In April 1942 in the Philippines, an American motor torpedo boat is destroyed by Japanese planes. The survivors, among them Ensign Chuck Palmer, make their way ashore on Cebu. Their commander orders them to split up. Chuck pairs up with Jim Mitchell and reaches Colonel Benson on Leyte, only to be told that he has been ordered by General Douglas MacArthur to surrender his forces soon.

Chuck helps Jeanne Martinez, a Frenchwoman married to a Filipino planter, get medical assistance for a pregnant woman. Jeanne pleads with Chuck to stay and fight, but he buys an outrigger canoe and recruits a crew of Air Corps soldiers in a desperate, but unsuccessful attempt to sail to Australia. When the boat founders, the crew is rescued by Miguel, a member of the Filipino resistance. The Americans evade capture and Chuck eventually meets Jeanne again, as well as her husband Juan, a secret supporter of the resistance movement.

Chuck is ordered to stay in the Philippines to help set up a network to gather intelligence on the Japanese. Later, Juan is beaten to death in front of Jeanne in an attempt to find out where the guerrillas are hiding out. Jeanne joins the resistance and is reunited with Chuck at Christmas 1943. They begin to fall in love.

After three years of fighting, Chuck, Jeanne, Jim and the rest of their band are trapped in a church by a Japanese patrol. Just when it looks as if they will be wiped out, squadrons of American planes appear overhead and explosions are heard, announcing the liberation of the Philippines is underway. The Japanese leave to face this greater threat.