The film opens with the prologue: July 1941—five months before Pearl Harbor, but already the coming events were casting their shadows before.

At sea, Tom Adams orders two Japanese men into his speedboat after seeing them climbing into a rowboat from an English ship.

Nancy gets a job at the local laundry, and rents a room in Maria Barton's boarding house, whose tenants are the wives of the prison inmates.

When Tom learns about the bombing of Pearl Harbor, he asks for a chance to defend his country and petitions to be paroled into military service.

Meanwhile, Winnie has secured a blueprint of the prison and plans to hide the convicts in bales, which would then be loaded onto a boat for delivery.

Actor Jon Hall was originally set to star as the male lead and Jean Arthur was considered as his female co-star in the film.

Columbia Pictures negotiated with actors Alan Marshal and Phillip Terry to play the male lead in the movie.