DC Animated Universe

"Inqueling" is the third episode of the third season of Batman Beyond. It depicts the reappearance of Inque. After resurfacing from her last bout with Batman, Inque continues her work sabotaging projects for big businesses. After succeeding in a job, she is betrayed by her employer and gravely wounded. In order to escape capture and eventual death, she goes to the one person she thinks she can trust: her daughter.


Out at Shimano Space Center, a small group of people prepare to launch a satellite into space. Winchell, the company owner, is concerned as the satellite is worth a billion dollars. Outside, Inque emerges from the ground and sets to work destroying the rocket.

Inque back in business

Back to her old doings.

Nearby, Batman flies out in patrol over Gotham and notices the trouble. He goes in to investigate and finds Inque. He quickly tries to capture Inque by bathing her in liquid carbon dioxide, but she balls herself up and vibrates, shattering the ice. She then goes on the offensive and conceals Batman in her body. Batman, however, was also prepared and activates an electrical field over his suit thereby forcing Inque off of him. Nevertheless, Inque manages to knock the rocket over and it launches over the ground eventually hitting a truck of petroleum. The rocket is completely destroyed in the explosion.

After his failure, Terry goes to Max and tells her that he needs her to research Winchell and see who his competitors were. Max suggests calling up Bruce, but Terry refuses saying that in his past two fights with Inque, Bruce had to put his life on the line to capture her. He doesn't want to have to rely on Bruce again and insists he'll catch her himself this time.

Meanwhile, Winchell tells someone over the phone that the project has to be scrapped and it's a big loss. Inque arrives and points out that it's only a loss until he gets paid by his insurance company, which will gain him a profit. She gives Winchell a card to route her cut of the profit to her account and he sits down to his computer. However, before he sets the transfer, he pulls out a gun and blasts her with it deciding that he'd rather keep all the money for himself. Inque is unable to evade his attacks and is gravely injured. Winchell tells her that it's a particle destabilizer and that no substance is impervious to its effects. However, before he can kill her, Inque leaps out the window and escapes. Winchell is unconcerned, thinking he's already hurt her too badly to survive.

Elsewhere, a repo man starts to tow a car away but the car's owner, Deanna Clay, runs out and insists that she can pay her balance. She hands him a number of credit cards and all of them are over limit. Finally, she gives him a credit card that she claims is brand new. The balance is paid and the repo man releases her car, also giving her the number for a credit counseling service, saying, "you've got a problem, lady". Deanna tosses the card away and goes back into her apartment. Unbeknownst to her, Inque is watching and sneaks into her apartment. Inside the apartment, Deanna talks to someone over the phone and successfully negotiates her way out of paying another debt—by incurring yet another debt to someone else.

Inque seeks help

Inque reveals herself to her daughter.

Inque arrives and Deanna tries to run, but Inque stops her and reveals her human face, showing that she's Deanna's mother.

Now laying down, Inque explains to Deanna why she abandoned her: Inque was young and the police were after her. Feeling she had to run and couldn't keep her daughter, she left Deanna with some guardians, but always made sure to send her money thereafter to keep her in comfort. When Deanna asks why she allowed herself to a become a shape-shifting mutant, Inque says her new abilities allowed her to earn "more money than you could ever imagine".

Back at school Terry almost has to blow off another date with Dana, but decides he'll make time. Max arrives and signals to Terry that she has the information, and he heads out to see her. Max explains that no one was competing with Shimano on the project, so Terry decides that he'll have to investigate Winchell himself and heads off. Dana catches up with Max and already knows that Terry can't go to his date. However, Dana isn't mad since she's figured out "what's really going on".

Back at Deanna's apartment, Inque's condition grows steadily worse. Deanna arrives and starts to ask for more money, but Inque has other things on her mind. Inque asks Deanna to get more chemicals for a revitalizing mutagen shot. Deanna is uncertain, since she has never stolen before, but Inque talks her into it. Deanna suggests renting a car to go to the lab so her own can't be traced, only she has no cash for it. Inque readily agrees and offers to transfer some creds into Deanna's account, but she's too weak to do it herself, so Deanna offers to do it for her, calling her "Mother" for the first time.

Back at the Shimano building, Batman sneaks into Winchell's office. Finding black spots all over the wall he takes a sample and identifies them as remnants of Inque. Winchell arrives and Batman confronts him. Winchell calls in his security force, which starts shooting. Using a smoke bomb, Batman manages to disable the guards. Winchell grabs his particle destabilizer and opens fire. Batman easily evades the blasts and captures Winchell—who awakes a short time later to find himself dangling over the side of the building from Batman's grip. When asked, Winchell swears he doesn't know where Inque is or how to find her, but he gives her the numbers for the accounts he transferred Inque's payment to.

Knowing that Inque is wounded, Batman heads off to stake out the mutagenics lab, while Max checks out the account information. As he waits, he asks how mad Dana is about him breaking their date. Max repeats what Dana said, and Terry is worried that she's figured out his secret, but Max tells him he's on the wrong track. Dana believes that he now sees Bruce as a father figure since Terry's own dad was killed, and Terry admits that maybe she's "not so far off."

Max discovers the recent transfers into Deanna's account and learns her address. Batman goes to Deanna's apartment and nearly succeeds in capturing Inque, but Deanna stops him and injects her mother with the mutagen. Rejuvenated, Inque attacks Batman with renewed strength and hurls him out the window. Though Batman gives it his best effort and even manages to surprise Inque a few times, he's still defeated when Inque drops a cement truck on him.

Inque holds him helpless and is about to kill him, when suddenly her body starts to dissolve and evaporate.

Inque evaporating


Deanna appears and coolly explains that she tainted the mutagen with a solvent, which is causing Inque to break up. Now that Deanna has her mother's account numbers, she doesn't need her anymore. Inque, appalled, asks how her own daughter could betray her, to which Deanna replies that the only thing Inque gave her was money. Before long, Inque is gone.

A short time later, Deanna sits on the new veranda beside the new swimming pool outside her new mansion, sipping a drink brought to her by her new butler. Her sunbathing is interrupted by Batman, who points out that the police will eventually catch up to her—he also explains that the police have been unable to find Inque's residue. Deanna shrugs this off, claiming that her mom's dead, but Batman points out that Inque very well could still be alive, as "she's been dead before," before leaving himself.

After he's gone, Deanna suddenly takes notice of all the shadows and black spots around her and no longer feels as safe as she did before. On the wall behind her, one of the shadows shifts into an angry eye, indicating that Inque is in fact still alive.


  • Batman reminds Inque that the last he saw her she was washed away in a storm, referring to "Disappearing Inque".
  • After being frozen by Batman, Inque manages to break free and then claims she has learned from their previous encounters. This refers to the episode "Black Out" in which Batman froze her with Mr. Freeze's gun.
  • Likewise, Batman had new circuitry installed on his suit that discharges electricity to prevent her from smothering him, as she attempted to do in both "Black Out" and "Disappearing Inque".
  • Terry tells Max about the time Inque was in the Batcave ("Black Out") and that when she escaped and he went after her, he was captured and Bruce had to rescue him, almost getting himself killed ("Disappearing Inque").
  • In the subsequent episode "The Call, Part I", as well as the episode "Epilogue" of Justice League Unlimited, it is confirmed that Inque survived while Deanna's fate is unknown.
  • Terry's comment about Dana not being far off about Bruce Wayne being a father figure is more accurate than he knows. It is revealed in "Epilogue" that Bruce is his biological father. This is one of three foreshadowing remarks about their kinship (see also "Disappearing Inque" and "The Call").
  • Batman's warning goodbye to Deanna is similar to the one he delivers to Paxton Powers in "Ascension". The main difference is that Inque is confirmed to have survived and been capable of taking revenge if she wished.

Background information[]

Home video releases[]

Production inconsistencies[]

  • The repo man swipes Deanna's credit cards with the plastic part of the card down, instead of the black magnetic strip.
  • When Deanna gives the repo man her last card, its magnetic strip disappears and reappears between shots.
  • When Inque escapes from Winchell's office, she moves right through a solid, closed glass window.
  • Deanna told Batman he was blocking her sun; when he flew off, he flew past the moon.


  • This is the final episode in which Bruce Wayne is absent, with the others being "Hidden Agenda", "Final Cut", "Armory", and "Zeta".
  • Terry's record of never actually beating Inque by himself remains unblemished throughout the series. He's beaten her twice with assistance from Bruce, she's been beaten once by Deanna, and once by Superman in "The Call".
  • Deanna now appears to live a similar life to that of Daniel Mockridge in the Batman: The Animated Series episode "If You're So Smart, Why Aren't You Rich?". While both became wealthy at the expense of the central villain, they would live in constant fear of their enemy returning to carry out revenge.
  • Deanna Clay's last name is appropriate, since Inque's abilities strongly resemble those of original Batman rogue Clayface.
  • The credit counselor's phone number on the business card given to Deanna is (111) 555-0199. 01-99 is a reference to the month and year Batman Beyond debuted, which was January 1999.
  • Winchell's men wore the same armor as those who served Derek Powers.


Actor Role
Will Friedle Terry McGinnis / Batman
Cree Summer Maxine Gibson
Shannon Kenny Inque
Peter Mark Richman Winchell
Azura Skye Deanna Clay
Clyde Kusatsu Mr. Fong
Efrain Figueroa Repoman
Lauren Tom Dana Tan

Uncredited appearances[]


Batman: He expects me to work even harder while he's gone!
Maxine: Why?
Batman: He always thinks something bad's going to happen the minute he leaves town. (Sky lights up) And somehow he's always right.

Batman: Inque! Last time I saw you, you were washed away in a storm!
Inque: And now I'm rainwater fresh, Batman!
Batman: Soon to be ice water!

Batman: What the heck was that?
Inque: A new technique, Batman! Did you think I'd learned nothing from our previous encounters?

Batman: New circuitry, Inque. Did you think I'd learned nothing from our previous encounters?
Inque: I really don't have time for this, Batman.

Terry: Inque's a mercenary. If I going to find her, I gotta figure out who hired her.
Max: You gonna contact the old man?
Terry: No. Inque's mine.
Max: Sounds like you two have some kind of history.
Terry: She was in the Batcave once.
Max: That's more than I can say.
Max: Sorry. Go on.
Terry: It was my fault. Wayne had to capture her. When she escaped, I went after her, and Wayne had to rescue me again. Almost got himself killed. That's not gonna happen this time. I'll take care of Inque myself. Of course, if someone else wanted to help me, say by digging up some information about Shimano's competitors?
Max: If I do, do I get to see the Batcave?

Max: Bruce Wayne. Some father figure.
Batman: Maybe she's not so far off.

Inque: After all I gave you! How could you have turned out like this?!
Deanna: You never gave me anything except money, Mother. How did you expect me to turn out?

Batman: When Inque dissolved away, the police collected her residue. Now that seems to have mysteriously disappeared.
Deanna Clay: Why should I care? She's dead.
Batman: She's been dead before.