Young Brierly struggles to save his father, Major Brierly, from the clutches of alcohol after the Great War. At the same time, he prepares Major Brierly's horse, which served bravely with the Major at the front, for the Kentucky Derby.

Two young men, one rich, one middle class, both in love with the same woman, become US Air Corps fighter pilots and, eventually, heroic flying aces during World War I. Devoted best friends, their mutual love of the girl eventually threatens their bond. Meanwhile, a hometown girl who's the lovestruck lifelong next door neighbor of one of them pines away.

U.S. Marine Sergeant O'Hara has his hands full training raw recruits, one of whom, 'Skeets' Burns, is a particular thorn in his side. If Burns's lackadaisical approach to the military were not bad enough, he also makes advances on nurse Nora Dale, whom Sergeant O'Hara secretly loves. Nora is oblivious to O'Hara's feelings and is attracted to the handsome 'Skeet.' But an indiscretion turns her against him, and it takes an expedition to China and a battle with a warlord's bandit brigade to sort things out among the nurse and her two Marines.