[4] The film stars Liu Ye, Bruce Willis, Song Seung-heon and William Chan, with special appearances by Nicholas Tse, Tenma Shibuya, Adrien Brody, Simon Yam, Fan Bingbing and many others.

Mel Gibson and Vilmos Zsigmond acted as production consultants on the film.

With the beginning of Second Sino-Japanese War at the Battle of Shanghai and Nanjing in 1937,[5] the story develops around the Chinese Air Force's resistance against the Japanese invasion and occupation of China; the overwhelming might of the Imperial Japanese war machine taking down Shanghai and the capital of Nanjing, followed by heavy resistance and eventual fall of the interim wartime capital of Wuhan in 1938, and climaxing into the bloody six years-long all-airwar Battle of Chongqing, the wartime capital of China for the remainder of the Second Sino-Japanese War, with the remnants of the Chinese Air Force, the refugees, and the people of Chongqing exemplifying the undying resilience against years of barbaric air strikes by the Imperial Japanese air power.

[6] Mel Gibson served as the art director of the $65 million budgeted film.

The film suffered a troubled production,[13][14] with multiple delays, highly inflated cost that result in the movie to go over budget, and a tax evasion scandal that involved one of the main cast members, that lead to many of the filmed material to be cut from the final release, the planned 3D theatrical version being scrapped from the get go, and the major release in Chinese market to be canceled altogether.