Fleeing the Nazi invasion of Paris, a young mother (Emmanuelle Beart) reluctantly throws in her lot with a 17-year-old illiterate (Gaspard Ulliel), who escorts her and her two children through the woods and finds them shelter in an abandoned manor. The older child (Gregoire Leprince-Ringuet) takes a shine to their protector, but the feral teen is more interested in seducing the boy's mother. French director Andre Techine (Alice and Martin) powerfully re-creates the mass exodus from the city and draws a fine performance from Beart as a woman struggling to shield her children from her own fear and confusion. Unfortunately the last act goes off the rails, as plot mechanics overwhelm the fine characterization. In French with subtitles. 95 min.