American War Captain Nathan Algren (Cruise) trains and lead's a group of Japenese soldiers to defeat a rebellion of the countries remaining Samurai. Algren is captured by the Samurai and soon becomes part of the village he is being held hostage in and find's that his true warrior is becoming unleashed as he trains to become a Samurai with the very people we once called his enemies. Soon, the Japenese forces begin to search for the Samurai again... ready to begin a war with them that will soon determine the fate of Japenese traditions, and thier lives.