The movie begins with Will Bloom's (Billy Crudup) narrative of his father. We see his dad, Edward Bloom, as an old man (Albert Finney) fishing. He then turns around and is young Edward (Ewan McGregor). Young Edward has grabbed the biggest catfish ever known to man. He opens the fish's mouth and grabs his wedding ring. He lets the fish go. Will explains that his dad thinks the big is the spirit some old pirate who is obsessed with gold, therefore his dad attracts the fish with his ring.
Now Will is a little boy out camping with some friends. His dad is telling the boys stories. All listen intently except for one, Will. He's heard his dad's stories so many times that he's already sick of them by age 9. Next Will's going to his prom, but his date is stuck in the living room listening to his dad's stories. Now Will is having the most important day of his life, his wedding day. But his dad steals the show with more stories. Will can't bare it so he tells his new bride , Josephine, he's stepping out. This is the last time Will spoke to his dad again. Will's mom, Sandra (Jessica Lange) however keeps in touch with him.
She always makes excuses for why either Will won't talk to his dad or Edward won't talk to his son. She's been in the middle of them for years until Will gets a letter from her oneday saying his father is dying. Josephine, who is now pregnant, wants Will to see his father and to come along.
Will finally agrees. He comes home to see his dad extremely altered. His father is known for swimming everyday, but the pool is filled with leaves and unused in months. Soon his dad starts breaking out the stories. It seems Josephine is the only one willing to listen, though she's heard his stories already as well. Soon Will's recalling his dad's first lie.....um, i mean story. Edward's mother is in labor with him. The doctor tells her to push and out pops baby Edward. He goes sliding down the hospital hallway. No one his able to catch him. Just as he's about to hit a wall head first a nurse finally grabs him.
Young Edward is in the swamps of his hometown with four friends. They encounter a witch's home. All are afraid to enter, but Edward. Slowly Edward walks toward the spooky house. Suddenly the witch (Helena Bonham Carter) opens the door. Edward politely tells her his name and that his friends wish to see her eye. (This eye will tell them how they'll die). Edward goes back to his friends, they ask if he has the eye and he says yes. Then the witch jumps out from behind Edward. Two of his friends have already ran away and two are left. One looks in the eye and sees he'll die from falling off a ladder as a very old man. Another sees he'll die as a young man on a toilet from a heart attack. Now Edward looks and says," Oh, so that's how I'll die".
Edward's in church singing, suddenly his voice is changing rapidly and his feet are growing. Edward has some growth disorder and has to lay in bed for months while in some device. The whole time he's in bed he reads the encyclopedia.
Edward has now grown into a strapping young man and the pride and joy of his hometown. He wins a championship basketball game for the town. Everyone carries him in the air with joy. Everyone except his friend from the woods who saw himself die as a young man, we'll just call him Jimmy Smith. Jimmy sits with a jealous look on his face towards Edward.
Edward wins a football game. Jimmy shakes his head in disbelieve. Edward saves a cat from a burning house. Everyone rejoices.......except Jimmy.
Soon peoples sheep, chickens, and dogs are being eaten. There's word of a giant among the people. Everyone decides someone should go get rid of it. Edward volunteers himself. Edward goes into the woods and finds Carl the giant. Once Edward sees Carl emerge from his cave he knows he's done for. So he tells Carl he's been sent as a human sacrifice.(therefore basicly saying, "I give up.") Carl tells Edward he doesn't wanna eat him, and that he's just always so hungry. Carl seems sad about this. Edward then tells Carl he's just a big fish in a little pond and encourages him to leave the little town for bigger things. Edward realizes it's time he does the same. He then leaves with Carl. The town is sad to see Edward and Carl, whom they're no longer afraid of, leave. And throw them a going away celebration.
Edward and Carl walk along the path to their future when Edward sees a sign. This sign leads down another path through the woods. This path Edward has always wanted to follow since he was little. He tells Carl to continue the path they're following and he'll go through this mystery passage. Carl thinks Edward's trying to ditch him, however Edward promises he'll meet him on the other side.
Edward walks through the very difficult path. There's jumping spiders and bees that attack him, but he feels there's always obstacles to face when something great is waiting on the other end. Edward finally comes across a little town called Spectra. The road is paved with grass and everyone is barefoot. It's the pleasantest little town Edward has ever seen.
The mayor of Spectra tells Edward he's too early. Edward sees his name on the mayor's list. They want him to stay anyway. Edward meets the town folks including a poet from his very own hometown, Norther Winslow (Steve Buscemi). Edward always thought Norther was somewhere in France, but it turns out he's been in Spectra all along.
Soon Edward wants to leave Spectra. Little Jenny, a girl Edward has met there, doesn't want him to go. It appears she has a crush on him. She begs him to come back someday and he says he will. Jenny had earlier taken Edward's shoes so the trip back through the path is very painful for him.
Edward comes back to the path Carl took, and to his surprise Carl is still there waiting!
Edward is at a circus. There's a big hoopla over this "giant" throughtout the audience. Edward seems the least bit phased. He whistles to the lighting guy and points next to him. Everyone sees Carl. The ringmaster, Amos Calloway (Danny DeVito) is in love. He tells everyone the shows over as he approaches Carl. Edward now sees a beautiful young woman. He says time stops when you've found the person you know you'll marry and so time stops. Edward approaches the girl and time he reaches her time starts back in turbo speed and she's gone. Carl signs up with the circus and Edward begs for a job as well. Amos finally gives in when Edward agrees to work for free only to be told each month something about is dream girl whom Amos knows. Month one: Edward is giving an obeised man a bath and Amos tells him his girl likes daffodils. Edward is on cloud nine repeating over and over again, "Daffodils, she likes daffodils".
Month two: Amos tells Edward his girl goes to college. Edward is in a ring full of motorcyclist jumping over his head, but he pays them no mind as he keeps saying," College, she goes to college".
Month three: Edward is in a cannon that shoots him in the air, but he's still daydreaming about his girl. Finally one night Edward discovers Amos turns into a wolf at night. Edward befriends the wolf, not knowing it's Amos, and Amos respects him the next morning for taking care of him when others would have been afraid. He then tells him is girls name is Sandra ( Allison Lohman).
Edward goes to Sandra's college. She comes out and he tells her he wants to marry her. Though flattered Sandra is already engaged. Edward walks away saying any sensible man would give up. We then see him running back and he says he's no sensible man. Edward's in a field of daffodils and he screams out to Sandra that he's gonna marry her. Her fiancee comes, it's Jimmy Smith from back home! Sandra begs Edward not to fight him so he doesn't. He instead gets the crap beat outta him by Jimmy. Finally Sandra tells Jimmy she'd rather marry a complete stranger than him. She sits next to a badly bruised Edward and he smiles at her with some teeth missing.
Jimmy's on the toilet reading a girly magazine when he has a heart attack and dies. (remember, the witch's eye foretold this)
Edward is in the hospital recovering when he finds out he'll be drafted into the war. Before he goes he marries Sandra.
While serving in the army Edward decides to take the most risky assignments, hoping to get an early leave to get home to Sandra. For one of these assignments Edward must retrieve some top secret files from the Vietnamese army. Upon accepting the job Edward has to sky dive to the target area. In the area numerous Vietnamese soldiers are watching a show given by two conjoined twins, Ping and Jing. Edward drops backstage and gets the files after fighting many soldiers. However when the curtain drops after the show everyone sees Edward's parachute and know he's there. Edward's trapped and the twins find him in his hiding place. He then begs the twins to help him. They're moved by his story of his having to leave Sandra, plus he offers them a job in Amos Calloway's circus.
Back at home Sandra receives word that Edward is dead. She's heart broken.
Months pass and Edward surprises Sandra, she can't believe her eyes.
Edward is older and he's a travelling salesman. He goes to the bank one day and sees Norther Winslow, who has finally left Spectra. Norther informs him he's there to rob the bank. He makes Edward an accomplice and tells him to get the rest of the money out of the vault. The cashier informs Edward nothing is there. While in the get away car Edward tells Norther that he couldn't get anything out of the vault because it had nothing in it. They go their separate ways and Norther comes to the conclusion that he's going to Wall street where the big money is at. Now we're back with Will. He's cleaning out his dad's office. He sees a document about Jenny from Spectra. He thinks his dad has another family with her. Will then goes to Spectra himself.
Once in Spectra Will meets Jenny who is older (Helena Bonham Carter). She tells Will the story of his dad's second visit to the town.
One rainy night Edward can barely see the road as he travels home. Soon he's in water. He sees a naked lady that he remembers seeing back in Spectra. He gets back on dry land that morning and sees he's indeed back at Spectra! The last time he came he was too early, this time he's too late. Spectra is run down. The grass paved road is gravel.
Soon Edward decides to buy the town with the help of Norther Winslow, who is now a millionaire. He owns everything except for a little raggedy house. He finds out Jenny owns the house and she refuses to sell it to him. With the help of Carl the giant Edward fixes up her home and she finally agrees. She's still in love with Edward and tries to kiss him. He tells her of his wife and stops her. She never sees Edward again. Jenny tells Will that the house become ruined again and she become known as a witch.
Will goes back home and his father is in the hospital. His dad tells him this is how he dies and he begins to panic. He tells Will to finish the story of how he dies. Will can't because his dad has never told him that story. Suddenly Will takes over his dad's storytelling and begins telling the story of how his dad will die.
He'll take his dad out of the hospital and after that escape he'll take him to the lake. All he friends are there to see him off, Carl the giant, Ping and Jing, Amos Calloway, Norther Winslow, all of them. Edward will wave goodbye to them and Will places him in the water. He turns into a big catfish and swims off to live on for eternity.
(We're now back to reality) Edward smiles at Will and says that's exactly how it happens and dies.
At Edward's funeral Will sees Carl the Giant for the first time. He's tall, but not exactly as tall as his dad described. We also see the conjoined twins. They are twins, however not conjoined. We see Jenny and Norther Winslow too. Everyone is gathering and telling Edward's stories. Will says it's like hearing a joke you haven't heard in a while and suddenly it's funny to you again. He also says his dad knew what he was doing. He knew that by telling his stories he'd continue to live on for generations.
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