In 1914 Houston, nine-year-old Howard Robard Hughes, Jr. receives a careful bath from his mother, who cautions him about the typhus plague and the resultant quarantine that has beset the city and warns him that he is not safe. Thirteen years later, Howard, now an orphan and multi-millionaire after inheriting the Houston-based Hughes Tool Company, is in Hollywood on the outdoor set of Hell’s Angels , in the midst of fulfilling his boyhood dream of directing a movie. Having spent his own money to produce the World War I aviation epic, the youthful, exuberant Howard delights in the enormous collection of airplanes needed for the battle sequences, yet takes a moment from filming to hire former accountant Noah Dietrich to manage Toolco and Hughes’s finances. Mocked across Hollywood for the film’s spiraling costs and his inexperience, Howard nevertheless determinedly oversees every detail of the film’s sprawling production, forcing it to drag on for two years, despite Dietrich’s mounting alarm. Frustrated by the footage of the aerial battle, Howard waits months for the appropriate weather to re-shoot the sequence and orders Dietrich to incorporate a division of Toolco in California under the name Hughes Aircraft Company in order to forestall financial questions by the company’s Houston board. While working on the film, Howard also starts to develop a racing plane with pilot and engineer Glenn “Odie” Odekirk. After Hell’s Angels finally wraps production, Howard shocks Dietrich by declaring that because sound has come to motion pictures, his silent film is already outdated and he intends to re-shoot the entire picture with sound. Well into the third year of work on the film, which has become notorious for its lengthy production, Dietrich visits Howard in his Romaine Street office in Hollywood to tell him that the project has nearly bankrupted Toolco. Confident of success, Howard orders Dietrich to mortgage the company. Months later, Hell’s Angels has a stupendous premiere at Grauman’s Chinese Theatre and a nervous Howard, escorting the film’s female star, Jean Harlow, is showered with wild adulation by fans and the press. Five years later, after developing a reputation as an obstinate film producer and romancer of beautiful movie stars, Howard lands a plane on the beach set of a picture being made by top star Katharine Hepburn to ask her to play a round of golf with him. Captivated by each other’s similar preoccupation with success and fame, Howard and Kate have a whirlwind courtship and after some months, Kate moves into Howard’s expansive home. Meanwhile, as he continues to develop the H-1 racing plane with Odie, Howard is approached by TWA Airlines president Jack Frye to design and build a new passenger plane. When Howard enthusiastically suggests building a craft that could reach above the weather’s turbulence to the remarkable height of 20,000 feet, Frye hesitates, concerned with whether the company’s board would approve. Undaunted, Howard decides to buy TWA. Soon after, at a small airfield near Santa Ana, Howard and Odie conduct a formal speed trial of the sleek, powerful H-1 racer, which Howard insists on piloting. In three passes over the field, Howard breaks the world speed record when the H-1 reaches 352 miles an hour, but is forced to crash-land in a beet field when the plane runs out of fuel. Returning home, Howard shares his triumph with Kate, who cautions him of the personal disruptions that can result from great fame. Howard assures Kate he can handle the pressures, but confides that he has occasional crazy ideas that make him fear he may someday lose his mind. Over the next several months, Howard starts production and direction of a Western film while continuing to set aviation records, including making the fastest flight around the world. Howard becomes increasingly aware of his long-hidden phobia of germs and compulsive, ritualized cleaning habits, but manages to conceal them from everyone. On a brief vacation, Kate takes Howard to her family home in Connecticut, where he is put off by the Hepburns’ eccentricities. As Europe slides into the Second World War and American convoys are attacked, Howard turns to Odie to help develop an enormous boat-like transport plane to be named the Hercules which Howard plans to sell to the Army Air Corps. When Howard’s Western, The Outlaw , which features the busty figure of its star, Jane Russell, runs into trouble with the Motion Picture Association censor board, Howard contests their refusal to approve the film. Despite the daily demands of managing TWA, developing the all-wood Hercules and the XF-11 twin engine reconnaissance plane and battling to get his film released, Howard nevertheless constantly appears in tabloid newspapers escorting numerous beautiful stars, infuriating Kate. Jack introduces Howard to Robert Gross, the president of Lockheed Aircraft, who shows him a model of their newest plane, the Constellation , which has a flying range of three thousand miles. Realizing that with the Constellation , TWA could compete with Juan Trippe’s Pan American airlines in making international flights, Howard enthusiastically orders forty planes, promising to pay for them privately. Howard is stunned when soon thereafter, Kate reveals that she has met someone and plans to move out. The couple argues and after Kate leaves, a distraught Howard burns all his expensive clothing and orders Dietrich to buy him cheap suits. Over the next several months, while challenging Pan Am’s supremacy and Trippe’s close contacts with the Civil Aeronautics Board, Howard continues dating starlets, including teenaged ingénue Faith Domergue, yet arranges to squelch the publication of intimate pictures of Kate with her co-star and married love interest, Spencer Tracy. As business pressures mount, Howard’s compulsions become more overt despite his struggles to subdue them. Howard then turns his attentions to beautiful movie star Ava Gardner, who consistently refuses his gifts of expensive jewelry and marriage proposals. Meanwhile, Trippe arranges with Maine’s Republican senator Ralph Owen Brewster to introduce the Community Airline Bill (C.A.B.), which seeks to limit competition in international commercial flights, and recommends that the senator chair the important Committee Investigating National Defense. Howard meets with Jack and Odie at the enormous hangar, housing the half-built Hercules to discuss Brewster’s bill, but rejects Jack’s advice to keep TWA’s routes domestic and orders him to court senators who might oppose the bill. Odie presses Howard on numerous decisions necessary for the Hercules and as the demands overwhelm Howard, he falls into a sudden paroxysm of repeating the same phrase over and over until, horrified, he flees the hangar to be alone. Although terrified by this loss of control, Howard overcomes his nerves and some months later calmly takes the XF-11 on its inaugural flight. Howard pilots the elegant, powerful plane successfully for more than an hour but as he turns back to the landing field, the craft abruptly pulls to the right and rapidly loses altitude, crashing violently into a residential section of Beverly Hills. Although severely injured, Howard struggles to escape the burning cockpit and is pulled from the wreckage by a man from the neighborhood. Suffering from near catastrophic injuries, Howard nevertheless survives and is hospitalized for several weeks during which Odie informs him that as the war has ended, the government has canceled the contract for the Hercules . Although disappointed, Howard vows to complete the plane using his own money. After Howard’s release from the hospital, he meets with Dietrich to survey his fleet of TWA Constellations , which have been grounded pending the investigation of a crash. Dietrich warns that continued construction of the Hercules and the grounded fleet are bleeding Hughes Aircraft and Toolco dry, but Howard orders him to take a loan out against all the TWA equipment. Still weak, Howard visits Ava, who is outraged to discover that he has planted a microphone in her bedroom. When Howard admits that her whole house is bugged, Ava flies into a rage and hits him with an ashtray. That afternoon, a distressed Howard contacts Dietrich upon discovering FBI agents and senate investigators in his home removing boxes of documents. A few weeks later, Howard meets Brewster at his hotel room in Washington D.C., where the senator offers to suspend the public hearings on Hughes Aircraft if Howard will agree to support the C.A.B. legislation. Declaring that the country can support two international carriers, Howard refuses and departs, but back in Hollywood at the Romaine office’s private screening room, Howard suffers a complete nervous collapse, giving way to all of his compulsive behaviors and phobias. Unwashed, bearded and with long hair, Howard continues in a mental quagmire for weeks until Kate unexpectedly arrives and demands to see him. Although momentarily cured of his compulsive behavior, Howard refuses to let her in. Through the door, Kate thanks Howard for purchasing the pictures of her and Tracy and pleads with him to let her help him. Although touched by her offer, Howard remains too mortified by his condition and turns her down. Over the next several weeks, Howard’s mental condition deteriorates further and he remains in the screening room alone, naked and dirty, watching his movies, eating candy bars and milk and filling the empty bottles with urine. One day, Trippe arrives at the Hughes offices for a prearranged meeting. Howard refuses to see him, forcing Trippe to sit in a chair just outside the screening room door where he challenges Howard to give up TWA. When Howard angrily refuses, Trippe points out that none of the planes Howard planned to develop for the army during the war came to fruition. Howard insists that the XF-11 flew very well and bristles when Trippe mocks the untested behemoth Hercules , calling it by the disparaging press nickname the “Spruce Goose.” Trippe insists that Howard will default on his loan and that Pan Am will eventually take over TWA, then reminds Howard that he will be forced to appear at Brewster’s hearings, which will be filled with press and onlookers. Trippe departs and advises Dietrich that Howard will be subpoenaed in three days. A few nights later, Howard forces himself out of the screening room and returns home, disheveled and fragile. He is surprised when Ava visits and, masking her shock at Howard’s appearance, casually offers to help prepare him for the hearings. With Ava’s reassuring assistance, Howard bathes and shaves, then struggles to collect himself mentally. With growing confidence, Howard attends the packed senate hearings led by Brewster, and over three days of grueling testimony faces down the senator’s allegations that Hughes Aircraft bilked the government for uncompleted aircraft. Howard defends himself well, pointing out Brewster’s close affiliation with Trippe and how the C.A.B. legislation was written by Pan Am executives. Under further questioning, Howard acknowledges that Hughes Aircraft did not fulfill their contract but notes that although several other airplane manufacturers also never delivered materiels to the army, only his company is under investigation. When Brewster protests, Howard reveals the offer Brewster made him in Washington and admits that, in addition to government funds, he has poured much of his own money into developing planes. Staunchly insisting that the Hercules will fly, Howard exits the hearings, which are later suspended. A few months later in Long Beach Harbor, the massive Hercules is set on water as Odie and several close associates join Howard to test the plane in front of the press. Howard’s one-mile flight in the giant plane is a stunning success and after speaking with the press and a supportive Ava, Howard joins Odie and Dietrich to discuss launching a line of jet planes. In the midst of the cheery celebration, Howard notices three gloved men watching him with ominous expressions, unaware that they exist only in his imagination. Lapsing abruptly into his disconnected, repetitive speech pattern, Howard is whisked into a bathroom by a panicked Odie and Dietrich. Alone and unable to contain this latest breakdown, Howard bleakly realizes that complete mental disintegration is his unavoidable future.