Directed by: Tim Burton Written by: Bob Kane and Daniel Waters

Batman/Bruce Wayne

• (last words in the film) Merry Christmas, Alfred. Good will towards men... and women.

• (When the Batmobile doesn't compact like it should) Alright, now I'm a little worried.

• (responding to Alfred's comment about "security" when repairing the Batmobile) Security? Who let Vicki Vale into the Batcave? I'm sitting there working. I turn around, there she is. (sarcasticallly) "Oh, hi Vick. Come on in!"

The Penguin/Oswald Cobblepot

• [To Max] Hi. [Max gasps] I believe the word you're looking for is... AAAAAAAAAAAAAAAAAAAAAAARRRRRRRRRRRRRRRGHHH!!! Actually... this is all just a bad dream. You're home in bed. Heavily sedated, resting comfortably... and dying from the noxious pollutants you've personally spewed in a lifetime of profiteering. Tragic irony, or poetic justice? You tell me.

• Odd as it may seem, Max, you and I have something in common. We're both perceived as monsters. But somehow, you're a well-respected monster, and I am... to date... not!

• [about his parents] I just want to know... why they did what they felt they had to do... to a child who was born... a little different. A child... who spent his first Christmas - and many since - in a sewer...

• A penguin is a bird that cannot fly! I am a man. I have a name. [pauses] ... Oswald Cobblepot!

• [After visiting his parents' grave] I was their number one son, and they treated me like number two! But it's human nature to fear the unusual. I guess when I reached out to them with a shiny flipper, instead of five chubby digits... they freaked.

• [to Batman, after they both encounter Catwoman] I saw her first. Gotta fly!

• [to a crowd of voters] I may have saved the mayor's baby, but I refuse to save a mayor who stood by, helpless as a baby, while Gotham City was ravaged by a disease that turned eagle-scouts into crazed clowns and happy homemakers into catwomen!

• [seeing Catwoman] Just the pussy I've been looking for.

• [to Catwoman] Why should I trust some Cat-broad, anyway? Maybe you're just a screwed-up sorority chick who's gettin' back at her daddy for not buying her that pony when she turned sweet sixteen.

• [to Catwoman] You're beauty and the beast in one luscious Christmas gift pack.

• You gotta admit, I played this city like a harp from Hell!

• [after a failed attempt to kill Batman] He didn't even lose a limb! An eyeball! Bladder control!

• [when an angry crowd throws various things at him] Why is it that someone always brings eggs and tomatoes to a speech?!

• [showing up at Max's party] You didn't invite me, so I crashed!

• Right now, my troops are fanning out across town, for your children! Yes — for your first-born sons! The ones you left helpless at home, so you could get juiced on Max's Shreggnog, dress up like jerks, and dance, badly!

• [addressing his penguin army] My dear penguins, we stand on a great threshold! It's okay to be scared; many of you won't be coming back. Thanks to Batman, the time has come to punish all of God's children! First, second, third and fourth-born! Why be biased?! Male and female! Hell, the sexes are equal, with their erogenous souls BLOWN SKY-HIGH!!! FORWAAAAAAAAAAAAAARD MARCH!!! THE LIBERATION OF GOTHAM HAS BEGUN!!!!!

• They wouldn't put me on a pedestal, so I'm layin' 'em on a slab!

• [Choking on his own blood as he aims an umbrella at Batman, only to reveal one with a baby mobile] AUGH! SHIT! I PICKED THE CUTE ONE... UGH, AGHH!... This heat's gettin' to me... AUGH... I'll murder you momentarily... [chokes] But first... I need a cold drink of iced water... [falls over dead]

Catwoman/Selina Kyle

• Wow! The Batman... or is it just Batman? [After meeting Batman for the first time]
• Honey, I'm home! Oh, I forgot. I'm not married.
• [to Schreck] How can you be so mean to someone so meaningless?
• I don't know about you, Miss Kitty, but I feel so much... yummier. [after her first transformation into Catwoman]
• I am Catwoman. Hear me roar.
• [to intervening police officers] You poor guys. Always confusing your pistols with your privates.
• Saved by kitty litter. [looks at the arm Batman napalmed] Bastard.
• Gotta go, girl talk! [After capturing the Ice Princess]
• It's always the so-called "normal" guys that let you down. Sickos never scare me. At least they're committed.
• [to Bruce Wayne, after mutually uncovering each other's secret identities] Oh God... does this mean we have to start fighting?
• [To Bruce after he revels himself as Batman] Bruce... I would... I would love, to live with you in your castle... forever just like in a fairytale [looks at Bruce and scratches him] I just couldn't live with myself! So don't pretend this is a happy ending!!
• [before killing Shreck] How about a kiss, Santy Claus?

Max Shreck

• Imagine a Gotham of the future, twinkling like a blanket of stars... but with lights blinking on and and off, embarrassingly low on juice. Frankly, I cringe, Mr. Mayor.

• Forgot my speech. Remind me to take it out on what's-her-name.

• Mayors come and go, and bluebloods tire easy. Do you think you can go 10 rounds with Muhammed Shreck?

• I don't know what you want, but I know I can get it for you, with a minimum of fuss! Money, jewels... a very big ball of string.

Other Characters

• Ice Princess: The tree lights up and then I push the button. No, no, wait, wait! I press the button and then the tree lights up, I press the button and then the tree lights up...

Dialogues

[One of Penguin's men hands him a grimy Christmas stocking]

Penguin: Ah, what have we here?...

[He gropes inside, and takes out a flask, opening it and pouring an eerie green liquid out onto a slab of stone. It hisses and dissovles part of it on contact.]

Penguin: First... a batch of toxic waste, from your "clean textile plant". There's a whole lagoon of this crud in the back!

Max: [slightly nervous] That could've come from anywhere.

Penguin: What about the documents that prove you own half the firetraps in Gotham City?

Max: If there were such documents - and that's not an admission - I would have seen to it they were shredded.

Penguin: [grins] Good idea...

[He next gets out some paper - shredded and stuck back together]

Penguin: ... But a little patience - and a LOT of tape - make all the difference. By the way, how's Fred Adkins, your old partner?

Max: [rattled] Fred? He's... actually, he's been on an extended vacation, and... well, I think he's good.

Penguin: [chuckles sinisterly] "Good"...

[He reaches into the stocking again - and pulls out a severed hand]

Penguin: [scarily cheerful voice] "HIYA, MAX! REMEMBER ME?! I'M FRED'S HAND! YEAH, YOU WANNA MEET ANY OTHER BODY PARTS?!" [normal] Remember, Max; you flush it, I flaunt it.

Max: [reconsiders] You know what, Mr... Penguin... Sir? I think perhaps I could help orchestrate a little welcome-home scenario for you. And once we're both back home, perhaps we can help each other out.

Penguin: You won't regret this, Mr. Shreck.

[He shakes Max's hand - using Fred's severed one and leaving Max holding it]

Catwoman: Did someone say fish? I haven't been fed all day.

Batman: Eat floor. (throws her down) High fiber.

Selina Kyle: Ok, Intimidate me, bully me if it makes you feel big. I mean it's not like you can just kill me!

Max: Actually, it's a lot like that.

Catwoman: You're catnip to a girl like me. Handsome, dazed, and to die for. You're the second man who's killed me this week, but I've got 7 lives left.

Batman: I tried to save you.

Catwoman: Mmm... seems like every woman you try to save winds up dead... or deeply resentful. Maybe you should retire.

Catwoman: Please. I wouldn't touch you to scratch you.

Penguin: Ya lousy minx!!! I oughta have you spayed! You sent out all the signals!

Batman: Mistletoe can be deadly if you eat it.

Catwoman: But a kiss can be even deadlier if you mean it.

Penguin: You're just jealous because I'm a genuine freak and you have to wear a mask!

Batman: You might be right.

Josh: There aren't a lot of reflective surfaces down in the sewer? (everyone laughs)

Penguin: It could be worse. My nose could be gushing blood. (everyone laughs again)

Josh: (to himself, confused) Your nose could... gushing blood? (to Penguin) What do you mean by that--? (Penguin bites his nose)

[After escaping from a mob, Penguin returns to his underground lair. The place is packed with penguins, who rush to greet him]

Penguin: My babies... they missed me...

Red Triangle Clown: Great speech, Oswald-

Penguin: [knocks him aside] MY NAME IS NOT OSWALD! IT'S PENGUIN!! I AM NOT A HUMAN BEING!!! I AM AN ANIMAL!!!! COLD-BLOODED!!!!!

Red Triangle Clown: I mean killing sleeping children... isn't that a little...

(Penguin shoots him)

Penguin: No! IT'S A LOT! (kicks the dead henchman into the sewage river)

Penguin: You don't really think you'll win, do you?

Batman: Things change.

Female Passerby: He's like a frog that turned into a prince!

Male Passerby: He's more like a penguin...

Max: Selina?! Selina Kyle. You're fired. (to Batman) And Bruce Wayne. Why are you dressed up like Batman?

Catwoman: Because he is Batman, you moron!

Max: Was.

[Batman saves Shreck from Catwoman]

Max: You're not just saving a life, you're saving...

Batman: Shut up. You're going to jail.

Catwoman: Don't be naīve! The law doesn't apply to people like him or us!

Batman: Wrong on both counts.

Catwoman: You killed me. The Penguin killed me. Batman killed me. That's three lives down - you got enough in there to finish me off?!

Max: One way to find out.

(Max shoots Catwoman twice)

Catwoman: Four... five... Still alive!

(Max shoots Catwoman twice more)

Catwoman: Six... seven... all good girls go to heaven...

(Max fires the gun again, but it is empty)

Catwoman: (laughs) Two lives left... I think I'll save one for next Christmas. But in the meantime... How about a kiss, Santy Claus?

Cast

• Michael Keaton - Batman/Bruce Wayne
• Danny DeVito - The Penguin/Oswald Cobblepot
• Michelle Pfeiffer - Catwoman/Selina Kyle
• Christopher Walken - Max Shreck
• Michael Gough - Alfred Pennyworth
• Pat Hingle - Commissioner James Gordon
• Michael Murphy - the Mayor
• Vincent Schiavelli - the Organ Grinder
• Andrew Bryniarski - Charles "Chip" Shreck
• Cristi Conaway - the Ice Princess