Twelve O’Clock High

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Twelve O’Clock High

original film poster

Directed by

Henry King

Produced by

Darryl F. Zanuck

Written by

Sy Bartlett
Henry King
Beirne Lay, Jr.


Gregory Peck
Hugh Marlowe
Gary Merrill
Dean Jagger
Millard Mitchell

Music by

Alfred Newman


Leon Shamroy

Editing by

Barbara McLean

Distributed by

Twentieth Century Fox Film Corporation

Release date(s)

21 December 1949 (LA) 26 January 1950 (NYC)

Running time

132 minutes


United States



Gross revenue

$3,225,000 (US)


Twelve O’Clock High is a 1949 war film about crews of the United States Army’s Eighth Air Force who flew daylight bombing missions against Nazi Germany and occupied France during the early days of American involvement in World War II. The film was adapted by Sy Bartlett, Henry King (uncredited) and Beirne Lay Jr. from the 1948 novel by Bartlett and Lay. It was directed by King and stars Gregory Peck as Brigadier General Frank Savage, Gary Merrill as Colonel Keith Davenport, Millard Mitchell as Major General Patrick Pritchard, Dean Jagger as Major (later Lieutenant Colonel) Harvey Stovall, Hugh Marlowe as Lieutenant Colonel Ben Gately, and Robert Arthur as Sergeant McIllhenny.

The film was nominated for four Academy Awards and won two: Dean Jagger for Best Actor in a Supporting Role, and Best Sound, Recording. In 1998, Twelve O’Clock High was selected for preservation in the United States National Film Registry by the Library of Congress as being "culturally, historically, or aesthetically significant".


The film begins in 1949, as American attorney Harvey Stovall (Dean Jagger) spies a familiar toby jug in an English antique shop. He buys it, boards a train and then bicycles to the abandoned airbase at Archbury where he served in World War II. The film then flashes back to 1942.

Colonel Keith Davenport (Gary Merrill) is the commanding officer of the 918th Bomb Group, a hard-luck B-17 unit suffering from poor morale. He has become too close to his men and is troubled by the losses sustained in the early attempts at daylight precision bombing over German-held territory. Major General Patrick Pritchard (Millard Mitchell), commanding general of the VIII Bomber Command, Eighth Air Force, recognizes that Davenport himself is the problem and after a disastrous mission in which a third of the Group’s bombers were shot down, relieves him of command, but places him in an important staff position at headquarters. Brigadier General Frank Savage (Gregory Peck), General Pritchard’s A-3 (Assistant Chief of Staff for Operations) who commanded the first B-17 group to fight over Europe and is a long-time friend of Colonel Davenport, is Davenport’s replacement.

Savage finds his new command in disarray and begins to address the discipline problems, dealing with everyone so harshly that the men begin to detest him. Savage is particularly hard on Lieutenant Colonel Ben Gately (Hugh Marlowe), the Group Air Executive Officer, placing him under arrest for being Absent Without Leave in the time between Davenport being relieved and Savage arriving. Major Joe Cobb (John Kellogg), one of Savage’s squadron commanders, takes Gately’s place as Air Executive. Gately is assigned as aircraft commander of a bomber nicknamed The Leper Colony to which are assigned the worst performing aircrew members of the group.

Upset by Savage’s stern brand of leadership, all of the 918th’s pilots apply for transfers. Savage asks the Group Adjutant, Major Stovall (Dean Jagger), to delay processing their applications, to get himself more time to turn the Group around. Stovall, skating on the edge of regulations, does so.

Publicity shot of Gregory Peck in Twelve O’Clock High (1949)

The 918th resumes combat operations, and Savage continues to earn everyone’s enmity with his harsh post-mission critiques. However, the airmen and pilots begin to change their minds about him after he leads them on a mission in which the 918th is the only group to bomb the target and all of the aircraft make it back safely.

Savage tries to enlist a young pilot, Medal of Honor-nominee 2nd Lieutenant Jesse Bishop (Robert Patten) to help him change the attitude of the other pilots. Bishop eventually comes to believe in the general, and when the Inspector General arrives to check out the unrest, Bishop convinces the other pilots to withdraw their requests for transfer.

Later, Savage learns that Gately has been hospitalized, having flown three missions with a chipped vertebra that caused him acute pain. Gately’s stoicism in flying without complaint despite his injury brings about a rapprochement between him and Savage. The Leper Colony was lost in the crash which had injured Gately, but there is no longer a need for a special “disciplinary” aircraft as Gately moves back to a position of importance.

As the air war advances deeper into Germany, missions become longer and riskier, with enemy resistance increasingly intense. Many of Savage’s best men are shot down or killed. General Pritchard tries to get Savage to return to a staff job with him, but Savage refuses because he feels that the 918th Group isn’t quite ready to stand up without him yet. Pritchard reluctantly leaves Savage in command.

The first of these missions, aimed at destroying Germany’s ball bearing industry, has the Luftwaffe throwing everything available at the bomber force. Although the target is hit, the 918th takes a beating, losing 6 of 21 B-17 Flying Fortresses. Savage watches Cobb’s airplane blow up from a direct flak hit after he has to turn the bomber stream to pass directly over a known antiaircraft battery, and is shaken by the loss of one of his best combat commanders. On returning to base, Savage concludes that a second strike on the same target is necessary and a follow-up mission is scheduled for the next day. With the death of Cobb, Savage also returns Gately to his original position as Air Exec.

The next day, as the 918th’s Flying Fortresses are warming up for takeoff, Savage is unable to haul himself up into his B-17 with which he was to lead the mission. He suffers a nervous breakdown, finally becoming temporarily catatonic. As with Keith Davenport before him, Savage allowed himself to care too much for “his boys” and has paid the price. Gately takes over the air command and the mission lead, eventually bringing most of the group back safely after destroying the target. Savage’s fate is unclear. In the film, he regains his composure as the 918th’s bombers safely return to their base at Archbury; in the novel, he is promoted and returns to the United States to take command of the Second Air Force.)

The flashback ends; Harvey Stovall rides away from the former USAAF Archbury air base on his bicycle.

Paul Mantz deliberately crash-lands B-17G AAF Ser. No. 44-83592 at Ozark AAF, Alabama, in June 1949 for the filming of Twelve O’Clock High.


According to their files, Twentieth-Century Fox paid "$100,000 outright for the [rights to the] book plus up to $100,000 more in escalator and book club clauses." Darryl Zanuck was apparently convinced to pay this high price when he heard that William Wyler was interested in purchasing it for Paramount. Even then, Zanuck only went through with the deal in October 1947 when he was certain that the United States Air Force would support the production.

Twelve O’Clock High was indeed produced with the full cooperation of the Air Force and made use of actual combat footage during the battle scenes, including some shot by the Luftwaffe. A good deal of the production was filmed at a working air base, Eglin Air Force Base.

Screenwriters Bartlett and Lay drew on their own wartime experiences with Eighth Air Force bomber units. Veterans of the heavy bomber campaign frequently cite Twelve O’Clock High as the only Hollywood film that accurately captured their combat experiences. Along with the 1948 film Command Decision, it marked a turning away from the optimistic, morale-boosting style of wartime films and toward a grittier realism that deals more directly with the human costs of war. Both films deal with the realities of "daylight precision bombing" without fighter escort, the basic Army Air Force doctrine at the start of World War II. Savage is modeled on Colonel Frank A. Armstrong, Pritchard on General Ira Eaker, the fictional 918th Bomb Group on the actual 306th Bomb Group. The film’s most significant deviation from history comes in its climax: Savage’s psychological breakdown was not based on any real-life event, but was intended to portray the effects of intense stress experienced by many airmen.

Paul Mantz, Hollywood’s leading stunt pilot, was paid the then-unprecedented sum of $4,500 to crash-land a B-17 bomber for one early scene in the film. Frank Tallman, Mantz’ partner in Tallmantz Aviation, wrote in his autobiography that, while many B-17s had been landed by one pilot, as far as he knew this flight was the only time that a B-17 ever took off with only one pilot and no other crew; nobody was sure that it could be done.

Locations for creating the bomber base at RAF Archbury were scouted by director Henry King, flying his own private aircraft some 16,000 miles in February and March 1949. King visited Eglin Air Force Base, Florida, on 8 March 1949, and found an ideal location for principal photography at its Auxiliary Field No. 3, better known as Duke Field, where the mock installation was constructed. The film’s technical advisor, Colonel John deRussy, was stationed at Maxwell Air Force Base, Alabama, and suggested Ozark Army Air Field (now known as Cairns Army Airfield), part of Fort Rucker’s U.S. Army Aviation Warfighting Center. King chose Ozark as the location for filming B-17 takeoffs and landings, including the spectacular B-17 belly-landing sequence early in the film, and as "ideal for shots of Harvey Stovall reminiscing about his World War II service."

Additional background photography was shot at RAF Barford St John, a satellite station of RAF Chelveston in (Oxfordshire, England, UK). The runways and perimeter tracks at Barford St Johns are still in existence. Officially the base is in Ministry of Defense ownership following its closure in the late 1990s as a Communications Station linked to RAF Upper Heyford. Other locations around Fort Walton Beach, Florida adjacent to Eglin AFB also served as secondary locations for filming.

Twelve O’Clock High was in production from late April to early July 1949.[10] Although originally planned to be shot in Technicolor, it was instead shot in black and white.


Gary Merrill, Gregory Peck and Dean Jagger in Twelve O’Clock High (1949)

As appearing in screen credits (main roles identified):



Gregory Peck

Brigadier General Frank Savage

Hugh Marlowe

Lieutenant Colonel Ben Gately

Gary Merrill

Colonel Keith Davenport

Millard Mitchell

Major General Patrick Pritchard

Dean Jagger

Major / Lieutenant Colonel Harvey Stovall

Robert Arthur

Sergeant McIllhenny

Paul Stewart

Major “Doc” Kaiser (flight surgeon)

John Kellogg

Major Cobb

Robert Patten

Lieutenant Bishop

Lee MacGregor

Lieutenant Zimmerman

Sam Edwards

Lieutenant Birdwell

Roger Anderson

Interrogation Officer

Lawrence Dobkin

Captain Twombley, group chaplain (uncredited)

Kenneth Tobey

Sgt. Keller, guard at gate (uncredited)

Paul Picerni

Bombardier (uncredited)

Harry Lauter

Radio officer (uncredited)

Barry Jones

Lord Haw-Haw, German radio commentator (voice) (uncredited)

Don Gordon

First patient in base hospital (uncredited)

Sam Edwards


Cast notes

  • A number of the important characters were named after airfields at which USAAF bomber crews trained, including Harvey Stovall, named after Stoval field near Yuma, AZ.
  • The character of “Doc” Kaiser is listed on the film’s credits as “Captain”, but he is referred to as “Major” throughout the film.
  • The character of Harvey Stovall is initially a Major, but is subsequently promoted to Lieutenant Colonel. He refers to himself as a “retread” no longer physically qualified for combat, wears basic pilot wings and service chevrons from World War I on his service dress uniform, the inference being that he flew in the Army Air Service in World War I.

Historical counterparts of characters

Lt Gen Frank A. Armstrong, USAF

Colonel Frank A. Armstrong, Jr. (1902–1969)

General Savage, played by Gregory Peck, was created as a composite of several group commanders whom the authors knew well, including Colonel (later General) Curtis LeMay, Colonel (later brigadier general) Frederick W. Castle, and Colonel John K. Gerhart. The latter two officers had also been sent down by General Ira Eaker from his staff to relieve the commanders of two B-17 groups whose first month in combat had resulted in higher than normal losses. However the primary inspiration for Savage was Frank A. Armstrong, who commanded the 306th Bomb Group on which the 918th was modeled. The name "Savage" was inspired by Armstrong’s Cherokee heritage. Armstrong, Castle, and screen-writer Beirne Lay had been three of the six officers accompanying General Eaker to England in February 1942, to set up the headquarters for the 8th Air Force’s Bomber Command, and Armstrong had worked closely with Sy Bartlett at 8th Air Force headquarters. In addition to his work with the 306th, which lasted only six weeks and consisted primarily of rebuilding the chain of command within the group, Armstrong had earlier performed a similar task with the 97th Bomb Group, and many of the training and disciplinary scenes in Twelve O’Clock High derive from that experience. The 918th was modeled after the 306th BG primarily because that group remained a significant part of the Eighth Air Force throughout the war in Europe, whereas the 97th BG transferred to the Mediterranean shortly after Armstrong relinquished command. Lieutenant General Frank A. Armstrong, Jr. retired from the U.S. Air Force on 31 July 1962 and died on 1 September 1969.

then-Lieutenant General Ira C. Eaker (Gen USAF Ret)

Major General Ira C. Eaker (1896–1987)

The character of Major General Pat Pritchard (played by Millard Mitchell) was modeled on that of the VIII Bomber Command’s first commander, Maj. Gen. Ira C. Eaker. He had been picked by the commander of the Army Air Forces, General of the Air Force Henry Arnold, to build from scratch a strategic bombing force in England. He took Armstrong from a headquarters job in Washington D.C. to be the senior member of his neophyte staff and eventually made him one of his top combat leaders. Lieutenant General Eaker retired, 31 August 1947. More than 30 years after his retirement, by Act of Congress — 26 April 1985 — President Ronald Reagan presented him with his fourth star as a full general. General Ira C. Eaker died, 6 August 1987.

Colonel Charles B. Overacker

The character of Colonel Keith Davenport (played by Gary Merrill) was based on the first commander of the 306th Bomb Group, Colonel Charles B. Overacker, nicknamed “Chip.” Of all the personalities portrayed in Twelve O’Clock High, that of Colonel Davenport most closely parallels his true-life counterpart. The early scene in which Davenport confronts Savage about a mission order was a close recreation of an actual event, as was his relief. Overacker’s sins, however, were more severe than those attributed to Davenport, sufficiently so that they were not detailed in either book or film but only suggested; and occurred over an eight-week period, not the brief interval depicted. He was relieved after his entire group turned back from a mission for other than mechanical reasons. After moving up to Eaker’s staff, Overacker imprudently criticized Eaker in an official analysis and was sent back to the United States, where he spent the remainder of the war as commander of the Proving Ground Command’s electronic test center at Eglin Field, Florida.

then-2nd Lt John C. Morgan (Col USAF Ret)

Lieutenant John C. Morgan (1914–1991)

2nd Lieutenant Jesse Bishop, who belly lands in the B-17 next to the runway at the beginning of the film and was nominated for the Medal of Honor, has his true-life counterpart in Second Lieutenant John C. Morgan. The description of Bishop’s fight to control the bomber after his pilot was hit in the head by fragments of a 20mm cannon shell is taken almost verbatim from Morgan’s Medal of Honor citation. Details may be found in The 12 O’Clock High Logbook.

Sergeant Donald Bevan

The character of Sergeant McIllhenny was drawn from a member of the 306th Bomb Group, Sgt Donald Bevan, a qualified gunner who was assigned ground jobs including part-time driver for the commander of his squadron. Bevan had received publicity as a "stowaway gunner" (similar to McIllhenny in the film), even though in reality he had been invited to fly missions. Like McIllhenny he proved to be a "born gunner." Bevan, who flew 17 missions, was shot down on 17 April 1943, over Bremen, Germany, and spent the remainder of the war as a prisoner of war in Stalag 17B, a German POW camp in Austria. There, along with fellow POW Edmund Trzcinski, Bevan outlined the script for a hit Broadway play that was later made into a Hollywood film, Stalag 17.

Brigadier General Paul Tibbets, USAF

Major Paul Tibbets (1915–2007)

During pre-production for Twelve O’Clock High, author Sy Bartlett petitioned the Air Force to have Colonel Paul Tibbets assigned as technical advisor for the film. Not only had Tibbets and Armstrong flown B-17s together in England, but Bartlett also revealed that Tibbets, by then renowned as the pilot of the B-29 "Enola Gay" which dropped the atomic bomb on Hiroshima, had inspired the novel’s "tough-guy" character, Major Joe Cobb. Tibbets was initially approved for technical advisor but the job was eventually given to Colonel John Derussy. The part of Cobb was played by character actor John Kellogg, who won it over a dozen more well-known Hollywood actors.


Twelve O’Clock High premiered in Los Angeles on 21 December 1949, opened in New York on 26 January 1950. It went into general release in February 1950.

An influential review by Bosley Crowther of the New York Times was indicative of many contemporary reviews. He noted that the film focused more on the human element than the aircraft or machinery of war. "How much can a man give? When the U.S. 8th Army Air Force 918th Bombardment group is ordered on their fourth harrowing mission in four hard days, Brigadier General Frank Savage (Gregory Peck) demands ‘maximum effort.’"[15] The Times picked Twelve O’Clock High as one of the 10 Best Films of 1949, and, in later years, it rated the film as one of the "Best 1000" of all time.

After attending the premier, the Commander of the Strategic Air Command, General Curtis LeMay, told the authors that he "couldn’t find anything wrong with it." The film is now widely used in both the military and civilian worlds to teach the principles of leadership. It is required viewing at all the U.S. service academies, in college ROTC programs, Air Force Officer Training School and the U.S. Air Force’s Squadron Officer School for junior Air Force officers, where it is used as a teaching example for the Situational leadership theory.

In its initial release, the film took in $3,225,000 in rentals in the U.S. alone.


Twelve O’Clock High won Academy Awards for Best Actor in a Supporting Role for Dean Jagger and Best Sound, Recording. It was nominated for Best Actor in a Leading Role for Gregory Peck and Best Picture. In addition, Peck received a New York Film Critics Circle Awards for Best Actor, and the film was nominated for Best Picture by the National Board of Review.

In 1998, the film was selected for preservation in the United States National Film Registry by the Library of Congress as being "culturally, historically, or aesthetically significant".

Radio and television

Gregory Peck repeated his role as General Savage on a Screen Guild Players radio broadcast on 7 September 1950.

Twelve O’Clock High later became a television series, also called Twelve O’Clock High, that premiered on the ABC network in 1964 and ran for three seasons. Robert Lansing played General Savage. However, Lansing was fired from the series at the end of the first season and was replaced by Paul Burke, who played a different character loosely based on the Ben Gately character from the novel. Much of the combat footage seen in the film was reused in the television series. The B-17 bomber shown in one such sequence was that of Lieutenant Colonel Robert Webb, who earned one of his eight Distinguished Flying Cross awards in the action depicted.

Many of the television show’s ground scenes were filmed at the Chino, California, airport, which had been used for training Army pilots during the war, and where a replica of a control tower, typical of the type seen at an 8th Air Force base in England, was built. The airfield itself was used in the immediate postwar period as a dump for soon-to-be-scrapped fighters and bombers and was used for the penultimate scene in The Best Years of Our Lives when Dana Andrews relives his wartime experiences and goes on to rebuild his lifee.



  1. Aero Vintage “12 O’Clock High”
  2. TCM Notes
  3. IMDB Filming locations
  4. Note that 918 is 3 time 306.
  5. TCM Trivia
  6. This allegation is at odds with both 20th Century-Fox press releases made during production and with research done by Duffin and Matheis for The 12 O’Clock High Logbook.
  7. Orriss 1984, p. 149.
  8. Duffin and Matheis 2005, pp. 65–67.
  9. IMDb Locations
  10. TCM Overview
  11. Twelve O’Clock High Full credits
  12. Duffin and Matheis 2005, p. 61.
  13. IMDB Release dates
  14. TCM Misc. notes
  15. New York Times
  16. Allmovie Awards
  17. IMDB Business data
  18. IMDB Awards
  19. Duffin and Matheis
  20. Orriss 1984, p. 122.


  • Army Air Forces Aid Society. The Official Guide to the Army Air Forces. New York: Simon and Schuster, 1944.
  • Caidin, Martin. Black Thursday. New York: E.P. Dutton & Co., Inc., 1960. ISBN 0-553-26729-9.
  • Dolan, Edward F. Jr. Hollywood Goes to War. London: Bison Books, 1985. ISBN 0-86124-229-7.
  • Duffin, Alan T. and Matheis, Paul. The 12 O’Clock High Logbook. Albany, Georgia: Bearmanor Media, 2005. ISBN 1-59393-033-X.
  • Hardwick, Jack and Schnepf, Ed. “A Viewer’s Guide to Aviation Movies.” The Making of the Great Aviation Films. General Aviation Series, Volume 2, 1989.
  • Kerrigan, Evans E. American War Medals and Decorations. New York: Viking Press, 1964. ISBN 0-67012-101-0.
  • Lay, Beirne Jr. and Bartlett, Sy. 12 O’Clock High. New York: Harper & Brothers, 1948 (Reprint 1989). ISBN 0-942397-16-9.
  • Medal of Honor Recipients, World War II (M-S)
  • Murphy, Edward F. Heroes of WWII. Novato, California: Presidio Press, 1990. ISBN 0-345-37545-9.
  • Orriss, Bruce. When Hollywood Ruled the Skies: The Aviation Film Classics of World War II. Hawthorn, California: Aero Associates Inc., 1984. ISBN 0-9613088-0-X.

External links

Related article: B-17 Flying Fortress