Mismatched travellers are stranded overnight at a lonely rural railway station. They soon learn of local superstition about a phantom train which is said to travel these parts at dead of night, carrying ghosts from a long-ago train wreck in the area. The travelers eventually get to the bottom of the things that go bump in the night.

Auguste is an aging prostitute who falls in love with Felix, a younger student. While Felix has strayed away from his parents, Auguste starts taking care of him and spends her life savings into a cake shop to move further away from prostitution, but trouble comes when another woman enters the picture.