Right-
-No Robin. 

-Batsuit.  
-Batmobile.
-How the bat-signal looks in the sky (my favorite out of all the films, including begins).
-Batman's efficient sense of brutality (good extrapolation from B89)
-The architecture(Gotham looks twice as nasty in the wintertime, naked man-statues or no).
-The attention to visuals--Selina's glasses underlit to look like cat's-eyes, the extreme -close-up of Penguin's monocle when he turns in the library, and so on.
-Bruce giving Alfred crap for letting Vicki into the cave.
-Not being a direct sequel--episodic is not a bad thing.
-How little Batman talks to people--as it should be.
-Selina's transformation was really well done.
-Catwoman's moral ambiguity.
-The love-hate relationship between Bat and Cat, up to the dance.  
-The contrasting matte look of Batman's costume to Catwoman's shiny-ness.
-The Penguin's cheerfully hateful demeanor.
-Penguin's vexation when Bats foils his kidnapping plot.
-The penguin missile assault.  You could totally see that in any era of Batman comic books.
-Batman using Bats to lure Penguin to his fate--a cool payback for his frame-up earlier.
-Most of the jokes/humor.
-Catwoman and Penguin's goals are nice and succinct (compare to Joker's semi-aimlessness)
Wrong-
-The cave.  I don't know what those little whirligigs are, but they are a poor replacement for that stocky bat-computer.  Too horizontal, as well.
-Catwoman.  She's so over-the-top it's distracting. 
-"How could you?  I'm a woman!" "I'm sorry..."
-Batman getting his @ss handed to him by everyone except thugs.  Even the 
Penguin gets him in a chokehold, for pete's sake.  
-The way things just kind of happen for no reason.  Batman is instantly suspicious of Penguin without cause.  Penguin very conveniently obtains blueprints of the Batmobile and can compromise without difficulty.  Selina just rejects Bruce's offer of a happy ending without any explanation. 
-Batman being unable to do anything to prevent the Ice Princess' death.
-The Batmobile being taken control of.  This just rubs me the wrong way no matter how I try to rationalize it.  The only good part is where the car screeches to a halt three feet away from that old woman and Batman just looks at her.
-The Batskiboat.  Whaaaaa...?
-Batman is never cleared of the Ice Princess' murder, which I wouldn't mind so much if the film hadn't ended with the batsignal lighting up.
-The police are just worthless here.  They could have at least stopped the kidnapping plot and proven their worth.
-How in B89 the mayor's fear is that Gotham is going to lose all its business, and how in BRet a businessman holds the mayor by the throat.    
-A power plant to drain power?  Why?
-The vulnerability of the Batsuit.  Catwoman can just plain stab him in the gut, and the mask can be ripped off with a minimum of effort.  (Compare to B89, where Joker punches Batman and comes away with a busted hand)
-Scratching the CD.
-Bruce just sitting there, waiting for the Batsignal to light up.