The United States military must be in a constant state of preparedness, even in peacetime. Through constant exercises and surprise drills, General Kirby (Kevin McCarthy) had tried to ensure this, but was unsuccessful. Therefore he sought to replace his units beloved, yet soft, commanding officer with Colonel Jim Caldwell (Rock Hudson), a no-nonsense career soldier who makes his intentions clear from the start: that his unit will be the model of efficiency. Hardened by what he has seen and saddened by what he has become, Colonel Caldwell begins to alienate those he would die for, his squadron, and the one person for whom he lives, his wife. In the ultimate battle between love and honor, an officer fights to once again show his wife that he can be a gentleman.