George Bruce adapted his book about three football players who room together at the Navy academy.
Dick Gates (Tom Brown) practices football in the rain with his butler Graves (Barnett Parker). At dinner Dick tells his mother (Billie Burke) he is going to Annapolis. Roger Ash (Robert Young) is playing football to get an education. He learns he got into Annapolis and socks his coach. Truck Cross (James Stewart) leaves a Navy ship to go to the academy, where they take the oath as midshipmen. Roger, Truck, and Dick room together. Roger ridicules Dick as too small for football. Captain Skinny Dawes (Lionel Barrymore) speaks to the plebe football players and invites Truck, Roger, and Dick to dinner. Truck shows Roger and Dick the monuments. Cynical Roger hopes to meet rich women and does not want to be in the Navy.
Truck and Roger see that Dick was paddled by Harnet. Roger picks a fight with Harnet, and in a boxing match Roger knocks him out. Roger is warned and is ordered to read his scrapbook while standing on a table. The plebes football team wins games. Dick invites Roger and Truck home for Christmas, and his sister Patricia Gates (Florence Rice) welcomes them with kisses. Richard Gates (Samuel S. Hinds) gives Dick, Roger, and Truck watches. Truck sees Roger kiss Patricia, but she dances with Truck. They become upper-class-men. Patricia walks with Truck, and Roger tries to intervene. Dawes tells coach Milton (Paul Kelly) to put in Dick as quarterback. Roger loafs and is replaced. Coach Milton tells Roger he is the only player who smokes and calls him a slacker. Truck and Dick find Roger drunk, but Dawes tells coach Milton he invited them to dinner.
In class an instructor tells of a drunk officer who ran a ship onto a reef. Truck defends him, explaining the navigator was at fault; the officer was his father. Richard Gates reads a letter from Dick that Truck was suspended for not giving his right name. Patricia finds Truck and says his father is with her father in Washington. Roger sees Patricia kiss Truck. Roger prays for Truck at the Tecumseh statue as Dawes listens. Roger puts the photo of Patricia in Truck's locker. Truck wishes Roger and Dick luck in the Army game. Coach Milton says that Dawes is in the hospital. Truck explains to a judge he wanted to get in and clear his father's name. Truck is pardoned and greets his exonerated father. Truck joins the team as center. Coach Milton puts in fullback Roger, and Army scores. Navy ties the game. Dick throws a pass to Roger, who laterals to Truck for the winning touchdown. In the final scene Roger gives his honor of striking the bell to Dawes, who says that Roger is Navy.
The positive attitudes of Dick and Truck are contrasted to the cynicism of the athletic Roger, who nevertheless expresses the Navy spirit in helping Dick and Truck. Football represents fighting battles but with fewer casualties.