In the small town of Sunbury in the late 1940s, Mike Shea is frustrated because he cannot find a job. When his girlfriend, Brenda Carlucci, breaks up with him, having accepted someone else’s marriage proposal, Mike decides to move to California. About one hundred miles into his journey, Mike sees a car that has run off a bridge into a river. Mike dives in and helps the mother and her two children escape the car before it submerges. However, Mike drowns in the process. He awakens in Heaven, where he is greeted by his elderly Aunt Lisa. Mike does not believe he is dead and demands to speak to someone. Aunt Lisa says Emmett Humbird is the man in charge. Emmett is not God, but he does run the place. However, he hates to talk to new arrivals. Lisa advises that a wonderful adventure awaits Mike and shows him around Heaven. She lets Mike stay at her apartment, advising him to rest for a while and things will gradually start making sense. Although Lisa showed no creativity while alive on Earth, she says she took up painting upon arrival in Heaven and shows off some of her best work. She says the best way to get around in Heaven is by instant transportation. All Mike has to do is imagine the face of a person he wants to see and he will be instantly transported to where they are. Mike tries to imagine the face of his friend Larry Polsky, who died on Omaha Beach in France, during World War II, but he mistakenly transports into a family’s home, where he meets the beautiful young Annie Packert, who works as a guide showing newcomers around Heaven. It turns out that Heaven resembles the town on Earth where Mike was living. Mike comments that he imagined angels had wings playing harps in clouds. Annie replies that those angels do exist, but are the “old guard.” Annie leaves, but another guide, Guy Blanchard, tells Mike that Larry Polsky has gone back to Earth as a baby. Guy explains that everyone is eventually sent back to Earth. However, no one knows when they will be sent, so they enjoy their time in Heaven. A shovel appears in Mike’s bedroom, but he does not know why. Emmett Humbird, the man in charge, comes to welcome Mike to Heaven, complimenting him on how well he is adjusting. When Mike asks about the shovel, Emmett says it likely represents an idea Mike will take back to Earth with him whenever he is sent back as a baby. Annie explains that she was born in Heaven and has not yet been to Earth. Mike kisses her and tells her he is falling in love with her. She says she is glad he died and asks him to make love to her. Mike imagines a house in a field and it appears. He takes his shovel and starts digging a garden. Later Mike asks Annie to marry him. According to Heaven, they already are married, she tells him, but Mike wants to have a ceremony nonetheless. However, shortly before the ceremony, Annie gets news she is being sent to Earth. She and Mike make love before she departs, excited to become someone’s baby. Mike goes to Emmett, demanding to be sent back to Earth as a baby boy so he can search for Annie. Emmett says if the two fell in love in Heaven, they will fall in love on Earth too, provided they meet. Emmett agrees to send Mike back, but only gives him thirty years to find her. Mike is reborn on Earth in 1951 as a baby named “Elmo Barnett” and shows strong musical talent. Meanwhile, Annie is reborn “Allison ‘Ally’ Chandler,” the daughter of a toy company executive, and shows great potential in drawing. By the late 1960s when both are in their late teens, Ally is a student activist in college and dating aspiring filmmaker Tom Donnelly. Meanwhile, Elmo is a hippie hitchhiking across the country, searching for a purpose. He joins the military and earns the Purple Heart medal while serving in Vietnam. A few years later, Ally and Elmo almost meet in Grand Central Station in New York City, but narrowly miss each other. Ally now works as a cartoonist, has written a book, The Care and Feeding of Mice, and is married to Tom Donnelly, who now works in advertising. Meanwhile, as Elmo drives across country, his car breaks down in a small town and the mechanic wants $550 to fix it. A woman named Lucille offers to help him get the money if he will start a fist fight in a bar with a man she claims has been harassing her mother. However, once Elmo initiates the fight, Lucille pulls a gun on a rich man who is gambling in the back and takes his money. Elmo and Lucille leave together, but then she robs him as well. In 1979, Emmett appears to Elmo’s unconscious mind on his twenty-eighth birthday, reminding him that he only has two years left. Emmett comments that Elmo seems to be drifting through life and not looking for Annie. However, at night during their dreams, Elmo dreams of Annie/Ally, who also dreams of him. Meanwhile, Ally and Tom’s marriage is on the verge of collapse, Tom complaining that he cannot live with Ally’s free spirit, act-on-impulse approach to life. She goes to California to work at her father’s toy company. She becomes head of the company after her father dies and starts dating Donald Sumner. Elmo hitchhikes to California, picked up by an elderly couple, Annette and Steve Shea, who were Mike’s former parents. The couple gets along well with Elmo, tell him about their late son, and buy him a trumpet when they notice him admiring it in a store window. When Elmo and the Sheas arrive in Los Angeles, California, they pull into a gasoline station where Ally and Donald are also filling up their car. However, Ally and Elmo do not see each other. Elmo practices the trumpet and eventually joins the other musicians playing for money on the boardwalk at Venice Beach, California. He invites some of those musicians to play on the album he wants to record. Elmo gets the money to record the album from a woman named Wiley Foxx, who introduces him to Brian Dutton, owner of Halo Records. Elmo releases a jazz-rock album titled “We Never Danced,” and promotes it via talk show appearances. When asked if there is a special girl in his life, Elmo replies that there is, but he has not met her yet. On Elmo’s thirtieth birthday, he is in New York City when his musician friends throw him a birthday party. Ally is also in New York on business. The two find themselves on the same street corner, but do not see each other. As they walk down the street, each has memories of making love to the other. Finally, they turn and make eye contact. They stare at each other, knowing they are finally reunited.