Though they've been friends for many years, when dirigible commander Jack Bradon (Jack Holt) and airplane pilot Frisky Pierce (Ralph Graves) are approached by Arctic explorer Louis Rondelle about mounting an attempt to reach the South Pole by air, they both jump at the challenge. Concerned for his safety, Frisky's wife, Helen (Fay Wray), uses Jack's affection for her to persuade him to stop her husband from making the trip - favor that makes bitter enemies of the two men. However, when Jack's airship is wrecked and Frisky heads for the pole in a boat with Rondelle, an accident that strands them both leaves Jack as the only one able to attempt a daring rescue.