Q Planes (known as Clouds Over Europe in the United States) is a 1939 British comedy spy film starring Ralph Richardson, Laurence Olivier and Valerie Hobson.

[4] The film was directed by an American, Tim Whelan (Sidewalks of London, and later in 1940, co-director of The Thief of Bagdad), who had lived in Britain since 1932, working for Korda at Denham Studios.

In September 1938, advanced British aircraft prototypes carrying experimental and secret equipment are vanishing with their crews on test flights.

Kay and Tony form a relationship, while Hammond, who because of his job, has repeatedly cancelled plans with his lady friend, eventually meets her only to learn that she has married someone else.

The film received positive reviews, with much of its success due to Ralph Richardson, who cleverly held together the comedy and dramatic elements as Major Hammond.

[16] For Olivier scholars and fans, Q Planes shows the dramatic difference his subsequent American work with Wyler and Hitchcock made on his film acting.

[17] Olivier wrote that it was only then that he learned to stop condescending to pictures as a mere paycheck between Shakespeare productions and instead master acting for the camera as its own form.

[19] "As an added touch of dignity and authority, a commentator's voice noted each building as it passed, spoke gravely of the burden of empire, of trade and population statistics, and of the might and wisdom of Britain's leaders …" Nugent expressed relief when this made-for-America preamble turns into the British comedy it originally was and praised it as "one of the wittiest and pleasantest comedies that have come a capering to the American screen this season".

While noting the matinee value of Olivier, Variety reported that "the acting honors go — and at a gallop — to Ralph Richardson, playing a Scotland Yard eccentric".

[21] Richardson's dapper, insouciant secret agent was named, years later, as the model for the bowler-hatted upper-class British spy John Steed in the 1960s television series The Avengers, according to producer Brian Clemens.