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Oliver (Mark Lester), a runaway orphan, meets the Artful Dodger (Jack Wild), who takes him to Fagin (Ron Moody), a wily old fence who tutors young boys in the art of crime. Caught on his first assignment, Oliver is arrested but his intended victim, Mr. Brownlow (Joseph O'Conor), takes a liking to the child and brings him into his home. Bill Sikes (Oliver Reed), Fagin's partner, is worried Oliver will talk, so he and girlfriend Nancy (Shani Wallis) kidnap the boy. Knowing Sikes will kill Oliver, Nancy returns him to Brownlow, but is murdered by Sikes, who himself is killed while trying to escape. Oliver's revealed to be Brownlow's great nephew and lives happily ever after.