Duchess and her kittens enjoy a comfortable existence in a posh estate. She teaches them the importance of good manners, a love for the arts and kindness—even to mice. When their faithful butler, Edgar, overhears his rich employer's plan to will everything to her cats, he realizes his only chance of inheriting her wealth is to get rid of them. He takes them deep into the vast countryside and leaves them there.

Dedicated animals brimming with personality pitch in to help the misplaced felines find their way home. A loyal mouse. A dim-witted pair of hound dogs. A jazz band of alley cats. But the real knight in shining armor is O'Malley, a chivalrous tomcat who eventually becomes Duchess' mate and the dad each of the kittens so desperately wants. The dizzying action and clever humor is enhanced by several fine musical numbers.

One awkward scene warrants family discussion. A soused goose earns laughs and the affection of those witnessing his inebriated swagger (O'Malley: "Y'know somethin', I like Uncle Waldo." Duchess: "Especially when he's marinated"). Of course, decades later, we recognize alcoholism as no laughing matter.

Parents can also use Edgar's change of heart to teach youngsters how greed can turn an otherwise loyal servant into a conniving villain. (See also Mark 7:20-23, Colossians 3:5, Proverbs 15:27 and 28:25, Matthew 26:14-16 and 27:1-10.)