Captains of the Clouds (1942)

Approved  |   |  Action, Drama, War  |  21 February 1942 (USA)
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Reviews: 25 user | 7 critic

Inspired by Churcill's Dunkirk speech, brash, undisciplined bush pilot Brian MacLean and three friends enlist in the RCAF but are deemed too old to be fliers.



(story), (story), 3 more credits »
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Nominated for 2 Oscars. See more awards »


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Cast overview, first billed only:
Johnny Dutton
Emily Foster
'Tiny' Murphy
Blimp Lebec
Scrounger Harris
W.A. Bishop ...
Himself (as Air Marshal W.A. Bishop)
Commanding Officer
Russell Arms ...
Louis 'Alabama' Prentiss
Group Captain
Sam 'Store-Teeth' Morrison
J.M. Kerrigan ...
J. Farrell MacDonald ...
Dr. Neville (as J. Farrell Macdonald)
Patrick O'Moore ...
Morton Lowry ...


Brian McLean is a ruthless bush-pilot in Canada. He offers some other pilots an opportunity of earning a lot of money, but he marries the girl-friend of one of them. After listening to Churchill's famous "Blood, Sweat and tears" radio address he and some other pilots decide to join the RCAF - and his superior is always the pilot who's girlfriend he has married. Due to this and the fact, that McLean doesn't like to obey he gets troubles. Written by Stephan Eichenberg <>

Plot Summary | Add Synopsis


Action | Drama | War


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Parents Guide:





Release Date:

21 February 1942 (USA)  »

Also Known As:

Capitanes de las nubes  »

Filming Locations:


Company Credits

Production Co:

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Technical Specs


| (Turner library print)

Sound Mix:

(RCA Sound System)



Aspect Ratio:

1.37 : 1
See  »

Did You Know?


MacLean's aircraft, CF-HGO in the scenes, was a Noorduyn Norseman, Johnny Dutton's silver CF-NBP was an actual Fairchild 71C bush plane, and the other float planes were a Waco EGC-7 and Waco AGC-8 cabin aircraft. See more »


The Hudson bombers taxiing out in Canada do not have the mid upper turret installed, but when the German fighter is attacking them, they all have the turrets installed. See more »


Emily Foster: Hey! What brought you back?
Brian MacLean: A whim.
Emily Foster: Well you can keep on going.
Brian MacLean: Oh you don't know me. I have a whim of iron!
See more »

Crazy Credits

Sincere appreciation is expressed to Major the Honorable C.G. Power P.C., M.C., Minister of National Defence for Air (Canada) and to Air Marshal L.S. Breadner D.S.C., Chief of the Air Staff, Royal Canadian Air Force, without whose authority and generous co-operation this picture would not have been brought to its splendid conclusion. We also wish to express our thanks to Air Marshal Bishop, V.C. and other officers and men of the R.C.A.F. who, in the making of the picture, are portrayed in the actual performance of their regular duties. See more »


There'll Always Be an England
Music and Lyrics by Ross Parker and Hugh Charles
Sung a cappella by Reginald Gardiner
See more »

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User Reviews

Bishop & Cagney - Together!
17 May 2006 | by (Dundalk, Canada) – See all my reviews

A great idea to shoot this picture in Canada AND in colour, as the scenery just wouldn't have had the same impact in black and white. Cagney, as bush pilot Brian McLean, is his typical bad-boy self. Something theater audiences around the world had come to expect. Some favorite lines: "If you're lookin' for me, I'll be the drunkest man in the biggest hotel in Ottawa", "I like to swipe my jobs honestly" or "You worked up enough lather to shave all of Montreal".

The first half of the picture seems to set up the conflict he initiates between he and Dennis Morgan back in the rugged bush country of Northern Ontario, while the second half resolves the conflict through Cagney's humbling. Brenda Marshall is stunning as a manipulative small-town tart. Her good sense, or lack of same, is painfully evident when she begs Morgan to "Please take me to Winnipeg!" I understand a North Bay area woman had the good fortune of doubling for Marshall during the scene where Cagney's plane brushes just above her head, as she waves at him from a haystack.

I got the biggest kick from the scene where Cagney and Hale go on and on about Billy Bishop, who is a native of a city in my local area (Owen Sound, Ontario, Canada). Everyone who grew up in Owen Sound and surrounding Grey County knows the name William Avery "Billy" Bishop, a legendary WWI flying ace, who had been promoted to Air Marshal during WWII. After viewing many still photos and silent films of Bishop, this was my first opportunity to see the man move, walk and talk. When I viewed COTC for the first time, I was stunned to find that the Owen Sound Library didn't yet have a copy of COTC (they assure me this is soon to be remedied), but the Bishop Heritage Museum in his native city definitely does and featured COTC on a "Movie at the Museum" night in early 2006.

To clarify a question by one of the previous reviewers, Air Marshal Bishop's comments to the Texan pilot ("Ahhh Texas! One of our most loyal provinces!") is clearly a joke. Bishop, who appears quite comfortable in front of the camera, was undoubtedly improvising with a little dry Grey County wit. Exhibiting a voice and manner that is a cross between Foster Hewitt and Lester Pearson, how can you deny Mr. Bishop was Canadian! I swore Alan Hale Sr. was going to thwack Cagney with his skipper's hat, he was so similar to his son, Alan Jr. of Gilligan's Island fame and seeing Abner Kravitz (of Bewitched fame) before he hitched up with Gladys is a treat, too. We even get a cameo of the actor who played Mr. Brewster from the Beverly Hillbillies. Some interesting TV connections to this 1942 flick.

The North Bay interest in this Hollywood movie, the first one shot entirely on location in Canada, is well documented. See the several pages on the "miscellaneous" link for this film from the North Bay Nugget. One link, on famous Canadian cartoonist Lynn Johnston's website, claims the flick was shot not far from her art studios on Trout Lake, near Corbeil.

14 of 15 people found this review helpful.  Was this review helpful to you?

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