Father O'Malley is sent to St. Mary's, a run-down parochial school on the verge of condemnation. He and Sister Benedict work together in an attempt to save the school, though their differing methods often lead to good-natured disagreements.
Frankie Foster and Stanley Benson are a pair of small-potatoes performers. Both try to make it to the big-time after winning an amateur talent contest. Though this leads them to a few professional gigs, something is missing from their act and they are not popular. Believing a little cash will boost their career, Frankie heads for Washington, D.C. to see if her wealthy father will help them. En route Frankie is mistaken for the wife of the well-known pilot Johnny Pearson and ends up in his suite having to pretend she is his spouse. When the pilot meets her, romantic sparks fly.
Somewhere in Europe, in a city occupied by the Nazis, a gentle school teacher finds himself torn between collaboration and resistance, cowardice and courage.