A fierce pirate, Barbarossa (John Payne) captures a Spanish ship with bravado. Discovering the beautiful Contessa Alida (Donna Reed) on board, Barbarossa falls for the elegant aristocrat, but she is to wed the sailor Jose Salcedo (Gerald Mohr). Although Alida is resistant to Barbarossa’s charms, she slowly warms up to him, particularly after she discovers that Salcedo isn’t the man that she thought he was. Naturally, Barbarossa proceeds to sort things out with a series of sword battles.