Author's Note:

So, I have been so excited about writing this story. Seriously, I have had it planned out in my head for nearly a year now. I love Batman, and I think I have managed to pretty tastefully include everyone at some point or another.

Key players are the Joker, Batman, the Riddler, Scarecrow, and my OC, but plenty more will be involved, trust me!

Enjoy, my fellow Batfreaks. :)

"Congratulations on your promotion."

Kit began ripping the tape off of a box full of office supplies. A lesser person would have pointed out that it was no thanks to him. After all, it was his fault the promotion had twice slipped through her fingers, nearly ending her career as a psychologist in the process.

The clicking of locks fell on her ears, sounding rather sinister given the situation, but she went about her business quietly, placing a framed photo of her and her mother on the corner of her new desk. She couldn't bring herself to look at him in as he turned to her, his slender fingers searching the contents of the pockets of his costume. Her eyes slowly moved to his face; he was wearing his mask, disfigured and crudely stitched.

"I brought you a present," he murmured, his voice muffled by the burlap. Carefully, he placed a jar in front of her on the desk. Vaguely aware of the guards shouting outside, Kit watched the yellow and black patterned spider inside weaving a zigzag web from one side to the other.

Just like everything else she had given him, how fitting the little arachnid would come back to haunt her.

Kit had become a full-time staff member at Arkham Asylum only one year prior after being given her first truly troubled inmate – Humphrey Dumphler.

That was back when Harleen – now calling herself Harley – was still a doctor there, before she had run off with the Joker.

The two of them had been very good friends.

The incident with the spider had begun like this:

Kit and Harley had slid past a pair of guards, one of them Aaron Cash, as they walked side by side down the hallways of Arkham on their way back from lunch. Kit watched them out of the corner of her eyes until they turned down a corridor and disappeared from sight.

"He ask you out yet?"

Kit flushed horribly and faced forward, ignoring the tell-tale sparkle in Harley's eyes.

"…Anyways…thanks, Harley, for taking the case," she lowered her voice cautiously, her grip on her sack lunch tightening, "It's just…I couldn't."

"Hey, no problem!" the blonde had replied cheerfully, adjusting her round glasses, which were really only for show. She had told Kit she only wore them to make her look more intelligent.

"It's not too much trouble, is it?"

"Nah, I told you, it's fine," Harley assured her, observing some of the inmates in their cells as they walked. A particular one, to be exact, but Kit hadn't been paying much attention that day.

"Dr. Arkham still giving you trouble?" Harley added.

"A little," she admitted.

Dr. Jeremiah Arkham had been the current head of Arkham Asylum, then. For two long years Kit had been trying to move forward as a psychologist under him. There had been an…incident…with her first patient that had proved getting ahead in the asylum difficult, until, finally, Dr. Arkham had offered her what would have been her first criminal inmate…and she had to turn it down. What was worse, she hadn't even given him a real reason because, well…

It was personal.

But that was when Kit had felt a tickle on her shoulder. Unconcerned, she had shrugged it off, but when she felt it again, she turned her head, trying to catch a glimpse of what it was.

Spider.

Shouting, a startled Kit furiously brushed off the ugly little black thing. She shook and shook until she was absolutely sure it was nowhere on her person.

By then a couple of the inmates were watching with amusement, particularly the Joker, who giggled madly from his own little corner of insanity. Kit turned to Harley, who had smiled broadly and dangled a cheap rubber spider in front of her face.

"I can't believe it!" she laughed, "He was right…I wonder how he knew?"

"How who knew?" Kit demanded, trying to shake the creepy-crawly feeling from her skin. She batted the spider out of her face distractedly.

"The Scarecrow."

Kit had gone home from work that evening in a funny mood. Pulling up to the rickety building she had lived in since college, she had gone instantly into the house and come out with a mason jar and a ladder.

It hadn't been much longer before she was interrupted in her strange endeavor.

"Whatcha doin', Miss Whitaker?"

Kit had wobbled, trying to keep her balance on the top rung of the old wooden ladder, the glass jar in one hand and the lid in the other.

Kendall Taylor had plopped her backpack down near the bushes and hurried up the porch steps to steady the ladder, a look of curiosity on her round face. Brushing a strand of her brown hair out of her eyes, Kit exhaled in relief.

"Thank you, Kendall," she said, looking down at the girl, "How was school?"

Kit lived in the house with Kendall and her mother, Jill Taylor, who needed the rent money to keep up with the bills. They weren't terribly behind, but every little bit counted when you lived in this part of Gotham City.

Kendall looked up to where Kit was reaching.

"You tryin' to catch that spider?" she asked, and, feeling a bit self-conscious, Kit had glanced down at the lid in her hands. She had even gone through the trouble to poke holes on the top.

"What do you need a spider for?" Kendall continued, staring Kit down with a child's persistence.

"Oh…for work…things."

It wasn't a total lie.

"Oh." Kendall fell into a thoughtful silence. Then, "Brodie Gibbons next door brought in a big old spider last month for show and tell. It had an egg sac on its back. I bet he could catch it."

Kit smiled.

"Well, what are we waiting for, then?"

And the next day, much to his displeasure, Jonathan Crane had gotten up out of bed in his cramped, little cell and walked straight into a spider web…

Now Kit stood in her office – her brand new office that represented all that she had worked for all of those years – and wondered what disaster was this, that was about to turn her life upside down again.

Before Kit could respond to the little "present", the Scarecrow gripped her wrist firmly.

Many mistook his actions for violent, but Kit knew better. They were deliberate, measured.

"Jon…," her voice was starting to waver, "Take off the mask."

Ignoring her, he dug around some more before pulling out a syringe full of orange liquid – his formula for fear gas.

Kit could still remember her first experience with the Scarecrow's fear gas.

Fresh out of Gotham University, but not quite a full-time staff member at Arkham Asylum, she had been given a patient with a mild case of schizophrenia to start out with. A "trial run" that had somehow gone horribly, horribly wrong.

A small dose of the stuff was all it took to make her skin itch and crawl, to make the blood rush to her face and roar in her ears. What little fumes still clung to her unfortunate patient were enough to make her feel the way she had felt when she was eight years old, standing at the door of an unbearably white room with sweaty little palms and a dry throat.

All alone in a big world.

She wondered if that was how her patient had felt before she killed herself…

"Jon…Take. It. Off."

She whispered it, but she had all the fierceness of the Batman in her eyes.

Slowly, he reached up and pulled the mask off. Underneath it, his expression was almost cheeky. Pulling the lid of the syringe off with is teeth, he asked her, "Are you afraid?"

"If you were going to use it on me, you would have done it by now."

"That was the plan," he stated shortly, flicking the syringe and squinting at the bubbling liquid inside.

She wasn't sure how to respond to that.

"You really should wear your glasses, you know?" she chided softly. Kit could hear the guards banging on the door outside, shouting threats at the man in front of her. They would be too late, she knew.

"You know you aren't going to make it out of here," she murmured, bringing her face closer to his.

"Hardly the objective," he responded, unconcerned.

"Then why?"

His brow furrowed as he mumbled something. Kit couldn't quite catch all of it. "…so hard to understand…him, but you…the same way…fear gas."

"What?"

He pushed one of her sleeves up and began to wipe a patch of her skin with an alcohol swab. The air felt cool against the spot, and goosebumps began to spread up and down her arm.

The Scarecrow ran his fingers along them slowly.

"And then…," he whispered, "there's the most obvious reason."

Kit met his eyes briefly before he jabbed the needle into her arm, pricking her skin.

Fear.

Everything was fuzzy. Everything was dark.

She was disoriented. Alone. Terrified.

She caught sight of a green light on the other side of what slightly resembled a room. Rain was pouring in from the complete lack of walls. Newspapers blew in from the street.

Chilled, Kit started walking toward the light. She felt sluggish, like she couldn't move correctly. Squinting, she saw the light was a digital clock, flashing urgently.

2:17

Spooked, she pulled back and fell over a pile of ratty sweaters that had not been there before. This place was like a landfill for the remains of her life that had been broken beyond repair. She pushed herself up quickly and started to run from it, not knowing what this place was, but knowing she had to get out of there.

The street was endless. No matter how far she went, she never reached an end. There were no turns to take and all of the buildings that lined the sidewalks seemed strangely blank. Like people without faces.

The rain dripped off of her hair. She was soaked. Her lab coat clung to her, heavy, slowing her down. That was when she heard the barking.

For the first time, she realized she was being chased. Swallowing, she saw the dogs behind her, eyes glowing, growling, snarling, rabid, shapeless in the way that they clung to the shadows. A car sped suddenly out of the darkness, skidding down the slick streets within an inch of her before careening off the edge of the road.

She was shellshocked by now, but somehow she managed to run faster, shedding her coat and flinging it in the direction of the dogs. They were gaining. Kit picked up a rusty pipe that reflected the green light from the alarm clocks.

2:17

Turning to face the vicious things, she swung her pipe desperately to ward them off. Slowly, she began to back away, but her breathing was growing ragged. She wasn't sure how much longer she'd last. Slipping on a wet newspaper, she found herself falling…falling far too long. Lightning struck.

Everything went white. Suddenly she felt much shorter. She looked at her hands, now the hands of a child. She used them to shield her eyes from the blinding light. Maybe she was dead.

Her mouth was unbelievably dry and her eyes tired. A hall materialized, all white paint and doors. Hundreds of doors, one right after the other. Her own voice shouting at her to open them.

Kit's mind was murky, but she was beginning to remember something. This wasn't a dream. Not a nightmare, either.

She wiped her stinging eyes and realized for the first time that she was crying. Familiar feelings began to creep back as she recognized these doors. Their numbers faded, the paint slightly chipped.

They were terrifying, all of those doors, but she had opened them all, hadn't she? Maybe not all at once, but she had, so she knew she could do it again. She remembered playing this game as a girl. How she would stare at that chipping paint until she knew she could bear what was on the other side.

Swallowing her fear, Kit stepped forward, yanked open a door, and flung herself forward with all the determination she could muster.

Kit awoke in a sweat, gasping. The floor was cold against her back, even with her lab coat on. Wait…hadn't she taken that off?

As her mind strained to put the pieces together, she felt a sharp, stabbing pain in the side of her head. She must have fallen and hit the floor. Maybe she'd have a concussion.

She could just make out the sound of two people talking as her head cleared up. Using her desk – her new desk – to pick herself up, she peered over the top of it and saw the Scarecrow and a newcomer – The Batman.

"Stop…!"

"…that's right, Batman…We all fear something."

Carefully Kit slid the box of office supplies off of her desk and dug through it until she found her desk lamp. Then, lowering herself back behind the desk, she began to crawl towards them.

"But what is it that paralyzes you, little bat?" Scarecrow jeered, his mask back on his face as he jabbed the man repeatedly. Batman fended him off blindly, his other hand on his head and his face screwed up in pain. Kit wondered what he was seeing. He seemed to be fighting it, but he was struggling. She had to act fast.

She crept up behind the Scarecrow, careful not to make a sound. Then, cautiously, Kit drew herself up to her full height. The Scarecrow was a tall man, but fortunately he was far too occupied to notice her. She took a deep breath, then –

CRASH

The Scarecrow's lanky body hit the floor. Kit dropped to her knees beside him as the force of the blow caused the blood to rush to her head. Apparently, the gas was still effecting her a little. She paused for moment, taking in deep, calming breaths.

Her eyes drifted over to the Batman, who was still hunched over, clutching his head and breathing heavy. He was lost in his own mind, the way she had been only minutes before. She could only imagine the horrors that clung to someone like him. The things he must have seen…

Still, there wasn't much she could do to help him. Instead, Kit scooted over to Scarecrow and checked his pulse. She'd never forgive herself if she caused him any permanent damage. Carefully, she slid off his mask and leaned closer until she could feel his breath on her cheek.

He was going to be okay. Folding his mask, she left it neatly beside him. As much as she hated to admit it…it was a part of him now.

Getting to her feet slowly, Kit started towards the door. Surely someone outside would know how to help Batman. She could still hear the guards in a frenzy outside, and wondered if they knew he was in there with her.

But just as she was reaching up to undo the locks, a hand covered hers, stopping her in her tracks…

Disclaimer:

I do not own any of the Batman characters.

Thanks for reading! If you can, please review. It will be much appreciated.