This psychological drama is set aboard a submarine carrying Nazi officials fleeing their country just before the end of World War II. They are trying to get to South America, but along the way they meet with many obstacles including a bout with a destroyer where they are depth-charged. When the count's wife, Marly, (she is also the on-board general's mistress) is wounded the sub lands in France where the Germans snatch a doctor. The doctor knows his life is in danger. To combat the self-exiles he begins manipulating their emotions, getting them to feel despair, defeat, and helping them realize that all their actions are hopeless.