An eccentric, wealthy spinster, 'Queenie' Baxter is erroneously presumed to be kidnapped. She subsequently pretends to indeed be kidnapped, , in order to allow a reward of $50,000 to benefit an impecunious family headed by Tony Orsatti and his three sons, Blackie, Doc and Flash.

Jim Gordon commands a unit of the famed Flying Tigers, the American Volunteer Group which fought the Japanese in China before America's entry into World War II. Gordon must send his outnumbered band of fighter pilots out against overwhelming odds while juggling the disparate personalities and problems of his fellow flyers.