The film begins in Australia, 1906. We start in the sky and for a moment, see the shadow of an umbrella in the clouds. The camera goes lower and lower as a weathervane turns to point east and a young girl, Ginty (the real name of P.L. Travers) is seen playing make believe in her front yard. The disembodied voice of Travers Goff says, "Winds in the East, mist coming in, like something is brewing, about to begin. Can't put my finger on what lies in store but I feel what's to happen all happened before." This is the same overture that begins "Mary Poppins."Now it's the year 1961. Pamela "P.L." Travers (Emma Thompson) is a beautiful, sophisticated and smart but also grumpy, stuffy and rather unkind woman living in London. Her home office reveals she has already found success as the author of the Mary Poppins series. The doorbell rings and she finds Diarmiud Russell, her agent. They talk in her living room. She tells him she's cancelled the car because she no longer needs a ride to the airport, having changed her mind about giving up the rights to her story. Diarmuid points out she has a verbal agreement and can be sued but she replies by saying she has no money for him to claim. He confirms this as he reminds her that sales have dried up and there are no more royalties -- and that she has just recently reached terms after 20 years of being pursued -- no animation, script approval. To keep her house, Pamela agrees to venture to Los Angeles to hear the studio out but promises to leave the papers unsigned if she's not happy with their interpretation.In a flashback, we see Travers Goff (Colin Farrell) surprise his daughter, a young Pamela, nicknamed Ginty. He says he's looking for his daughter, the royal princess, and Ginty laughs and reveals it's her. They are obviously close. He puts her on his shoulders and they rush into the park, with him telling her their adventure is about to begin.In current day, Pamela is trying to load a giant bag into the overhead locker. A flight attendant asks if she needs help but Pamela refuses, saying she's perfectly capable. She blames the nearby passengers for being greedy and taking up the space. The flight attendant suggests they put the bag up front but Pamela refuses since it should remain close to her assigned seat. A nearby woman offers to have her bag taken up front instead; instead of thanking her, Pamela notices her toddler and asks if baby is going to be a nuisance during the flight. She then settles into her seat and says, "I hope we crash."In 1906, we meet Ginty's three-year-old sister, Biddy, and her delicate mother, Margaret. Ginty is playing with her father, as usual. They all hold suitcases and say goodbye to the staff that used to take care of their house; they now walk on foot throughout town to get to the train station. Travers turns it into a game but his wife is heartbroken. They finally take the train to its very last stop, Allora, a rundown city.In 1961, Pamela is on the plane and awakes with a jerk from her memory. When she arrives at LAX, she exits the plane and finds a driver holding a sign with her name and "Walt Disney Presents." This is the first time we've heard it is Disney that wants her story and not the other major studios. Her driver, Ralph (Paul Giamatti) greets her enthusiastically, a huge contrast from her grumpy persona. As they drive in his town car, Ralph optimistically talks about the sunny day and how, outside, it smells like jasmine; Pamela thinks it's more like chlorine and sweat. He tries to make her comfortable but she finds him irritating and raises the screen to separate her from him. He is unfazed.Pamela arrives at the Beverly Hills Hotel. The porter offers to help her unpack but she tells him if wants to handle ladies' garments, he should get a job in a launderette. He leaves, without a tip, and Pamela then becomes horrified at all the gifts Walt Disney has had put in her room, to welcome her. Flowers, champagne, a fruit basket, Disney merchandise. But her biggest concern is the pears in the fruit basket, so she plucks them all out.Cut to a flashback of the Goff family (PLs real last name) settling into their Allora house. It is a rundown shack on barren land, obviously heartbreaking for Margaret (Ginty's mother). But Travers calls it a palace and boasts that they now have chickens and in this smaller house, Ginty will get to SHARE a bedroom.In the current day, Pamela walks to the balcony and throws the pears she had plucked from the fruit basket into the hotel pool. She then goes back in her room and gathers up all the Disney paraphernalia, shoving it all into a closet, and arranging a giant stuffed Mickey Mouse that's been left on the bed so that it faces out of the window. She tells it, "You can stay there until you learn the art of subtlety." She is clearly nervous about Walt Disney being the one to adapt her stories into a movie.Pamela unpacks her bag and turns on the hotel television. There, she stumbles upon The Wonderful World of Disney Show with Walt Disney (Tom Hanks) hosting. She quickly turns off the TV.The next morning, Ralph picks Pamela up at the hotel. He is friendly, gleeful about how sunny the day is again. She mocks him for getting excited that the sun has come out as if she was in somehow responsible, reminding him it's California. He replies, cheerfully, "It certainly is!" She gets in the car and says she'd rather be accountable for the rain. He tells her that's sad and she tells him, "The rain brings life." He tells her, "So does the sun" but she tells him to be quiet.When they arrive at the Disney Studios in Burbank, they are greeted by Don DaGradi (Bradley Whitford), the film's screenwriter, and the Sherman Brothers, who are writing the film's songs (B.J. Novak and Jason Schwartzman). Don is friendly but she is indifferent to him for not calling her Mrs. Travers. She then chastises him for telling the Sherman Brothers that she created Mary and not Mary Poppins. Finally, she reveals she is not planning on giving away the rights to the character because the film should not be upbeat nor a musical. They try to take her on the tour of the studio but she says doesn't care and only wants to see Walt.Pamela is now in Walt's office. She demands that his secretary tell him she's arrived. Don tells her she can call him Walt because he thinks Mr. Disney is unnecessary. Walt arrives, enthusiastically greeting her, but Pamela remains unfriendly, calling him Mr. Disney even when he insists she just call him Walt. In his private office, he reminds Pamela that he's been trying for 20 years to talk her into giving him the film rights. His daughters were reading the Mary Poppins book back then and he promised them he would turn it into a film. That's why he has been adamant in securing the rights so he can live up to this promise, as well as making kids happy who will finally get to see Mary speak and sing to them. Pamela uses this to bring up her disapproval of the film being turned into a musical, explaining a governess shouldn't be giddy. She writes off Disney as creating "silly cartoons." He tries to reassure her that he won't tarnish the story she holds dear to her because he loves Mary Poppins, too. Pamela reminds him that she has not signed the agreement yet and that it stipulates the film will be live action and not animated -- she wants this made clear via a recorded statement by Walt. He remains calm, telling her they're going to make something wonderful. She responds by saying she has yet to see if that is even possible, and then exits the office, leaving Walt dumbfounded.In flashback, Travers is playing a whistle while Ginty listens from his lap. Margaret comes to the porch and suggests Ginty go to bed. Alone on the porch, Travers promises his wife a good life and to make her proud of him again. She is hopeful.In present day, Pamela is in a rehearsal room on the studio property. She prepares for the meeting, stone-faced, while Walt's secretary, Dolly, fills the room with snacks and beverages. This irritates Pamela who says the amount of food could save a starving country and complains that the flowers in the room could have easily been enjoyed from a window without having to be yanked out of the ground. She turns on the tape recorder to document all of her input since she has demanded creative control. They begin to read the script, with Don reading the scene heading of "Exterior, 17 Cherry Tree Lane." Pamela interjects, asking what is EXT? She then demands it be spelled out and not abbreviated, and also that it should be NUMBER 17 Cherry Tree Lane instead of 17 Cherry Tree Lane. Dolly comes in with more snacks and Pamela gets irritated.As the read-through continues, Pamela voices her concern about casting Dick Van Dyke, suggesting they use Laurence Olivier or Richard Burton or Alec Guinness instead. The Sherman Brothers begin to sing the song they've written for the opening -- but Pamela stops them to point out "responstable" is not a word. When Richard excitedly tells her they made the world up, Pamela tells them to "un-make it up." At the piano, Richard hides the next page of sheet music a song titled Supercalifragilisticexpialidocious. Pamela then suggests they work the old vaudeville song, Ta Ra Ra Boom De Ay, into the film instead of the original music the Sherman Brothers are suggesting.At home, Pamela reminiscences about her childhood, bringing us to a flashback of Travers telling Ginty her horse is actually Uncle Albert under the spell of a witch. He lifts her up and tells her to pretend to fly.The next session in the rehearsal room, Pamela is shown storyboard illustrations and finds fault with them all. She tells the team that the illustration of the Banks's house doesn't look as she imagines it and that Mrs. Banks shouldn't be a suffragette and shouldn't be named Cynthia. When she sees a picture of Mr. Banks, she says that it's not him because hes not supposed to have a mustache. She explains, the only reason he has facial hair in the books is because the illustrator ignored her wishes but now that it is HER film, she will have her way. Dolly points out the mustache was a specific request from Walt. Pamela replies that Mr. Banks is clean shaved. Finally, Robert erupts, saying "Does it matter?!" Pamela stares at him and then orders him to wait outside.She goes back to the hotel, the merry sounds of people bringing her to a flashback of her with her father. He shaves his face clean and asks if she prefers a rough face when he gives her kisses or one that;s silky smooth. It's obvious that Mr. Banks is based on him, thus why she was insisting that Mr. Banks look as she envisioned him.The next time she's at the Disney Studios, she gets frantic after "Supercalifragilisticexpialidocious" is introduced. Dolly goes to Walt's office to give him an update -- Pamela wants Mrs. Banks's name changed to Winifred, she doesn't want Dick Van Dyke, she doesn't like the house, she doesn't want Mr. Banks to have a mustache, the tape measure used to record the children's height should be a roll tape and not a ruler, she only wants green vegetables and broth for snacks (in the rehearsal room), and that she doesn't want the color red in the film -- at all.Walt now joins Pamela and the others in the rehearsal room. She reminds him that she has final say and insists, again, that there should be no red in the movie. He points out that the film is set in London where there's a lot of red but she says she wants it banished simply because she feels anti-red at the moment. He asks if she's testing him but she replies she took him at his word when he said that she would get final say on everything. She offers to return the agreement back to him, unsigned, so he agrees that there will be no red in the film.Walt leaves and the others now realize that Walt has not been granted the rights yet. Pamela asks them to sing another song. They sing The Perfect Nanny and Pamela shouts criticisms throughout. As they continue on, she shouts into the tape recorder, "Nobody's listening to me!" as if her documented complaints will then hold merit. When the song finishes, Pamela says it's the worst song she's ever heard.Later that afternoon, Walt is looking out his window. He sees Pamela sitting on a bench, getting into the limo after Ralph arrives. Back at the hotel, Pamela has another memory -- as a young girl, she enters the bank in Allora where her father works since it is their special Ice Cream Day; but Travers is intoxicated and is fired by his employer, all in front of Ginty. The boss finally agrees to hire him back upon seeing Travers's daughter but tells him that he needs to straighten himself out, for his daughters sake. Moments later, Travers and Ginty are by the river; she eats ice cream while he drinks from a hip flask and gives a drunken speech.Pamela calls her agent from her hotel room, complaining about the adaptation of her story and how she is having flashbacks of her childhood. But she has to admit that she needs the money. After hanging up the phone, she pulls the giant Mickey Mouse from the window and cuddles with it for comfort.The next morning, the rehearsal room has healthier options for food (per Pamela's request). The Sherman Brothers brainstorm ideas until they come up with "a spoonful of sugar."Outside, Walt meets Pamela at the limo and escorts her upstairs. The brothers play the newly written "Spoonful of Sugar," deciding that the word "down" should be played higher, along the lines of Mary Poppins doing the unexpected, like going UP the bannisters. They are in love with this new song and predict it will be iconic. Pamela is unimpressed and calls it an annoying tune akin to something that would play at Walt's "themed park," all giddy and carefree. She points out to Walt that Mary Poppins is the enemy of sentiment and whimsy; that she is truthful and doesn't sugar coat the darkness to the children. She complains that the script is flim flam and not rooted in reality. After declaring it has no weight, she opens a window and flings the pages out -- proving that the script literally has no weight. Walt responds by saying "Says the woman who sends a flying nanny with a talking umbrella to save the children." Pamela responds, "You think Mary Poppins is saving the children?" She sighs and shakes her head.Late that afternoon, Pamela is on the same bench. She thinks back to playing with the laundry hanging outside when her dad comes home early. They chase a hen who Travers says is their foul Aunt Ellie in disguise. During the game, Pamela's mum notices a whisky bottle protruding from Travers's pocket. That night, Ginty stays awake at night, while her parents argue; her mother is suggesting Ellie come over to help the family raise the girls.In the rehearsal studio the next day, Richard previews Feed the Birds, which touches Walt. They both fear Pamela will hate it, nonetheless.In another flashback, we see Ginty and her father playing pretend, which irritates Margaret. Travers tells Ginty, "Don't ever stop dreaming. You can be anyone you want to be." She says she wants to be like him but he tells her "Don't". He begins crying.Ralph drives Pamela but she is distracted. Her memories continue. Ginty gives a speech at her school fair. Her father is going to be presenting the medals on behalf of the bank.In the rehearsal room, Pamela is still distracted. They get her attention and perform Fidelity Fiduciary Bank for her. This is juxtaposed with another fantasy, of her father showing up to the fair drunk. When he presents the medals, he tries to promote the bank he works at but he meanders, obviously drunk. As the bank song continues in present day, it is repeated as dialogue in the flashback. Finally, when Travers is supposed to present the medals, he slurs his speech. He tells everyone that his daughter has opened a bank account and the crowd should give her a drink, but then corrects himself, stressing give her a hand. He calls her up on stage but she is embarrassed and crushed, as her father was her hero. Somehow, he loses his footing and falls off of the stage. The crowd gasps, judgmentally.In present day, the Brothers applaud their new song along with Walt. Pamela can only say, "Why did you have to make him so cruel? He was not a monster!" She asks if they have children and they say, "yes"; she then points out all the mean things that Mr. Banks is written as doing, such as tearing up the advertisement the children have written, refusing to mend their kite. It's now obvious to us that she's protective of Mr. Banks's image and has issues with the story because all the characters are based on her family. She tells them she can't bear to let him down again and leaves the room, upset.In a flashback, Travers is in bed with a broken foot from the fall. He asks the doctor for painkillers but the doctor realizes that he just wants the high. After he leaves, Travers asks Ginty to get him a bottle of medicine that her mother has hidden but she refuses, knowing of her mum's decision. She tries to share a poem she wrote for him at school that won first prize; he reads it and tells her "It's hardly Yeats, is it?" Ginny is devastated. We now realize that this is the turning point in Pamela's life.Pamela rushes through the Disney lot and finds a quiet spot on the lawn in the back of a sound stage. She has more flashbacks; Ginty finding the bottle of medicine and leaving it with her sleeping father. Pamela is daydreaming, playing with a daisy, when Ralph catches her. He has brought her tea but Pamela tells him it is blasphemy to drink tea from a paper cup. Nonetheless, she lets him have a conversation with her, despite being obviously upset. She tells him she wants to go back to England and points out she doesn't really have any close family members. He tells her his daughter is handicapped and it's made him appreciate sunny days where she can sit outside in the garden and not be cooped up inside, like on rainy days (a callback to his cheerfulness about the weather when they first met). Now warming to him, Pamela shows off a park she has built in the grass, with twigs. She pours her tea to make a stream.In flashback, Margaret enters Ginty's bedroom at night and tells her she knows she gave her father the bottle of pills. She tells Ginty that she is aware she loves her father more than her, but one day, she'll understand. Margaret then leaves the house, despite Ginty's screams for her to come back. Ginty then has to comfort her younger sister by telling her a story about little girls alone in a house who shouldn't be afraid because a guide will show up from the stars and show them magic.Ginty goes out looking for her mother. She finds her in the freezing water of the creek. She convinces her mum to go home.In current day, Pamela gets a phone call from Walt. He wants to know why she has been so upset lately. She doesn't have a response. He suggests the two of them go to Disneyland. She is less than enthusiastic at the suggestion, calling it a dollar printing machine, but he doesn't take no for an answer, hanging up on her.In a flashback, Aunt Ellie arrives at the Goff household with a parrot-headed umbrella and giant carpetbag. She is obviously the inspiration for Mary Poppins. She tells Ginty's sister to close her mouth because she is not a codfish (a line from the film). She puts the girls to work and is very strict with them.Ralph drives Pamela to Disneyland and they park on the property. Walt Disney greets them, exciting Ralph who has never met him in person; Pamela is not impressed though. The two walk through the park where young fans ask for Walt's autograph. Walt gives out pre-signed pictures, his method of dealing with attention when he goes to the park. Walt encourages the crowd to get Pamela's signature too and even though they happily offer her something to sign, she mockingly rejects them (possibly implying a case of inferiority complex).As they walk down Disneyland's Main Street, Walt asks Pamela where she came from. Pamela knows he is talking about Mary Poppins and says she flew in through the window one day. He is not impressed with her standoffish attitude and says, because she clearly doesn't want to be there, they'll go on one ride and then go. The two are now on King Arthur's Carousel. Pamela hesitates to get on the ride, even after Walt tries to coerce her, by pointing out that there's a child in all of us. She only gives in after Walt adamantly demands "Get on the horse, Pamela". He then tells her the Sherman Brothers have an idea for Mr. Banks that will be to her liking. She asks if he brought her all the way to Disneyland just to tell her that; he responds, no, he had made a bet that he couldn't get her on one ride and now he just earned 20 bucks.In flashback, Aunt Ellie takes care of Travers, who is coughing up blood. Outside, Ginty cries at the decline of her fathers health.In the rehearsal room, there are no more snacks and all the tables have been pushed to the side. Don is eager to show Pamela the new scene they have written for Mr. Banks. It ends up being Lets Go Fly a Kite. Having come to peace with her past, Pamela can't help but hum along and then sing along and then dances. Dolly is ecstatic and runs to Walt's office where she tells him, I'm sorry to interrupt but Mrs. Travers - she's dancing with Don!Back in the rehearsal room, the song ends and Pamela admits she loves the song. But, in character, she points out that the proper English should be Let US go AND fly a kite. She is willing to overlook this, though.In a flashback, Ginty sits with her father in his bedroom. She says she has rewritten the poem he didn't like but he doesn't reply. She shows him the tuppence that Aunt Ellie has given her and asks if he wants anything. He asks for pears. Ginty steps out to get some pears. In present day, Pamela awakes in her hotel room from her dream, a memory of the day her father died.Now, riding in the limo, Pamela is upbeat, matching Ralph's optimistic perspective on life. In the rehearsal room, Pamela is much more pleasant. She okays the Jolly Holiday song but when she asks how they plan to train penguins, Richard tells her, "They're animated." Upon hearing there will be cartoons in the film, Pamela storms out. She runs to Walt's office, uninvited, and calls him a trickster, a fraudster, a sneak. Pamela tells him that the music of the Sherman Brothers has charmed her but she won't cross the line and allow animated, dancing penguins. She gives him back the unsigned rights papers and says "good day". Walt chases after Pamela but she just tells him he isn't living up to his promises. Ralph arrives and is about to drive her away. She tells Walt Disney she's sorry to put him through so much trouble but she is not ready to give her (Mary Poppins) up. They drive away.Pamela is driven to LAX. Ralph tells her it was a pleasure driving her, which she doesn't believe. He says he didn't know who she was until he mentioned to his daughter that he was driving around a Mrs. Travers for Walt Disney and she made him go to her bedroom and take her Mary Poppins book. He says he can't stop reading it. Pamela says she'd be honored to sign it. He asks her to inscribe it to Jane, his daughter. She hands him a piece of stationery with a list of names Albert Einstein, Van Gogh, Roosevelt, Frida Kahlo and tells him to give it to his daughter and tell her that a lot of people with difficulties do extraordinary things with their lives. At the bottom of the list is Walt Disney's name; she points out that he had difficulty concentrating and had hyperactive behavior as a kid.In his office, Walt Disney looks down at the paperwork with Pamela's flight itinerary, confirming she has, in fact, gone back to London. He wonders why her name is listed as Helen Goff and his secretary points out that it's her real name and she's actually Australian, not British. He wonders where she got the name Travers.In a flashback, Ginty comes home with the pears and discovers Ellie holding a bloodstained sheet. She drops the bag of pears onto the floor. Ginty rushes past her mum and aunt and steps into her fathers bedroom. She watches him die. She apologizes for dropping the pears.In London, Pamela settles back into her home, the one she can no longer afford. Later that night, there's a knock on the door and Walt Disney is there. He requests she make him a pot of tea. They talk and Walt tells her she misjudges him that she thinks of him as a Hollywood King Midas with an empire and that Mary Poppins will be just another brick in. He tells her, if this was the case, he wouldn't have pursued her for 20 years. He tells her Mary Poppins is real to his daughters, to thousands of children, and even adults. Walt apologizes to Pamela for letting her down and points out that he, too, had a Mr. Banks but his had a mustache; it was his own father, who had a newspaper delivery route and employed a young Walt and his brother to work during the cold winters. If he didn't live up to his father's standards, he would get beaten. He says he loves his father but he has days where he looks back and is tired of thinking of him in a negative light. He has to learn to finish the story differently, to let it all go and have a life that isn't dictated by the past. He realizes now, as she hinted, that it's not the children Mary Poppins comes to save but her father, Travers Goff. She must have loved him a lot to take his name. He now realizes all of her books were about him and encourages her to forgive him. She says she doesn't have to forgive her father, he was a wonderful man, but he says, no, she needs to forgive Helen Goff for giving herself a harsh sentence. He begins a monologue, telling her to trust her precious Mary Poppins with him and the audience will see Mr. Banks being saved and he can instill hope into the viewers.Pamela looks at the giant Mickey Mouse that she has brought home with her. She agrees to sign the papers.Years later, Mary Poppins is having its world premiere in Los Angeles. Pamela is not invited because Walt is afraid she will be a very difficult person and talk negatively with any journalist who asks her for an interview.In London, Pamela is writing a new Mary Poppins book and now has enough money to have a maid. Downstairs, her agent asks her if she's going to the film's premiere and she says she's not interested. He can tell that she wasn't invited and points out that Mary Poppins wouldn't stand for it.Pamela takes a plane again. The same flight attendant from before asks if she needs help with her bags and then recognizes Pamela from before. She lets her take care of herself.Walt returns to his office to find that Pamela is there, waiting. She points out she didn't receive an invitation and it must have gotten lost in the mail. Walt promises to issue a replacement.At her hotel, she asks the doorman to call for a taxi but just then, a limo pulls up. It is Ralph who is going to take her to the premiere.Pamela gets to the Grauman's Chinese Theater where various Disney characters mingle alongside celebrities, including the cast of Mary Poppins. Before she exits the limo, Ralph whispers to her, "This is your night. None of this would be possible without you." He helps her to the carpet but she walks unnoticed, except for a giant Mickey Mouse who interacts with her.Inside, Pamela watches the film. She looks around at everyone in the audience laughing, singing along, having a good time. The scenes in the film remind her of her history, that we are now familiar with via the flashbacks.By the end of the movie, Pamela has tears streaming down her face. Walt Disney is sitting behind her. He leans forward and whispers "It's all right, Mrs. Travers. Mr. Banks is going to be all right". She nods but responds, "No, no. It's just that I can't abide cartoons!"The final song plays, "Lets Go Fly a Kite". Pamela can't help but sing along. She has one final flash back of Ginty at her father's bedside as he promises her "I will never leave you". Cut back to the opening scene of the film with Ginty sitting in the grass embracing her father. The prologue from Mary Poppins again being spoken by Travers, the same weathervane turning to the west and the shadow of an umbrella. But this time, we rise higher and higher into the sky indicating that Marry Poppins work with Pamela is done and both can finally move on.During the first part of the credits there are pictures of the real Pamela Travers, Walt Disney, Sherman brothers, Don DaGradi, one of the men who inspired Ralph and concept art of the Mary Poppins film. During the second part there is seen a tape recorder next to a bowl of jellybeans (no doubt to recreate the moment) while recorded dialogue between the real Pamela, Sherman brothers and Don is heard as they discuss the script. As the tape runs out the screen turns to black.
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