the ladies moved from their barren quarters to an upper class hotel. Believing that Mussolini helped, Lady Hester is delighted, proudly brandishing the newspaper photo of her tea with Il Duce. As the war progresses, Jewish oppression increases and the Jewish Elsa – protected somewhat by her citizenship and wealth – gets a group of Italian Jews fake passports, enlisting Luca – who is enamored of her – to deliver them. However he becomes jealous when seeing she's involved with Italian lawyer Vittorio. When the U.S. enters the war in 1941, Elsa and Georgie are interned with the British women. Tricked by Vittorio, who embezzles her art collection and money, he plans to deliver her to the German Gestapo in a phony escape to Switzerland. Luca knows but tells no one out of jealous spite. Mary learns of it from Elsa's art dealer and scolds him. Luca's attitude changes and he gives his trust fund money to the Italian resistance movement, which Wilfred has joined. Elsa refuses to believe Vittorio's betrayal until Lady Hester, discovering what Elsa has done for all of them, repents and offers gratitude and help. Elsa's escape plan is hatched by Mary, Luca and Wilfred. Before leaving, she tells Luca she supported his young mother to go through with her pregnancy, so he could be there for her. In July 1944, as the British Army advances toward San Gimignano, Arabella defends her frescoes from demolition by German troops, heroically joined in the line of fire by Georgie and the English women, including Lady Hester. They are saved when the Germans retreat, leaving the women and the towers untouched. The city rejoices as the Scots Guards arrive, with Luca now serving as their Italian interpreter. The major has orders to evacuate the Scorpioni but Lady Hester refuses, resolved that they will resume their former lives in Italy. Mary is delighted to see that Luca – now in British uniform – has become the "English gentleman" his father wished him to be. Closing texts explain the mostly happy fates of the characters, concluding with the remark that Luca has become an artist and is the writer and director of the film. Cast Joan Plowright as Mary Wallace, a British expatriate who becomes a surrogate mother for Luca Maggie Smith as Lady Hester Random, widow of the former British ambassador to Italy Cher as Elsa Morganthal Strauss-Armistan, a wealthy