Act One

The curtain rises on Huck Finn in a small clearing on Jackson's Island. He sings of his newfound freedom. Now, he won't have to live by anyone else's rules; he'll just go wherever the river takes him ("Bound Away").

Elsewhere, the spotlight comes up on Tom Sawyer, Huck's best friend, who brings us up to date: Huck had been missing for a while, kidnapped by his very own drunken pappy, who was looking to get his share of some money Huck had found. But then Huck's father found him murdered! Tom is sure Huck's father done him in, but then there's news that Miss Watson's slave, Jim, has gone missing. Now everyone believes Jim is responsible. He's been spotted on Jackson's Island, and the crowd is ready to search for Jim and collect the $300 reward for his capture.

Huck discovers Jim on the island. Jim is sure Huck must be a ghost, as the whole town believes him dead. Huck confides he just made it look like robbers had killed him so as to escape from his pappy for good. Jim confides that he, too, has run off because he feared Miss Watson was about to sell him. He aims to return for his wife and family when the time is right. Huck and Jim agree to join forces; Jim is willing to share his raft. The two discuss "signs" of good luck and bad. A hairy chest, Jim insists, is a sign you'll be rich. But, he already feels rich because he owns his own self. The two vow to help each other until they're both rich ("Til Our Good Luck Comes Along").

As it begins to rain, Huck spies the townspeople coming in search of Jim. They quickly jump aboard the raft and begin their journey downriver.

Huck and Jim are peacefully loading their raft after having camped out further downriver. Above them, there is an angry mob chasing two men. They are oblivious to this activity until the younger of the two men suddenly intrudes and inquires whether there might be room on the raft for one more. Jim is inclined to help, which Huck thinks is crazy. In an instant, the second man jumps aboard the raft, as well. They accuse Jim of being a runaway and intimate that there will be trouble ahead for Huck and Jim unless they make room for the two strangers.

When the foursome stops at the next campsite, we learn that the two men are The King and The Duke, two swindlers who were run out of the last town when their respective schemes were uncovered by the townsfolk. Huck wants to be rid of their traveling companions as soon as possible, but Jim argues that it will be safer to bide their time, as the men could be dangerous.

At first, the two con men are at odds with each other, but they soon decide to team up for their next scheme – The Royal Nonesuch Theatrical Company presents "The King's Cameleopard." Huck and Jim assist by selling tickets to the "show."

The Duke introduces the show ("Musicale"). He promises the appearance of the cameleopard, a "creature for another age." Huck and The King, disguised as the animal, appear and dance "The Waltz of the Cameleopard." The crowd bellows for more, but the show is over almost as soon as it began. The angry crowd grows surly, but one spokesman suggests that, if they keep them to themselves and allow everyone in the town to feel cheated, the entire town will want the same revenge. There are a few more shows featuring the cameleopard, each one shorter than the last. At the final show of the evening, the crowd pulls down the "magic curtain," revealing The King and Duke as charlatans. The foursome manages to escape on the raft in the nick of time.

The King and The Duke rejoice in their success – $165. Huck reckons that all kings and dukes are rapscallions. In the next town, The King disguises himself as a minister and forces Huck to don his new city clothes. They leave the raft to see what they can "scare up out of the local flatheads."

At the dock, they encounter a talkative young boy named Tim Collins, who inquires whether The King might be Harvey Wilkes, the preacher who's arriving from England for the reading of his long lost brother's will ("You've Brightened My Day"). The youngster explains that Peter Wilkes had two brothers, Harvey and William, whom he desperately wanted to see again before he died. Sadly, he died last night, but has left a letter detailing where his money is hidden and how his property is to be divided amongst his brothers and three nieces. Sensing a golden opportunity, The King quizzes Tim further on the details of the situation and then sends the boy off on his journey to faraway Rio de Janeiro

Back at camp, The King and The Duke devise a plan: The Duke will masquerade as William, who is deaf and dumb, while The King will pose as Harvey. Huck will go along and carry their bags. Jim will stay behind. Huck protests that he does not want to leave Jim alone, but Jim assures him all will be fine. Alone, Jim sings about how he'd like to settle down with his family someday ("Come Home Runaway").

In Peter Wilkes' parlor, his funeral is in progress. The King and Duke introduce themselves as the long lost kin. Huck is introduced as Robert, their valet. Mary Jane, the eldest niece, hugs her "uncles" and is thrilled that they have arrived. The King and Duke put on an elaborate display of grief. Mary Jane promptly produces the letter left by her deceased uncle. Shedding crocodile tears, The King reads the document, which reveals that $3000 and his house will be left to the daughters of his brother, George; for his other two brothers, $3000 and the remainder of his properties. The $6000 is hidden behind a loose stone in the root cellar.

As Mary Jane leads the mourners in one last prayer, The King and The Duke retrieve the money. In private, they hatch a scheme whereby they will appear to hand all $6000 over to the girls, but then steal it back later. They hurry back to the parlor and make an elaborate presentation to Mary Jane and her sisters.

Dr. Robinson, Peter Wilkes' physician, enters and immediately accuses the men of fraud. Mary Jane refuses to believe the doctor and, in a show of support for her "uncles," hands the sack of money back to The King and instructs him to invest it on behalf of her and her sisters. Dr. Robinson warns that they will regret this day.

The mourners sing one last song in honor of the deceased ("He's on His Way Hallelujah").

Act Two

Huck sits with the three Wilkes girls at the kitchen table. Joanna quizzes "Robert" on his life in England, and Huck very nearly gets caught in his own web of lies. Mary Jane admonishes her sister for not treating "Robert" as the guest that he is.

Huck is smitten with Mary Jane and muses to himself that it's quite a predicament being tied up with "two such snakes in the grass." Huck spots someone coming and ducks – unwittingly – into a closet in The King and Duke's room. The scoundrels enter and discuss the details of their plan to swindle the girls out of all their money. They exit.

Huck emerges from the closet, furious. He vows to reveal The King and Duke for the rats that they are ("River Rats").

Huck and Mary Jane are in her room. She is distraught over the prospect of the servants being sold and their families being torn apart. He assures her that won't happen and confides that her "uncles" are indeed frauds. He hands her the sack of gold. He tells Mary Jane that he was forced to work with these men for the good of another friend. Mary Jane declares him courageous and brave. The two sing of their growing feelings for one another ("Just Like Love").

Huck tells Mary Jane that he must travel with The King and Duke for a bit longer. He enlists her help in setting a trap. He tells her to send a message to Brickville that "Dr. Robinson has found a cure for the Royal Nonesuch disease." She is utterly confused by the message but agrees.

The King and The Duke discover that the sack of money is missing. Huck feigns innocence and reports that he saw some servants going in and out of their room. They conclude that the slaves have stolen the money. They decide not to say anything and swallow the loss, as the money from the sale will be collected by the bank and will be safe.

There is an auction in progress. The King and The Duke aim to sell all the Wilkes' possessions ("What a Great Day for an Auction Sell"). Huck and the three girls are also present.

In the middle of the auction, Dr. Robinson enters. The Duke suddenly recognizes two men from Brickville. They are carrying rifles. He tries to warn The King, who keeps ignoring the signal. The Brickville men are successful in exposing the men as frauds, and the crowd now knows that they are not the long lost Wilkes brothers. The crowd surges noisily and begins to chase the two men with tar and feathers.

Mary Jane begs Huck to stay with her, but he insists that Jim is waiting. He promises to return. Mary Jane declares her love.

Huck rushes back to the raft to find Jim, but the raft is empty. The King and The Duke emerge from hiding and grab him. Huck insists he played no role in their being exposed. They tell him that they have sold Jim away and exit on the raft. Huck vows not to rest until he finds his friend

Alone, Huck sings in despair ("Downriver"). Midsong, The Duke suddenly slips back and tells Huck that Jim has been sold to Silas Phelps a few miles downriver. Huck sings a final verse and runs off in search of Jim.

On Silas Phelps' farm, Jim is at work on various chores. Mrs. Sally Phelps anxiously awaits the arrival of her nephew, Tom Sawyer, whom she has not seen in a very long time. When Huck enters, Sally assumes he is her nephew, Tom. Huck is bewildered but plays along in hopes of rescuing Jim. Sally calls Jim to help with the boy's bags, and Jim nearly blows Huck's cover but catches on just in time.

Just then, the real Tom Sawyer arrives carrying his own suitcase. Tom immediately catches on to the plan and introduces himself as Aunt Sally's other nephew, Sid.

Aunt Sally exits. Tom and Huck reunite. Tom is confused, as he thought Huck was dead. Huck promises to explain but says that the most important thing now is to free Jim. Huck wants simply to steal the key, but Tom craves a more elaborate plan. As Tom sings, he and Huck transform themselves into Indians, wearing breechcloths and war paint.

Later that night, Silas brings a bucket of food out to the shed. Unseen, Tom and Huck rush in, covering his head with a blanket and bucket, carrying on as if Indians. Confused, Jim enters the melee and, recognizing Tom and Huck, escapes with them.

Exhausted, the trio stops to rest in a clearing. Tom, eager to cause further mischief, wants to circle back and make a true mess of the whole situation, leaving the town talking for years to come of the night Indians attacked the town and ran off with a slave. Huck, eager to move on now that Jim is free, argues with Tom ("Tom and Huck's Argument"). Tom can't understand what's happened to the fighting, mischievous spirit Huck once had. Huck chides his friend that now is not the time to be foolish with childish games and that their lives could be at risk. Better to run.

They hear the sounds of people and dogs approaching and begin to flee when Tom is shot. Huck tells Jim to run – he has his freedom now – but Jim will not leave Tom behind. Jim sends Huck off to fetch a doctor and waits, tending to Tom's wounded leg. Jim prays for Tom to be healed ("Shine down Lord") until two men with guns take him away.

Huck, Aunt Sally and Silas gather around the ailing Tom Sawyer, who asks if Jim is safe. Huck tells him Jim is safe but is locked in the shed. Tom confesses everything and says they must turn Jim loose. Miss Watson has died and, in her will, has granted Jim freedom. He had only been involved in the whole mess of setting Jim free for the adventure of it.

Huck scolds his friend that it wasn't adventure, that it was serious business; Tom had been shot, and Jim gave up his freedom to save him, but he blames himself because he should have known better than to be carried away with such foolishness.

Mary Jane is reunited with Huck, as it seems that Aunt Sally is an old friend of Uncle Peter. She tells him that her real uncles have finally arrived and will take her back to England. They kiss and Mary Jane exits.

Jim enters and is so well dressed that Huck almost doesn't recognize him. He carries a sack of money that he inherited in Miss Watson's will. A sound is heard in the reeds, and The King and Duke appear. They look pathetic. They beg Huck and Jim to allow them to travel with them once again. Jim reasons that they might be useful in helping to free his wife and family.

Huck and Jim agree that it's probably time for them to go their separate ways, but the river brought them together once... and may well do so again someday. Huck sings a reprise of "Til Our Good Luck Comes Along" as the light slowly fades.