Plot
In 1939, shortly before World War II, English noblewoman Lady Sarah Ashley travels to Australia to force her philandering husband to sell his faltering cattle station, Faraway Downs. The huge station straddles Western Australia and the Northern Territory. Her husband sends an independent cattle drover, called "The Drover", to transport her to Faraway Downs. Lady Sarah's husband is murdered before she arrives; the authorities tell her the killer is an Aboriginal elder nicknamed King George. The station's manager, Neil Fletcher, secretly tries to gain control of Faraway Downs in order to sell it to meat tycoon Lesley 'King' Carney, thereby creating a complete cattle monopoly. At Darwin, Australian Army logistics officer Captain Dutton negotiates beef prices with Carney.
The childless Lady Sarah is captivated by Nullah, a half-Aboriginal boy living at the cattle station. Nullah, who has spied on Fletcher, reveals his plan to Lady Sarah, who fires Fletcher and runs the cattle station aided by her remaining staff. The next day, policemen arrive to take Nullah away to Mission Island as they have with other half-Aboriginal children. While evading them, Nullah's mother drowns when she hides with him in a water tower. Lady Sarah comforts Nullah by singing the song "Over the Rainbow". Nullah tells her that King George is his grandfather, and that like the Wizard of Oz, he, too, is a "magic man". Lady Sarah persuades Drover to take the cattle to Darwin for sale. Drover leads a team of seven riders, including his Aboriginal brother-in-law Magarri, Nullah, Lady Sarah, and the station's accountant Kipling Flynn, to drive the 1,500 cattle to Darwin. They encounter obstacles along the way, including a fire set by Carney's men that scares the cattle, resulting in the death of Flynn. Lady Sarah and Drover fall in love, and she grows to appreciate the Australian territory. The two share a romantic moment under a tree, where she reveals her inability to have children. The team drives the cattle through the treacherous Never Never desert with King George's help before reaching Darwin.
Lady Sarah, Nullah, and Drover live together at Faraway Downs for two years. Fletcher takes over Carney's cattle empire after orchestrating Carney's death in an accident and marrying his daughter, Catherine, all between 1940 and 1941. He returns to Faraway Downs and threatens Nullah's safety unless Lady Sarah sells her cattle station. Fletcher intimidates her by revealing that he murdered Lady Sarah's husband and that he is Nullah's father. Nullah intends to go on a walkabout with King George, much to Lady Sarah's dismay. She and Drover argue about what is best for Nullah, after which Drover leaves Faraway Downs. Nullah is apprehended by the authorities and sent to live on Mission Island. Lady Sarah, who has come to regard Nullah as her adopted son, vows to rescue him. Following the Japanese attack on Pearl Harbor, Darwin is evacuated. As World War II escalates, she goes to work as a radio operator alongside Catherine. When the Japanese attack Mission Island and Darwin in 1942, Lady Sarah fears that Nullah has been killed.
Drover returns to Darwin after hearing about the attack. He learns of Nullah's abduction to Mission Island and goes with Magarri, Ivan, and a young Christian brother to rescue him and the other children. Magarri sacrifices himself as a diversion so the others can flee. Meanwhile, Lady Sarah and the other townsfolk are being evacuated South by Captain Dutton. Drover and the children sail into port at Darwin as Nullah plays "Over the Rainbow" on his harmonica; Lady Sarah hears the music and the three are reunited. Fletcher, distraught at his financial ruin and Catherine's death during the Japanese attack, attempts to shoot Nullah with a soldier's rifle. As Lady Sarah and Drover rush to save Nullah, King George strikes Fletcher with a spear, killing him. Lady Sarah, Drover, and Nullah return to Faraway Downs. Sometime later, King George calls out to Nullah, who returns to the Outback with his grandfather as Lady Sarah and Drover look on.