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Tough Major Bernard R. Barney Benson works his troops mercilessly, repeating often that Army men are weak and must be pounded into shape. When his words are printed in Newsweek magazine, Major General Wilton Jim Ramsey informs Barney that, despite his heroic record, he cannot save him from severe punishment for publicly maligning the troops. In order to escape a dishonorable discharge, Barney is forced to accept a commission as commandant of the failing Sheraton Military Academy in Santa Barbara, California. There, Barney is discomfitted first to learn that the school is a Catholic institution, and then to discover that the cadets range in age from only six to fourteen years. During his first morning at the school, Barney finds himself attracted to resident doctor Kay Lambert. Kay and Mother Redempta, however, assume he is a drunkard when groundskeeper John finds in his room an empty bottle of Scotch, which Barney had actually poured out so that he would not drink it in a place of God. The next morning, Barney watches as Cadet Colonel Sylvester Dusik leads the students in a slipshod procession, after which Mother Redempta gives Barney a tour and urges him to use his "fatherly influence" to shape the boys's souls. Although Barney later parrots these words to Kay in order to impress her, she rebuffs him after noting his rough treatment of six-year-old Cadet Thomas "Tiger" Flaherty. Within days, Barney has introduced the same strict training methods he has used with adult trainees, and the students grow to hate and fear him. After Barney metes out particularly harsh punishments to Cadet Sergeant Gerald Hibler and Tiger, Gerald threatens to call his wealthy father and Tiger lies to Mother Redempta that Barney hit him. That night, Barney overhears Tiger crying to Mother Redempta that the new commandant hates him, but, certain that the children will only become men if he remains tough, Barney does not comfort the boy. At a parents' luncheon days later, Barney offends everyone with his arrogance and, despite Kay's exhortation that he be tactful, infuriates Gerald's parents by calling the boy spoiled. Kay chastises him for being incapable of tenderness, and although he kisses her to disprove the accusation, she slaps him. Sylvester, who looks up to Barney, asks him for advice about his girl friend, Nancy, and informs Barney that he is expected to serve as coach for the school's failing football team. Barney immediately inflicts Notre Dame training tactics on the kids, who rebel by tackling him on the field. When Barney later admits to Kay that he knows nothing about football, she warms to him and accepts a date that night. He is annoyed to find that she has also invited Tiger, but by the end of the night, they kiss in the moonlight. Soon after, Sheraton begins winning football games, and by the end of the season, they are the champions. Barney feels that this proves his point about discipline, but at the ceremony, the players refuse to hand the trophy to him, and announce that they would rather lose than play in such a competitive, joyless manner. Later, Gerald convinces the whole school to sign a petition asking for Barney to be fired. When Barney, hurt, leaves for the airport, Kay follows him and begs him to reconsider, but although Barney kisses her passionately, he nonetheless flies to Ramsey, claiming that he had learned his lesson and is ready to move on. Ramsey, however, reveals that Mother Redempta is his sister and has kept him informed about everything, and insists that Barney finish his assignment. Upon returning to the school, Barney continues to find himself beleaguered, by both the kids and Gerald's father, who has lodged an official complaint against him. With only weeks left until the ROTC inspection, Barney is as strict as ever, and Mother Redempta informs him about the students' petition. Spurning Kay's support, a defeated Barney hitches a ride to the train station and there sees Tiger trying to buy a ticket home. The small boy reveals that he wanted to get away because he hates Barney. Barney replies that he was also leaving, perhaps for the same reason. Together, they walk back to school, where Mother Redempta and Kay spy in rapt silence as Barney sneaks Tiger back into his dorm room so he will escape punishment. The next day, Tiger sticks up for Barney when Gerald insults him, and Gerald later changes his opinion of the commandant after Barney, upon discovering that Gerald has stolen Kay's watch, merely reprimands him. Later, Barney receives orders to report for active duty and announces to his "troops" that he has made many mistakes and must leave. The kids, who assume that he has been fired, plot with Kay to keep Barney with them until the inspection. When he says goodbye to Kay, she exposes him to kids with measles, and an infected Barney is forced into bedrest. Unable to train the boys for the inspection, and not knowing that Sylvester has adopted his tough tactics, Barney maintains little hope that they will pass. On the day of the inspection, however, he is overjoyed to see the troops perform exceptionally. When they perform their new chant, a cheer to their commandant, Ramsay offers Barney a promotion, and Barney responds that he can only accept if Kay will accompany him.