Policeman Jon Davis (Richard Arlen) informs “Foxy” Pattis (Chester Morris) at his shooting range, that his criminal father has died. Foxy blames all policemen, feeling they harassed him all his life and were responsible for his death. Both men enlist in the United States Army Air Forces where Foxy becomes the instructor at an aerial gunnery school. He makes life miserable for Jon, now a “Flying Sergeant” student, trying to force the former policeman to resign. Despite Foxy’s hostility, Jon is able to pass the course. He later befriends a young Texas boy, Sandy (Jimmy Lydon), whose father was an airman killed at Hickam Field during the attack on Pearl Harbor. Sandy invites Jon and Foxy to his family’s ranch, where both men fall for Sandy’s sister Peggy (Amelita Ward). After graduation, Jon is commissioned as a Lieutenant and is assigned as a pilot of a light bomber, with many of his classmates now his crew. A belligerent Foxy serves as his gunner and is not accepted as a team player by the others. During a bombing mission against the Japanese, however, he makes the ultimate sacrifice in trying to protect the other crew members when the bomber is shot down behind enemy lines.
