It's no definitive masterpiece but it's damn close.

If the ambition is to provide two hours of instantly forgettable, popcorn-munching escapism, it succeeds.

It's the kind of movie you'll want to see a second time with someone who hasn't seen it yet, to remember what it was like to watch it for the first time.

It's a good bad... and worth a popcorn matinée. While it's easy to lament what could have been...

Director: JOHN FARROW. Screenplay: Lee Katz, Albert De Mond. Based on the 1935 novel by Francis Walton. Photography: Sid Hickox. Film editor: Thomas Pratt. Music director: Leo F. Forbstein. Art director: Carl Jules Weyl. Costumes: Orry-Kelly. Assistant director: Marshall Hageman. Associate producer: Bryan Foy. Producer: Mark Hellinger.Copyright 15 April 1939 by Warner Bros Pictures, Inc. New York opening at the Palace: 12 April 1939. U.S. release: 15 April 1939. Australian release: 20 April 1939 (sic). 65 minutes.SYNOPSIS: Kay Francis enters a women's air race, desperately hoping to win enough prize money for her brother's operation. COMMENT: You can see the beginnings of director John Farrow's sustained takes technique in this one but it is obvious that the cast of second-rate players continually let him down, forcing him to do a scene in two or three takes instead of one. However there are two short one-take scenes with Eve Arden and Kay Francis (with Eve of course doing most of the talking).One must admit that Gargan (pronounced "Garrigan") is so charmless a lead the first half is pretty boring, but once the film gets off the ground with the entrance of Sheila Bromley and the transcontinental race, things perk up considerably. Some of the aerial stunt-work is mighty impressive even today.Despite the slow script, direction (as we might expect from John Farrow) is always polished and assured. He has made the best use possible of the film's "B" budget. In fact, production values aren't at all bad by "B" standards. Nonetheless, Kay Francis (often billed in her heyday as a Warner Bros "clothes horse") is forced to wear some really ghastly costumes in this one. But her fans will still love her even though she is reduced to romancing a leading man of the potboiler caliber of William Gargan (who was yet so debonairly attractive opposite Cicely Courtneidge in Things Are Looking Up).

This is one of those films that will make your eyes pop back into your head as you shake it out of shear utter disbelief of what you're seeing on screen. The story of a group of women who enter a plane race has a few redeeming qualities, but ultimately it suffers from a major lack of realism. Kay Francis, far from the trappings of society in her heyday as the top diva of Warner Brothers, dresses down for a change as a pilot who falls for a married pilot (William Gargan) whose estranged wife (Sheila Bromley) demands the plane that Gargan has promised Francis as part of their settlement. The nasty Bromley even has Francis's plane tampered with after another pilot, Francis's pal Eve Arden, has cracked up. This leads to Francis's plane loosing all of its gas, an emergency landing, and finally flying to the finish with only one of the two landing gear wheels attached. There is not just one nail-biting potential crash scene, but two. First of all, Arden's plane begins leaking oil, and she nosedives to a crash which leaves her still living and able to move her arms to hand Francis a note. Then, Francis makes her landing with only one wheel. Both are majorly flabbergasting with the way they are handled. The one element of Arden's crash is the genuine look of horror she has, which is a testimony to one of the great comics of stage and screen in a strictly dramatic role. Her realization of her possible fate is genuinely spooky. Francis, obviously forced to do this lower grade "B" film to end her contract at Warners, does so with dignity, but still deserved better.

Only a couple years before this film was made, Kay Francis was the highest paid and most prestigious actress at Warner Brothers. However, with the improving stature of Bette Davis in recent years, Warners decided to cut Francis loose--she was just too expensive in their eyes to justify keeping her. So here we have Kay at the end of her Warner contract consigned to star in a B-movie--my how the mighty have fallen! Ironically, she was now making the same type films David had been making when Francis was in her heyday. Soon after finishing this film, Francis landed at poverty row studio Monogram where she finished up her career. Despite being a B (and a not particularly distinguished one at that), Francis did try her best and I must applaud her for acting like a real trooper! The film begins with a fat-headed pilot setting a speed record in a plane that obviously could not have set a record in the late 30s (by then, biplanes just couldn't match the speeds of monoplanes). Kay's brother, a famous pilot, is in need of an operation and she thinks that if she can convince the fat-head to let her borrow his plane, she can win a women's air race. Well, the guy actually agrees but the plan falls through when his conniving ex-wife shows up and announces that their Mexican divorce isn't legal and she takes the plane. So, we have poor old Francis and her brother left in the cold. Will plucky Kay get another plane and win the race to give her brother that needed operation? What do you think!!!??? From the description above, you might think that the plot sure sounds clichéd--and you'd be right. Despite this and a generally weak script, the film is still fun and blessedly short. While far from a "must-see" film, it is worth a peek if you are a Kay Francis fan or if you like airplane films. Otherwise, it's not a bad idea to skip this one.

Kay Francis is one of the "Women in the Wind" in this 1939 film centering around a female pilot flying contest. Kay plays Janet Steele, whose brother was a famous pilot until crippled in a flying accident. She wants money to hire a specialist, so being a good pilot herself, she decides to enter a flying contest for women where the reward is $15,000. She approaches recent flying record-winner Ace Boreman (William Gargan) for his plane, Polly. She finally convinces him to let her use it when what he thinks is his ex-wife Frieda (Sheila Bromley) steps in and tells him their divorce isn't legal, the plane is hers, and she's flying it in the race. All Janet knows is that Ace reneged; what she doesn't find out is that gets an even better plane for her to fly - it's set up so that she doesn't know it's from him. The race is on.This is a good movie, nicely directed by John Farrow and well above the dreck Warners handed Francis to get her to quit. The cast is good and includes Eddie Foy, Frank Faylen and Slapsie Maxie Rosenbloom in smaller roles. Eve Arden does a lively job as a friend and competitor in the race. Gargan was famous when I was growing up because he had a laryngectomy - interesting guy - he does okay here, but it's nothing special. Victor Jory plays Janet's boyfriend, a doctor who is encouraging her to hire the specialist.All in all, pretty good, and Francis does her usual terrific job.