George and Philo get put in a group full of misfits, including a lady wrestler (Wanda Polanski) whose fiancé got cold feet, a frumpy overweight girl (Jolean Winters), an ex-prostitute (Sugar Dubois) whose probation officer arranged for her to enroll in Weidermeyer as part of a work-release program, a gay man (Larry Falkwell), and an extremely clumsy woman (Kelly Johnson).

However, by happenstance, the group gains the ire of Miss Grummet, the school dean and a matronly martinet, who believes all stewardesses to be attractive "flying waitresses", not tough, nerdy, chubby, promiscuous, and certainly not stewards like George, Philo or Larry (their homosexual classmate).

The group is introduced to their owner, Mr. Stromboli, a kindly immigrant whose airline is on the verge of chapter 11 bankruptcy unless his next flight from LAX to Atlanta can prove reputable.

The flight is a mixture of ordinary businessmen and a blind people's convention, which starts to run into trouble when an unexpected rain squall hits and a "mad bomber" (in an ironic sense) calmly and quietly sets his plan into motion, drugging the drink of the man sitting next to him with a powerful hallucinogenic, then taking advantage of the turmoil to plant the bomb under a passenger's seat, sneak a gas pellet into the captain's cabin to knock out the pilot, then to the cargo hold to jump out into the sky.

Things go from bad to worse as one of the blind men, in an attempt to find the restroom, accidentally lets himself into the captain's cabin and hits the instrument panel with his white cane.