Warsaw, Poland. The year is 1940 and Lillia is fifteen when her mother, Alenka, disappears and her father flees with Lillia and her younger sister, Naomi, to Shanghai, one of the few places that will accept Jews without visas. There they struggle to make a life; they have no money, there is little work, no decent place to live, a culture that doesn't understand them. And always the worry about Alenka. How will she find them? Is she still alive?

Meanwhile Lillia is growing up, trying to care for Naomi, whose development is frighteningly slow, in part from malnourishment. Lillia finds an outlet for her artistic talent by making puppets, remembering the happy days in Warsaw when her family was circus performers. She attends school sporadically, makes friends with Wei, a Chinese boy, and finds work as a performer at a gentlemen's club without her father's knowledge.

But meanwhile the conflict grows more intense as the Americans declare war and the Japanese force the Americans in Shanghai into camps. More bombing, more death. Can they survive, caught in the crossfire?