After three years in prison, Cruella de Vil (Glenn Close) has been cured of her lust for fur coats by Dr. Pavlov (David Horovitch), through a process that turns predators and prey into best friends and is released on parole on the proviso she'll have to pay eight million pounds to all dogs' homes in the borough (sic) of Westminster shall she ever revert back into dognapping. Cruella, now 'Ella', rids herself of her old fur coats and the drawing of her in a Dalmatian puppy coat, and regularly meets Chloe Simon (Alice Evans). However, the process is reversed when the subjects hear the chimes of Big Ben, Dr. Pavlov decides to never tell anyone about this one liability; soon, Cruella begins to feel the urges after hearing Big Ben, and when she sees Dipstick and his puppies, she devises a plan to get the ultimate fur coat.


She sends her servant Alonzo (Tim McInnerny) to find a few puppies as she hires Jean-Pierre LePelt (Gerard Depardieu) to help her capture 102 puppies. The trio create a scheme to set-up Kevin Sheppard (Ioan Gruffud), the owner of the animal shelter where Cruella spent her community service (and which is the only one in the borough, which allowed Cruella to trick the authorities to think he stole the puppies to frame her and collect the money), as a scape-goat for the police to investigate so Cruella and company can get all the puppies she needs for her coat. However, Kevin soon escapes from prison, and meets up with Chloe, to hear that Cruella and her henchmen are headed to Paris. But they are soon captured by Cruella and imprisoned in her house.


Cruella forgot one dalmatian, Oddball, because she was born without any spots. Oddball manages to rescue her family and all the other puppies kidnapped by Cruella. With Alonzo being a good guy, she also has Cruella and LePelt arrested thereby saving the day. This happy story ends when Oddball gets her first spots, the shelter gets Cruella's money, and everyone celebrates.