After the death of her father, Lily (Marlene Dietrich) travels to Berlin to stay with her aunt, Frau Rasmussen (Alison Skipworth), and becomes acquainted with sculptor Richard Waldow (Brian Aherne) while working in her aunt's bookstore. He asks her to be his model, and despite her initial reluctance, she agrees to pose nude. They soon fall in love, but Richard's fear of commitment stands in the way of a relationship, so he decides to set her up with a baron -- with unexpected consequences.
Director: Rouben Mamoulian
Producer: Rouben Mamoulian
Cast: Marlene Dietrich, Brian Aherne, Lionel Atwill, Alison Skipworth, Hardie Albright, Helen Freeman, Morgan Wallace, Wilson Benge, Hans Schumm, Richard Bennett and James Marcus