-Ok, the story line and most of the lines follow the movie, therefore the credit for this must go to the filmmakers and script writers. This is just a Batman/Catwoman fantasy based upon that story. Response greatly appreciated, thank you-

Bruce gazed at her over the edge of his glass. Her blonde curls were bright in the light of the fire, her cheeks rosy, but this was not what captivated his attention. There was something about this woman he could not place. He took a half-sip of whatever it was in his glass, the substance meaningless next to what sat beside him. The TV was on, the sound turned down, while the Gotham City Christmas tree lighting ceremony was underway. They had agreed there was probably not much to see, but kept it on none the less. They were both more content to look into the flickering fire, which popped and crackled as the logs burned.

Her eyes moved from the fireplace then, and rested on his own. He felt an odd tingle of guilt, and averted his gaze. He had thought often about having Selina Kyle in his mansion, and now here she was, sitting next to him, watching the same fire.

"This is good," she said, swirling the purplish liquid around in her sparkling crystal goblet.

"Yeah," Bruce started. "I, uh, can't say for sure what it is, but…" he raised his glass to her then took an awkward sip.

"He does everything for you, huh?" Selina asked over the rim of her glass.

Bruce looked up. "Who?"

"Alfred," Selina said.

"Oh," Bruce leaned back into the comfy leather of his couch, his eyes returning to the fire. "Yeah, he's great…"

"You don't ever get lonely?" Selina continued. "Being in this big house with just a butler for company?"

Bruce shrugged. "Well, he is much more than a butler, you know. He is…" Bruce moved his hands, as if the word he sought would come from the air in front of him. "He is my best friend."

Selina smiled at this, and leaned back into the couch. "That must be nice."

A silence once again washed over them. Bruce had never been good at this. Charming and flirting were not something he knew how to do. However, he suspected Selina was just as nervous. He could tell from the first time he met her at Schreck's that she was somewhat of a loner, much like him. Perhaps this is why he liked her so much. She was like him. She was no better, no worse, she was just like him. They could provide each other with company by just being together, without saying a word. At least, he wished he could feel this appropriate, but the longer he sat and delayed words, the more awkward the evening seemed to become.

"So do you actually enjoy working for Schreck?" He brought up a question that had truly been nagging him, hoping she would provide an honest answer.

"Do you actually enjoy living up here in a large mansion with all the money in the world without any hobbies or friends to pass the time?" Selina asked, then laughed playfully and answered his question. "Well, I can't say I enjoy anything about Max Schreck. Nor do I enjoy working for the dolt, but I have to make money somehow, don't I?"

Bruce smiled, once again lost in those all too familiar eyes. "I suppose." Her comment had touched him somewhere, and he wanted to reach out and tell her how much he hated being all alone, and how much her presence had changed him, but he could only smile into his glass.

"No girlfriend?" Selina said after a bit. This time it was her turn to bury her emotions behind her glass.

Bruce smiled, but shook his head. "Once, but… it just wouldn't have worked."

"What was she, an overly needy-compulsive? Or just crazy?" Selina asked.

"Not exactly," Bruce said. "She just… It just wasn't good for me. I mean, I wasn't good for her…" As Bruce tried to put together his situation with Vicky Vale in as few words as possible, Selina simply listened, her eyes growing hungry.

"I think you are perfect," Selina said. "The problem must have lied with her, not you Bruce."

Bruce felt his own cheeks redden, and the room seemed hotter. "Thanks," he said lightly.

Selina sat up, looking at Bruce from the other side of the couch. Then, without further adieu, she leaned over him and pushed her lips into his. Bruce nearly spilled his goblet, but managed to keep hold of it for a few seconds, before gently pushing himself and attached Selina up, then setting the glass on the table. After the glass was secure, he turned back to Selina, who took his face in her hands and tilted his lips and chin up to meet her red lips. He felt her softness against his face, and could smell her sweet perfume. She kissed his lips daintily, her hands running down his neck and to his chest. She pushed him back against the pillow and sat on top of him, a leg to either side. He whispered her name as she moved her lips back to his own. He forgot his inhibitions and let himself kiss her back, their tongues eventually meeting tip to tip between their lips. He found his hands on her hips, pulling her closer to him. Her hands meanwhile were tracing a path up his stomach. A wrenching pain suddenly forced his breath from him, and he remembered his injury.

"Oh!" He grunted lightly, but Selina didn't seem to notice. He gently took her hand in his own and moved it back up to his chest. She hadn't noticed his pain.

This injury had been achieved during his first confrontation with the masked vixen who called herself Catwoman. He had been Batman when he fought her, and could not let anyone except Alfred know of this injury, lest his secret be discovered. He doubted Selina Kyle would care much about the injury, but didn't want to have to lie to her, like he often did with Vicky Vale. Maybe this is why he feared closeness; he couldn't stand to lie to those he cared for, but as a superhero, it was part of the deal.

Selina continued kissing Bruce, her head buried deep in his neck. He let his hands come up her sides and slide gently down her arms. She sighed lightly, then brought her head up, her eyes wide. She winced.

"Oh, sorry," she sat up and pulled her sleeve down. "I can't be touched there…"

Bruce sat up too. "Sorry! I didn't…" she waved his apology away.

He was about to question her when he noticed her eyes glued to the television. He turned and looked at the glowing set. There had been a kidnapping just before the tree lighting ceremony. The Red Triangle group had struck again, thought Bruce. The Ice Princess, who lit the Gotham City tree every year, had been kidnapped, and reports were blaming the Caped Crusader: Batman. Bruce turned back to Selina. He knew he had to go immediately.

"Look, Selina," he started to speak, but so did she.

"Bruce…" she stopped as he stopped. "Look, I should go," she said modestly. Bruce's heart leapt. Had he done something wrong that had made her want to leave?

"Selina," he started, but she interrupted with an explanation.

"I just forgot, I have something to do for Schreck tonight. It's not you, I promise, I will make this up," she stood and hunted for her shoes.

"No, Selina, it's my fault," he apologized, just in case her sudden leave was because of him. "I…"

"Look Bruce, it's not you! I promise," she smiled at him and gave him a peck on the cheek. "I just really have to do this…"

"Me too," he whispered.

"What?" She asked.

"Oh, nothing," Bruce said, shaking his head. "Nothing, I'll just… go to bed."

Selina nodded, strapping on a black sandal and grabbing her coat.

"Well," Bruce started. "I will see you later…"

With that, he left the room. He could not delay any longer, particularly with the TV announcers shouting the headlines. He hoped Selina would not think badly of him. He almost ran into Alfred as he hurried down the staircase.

"Alfred!" Bruce took Alfred's shoulders into his hands and looked back to the top of the stairs. Then, in a hushed tone, he said to Alfred, "Can you tell her I just felt a little ill? I didn't mean to leave so quickly, I just… Well, you know."

Alfred did know, and nodded simply, "Your message will be delivered Sir."

"Thanks," Bruce patted the old man's shoulder, then continued down the hall.

Meanwhile, Selina struggled to find her belongings and put on her other shoe. Always out of sorts, and not very graceful, she cursed the fact that she was always late. There was a stir downtown, and she knew who had done it. That dammed Penguin had come up with a plan to be rid of Batman, just as he said, and she knew this must be it. He promised to let her play a part, or rather Catwoman needed to play a part, providing she got there at all.

Selina, now fully clothed and purse in hand, hurried down the stairs as Alfred was coming up. "Oh Alfred!" She stopped, out of breath, a curl coming loose and falling in front of her eye. "Look, I have to go… emergency… Could you tell Bruce that I don't mean to leave him like this, but…"

Alfred held up a white gloved hand. "Miss, I will take care of it. Your intentions will be justified."

"Thank you so much," Selina sighed. "Thank you!" She continued quickly down the stairs. Alfred, shaking his head and cracking a small smile, continued up the stairs to tidy up his master's sitting room.

The Bat and The Cat

Batman scanned the scene. Chaos had washed over the people of Gotham, and the girl's disappearance was being blamed on him. He ducked behind a large brick wall, slinking along the edge until he could hide in the shadows of the buildings and make for the other side of the street. A scream echoed from somewhere inside the building he stood next to, and he hurriedly entered. The building was an empty storage house, with multi level floors and musty, rotting rafters. He tested the stairs, which were steady, but squeaked ferociously as he climbed them. The scream was coming from up top. As he climbed, he thought he saw the shadow of a bat fly over him. Whatever was happening up there concerned him, and he figured it must be a trap of some kind. Trap or not, he had to rescue the girl.

He had almost reached the top of the building, when he noticed something move out of the corner of his eye. He turned around swiftly, and stared into the face of the Ice Princess, who was tied to a chair.

"Batman!" She cried in recognition.

"Who did this?" He advanced towards her, reaching for his Bat Knife to cut away the ropes.

"An odd little penguin man with an umbrella," she rubbed her wrists as he untied her.

"They are blaming me," Batman said, looking around the room.

"I'll clear your name," the girl said. Then suddenly, before Batman could think, he was knocked off his feet by a dark figure. The wind was knocked out of him and he tried to raise himself to face his attacker. The Ice Princess was screaming again, and he could hear the slap of a whip on the hard ground.

"You again," a low female voice said, and he rolled over, facing two shiny black heels. He knew those heels. He sat up, but was soon batted back down my a black gloved hand, or more appropriately, paw. He maneuvered himself well, rolling across the ground and hopping up onto his feet.

He faced the Cat. She smiled, her red lips curling maniacally as she slapped her whip down very near his feet. He took a step back.

"Hey stud," she said, slapping again. "This is my territory."

He stepped forward. "The alley is your territory. Bats live in rafters and deserted buildings."

His remark was met with a flick of the whip, which very nearly got his shoulder. "I have business here," the cat purred. She then flicked her whip towards the Ice Princess, who stood terrified in the corner. The whip wrapped itself around her waist, and Catwoman pulled the terrified girl towards her. She wrapped her arms around the girl, then faced Batman. "Gotta go! Girl talk."

With that, she carried the Princess off. Batman rushed to catch up, but the Cat was quick. She was heading for the roof. Batman stumbled up the cracking stairs and out into the open.

He peeked around the corner of a brick wall that separated the top of the stairs and the rooftop. The cat had disappeared, and the Ice Princess teetered on the edge of the building, her boots wavering on their skinny tips.

"Don't move!" Batman advanced towards her, holding out a hand.

"She let me go," the Ice Princess said. "Maybe it was because I reasoned with her girl to girl."

Batman saw the situation developing, but barely had time to think.

"Well, Batman!" The voice assaulted his ears before he actually saw the stout creature from which it came. The Penguin stood on the roof in the shadows, his parasol leaning against his shoulder and a pipe in his mouth. "It is so nice of you to join our party!"

Batman hesitated, which was his mistake. Penguin released his parasol, which landed in front of the Ice Princess. It opened, and out came dozens of small mechanical bats, which fluttered around the Princess' head like bees. She batted at them, screaming and whimpering, and Batman raced to the edge of the wall to catch her, but it was too late.

The Princess fell off the side of the building, her dress flaring out around her as her figure became smaller, then eventually landed on the ground. With a sparkle, the Gotham city tree lit up, and the crowd simultaneously screamed and clapped. The Princess had fallen on the button that activated the tree lights.

"See!?" The Penguin grinned, showing purple teeth, "She lit the tree after all!"

With that, he receded into the shadows. Batman remained on the ledge, looking down at the damage.

"It's Batman!" Someone suddenly cried from below. "He pushed the Princess!"

Cameras were aimed in his direction, and a giant spotlight shined in his eyes. Once again framed, Batman darted away from the cameras and lights, but tripped over a step and fell on his back. His vision began to darken, and he could scarcely breathe. He saw something above him. Black, sleek and shiny, the figure kneeled, pinning his arms down with the heel of her boots. Her heels dug into his arm, then she lowered herself so her knees pinned his arms instead. He felt the heels now pressing into his side. Catwoman stared down at him, her face inches from his.

"You know you are the second man who has killed me this week?" she asked. "It's funny, all the women you try to save end up dead." She laughed once, then became solemn as she whispered, "Maybe you should retire."

She sat up slowly, her claws running down his stomach, threatening to tear through his suit and skin again. However, he felt his strength returning. He grabbed her hips and swiftly pulled her to the ground while raising himself above her. He gazed down this time, and the Cat's eyes were angry.

"You should have expected me," Batman said. "And been prepared to fight me better."

Catwoman shifted underneath him, throwing him off of her and holding out her clawed hand as he rolled away. "I fought just fine…" she said. "I left you wounded."

"And I killed you," he remained on the ground, too uneasy still to stand. "And left you wounded… if I remember right."

He remembered throwing a napalm bomb towards her as she threatened to tear him apart. The napalm had landed on her left arm, causing her to fall off the rooftop and into a passing truck of kitty litter. This memory sparked something inside Batman's head, or perhaps it sparked in Bruce Wayne's head. He didn't have time to think, however, because Catwoman was once again upon him, her claws piercing his neck as she pinned him to the ground again.

"Look," he said hoarsely, trying to move his neck as little as possible under the sharpness of her claws. "I thought we were kind of a team."

She whispered into his ear so that it tickled, "I work alone."

They remained still, frozen in combat, while Batman contemplated how he would escape with his neck in one piece. He was about to move from under her again, when a sparkle of red took his gaze. Hanging on the roof was a strand of garland, and in the middle was a cluster of mistletoe wrapped in a red bow. Catwoman followed his gaze to the mistletoe.

"You know mistletoe can be deadly if you eat it," Batman whispered.

She looked back down to him, her eyes flashing familiarly. "But a kiss can be even deadlier if you mean it."

She leaned over him, extending her tongue and slowly licking from his chin to his forehead. He found himself melting, tingling even, under the weight of the masked seductress. He licked his upper lip, which was wet with her saliva. He could taste her sweetness, and something familiar scratched at his memory. She gazed down at him. Whether she was waiting for him to break, or kiss her back, he could never tell. He did not trust her, for he had made that mistake before, and gotten a cat scratch to remember. Even now he could feel those claws digging into his sides. He was about to move, carefully, when he realized the cat was purring. Or, more accurately to what the human equivalent to purring would be, she was breathing lightly and slowly, and if she had a tail, Batman suspected it would be swaying back and forth.

Desire kept him beneath her, and she seemed to want it this way, for she leaned down to his lips again, and kissed his bottom lip with the tip of her tongue. He tried not to participate, unsure of her intentions. She nibbled his upper lip lightly, and Batman became convinced there was more cat to this woman than he thought. He chanced placing his hands on her smooth hips, and found no objection from her. Her hips were small and slender, and somehow familiar in his grasp. He ran his fingers over the smoothness of her cat costume, knowing that only a thin line of black plastic fabric separated his fingers from her skin.

Her lips quivered on his, and she looked down towards his hands as he stroked her sides.

"That is my favourite spot," she purred, digging her hips a little further into his. She moved her clawed fingers up his sides, over his arms and to his chest. She sat up and looked down upon the rubber suited hero.

"This suit must be so confining," she said, ripping a small hole in the centre of the chest. Batman had to agree, for the rubber did squeeze uncomfortably close to his muscles, and other areas, which needed now to be released. As if she were reading his mind, the cat moved her claws to his pelvis, gently slitting open the rubber just above the pre-fabricated bulge in his suit. Her blue eyes grew wide, then she moved a few fingers beneath the rubber. Batman fell back, helpless, as those sharp claws traced over his most delicate and private parts. He knew with one small move, those claws could puncture the very most thing he did not want injured. The cat controlled herself, though, her paws inflicting more heated pleasure than merciless pain.

He found himself sighing as her fingers stroked him. His hands instinctively reached for her hips again, and she slid herself up over him so he could hold her. Had he his own set of claws, he would have opened her suit now as well, exposing the sleek body he knew lied beneath the black plastic. But he only had his Bat Knife, which he dared not bring out, lest she take it as a threat.

He then wondered if all of this was part of the Penguin's plan. After all, weren't he Penguin and Catwoman allies? They were both villains, weren't they? But then he began to assess the assumption that Catwoman was a villain. After all, she had been against Max Schreck, blowing up his entire department store in one fiery night. Max Schreck was a friend of the Penguin, and a conspirator of Gotham as well. Though this triangle did not make sense to Batman, but he knew he should not be trusting anyone.

As Catwoman licked his lips again, and her hand stroked his hardness, he wondered if pulling away would be safe. Should Catwoman get angry, he could become victim to her claws.

"Aren't you glad cat's have nine lives?" She whispered into his ear, flicking it with her tongue.

Batman had to admit that her being so much more than human made him crazy with desire, and found himself lowering her to the ground, leaning over her. He kissed her this time, but in a more human fashion, lip to lip. He let her tongue slide into his mouth, and he tasted the sweetness he had been accustomed to. Her sighs were soft, and those too were familiar. Just as his mind began to work out the connection, the rooftop became ablaze with lights and chatter. He raised himself and spun around to face a mob of reporters and police officers who were climbing up the stairs to the roof, advancing quickly.

He turned back down to Catwoman, but found only empty pavement beneath him. Where had she gone? He looked around, and towards the end of the roof he saw a black leg slip over the edge and pointed ears disappear beneath the ledge. He turned back to face his pursuers.

"There he is!" A man pointed, and the police officers reached for their guns. Batman reached for his remote to the Bat Mobile, and raced towards the ledge where Catwoman had escaped. Pulling the cord that fanned out his Batwings, he looked back one last time to the gaining crowd, then threw himself off the roof, catching the wind on his wings, and floating to the ground.