- 7/1/2025
This film is a war documentary produced by one of the "Hollywood Colonels," William Wyler, who joined the Air Force Film unit and recorded the sights and sounds of the last mission of a B-17 bomber known as the Memphis Belle, named after the girlfriend of the pilot.
A narrator told the story of the 10 crewmen as examples of simple average American boys doing a tough job.
The men and plane were filmed during the bombing raid on the submarine plens in Wilhelmshafen, Germany, "just one mission of just one plane and one crew in one squadron in one group of one wing of one Air Force out of fifteen United States Army Air Forces."
It used handheld 16mm and 35mm cameras inside the plane to give the perspective of the crew.
Wyler in fact combined footage from several missions to represent this last 25th mission of the plane, a mission that was actually a milk run with no casualties and no difficult landing.
He also used film shot by the 8th AAF Combat Camera Unit.
Wyler wanted to film a flak burst but never was able to get one:
"I could never get one explosion because how the hell do you know where one's going to explode? Once the cloud is there it's too late. All that flak so close to us, and I could never get the explosion."
From October 1943 to March 1944, Wyler edited in the U.S. the 20,000 feet of film he shot in Europe, producing a 42-minute color film that was considered beautiful and dramatic.
A narrator told the story of the 10 crewmen as examples of simple average American boys doing a tough job.
The men and plane were filmed during the bombing raid on the submarine plens in Wilhelmshafen, Germany, "just one mission of just one plane and one crew in one squadron in one group of one wing of one Air Force out of fifteen United States Army Air Forces."
It used handheld 16mm and 35mm cameras inside the plane to give the perspective of the crew.
Wyler in fact combined footage from several missions to represent this last 25th mission of the plane, a mission that was actually a milk run with no casualties and no difficult landing.
He also used film shot by the 8th AAF Combat Camera Unit.
Wyler wanted to film a flak burst but never was able to get one:
"I could never get one explosion because how the hell do you know where one's going to explode? Once the cloud is there it's too late. All that flak so close to us, and I could never get the explosion."
From October 1943 to March 1944, Wyler edited in the U.S. the 20,000 feet of film he shot in Europe, producing a 42-minute color film that was considered beautiful and dramatic.
Category
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FunTranscript
00:00The End
00:30THE END
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02:24As much a part of the fortress as her wings.
02:27If you're a mechanic, you've got your own bomber.
02:30You get attached to it.
02:32But you know when your ship goes out on a mission, you may never see it again.
02:37So you do your work as well as it can be done.
02:40Perfectly.
02:41Because you wouldn't want anything to go wrong that would be your fault.
02:54Today, the bombs will be taken from these bomb dumps somewhere in England
03:05and delivered to specific points in Wilhelmshaven, Germany.
03:17To deliver them is the job of the 8th Bomber Command.
03:21Just a hauling job.
03:22Yet one of the most difficult and complicated of military operations.
03:52General purpose demolition bombs.
03:54Impact velocity as high as 750 miles an hour.
03:58Pierce five inches of armor plate.
04:01Destroy a factory.
04:02Briefing at 0800.
04:08Pilots, bombardiers, and navigators take their places.
04:12The group commander, Colonel Stanley Ray, steps up to the target map
04:16and for the first time you learn where you're going.
04:20Sometimes your face turns white when you find out.
04:23Sometimes the feeling you won't come back tightens your insides.
04:26Not so long ago you were sitting like this in a college or high school classroom.
04:32Not listening too hard.
04:34Perhaps even a little sleepy.
04:36But you listen here.
04:37And as you listen, you don't have time to think of yourself.
04:42Fear fades.
04:43You concentrate on the mission.
04:46Type of formation.
04:47Assembly point.
04:48Zero hour.
04:49Route to target.
04:51Weather.
04:52Enemy fighters.
04:53Enemy flack.
04:54Route back home.
04:56If forced down in enemy territory, destroy equipment.
04:59If taken prisoner, give no information.
05:01Name, rank, and serial number.
05:02That's all.
05:03That's all.
05:32These are the passengers with one-way tickets.
05:38And this is the crew of the Memphis Belle.
05:42324th Squadron, 91st Heavy Bombardment Group.
05:47Just one plane and one crew in one squadron.
05:51In one group.
05:52Of one wing.
05:54Of one air force.
05:56Out of 15 United States Army Air Forces.
05:59Yes.
06:02Well, fellas, we've never had an easy ride over there yet.
06:05And today won't be any different.
06:07No escort except unfriendly.
06:10So keep your eyes peeled.
06:11Don't get excited and yell when you're talking on the intercom.
06:15Save your ammunition and make your shots count.
06:18And let me know what goes on back there, Quinlan.
06:20Yes, sir.
06:22Stay on the ball, gang, and she'll bring us back like she's always done.
06:25Okay?
06:26Let's go.
06:29They have completed 24 missions.
06:35In this, the toughest theater of air war.
06:38The big league of sky fighting.
06:40Their experience is priceless.
06:43And so, if the Memphis Belle comes back this afternoon,
06:47they will be sent to bring the vital lessons they have learned
06:50to thousands of air crew men in training at home.
06:54Home is America.
06:55This is a battlefront like no other in this or any war.
07:22No monster armies, no booming cannon.
07:27Only the roaring engine sound of the bombers pounding through the quiet English countryside.
07:32This is an air front.
07:35This is an air front.
07:35We'll see you next time.
07:40You can see you next time.
07:41I saw you next time.
07:45Bye-bye.
10:20Today their island has been converted into a gigantic bomber field, a super aircraft carrier anchored off the shores of Fortress Europe, with hangers and machine shots, with hundreds of dispersal points, perimeter tracks and concrete runways.
10:36This is England in its fifth year of war.
10:40And this is the new battle front, the air front, from which we seek out the enemy.
10:50Not his infantry or his artillery, not his panzer divisions, but the greater menace, the industrial heart of his nation, the foundation on which the Nazi empire and its armies stand, the power behind the German lust for conquest.
11:06The steel mills and refineries, shipyards and submarine pens, factories and munitions plants.
11:14Pinpoints on the map of Europe, which mean rubber, guns, ball bearings, shells, engines, planes, tanks, targets.
11:22Targets to be destroyed.
11:24And these are the destroyers, each with a belly full of bombs, and ten men, like the crew of the Memphis Bell.
11:35Pilot, Captain Robert Morgan, industrial engineer from Asheville, North Carolina.
11:41He's flown this ship across the Atlantic.
11:44The other pilot, Captain Jim Varinus, business administration student at the University of Connecticut.
11:50Radio operator and gunner, Sergeant Bob Hanson, construction worker from Spokane, Washington.
11:55Navigator, Captain Chuck Layton, chemistry student at Ohio Wesleyan.
12:00Engineer and top turret gunner, Sergeant Harold Locke, from Green Bay, Wisconsin.
12:05Used to be a stevedore.
12:07Besides keeping the bell in order, he covers the sky above.
12:12Tail gunner, Sergeant John Quinlan of Yonkers, New York.
12:15Clerked for a carpet company, but he quit.
12:18December 8th, 1941.
12:21Ball turret gunner, Sergeant Cecil Scott.
12:24First man for a rubber company in Rahway, New Jersey.
12:31Pilot to crew, 10,000, put on oxygen.
12:36They're climbing higher now, 300 feet a minute.
12:39The strain on the planes and on the men is mounting.
12:44The rest of the crew, bombardier, Captain Vincent Evans, operated a fleet of trucks in Fort Worth, Texas.
12:52Waste gunners.
12:53On the right, Sergeant Bill Winchell, chemist for a paint company in Chicago.
12:57And on the left, Sergeant Tony Nostal.
12:59Used to repair washing machines in Detroit when he was a kid.
13:02Now he's 19 and has two Nazi fighters.
13:05Confirmed.
13:06It takes all of a pilot's strength to keep a 30-ton fortress in tight formation.
13:17But the formation is the bomber's best defense against enemy fighters.
13:23The planes are deployed to uncover every gun.
13:27Stepped up and down.
13:30Echelon to the right and left.
13:33Arranged to overcome the danger of gunners firing into friendly ships.
13:37Arranged so concentrated cones of fire from the caliber 50 machine guns cover the sky.
13:43For a thousand yards in every direction.
13:54The friendly coast of England slips by below.
13:58It doesn't look like much now.
14:00But in a few hours, when you come back, if you come back, this will be the most beautiful view in the world.
14:06Higher and higher.
14:12Climbing to reach your best operational altitude.
14:1525,000 feet.
14:17Five miles straight up.
14:19So high you can't be seen from the ground with the naked eye.
14:23So high that after one minute without oxygen you lose consciousness.
14:27After 20 minutes, you're dead.
14:29From now to the target, you go about your routine duties.
14:39Plot your course.
14:40Check your equipment.
14:41And wait.
14:42And think.
14:46Higher and colder.
14:47Temperature 40 degrees.
14:49Below zero.
14:51Take off your glove and you lose some fingers.
14:53You look out at the strange world beyond.
14:57Reflections in plexiglass.
14:59Like nothing you ever saw before.
15:01Outside of the dream.
15:12Higher and higher.
15:13Into the lifeless stratosphere.
15:16Until the exhaust of the engines mixing with the cold thin air condenses.
15:20And streams the heavens with paper trails.
15:23To the men in the ships, they're far from beautiful.
15:33For they point like beckoning fingers to the formation.
15:37Signposts in the sky.
15:39For the enemy to spot us.
15:49For these bombers to accomplish their mission, a plan is needed.
15:54Carefully worked out.
15:55Time to the minute.
15:57The job is to bomb Wilhelmshaven.
15:59Effectively and economically.
16:01The enemy is strong.
16:03Skillful.
16:04Determined to stop us.
16:06Here are his defenses.
16:08Airdrones.
16:09Well dispersed.
16:10First, each plane indicates a stopper or squadron of fighters.
16:15Heavy anti-aircraft.
16:17Highly trained and accurate.
16:19All along the coast.
16:20And defending his vital installations.
16:24Radar to warn him of our coming.
16:28Here is our plan to divide his defenses and weaken his opposition.
16:31At 1330 hours, shortly after takeoff, six groups of planes will be heading toward the enemy coast from six directions.
16:41The blue force.
16:42100 B-24 Liberator four-engine bombers.
16:46The white force.
16:48300 B-17 flying fortresses.
16:51The green force.
16:53300 B-17s with an escort of six squadrons of P-47 Thunderbolts.
16:58A force of B-26 marauders.
17:02Twin engine medium bombers.
17:04With six squadrons of RAF Spitfires escorting.
17:07Almost a thousand planes.
17:09And over 8,000 men in the air.
17:12The enemy alerts all his airdrones.
17:14But which is our main force?
17:16What are our targets?
17:18Where should the Nazi controllers send their fighters?
17:22It's our job to make them guess.
17:24And guess wrong.
17:25A half hour later at 1400 hours, the blue force will be heading east across the North Sea with the white force following.
17:35These enemy fighters are tied down, waiting to meet them, and will not be able to attack the green force.
17:41These fighters must come up to attack the green force, and thus will be no threat to the blue and white forces.
17:46The B-26s and Spitfires will bomb and strafe a key rail junction, diverting these six stop-on and preventing the enemy from concentrating too many fighters on the green force,
18:00which is scheduled to bomb an aircraft factory at Hanover.
18:04At 1430 hours, the blue force will threaten this entire coastal area of northwestern Germany.
18:14Which target will it be?
18:19Flensburg?
18:21The Kiel Canal?
18:23Or will it turn suddenly and bomb Hamburg?
18:27Vegasach?
18:28Or Emden?
18:29Actually, it carries no bombs at all.
18:32It's a decoy, and keeps the fighters from the northern area busy,
18:36while the white force, the main effort, heads for the submarine pens of Wilhelmshaven.
18:40At 1,500 hours, while the white force is over its target,
18:47only a fraction of the available German fighter strength of the area can intercept it.
18:53Because of the blue force diversion,
18:56and the simultaneous bombing of Hanover by the green force.
19:01This is the plan of battle for today.
19:05Drawn up by the Combined Operations Planning Committee,
19:07and approved by the Commanding General.
19:13The white force.
19:15Lead group.
19:16Low squadron.
19:18We've crossed the invisible line of enemy radar.
19:22The Hun is expecting us.
19:32Steel helmets go on.
19:34Watchful eyes strain.
19:36Tight formations are held tighter still.
19:41Tense gunners more alert, because here it comes.
19:47The enemy coast.
19:49From up here, it looks the same as any other.
19:55Houses, roads, greenfields, factories, waterways.
20:00But they are the houses and fields of those who invade and oppress.
20:04They are the factories and roads of the people,
20:07who twice in one generation,
20:09have flooded the world with suffering.
20:11Suffering in such quantity as the history of the human race has never known.
20:15Brought torment and anguish into countless American homes.
20:20Gold stars.
20:22And telegrams from the War Department.
20:24The first plaque.
20:32Just harmless-looking, silent puffs of smoke.
20:35Only each puff is a shell exploding,
20:37throwing shrapnel around the sky.
20:39Exactly the range.
20:42Accurate plaque by radio prediction.
20:45Five miles down, Nazi anti-aircraft batteries have calculated the altitude, speed, and course.
20:50Where will the next one hit?
20:52You try not to be there.
20:53The docks and submarine pens of Wilhelmshaven.
21:04Approach to the target starts.
21:07No smoke screen can protect it.
21:15Now the enemy knows the path of your approach,
21:17and walls that path with a flak barrage.
21:20But you fly right through it.
21:21The flak's so thick you can get out and walk on it.
21:35Morgan changes course every 15 seconds.
21:38Evasive action to confuse the flak batteries.
21:42Bombsides set for correct altitude and speed.
21:45Bomb bay doors open.
21:47The bombing run begins.
21:51Violent to bombardier.
21:53Okay, then, you've got it.
21:56Now Evans flies the Memphis Bell, controlling it through the bombsite.
22:01And now we are most vulnerable.
22:04Committed to our bombing run, we can't dodge flak or fighters.
22:08Here's the first.
22:08Top turret, pirates at him.
22:22Evans must ignore the battle.
22:24Crosshairs lined up on target.
22:26Adjustments for wind drift made.
22:31Two more fighters diving from 9 o'clock.
22:33Flak now has the range, too.
22:41They've hit this sport, but he keeps on his bombing run.
22:50As lead bombardier, Evans' aim must be good.
22:53Every other ship in the group will drop its bombs when he drops his.
22:56Now one pointer on the bomb's side moves toward another stationary pointer.
23:03The instant they touch, bombs will release.
23:06They touch, bombs away.
23:25They touch, bombs away.
23:25They touch, bombs away.
23:29They touch, bombs away.
23:36That's it.
23:37Take care.
23:37Take care.
23:40Okay.
23:41Let's go now.
23:43You can see.
23:47Follow me now.
23:47See you later.
23:49Bye-bye.
23:54Yeah.
23:58Bye-bye.
24:28The first half of the mission is over. The easy half. Now to get home.
24:45The flight stops. That means spiders out there somewhere.
24:50The staff are lurking behind that cloud.
24:53Or hiding up in the sun where the glare blinds you and you can't see them waiting to dive down on you.
24:59Fighters at 6 o'clock. This is what a gunner sees. A speck in the sky. That's a fighter.
25:04And then a blink. That means he's firing at you. 2300 rounds a minute.
25:08In a running battle, one of the most important instruments is the interphone.
25:19There's four of them. One o'clock high. They're coming around. Watch it.
25:27Two fighters. Six o'clock up. Coming in. Diving out, Chief.
25:36370 in trouble. Out of 2 o'clock. Watch it.
25:39Got an engine on fire.
25:40There's two more diving through the 94. Three planes, 9 o'clock. Coming around. Keep your eye on them, boys.
25:55Coming around at 10.
25:56Watch it, Chuck. Keep your eyes open.
25:58They're breaking at 11. Breaking at 11.
26:00I got him.
26:02He's coming around underneath at 10 o'clock.
26:04I see him.
26:05Yeah, we're at 2 o'clock.
26:06Watch it, Scotty. I got my sights on him.
26:08Check it, B-17, Chuck. 3 o'clock.
26:10Motor smoking. Fire at 10.30. Coming around.
26:13Is those 10.30 up or lower?
26:16I got this on.
26:20B-17 out of control at 3 o'clock.
26:28Come on, you guys. Get out of that plane.
26:30Bail out.
26:31There's one. He come out of the bomb bay.
26:33Yeah, I see him.
26:34There's a tail gunner coming out.
26:36Watch out for fighters.
26:40Keep your eye on them, Bill.
26:41See any parachutes, Quinlan?
26:42No parachutes.
26:43So, block it, 9 o'clock.
26:48The tape man's still in that B-17.
26:50Come on, the rest of you guys.
26:52Get out of there.
26:52Come on, bail out.
26:53So far, there's three more chutes.
26:55Black, level clock.
26:57Fighters, 6-7.
26:58109 at 3 o'clock.
27:00Keep after him, would you?
27:01I see him.
27:03I'm on him.
27:04Come on, you son of a bitch.
27:12I got him.
27:13Well, let's confirm that fighter.
27:15He got him, Chief.
27:15Look, he's bailing out.
27:16Damn it, don't yell on that intercom.
27:19Fighters, 10 o'clock.
27:20Watch those 2-12 bands.
27:21They're coming in.
27:22They're coming in, Scotty.
27:24Get that ball turret on him.
27:25Save the ammunition as much as possible.
27:38Watch that fighter coming in the 3 o'clock.
27:41He's coming in and a half roll.
27:42Pour up, Chief.
27:43Pour up.
27:43Hurry.
27:43This fortress is hurt.
27:56Engine on fire, losing airspeed and altitude.
27:59Drifting into the flak, alone and helpless.
28:02A straggler.
28:04In a minute, Nazi fighters will swarm in like buzzards for the kill.
28:07You can watch, but you can't put down to help.
28:12You keep your formation.
28:19Here, too, the mission is being flown.
28:22Nonetheless real for being in the minds and hearts of these men behind.
28:26Ask anybody who's been to a field in England, or anywhere else our bombers are based, and
28:32he'll tell you that there's drama here, too.
28:35Waiting to see who's coming back.
28:39To watch them, you might not realize how tense these ground crews are.
28:44But they are tense and plenty worried.
28:49In Air Force talk, this waiting is known as sweating out the mission.
28:53These men know the flight plan.
28:57Their watches told them when the bombers were running into enemy flak.
29:00When they were over the target.
29:02When they left the enemy coast.
29:05And now their watches tell them the bombers should be nearing the field.
29:10Every ear strains for the first sound of the engines.
29:14And then somebody hears them.
29:16And somebody sees the first faint specks in the distant sky.
29:23Every face turns to sea.
29:28And count.
29:31The watchers try to read the numbers on the ships.
29:36These planes have priority to land first.
29:40The colored flares mean wounded aboard.
29:42In the hospital window, these watching men know what that means.
29:48They know what it feels like to lie on a bouncing fortress floor.
29:52For hundreds of miles.
29:53Through the frozen stratosphere.
29:56In great pain.
29:57With the other men in your crew fighting to keep you alive until they hit the field.
30:03The field.
30:05Home.
30:06It'll be okay then.
30:09Because there'll be medical care.
30:11The best.
30:12As soon as the wheels of your plane stop rolling.
30:27Head wound.
30:29Concussion.
30:2920 millimeter cannon shell exploded in his radio compartment.
30:37Shock.
30:39Internal injuries.
30:41He'll be all right.
30:44Flak burst scattered flying shrapnel.
30:47He's full of steel splinters.
30:51This pilot's leg is not a pretty sight.
30:54Neither are the docks at Willems Harbor.
30:56These men will all get the Purple Heart.
31:03And this man too.
31:06Posthumously.
31:13A transfusion.
31:15Right in the plane.
31:17This gunner's too weak to be moved.
31:19The new life-giving blood flowing into his veins.
31:24Might be the blood of a high school girl in Des Moines.
31:28A minor in Alabama.
31:30A movie star in Hollywood.
31:32Or it might be your blood.
31:34Whosoever it is.
31:36Thanks.
31:36Thirty-six planes left this field this morning.
31:44Now six more arrive.
31:46That makes twenty home.
31:47And this one's twenty-one.
31:49More wounded aboard.
32:00Twenty-two.
32:02Coming in with his left inboard engine dead.
32:04Twenty-three.
32:12With a feathered prop on his left outboard engine.
32:17Twenty-four.
32:18Southern Comfort.
32:19With a chunk of tail gone.
32:22Twenty-five.
32:24They flew home on their luck.
32:27Twenty-six.
32:30Not a scratch.
32:31The control tower learns that two more landed at a British field to the south.
32:39One a crash landing.
32:41Crew safe.
32:42That makes twenty-eight.
32:44Twenty-nine.
32:47A rough landing, but her pilots badly hurt.
32:50It's a wonder if it brought her back at all.
32:51Twenty-nine planes back.
32:57So far.
32:59Twenty-nine out of thirty-six.
33:02Our losses were heavy.
33:05But the enemies were far heavier.
33:08We destroyed a German aircraft factory, a rail junction, submarine pens, docks and harbor installations.
33:15That's specific, known damage.
33:18But who can tell the number of German torpedoes that will not be fired?
33:22The number of our convoys that will get through now.
33:24The soldiers' and seamen's lives that will be saved.
33:28Or the battles that will be won instead of lost.
33:30Because of what these bombers and airmen did today.
33:33Pilot and tail gunner.
33:48They can laugh now.
33:51Fire on the inboard engine did this.
33:53Flames streaked back and burned the stabilizer, too.
33:58Another crew luck brought back.
34:03Here's old Bill.
34:18A pretty good airplane when it took off.
34:21Lost its nose.
34:23Lost its navigator.
34:25Bombardier wounded.
34:27Top turret gunner and pilot hit.
34:31Hydraulic system shot out.
34:32No brakes.
34:33No flaps.
34:35But old Bill came back.
34:45Now, among the returned crew members, talk flows like a river.
34:51Talking out every detail of the mission.
34:54These are the faces of combat.
34:57Faces of Americans who have watched their comrades die.
35:01Faces that can never forget the enemy.
35:04And there are no mood there.
35:06They're picture taken.
35:12In the control tower, Colonel Ray, the group's CEO, is still watching and waiting.
35:18And then he spots the last flight.
35:20Three more planes.
35:23And one of them is the ship everyone has been pulling for.
35:26The Memphis Belle.
35:33The last few miles of this trip have been a joyride.
35:37The strain is over.
35:38They can leave their guns now.
35:40Now they know they're going to go home.
35:42To Spokane, Green Bay, Asheville, Detroit, Chicago, Fort Worth, and Yonkers.
35:48The bell comes in for our landing.
35:58But first Morgan buzzes the field.
36:01Cuts the grass with the giant fortress.
36:03It's against the rules.
36:06But this is a special occasion.
36:08Cuts the grass with the giant fortress.
36:09The
36:37The wheels of the Memphis Belle come back to the soil of England for the 25th time.
36:48The
37:18The
37:48This is a day they will never forget.
37:58Another great day, soon after, Brigadier General Hansel visited the field.
38:04And presented the distinguished flying cross to every member of the crew.
38:07And then there was another day.
38:20Their
38:29Their Majesties, the King and Queen of England.
38:46Johnny Quinlan never thought of a man.
39:16He thought anything like this would happen to him when he left Yonkers.
39:18The ground crew were a little self-conscious about being dressed in fatigues.
39:30But the Queen thought they were very nice.
39:33Finally, two more visitors came, General Aker, commanding the 8th Air Force, and General Devers, U.S. commander of the European Theater.
39:51The Bell crew received them in flying clothes, as General Aker read the order for what he called their 26th and most important mission.
39:59Returned to America to train new crews, and to tell the people what we're doing here, to thank them for their help and support, and tell them to keep it up, so we can keep it up, so we can bomb the enemy again and again and again until he has had enough.
40:16And then we can all come home.
40:20The Bell crew
40:22The Bell crew
40:26The Bell crew
40:28The Bell crew
40:30The Bell crew
40:32To the men of the 8th Air Force,
41:02The Bell crew
41:03Who are now flying deep into Germany, bringing destruction to targets almost a thousand miles from their bases, destruction like this, and who have never once been turned back by the enemy.
41:17To those men, this film is gratefully dedicated.
41:22The Bell crew
41:23The Bell crew
41:24The Bell crew
41:25The Bell crew
41:29The Bell crew
41:30The Bell crew
41:31The Bell crew
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48:05
2:18:42
22:05