
Life on a British bomber base, and the surrounding towns, from the opening days of the Battle of Britain, to the arrival of the Americans, who join in the bomber offensive. The film centres around Pilot Officer Peter Penrose, fresh out of a training unit, who joins the squadron, and quickly discovers about life during war time. He falls for Iris, a young girl who lives at the local hotel, but he becomes disillusioned about marriage, when the squadron commander dies in a raid, and leaves his wife, the hotel manageress, with a young son to bring up. As the war progresses, Penross comes to terms that he has survived, while others have been killed.

as Flight Lt. David Archdale

as Pilot Officer Peter Penrose

as Miss Todd

as Johnny Hollis

as Iris Winterton

as Mr. Palmer

as 'Tiny' Williams

as Rev. Charles Moss

as Joe Friselli

as Miss Winterton

as Squadron Leader Carter

as Colonel Rogers (as Tryon Nichol)

as Sgt. 'Nobby' Clarke

as Wally Becker

as A Singer

as Jones

as Corporal Fitter

as 'Prune' Parsons

as Colonel Page

as Elsie

as 'Tinker' Bell

as American Orderly

as Bertie Steen

as Radio Operator

as Shelter Officer

as Joe Lawson

as 'Cheerio' Chester

as Waitress

as PT Instructor

as RAF Corporal

as Fred

as Aircraftsman

as Schoolmistress