World War I flying aces, American Bill (Lloyd Hughes) and German Otto (Norman Kerry), now perform for a carnival, and both are attracted to Eve, who's really in love with Otto. When they get to Bill's hometown, Eddie (Matty Kemp), Bill's younger brother who is training to be a pilot, meets Eve, and he, too, is drawn to her. Otto has criminal plans that require Eddie's involvement, so he uses Eve in an effort to enlist the younger man's aid.