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An exotic and mysterious Arabian beauty, Zia (Gene Tierney), travels by caravan, trading goods throughout northern Africa. Arriving at an isolated British outpost, she falls in love with District Commissioner Crawford (Bruce Cabot) whose meager forces stand alone against the Nazis. What's worse, British Officer Coombes (George Sanders) brings news that the Germans are supplying guns to support a tribal uprising.

The moment an Italian P.O.W. is shot dead by a native with a machine gun, the small brigade vows to seize the illicit weapons. Suspicious that Zia is in league with the gunrunners Crawford hunts her down when she disappears with a mysterious stranger. He is captured by the enemy, and Coombes stages a daring rescue that ignites a furious battle - as well as the Germans' explosive stockpile of guns and ammunition.

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