Eisenstein arrives in Hollywood under contract with Paramount Pictures. However, his radical filmmaking style and political views clash with the studio's conservative approach, and he is unable to develop any projects.

Frustrated by the creative constraints in Hollywood, Eisenstein leaves Paramount Pictures. He receives funding from novelist Upton Sinclair and other investors to make a film in Mexico.

Eisenstein travels to Mexico and begins filming "¡Que Viva México!", an ambitious project intended to capture the essence of Mexican culture and history. The filming process is plagued by financial difficulties, logistical challenges, and creative disagreements with Sinclair and the other investors.

Due to mounting financial problems and Sinclair's concerns about the film's length and content, the project is abandoned. Eisenstein is forced to leave Mexico without completing the film. The raw footage remains in the hands of Sinclair and is later edited into various versions by other filmmakers.