 An aging Bette Davis is a flight instructor at an old Texas airport. When a young girl in a wheelchair finds the airport by watching gliders fly, she decides she wants to learn how to fly. Davis teaches her to fly with some special controls compensating for her handicap. Howard Hessman is a aircraft repair service trying desperately to get an old airplane back in the air. The three, together, put the young girl and the old plane up in the air.