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Bill Parrish has it all - success, wealth and power. Days before his 65th birthday, he receives a visit from a mysterious stranger, Joe Black, who soon reveals himself as Death. In exchange for extra time, Bill agrees to serve as Joe's earthly guide. But will he regret his choice when Joe unexpectedly falls in love with Bill's beautiful daughter Susan?

George Bailey has spent his entire life giving to the people of Bedford Falls. All that prevents rich skinflint Mr. Potter from taking over the entire town is George's modest building and loan company. But on Christmas Eve the business's $8,000 is lost and George's troubles begin.

Blonde Betty Elms has only just arrived in Hollywood to become a movie star when she meets an enigmatic brunette with amnesia. Meanwhile, as the two set off to solve the second woman's identity, filmmaker Adam Kesher runs into ominous trouble while casting his latest project.