In the heart of Paris, a kind and eccentric millionairess wills her entire estate to Duchess, her high-society cat, and her three little kittens. Laughs and adventure ensue as the greedy, bumbling butler pulls off the ultimate catnap caper in hopes of gaining the inheritance. Now it's up to the rough-and-tumble alley cat, Thomas O'Malley, and his band of swingin' jazz cats to save the day.