- A mysterious ghostly freighter rams and sinks a modern day cruise ship whose survivors climb aboard the freighter and discover that it is a World War II Nazi torture vessel.
- Survivors of a tragic shipping collision are rescued by a mysterious black ship which appears out of the fog. Little do they realize that the ship is actually a Nazi torture ship which has sailed the seas for years, luring unsuspecting sailors aboard and killing them off one by one.—Jonathon Dabell <J.D.@pixie.ntu.ac.uk>
- A mysterious black freighter steams at night, apparently deserted. Detecting a cruise ship close by, the ship alters course as ghostly voices shout in German, "Battle Stations! Enemy in sight!" The controls and wheel move my themselves.
Aboard the cruise ship, the prickly Captain Ashland (George Kennedy) is making his final voyage, attended by his replacement, Captain Trevor Marshall (Richard Crenna), who has brought along his family. Outside, the freighter heads right for them, blasting its horn, and despite Ashland's best efforts, collides with the cruise ship, sinking it.
The next morning, a handful of survivors, including Marshall, his wife Margaret (Sally Ann Howes), their children Robin and Ben, a young officer named Nick (Nick Mancuso), his love interest Lori (Victoria Burgoyne), the ship's stand up comic Jackie (Saul Rubinek), and a passenger, Mrs. Morgan (Kate Reid), are adrift on a large piece of wreckage. Ashland surfaces nearby, and is brought aboard barely conscious. Later, the survivors come upon the black freighter, unaware it is the ship which attacked them. Finding a boarding ladder slung from the stern, they climb aboard, but not before the ladder plunges into the sea as the officers try to climb it with the injured Ashland. When all are finally aboard, Jackie tries to rally the survivors with humor, but a cable seizes him by the ankle, and he is lifted and swung outboard by one of the ship's cranes, which lowers the thrashing comic into the water before cutting him loose, to be swept astern and lost.
Shocked, the survivors explore the corridors of the empty, echoing vessel, finding only cobwebs and 1930s memorabilia. Hatches open and close by themselves and lights go on and off while a swinging block knocks out Nick, who is exploring above deck.
Meanwhile, a delirious Ashland hears a disembodied voice speaking to him in German, telling him: "This ship has been waiting for you...It is your new ship....Your chance has come!" The others finally set up in a dusty bunk room, and break up to retrieve supplies and the injured Captain. Finding a record player and a movie projector that play by themselves, the survivors come to believe the ship is somehow alive. While watching the projected film (1936's "Everything Is Rhythm"), and eating a piece of hard candy from one of the ship's cupboards, Mrs. Morgan becomes grotesquely deformed and stumbles back to the bunk room, where a German-speaking Ashland strangles her.
Now awake, and apparently under the evil ship's influence, Ashland dons a German naval officer's uniform and announces he is the captain. Marshall and Nick make a horrific discovery: the ship was once a Nazi prison ship (known as a 'Hell Ship'), and the ghosts of its victims and crew are still aboard... apparently determined to kill them. They both decide to escape, but are thwarted when the ship's two lifeboats lower into the sea by themselves and drift away.
Despairing, the survivors try to get some rest but are further taunted by Ashland, who now prowls the ship's passages. Lori goes into shock when her shower water turns to blood, and she is tossed overboard by Ashland. Marshall and Nick are attacked by the piercing whine of the ship's electronics as the projector now shows films of Adolf Hitler. Nick lunges at Ashland, but instead plunges into a net holding skeletal remains, and Ashland drowns him. Marshall manages to stab a gloating Ashland, apparently killing him and stopping the ship.
Searching below, Marshall finds a life raft in a freezer full of the frozen bodies of downed airmen and sailors, but as the children are jumping overboard, Margaret is captured by a resurrected Ashland and is trapped in a chain locker. Marshall is knocked out by Ashland, but awakens in time to find Margaret, who has escaped from the locker. Captain Ashland attempts to shoot the escaping Marshall family with a German rifle, but the gun jams and he tosses it away.
Meanwhile, the ship detects another cruise liner and begins to give chase, ignoring Ashland, who wants it to run down the Marshalls' raft instead. Trying to re-take control of the ship, Ashland storms into the engine room, but is pushed into the steering gear and crushed. His agonized screams echo through the ship, joining those of its earlier victims. Above, the Marshalls rejoice as the freighter turns and steams away. After drifting for some time, they are spotted by a search helicopter and rescued.
In final shot, the 'Death Ship' is shown afterwards steaming along at full speed. The ghostly voices once again announcing "Enemy in sight!" in German. It heads for another passenger ship, and the sounds of the collision are accompanied by the triumphant blasting of its horn....
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