The Hanna Flying Legend
Mark Hanna – Pt.2 – Born of the Sun

Mark Hanna – Pt.2 – Born of the Sun

Track around the canopy through nine, eleven and now twelve o’clock. Rolling out gently and now the specks are becoming objects and I can see wings and start to discern fuselages and engines. We’re at five miles and closing at 420 knots and greater than seven miles a minute.

Less than 50 seconds to go. There’s the ’51 escort high and behind the bombers. Good… They’re not a factor for the initial attack, but we will need to worry about them on the egress. 20 seconds and two miles. I’ve picked my target – the lead ship… I’ve misjudged the attack slightly, just missed the dead 180 so I’ve got a slight crosser which is going to foul up my sighting solution. Ten seconds to run… the B-17s light up! Flashes from all over the airframes and smoke trails streak behind as the gunners let rip and fill the skies with lead. They’re out of range but it’s still frightening.

The lead ship is filling my windscreen and closing rapidly. Now… Fire! Two second burst… Flash, flash, flash… HITS! All in his cockpit and fuselage area… Pull slightly on the control column to just clear his port wing, the fin slicing past just by me and roll hard left. World, B-17s gyrating round, stop inverted… Pull 5Gs, nose down, down, down, streamers pouring from the wingtips. I’ve lost the P-51s, I can’t see them but I know they’ll be after us. I’m out of here vertically down with a windscreen full of ground, rolling as I go to miss any pursuing Mustangs’ sighting solutions –straight towards the Fatherland… Only it isn’t – it’s Suffolk and Ron’s calling… “Jimmy says can we do that one again Mark…”

This is David Puttnam’s Memphis Belle and we are airborne with five B-17s, seven P-51s, three ‘109s and a B-25. I’m leading the ‘109 formation. We’re short on gas, it’s cold at 12,000 feet and this is fantastic, tremendous fun.



It’s summer 1989 and 29-year old Mark Hanna is presiding over a near squadron-sized outfit of American and German fighters based out of Duxford for the Memphis Belle filming. He’s aerial coordinator for the shoot – a testament to the profile he’d established during just a few years’ historic aircraft flying.

Having recently left the RAF, he was in the midst of his first full year as the Old Flying Machine Company’s (OFMC) Managing Director. The company had burgeoned in the preceding years, propelled inexorably by his enthusiasm. The Paul family’s beautiful P-40E Kittyhawk Sneak Attack had joined Spitfire Mk IX MH434 in the company’s corner of Duxford’s Hangar 5 in June 1984, followed by CA-18 Mustang G-HAEC in February 1985, AT-16 Harvard Mk IIb FT391 in May 1986, and a lovely red 450hp PT-13D Stearman imported from California the same year. Neil Brodie’s Pilatus P-2 G-BONE also joined longer-term OFMC resident P-2 G-BJAX and the Hannas’ rugged Max Holste Broussard G-BKPT support ship in the mid-1980s.

The fighters took the lion’s share of airshow bookings, marketed to organisers initially as a pair or trio for formation aerobatics, mock dogfights and airfield attacks. The Hannas believed in presenting them as they should be flown – as fighters, illustrating their wartime roles through dynamic low-level handling. It’s an ethos that has stuck with OFMC’s pilots to this day.



Tiger Club alumni Brian Smith joined the Hannas’ operation in 1986:

Ray was new to operating larger numbers of warbirds, and Mark was very new to the warbirds at that point; not a particularly experienced pilot in the overall scheme of things, having spent most of his time within the military fast jet training pipeline. I was invited to join because they needed more people. It was just Ray, Mark and John Watts in the very early days, with Pete Jarvis and Carl Schofield joining shortly afterwards. There were a hell of a lot more airshows, and the European vintage scene was bare of warbirds, so the British operators were in demand at home and abroad. The task was to cope with the aeroplanes and to pull your weight amongst some pretty serious players!

It was very much a family concern when you flew for the OFMC – we weren’t just the unpaid hired help. The Hannas invited you into this family affair, and that was the ethos of the whole thing – and still is to this day. My word, what a bond Ray and Mark had. Their common passion did more to cement the natural family relationship – when you saw a father and son so focused in the same direction, it made for an amazing, unbreakable bond. The love and respect Mark had for Ray was just so clear for all to see. He always looked up to his father, and he’d always be cautious and defer to Ray if ever there was a question mark over something.

One of my greatest pleasures at OFMC was watching the interactions of father and son.  They bounced off each other.  When we were away, Mark would always be in touch with Ray and they would always share whatever had happened in terms of the day’s events and talking through the flights we’d done.  It was an extraordinarily strong bond; not only through the father and son bond that I saw but also the love that they both had for what they were doing. You were close enough that their passion rubbed off on other people.  That was something I marvelled at and I’ve held on to it with my family – my son is flying in the military and now flies warbirds too.  When Mark passed out at RAF Linton-on-Ouse, Ray took the Spitfire up there and put on a, shall we say, punchy performance, to the point where apparently he was banned!  Go forward 20 to 25 years when my lad passed out, I took MH434 up there and did much the same thing, without causing any waves!



Ray kept his eye on all of us, especially Mark. He was never a heavy-handed manager. I would imagine he ran OFMC in the same way he ran the Arrows – we were all grown-ups and knew what we were doing, and were expected to follow his example. Ray had a very light touch – if he had to pull you up on something, he’d never give you a ticking off. Three months later, he might almost cheekily mention it in passing – ‘So, how did you get on with scud running through the clag the other week?’ He watched out for all the boys, and any criticism wasn’t unwarranted, nor was it without merit.

My first trip abroad with MH434, in Ray and Mark’s company, sticks in my memory. We took off from Troyes in France in the Spitfire, Mustang and Kittyhawk, bound for Sion in Switzerland. As we headed towards the Jura, the full majesty of the snow-covered Alps began to appear on the horizon; within the hour, I was sitting in this iconic aeroplane flying through spectacularly beautiful scenery in the company of two of the most accomplished pilots and true gentlemen that I have ever met. Memories, as the song goes, are made of this.

One event that does make me chuckle was on the way up to Norway, Mark flying the Mustang or P-40 and me in 434. We were cruising up the middle of Denmark, line abreast at 100 metres spread, in the days when there used to be a fair amount of military activity. A couple of inquisitive F-16s turned up to have a look at us, so Mark and I closed up and waited to see what the jet jockeys had on their minds. They ended up formating on us, and showing no signs of disappearing, after a bit it started to feel a bit claustrophobic. So in order to encourage them to go away and do something useful we both rolled on a steep bit of bank towards them, which had the desired effect. This obviously caught the F-16s by surprise and likely caused a little consternation in their cockpits. Having broken away quite energetically, one of them came back and settled down about six feet off my wingtip and started wagging his finger at me. Having admonished me for giving him a fright, he promptly lit his burner and disappeared vertically, giving poor old 434 a bit of a jolt in the process. Happy days!



Spring 1987 saw OFMC deployed to southern Spain for the shooting of Steven Spielberg’s adaptation of J. G. Ballard’s Empire of the Sun. Ray was engaged as chief pilot and Mustang consultant, his own G-HAEC being joined for filming by Stephen Grey’s N51JJ and G-PSID. Wearing the striking markings of the 118th Tactical Reconnaissance Squadron, 23rd Fighter Group, 14th Air Force, -HAEC and -PSID set off for Jerez, Spain on 13 May 1987. There they were adorned with new nose art as Missy Wong from Hong Kong and Tugboat respectively.

“Originally the Mustang sequence was going to be much shorter”, Sarah Hanna says. “Mark and Father went to Spielberg and said, look, we can do more here – we can do low-level strafing, we can do dogfights, we can skip-bomb into the Japanese hangars. We can make this really exciting. They offered a demonstration and on the strength of that, Spielberg rewrote the sequence to be around four minutes long and commissioned the manufacture of 150-200 Ib bombs that the Mustangs would manually drop.”

Mark later recounted the experience in his Warbirds Worldwide magazine article: “The intent was for Missy Wong to drop the first trial bomb at 3,000 to 4,000 feet altitude so that I could observe its fall and check the trajectory. We were slightly concerned about the bombs hitting the flaps or tail immediately following release. Speed for the drop was to be 200 knots. Jeff Hawke and his boys set up a 12’ x 12’ orange target marker a mile or so parallel to the film set. Ray Hanna’s initial bomb drop was superb: the bomb separated cleanly from the aeroplane, wagged its tail slightly and fell perfectly.



“Next was my turn. G-PSID – Tugboat – has an electric bomb release which pickles both bombs simultaneously. Being an Air Defence pilot with no bomb dropping experience since my 1980 Hunter Weapons Unit course, I thought I had better try what I know and set up an academic 10° dive attack. As the target disappeared under the nose I pickled, paused and pulled and got a couple of 100 yard short bombs – considerably better than my aimed averages on the Hunter back in 1980 I might add! The next trial was Ray’s remaining bomb. This, we had decided, would be from a level skip-bomb attack, with the release height being 25 to 30 feet, a-la-Venom Pilot Attack Instructors Course of 1956 I believe.

“The result was a bomb skipping once, bouncing to about 10 feet and then straight through the target. Having explained to the film people that skip-bombing was an approved World War Two tactic they eagerly took up the suggestion that we could place bombs right through the front doors of any target they chose – with the mock Japanese hangars being the preferred targets!”

Hoof Proudfoot and his son Lee arrived at Jerez in Mustang N51JJ My Dallas Darlin’ the day after the bombing trials. Lee, alongside Paul Mercer, provided engineering support for the Mustang detachment: “I remember sitting down with Ray, Mark and my dad as they worked out the timing to allow the three Mustangs to appear within one or two seconds of one another from different directions.



“That would then be executed by flying to the set as a three-ship, Ray leading, and then splitting as they approached the set with Mark and my dad peeling off at a set angle at a set time. They would then turn back onto the target, again all done through timing, to give them the perfect separation to criss-cross on camera.

“We’d fly the ten-minute transit to the film set low-level at around 220 knots, never above 100 feet,” offers Proudfoot enthusiastically, “looking up at the cars driving along the causeways. When we arrived, it was stunning – about as real as you can get in modern times. There were soldiers running around shooting, strafing effects chewing up the ground in front of us, hangars blowing up and explosions going off. An amazing experience. If I wasn’t flying with dad, I’d be back at the airfield waiting for them to return. They’d land back, we’d refuel them, load up the bombs and send them off – very much like a wartime scenario. The whole thing felt very real.

“They were so low that when the aeroplanes came back from each trip, Paul and I would look them over to make sure they were okay. We looked in the radiator of what I think must have been Ray’s Mustang, and there was a stone about the size of a 50 pence piece embedded in the radiator, which can only have come from flying very low through the debris of the strafing pyrotechnics!



“On the strafing runs, they had the stunt men run out in front of the Mustangs as the bullet effects kicked up dirt around them. I remember that on some of the practice runs, the stunt men complained that the Mustangs were so low that they thought they were going to get hit and refused to run out in front of them!”

Mark’s aforementioned write up of the filming gave a vivid account of the crew’s experiences in Spain:

The plan was for me to attack first, strafing a hangar and a Zero. Five seconds later, and from an angle 40° to that of my attack path, Ray was to skip bomb another hangar, closely followed (three to five seconds later) by Hoof who would strafe straight down the runway, avoiding the debris from our attacks. After four or five ‘dry runs’ the actual take was on. Once the bombing and strafing pyrotechnics were set off there was no return of course and the take would have to be perfect!

As we ran in the flak started! Air bursts were being mortared up into very realistic looking black puffs making one nestle a little lower to the ground and snuggle down behind the engine. Flashing in between buildings and suddenly seeing explosions walking all over a hangar and a Zero, supposedly as a result of my actions. The feeling that all this was real was quite strong.



Lumps of phosphorous over the wing, then up and over the hangar, dumping stick to hug the ground on the egress, looking back to see Ray and Hoof emerging from a huge fireball and oil cloud – having scored two direct hits right through the front doors of the hangar – very, very exciting! Once clear of the airfield we all pulled up and checked each other over for coolant leaks and dents. This was SOP and we did not leave the filming site for our base until we were sure temperatures and pressures had stabilised. Transit home was at low-level and in standard battle formation.

Subsequently we moved to another airfield at Tablada near Seville. This was also a joint civil/military airfield and a delightful environment to operate from. A great deal of help was provided by the Spanish Air Force in the form of Engineering Officer Major Carlos Saldana and also by the Royal Aero Club of Seville who do some of the best flying club lunches I’ve ever had. They also have a huge swimming pool, large patio and dance floor. Not at all like the average fly-blown UK flying club. With the Mustangs parked under some trees, 50 yards from the bar, the setting was idyllic!

We flew every day, sometimes twice per day. Sorties were all similar in that they were ground attack biased. However, there was a requirement for two other shots. One involved Hoof chasing and shooting down a Zero flown by Tom Donahue, an American gentleman who shot down the last aeroplane of World War Two!

The other requirement was for one Mustang to fly past the child-star at 150 knots with the hood open and the pilot waving. Having already had some banter with Stephen Grey and my father about them being in the background of any close-up shots, due to their advanced age, I was flabbergasted when Steven Spielberg picked father, personally, for this shot. Something to do with looking paternal I believe!



Empire of the Sun was a turning point; the Mustang attack was one of the finest aerial sequences committed to film and remains so today. Instantly the Hannas became the go-to operators for dynamic movie and television flying. The following May, they acted as aerial directors and consultants on Piece of Cake, the ITV adaptation of the novel of the same name, where father and son served as chief and deputy chief pilot respectively. The six-part series plotted the exploits of the ill-fated fictional Hornet Squadron in the Battle of France and Battle of Britain, and thus the shoot called for extensive and often complex air-to-air combat footage. Five airworthy Spitfires (three of them – MH434, PL983 and NH238 – were operated by OFMC for the filming), three Buchóns and a Junkers Ju 52 had been assembled for principal photography in the UK, the Spitfires deploying to a small grass strip in Wiltshire for much of the location shooting.

Mark’s write-up of his experiences on the Piece of Cake shoot, again for Warbirds Worldwide magazine, set the scene effectively:

Flying for Piece of Cake was a very demanding but enjoyable experience. Director Ian Toynton was meticulous about accuracy, even to the extent of the actor pilots looking around to check their six o’clock, looking left when they were formating in echelon starboard and so on.

Many of the film sequences were flown from Charlton Park in Wiltshire, the home of Lord Suffolk. Doubling as a French chateau, the mansion was very close to the airstrip being used for filming. Just over 2,000 feet long and 80 feet wide the grass strip gave no room for error on touchdown. The finals turn from one direction in particular was interesting, and no straight in approaches were allowed as the mansion was directly in line with the end of the runway and only 200 yards away from the strip.

Although we could have landed over the mansion this would have meant touching down at the far end of the already short strip. Therefore a classic curved Spitfire approach was required of which the last few seconds were very exciting with the mansion on the right, a huge oak tree to the left and still turning at about 25 feet to line up with the end of the runway. It was most satisfying – when it was all over!



For the many aerial sequences, an Agusta A-109 helicopter, Aces High’s B-25 Mitchell Dolly and the OFMC-operated Harvard G-AZBN served as camera-ships. Strapped into the rear-facing rig in the latter was aerial cameraman Simon Werry [pictured above with Ray Hanna]. He got to know Mark well on the set of Piece of Cake, and the two remained good friends.

“When we started using the Harvard instead of the B-25, Mark and I began working together closely”, Werry says. “As a team, you start at a safe distance and work it closer and closer until someone doesn’t feel comfortable. That’s how you find the sweet spot. Mark and I always knew that with the team around us, we could really push it and get something really dynamic – once we got into that groove, quite literally I would have Mark’s wingtip maybe five feet from the camera.” One particularly challenging sequence required the Spitfires to remain in close formation whilst the aeroplane nearest the camera-ship rolled inverted, its pilot in the series having cracked under duress.

“We tried it out – we had the Harvard alongside five Spitfires, and the closest to the Harvard would roll inverted and hold formation. Naturally the engine quit when it rolled inverted and within three seconds its pilot had lost visual of the other Spitfires and the Harvard. The Spitfires lost sight of him and we lost sight of him from the Harvard. It turned into a gaggle of aeroplanes trying to avoid each other in a small bit of sky. We were lucky to get out of that without a major.



“Ray and Mark called it off and said, let’s go back, land, debrief and see what’s going wrong. That takes guts – to not compromise on safety even under the pressure and costs of air-to-air filming, where the film company is often paying for each aeroplane by the minute and you are limited by weather conditions. Mark was great at calling off those shoots when something wasn’t working. We’d debrief, re-brief on the ground and then go off and do it again, and it would work.

“Being party to Ray and Mark’s bond was pretty special. They had a brilliant relationship – more like best mates or brothers than father and son. Mark never lived in Ray’s shadow. They were their own men, their own fliers and they respected one another.

“As the years went on, Mark and I became very close. Ray would end up calling me to bollock me about something Mark had done! I loved it – it was like being part of the family.”



And so to Michael Caton-Jones’ 1989 production of Memphis Belle, the loosely-based-on-fact story of the first US 8th Army Air Force bomber crew to complete 25 missions. As aerial coordinator, Mark assembled his squadron of seven Mustangs and three Buchóns, whilst Aces High’s Mitchell and the OFMC-operated Avenger acted as camera-ships, with Simon Werry involved in the aerial filming. Five B-17 Flying Fortresses were gathered for the shoot, including two from France and two from the USA. Mark predominantly flew OFMC’s Mustang G-HAEC, wearing temporary Ding Hao! markings, and Buchón G-BOML in several of the film’s sequences.

“We certainly did some extremely fascinating and demanding flying, most of which didn’t make the final film”, says Rolf Meum, the ex-Royal Norwegian Air Force fighter pilot who flew the Scandinavian Historic Flight’s Old Crow (painted in olive drab and ‘AJ’ codes as was customary for the Mustangs, and adorned with Cisco nose art for the filming) during the shoot:

We had the B-17 flying along with the B-25 camera-ship in echelon to the rear and left. Ray was sat back and high up in the Buchón. Hoof was leading me in two Mustangs, to the left of the B-17. Mark and Stephen were behind us and high in Buchón and Mustang. The brief was for Ray to come close by underneath the B-17 on the left, shooting up the left-hand side of the B-17 with small explosives going off on the fuselage to simulate hits, and then pull up in front of the aeroplane. Hoof and I would pursue him, passing very closely underneath the fuselage from left to right and then come up between the right wing and tailplane in a climbing left bank over the top to get on Ray’s tail. At the same time, Mark and Stephen would dive down and cut across the nose of the B-17 diagonally from right to left, avoiding Ray and the Mustangs.



That all had to happen within maybe three seconds in a tiny piece of sky. We went up and did it to the absolute millisecond, and it was executed perfectly. It was an amazing experience – as we crossed beneath the B-17, we had the explosives going off on the fuselage and all the .50 cals were firing. At 50 inches of manifold pressure, probably about 100 decibels in the cockpit, I could hear the ball turret firing and see the flames from the muzzles as I passed beneath it with just a few feet of clearance. Some of the most exciting flying you could ever hope to be a part of! In the end, sadly, they didn’t use the shot.

Another demanding shot was a Buchón versus Mustangs head-on attack. Mark and I were two of the Mustang pilots, and Ray was flying the Buchón. In real life, the closing speed would mean the cross would happen too quickly for people to even see on film. We determined that slowing it all down would have the desired effect – so we lined the four Mustangs up in front of the B-25 at fairly slow speed, with Ray coming slow-ish towards us. As Ray passed over us head-on, we’d break two to the right and two to the left. It had to be an aggressive break to avoid looking like day trippers, so we were at high power and reasonably low airspeed, teetering on the edge of the stall on the break.

One fun memory is from when we had five B-17s up with seven Mustangs escorting, cruising along the Wash heading inland. The Mustangs were sat something like 4,000ft above the B-17s while the camera guys were looking for the right kind of clouds. Then we see two RAF Harriers coming up behind the B-17s, checking them out. They hadn’t seen us, so Jack Brown got us into echelon and, quite naturally as we were all fighter pilots, we rolled in and came screaming down on them! You had these five bombers with a couple of Harriers loosely formating on them, and seven Mustangs piling in at high speed. They quickly turned tail and flew off – they didn’t fancy their chances!



Says Simon Werry, “The brief for one shot was for Mark [in the Buchón] to barrel roll in to attack the B-17s in a diving-slashing attack. We had the five B-17s in formation, each with blank firing .50 calibre machine guns. I said to Mark, once we’re done filming I’ll let you know when I’m on the waist gun, and let’s have a little play one-on-one. Eventually we’d run out of film shooting the Buchón peeling in, so I handed my camera over to my number two, got behind the .50 cal and called up Mark. Now he’d been coming in pretty close to the B-17s on each run, but knowing it was me shooting at him, he really tore in and came in very close to us with me opening up on the .50 cal as the Buchón shook by. Just awesome!

“We then needed some more air-to-air dogfight action shots; that was a little side unit Mark and I ran together with a view to doing something a bit more dynamic. I developed two cameras with about two minutes of film which were installed in the drop tanks of the Mustang, and we gave that job to Mark. The brief was to weave through the formation of five B-17s, flying point-of-view shots of Buchóns diving into the formation as well as dogfight footage of Mustangs versus Buchóns. The footage Mark got was brilliant – he used it just like a gun camera, waiting until the last second to shoot. Ever the fighter pilot! It’s a shame so little of the footage made it into the final film.”

The Memphis Belle alumni fondly recall their experiences of the shoot in vivid detail. There are tales of Mark peeling away from the aerial set in Ding Hao! to chase down US Air Force fighters and Buccaneers that had come up to take a look at the curious gaggle of vintage aeroplanes. Brian Smith remembers tearing through the middle of a formation of four B-17s, hot in pursuit of a Buchón, and hearing the staccato gunfire from the .50 cals over the sound of his Mustang’s engine. Simon Werry has fond recollections of heading home from a shoot in the back of a Mustang, Mark up front, diving and weaving amongst the clouds before landing back at Duxford and repairing to the pub. It was a monumental shoot executed by some of the biggest names in vintage aviation, the likes of which won’t be seen again.



“One must remember that Mark had only been flying warbirds for four years when he appeared in Empire of the Sun”, says Brian Smith. “That string of 1980s film and television productions really put the Hanna name on the map – particularly so Mark. He showed great integrity and strength of character in his ability to deal with the high-tension stresses of a commercial film production, offsetting the demands of a producer against the limits of what was possible in a flying sense whilst delivering impeccable aerial sequences for the cameras.”

“Mark didn’t leave the RAF until 1988, although he had already begun running the company on a more full-time basis in 1986 to ‘87″, Sarah Hanna continues. “He’d taken premature voluntary retirement at a time where the RAF was going through a phase when an awful lot of guys were feeling a bit disheartened because they didn’t really want to fly the fighter variant of the Tornado and so a lot of them were leaving to go to the airlines. To discourage that, whenever any of the guys who were on longish commissions put in a PVR request, they would take them off flying and put them on simulators or whatever other duties they could so that by the time they left the air force, they’d been two or three years without flying.

“Mark was put onto the Phantom simulator at RAF Wattisham and cheekily had his own ‘phone installed at his office there to deal with airshow bookings and that sort of thing. Finally, in 1988 he was released and the Company really started to develop and grow and the whole business of trading, restoration and film work really took off because Mark was so passionate about it.



“When Mark started flying vintage aeroplanes at Duxford in the 1980s, people would assume he only had that opportunity because of our father”, adds Sarah.  “Of course, being Ray Hanna’s son meant there were opportunities.  But Father was living overseas and in terms of the trading, restorations, air displays and film work, it was chiefly Mark’s doing.  Father might inject some seed capital into a project, but Mark was generally the catalyst, the one responsible for the company’s expansion.”

By the end of the ’80s, Brian Smith says, Mark had “unquestionably established himself as part of the Hanna family flying legend. I’ve yet to see the same sort of atmosphere they created. Ray learned his craft with the air force and handed his understanding of display flying to Mark. I’ve followed their philosophy for more than 30 years and have certainly tried to pass down what I learned from the two of them. Their legacy lives on, no two ways about it.

“To watch a young man forge his own destiny and emerge from the shadow of his father, which I mean in the nicest possible way, deserves great respect.”

Read the other chapters of this five-part series at:

Part One – Dawn of a Golden Era

Part Three – A Knight of the Air

Part Four – The Truly Great

Part Five – The Stars Look Down