Inspired by Tennyson's poem of a battle in the Crimean War, in this fictionalized version a treacherous massacre by a local warlord stimulates a British officer to launch a vengeful but suicidal charge.
In Suristan, India Geoff Vickers (Errol Flynn) on a hunt saves the life of Surat Khan (C. Henry Gordon) by shooting a leopard. In 1854 at Calcutta Elsa Campbell (Olivia de Havilland) has fallen in love with her fiancé's brother Perry Vickers (Patric Knowles). Sir Charles Macefield (Henry Stephenson) sends Geoff to buy cavalry horses. Col. Campbell (Donald Crisp) sees Perry kiss Elsa and orders him not to see her again; but she tells her father she loves Perry and cries. Perry tells Geoff that Elsa loves him, and Geoff says he lies. Geoff and Elsa still plan to marry.
Geoff and James Randall (David Niven) return with the horses and are attacked. Geoff gives orders, kills a leader, puts on his clothes, and gets the enemies to flee. Macefield promotes Geoff to major and Randall to captain. He sends Perry to Lohara and Geoff to Chukoti under Campbell. Elsa leaves Chukoti and visits Sir Benjamin Warrenton (Nigel Bruce) and Lady Warrenton (Spring Byington) at Lohara; she tells Perry she loves him. Barclay and Geoff advise Campbell that Khan is going to attack; but Warrenton orders men to Lohara for maneuvers. Elsa is about to tell Geoff when the attack begins. Geoff orders a retreat to the barracks. At night Randall tries to get word out but is shot in the river. During a truce Geoff goes to Khan, who promises them a safe escort to Lohara but then orders shooting as they cross the river. Geoff is allowed to escape with Elsa, but those not killed go back to the barracks as prisoners. Warrenton leads troops to Chukoti, but all are dead.
Khan is at Sebastopol, and Macefield sends the 27th Lancers there. Geoff realizes Elsa loves Perry, and they say good-bye. At Balaklava Macefield orders the light brigade to withdraw; but Geoff forges an order for a suicidal advance, sending Perry back to headquarters. Geoff tells his men that Khan is there. The Russians plan artillery. As the lancer brigade charges, cannons kill many. The brigade keeps going. Khan shoots Geoff; but he and others spear Khan. In the final scene Macefield takes responsibility for the foolish order and burns the letter from Geoff.
This war film offers numerous lessons about organized violence. To justify British imperialist militarism in India, a massacre based on Cawnpore during the Sepoy Mutiny of 1857 is used to explain the Crimean charge of 1854. The infamous commander of this charge was the womanizing, dueling Thomas Brudenwell, 57, who was first to reach the lines and survived although 503 of his 700 men were killed. In the filming trip wires caused more than 200 horses to be killed, resulting in legislation to protect animals used in movie-making.