Quartermaster's Mate Leslie Harmon is awaiting a court martial when he is brought to Commodore Joseph Smith (E.G. Marshall) and his son Lt. Joseph B. Smith, Jr. (Kevin O'Rourke). He deliberately interfered with the militarily necessary demolition of the dry dock at Hampton Roads Naval Base to prevent collateral damage and civilian casualties, as Confederates overran the base.
Harmon is introduced to Miss Betty Stuart, a Virginia belle educated in Baltimore who wishes to help Harmon spy on the C.S. Navy at Gosport on the raised and refitted Merrimack, now the ironclad Virginia. Once in the South, Harmon encounters many key naval officers and learns that the armor test on 3" of iron plate is staged to offer misinformation to any Union spies...like him. In reality, the Virginia brags 4" of armor and cannot be pierced by any Union guns. Harmon and Betty realize that this information must make it to Washington D.C. to improve firepower to sink the Virginia.
However, upon learning that her childhood friend Lt. Catesby ap Roger Jones had been reassigned as the second-in-command of the CSS Virginia and is now in danger of death to the very intelligence she intended to send North, Betty has a change of heart when she realizes her actions opposed her fellow Virginians and C.S. sailors. She tries to stop Harmon from going north with the intelligence, but he goes anyway. At the launch of the Virginia, she confesses to her now-fiance Lt. Jones that she had helped Leslie Harmon infiltrate the shipyard and spy for the Union. She tells him of Union gun power and their most likely upgrades--upgrades made on her advice--and now advises him on adding armor to counter the improved Union firepower. He is stunned and distraught at her betrayal, yet sails to war without turning her in as one final act of love for his traitorous fiancee. The Virginia sails off to break the Union blockade at Hampton Roads. Betty is promptly arrested by Lt. Guilford (Philip Casnoff) on suspicion of espionage.
The Virginia first approaches the USS Congress as Lt. Joseph B. Smith Jr. rallies his men on board to do their duty. Captain Franklin Buchanan (Leon B. Stevens) of the Virginia rallies his men similarly. The Congress fires a full broadside into the Virginia to no effect. In the ensuing action, the Virginia bypasses the Congress, promptly sinks the Cumberland, and returns to sink the Congress. When the Congress is destroyed and sunk, her skipper, Lt. Lt. Joseph B. Smith, Jr. is killed.
That same night, Lt. Guilford interrogates Betty who denies being a spy based on the captured letter to her from Lt. Smith. She is informed then of Smith's death aboard the Congress. When informed that her fate is the gallows if she does not cooperate, she hopes for the courtesy and respect shown an executed spy the day before (whose hanging she witnessed). Lt. Guilford rebuffs her, showing his contempt for her treason when compared to the bravery of the hanged soldier who was honorably fighting for his side.
The Monitor sails in between the burning Congress and the Virginia to protect the USS Minnesota, which has run aground and is defenseless until high tide returns the next day. Only the low tide has prevented Virginia from finishing off the Minnesota immediately. Captain Van Brunt (Joel Abel) offered instructions and Leslie Harmon to Captain John Worden (Andy Park) of the Monitor. Worden makes Harmon, familiar with Hampton Roads and the CSS Virginia, midshipman on the spot.
The morning of the second day of battle, Lt. Catesby Jones (now in command of the CSS Virginia following the wounding of Captain Franklin Buchanan the day before) introduces his crew to the Monitor between them and the Minnesota. Worden does his best to engage Virginia as far from the Minnesota as he can. Virginia's first shot demonstrates that Monitor's armor will hold. Virginia "steers worse than Noah's Ark", Lt. Simms (J. Michael Hunter) informs Catesby that Virginia is leaking at the bow, Harmon tells Worden it would take Virginia 30 minutes to turn, and later adds that Virginia would be grounded in shallow water. It is grounded temporarily, but backs off. The ships ram each other and the Union Monitor withdraws, having delayed the Virginia from sinking the Minnesota and low tide forcing her back to port.
Both sides claimed victory, but the Monitor denied Confederate access to the ocean. John Ericsson (Fritz Weaver) has an argument with Secretary of the Navy Gideon Welles (Conrad McLaren) over the use of insufficient powder in Monitor's guns to sink the Virginia: Welles responds it was a calculated decision to save the lives of the crew.
Back at Gosport, Lt. Guilford is pleased to release Betty, informing her that she saved the Virginia based on a report by Lt. Jones. Demonstrating Southern chivalry, he was pleased to not have to hang her. In reality, Lt. Jones used Betty's confession the day before to send false intelligence to the Union, which resulted in the lesser powder charges used by the Monitor. Lt. Jones tells Betty that he couldn't bear to see her hang, but that he can never be with her again due to her treasonous actions. She is sent north, forever marked as a traitor to her family, friends, and fellow Virginians.
A voice over indicates that the Virginia was scuttled later that year after Union troops took Norfolk, and that the Monitor sank off Cape Hatteras later that year as well.Virginia Madsen- Betty Stuart, a double agent for the North and fiancee of Lt. Jones
Alex Hyde-White - Lieutenant Catesby Jones, Betty's Southern fiance and captain of the Virginia
Reed Diamond - Quartermaster's Mate (later Midshipman) Leslie Harmon, a Union sailor and spy
Philip Casnoff- Lieutenant Guilford, Southern navy officer and spy hunter
E.G. Marshall - Commodore (later Rear Admiral) Joseph Smith
Fritz Weaver - John Ericsson, designer of the Monitor
Kevin O'Rourke - Lieutenant Joseph B. Smith, captain of the Congress and Northern suitor of Betty
Alex Hyde-White later portrayed Union Major General Ambrose Burnside in the 2003 film Gods and Generals. Also, Philip Casnoff's character in this film is quite similar in accent and personality to his role in the 1985 miniseries North and South a few years prior, but with Southern chivalry and without the sociopathy.
This film was nominated for four Primetime Emmy Awards including Outstanding Achievement in Special Visual Effects, Outstanding Costume Design for a Miniseries or Special, Outstanding Sound Editing for a Miniseries or Special and Outstanding Sound Mixing for a Drama Miniseries or a Special. However it did not win any of these awards.