 Oberst von Waldheim wants to bring modern paintings, the ones the Nazis called "degenerated", out of Paris before the Allied Forces liberate Paris. He is able to persuade his bosses to give him the train. Labiche, a French railway official is asked by the management of the museum to stop this train, but he is not willing to risk the life of his people for art. But when his old friend Boule is shot by the Germans accusing him for sabotage on the engine he starts to work against the Germans, and tries to delay the departure of the train until the Allied are arriving.