- Hogan and a German singer try and stop the arrest of local Allied agents.
- Hogan, once again, is in town. This time to meet with the beautiful, charming and talented Lily Frankel, who is an undercover agent working as a singer performing at a popular night club. She informs him that a traitorous agent is soon to pass information to Major Hochstetter, listing the names of the entire underground organization including the Heroes. The meeting is to happen at this location, but no other details are currently known. An update will come as soon as available. Soon, Colonel Klink appears and as Hogan prepares to make a hasty retreat, Lily informs him that Klink has been painfully wooing her for several days. Back at camp, the Heroes begin setting up a scheme to escape the Stalag and simultaneously eradicate all evidence of their activities. However, when the Major shows up at the Stalag, Hogan manages to convince him that he and Klink should vie for Lily's affection. Now a new plot is hatched that should save the Heroes organization.—Harry Tumilson
- At the start, Colonel Hogan is in a bar wearing civilian clothes getting a drink and watching singer Lily Frankel singing 'Falling In Love Again' on a stage. After she finishes, she comes and talks with Hogan. She has a message from the Underground: the Gestapo is getting a list of names of Underground agents, including Hogan and his men. Hogan kisses Lily and they sit down at a table in the back of the room. A double agent is giving the list to Major Hochstetter. Just then, Colonel Klink comes into the bar; Lily sees him, and says that he has been making a play for her every night. Hogan sees him, and hurriedly leaves. Klink sees Lily sitting at a table, and comes behind her, putting his hands over her eyes and asking her 'Guess Who?' Lily gives a response that does not flatter Klink.
Later, Hogan is in the compound talking to the men, with Kinchloe, Carter, Newkirk, and LeBeau washing and hanging their laundry on a clothes line. Hogan tells them that the Gestapo will be getting their names from a traitor. Schultz then comes over and tells them that the men from barracks 2 will have to double-up with the men from barracks 5, as there are some new prisoners coming in. Hogan wants to talk to Klink about it; Schultz says that Klink is still asleep at 1100. Hogan goes to Klink's quarters to talk with Klink about it. Major Hochstetter comes in and asks what is going on. He asks if the prisoners have been moved from barracks 2. After some brief bantering, Hogan tells Hochstetter about Klink and Lily Frankel, a dancer in town. Hochstetter has some questions for Klink about Lily. Klink says that they have a meeting with Lily at 700 tonight. Hochstetter leaves saying 'Heil Lily, I mean Hitler'. Klink tells Hogan he forgets who he is attractive to women.
Hogan makes plans with Kinch and LeBeau about evacuating the camp, who is going out where. Carter and Newkirk come up from the tunnel with dynamite and timers. Hogan tells them to set the timers. LeBeau sees Schultz coming to the barracks; Newkirk quickly stashes some dynamite in the stove, as that is the last place anybody would look for dynamite. Schultz comes into the barracks and gives Hogan a cigar, saying he got them from Klink's stash while Klink and Hochstetter are in town dancing with Lily. They talk about Klink and Lily for a bit. Schultz lights a cigar and tries to put the match in the stove, but Hogan stops him with an excuse that LeBeau is making icebox cookies. Hogan asks Schultz that if Klink is in town dancing with Lily, who is minding the store? Schultz says the SS is here, and have taken over from the guards. Hogan and the men look out the window and see SS men at the gate and in the guard towers. After Schultz leaves, Hogan cancels the escape plan; Carter says that it is Klink's fault. They discuss what to do next.
Hogan goes to Klink's office, kisses Hilda, and asks if Klink is in. They hear Klink singing a happy song in his office. Hogan goes in, and sees Klink spiffing up the office. He asks Klink why he is so happy. Klink tells him that Lily danced every dance with him all night while Hochstetter was just sitting there 'with sauerbrauten all over his face'. Klink says that Hochstetter can't dance; the Gestapo are good at goosestepping but not dancing. Klink offers Hogan cigars, and Hogan takes one. Hogan asks Klink if he has another date with Lily tonight; Klink says yes.
Later, Hogan and LeBeau come out of the tunnel under the doghouse; in order to get out, they need to tell the dog Heidi to leave. Hogan sneaks out of the dog pen and quietly goes into the back of Schnitzer's dog truck. Hogan then goes to Lily's dressing room and asks her about the double agent. She says that he is to give the list to Hochstetter; the agent has not met Hochstetter, and is expecting Lily to point him out to him. Hogan tells Lily to make a date with Hochstetter and break the date with Klink. She says the choice is between a man who can't dance (Klink), and one who will never learn to dance (Hochstetter). Hogan says that while Hochstetter is taking dancing lessons, Hogan will meet the agent, pretending to be Hochstetter. While this conversation is going on, Lily is changing behind a screen. Lily comes out from behind the screen and then finds a blond hair on Hogan and gets jealous, thinking it is from another woman. Hogan says that the hair is from Heidi; Lily gets sort of mad. Hogan describes Heidi as having a cute note and great legs, all 4 of them. After a few words, Hogan then tells her that Heidi is a dog. Lily then kisses stops being mad and kisses Hogan.
Klink and Hochstetter are out on inspection in the compound, and Hogan comes up asking to borrow Klink's phonograph. He says that 'Madame Lagrange' is giving dance lessons in the barracks, and needs to play records. He then says that LeBeau is 'Madame Lagrange', the famous dance instructor. Hogan and Klink leave Hochstetter; Hochstetter tells a Gestapo guard to have LeBeau arrested and taken to the cooler. Shortly later, Hochstetter goes to the cooler with the phonograph, and asks LeBeau to give him dance lessons. LeBeau refuses, citing the Geneva Convention. Hochstetter gives LeBeau a choice of waltz, foxtrot, or shot as an escaping prisoner. LeBeau says 'foxtrot'. Hogan goes to Klink, saying that Hochstetter has arrested LeBeau. Klink says that Lily broke a date with him for Hochstetter. Hogan then complains to Klink about the SS guards, and convinces Klink to call General Burkhalter.
Burkhalter arrives at STALAG 13, sees the Gestapo guards, and asks Klink why the SS guards are there. He tells Klink to replace the Gestapo guards with his own men. Hogan then tells Burkhalter that Hochstetter has not released LeBeau, who is in the cooler for questioning. Hochstetter is seen getting dance lessons from LeBeau, where Hochstetter is continually stepping on LeBeau's feet. Burkhalter, Klink, and Hogan come in and see them dancing. Burkhalter asks to cut in, and Hochstetter is startled. Burkhalter asks what is going on; after a brief conversation, he has Hochstetter arrested and LeBeau released. As Hochstetthe is being taken away, Hogan tells Klink that Hochstetter looked pretty good dancing. A little later, Klink is sees dictating a report to Hilda, giving details of the arrest and the dancing. The best charge they can come up with is 'dancing with an officer'. Burkhalter tells Klink to provide more details. 'Meloncholy Baby' was the song they were dancing to. Burkhalter at first thinks that LeBeau was leading, but Klink said that Hochstetter had his hand on LeBeau's hip, so Hochstetter was leading. After Klink has finished dictating the report, he starts to leave and tells Burkhalter that he has an engagement in town with a fraulein. Burkhalter convinces Klink to have a chess game with him instead by asking him if he would rather have a date with a fraulein, or a chess game with a general who can transfer him to the Russian front. Klink pulls out a chess set and offers Burkhalter the white pieces.
At the end, Hogan is in the bar with Lily, sitting at a table from where they can see the front door. The traitor agent comes in and comes to the table where Lily and Hogan are sitting; he asks for Major Hochstetter. Lily says nothing, and nods her head pointing to Hogan. Hogan tells the agent that he has arranged for the Gestapo to protect him. The agent hands Hogan the list while shaking hands, and leaves. Hogan puts the list away without looking at it. Hogan asks Lily for a dance; Hogan and Lily then go to the dance floor. Lily then tells Hogan that this will be her last dance, as she is leaving for London in an hour. Lily tells Hogan that he dances beautifully. Hogan tells her that he has taken six lessons from 'Madame LaGrange'.
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