Filmed with the full cooperation of the U.S. Marine Corps, To the Shores of Tripoli tells the story of a carefree playboy turned spoiled cadet, Chris Withers, (John Payne), and man used to a life of pampered luxury. As the son of an officer, Withers thinks that the rules apply to others, not to him, and in attempting to make a move on Mary Carter, he discovers that she's an officer and therefore off limits. He has his goods handed to him by a tough-as-nails drill sergeant, Dixie Smith (Randolph Scott). Never mind that his cocky behavior leaves his home-town sweetheart in the lurch, Chris's bad attitude needs to be shaped up by Smith before the unit ships out for combat. It takes all the skill and know-how of that tough veteran sergeant to whip him into a real Marine. As his training proceeds, the recruit's cocky selfishness is gradually replaced by selfless valor as he struggles to earn the respect of his fellow marines and love of a beautiful Navy nurse (Maureen O Hara).