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The film opens in a happy, comfortable upper middle-class home in Victorian London. One night the three children see their father usher two strangers into his study. After an argument he leaves with them and does not return. They and their mother fall on hard times and eventually move to a cottage in the country. Yet they keep their spirits up and find ways to help others. Fascinated by the nearby railroad, they wave to the passengers faithfully every day, and their vigilance and courage prevent an accident. Their kindness makes friends of some important people who can help solve the mystery of their missing father.

Professional daredevil and white-suited hero, The Great Leslie, convinces turn-of-the-century auto makers that a race from New York to Paris (westward across America, the Bering Straight and Russia) will help to promote automobile sales. Leslie’s arch-rival, the mustached and black-attired Professor Fate vows to beat Leslie to the finish line in a car of Fate’s own invention. The Blake Edwards style of slapstick and song originated with this movie. A dedication to Laurel and Hardy appears at the beginning of the film. Edwards’ tribute to Stan and Ollie can be seen most clearly in the interaction between Professor Fate and his cohort Max, as well as in the operatic Pottsdorf pie fight.

A dramatic history of Pu Yi, the last of the Emperors of China, from his lofty birth and brief reign in the Forbidden City, the object of worship by half a billion people; through his abdication, his decline and dissolute lifestyle; his exploitation by the invading Japanese, and finally to his obscure existence as just another peasant worker in the People’s Republic.