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Lt. Col. Jock Sinclair (Alec Guinness) briefly takes over control of a brigade until the new man for the job, Col. Basil Barrow (John Mills), becomes available. When the elitist and aristocratic Barrow takes over, he's instantly displeased with his lower-class predecessor. The conflict between the two men jeopardizes the harmony of the company and escalates after Sinclair roughs up a soldier he finds with his daughter.