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Plot summary

Under the Rainbow (1981) Plot Summary & Timeline

Under the Rainbow (1981) movie poster

Under the Rainbow is a 1981 comedy film directed by Steve Rash, running 1 hour 38 minutes. This page retells the whole story in 704 words (about 3 minutes to read) and covers 12 key events in order, 11 characters, where and when it is set and 3 themes. Looking for the cast, ratings and where to stream it? See the movie page for Under the Rainbow.

to read the plot summary
3 min
key events in the timeline
12
characters profiled
11
themes explained
3
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Under the Rainbow (1981) movie poster
Released
Runtime
1h 38m
Director
Steve Rash
Genre
Comedy
Original language
English
No spoilers

What Is Under the Rainbow About?

The premise of Under the Rainbow in 344 words, with nothing given away. The full story follows below.

In the summer of 1938, Los Angeles hums with the restless energy of a city on the brink of war. The iconic Culver Hotel, perched near the glittering backlots of Hollywood, becomes an unlikely stage when its long‑time manager steps away for the weekend. Left in charge is his eager but inexperienced nephew, Henry Hudson, who impulsively rechristens the establishment “Hotel Rainbow.” The new name promises a splash of color, and the nephew’s enthusiasm quickly turns the modest inn into a bustling crossroads of the era’s most unlikely travelers.

The “Rainbow” lives up to its moniker by throwing its doors open to a kaleidoscope of guests. Among the crowds are European aristocrats whose presence adds a regal flourish, a procession of Japanese tourists fascinated by the burgeoning American film scene, and even a troupe of diminutive performers whose whimsical charm recalls the magic of classic fantasy pictures. Secret Service operatives mingle with studio staff, and the air crackles with an undercurrent of intrigue that feels both playful and tense—a perfect reflection of a world where glamour and danger coexist in equal measure.

At the heart of the hotel’s whirl of personalities is Bruce Thorpe, a disciplined Secret Service agent tasked with keeping a watchful eye on the aristocratic visitors. Across the bustling lobby, Annie Clark—a tireless casting director with a sharp eye for talent—juggles the practicalities of studio life and the chaotic demands of the overbooked hotel. Their paths cross amid the organized pandemonium, and a tentative affection begins to blossom, offering a quiet counterpoint to the surrounding commotion. Their chemistry feels like a secret script written just for the two of them, hinting at a romance that could survive even the most absurd of circumstances.

All of this unfolds against a backdrop of glossy Hollywood optimism tinged with the shadows of an approaching global conflict. The film’s tone blends dreamy whimsy with a subtly wry, noir‑inflected edge, inviting viewers to watch a surreal weekend where every hallway echoes with laughter, whispered conspiracies, and the promise of something extraordinary just beyond the next door.

Full plot

What Happens in Under the Rainbow?

The complete story of Under the Rainbow, from the first scene to the last, in 704 words (about 3 minutes). Spoilers throughout. Names in the text link to 1 cast member page.

Spoilers ahead

1938, on the eve of World War II, unfolds a curious, dreamlike tale that flits between the dusty plains of Kansas and the glittering backlots of Hollywood. In Kansas, Rollo Sweet is a little person living in a homeless shelter, clinging to a big dream of making it in the movies. As residents crowd around a radio to hear an address from President Roosevelt, the signal is weak and uncertain, turning a quiet moment into a chorus of static and hope. Rollo climbs to the roof to fix the antenna, only to lose his footing and tumble downward, setting off a chain of events that will blur the line between fantasy and waking life.

Across the country, in Culver City, California near the legendary MGM Studios, a sprawling, motley group checks into a hotel that buzzes with rumor, bustle, and a strange sense of destiny. Among the guests is [Annie Clark], a long-suffering employee at MGM, accompanied by her assistant Homer. Also present are an Austrian duke [The Duke], his duchess [The Duchess], and their Secret Service escort [Bruce Thorpe]; a Nazi secret agent, [Otto Kriegling], and his Japanese contact [Nakomuri]; a comically large crowd of Japanese photographers; and, crucially, around 150 little people including Rollo, who are quietly playing their part in MGM’s The Wizard of Oz. The hotel’s fate has been left to the hands of the owner Lester Stahl’s inept nephew [Henry Hudson] while the boss is away, creating a simmering tension that undercuts every scene with a touch of farce and danger.

The lives of these disparate figures start to collide through a web of mistaken identities and shuffled perceptions. Kriegling stubbornly assumes his Tokyo contact must be among the photographers, while Nakomuri, who only knows that his contact is a little person, believes the occult meeting must be hidden among the Munchkins. Nazi maps slip into Annie’s copy of the Wizard of Oz script, raising the stakes of every page turn. An assassin on the Duke and Duchess’s trail strikes, killing Akido. Homer, convinced Kriegling is a fellow Munchkin, sweeps him away to the studio’s costume and makeup shop, turning a simple misidentification into a comic rush of chaos. The Munchkins’ unrestrained revelry and drunken antics only amplify the confusion, dragging everyone into a tailspin of misunderstandings and unintended consequences.

As tensions rise, Kriegling corners Annie, Thorpe, the Duke, and the Duchess in a tense hotel room, where the assassin makes one last bid to seize the map. In a twist that seams action with misdirection, Nakomuri raises his camera and fires—though not with a lens, but with a shot that echoes the danger of a hidden weapon. The resulting chaos leaves no one untouched as fear, bravado, and bad luck collide. Kriegling demands the map, and Thorpe reveals it is hidden in a locket on the Duchess’s dog’s collar, a clue that sends everyone scrambling. The chase spills from the hotel into the studio lot, where the dog’s errant sprint pulls Kriegling, Sweet, and a pursuing cadre of Munchkin actors into a disruption that halts the filming of Gone with the Wind.

The pursuit climbs toward a dramatic crescendo: Kriegling seizes the locket and attempts to slip away in a vintage bus, with Sweet追逐 him in a horse-drawn carriage. The two crash in a collision that seems almost cinematic in its slapstick gravity, leaving the fates of both men uncertain and the onlookers stunned. When the dust clears, Sweet awakens back in Kansas, the glow of the dream receding as vividly as a curtain falling. The story folds in on itself, revealing that the entire adventure was a dream born from the shelter’s shared memory, populated by the faces of the people who inhabit it.

Yet as in the world of The Wizard of Oz, the dream carries a bittersweet truth: the shelter’s residents see themselves reflected in these fantastical roles, each name and silhouette a whisper of longing and possibility. And just as the rainbow-lit bus in the tale implies a route to someplace better, a fresh busload of little people arrives, signaling that Sweet’s path to Hollywood is still very much ahead—and that the dream, in its own way, is not entirely a dream at all.

Timeline

Under the Rainbow Timeline: Every Key Event in Order

12 key events in the order they happen, from “Rollo's rooftop fix and fall” to “Awakening in Kansas: the dream ends and Hollywood beckons”. 12 events name a place, across 10 locations.

  1. 1

    Rollo's rooftop fix and fall

    In 1938 Kansas, Rollo Sweet climbs onto a roof to repair the radio antenna as townsfolk listen for Roosevelt's address. He loses his footing and falls, a mishap that seeds the dreamlike journey toward Hollywood. The accident anchors his longing for a different life beyond the shelter.

    When:1938 Where:Kansas

  2. 2

    A diverse group checks into a Culver City hotel

    A mixed gathering arrives at a hotel near MGM Studios, including Annie Clark, her assistant Homer, an Austrian duke and duchess with their Secret Service escort, Nazi agent Otto Kriegling, his Japanese contact Nakomuri, and hundreds of Munchkins for The Wizard of Oz. The hotel is left in the hands of Henry, the owner's incompetent nephew, while the boss is away. The stage is set for tangled identities and conflicting agendas.

    Where:Culver City, California

  3. 3

    Misperceptions begin to twist loyalties

    Kriegling assumes his Tokyo contact is among the photographers, while Nakomuri suspects the Nazi contact must be hidden among the Munchkins. These mistaken identifications pull several guests into a web of suspicion. The mood tightens as uncertainty grows among the hotel crowd.

    Where:Culver City hotel

  4. 4

    Nazi maps hidden in the screenplay

    Nazi military maps are smuggled into Annie's copy of The Wizard of Oz screenplay, turning a routine script into a secretive blueprint for pursuit. The maps draw disparate characters closer together in a dangerous game. The discovery ups the stakes for everyone involved.

    Where:Hotel, Culver City

  5. 5

    Assassination attempt targets the Duke and Duchess

    An assassin on the trail of the Duke and Duchess strikes, killing Akido and injecting lethal tension into the hotel crisis. The murder amplifies paranoia and prompts rapid shifts in allegiances. Security frays as fear and ambition collide.

    Where:Hotel, Culver City

  6. 6

    Homer mistakes Kriegling for a Munchkin

    Believing Kriegling is one of the Munchkins, Homer carries him to the studio's costume and makeup shop. The mix-up blurs lines between real danger and theatrical illusion, deepening the sense that nothing in this hotel is as it seems. Kriegling capitalizes on the confusion to maneuver within the hotel’s secrets.

    Where:MGM Studio Costume and Makeup Shop

  7. 7

    Munchkins' drunken antics disrupt the hotel

    The Munchkins' constant drunken antics disrupt the hotel's routine, making life chaotic for staff and guests alike. The farce provides comic relief but also masks the growing danger around the maps and the missing contacts. Disorder underscores the precarious balance of power in the hotel.

    Where:MGM Studios area / hotel vicinity

  8. 8

    Confrontation in the hotel room and an unexpected shot

    Kriegling and Nakomuri corner Annie, Thorpe, the Duke and the Duchess in a hotel room as danger closes in. The assassin makes one last attempt on the Duke's life, and Nakomuri aims his camera at the would-be killer. A shot from the camera ends the assassin's threat, though it leaves a tense aftermath for everyone involved.

    Where:Hotel room

  9. 9

    The map revealed: locket on the Duchess's dog

    Kriegling demands the map, and Thorpe reveals that it is hidden in a locket on the Duchess's dog's collar. The revelation shifts the chase from the hotel to the studio lot as pursuit intensifies. The precious item becomes the prize everyone is willing to risk everything for.

    Where:Hotel / Duchess's dog, then studio lot

  10. 10

    Chase spills onto the Gone with the Wind set

    The pursuit carries Kriegling onto the MGM studio lot, where the chase disrupts the filming of Gone with the Wind. The chaos blurs the line between movie magic and real danger. The crowd grows as more participants join the pursuit of the locket.

    Where:MGM studio lot

  11. 11

    Escape and pursuit on wheels and horse-drawn carriage

    Kriegling seizes the locket and escapes in a vintage bus, while Sweet pursues him in a horse-drawn carriage. The two vehicles race through the studio lot toward an inevitable collision. The clash brings the spectacular chase to its dramatic climax.

    Where:Studio lot and streets nearby

  12. 12

    Awakening in Kansas: the dream ends and Hollywood beckons

    Sweet wakes up back in Kansas, realizing the entire sequence was a dream populated by the shelter residents. A bus full of little people arrives, signaling that Sweet is indeed headed toward Hollywood. The dream serves as a wish-fulfillment doorway into his real future.

    When:1938 Where:Kansas

Characters

Who Are the Main Characters in Under the Rainbow?

11 characters, among them Nakomuri (Mako), Annie Clark (Carrie Fisher) and Otto Kriegling (Billy Barty): who each one is and the part they play in the story. Every profile links to the actor’s page.

  • MAKO as Nakomuri (Mako) in Under the Rainbow

    Nakomuri (Mako)

    Played by MAKO

    A Japanese contact of Nazi agents who hides his allegiance behind a calm demeanor. He believes his target is among the Munchkins and uses deception to stay undetected. His presence adds an undercurrent of international intrigue to a seemingly farcical hotel caper.

    • 🕵️ Espionage
    • 🧭 Identity
    • 🗺️ Hidden motives
  • Carrie Fisher as Annie Clark (Carrie Fisher) in Under the Rainbow

    Annie Clark (Carrie Fisher)

    Played by Carrie Fisher

    A long-suffering MGM employee overwhelmed by a maze of mistaken identities and dangerous encounters. She becomes entangled in the secretive map plot and the high-stakes pursuit around the hotel. Her resilience keeps the narrative grounded amid theatrical chaos.

    • 🎬 Hollywood
    • 🧑‍💼 Duty
    • 🕰️ 1930s
  • Billy Barty as Otto Kriegling (Billy Barty) in Under the Rainbow

    Otto Kriegling (Billy Barty)

    Played by Billy Barty

    A Nazi secret agent who is pursued through hotel corridors. He is ruthless and determined to seize the hidden map, creating peril for Annie, the Duke, and their allies. His presence amplifies the era's fascist menace within a comic frame.

    • 🪖 Nazi Agent
    • ⚔️ Threat
    • 🕵️ Espionage
  • TD

    The Duke (Joseph Maher)

    Played by Joseph Maher

    An Austrian aristocrat traveling with a duchess under the guard of a Secret Service escort. He becomes a focal point of the hotel caper as multiple parties pursue him for political leverage. His predicament highlights the era's international tensions.

    • 👑 Aristocracy
    • 🕵️ Intrigue
    • 🗺️ Secret service
  • TD

    The Duchess (Eve Arden)

    Played by Eve Arden

    The Duke's wife, a figure of aristocratic poise caught in a web of stolen maps and undercover pursuits. Her dog carries the locket that becomes the key to unraveling the conspiracy. She embodies the glamour and hazard of high-society hospitality.

    • 👑 Aristocracy
    • 🎭 Intrigue
    • 🐶 Loyalty
  • Chevy Chase as Bruce Thorpe (Chevy Chase) in Under the Rainbow

    Bruce Thorpe (Chevy Chase)

    Played by Chevy Chase

    Nazi secret service escort tasked with guiding the aristocrats. He navigates the tensions with a blend of suspicion and corporate hotel formalities, representing the intersection of politics and celebrity culture.

    • 🕵️ Agent
    • 🗺️ Mission
    • 🤝 Escort
  • H(

    Homer (Peter Isacksen)

    Played by Peter Isacksen

    An MGM employee and Annie's assistant who misreads situations and helps drive the mistaken-identity chaos. He embodies the friendly but sometimes clumsy backstage worker who unknowingly tugs at a larger conspiracy.

    • 🧑‍💼 Assistant
    • 🤝 Loyalty
    • 🎭 Comedy
  • Richard Stahl as Lester Stahl (Richard Stahl) in Under the Rainbow

    Lester Stahl (Richard Stahl)

    Played by Richard Stahl

    The hotel owner who has left his property in the hands of his bumbling nephew. His absence creates a backdrop of mismanagement that amplifies the chaotic plot and the running joke of hotel life.

    • 🏨 Hotel
    • 🕰️ Incompetence
    • 🧪 Chaos
  • Adam Arkin as Henry Hudson (Adam Arkin) in Under the Rainbow

    Henry Hudson (Adam Arkin)

    Played by Adam Arkin

    The incompetent nephew in charge of the hotel. He stumbles through decisions, worsening the tangled web of visitors, spies, and mistaken identities. His mismanagement reflects the film's satire of the studio system.

    • 🧑‍💼 Nephew
    • 🛠️ Mismanagement
    • 😂 Comedy
  • Cork Hubbert as Rollo Sweet (Cork Hubbert) in Under the Rainbow

    Rollo Sweet (Cork Hubbert)

    Played by Cork Hubbert

    A little person living in a Kansas homeless shelter who dreams of Hollywood stardom. Cast as a Munchkin in MGM's Oz, he embodies hope and resilience. The story returns to Kansas when his dream abruptly shifts toward reality and back to the road to Hollywood.

    • 🧑‍🍼 Dreamer
    • 🗺️ Hollywood
    • 🦢 Small-town hero
  • TA

    The Assassin (Robert Donner)

    Played by Robert Donner

    A killer on the Duke and Duchess's trail who targets them in a tense moment inside the hotel. His pursuit intensifies the suspense and leads to a climactic confrontation that blends danger with the film’s mock-espionage tone.

    • 🔫 Assassin
    • ⚔️ Threat
    • 🕵️ Tension
Setting

Where and When Is Under the Rainbow Set?

Under the Rainbow is set in Kansas and Culver City (near MGM Studios) (1938). Here is why the time and place matter to the story.

When

1938

The events take place in 1938, on the eve of World War II. The era is marked by the tail end of the Great Depression and the rising tensions that would pull nations toward conflict, while Hollywood and radio culture shape public imagination. Within this context, a hotel becomes a stage for espionage, celebrity intrigue, and a dreamlike twist that mirrors the era's theatrical fantasy.

Where

Kansas, Culver City (near MGM Studios)

Set in Kansas and Culver City, this story juxtaposes a Kansas homeless shelter with the glamorous but chaotic MGM-era Hollywood hotel scene near the studio lot. The Kansas backdrop provides the stark contrast to a bustling film town, where a hotel hosts a hodgepodge of guests and dreamers. Key locations include a shelter in Kansas and a hotel near MGM where mistaken identities and espionage unfold.

  • 🏚️ Homeless shelter
  • 🎬 Film industry setting
  • 🗺️ 1930s America
Themes

What Are the Themes of Under the Rainbow?

3 ideas the story keeps returning to, among them Dreams, Identity and Espionage.

  1. 01

    Dreams

    The plot rides on dreamlike misperceptions and an overarching dream frame. Rollo longs for Hollywood stardom while the shelter life grounds his longing in harsh reality. The story uses the dream mechanism to explore glamour, desire, and the thin dividing line between fantasy and danger.

  2. 02

    Identity

    Characters mask themselves with roles, disguises, and misidentifications. Nakomuri hides among the Munchkins believing his Nazi contact lurks there, while other guests assume one another's identities in a hotel swirl of mistaken motives. The masquerade drives much of the humor and peril in the tale.

  3. 03

    Espionage

    Nazi agents, a secret mission, and a coded map push the action beyond a comedy of errors. The hunt for the hidden locket and the chase through the studio lot create a suspenseful undercurrent. The climactic confrontation blends danger with a camera like weapon, tying espionage to cinema.

Tone & mood

What Kind of Film Is Under the Rainbow?

Whimsical in tone, with fast pacing and a moderate story, going by the plot summary.

Tone
Whimsical
Pacing
Fast
Story
Moderate
Intensity
Medium
Ending
Bittersweet

A fast-paced, chaotic farce set in a wildly overbooked hotel that blends slapstick action with spy intrigue, all framed by a dreamlike, bittersweet reflection on fantasy and ambition.

  • farce
  • dreamlike
  • chaotic
  • hopeful
  • slapstick
  • mistaken identity
  • hotel comedy
  • secret agents
  • hollywood dreamers
  • fantasy vs reality

Content notes: attempted murder.

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6 films close to Under the Rainbow in story and themes that have a full plot summary here: Rainbow Kids (1991) and Rain or Shine (1930) lead.

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FAQ

Under the Rainbow Plot Questions

5 quick answers about Under the Rainbow, taken from the plot summary, character guide and setting on this page and the film’s credits.

What is Under the Rainbow about?

In the summer of 1938, Los Angeles hums with the restless energy of a city on the brink of war. The iconic Culver Hotel, perched near the glittering backlots of Hollywood, becomes an unlikely stage when its long‑time manager steps away for the weekend.

Read the full plot summary

When and where does Under the Rainbow take place?

Under the Rainbow is set in Kansas and Culver City (near MGM Studios) (1938). The events take place in 1938, on the eve of World War II. The era is marked by the tail end of the Great Depression and the rising tensions that would pull nations toward conflict, while Hollywood and radio culture…

The setting explained

Who are the main characters in Under the Rainbow?

The story follows Nakomuri (Mako) (played by MAKO), Annie Clark (Carrie Fisher) (played by Carrie Fisher), Otto Kriegling (Billy Barty) (played by Billy Barty) and The Duke (Joseph Maher) (played by Joseph Maher); the character guide covers 11 characters in all.

All the characters

What are the main themes of Under the Rainbow?

The summary picks out 3 themes: Dreams, Identity and Espionage.

The themes explained

Who directed Under the Rainbow?

Under the Rainbow (1981) was directed by Steve Rash and runs 1 hour 38 minutes.

Steve Rash’s films

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