Norway, 1942. In the Nazi-occupied fishing village of Trollness, Dr. Martin Stensgard [Walter Huston] and his wife cling to a veneer of gracious living while quietly ignoring the occupiers. The doctor would prefer to stay neutral, yet his inner state wavers between detachment and concern as the occupation tightens its grip. Kaspar Torgersen [Charles Dingle], his brother-in-law and the wealthy owner of the local fish cannery, openly collaborates with the Nazis, pulling the town’s economy into a perilous compromise. However, the doctor's daughter, Karen [Ann Sheridan], is deeply involved in the resistance, romantically linked with its dedicated leader, Gunnar Brogge [Errol Flynn]. Complicating matters further, the doctor’s son, Johann [John Beal], has just returned from Oslo and begins to drift under the influence of his Nazi-sympathizing uncle. Though she loves her brother, Karen makes it clear to the townsfolk that Johann is a Quisling, a label that stings for a family trying to navigate treacherous loyalties.
A key group of resistance members, headed by Gunnar and Karen, anxiously awaits a secret delivery of arms from a British submarine. They carefully stash the weapons in a cellar and urge the townspeople to bide their time, delaying violence until the moment feels right to strike back. One evening, as Karen moves toward a meeting, she is grabbed by a German soldier and disappears, sparking a frantic search by Gunnar through the town. She eventually reappears at the meeting, her clothes torn and her face bruised—an unmistakable sign that she has suffered violence. Gunnar’s resolve to act hardens, but Karen and the others convince him that patience remains essential; the moment for rebellion has not yet arrived.
Tensions reach a dramatic peak when Karen’s father, in anger and despair, murders a German soldier. The Nazi commandant orders the immediate arrest and public execution of all suspected resistance leaders, tightening the noose around the town’s striving for freedom. The next morning, the resistance leaders are forced to dig their own graves in the town square, a grim prelude to what could be a final reckoning. Yet just as fear seems overwhelming, the town unexpectedly finds its voice: singing erupts from the streets, and the people seize the moment, arming themselves with the smuggled arsenal. The local pastor contributes to the defense by firing a machine gun from the church tower, and the townsfolk rally behind him, mounting a bold return to reclaim Trollness.
With the village reborn in defiant spirit, the women and children are loaded onto fishing boats bound for England, a hopeful exodus from occupation. The hotel, which serves as the German headquarters and where Johann has moved, becomes the focal point of the defense. Gunnar, Karen, her father, and a cadre of resistance fighters move through the forest toward this key stronghold, determined to retake what has been taken. Johann, wrestling with his loyalties, warns the rebels that they are walking into a crossfire trap, a fatal miscalculation that soon costs him his life. Despite this loss, the rebels persevere, seizing the hotel and shattering the German presence there as the commandant takes his own life rather than surrender. In the wake of these events, the surviving resistance members retreat to the hills to continue their struggle against the occupation, keeping hope alive for a broader fight once the opportunity arises.
