In Paris, France, in 1910, a mother cat named Duchess and her three kittens, Marie, Berlioz, and Toulouse, live in the mansion of retired opera singer Madame Adelaide Bonfamille, along with her English butler Edgar. She early on settles her will with her lawyer Georges Hautecourt, an aged, eccentric old friend of hers, stating that she wishes Edgar to look after her beloved cats until they die and then inherit the fortune himself. Edgar hears this from his own room and believes he will be dead before he inherits Madame Adelaide's fortune, and plots to remove the cats from a position of inheritance. He sedates the cats by putting sleeping pills into the cats' food and then heads out into the countryside to dispose of them. However, two hound dogs, named Napoleon and Lafayette, attack him. After the conflict, Edgar escapes, leaving behind his umbrella, hat, the cats' bed-basket, and the sidecar of his motorcycle. The cats are left in the countryside, while Madame Adelaide, Roquefort the mouse, and Frou-Frou the horse discover their absence. In the morning, Duchess meets an alley cat named Thomas O'Malley, who offers to guide her and the kittens to Paris.
They have a struggle returning to the city, briefly hitchhiking on the back of a milk cart before being chased off by the driver. Marie subsequently falls into a river and is saved by O'Malley. They then meet a pair of English geese, Amelia and Abigail Gabble, who are travelling for Paris. The group head off, marching like geese, until they reach Paris and come across the girls' drunken Uncle Waldo. Abigail and Amelia then depart to take Waldo home. Travelling across the rooftops of the city, the cats meet Scat Cat and his band, close friends to O'Malley, who perform the song Ev'rybody Wants to Be a Cat. After the band have departed and the kittens lie in bed, O'Malley and Duchess spend the evening on a nearby rooftop and talk, while the kittens listen at a windowsill. The subject of their conversation is the question of whether Duchess may stay and marry Thomas. Eventually, she turns him down, largely out of loyalty to Madame Adelaide. Edgar, meanwhile, retrieves his sidecar, umbrella, and hat from Napoleon and Layafette with some difficulty.
The cats make it back to the mansion, whereupon O'Malley departs sadly. Edgar sees Duchess and Kittens coming and captures them, places them in a sack and briefly hides them in an oven. The cats tell Roquefort to pursue O'Malley and get help. He does so, whereupon O'Malley races back to the mansion, ordering Roquefort to find Scat Cat and his gang. Edgar places the cats in a trunk which he plans to send to Timbuktu, Africa. O'Malley, Scat Cat and his gang, and Frou-Frou all fight Edgar, while Roquefort frees Duchess and the kittens. In the end, Edgar is tipped into the trunk, locked inside, and sent to Timbuktu himself. Madame Adelaide's will is rewritten to exclude Edgar and include O'Malley. She starts a charity foundation providing a home for all of Paris' stray cats. The grand opening thereof, to which most of the major characters come, features Scat Cat's band, who perform a reprise of Ev'rybody Wants to Be a Cat.
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