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Michael Rostof, a young officer serving in the Tsar's army in pre-1914 St. Petersburg, strikes up a deep emotional bond with Nina Petrovna. Only later does he discover she is the kept mistress of the influential Colonel Beranoff. She chooses to give up the luxurious existence that Beranoff offers her, in order to live with the much poorer Rostof. Although they can not even pay their electricity bills on time they are both incredibly happy.

Beranoff is enraged by his lover's decision to spurn him and he plots his revenge. One night in the officer's mess he traps Rostof into cheating at cards. When Rostof is confronted, he resolves to take the honourable way out. When Petrovna is informed, in order to save her lover's career and life, she agrees to abandon Rostof and go back to Beranoff. The Colonel in turn agrees to destroy the incriminating evidence. To hide the real reason from him, Petrovna pretends to abandon Rostof because he cannot afford to supply her with expensive clothes and jewels. Rostof is left heartbroken, while Petrovna is secretly anguished.

At the end of the film, as his regiment rides out of St. Petersburg, Rostof symbolically ignores a rose thrown to him from her balcony by Petrovna. Shortly afterwards when Beranoff arrives to call on Petrovna in expectation of resuming their relationship, he discovers she has killed herself.