Captains of the Clouds filming at Uplands July 19-20, 1941

Mrs. Gweneth Simpson pins 'wings' on Cagney's tunic. "Come on in Jimmie, this isn't a wake", was Bill Cagney's introduction of his famous brother to Ottawa reporters. "I have never been so pleased with any place I have visited", stated Cagney. "Ottawa has such a clean look and I was especially struck with the absence of billboards." Upon completion of filming, Cagney stated, "The experience of having worked with the R.C.A.F. and having met the boys who are now flying planes overseas was one I wouldn't take a million dollars for."

Rita Cross chats with Dennis Morgan. The Ottawa resident was selected as a "double" for actress Brenda Marshall.

Jimmy Cagney, Earl of Athlone and Group Captain Wilf Curtis. Air Marshal Bishop felt a lot better after he saw Cagney and the other stars go into action Saturday and Sunday. Through several days of filming he had played his part well and accurately, but he 'blew' his lines several times. Then Bishop watched the seasoned actors make numerous mistakes. Warner Brothers spokeman Cam Shipp remarked, "Air Marshal Bishop was glad to see them 'blow' their lines. So far he has been better than our pro actors. Because he was a star in our film, they gave him a regular actor's chair with his name on the back."

Air Marshal Bishop shown receiving last minute advice before he steps in before the cameras to address the "wings" parade at Uplands in the first sequence of "Captains of the Clouds". On the left is Squadron Leader Cathcart-Jones, technical advisor for the film company, and director Michael Curtiz on the right in the tweed coat. In the backgound is Squadron Leader Paul Rodies, Group Captain Wilf Curtis, D.S.C., Flight Lieutenant H.B. Wood and Wing Commander William MacBrien.

LAC Noel Henry Knight-Brown receiving his hollywood "wings" from 'Billy' Bishop during filming of Captains of the Clouds. Knight-Brown's course arrived at Uplands July 3, 1941 and officially received their "wings" September 25, 1941. Knight-Brown went on to complete a tour of operations with 460 Squadron RAAF. According to RAAF records: "On October 26, 1943, Flying Officer Knight-Brown was a passenger in Marinet aircraft number HP 322 which took off from Binbrook Station to report on the weather conditions prevailing at the air-firing range at Mablethorpe which was situated 21 miles from the airfield. Although such a flight would not necessitate flying out to sea, a wing was picked up at sea by a trawler and identified as the wing of the missing aircraft." His name is commemorated on the Runnymede Memorial.

North American Yale 3447 leads the formation in Captains of the Clouds. (Warner Bros.)