The series start when Lt. Comdr. Matthew Sherman takes command of a submarine during the war. His crew is just a group of misfits but Sherman makes use of their skill, mostly to do some semi-illegal stuff, to get torpedo's and paint for his submarine. But they've only got pink, because a member of the crew accidently spills all of the grey. So now they've got a pink submarine. If that is not enough, they are ordered to pick op a group of nurses and make sure they are save. But before they can drop af the nurses, they are send out on patrol and the nurses are "taking over" the ship. In the series they get from one comical and possibly dangerous situation into another.

The series featured Jamie Lee Curtis. The original movie, Operation Petticoat (1959) starred her father, Tony Curtis.