History Film / BatmanReturns

** And would you believe that Michael Keaton was already ''forty'' at the time of filming? Didn't think so.

* PapaWolf: The Penguin goes ballistic after Batman has Alfred jam the frequency over which he is sending neurological commands to his pet penguins, which evidently causes them great pain. ("MY BABIIIIES!")
** Also Max Shreck. He's a ruthless, cold-blooded thug of a business man, but still loves his son. When Selina finds out the truth about his "power plant" he tries to kill her, because he views it as his legacy to leave to Chip.

-->'''Penguin:''' ''[[shoots at Shreck with gun umbrella]]''
* ParentalAbandonment: Disgusted by their son's deformity, the Cobblepots [[OffingTheOffspring throw him in his baby carriage off a bridge and into a river.]]

* PenguinsAreDucks: There are several penguins living in the AbsurdlySpaciousSewer of an American city. There have been news stories about people rescuing ducks trapped in sewers in real life, so you would certainly expect to see ducks instead in an urban area. The penguins also occasionally quack (particularly in [[spoiler:the Penguin's]] death scene), although they also sometimes make more realistic penguin sounds. The Penguin himself has a vehicle made to look like a giant yellow duck. While this is probably more to reflect his PsychopathicManchild personality, it's still telling that a penguin-themed supervillain is associated with a duck.
* PetTheDog: Penguin makes it appear this way for himself by "rescuing" the Mayor's son, an event he staged to generate sympathy and attention.

** The first thing Selina does as Catwoman is to intervene when a young girl is being harassed. While she acts rudely towards the girl afterwards she still didn't have to help.
* PinkMeansFeminine: Selina's apartment is painted pink, and is full of toys like plush dolls and a dollhouse. But once you look past this you can see she's actually living in a crappy slum with low-hanging I-beams that's been half-heartedly done up to appeal to what the landlord assumed women would like.

'''Penguin:''' No... it's a ''lot''!

** The Strongman, when he notices that Batman stuffed a WesternAnimation/LooneyTunes-style time bomb in his cummerbund.
** Max Shreck when he tries to shoot Catwoman with a revolver that turns out to be empty.[[note]]Penguin had fired one shot to kill the Fat Clown; Shreck later picked it up and shot Batman once and Catwoman four times.[[/note]]

** Bruce has a brief one when he hears behind him the Penguin reaching for one of his umbrellas and turns around, caught completely off-guard if Penguin hadn't picked the 'cute' umbrella.

* NasalTrauma: The Penguin inflicts this on one of his campaign staff, taking a massive bite out of his nose and sending blood gushing all over the place.
* NeverFoundTheBody: The final shot reveals [[spoiler:Catwoman survived this way, though she was never brought back to the franchise]].
* NobleDemon: Catwoman. She's a {{Magnificent B|astard}}itch, a [[CombatPragmatist coward who wins fights by cheating]], and can be [[HeWhoFightsMonsters just as mean as the men who have persecuted her]]. But Selina [[EvenEvilHasStandards takes no pleasure]] from Penguin's callous murder of the Ice Princess, admits that she loves Bruce Wayne as he loves her, and shows Max Shreck who the ''real'' coward is by [[{{Determinator}} defiantly coming toward him as he cringes backward and fires bullet after bullet into her body]].

** The iteration of Penguin in this film has some similarities with real-life American freak show performer [[https://en.wikipedia.org/wiki/Grady_Stiles Grady Stiles]]. Not just only was this version of the Penguin once involved as circus sideshow performer, he also even has the same condition of [[https://en.wikipedia.org/wiki/Ectrodactyly Ectrodactyly]] and also a short temper of which leads him to committing or attempting acts of murder. In a strange coincidence, Stiles passed away within the same year as Batman Returns' release.
** The Ice Princess is modeled after Creator/MarilynMonroe; a blonde-haired beauty with a similar beauty mole on her face, but also a ditz (a nod to Monroe playing dumb blonde characters). In [[AllThereInTheScript the original screenplay]], she mentioned that she studied Method Acting by mail, which is what Monroe studied.
*** [[WordOfGod Cristi Conaway herself stated that The Ice Princess was "kind of like Marilyn Monroe, but kookier"]]; however, there are significant differences. In reality and contrary to her 'dumb blonde' persona, Monroe was very intelligent and well-read, whereas Conaway also said of The Ice Princess, "I don't think she's particularly well-read. But I think she's read every issue of ''[[FashionMagazine Vogue]]'' that was ever published." Additionally, Monroe came from a tragic background, and was an extremely insecure and complex, but kind-hearted, woman, whereas [[WordOfGod Daniel Waters]] specifically created The Ice Princess to be a [[AssholeVictim shallow and unsympathetic character]], so that she'd be "somebody who you’re not going to mind so much getting killed."

** Michelle Pfeiffer, too, is a Southern California native, and as Selina Kyle she sounds like exactly that. Her accent does become more generic when she's Catwoman, though. And the movie makes clear that the Kyle family is not native to Gotham; we even hear Selina's mother speaking on her answering machine in what has to be some [[UsefulNotes/AmericanAccents upper Midwestern/Great Lakes dialect]] (Chicago, maybe?).
** The Ice Princess speaks with a noticeable Southern accent; her actress, Cristi Conaway, was born and raised in Lubbock, Texas.
* NotGoodWithRejection: After she rejected his advances, The Penguin tried to kill Catwoman by hanging her with his umbrella-copter. She managed to break free, but fell into a rooftop greenhouse.
* {{Not So Harmless Villain}}s: Despite being clowns who once performed in a circus and kept their costumes, the Red Triangle Circus members are still menacing enough to serve as an effective terrorist army for The Penguin.
* OffBridgeOntoVehicle: Batman knocks Catwoman of the roof of a building, only for her to escape when she lands in the back of a truck full of cat litter.

* ModelingPoses: Even though the lady playing the Ice Princess isn't modeling anything, she still does some poses right before and after lighting the tree.

* MonsterClown: Some circus members go beyond doing harmless yet threatening acts of vandalism and terrorism, and attempt to hurt people. They include the Terrifying Clown who threatens to taze Selina Kyle, the stilted jugglers with threatening masks who burn an innocent man, and the large and imposing Strongman who knocks out a mall Santa with a toy sled.
* MoodDissonance: The goofy fights between Batman and Penguin's circus freak-show, as well as the rocket-strapped penguin army, and Penguin driving around in a giant duck vehicle have all been criticized by critics and fans for feeling very out of place in an otherwise dark and moody film.
* MoodWhiplash: Done intentionally when Shreck corners Selina in his office when she accidentally discovers his power plant plans. He walks up to her menacingly and she stammers out "[[TemptingFate It's not like you can just kill me]]." He says "[[OhCrap Actually, it's]] ''[[OhCrap a lot]]'' [[OhCrap like that]]." Then, he breaks a big smile and starts laughing, Selina as well, thinking "LikeYouWouldReallyDoIt". [[ItWasHisSled He does it.]]

* MosesInTheBulrushes: Oswald Cobblepot's parents, horrified by his appearance and cruelty, [[ParentalAbandonment put him into a basket and drop him into a river]]. He is then carried away by murky waters and adopted by... penguins.
* MurderByRemoteControlVehicle: The Penguin installs a remote control device in the Batmobile and uses it to try and kill Batman while Batman is driving.
* MythologyGag: The Penguin running for mayor was directly taken from the [[Series/Batman1966 1966 TV series]]' two-part episode "Hizzoner the Penguin/Dizzoner the Penguin." Also, Batman uses a frequency-jamming device to stop the Penguin's missiles, just as he did in that series' [[Film/BatmanTheMovie spinoff film]]. Penguin was actually elected in ''Series/{{Gotham}}''.
** The 180 degree rotation the Batmobile pulls is likely a reference to the TV series as well, and its "Emergency Bat Turn."
** Also from the 1966 series, Penguin remotely controlling the Batmobile with Batman inside is likely a reference to “Not Yet He Ain’t”, where Batman pulls an identical stunt on the Penguin after the latter steals the Batmobile and begins using it for himself.

** The giant rubber-duck boat car Penguin uses was actually first seen in the ''WesternAnimation/TheNewAdventuresOfBatman'' episode "Reading, Writing, and Wronging" two decades earlier.

** The shot of a dying Selina laying in the alley is a nod to a similar panel in Catwoman's 1989 miniseries, ''Catwoman: Her Sister's Keeper''. Another reference to the miniseries include a scene where Catwoman is scratching a thug's face.
** Several plot points were nods or lifted from ''ComicBook/BatmanYearOne'', including the use of a swarm of bats against people, Batman escaping through a bat swarm, and Batman being chased by the police.

* LooksLikeOrlok: Moreso than he does a penguin, anyway.
* LoopholeAbuse: When Catwoman agrees to help the Penguin frame Batman by kidnapping the Ice Princess, she takes at face value his promise that he is going to ''scare'' the girl. Little did she suspect that he intended to scare her ''to death''!

** Things don't work out well for Bruce and Selina's romance either.
** Oswald also gets rejected, but it’s more because he’s a massive pervert.

* ManOnFire: During the Red Triangle Gang's attacks, a few Gothamites can be seen in the background burning from the fire jugglers and breathers. Batman inflicts this on one of the fire-breathers using the backwash of the Batmobile.
* MaybeMagicMaybeMundane: Did Selina die and get resurrected by cats when Max pushed her out the window, or did she survive the fall and is simply having delusions? Catwoman seems to believe that she died and has nine lives, but it is left deliberately ambiguous: all of her "deaths" in the film are survivable (her falls all have relatively soft landings, and Max shoots her four times in four non-lethal places).
* MeaningfulBackgroundEvent: In the scene where Bruce asks Selina to watch the Tree Relighting Ceremony at Wayne Manor with him, you can see the Ice Princess being briefed on how to light the tree in the background, and based on her facial expressions, she seems to be annoyed at it. The next scene, the Ice Princess goes over the instructions inside her dressing room, before she gets kidnapped by The Penguin.

** Shreck's son is named Chip, as in "a chip off the old block".
** The Ice Princess's title was a reference to her original IceQueen characterization in the earlier scripts.

* MilesGloriosus: For all his tough talk, Max Shreck isn't above running away and hiding in an alley when the Penguin's gang crashes the downtown Christmas celebration. What makes his cowardice even worse is that he leaves ''his son'' standing there on the stage with multiple guns and bladed weapons pointing at his throat. Sure, it's what everyone else is trying to do, and it's what his son wants anyway... but one would have expected more dignified behavior from such an eminent community leader.

* AMinorKidroduction: The movie begins with the Penguin's birth and his parents ultimately dumping him into the sewers where he wound up being [[RaisedByWolves raised by penguins]].

* IronicEcho: Before killng him, Selina calls Shreck "Santy Claus", in a nod to how the mayor introduced him at the tree lighting.

** Bruce and Selina are the only people at the ball not wearing costumes.

* KarmaHoudini: Penguin's parents never seemed to pay for mistreating him as a baby, implicitly dying of unknown causes decades later. However, the even DarkerAndEdgier novelization implies this was eventually subverted sometime after the prologue when [[spoiler:he actually did get to reunite with them... [[SelfMadeOrphan and made them regret it in the worst possible way]].]]

** [[spoiler:The Penguin killed the Ice Princess by terrorizing her with a swarm of bats, causing her to lose her balance. Batman later unleashes a swarm of bats on the Penguin that chase him through a skylight window. The injuries sustained by the fall later prove fatal.]]
* KickTheDog: When the Fat Clown objects to his crossing of the MoralEventHorizon, Penguin simply takes out a revolver umbrella and shoots him.
-->'''Fat Clown:''' I mean, killing sleeping children. Isn't that a little... err...?\\
'''Penguin:''' ''(BANG!)'' No, it's a lot!

* KissOfDeath: Selina, after her identity is revealed to Shreck and has two "lives" left, grabs the stun gun she picked up near the beginning of the film, puts it in between her and Max and kisses him with it while grabbing on to some torn high voltage wires, creating a current to shock the inside of his mouth.
-->'''Catwoman:''' Two lives left... I think I'll save one until next Christmas. But in the mean time... ''(Turns the gun on)'' How 'bout a kiss, Santy Claus? ''["Kisses" him]''

* LargeHam: Creator/DannyDeVito doesn’t pull any punches as The Penguin. Its also complete with EvilLaugh at times. Not to mention Creator/MichellePfeiffer, quite composed as Selina Kyle, goes over the top as Catwoman.
* LicensedGame: A number of video games all named for the movie were released concurrently across most major systems, many developed by different studios in different genres and styles. A {{platformer}} was released on Sega systems, BeatEmUp[=s=] similar to ''VideoGame/FinalFight'' and ''VideoGame/DoubleDragon'' came out on on SNES and NES as well as a third on the Atari Lynx, DOS got an AdventureGame, and a bug-riddled Amiga {{platformer}} was available too.

* IfYouKillHimYouWillBeJustLikeHim: {{Discussed|Trope}} and then subverted, or at least {{defied|Trope}}. Selina presents a handgun to Bruce while they are dancing at the Christmas Eve party and makes clear that she wants to assassinate Max Shreck. Bruce frantically snatches the gun away from her, but before he can say anything she [[LampshadeHanging lampshades this very trope]] by pointing out that it would be ''good'' for the city if Shreck were killed - and that, despite his [[VillainWithGoodPublicity "Santa Claus" benefactor gimmick]], everyone secretly knows Shreck to be a DevilInPlainSight and wishes he were dead, but [[AtLeastIAdmitIt only Selina is willing to actually go through with the murder, or to threaten to do so]].

* InsistentTerminology: Selina insists on people calling her an "executive assistant", rather than a secretary. Max Shreck, on the other hand, insists upon the opposite. Finally, during her date with Bruce at the manor, she resignedly admits, "Secretary."
* IronButtMonkey: Sure, it's supposed to play up the whole "nine lives" thing, but Selina takes this to such extremes that she becomes [[IronWoobie heroic]]: pushed out a window to the street below; burned on the arm by a vial of acid and sent plummeting down into a truck full of cat litter; nearly strangled by one of the Penguin's umbrellas and sent crashing through the roof of a glass greenhouse, which [[ClothingDamage rips her costume to shreds]]; finally, ''shot four consecutive times in the stomach''. But all this just makes her angrier and crazier than before, to the point where (apparently) ''nothing can kill her''; and, just to cap it off, she [[spoiler:murders Shreck]] by mouth-to-mouth action with a taser in the middle... [[spoiler:''and lives!'']]

** He and his son Chip risk their lives for each other at different points in the film: first Chip holds off the Penguin's goons for Max, allowing him to run after a moment's hesitation; later, Max pleads with Penguin to [[TakeMeInstead be taken instead of Chip]], successfully sparing his life.

* HighVoltageDeath: [[spoiler:Max Shreck]] dies of electrocution, courtesy of Catwoman overloading the power generator at Penguin's Arctic World, and frying him with one of the wires while giving him a KissOfDeath.
* HoistByHisOwnPetard: The Penguin appears to have the Mayoral race in the bag, until Bruce & Alfred broadcast his previous rants over the loudspeakers.
** Later, [[spoiler:after his plot to kill all the first-born sons of Gotham is foiled, Penguin straps rockets to his hundreds (thousands?) of penguins in order to destroy the city. Alfred is able to jam the signal used to control them, sending them off to follow a new beacon. When Batman arrives at his underground lair, Penguin wields a sword-umbrella, only for Batman to simply pull out a small remote control with a blinking red button. His eyes shift from the control, to something on the opposite side of the screen. Penguin does likewise, and sees his penguin army. He snaps -- even further than he already had -- and is able to take the controller and press the button. The rockets launch, destroying what remains of the park, but also releasing a swarm of bats from the [[CoolBoat Batski]], which immediately descends upon Penguin. He stumbles backward, through the ceiling glass, and into the icy, polluted water.]]

*** "Triple", even, if you count the lagoon of toxic chemical waste Penguin kept in his lair, intending to [[spoiler: lure the first born sons of Gotham into it]]. He himself [[spoiler: dies after plunging into the pool]].

* HumansAreTheRealMonsters: While Catwoman and The Penguin are still technically human, it is Max Shreck, the normal person, who is the [[HateSink most despicable of the villains by far.]]
* HumiliationConga: One thing after another goes wrong for the Penguin during the movie's last act, until Batman has all but destroyed his hideout. Shreck gets an even worse conga, complete with a KarmicDeath.

* GoThroughMe: When the Red Triangle Gang comes looking for Max in the beginning, his son Chip bravely stands up to them and says: "You'll have to go through me!" Subverted when the clowns all pull out an assortment of blades and machine guns at his face with an [[SarcasmMode "Ooooooh!"]]

* GroinAttack: Catwoman kicks Batman down there with a heeled boot; [[{{Pun}} meowtch]]!
** BallsOfSteel: Considering that the Groin Attack is one of Catwoman's favorite attacks, she may realize that this attack isn't very effective against Batman, as he isn't showing much flinch from the effect of that attack. But Batman should be wearing a protective cup at the time, and he's also been trained as a ninja and all.

-->'''Penguin:''' ''(as Shreck pursuades him to run for mayor)'' Sounds fun... But I musn’t get sidetracked. I got my own things to tend to.
* {{Hammerspace}}: Averted. To some viewers, it might appear as if Catwoman pulled that tazer from nowhere in her climactic scene. But if you look down at her left foot while she's walking, you can see the tazer strapped down there. She reaches down and pulls it out after she's been hit by the second pair of bullets, and is saying "All good girls go to heaven..."
* HandshakeOfDoom: The Penguin is able to convince Max Schreck to help "reintroduce" him to the people of Gotham by blackmailing the unscrupulous businessman with evidence of his many, many crimes - including the severed hand of his former partner, Fred Atkins. Shaken, Schreck agrees to his terms, whereupon the Penguin gives him a handshake to seal the deal... with Fred's hand. [[spoiler: Their deal ends with the Penguin setting out to kill all the firstborn children of Gotham, with Schreck being condemned to be executed alongside them.]]
* HandWave: Literally -- Shreck introduces the Penguin to his campaign staff for a mayoral run. The Penguin asks him: "Elections happen in November; is this not late December?" Shreck waves his hand and says: "Don't worry about it." After all, [[UsefulNotes/RichardNixon it wouldn't be the first time a sitting public official was removed from office.]]
** Shreck does mention to the mayor early in the film that he has enough signatures to force a recall election, but doesn't have an issue or a candidate to justify one with. The Penguin provides both of these, by using his gang to make the mayor appear soft on crime, and endearing himself to the people of Gotham.
* HeelFaceRevolvingDoor: Catwoman just can't decide whether she wants to be a villain or... Well, if not quite a hero, at least a sympathetic AntiVillain. Michelle Pfeiffer herself said in an interview that [[ShrugOfGod she didn't know]] whether her character is "a good guy" or "a bad guy." It's this complete ambiguity that largely makes this movie feel darker and more adult and unsettling than even ''The Dark Knight.''

* HeKnowsTooMuch: Max tries to kill Selina for finding out too much about Shreck's plans for his power plant. It doesn't work, and Shreck promises to Chip that if she tries to blackmail him, he'll drop her out a higher window -- meantime, he has badder fish to fry.

* HiddenDepths: It's interesting that even the most unsympathetic bad guy in the film, Max Shreck, occasionally has humanizing moments when his most secret impulses rise to the surface. There's his impromptu speech to the crowds at the Christmas tree-lighting ceremony, right after throwing gift-wrapped packages to some of the spectators, which is undoubtedly manipulative but still has some truth to it: "I'm just a poor schmoe. Got lucky. So sue me if I want to give some back." And later, when he is meeting with Bruce Wayne in his office and Bruce accuses him of riding the coattails of a "crime boss" (The Penguin): "Shows what you know, Mister To-The-Manor-Born-With-A-Silver-Spoon. Oswald Cobblepot is Gotham's new golden boy. If his parents hadn't eighty-sixed him, the two of you [[EveryoneWentToSchoolTogether might have been bunkies at prep school]]." There is clearly a trace of resentment and poignancy in Max, as he suspects that maybe if he'd had wealthy parents too, he wouldn't have had to become a crook to get ahead.

* GatlingGood: The Organ Grinder's organ has a built-in Gatling gun.

** The Mayor also has the audacity to proclaim [[TemptingFate "Last night's violence will never happen again!"]] -- ''one second'' before his infant child is kidnapped.

* GoingCommando: Selina mentions a time when she forgot to wear underwear to school and that only one boy noticed. He's dead now.
* GoodIsNotNice: Batman himself, as usual. He kills the Strong Man from the Red Triangle gang with a bomb, set the fire breather guy ''on fire'' for no reason other than he was there, smacks Catwoman over the side of a building, and flees from the scene of a murder he's the prime suspect of.
** In Batman's defense, these Red Triangle gang members were actively harming and/or outright killing citizens; several people were seen engulfed in flames (obviously the work of the Fire Breather), and the Breather blew flames at Batman. It's safe to say these [[AssholeVictim creeps]] at least [[PayEvilUntoEvil got what was coming to them]].

* FatBastard: Oswald "The Penguin" Cobblepot, obviously. And he steadily loses sympathy as time passes.

* FauxAffablyEvil: The Penguin in spades when he successfully wins the city's sympathy vote (and starts to win their ''actual'' votes), presents himself as a miserable victim of fate's hand who nonetheless is willing to forgive the parents who abandoned him, and expresses despair and outrage at the devastation caused by the Red Triangle gang. [[BlatantLies It's complete bunk]], and in private he is every bit the petty, vindictive, murderous, depraved, psychotic, hideous monster he looks like. He only puts his EvilPlan to murder all the first born children of Gotham on ice because Shreck offers him the chance to be a VillainWithGoodPublicity (enabling him to indulge his lust and need for self-gratification), and when both those schemes are foiled by Batman he goes so berserk that he tries to destroy ''the city'' just to avenge his own crappy life.
* FemmeFatale: Burton's Catwoman is iconic of the trope, being enticing but also clearly dangerous.
* FinalGirl: In a very rare villainess example, we have the Poodle Lady during the street-fight scene. Batman goes through thirteen of the Penguin's most dangerous henchpeople with relative ease, trouncing ten of them with his unarmed combat skills and knocking down three more with his computerized Batarang. The Poodle Lady is number fourteen, and the only woman (with the possible exception of [[ViewerGenderConfusion a long-haired, tomboyish clown who]] ''[[ViewerGenderConfusion might]]'' [[ViewerGenderConfusion be a woman]]), yet is the only one left standing - or, in one case, alive - when it is all over. The only two ways in which she doesn't fit the trope are 1) she doesn't kill Batman, simply running off instead; and 2) she isn't truly final since Batman defeats three more (male) thugs after she escapes.
* {{Foreshadowing}}: Early in his return to Gotham, the Penguin is seen at Gotham's Hall of Records rifling through birth certificates and listing name after name; at this point it's assumed - as he explained to Max - that he's trying to find ''himself'' among the records, although a lurking Batman remarks he believes the Penguin ''already'' knows who his parents are; subsequently we see him visit a graveyard to visit his parents' grave. Later however, we see that he ''still'' has the list of names he took down - with Catwoman cannily regarding it as an enemies list; it's finally revealed after the Penguin's mayoral run crumbles that this is an extensive list of Gotham's first-born children whom the Penguin plans to have the Red Triangle Gang abduct and drown.
* ForHalloweenIAmGoingAsMyself: An inversion, Bruce and Selina meet at a party as "regular people" and end up discovering each other's SecretIdentity. ("[[SarcasmMode Ingenious costume.]] Let me guess: [[UpperClassTwit trust-fund goody-goody]]?") In their minds, "Batman" and "Catwoman" are their true identities, with "Bruce Wayne" and "Selina Kyle" being the real costumes.
** Also, while everyone else at the party is wearing a mask of some kind, they are not.
* ForcefulKiss: Catwoman pins Batman while he is lying flat on his back, straddling his chest and briefly flirting with him. Once they realize they are under some mistletoe she leans down and gives him a cat-style kiss, licking him from his chin to his nose.
* FracturedFairyTale: We have a knight (Bruce), a maiden (Selina), a wealthy lord (Max), and a dragon (Oswald). And they are all {{deconstruct|ion}}ed. {{Lampshaded}} in Catwoman's final speech.

* TheFreakshow: Where The Penguin was brought up and from which he recruited the Red Triangles.

** During Selina's breakdown where she sprays black paint on her T-shirts, the hangers they're on sport the slogan "Dress Up With Professional Dry Cleaning" accompanied by a picture of two penguins in evening wear (the left one's in a tux, very similar to Cobblepot's motif) - it's plausible the company may be a front/fundraiser for the Red Triangle Gang.

* FurAndLoathing: Max Shreck and his son Chip, The Ice Princess, and The Penguin's mother, Esther Cobblepot, all wear fur-lined coats (and in The Ice Princess's case, an entire fur-lined corset), and all of these characters are, in their respective ways, corrupted and/or narcissistic. The Penguin is also fitted with a fur-lined coat during Shreck's ill-fated attempt to groom him for high-society. It's noticeable that other wealthy characters, like Bruce Wayne and The Mayor, are never seen in such extravagant clothes, signifying their relative moral decency. Significantly, Bruce, Selina and The Penguin (before and after his attempt to rejoin Gotham high society) also all share an affinity with animals that contrasts them with the characters who have no qualms about wearing dead animals for [[PrettyInMink fashion]].
* GangOfHats: The Penguin's Red Triangles, who, [[RuleOfFun because the laws of screenwriting demand it,]] dress up every day in "old-timey," Victorian era circus costumes. Seriously. It's as if Hamas had a "children's birthday party" faction. Their weapons vary, as normal clowns utilize blades, nunchaku, and machine guns, while some performers use objects they would use in the circus, like firebreathers and jugglers using torches, The Sword Swallower using his shortsword, or the The Knifethrower Dame using her knives. Others are more outlandish, such as the Organ Grinder's gatling gun disguised as a big music box, or a clown strapped with a cartoonish time-bomb. Lampshaded in that Bruce Wayne does research on them and learns that [[WrestlingDoesntPay they once really were circus performers,]] and [[BecomingTheMask apparently didn't bother to change their costumes after taking up a life of crime.]] (By the way, Hamas ''really does'' have a "children's birthday party" faction. As described [[Series/TomorrowsPioneers here.]])

-->''I don't know about you, Miss Kitty, but I feel so much yummier...''
* ExactlyWhatIAimedAt: Batman does this with a Bat Grappling Hook to the clown who takes Selina at stungun point.

* {{Facecam}}: Used to horrifying effect in two scenes in the film, which involve people falling off buildings: after Selina was pushed out of the window by Shreck, and when the Ice Princess falls off a building after being swarmed by bats.

* FailedAttemptAtDrama: Rare non-comedic example. [[spoiler: Penguin emerges from icy, polluted water. Dramatic music begins to play. He staggers slowly towards Batman, who is preoccupied trying to find Selina in the burning wreckage. The music builds. He reaches for one of his lethal umbrellas. Batman turns around. The music swells! ...And it's just a trick umbrella. ''"Shit! I picked the cute one!"'' He finally succumbs to his wounds, and drops dead.]]
* FakeShemp: The final shot of the movie, with Catwoman looking over the city, was filmed weeks before the movie was due to premiere. As Michelle Pfeiffer was not available, Catwoman is played by a stand-in, with her back turned to the screen. Originally the stand-in was a dummy with limited movement before they made the decision to use an actress.
* FalseFlagOperation: Max and the Penguin decide the best angle for the latter's election campaign is to make him look like a better candidate than the current mayor during a crisis, specifically the allegedly chaotic and random violence of the Penguin's Red Triangle gang.
* FalseReassurance: After The Penguin killed the Ice Princess:

* TheFamilyForTheWholeFamily: Played with concerning the Red Triangle Gang. Depending on the scenario, they're seen either riding around on unicycles while firing guns harmlessly into the air and [[PokeThePoodle grabbing people and slapping them on the head]]... Or blowing up buildings with gigantic rocket launchers and kidnapping sleeping babies and children to be executed.
* FantasticallyIndifferent: When Max finds out Catwoman is Selina, his only reaction is firing her.
* TheFarmerAndTheViper: Played straight, as the Penguin's heart doesn't get purged of its usual misanthropy in the slightest even after the people of Gotham show kindness toward him and try to elect him mayor. He merely delays his original plan, because he gets sidetracked by the promises that shrewdly Shreck made towards him and his lust for them thanks to his many problems. He returns to his baby-killing ways after being revealed for who he really was, and this time his homicidal rage is even greater.

* EnemyMine: The Catwoman and The Penguin reconcile their differences to fight Batman, but [[spoiler: their team-up breaks up violently after Batman is successfully framed for murder and mayhem. Catwoman thinks that the Penguin is just going to scare the Ice Princess and not kill her, but the true nail in the coffin is when Penguin sexually propositions her, to which Catwoman reacts with disgust ("I wouldn't touch you to scratch you"). The Penguin does not take rejection well and he tries to kill her using his helicopter umbrella around her neck, but Catwoman breaks free and takes another long fall into a greenhouse, using up another one of her “lives”.]]

* EvenEvilHasLovedOnes: While his Red Triangle carnies are kidnapping the rest of Gotham's first born sons, the Penguin crashes Max Shreck's party to personally kill Max's own son. Max protects Chip by pointing out to the Penguin that he was the one who played the Penguin for a sap, and that he's the one the Penguin should logically kill. The Penguin grudgingly admits Max has a point, and takes him instead of Chip.
** It's covered deeper in the novel, where Max repeatedly reflects on how much he loves his son and is proud of him - in the novel of the movie, Chip Shreck actually ''saw'' his father push Selina out of the window and helpfully suggested that she'd jumped.

'''Penguin''': '''[[KickTheDog BANG!]]''' No. It's a lot "uh"!

** Catwoman is irked by Penguin's murder of the Ice Princess since she thought he'd only scare her.

* EveryoneJoinTheParty: The Red Triangle Gang is almost two dozen strong when they threaten celebrating Gothamites at the tree lighting ceremony, but when Batman shows up he manages to kill or incapacitate about a third of them. Then we see them regroup at Penguin's Arctic World hideout, and they've been whittled down to the single digits. By the time Penguin relocates to an abandoned office building that Shreck kindly provides him, the gang is small enough to huddle together in one corner of the room. But the next time they go out to the streets to riot, they've apparently been joined by at least a dozen or so new members, all of them costumed in the appropriate circus motif. For the rest of the movie, the gang then tends to fluctuate in size depending on Penguin's surroundings and whether his schemes are succeeding.
** It's more likely that those seen in the hideouts are the key members and lieutenants of Penguin, and those appear whenever they commit crimes are the footsoldiers who remain somewhere else. At the end of the movie, the only ones left to abandon Penguin when Batman is coming are Poodle Lady, Thin Clown, and a handful of acrobats after Batman cleaned up most of them earlier.

* EverythingsBetterWithPenguins: Hooooooo boy. Let's just say that [[spoiler: The Penguin unleashes an army of rocketeer penguins upon Gotham]] and leave it there.
* EvilCannotComprehendGood: At the costume party, Max rhetorically asks Bruce if it matters that Gotham's politics are corrupt. When he responds that yes, it does, Max brushes him off with feigned boredom at his idealism and walks away, evidently annoyed that Bruce actually had an answer to the question.
* EvilCounterpart: The three antagonists represent the dark opposite of Batman's personas:

* BeautifulAllAlong: Dowdy secretary Selina Kyle goes through a near death experience, trashes her apartment, and stitches together a vinyl suit to become the (somewhat) evil and sexy Catwoman. Although she mentions that she once had a scandalous experience involving a lack of panties...

* DisneyVillainDeath: Subverted twice. The first time, Selina is pushed out of a high window by Max Shreck and appears to be dead but revives a short while afterward and becomes Catwoman. The second time, [[spoiler:Penguin falls through the skylight of his lair and into the toxic water below but emerges from it a few minutes later and attempts to kill Batman. However, he quickly succumbs to the toxin and his injuries before he gets the chance.]]
* TheDogBitesBack: Or rather the cat. Max Shreck [[DestinationDefenestration throws Selina Kyle out of her office]] when he suspects she knows something. This results in her transformation into Catwoman [[spoiler: and uses her (supposedly) last life to kill Shreck with a literal KissOfDeath (courtesy of electric wires and a stungun)]].
* DoIReallySoundLikeThat: Catwoman was shocked when Penguin accuses her of "sending mixed signals."
* {{Dominatrix}}: Selina Kyle's Catwoman is clad head to toe in figure enhancing black PVC and spends her time beating up men. With her WHIP!
* DoNotAdjustYourSet: Spoken verbatim by the Penguin. Justified since the Penguin's goons had tampered with the Batmobile and thus he had a tie-in to the vehicle to [[EvilGloating taunt Batman.]]
* DontCreateAMartyr: Discussed by Catwoman when she and The Penguin agreed to work together against Batman; she suggested that Batman should be framed so that he becomes a pariah to the public.

** About 10% of the dialogue would qualify, including the infamous "Just the pussy I've been looking for" line.

** You could argue that much of the plot hinges on this trope. The Gothamites (well, most of them) show unusual tolerance and understanding toward the Penguin...even though, deformity notwithstanding, he gives them plenty of reasons not to. This just might be because they all have the warm fuzzies due to what time of year it is. (A deleted line even has one Gothamite remarking that [[TrueMeaningOfChristmas "He helps you remember the true meaning of the holiday."]])
** [[PeaceAndLoveIncorporated I wish I could hand out world peace, and unconditional love]], [[InadvertentEntranceCue wrapped in a big bow]]."
** Subverted by Bruce when he sees Selina on the street and notices how sad she is. He guesses that she must have "the holiday blues." Probably because it takes one to know one.

* DramaPanes: While pitching a new power plant to Gotham City's Mayor, Max Shreck walks to his boardroom window and looks out over the city lights while claiming in the future they'll be blinking on and off from power grid failure.

* DressedLikeADominatrix: The villainess-slash-antiheroine Catwoman wear a costume similar to the one from the 1966 ''Series/{{Batman|1966}}'' TV series, but covered in stitches symbolizing its hand-made origin. She also wields a whip. She's presented as the "wild side" of a meek timid woman.

* EatTheCamera: After Penguin finds out that Batman has foiled his scheme to kidnap the first-born children of Gotham, he screams in rage as the camera zooms into his disgusting mouth.
* EasilySwayedPopulation: The city rallies behind Penguin's mayoral campaign despite his grotesque appearance and behavior, and easily believes Batman killed the Ice Princess; Batman quickly turns them against Penguin by simply playing a recording of him insulting them.

* DisneyVillainDeath: Subverted twice. The first time, Selina is pushed out of a high window by Max Shreck and appears to be dead but revives a while afterwards and becomes Catwoman. The second time, [[spoiler:Penguin falls through the skylight of his lair and into the toxic water below but emerges from it a few minutes later and attempts to kill Batman. However, he quickly succumbs to the toxin and his injuries before he gets the chance.]]

* CompositeCharacter: This version of the Penguin shares uncanny similarities with another Batman rogue: Killer Croc. Both villains were born with physical deformities that give them the appearance of an animal, they were both used as freak show attractions in their early lives, and they both reside in the sewers of Gotham. To a much lesser extent, the Penguin also has a gang of clowns under his command, a gimmick that is often used by the Joker. Also, in the comics, one of Oswald’s henchgirls was a Harley Quinn prototype named Beulah.
* ContinuityNod: Vicki Vale is mentioned on two occasions. Bruce tells Selina about her during their date. Then, a few scenes later, Bruce calls out Alfred for letting her into the Batcave. (Though to be fair, Vicki did figure it out.)
** Also possibly the Penguin may have made a very quick passing reference to The Joker in his speech to his campaign staff. Though by "crazed clowns", he may have also been referring to his CircusOfFear gang.

** Averted with Penguin's amusement park duck car/boat.
* CorporateConspiracy: Max Shreck is a [[VillainWithGoodPublicity powerful and respected businessman]], owns multiple enterprises including department stores and construction companies, and wants to use his electric company to build a power plant in Gotham. The thing is, the power plant is actually meant to steal energy from the citizens of Gotham, leading to the rest of the movie's conflict as Shreck attemps to murder Selina Kyle for [[HeKnowsTooMuch knowing too much]] (turning her into Catwoman) and tries to make Oswald Cobblepot mayor so that Cobblepot can use his position to approve Shreck's plan.
* CorruptCorporateExecutive: Max Shreck. He sucks the life out of Gotham like a vampire, as he constructs unsafe buildings or dumps toxic waste into the environment. He has also murdered several people in cold blood, and plans to create a power plant in Gotham so he can drain electricity from its power grid and stockpile it for profit.

* CrapsackWorld: Gotham City in this movie is an impossibly horrific CrapsackWorld where a white collar criminal fixes the political process, women can be killed at will with no consequences, the [[ApatheticCitizens citizenry are fickle and stupid,]] and the police (who are apparently [[PoliceAreUseless completely incompetent]]) rely on an elitist vigilante with plenty of issues of his own to brutally punish the criminals. Seriously, one is left with the impression that Heath Ledger's version of the Joker from ''The Dark Knight'' would be happier here than in that movie's world.
* CrazyPrepared: A usual Batman hallmark, Bats inexplicably has a giant pole built into the bottom of the Batmobile ([[HammerSpace that couldn't possibly fit inside it]]) for the sole purpose of lifting up and turning the Batmobile 180 degrees when it's stuck In a tight spot.
* CreatorCameo: Sort of; Batman's note to The Penguin informing him that he has saved the children was written by Batman co-creator Bob Kane.
* CreepyCircusMusic: Given that the Red Triangle Gang is a former CircusOfFear, the score of the film reflects this with tracks like "[[https://youtu.be/gB7bBm-LvqU Shadow Of Doom/Clown Attack]]" or that creepy calliope music that is heard when Max Shreck awakens in The Penguin's lair surrounded by the Gang.

* DarkIsNotEvil: Subverted. The Penguin passes himself off as this, but if anything he's actually several magnitudes more monstrous than he looks like. Played straight with Batman as usual though.
* DarkerAndEdgier: Although The Penguin plots murders only to further his agenda or for revenge, rather than "[[ForTheEvulz just for fun]]" in the case of the Joker, the movie still comes off as much more moody, depressing, violent and pessimistic. The film portrays both superheroes and supervillains as tragic figures, tormented by loneliness and teetering on the brink of complete madness. The sexual imagery in the sequel is noticeably more kinky, even if nobody actually has intercourse. And, unlike its predecessor, this one wraps up with a BittersweetEnding (see above entry).
** The film's dialogue, the character's various agendas, their ''modus operandi'' and the overall tone of the movie is downright nihilist.
** Craig Shaw Gardner's novelization manages to be ''even darker'', especially in his description of the Gotham Plaza attack scene, with mental images of people getting killed when they are run over by the Red Triangle Gang's motorcycles or trampled by the panicked crowds. And then there is a hint he drops several chapters later that [[spoiler: Oswald Cobblepot's parents are dead because [[SelfMadeOrphan he is the one who killed them,]] and his search for them and subsequent public forgiveness were just for show.]]

** Finally, as with the previous film, ''Returns'' disregards Batman's usual adherence to ThouShaltNotKill; here, Batman kills criminals without any reservations.

** The Ice Princess lands on the very button she was supposed to press to light up Gotham's Christmas tree. What do you know; she finally got it right.

* DeliberatelyMonochrome: Even more than the first movie, with notable exception of Selina's pink apartment and the ballroom, the set design is very dark with a predominant grey color palette, to the point anything Christmas related almost comes off as a SplashOfColor.

* {{Determinator}}: Catwoman. She may not be the strongest character in the movie, but she is undoubtedly the toughest. This is proven at the climax of the film, when [[spoiler: she takes four bullets to the torso and then gets close to Gotham City's power supply -- and ''lives.'']] "Badass" doesn't even begin to cover it. She doesn't even care if she dies at all!
* DidNotGetTheGirl: [[spoiler: Batman himself did not get to date Catwoman in the end, though she is just hiding right behind his back.]]
** Penguin’s marriage proposal to Catwoman being rejected. But with a face like that, who WOULD want to bang him?

** The stungun that was taken off the clown that took Selina hostage is later used [[spoiler: to deliver the "kiss of death" to Shreck.]]
** Batman uses a computerized, Frisbee like Batarang on the Penguin's henchmen in the street, only for a trained poodle to leap up and catch it in its mouth. The poodle then serves as a ChekhovsGunman, bringing the stolen weapon to Penguin so that he can knock the Ice Princess unconscious with it and then leave it behind to make it appear as if Batman were responsible for her kidnapping and death.
** The Penguin keeps a lagoon of toxic waste in his lair, for the main purpose of [[spoiler: murdering Gotham's children]]. He later [[spoiler: dies when he falls into it during his climactic battle with Batman, and it ultimately becomes his grave.]].

** The revolver carried by the Fat Clown that fell near his body after The Penguin shot him. [[spoiler:It's retrieved by Shreck, who uses one of the rounds on Batman, and then the other four on Catwoman. And it's not enough to finish her]].
** The Penguin's 'cute' umbrella, which he intended to lure Gotham's children into the toxic waste pool with [[spoiler:is the last umbrella the dying Penguin pulls on Batman. "Shit...I picked the cute one..."]]
* ChildHater: [[spoiler: The Penguin plans to murder all of Gotham's first born children to avenge his parental abandonment.]] Even worse, it's implied that the Penguin has been murdering children all his life (heavily implied by news clipping reports of children disappearances at the circus), and considering what he did to his parents’ cat...

** In the DVD Commentary, Tim Burton actually states that he disliked circuses as a child, and says he had more of a fear of them than anything else. This experience is what drove his portrayal of the Red Triangle Gang, which was inspired by sketches he drew illustrating the Penguin's backstory. (It also explains why he passed on ''Film/BigTopPeeWee.'')

** Perhaps something of a stretch, but when Penguin flees after being publicly disgraced, he loses his top hat.[[note]] he wears one when he crashes the masquerade ball though[[/note]] As he retreats back into the sewers and reverts to savagery, he begins to tear off his fancy clothes. By the movie's big climax, he has stripped down to his filthy long underwear again. Also, he only wore the monocle when he was looking up names in the office.

** Selina Kyle lives in {{Cloudcuckooland}}, at least some of the time. Most notable in the scene where she leaves unclear to Bruce and Max just how severely she might be suffering from amnesia, rambling her way through irrelevant childhood anecdotes of a pregnant nun and the time she [[GoingCommando went commando]] at school and a boy peeked up her skirt. And where, oh where, did the "dirty limerick" idea come from? The amnesia scene may have been Selina employing ObfuscatingStupidity to taunt Shreck.

*** There's still a trace left in the film: His response to Batman's unmasking, after all, is [[ComicallyMissingThePoint "Bruce Wayne... Why are you dressed up like Batman?"]]

* BloodyHilarious: The Penguin almost bites some poor bastard's nose off at one point, causing it to start gushing blood all over the place. What really [[BlackComedy seals the deal]] is the way Shreck quickly ushers the guy aside and tells everyone to get back to working on the mayoral campaign in the way that only Christopher Walken can.
* BloodySmile: Penguin flashes a bloody smile at a female assistant he finds attractive right after biting off the nose of her boss.

** At the end of the opening credits, Oswald's basket lands at a ramp in the pool of the zoo's penguin exhibit. [[spoiler: When Oswald dies, the penguins perform his "funeral march" by dropping him into the water via the same ramp, and the story's epilogue begins immediately afterward.]]

* BreakThemByTalking: During their first meeting, the Penguin taunts Batman by suggesting that his habit of wearing a mask is a sign of his cowardice. Later on, however, he comes to believe that [[PretenderDiss Batman wears a mask in order to cope with the fact that he is jealous of Penguin because "I'm a genuine freak!"]] Grudgingly, Batman admits that his nemesis might be right.

* BrokenBird: Selina Kyle was already this thanks to ParentalAbandonment and a poor work environment. Then Max Shreck tried to off her. And then she snapped. Her speech to Bruce before she confronts Max Shreck (see BittersweetEnding) says it all.

** Selina repeats the line she heard (as Catwoman), from Batman, telling it to Bruce, who repeats what he heard from Catwoman back to Selina, poetically reversing the line order. Cue mutual shock and horror.

** "His parents. I hope he finds them." Let’s just say he found them in a more disturbing way...
** The final line of Craig Shaw Gardiner's novelization is one to the novelization of the first movie, which was also written by Gardiner: "Welcome to Gotham City".
** Chip stands up to the Red Triangle gang in the film's first action scene, which buys Max time to get away. Max later returns the favor by convincing Oswald to take him instead of Chip during the "First Sons" purge.
** Oswald's campaign speech at his headquarters contains the line "a disease that turns Eagle Scouts into crazed clowns" which could refer to some of his own men in the Red Triangle Gang, or perhaps [[ComicBook/TheJoker the Big Bad of the previous movie]]...

** Composer/frequent Creator/TimBurton collaborator Creator/DannyElfman makes a short appearance as one of the people [[ProducePelting throwing assorted food]] at Penguin during his EngineeredPublicConfession. (“Why is there always someone who brings eggs and tomatoes to a speech?!”).
** In the teaser, Paul Reubens and Diane Salinger (both from ''Film/PeeWeesBigAdventure'') appear as Tucker and Esther, the Cobblepot parents. Given a MythologyGag in ''Series/{{Gotham}}'', where Paul Reubens again plays the father of Penguin, though he's now named "Elijah Van Dahl" instead of "Tucker Cobblepot".

** Anthony [=DeLongis=], famed Hollywood weapons consultant (he appeared on an episode of Creator/SpikeTV's ''Series/DeadliestWarrior'') not only taught Michelle Pfeiffer to wield Catwoman's whip, but appeared uncredited as another one of the Penguin's clowns.
* {{Camp}}: Okay, the movie is very dark overall, but the people saying (because of the later movies that were ''much'' more campy than this) that there is no camp to be found here apparently slept through the scene involving ''an army of rocket armed penguins marching down the streets of Gotham via mind control.'' Most of the stuff, especially involving Penguin, is a kind of {{Grotesque C|ute}}amp.

* CarnivalOfKillers: Delightfully, the Red Triangle Circus Gang are a ''literal'' example, as they employ a bewilderingly diverse array of weapons.

* BigBadEnsemble: Penguin and Catwoman both have largely separate agendas, and work together only briefly. Original character Max Shreck actually manages to hold his own against both of them, and in fact, they fight, manipulate, ally, and betray each other as much as they do against Batman himself. Oswald and Shreck take turns as the true mastermind who uses the other BigBad as a pawn, until the very end where Oswald's plans escalate to a point that simply can't be topped (or used) in any way and Shreck only fights to save his own corrupt skin (and his son's).
* BigNo: Selina Kyle, after coming home from a near death experience and listening to her messages of her demanding mother and annoying beauty sales. It doesn't help that the latter was endorsed by the company whose head man just threw her out the window, specifically that it talked about how after she tries the pitch's perfume, her boss will want to arrange "A candlelight staff meeting for two..." -- the final straw that sends Selina over the edge and begins her transformation into Catwoman.
* BitchInSheepsClothing: Max might be a humble, easygoing and charitable guy but beneath the masquerade?? We have a mean spirited, egotistical, manipulative, and corrupt asshole. Not to mention he doesn’t hesitate to murder anybody who gets in his way.
* BittersweetEnding: Although The Penguin and Shreck were defeated at the end, Batman failed to save Catwoman from herself, and his reputation is in a shaky state at best. This was lampshaded by her:
-->'''Catwoman:''' Bruce... I would love to live with you in your castle... Forever just like in a fairy tale... (''scratches Batman's face'') But I just couldn't live with myself, so don't pretend this is a happy ending!
** In the original screenplay, as well as the novelization and the comic book adaptation, both Commissioner Gordon and the Mayor said that Batman won't forgive the citizens of Gotham for buying Penguin's smear campaign, well as damaging his reputation, but he'll always be there for them.

** The Penguin: Oswald Cobblepot / Penguin is grotesquely misshapen, a bit clumsy , and can't help but solicit sympathy -- even if he's a bad guy.

*** Max Shreck could be likened to a [[WolfTropes wolf]]: He has grizzled hair, wears a fur coat, is greedy and predatory, has IcyBlueEyes, is opposed by a feline character, and looks frighteningly like a growling wolf in the split second shot in which he shoves Selina through the window. [[PapaWolf Oh, and he looks out for his adult son]].
*** The Organ Grinder, meanwhile, has dark eyes, a hooked nose, [[LeanAndMean a scrawny frame]], and facial hair like a monkey

* ArmorPiercingQuestion: Bruce levels one at Selina when she reveals that [[spoiler:she came to kill Shreck during the ball]].

* ArrowCam: The Super-Batarang scene, which, from the Batarang's POV, hits three of the Red Triangle Circus Gang members, but the Poodle Lady's poodle snatches it before it hits her.

** Surrounded by Penguin's thugs on the street, Batman's point of view shifts from a clown with a bazooka, to one with some nunchucks, to one with some impossibly long ''[[AllJapaneseSwordsAreKatanas katana]]'' blades... To a grown woman in a "Little Bo Peep" outfit and a little poodle with a pink bow in its fur. The lady and her poodle prove to be the most dangerous of the bunch.
** After Penguin's plan to rig the Batmobile into a screaming metal death trap failed, since Bruce recorded Penguin’s hateful words about the city and played the recording during the speech as blackmail, he complains that he wasn't even able to injure Batman, much less kill him.

** The Penguin tells the party guests that his men are kidnapping their firstborn sons, whom they left home alone so they can "dress up like jerks, get juiced, and dance... Badly."

** And the guy that made fun of the Penguin's appearance and got his nose bitten for it (although he doesn't get killed, so it's more KickTheSonOfABitch). We’re pretty sure Penguin’s inky saliva is toxic, though. And those pointy malformed teeth of his certainly don’t help.
** The fire breathing Red Triangle member in the devil costume gets set on fire by the Batmobile early in the film. However, a few innocent Gothamites can be seen [[ManOnFire burning and on fire]] in the background during the Red Triangle Gang's rampages, so Batman's just [[ATasteOfTheirOwnMedicine returning the favor]].

* BadBlackBarf: The Penguin discharges greenish-black gooey bile from his mouth after he gets attacked by bats and falls in the sewer water. Although he spits up bile throughout the movie considering his health problems, it’s more prominent here.

* {{Bathos}}: [[spoiler: The Penguin's death scene]] sounds ludicrous on paper, but in context it's actually [[AlasPoorVillain surprisingly moving.]] Keep in mind that he’s only 33, and the birds viewed him as one of them.

** During Batman's attempted rescue of the Ice Princess, The Penguin releases a swarm of bats from his umbrella at her, causing her to fall to her death; after her body slams on the button, the Christmas tree lights up and unleashes a bigger bat swarm on the Gotham City citizens.

* BecomingTheMask: The Penguin realizes that Shreck is trying to exploit him to get a Mayor who will approve Shreck's new power plant. However, the Penguin quickly warms to the idea on his own and decides that he ''likes'' the idea of becoming Mayor because despite Max's obvious personal reasons he does bring a lot of valid points that interest Oswald. Unlimited poontang. For a guy who spent his life isolated, Penguin’s quite the pervert.

** The Penguin was suspected of being this by a few particularly touchy Jewish groups, owing to his short stature, hooked nose, [[MosesInTheBulrushes Moses like upbringing,]] and fondness for fish and money. And according to her tombstone, his mother's name was "Esther" (an exiled Hebrew queen from the Old Testament). Paradoxically, however, the tombstone was also topped by a huge Christian cross which gets a long, lingering closeup as part of the movie's rather unsettling biblical imagery -- but, in what may or may not be a significant twist, [[HolyBurnsEvil Penguin can't bring himself to look upon it.]] Although he may simply be feeling resentment or remorse. Believe it or not, Creator/DannyDeVito himself was raised Catholic, although his wife Rhea Perlman is Jewish.

** A New York ''Times'' critic saw anti-Semitism in the "Jewish sounding name" of Max Shreck, without explaining how we tell "Jewish-sounding" names from "German-sounding" ones. In fact, Max Shreck is an homage to the (non-Jewish) actor Max Shreck, who played Count Orlock in ''Film/{{Nosferatu}}'', and whose last name is German for "fear". That said, Shreck ''does'' wear a shawl that makes him look an awful lot like a rabbi in the scene that announces the mayoral campaign... Although, ironically, it seems to be covered with Christian crosses.
* AnAssKickingChristmas: The plot of the movie takes place in the weeks leading up to Christmas, with the final scene ending either right before midnight on Christmas Eve or right after it. Not that there's really much to celebrate here. Wayne Manor, Cobblepot Manor, and the town square had some decorations up, but that’s about it.
** [[spoiler: [[BittersweetEnding Considering none of Gotham's first born sons were killed, Penguin and Max were defeated, and the city is still standing, there's a bit to celebrate]].]]
* AnachronismStew / {{Retraux}}: The machines, vehicles, and weapons of Gotham City are all modern (for 1992, anyway), but the clothing worn by most of the characters strongly suggests the late 1940's or even earlier (especially the Red Triangle Gang, who often look like they were BornInTheWrongCentury, and indeed the film's costume designers based their appearance on Victorian era European circuses). It would all probably qualify as RetroUniverse if there weren't so many jarring references to then contemporary things, such as Ted Bundy and ''The Love Connection.'' Although Oswald made his comic book debut in 1941, the script says he was born in the 50s. Given his old-timey style, we can see why.

** The Penguin: Oswald Cobblepot / Penguin is grotesquely misshapen, a bit clumsy , and can't help but solicit sympathy -- even if he's a bad guy. Unlike actual penguins however, he doesn't mate for life, instead lusting after every woman in sight.

** This version was even carried over to ''WesternAnimation/BatmanTheAnimatedSeries'', produced only a short time after the movie's debut, to capitalize on its popularity - although it's generally canonical that Selina cuts and dyes her hair very frequently to distract her appearance from the law. It is later said that, in the cartoon, Selina dyed her hair blonde, but stopped doing so (around the time of the ''New Batman Adventures'' redesign, wherein she became a short-haired brunette as in the comics) when she found out her hair dye brand was tested on animals. Then again, even her RACE changes.
** In the video game adaptations, the Ice Princess's hair changed color depending on the version, due to the respective consoles' technical limitations; the NES version changed her hair to a purplish red, while the Genesis and Sega CD versions changed hers to white.
* AlasPoorVillain: After being knocked through a skylight window and nearly drowning, and then weakly emerging from the Arctic World pool burned, bleeding, and vomiting up toxic waste (and likely bile, as usual), [[spoiler: the Penguin dies completely unrepentant, still raving about how he intends to [[TakingYouWithMe take Batman to Hell with him]]. But through it all, we can't ever forget that this is someone who was forced to grow up in a cold and lonely sewer ever since he was a boy, and for whom Bruce Wayne once expressed sympathy as a fellow orphan.]]
* AllPartOfTheShow: When a gigantic red and green Christmas gift box appears on the bridge overlooking Gotham Plaza, the Mayor assumes that it's another one of Max Shreck's publicity stunts. After all, he ''had'' just said "[[InadvertentEntranceCue I wish I could hand out world peace, and unconditional love, wrapped up in a big bow.]]" HilarityEnsues after the Mayor quietly compliments Shreck on the gimmick and Shreck confirms that he had nothing to do with it.
* AllThereInTheScript: In the shooting script, before she became Catwoman, Selina has been attending rape prevention, martial arts, and other self-defense classes, according to messages left on her answering machine, which could explain why she had fighting skills as Catwoman.
* AlphaBitch: The original depiction of the Ice Princess [[AllThereInTheScript in the earlier shooting scripts]]. One scene that was written but not filmed showed her tearing through Gotham Plaza amidst all the gang violence and [[KickTheDog shoving an old woman to the ground so that]] ''she'd'' [[DirtyCoward get trampled instead!]] But these character traits are softened in the finished film, so the Princess just comes off just as SpoiledSweet.

* AmbiguouslyBi: Even though she is shown to have (or to have had) two heterosexual romances in the film, there are things about Selina Kyle that make you wonder. Like when, just prior to transforming herself into Catwoman, she sloppily drinks some milk straight from the carton (a stereotypically masculine behavior), though that could be her cat-like behavior. Or when she manhandles the Ice Princess in a frankly kinky manner with her whip. And then there's her contempt for male sexuality ("You poor guys -- always confusing your pistols with your privates!"), as well as some lines [[AllThereInTheScript in the script]] (cut from the film) that suggest Selina's resentment at having been born female. Back when the spin-off ''Film/Catwoman2004'' film was first in development (before Creator/MichellePfeiffer dropped out and Creator/HalleBerry replaced her), the screenplay for that film actually ran with this and removed all doubt by having Catwoman engage in some [[DesignatedGirlFight girl on girl action...]] [[GirlOnGirlIsHot in more ways than one]].

** Young Oswald Cobblepot drifted through some rather large storm drains in his carriage as a child, before being found by some penguins. Several more scenes take place in the icy storm drains under Gotham, and it's also apparent the Penguin had scavenged through sanitary sewers to get the materials needed to blackmail Max Shreck. In the video games on the UsefulNotes/SegaGenesis, the penultimate stage is usually set in Gotham's sewer systems where Batman battles the Red Triangle Gang in sewage, and the toxic waste seemingly created by Max Shreck serves as a hazard.

** Batman somehow got the ''enormous'' Batboat into the sewer.

* ActuallyPrettyFunny: Subverted. The Penguin seems to share a laugh with a campaign worker who jokes about his less-than-stellar looks, but it was really a ploy to get him to lower his guard so he could take revenge.
** Also subverted when Max Shreck threatens Selina's life, then pulls back with a JustJokingJustification and they both laugh it off, [[MoodWhiplash until]] he whirls around and shoves her through the window anyway.
* AdaptationalSympathy: The Penguin gets this treatment by having been made a TragicVillain. Unlike his previous appearance in ''Series/Batman1966'', which establishes him as a CardCarryingVillain who revels in every despicable act he undertakes, or in the comics, in which he is a self-proclaimed "Gentleman of Crime", this Penguin is callously abandoned by his parents for being a deformed freak and raised by circus freaks living in the sewer. It was this that led him to resurface years later and pull a VillainWithGoodPublicity stunt to become mayor in order to [[spoiler:get revenge on Gotham City -- first by trying to kidnap and drown every family's first-born son, then by launching a penguin-propelled rocket attack to kill as many people as he can after Batman foils the kidnapping]].
* AdaptationalUgliness: While Cobblepot was always a pudgy, beaknosed gangster, this Penguin almost doesn't seem human. His sunken eyes, deeply unhealthy physique and habit of drooling blue ooze make him one of Batman's strangest looking foes.
* AdaptationalVillainy: The Penguin, big time. While he's a bad guy in the comics, he's typically portrayed as a [[AffablyEvil genial sort]] and the OnlySaneMan of Batman's RoguesGallery, although his level of sanity is debatable. ''This'' Penguin is -- to paraphrase the man himself -- a cold-blooded animal who commits heinous misdeeds that his mainstream comics counterpart [[EvenEvilHasStandards would be horrified at]], specifically the [[spoiler: mass-murder of small children]]. (That depends on the version however as he sold DRUGS to CHILDREN in one comic). Seriously, not even the Arkham Games version is this vulgar.
** Hell, even Oswald’s own MOTHER changed. She went from a sweet frail old lady in the comics to a cold-hearted bitch, where she, along with her husband decide to abandon baby Oswald in the sewers. This trope is kind of zigzagged here, since she is actually somewhat justified in abandoning baby Oswald because of his dangerous, inhuman behavior that caused her and her husband to be unable to take care of him, and it's implied she feels some bit of remorse for abandoning him, mainly because of the look on her face after she does what she had to do.
** And also Selina Kyle, AKA Catwoman, certainly counts to an extent. In the comics, she was a petty criminal whose crimes involved cat-burglary, though she was never insane, nor was she actively involved in killing people. This version of her, however, is a borderline-psychotic, revenge-obsessed woman who wants to get back at Max Shreck for pushing her out of a window almost killing her. Plus she is far more vicious towards Batman than usual, actively hurting him and trying to kill him for getting in her way.

** He also puts his own life in danger to save his son.
*** ...Even though earlier in the film, he was willing to let his son sacrifice himself so that he could get away from one of the clown goons.
*** Though Max was clearly surprised that his son risked his life for him and only ran because his son told him to. Plus, in that first situation it initially looks like Chip's far greater physical strength will protect him. In the second situation the Penguin has everyone at gunpoint, so beating him will require cunning, which Max seems to have more than Chip.
*** It's also worth noting that he actually hesitated before leaving Chip in the riot, and only did it after Chip insisted more firmly a second time.

Three villains: Oswald Cobblepot[=/=]ComicBook/ThePenguin (Creator/DannyDeVito), Selina Kyle[=/=]ComicBook/{{Catwoman}} (Creator/MichellePfeiffer), and Max Shreck (Creator/ChristopherWalken). Between the villains and Batman, there's plenty of psychological dysfunction and horror to go around.

* AdaptationalSympathy: The Penguin gets this treatment by having been made a TragicVillain. Unlike his previous appearance in ''Series/Batman1966'', which establishes him as a CardCarryingVillain who revels in every despicable act he undertakes, or in the comics, in which he is a self-proclaimed "Gentleman of Crime", this Penguin is callously abandoned by his parents for being a deformed freak and raised by circus freaks living in the sewer. It was this that led him to resurface years later and pull a VillainWithGoodPublicity stunt to become mayor in order to [[spoiler:get revenge on Gotham City -- first by trying to kidnap and drown every family's first-born osn, then by launching a penguin-propelled rocket attack to kill as many people as he can after Batman foils the kidnapping]].

** There are other, more subtle animal themes -- sometimes much more subtle. Max Shreck could be likened to a [[WolfTropes wolf]]: He has grizzled hair, wears a fur coat, is greedy and predatory, has IcyBlueEyes, is opposed by a feline character, and looks frighteningly like a growling wolf in the split second shot in which he shoves Selina through the window. The Organ Grinder, meanwhile, has dark eyes, a hooked nose, [[LeanAndMean a scrawny frame,]] and facial hair like a monkey, while the Poodle Lady has curly "poodle" hair and drooping jowls like a dog.

** During Selina's breakdown where she sprays black paint on her T-shirts, the hangers they're on sport the slogan "Dress Up With Professional Dry Cleaning" accompanied by a picture of two penguins in evening wear (the left one's in a tux, very similar to Cobblepot's motif) - it's plausible the company may be a front / fundraiser for the Red Triangle Gang.

* RecognitionFailure: The Ice Princess seems to be ignorant of who The Penguin really is when he first meets her, despite all the attention he received for "saving" the mayor's baby / his tragic backstory, as well as for his unusual mayoral campaign, and in fact, believed that he's a "talent scout". When Batman came to rescue her, she referred to The Penguin as an "ugly birdman with fish breath".

* GrenadeTag: Batman.

* CatsHaveNineLives: TheMovie of the trope. Catwoman believes she actually has nine lives [[spoiler: and is "killed" eight times during the movie (dropped/pushed from a height by Shreck, Batman, and the Penguin; shot four times by Shreck; electrocuted while kissing Shreck]].