1
Come on, Mike!
Hello, good people!
Hi, there!
You better all grab
your courage, everybody,
'cause this is
flyin' weather.
Now, I'm talkin' $5
for the best
five minutes
of your lives.
And when you die
and Saint Peter says to you,
"Hey, when were you
happiest down there?"
You're gonna say,
"Well it was okay
the day I got married,
"and I didn't much mind
the day I first fell in love.
"But seein' the sky with
the Great Waldo Pepper,
"that beats 'em all."
But first, first,
who wants a free ride?
Me! Me!
Well, boy!
Usually I try to pick
somebody that shows
more enthusiasm.
But in your case,
I'll make an exception.
What's your name?
Scooter.
Scooter!
You look big
and strong to me, Scooter
and that's the main thing.
I'm gonna need
a lot of gas.
I can tell there's a lot
of riders here today.
Tell you what,
you just take this
to the nearest gas station,
every time I need it,
when we're all done,
at the end of the day,
I'll give you a free ride.
How's that?
Okay.
Atta boy.
Okay, folks,
If you'll just step right
up here now...
Praise the Lord.
Go ahead, get in.
But what if
I don't like it?
If you really hate it,
I'll give you
a second ride free.
Go on. Go ahead.
Okay.
Attaboy, Scooter.
Keep it comin'.
No, no, no.
I've changed my mind.
Oh, no. No, it's okay.
Now, go ahead.
Yes, sir, now who
do we have here?
Okay, Scooter.
Thanks.
What about my free ride?
Oh, I just told you that
to get you to work for me.
I never take
kids up alone.
You must've done
pretty good today,
if what Scooter
says is right.
Yes, sir.
Best in over a year.
Right after
the war finished,
barnstorming was
like this all the time.
I've been flying Nebraska
for quite a while now.
Things are sure
getting tough.
I guess people
are just gettin'
used to airplanes.
That all you plan to do
the rest of your life,
just cash for rides,
that's it?
Oh, no. No, sir.
Every penny I make
goes into the building
of a brand new biplane
for air acrobatics.
Are you
the best flyer
in the world?
Hush, Scooter.
Wouldn't I like to be!
But there's so many
amazing pilots around
that have done so many
feats with their airplanes.
Sorry to disappoint
you, Scooter,
but I'm gonna be
honest with you.
There's just no way
that I could say
I'm the best pilot
in the world.
I'm the second best
flyer in the world.
Who's better?
In the first place,
I'd have to put the
German Ace Ernst Kessler.
He shot down 70 planes
and lived to tell the tale.
That don't seem right.
Shooting down Americans,
that don't make a man
a hero to me.
Well, maybe not,
but Kessler was special.
An honest day's work,
that's what I call special.
Were you in the war?
In the last part of it.
Did you fight Kessler?
Once.
We were flying patrol
over the Hurtgen wood.
There were five of us,
and we saw Kessler
flying below us
with one escort plane.
Now, he didn't see us,
and we dove on him.
Now on the first pass,
we shot down
the escort plane.
But Kessler was too fast.
I followed the escort plane
all the way down,
just to make sure
he was finished.
As I started
climbing back up,
well, I said to myself,
with those odds,
Kessler'll try to make
a run for it, but he didn't.
He took 'em all on.
One against four.
And he was doing
the attacking!
By the time
I got back up,
he had shot down
three of 'em.
How?
Well, Landis and Swaab
were kids and...
Let's see, Curtin...
Well, Curtin
couldn't have been
more than 19.
Well, they panicked.
By the time I got back up,
he was after McKinnon.
He shot a burst into him,
and Mac's plane
caught on fire.
Now, Mac said that
he would never, ever
go down in flames,
so he jumped.
Didn't he have
a parachute?
Nobody had parachutes
then, Scooter.
No, he just would
rather fall to his death
than burn going down.
Then Kessler
dove in on me.
Weren't you scared?
Don't be dumb.
Well, it's crazy, but...
I was happy.
It was just me
against him.
God, he was
all over the sky!
He could snap around
the head of a pin.
One minute
I'd think I had him,
the next, he's comin'
right at me.
And then, I don't know,
he was behind me
and my guns jammed.
And I pounded on
the handles and just
pounded on them
until my fists were bleeding
but I couldn't unjam 'em.
I was just there.
I was helpless.
In his gun sights.
But he didn't fire.
He could see me
pounding on my guns,
and he pulls up
alongside of me.
Just like...
Just as close
as you are to me.
And he looks at me.
And he did it.
Did what?
Saluted.
Just like that.
Over the Hurtgen wood,
Ernst Kessler saluted me.
And then he peeled off
and dove back
towards his lines.
I can take
you folks high or low,
fast or slow,
anyway you want to go.
And I can land you
as soft as an old maid
getting into
her feather bed.
And I can fly you
over your house
so you can see
who's visiting your wife.
But first,
for the bravest
of the brave...
- Look there!
- Look at him!
All right, folks,
never mind.
He's just passing through.
Passing through.
Now, for the
bravest of the brave,
I'll do some stunts
first for free.
Look!
Excuse me, folks.
A fellow lover
of the blue
may be in trouble.
I'll be right back.
Hello, good people!
Thank you. Thank you.
Before we
get started, son,
I want you to know
I consider
your presence here
an act of aggression.
Aggression?
This is my territory.
Smile, son.
We don't want to
disconcert the masses.
Then fly your crate
the hell outta here.
For what
conceivable reason?
Nebraska's mine,
I've been working it
for two years.
Friend, you just got
yourself a new partner.
But these people
are mine.
Then you're not leavin'?
You grasp things
very well,
I can see that.
But don't you
leave, either.
If you
carry my gas can
into town for me
I'll give you
a free lesson
at the end of the day.
Judging from that landing,
you need all the help
you can get!
Forgive the intrusion,
good folks,
now, let's remind
ourselves where we were.
Some people would say
that what you're about
to see is probably
the greatest exhibition
of aeronautical skill
in history the world.
I myself
wouldn't go that far.
It is probably
only the greatest
since the invention
of the airplane.
Now, this'll be
the order, folks.
First, the falling leaf,
then the barrel roll,
then an inside loop.
And finally a daring
low-level pass.
Huh?
There he goes.
Son?
Son?
Oh!
I'd be obliged
if you'd prop me, son.
Glad to.
You're a good loser,
and I like good losers.
Then again,
you've probably had
lots of practice.
Contact.
Contact.
Little change in
the program, folks.
My partner and I
have a little surprise
planned for you folks.
How would you all
like to see the famous
Axel Olsson crash?
The pond! The pond's
the safest place, Axel!
That's his signal, folks.
Means he's just
rarin' to go.
Everybody down
to the pond.
Everybody, everybody,
the thing of it is,
it really makes Axel
feel appreciated,
if when he's done,
assuming he's alive,
there's a reward waiting.
In Wichita folks
gave $15 to $20
just to see a crash
like this, up close.
But you all decide,
whatever you like,
I'll take it.
Thank you. Thank you.
They love it, Axel!
They're good people!
Now, down to
the pond, everybody.
That's the best spot
to see it from.
Thank you.
Be sure and give
the captain
a nice round
of applause
when he's finished.
It just means
the world to him,
knowing you care.
Hey, you!
Come back here!
Come back here!
That was a mistake.
What?
He shouldn't have
taken off his gun.
Why not?
Arabs behind those rocks.
You like movies?
Mmm-hmm.
If the clothes is nice.
Is this your sweater?
Uh-huh.
No, no!
Don't worry. Don't worry.
You know what I'd do
if I was him?
What?
Throw sand
in their eyes,
blind 'em.
And you could tell
It was Kessler,
because he had a black
and yellow plane,
it had three wings
and looked like a wasp.
Oh, that could
sting you, you mean?
And he had...
Huh?
Right.
Aw!
And he had the name
of his girlfriend, Lola,
painted along the side
of the plane.
Honest?
Yeah.
Oh, that would've
been the highlight
of my life.
Seeing my very
own name flyin'
through the...
Oh, there's Axel.
Hi, Axel!
My goodness,
he's hurt himself again.
Poor thing.
Hi, honey.
Axel, what happened
to you?
Oh, it's a long story.
Don't tell me.
I'll be too upset.
I want you to meet
a friend of mine,
now, he's a pilot, too,
and he's been telling me
one exciting thing
after another.
Waldo, this is Axel.
Axel, this is Waldo Pepper.
Smile, son,
never disconcert
the masses.
Oh,
why don't you
sit down, dear?
Oh, I can't hardly believe it.
Me sittin' here
with two aces.
Well, why don't you
tell him about
when you fought
the black and
yellow German.
No, no, he wasn't...
He wasn't black
and yellow, Mary Beth.
His plane was.
That's right.
And it had "Lola"
written on it.
Lola was Kessler's
truest love.
- Ernst Kessler?
- Uh-huh.
You fought Ernst Kessler?
He sure did.
And was it ever exciting.
Just wait 'til you hear it.
Go ahead, tell him, Waldo.
No. Later.
Later, maybe.
No, please.
No.
Do it, Waldo.
Kessler could have
killed Waldo,
but he let him go
on account of Waldo's
guns jamming.
When Kessler
and Waldo tangled,
Kessler had such
respect for Waldo,
that he just
gave him a salute
and off he went.
That must've
been some thrill.
Uh, well,
it went by so fast.
But looking back on it,
I guess I'd have to say
it was kind of exciting.
Oh, he's just
being modest, Axel.
That was a very
dangerous thing.
That German had
already shot down
four other planes
before Waldo
could stop him.
Landis, Swaab,
Curtin, McKinnon.
Right, and...
How did you know?
Because they were
with me in the 14th
Scouts, Mary Beth.
And when they took off
that morning,
I didn't see
any Waldo Pepper
taking off with them.
You didn't?
There was five of 'em
in the flight.
Kessler shot down four,
but he let the flight
leader live.
His name was
Captain Frank Madden.
He died in combat only
a couple of months later.
I don't get it.
You've been sitting here
with a four-flusher,
Mary Beth.
He's been telling
you stories,
getting you drunk,
so he can work
his way with you.
Come on.
It should've been me.
Ladies
and gentlemen...
It is my pleasure,
as the head
of the Dillhoefer
Flying Circus,
to present to you,
on his first
and his foremost
and his final tour
of America,
the greatest flyer,
the most courageous
ace of aces,
the most foolhardy
aerial stunt performer
in this entire
civilized world,
the black knight
of Germany,
Ernst Kessler!
Goddamn Kraut!
All right now!
He's made his turn
out there, ladies
and gentlemen.
And now, he's coming back.
So keep your eyes on him.
He's about to perform
a spectacular victory roll!
Thank you.
What are you
doin' here, Ezra?
It'll be a monoplane.
Here he comes, now,
gaining speed vertically.
A monoplane?
You mean to tell me
you're building me
a plane with only one wing?
Oh, I thought you'd like
to know, the bi-plane
Is as dead as a dodo bird.
And now he comes,
gaining speed. Pulling up!
And there it is.
It's a roll
going straight up
into the heavens.
And now he comes
out of it on the top.
In case you
hadn't noticed, Ezra,
that was a biplane.
Exactly, it's an antique.
Another
death-defying maneuver!
Monoplanes fall apart.
Mine is cantilevered,
it can't fall apart.
They can't pull high Gs.
Absolutely untrue!
It's unstable and
unmaneuverable and...
And they can't do that.
When we were 10,
who built a glider
that flew a 176 feet
off the top of
the Johnson barn?
You did.
And who busted his butt
jumping out of a second
story window
with a parachute
made of bed sheets?
I did.
Then don't lecture me
on aerodynamics.
Was I lecturing you?
You were.
He's going
now for altitude,
ladies and gentlemen.
That means...
It really is a brilliant
concept, Waldo.
Wait a minute.
Let go of that.
DILLHOEFER Okay.
Now, here's something
to tell your grandchildren.
At an altitude
of 3,000 feet,
the only man alive today
to do 10 full,
complete revolutions
without a crash,
the death spin
of Ernst Kessler!
Now, look, Waldo,
you're worried
about maneuverability.
Look at the size
of that aileron...
Shut up!
Huh?
Four!
Five!
Six!
Seven!
Eight!
Hurry up!
You're running
out of room.
Nine!
Ten!
He is the best, isn't he?
You can beat him, Waldo.
In my monoplane.
Here he is, folks.
He's coming in to land.
The greatest aviator
in the world.
Ernst Kessler!
Ladies and gentlemen,
a short intermission,
during which time,
for a nominal fee...
Have you test
flown it yet?
As soon as it
gets an engine.
I got a line on
a surplus Liberty.
All it takes is money.
Here, I got lucky
last week.
Then that'll do
for a down payment.
Don't worry.
I'll get more.
All right.
Mr. Dillhoefer.
Yeah.
I'd like to
introduce myself.
I'm Waldo Pepper.
Please to meet you, Pepper,
but the answer is no.
I thought
we might discuss...
The answer's still no.
Look, I know
who you are.
You're a damn
good pilot. Right?
But barnstorming ain't
what it used to be.
So, now you want a job
in my Flying Circus.
But do you got an act?
No! Right.
Well, the answer's no,
unless you got an act.
Look up there.
Do you think
that pack of jackals
want to see a good pilot?
They want blood.
Sudden death is
my business, Pepper,
not good pilots.
Wait a sec,
give me a chance,
would you please?
Ah, come on.
I'll give you
the same deal
I give everybody else.
Now, I'm gonna
lose the Kraut
to a Western outfit
at the end
of this month.
That means
there's an act free.
Now, you dream up a stunt
where people think
you're gonna die.
No. Where people are
sure you're gonna die,
and I'll take you on.
You might try wing-walking.
I hear it's very popular
down south.
Good luck!
Yoo-hoo!
Hey! Yoo-hoo!
Hey, Waldo,
how you doin'?
Well, it's an inferior
model, but it'll
suit my purposes.
What do you mean?
I'm borrowing
your plane, son.
What?
Yep, you wrecked mine,
remember?
And it won't be
ready for a month.
Hey, hey, take
your hands off that.
Dillhoefer's promised me
employment provided
I come up with an act.
So I'm using your plane
to improvise with.
You're not using
my plane for anything.
Seems the least
you can do for someone
who was in combat
while you were
sitting it out.
I was in combat
with the 6th Pursuit
in the Calais sector.
And the only reason
I got there late
was because they made me
an Instructor at the time.
Son.
And I couldn't get away.
Son.
I'm not a vindictive man.
You learned your lesson
the other night
and there's no need
for you to apologize.
- Who's apologizing?
- You're both starving!
Well, you are, practically!
So, why don't you just
try helpin' each other?
Well, what the hell
would we do, anyway?
You're half crippled,
my engine's
giving me fits.
Actually, I have some
ideas on the subject.
Mary Beth,
can you drive?
What?
Can you drive?
Oh.
Why?
Go straight, Mary Beth!
Got it. Going straight.
To the left!
You want me to go
to the left?
No, you go straight!
Not me.
Slow down!
You want me
to slow down?
Now, go faster!
Faster, okay!
Right!
What?
Right. Turn it
to the right!
Wait, you go straight!
Okay.
To the left!
What the hell
are you doing?
Well,
you told me
to go faster!
Do you want me
to go faster?
Not you, you're fine.
Here! Here!
You got to slow it down.
I can't, I'll stall out
if I go any slower.
No, you won't.
Just come across
the field,
go as steady as you can
and as slow as you can
and we'll adjust to you.
Okay.
I hope I don't
ruin everything.
Don't worry, Mary Beth,
we're doin' a great stunt!
I don't want to be
a stickler for accuracy,
but you're just flying,
she's just driving.
I'm the one doing
a great stunt.
That's true, son
and that's why you're
getting all the glory.
Up to the right.
Okay, to the right.
Get over.
What?
More.
Oh, okay.
Get over.
I'm going over.
No, no, no,
don't run over it.
Oh. Oh.
Faster!
Faster.
Come back here!
Faster, Mary Beth!
Oh, I'm going
as fast as I can!
More!
Waldo.
Not now!
Waldo!
You're doing fine,
Mary Beth!
Just go straight.
Waldo, I think you
better listen to me.
Damn it, I said not now!
Waldo!
I got it!
What about Maudie?
You told her?
No.
Why not?
My sister worries
enough about you as it is.
Go on, go on.
It'll be okay,
go on, go on.
Ezra, if you want
your lunch,
it's waiting
for you inside.
Guess who's home.
You bastard!
You rotten bastard!
Hey!
Every time you
come home, you do this!
You got some nerve!
Get out!
Whoo!
I'm sorry, Waldo.
I don't know
what got into me.
I think it was seeing
you all bandaged up
again that did it.
Well, I never get
to see you unless
you're all banged up.
Still, I guess
it's kind of mean
to throw things
at a crippled man.
I'm sorry, Waldo.
I really am.
Ooh.
Scratch my back
and I'll forgive you.
What?
Scratch my back
and I'll forgive you.
Okay?
Okay.
Be careful.
This itching
is driving me nuts.
There?
No. Higher.
Okay.
Ah! Yeah, yeah.
You're forgiven.
Waldo, is it
always gonna be when
something's broken?
My comin' back home,
you mean?
Your comin' back home,
I mean.
You could fly with me.
Waldo, I get sick!
You think, still?
Well, the last time
I went up with you,
all I saw was
the inside of a paper
sack the whole time.
Yeah, I guess.
Besides, I don't think
it would look proper.
We could get married.
Well, think of all
the pretty girls
you'd be missing.
I'd try very hard
to cut down.
Really.
That's very sweet of you,
but no thanks.
If I'd have married you,
it would have been
before you went off to war.
You were awful cute
in those days.
I'm still awful cute!
And you practically
promised me
you'd get killed.
I know. I know.
Sorry about that.
Well, I guess
you're still trying.
I really do
love you, Maudie.
Except in flying weather!
Oh, Waldo.
Hey, Maudie...
Now you got
to remember that this
thing is so different
and genius like,
that you might not
think it's perfect.
It is perfect,
I'm not saying that.
But you might think
it needs to be
touched up here.
Oh, God damn,
if you don't hurry up,
I'm gonna call it off.
Will you
just hold on?
Well, I haven't had a...
We're coming, Ezra,
as fast as we can.
I haven't had
an unlimited budget,
you know.
It's not gonna look like
something out of a museum,
all clean and dusted.
I'm a designer and
I don't give a damn
about clean.
And that's what's
so unique about
this plane,
it's the design.
Concentrate on that.
The design.
Well, there it is,
the Stiles Skystreak!
Don't you think
it might be a little
nose heavy, Ezra?
Ah, uh-huh,
here, here.
What?
An elevator trim tab
you operate from
inside the cockpit.
What about
the horse power?
Will it take a 120?
Well, If you send me
the money for a 120,
it'll take a 120.
Hell, it'll take a 180.
Do you like it?
What about the wings
with a 180?
I'll buttress the wires.
I'll get an extra set
of flying wires
for the wings.
Don't worry about
the god damn wings.
Do you like it?
Ezra.
I could do an outside
loop in this, couldn't I?
Couldn't I?
Of course you could.
Hell, even I could do
an outside loop
in this plane.
But then,
I'm a superb pilot.
What's an outside loop?
The last great stunt.
Even Kessler
hasn't done it.
Why not?
He's never had a plane
that could take the stress.
Do you realize
if you build the
first plane to do it,
and I'm the
first guy to fly it,
that we could
both be very rich
and very famous?
Do you think you'd
just mind that, Ez?
I need some more money.
Oh! I'll get the money.
He likes it!
Any time you're ready.
Come on, now.
Look. We flipped
and you lost.
You gotta go first.
We gotta find out
if we can do this.
Dillhoefer won't
give us a job unless
we can wing-walk.
Go on!
Come on back.
Get back in.
I didn't like it much!
All right,
get back here
and we'll switch.
Come on!
Hey,
take the stick.
Take the stick.
Now, what in the...
Watch it.
Ladies
and gentlemen!
The unbeaten, untied,
unethical wing-walking
wonders of the world.
Olsson and Pepper!
Guy came through here
last week did that
standing on his head.
Folks,
I have always
had a warm spot
in my heart
for the lovely town
of Pauth.
Poth!
Poth.
And for your
entertainment memories,
we have a special guest,
who has agreed to take
the first flight with us
this afternoon.
Ladies and gentlemen,
the world-famous opera star,
Madame Jessie Lund!
Folks, I always
tell the boys
our annual sojourn
to Great Rapids
is the climax
of the year.
So just crowd right in!
Just crowd right in!
Excuse me for a moment.
Well?
Is she gonna help us
out or not? Yes or no?
No!
It's too dangerous.
Well, we need new stunts.
Where's the hell is this
outside loop of yours?
The plane'll be ready
by the Muncie fair.
That's several
weeks from now.
We could starve by then.
We need something
to bide us through.
Duke, I'm going
to make you legendary.
I've been legendary
all month, Doc.
All right, then
I'll make you
unprecedented.
I could go
roller skating
on the wing.
It's no good.
Gates done that
this season.
Okay, Doc. How about
if I parachute off
and then play
the harmonica
on the way down.
It's no good.
Gates done that, too,
and he tuted a flute.
What the hell
do you want, Doc?
Sex!
That's what's gonna
pull us through.
Well, I am all
the time saying
how I just
crave adventure.
Then it's yes?
Honey, don't let
him bully you
into doing something
you don't want to do.
Oh, she's gonna do it!
She's gonna pull us through.
All right now,
here's what we do.
We put her up on the wing...
Yeah. And she'll fake
bein' afraid.
Right.
And the wind will blow
her clothes off.
Yeah. Yeah.
Wait. Why would
the wind blow
her clothes off?
When I'm wing-walking,
the wind doesn't blow
my clothes off.
Nobody wants to see you
with your clothes off!
Her, they'll come runnin'
to see what happens,
if you know what I mean.
A good gimmick!
We'll just shred
her clothes beforehand,
and you're a good girl.
I get to pick the clothes.
What was that, honey?
And I get to pick
what words you're gonna
use about me on the sign.
I want my name
higher than
anybody else's
and I want my name
bigger than anybody's.
Let's see. I want
to be the "It" girl
of the skies!
That's what I'll be.
No, no, that
isn't so good.
Stop her, Doc.
Nobody's gonna
stop me, Buster Brown!
Now, this is what
you're gonna write.
Now!
I want it higher
than anybody's
and bigger than anybody
else's name on the sign.
Go ahead.
Fabulous. Fantastic.
Mary Beth Mclllhermy,
the "it" girl
of the skies.
All right. All right!
Okay!
Now, honey, now!
Help me!
Somebody, help me, please!
Please, help me!
Somebody, please help me!
Help me! Oh, God!
Somebody, help me!
Please, help me!
Help me, somebody!
Please! Help me!
Oh, my God!
Axel! Axel!
They're coming out!
Terrific, honey!
You can come back now!
Okay, come back now!
You don't want to go
and freeze on me, do you?
Come on in before
you catch a cold!
Mary Beth!
This is work
to get it up.
Hey, they're coming back.
Hey, what the hell's
he trying to do?
He can't land
with her out there.
He'll cartwheel.
She's frozen.
Come on!
I knew she wasn't
worth top billing.
Move!
Contact.
Contact.
What are they doin'?
How the hell do I know
what they're doin'?
They don't know
what they're doing!
We're both gonna die
if you stay out there!
Please,
crawl to the centre
and get out of there!
Mary Beth!
Jesus!
I'm going across.
I can't keep it level
with both of you out there.
Put it into
a shallow dive.
Okay.
Mary Beth,
I'm gonna help you.
Here, take my hand.
I'm gonna help you
back, Mary Beth.
Take my hand!
Mary Beth!
Take it! Take my hand!
No!
Jesus!
You'll notify her family?
Oh, yes, sir.
We know exactly
what to do.
Don't worry about that.
Ah, I hate to say this,
but I am in the business,
and an accident
like this does
bring the people out,
so if you'll
just excuse us.
Nobody's goin' no place
unless he says so.
Unless who says so?
I almost had her.
Jesus,
I came so close.
In here.
Hey, Newt.
Hey, hotshot,
how are ya?
What do you say?
Gee...
Newt, this is Doc Dillhoefer
and my partner, Axel Olsson.
Hey, you guys,
this is Newton Potts.
He was my squadron
leader in France.
What are you doin' here?
You know, he got
11 planes, Doc?
Oh, I've heard a lot
about Mr. Potts.
What brings you
down here?
You do, Mr. Dillhoefer.
I'm the Regional Air
Inspector here for the
Department of Commerce.
I'm afraid I'm going to
have to shut you down.
What?
On who the
hell's authority?
The Air Commerce Act.
Your air circus is operating
in direct violation of the
civil aeronautics code.
Hey, come off it, Newt.
What are you talk...
What is all this?
The fun and games
are over, Waldo.
You guys been scarin'
the hell out of people
for too long.
Flying is getting to be
big business, and people
gotta figure it's safe.
You can't wave your
papers and ruin our
livelihood just like that.
You meet the
requirements in here
and you can fly again.
But your planes have
to be licensed,
your pilots licensed.
No stunting over
congested areas,
no wing-walking.
It's all in there.
When you're ready
for inspection, let me
know and I'll come back.
But until then,
you're grounded.
Gee, do you think
if I study real hard,
Newt, I might pass?
Are you gonna license
the clouds and the rain?
You gonna put
highways in the sky
for people to follow?
Yep. All that, too.
Along with airlines
and airmail,
and there's gonna
be big money in it
too, if you're smart.
Well, I'm no chauffeur,
and I'm no mailman.
I'm a flyer, Newt.
I'm afraid not
anymore, Waldo.
Not until an investigation
has been held into
the death of that girl.
Waldo and Axel
wanted to save her!
Then that will
come out in
the investigation,
but until then,
everybody involved
will not be issued licences.
And when is
that gonna be?
The Regional Board
convenes in
Wichita in six weeks.
Now listen, I've got
a contract with the
Muncie Fair in two weeks.
I need Waldo
and Axel to fly!
You can't
do this to me!
I've got nothin'
to do with it.
It's Congress
and you guys.
You done it
to yourselves.
Why don't you
all grow up?
Waldo, you're the
greatest natural flyer
I've ever seen in my life.
If the war had gone on a
little longer, you might have
proved that to everybody.
But that kind
of flying is finished.
You'll have to
learn to live with it.
I'm sorry, hotshot.
Dillhoefer,
I'll be in touch.
I just don't understand.
That guy was
a great squadron leader.
What the hell
happens to people?
Kid stuff.
What does it say?
Not this.
Us.
What we've been doin'.
Waldo, he's right.
It's kid's stuff.
Now, come on.
We can still fly
the Muncie fair.
Now, don't worry about Newt.
He's an old pal.
He'll come around.
I'm through, Waldo.
My heart isn't in it.
See you.
You take care.
Come on!
Hurry! Hurry! Hurry!
Do I fly?
Or am I finished?
Neither. I fly.
Look, Waldo,
Newt said you'd already
asked him three times.
He can't let you.
Somebody's gonna
do the outside loop
any day now.
If I can do it here,
now, you'll still
have the plane later on.
He says you might be able
to get away with two
months suspension.
You can take it to
exhibitions all
over the country.
You can follow Kessler
around and show him up.
All I did was try
and save her.
I know.
Newt's gotta go by the rules.
Half the local CAA
is sittin' out there.
CAA!
Waldo,
we've been together
all our lives.
Tell me to fly it
and I'll fly it.
Tell me to skip it
and I'll skip it.
But I gotta know now.
Are you ready?
Yes!
Are you sure you're ready?
Yes!
Down from the heavens,
all for you,
the Stiles Skystreak!
Ladies and gentlemen,
for the first time
in the history of aviation,
the most difficult,
the most dangerous
aerobatic maneuver
ever performed
in the entire world.
Mr. Ezra Stiles
will now perform
the outside loop!
He's over the
top now folks,
and into his dive
at 200 miles an hour.
He's coming out
of the dive upside down
and centrifugal force
is trying to throw him
out of the cockpit.
Put the power on.
Power on! Late!
Tremendous
pressure's are driving
the blood to his head.
He could black out
any second.
Oh, he's trying to push
over the top and make
history here for you, today.
It's all right folks.
He's under control.
He's not gonna
make it, is he?
He'll make it.
Well, if he don't
we'll go right into the
opera singer routine.
Duke, get into
the opera costume.
He'll make it.
Get the plane ready.
Don't let
it hang there.
Piece of cake, Ezra!
Pull back. That's it!
Now power! Now power!
Don't let it slide back.
Jesus, don't let
it slide back!
Go back! Go back!
Ace, get that goddamn
plane started! Go back!
Listen. Let me...
Let me get the belt.
Can you move your legs?
Can you move your legs?
Not much.
Well, try.
They're jammed.
Son of a bitch!
Hey, one of you guys
give me a hand, will ya?
Oh, Christ! Waldo!
They're smoking!
They're smoking!
Hey!
Put that away,
goddamn it!
Put those
cigarettes away!
Get 'em away
from the plane!
Damn it!
Get 'em away!
Fire! Fire!
Don't let me
burn, Waldo!
Somebody give me
a hand. Quick!
Please! Help me!
Come on, help me.
Don't just stand there.
Help me!
Help me get him out!
Don't let me burn!
Don't let me burn!
Waldo!
Waldo, I'm burning!
I'm burning!
Waldo!
Get away!
Get away from here,
you goddamn vultures!
Get away. Go back!
Go back!
Go on! Get away!
Get away!
What the hell
is he doin'?
Get away!
It's permanent, Waldo.
The Regional Board
met in Wichita.
Permanently grounded.
It's a federal offense
if you ever fly again.
That means jail.
I put in my
pitch for you.
Did everything I could,
but they wouldn't budge.
It's a miracle
no one was killed
in that crash.
If there had been,
you'd of been up
for manslaughter.
As it was,
they figure they're
letting you off easy.
Well, they did
the right thing.
There's no doubt about it.
You can come work
for me if you want to.
It's the best
I can do.
It's clerkin', sure,
but you'd still
be in aviation.
No, thanks, Newt.
Thanks, but no thanks.
Well, if you
change your mind,
let me know.
What do you think
about Kessler?
What?
Doin' the outside loop,
last week, in St. Louis.
Well,
somebody was
bound to do it
sooner or later.
Yeah, I suppose so.
Take it easy, hotshot.
Yeah.
Hey.
Who is it?
It's me, Doc.
Waldo Pepper.
Goodbye!
Just a minute, huh, Doc?
Howdy, Doc.
Oh, hey, you're
lookin' good, Doc.
Real good.
What you been doin'?
Get to it, Pepper.
Oh, nothing, I...
Well, I'm healing
pretty fast,
and I was thinkin'
about maybe gettin'
back into flying.
I can't advise
you on that.
You wanna go
to jail, go to jail.
I'd use another
name, of course.
I wouldn't want star
billin' or anything.
With me?
You get me the worst
publicity that a man
could ever ask for,
you get me
suspended for a year,
and here you are now,
asking me for a job.
Come on, Doc.
You're crazy.
There's not an outfit
in this part of the country
that'll even touch you.
Ah, it's all
gone anyway.
They don't wanna see
stuntin' anymore.
They want speed,
records, fast, faster.
Get yourself a bug,
hit 200, you're home free.
I can do that.
Goodbye, Pepper.
Your friend Olsson's doin'
pretty good in Hollywood.
Maybe the CAA
hasn't set itself
up in the west yet.
Try California.
CAA.
See you, Doc.
You're not a
bad sort, Waldo.
But you're dangerous.
How's the pay?
Good.
The people are
kind of nutty but you
get used to them.
I haven't been
out of work
since I got here.
Who do I see
about getting a job?
Don't worry about it.
Finish! Cut!
Axel, move in.
Come on, Axel.
I'll be right back.
Now, you'll be in that
position over there.
All right, gentlemen.
All right.
Stand by, everybody!
Roll 'em!
Speed.
Action.
Cut! Did you got that?
Okay for you?
Okay, Joe? Good.
Cut! Print!
That was a good one.
Let's just wait
a minute, Frank.
Just a minute.
I am just too cat-like
to fall that way.
Every fan I have will
know in his heart
it simply isn't me.
I have too much
natural grace.
Couldn't he club me
with a wrench or
somethin' like that?
You know,
my reflexes are...
Hey, you were great.
That's a terrific fall. Okay?
One more time, please.
And Axel, will you use
the gun butt on him this time.
Props, will you move the
debris out of the way so the
men can bring the table in.
Well, you must be
the famous Patsy.
Mmm-hmm.
Axel says I'm
supposed to be
real nice to you.
You're damned right.
Hi, honey.
Hi.
Werfel asked me
to give you a message.
He wants you
to reconsider.
But I thought he
had all his pilots.
Not after this morning.
Another mid-air?
We've been
through that before.
Tell him no.
I'm glad.
I already did.
Hey, let's us do it.
You're talking to
an airline pilot, son.
Western promised
me an opening at the
end of the month,
once my application
passes CAA review.
Ah, who'd approve you?
I'm clean.
I took my
year's suspension.
You really wanna
get thrown
to the lions?
It's a lot better
than getting
creamed by Fokker.
I can't do that kind
of air work anymore,
anyhow. I'm out of practice.
But we can work
our way back.
I couldn't get
the job myself,
but Werfel knows you.
You could
vouch for me.
I'd even use
an assumed name.
How about it?
Do you think we could?
God knows Werfel
pays his pilots big.
All their next of kin
agree on that.
These are the outtakes
on that scene where Dick
had that piece of bad luck.
Oh, Dick's gonna be
all right, more or
less, thank God.
And thank God we had
two cameras on it.
We got it from different
angles, I think we can
use the same one for
both Curtin's crash
and Landis's.
I'm positive the
audience will never notice
they're the same crash.
Ah, that's supposed
to be Madden's plane
flying over, but I think
we'll probably
cut that part out.
And start him going up
again to help McKinnon.
Oh, here's the same crash
from a different angle.
You'll see what I mean.
Actually, Dick was lucky
to get out of it alive.
He'll be in the hospital
for at least a couple
of months, and no use to us.
All right, that's enough.
Let's have some
lights, please.
Now then, we've shot
everything up to where
Madden comes back
up to help McKinnon.
And what I want to see
is McKinnon's plane flamed,
see him Jump to his death
and then the final
dog-fight between
Kessler and Madden.
Think you can handle that?
Yes, sir.
No problem.
Hey, George.
George. Mr. Werfel,
I'd like you to
meet my partner,
the famous George Brown
from the East Coast.
This is Mr. Werfel,
the Director.
Excuse me.
What is this picture?
It's called
Eagles Over France,
about the 14th Air Scouts.
That was Ernst
Kessler's battle.
Yes, that's right.
Yes, they flew against
Kessler. It's all true.
True, no.
You got it all wrong.
The 14th Scouts didn't have
any Spads, and they didn't
have Newports, or SC 5's.
Mr. Brown.
There was a
different insignia...
Mr. Brown! Anybody can
supply accuracy,
artists provide truths.
But Mr. Werfel,
I know this battle.
And they were
stationed much closer
to the front line.
There was no
phony farm house.
He's quite right,
it didn't look like that.
But then, perhaps,
some poetic license
is justified.
You're learning.
Look here.
You sure you can handle
all these three stunts?
Yes, Sir.
They're very dangerous.
We can do it.
And how much is it
gonna cost me?
Depends.
I'm on a very
tight budget...
You're Ernst Kessler,
aren't you?
Yes.
And your name is Brown?
I'm sorry I went on
about what an expert
I was on your battle.
No. No need.
You probably know
more about it than I do.
I was there, of course,
but ah, there wasn't much
time for me to study.
Well, anyway,
I'm glad to be
in your movie.
Oh, it's hardly mine.
I am just
a technical advisor.
They let me do
my own flying.
Publicity, I suppose.
Aren't you
playing yourself?
Ernst Kessler
shot down 70 planes.
Now, if you were
casting the part,
who would you pick?
I'd pick you.
Oh, it doesn't matter.
It's all lies
anyway, Mr. Brown.
Oh, ah, let's
forget the Brown stuff.
My name is
Waldo Pepper.
You're Waldo Pepper?
You were a friend
of Ezra Stiles?
And you were with him
in Muncie, when he
tried for the outside loop?
You were in
some trouble, yes?
Yes.
It's over now?
No.
So nice to
have met you.
Perhaps we'll have
a chance to fly together.
I'd like that.
Goodbye, Mr. Brown.
Goodbye.
This is it.
Uh-huh.
Well, have you got any notions
of how to set this Goddamned
thing on fire in mid-air
and then jump clear
without singeing
your ass off?
Well, we'll see.
Well, you know,
we could...
Did you find out
how much Werfel is
gonna pay for this stunt?
Yeah. 500.
500?
You mean, he's gonna pay me
$500 just to set this
thing on fire and jump?
No, not you.
He's paying me $500.
You're flying
the Madden plane.
What?
You're flying
the Madden plane.
How do you know?
Kessler talked
to Werfel.
He said he wanted to do
the dogfight with you.
You know,
if I place a charge
under the cowling,
and I run some wires
back under the floor
board to a switch here,
when I hit the switch,
smoke pot goes,
when I jump clear,
the plane will be goin'...
I was not spying.
I did not wish
to be an intrusion.
So, tomorrow we do
the McKinnon jump.
Who's doing it?
I am.
May I ask you why?
There are other pilots.
Well, I'm 32-years-old and
I've been flying since I was
20 and I'm gettin' married.
Yeah,
I'm gettin' married.
And they're paying me
500 bucks for this jump
and that makes my
total net worth $250.
I need the money.
Yes, I understand
the need for money.
Captain, believe me.
I, myself, am in
debt for slightly
less than $40,000.
But, ah, I still
would not like to
make that jump.
Well, how can
a guy like you be
in debt for $40,000?
I ask myself that
from time to time.
All I can
tell you is that
life is clear for me
up there alone.
In the sky I found,
even in my enemies,
courage, honor
and chivalry.
On the ground...
Is it secured?
Huh?
Is it secured?
Yeah.
Okay. I'm gonna put the
switch in back here, now.
Yeah.
Are you sure?
Sure about what?
About... Hey!
Goddamn it,
you stupid moron!
This is already
a fire hazard
just sitting here!
Get me an end wrench.
Never mind.
I'll get it myself.
Madden got height
on you that day.
They were up in back
of you with the sun
behind them. How come?
Hmm. You're quite correct.
Yes, I was heading
back home.
Cold and
I'm afraid, careless.
You know, I flew
much better missions
than this one.
Nobody knows about
them, but I did.
This one only took
eight minutes.
Someone down
on the ground
told me that once.
I was surprised.
You see,
nothing in my life
has ever been
the same since.
And eight minutes,
it seemed too little,
like a cheat.
The five of them
came at us out
of the sun.
And on the
first pass,
Madden shot down
my escort plane.
Which left it four
to one against me.
At first,
I wanted to run,
but they had
the angles on me,
so I closed with them.
And that they
did not expect.
You know,
I could see how
young they were.
So frightened.
And they already
knew my plane.
Who was Lola?
My first wife.
You know,
I've had three.
She left me
soon after the war.
They all left me,
but Lola is
the only one
that I still seek
out in crowds.
Where was I?
They recognized
your plane.
And they
forgot everything.
You know, they made
such final mistakes.
And I kept on firing
until they were down.
And the last to go
was McKinnon.
And he flamed.
You know, I don't
blame him for jumping.
I would have done
the same thing.
But I didn't actually
see him go, because
Madden was on me.
Did you know
it was Madden?
I think so, yes.
I wanted it to be,
I know that.
Madden, they said,
was a wonder.
And I was
Ernst Kessler.
But not
against children.
No, that proves nothing.
You see,
I keep track of talent.
Madden tried
going under you
at first, didn't he?
Yes.
Were you surprised?
I thought I was done.
But I maneuvered free.
But before I could
breathe, he was on
me again, and I said,
"My God, is he
better than I am?
"Is there someone
who can beat me
in the sky?"
Were you scared?
No.
Everything was in order.
The world made
total sense.
We battled.
No lasting advantage.
He was brighter,
I was smarter.
He was faster,
and I was quicker.
Until
he hesitated
coming out of a turn.
His guns had jammed.
You know,
I could see him,
pounding on the guns.
Trying to make them
regain function.
And I thought,
"Run, Madden.
"Try for the clouds."
But he didn't.
He came straight
for me instead.
And I thought,
"You are very stupid,
"but you are very brave.
"So someone else
will have to kill you."
Was that when
you saluted?
Yes.
And then what did you do?
Wept.
Now, when you pull
the smoke pot,
keep it going
for a full 10 seconds
and then set
the plane on fire.
Only, make sure the
plane's really on fire
before you get out.
Now, then you'll jump,
and the camera ship will
follow you all the way down.
Right? Okay.
But don't open your
parachute too soon
otherwise you'll spoil
the whole effect.
And I don't want to
do this shot again.
Right? Okay. Let's go.
I suppose you
could not pull
your chute at all,
that way he'd
be sure to get
the right effect!
Let's go!
Get me some
scissors to get
this boot off.
Guess who's
still alive? Me!
That's the one!
We got it.
We got it. Oops.
Here we go. Steady.
Steady. Here we go.
You wanted to be
a movie star.
Who, me?
Boy, do I look
forward to this a lot.
We got it.
Hold it.
Who's that?
Is that Newt?
Hey, hey, hey, Newt!
What you doin'
in California, Newt?
I'm working,
I'm the regional
head of the CAA now.
Western sent me
Axel's pilot application.
I'm down here to check
a few things out.
Make a few comments
about his character.
I've a stupendous character.
The world agrees on that!
Good. Good.
There any bad habits
I should know about?
Drinking, for example?
Oh...
There's no
problem here.
No.
Well, I guess if Western's
dumb enough to want you,
they won't be in business
long enough for you
to do them any harm.
Did you know
Kessler's in town?
Huh?
Kessler is in town.
They're filming the
Madden dog-fight
for some movie.
I know. Right. I read
about that In the papers.
Next week or...
No. It's tomorrow.
Well, I guess
I got it wrong.
Hey, you gonna come and
have a drink with us?
No, thanks.
No, thanks,
but I can't.
I gotta get up
early tomorrow.
Betcha every pilot in
town is gonna try and
sneak In on this one.
I don't know about
you guys, but I wouldn't
miss it for the world.
Well...
Hey, we'll see you.
Yeah.
Yeah.
See ya, Newt.
Happy landings.
Take good care.
Do you see him?
If I saw him,
I'd at least grunt
or something.
Just keep a
steady lookout.
I don't...
Werfel's waiting
for you.
Right!
Well, what
do you think?
Hey, Brown!
Yeah.
All right. We're gonna start
with some independent passes
over the camera ship.
He'll signal when
he's got enough.
Then we'll cut to some
head-on passes.
But keep close.
Remember at all times,
keep close to the camera ship.
Look, I know those
are uncomfortable,
and I know you
didn't really wear
them in the war,
but there are
two men dead on
this picture already,
so you'll wear them now.
Any questions?
What'd they
do that for?
Who's flying
with Kessler?
Brown.
New guy.
I'll get him when
he gets down.
I don't understand.
What are they doing?
They're actually fighting,
for Christ's sake.
Come on, Waldo,
shake him!
Well, as long as
he's up there.
He's gonna run
him into the hill.
Jesus,
he rammed him!
Well, get a camera
on them, will you.
If those stupid bastards
are gonna kill each
other, I want it on film!
Where the hell
are they?
There's Waldo.
Look!
One more pass
and you got him.