George Bailey spends his entire life giving up his big dreams for the good of his town, Bedford Falls, as we see in flashback. But in the present, on Christmas Eve, he is broken and suicidal over the misplacing of a loan and the machinations of the evil millionaire, Mr. Potter. His guardian angel, Clarence, falls to Earth, literally, and shows him how his town, family, and friends would turn out if he had never been born.