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When Dr. Doug Lee fails to save the life of navy pilot Swede Larson, who blacked out and crashed after entering a steep dive, the flyer’s friends take an immediate dislike to him and disparage his efforts to learn more about the problem by becoming a flyer himself. Lee’s new superior officer, Dr. Lance Rogers, also exhibits resentment toward the presumptuous newcomer. They ultimately become friends and form a mutual bond of personal and professional respect when their research develops a high altitude flying suit which they hope will prevent the kind of blackouts that killed Swede. Unfortunately the process of experimental testing of the new device proves to be a dangerous undertaking.

In the rural American south during the depths of the Depression, two children watch as their principled father takes a stand against intolerance.

Jack Crabb is about 100 years old as the film begins. A collector of oral histories asks him about his past. He recounts being captured and raised by indians, becoming a gunslinger, marrying an indian, watching her killed by General George Armstrong Custer, and becoming a scout for him at Little Big Horn.

This film is presented as a documentary on the life of an incompetent, petty criminal called Virgil Starkwell, played by Woody Allen. It describes the early childhood and youth of Virgil, his failure at a musical career, and his obsession with bank robberies. The film uses a voice over narrative and interviews with his family, friends and acquaintances.