The film's theme differs substantially from Biblical sources, most notably in representing the Queen of Sheba as an ally of ancient Egypt in opposition to King Solomon of Israel.

Under the rule of King David, Israel is united and prosperous, although surrounded by enemies, including Egypt and its allies. The ageing King favours Solomon to succeed him, but his elder brother Adonijah (George Sanders), a warrior, declares himself King. When David learns of this, he publicly announces Solomon to be his successor. Adonijah and Joab, his general, withdraw in rage, but Solomon later offers his brother the command of the army, knowing that it may be used against him.

Israel continues to prosper under Solomon's rule. The Queen of Sheba (Gina Lollobrigida) conspires with the Egyptian Pharaoh to undermine Solomon's rule by seducing him and introducing Sheban pagan worship into Jerusalem. She makes a magnificent entry to Israel, bringing many gifts.

Solomon is indeed bewitched by the beautiful Queen and allows himself to be seduced. He loses the trust and loyalty of his people, but cannot help himself. The Queen blackmails him into allowing a Sheban 'love festival' to be held. Lightning from heaven destroys the Sheban altar and damages the newly-built Temple in Jerusalem. Solomon is publicly rebuked by the people; the High Priest and Nathan the Prophet disown him.

The Queen, now a believer in the power of the God of Israel, comes to the temple, but is stoned by the angry people.

Adonijah appears and fights Solomon for the crown, but Adonijah is killed after the Queen prays for Solomon's redemption. She is miraculously healed of her wounds, and returns to her homeland, now pregnant by Solomon.