Memphis Belle is a 1990 British-American war drama film directed by Michael Caton-Jones and written by Monte Merrick. The film stars Matthew Modine, Eric Stoltz, and Harry Connick Jr. Memphis Belle is a fictional version of the 1944 documentary Memphis Belle: A Story of a Flying Fortress by director William Wyler, about the 25th and last mission of an American Boeing B-17 Flying Fortress bomber, the Memphis Belle, based in England during World War II. The 1990 version was co-produced by David Puttnam and Wyler's daughter Catherine and dedicated to her father. The film closes with a dedication to all airmen, friend or foe, who fought in the skies above Europe during World War II.

Matthew Modine as Captain Dennis Dearborn, pilot: A humourless and socially inept perfectionist.
Tate Donovan as 1st Lt. Luke Sinclair, co-pilot: The carefree and somewhat narcissistic former lifeguard, who believes himself to be undervalued by Dearborn.
D.B. Sweeney as 1st Lt. Phil Lowenthal, navigator: Lowenthal is nervous before their final mission and convinced that he is doomed to die.
Billy Zane as 1st Lt. Val Kozlowski, bombardier: While everyone believes the confident, self-assured Kozlowski to be a doctor, it is later revealed he attended only two weeks of medical school before enlisting.
Eric Stoltz as Staff Sgt. (T/3) Danny "Danny Boy" Daly, radio operator: An earnest Irish-American, Daly was editor of the school paper, a valedictorian, and joined up right after graduating college.
Reed Diamond as Staff Sgt. (T/3) Virgil "Virge" or "Virgin" Hoogesteger, top turret gunner and flight engineer: Hoogesteger worked for his family's restaurant and plans to open a chain of identical restaurants after the war despite his crew-mate's warnings that such an unheard of enterprise could never succeed.
Sean Astin as Staff Sgt. Richard "Rascal" Moore, ball turret gunner: The diminutive, often crude gunner considers himself a ladies' man and delights in teasing his crewmates.
Courtney Gains as Staff Sgt. Eugene "Genie" McVey, right waist gunner. A Catholic Irish-American from Cleveland.
Neil Giuntoli as Sgt. Jack Bocci, left waist gunner: A hot-tempered Chicago hoodlum, Bocci appears to look out only for himself but proves surprisingly kind to his fellow waist gunner McVey.
Harry Connick Jr. as Staff Sgt. Clay Busby, tail gunner: After his father lost the family farm in a poker game, the laconic Busby earned money playing the piano in a New Orleans cathouse.
David Strathairn as Col. Craig Harriman
John Lithgow as Lt. Col. Bruce Derringer
Jane Horrocks as Faith
Mac McDonald as Les

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