This adaptation of
Kate DiCamillo's award-winning children's book takes place in three different worlds -- that kingdom of Dor, which is known throughout the world for its special soup cooked by the royal chef; Mouseland, where cute and cowardly mice learn to be afraid; and the dark and exotic dwelling of rats. When a hungry rat named Roscuro (voiced by
Dustin Hoffman) falls into the queen's soup tureen, she has a fatal heart attack. The grieving king banishes rats and outlaws the cooking or eating of soup, thereby stripping his land of all happiness. Meanwhile, in Mouseland, a cute little mouse named Despereaux (
Matthew Broderick) doesn't cower like all the other mice and instead seeks adventure. After breaking a cardinal mouse rule by talking to the lonely Princess Pea (
Emma Watson), Despereaux is exiled to the rat underworld, where he's saved by Roscuro. And Pea's homely servant Miggory (
Tracey Ullman) daydreams of being a princess and escaping her bitter reality. The characters all cross paths in castles, dungeons, kitchens, and rat-land coliseums.