Kurt Mueller (Paul Lukas) is an engineer born in Germany, who had the insight in the early 1930's to begin fighting fascists in his own country, Spain, and all over Europe for the next seven years. As the film opens in 1940, he is bringing his family — his wife (Davis) and three children — to the United States for some rest. They plan to live with the wife's mother on her estate just outside of Washington, D.C.

Unfortunately, the stay at the estate does not bring the rest Kurt had hoped for. His widowed mother-in-law has two other houseguests - a lifelong friend of the family (Geraldine Page) and her husband (George Coulouris), a poor Romanian Count who happens to be a Nazi sympathizer and collaborator. With an anti-fascist freedom fighter and a would-be Nazi spy living in the same house, tension soon develops.

It is Paul Lukas who takes center stage in Watch on the Rhine, as a man who stays true to his convictions, no matter the cost. Bette Davis takes a back seat in a very restrained role as his wife.

In the film, she actually plays a woman older than her real age. The script describes Mrs. Mueller as being in her late 30s. Davis was only 34 when filming the movie. While this is not a huge age difference, Mr. Mueller is described in the script as being 40-45 years old at a time when Lukas was 52 and looked it. Davis is so youthful looking she could be mistaken for Lukas' daughter.

Watch on the Rhine is a mostly forgotten film. Hopefully its appearance on DVD will lead to the rediscovery of its core message: Be aware of what's going on around you and stand up for what you believe in.

The Watch on the Rhine DVD contains a very informative commentary from Professor Bernard F. Dick, biographer of both Lillian Hellman and Hal Wallis.

While the other films in the Bette Davis Collection - Volume Three collection don't hold the same importance in film history as Watch on the Rhine, they serve to show Miss Davis' versatility as an actress.

The Old Maid (1939) was made at one of the most successful times in Bette's career. She had major box office success with Dark Victory (1939) and her Oscar-winning performance in 1938's Jezebel. The Old Maid (1939), based on the Edith Wharton novel, is the story of two cousins in love with the same man, who fight over the custody of one cousin's illegitimate daughter.

Della Lovell Ralston (Miriam Hopkins) rejects a soldier, Lt. Clem Spender (George Brent), that her cousin, Charlotte Lovell (Bette Davis) has always loved. While comforting him before he goes off to fight in the Civil War, Charlotte gets pregnant. When Lt. Spender is killed, Charlotte opens an orphanage to hide the scandal of her pregnancy. Out of financial need, Charlotte asks Della for help, now a rich widow. Della adopts the child.