For the O Canada Blogathon kindly put on by Kristina at Speakeasy and Ruth of Silver Screenings the legendary James Cagney is joining the Royal Canadian Air Force to do his part in stopping the tyranny of World War 2.


Before the United States had officially entered into the battle, Jack Warner commissioned this script to be filmed entirely in Canada and in vivid Technicolor no less. Putting together an A list cast alongside Cagney we have a who’s who of the Warner Brothers stable. Dennis Morgan, Alan Hale Sr., George Tobias and Brenda Marshall who just might have been the most beautiful woman in technicolor circa 1942.


Topping off the cast we get the jack of all genre’s Michael Curtiz behind the camera. By this time he had already given us Robin Hood and his next two films would be Yankee Doodle Dandy and Casablanca. Truly amazing!

“This picture is respectfully dedicated to the Royal Canadian Air Force” the film begins with a mention as well to “the Bush Pilots.”

It’s the bush pilots that we focus on as our film kicks off over the gorgeous landscape of Canada’s inland lakes. It seems that our for hire bush pilots, Morgan, Hale and Tobias are seeing their rates undercut by an aggressive competitor. You guessed it. The fast talking take no prisoners James Cagney.

It isn’t long before our trio corners Cagney to claim their pound of flesh. While Jimmy recovers he has plenty of time to romance Morgan’s girl Marshall. Did I mention she’s absolutely stunning? Sadly she’s rather shallow and is looking for a meal ticket out of the lakeside village. After Cagney, Morgan and Hale have made up long enough to cash in on a lucrative business deal, Jimmy steals her away. Not for the reason you might think. He’s just a stand up guy paying a debt he owes to handsome Dennis Morgan.


With Jimmy and Brenda running off to our nations capital of Ottawa the film begins to change it’s tone from the adventurous bush pilot to the pilots giving their lives in the fight against Hitler’s Germany. Prominently on display is Canada’s parliament buildings in the background.

Morgan and Jimmy have it out and feeling dejected, Morgan joins the Air Force.


It won’t be long before our remaining trio of Cagney, Hale and Tobias are joined by Reginald Gardner. They find themselves feeling the call to duty after the news hits over the  battle at Dunkirk. In typical Cagney fashion the gang storm a military base where a group of pilots are on parade receiving their wings from real life Canadian hero and Flying Ace Billy Bishop.

Bishop Wings

The boys are set straight and once enlisted find themselves under the command of……. you guessed it, Dennis Morgan. Cagney playing his cocky self isn’t happy with the assignment. Not only are he and the guys not going overseas to fight but they are considered too old and designated to teach the younger recruits.

With the brash and braggart Cagney training recruits there’s bound to be trouble. After a nasty crash can Jimmy make amends for his mistakes and rid himself of the guilt hanging over his head?


Adding to this first class production is a score by Max Steiner. Serving as the Executive Producer is Hal Wallis and scoring a credit as an associate producer is Jimmy’s brother William Cagney. Trivia buffs look fast for a baby faced Gig Young as a recruit. Gig would go from bit role player this time out to securing an Oscar Nomination opposite Cagney in the 1950 film Come Fill the Cup. As for Oscar nods, Captains of the Clouds rightly received a Nomination for Best Cinematography in Color. A second one for Best Art Direction.

Best line to describe one of our characters during the film’s trailer? “She’s the type of woman to make a man forget.” Did I mention how good Brenda Marshall looks against the Canadian landscape?

As for Cagney, it’s no secret he had played repeated versions of this film and it’s leading character before. Look back no further than 1940’s The Fighting 69th. Apparently in true studio fashion he was bargaining with Jack Warner to get Yankee Doodle Dandy in motion thus agreeing to star in this film. By the time Clouds was actually released it fit right in with the propaganda films of the day as the U.S. was firmly entrenched in the battle.

As for our Canadians, I always find it rather funny that the majority of non-Hollywood actors sure sound as if they’re from England. At least to me other than George Tobias who does his best at a French Quebec accent. This seemed to be the case with a majority of Hollywood productions using Canada as a backdrop during the studio era. Nowadays we just all say “eh” smile and apologize.

The film was photographed in various Canadian locations including North Bay Ontario, Ottawa and military bases in Nova Scotia while adding a healthy dose of bag pipes.

Clouds may not one of Cagney’s best remembered movies but it is of importance as his first color film. It remains rousing entertainment and in 1942  probably served as a call to arms. Check it out.

cagney clouds