A man is playing the bagpipes along a riverbank. Nearby, the offspring of Puss in Boots are playing tic-tac-toe. When the kittens fall in the water, the man throws in his bagpipes for the kittens to use as a flotation device. Puss in Boots pledges his loyalty to the man in thanks for saving his children. The king's men announce that an ogre has kidnapped the princess and the man who saves her will be awarded her hand in marriage. Puss vows to help the musician save the princess. The princess has been transformed into a bird and is locked in a cage in the ogre's den. When Puss and the man attempt to sneak in, the man is caught and he too is turned into a bird. Puss and his kittens soldier on and fight the ogre to save the transformed humans.