A grief-stricken man who just lost his mother has a one night stand with a maid. What he doesn't know is that she's a virgin. He returns to his sad world of perfume business while she, unable to forget her first lover, follows him.

Late 17th Century: Anne de Grandcamp and Lucie de Fontenelle, two little girls from Normandy, arrive at the Saint-Cyr school founded by Madame de Maintenon for educating the daughters of impoverished nobles ruined in wars and making them into free women. Madame de Maintenon is the secret wife of Louis XIV, and empowered by his support, she offers "her" two hundred fifty girls a playful and avant-garde education. Anne and Lucie, two inseparable friends, allow themselves to be carried away by the promise of a bright future. But Maintenon has arrived at the pinnacle of power through scheming and debasing herself and she now fears the fires of hell. She is counting on her model school to atone for her past sins.

On the eve of World War II four Parisians cope with the impending invasion of their city by German forces. While the French government braces for impact, the intersected lives of a young writer, a vain movie star, a French politician and a young scientist are examined as they attempt to deal with war and evade German spies.