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. 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.