The delight in this Disney movie, set in a charmingly detailed Paris in the early 20th century, is the brilliant matching of voices to visuals. Hermione Baddeley is the aristo-owner of elegant feline Duchess (Eva Gabor) who, with her three kittens, is befriended by Phil Harris's alley cat after the butler, Edgar (Roddy Maude-Roxby), has tried to do away with them because the old lady has left everything to the cats in her will. The Sherman brothers' songs are out of the top drawer and Wolfgang Reitherman proves that his direction of The Jungle Book was no fluke.

When Madame Adelaide Bonfamille leaves her fortune to Duchess and her children—Bonfamille’s beloved family of cats—the butler plots to steal the money and kidnaps the legatees, leaving them out on a country road. All seems lost until the wily Thomas O’Malley Cat and his jazz-playing alley cats come to the aristocats’ rescue.