Fencer is taken in by a Cat Lady, who treats Her cats like Royalty, but His joy is short lived, when the Cat Lady's Sister evicts Him and the other cats from Her home.
At a run-down street, Fencer and Rocki keep watch for the Cat Pack, as They take a shortcut, but both of them are attacked by the Cat Pack, who were hiding behind a few trash cans, and They demand a pay for using Their shortcut. Fencer tells Rocki to run while He keeps the Cat Pack busy, While Fencer draws away the Cat Pack, a Woman comes out and attacks the Cat Pack with a broom, dispersing Them. She then turns Her attention to Fencer. At the Mansion, Rocki informs Foofur that Fencer is under attack by the Cat Pack, making Foofur and the others come to help. Meanwhile, In the Woman's house, Fencer is seen with bandages around His paws and His forehead, and wakes up to see a group of Cats. and the Woman then tells Fencer (Whom is Called Blackie) to pay no Mind to the Count (An orange Cat with dark-orange stripes) since He likes to be fussy. She then tells Her white cat, Queenie that the new Cat will be alright. The silence was then broken by the Woman's furious sister, Ethyl, who informs her Sister, who is named Abigail, complains all the things the cats did, and She told Abigail that if the Cats aren't out of the house, Ethyl will as She leaves the room. Abigail then told Fencer not to worry since Ethyl has been saying that line for years.
Later, Foofur and the others find Fencer inside a House, as Abigail feeds the cats and tells Fencer to be friends with the others. Ethyl then yells to Abigail that a Cat's in the basement, making Abigail leave the room in a haste. Fencer then sees Louis and Foofur and tells Them that He prefers to stay until the Cat Pack gives up. The dogs then leave thinking that Fencer would stay in the House for the rest of His life. as Abigail searches the basement, Ethyl mimics a cat's meow, to distract Her sister long enough to Shoo away the Cats from the house, and locking them out. The Cats meow as much as possible, but They give up since Abigail won't hear them. Queenie asks for Fencer's help, Fencer then introduces Himself and offers to help. Fencer returns to the mansion, and requests someone stay for some time. Foofur accepts, but soon regrets it when He sees how many of the Cats Fencer let in. some time later, as Louis was sleeping, a Light-Brown Cat with fur covering Her eyes who is half-asleep, claws Louis' back, making Him dash off in a panic, scaring Two Cats. Rocki then comes in with Her ball, hoping someone might play with Her. when Her ball whapped two sleeping siamese cats, They tell the Pup to back off and They pop the ball. Count is seen leaving the Kitchen wincing after eating some dog food, Fritz-Carlos (with Louis' dog dish on His head) then tells the Cat that He doesnt know what He's missing. Queenie then plays with the window shade string. Fencer then tries to make Her stop, but is snared upward. Queenie then sees a police Car coming by, then a policeman inside the car sees Her. Fencer tells Queenie that no one was supposed to know His friends are living here, as Queenie told Fencer not to be a scaredy cat.
Later, As the Dogs glare at Fencer for what's happened, Foofur then suggests that the other Cats leave. but They see the same police come by and with Mrs. Escrow coming, So They and the Cats hide to avoid detection. As Mrs. Escrow goes inside, She lets the police search, but She assures that the house is empty. Ethyl comes as well, saying to Mrs. Escrow that She shouldn't have chased out Her sister's cats. The Police complete Their search, saying that nothing's there. Ethyl then feels sorry for causing Her sister to search the town on Her own. The Cats then learn that Abigail is missing, making Foofur and the others to help search. At an Alley, Abigail feeds a stray dog cat treats. Foofur then uses His howling to find out the location of Abigail. the same Dog howls and says that Abigail is on the way to the West side of Town on Her way to the streets Franklin and Filmont. Which happens to be Queenie's old neighborhood and is miles away. On Their way, they hide from Mel and Harvey. after realizing that the Dogcatchers live on the west side of town, He has a plan. Mel and Harvey spot Foofur who comes out of Hiding. as they Bring Foofur to the Van, Mel and Harvey spot the rest of Foofur's gang and the Cats.
At a Demolition Zone, where an old house is being torn down, Abigail is still searching for Her cats. as Mel and Harvey's Van goes on, Fencer can't open the lock since Abigail clipped His nails earlier. After reaching the West side of town, Queenie makes a suggestion. The Dogcatchers then stop the Van when They hear a lot of barking and yowling. They then tell the animals to break up their Fighting as they open the doors, The Dogs and Cats escape, and Foofur commends Queenie's suggestion on that Fake Fight plan. They reach the streets, and Queenie to advance to the Royal Arms Hotel, where Abigail first found Queenie as a Kitten. Foofur then informs Hazel to get a policeman to the area. She does get a policeman's attention and leads Him to the Demolition zone. As Foofur's group get to the Demolition Zone, Queenie spots Abigail. Foofur then has the rest of His allies keep the wrecking crew from demolishing so that Abigail won't get hurt. The Policeman Hazel got sees Abigail who is searching inside a tree and informs His superiors that He found the Missing Cat Lady as The Cats swarm keep a worker from getting to the controls, and Louis and Fritz-Carlos attacking another. as a distracted bulldozer rider continues His work, Foofur, Fencer, and Queenie gets the rider's attention and stop His machine before it reached Abigail, and told Her that She's not supposed to be wandering around in this area. Then, a police Car arrives as Ethyl comes out relieved that Her sister is safe. Abigail then explains that She was helping a lost kitten, which is in Her arms. Abigail then praised Ethyl for locating the lost Cats. as Ethyl declares thet They'll all go home.
Foofur and the others hide behind a wall, as Louis suggests that no one must know that They helped a bunch of cats. Foofur then says "Cats and Humans. Can't live with Them...", and Fencer finishes with "Can't live without 'em. Uh-Huh".