In the film, Batman comes into conflict with wealthy industrialist Max Shreck and malformed crime boss Oswald Cobblepot / The Penguin, who seek power regardless of the cost to Gotham City.

Waters's script focused on characterization over an overarching plot, and Wesley Strick was hired to complete an uncredited re-write which, among other elements, provided a master plan for the Penguin.

However, it failed to replicate the success or longevity of Batman ($411.6 million); this was blamed on the darker tone as well as violent and sexual elements, which alienated family audiences and led to a backlash against marketing partners for promoting the film to young children.

Thirty-three years later, during the Christmas season, wealthy industrialist Max Shreck is abducted by the Red Triangle gang—a group of former circus workers connected to child disappearances across the country—and brought to their hideout in the Arctic exhibit at the derelict Gotham Zoo.

Shreck attempts to murder his timid secretary, Selina Kyle, by pushing her out of a window after she accidentally uncovers his scheme to construct a power plant that would secretly drain and store Gotham's electricity.

There, Oswald renounces his humanity, fully embracing his identity as the Penguin, and sets his plan in motion to abduct and kill Gotham's first-born sons as revenge for his own abandonment.

The cast of Batman Returns includes Andrew Bryniarski as Max's son Charles "Chip" Schreck and Cristi Conaway as the Ice Princess, Gotham's beauty queen-elect.

"[28] Burton replaced key Batman crew with some of his former collaborators, including cinematographer Stefan Czapsky, production designer Bo Welch, creature-effects supervisor Stan Winston, makeup artist Ve Neill, and art directors Tom Duffield and Rick Henrichs.

"[25][33][34] Unlike Hamm, Waters was not opposed to Batman killing people, believing the character should reflect contemporary, darker times, and that the idea of a hero leaving captured villains for the authorities was outdated.

[25][26] Although the character is influenced by feline mythology (such as cats having nine lives), Waters and Burton never intended the supernatural elements to be taken literally and planned for Catwoman to die with Shreck during the electrical explosion in the film's denouement.

[35] Warner Bros. executives mandated that Strick introduce a master plan for the Penguin, resulting in the addition of the plot to kidnap Gotham's first-born sons and threaten the city with missiles.

[26][42] To convey his vision, Burton gave DeVito a picture he had painted of a diminutive character sitting on a red-and-white striped ball with the caption, "my name is Jimmy, but my friends call me the hideous penguin boy.

Actresses lobbying for the part then included Ellen Barkin, Cher, Bridget Fonda, Jennifer Jason Leigh, Madonna, Julie Newmar, Lena Olin, Susan Sarandon, Raquel Welch, and Basinger.

[e] Young went to the Warner Bros. lot in a homemade Catwoman costume for an impromptu audition for Burton, who reportedly hid under his desk (although Keaton and producer Mark Canton briefly met with her).

[8][22][26] The birds were flown in on a refrigerated airplane for filming, and had a chilled waiting area containing a swimming pool stocked with half a ton of ice daily and fresh fish.

Cast and crew had to wear ID badges with the film's working title, Dictel, a word coined by Welch and Burton meaning "dictatorial"; they were unhappy with the studio's "ridiculous gestapo" measures.

[34] Welch was influenced by German Expressionism, neo-fascist architecture (including Nazi Germany-era styles), American precisionism painters, and photos of the homeless living on the streets in affluent areas.

[34][76] Designs attempted to create the illusion of space; the Wayne Manor set was partially built (consisting primarily of a large staircase and fireplace) with a scale which implied that the rest of the structure was massive.

[34] Penguin's base was initially scheduled to be built in a standard 35 ft (11 m) tall Warner Bros. soundstage, but Welch thought that it lacked "majesty" and did not create enough contrast between itself and the "evil, filthy, little bug of a man".

[78] Costumer Paul Barrett-Brown said that the suit had a "generous codpiece" for comfort,[78] and initially included a zippered fly to allow Keaton to use the bathroom; the actor declined, however, because it could be seen by the camera from some angles.

Winston was unhappy with the "pointy nose" shapes and began sculpting ideas with clay, influenced by his work on The Wiz (1978) (which involved a forehead and brow prosthetic appliance for large-beaked creatures).

[78] DeVito helped create the Penguin's black saliva with the makeup and effects teams, using a mild mouthwash and food coloring which he squirted into his mouth before filming, and said its taste was acceptable.

Mechanical-effects designers Richard Landon and Craig Caton-Largent supervised the manufacture of the animatronics, which required nearly 200 different mechanical parts to control the head, neck, eyes, beak, and wings.

[89] Initial performance analysis suggested that Batman Returns could become one of the all-time highest-grossing films; Warner Bros. executive Robert Friedman said, "We opened it the first real weekend when kids are out of school.

"[24] According to Patriot Games producer Mace Neufeld, other films benefited from overflow audiences for Batman Returns who did not want to wait in long lines or were turned away from sold-out screenings.

[v] Pfeiffer received near-unanimous praise for the film's standout performance as a passionate, sexy, ambitious, intelligent, intimidating, and fierce embodiment of feminism who offered the only respite from the otherwise-dark tone.

[z] At the 46th British Academy Film Awards, Batman Returns was nominated for Best Makeup (Ve Neill and Stan Winston) and Best Special Visual Effects (Michael Fink, Craig Barron, John Bruno, and Dennis Skotak).

[25] Crow and Mooney wrote that Batman Returns is "saturated with Christmas energy"; it rejects the season's conventional norms and becomes an anti-Christmas film, however, critiquing its over-commercialism and lack of true goodwill.

Shreck cynically exploits Christmas tropes for his own ends (falsely portraying himself as selfless and benevolent), and the perversions of Penguin's Red Triangle gang are a more overt rejection of the holiday.

The Penguin, they believed, embodied Jewish stereotypes such as " ... his hooked nose, pale face and lust for herring" and was "unathletic and seemingly unthreatening but who, in fact, wants to murder every firstborn child of the gentile community."