The residents of the small Suffolk town of Market Wetherby await the arrival of a group of yanks, the Eight Air Force 525 th Bomb Group. The older residents are wary but the young girls of the town can't wait to get to know the airmen better.

Danny is in hospital critical condition. Major Kiley and local bigwig Helen Dereham cross swords when Letty accuses one of the girls of assault.

Letty tells her brother she is pregnant but tragedy awaits her when her G.I. boyfriend Harvey is killed whilst on a mission.

major Kiley is ordered to get into the the good books of Helen Dereham and soon finds himself charming the locals at a dinner party. Mario is getting in deep with Sid the spiv and M/Sgt Mac McGraw is getting friendly with the married Sally Bilton. Meanwhile relations between the yanks and the English soldiers are getting increasingly fractious.

Even with her husband home and a wheelchair bould cripple following a direct hit on his tank, Helen Dereham is finding it difficult to disguise her feelings for Major Kiley. Sally's husband has been apparently killed and Mac offer her his shoulder to cry on. Meanwhile at an independence Day dance the American and English soldiers kiss and make up.