Fellini discusses his views of making motion pictures and his unorthodox procedures. He seeks inspiration in various out of the way places. During this film viewers go with him to the Colisseum at night, on a subway ride past Roman ruins, to the Appian Way, to a slaughterhouse, and on a visit to Marcello Mastroianni's house. Fellini also is seen in his own office interviewing a series of unusual characters seeking work or his help.