|Cher||Elsa Morganthal Strauss-Armistan|
|Joan Plowright||Mary Wallace|
|Maggie Smith||Lady Hester Random|
|Charlie Lucas||Luca (child)|
|Paolo Seganti||Vittorio Fanfanni|
|Paul Checquer||Wilfred Random, aka Miss Lucy|
|Tessa Pritchard||Connie Raynor|
In 1930s fascist Italy, adolescent Luca just lost his mother. His father, a callous businessman, sends him to be taken care of by British expatriate Mary Wallace . Mary and her cultured friends -- including artist Arabella, young widow Elsa and archaeologist Georgie -- keep a watchful eye over the boy. But the women's cultivated lives take a dramatic turn when Allied forces declare war on Mussolini.