During the Tripolitan War, Marine Lt. Presley O'Bannon (John Payne) of the USS Essex volunteered for a mission against the city of Derna. Together with General William Eaton (Herbert Heyes), O'Bannon, Navy Lt. Tripp, and 8 Marines traveled to Minya on the Nile. There, they met the exiled Pasha Hamet Karamanly (Phillip Reed), the rightful ruler of Tripoli who was usurped by his brother. Eaton arranged a treaty with Hamet that would put him back on the throne. Hamet signed. With agreement in hand, Eaton and O'Bannon planned a rendezvous on the coast near Derna. Eaton left to join the fleet while O'Bannon marched across the desert with his handful of Marines, Hamet's Arab soldiers, and Captain Demetrious' Greek Mercenaries. Can O'Bannon get this ragtag army to the shores of Tripoli despite sandstorms, ruined waterholes, mutiny, intrigue, and Countess Sheila D'Arneau (Maureen O'Hara)?
Payne is quite good as a wisecracking, supremely confident O'Bannon. His clashes with the countess cannot help but lead to a growing attachment between the two. Of course, the countess's goal was to marry Hamet, who was immensely wealthy despite his exile. However, this handsome and manly Marine is hard to resist. As the director, Will Price, was married to Maureen O'Hara during filming, the love scenes between Payne and O'Hara must have been particularly awkward. Howard Da Silva is a scene-stealer as Captain Demetrious. His good-natured demeanor and witty commentary are great fun. Though he is supposed to be Greek, he felt like the most pro-American character in the film.
The movie is generally correct about the history, but changes have been made. In fact, William Eaton was in charge of the march. Though played by 60-year-old Hayes, Eaton was only 40 at the time. Why not have Eaton as the main character and O'Bannon take over for the fictional Lt. Tripp? Tripp is a stand-in for Eaton, who was a Navy Lieutenant at the time. Eaton had an impressive career starting in the US Army before becoming a consul, then General and Commander in Chief of the Derna Campaign. He was more accomplished than O'Bannon, whose only claim to fame is Derna. However, it was O'Bannon who charged into the fray at Derna and raised the American flag on foreign soil during wartime for the first time in the nation's history. The movie proposes that Hamet plotted to betray the Americans when it was the other way around. The US negotiated a treaty with Hamet's brother and no longer needed him. Eaton was quite upset at that turn of events. US forces withdrew from Derna and left the city to the mercy of the Tripolitans.
Good popcorn fun. Recommended.

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