King Rat is threatening to take over London. Only the penniless but brave Dick Whittington and his trusty feline sidekick, can stop the rodent's quest for domination! Aided by the magic of a very cockney Spirit of London, the more down to earth and questionable 'help' of his mother, Dame Sarah, and his loyal but brainless pal, Billy, Dick's adventure takes him from the East End of London to distant tropical shores before the final showdown with the villainous King Rat and his henchrats!