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| Elizabeth Taylor | Frances Andros |
| Richard Burton | Paul Andros |
| Louis Jourdan | Marc Champselle |
| Elsa Martinelli | Gloria Gritti |
| Margaret Rutherford | The Duchess of Brighton |
| Maggie Smith | Miss Mead |
| Rod Taylor | Les Mangrum |
| Orson Welles | Max Buda |
| Linda Christian | Miriam Marshall |
| Dennis Price | Cmdr. Millbank |
Inclement weather has delayed a flight from London's Heathrow Airport to New York City. A cross-section of elite passengers waits to board the plane as they experience various life crises. Among them: Frances, a woman fleeing a loveless marriage to her millionaire husband, Paul; a duchess who has fallen on hard times; and Gloria, an aspiring actress accompanied by her money-grubbing producer, Max .
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