1861: In the duchy of Bergamo, the Countess Angelina (Betty Grable) is taken hostage in her own castle on the evening of her wedding. Her husband flees, and Angelina is left to defend herself against the invading Colonel Teglash (Douglas Fairbanks, Jr.). 300 years earlier, Angelina’s ancestor, Francesca (also Betty Grable), had faced just the same situation. When Teglash sees a portrait of Francesca – a beautiful lady dressed in ermine, with an uncanny resemblance to her descendant – he is so struck by her beauty, that he finds it hard to harm Angelina. In dreams, Francesca comes to both Angelina and Teglash. She advises Angelina to pretend to fall in love with the colonel – and then kill him. Teglash dreams that Francesca and Angelina forgive him and fall in love with him. But whose dream will come true?