Starts with Italian Fascist Dictator Benito Mussolini at a balcony podum, saluting. CUs of goose stepping soldiers, marching in street. Group of soldiers holding up their knives or bayonets in the air, on display. Cuts to quick shots of Japanese crowds. Japanese soldiers appear at random. Japanese political agitator with megaphone. Japanese students or youth give fascist salute. WS President Roosevelt (FDR) at a podium delivering a speech, lots of people in chairs behind him.

Opening montage: MS of Mussolini standing on a balcony delivering a rather cocky speech; he folds his arms and nods his head. CU's of Benito looking brutish, thuggish, and proud while wearing a variety of unique hats.

Benito speaks to a huge crowd. Wide and tight high angle LS's of an enormous crowd gathered in an open marketplace. Level, tight LS of a packed crowd; a cut-out illustration of Il Duce slowly rises through the masses. CU's of banners; MS's of a mostly male crowd; CU's of happy men in the audience; MS of Il Duce walking through veranda doors and onto a balcony to speak to the crowd.

MS of Mussolini speaking to his Arditti troops (the "black shirts"), followed by a MS of the troops, followed by a tight LS of the black shirts hoisting their ornate knives into the air. The Fascist movement gains in popularity. Riots in the streets after a protest runs amok. the black shirts incite violence. High angle MS's and LS's of the riots in the streets. The fascists march into Rome, 1922, and usurp power. The king Victor Emanuel hands the presidency over to the Fascists (streams of men in tight and wide LS's decend on Rome). 1925 Mussolini declares himself dictator. People rush to get newspapers. MS of men, packed closely together in an outdoor marketplace, raise their rifles into the air (pan left). MS of young fascists raising their mini-rifles into the air as camera pans right. Mussolini signing papers. Tight LS's of Fascist Youth marching (level and high angles). Children marching. Large group of children perform a drill routine in a stadium. Mussolini hading out papers to a crowd. He has promised a bonus to any newlywed couple that has a baby within a year. CU of two babies laying close to each other in a maternity ward, followed by a MS of several dozen newborns packed together on a table, a nurse using baby powder on them. Followed by a wider MS of the same as last shot but a gurney with an even dozen babies is rolled onscreen.

Tight LS of wheat farmers and a baler at work. MS of il Duce working with the farmers, followed by a CU as well. Montage of Benito at public events. MS's and tight LS's of Benito: working with a pickaxe; paving cement; snow skiing (without a shirt on); sledding (also without a shirt); parachuting; also features several cutaways of the jubilant spectators (mostly women). Mussloini with his children, Mussolini on a sailboat. MS's of Claretta Patacci (sp?), his mistress, as she romps on the balcony, then bedroom of retreat. MS of Mussolini on one knee, playing with a lion cub. Crowd of soldiers, singin a national song. CU of Mussolini singing. 1929 State parade. Mussolini in dress uniform arrives at the Vatican. Mussolini sigining a treaty, walking around the Vatican. MS of giant church bells ringing. MS, travelling backwards, of an amassed crowd on an Italian street. Crowd cheering. Facists Youth parade. Military parade, Mussloini revierws troops.

Military parade. CU of Mussolini as he watches parade. MS's of Hitler and Mussolini meeting for the first time. MS's of Hitler and Mussolini, low angle, of the two standing on a balcony; Hitler looks gaunt and tame while Mussolini prances and behaves like a lion. Mussolini stands alone on a balcony, shouting to the crowd, while Hilter stands on a side balcony. Montage of Benito inspecting his Italian field troops, artillery, tanks, etc. Benito with binoculars and field marshalls. Mussolini warns Hilter not to move into Austria. He moves troops to Austrian border. Italian troops deploy for Ethiopia. Montage : tight LS's of Ethiopian warriors on camels, tanks rolling, travelling tight LS, face on, of charging Ethopian troops, CU's of knives and spears being sharpened; Italian machine gun nests bursting fire, MS of Italian soldiers in gas masks firing from a trench. Hailie Salessie flees. Italian nighttime victory celebration. fireworks burst into the air, cheering crowds, MS of a vaguely silouetted il Duce standing on a balcony and watching the festivities.

Travelling MS of Hitler and dozens of Nazi soldiers standing at a rail station (cam angle from train). MS of Hitler and Mussolini shaking hands at the rail station. Tight LS of Italian soldiers marching in their version of the German goosestep. MS's of Mussolini and Hitler planning in a war room with their chiefs of staff. Munich confernce is arranged. Various shots of the Munich Conference.

The Blitzkeig on Poland. CU, head on and level shot, of a Nazi soldier lying on the ground; he brings a pair of binoculars up. LS's of missles being fired followed by the requisite explosions. Ends with LS's of the German soldiers advancing. The Italian advance in Africa is stymied; enter the Panzer Corps. Brief desert battle montage between the Brits and Germans. The defeat at El Alamein. Tight LS of abandoned tanks in the African desert. LS's and MS of defeated soldiers being marched to POW camps by Allied soldiers. Allied troops invade Italy. Mussolini and Hitler meet for the last time, shortly after il Duce's deposement. Allied forces invade Rome. MS of an illustration of il Duce, painted on a wall, being pelted by tomatoes; cutaway to a MS of Italian people throwing the tomatoes. LS's of bombed-out buildings, entire districts in urban areas of Italy. A large mob in Milan spit, beat, kick and hang the body of il Duce, his mistress and his top henchmen. MS's and LS's of the vehement crowd, followed by high angle MS's of the bodies being slapped and kicked.

MSs BENITO MUSSOLINI & his mistress lying dead in street; crowd hangs them by their feet for display. MS eagle emblem of Third Reich. Wide LS stone swastika atop Bunker in Berlin exploding. Cut to montage of celebrations in major European cities (V-E Day, Armistice in Europe).

MS Italian soldiers on parade, goose-stepping; MS BENITO MUSSOLINI speaking from balcony. Low angle MS Japanese tanks rolling on parade; MSs EMPEROR HIROHITO riding white horse, inspecting troops. Low angle traveling shot passing underneath long Nazi banner; MSs ADOLF HITLER arriving at Nazi rally, watching marching SS soldiers.

Benito Mussolini talking quite agitatedly to crowd. Uniformed Il Duce walking through Italian streets with fellow fascists. Mussolini in formal attire, attending various publicity events. Uniformed Mussolini inspecting Italian troops.

Franco parading through the streets of Spain. He waves to huge crowds. Franco arriving in Nazi Germany via train, where he is greeted by beaming German Chancellor ADOLF HITLER. MS Franco giving Nazi soldiers a Nazi salute. MSs Franco meeting w/ BENITO MUSSOLINI in Italy. Franco inspecting troops.

Italian dictator Benito Mussolini inspecting air forces. Planes fly in formation.

Benito Mussolini in full military garb walking through a parade. Tight LS of Mussolini and Italian military leaders marching in a parade. Tight LS of Italian Fascist Youth group marching in the same parade; mostly young boys in uniform marching awkwardly.

Benito Mussolini wearing a black suit and sitting at a stately desk while signing papers.

Low angle MS of Benito Mussolini speaking to the public from a veranda. This is the famous shot in which he nods his head and folds his arms cockily. Gesturing.

Mussolini's fascist Black Shirts marching (March on Rome?). Benito Mussolini with others, in semi-formal wear. More of Fascist march.

Joachim Von Ribbentrop with Benito Mussolini and Italian Foreign Minister Count Ciano.