A young Jewish girl is hiding from the Nazi's during the second world war in The Netherlands. After her hiding place is literally blown, she escapes with her rescuer, a young sailer. Thesame night, as she is hiding with the sailer, she is warned by the dutch resistance that their hiding place is located by the Germans and they're on their way. They run the next day with this man to cross over to liberated areas. That night the boat sails onto a trap of the Germans and they kill every person on it. Rachel escapes and joins the resistance. Under the false name Ellis de Vries she meets a SS-official Ludwig Muntze on a train smuggling weapons. After the son of the resistance leader is captured the meeting comes in handy. She goes to the head quarters to meet him again and gain his trust. He soons falls for her and joins his office as a spy. But when someone within the resistance betrays her she is now seen as the bad guy from both sides. All that's left to do is run with the man she learned to love and find a way to prove her innocence by finding the real betrayer.