When British Railways announce the closure of the Titfield to Mallingford branch line a group of local residents make a bid to run it themselves, backed by a monied member of the community who is attracted by the complete lack of licensing hours on trains. Unfortunately the local bus company starts to use methods that can hardly be seen as fair competition.

Vivian Kenway, a young Englishman from an aristocratic background, flunks out of Oxford, and decides to use his considerable charm to achieve his goal of, apparently, making dissipation his career. His derelictions include seduction, betrayals of sweethearts, family and friends, and Marriage for money. All this with no signs of remorse or redemption, since his life as a completely unprincipled rake is quite enjoyable...for him, at least. Then, World War II breaks out and he is given a chance to die a heroic death for flag and country. Maybe.

During a raid on Germany, a British bomber crew is forced to bail out after their plane is damaged. They land in Holland, where they're aided by Dutch civilians.