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Dave Williams, who spent his childhood living on Air Force bases around the world, has been haunted by recurring dreams of flying bombers in aerial combat as well as by memories of things that happened before his time. When Dave meets a mysterious man aboard an old B-17 at an airshow, events are set in motion that send him back to 1943 as the reincarnation of an 8th Air Force bomber squadron commander who is about to lead an element on the most disastrous raid ever flown in the history of the 8th Air Force. He is stunned when he sees his aircraft for the first time, a B-17 bomber named “Carol Anne” with nose art that is the image of his beloved wife, Carol. Despite having no flying experience, Dave intuitively knows how to fly his bomber although his lack of confidence leads to some terse moments. Dave uses his knowledge of history along with innovation, aerobatics and evasive tactics never before used by a bomber to out-duel the Luftwaffe, complete his mission and lead his squadron home. In the process, he and his crew become double aces. Along the way, he is constantly challenged by his co-pilot, who smells a rat but can’t put his finger on exactly what’s wrong and is alternately outraged and terrified by Dave’s behavior in the cockpit. After the mission, Dave gets the jump on an assassin and uncovers the air group's intelligence officer as a German spy and captures him as well. He meets one of Britain’s top intelligence officers and bumps into his father-in-law, whom he will never meet in his own time. Dave is decorated for his valor and airmanship by General Eisenhower the next day and afterward, he meets up with the real squadron commander as a young man. After learning “the rest of the story”, he is returned to his own time where he gets his final surprise.