Frankie Davis (Lon McCallister), Allan Ross (Mark Daniels) and "Pinky" Scariano (Don Taylor) join the U.S. Army Air Forces with hopes of becoming pilots. In training, they befriend Irving Miller (Edmond O'Brien) and Bobby Crills (Barry Nelson). The five friends go through the training process to become pilots, facing success, failure, and tragedy.

Allan, newly married, finds that wife Dorothy (Jo-Carroll Dennison) plans to go with him to aviation school. Frankie, whose hometown bride Jane (Jane Ball) is living with Dorothy near the camp, watches with concern as some of the other cadets receive "wash-out tickets". For now, he is safe.

Pinky washes out when he has fails his eye test, but is classified a gunner and ships out for separate training. Frankie, Allan and their friends, Irving and Bobby are assigned to pilot training. During the cadets' first night flight, Frankie crashes. The group of friends, now one more short, are devastated. Allan volunteers to give tragic news to Jane, who is expecting their first child.

When the group wins their wings and are assigned to their units, Pinky is assigned to the same aircraft flown by Allan and Irving, and together with their five crew mates, they name their craft "Winged Victory." The next assignment is to join the fighting in the South Pacific, but before leaving they see their wives in San Francisco. Trying to keep their assignment secret, their wives guess their husbands are going to go into combat.

At their South Pacific base in New Guinea, the exhausted crew of the "Winged Victory" join the other crews in a Christmas celebration. In the midst of the festivities, an air raid siren sounds, and they take off for battle. During the fight, a tire on the "Winged Victory" is damaged during combat, and Pinky is wounded. After the aircraft makes a rough but safe landing at the base, Pinky is rushed away in an ambulance.

Back at the base, Allan learns that his wife has given birth to a son. Before taking off to rejoin the air battle, he writes a letter to his son, explaining the importance of his mission and his hopes for the future.