At an elite, old-fashioned boarding school in New England, a passionate English teacher inspires his students to rebel against convention and seize the potential of every day, courting the disdain of the stern headmaster.

The lifelong friendship between Rafe McCawley and Danny Walker is put to the ultimate test when the two ace fighter pilots become entangled in a love triangle with beautiful Naval nurse Evelyn Johnson. But the rivalry between the friends-turned-foes is immediately put on hold when they find themselves at the center of Japan's devastating attack on Pearl Harbor on Dec. 7, 1941.