General Reyes' men serenade Maria outside her bedroom.  She awakens, sits up in bed, and slowly steps to the window, silently contemplating his overtures.  She retreats into her bedroom, sees her fiancée's photo, and resolves not to succumb to Reyes.  She drops a porcelain piece onto the street, which smashes at Reyes' feet, in a symbolic rejection of his advances. Then, in close-up, her face reveals her inner conflict.

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María Dolores, daughter of Don Carlos Peñafiel, a successful glass maker in Cholula, Mexico, is soon to be married to a North American doctor, Robert Stanley.  However, after a Revolutionary army troop led by General José Juan Reyes captures Cholula, the wedding appears in jeopardy.

When the town's wealthy families, with the local priest Father Sierra, gather at Don Carlos' house, Father Sierra tries to reassure María Dolores by telling her that he and Reyes attended school together and were like brothers.  Reyes's troops, however, take many townsmen prisoners and place several in front of firing squads.

Don Carlos and some others are taken to see Reyes, who greets his old friend Father Sierra warmly, but demands money and supplies, particularly from the merchant Fidel Bernal, whom he despises for having capitalized on the Revolution.  When Bernal eventually agrees to help Reyes, even offering the general his wife, Reyes has him shot.

Dr. Stanley then requests a pass to Mexico City in order to buy medicines and to bring back María Dolores' wedding dress and Reyes agrees.  After Father Sierra assures Reyes that he is not hiding any of the rich people's money, he learns that Reyes is caring for a little girl, Adelita, his goddaughter, whose parents were killed while fighting alongside him.

Later, Reyes accosts María Dolores in the street, and she slaps his face, knocking him down.  Despite this rebuff Reyes declares that she is the girl he will marry and begins to court her, seeking Father Sierra's advice about her.  As Don Carlos is about to be shot by a firing squad led by Reyes's second-in-command, Bocanegra, Reyes suddenly appears and orders that Don Carlos be freed.

That evening, Reyes pays María Dolores a formal visit, but she behaves like a shrew toward him. Reyes is not discouraged, however, and continues to court her, even though she spurns him at every encounter.

One day, in front of the church, Reyes tells María Dolores that were it not for the accidental social advantages of her birth, she might have been one of his camp followers, women whom he greatly respects.  She strikes him and is struck, in turn, by him. When Father Sierra attempts to intervene, Reyes strikes him as well, but despite this, Father Sierra defends Reyes's basic philosophy to María Dolores.

After an influenza epidemic in Cholula causes many people, including Adelita, to become very ill, the troops agitate to leave.  Reyes, however, forbids anyone to leave and determines to eradicate the epidemic. When María Dolores and her father try to leave, they are brought before Reyes, who tells them that if they still want to go, they can.  However, upon seeing the severity of the epidemic, they choose to stay and help the sick. Robert finally returns and although he has no medicines to cure the people, he states that quinine and compresses will reduce their fever and sets to work with María Dolores' help.  Reyes asks María Dolores to forgive him for his behavior and she, feeling an attraction to him, does so.

Later, all are devastated when Adelita dies.  Reyes and Father Sierra then receive word that a federal army is nearing Cholula with orders to destroy Reyes's troops and take him dead or alive, and Reyes decides to retreat in order to save the town and its inhabitants.  As the wedding ceremony of María Dolores and Robert is beginning in her home, Reyes and his troops pass by.  María Dolores runs from the ceremony to join him and follows at his side as he rides on.