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 Early in WWII, Parisienne socialite Michele de la Becque, self-admittedly spoiled and selfish, sees the war merely as a nuisance on her life, such as the House of Montanot, the couturier where she has her clothes made, unable to obtain the fabrics she wants in a timely fashion, but arguably more importantly that her fiancé, industrialist Robert Cortot, is too busy assisting the French war effort to be by her side. But as the war progresses, the Nazis invade Holland, Belgium and France, and as such the war has a more profound direct effect on her life, Michele views the war differently, she taking a more political viewpoint in abhorring the French who assist the Nazis solely for their own benefit regardless of the harm to France. So she is shocked to learn that Robert has become a Nazi collaborator seemingly to protect his own social and financial standing. Increasingly trying to distance herself from Robert, Michele firstly has to find a way to survive either without her former wealth or without Roberts support. Her life takes a drastic change when she meets downed RAF bomber pilot, American Pat Talbot, who is hiding from the Nazis as he tries to make his way back to England. Michele secretly assisting Pat, as he starts to fall for her, is at a risk to her life, something she has never faced before but is willing to risk in her newfound love of France as that symbol of resistance against the Nazi oppression.
Frenchwoman Michele de la Becque, an opponent of the Nazis in German-occupied Paris, hides a downed American flyer, Pat Talbot, and attempts to get him safely out of the country.
 
		 Joan Crawford 
 Michele de la Becque
 
		 John Wayne 
 Pat Talbot
 
		 Philip Dorn 
 Robert Cortot
 
		 Reginald Owen 
 Schultz
 
		 Albert Bassermann 
 General Hugo Schroeder
 
		 John Carradine 
 Ulrich Windler
 
		 Ann Ayars 
 Juliette
 
		 J. Edward Bromberg 
 Durand
 
		 Moroni Olsen 
 Paul Grebeau
 
		 Henry Daniell 
 Emile Fleuron
 
		 Howard Da Silva 
 Anton Stregel
 
		 Charles Arnt 
 Honoré
 
		 Morris Ankrum 
 Martin
 
		 Edith Evanson 
 Genevieve
 
		 Ernst Deutsch 
 Captain
 
		 Margaret Laurence 
 Clothilde
 
		 Odette Myrtil 
 Mme. Montanot
 
		 Peter Whitney 
 Soldier
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