A fun and charming film, but pretty forgettable. I watched it as the first part of a double feature (the second film being Mildred Pierce), and I hardly remember a thing about it. The story concerns the people of Flanders who have to deal with a Spanish invasion (the year is 1616). They are peaceful people and the Spanish are not. The mayor and other regents of the city are sure that there will be rape and bloodshed everywhere. Most of them want to flee. The mayor's wife and the other women don't like their husbands' cowardice. They try to think of a way to avoid violence. When the Spanish arrive, the men are mostly hiding and the mayor is playing dead. The women charm them. The Duke of the Spaniards is attracted to the mayor's wife. Meanwhile, there's a cute little love subplot between an artist and the mayor's daughter. Her father wants her to marry a man of higher class, but her mother perfectly loves the romantic artist. Through the film, she contrives a way for the two to get married without the mayor's approval. There are many better films to search out and watch, but if you think you've seen everything else, I guess this is okay to see. 7/10.