On a secluded base in Arizona, veteran World War I pilot Steve Britt trains flyers to fight in World War II. One of his trainees, Englishman Peter Stackhouse, competes with Britt for the affections of Kay Saunders, the daughter of a local rancher. Despite their differences, Britt makes sure Sutton passes his training and becomes a combat pilot -- even though he loses Kay to the young man in the process.
For two pilots, one woman became a conflict of interest.
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Preston Foster
Steve Britt
John Sutton
Peter Stackhouse
Gene Tierney
Kay Saunders
Jack Holt
Colonel MacDonald
May Whitty
Lady Jane Stackhouse
George Barbier
Col. Cyrus P. 'Gramps' Saunders
Richard Haydn
George Lockwood
Reginald Denny
Barrett
Ted North
Cadet Hackzell
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