Keep her straight... level.
It's your first time up, so don't do anything interesting.
- Who me? - Yeah, you.
Remember, she stalls out at about 100.
Keep the air speed up, otherwise you'll be drifting all over.
- If the ailerons start to shimmy... - I've flown a plane or two.
Not like this one. This one's a handful.
You sneeze and you'll end up upside down in a field.
- That's fresh paint, damn it! - Do you want me to crash?
Gum ain't gonna keep your butt in the air.
Treat her nice, Clifford. She's gonna take us all the way to the nationals.
- Let's make some history. - Yeah.
Crank her up, Goose!
- Make her hot! - Hot and brakes.
Watch this, Peevy!
[Cheering]
National air race is our next stop!
[Sirens]
[Gunshots]
You tryin' to save ammo? Nail 'em!
I can't get a clean shot. Wish that black-and-white would get out of the way.
Careful what you wish for.
[Engine Sputtering]
[Fitch] This is the 3rd car in a month. Hoover'll be spittin' nails.
The heck with Hoover!
- Outta my way. I can't see. - Keep drivin'!
Quit movin'. You're ruining my shot!
Get back. Get...
Let's go, Lenny. We can't get caught with...
Lousy feds!
Somethin' ain't right.
- [Sirens] - Sorry, Lenny.
He's gettin' away.
Get it off!
- Get him out! - Peevy!
Hit the latch! Hurry!
Get the hell outta there!
Where you goin'? Cliff!
You all right? You okay?
Well... that's the end of that!
- All right, get it outta here. - [Peevy] Wait a minute.
You chase crooks across our runway,
crash into my pilot, and it's our fault?
No offence, pops, but we got more important things...
- than get all sweaty about whose fault it was. - Listen, buddy,
building that plane took three years and every cent we had.
File a claim with Uncle Sam. You could get lucky.
And wait six months... a year? We made a livin' with that plane.
Well maybe it's time to get a real job.
- Whoa, whoa, whoa! - Relax! Relax!
You got that one free, kid.
- One more and you'll be eatin' soft food for a month! - Yeah?
- Relax. - That fly boy hangs one...
on my kisser and you let him waltz?
Maybe you had it comin'.
- We need a word with the patient. - In private.
Your buddy's getting fitted for a pine overcoat.
If you make it to County General, Alcatraz is your new digs.
Spit it out, Wilmer. Where's the package?
Blown to hell.
Why don't you go look for it?
- Get him outta here. - Hey, Fitch?
- Take a look at this. - [Whistle]
[Wooly] That must be the gizmo, all right.
Okay, button it up.
- Call 'im, Wooly. - Why me? I called last time.
- But he likes you. - [Sigh]
There's no mistake about that, Wooly?
- [Wooly] I'm afraid not. We got what's left of it. - I see.
- It was damn sloppy. - It could've been worse. We got the gizmo.
- Yes, it could have. - We'll take it down to headquarters.
Was that Wolinski?
They chased it to an airstrip in the valley.
There was a wreck on the runway.
The X-3 was destroyed.
Better lost than in the wrong hands.
- How soon can you rebuild it? - Rebuild it?
Not a chance.
My people in Washington will have something to say about that.
Your people in Washington want to turn anything that flies into a weapon.
Apparently someone else had the same idea.
I'm afraid we must insist.
I don't work for the government.
I cooperate at my discretion.
Two of my best pilots were killed during the test phase.
God knows how many more men would have died if it had flown.
No, gentlemen.
I'm sorry I ever dreamed the damn thing up.
Sir, I wish you'd reconsider.
What do we tell the president?
Tell him the dream is over.
Tell him Howard Hughes said so.
[Peevy] What's this 300 gallons here?
We don't burn that much fuel in two years!
You burned it in two seconds when my fuel truck went up. It's all itemized.
I didn't blow up your truck. The guy in the car did.
After bouncing off you.
Pilots are responsible for a safe landing.
Where we gonna get this kind of dough? We've gotta sell the Gee Bee for scrap!
I'm sorry. I hate to kick you when you're down.
But business is business. I'm out of pocket here.
Of course, I could always use the old clown act.
We don't do the clown act no more.
Peevy, it's worth fifteen bucks a shot.
10 bucks a shot; 5 bucks goes toward your bill.
Think it over. See it my way or see me in court.
The clown suit is in the storeroom.
First show's at nine. Don't be late.
Lousy nickel-nurser.
Clown act!
Good thinkin', Clifford! You just set us back four years.
Plus which "Miss Mabel" here is a flying coffin.
She never let us down before. I'll go real easy on her.
Number five piston is shot, nothing left but spit and wire.
I could fly a shoe box if it had wings, Peev.
- Ouch! - What's the matter?
There's somethin' under this seat.
[Grunting]
That's my duffel bag.
- What've you got in there? - I don't know, but it's heavy.
- Peev, clean that table off. - All right.
Open her up.
[Gasp]
Oh, my! What've we got here?
Take the bag.
[Grunting]
- That's a piece of work, isn't it? - Yeah.
What do you suppose it is, a bomb or somethin'?
Too complex to be a bomb.
I don't see any moving parts.
I wouldn't touch that if I were you.
- The housing's still cool. - Huh.
[Sniffing] Runs on alcohol.
What's the damn thing for?
- Hold it, Peev. - Huh?
Hold it!
[Sawing]
[Cliff] Tip her over. Tip her over.
- Easy, easy! - I got it.
Watch it. [Grunting]
What's goin' on, Sinclair? Lenny is dead.
Wilmer's wrapped up like a mummy in County General.
You didn't play straight with me.
I'm sorry about your boys, Eddie... truly.
- What went wrong? - It's the feds that went wrong.
This was supposed to be a simple snatch-and-grab. What the hell is going on?
I didn't say it'd be simple.
Snatch-and-grab is what you're supposed to be good at.
That's what I pay you for.
Now where's the package?
Nothing's gonna happen until you tell me...
why this merchandise is so important to the feds.
Send me a cheque.
- Let's get out of here, boys. - It's a rocket.
A rocket?
Yeah... Like in the comic books.
- What happened to it? - I don't know.
Wilmer knows. He's in the hospital surrounded by cops.
- In a couple of days... - We don't have a couple of days.
- What room's Wilmer in? - [Laughing]
Mr Movie Star!
He's gonna walk in with a smile on his face and a handful of posies.
He's gonna charm the feds to death.
[Laughing]
That's not exactly what I had in mind.
Who cares what you had in mind?
You don't need my services any more.
You can take it from here. I'll tell you what.
You pay me what you owe me 'cause you're half lunatic.
Yes, shoot!
I want that rocket, Eddie, not next week, not tomorrow... now.
We have a deal?
You bring me that rocket and I'll double your price.
You'll triple my price.
What's a movie star need a rocket for anyway?
Bloody amateurs!
## [Opera]
[Phone Ringing]
Yes.
[Sinclair] Lothar, I've got another job for you...
a condolence call.
[Grunting]
[Cliff] Come on, Peev.
[Peevy] Here goes.
[Peevy] Well, I'm lookin' at it but I don't believe it.
- Peevy... the stake! - Get down!
That thing'll cut you in half.
We lost it.
I told you I should have tested it myself.
Yeah, you'd be halfway to Kansas by now, chowder head!
[Rumbling]
Turn her off! Turn her off!
That must've woke up the whole valley.
Pick her up. Let's get out of here.
- Peevy, you'd pay to see a man fly, wouldn't you? - Ha!
- You've gotta be outta your mind. - I'm talkin' about making real money.
Not just 10 bucks a show but enough to get us back on our feet and into the nationals.
Are your eyes painted on? This thing is like strapping nitroglycerine to your back.
- The feds are mixed up in this. - I don't want to keep it.
I just want to borrow it for a while.
When you borrow something and don't tell nobody, they call that stealing.
As soon as we can afford a new plane, we'll give it back.
Did you see what this thing did back there?
You're always telling me what a genius you are! Fix it.
We're gonna need one hell of a lawyer.
I think we're gonna need a helmet.
# You're a sweet little headache #
# But you are lots of fun #
- [Honking] - Whose is it?
Yours.
'Evening, Miss Pye.
You know my rules; no gentlemen after 6:00 p.m.
- Well, I'm no gentleman. - You can say that again.
- Hello. - Hi.
- Good night, Mrs Pye. - Have a good time.
If he tries anything, deck him. Don't forget the curfew.
- I lock up at 11:00 sharp. - [Cliff] Yes, warden.
Guess what? I think I got the part.
- That's great. - I won't know for sure 'til tomorrow,
but the director said he liked my reading the best.
- You have lines this time. - Just one.
- But it's to Neville Sinclair. - Okay!
Let's hear it.
"Oh, my prince.
Would that you'd drink of my lips as deeply."
And then he kisses you?
No. He's too busy killing someone.
- Now you tell me. - What?
The maiden voyage. How'd she fly?
She flew great. Landing had a few bumps.
We'd better scram if we're gonna catch this Cagney movie.
Uh-uh-uh. It's my turn to pick.
Uh-oh.
There's a new Neville Sinclair movie.
Oh, Jen, you know Cagney's better.
You won't catch Cagney lounging around his penthouse,
walking poodles in the park, or doing any of...
Or getting shot down behind enemy lines?
- What are you talking about? - The movie,
"Wings of Honour."
- Neville Sinclair? - Uh-huh.
Oh, brother.
This I gotta see.
[Announcer] Hitler assures the western powers he is not massing troops at the Czech border.
Here comes the Fuehrer's latest symbol of German progress,
the airship "Luxembourg," beginning its American tour...
- to promote world peace. - [Cliff] World peace!
What he means is a piece of the world!
Excuse me.
...on the first stop of their goodwill tour.
- Their last goodwill tour buried half of Europe. - Shh.
Though filled with explosive hydrogen...
Your Gee Bee could fly circles around that thing.
After the short visit, it was into the clouds to continue a journey...
that will carry the "Luxembourg" to Chicago, St. Louis,
across the Rockies... and finally to Los Angeles.
Look us up, boys, when you get to Hollywood.
[Hospital Pager: Indistinct]
[Radio]
[Radio: Comedy Routine]
[Moaning]
Who's there? Who is it?
- What do you want? - Where is it?
- Where's what? - The rocket.
I don't answer to nobody but Eddie Valentine.
[Laughing]
Okay, okay! Ease off!
I pulled a switch. I got the package stashed real good.
It's at the airfield, hangar 3. It's in some old plane.
[Radio]
[Screaming]
- Hey, open this door. - Are you okay?
- What is it? What happened? - [Scream]
[Cliff Laughing] And then,
get this, fellas, at the end of the movie...
he flies over enemy trenches and drops a bottle of champagne.
And let me guess. It hits the general and we win the war.
It was symbolic. He was being chivalrous.
Where'd he get the champagne?
- They didn't have liquor stores at the front, did they? - Not that I recall.
[Jenny] It doesn't matter where he got it.
That's not the point. It's just...
Forget it.
Malcolm, the wheel came off.
Oh, let me see, princess.
Sure, we'll fix her up.
Did I ever tell you about the time I got shot down by the Red Baron?
No?
There I was flying over the Ardennes on patrol...
when he comes screaming out of the sun, guns blazing.
And then, smack!
- Bull's-eye, ace. - I'm sorry, Jenny.
It's okay, Malcolm.
Thanks, Cliff.
You know, Cliff,
it wouldn't hurt to try someplace new... away from the airfield.
Like where? The Copa? The Brown Derby?
Why not the South Seas Club while you're dreamin'.
Okay, how 'bout this.
We'll go have a real night on the town...
after you win the nationals.
[Cliff] Yeah, swell, after I win the nationals.
You gonna fly in the nationals after all?
Glad to hear it after that landing today.
[Millie] How about a warm-up, Malcolm?
You said there were a few bumps.
Boy, I'll say. She folded like a kite when she hit the runway.
We thought Cliffie's number was up, with the fire and all.
I was gonna tell ya.
I didn't want to ruin your evening.
It's very thoughtful of you. You'd rather make a fool of me?
I'm sorry.
I don't want you to be sorry.
I want you to stop treating me like... a stranger.
When something goes wrong, I should be the first to know.
I shouldn't be the last.
Everyone knows because they were at the airfield.
I had an audition.
It was important to me.
I understand.
Just like the last time when I flew the regionals.
You got a big part. You stood behind Myrna Loy with a bowl of grapes.
Good night, Millie. Thank you for the soup.
[Millie] Well,
go after her, you dope.
Jenny!
[Sigh]
Cliff, I, uh...
- I'm sorry, I really stuck... - Malcolm, it's okay.
It's not your fault.
- Did you have a good time? - Yeah.
Go ahead and stick that welding torch in my ear.
We'll call it the end of a perfect day.
What're you two scrappin' about this time?
I don't know, Peev.
I just can't figure this girl out.
She hangs around with this Hollywood crowd all day,
talkin' about movie stars and nightclubs...
That's her work. She don't care about them phoney-baloneys.
She cares about you.
I want her to think I'm makin' something of myself,
Not that I'm just an out-of-work pilot.
You got a good thing goin' with that girl.
If she flies the coop, I'm tellin' you...
it's gonna be your fault.
What do you know about women, Peev?
You haven't had a date since 1932.
Flora Maxwell.
There was no point in datin' nobody after her.
[Rooster Crowing]
He's got to be kidding!
- [Grunting] - Ha, ha, ha.
What? Kill me as I stand? I thought you were a sporting man.
True. I'd hate to stain my legend on a villain such as you.
Prepare to die that we may learn the identity of the Laughing Bandit.
- Why wait? - [Gasp]
Good heavens! It's Sir Reginald!
None other!
Oh, my prince,
would that you'd drink of my lips as deeply.
Cut! Cut! Cut! Back to first positions.
Good lord! How many times are we gonna have to do this?
Sweetheart, acting is acting like you're not acting.
- So act... but don't act like you're acting. - All right.
Is she a block of wood! Your audition was better.
Everybody's was better! Does it matter when you're the producer's niece?
She gets a scene with Neville Sinclair and we play scenery.
- I love Hollywood. - Everybody, positions.
Let's try to get it right this time.
"Laughing Bandit," scene 114, take 28.
[Director] And... action!
[Sinclair] Ha-ha-ha.
[Sir Alec] What? Kill me as I stand?
I thought you were a sporting man.
[Sinclair] I'd hate to stain my legend on a villain such as you.
[Sir Alec] Prepare to die that we may learn the identity of the Laughing Bandit.
- Why wait? - It's Sir Reginald!
[Sinclair] None other.
Oh, my prince, would that you'd drink of my lips as deeply.
[Screaming]
Excuse me. I'm looking for Jenny Blake.
Oh, Jenny... Jenny Blake.
Does anyone know a Jenny Blake?
Cut.
- I hope he's okay. - Where's Mr Sinclair?
Give us a hand with this flat.
- You okay, Mr Sinclair? - I'm fine.
Never let it be said Neville Sinclair failed to bring down the house.
Somebody call the nurse! Charlie's been stabbed!
Charlie!
Charlie.
Forgive me, Charlie. I had no idea.
Did you think I was stealing the scene?
Don't talk. Don't even move.
Get my car and driver. Get him to The Queen of Angels.
Gladys, ride with him. I'll have my personal physician meet you.
Victor, come here.
This is supposed to be a closed set... no visitors!
I want that... Jenny banned from the lot.
[Cliff] Jenny, I said I'm sorry.
- I just want to patch things up. - You're off to a great start.
Something really big has happened and I want you to be the first to know.
Me and Peevy found something...
that's gonna get us back on our feet.
- What do you mean, found something? - It's an engine...
[Cliff] But you strap it to your back...
and it makes you fly without wings.
[Jenny] You knocked down half the castle to tell me about an engine?
You're always saying you're the last to know.
Cliff, I meant the important things.
- This is important. - So is this acting job.
- Acting? - Yes, acting.
Honey, you're walking through the scenery.
That's not fair. This is a good job.
The director thinks I'm talented.
What's this?
Pay voucher. The director wants you off the picture.
- You know this is a closed set. - I have to go.
Come on. You know what a closed set means?
Hey!
- Where's that girl I told you to fire? - I fired her.
Hello. I'm Neville Sinclair.
- You must be... - Jenny Blake.
I... I'd hate to think...
that I may have been... I'm responsible for your having been dismissed.
- Will you stay? - But it's... really my fault.
Have you read for the part of the Saxon princess?
No.
I think you might be wonderful in the role.
I'll see that you do. Perhaps we could discuss it over dinner.
I've got a table at the South Seas Club if you're not too bored with the club.
- I'd love to Mr... - Neville.
- Tonight then.
[Director] Let's get all the atmosphere over here.
Ladies in waiting? We're waiting! Let's go.
[Announcer] Ladies and gentlemen,
the Travelair Mystery Ship has taken over the lead.
We have clocked him at 192 miles per hour.
Programmes! Five cents!
- Here you are. - Malcolm.
- I sold seven. - Good. Here's more.
Programmes! Programmes!
[Announcer] As you can see, Miss Los Angeles is trailing badly.
She was down with some mechanical problems...
- and she may be in trouble. - Park it away from the runway.
- What's wrong with that kid? I told him 9:00. - He'll be here.
If he ain't in the air in 5 minutes, find a new hangar.
[Announcer] Howard in the Great Lakes Biplane...
is really pouring it on... runnin' 3rd but movin'!
This could end up in a three-way heat.
I know what Wilmer told Sinclair's goon, but the rocket ain't in hangar three.
There's an old plane but the only thing in it was this.
- That's it? - We searched this place from hell to breakfast.
I want you to start over. Turn it inside out, upside down.
Keep your eyes open for this dame.
She might be the one who knows where this guy is who found our package.
Okay, Eddie. Let's go.
[Announcer] To dazzle you with an exhibition of skills...
is Cliff Secord, the Fearless Freep. And there he goes!
That's not the routine!
What the hell is Secord trying to pull?
- I'm two minutes late. Who'd you put up in Miss Mabel? - Five cents!
- Get your programme! - That's gotta be Malcolm.
Flag that biplane down now!
He hasn't been behind the stick in 25 years. What's he doin'?
Tryin' to save your job. If he drifts into those race lanes he's gonna kill somebody.
[Sputtering]
Oh, no.
The rocket's in the tool chest?
Yeah, why?
[Announcer] We have an emergency.
We have an emergency! Please clear the field.
- Please clear... - You outta your mind?
Ladies and gentlemen, we had you fooled for a minute.
But it's all part of the show.
Stay in your seats.
- What are you doin'? - What's it look like? Give me a hand.
No, Cliff, no! We haven't tested it enough.
- Look what she did to... - Cut it out! I'm scared enough as it is.
[Screaming]
I reworked the throttle, so just squeeze her like a gas pedal.
- If you want to stop, mash down hard and let go. - Okay.
- Anything else? - Yeah.
A little luck.
- How do I look? - Like a hood ornament.
[Screaming]
Look at that!
- Tell me you're gettin' this. - I don't know what it is, but I'm gettin' it.
- Malcolm! - Aaah!
[Engine sputtering]
[Grunting] Malcolm?
Malcolm, wake up.
It's me, Cliff. Wake up! Come on!
Ohh! Whoa!
Don't worry, folks. It's all part of the show.
Oh, nooo!
Malcolm, wake up.
Wake up!
Get up! Get out of here.
It's all part of the show.
Ohhh! Ha-ha-ha-ha.
He's going west! He's going west!
- [Honking] - Go, go, go! Get out of the way!
- Get off the phone! - You heard me... a flying man!
- Hold the front page! - I said... a rocket man!
Oh, no!
Whoa! Aaah!
Whoa!
Watch it!
Big gopher.
Oh, no!
- Cliff! - Huh?
[Gasping]
I like it!
What in the hell is the matter with you?
Are you trying to kill yourself?
We don't know how long this thing stays up, how much fuel's in her...
If you wanna look around you gotta use your eyeballs. This thing's got a rudder.
If you turn your head, you change course. Hear what I'm sayin'?
You banged that up good. I don't know if I'm gonna be able to fix that.
Peevy, you can fix anything.
Well... uh-oh! We got company. Must be the news boys.
- You put on quite a show. - They can't find out who we are.
Whoever owns this is gonna want it back...
and I'm just gettin' the hang of it.
[Engine Cranking]
- Put it in neutral. - What?
Put it in neutral! You steer, I'll push.
Get in the car.
[Reporter] How 'bout some background on the flyin' man?
- Yeah, give it to us. - What's his name?
Sorry, boys. It's a trade secret... all part of the mystery.
- Why don't you call him Rocket Boy? - That's lousy!
- What about Rocket Man? - That's worse.
- What about Missile Man? - That stinks.
Come on, Bigelow, give us a better name.
How about Rocketeer?
- Bingo! - That'll work. Rocketeer it is.
Extra, extra! Man flies without plane!
Extra! Read all about it!
[Girls] - It's so romantic. - Bet he's handsome.
I wish he'd rescue me.
Extra, extra!
Ready on the set. Let's go. Let's shoot.
[Hughes] Congratulations, gentlemen.
Thanks to the diligence of the FBI,
this vacuum cleaner will not fall into the wrong hands.
Mr Bigelow, FBI. We'd like a word with you.
- Must be the maid's day off. - Somebody's been lookin' for something.
Give me some light.
[Gasp]
Mother of mercy!
He's been folded in half.
Looks like he was writin' something.
1635...
Palm Terrace.
[Peevy] If the vertical thrust is 1-28 inches per second...
- [Squeaking] - Cliff?
- [Glass breaking] - [Peevy] What do you want?
- What are you doin' here? Get out of here. - Peevy!
Cliff, get me out!
Peevy!
Aaah!
Slats, Murphy, come with us.
Murph, wait here for the high sign.
Where is it?
Where's what?
The rocket!
Sure you got the right house?
Secord, Peabody! Open up! FBI.
Get down!
Let 'em have it, boys.
Cliff? Cliff!
Cliff?
- Clifford! - Peevy!
## ["When They Begin The Beguine"]
- Hello, Neville. - Hello, Clark.
# When they begin #
# The beguine #
# It brings back the sound #
# Of music so tender #
# It brings back the night of tropical splendour #
# It brings back a memory #
# And a dream #
[W.C. Fields] Neville... you old scalawag!
Hello, Bill. How are you?
Fallen off any chandeliers lately?
Let me introduce you. Miss Jenny Blake,
- Mr W. C. Fields. - Charmed, my dear,
doubly-charmed.
- Jenny... what a euphonious appellation. - Jenny...
Excuse me for a moment. I won't be long. Bill, look after her.
I thought you'd never ask. Scram.
My little kumquat, I'm fully prepared...
to listen to your life story.
Okay, I'll tell him.