It is June 1940, during the Battle of France. After five-year-old Paulette's parents and pet dog die in a German air attack on a column of refugees fleeing Paris, the traumatized child meets 10-year-old Michel Dollé, whose peasant family takes her in. She quickly becomes attached to Michel. The two attempt to cope with the death and destruction that surrounds them by secretly building a small cemetery among the ruins of an abandoned watermill.