On Christmas Eve 1945 George Baily was contemplating suicide when Clarence an Angel, second class, came to earth and showed George what life would be like had he never been born. His brother would have died as a child, his Uncle Billy would end up in the nuthouse, and his wife Mary would have become an old maid. Now a few years later during another Christmas Eve George finds himself in the Fairview Asylum where Monica and Frank, two demons from hell, drop by with a tantalizing offer.

Time travellers Dr. Fred Bunson and Commander Robert Frump have travelled back in time to retrieve a lost book and save the universe but when things don’t go as planned librarian Sally Knowlton comes to the rescue.