The kid losing his shirt is Luca (Baird Wallace, in his film debut), a teenage orphan that is, at first, an unwitting pawn in Elsa’s attempt to smuggle desperate Jews out of Italy - she tapes passports to the boy’s chest and tells him where to deliver them. And with the look and feel of the film, you almost expect Luca to bump into and run off with Dominique Sanda’s Micol from The Garden of the Finzi-Continis, the 1970 Best Foreign Film winner that shares an obviously similar subject with Mussolini. Or maybe see Roberto Benigni’s Guido (from fellow Oscar winner Life is Beautiful) crashing his bicycle into something. Or maybe even that dead guy from Il Postino.

Elsa’s tea-drinking clique (nicknamed The Scorpioni) is an odd one. There is fellow American Georgie (Lily Tomlin, Krippendorf’s Tribe), a lesbian archaeologist. There’s Mary (Joan Plowright, Dennis the Menace), the warm, grandmotherly woman that raised the orphan Luca, who is actually the son of the man she works for. There’s fragile and dippy Arabella (Judi Dench, Elizabeth), a dog-rescuing artist. But best of all, there’s Hester (Maggie Smith, Sister Act 2: Back in the Habit) the blissfully ignorant widow of the former British ambassador to Italy. She blindly trusts Mussolini’s personal assurances that no harm will come to her and her friends. Come on - who would trust somebody that looks like Mussolini? He looked like Brando in The Island of Dr. Moreau, for God’s sake.

Among the rich vocal tones of Dench, Smith and Plowright, Cher’s accent is, at first, like a slap in the face. Her character comes off as an arrogant loudmouth, and it’s no surprise that Hester finds her obnoxious, whorish and a disgrace. But truth be told, Cher is actually fantastic. She looks decades younger than her actual age (so would you if you shot poison into your face to stop the aging process) and invigorates every scene her Elsa is in. But even though Cher gets top billing (the filmmakers would have you believe that it’s because stars are listed in alphabetical order), her thunder is repeatedly stolen by Smith’s tight-laced Hester. Her character is oblivious enough to not notice the things happening around her, but also strong enough to berate her captors into both knocking before they enter a lady’s room and saying goodnight when they leave one.

Directed by Franco Zeffirelli (Jane Eyre), Mussolini was written by British novelist/playwright John Mortimer and is actually based loosely on Zeffirelli’s own life (as told in his autobiography). While not as heavy-handed as Finzi-Continis or as light as Life is Beautiful, it successfully blends elements of both, and the result is one terrific film.

1:56 - for adult language, brief nudity and some mild violence