When the woodworker Geppetto (Christian Rub) sees a falling star, he wishes that the puppet he just finished, Pinocchio (Dickie Jones), could become a real boy. In the night, the Blue Fairy (Evelyn Venable) grants Geppetto's wish and asks Jiminy Cricket (Cliff Edwards) to serve as the wooden boy's conscience. But the naive and trusting Pinocchio falls into the clutches of the wicked Honest John (Walter Catlett), who leads him astray to the sinful Pleasure Island.