Pinocchio comes to life under the gentle hands of Geppetto, a humble cobbler with a loyal heart, who carves the little puppet from a piece of talking wood. Fond of Pinocchio and his boyish ways, Geppetto makes plans to send him to school, selling his own coat to buy Pinocchio a spelling book; But Pinocchio is determined to go his own way. Rambunctious and spoiled, the wooden boy meets with one misadventure after another, including a get-rich quick scheme with a Fox and a Cat; a journey to the 'Land of Boobies,' where little boys play all the time and never go to school; and a ticklish trip into the cavernous belly of a gargantuan Dog-fish.