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In 480 BC, the ambitious cruel and merciless King Xerxes (David Farrar) of Persia invades Greece with his huge army to extend his a slave empire. The brave Spartan army is the great hope to free and unite Greece and Ling Leonidas (Richard Egan) promises to the council of the Greek Stats to defend the passage of Thermopylae the only way by land to reach Athens. However he is betrayed by the politicians of Sparta and stays alone with his personal body guard army composed of three hundred warriors only. Using courage and great knowledge of strategies of war, he defends Thermopylae until a treacherous goatherd tells King Xerxes a secret goat passage leading to the back of Leonidas's army.After days of fighting, Xerxes grows angry as his army is "slaughtered like sheep" by the Greeks, with the Spartans in the forefront. Leonidas further pressures his men after receiving word that the remainder of the Spartan army will only fortify the isthmus in the Peloponnese and will advance no further. The Greeks constantly beat off the Persians, and Xerxes begins to consider withdrawing to Sardis until he can equip a larger force at a later date. Just then, he receives word from Ephialtess of a goat-track through the mountains. Rewarding Ephialtes greatly, Xerxes sends his army onward
Once Leonidas realizes this, he sends away the Greek allies to alert the cities to the south. Being too few to hold the pass, the Spartans instead attack the Persian front where Xerxes is nearby. Leonidas is killed in the meleé. Meanwhile the Thespians, who had refused to leave, are overwhelmed while defending the rear. Surrounded, the surviving Spartans refuse to leave Leonidas' body and are annihilated by arrow fire. After this, narration states that the Battle of Salamis and the Battle of Platea end the Persian invasion, which could not have been organized without the help of the 300 Spartans who defied the tyranny of Xerxes at Thermopylae. One of the final images of the film is the memorial bearing the epigram of Simonides of Ceos, which is recited