Chronicles the life of queen Elizabeth I, before she became the queen of England. Apart from taking part in the court intrigues, she has an unhappy love for admiral Thomas Seymour, and dreams of building a navy to match the Portuguese and the Spanish
Casey Ryback has now retired from the Navy and is now a chef at the Mile High Cafe in Denver, Colorado. Ryback taking his niece Sarah Ryback on a vacation. They board a train traveling through the Rocky Mountains from Denver to Los Angeles. Travis Dane takes the train hostage and starts using the train as a control center in his effort to take control of a top-secret government outer space super-weapon. Dane built the weapon but was fired by the government before it was deployed. He has since hooked up with shadowy Middle Eastern terrorists who have offered him 1 billion dollars to use the satellite to blow up the Eastern seaboard by targeting a nuclear reactor that is located underneath the Pentagon. Dane lets the Pentagon know that he's got control of the weapon by using it to blow up a Chinese chemical plant. Officials can't stop him because they can't locate his headquarters. As long as the train keeps moving, his location can't be fixed. Ryback enlists a porter named Bobby Zachs to help him go after Dane.
Tyrone Power is a pilots' pilot, but he doesn't believe in anything beyond his own abilities. He gets into trouble by flying a new fighter directly to Canada instead of to New York and letting it be towed across as the law demands, but is offered a new job ferrying bombers to war torn England. While on a layover he finds Betty Grable, an old flame, has joined the RAF as a WREN in her attempt to fight for democracy. Power joins up to impress her and in the course of his several missions begins to develope an understanding of what they are fighting for.
In a dream-like sequence, a woman's eye is slit open--juxtaposed with a similarly shaped cloud obsucuring the moon moving in the same direction as the knife through the eye--to grab the audience's attention. The French phrase "ants in the palms," (which means that someone is "itching" to kill) is shown literally. A man pulls a piano along with the tablets of the Ten Commandments and a dead donkey towards the woman he's itching to kill. A shot of differently striped objects is repeatedly used to connect scenes.