Felix the Cat must travel to an alternate dimension in order to save Princess Oriana and restore her kingdom from the evil Duke of Zill. After getting captured, Felix is forced to perform in a sideshow, which happens to be where the Princess is also located. After escaping, Felix, Oriana, an old man named Pim, Felix's old enemie the Professor and his brainy nephew Poindexter, and some half-mouse half-lizard creatures called mizards set out to the kingdom to try and retake the throne.