A diverse group of women meet each afternoon for tea. There is Lady Hester Ransom (Maggie Smith), widow of the British Ambassador to Italy; Arabella (Judi Dench), a singer and artist; Georgie (Lily Tomlin), an eccentric American archaeologist; Elsa (Cher), also an American, and brash and reckless with it; and finally Mary (Joan Plowright), who has virtually adopted a young Italian boy named Luca. As the political climate shifts towards fascism, the ladies must face some inevitable changes, and Luca must face his own responsibilities.