A Marine battalion is assembled from various sources and sent to Korea. The film depicts the formation and training of the battalion, the amphibious landing at the Battle of Inchon, the advance through North Korea, and the Winter Chinese Communist Offensive sends the Marines into a fighting withdrawal to the staging area at Hŭngnam Harbor "...with rifles, grenades, bayonets, our bare fists if we have to" (quoting the battalion commander). The battalion includes many familiar faces, including Karl Malden.