Scalar atomic magnetometers have many attractive features but their sensitivity has been relatively poor. We describe a Rb scalar gradiometer using two multipass optical cells. We use a pump-probe measurement scheme to suppress spin-exchange relaxation and two probe pulses to find the spin precession zero crossing times with a resolution of 1 psec. We realize a magnetic field sensitivity of 0.54 fT/Hz(1/2), which improves by an order of magnitude the best scalar magnetometer sensitivity and exceeds, for example, the quantum limit set by the spin-exchange collisions for a scalar magnetometer with the same measurement volume operating in a continuous regime.