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In 1937 China, during the second Sino-Japanese war, a mortician, John (Christian Bale) arrives at a Catholic church in Nanjing to prepare a priest for burial. Upon arrival he finds himself the lone adult among a group of convent girl students and prostitutes from a nearby brothel. When he finds himself in the unwanted position of protector of both groups from the horrors of the invading Japanese army, he discovers the meaning of sacrifice and honor.