Nick Smith, a middle-aged roadside diner owner, hires a drifter, Frank Chambers, to work at his restaurant. Frank quickly begins an affair with Nick’s beautiful young wife, Cora, and the two conspire to kill Nick and seize his assets. When they succeed, local prosecutor Kyle Sackett becomes suspicious, but is unable to build a solid case. However, the couple soon realizes that no misdeed ever goes truly unpunished.

Japan has just invaded the Phillipines and the US Army attempts a desperate defence. Thirteen men are chosen to blow up a bridge on the Bataan peninsula and keep the Japanese from rebuilding it.