 Capt. Richard Lance (Gregory Peck) is unjustly held responsible, by his men & girlfriend, for an Indian massacre death of beloved Lt. Holloway. Holloway (Gig Young) is killed while escorting a dangerous Indian chief to another fort s prison. The chief escapes. Knowing their fort is in danger of Indian attack, Lance takes a small group of army misfits to an abandoned nearby army fort to defend a mountain pass against the oncoming Indian assault. Their mission is to stall for time until reinforcements from another fort arrive. The men in this small group of malcontents, deserters, psychopaths & cowards all hate Capt. Lance & wish him dead. Much to their chagrin, the men recognize that Lance s survival instincts, military knowledge & leadership are the only chance the group has of staying alive.