While Lady Christabel Beauclark, a bird fancier, is scurrying about demanding certain territorial rights for British birds from other countries, Her Ladyship's niece is falling in love with the family butler, Tom Gilbey. The birds are forgotten when war breaks out, and Gilbey now finds himself in love with the niece whose love was previously unrequited. Written by Les Adams

Michael Wilding
as Tom Gilbey

Penelope Dudley-Ward
as Joan Heseltine

Lilli Palmer
as Brigid Knudsen

Claude Dauphin
as François de Freycinet

Albert Lieven
as Felix Dembowski

Peggy Cummins
as Bobbie Heseltine

Margaret Rutherford
as Lady Christabel Beauclerk

Martin Miller
as Schmidt

Paul Demel
as M. Saladoff

Beryl Measor
as Miss Faljambe