Warren Beatty

After dying before his time, an aspiring black comic gets a second shot at life - by being placed in the body of a wealthy white businessman. It seems everyone is trying to get into heaven; at least those whose time is up. For Lance Barton (Chris Rock), a struggling comedian and bicycle messenger, it's the last thing on his mind. His due date in heaven is fifty years away. In the meantime, he has big dreams to pursue on Earth, such as landing a slot at the final Amateur Night Contest at the famed Apollo Theatre. Lance's has one little problem though - he isn't that funny. Thanks to an overly cautious emissary from heaven, Mr. Keyes (Eugene Levy), he's going to get hit (literally) with a much bigger problem. Showing that even God has difficulty finding good help these days, the inept minion mistakenly plucks Lance from a traffic accident - before it takes place. Transporting him to the Pearly Gates, or more accurately, the velvet roped-lines of the hottest club around, the error is finally addressed by Mr. King (Chazz Palminteri), the streetwise, no-nonsense head angel who manages the place from his plush windowed office. Since returning to his own body on Earth is impossible, the urban dwelling Lance reluctantly agrees to a normally unthinkable proposal. He'll occupy the body of a wealthy old white mogul, Charles Wellington III (Brian Rhodes), until a more suitable body can be found. Strangely enough, in a Park Avenue penthouse, servants and butlers become his new homeys as Lance works on his streetwise comedy routine for the big Apollo showdown. Living in the body of a callous old white man would be bizarre enough for Lance without falling in love with Sontee Jenkins (Regina King), the beautiful woman publicly battling Wellington's company at the same time. And if that wasn't enough, he has to deal with the love affair between Wellington's wife and his personal assistant, and their plot to have him killed. —Gilbert lee

A charismatic gangster and his starlet mistress join forces to create his vision of what we now know as Las Vegas.

In New York City, two singer/songwriters, Chuck Clarke (Dustin Hoffman) and Lyle Rogers (Warren Beatty), stare at the window of a Sam Goody record store. Chuck insists the only difference between them and hit makers like Simon and Garfunkel or Bruce Springsteen is that they do not have an essential ingredient: an agent. Soon, Chuck invites talent agent, Marty Freed (Jack Weston), to watch them perform their material at the store Song Mart. Afterward, Marty informs the duo that they have no stage talent. They need patter, "shtick," and gimmicks. For their next tryout, Chuck and Lyle (playing as their duo act called 'Rogers and Clarke') cover a familiar song with awkward choreography at a local nightclub. Despite audience booing, Marty offers them two bookings, one in Honduras at a hotel frequented by American journalists, and another longer engagement in Morocco. Chuck and Lyle mull Marty's offer at a nearby bar. In a series of flashbacks to five months earlier, Lyle was working by driving an ice cream truck, writing song lyrics as he worked. He played new songs for his speechless wife, Willa (Tess Harper). At a restaurant, Chuck played piano for customers. Afterward, as Chuck and his girl friend, Carol (Carol Kane), chatted, a waiter delivered a note from Lyle saying how much he enjoyed Chuck's performance. The songwriters met and had instant rapport, furiously collaborating on songs. They spent so much time composing that Willa left Lyle due to neglect. He sank into a depression, then Chuck helped him recover. Soon, Carol also felt neglected and ended her relationship with Chuck. He called Lyle and threatened suicide. Lyle promised to come to Chuck's aid, but his friend asked him not to alert the police because it would ruin his show business career. However, Lyle called the police, and Chuck climbed onto the ledge of his building when an officer appeared at his apartment. As Lyle joined Chuck on the ledge, Rabbi Pierce appeared to calm Chuck. Lyle grabbed Chuck's hand, and guided him back into his apartment. At the bar in the present day, Chuck remembers all that he and Lyle went through and decides they should take their act to Morocco. In Ishtar, Morocco, as a desert archaeological camp is attacked, Professor Barnes orders his associate, Omar (J.C. Cutler), to escape with an important, newly discovered ancient map that could provoke war in the Middle East. Omar barely has time to give his sister, a left-wing French-Moroccan agent named Shirra Assel (Isabelle Ajani), the map before he is killed. His last words promise that no one will find the map except "two messengers of God." At the Ishtar airport, Shirra Assel, disguised as a man, approaches and persuades Chuck to exchange passports and suitcases with her so she might travel to Marrakesh. She quotes: "It is a matter of life and death." She convinces him that he can visit the American Embassy and have his passport easily replaced. When the duo learns that a new passport will take days to process, Chuck convinces Lyle to travel to nearby Marrakesh and do the show alone, while he checks into a hotel in Ishtar. At the Marakesh Hotel, another American, named Jim Harrison (Charles Grodin), invites Lyle to dinner. After Chuck chats about show business, Jim reveals he works for the Central Intelligence Agency (CIA). He is in Morocco to prevent the Communists from staging a coup to overthrow the royal Moroccan government. Jim hints that his agency likes to recruit people like Chuck as operatives. At his solo show, Lyle launches into a rendition of "Bridge Over Troubled Water," and is soon drowned out by an apathetic crowd. Suddenly, Chuck appears and belts out "That's Amore," and show tunes that revive the audience. The new act of Rogers and Clarke, are a hit and are applauded. Later, Chuck says he is going for a drive to get some air. Later that night, Shirra wakes Lyle in his hotel room as she tries to reclaim her suitcase. As Lyle tackles her, she claims Chuck is a CIA agent, and the contents of the suitcase are necessary to overthrow the tyrant running her country. Lyle is skeptical about her story, but she convinces him to help her find a camel seller named Mohammed, and buy a blind camel. She leaves carrying the heavy suitcase. Meanwhile, Chuck secretly meets Jim Harrison, and learns his movements have been tracked through a pen with a hidden microphone that Jim gave him as a gift. The CIA has reason to believe that dictator Muammar Gaddafi in Libya is interested in Shirra's map, and the CIA wants to take possession of the document before Gaddafi does. Chuck claims not to know where Shirra is. However, Jim Harrison believes Lyle knows where to find her after appearing to have a sexual encounter with her at the hotel, and being recruited by her as a left-wing terrorist. Chuck does not believe any of Harrison's assertions but Harrison gives Chuck a beeper to stay in contact. In the morning, Lyle sneaks out of the hotel room, and Chuck follows him. The friends meet and CIA agents follow them to an outdoor market. Chuck and Lyle are kidnapped, but Harrison's associates shoot the captors and panic breaks out. The two friends run, and ask an enterprising local to help them hide. The youth takes them into his uncle's rug shop. The kidnappers confiscate two rolled up rugs, thinking the songwriters are hidden inside. Dressed in Moroccan garments, Chuck and Lyle escape over the rooftops. Meanwhile, Harrison visits Emir Yousef (Aharon Ipalé) at his palace in Ishtar to explain that the Americans, Chuck and Lyle, are merely pawns. The Emir insists the songwriters will be mistaken for "messengers of God." If radical Shiites gain possession of the map they will use it as a sign to overthrow the Emir. The Americans must be killed to demonstrate that God does not favor those who oppose the Emir. As Lyle negotiates for a blind camel at the Ben Sheli Camel Market, Chuck confronts Shirra in a nearby hotel room. He accuses her of recruiting Lyle as a Communist but she denies it. She thinks he stole her map and gave it to Jim Harrison. He denies it but promises to keep her secret. When Chuck finds Lyle, he has bought a blind camel with poor teeth. As Lyle leaves to change his disguise, Harrison appears and warns Chuck that the Emir's men want to kill them. Harrison hands Chuck two canteens with water, and a compass with escape instructions. When they reach a safe hotel at a desert oasis, CIA agents are supposed to rescue them, but it is a ruse. Harrison hopes that the desert trek will result in their deaths. Meanwhile, Shirra's associates convince her the songwriters must be executed. Shirra gives Lyle a beaded necklace with instructions to drop a trail of beads, heading into the desert. At night, the beads will glow and the friends can find their way back to town. The next morning in the desert, Chuck collapses from heat exhaustion. As Lyle helps his friend, vultures appear. Elsewhere, an associate of Shirra's tells Prof. Barnes they plan to announce over radio that they are in possession of the ancient map. The songwriters survive a sandstorm and think they see Moroccans with a truck. Chuck instructs Lyle, dressed in flowing robes, to get water. The Moroccans are actually Australian gunrunners who mistake Chuck for an auctioneer. As Chuck pretends to auction guns to the locals, CIA agents see that the songwriters have stopped moving through the desert and send a helicopter to retrieve their bodies. When the helicopter pilot realizes they are alive he retreats, and the auction is cut short. At his palace, the Emir tells Harrison he wants the "the messengers of God" killed and the helicopter returns to the desert. Parched and exhausted, Chuck and Lyle think of song lyrics to keep alert, and soon discover Shirra's map sewn into the lining of Chuck's jacket. Just then the helicopter appears and when the pilot shoots at the songwriters, they return fire with guns they collected from the auction. The helicopter leaves but returns with a second Apache attack helicopter. However, Shirra appears in a truck. She arms Chuck and Lyle with powerful guns, and the two helicopters are forced to abort their mission. Chuck and Lyle manage to smuggle the map into the United States. Back in New York, Marty, the talent agent, negotiates with Harrison to implement social reforms in Morocco, get rid of the Emir, and back and promote an album and worldwide tour for Chuck and Lyle. If the CIA succeeds, the songwriters promise not to sell the map to the KGB or anyone else. As a show of support, Harrison arranges for American forces and CIA agents to attend Chuck and Lyle's show at Chez Casablanca. Shirra thinks their songs are wonderful. In the final scene, back in America, Chuck and Lyle's "Live in Concert" album can be seen in the window of Sam Goody records.

A radical American journalist becomes involved with the Communist revolution in Russia, and hopes to bring its spirit and idealism to the United States. American journalist John Reed journeys to Russia to document the Bolshevik Revolution and returns a revolutionary. His fervor for left-wing politics leads him to Louise Bryant, then married, who will become a feminist icon and activist. Politics at home become more complicated as the rift grows between reality and Reed's ideals. Bryant takes up with a cynical playwright, and Reed returns to Russia, where his health declines. —Jwelch5742 The joint lives of journalists and activists John Reed - referred to as Jack in familiar circumstances - and Louise Bryant from 1915 to 1920 are presented, the former who, at the time of the making of this movie, is the only American to be buried at the Kremlin in a place of honor. In their life together, they are sometimes friends, sometimes lovers, sometimes spouses, but always idealists who hold steadfast to their beliefs. They initially meet in Portland, Oregon in 1915 when Jack returns to his hometown on a speaking engagement, he already a well known "liberal" journalist writing about how the working class is paying the price for the elitists calling the shots in the war, with Louise the repressed wife of dentist Paul Trullinger, she who has dabbled in journalism as a means of independence from her traditional life. She is protective about her writing and how to get her point of view across, which often does not mesh even with those who may agree with that point of view. Jack and Louise attracted to each other sexually and emotionally, he asks her to return to New York with him both to be with him and to give her the freedom to write what she really wants. In New York, they associate with Jack's friends - who include among others playwright Eugene O'Neill and writer/activist Emma Goldman - who largely dismiss Louise as a lightweight, just the latest of Jack's girlfriends, and/or solely, in the minds of many of the men, a sexual being to be exploited. Despite their relationship/marriage largely at its end, Jack is able to convince Louise to travel to Russia with him in 1917 to report on and be involved with the Bolshevik Revolution, which Jack feels could be the impetus for the end of the war, and if successful, a model for the American working class. It ends up being a game changer in their lives, for Jack seeing the success of the working class, and for Louise being caught up in the fervor of true idealism coming to fruition regardless of the specific issue. The Revolution will have an impact on their lives in a different way as a possible cause of them never seeing each other again, as (1) it causes Russia to be an isolated nation, (2) the scourge of Communism, Jack who is largely seen as the face of it in the US, being something that most in the mainstream of American life would like to see eradicated, and (3) Communism in Russia not being true to the academic definition of the term and perhaps not quite what Jack or his socialist associates in the US had envisioned. Through it all, an issue in the background but one that plays an integral part of their story is Jack's poor health, something that he does little to improve or care for in his goal of forwarding his leftist ideals. Interspersed with the dramatization of Jack and Louise's life are current day interviews with real life players who knew Jack and/or Louise, or who knew of the issues with which they were dealing. —Huggo Based on the true story of Jack Reed (played by Warren Beatty) and Louise Bryant (Diane Keaton), two American socialists and writers. During WW1 they actively campaigned for and wrote about socialist causes. When the news of the Russian Revolution broke this was seen as the chance for socialism to gain a greater foothold and popularity. Reed went to Russia to see what could be learned from the revolution and took the ideas back to the US, forming the Communist Labor Party of America. Things weren't all plain-sailing though, both in the relationship between Reed and Bryant and in politics. —grantss This movie tells the true story of John Reed , a radical American journalist around the time of World War I. He soon meets Louise Bryant, a respectable married woman, who dumps her husband for Reed and becomes an important feminist and radical in her own right. After involvement with labor and political disputes in the US, they go to Russia in time for the October Revolution in 1917, when the Communists siezed power. Inspired, they return to the US, hoping to lead a similar revolution. A particularly fascinating aspect of the movie is the inclusion of interviews with "witnesses", the real-life surviving participants in the events of the movie. —Reid Gagle

Following a knee injury, Joe Pendleton, a Los Angeles Rams second-string quarterback, practices with the team as the managers and coach comment repeatedly on his good form. Away from the football field, he focuses on fitness and relaxes by playing the saxophone. On Joes birthday, Max Corkle, a Rams trainer and Joes good friend, drops by his home with a cake and informs him that the coach wants Joe to start the game against the Dallas Cowboys instead of Tom Jarrett. Joe steps up his training, but while bicycling through a tunnel he is hit by a van. With saxophone in hand, Joe arrives at a way station to Heaven accompanied by The Escort, a celestial assistant who instructs Joe to board an aircraft for his final destination. Joe refuses, believing it is only a dream. Delicately, the archangel man in charge, Mr. Jordan, explains that this place represents the afterlife, but Joe is convinced that his death is a mistake. After verifying Joes status, a clerk announces that Joe isnt due to arrive until the year 2025, and The Escort, a rookie, admits that he pulled him away before the outcome of the collision. Since Joes body has already been cremated, Mr. Jordan says that in order for him to return to life, Joe must occupy the body of another man, as long as that mans death has not yet been discovered. Mr. Jordan and Joe proceed to scout for possible candidates. At the estate of Leo Farnsworth, a millionaire industrialist, they observe the scheming of his wife Julia Farnsworth and Tony Abbott, Farnsworths assistant. Julia and Abbott are having an affair, and they have left Farnsworth to drown in the bathtub after drugging him. Meanwhile, Betty Logan, a schoolteacher, arrives at the mansion to insist on meeting with Farnsworth about his refinery that will force the eviction of families in her hometown of Pagglesham, England. Joe is immediately smitten with Betty and wants to help her. Until they find a more athletic candidate, Mr. Jordan agrees to let Joe inhabit the body of Farnsworth temporarily. In the upstairs bathroom, Joe assumes his new identity, but only sees himself in the mirror. Mr. Jordan assures him that even though Joe can only see himself as the internal person of Joe Pendleton, others will see and hear him as Leo Farnsworth. Dressed in polo attire, Joe listens while Betty objects to the plans of Farnsworths Exo-Grey Industries. Upon seeing her husband alive, Julia screams hysterically, and Abbott quickly drags her away. Betty is confused by Joes lack of concern for his wifes outburst, and is also annoyed when Joe claims that he is not really Leo Farnsworth. Believing that he is taunting her, Betty angrily walks away, but warns him that she will be at the next company board meeting. While Joe studies Farnsworths business, Julia and Abbott wait nervously, unsure if he is plotting revenge for the murder. On the way to the board meeting, Joe invites reporters and Betty to join him. Everyone in the room is dumbfounded when Joe passionately compares Exo-Greys winning position to that of a football team that must protect its lead and do the right thing by not exploiting others. That evening, after Betty visits Farnsworth to compliment him on his courage in front of the board, Joe takes her out to dinner at a drivein restaurant. Inside the limousine, Joe confides that he cannot stop staring at her, and Betty admits that she sees something special in his eyes. As they are saying goodbye, Joe declares his plan to divorce Julia. With a new motivation, Joe tells The Escort that he wants to remain in Farnsworths body and get it into shape for football. That evening, despite rigging a heavy fixture above his bed, Julia and Abbott once again fail to murder Farnsworth. The following day, Max arrives at the estate and listens with skepticism while Joe explains that he wants to try out for the Rams quarterback and pay Max to be his trainer. Max is reluctant to jeopardize his reputation with the Rams by entertaining the whims of a millionaire. After initially seeming like at lunatic, Joe is finally able to persuade Max that he is really Joe Pendleton by playing the saxophone badly, as only Joe could. The estate immediately becomes a football training camp. After working out with the butlers of the mansion, Joe takes the next step by purchasing the Los Angeles Rams. During a locker room meeting, the players grumble when told that the new owner Farnsworth will be the quarterback in a scrimmage game and instructed to not hold back with him. At first, Joe receives no help from his offensive line and is repeatedly sacked. But, after requesting one chance to complete a play, he makes a successful pass and continues to display his skills for the rest of the practice, earning the respect of the players and defying the doubters on the sideline. Sometime later at the estate, Joe and Betty attend a gathering of The Ecology Club on the garden lawn. Watching from her bedroom window with Abbott, Julia still thinks that Farnsworth is plotting against them, and contemplates another murder. After strolling together on the property, Joe asks Betty to marry him. Just as Betty responds with excitement, The Escort interrupts Joe with the news that he must abandon Farnsworths body. Unsure what will happen to him, Joe asks Betty to remember what she saw in his eyes. Before she leaves, he embraces her and says, Theres nothing to be afraid of. Mr. Jordan visits to reiterate that he cannot change what is meant to be and that Joe must leave Farnsworths body, but Joe refuses, intent on playing in the Super Bowl and being with Betty. At that moment, Abbott shoots Joe from the bedroom window, and Joe tumbles into a well. No longer in Farnsworths body, Joe emerges from the well with his saxophone and has no choice but to follow Mr. Jordan back to Heaven. Farnsworths disappearance becomes front-page news, and Krim, the police detective in charge, gathers together the staff along with Max, Betty, Julia, and Abbott for questioning at the estate. Meanwhile, the Super Bowl between the Rams and the Pittsburgh Steelers is underway at the Los Angeles Coliseum, and Max is anxious to be there, so Krim lets him watch the game on television during the proceedings. Concerned for Betty, Joe is present in the room alongside Mr. Jordan. When the Rams quarterback, Tom Jarrett, is seriously hurt and taken off the field on a stretcher, Mr. Jordan transports Joe to the game. Mr. Jordan explains that it is Toms destiny to die at this time. Joe moves toward Toms body and occupies it, springing off the stretcher and onto the field. Watching this sudden recovery on television, Max realizes that it must be Joe. At the same time, the gardener runs into the room with Farnsworths jacket that he found in the well, which prompts Julia to scream that Abbott is the murderer, and he in turn points the finger at her. In overtime, Joe leads the Rams to a Super Bowl victory. During the celebration in the locker room, Mr. Jordan appears before Joe declares that Joe now has a permanent body in Tom Jarrett and he will no longer remember Joe Pendleton, or any of the events that happened, but he will now live out the rest of his life as Tom Jarrett with all of Tom's memories, while Joe's memories of his past life and all about Mr. Jordan and Heaven will be forgotten forever. Later that evening, Joe doesnt recognize the saxophone, and thinks Max has drunk too much champagne when he calls him Joe. Max finally realizes that Joe as he knows him no longer exists. As Joe/Tom exits through a stadium hallway, Betty enters looking for Max. After giving her directions, Joe/Tom wonders if they have met before. Betty says she doesnt know him, but she has a connection to football through her close friend, Leo Farnsworth. When the lights of the hallway are switched off, Joe/Tom assures Betty that theres nothing to be afraid of and guides her out the door. Betty is touched by what he said, recalling her last conversation with Farnsworth. Joe/Tom asks her out for coffee, and when Betty realizes that he is the quarterback, she says yes at once.

On Election Day, 1968, irresponsible hairdresser and ladies' man George Roundy is too busy cutting hair and dealing with his girlfriends and mistress Felicia Karpf, whose husband Lester is having an affair with his ex-girlfriend Jackie. Thirty-something George Roundy is a Beverly Hills hairdresser, who spends as much time sleeping with his female clients as he does doing their hair. Whether they want to admit it, all the women in his life are for the most part aware that they are are not the only one with whom he is sleeping. And some, such as the wealthy and married Felicia Karpf, have a stronger emotional dependence on George than they would like to admit. George's current girlfriend is Jill, an up and coming actress. Jill's best friend is Jackie Shawn, one of George's old girlfriends who left him because he couldn't make a true commitment to her. In turn, Jackie is currently having an affair with Lester Karpf, Felicia's wealthy businessman husband. George is unhappy working at a salon owned by Norman, with whom he is constantly butting heads. In his first act of wanting finally to be a grown up, George wants to open his own salon, but doesn't have the financial resources to do it, and no bank will lend him money for the venture. Felicia at least convinces Lester to consider investing in George. On Monday, November 4, 1968, the eve of the presidential election, this group spends the evening together, first at a dinner party hosted by Lester, and then another private party. Lester asks his potential new business partner, George, to accompany his mistress Jackie, not knowing that George and Jackie know each other. Jill, who is invited to the party by Jackie, invites director Johnny Pope as her date, he who is considering her for a role in his next movie filming in Egypt and perhaps more. Over the course of the evening, George may come to the realization of what he wants in life both professionally and personally, but achieving happiness will depend upon others in his life, they who have known George up to this time only as an uncommitted narcissist.

Two bumbling hustlers in the 1920s attempt to gain the fortune of an heiress. Nothing will stop them, not even murder. The early 1900s with its Mann Act (disallowing women to be transported across state lines for immoral reasons) brings a married man to devise a scheme for taking his upper-class girlfriend away with him. He simply has her marry his unmarried buddy. However, it doesn't take very long before both men start laying claim to her affection. Until, that is, she's about to be cut out of her parents' fortune. So, a new scheme is devised, which only adds to their problems, as well as to the sly whimsy of this movie. —BOB STEBBINS <stebinsbob@aol.com> It's sometime in the 1920s, when it is illegal, as per the Mann Act, for a man to transport a woman across state lines for immoral purposes, which is what married Nicky Stumpo wants to do with Freddie Bigard. Since he can't marry her himself for that purpose of crossing the state line, Nicky instead enlists his friend Oscar Sullivan, who is trying to evade the local police for embezzlement, to marry Freddie instead. The three, who plan to live together, will masquerade as an extended family under assumed surnames, Freddie and Oscar indeed married, with Nicky Freddie's brother, while behind closed doors Oscar will be the platonic third wheel in Nicky and Freddie's love nest. Although he is purportedly doing it for love, Nicky really wants access to Freddie's money, she being an heiress to a fortune about which Nicky tries to convince Oscar is untrue. The situation becomes more complicated with the combination of Oscar wanting to have his own way with Freddie, as he also does confirm Freddie's own personal wealth, and as Freddie informs her husband and "brother" that she plans on giving away her money. As such, Nicky and Oscar figure the only thing they can do to reach that goal of getting her money is to do away with her permanently - making it look either like suicide or an accident - which is easier said than done in how hapless they are as murderers. —Huggo

Seattle, Washington Senator Charles Carroll (William "Bill" Boyce), an independent senator, is holding a luncheon atop the Seattle Space Needle. Joe Frady (Warren Beatty), an alcoholic journalist, tries to gain entry to the luncheon, but is turned away. At the restaurant atop the Space Needle, Senator Carroll is holding a press conference when he is suddenly shot to death by an unseen assassin. Everyone looks around and sees a waiter holding a gun, and he is jumped by security guards. However, a second waiter (Bill McKinney), who also has a gun (and the real or second shooter) leaves unnoticed. The first waiter replies that he didn't do it, and he is chased over the roof of the building by guards, where he accidentally slips and falls off the roof to his death. The real assassin chuckles as he leaves the scene and reports to an unseen contact that the job is finished. Four months later, a seven-man commission holds a special public gathering and they conclude that the waiter, named Thomas Richard Lindern (Chuck Waters), acted alone and that there is no greater conspiracy to the assassination of Senator Carroll. Three years later Joe Frady, writing for a Portland, Oregon newspaper, sets himself up to get arrested to get a story on a major drug bust. Frady is bailed out of jail by his boss and editor Bill Rintels (Hume Cronyn) who always complains that Frady is trying to create news rather than reporting it. Shortly thereafter, Frady is visited by Lee Carter (Paula Prentiss), a Seattle newscaster and his former girlfriend, who tells them that she fears for her life. Lee tells Frady that someone is trying to kill her and that six other reporters at the luncheon have all died mysteriously during the past two years. Frady shrugs her off by telling her that she's just being paranoid. But a few days later, Lee is found dead in her apartment. Frady investigates and the coroner tells him that she apparently killed herself with an overdose of sleeping pills, but Frady knows different. Frady tells Rintels that there is a story brewing here about the events behind the Senator Carroll assassination, and Rintels reluctantly agrees to let Frady pursue his story. Frady meets with a former FBI agent (Kenneth Mars) who informs him that they are many methods that can be used to make someone's death look like an accident or suicide such as certain drugs which are fatal, but show up that a person's heart failed on them. Frady travels to a small fishing village in upstate Washington where one of the witnesses to Carroll's assassination died. At the local bar, a rough deputy, named Red (Earl Hindman), tries to beat up Frady, but after a long and vicious fistfight, Frady wins, knocking out Deputy Red. The sheriff, L.D. Wicker (Kelly Thorsden), appears and applauds Frady for standing up to his loathsome deputy and he is rather friendly towards him. Frady asks the sheriff for information about the dead person, claiming to be an old friend. Sheriff L.D. takes Frady to the spot where the Carroll witness died: a small creek right in front of a large dam. The sheriff explains that the man, Alan Bridges, was fishing when a dam sluice had opened up, releasing tons of water to relieve pressure on the dam as it does every few days and that that Bridges was washed away and drowned. Just then, a siren announces that the dam sluice is opening again. Suddenly, the sheriff pulls a gun on Frady... clearly intending to kill him in the same way he killed Mr. Bridges. Frady throws his fishing rod at the sheriff and tackles him where they both fall into the water. Frady and the sheriff struggle as they are swept away by the wall of water that hits both of them. Frady grabs a shore rock and makes it ashore while the sheriff is swept away and drowns. Taking Sheriff L.D.'s car, Frady goes to the sheriff's apartment to search it for evidence and finds test applications to the Parallax Corporation. Just then, Deputy Red arrives at the apartment looking for the sheriff and Frady runs. After a long and wild car case, Frady escapes from the deputy. Returning to Portland, Frady tells Rintels what happened and shows him the copies of the Parallax Corporation application tests, and that there's something big going on. But Rintels refuses to believe Frady is onto something. Frady takes the test application to a psychology lab where the attending psychoanalyst believes that the tests are for measuring one's mental state and ability to commit crimes. Frady allows a lab worker, and a former prison convict who served time for murder, to take the test. Using the alias of "Richard Paley", Frady submits the finished test result to Parallax. A few days later, Frady meets with Austin Tucker (William Daniels), a former Carroll aide, who has arrived in the country and claims that people are trying to kill him for Senator Carroll had many enemies from his past for his liberal views and work. Tucker and his aide/bodyguard take Frady out on a sailboat where he confides in Frady that there is indeed a wide conspiracy in the Carroll assassination and that Thomas Richard Lindern did not act alone and that a powerful corporation may have covered it up. Tucker shows photos that were taken of the luncheon on that day, and points to the second waiter in one of the photographs and asks Frady if he knows the man. Frady doesn't and asks why. Tucker tells Frady that it's probably nothing, but Tucker also explains that he cannot shake the feeling that the second waiter looks familiar. A few minutes later, the boat explodes from a bomb hidden in the cabin. Frady sitting on the bow of the boat jumps overboard, while Tucker and his aide, catching the full blast, are killed. Frady meets with Rintels and tells him about what happened and Rintels agrees to help Frady with his story. Using his alias, Frady checks himself into a fleabag motel in downtown Los Angeles, and a few days later a certain 'Jack Younger' (Walter McGinn), claiming to be a representative of the Parallax Corporation, contacts Frady in his room and says that his aggressiveness (as shown on the test answers) makes him valuable for certain corporations. Younger asks Frady/Richard Paley to join the corporation for the 'special projects' division. Frady goes to the Parallax offices in downtown L.A. and meets with Mr. Younger who shows him a special room where Frady is 'tested' with a series of brainwashing techniques with him being shown various photos and images of death and destruction as if to make him suitable for indoctrination. Frady becomes aware that this branch of the Parallax is a training ground for assassins. As Frady is leaving the building for the day when his 'tests' are finished, he spots the second waiter from the Tucker photo talking to some businessmen. Frady follows the second waiter/assassin outside to his car and tails him driving around the city. The assassin switches cars with another person, and obtains a briefcase which he takes to the local airport. The assassin checks himself on a plane to Chicago, and Frady checks himself on the same plane. The plane takes off, but the assassin does not board for he has apparently checked in his briefcase which has a bomb in it. On the plane, Frady sees that that assassin is nowhere to be found, and after seeing that a prominent senator on board, realizes that the plane must have a bomb on board. After trying to sneak a message on a restroom mirror, Frady anonymously passes a note on a napkin to a stewardess that a bomb is on board. The stewardess relays the news to the pilot who immediately returns the plane to Los Angeles. After everyone has disembarked, the plane explodes (off-camera). Frady returns to his seedy motel room to find Mr. Younger waiting for him and he informs Frady that Parallax have already had an offer of employment for Frady, but he immediately expresses suspicion as a background check made by Parallax on Frady showed that some of his references were false. Frady then makes up a new alias for Younger explaining that he's an alcoholic and lied on his background to land a job. Younger offers to look into it and again promises Frady that Parallax is a great opportunity for people like him, and then leaves. Realizing that it will only be a matter of time before they discover his real identity, Frady secretly mails the Parallax test papers and an audiotape he made on a mini-tape recorder of his conversation with Younger to Rintels. Along with it is a note from Frady who explains that he may be in way over his head and that if anything were to happen to him, that Rintels should publish this information about Parallax and what they do on the sidelines of recruiting assassins to kill prominent officials who threaten or get too close to the corporation's nefarious plans. Rintels listens to the tape and finally realizes that Frady is onto something big. Rintels, who practically lives in his office and orders take-out food every day from a deli across the street, orders more food as he reviews more of the papers Frady has mailed to him. Just then, the deli delivery guy arrives with Rintels' latest food order. The delivery guy is the Parallax assassin in disguise. The next morning, Rintels is found dead by his employees in his office, dead from an apparent "heart attack" after he was poisoned. The evidence is gone and the audio tape has been erased. In Los Angeles, Frady, unaware of Rintels' murder and that he is now on his own, gets his first assignment to meet with his new co-worker at a local hotel for their "assignments". Frady sneaks out of the planned meeting place and goes to Parallax's offices asking to meet with Mr. Younger, but is told that Younger is out. Frady spots the Parallax assassin and follows him into the hallways of the L.A. Convention Center. Mr. Younger is there with more Parallax businessmen/assassins where they are talking about their latest plans. Frady watches them from a distance as Mr. Younger leaves and the Parallax assassin and a few others go to the platforms above the floor of the convention hall. Frady sees that down below a dress rehearsal where Senator George Hammond (Jim Davis), a prominent California senator, is rehearsing a speech he will give that night. Frady believes that the assassin is going to shoot the senator with a rifle that he loads and lies down on the walkway above the convention hall. Then, just as Senator Hammond is planning to leave before he makes his appearance, the assassin suddenly leaves, leaving Frady in hiding on the walkway, alone and locked in the area. Suddenly, shots ring out as one of the assassins shoots and kills Hammond with a second rifle from a concealed location, just as Hammond is riding in a golf cart out of the convention hall. Everyone looks up and around for the shooter, and sees Frady.... standing on the plank way above them near the unused rifle. THEY THINK HE DID IT!!!! Frady realizes (way too late) that he's been set up! Frady hides under the plank way as three Parallax security guards/assassins show up looking for him. When police sirens are heard, the three assassins flee, leaving the door to the exit wide open. After a few minutes, Frady tries to run for the exit, when the assassin appears as a menacing silhouette in the doorway (anticipating that Frady would do just that) and guns him down. Several months later, a second seven-man congressional commission is held where the lead commissioner reports that Frady had blamed Senator Hammond for the Senator Carroll assassination and had sought revenge. (Note: it is never explained if any of both the seven-man commissions are in league with Parallax, or if they are only easily duped into believing the fabricated evidence.) The commission rules that there is no evidence of a conspiracy in the killing of Senator Hammond. Frady was the lone assassin. Case closed. The commission does not take questions from the unseen press.

In the middle of the Great Depression, Clyde Barrow and Bonnie Parker meet when Clyde tries to steal Bonnie's mother's car. Bonnie, who is bored by her job as a waitress, is intrigued with Clyde, and decides to take up with him and become his partner in crime. They do some holdups, but their amateur efforts, while exciting, are not very lucrative. The duo's crime spree shifts into high gear once they hook up with a dim-witted gas station attendant, C.W. Moss. The three are joined by Clyde's brother, Buck and his wife, Blanche, a preacher's daughter. Soon a long-simmering feud between Bonnie and Blanche begins; the once-prim Blanche views Bonnie as a harpy corrupting her husband and brother-in-law, while Bonnie sees Blanche as an incompetent, shrill shrew. Bonnie and Clyde turn from pulling small-time heists to robbing banks. Their exploits also become more violent. When C.W., the get-away driver, botches a bank robbery by parallel parking the car, Clyde shoots the bank manager in the face after he jumps onto the slow-moving car's running board. The gang is pursued by law enforcement, including Texas Ranger Frank Hamer, who is captured and humiliated by the outlaws, then set free. After a raid kills Buck, injures Bonnie and Clyde, and leaves Blanche sightless and in police custody, Hamer tricks Blanche, whose eyes are bandaged, into revealing the name of C.W. Moss, known in the press only as an unnamed accomplice. The Ranger locates Bonnie, Clyde and C.W. hiding at the house of C.W.'s father, who thinks Bonnie and Clyde -- and an elaborate tattoo -- have corrupted his son. He strikes a bargain with Hamer: in exchange for a lenient jail sentence for C.W., he helps set a trap for the outlaws. When Bonnie and Clyde are ambushed while stopped by the side of the road, the police riddle their bodies with bullets in a blood bath.

Barney Lincoln (Warren Beatty) is a cheeky young playboy with a taste for gambling who devises the ultimate scheme to cheat the casinos. After finding out that all of the casinos use the same playing card manufacturer, he breaks in and marks the kaleidoscopic pattern on printing plates for the cards. Soon the winnings mount up as he travels across Europe beating the odds. But Barneys troubles begin when he falls for the swinging fashion designer Angel (Susannah York), who discovers his deception. Her father, Manny McGinnis (Clive Revill), is a Scotland Yard inspector who offers Barney a deal. He will keep quiet about the cards if Barney helps him catch international drug smuggler Harry Dominion (Eric Porter) through a high-stakes poker game

A young, nameless nightclub comedian (Warren Beatty) living in Detroit lives extravagantly. He has a tryst with a mysterious young woman (Donna Michelle) and accumulates a number of large gambling debts. After a talk with his manager Ruby Lapp (Franchot Tone) who implies to the comedian that he is in trouble, but refuses to tell any information at why, the comedian worries about his own well being. Certain that the underworld syndicate that controls his debts and the clubs where he works is going to punish him, the comedian flees from the nightclub where he is performing, burns all of his ID cards, and hops on a passing freight train and becomes a "boxcar tramp". After several days of living "on the rails" the comedian eventually winds up on the west side of Chicago and living in the streets as a homeless derelict. The man has a free meal of watery soup at a rescue mission where he is read Bible quotes from a stuttering Evangelist preacher (Norman Gottschalk). One day, the former comedian witnesses a small group of homeless men beating up and stealing the shoes, clothing and wallet of another drunken, half-dead homeless bum. The former comedian follows the group and takes, among other things, a social security card with the name Miklos Wunejeva the group of homeless men took off the homeless bum. Using the stolen Social Security card, the former comedian uses it to register for a job at a local employment office, called Rent-A-Man, and soon gets a job in the kitchen of a seedy restaurant at hauling garbage. The nameless man assumes the shortened name of 'Mickey One' to simplify the ethnic Polish name off the stolen Social Security card. Mickey eventually saves up enough money from his low wages to rent a room at a local flop house and buy some new clothes for himself. When a young waitress at the diner named Helen (Jeri Jensen) shows an interest in him, Mickey refuses to get involved with her in any way from being a platonic friend to a lover. Some months later, wanting to resume his career as a stand up comedian, Mickey One contacts an agent, named George Berson (Teddy Hart), who books him several gigs at various nightclubs around the south side. Eventually, Mickey comes to the attention of Ed Castle (Hurd Hatfield) the owner of the posh Club Xanadu who wants to book Mickey. Meanwhile, Mickey's landlady attempts to evict him and move another tenant, a young woman named Jenny Drayton (Alexandra Stewart), into his apartment. Mickey refuses to leave, but Jenny refuses to leave. They eventually decide to live together as a couple and they both fall in love with each other. One night, Mickey and Jenny watch an artist (Kamatari Fujiwara), whom Mickey has seen around town, unveil a kinetic sculpture which goes out of control, explodes, and burns down. At an arcade one evening, Mickey watches a softcore loop film and discovers that the young woman in the porn loop is the same mysterious woman that he had a romantic tryst with prior to him fleeting Detroit. Mickey is wary of the Xanadu booking, fearful that Castle may know his enemies in the syndicate. Mickey is persuaded by Castle to audition for a man connected with clubs in the Midwest, but, fearful that the man might be a mobster and unable to perform without an audience, Mickey cuts his performance short and flees. He confides in Jenny about his plight who then relays it to Castle. Mickey then meets with Castle at his office to tell him that he does not want the gig to perform at his club because of his past connections in Detroit and eventually tells him (and Jenny too) about his last meeting with Ruby Lapp who informed Mickey about his gambling debts. Castle tells Mickey that Ruby Lapp was found murdered weeks earlier back in Detroit, which makes Mickey more frightened about him being a marked man. Determined to contact someone in the syndicate, Mickey searches for the mob-run "crap game", but he is beaten in a brawl involving costumed doormen from various clubs. After he discovers that Berson has disappeared without a trace and his office is ransacked, Mickey decides to keep his commitment to Castle and begins his first show at the club. The film ends with Mickey on stage at Club Xandau performing to the crowd and playing the piano while the scene dissolves from the confined stage to that of the skyline of downtown Chicago.

Vincent Bruce, a young Korean War veteran, returns to his Maryland hometown and begins working as an occupational therapist at a nearby elite sanitarium for the wealthy. There he meets the beautiful and seductive Lilith Arthur, who lives in a secret world of her own creation. He soon falls in love with her, which is against sanitarium policy and they have a secret affair. But, he soon discovers that she is also having a lesbian affair with Yvonne Meaghan, another patient, and that their pursuit of love is often dangerous. While at a medieval fair, there are a brief few moments of Lilith kissing and whispering into the ear of a young boy who has given her a chip of ice. Vincent just watches from a distance, not stopping her or even saying anything to her. He is so in "lust" with Lilith that he overlooks this behavior as he does with the lesbian affair. Stephen Evshevsky, yet another patient who is in love with Lilith, commits suicide after he gives her a handmade gift and Vincent returns it knowing Stephen will assume Lilith has rejected him. His death destroys Lilith, severing her last connection with reality, and she retreats into complete madness. The experience also shatters Vincent, and he decides to quit his job. But, instead of simply leaving the hospital, he asks a doctor for psychiatric help.

Kansas, 1928 Wilma Dean "Deanie" Loomis (Natalie Wood) is a teenage girl who follows her mother's advice to resist her desire for sex with her boyfriend, Bud Stamper (Warren Beatty), the son of one of the most prosperous families in town. In turn, Bud reluctantly follows the advice of his father, Ace (Pat Hingle), who suggests that he find another kind of girl with whom to satisfy his desires. Bud's parents are ashamed of his older sister, Ginny (Barbara Loden), a flapper and party girl who is sexually promiscuous, smokes, drinks, and has recently been brought back from Chicago, where her parents had a marriage annulled to someone who married her solely for her money. Rumors in town, however, have been swirling that the real reason was that she had an abortion. Being so disappointed in their daughter, Bud's parents "pin all their hopes" on Bud, pressuring him to attend Yale University. The emotional pressure is too much for Bud, who suffers a physical breakdown and nearly dies from pneumonia. Bud knows one of the girls in high school, Juanita (Jan Norris) who is willing to become sexually involved with him, and he has a liaison with her. Some months later, depressed because of Bud ending their relationship, Deanie acts out by modeling herself after Bud's sister, Ginny. At a party, she attends with another boy from high school, "Toots" Tuttle (Gary Lockwood), Deanie goes outside with Bud and makes a play for him. When she is rebuffed by Bud, who is shocked, since he always thought of her as a "good girl," she turns back to "Toots," who drives her out to a private parking spot by a pond that streams into a waterfall. While there, Deanie realizes that she can't go through with sex, at which point she is almost raped. Escaping from "Toots" and driven close to madness, she attempts to commit suicide by jumping in the pond, being rescued just before swimming over the falls. Her parents sell their stock to pay for her institutionalization, which actually turns out to be a blessing in disguise, since they make a nice profit prior to the Crash of 1929 that leads to the Great Depression. While Deanie is in the institution, she meets another patient, Johnny Masterson (Charles Robinson), who is working out anger issues targeted at his parents, who want him to be a surgeon. The two patients form a bond. Meanwhile, Bud is sent off to Yale, where he fails practically all his subjects. While at school, he meets Angelina (Zohra Lampert), the daughter of Italian immigrants who run a local restaurant in New Haven. Bud's father travels to New Haven in an attempt to get the dean to not kick Bud out of school in October 1929. While in New Haven, the stock market crashes, in which Ace loses everything. He takes Bud to New York, where he commits suicide. Bud has to identify the body. In 1931, Deanie returns home from the asylum after two years and six months, "almost to the day." Ace has lost everything, and his wife has gone to live with relatives; whereas Bud's sister has died in a car crash. Deanie's mother wants to shield her from any potential anguish from meeting Bud, and so pretends to not know where he is. When Deanie's high school friends come over, her mother gets them to agree to feign ignorance on Bud's whereabouts. However, Deanie's father refuses to coddle his daughter, and says that Bud has taken up ranching and now lives on the old family farm. Her friends drive Deanie out to meet Bud. He is now married to Angelina, and they have an infant son, "Bud Jr.," and Angelina is expecting another. Deanie lets Bud know that she is going to marry John, who is now a doctor in Cincinnati. During their brief reunion, Deanie and Bud realize that both must accept what life has thrown at them, as Bud says, "What's the point? You gotta take what comes." They each relate that they "don't think about happiness very much anymore." As Deanie leaves with her friends, Bud only seems partially satisfied by the direction his life has taken, and he takes the moment to reassure Angelina, who he notices has realized that Deanie was once the love of Bud's life. Back in the car with her friends, they ask her if she is still in love with Bud. She realizes that she still loves him warmly, but that they can never recover that blazing love of youth which they once had. She does not answer her friends, but Deanie's voice is heard reciting four lines from Wordsworth's poem: "Though nothing can bring back the hour of splendor in the grass, glory in the flower, we will grieve not; rather find strength in what remains behind."