If you're going to watch this, do so for the technicolor flying action. The plot is terrible. Our star is James Cagney as Brian McLean. He introduces himself as a Canadian bush pilot who is lying about the other local pilots and undercutting their prices to get all of the local jobs. Also the instant he lands and sees Emily (Brenda Marshall) he decides to make up stories about Johnny her lover who she plans to marry, and take her away from him. He gets hit by his own helicopter blade. She nurses him to health. Johnny, in dangerous weather conditions, flies a doctor in and saves him. These two and another guy make a bunch of money. Then Brian marries and immediately leaves Emily. He says he needed to do that to stop Brian from marrying her and prevent him from wasting all of his money on her (really). They end up in the Canadian air force. He is all about being a hotshot with his intuitive skills. He is a trainer. He takes a pilot up to show him how it's done. He crashes, nearly kills the guy and totals the plane. For this he is court martialed and forced to leave the military. So he mopes around town getting drunk and complaining about it. He get's the bright idea of dive bombing a celebration where the air force is giving other pilots their wings with a friend and the friend gets killed. He is rather intuitive and reckless. But in the end he sneaks back into the air force. He flies with a group of unarmed planes to England. A German plane shows up. He flies his plane and himself into the German plane. They both crash. The other planes are saved. He is a hero. The end. Stupid.

James Cagney's stalwart mug on the poster, and a glorious title like CAPTAINS OF THE CLOUDS involving Canadian Bush Pilots fighting in World War II, could be misleading for anyone loving the smart-alleck, womanizing Cagney: the persona that built his reputation before venturing into more serious matters – especially after the Big One broke out.But most of this film has the pint-sized icon, a daredevil pilot stealing jobs from his fellow airmen using every trick in the book, is shrewder than ever. He's got his sites on a younger pilot's gorgeous fiancé – she too is a money-grubbing rogue and both make a fiendish pair. Brenda Marshall is the perfect mix of lovely and deceitful, wisping her long black hair while planting a soft spike into kindhearted idealist Dennis Morgan.Scenes involving Cagney teaming up with Morgan and Alan Hale in their own cargo business lead to the group joining the RAF – where Cagney's cocky persona, training young fliers to take risks instead of following orders, gets him in hot water with the hard nosed military elites. But like all Cagney's best characters, the ramifications mean nothing – he's in it for the thrills and blind adventure: and the audience takes part.But the last thirty minutes, as the group fly off into the inevitable battle (framed by Winston Churchill's famous speech), seems a bit rushed and doesn't live up to the energetic first act of double-crossings and Arial scenery over plush Canadian exteriors. Director Michael Curtiz, a few years shy of CASABLANCA, wields each shot with precision so there's never a dull moment. But Cagney being classic Cagney is what really delivers the goods throughout this overlooked gem, far exceeding your typical wartime propaganda.For More Reviews: www.cultfilmfreaks.com

A rather slow starts leads in to an interesting film.In comparison to his other films, James Cagney is rather subdued here; his inability to follow through on instructions with his attitude is par for him, but still he gives another wonderful performance.He and Dennis Morgan vie for flying business and when Cagney is injured, he is aided by Brenda Marshall, the former Mrs. William Holden. Marshall plays the fiancé of Morgan who is taken by Cagney and she goes ahead and marries him. Of course, Cagney leaves her a day after the wedding. He knew that she wasn't right for Morgan and the only way he saw to convey this was to marry her.The aerial flight scenes are excellent and Cagney just can't seem to stay out of trouble with the RAF, which leads to his dismissal. Movies being the way they are, he is given the opportunity, under the false pretenses that he created, to redeem himself.The film is a definite tribute to all flyers, not just the RAF. It is well done.

"Captains of the Clouds" seems to be a big-budget production that splurged on a star like Cagney, color film, and lots of exciting flight footage. There must not have been any money left for a cohesive screenplay.The story never gains traction, and instead ends up being a series of episodes. First, we're in the backwoods, beginning to learn about the life of Canada's bush pilots. Then we're off to a big city hotel. A love triangle of sorts is introduced, then a third of the way through is abandoned. At an odd point in the plot's progression, we're off to prepare for flying planes in the war, and then Cagney is back in his bush plane, buzzing an airfield.The performances are weak, too, with the actors relying on overly broad strokes and lots of mugging and strutting.