In a forest in the late 18th century,
Italian woodcarver Geppetto carves a heart into a
pine tree, expressing his secret love for a woman named Leona. Years later, Geppetto finds the remains of the tree and carves a
marionette out of it, naming him
Pinocchio. Due to the heart's magic, Pinocchio comes to life, and starts to wander the village. Pinocchio soon meets a pair of thieves,
Volpe and Felinet, who work for
Lorenzini, a sinister theater director and
puppet master. Lorenzini tries to purchase Pinocchio, but Geppetto refuses to sell him. Pinocchio sneaks out the window and follows a group of local boys to the school. Once there, Pinocchio gets into a fight with the naughty
Lampwick and when he lies about it, his nose grows longer and the teacher kicks him out of the class. Next, Pinocchio ends up causing damage to a local bakery, and Geppetto is arrested as a result. Pinocchio flees home, meeting a
talking cricket, Pepe, who tells Pinocchio to behave and stay out of trouble to become a real boy. The next day, Pinocchio and Geppetto are put on trial at court. Lorenzini enters, offering to pay off the debt if Pinocchio is given over to him. Geppetto reluctantly agrees. Pinocchio becomes the star of Lorenzini's productions, and is given gold coins as payment. Pinocchio rescues several of Geppetto's puppets from being burnt by Lorenzini, unintentionally setting the theater on fire. Escaping to the forest, Pinocchio considers moving into the dead tree that he was carved from, until a woodpecker attacks him. He then runs to a nearby church, meeting again with Volpe and Felinet, who con him out of his pay of gold coins. After Pinocchio receives a scolding from Pepe, he spots a
stage coach passing by, carrying Lampwick and other boys, travelling to
Terra Magica, a hidden
fun-fair for boys to do as they please. Drinking the water of Terra Magica turns them into
donkeys. The fun-fair turns out to belong to Lorenzini, who sells the donkeys off to
circuses and
farms. Pinocchio, who has only swallowed enough water to grow donkey ears, has Lampwick kick Lorenzini into the cursed water, transforming him into a
sea monster and forcing him to flee into the ocean. The boys and donkeys escape the fun-fair, and Pinocchio reunites with Leona at the beach before setting out to find his father at sea. After trying and failing to find Geppetto out at sea, Pinocchio and Pepe are consumed by the sea monster. Both are reunited with Geppetto inside his stomach, which both Pepe and Geppetto describe as smelling like "rotten chili peppers". As they attempt to escape the sea monster, they find that his throat is too small to enter through. Pinocchio lies to extend his nose and make the passage in the monster's throat larger, causing his nose to break. The monster starts to choke, spitting Geppetto and Pinocchio out, before suffocating and sinking to the depths. On land, Pinocchio apologizes to Geppetto for not being a real boy, but Geppetto tells him that he is real to him. As Pinocchio begins to cry, the tears land on the heart carving and the same magic that brought him to life transforms him into a real boy. Pinocchio tricks
Volpe and Felinet, into drinking the cursed water and turns them into a real fox and real cat. Back at home, Geppetto and Leona are now married while Pinocchio goes off to play with Lampwick, who among many others has turned back into a boy after performing many good deeds. ==Cast==