In San Francisco, Alec begins drawing a portrait of his Frenchy to give to his daughter.The captain gives Alec a five-day liberty to meet Susan, who has come to California after Blanchard contacted her.During an actual Japanese air attack, a bomb crashes through the deck without exploding.
Chief Petty Officer "Frenchy" Shapiro (William Bendix) congratulates Alec for the way he handled the situation but receives a gentle warning that they best not repeat it.
The two become close friends despite their differences in rank when Frenchy reveals that he became estranged from his wife because of his Navy duty.
The story depicts the conflicts of a naval officer in combat with his shipmates and conscience over values instilled in him by his Quaker upbringing.
The film stars Alan Ladd, who co-produced it, William Bendix, Dianne Foster, Keenan Wynn, James Whitmore, and Efrem Zimbalist Jr.. In September 1942, during World War II, Susan Cahill (Dianne Foster), art director for an ad agency on Madison Avenue run by her fiance, is jealous of his business flirtation with a client's daughter to secure a deal.
Alec reports aboard his ship, the destroyer USS Poe, at the Brooklyn Navy Yard, with no one to see him off as it departs for San Francisco. Meredith (James Whitmore), quickly takes a shine to Alec and he is befriended by his roommate and the ship's doctor, Lt. Edge (Keenan Wynn), has an immediate dislike of Alec's Quaker background and objects to his assignment as assistant gunnery officer.
Blanchard (Efrem Zimbalist Jr.), who soon realizes Alec is "carrying a torch" for Susan. Alec introduces himself to the sailors in the gunnery division, catching them gambling but overlooking the offense.
They link up with the airmen, but cut off along the beach by Japanese soldiers, Alec orders his men to open fire and calls the ship for fire support.
Frenchy is forced to kill a Japanese shooting at them when Alec cannot bring himself to fire his own weapon.
At sea in the Aleutian Islands, when an aircraft is spotted approaching the ship, the gunners plead for orders to open fire but Alec cannot bring himself to give the command.