When Martians arrive on planet Earth, American President James Dale (Jack Nicholson) is persuaded to extend the hand of friendship. One of the President's advisers, Donald Kessler (Pierce Brosnan), has been studying the aliens, and is keen to make peaceful contact. However, the Martians gleefully fry their greeting party from Earth, and launch an all-out attack on the planet. Various celebrity faces including Michael J. Fox, Danny DeVito and Martin Short appear briefly before being zapped by the Martian baddies in director Tim Burton's quirky spoof of alien invasion movies.

Tim Burton returns to direct this action sequel with Michael Keaton reprising his role as the caped crusader. 33 years after being abandoned as a baby, Oswald Cobblepot (Danny DeVito) returns to Gotham City, bent on revenge, as the Penguin. He begins a warped campaign to become mayor of Gotham, helped by millionaire businessman Max Shreck (Christopher Walken) and undertakes a mission to murder every firstborn son in the city - a plan which will avenge his own beginnings.

Meanwhile, Batman emerges to stop him, but struggles with his dual identity after becoming romantically involved with Shreck's former secretary Selina Kyle (Michelle Pfeiffer), who takes up her own secret identity as Catwoman to get revenge on Shreck.