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Based on the true story of Lord Louis Mountbatten's destroyer HMS Kelly, In Which We Serve is one of the most memorable British films made during World War II. Unfolding in flashback as survivors cling to a dingy, constantly strafed by the Luftwaffe, the film recounts the history of HMS Torrin through various battles to her sinking off the coast of North Africa, interwoven with the onshore lives of her crew. The film was the inspiration of Noel Coward, who desperately wanted to do something for the war effort, and he produced, wrote the screenplay, composed the stirring musical score and starred as Captain Edward Kinross. Coward also officially co-directed, though in reality he soon handed the reigns over to David Lean, whose directorial debut this became. There is a fine performance from Celia Johnson, anticipating her character in Lean and Coward's Brief Encounter (1946) and excellent support from John Mills, as well as a star-making debut from an uncredited Richard Attenborough. The use of real navy and army personal as extras, together with lavish studio production and authentic shipboard location footage lends the film a sense of realism unusual for the time. A landmark in the careers of many of the most important names in British film, this moving and occasionally harrowing classic has a vital place in the development of British cinema.