During World War II, Flying Tiger triple Flying ace Lieutenant Fred Atwill (Astaire) and his almost-as-successful comrades, Reginald Fenton (Robert Ryan) and Richard Merlin (an uncredited Richard Davies (American actor)), are brought back to the United States for a ticker tape parade and a ten-day "leave". The only trouble is, they are expected to spend all their time on a nationwide morale-boosting tour. Fred sneaks off the train at a rural stop to seek some fun.