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"This is an unsanctioned, unauthorized mission. If we fail, England will be condemned to a lifetime under the German boot."
Gus March-Phillipps

The Ministry of Ungentlemanly Warfare is a 2024 British-American action/spy/war film directed by Guy Ritchie, co-written by Ritchie, Paul Tamasy, Eric Johnson and Arash Amel, and produced by Jerry Bruckheimer.

On the orders of Winston Churchill during World War II, the British military recruits a small group of highly-skilled commandos led by maverick officer Gus March-Phillipps (Henry Cavill) to strike against Nazi Germany's forces behind enemy lines, giving birth to the Special Operations Executive (S.O.E.).

In addition to Cavill, the film stars Eiza González, Alan Ritchson, Henry Golding, Alex Pettyfer, Hero Fiennes Tiffin, Babs Olusanmokun, Til Schweiger, Henrique Zaga, Cary Elwes and Rory Kinnear. The film was released on April 19, 2024 in the US. Prime Video has acquired the rights to stream it in other countries at a later date.

Previews: Trailer.


The Ministry of Ungentlemanly Warfare contains examples of:

  • Accent Slip-Up: Marjorie accidentally blows her cover when she says a few words with the Yiddish pronunciation while singing in German, revealing her Jewish heritage.
  • Actually Pretty Funny: Gus actually finds a Nazi officer's joke about a dog and his wife funny and laughs loudly about it, but still kills him.
  • Advertising by Association: The release poster mentions "From the director of Sherlock Holmes and the producer of Top Gun: Maverick".
  • And the Adventure Continues: When the mission is over, Winston Churchill rescues the group from impeding court martial, and recruits them to run similar operations for him in the future.
  • The Big Guy: Lassen is built like a tank and stands out as the most proficient fighter even in a group of skilled soldiers, tearing through Nazis by the dozens.
  • Combat Pragmatist: Both "Ungentlemanly Warfare" from the title and Churchill's phrase in the trailer imply fighting dirty against the Germans ("Hitler's not playing by the rules, so neither are we").
  • Deep Cover Agent: Mr. Heron, who runs legal and illegal commerce on the island of Fernando Po as a cover for his role as a British intelligence officer. Compared to most depictions of spies in movies, Heron is a lot more true to life when it comes to showing what intelligence officers actually do.
  • Deus Ax Machina: During the climax, Lassen runs out of arrows for his bow, so he takes a fire ax off the wall and kills the rest of the Nazis with that.
  • Easy Logistics: The mission is about logistics for both sides of the war. The cargo ship Duchessa is carrying enough fuel, munitions, and CO2 filters to keep the North Atlantic U-Boat fleet going for six months. Neutralizing it would significantly reduce how long and how far U-Boats can operate without returning to Europe, making it much easier for troops and supplies from North America to cross the Atlantic to England.
  • Electric Torture: Appleyard is introduced being chained up in a Nazi base, wired to a car battery by alligator clips on his nipples.
  • Fake Static: When Gus March-Phillips is ordered to abort a mission on a radio by a pro-appeasement Admiral, he pretends there's radio interference long enough to tell the Admiral to fuck off.
  • The Fantastic Trope of Wonderous Titles: "The Ministry of Ungentlemanly Warfare" carries both multiple syllables and whimsical elements.
  • Femme Fatale Spy: Marjorie Stewart (Eiza González) is attached to the operation specifically to seduce the head of the Nazi base.
  • Finagle's Law: Several things go wrong with the plan through no fault of the team's, causing them to have to rework it on the fly:
    • The Germans move up the Duchessa's next sailing date by three days, forcing the team to take a faster but riskier route to be able to intercept it in time.
    • The German garrison was significantly increased between the time Heron left for London to give the mission briefing and when he returned to Fernando Po, forcing the team to recruit locals for extra muscle.
    • The Duchessa had its hull secretly reinforced, making it unsinkable given the amount of explosives the team had on hand. They instead decide to steal the boat and turn it and its cargo over to the Royal Navy.
  • For the Evulz: The film opens with a fishing boat being inspected by a passing Nazi patrol. The officer in charge of the inspection mentions that the last time he inspected a passing vessel, he sank it and murdered everyone on board just for fun.
  • Genre Throwback: A throwback to pulp fiction based on WW 2 commandos, where daring, dashing rogues murder legions of mustache-twirling Nazis and have loads of fun while they're at it. Furthermore, it's the kind of bombastic spy operations that inspired Ian Fleming (who's depicted in the movie) to write James Bond.
  • Glamorous Wartime Singer: Part of Marjorie's distraction for the officers involves performing a bilingual rendition of "Mack the Knife" (in a different dress than the one she entered the party wearing, for some reason).
  • Good Is Not Nice: Gus's group were employed specifically because they won't fight fair or honorably, and that would make them more effective against the Nazis.
  • Guns Akimbo: Marjorie's marksmanship skills are demonstrated to the Prince of Fernando Po to show that she's a better shot than any of the Prince's men (or the Prince himself); it ends in her dual-wielding revolvers.
  • Historical Domain Character: As the film is (loosely) based on real events, there are quite a few:
  • Honor Before Reason: Admiral Pound's logic for attempting to abort the mission and then use the mission's existence to get Churchhill removed from office; he and his pro-appeasement faction would have Britain surrender to avoid being destroyed by a superior Germany to avoid the same fate that befell France, Poland, and countless other countries, rather than risk one single hail-mary mission that will definitely get them destroyed if it doesn't work.
  • Karma Houdini: Nothing is shown to happen to Admiral Pound for his efforts to sabotage a mission vital to the survival of his country.
  • Majored in Western Hypocrisy: The Prince of Fernando Po had gone to Eton with Heron, where he had been captain of their champion cricket team.
  • Maniac Tongue: After his silenced Sten gun rampage on a German radio room, Gus sticks his tongue out.
  • Military Maverick: Gus and his team are convicted criminals, mass murderers, smugglers, and arsonists; Gus himself was thrown into prison for constantly disobeying direct orders, and his flippant, larcenous attitude of stealing everything in sight during his debriefing don't help his case. However, this is precisely why Churchill and SOE chose him, knowing he'd disobey direct orders, which comes in handy when several military personnel attempt to order the operation cancelled due to it being a threat to peacefully surrendering to the Nazis in lieu of being annihilated for defiance.
  • Neutral in Name Only: Fernando Po is officially neutral (hence why Churchhill has to send in a deniable operation to take out the Duchessa rather than just have a destroyer sail into the harbor and blow it to smithereens), but the Nazis are using the island as a replenishment base for their U-Boats, and have a garrison there that walks around like they own the place. Unfortunately for them, the Prince of Fernando Po and the top supplier and smuggler in Po loathe the Nazis.
  • Nothing Up My Sleeve: Heron has a little gun concealed in his sleeve that can spring out right in his hand. Marjorie later shows she has one of her own and takes out the commander of the Nazi forces on Fernando Po with it when she's apparently at his mercy.
  • Obstructive Bureaucrat: Admiral Pound does his best to kill the mission, as he sees it as dishonorable and because it was launched by Churchhill without the approval of the Admiralty.
  • Offhand Backhand: Gus kills two German radio operators in a room with a silenced Sten submachine gun without looking at them.
  • Rape Is a Special Kind of Evil: What really sets apart the local Nazi commandant in his cruelty and subsequent ire from Heron and Marjorie is that his favourite pastime is brutally beating local indigenous women to death for his sexual gratification.
  • Ragtag Bunch of Misfits: The strike team consists of: an insubordinate officer currently serving a prison sentence for running his mouth one too many times, an Irishman with a chip on his shoulder against the Nazis after they tortured his brother to death for smuggling, an arsonist who's only really happy when he explodes things, a gigantic bear of a Danish soldier who loves murdering Nazis and tearing out their hearts while insisting on relying on a bow and arrow, a captured spy, a suave smuggler, a Jewish Glamorous Wartime Singer whose parents were among the first to be gassed by the Nazis, and the Prince of a tiny island leading about a dozen pirates. And they're all damn good at their jobs.
  • Refuge in Audacity: When March-Phillips is brought in for the mission briefing, he is told to help himself to some tea. He instead has a large glass of expensive scotch. And several cigars. And Ian Fleming's lighter. And walks out of the meeting wearing someone else's coat.
  • Satchel Switcheroo: Heron and Marjorie use a trick briefcase to steal an attaché case being transported by some Nazis, radio the contents of a dispatch taken from the case to London, and then put everything back and return the case to the Nazis before they realize it's gone.
  • Shoe Phone: The closest thing the film has to a classic spy gadget is Heron's suitcase, which has a hidden compartment that can covertly pick up and drop small briefcases, and contains a radio transmitter that can reach London from Central Africa.
  • Smoking Barrel Blowout: Marjorie caps off her demonstration that she's a trained markswoman by blowing the smoke off of two revolvers she just fired.
  • The Straight and Arrow Path: Larssen uses a bow and arrows against German soldiers, in a World War II setting where guns exist. This is mainly done because arrows are a lot quieter than guns, even silenced ones.
  • Title Drop: During the Bait-and-Switch moment in the end, Churchill mentions that the team will be reporting directory to him, and named them "The Ministry of Ungentlemanly Warfare".
  • Trading Bars for Stripes: In the opening, Gus is brought handcuffed before British military officers and is offered to lead a special military mission. Post-climax, all the main characters, who were imprisoned for failing to follow orders, are personally recruited by Churchill.
  • Very Loosely Based on a True Story: The film is loosely based on Operation Postmaster. While a British commando unit did go on a mission to a U-boat supply base in 1942, it wasn't some Boxed Crook ultra-deniable group — the Small Scale Raiding Force (SSRF), commanded by Gus March-Phillipps and under the purview of the Special Operations Executive, had been formed in 1940 and frequently performed exactly these sorts of operations.
  • Villainous Rescue: The team nearly gets arrested by the Royal Navy for running an unauthorized commando operation while on route to Fernando Po, but are able to escape in the confusion when the Navy's vessel is attacked by a German U-Boat.
  • We Need a Distraction: On the night of the mission, Heron holds a costume party at his casino for all the Axis officers in Fernando Po, along with a beerfest well-supplied with pre-paid hookers for the common troopers at the docks. This gets the target ships down to a skeleton crew.
  • "Where Are They Now?" Epilogue: The film ends with a slideshow of captioned photos that show the real people on whom the characters are based and some of their further exploits during World War 2. It conveniently leaves out that all of them but Stewart died before the end of the war.

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