During the German occupation of Paris in 1944, a German colonel (Scofield) is ordered to ransack the city of its art treasures and put them on a train bound for Germany. Word gets to the French Resistance who then persuade the train inspector (Lancaster) to sabotage the train. A battle of wills ensues between Scofield and Lancaster as each becomes increasingly obsessed in outwitting the other--though the cost to all turns out to be as irreplaceable as the art itself. Filmed on location in France. Frankenheimer used real locomotives, rather than models, throughout the film, even in the spectacular crash sequences.