Lt. Mike Holden is in charge of the naval armed guard on the Sheba Queen as she sails the sub infested waters of the North Atlantic during World War Two. Captain Gail Hood, commanding the Queen, has her lifelong venture of operating this deep-sea freighter complicated by the war. Both of these people are determined to make the best of these hard times. Gail finds that her role as a ship's Captain suddenly conflicts with a fresh group of feelings. She increasingly confronts deep womanly instincts as she recognizes her attraction to Mike Holden. A profound tragedy strikes leading to a prolonged separation of the couple. At the conclusion of the long difficult war, they manage to get back together. Gail's strong will and Mike's care-free attitude help them work well together as a team. They forge lasting bonds for the years ahead, but must soon face the fact that, "tide and time wait for no man."