On December 6, 1941, the crew of the Mary-Ann (including Arthur Kennedy, George Tobias, John Garfield) heads from California to Hawaii in a routine training flight. On the fateful trip, they witness the attack on Pearl Harbor and are unable to help in their unarmed B-17 bomber. With the Japanese strike spurring the United States into World War II, the crew is reassigned to aid in the defense of the Philippines and endures constant attacks from enemy combatants.