It's 1939 and Guido has come to the Tuscan town of Arezzo with his poet friend Ferruccio. With unabashed humor and joy, the two seek fortune and romance, ignoring the growing anti-Semitism and Fascist government that surrounds them. Guido falls in love with a beautiful young school teacher Dora. Unfortunately, she is already engaged, however he is not deterred and a fairy-tale romance ensues.