Rags is a Nickelodeon Original Movie. It is a musical, non-fantasy gender-switched inversion of the Cinderella fairy tale, starring Max Schneider, Keke Palmer, Drake Bell, Avan Jogia and Nick Cannon. The movie premiered on Nickelodeon on May 28, 2012.
Rags follows the story of protagonist Charlie Prince (Max Schneider), who lives with his selfish, abusive stepfather, Arthur (Robert Moloney), and two stepbrothers: spoiled Andrew (Keenan Tracey), and nicer Lloyd (Burkely Duffield). The story also follows Kadee Worth (Keke Palmer), a pop music superstar with an overprotective music mogul father, Reginald Worth (Isaiah Mustafa), and his personal assistant, Erma (Devon Weigel).
The film begins with Shawn's (Drake Bell) narration that leads into the opening scene, depicting Charlie performing in the streets of New York City with several dancers in an attempt to earn money. After a truck splashes a puddle on Charlie's audience, causing them to disperse, Shawn appears on the scene and is revealed to have been a member of Charlie's audience during the performance of his original song entitled, Someday. Afterwards, Shawn states that the next time he sees Charlie, "it better be on an album cover". Charlie sees Kadee Worth on the side of a bus and the scene then cuts to Kadee filming the music video for her new song, "Love You, Hate You" and it is revealed that Kadee is secretly frustrated with singing songs that are unoriginal to her, and that other people have written for her. She wishes to perform her own music.
The audience is then shown The Palace Theatre, the karaoke venue which served as Charlie's home after his mother passed away. After talking to Diego and Martha, his parent figures, Charlie is shown singing "Someday" while cleaning the stage in The Palace, during which he is interrupted by his stepfather, Arthur, who criticizes him. He then has Charlie's stepbrothers Andrew and Lloyd perform their act as "Androyd" (a parody of Jedward) in front of a customer. She, along with most people who see the act, is less than thrilled, but Arthur fails to see the flaws in Androyd's performances.
The movie then cuts back to Kadee, who is shown with her "boyfriend", Finn (Avan Jogia). It's visible in this scene that she dislikes, and is uncomfortable with the arrangement her father had made between Finn and her. She is then seen walking her dog, Trumpet, who pulls away from her in an effort to get to Charlie, who is walking up the street to Majesty Records, where Kadee had just exited. Kadee drops her pages of song lyrics on the ground and into a nearby fountain, and Charlie realizes who she is while helping her collect the notes. He then starts to read one of the pages, but she pulls it away from him, stating that the words are "private". She then runs off to catch up to Trumpet.
Charlie is seen entering Majesty Records to drop off the audition CD created by Androyd for the Majesty Record's Talent Search. The secretary informs him that applications for a part time janitor job are available on the desk, and Shawn comes by as Charlie is filling one out. After Charlie leaves, Shawn tells the secretary to ensure that Charlie is given the position. Charlie is then seen entering a pawn shop, where he makes a payment on a piano that had once belonged to his mother. After making his payment, he performs in the shop for the customers and shop keeper's enjoyment.
Charlie gets the janitor job, and is next seen cleaning in Kadee's father's office and looking at the pictures of Kadee and her father. When Kadee walks in with two of her friends, he hastily hides the picture he had been viewing behind his back and tries to lie about it to Kadee. She tells him that he is a terrible liar, to which he agrees. Finn then appears and he and Kadee go to a party, during which he hogs the camera and puts himself in the spotlight.
Charlie sneaks in through the bathroom window that night after breaking curfew so that Arthur does not discover him. Meanwhile, Kadee is seen singing one of her original songs that night while wishing that she could show them to the world. "One day," she says to Trumpet.
The next day, Charlie is at Majesty Records, cleaning, and wanders into a recording studio. He begins to sing, just messing around, while Shawn secretly record him. Shawn then tells Charlie that as long as he doesn't tell anyone, he will help him record a demo.
Androyd receives a letter of rejection from Majesty Records regarding their demo's entry into the Talent Search. It informed that they had failed to qualify for the contest. Arthur then becomes set on finding a way to get into the masquerade party so that he can change the mind of Kadee’s father, Reginald Worth. Kadee is then seen following Charlie into the pawn shop. After singing "Perfect Harmony" with Kadee, she discovers that she isn't true to the lyrics she writes. Knowing this, he offers to help her by taking her to perform in the street, where she sings one of her own original songs. Her ecstatic audience is broken up by a police officer and the performance is ceased.
Out of pure thankfulness of Charlie, Kadee gives Charlie an invitation to the Majesty Records' Masquerade Ball. Charlie, late for his curfew, sneaks in through the restroom window again, but this time his stepfather and stepbrothers are waiting for him. After walking away, Arthur follows Charlie and snatches the invitation from his back pocket. Once he sees that it is an invitation to the Majesty Records Masquerade Ball, he steals it from Charlie, seeing it as an opportunity for "Androyd" to perform at the party.
Diego and Martha decide to help Charlie get into the party and make a suit for him out of stage curtains and a mask from a blindfold so that Arthur would not recognize him. At the party, Charlie, in his disguise, is almost discovered by his stepfather, but before Arthur finds him, he escapes into the crowd. During the dance, when everyone is ordered to turn and change partners, he emerges from the crowd and takes Kadee as his partner. He dances with Kadee, who confesses to being unhappy with her music career as America's Pop Princess and her personal life as the acting girlfriend of Finn. Charlie understands her and tells her to "just be you". Afterwards, Androyd performs first, but is booed offstage, and Shawn tells Charlie to go perform as Rags. He sings "Not So Different At All", another original song by the young musician, Lloyd immediately finds out Rags is his brother when his eye catches Charlie's marking on his shoe. Charlie then sees that Arthur and his stepbrothers are leaving, so he rushes off of the stage to try to get home before them. Kadee stops him and tries to find out who he was. He kisses her, and before leaving, he tells her, "Be you." As he runs away he drops his demo ("RAGS"), the recording that Shawn made him, and Kadee picks it up before returning to the party. Diego and Martha help distract Arthur so that Charlie can get up to his room without being discovered.
The next day, Kadee tries to talk her father into assisting her in her search for Rags. He refuses. Instead, she visits Charlie and, unknowingly, plays Charlie's own original song, "Someday", from Rags' demo, unaware that he is Rags. He then tries to tell Kadee that he is Rags, but she is listening to the demo and does not hear him. Later, Lloyd confronts Charlie saying that he knows he is Rags. However, instead of snitching him out to Arthur as Andrew would have, he congratulates him and tries to convince a redundant Charlie to admit to Kadee that he is Rags. Andrew overhears their conversation and looks through Charlie's belongings, where he discovers the written lyrics to "Someday" (the song required for Kadee's Rags audition search) and shows it to Arthur.
Charlie goes to the auditions to "help" Kadee find Rags. Before auditions start, he tells her not to worry and says to her, "Just be you", which surprises her. Andrew then shows up and tells him that Arthur wants him. Arthur confronts him about Rags and "congratulates" him, sarcastically. Arthur then shoves Charlie into a closet and locks the door. He tells Charlie that he is going to introduce Andrew to the world as Rags. When Charlie is banging on the door, Trumpet hears him and brings Kadee's friends to help him. However, Andrew has already "proven" that he is Rags, though Kadee still appears skeptical. At the after party, Charlie, devastated, decides to move out of The Palace and leave forever. Kadee stops him and pleads that he stay, at least until she introduces Rags. Kadee surprises everyone by saying that she knows that Rags is really Charlie Prince. Lloyd, having been betrayed by both Arthur and Andrew, turns on them, and reveals to Charlie that his mom had left The Palace to Charlie, not Arthur. Kadee kisses Charlie and the scene fades to the future where they are on the same stage, now boyfriend and girlfriend, the new stars of Majesty Records. Diego and Martha are both shown running Charlie's shop, Lloyd is shown as one of Charlie's backup dancers, and Arthur and Andrew are ironically shown cleaning the toilets in The Palace for Charlie, as he had once done for them. Charlie finally gets his "fairytale ending".
- Max Schneider as Charlie Prince (Cinderfella). A talented, young musician with the hopes of being famous.
- Keke Palmer as Kadee Worth ("Princess Charming"). A famous pop singer who befriends Charlie. She helps him with his dreams, and he helps her see what she really wants.
- Drake Bell as Shawn (the "Fairy Godfather"), a studio technician at Majesty Records who helps Charlie produce his demo CD that leads Kadee to Rags.
- Avan Jogia as Finn, Kadee's rockstar ex-boyfriend.
- Zak Santiago as Diego, a worker with Martha at Arthur's store and Charlie's father figure.
- Christina Sicoli as Martha, a worker with Diego at Arthur's store and Charlie's mother figure.
- Burkely Duffield as Lloyd McGowens, Charlie's nicer and more friendly stepbrother.
- Keenan Tracey as Andrew McGowens, Charlie's spoiled and selfish stepbrother.
- Isaiah Mustafa as Reginald Worth, Kadee's father.
- Robert Moloney as Arthur McGowens, Charlie's horrible, evil stepfather and Andrew and Lloyd's father.
- Nick Cannon as Himself
- Devon Weigel as Erna, Reginald Worth's assistant.
- Tracy Spiridakos as Sammi, Kadee's friend.
- Carlena Britch as Tammy, Kadee's friend and back-up dancer.
- Maggie Ma as the Majesty Records receptionist