
            An American mortician, John Miller (Bale), arrives in Nanjing in order to bury the foreign head priest of a convent for Catholic girls, just after the city was bombed and invaded by the Japanese forces. A short time after his arrival at the convent, a group of flamboyant prostitutes from the local red-light district find their way to the compound looking for shelter, as foreigners and foreign institutions seem to be left alone by the marauding Japanese soldiers. While the prostitutes hide out in the cellar, Miller struggles with and finally gives in to his feelings of responsibility to protect the teenage schoolgirls, and poses as the convent's priest when the compound is repeatedly visited by Japanese soldiers looking for girls to rape. With the help of Chinese collaborator Mr. Meng (Kefan), who is the father of one of the girls, he starts to repair the convent's truck in case there should be an opportunity to bring the girls out of Nanjing.Japanese Colonel Hasegawa (Watabe) finally promises to protect the convent by placing guards in front of the gate, and requests that the girls sing a choral for him. After the performance, he hands Miller an official invitation for the girls to sing at the Japanese Army's victory celebration. Fearing for their safety (especially since the guards' main concern seems to be not letting any of the girls leave the compound), Miller declines. Hasegawa informs him that it is not a request, but an order and that the girls are going to be picked up the next day. Before they leave, the Japanese soldiers count the girls and erroneously include one of the prostitutes (who has strayed from the cellar looking for her cat), totalling 13.Induced by their de-facto leader Yu Mo (Ni), the prostitutes decide to protect the girls by meeting the Japanese on their behalf. As they are only twelve, the former convent priest's adopted son volunteers as well. Miller initially opposes their self-sacrificing decision, but ultimately assists in disguising them, using his skills as a mortician.The next day, the 13 are led away by the unsuspecting Japanese soldiers. After they have left, Miller hides the convent girls on the truck he repaired. Using a single-person permit Mr. Meng was able to obtain, he drives out of the town. In the last scene, the truck is seen driving on a deserted highway in Western direction, away from the advancing Japanese army, towards safety.
    

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