"Speed Condon's" Flying Circus performs aerial feats in small towns across the country. With Speed are "Wild" Bill Adams, Eddie Smith and their manager, Alec Dugan. Following a night of horseplay at a local hotel in Texas, Speed attempts a daredevil stunt over Eddie's plane and kills him. Determined never to fly again, Speed breaks with Alec and makes his way on foot to Los Angeles. Alec is determined to bring Speed back to his old self and searches all over the country for him, finally locating him at Beck Aircraft Company in Glendale, CA, where he is a mechanic. Although Speed insists he has no flying experience, secretary Ruth Dunning is impressed with his knowledge of planes, and Speed quietly falls for her. When Alec insists on staying on at Beck, Speed shuns him, then gives in with his favorite jibe, "Nuts to you, Mother Dugan." Alec then gets Speed to prove his bravery to captain pilot Jim Carmichael, who dates Ruth and insults Speed about his fear of flying. Alec incites him to hit Carmichael hard in the stomach. Mrs. Smith, who runs the local boardinghouse, finally receives word of her son Eddie's death, but at first is unaware of Speed's involvement. Ruth, however, makes the connection with Speed and warns Alec, who insists they tell Speed only after he takes a plane up that afternoon. While all the pilots are out at a flying contest, Eddie's nephew Willie, who longs to parachute from a plane, tells Speed about his uncle Eddie's death, and Speed refuses to fly. Alec then sees Willie hanging on to Carmichael's landing gear in the sky and urges Speed to save him. Speed rescues Willie and impresses Carmichael, then is reconciled with Mrs. Smith. Ruth and Speed make a date for the dance that night, while Alec breaks Willie's fall when he parachutes from the roof.