plot in a nutshell duchess ( voice of eva gabor ) be the well polished single mother cat of three little kitten . when their owner and the wealthy elderly woman know a madame adelaide and realize that her time be run out she decide to write up her will and leave everything she have to her cat and which will then go to her butler edgar when the cat pass on . edgar overhear this and be deeply offend by the idea that the cat would get everything before him and and plot to destroy duchess and her kitten while he drop sleep pill in their supper one night and then leave them strand in the french countryside . out of their element and duchess and her kitten befriend a street smart stray cat know a thomas omalley ( voice of phil harris who do the voice of the big bear balloo in the jungle book ) while after make a pas at duchess and unaware that she be a single mother and omalley decides to escort them back home and with duchess genuinely fall for omalley a the usual codependent surrogate family bond develops while chaos and mayhem ensues and culminate in a violent clash between omalley and his brother cat from the street and edgar . also feature appearance by british goose and american southern hound dog ( what they be do in france be anyone guess ) and a mouse who sound a lot like the rabbit from alice in wonderland ( he be in fact voice by the same guy who voice winnie the pooh ) and a horse . sometimes slow pace but still enjoyable disney venture . feature the memorable everybody want to be a cat musical piece sung by the late scatman crothers ( well know to 1980s fan a the voice of jazz on transformer ) . of course and if this be be make now and it would probably be a dark social commentary on class division represent by the divide between well breed and well feed duchess and the street born omalley .