A man and a woman meet by accident on a Sunday evening at their childrens' boarding school. Slowly they reveal themselves to each other, finding that each is a widow/widower. Each is slow to reveal anything personal so that each revelation is hidden by a misperception. They become friends, then close friends, and then she reveals that she can't have a lover because, for her, her husband's memory is still too strong. Much of the film is told wordlessly in action, or through hearing one of their thoughts as they go about their day.

Ilva runs her stepfather's Eden Palace cinema in wartime Paris against a background of Resistance activities, the frequent sight of less fortunate Parisians being shipped east in cattle-trains and, later, the impact of the D-Day landings. Over time a number of other lives intersect with hers, including a German officer and then two American servicemen. A post-war shooting comes to dominate her story along, perhaps surprisingly, with cinema itself.