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In North Africa, German Field Marshal Rommel and his troops have successfully fended off British forces, and now intend to take Tobruk, an important port city. A ramshackle group of Australian reinforcements sent to combat the Germans is put under the command of British Captain MacRoberts. The unruly Aussies immediately clash with MacRoberts, a gruff, strict disciplinarian, however this unorthodox team must band together to protect Tobruk from the German forces.