Early December 1941, Oahu, Hawaii. Blithely unaware that the Japanese First Air Fleet, a powerful aircraft carrier force, is en route to the waters around their island, several US military personnel are caught in varied twists in their lives. Jason Forrest, the commanding colonel of military police, is a bigoted hardscrabble officer who rose up from poverty and is thus resentful of his wealthy executive officer, Captain Calvin Lanford; Jason Forrest also clashes with his wife Midge, who remains bitter over the death of their daughter years earlier. Caught up in their travails are a young army private, Private John Finger, a scheming MP Sergeant, Otto Chain, a no-nonsense top-kick sergeant who is a bitter enemy of Chain, Sergeant Brad Walder, a resentful and high-maintenance Private, Zylowski, and a civilian nurse who meets Captain Lanford and is rescued from suicide by him. Amid their travails, a young Navy junior officer, Lieutenant Douglas North, clashes with his father, Commander Michael North, and renews acquaintances with a young local news-writer with whom Colonel Jason Forrest has clashed, Holly Nagata, a relationship that blossoms to love. But all of their lives are turned upside down when, on December 7, Oahu comes under attack from an armada of Japanese warplanes.

The Japanese fleet scenes, along with much of the attack on Pearl Harbor itself, was borrowed footage from the 1970 movie, "Tora, Tora, Tora."