nimated feature in which a pedigreed mother cat, Duchess, and her three kittens, Toulouse, Berlioz, and Marie, are catnapped by a greedy butler named Edgar who hopes to get the inheritance left to the family of cats by their owner, Madame Bonfamille. Things look hopeless for the cats until they are befriended by Thomas O'Malley, an easygoing alley cat. After the cats have many misadventures getting back to Paris, the villainous butler is foiled when a gang of alley cats and a mouse named Roquefort join O'Malley to rescue Duchess and her kittens. For the background musical score, George Bruns featured the accordion-like musette for French flavor, and drawing on his considerable background with jazz bands in the 1940s, provided a great deal of jazz music. The film was four years in the making, budgeted at over $4 million, and included more than 325,000 drawings made by 35 animators, with 20 main sequences having 1,125 separate scenes using 900 painted backgrounds. The project employed some 250 people. The film was a box-office success, earning reissues in 1980 and 1987. Released on video in 1996. Directed by Wolfgang Reitherman. Starring: the voices of Phil Harris (Thomas O'Malley), Eva Gabor (Duchess), Sterling Holloway (Roquefort), Scatman Crothers (Scat Cat), Paul Winchell (Chinese Cat), Thurl Ravenscroft (Russian Cat), Hermione Baddeley (Madame Adelaide), Roddy Maude-Roxby (Edgar), Bill Thompson (Uncle Waldo), and Maurice Chevalier, who sang the title tune. 78 min. This was the first feature-length animated cartoon completed without Walt Disney. The song "Ev'rybody Wants to Be a Cat," was written by Floyd Huddleston and Al Rinker. "Thomas O'Malley" was written by Terry Gilkyson, and Richard and Robert Sherman composed "The Aristocats," "She Never Felt Alone," and "Scales and Arpeggios."