I will blanket the city in endless winter. First Gotham, and then the world.

The film begins with Batman and Robin stopping Mr Freeze (Arnie) from a robbery attempt, but he escapes. In South America, Pamela Isley is working under Dr. Jason Woodrue, experimenting with the venom drug. She witnesses Woodrue use the formula to turn a diminutive convict into a hulking monstrosity dubbed Bane. Woodrue and Isley argue over the use of the drug and Woodrue kills her by overturning a shelf of various toxins onto her and she sinks into the ground. She transforms into the beautiful and seductive Poisen Ivy before killing Woodrue with a poison kiss. She finds that Wayne Enteprises funded Woodrue, thus she takes Bane with her to Gotham City. Meanwhile, Alfred's niece, Barbara Wilson, makes a surprise visit and is invited by Bruce Wayne to stay at Wayne Manor until she goes back to school.

Wayne Enterprises presents a new telescope at a press conference interrupted by Isley. She proposes a project that could help the environment, but Bruce declines her offer, as it would kill millions of people. That night, a charity event is held by Wayne Enterprises with special guests, Batman and Robin, and she decides to use her abilities to seduce them. Freeze crashes the party and steals a diamond from the event. However, he is captured and sent to a chamber prison in Arkhan Asylum , but escapes with the help of Ivy and Bane. Batman and Robin begin to have crime fighting relationship problems because of the presence of Ivy's seductive ability with Robin. Ivy is then able to contact Robin once more, but fails to seduce him. Robin becomes trapped, but rescued by Batman. Batgirl arrives and traps Ivy within her own plants, while Freeze and Bane flee. Batgirl reveals that she is Barbara and knows the location of the Batcave.

Batman, Robin and Batgirl decide to go after Freeze together. By the time they get to the lab where Freeze and Bane are, Gotham is completely frozen. Robin and Batgirl confront Bane and defeat him by disconnecting his venom hose, while Batman and Freeze begin to fight each other, with Batman winning in a cliffhanger battle; Freeze tries to kill Batman by destroying the telescope platform but only succeeds in crushing Bane. Batgirl and Robin unfreeze Gotham and Batman shows Freeze a recording of Ivy during her fight with Batgirl. Freeze learns that Ivy has betrayed him over the death of his wife. Ivy blamed Batman for Nora's death, but she informs Batgirl that it was her idea. Freeze is angered by the betrayal and is informed by Batman that his wife is not dead; she is restored in cryogenic slumber and has been moved to Arkham waiting for him to finish his research. Batman proceeds to ask Freeze for the cure Freeze has created for the first stage of MacGregor's Syndrome, the disease that Freeze's wife is suffering from, for a friend (Alfred) who is dying. Freeze atones for his misunderstanding by giving him medicine he had developed. Nearly insane Ivy is shown imprisoned in the cold beam in Arkham and Freeze walks in and announces he will make her life a living hell of winter. Alfred is eventually healed and everyone agrees to let Barbara stay at the mansion.

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