In 1917 Russia, in the midst of the revolution, aristocrats Dmitri Rostoff and his friends, and famous ballerina Maria Yaskaya flee to Sebastopol disguised as peasants. After the train line to Sebastopol is cut, however, they force the engineer to head the train for Theodosia, still a free seaport on the Black Sea. Not long after their arrival, however, they are captured by the Red faction, led by seaman Michael Petrovich Kylenko, a brute. Kylenko admonishes Maria for consorting with aristocrats, as she originated from the working class. Kylenko and his men are captured by cossacks in the White faction, and they are forced to work in the stokehold of the White faction's ship. He and his comrades successfully take over the ship, in which Maria, Dmitri and their friends are passengers. In a plot to take control of the ship, Maria seduces Kylenko, but she sincerely falls in love with him. The overthrow plot fails, and the ship returns to Theodosia, where Maria and her friends are sentenced to death by the committee that directs Kylenko. Kylenko fights for Maria's life, but the committee allows him no favors. On the eve of her execution, Kylenko helps her escape, then turns himself in to the committee. To everyone's surprise, Maria returns to save Kylenko with his powerful army, and with Maria on his arm and flanked by his loyal men, they are free to return to the main headquarters.