Errol Flynn stars in Mark Twain's classic tale of two nearly identical boys from vastly different worlds who trade places as-The Prince and The Pauper. As Lady Jane Seymour (Joan Valerie), consort to King Henry VIII (Montagu Love) gives birth to Prince Edward Tudor (Bobby Mauch), Tom Canty (Billy Mauch) is born in slums not far from the palace. These two boys grow up in London-one in a life of privilege, the other in poverty-until one day they meet, realize they could pass as twins and decide to trade places for a day. But fate traps each in the other's life, with only Miles Hendon (Flynn) as their ally. Now, their survival and the fate of a nation depend on these two boys convincing the royal court of their true identities.