Set in Paris in 1919, biopic centers on the life of late Italian artist Amedeo Modigliani, focusing on his last days as well as his rivalry with Pablo Picasso. Modigliani, a Jew, has fallen in love with Jeanne, a young and beautiful Catholic girl. The couple has an illegitimate child, and Jeanne's bigoted parents send the baby to a faraway convent to be raised by nuns.

When gigantic robots attack New York City, "Sky Captain" uses his private air force to fight them off. His ex-girlfriend, reporter Polly Perkins, has been investigating the recent disappearance of prominent scientists. Suspecting a link between the global robot attacks and missing men, Sky Captain and Polly decide to work together. They fly to the Himalayas in pursuit of the mysterious Dr. Totenkopf, the mastermind behind the robots.