World War II, changed everything including "Queen Mary". She went from the most elegant ship on the ocean to the Grey Ghost. In 1942 she was commissioned and stripped to become a troop carrier, a hospital ship, a prison, and a morgue. James DeMarco has just graduated West Point and is having an affair with his colonel's daughter Michelle. When his orders come to ship out on Queen Mary, Michelle pulls every string to get on that ship so they can continue...