After Lt. Col. Pierre Raspeguy (Anthony Quinn) leads his defeated and humiliated French army out of Indochina, he learns that he's been relieved of his command. He gets another chance to prove himself when he meets and falls in love with a French countess (Michèle Morgan), who finagles a new position for him in Algeria. There, Lt. Col. Raspeguy persuades two wartime buddies to join him in shaping up a ragtag unit.