Arctic World was a section at the abandoned Old Zoo. The underground pavilion served as Penguin's hideout. The exterior was adorned with a statue of a polar bear, and a skylight view of the massive cavernous exhibit. The waterways in the interior connected to large tunnels leading to the Gotham sewer system.
Enter the Penguin
After Oswald Cobblepot was abandoned by his parents, his baby carriage was discovered by a group of Emperor penguins after washing up in the Arctic World exhibit. Apparently the zookeepers kept him as part of the exhibit and educated him. Eventually he began traveling with the Red Triangle Circus as a freak show performer. The circumstances of his upbringing resulted in a bitter worldview, jealous of normal children with loving parents he began to indoctrinate visiting children to the circus or sometimes murder them. The public eventually began to catch on and after some bad press they fell out of favor had to cease performing. Oswald had corrupted the Red Triangle circus with his ideology, and the group turned to crime. They eventually settled back to the now abandoned Arctic World exhibit in Gotham, using the sewer tunnels for fast travel during heists.
Thirty three years later, Penguin sent the Red Triangle gang to attack Gotham's Lighting of the Tree Ceremony in Gotham Plaza and to kidnap Max Shreck. Shreck fled for his life, but the Penguin pulled him into the sewers after he stood on top of a drain lid in an alley. It seems Penguin chloroformed or knocked Shreck unconscious before bringing him to the pavilion. Shortly after, Shreck was astounded to see a man of extreme deformity cackling at him amidst feeding Penguins. Penguin showed Shreck his special umbrellas and tried to negotiate a deal with him; he asked to help him find his parents and who he really was.
At first, Shreck refused, but Penguin told him that whatever secrets that he had in his company, he always discovered. Penguin made his point by showing Shreck a flask of waste from his sewage plant and said that there was a whole lagoon of it there, taped up shredded documents that showed evidence of Shreck's involvement and a dead hand from his late partner, Fred Atkins.
Shreck finally gave in and agreed to help the Penguin, who, in turn, helped him. After this Penguin moved into an empty storefront building, presumably owned by Shreck and set up an office loft on the second floor. This became his new base of operations. After gaining the public's acceptance and trust he began to write lists of all the first-born sons in Gotham at the Hall of Records, claiming he was searching for the identity of his parents. At Shreck's insistence, Penguin tried to become Mayor, but failed thanks to interference from Batman at a rally.
An Evil Plan
After reacting violently to public humiliation, Penguin fled back to the sewer from the GCPD.
He found his gang waiting for him at Arctic World and began to put his main plan into action to kill all of the first-born sons of Gotham. Penguin handed out all of the lists that he made to the Red Triangle Gang, but one of them, Fat Clown, said that Penguin may have went too far.
Penguin responded by shooting him with one of his umbrellas and pushed him into the giant pool.
Later, the Penguin held Shreck hostage in a giant cage who attended his costume party. Penguin had intended to kidnap Shreck's son, Chip, but Shreck pleaded with him to take him instead.
While the Red Triangle Gang kidnapped the children, the Penguin pulled out another umbrella that played a hypnotic tune to lure the children to follow him to their deaths, he then told Shreck that he would join them in a pool of his own sewage.
Sometime later, the Organ Grinder's Monkey, arrived with a note. Penguin wondered where all of the children were, and took the note that said: "Dear Penguin, the children regret they are unable to attend. Batman". In a rage, Penguin realized that Batman had once again, foiled his plans.
The Penguin Army
Having had enough of Batman's interference, Penguin decided to put his final plan for the city into action. Cobblepot's gang outfitted his pet penguins with hypno-helmets and strapped missile launchers to their backs. The Penguin spouted out a long speech to his army and told them that the time had come to punish all of Gotham's children: male and female. The Penguin watched from a TV screen while the Poodle Lady was in an igloo control center, operating the weaponry ignition and frequency attractor of the Penguin Army. The Red Triangle gang had surveillance cameras set up throughout the city and sewer system to monitor their progress.
Batman was in the Batskiboat going in the direction of the Penguin's Lair. He told Alfred to jam the signal that controlled the Penguins who were in Gotham Plaza, and were ready to attack. During this, he was spotted by the Poodle Lady on her monitors, who controlled two Penguin Commando sentries guarding the tunnel entrance to fire their missiles at him. Batman barely managed to dodge the rockets, quickly swerving the vehicle to glide over the top of the tunnel to avoid being hit. The Penguin still watching the TV screen, noticed the army moving out of Gotham Plaza while the Poodle Lady informed him that something was jamming her signal, and at the last possible moment, that something "very large, very fast" was coming their way. After informing him, she ominously backed away from her control station, into the darkness.
A Deadly Battle
After he saw the rest of the Red Triangle Gang flee, the Penguin rushed over to his duck boat, grabbed another one of his umbrellas along the way, and drove out of the water to the surface with six wheels underneath the vehicle. Batman followed Penguin by engaging in a land-mode on his own vehicle, skiing up a tunnel entrance to the surface, plowing straight through the walls of Arctic World at the ground level. The front ski extension landed directly on the duck vehicle, shattering it to pieces.
Batman got out and surveyed the wreckage, but the Penguin pounced on him, they began to fight and Penguin unsheathed a sharp blade from the tip of his umbrella. Batman responded by taking out a remote control from his utility belt, which had gathered the penguin army at the zoo grounds, completely surrounding them.
The Penguin was furious and screamed in a blind rage. He then viciously swiped his umbrella at Batman, however, the Dark Knight used basic footwork tactics and slowly brought him back toward the wreckage of his vehicle. When close Batman suddenly sidestepped, causing the Penguin to shatter his own blade when he accidentally struck his duck vehicle hull. Continuing to bait him, Batman stood still and allowed Cobblepot to knock the remote from his hand. Immediately after Batman took the weapon from him, swatting him with the handle, knocking him back toward the remote.
Penguin grinned with triumph, he picked up the remote control and pressed the glowing red button, which caused the Penguin Army to fire their payload. A flock of bats suddenly flew out of the Batskiboat and surrounded the Penguin, and he fell through the observation window of Arctic World, into the water below. Batman had only intended to frighten and distract him with the swarm, but ended up causing Penguin to fall to his death, evoking purer poetic justice for his murder of the Ice Princess. Meanwhile, the penguin commandoes continued to fire their missiles, which destroyed a large portion of standing structures at Gotham Park grounds.
Back down below, Shreck managed to escape from his cage by tricking the monkey who guarded him to give him the keys. Just as Shreck escaped, a whip wrapped around his foot and dragged him into the water below. Shreck saw a gun near the Fat Clown that the Penguin had killed earlier, and grabbed it before Catwoman took him out and hurled him against a wall.
Shreck tried to bargain for his life, but she revealed that all she wanted was his blood, a "die for a die" because she had a grudge against him for trying to murder her. Batman suddenly appeared by using his Line Launcher to land near the massive generator where Catwoman and Shreck stood. Batman immediately intervened, shoving Shreck up against a transformer, trying to convince her to put Shreck though the justice system rather than murder him. Catwoman scoffed at Batman's hypocrisy and insisted his wealth and influence would prevent him from seeing jail time. Batman tried to soothe her anger and they both ended up taking off their masks, uncaringly revealing their true identities. While Selina was distracted Shreck was able to ready his pistol and decided to kill them both, shooting Bruce first.
Selina began ranting that she had nine lives, Max shot her shoulder and twice on the sides of her legs, displaying incredible luck when being shot at close range. Struggling to stand and breathing heavily, she pulled the taser from her right boot, holding it out in front of her open mouth, ominously. She started to pull a large cable from the power transformer to the generator with her other arm, causing it overload and malfunction. Selina leaned in for a poetic deadly "kiss", placing the taser under Shreck's chin. As Bruce regained consciousness they disappeared in an explosion of bright sparks and a massive chain reaction destroyed the generator.
Death of the Penguin
Meanwhile, the last of the missiles finished leaving the surface of the Old Zoo a wasteland and the Penguin suddenly emerged from the water where he fell. Penguin was badly injured: he was losing a great amount of blood, and was weakened by the toxic water. Penguin looked at his destroyed lair and moved slowly to the place where his umbrellas were kept.
Batman, meanwhile, searched the wreckage of the generator and found Shreck's charred corpse and continued to look for Selina.
Suddenly, at the last second, Batman saw the Penguin grabbing one of his umbrellas and trying to kill him once and for all. Fortunately, the Penguin chose the wrong umbrella and finally collapsed to the ground dead.
A group of Emperor Penguins suddenly appeared, Batman watched as they pushed Oswald's corpse back into the water as his eternal resting place where they first discovered his carriage.
- Batman Returns
- LEGO Batman: The Videogame
- LEGO Batman 2: DC Super Heroes
- Batman: Arkham Knight (DLC race track)
Behind the Scenes
The Arctic World pavilion was designed by Marty Kline and Tom Lay. The interior of the Penguin's lair was the largest and complicated set constructed for the movie, followed by the Gotham Plaza exterior.
- Originally Penguin's lair was going to be an abandoned World's Fair instead of a zoo, and was to turn on all the old reworked attractions to attack Batman. This idea was reused the following year in Batman: Mask of the Phantasm. The showdown between Joker, Batman and the vengeful female supervillain is also extremely similar to the Shreck, Batman and Catwoman finale at Arctic World. The only major difference being Batman does not remove his cowl when reaching out to his murderous lover.