Air Force Major Lloyd Gruver (Marlon Brando) is reassigned to a Western airbase, and is confronted with US racial bias against the Western individuals. Because some of these soldiers become involved in defiance of US military policy, women, the problem is compounded. Normally an officer who is by the book, Gruver must take a situation when a friend of his, an honorable guy Joe Kelly (Red Buttons) falls deeply in love with a Western woman Katsumi (Miyoshi Umeki) and marries her. By simply serving as best man at the marriage 13, gruver threats his position.