NOTE: This spoiler was sent in by Shawna.

The movie starts out with a lone figure in a yellow snowsuit trekking up a snowy mountain. A narrator’s voice (Morgan Freeman) tells about the moment of Edward Cole’s (Jack Nicholson) death. About how he was brave and died with his eyes opened…

Mechanic Carter Chambers (Morgan Freeman) is working on the engine of a taxi in an auto shop. A voice from underneath the car asks him to name as many Presidents as he can whose first and last names begin with the letter H. Carter grins, taps the ash from his cigarette, and easily rattles off all the answers to the trivia question. The fellow mechanic (Manny?) slides out from under the taxi, holding a trivia book. Then he says something like “I can’t believe you got every single answer right!”  Carter replies, “Well, you’d have to be insane to know their wives names.”  “Do you?” Manny asks him.  “No, do you?” Carter responds. Then they both laugh. Manny then proceeds to the next trivia question about the inventor of the radio. Carter then matter-of-factly tells Manny that the book probably lists someone else but the actual person who came up with the idea and patent was Mr. Tesla.  Carter then goes on to explain the reason why Mr. Tesla isn’t remembered as history denotes him.  From a nearby table, the phone rings. Next to the phone is an old Chock Full O’ Nuts tin being used as an ashtray. (Important later in movie) Carter answers the phone. His once happy demeanor turns sullen. His only question is “What does that mean?” The cigarette drops from his hand. He hangs up the phone. He is in shock. Carter walks out of the auto shop in the midst of everything.

Elsewhere, at a medical board hearing, attorney Richard is defending his benefactor’s hospital budget and practices. The County Health Director, as well as the Board Chairman seem unimpressed and some bickering starts to occur. Sitting next to Richard is Edward Cole (Jack Nicholson). He has heard enough. Edward leans over to Richard, whom he purposely calls Rodney or something other than his real name, and asks him what is he doing…obviously not his job in defending the hospital’s case. Edward takes over and starts explaining that his hospital is not understaffed, it has always had a 2 beds to 1 room policy, and it is not a “health spa” hospital as the board is implying. Before Edward can finish his point, he starts coughing uncontrollably.  Once the coughing stops, Edward looks down at the handkerchief he used to cover his mouth…there’s blood on it.

Cut to a scene in the hospital. Thomas (Sean Hayes) the assistant carries a briefcase and some flowers into a hospital room. He sets the flowers on a table, opens the briefcase and takes out a fancy gourmet coffee brewer, and places it on the windowsill. He then goes over the curtain on the other side of the room and whips it open. Thomas is surprised to see Carter reading in the other bed. Thomas apologizes; he didn’t realize someone was already in the room.  Some commotion is heard down the hallway; it’s Edward being rolled in on a gurney. Edward is arguing with the nurses that he doesn’t need help getting to his room.  “Fine,” one nurse says, “Do you think you can make it from the gurney to your bed alright?” The gurney is wheeled right next to the empty bed. Edward responds that he can do it himself and starts to roll from the gurney and falls promptly on the floor with a “thud”. Thomas is clearly amused by this, and Carter just watches the whole scene unfold.  When Edward is finally in his bed, Thomas assures him that everything will be taken care of. “Why am I sharing a room?” Edward interrupts.  Thomas replies that it has always been hospital policy and in light of the recent board hearing, it would not look good for the hospital benefactor to be enjoying special treatment.  Thomas leaves. Edward then looks over to Carter who is still watching and asks, “Who the hell are you?” Carter responds, “Who the hell are YOU?” Edward grins and introduces himself. Carter replies in like manner. Edward asks Carter if that is his first or last name. Carter says his full name is Carter Chambers.

It is discovered that Edward has cancer, with most of it being in his brain. A nurse comes to shave Edward’s head before surgery, much to his dismay. During the surgery the narrator’s voice (Morgan Freeman) explains that it was not so much the surgery that helped Edward, but rather because Edward was so pissed off that this was happening to him. Edward is shown cursing under his breath while under sedation in surgery.

Carter’s wife has come to visit him.  They are quietly enjoying a meal that she has thoughtfully prepared for him.  As a former nurse, she is concerned that her visit may be disturbing Edward who just got out of surgery.  Carter looks over to Edward, whose head is heavily bandaged, and tells her not to worry, that Edward has pretty much been out of it for a few hours already.  When she leaves, Edward asks Carter if she’s gone and they talk briefly.  The next day, Carter’s nurse congratulates him for finishing the final dosage of an experimental intravenous medicine. He asks her how long until the doctors know if it was successful. She comforts him the best she can by replying, “hopefully soon”. Eventually, Edward’s doctor checks up on Edward and assures him that they removed all of the cancer from his brain, but Edward will still have to go on chemo. Edward is understandably not thrilled by this. As the doctor leaves, Carter asks him if he knows anything about (Carter’s) test results. Edward’s doctor is dismissive of Carter and only replies, “Uh, I don’t know your charts…I’ll tell the nurse to get your doctor.”  Carter and Edward talk briefly again, mostly about the chemo Carter had to take and the side effects Edward will experience. Later in the day, Thomas returns with a gourmet meal of fish, cheeses, and fruits. Edward starts stuffing his face with the delicacies and Thomas clears his throat and nods towards Carter. With food still in his mouth, Edward asks Carter if he would like some gourmet food. “No thanks, but you’re very kind,” says Carter, “I don’t think you’ll be wanting to eat that kind of food either.”  Edward thinks Carter is a fool for passing up such fine cuisine…until the chemo reaction hits him. Edward immediately jumps out of the bed and runs to the bathroom to throw up.

The next few scenes show Edward in agony from the chemo, and in turn, Carter in agony from his experimental treatment. Time passes; finally both men seem to be better. Carter is watching Jeopardy on the TV and answering every “question” correctly. This is starting to annoy Edward and Carter turns the volume down a little. Edward’s doctor comes in to give Edward the results of his treatment. The news isn’t good. Edward has at most, 6 months to live. Thomas comes in later and asks Edward how he wants his funeral planned. Edward grins and says “Treat it as if it were your own.” Carter is hopeful that his prognosis will find him cured. He starts writing on a yellow piece of paper…it is his “Bucket List”. The narrator’s voice of Carter is heard again talking about a poll was taken asking people “if they knew the exact moment they were to die, would they want to know?” The overwhelming majority said “No.” Carter as narrator always thought of himself being with the minority of those who would want to know when they were going to die…that is until he actually got the news of his prognosis. (While the narration is occurring, the doctor tells Carter that he has, at the most 1 year to live.) Carter crumples up the paper and throws it on the floor.

While Carter is asleep, Edward sees the crumpled up paper and picks it up. Carter wakes up to see Edward reading his list. “Give that back! It’s not yours!” Carter demands. “Well, I did find it on the floor” Edward replies. Edward asks Carter what the list is for and Carter explains that a college professor had once instructed him to make a list of all the things he wanted to accomplish before he died. Of course he listed all the fanciful musings of a young man. Now that he was older, the list was much more simplified. Edward starts making fun of some of the things listed, such as “Witness something miraculous” and “Kiss a beautiful girl”. Edward starts adding “better” wishes to the list, although he does admit that “To drive a Mustang” was pretty good.

Carter had known that Edward was a wealthy man, but apparently never gave it much thought until Carter insisted that the both of them should actually do the things on the list. Edward starts getting excited about having fun again and convinces Carter to do the same because “lets face it, we don’t have much time left.” Carter’s wife is strongly opposed to Edward’s idea. She wants Carter to spend his last moments with her and their family, but Carter goes anyway.

The next scene shows both guys preparing to skydive. Thomas has coordinated everything the guys need to accomplish the list. Edward says something to Thomas, but calls him Tommy instead. Since Carter is accompanying Edward and him, he asks if Thomas prefers to be called by “Thomas” or “Tommy.” To which Thomas replies that his given name is actually Matthew, but Edward thought it sounded “too biblical” so Edward started calling him Thomas. Once up in the plane Carter thinks this was an insane idea, but once they jumped out of the plane, it was clear he was having a great time. The next thing they do on the list race cars. Carter is admiring the red Mustang before him while Edward is standing next to a yellow Barracuda? “Are you gonna date that car or are ya gonna drive it?” Edward asks. “I’m just getting to know her” Carter answers.  They both get in their cars and start revving the engines. Then they’re off down the race track.  Edward taunts Carter by saying he drives too slow. Carter just smiles, runs into the side of Edward’s car, and takes off. Edward is surprised; he didn’t know Carter would do that. The race is on. Around the next turn, Carter sees a dirt ramp off to the side and decides to run the car off it, cutting Edward off again. The guys then head for the track exit, breaking through the cross-arm barricade. Edward’s car ends up stalling and Carter wins the race.

I’m not sure if the next scene is in chronological order or not, but both guys go to Africa to hunt big cats. Carter isn’t keen on that idea, and Edward compromises by discharging a couple rounds into the air from his gun. The narration comes on again and says “actually after Edward fell on his rump on the first shot, he decided it was good enough.”

The next scene shows both men sitting atop the ruins of a pyramid in Egypt. Before them is another pyramid, still in tact. As far as the eye can see is serene desert beauty. Edward and Carter take a moment to really talk.  It is discovered that even though Edward is a corporate billionaire, was married a few times; he has a daughter named Emily. Carter inquires further and Edward explains that after the divorce, he tried to stay in contact, but eventually it didn’t work. He later found out that Emily had met this man who was an environmentalist type, real nice guy, but Edward had misgivings about her marrying this guy. Edward says the first time Emily’s husband hit her, she called Edward. Edward offered help to get away from the guy, but she refused. The second time her husband hit her, Edward called a guy, who knows a guy, who can get things done, to take care of the matter. Carter gasps, but Edward quickly explains that he didn’t order the husband to be killed, just ran off.  Edward says that whatever happened, the husband left and never came back, nor ever contacted Emily again. Unfortunately, because of Edwards best intentions, Emily disowned her father. That is why Edward never mentioned her before.  To break the intensity of the moment, Edward asks, “Now, how do we get down off this damn pyramid?”

I’m not sure if this is in chronological order, but the next scene shows Carter and Thomas on a private jet. Edward’s seat is empty, but it is soon apparent what is happening. A pretty lady flight attendant leaves the lavatory buttoning up her dress shirt. Carter pretends he is asleep as she passes by. A few seconds later, Edward leaves the lavatory and quietly goes back to his seat, so as not to disturb a “sleeping” Carter. Carter opens his eyes and just looks over to Edward. Edward just smiles and shrugs his shoulders. Both guys make a brief stop in the Mediterranean? at a luxury restaurant and hotel.  It is at the restaurant that Edward admits “of all the times I’ve ever been here, this the first time I’ve brought a guy!” They both chuckle. At some point in the dinner conversation, Carter informs Edward that the fancy gourmet coffee Edward likes to drink is actually ingested by a jungle cat, pooped out, and then harvested as the gourmet bean is he accustomed to. It’s true. They both start laughing so hard that Carter has to excuse himself to the restroom. Edward starts to worry and finds Carter in the restroom cleaning blood from the front of his dress shirt. Edward is alarmed, but Carter says it’s okay, his catheter just popped loose, that’s all. All Carter needs is a nice hot bath, and he’ll be right again. While Carter is enjoying his bubble bath and watching Jeopardy (much to his delight), Edward gets a phone call from Carter’s wife. She is distraught, and she just wants Edward to give her husband back. Edward goes into the bathroom to casually convince Carter to cut the trip short, but Carter knows better and tells Edward to tell his wife he’s not ready to come home yet.

The next scene is at the Himalayas, because Carter says “here they can see something truly majestic” The intent is to climb to the very top of the mountain, but the weather so bad, that the guys are stuck waiting at the base to see if the conditions will improve.  Thomas is calling on his satellite phone to try to get results, but unfortunately it’s just the wrong season. He informs the guys that the weather is expected to clear up…next spring. Of course Edward and Carter don’t have enough time to live until next spring.  It is decided that they should push on to their next destination…Hong Kong.

While sitting at an upscale bar, Edward informs Carter that the black walnut ice cream in Hong Kong is exquisite. I don’t remember where Edward is, but Carter is found at the upscale bar sitting alone. A beautiful woman with a British accent sits beside him and they start chatting. It appears that they are both on the same intellectual level.  Despite the big difference in age, she asks him if she might kiss him and perhaps enjoy her company upstairs in her room. He is flattered, but politely refuses, indicating he is happily married to another beautiful woman. She says that his wife is a very lucky woman, to which Carter replies “I’m the lucky one.” After the encounter with the beautiful woman, Carter tells Edward it’s time to go home. Carter suspected that Edward arranged for the woman to proposition him and says he’s not surprised by Edward’s efforts. Edward says he’s not surprised Carter turned her down?

Cut to a night scene where Thomas is driving both men home. Edward wants to know why Thomas isn’t taking the usual route. Thomas says that route was blocked due to an apparent wreck. All too soon Edward realizes that the house they’re stopping in front of is Emily’s.  Edward is furious at Thomas. Carter says it was his idea. Edward is so mad that he drives off with the car, leaving Thomas and Carter standing on the curb.  Thomas is used to Edward’s behavior and calmly calls a cab to send Carter home.

The taxi drops Carter off in front of his house. Carter goes to open the front door, but hesitates. He rings the doorbell, instead. His wife opens the door; he’s come home to her. The next scene shows Carter enjoying a wonderful meal with his wife, children, and grandchildren. An opposite scene shows Edward all alone in his condo, trying to fix himself a prepackaged meal that he can’t quite seem to open. Cut back the scene with Carter’s household. He and his wife are alone in their bedroom. She tells him that even though he left, she’s grateful to Edward because Carter left somewhat a stranger to her and came back to her a husband. At that point, she smiles and says she’s got a surprise for him. She steps into the bathroom to change clothes. Carter sits first on the edge of the bed, then in a chair on the other side of the room. He tells her he hasn’t been this nervous since their wedding night. She laughs and steps back into the bedroom in her lingerie only to find him on the floor convulsing. Carter is taken to the hospital, but dies.

In the meantime, Edward had decided to make amends with Emily. He also discovers Emily has a young daughter of her own. As Edward realizes the gravity of the reunion, he kisses his granddaughter and gets to cross off “to kiss the most beautiful woman in the world” of the Bucket List. Edward finishes the list by climbing mountain the mountain from earlier. The narrator’s voice comes on again and the person in the yellow snowsuit is shown again. The narrator explains that Edward Cole died climbing the mountain, carrying the ashes of his friend Carter Chamber. It is here at the summit, under a pile of stone slabs, where you’ll find an old Chock Full O’ Nuts tin containing the ashes of Carter and right next to him in another Chock Full O’ Nuts tin is his friend Edward. The person in the yellow snowsuit places the second tin next to the first one and covers everything back up. The figure stands up and pulls the suit hood back to reveal Thomas. The narrator concludes by saying “Edward wouldn’t mind that he was buried on top of a mountain…mainly because it was against the law.”

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Right before making love to his wife Carter (Morgan Freeman) begins convulsing on the floor. His wife walks from the bathroom in her lingerie to find him. He is taken to the hospital but dies.

Edward (Jack Nicholson) decides to finish the list in his o

wn way. One of the things he does is reunite himself with his daughter and meet his granddaughter. Edward dies climbing up the mountain that both men wanted to climb earlier but couldn't because of weather conditions.

Edward's ashes are buried at the peak in an old coffee can beside Carter's ashes on the peak. They lie underneath a tiny rock structure to keep them in place.