Thomas is waiting at a junction when a bus drives up alongside him. The bus introduces himself as Bertie, who remembers Thomas from the time he took his passengers home after Thomas crashed into a snowdrift and tells Thomas that he has come to help his passengers today. Thomas claims that he can go faster than Bertie. Bertie then challenges Thomas to a race. Their drivers agree and Thomas and Bertie begin their race.
As it takes Thomas a while to build up speed, Bertie draws in front at the beginning of the race until he reaches the level crossing, where Thomas passes him and takes the lead. After that the road leaves the railway and Thomas stops at the next station to collect passengers. He tells them to get in quickly and as he starts off again, he sees Bertie zooming over the bridge and retaking the lead. Thomas tries to catch up, but he has to stop at the next station. Bertie continues on gleefully and Thomas now feels sure that he will lose the race, but he feels better after a drink and starts off once more.
While crossing the river bridge, Thomas finds that he still has a chance to win seeing that Bertie is waiting on a traffic light. As Bertie starts again, Thomas reaches full speed and takes the lead as he passes Bertie at the tunnel and makes it to the last station, winning the race. Everyone celebrates Thomas' victory, but they give Bertie a big cheer too. Bertie congratulates Thomas and tells him that to beat him over that hill, he would have to grow wings and be an aeroplane.
The two friends often talk about their race, but Bertie's passengers do not like to be bounced like peas in a frying pan and the Fat Controller warns Thomas not to race at dangerous speeds. Although it does not seem likely the two will ever race again, secretly Thomas and Bertie would like to again some day.