Come Fly with Me

On her first day aboard the Polar-Atlantic flight, Carol locks herself in the bathroom and delays departure. The delay unsettles the crew, and flight engineer Teddy spoofs her with a practical joke once the plane is airborne. The incident sets a light, humorous tone for the voyage ahead.

Donna discovers that Franz Von Elzingen, a young baron, could grant her affluence and social prestige. She sets her cap on winning him, despite the risks and the class divide between them. The pursuit sets Donna on a collision course with the other stewardesses and the airline's mood for the rest of the voyage.

Ray, the flight's co-pilot, asks Carol to dinner in an attempt to win her over. Carol remains cold toward him, still smarting from her jealousy over Katie, Ray's on-off girlfriend. The moment underscores Ray's charm and Carol's guarded stance.

Texan Walter oversteps boundaries with Hilda, but she agrees to a night on the town after being placated. Donna and Carol prod him into taking them to a chic restaurant, much to Hilda's chagrin. The trio later sees a movie and visits an amusement park, where Walter reveals his wife died four months earlier and Hilda worries about getting involved again.

Katie's husband arrives at the hotel looking for his wife, creating a delicate moment of danger for the trysts. Carol warns the others and then pretends to be Katie in bed with Ray, to throw off suspicion. Ray gets punched by the husband, upholding a sense of principle, while Carol lectures him on ‘values’.

Aware police could intercept him, the Baron leaves his gold cigarette case with a note to meet at a cafe and flees by trusting Donna to deliver it. The cash-poor aristocrat prefers smuggling diamonds to earning an honest living, creating a mule dynamic. Donna is left clueless with the case and the burden of the stash.

Donna becomes entangled with the Baron's plans as they jet around Vienna, waterskiing and frolicking. The Baron dupes Donna into becoming another mule for his diamonds and extends her power over him as a payment method. The flirtation masks a deeper manipulation and sets up later conflict.

Hilda distances herself from Walter, freezing him out after realizing the financial gamble involved. Meanwhile, Carol continues to improvise with Ray, playing patty-cake while he struggles with his love-life. Ray's romantic misadventures lead to his demotion to backwater air charters, heightening his tension with Carol.

In Paris, the three stewardesses are led to a luxury suite, with Donna enjoying the attention of the Baron as he lavishes gifts on her. Walter arrives at the scene and admits that he has $40 million, prompting Hilda to scold him for wasting money he doesn't have. The confrontation solidifies their incompatible dynamics and Hilda exits in frustration.

Reinstated in his old job, Ray consoles a crying child traveling alone by taking him to the cockpit to fly the airplane. Carol is touched by this tender moment and urges passengers to praise him to the airline's president. The act redeems Ray's dignity and deepens his relationship with Carol.

The Baron tells his overlord that he's done using Donna as his mule, triggering a swift fall from grace for the young stewardess. Donna is apprehended at airport customs and charged with smuggling diamonds, underscoring the fragility of their schemes. The legal jeopardy shifts the balance of power back toward the Baron.

Temporarily released by the police as a cat's paw, Donna meets the Baron at an out-of-the-way cafe. He tries to placate her with money for a good attorney, but she refuses and returns the heirloom necklace to him. Leaving in disgust, she sees a police car staking them out and believes the Baron is surrendering himself; she kisses him goodbye with his own farewell, 'Auf Wiedersehen,' and the emissary later returns the necklace with the same message.

On board, the stewardesses discover the plane is nearly empty, with only one Texan in economy class aboard. The destination is whatever Hilda wants, but Carol heads to the cockpit to speak with Ray about his values. Before she can lecture him again, Ray straps her into a jump seat, gags her, and begins to stage a marriage proposal, turning the flight's end into his surprise plan.