The film opens in a tiny kingdom, and shows us a chateau, wherein lives a widowed gentleman, and his daughter, Cinderella. Feeling that his daughter needed "a mother's care," he remarried a woman with two daughters of her own, named Anastasia, and Drizella.However, upon the death of Cinderella's father, her Stepmother reveals a cruelty and jealous towards Cinderella's charms and beauty.The Stepmother chooses to focus all her attention to that of her own daughters, leading to a downfall of the family estate. The chateau soon falls into disrepair, and the family fortune is spent up on the two Stepdaughters.In the end, Cinderella is forced into becoming a servant in her own household, attending to her Stepfamily, and living in a high tower on the family property. Even though her life's conditions are deplorable, she still tries to keep herself going, by dreaming of a better life someday. She befriends a number of little birds and mice, of which she has made little clothing for several of them.One day, a little mouse named Jacque informs her that a new mouse has been caught in a trap. The rotund little mouse is at first scared, but upon Jacque and Cinderella welcoming him, they give him some clothes, and a new name: Octavius...but for short, they call him Gus.Jacque and some other mice show Gus around the house, and out into the yard behind the house to get corn that Cinderella is giving the other animals. However, in their attempts to return to the mice at the top of Cinderella's tower, they run into the Stepmother's cat, named Lucifer. Lucifer then attempts to get Gus, who hides in a teacup that is given to one of Cinderella's Stepsisters.Though it wasn't intentional, the Stepsisters blame Cinderella, and their mother demands she do extra chores for what has happened.Meanwhile, in the Kingdom's Castle, The King is having an argument with the Grand Duke. The King is tired of his son always being off and away from the Kingdom, and intends to find some way to get his son to marry, and provide Grandchildren for his father. The Grand Duke tries to tell the King he should not rush his son into such a thing, but the King proposes a rather devious scheme: with his son coming home that evening, he wishes a Grand Ball to be held that evening, inviting all the eligible maidens of the Kingdom, certain that his son is bound to show interesting in one of them.Later on that day, a royal messenger shows up at the chateau with an invitation. Cinderella delivers it to her Stepfamily, and upon hearing the proclamation, grows happy that she can also attend, given that it invites "every eligible maiden." However, her Stepmother says she can go, "if" she can complete all her chores, and "if" she can find something suitable to wear.Cinderella quickly returns to her room, and finds an old dress that was once her Mother's. As she looks in a sewing book on ways to improve it, she is called away by her Stepfamily. Jacques then tells the other mice that he's sure Cinderella's Stepfamily is going to work her so hard, she'll never be able to complete the alterations to her dress. It is then that one of the female mice claims that they will make the alterations for Cinderella as a surprise!Jacques and Gus rush off to get some extra trimming for the dress, and encounter the Stepsisters and Stepmother ordering Cinderella around with extra chores. As she leaves them, the sisters angrily claim that they do not have any good things to wear, and angrily throw down a pink sash, and some blue beads. Jacques and Gus quickly gather them up to use for Cinderella's dress, but are menaced by Lucifer. Luckily, they manage to get away.As the hour draws late, the carriage to the ball arrives. However, having completed her chores, but not having been able to work on her dress, she returns to her room, claiming she isn't going. However, upon arriving, she is surprised by the mice and birds, as they reveal the alterations to her dress!Quickly putting it on, she rushes downstairs, and happily prepares to go to the ball. The Stepsisters are at first incensed, but their mother quickly tells them that she did make a deal with Cinderella. However, she then takes note of the blue beads on her dress, which sets the sisters off, who chastise Cinderella for taking their things, and proceed to destroy the dress.After the Stepmother ushers her daughters out the door, Cinderella rushes out of the chateau and into the garden, crying on a bench, that no matter how hard she tries to believe, things will never get better for her. However, she suddenly hears a voice, and encounters an cheerful woman in a light-blue cloak. The woman claims she is her Fairy Godmother, and intends to help Cinderella go to the ball.Using her magic wand, the Godmother turns a pumpkin into a coach, 4 of the mice into horses, the farm's horse into a coachman, and the family dog into a footman. The final touch is fixing Cinderella's dress, which is turned into a beautiful white gown, complete with glass slippers. However, the Godmother cautions her that she all these things will only last until the final stroke of midnight, when everything will turn back to normal. Cinderella then quickly boards her coach, and is taken to the Castle.Meanwhile, the ball is in full-swing, with the Prince greeting every eligible, invited maiden in the Kingdom. Though the King and Grand Duke watch, the Prince himself is rather bored by the whole thing. However, as he officially greets the Stepsisters, he sees a girl having just entered, and goes over to her. This is immediately seen by the King, who demands a Waltz begin to play, sure that his son has found his bride. The King then retires for the evening, leaving the Grand Duke to supervise the two.The Prince then leads Cinderella out into the Palace Gardens, where they dance and wander. However, when the clock suddenly strikes midnight, Cinderella flees. The Grand Duke attempts to stop her, but she flees down the Palace's entry steps, leaving behind a glass slipper. A series of Palace Horsemen attempt to catch the coach, but eventually, the 12th chime of midnight strikes, Cinderella's entourage returns to normal, and rush off the main road, as the Horsemen's steeds trample what's left of the now-normal pumpkin.Cinderella apologizes to her friends for not leaving sooner, but claims she was so enchanted by her time with the Prince. Suddenly, she realizes that she still has one of her glass slippers left, and looking skyward, thanks her Fairy Godmother for allowing her these few hours of happiness.Back at the Palace, the Grand Duke awakens the King regarding what has happened. At first incensed that the maiden his son danced with has gotten away, the Duke claims that his son still wants to find and marry her. With the glass slipper the only clue, the King sets the Duke on a mission to have the slipper tried on every girl in the Kingdom, setting the Duke to task before the sun rises!The next morning, Cinderella's Stepmother quickly demands she help her daughters immediately. The two Stepsisters are slow to wake up, when the Stepmother tells of the proclamation, and how the girl that was seen dancing with the Prince is being searched for. The girls boredly wonder what this has to do with them, when their mother tells of the slipper, and how all one of them has to do is fit it, to become the Prince's bride!However, the thought of marrying the Prince sidetracks Cinderella, who drops the load of laundry the Stepsisters give her, and begins to 'dance' off back to her room to get dressed. However, the Stepmother follows her up the stairs, and locks the door, with Cinderella pleading to be let out of the room!Some time afterwards, the Grand Duke arrives, and the Stepmother and her daughters greet him. Jacques and Gus manage to get the key out of the Stepmother's pocket, and make the impossible task of climbing the stairs to Cinderella's room, only to be foiled by Lucifer, who traps Gus and the key under a bowl. The mice and birdsattempt to free Gus, but Lucifer has them at bay. Cinderella then suggests they get the family dog Bruno, and several of the birds alert the dog, who manages to scare Lucifer, sending him plummeting out of a nearby window.Meanwhile, the Duke has grown exasperated as the girls have angrily and vehemently tried to get the glass slipper to fit. With the claim by the Stepmother that there are no other maidens in the house, he is about to leave when Cinderella voice is heard, requesting to try on the slipper.The Stepmother and Stepsisters attempt to keep the Duke from Cinderella, but he claims that per his orders, he has to try the slipper on "Every Maiden."However, as the Duke's footman brings the slipper, the Stepmother causes him to trip on her cane, sending the slipper flying to the floor, where it shatters!The Duke is beside himself, over what will happen to him, but it is then that Cinderella claims that he shouldn't worry, as she has the other slipper! She then produces it (much to the surprise of her Stepmother), and the Duke places it on her foot, where it fits perfectly!The final images of the film are of Cinderella being married to the Prince, with her mice and bird friends watching her get into a carriage, and riding off to a Happily Ever After.