When the Nazis occupy Paris, Jewish theater owner Lucas Steiner (Heinz Bennent) goes into hiding in the cellar, ceding control of the theater to his gentile wife, Marion (Catherine Deneuve). She mounts a new play, and gives a break to upstart actor Bernard Granger (Gérard Depardieu) by casting him in the lead. The two soon develop feelings for one another, and she is torn between the two men. Things grow ever more complicated when Marion discovers that Bernard is harboring a secret of his own.