Although the Ephors have denied him permission to mobilize Spartas army, Leonidas gathers three hundred of his best soldiers in the guise of his personal bodyguard. They are joined along the way by Arcadians. At Thermopylae, they construct the wall made up of stones and slain Persian scouts as mortar, angering a Persian emissary. Stelios, an elite Spartan soldier, orders the former to go back to the Persian lines and warn Xerxes, after cutting off his whipping arm
Meanwhile, Leonidas encounters Ephialtes, a deformed Spartan whose parents fled Sparta to spare him certain infanticide. Ephialtes asks to redeem his fathers name by joining Leonidas army, warning him of a secret path the Persians could use to outflank and surround the Spartans. Though sympathetic, Leonidas rejects him since his deformity physically prevents him from holding his shield high enough, potentially compromising the phalanx formation, and Ephialtes is enraged.The battle begins soon after the Spartans refusal to lay down their weapons. Using the Hot Gates to their advantage, as well as their superior fighting skills, the Spartans repel wave after wave of the advancing Persian army. During a lull in the battle, Xerxes personally approaches Leonidas to persuade him to surrender, offering him wealth and power in exchange for his allegiance. Leonidas declines and mocks Xerxes for the inferior quality of his fanatical warriors. In response, Xerxes sends in his elite guard, the Immortals, later that night. The Spartans nonetheless manage to defeat the Immortals with few losses, with slight help from the Arcadians.
On the second day, Xerxes sends in new waves of armies from Asia and other Persian subject states, including war elephants, to crush the Spartans once and for all, but to no avail. Meanwhile, Ephialtes defects to Xerxes to whom he reveals the secret path in exchange for wealth, luxury, women, and a Persian uniform. The Arcadians retreat upon learning of Ephialtes betrayal, but the Spartans stay. Leonidas orders an injured but reluctant Dilios to return to Sparta and tell them of what has happened: a tale of victory.
The 3rd day Leonidas and the remaining Spartans fight to the last man until they finally succumb to an arrow barrage.
Dilios, now back in Sparta, concludes his tale before the Council. Inspired by Leonidas sacrifice, the Greeks mobilize. One year later, the Persians face an army of 30,000 free Greeks led by a vanguard of 10,000 Spartans. After one final speech commemorating the 300, Dilios, now head of the Spartan Army, leads them to war, against the Persians across the fields of Plataea.