Charlie and the lions have made it safely to Venice. But King Boriss palace becomes a prison rather than a haven. The king's right-hand man has secretly made plans to give the lions to the Doge (Venices much-hated ruler). When word arrives from the cat grapevine that Charlie's parents are not being held in Italy after all, Charlie knows he must take fast action not only to rescue his lion friends but also to continue his search for his parents. He receives help from a gondolier, and during a city uprising against the Doge, Charlie and the lions escape by boat to Moroccowhere more danger (in the form of Maccomo and Rafi) awaits them. But also waiting: Charlies parents!