Zeffirelli's alter ego is Luca (Charlie Lucas in youth; Baird Wallace as a teenager), who is raised in Florence by Mary (Joan Plowright), the middle-aged secretary of his absentee father. Luca lives among a loose band of British and American women, nicknamed "Il Scorpioni" for their stinging wit in the shadows of Mussolini's thuggish dictatorship. Along with Mary there's Hester (Maggie Smith), a crusty ambassador's widow; Arabella (Judi Dench), a lively bohemian; lesbian archaeologist Georgie (Lily Tomlin); and Elsa (Cher), a flamboyant American who quietly finances Luca's education.

Il Scorpioni witness the rise of fascism and the dangers of resistance, weathering dictatorial custody and (in Elsa's case) falling prey to heartbreaking betrayal. But Tea with Mussolini carries little dramatic weight; you have to forgive its unfocused structure to appreciate its merits. Zeffirelli gently conveys the passage from pleasantry to wartime, and he's drawn uniformly fine performances from this seasoned cast. If the film is vaguely unsatisfying, it's only because it had the makings of greatness and settles instead for an ethereal quality of anecdotal enchantment. --Jeff Shannon