Axel (
Johnny Depp), who works in New York City tagging fish, travels to Arizona to attend his uncle Leo's (
Jerry Lewis) wedding. Leo persuades Axel to stay and take over the family business, which is selling cars.
He meets Elaine (Faye Dunaway), who's always dreamed of building a flying machine, and decides to help her. However, her stepdaughter Grace (Lili Taylor) dreams of killing herself and keeps destroying the machine each time Axel and Elaine build it.