Roger (Ben Wright) and Anita (Lisa Davis) and Pongo (Rod Taylor) and Perdita (Cate Bower) have a very happy home when Perdita gives birth of 15 puppies. However, a pall is cast over their happiness by the arrival of Anita's old schoolmate, Cruella de Vil (Betty Lou Gerson). Cruella is in the market for Dalmatian puppies so that she can turn them into dalmatian-fur coats. Appalled by the suggestion, Roger and Anita refuse her offer. Determined to have her own way, Cruella hires the Badun twins, Jasper and Horace, to dognap them for her. Pongo and Perdita go after their babies. Along their way they meet the Captain, the Colonel, and Sergeant Tibbs, a horse, a dog, and a cat who ultimately help them save their puppies plus 86 other baby dalmatians who are in Cruella's possession.