Memphis Belle (film)

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Memphis Belle
Memphis belle poster.jpg
Theatrical Release Poster
Directed by Michael Caton-Jones
Produced by David Puttnam,
Catherine Wyler
Written by Monte Merrick
Starring Matthew Modine
Eric Stoltz
Tate Donovan
D. B. Sweeney
Billy Zane
Sean Astin
Harry Connick Jr.
Reed Diamond
Courtney Gains
Neil Giuntoli
David Strathairn
John Lithgow
Jane Horrocks
Mac McDonald
Music by George Fenton
Edited by Jim Clark
Distributed by Warner Bros.
Release date(s) October 12, 1990
Running time 110 minutes
Country United Kingdom
Language English
Budget $23,000,000 (estimated)
Box office $27,441,977 (USA)

Memphis Belle is a 1990 film directed by Michael Caton-Jones and written by Monte Merrick, starring Matthew Modine, Eric Stoltz and Harry Connick Jr. (in his film debut). It is a fictionalization of the 1943 documentary Memphis Belle: A Story of a Flying Fortress by director William Wyler, about the 25th and last mission of an American B-17 bomber, the Memphis Belle, which was based in England during World War II. The 1990 version was co-produced by David Puttnam and Wyler's daughter Catherine, and dedicated to her father.


In May, 1943, the crew of the Memphis Belle, a B-17 of the US Army Air Force are grounded in England while their aircraft is repaired. Awaiting the return of their squadron from a daylight bombing mission they pass time with a game of football.

The group is under the command of Colonel Craig Harriman (David Strathairn), a no-nonsense, stoical leader, tasked with keeping the pressure on Nazi targets. An Army publicist, Lt. Colonel Bruce Derringer (John Lithgow)is visiting the base,sent to interview the Belle crew in anticipation of them completing the twenty-five missions requirement to complete their tour of duty.

Derringer is eager to use the crew on a War Bonds tour when they get back stateside. He believes their success would help the war effort, and confides to Harriman that many people back home are upset at the losses the Air Force has suffered. Some are beginning to think daylight bombing is ineffective, while Harriman openly favors it.

Nearly all of the squadron aircraft arrive back at the airfield. As the Belle crew watches the landings, they become excited in anticipation of the dance that evening. As the last bomber makes its final descent, it experiences trouble with an engine and the landing gear. It crash lands on its belly and skids along the airfield for several hundred yards before coming to a stop.

Airmen inside are heard screaming as the plane explodes, killing all. The Belle crew watch as the plane burns, but are not shaken as loss of fellow airmen is common for them. Some nonchalantly rummage through a dead crewman's luggage before it is to be shipped home.

The morning after the party, the officers of the squadron are informed the target for the day will be Bremen,[Germany]. Almost immediately, experienced officers exchange worried looks as the city was previously attacked and a fourth of the squadron was lost. For this mission, the squadron will be leading the attack with another 350 aircraft in the group.

After a delay due to poor weather over the target, the Memphis Belle and her squadron are airborne. They are soon assembled in formation with bomb group and their escort of North American P-51 Mustang fighters. They face frequent harassment by defending German Messerschmitt Bf 109 fighters along the way. Eventually the escorting fighters, low on fuel, turn away, while the bombers continue alone.

Back at the base, Harriman and Derringer have harsh words after the latter starts decorating the mess hall for a celebration upon the Belle's return. Derringer accuses Harriman of being cold-hearted and concerned only with advancing his military career.

In response, Harriman brings Derringer into his office and angrily dumps a pile of letters on his desk - replies received from grieving families of lost airmen that he himself had written to. The anguished voices of those families are heard over actual black-and-white footage, taken by both sides of the air combat over Europe.

The ten-man crew of the Memphis Belle are:

  • Captain Dennis Dearborn (Matthew Modine), Pilot. A humorless and socially inept perfectionist, Dennis worked for his family's furniture business before enlisting. He named the aircraft after his Memphis girlfriend and keeps a black-and-white snapshot of her in the cockpit. He is openly teased by his crew for his unwavering professional attitude during pre-flight checks and in-flight briefings which the crew have reviewed dozens of times. Regardless, he proves to be a competent and capable leader.
  • 1st Lt. Luke Sinclair (Tate Donovan), Co-Pilot. The carefree former lifeguard believes himself to be undervalued by Dearborn and desires to get his hands on a gun at least once - which he does, with terrible consequences - but proves himself at a critical moment during the mission.
  • 1st Lt. Phil Lowenthal (D. B. Sweeney), Navigator. Lowenthal is nervous before their final mission and, convinced that he is doomed to die, drinks too much at the party and later distributes his possessions to the rest of the crew.
  • 1st Lt. Val Kozlowski (Billy Zane), Bombardier. While everyone believes the confident, self-assured Kozlowski to be a doctor, it is later revealed he attended only two weeks of medical school before enlisting.
  • SSgt. (T/3) Danny "Danny Boy" Daly (Eric Stoltz), Radio Operator. An earnest Irish-American, Daly was editor of the school paper, a valedictorian, and joined up right after graduating college. He is often seen taking pictures of the crewmen with a small camera which he frequently takes on missions, and writes poetry in a notebook. When his crewmates pick on a group of rookie airmen, frightening one of them to the point of vomiting, he shows compassion by reassuring the airman, also a fellow radio operator.
  • SSgt. (T/3) Virgil "Virge" or "Virgin" Hoogesteger (Reed Diamond), Top Turret Gunner and Flight Engineer. Hoogesteger worked for his family's restaurant and plans to open a chain of identical restaurants after the war despite his crew-mate's warnings that such an unheard of enterprise could never succeed. He is constantly teased for not having lost his virginity, hence his nickname. He manages to spend the evening, however, with a young Englishwoman he met at the party.
  • SSgt. Richard "Rascal" Moore (Sean Astin), Ball Turret Gunner. The diminutive, often crude gunner considers himself a ladies' man and delights in teasing his crew mates, especially Virgil and his virginity. He becomes increasingly nervous of the ball turret's tendency to jam during combat.
  • SSgt. Eugene "Genie" McVey (Courtney Gains), Right Waist Gunner. A religious and superstitious Irish-American, McVey carries a St. Anthony's medal on missions for good luck, and has a tendency to lose it. His fellow waist gunner, Jack, often teases him for his superstitious nature, calling him "Genie the Weenie".
  • Sgt. Jack Bocci (Neil Giuntoli), Left Waist Gunner. A hot-tempered Chicago hoodlum, Bocci appears to look out only for himself but proves surprisingly kind to his fellow waist gunner McVey. He's always eager for a fight, and will often sweet talk to his gun whom he affectionately calls "Mona".
  • SSgt. Clay Busby (Harry Connick, Jr.), Tail Gunner. After his father lost the family farm in a poker game, the laconic Busby earned money playing the piano in a New Orleans cathouse. A talented singer, he performs "Danny Boy" (dedicating it to his fellow crew members) at the party before their final mission. A gambler himself, Busby is frequently asked by the crew what the odds are if they survive the mission that day; he seldom predicts favorably.

Meanwhile, the bombers have suffered significant losses. The German interceptors focus their attacks on the leading aircraft in the formation. The first lead plane, Windy City loses its engines and explodes in front of the Belle. The bomber manages to fly through the debris unscathed, but frightens a few of the crew, especially Phil who becomes more terrified when he sees blood on the nose window.

Afterwards, they rather callously discuss how the Windy City crew died so quickly, and reminisce about a few of her crew members whose faces they know, but names they can't remember. Their memories are soon filled with grief as they silently realize the dangerous nature of their duties.

More attacks ensue, and the replacement lead plane, C Cup, is forced to break formation when its nose is crippled by a Bf 109. The crew of the Belle watch in horror when they see an airman fall out of the stricken aircraft without a parachute. The Belle is then tasked to lead the formation to the target.

Finding the target, an aircraft assembly plant, becomes difficult. Val can not see the target due to a smokescreen. Dennis aborts the initial bomb run and orders the formation to circle around for another attempt.

Meanwhile, Luke has become increasingly anxious to do something other than sit in the co-pilot's seat and watch the battle around him. Before they took off, he secured an agreement with Clay to fire the tail gun when things got hot in the hopes that women back home would find him more desirable if he had actually killed a Nazi.

When the moment arrives, Luke shoots down a Messerschmitt. His moment of triumph turns to tragedy when his defeated target smashes into their wingman Mother & Country, the same flight of rookie airmen the Belle crew had teased the night before. The bomber is instantly sliced in half. In desperation, Danny tries to raise the stricken aircraft on the radio. The only response heard are their screams of terror, while Luke, struck with immense guilt, watches them sink through the clouds.

On the second run, Val spots the assembly plant through a gap in the smokescreen and the bombers successfully hit their target. But, once clear of the anti-aircraft fire, they are again engaged by fighters.

Rascal's ball turret jams repeatedly and each time he calls for help from Virgil. While the turret is eventually destroyed, Rascal is spared. The attacks continue, blasting a hole in the fuselage, tearing off a large chunk of the tail and setting the number four engine on fire.

Danny is injured in the attacks, which puts Val in a difficult position when the crew enlists his medical "expertise" to save the injured radioman. Meanwhile, Dennis and Luke skillfully drop the aircraft into a steep dive and put the fire out, despite great risk of losing the aircraft.

The remaining squadron aircraft return to the base, without the Belle, much to the dismay of the ground crews who wait anxiously for the celebrated aircraft and her crew to return.

As the pilots prepare the Belle for landing, Dennis orders the crew to toss their guns and ammo overboard to lighten their weight. While Val and the crewmen discuss what to do with Danny, Val, being the only officer with medical knowledge, recommends dumping Danny over German occupied territory. He believes Danny have had a better chance of survival if found by German soldiers who would take care of him as a Prisoner of War. The other crewmen vehemently object. Phil interjects and pleads with Val not to throw Danny out. He agrees and cares for Danny the rest of the way.

As the plane looms closer to base, Dennis orders the landing gear dropped. But only one wheel descends due to electrical failure caused by battle damage. With time running out, Virgil and Jack try to lower the immobile wheel manually with a hand crank. Soon Phil joins them. Having gained new confidence after surviving the mission, he takes over the crank and manages to lower the wheel inches from touchdown.

The ground crew and a slightly humbled Lt. Colonel Derringer race to greet them with jubilant cheers. The crew exits the battered plane, finally by Dennis, who discovers a bottle of champagne that Danny had smuggled on board. He shows it to the crew, and joyously sprays it on them in celebration. In the final scene they celebrate their victory with Danny on an ambulance.

The film closes with a dedication to all airmen, friend or foe, who fought in the skies above Europe during World War II.

Historical accuracy[edit]

With the exception of the aircraft names, this film is fiction based only very loosely on fact. The characters are composites, the names are not those of the real crew of the Memphis Belle and the incidents shown are supposed to be representative of B-17 missions in general. Indeed, the characters and situations of the film bear little resemblance to the crew of the actual Memphis Belle, the nature of her final mission, the accuracy of strategic bombing, or Allied policy on the bombing of civilians. No optimistic official celebration on the evening before the Belle's 25th mission occurred, and there was no special welcome for the crew when the mission was over.[1] The final, 25th mission of the real Belle was to Kiel, Germany, before being flown back to the United States.

B-17 "Sally B".

Five real B-17s were rounded up for the filming of Memphis Belle, out of eight that were airworthy during the late 1980s. Two were located in America (N3703G and N17W), two were in France (F-BEEA and F-AZDX "The Pink Lady"), and one (G-BEDF "Sally B") in England. Since the original Memphis Belle was a B-17F model, almost all of the B-17s used in the film were heavily modified to look like earlier F models, having chin turrets removed, new tail turrets installed and being painted olive drab green. During filming, two B-17s portrayed the Belle (one was the movie version of the "Memphis Belle" (N3703G) and the other was "Sally B" (G-BEDF) for scenes requiring pyrotechnics such as smoke and sparks indicating machine gun 'hits') whilst the rest had nose art and squadron markings changed numerous times to make it appear there were more aircraft.

For the fighters, seven P-51 Mustangs were used, although P-47 Thunderbolts were the escort at the time in 1943. Five of the P-51s were painted in the markings of the first USAAF Merlin-engined Mustang squadron to operate in Britain (a few months later in 1943 than the actual mission) and as there were no surviving flyable Messerschmitt Bf 109s, Luftwaffe fighter aircraft were represented by Ha-1112s, a Spanish version of the Bf 109 (which were also used to represent Bf 109s in the 1969 film Battle of Britain) in mid-war generic paint schemes.

Ground sequences for the movie (including take off and landing scenes) were filmed at the non-operational RAF Binbrook in Lincolnshire, England with a period control tower and vehicles being placed on site. Flying sequences were flown from the airfield site of the Imperial War Museum Duxford. All the extras for the film were obtained from auditions held in the area, and included current and former members of the Royal Air Force. The filmmakers also used Pinewood Studios to shoot interior scenes and to shoot various models of B-17s.

A B-25 Mitchell was used to film the majority of the aerial scenes with several fixed and trainable cameras also mounted on B-17s and fighter aircraft for action shots. A TBM Avenger (with its tail section painted the same olive drab tones used on the B-17s) was used as back-up for a short time when the B-25 became unservicable during filming.

The movie pilots were warbird display pilots coming from the UK, USA, France, Germany, New Zealand and Norway, the roster changing several times as pilots had to return to their full-time jobs during filming. The flying sequences were devised and planned under the co-ordination of Old Flying Machine Company (OFMC) pilots Ray Hanna and his son Mark, who also acted as chief pilots for the fighter aircraft used and flew the camera-equipped fighter and TBM Avenger aircraft during filming.

Notable filming incidents[edit]

One of the French B-17's (F-BEEA) used as a filming platform hit a tree and a pile of gravel during takeoff from Binbrook and was destroyed by the subsequent fire. The crew of ten escaped, with two of them suffering from serious injury and three from minor injury.[citation needed]

Whilst lined up on runway 21 awaiting takeoff a puff of smoke was observed by a ground engineer from the vicinity of engine three which he conjectured could have been due to an overboost. The aircraft commenced its ground roll and after about 100 yards swung slightly to the left, which the commander (the handling pilot) corrected with the rudder and by reducing power to number 3 and 4 engines. Once corrected full power on all engines was resumed but the aircraft swung right. The commander applied corrective rudder and reduced power to number 1 and 2 engines, but this was not immediately effective and the aircraft left the runway before straightening, parallel to the runway. Knowing that the aircraft was capable of being operated from grass landing strips, the pilot opted to continue the take off, however, after 4-500 yards and at an airspeed of 90-95 MPH the aircraft swung right and its course was obstructed by a tree which hit the left wing and a pile of gravel which hit the number 4 propeller. The aircraft yawed to the right and came to rest in a cornfield, the fuselage broke into two places aft of the bomb bay and caught on fire. [2]


Memphis Belle (Original Motion Picture Soundtrack)
Soundtrack album by George Fenton
Released October 1, 1990
Recorded Abbey Road Studios,
CTS Studios, and
Angel Studios,
London, England
Genre Soundtrack
Length 42:47
Label Varèse Sarabande
Producer George Fenton
Eliza Thompson

"The Chestnut Tree", written by Tommie Connor, Jimmy Kennedy and Hamilton Kennedy appears in the movie but not on the soundtrack album. The upbeat version of "Danny Boy" performed by Connick at the party is not found on the soundtrack album; a slower version performed by Mark Williamson appears instead.[3] The film score, by George Fenton, was nominated for a BAFTA award for Best Original Film Score in 1991.

The Original Motion Picture Soundtrack album was recorded at Abbey Road Studios, CTS Studios, and Angel Studios in London, England.[4] Included is Glenn Miller and His Orchestra performing "I Know Why (And So Do You)".

Track listing

  1. "Londonderry Air" / "Front Titles: Memphis Belle" (traditional / George Fenton) - 3:50
  2. "Green Eyes" (Nilo Menendez, Eddie Rivera, Eddie Woods) - 3:25
  3. "Flying Home" (Benny Goodman, Lionel Hampton, Sydney Robin) - 2:57
  4. "The Steel Lady" (Fenton) - 1:44
  5. "Prepare For Take Off" ("Amazing Grace") (traditional) - 2:39
  6. "The Final Mission" (Fenton) - 3:51
  7. "With Deep Regret..." (Fenton) - 2:02
  8. "I Know Why (And So Do You)" (Mack Gordon, Harry Warren) - 2:55 - performed by Glenn Miller and His Orchestra
  9. "The Bomb Run" (Fenton) - 1:30
  10. "Limping Home" (Fenton) - 2:25
  11. "Crippled Belle: The Landing" (Fenton) - 3:26
  12. "Resolution" (Fenton) - 1:06
  13. "Memphis Belle" (End Title Suite) (Fenton) - 7:37
  14. "Danny Boy" (Theme from Memphis Belle) (Frederic E. Weatherly) - 3:20 - performed by Mark Williamson

See also[edit]


  1. ^ Robert Morgan, The Man who Flew the Memphis Belle. N.Y.: New American Library, 2002.
  2. ^ Boeing B17G Flying Fortress, F-BEEA 11-89 (pdf), Air Accident Investigation Branch 
  3. ^ "". Retrieved 2010-10-11. 
  4. ^ "CD Universe". CD Universe. 1990-10-17. Retrieved 2010-10-11. 

External links[edit]