Passengers ride the title locomotive in the midst of a Chinese Civil War, and speak in a hushed tone of Shanghai Lily, a woman who lives by her wits and off many of the male passengers. On board, she encounters her ex-fiance, an army surgeon who never got over his love for her and her seedy lifestyle. When a guerrilla leader takes the passengers hostage, Lily gives herself up to the rebel for her husband's life but now faces an even more difficult task of conveying her true affection for him. "Shanghai Express" is a finely directed and edited film that reunited director Josef von Sternberg with Marlene Dietrich, who dazzles in a sultry lead role in this surprisingly risque precode film. The audio in the print I watched was somewhat hard to hear, and the film itself is not immediately grabbing, but elements come together nicely in the end and the entire production is abetted by von Sternberg's direction and Dietrich's engaging performance.