At a remote air strip in New Guinea, in the fall of 1942, a squadron of eight American pilots and a support crew have been assigned to intercept Japanese planes threatening Australia and have inflicted heavy casualties but have experienced none themselves. One day, an attractive young woman, Jean Gillis, flies in on a supply plane from Brisbane, the first of a group of five entertainers coming to do a show for the troops. Jean gets to know the pilots and some of them tell her about their wives and sweethearts and their hopes for post-war life. Because of their battle record, one of the group is reminded of the film Death Takes a Holiday , in which a personified Death takes a few days off from extinguishing lives in order to explore human nature, and wonders if it is happening to them. As Jean listens to a radio monitoring the pilots' conversations during an attack on the Japanese planes, one pilot's plane catches fire but the flames are mysteriously extinguished. Later, Jean finds a "scoreboard" detailing their missions, but when she displays it prominently, the men are uneasy. Maj. Wright, known affectionately as "Skipper," then receives a message that the rest of Jean's troupe is grounded and cannot come, so she volunteers to do a solo show, after which she dances with several of the pilots. One, Mace Willard, tells Jean that he has seen her before in an anti-war play in New York, and she reveals that her husband was killed at Dunkirk. After the eight fliers host a meager dinner for Jean, the skipper escorts Jean to her tent and both feel a mutual attraction. The next morning there is a "scramble" and most of the pilots take off, leaving Mace on ground control. After Jean learns that a plane is coming for her that afternoon, the skipper leaves to join his pilots. They all come under heavy attack and two of them are killed. Mace joins the others in the air, but all are shot down, including the skipper, who manages to land safely. Mace is trapped by Japanese fighters and is killed as they inflict great damage on the island. The skipper and Jean reunite to face whatever the future may bring.