On board the 420, Sullivan knows that the passengers will need some sort of explanation of what's going on and sends Dan Roman back to tell them what happened and endeavor to keep them calm. Dan finds that Spalding has done a good job of getting people back to their seats and comparatively calm. He explains their predicament honestly, but deliberately underplays the difficulty and danger of ditching in the ocean, especially when it's as stormy and rough as it presently is. Despite his reassuring words, many of the passengers are teetering on the edge of panic until a calming influence comes from an unlikely source. Seizing on the relative calm, Dan enlists a number of them to help throw luggage, and any furniture, etc. not fastened down out a hatch, as a lighter weight- no matter how slight- will conserve fuel.
Meanwhile back in the cabin the passengers are dealing with the dreadful wait in differing ways which throw their characters in stark relief. In a darkly amusing twist Agnew, now seated beside a wary and alert Locota, is complaining querulously about the effect the stress is having on his health and threatening to sue the airline. In several other cases however, the passengers, faced with the distinct possibility of imminent death, are reexamining their lives and problems and seeing them from a completely different perspective.
Dan Roman is watching Sullivan and recognizes his paralyzing fear for what it is; he has been there himself. He knows that Sullivan isn't thinking clearly about the situation. They've been picking up speed due to a favorable tail wind and the lighter weight has helped. It's still a gamble as to whether or not they can make it safely to San Francisco, but in his opinion it's still a better option than trying to ditch. Even if Sullivan manages to bring the plane down without it breaking up and killing everyone, the chances of getting survivors out and into the lifeboat in the extremely rough sea are virtually nonexistent. He determinedly says as much to Sullivan who angrily refuses to reconsider. Panicking, he starts to prepare to ditch immediately instead of waiting until they're closer to shore. Dan backhands Sullivan, calling him a coward and takes over the controls, putting them back on course for the coast. Sullivan sits quietly in his chair, shocked into thinking clearly, which is what Dan had intended. Reevaluating their position, he decides that Roman is right about attempting to make it to San Francisco being the better choice. He finds that, having been called on his secret fear, it has decreased to a manageable level and he is able to take over the controls again. He instructs the crew to notify the ground crew that they're coming in. In an extremely tense scene, Sullivan manages to land the plane safely and the passengers disembark shaken and, in many cases, changed.
Sullivan and Roman walk over to where the plane is being examined by the ground crew and say nothing when they find that there's almost too little fuel left to measure. Sullivan says he's going home to his wife, and Dan walks off into the night alone, whistling softly.