It is wartime, and the infantry battalion of which Captain Charles Ryder is a company commander, is transferred from a site near Glasgow to a location further south. Traveling in a troop train, Ryder and his fellow officers wonder where they are going-overseas?
Three old men from Yorkshire who have never grown up face the trials of their fellow town citizens and everyday life and stay young by reminiscing about the days of their youth and attempting feats not common to the elderly.