Con men Calvin Churchill (Jack Benny) and “Clip” McGurk (Ted Healy), in the business of fixing races, boxing matches and other sporting events, are forced to go on the run when Henry Potke (Nat Pendleton), special investigator from the Revenue Department, is after them for tax evasion. Potke tracks the con men to a hotel room, where they trick him by claiming they are suffering from a highly infectious influenza. Potke flees in terror.
In a hurry to skip town, Calvin tells Clip to go to Desert Springs, California, to see his wife Alice (Una Merkel), who is a tennis instructor at a resort. Calvin meets W. R. Gridley (Grant Mitchell), a devious schemer who uses his lovely daughter Grace (Mary Carlisle) to convince Calvin to buy an air balloon. Calvin thinks that Gridley is the sucker, however, and negotiates a free aircraft ride to find the perfect location for a stratospheric flight in his new balloon. Calvin introduces Clip as one of the most daring balloonists in America. Clip, however, is afraid of heights.
Alice tells Calvin that she will not return to him until he quits his devious schemes but no sooner does he comply, than she witnesses him fleecing some hotel guests to pay for his room. When Calvin’s photo appears in a newspaper, Potke heads off to the resort.
After leaving $85,000 in cash with Alice, Calvin tries to find Clip, who is in hiding, afraid to be forced to fly in the balloon. At the launch; the two hucksters finally arrive, and soar off into space. They make radio contact at a record 73,900 feet and after they broadcast their promoters’ advertisements, Calvin and Clip find themselves in trouble when the balloon falls apart.
Forced to parachute to safety, Calvin tells reporters about his desire to be reunited with his wife. Potke arrives to announce that the charges for delinquent tax payments have been dropped, and Calvin and Alice reunite for good.