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Narcy, the mastermind of a black market operation run out of the Valhalla Undertakers in London, informs his confederates, Soapy, Bert, Curley, Aggy and Jim, that Clem Morgan, a former soldier, will join their organization. Later, Narcy meets Clem at a bar and is immediately attracted to Clem's girl friend, Ellen. The following day, when Clem arrives at Valhalla, he is stunned to find Ellen in Narcy's office. Then, when Clem discovers drugs mixed in a shipment of nylons, he tries to renege on his arrangement with Narcy, who explains that this was a one-time favor for another criminal. Privately, Clem tells Ellen that he intends to pull out after the next job. That night, Narcy, who distrusts Clem, frames him with Soapy's help, for the hit-and-run murder of a policeman, and Clem is sentenced to fifteen years in prison. Sometime later, Sally Connor, Narcy's former girl friend, visits Clem in prison and offers to help clear the charges against him. She admits that she has been replaced by Ellen and that Cora, Soapy's girl friend, told her about the way Narcy framed him. Clem suspects her motives, however, and refuses her help. At the music hall where she works as a chorus girl, Sally asks Cora to help her clear Clem, but Cora is too frightened of Narcy to go along with her plan. Later, Narcy learns that Sally visited Clem and beats her severely. Meanwhile, at the prison, Clem escapes. While trying to steal some clothes, Clem is wounded by a farmer with a gun. He then breaks into a nearby house and demands clothes from the woman who lives there. She allows Clem to bathe and shave, and then asks him to kill her drunkard husband in exchange. Clem returns the gun she had offered him and flees. She then kills her husband and blames the murder on Clem, whose fingerprints are on the gun. A hitchhiking Clem is picked up by a truck driver and when he hints that he knows Clem's identity, Clem knocks him out and steals the truck. Clem's escape had made Soapy nervous and Cora arranges a hideout for him. Back in London, Clem finds Sally's apartment and demands to know where Soapy is hiding. Slowly, Sally gains Clem's trust, and he allows her to remove the buckshot from his back. Clem starts to leave through the window, but discovers that the police are waiting in the alley. Narcy is also searching for Soapy. He and Jim suspect that Clem will try to contact Sally and go to her apartment to wait for him. There, they are met by Inspector Rockcliffe. After Narcy and Jim leave, Rockcliffe questions Sally. Seeing the buckshot she removed from Clem's back, he asks her where Clem has gone. Sally claims ignorance, and Rockcliffe takes her into protective custody. As they are leaving, Rockcliffe receives a message that a man resembling Clem has been arrested. Rockcliffe goes off without Sally, who is then kidnapped by Narcy and Jim. Later, some of Narcy's men find Cora and bring her to Narcy, who forces her to reveal Soapy's hiding place. In the meantime, Rockcliffe arrests Clem and reveals that he does not believe the woman's story about her husband. Then after suggesting that Clem act as bait to catch Narcy, Rockcliffe releases him. Narcy hears that Clem has escaped from the police, and forcing Sally to accompany him and his men, arranges an ambush for Clem at Valhalla. Clem evades their trap with Sally's help and then chases Narcy to the roof. During the ensuing struggle, Narcy falls and is mortally wounded. Although he is dying, Narcy refuses to clear Clem. Before the police take him away, Clem orders Sally to forget him. After Rockcliffe vows to get at the truth, Sally promises to wait for Clem.