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Clayface (Arkhamverse)

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General Information
Real name: Basil Karlo
First Appearance: Batman: Arkham Asylum (Detective Comics #40)
Batman: Arkham City (true form)
Created by: Bill Finger
Bob Kane
Affiliations: The Joker
Abilities: Shapeshifting due to clay body
Portrayed by: Rick D. Wasserman
Duane R. Shepard Sr. (Cash)
Tom Kane (Sharp/Gordon)
Mark Hamill (Joker)
"So, you've discovered my true face, Detective. Please keep it a secret."
―Clayface while disguised as Quincy Sharp[src]

Basil Karlo was once a famous actor, but soon fell into madness after he learned that one of his classic movies was being remade with a new star in his previous role. Fashioning himself in the mask of the movie's villain, Clayface, Karlo assumed the character's name as his new identity and murdered several of the cast and crew before being apprehended by Batman and Robin. Using a substance from a group known as The Mud Pack, Karlo gained the appearance of a massive monster of clay, able to shape-shift into anybody he wishes to.

Putting his acting skills to the ultimate test, Clayface mimics both the personalities and appearances of those he turns into for his own pure amusement and to commit his own signature crimes. Having escaped from Arkham Asylum in the wake of a massive riot caused by The Joker's sick designs, Clayface has not been seen or heard from since Arkham City's construction. However, never one to give up any grand role, Clayface has allowed himself to become a party to an insidious and complex plot of The Joker's creation to condemn all of Gotham to oblivion.


Initially an actor in horror films and renowned impressionist, Basil Karlo went mad when he learned that a classic film of his was to be remade with a different actor in the lead role. He took on the mask of the film's villain, "Clayface", and killed several of the remake's cast and crew before being stopped by Batman and Robin.

Later, Karlo joined the Mud Pack, an alliance of shape-changing, mutated villains who had coincidentally used the name Clayface. While that group was defeated, Karlo tricked his allies, injecting himself with the essences of several of them, becoming a superhuman imbued with the abilities to change shape, melt others into protoplasm with a touch, and mimic the powers of heroes or villains he copies.


  • Can change his physical form, adopting the appearance of nearly anyone
  • His malleable physical form makes him extremely difficult to injure or contain
  • His touch can be poisonous
Ark mans Clayfacebatman-arkham-asylum-69

Clayface impersonating Aaron Cash.

Batman: Arkham OriginsEdit

Many posters containing Basil Karlo's performance as an impressionist are seen at Jezebel Plaza. They suggest that Karlo hasn't turned himself into Clayface at this point.

Between Arkham Origins and Arkham AsylumEdit

His transformation into Clayface and incarceration into Arkham Asylum happened somewhere between the events of that night and the Joker's takeover at Arkham.

Road to ArkhamEdit

When he was put into Arkham Asylum, he portrayed the jokers image as he does in arkham city.

Batman: Arkham AsylumEdit

After Batman recaptured Joker and brought him to Arkham Asylum, the Joker escaped yet again custody (with the help of his girlfriend/henchwoman Harley Quinn and corrupt security guard/part-time henchman Frank Boles) and caused chaos in the asylum with his henchmen and it is revealed that Quinn kidnapped Arkham warden Quincy Sharp.

Batman, while searching for Quincy Sharp, came across a cell behind a clear wall with no bars. A sign next to it read "Danger. Do not approach. Inmate may be impersonating other personel". The cell contained a female mannequin, white hand-prints, and excess Clayface goo. What appeared to be security guard Aaron Cash was pacing behind the wall, urging Batman to let him out of the cell. However, after rescuing the warden in the room above, another man looking exactly like the warden appeared in the cell Cash was in earlier, claiming that the rescued warden was an imposter and begged to be let out.

When Batman turned around, a morphing noise sounded and in the cell appeared what seemed to be Commissioner Gordon. He simply laughed at Batman when being approached. Detective Mode revealed that the shapeshifter had no skeleton, and scanning him revealed him as Karlo/Clayface. His profile could then be read and the Riddler's riddle, "A case of mistaken identities?" was solved. Clayface commended the detective for discovering his identity, and asked him to keep it a secret, as he had a reputation to keep.

Clayface disguised as Quincy Sharp.

After all but one of the hidden chronicles are found around Arkham, Quincy Sharp has disappeared from his santuary. Once Batman returns to the Penitentiary after discovering that Sharp has been leaving all the chronicles that were originally thought to have been written by Amadeus Arkham, he finds that the warden is gone. Clayface will mention how the warden left in a hurry despite Batman's insistence that he stay hidden, all while impersonating Commissioner Gordon.

Batman: Arkham CityEdit

Batman: “You weren't even supposed to be here, Karlo. Why sign up with Joker?
Clayface: “Easy. The role of a lifetime!
―Batman questioning Clayface[src]

Escape from Arkham AsylumEdit

Batman eventually stopped the Joker and all his henchmen, ending the chaos at the asylum. When the rescue teams of the GCPD swept through the ruined Arkham Asylum after the Joker's plans failed, one uninformed guard believed that Warden Quincy Sharp was trapped within the same cell Batman saw and let him out, while in reality it was simply Clayface taking advantage of the situation to finally escape from the asylum. It was only after the real Warden Sharp was found did the guard realize his lethal mistake, but Clayface was long gone by that point. Clayface had mimicked several security personnel to leave Arkham Island and flee to an unknown location in Gotham City.

Contract with JokerEdit

Joker and Clayface

The fake Joker and the real Joker

When Hugo Strange opened mega-prison Arkham City where notable crime lords such as the Joker, Penguin and Two-Face were located and were in the middle of a bloody gang war for control, Basil Karlo used the opportunity to enter Arkham City completely undetected. Assuming the guise of numerous inmates and security personnel alike, the monstrous mudpack eventually makes contact with the Joker, who is revealed to be his cryptic employer. At first, Karlo is reluctant to form an alliance with the dying clown, but is quickly convinced to aid the Joker and embroils himself in the Clown Prince of Crime’s last megalomaniac master plan.

Despite not actually being imprisoned in Arkham City, Clayface has sided with the Joker for one key reason; to play “the role of a lifetime” and take the persona of Batman after killing the Dark Knight. At the request of the Joker, Karlo poses as the healthy crazed Clown Prince of Crime and makes the clown's thugs believe that Joker has recovered. This puzzles some of the henchmen as they claim they saw an ailing Joker before and are confused of his all-of-a-sudden "recovery". Clayface also willingly carries out the vast amounts of chaos the actual Joker would if he was capable. Clayface interacts with Batman on numerous occasions, and countless others including Talia al Ghul, managing to fool and suede all within the city into believing that the Joker had made a full recovery. Until it was far too late, Joker and his doppelganger even managed to hide the deadly yet truthful nature of the clowning duo from Hugo Strange, Batman, and for a brief period of time, Harley Quinn.

With Clayface’s vast and nearly unstoppable abilities, the Joker knew he had all but conquered Arkham City. Joker also had Clayface carry out several other tasks besides the impersonation: appropriating the Black Mask’s base of operations (opening up the Sionis Steel Mill to Joker) and convincing Mr. Freeze to develop a cure for the clown’s growing illness (although Hugo Strange had already taken Fries’s wife, Nora, hostage by that point). The Joker was almost sure he was clearing a pathway straight to his salvation and with the spotlight focused on his doppelganger he knew that he could easily stay hidden in the shadows long enough to see through his final act.

Joker would eventually use Clayface to disguise himself as various TYGER personnel to infiltrate their locations and obtain their equipment and even the card keys and codes needed to access structures right outside Arkham City's perimeter walls. With these items in his possession, Joker gains access to the Sionis Boat House, just next to his base, where he stores his most valuable weaponry, equipment, and plans; away from the prying eyes of Hugo Strange and his TYGER operatives who remain completely ignorant and blissful of the true magnitude of Joker's own operations.

Joker lastly used Clayface to infiltrate Arkham Island, now TYGER's main base of operations, to place dozens of explosives deep within the bowels of the Asylum as part of his alternative plans for Batman and Gotham, as well as to take out TYGER when the time was right to initiate a break out of Arkham City and conquer all of Gotham. With everything in place and his plans completely unnoticed by even Hugo Strange, Batman and TYGER, Joker waits for Batman's inevitable arrival in Arkham City, where their most brutal and psychological battle will play out and will show who will be the true victor and survivor of the brutal battle in which Batman will unknowingly play a huge part in Joker's plans for ultimate rule and violence.

The ambush and quest for cureEdit


Clayface in Batman: Arkham City

After Batman broke into the Sionis Steel Mill, he defeated some of his henchmen and went to save an unfortunate kidnapped doctor. Before leaving, Batman heard from the main office Harley Quinn being surprised on seeing Joker being healthy and perfect and questioning if he is the real Joker before being interrupted by a coughing Joker.

After Batman rescued the doctor and defeated Mr. Hammer, he entered the main office where he came across a seemingly dead Joker and a tearful Harley by his side. He was soon ambushed by Clayface-Joker who gassed him from behind while Harley beat Batman senseless with a bat. This act prompted Batman to believe that the Joker was okay until the real Joker stepped from the shadows and revealed that he has sick and needed a missing Mr. Freeze to manufacture his cure. Knowing Batman would refuse to help him, Joker revealed that he poisoned Batman and Gotham as well with his Titan illness, forcing Batman to go on a quest to find Mr. Freeze who was kidnapped from the old GCPD HQ by Penguin's men.

Batman would rescue Freeze and defeat Penguin and his men, however it is revealed that the cure it incomplete because it lacks a specific enzyme. Batman then recognizes this enzyme and reveals that it is located in Ra's Al Ghul's blood. Batman puts a track on one of the League assassins and follows them to Ra's whom he then battles and finally takes a sample from his blood. Batman took the blood to Freeze who made the cure but refused to give it to Batman unless he saves Freeze's wife who was held in a warehouse by Joker's men. Batman was forced to fight Freeze and then went for the cure only to discover that Harley Quinn took it and left two Joker cards. Before Batman leaves, Freeze gives him cryogenic explosives and begs him to find Nora.

After Batman reunites Nora with Freeze, he enters the mill where he comes across televisions which show Clayface-Joker pretending to be the real one (unknown to Batman) and asking the inmates to prepare for a breakout from Arkham City. Batman goes to the main office and enters another large room where Clayface-Joker is staring at a mirror which strangely reflects a sickly Joker. Batman easily defeats Clayface-Joker, but then his henchmen appear. Batman is successful in defeating the henchmen but is then trapped under some rubble because of a TYGER helicopter shooting at the mill as Protocol 10 has just been activated. Clayface-Joker took Talia hostage and presumably hided in the Monarch Theatre to await the end of Protocol 10.

Final PerformanceEdit

After Batman stopped Protocol 10 (which resulted in the deaths of Hugo Strange and Ra's), he heard Joker announcing to him that he has Talia as a prisoner and come to the Monarch Theatre. Batman took out Joker's armed men and entered the theatre to face the Joker who demands that Batman gives him the cure for his Titan illness. Batman, however is confused as he believed that the Joker had already cured himself. Talia uses the confusion as an opportunity to free herself and disarms the Joker, proceeding to stab him, much to Batman's shock who believed it was unnecessary to kill the Joker.

Talia, however defends the act because Batman would have never done it. She then reveals she took the real cure from Harley Quinn so that she could save him. She also comforts Batman by telling them it is now over. Not long afterwards did Batman remember something that had been said to him previously by the Joker when he was ambushed by Clayface-Joker, the two different Joker cards left for him after Harley Quinn stole the cure, the healthy Joker's sickly reflection in the large mirror and Batman eventually pieced together that Joker had been impersonated the entire time.

The actual Joker, his illness continuing to eat away his flesh, revealed himself and shot Talia dead on the spot after the ruse had been seen through and revealed that "at times like these, it's important to keep up appearances". Clayface then arose and took on his natural form, a hideous, monstrous mass of mud. After Batman questions why Karlo sided up with Joker, Karlo said it was because of "the role of a lifetime". Batman was then forced to fight Karlo if he was to retrieve the only remaining vial of the cure. He primarily used Mr. Freeze's cryogenic explosives to slow Clayface down, although he thawed when he tried to get the vial out of the hole. Clayface eventually was frozen solid by the explosives, after which Batman took Talia's sword (which was still impaled on Clayface) to cut his frozen body up to pieces.

He was eventually thawed after the Joker blew up the floor of the theater to give Batman a "change of scenery" to "help ease the pain" (referring to Talia's demise). Both Batman and Clayface were brutally thrown into the Lazarus Pit Chamber beneath the theatre where their brutal fight continues. Clayface, now greatly weakened and unable to retain his natural form outside of a half-melted appearance, resorted to utilizing miniature Clayfaces to attack Batman. After a long and exhausting struggle, Batman was able to freeze Karlo up with cryogenic explosives and after entering him to get the cure, cut Karlo open with Talia's sword, incapacitating him once and for all. After Batman got out of Karlo, he drank half of the cure and cured himself.

Unshaken by Clayface's defeat, Joker tells Batman to stay away and let him enter the Lazarus Pit to gain immortality and become master of the League of Assassins. Angered because of Talia's death and unwilling to let Joker become immortal and kill more innocents, Batman swiftly throws Talia's sword in the pit's controls which causes one of the the pit's generators to collapse and push what's left of Karlo into the pit. Because of Karlo's body matter contaminating the pit's chemicals, a massive explosion is triggered. The resulting explosion destroys the Lazarus Pit as well as most of the chamber and seemingly kills Basil Karlo.

Batman: Arkham UnhingedEdit

During a flashback to when Batman first met Talia and Ra's al Ghul, Batman briefly hallucinates seeing Clayface and several of his other rogues in a poison-induced dream.

In the issue Operation: Kill Joker, Clayface disguises himself as Deadshot, whom the Penguin hires to kill Joker. Having shared a cell with Deadshot back at Arkham Asylum, Karlo is able to imitate him almost perfectly. The Penguin gives him a collection of weapons, which Clayface-Deadshot gives to Joker.

While Clayface doesn't actually appear in Arkham City Endgame, the webcomic taking place after the events of Harley Quinn's Revenge, he was mentioned by the Joker in a posthumous message to Batman, revealing that Joker had him rig the isolation cell that Batman locked him up inside with dozens of explosives, including his murder book.

Before Batman: Arkham KnightEdit

Traces of Clayface were later used in Simon Stagg's Metamorpho project, with Batman destroying it and keeping samples for study; as well as supplied by the Arkham Knight to Hush, to ensure the latter was virtually indistinguishable from Bruce Wayne as part of their revenge plans against Batman and Wayne, respectively. The GCPD kept some of Clayface's mud in lockup. Clayface in fact survived the battle against Batman, but was permanently comatose and unable to regain his original form due to both being exposed to the Lazarus Pit and being caught in the generator's explosion.

Psychological profileEdit

Psychological profile by Dr. YoungEdit

180px-Clayface img

Clayface's photo

While his bizarre ability to shape-change opens him up to the obvious-if controversial-diagnosis of multiple personality disorder, Karlo seems instead to be suffering from borderline personality disorder, with a special emphasis on identity disturbance. He is difficult to pin down on any subject, and defends his wild changes in affect as evidence of his dramatic abilities, which he considers to be wildly underrated. Rarely does he take his own shape, but frequently mimics me when I attempt to interview him.

Additional notes

His identity is at risk of splintering, due to the growing frequency of his adopting the identities of others to the exclusion of taking on his own.

I find his imitation of me to be especially unflattering; I am most certainly not the bitter, calculating academic he attempts to portray me as.


Psychological profile by Dr. Hugo StrangeEdit

Horror film icon Basil Karlo went mad when he uncovered plans for his most classic film to be remade with a different actor in the lead role. He took on the mask of the film's villain, Clayface, and killed several of the remake's cast and crew before being stopped by Batman and Robin.

Later, Karlo stole and injected himself with experimental compounds that transformed him into a mass of living clay who can alter his composition to mimic anything... or anyone.

Game Over LinesEdit

Batman Arkham City - Game Over Clayface00:16

Batman Arkham City - Game Over Clayface

Clayface's game over screens.

  • "Next, I will become YOU, Batman!"
  • "It was the performance of a lifetime!"


  • "Get up, Bats! Hey, you ain't looking so good!"
  • "Oh, Bats! If you only knew what I have planned! You'd just die!"
  • "Aren't you supposed to be up on your feet and trying to stop me?"


  • The mannequin and handprints in the cell are a reference to Preston Payne, who was 'married' to a mannequin he referred to as 'Helena'.
  • Clayface will only congratulate Batman for discovering who he is if he is disguised as Sharp or Cash; as Gordon, he will only laugh mockingly.
  • Karlo's name appears on the party list, indicating that Joker had intended for Harley to let him out of his cell and join his army in assaulting Gotham once he infused enough of his men with Titan and killed Batman. This also foreshadowed Karlo's role in Joker's next scheme as the pair seemed to be on good terms.
  • The method described as how Basil Karlo gained his powers seems to be yet another reference to The Batman where Basil Karlo gains his powers by ingesting a chemical compound stolen from Wayne Enterprises.
  • If viewed in Detective Mode, no bones will be present and only his shape is visible. His status will heavily explain that it's Clayface. The BPM is " ??? " and the feelings or whatsoever is " unknown ".
  • In Arkham City, if one uses Detective Mode during the battle with the Joker at the Steel Mill, Joker has no bones, foreshadowing the reveal of Clayface.
  • The movie that was showing in the Monarch Theater was "The Terror", an old movie that Karlo starred in, hinting his appearance in the game. The poster for this movie can be scanned to solve one of the Riddler's riddles.
  • It was hinted in Arkham Asylum that Clayface and the Joker had a partnership due to the partylist having a smiley face next to Clayface's name.
  • When returning to the Sionis Steel Mill to get the cure during the video of Clayface-Joker claiming he's the Joker and that he is cured, some nearby coughing can be heard. This is the real Joker, filming Clayface.
  • Occasionally, when defeated by Clayface, one of his game over messages as Clayface-Joker will play instead of his regular messages.
  • Just like Deadshot, Karlo/Clayface entered Arkham City under the orders of a major villain (Deadshot on Hugo Strange's orders while Clayface on Joker's orders) to complete several tasks for him, despite not originally being imprisoned in Arkham City.
  • In the Batman: Arkham Knight demo, there is a billbord with a picture of Clayface.


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