Pinocchio, an exuberant wooden puppet, dreams of going to school to become a real boy - so his Papa, the poor toy-maker Gepetto sacrifices his coat in exchange for a schoolbook and lovingly sends him on his way. Almost immediately, Pinocchio gets distracted by a travelling puppet show and trades his book for a ticket to see the performance. The Puppetmaster, thrilled to find a puppet that moves without strings, forces the wooden boy to stay and perform with the show. But when Pinocchio begins to cry for Gepetto, he gives him five gold coins and sets him on the road back home to his father.

Upon leaving, Pinocchio meets sly Fox and Cat who lead him into believing they can help miraculously multiply his coins. Instead, they con him into paying for their huge dinner. Later disguised as robbers, they try to steal all his remaining coins and eventually leave Pinocchio tied to a tree in the snow. Luckily, Pinocchio is rescued by a good fairy. The fairy’s magic potion makes him feel better, but also makes his nose grow longer with every lie he tells. Pinocchio’s nose keeps extending as he relates how he lost his coins. After he promises to tell the truth, the fairy lifts the spell and Pinocchio heads home to his Papa.

Before he gets far, he re-encounters Fox and Cat who once again lead him into believing they can help multiply his coins and successfully rob him of his money. With no food, no money and no shelter, it seems things can’t get worse - until Pinocchio believes his Papa has drowned at sea. With no reason to go home,  Pinocchio finally arrives at school, only to be deceived into going to Playland where instead of finding a delightful wonderland, Pinocchio gets turned into donkey. In donkey form, Pinocchio escapes to the ocean where he transforms back to a puppet, just before getting swallowed by a whale. Inside the sea creature’s belly, Pinocchio is surprised to find his Papa. Happily reunited, Pinocchio works hard to save his Papa, having finally learned how to be a real, honest and loving son.