HMS Hero, a Royal Navy frigate, has lost her captain to mental illness and her first lieutenant to the bottle. While in the middle of an overhaul, she gets a new first lieutenant, Lieutenant Commander Derek 'Porky' Beaumont, and almost immediately afterward a new captain, Commander Mark Nialls. As the two officers work hard to get Hero back into shape, the ship is called on to assist in capturing a gun-running freighter.

HMS Hero are sent on a hush, hush mission to the North African coast to pick up a British asset, code named Max without anybody knowing. Unfortunately if the mission goes wrong Captain Niles is on his own.