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In St. Louis in 1952, a troubled 10-year-old boy named Danny Lucas, whose mother Elizabeth has been hospitalized for a nervous condition, is placed in foster care in the home of Edward and Louise Milligan. As a boy who grew up knowing nothing of his father, who according to Elizabeth deserted them before he was born, Danny is withdrawn and angry, and presents a challenge for the Milligans. Mr. Milligan presents Danny with a model World War II fighter plane as a gift. The plane proves to be the key that unlocks a door to a world of dreams and visitations, where with a World War II pilot named Ace as his guide, Danny embarks on an emotional and adventurous journey.
Ace shows Danny the America of 1917, and the story of John Robert Anderson, a World War I fighter pilot who falls in love with and marries Ruth, the Colonel's daughter. Ace and Danny follow John Robert on his travels to Europe to fight in World War I.
By day, Danny shares his dream adventures with a schoolmate named Emily, who is also a bit of a misfit. Emily attempts to decipher clues in Danny's dreams as to who the pilots are, and why they are reliving their stories for him. The Milligans continue to try to forge a relationship with Danny, as his mother Elizabeth struggles to regain her stability in the hopes of having Danny return to her.
In his continuing dream adventures with Ace, Danny learns of John Robert's many triumphs in the skies over Europe, and the joyous news that Ruth is with child. On a particularly dangerous and heroic mission, Danny watches as John Robert is shot down over the western front and dies in the desolation of no-man's-land.
Frightened by the scene, Danny locks the model plane away, vowing not to allow Ace to visit his dreams again. Emily, pointing out his newfound excitement and courage since the dreams began, convinces Danny to learn the meaning of these stories.
Ace takes Danny back to 1940, and reveals that he is John Robert's son, raised by Ruth in the overbearing memory of a father he never knew. Danny witnesses Ace's struggle, as he goes against Ruth's wishes that he enlist to fly in the Air Force, and enrolls in college instead. At college, Ace meets and falls in love with the young Elizabeth. Danny realizes at last that Ace is in fact his father. Although confused and angry, once more Danny is persuaded by Emily to see the story through.
With the declaration of World War II, Ace submits to Ruth's demands and enlists. He is selected to join the elite Flying Tigers over the skies of China. On the home front, Elizabeth falls victim to her own fear and emotional frailty, as she learns that she is pregnant. In the final dream, Danny joins Ace on a mission over the mountains of Thailand where Ace is shot down and perishes, never knowing he left behind a wife who would bear his son.
In a final gesture of fatherly love, Ace encourages Danny to forgive his mother and to give her the model plane in the hopes that she will embark on her own journey of discovery and reconciliation.