just provided them with enough evidence to put him away for a long time.
The next morning the incident is all over the news, the media show the sketch made by the police and dubs the vigilante "The Batman", and reports on how he humiliated mobster Carmine Falcone and suspected corrupt police commissioner Gillian Loeb. Mayor Hill is shown angrily throwing a glass against his TV and then breaking down, Silver is in her office and asks someone to turn up the volume, she is clearly intrigued, Lucius is shown working on some type of equipment that it's offscreen to the audience and looks at the TV with a smile on his face when the story is reported on (indicating he is aware that Bruce is Batman). The TV story is also shown on the TV of a dark room and is turned off by the owner, whose face is unseen by the audience, he is shown walking limping around a room full of photos and newspaper cutouts of Carmine Falcone, the camera then shows a newspaper on a desk with a story about The Batman, the man takes a knife and angrily stabs it, and then the camera pans on his face and reveals him to be The Penguin, the man who attacked Falcone days ago.
The next scene shows Harvey Dent arriving at his office as his secretary gives him tons of messages regarding several different subjects before telling him that he has a visitor, and when he asks who, he opens his office door to see Bruce sitting at his desk with a smirk on his face. Harvey is pleasantly surprised to see his longtime friend and happily hugs him while Bruce congratulates him because of his new job as the D.A. Harvey asks Bruce why it took him so long to come and see him given he was back in town, and Bruce says he had some details to work out at the company first. Harvey then asks if they can reschedule since he is very busy regarding the incident last night, Bruce, acting oblivious, asks what incident he is referring to, and Harvey is stunned and sarcastically asks Bruce if he owns a TV, and then tells him about the vigilante called Batman delivering Falcone and Loeb to the police, Bruce makes a snide comment about how an idiot dressed up as a bat did something that the police can't even do. Harvey grins and then says that he also through that all the police force was crooked until not long ago he met an honest detective named Jim Gordon. Bruce is clearly interested that there is a trustworthy cop in Gotham and then leaves before promising to visit Harvey another day.
The film shifts to the holding cells at the police department, where Falcone is sitting in a cell alone angry and looking at his chopped fingers when a guard walks up and tells him that he has a visitor. Falcone replies that he was under the impression he wasn't allowed to have visitors, but the guard tells him this is a special visit. The guard escorts Falcone to the visiting hall where The Penguin is shown with his henchmen's holding his umbrella and a gun to another guard's head. The guard hands over Falcone to him, who immediately shoots the guard he was holding, and then the thugs gun down the other guard, he looks at Falcone in the face and asks if he really can't remember him, Falcone is speechless, then The Penguin smiles and reiterates that he is going to ruin his life and then he will take over his empire and rule Gotham like he rightfully deserves, Falcone ask who he is, The Penguin only replies, "I'm your creation" before knocking him down.
The next scene changes to outside the department, where Gordon is going to his car, when he gets inside he sees a bat-shaped piece of metal with a piece of paper, he picks it up and it reads: "The roof of city hall." Gordon goes to the roof and sees there is nobody there, after a brief moment of suspense, he hears a deep voice from behind him (for the audience we know this is a modulator for Bruce's voice), Gordon turns and sees Batman standing there. Gordon asks who he is and what he wants, Batman replies that his identity doesn't matter and the less he knows about him the better and what matters it's that he wants the same thing that Gordon does, a safer Gotham. Batman then tells him that he is going to work toward ending all organized crime in Gotham, but that he is going to need his help and wants Gordon and the police to trust him, Gordon asks how he can be sure that he can trust Batman, and Batman points out that if he didn't trust him he wouldn't have taken Loeb and Falcone to the police department and also he wouldn't still be here. Gordon clearly respects him but still have some doubts about the vigilante, all of a sudden Gordon's cell phone rings, after he answers he begins yelling and asking how that could be allowed to happen. He hangs up and Batman asks what happened, Gordon responds that someone broke Falcone out, he looks up and sees that Batman is gone.
Back at the station, Gordon arrives and joins Bullock and several uniformed officers by Falcone cell. Gordon asks how this was able to happen, and Bullock tells him to follow him. They go into the security room and Bullock shows Gordon footage of the man with the umbrella covering his face and his henchmen killing several guards, and eventually taking Falcone away. Gordon realizes that it wasn't a breakout, Bullock asks why and Gordon points out that Falcone is afraid in the video and does not want to be taken away. Gordon tells Bullock that it was a kidnapping, not a breakout.
Gordon leaves to his office angry when he hears Batman say Loeb's name from behind, startled he turns around and sees Batman standing in the shadows. He asks Batman to repeat what he said, and Batman tells him that Loeb will know what is going on because the night Batman attacked them Falcone asked Loeb to go after a man who Falcone was afraid of. Surprised at all of the information he has, Gordon asks Batman why he is doing what he is doing and why is he helping, and Batman replies: "Because no one else will."
The film shifts to The Penguin hideout in an abandoned nightclub, where Falcone is tied again to a chair with a brown hood over his head, The Penguin walks up to him and removes the hood, Falcone offers to pay him $50 million to let him go, The Penguin tells him that it isn't funny if he just offers him the money, he wants to ruin his life and Gotham to fear the name "Penguin", Falcone asks what he did ever to him to deserve this and The Penguin replies that he ruined the lives of many, including his. Falcone asks who he is and how he ruined his life, and The Penguin angrily replies: "You killed me."
The next scene is in the police interrogation room, where Gordon is asking Loeb about what Falcone asked him to do that night, Loeb is silent and Gordon begins to get aggressive. As Bullock watches from outside he is pleasantly surprised to see that his partner cares about his job again. After a while, Loeb demands that he get full immunity for his crimes in exchange for information about Falcone. Gordon angrily leaves the room and tells Bullock to call Harvey Dent.
The next scene is at the Batcave, where Bruce is on his computer. Alfred walks in and asks Bruce what he is doing. Bruce doesn't even realize that Alfred is in the room because of how focused he is. Alfred continues asking him, still with no response. Alfred eventually shouts at him and finally gets Bruce's attention. Bruce replies that Carmine Falcone was kidnapped from his prison cell by an unidentified man. Alfred tells Bruce that he is worried about him and should stop this crusade of his citing that is not his fight, and Bruce replies "It is Gotham's fight, so it's my fight", Alfred tries to talk sense into him and after shooting words back at each other Alfred finally exclaims to Bruce that he can still fight for Gotham but that won't bring his parents back, Bruce is clearly angered by the statement and tells Alfred that isn't what he is trying to do. Alfred says that he knows Bruce is only trying to make up for his guilt of making his parents take him to the movies, thus prompting the mugging and says that nothing is going to change the past. Bruce is now furious and exclaims yelling: "I'm not trying to change this city's past, I'm trying to give this city a future." Bruce sits back down and asks Alfred to leave him alone, Alfred is clearly moved by Bruce's last statement and before exiting comments that Silver had called for him several times that night, but he was out as Batman.
The next scene shows Bruce and Silver having lunch the next day at a restaurant when Silver suddenly gets emotional and asks why Bruce broke it off when he did. Bruce tells Silver that it was because of events that were beyond his control. The conversation turns to their on-and-off relationship in high school, where it is revealed that their relationship was rocky at times because Bruce seemed unable to express his emotions, he didn't tell her what he really wanted and frequently pushed people away when they tried to help him; and because of this, at times she felt like she didn't really know Bruce at all. Bruce goes on to explain that the reason for that was because of the murder of his parents and goes on to apologize for the times he didn't let her in saying that if there was anything in his life that he could take back, it would be how he was with her. Silver smiles and goes on to say that she stayed with him because he was always willing to stand up for what he believed in and because he always had the guts to do the right thing even when everyone would just look the other way. Bruce is visibly touched by this statement.
The scene shifts to Bruce walking Silver to her car when suddenly he asks her if she has heard about The Batman, she smiles and says that everyone at her office talk about that and when he asks what they say, she tells him that she doesn't like to eavesdrop on other people conversations, Bruce grins and says that his mother used to tell him that before stopping and getting an expression which means he just discovered something, she asks if something is wrong but he only kisses her on the cheek and promises to call her soon and then rushes away.
Arriving back home, he goes straight for the Batcave, Alfred sees the determination in his face and follows him down there to see what is going on. When Bruce and Alfred get down there, Alfred asks him what is going on, and Bruce pulls up the security footage of Falcone's kidnapping on the computer. Bruce zooms in on the umbrella of the kidnapper and finds the "CF" and has an astonished look on his face, Alfred again asks what is going on, and Bruce says that the umbrella that the kidnapper is holding is the same umbrella that was holding the strange man who was at the mansion the night his parents were murdered, he tells Alfred that he saw the man arguing with his father and then his mother came over and told him to stop eavesdropping, Alfred asks if he can remember what they were arguing about but Bruce says no. Alfred then suggests that it is just a coincidence, that many people probably own an umbrella like the one in the video but Bruce says that what he thought as well but then he saw the same initials ("CF") inscribed, and that can't be a coincidence, Alfred asks Bruce how this helps in finding out who the man is and Bruce says that he just has to figure out who the man arguing with his father was. Alfred asks how, and Bruce says that if he could find out what kind of business his father was doing at the time and then pauses shocked. Alfred asks what caused him to stop, Bruce says "CF....Cobblepot Family", and remembers that his father had just bought out Arkham Asylum from the city hall but that land has belonged to the Cobblepot's. Alfred reminds Bruce that there aren't any Cobblepot alive left and to stop this crusade of his, Bruce gets angry at Alfred and tells him that he has no idea the pain that he has had to go through over the past twenty years, knowing that if he had not begged his parents to take him to the movies that night, they'd still be alive. He says that if he can bury it and protect his home city at the same time, then he will do just that.
As Bruce is leaving Wayne Manor, he runs into Silver, who comments that she was arriving to talk to him, she says that talking to him the previous day has made her realize that she was still in love with him because of the look in his eyes, a look of determination, a look that she would recognize anywhere, a look of a changed man. Bruce smiling tells her that he loves her too and they share a romantic kiss. However, Bruce pulls apart because he realizes that as long as he is still fighting crime, Silver won't be safe, so Bruce tells her that is better if they don't see each other for the time being. Silver, confused, asks why. Bruce simply tells her to trust him. Silver hurt nods, and leaves.
The next scene is at Lucius's home, where he is working on the same equipment that he was shown working on previously in the film. Bruce arrives and tells Lucius that he needs to ask him something about his father. Lucius says okay, and Bruce asks if his father ever mentioned something about the name Cobblepot. Lucius mentions that it sounds familiar, but that he never remembered his father making a big deal about it. Bruce tells Lucius that he believes one of the Cobblepot's was in his house the day his parents were murdered and that he believes he may be connected to the recent events involving Carmine Falcone kidnapping, Bruce then asks if Lucius's father kept any record of the company's business transactions from when he and Dr. Wayne were friends, and Lucius shows Bruce his father's journal. Lucius tells Bruce that he tried reading it once, but it was too painful but suggests that there may be answers in there.
Bruce goes through the pages and finds the date of his parents' death. He turns the pages back to find any useful information in the days leading up and stops when he sees notes about the Arkham Asylum business, the notes say that Thomas had just finished the renovation of Arkham Asylum but Morgan (Lucius's father) discovered that mob boss Carmine Falcone wanted to use the land as a front for his money laundering and was trying to convince Thomas to sell it to him but he refused and a couple of days later the Wayne's were murdered and not long after, so did the Cobblepot's.
Bruce goes back to the Batcave and goes back through his previous research on the Cobblepot's, eventually finding out that after losing their land Chester Cobblepot had started to work with Falcone, not long before his parent death's, becoming a criminal but two months later he was found along with his wife murdered and the police never found the culprit, even though the evidence pointed to Falcone. He then stops and reads another article that claims that they also had a young son named Oswald, whose body was never found, after a pause, he claims to himself: "Not all the Cobblepot's die that day".
The film then shifts to The Penguin hideout, where Falcone is still in the same place that he was before, tied to a chair while the thugs are guarding him, then The Penguin enters and puts a knife up to his cheek slashing him making Falcone scream, smiling he asks Falcone for the information to open his bank account, Falcone says that he thought it wasn't money he was after, and The Penguin carves the knife into Falcone's knee, causing him to scream in pain. Falcone then gives The Penguin his account number and password while sobbing and The Penguin leaves smiling saying: "That's how business work on Gotham".
The next scene is back at the police station, where Gordon and Dent are discussing the possibility of giving Loeb full immunity in exchange for him providing useful information on Falcone, Dent doesn't like the idea but Gordon believes it may be the only way. Batman, who is hiding in the shadows, says that it may not be, revealing his presence to the two men.
The scene cuts to Loeb's cell, where he is sleeping. All of a sudden, Batman arrives out of nowhere and grabs Loeb, who is horrified. Batman asks him about a connection between Falcone and The Cobblepot's, but Loeb insists that he doesn't know anything. Batman becomes more aggressive and eventually scares Loeb into admitting that Chester Cobblepot came to Falcone after he lost his land, because the Cobblepot's were a prideful family and they couldn't accept the fact that they were losing their influence in Gotham, so he asked Falcone to help him get his land back and in return he would pay him a large sum of cash, Falcone accepted but Chester ended up double-crossing him , so Falcone in revenge executed all the remaining of the Cobblepot family. Batman asks what Falcone did to help Cobblepot get his land back, and Loeb admits that he had the new owner killed. Batman stops the interrogating and comes to the realization that his parents' murder was not a random mugging as he always thought but a conspiracy, set up by Carmine Falcone and the Cobblepot's.
The film goes back to The Penguin's hideout, where he arrives with millions of dollars in cash, Falcone asks what he is doing with his money and The Penguin smirking evilly sets fire to it. Falcone beams and begins screaming. The Penguin then tells Falcone that he is destroying what he loves more because he destroyed the thing that he loved most, his family and his lineage. Falcone then realizes that The Penguin is Oswald Cobblepot, the son of Chester and Gertrud, and shocked asks how he was able to survive, and as we see a montage of quick scenes, Oswald tells him his story: The night that his parents were killed in front of him, Falcone decided to show what happens to someone who crosses him, he had his thugs beat the young child to an inch of death, in the process giving him a permanent injury in the leg and after that, throwing him into the water with his own family umbrella, leaving him for dead, but he survived, he went into hiding because the pride didn't allow any Cobblepot to have the people of Gotham see them as victims, he hide until he was found by a travelling circus, the ringleader saw him as a freak "human penguin" because of his features and was tortured to be part of the show, until one day he snapped and killed the ringleader, he escaped along with other children that were tortured (his current thugs) and decided to return to his home city to avenge his parent's death and to live as an Emperor, an Emperor Penguin.
The film cuts to the Batcave, where Bruce, is sitting down and thinking to himself when Alfred walks in. Alfred asks Bruce why he looks so depressed, and Bruce responds that it wasn't his fault. Alfred is confused, and Bruce says that for the last twenty years he had carried a burden that he should never have carried in the first place. He then tells Alfred about how Falcone and Cobblepot conspired to kill his parents, meaning that his motivation for becoming the Batman was a lie. Alfred tells Bruce that while the truth may have prevented him from becoming the Batman, it served a purpose, as now the Batman has gotten rid of a corrupt public official and Gotham's most dangerous crime lord, and is giving Gotham a sense of feeling safe. Bruce tells Alfred that he was right when he said that Bruce was only doing this to get rid of the guilt he felt because now that he no longer feels the guilt, he no longer feels motivated to be the Batman. Alfred then says that he only said that because he was worried about Bruce's safety, and didn't truly believe that Bruce was acting out of selfishness, and still doesn't. He then reminds Bruce of what he said to him earlier, that he cannot change Gotham's past, but can most certainly give it a future. Bruce comes to his senses and gets up. Alfred asks where he is going, and Bruce replies that there is a madman on the loose who is the reason his parents are dead, and he is going to find him. Bruce then gets his phone and calls Lucius, and asks if it is ready. The scene then cuts to Lucius's workspace, where it is revealed to the audience what he had been working on throughout the film: The Batsuit and The Batmobile. Bruce changes into his official suit and gets in the car and drives away.
The film goes back to The Penguin's hideout, where Falcone is still tied to the chair, suddenly a gunshot is heard and he falls to the ground screaming. Cobblepot shot him in the leg near the groin. Falcone then asks why he is still keeping him there since he had already gotten rid of all of his money, why not kill him already. Oswald replies by explaining that his original plan was to destroy Falcone, driving him insane and then taking over his Empire in a series of events, but that The Batman has ruined that for him by delivering Falcone to the police. Therefore, Oswald had to ruin Falcone as quickly as possible, running over a decade of preparation. Oswald then says that now he also wants revenge on Batman for ruining a plan that he had been dedicating his life to ever since his family died, Falcone then points out that Oswald is simply insane and that the only reason he wants the Batman is that now that he has destroyed Falcone's life, he needs something else to do with himself and will never get his parent's back calling him freak, Cobblepot screams out of anger and shoots Falcone in the head several times, killing him. He then picks up the scissors and stabs a newspaper drawing of the Batman.
The film cuts to Silver's apartment, where she is sitting by herself and drinking scotch, she is looking at a picture of Bruce and then her eye catches a newspaper article of The Batman; before she can read any further The Penguin arrives with his thugs, they grab her and The Penguin says that given that she is currently running for mayor she must know who the Batman is. Silver confused says that she doesn't know, and The Penguin angry makes his thugs punch her in the face. The scene cuts to Batman inside the Batmobile, where he is driving around the city looking for The Penguin when he hears over a police scanner that there has been a reported disturbance at Silver St. Cloud's apartment, which makes him accelerate. The scene cuts back to the apartment, where The Penguin now pulls out his blade and asks Silver where to find the Batman, before she gets a chance to answer, Batman, is heard offscreen saying: "Try turning around." As The Penguin turns his head, Batman punches him, thus breaking Silver free from his grasp.
A fight ensues between Batman and The Penguin thugs that progress outside of the apartment. Batman continues beating the thugs while The Penguin runs to an unfinished building across the street, he finishes of all the henchmen and goes after him. Inside he asks out loud while searching for him where Falcone is, and Penguin says that he will never hurt anyone again and that now the city is safe, this happens while Gordon and a few other cops arrive at the apartment. Gordon asks a shocked Silver what happened, and Silver replies that she was attacked by the same man who kidnapped Falcone and that he wants The Batman. Gordon then looks out the window and sees them fighting each other from afar. Silver sits alone with a stunned expression on her face.
As the suspense continues to build up, The Penguin yells at Batman that he is just another example of a Gothamite who hides behind a mask and pretends to be someone else but deep down he is just another monster the city has created, Batman angrily asks how he explains himself and The Penguin replies that he is what he is because Falcone killed the last of his family and he wants revenge. Batman appears from behind him and starts to fight The Penguin, who reveals to the audience that his umbrella is some kind of firearm, he begins firing at Batman who covers in the shadows hiding, The Penguin keeps shooting while yelling that life has always been unfair to him, first he is born with a horrible nose, his parents lose their land and influence, then they get killed in front of him, he is beaten to an inch of death , he is left with a crippled leg and then he ends up in a circus where he learned that his true nature was being a freak but the worst of all is that his family legacy was forgotten and he wants revenge and to rule over Gotham as his family legacy should have wanted him to and screams out of anger and tells Batman that he will ruin his life. Batman emerges from nowhere and tackles The Penguin to the ground. Batman then tells him that his life is already ruined, and takes off his mask. The Penguin then comes to the realization that his family created Batman just as Bruce's family create him. Batman grabs his umbrella weapon and points it at his head, The Penguin closes his eyes and waits for Batman to kill him saying that at least Bruce is going to get his revenge. As Bruce hears that he has flashbacks of the night that his parents were killed and remembers what Alfred told him, that the Batman is giving Gotham a sense of hope. He then drops the umbrella and tells The Penguin that unlike him, he doesn't care about revenge, only justice and tells him that he will not sink to his level.
Gordon and Bullock enter the building, searching for The Penguin. However, a uniformed cop gets their attention and points to something above them. They both turn and see that The Penguin is tied to the wall, and stretched out to mimic the shape of a bat. Gordon then turns around and sees Batman gliding away outside making him smile, he nows trust the vigilante.
The film shifts to the next day, where a Gotham news station is reporting that the madman called "The Penguin" who killed Carmine Falcone and attacked Silver St. Cloud has been caught by the police and placed in Blackgate Prison waiting for a trial to see if he ends up on Arkham Asylum. The reporter also mentions that rumors have circulated that the vigilante known as The Batman was involved in the capturing of the criminal. The current mayor is then shown making a speech in which he says that vigilantes will never have a place in Gotham City. Silver is then shown turning off her office's TV, and then Harvey walks in, where the audience learns for the first time that they are cousins. He asks her how she is holding up, and she is just silent. He tells her that she is worrying him and that she should consider seeing someone for help. She then asks Harvey is he has ever loved someone who had so much more to them than he could have ever imagined, implying to the audience that somehow, she knows that Bruce is Batman.
The film then shifts to Wayne Manor, where Alfred goes down to the Batcave to look for Bruce but sees that he isn't there. He then goes upstairs to see that he is finally actually sleeping in his own room. He wakes him up and asks why he isn't down in the cave like usual. Bruce replies that he needs a break. Alfred says that the criminals of Gotham will not take a break, so why should The Batman. Bruce simply smiles and asks Alfred to get Lucius on the phone.
The next scene is at the police station, where Gordon arrives and Bullock tells him congratulations. Gordon does not know what he is talking about, and then Bullock takes him to his new office, which is labeled "Captain James Gordon". Someone then walks in and tells Gordon that a package has just arrived for him. Bullock asks what the package is, and Gordon says that he is going to need some way to contact their newest associate, implying that the package is the bat-signal.
The next scene shows Silver in her office, now sitting alone, still deep in thought about Bruce. She then has a flashback of when she told Bruce that it was the look in his eyes that made her fall in love with him and then has a flashback of The Batman saving her from The Penguin and seeing the same look in Batman's eyes, which is how she knows that Bruce is Batman. She looks at a picture of Bruce and says to herself:"I knew you were destined for greatness." She then turns around to see the bat-signal in the sky. Batman is then shown getting into the Batmobile in the Batcave, and then driving off, with a proud Alfred looking on.
After the end credits: The Penguin is shown inside his cell at the Blackgate Prison, he sits alone thinking to himself until a guard walks in and says that someone has come to see him. The Penguin curious asks who, and the guard replies that he doesn't know his name, but that he has a riddle for him.
Easter Eggs, Trivia and References:
- At the beginning of the film, as The Wayne's are leaving the theater, one of the posters say: "The Revenge of Clayface".
- In the scene where Alfred picks up Bruce from jail and asks how he ended up there, he briefly mentions having to run away from a group of ninja warriors, a clear reference to The League of Shadows.
- When Bruce is searching on his computer for a connection between his parent's and the Cobblepot's, one of the articles mentions a Dr. Fries.
- Metropolis is mentioned.
- In The Penguin desk full of newspapers, one of them is from The Daily Planet.
- This version of the suit is more faithful to the comics except for the underwears, in which is made of a special fabric.
- In the scene where Bruce is reading trough Morgan's (Lucius father) journal, there are mentions of a Dr.Isley and a Dr. Crane.
- During the flashbacks of The Penguin story, we can see in the circus a cage that said:"Killer Croc".
- It was confirmed that Gordon's wife is pregnant of Barbara, the future Batgirl.
- The Riddler is mentioned (indirectly) in the post-credits scene.