Invaders
- Colonel Lanser: the head of the occupying force; a World War I veteran.
- Captain Bentick: old, Anglophile; loves dogs, Christmas and "pink children". Is killed by Alex Morden in a fit of rage while trying to protect Captain Loft.
- Major Hunter: the engineer; has a model railroad at home.
- Captain Loft: young, ambitious; he lives and breathes the military.
- Lieutenant Prackle: apparently a good artist; had several blonde sisters.
- Lieutenant Tonder: a poet described as a "dark romantic", is killed by Molly Morden after flirting with her. Dreams of a romantic death in war.
- "the Leader": only referred to and never named; modeled on Adolf Hitler.
Townspeople
- George Corell: previously popular storekeeper, traitor, and spy. He aids the invaders; modeled on Vidkun Quisling.
- Mayor Orden: a man in his sixties, the long-time mayor of the town. He refuses to tell his people to cooperate with the invaders, knowing that they will not.
- Dr. Winter: the town doctor and an old friend and adviser of the mayor.
- Madame (Sarah): the mayor's wife; often fusses over his appearance.
- Joseph: the mayor's servant; frequently witnesses events in the mayor's house.
- Annie: the mayor's cook; active in the resistance, but not suspected because of her age.
- Alex Morden: kills Captain Bentick in a fit of rage with a pick-axe when he is ordered to work. Meant to attack Captain Loft but Captain Bentick saves Loft. First of the townspeople to be executed. Husband of Molly Morden.
- Molly Morden: his wife; leads on and kills Lt. Tonder after Alex's death.
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