The dark forces in Gotham City are stirring again, this time it is "Two-Face" (Tommy Lee Jones) who has half of his face destroyed. Once, "Two-Face" attacked the circus, and actor Dick (Chris O'Donnell) stopped the conspiracy of "Two-Face", but his family was killed. Bruce (Val Kilmer) took Dick in and persuaded Dick, who was full of hatred, to stay. Edward (Jim Carrey), a company employee who hated Webbs because his research plan was rejected, successfully developed a brain wave absorption device and became "Riddler". "Two-Face" and "Riddler" joined forces to destroy Gotham City and absorbed a large number of citizens' brain waves through the brain wave absorption device. Batman's opponent this time is terribly powerful. Can Batman finally defeat evil?