In Austria, German Ludwig Kern (Glenn Ford) is stripped of his passport and jailed for 40 days when he admits he is a Jew. Befriended by German political dissident Josef Steiner (Fredric March), the men travel to Czechoslovakia together upon their release. As the German army closes in on first Czechoslovakia, then Austria and ultimately France as war begins, Ludwig, Josef and fellow refugee Ruth Holland (Margaret Sullavan), without passports, desperately try to keep one step ahead of them.
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