As the new commanding officer of a squadron of Marine pilots, Maj. Daniel Kirby (John Wayne), a stern and strict leader, cannot believe the lack of discipline exhibited by the soldiers. As the men resist Kirby’s harsh adherence to orders, Capt. Carl Griffin (Robert Ryan) leads their cause for a more relaxed environment. But by pushing his men beyond their limits, Kirby slowly transforms them into battle-ready warriors, forcing all of them to make sacrifices along the way.