Major Daniel Kirby takes command of a squadron of Marine fliers just before they are about to go into combat. While the men are well meaning, he finds them undisciplined and prone to always finding excuses to do what is easy rather than what is necessary. The root of the problem is the second in command, Capt. Carl 'Griff' Griffin. Griff is the best flier in the group but Kirby finds him a poor commander who is not prepared to make the difficult decision that all commanders have to make - to put men in harm's way knowing that they may be killed.
John Wayne
as Maj. Daniel Xavier Kirby
Robert Ryan
as Capt. Carl 'Griff' Griffin
Don Taylor
as Lt. Vern 'Cowboy' Blithe
Janis Carter
as Joan Kirby
Jay C. Flippen
as MSgt. Clancy, Line Chief
William Harrigan
as Dr. Lt.Cdr. Joe Curran
James Bell
as Colonel
Barry Kelley
as Brigadier General
Maurice Jara
as Shorty Vegay
Adam Williams
as Lt. Bert Malotke
James Dobson
as Lt. Pudge McCabe
Carleton Young
as Col. Riley
