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Joe Rose has planned an intimate picnic in the English countryside with his girlfriend Claire (Samantha Morton). The afternoon is meant to be special; he has brought wine and a ring…he is about to propose. The afternoon is suddenly interrupted when a hot-air balloon plunges from the sky—a young boy trapped within its basket. Joe and three other men instinctually run to the rescue. Yet in their attempt to save the child and pull the sky-bound balloon to the ground, one of the men meets a spectacular and totally unpredictable death. Determined to understand what happened to cause this tragedy, Joe returns to his life as a rational, scientific-minded professor. Yet he cannot escape constant thoughts of the balloon incident.
Joel (Jim Carrey) is stunned to discover that his girlfriend Clementine (Kate Winslet) has had her memories of their tumultuous relationship erased. Out of desperation, he contracts the inventor of the process, Dr. Howard Mierzwaik (Tom Wilkinson), to have Clementine removed from his own memory. But as Joel's memories progressively disappear, he begins to rediscover their earlier passion. From deep within the recesses of his brain, Joel attempts to escape the procedure. As Dr. Mierzwiak and his crew (Kristen Dunst, Mark Ruffalo, Elijah Wood) chase him through the maze of his memories, it's clear that Joel just can't get her out of his head.