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While the infant King of England awaits his rightful place as leader of the British Empire, his rule is usurped by King Roderick I (Cecil Parker). A brave rebel leader known as The Black Fox (Edward Ashley) intends to remove Roderick, but in the meantime the infant king needs to be looked after, which is the job of a man named Hubert Hawkins (Danny Kaye). The Black Fox travels with the little king and his rebels as they search for the key to a secret tunnel that will allow them passage into the castle. Maid Jean (Glynis Johns), one of the rebels, meets a man en route to the Castle who is to be Roderick’s new jester. The rebels quickly hatch a plan: detain the jester and send Hawkins in his place. Hawkins is able to persuade Roderick and his men that he is indeed a jester, but his espionage work gets complicated when Princess Gwendolyn (Angela Lansbury) falls in love with him and he runs afoul of Sir Ravenhurst (Basil Rathbone), the evil genius behind Roderick.