Despite the title this is more a history of the airplane's development, from Cayley's model glider of 1804 to the Boeing 747, than an explanation of What Makes a Plane Fly, which Scott Corbett demonstrated so much more tellingly in 1967. Still Shepherd's survey, which is approached in terms of basic problems (instability, drag, resistance) successively overcome, transmits some elementary understanding along with the names and dates. Instructions on ""how to make a model glider"" are appended.