An American joins the RAF to impress his girlfriend but has to compete with his squadron commander for her.
Tim Baker (Tyrone Power) violates the Neutrality Act by flying a plane to Canada, loses his job, but is hired to fly a plane to England for $1,000. In London he sees Carol Brown (Betty Grable) and kisses her. She is jealous and says it is over, though he says he came to see her. In a nightclub Tim sees Carol sing and dance while meeting flyer Roger Philby (Reginald Gardiner). Tim tells Carol he joined the Royal Air Force to be where she is. Tim attends training. Commander Morley (John Sutton) shows Carol how she is supposed to disable her car because of German parachuters. Carol sings "Let's Have Another Little Dream" as Morley joins Roger. Carol tells Morley she is married. He drives her, and they take shelter in a church. Carol admits she is not married but has a guy. She finds Tim napping in her apartment.
Tim is assigned to Morley's bomber squadron. Tim learns he is to drop leaflets over Berlin, but he drops the boxes without opening them. Tim calls Carol he will see her in 45 minutes. Morley drops in on Carol but leaves. Tim gets a ride with Roger and sees his friend Al Bennett. They have a drink and take Al to see another friend, arriving at 4 a.m. and finding Carol is not home. She walks with Morley on his father's estate, and he asks her to marry. Carol says no because of Tim. She finds Tim in her apartment, and he asks to be forgiven. She says they are through and that Morley asked her to marry. Tim offers to marry her, but she gets angry and tells Tim and Roger to get out.
They learn Germans are invading and are sent to bomb them. Amid anti-aircraft fire Roger goes to help the plane of Morley and Tim, is hit, and crashes. Morley tells Tim to bail out, but he refuses and lands the plane on the beach in Holland, which is neutral. A German soldier captures the three; but Morley and Tim escape as the other man is killed. They take a boat as Germans shoot at them. Tim wakes up in an English hospital. He returns to Carol with his arm in a sling. She says she is meeting Morley. Tim says he wants to marry her, but she realizes his arm is not hurt. Morley calls they have to report. Tim uses force to put a ring on Carol and kiss her. The R. A. F. has to protect men leaving Dunkirk. Tim flies a Spitfire and attacks German planes harassing the embarkation. Papers report that 350,000 men were rescued. Morley tells Carol that Tim is still missing. They go to meet the last boat. Carol sees Tim and kisses him. He says goodbye to a pretty nurse and admits to Carol he is a worm.
Fox executive Darryl Zanuck made this film to urge
Americans to help the British in the war, and it catches glimpses
of the early war from England's view. Tim's character as a wayward
romantic fits this venture.