A Prince leaves his city and sets off to avenge his father, not aware his father wasn't murdered, and in reality, committed suicide, and soon learns the truth about his people from a warrior woman.

Seaside (nowhere near the sea), puppeteers Judy and Punch are trying to resurrect their marionette show in an an anarchic town on the brink of mob rule.

Old woodcarver Geppetto's puppet creation, Pinocchio, magically comes to life with dreams of becoming a real boy. Easily led astray, Pinocchio tumbles from one misadventure to another as he is tricked, kidnapped and chased by bandits