- A struggling theater owner and his granddaughter face the potential extinction of their fifty year-old magical movie palace as a corporate young executive and his company threatens to demolish it.
- In the year 1939, Leonard, the owner of the Carlisle Theater opens its doors to the world for the first time. The theater is an instant hit in the small downtown Pennsylvania community. The Carlisle is a host to musicals, sci-fi, drama, and horror movies throughout the years. In time however, a general disinterest from the local audience starts to decrease the attendance at the downtown palace. In time, Leo is nearly bankrupt and can only afford older movies due to their reduced viewing licenses. Eventually, after a dilapidated last couple of years, Leo is forced to close the theater until he can figure things out.
His granddaughter Melanie, a spunky twenty-something, has worked at the theater helping her grandfather for a very long time and does not take this decision lightly. She believes in the future of the theater and hopes to figure out some sort of rescue plan to bring the theater back to its former glory. Her optimism is defeated when she finds out that Leo decides to sell the theater to Derek Williams' company, a company that builds large multiplex theaters. Derek intends to demolish the past to make room for the future and nothing will stop him. However, in a surprising turn of events, a chance encounter with the cinema of the past changes Derek's mind and in turn, motivates him to save the Carlisle.
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