A by-the-book Captain is ordered to capture a strategic village in Italy. The Italian soldiers are willing to surrender, if they can have a festival first. The lieutenant convinces the Captain this is the only way. Because of aerial reconnaissance, they must look like they are fighting. To sort this out an intelligence officer is sent in. Meanwhile the festival gets complicated with the Mayors daughter.

In September 1942, the German Afrika Korps under Rommel have successfully pushed the Allies back into Egypt. A counter-attack is planned, for which the fuel dumps at Tobruk are a critical impediment. In order to aid the attack, a group of British commandos and German Jews make their way undercover through 800 miles of desert, to destroy the fuel dumps starving the Germans of fuel.