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"Off Balance" is the forty-fourth episode of Batman: The Animated Series . It originally aired on November 23, 1992.
Batman meets one of his underworld informants, Twitch, atop Gotham's Statue of Liberty. Twitch says he's been running errands for a mysterious organization, the Society of Shadows . He mentions that they are planning a heist of a high-tech weapon, and their leader goes by the name "Vertigo ". Just then, two agents of the Society appear and attack. In the fight, Twitch is thrown off the statue's head into the sea (though he appears to survive). Batman overcomes the two agents, but before he can interrogate them, they release gas canisters in their masks, sending them both into catatonic states. Batman appears at the firing range at Gotham Police Headquarters, where Gordon is practicing alone. Batman relates the night's events, then guesses that the target of the planned heist is Wayne Enterprises' new ultrasonic drill, being delivered that night by train.
At the rail station, when the drill is unloaded, Lucius Fox and the entire security detail is disabled by waves of vertigo, caused by waves emitted by an eyepatch worn by Vertigo himself. As his men take the drill, Batman appears and tries to intervene, but is likewise disoriented by the vertigo effect. Vertigo is about to attack, but a dart is fired before him. He turns and sees a mysterious woman aiming another shot at him, and flees with the drill.
Batman tracks the Society to an abandoned cathedral outside Gotham. While searching the surrounding forest, he runs into the woman, who introduces herself as Talia. Then they are both attacked by the Society. Talia proves herself more than capable in combat, and they have gained the upper hand, when two more agents appear above them and fire the drill at them. The ground crumbles beneath their feet, dropping them into an underground cavern and knocking them unconscious. Batman wakes in a cell to discover that Talia has removed his mask. As Talia tends the unmasked detective's wounds, she explains that Vertigo used to be a servant of her father, who has sent her to punish him. She proposes a temporary partnership.
Batman manages to open their cell door, and they make their way into the main hallway. As soon as they enter, the door seals behind them, and the vertigo effect hits them. At the other end of the room, Vertigo explains that he's making his departure, but he's planted identical devices in the walls which will continue the effect after he leaves, and thus make it impossible for them to avoid the room's booby traps.
Batman takes Talia's arm and asks her to trust him. They make their way slowly across the room, narrowly evading booby traps such as trap doors and arrows, with his guidance. When they reach the other end, they pass through a door and the vertigo effect stops. When Talia asks how he resisted the effect, Batman says he kept his eyes closed, relying instead on his hearing and other senses.
They climb the stairs of the bell tower as Vertigo is carrying the drill to a helicopter on top. Seeing them, he activates his vertigo device, throwing them off balance, then fires the drill, tearing away the stone steps. Unable to stop from falling, both Batman and Talia jump forward and grab the bell ropes. In the belfry, the bells issue a thunderous ringing, causing Vertigo to drop the drill and stumble, with his hands pressed to his ears. He tumbles out of the tower, falling into a nearby river. Batman carries the drill back towards the Batwing, telling Talia that both their jobs are done. She says, not quite, and points her gun at him. At her order, he hands over the drill, but not before slipping a small device into its barrel. As a helicopter lands to lift Talia off, Batman vows that their business is not yet settled.
As the helicopter flies over the mountains, Talia informs her father via videophone that she has succeeded. He congratulates her and suggests that she test the drill. She aims the drill out the window at a nearby mountain and pulls the trigger—then the concealed device explodes, causing the weapon to short circuit and overheat, forcing her to drop it. As she rages over the phone, her father coolly shuts off the line impressed that Batman achieved a victory even in defeat. He also vows that their business with Batman isn't settled.
Batman's brief encounter with Talia seems to have tremendously impressed both her and Ra's; by the time of their next appearance, "The Demon's Quest", Ra's has set in motion an elaborate scheme to test Batman's worthiness as the heir to his empire and the husband to his daughter.
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