Years before the events of the film,
servant woman Clara falls in love with
blue blood Ralph Wilhern and becomes pregnant with his child. However, at the urging of his disapproving parents, Ralph marries another woman, leading a heartbroken Clara to commit
suicide by jumping off a cliff. Her mother, the town
witch, places a
curse on the Wilhern bloodline; the next Wilhern daughter will be born with the
face of a pig, only to become human when "one of her own kind" learns to love her. However, the Wilherns only give birth to sons for five generations until the birth of Franklin and Jessica Wilhern's daughter, Penelope. Ashamed and fearing a media
scandal, Jessica claims that Penelope
died as an infant and hides her away in their
mansion. After Penelope's eighteenth birthday, Jessica hires a
matchmaker, Wanda, and begins seeking out
suitors, believing the love of another blue blood is the only way to lift the curse. Seven years later, all of Penelope's suitors have fled in terror upon seeing her face, including Edward Humphrey Vanderman III. Edward conspires with
tabloid reporter Lemon to photograph Penelope to prove her existence and hires young blue blood Max Campion to pose as a new suitor, planting a camera in his jacket. After having conversations through a
one-way mirror, Max and Penelope develop genuine feelings for each other. When Max sees her face, he is shocked — but not frightened — and accidentally triggers the camera. Regretful of his attempts to exploit Penelope, Max calls off the agreement and destroys the camera. Penelope begs him to marry her, promising it will lift the curse, but Max declines. Tired of the matchmaking and inspired by Max's conversations about the outside world, Penelope escapes home and journeys out into the city, covering her face with a scarf in public to remain anonymous and secretly selling photos of herself to Lemon to earn money. At a bar she frequents, Penelope befriends delivery girl Annie, who takes her on trips around the city. After several weeks, Penelope is spotted by her parents, but before they can confront her, she rushes back to the bar, where she faints. Annie removes the scarf to help her breathe and exposes her as the supposedly dead Penelope Wilhern to the other patrons. To Penelope's surprise, the public is fascinated and enamored with her, and she becomes an overnight celebrity. Edward’s father, having seen the public's fondness for Penelope and embarrassed by his son's vocal cruelty toward her, coerces Edward into
proposing to her. Lemon discovers that the real Max Campion is imprisoned for
armed robbery; the man he had been working with is actually a
gambler named Johnny Martin. He shares this with Jessica and Wanda on Penelope's wedding day, but they decide not to relay it to Penelope. At her wedding, Penelope, realizing that she does not want to marry simply to break the curse, flees the altar and locks herself in her room. Jessica begs her to reconsider, but Penelope refuses, declaring that she likes herself the way she is. As Penelope has finally been loved by "one of her own kind" — herself — the curse is lifted, and her pig snout and ears vanish. Some time later, Penelope is an
elementary school horticulture teacher, and the public's interest in her has waned. She eventually learns the truth about Johnny's identity from Wanda and visits his
apartment during a
Halloween party while wearing a pig mask. Johnny kisses Penelope and apologizes for not having the power to break the curse, but she takes off her mask and reveals that she held the power all along, and the two kiss again. The Wilhern's
butler Jake, revealed to be the witch who cast the original curse, casts one final spell to render Jessica
mute for an indeterminate amount of time before quitting his position. While Johnny and Penelope are at a
park with her students, Lemon discreetly approaches and tries to take a photo of them to prove that the curse has been lifted. Upon seeing how happy they are, he ultimately decides against it and leaves. ==Cast==