Carry On Spying

Carry On Spying is a 1964 British comedy film, the ninth in the series of 31 Carry On films (1958–1992).[2] It marks Barbara Windsor's first appearance in the series.[3] Series regulars Kenneth Williams, Charles Hawtrey, and Jim Dale are present. Bernard Cribbins makes the second of his three Carry On appearances (although it would be 28 years before he returned in Carry On Columbus). Eric Barker appears for his third entry (his final appearance would be in Carry On Emmannuelle 14 years later). Dilys Laye returns after her series debut in Carry On Cruising. This is the last film of the series to be shown in black and white.

Carry On Spying
Original UK quad poster
Directed byGerald Thomas
Produced byPeter Rogers
Written byTalbot Rothwell
Sid Colin
StarringKenneth Williams
Barbara Windsor
Bernard Cribbins
Charles Hawtrey
Eric Barker
Dilys Laye
Jim Dale
Music byEric Rogers
CinematographyAlan Hume
Edited byArchie Ludski
Peter Rogers Productions/
Distributed byAnglo-Amalgamated/
Release date
  • 29 July 1964 (1964-07-29)
Running time
87 minutes
CountryUnited Kingdom


A top-secret chemical formula has been stolen by STENCH (the Society for the Total Extinction of Non-Conforming Humans). Fearful of the formula falling into the wrong hands, the chief of the Secret Service reluctantly sends the only agent he has left, the bumbling and silly Agent Desmond Simpkins (Kenneth Williams), and his three trainees—Agent Harold Crump (Bernard Cribbins), Agent Daphne Honeybutt (Barbara Windsor), and Agent Charlie Bind (Charles Hawtrey)—to retrieve the formula.

The agents travel separately to Vienna, where each makes contact with Carstairs (Jim Dale), who assumes a different disguise each time. Next, they rendezvous at the Cafe Mozart and later travel on to Algiers. Upon the way, they encounter STENCH agents the Fat Man and Milchmann (who stole the formula whilst disguised—befitting the English translation of his German name—as a milkman). Unfortunately, the agents' ineptitude results in Carstairs being floored in an encounter with the Fat Man.

Daphne and Harold attempt to steal the formula back whilst disguised as dancing girls in Hakim's Fun House, where the Fat Man is relaxing. The agents also encounter the mysterious Lila (Dilys Laye), whom they are uncertain to trust. With the STENCH henchmen close on their heels, the agents have no other choice but to have Daphne memorize the formula with her photographic memory, before the four of them destroy the formula papers by eating them with soup.

The four agents end up captives of STENCH. Daphne is interrogated by the evil Dr. Crow (played by Judith Furse and voiced by John Bluthal), head of STENCH, but she fails to succumb until she accidentally bumps her head, causing her to reveal the formula. Simpkins, Crump, and Bind manage to escape their cell and to collect Daphne and Dr. Crow's tape recording of Daphne's recitation, but are caught up in an underground automated factory process, from which they escape only when Lila pulls a gun on Dr. Crow, forcing her to reverse the process.

Simpkins sets the STENCH base to self-destruct before rushing into a lift with the other agents, as well as Lila and Dr. Crow. As the lift ascends, Lila reveals to Simpkins that she is a double agent working for SNOG (the Society for Neutralising Of Germs) and that she has a crush on him. The lift reaches the surface, which is revealed to be the office of the chief of the Secret Service; the headquarters of STENCH is right below the streets of London. STENCH headquarters self-destructs, choking the chief's office in a thick cloud of smoke.


  • Kenneth Williams as Desmond Simkins (codename Red Admiral)
  • Barbara Windsor as Daphne Honeybutt (codename Brown Cow)
  • Charles Hawtrey as Charlie Bind (codename Yellow Peril)
  • Bernard Cribbins as Harold Crump (codename Blue Bottle)
  • Jim Dale as Carstairs
  • Eric Barker as The Chief
  • Richard Wattis as Cobley
  • Dilys Laye as Lila
  • Eric Pohlmann as The Fat Man
  • Victor Maddern as Milchmann
  • Judith Furse as Dr. Crow
  • John Bluthal as The head waiter
  • Renée Houston as Madame
  • Tom Clegg as Doorman
  • Gertan Klauber as Code clerk
  • Norman Mitchell as Native policeman
  • Frank Forsyth as Professor Stark
  • Derek Sydney as Algerian gent
  • Jill Mai Meredith as Cigarette girl
  • Angela Ellison as Cloakroom girl
  • Hugh Futcher as Bed of nails native
  • Norah Gordon as Elderly woman
  • Jack Taylor as Thug
  • Bill Cummings as Thug
  • Anthony Baird as Guard
  • Patrick Durkin as Guard
  • Virginia Tyler as Funhouse girl (uncredited)
  • Judi Johnson as Funhouse girl (uncredited)
  • Gloria Best as Funhouse girl (uncredited)
  • Audrey Wilson as Amazon guard (uncredited)
  • Vicky Smith as Amazon guard (uncredited)
  • Jane Lumb as Amazon guard (uncredited)
  • Marian Collins as Amazon guard (uncredited)
  • Sally Douglas as Amazon guard (uncredited)
  • Christine Rodgers as Amazon guard (uncredited)
  • Maya Koumani as Amazon guard (uncredited)


  • Screenplay – Talbot Rothwell & Sid Colin
  • Music – Eric Rogers
  • Songs – "Too Late" by Alex Alstone & Geoffrey Parsons and "The Magic of Love" by Eric Rogers
  • Associate Producer – Frank Bevis
  • Art Director – Alex Vetchinsky
  • Director of Photography – Alan Hume
  • Editor – Archie Ludski
  • Camera Operator – Godfrey Godar
  • Assistant Director – Peter Bolton
  • Unit Manager – Donald Toms
  • Continuity – Penny Daniels
  • Hairdressing – Biddy Chrystal
  • Sound Editor – Christopher Lancaster
  • Sound Recordists – CC Stevens & Bill Daniels
  • Costume Designer – Yvonne Caffin
  • Make-up – WT Partleton
  • Producer – Peter Rogers
  • Director – Gerald Thomas


Albert R. Broccoli, the producer of the James Bond film series, objected to the character name "James Bind agent 006½" (intended for Charles Hawtrey) and threatened legal action. Hence, producer Peter Rogers changed the name to Charlie and the agent's code number to double 0 – ooh! Poster artist Tom Chantrell also had to modify the poster when similar complaints were voiced that the artwork was too similar to From Russia with Love.

The film pokes fun at various spy movies, the James Bond series being the least of them. They include The Third Man (coincidentally, Eric Pohlmann, who plays The Fat Man, had a minor part in The Third Man and was the voice of SPECTRE No 1 in From Russia with Love). One or two of Crow's female assistants wear hairstyles similar to that of Modesty Blaise, whose adventures had started in the London Evening Standard the previous year.

Filming and locations

  • Filming dates – 8 February–13 March 1964


Critical reception

Carry On Spying received critical acclaim, with critics praising its fast pace, satirical intent, and Kenneth Williams' performance which was largely based on his "Snide" persona from Hancock's Half Hour. On Rotten Tomatoes it has an approval rating of 83% based on 6 reviews.[4] It is generally considered one of the finest films in the series, alongside Carry On Camping, Carry On... Up the Khyber, and Carry On Matron.


  • Davidson, Andy (2012). Carry On Confidential. London: Miwk. ISBN 978-1908630018.
  • Sheridan, Simon (2011). Keeping the British End Up – Four Decades of Saucy Cinema. London: Titan Books. ISBN 978-0857682796.
  • Webber, Richard (2009). 50 Years of Carry On. London: Arrow. ISBN 978-0099490074.
  • Hudis, Norman (2008). No Laughing Matter. London: Apex. ISBN 978-1906358150.
  • Keeping the British End Up: Four Decades of Saucy Cinema by Simon Sheridan (third edition) (2007) (Reynolds & Hearn Books)
  • Ross, Robert (2002). The Carry On Companion. London: Batsford. ISBN 978-0713487718.
  • Bright, Morris; Ross, Robert (2000). Mr Carry On – The Life & Work of Peter Rogers. London: BBC Books. ISBN 978-0563551836.
  • Rigelsford, Adrian (1996). Carry On Laughing – a celebration. London: Virgin. ISBN 1-85227-554-5.
  • Hibbin, Sally & Nina (1988). What a Carry On. London: Hamlyn. ISBN 978-0600558194.
  • Eastaugh, Kenneth (1978). The Carry On Book. London: David & Charles. ISBN 978-0715374030.


  1. "Carry On Spying". Art & Hue. 2018. Retrieved 19 June 2018.
  2. "Carry On Spying (1964)". BFI.
  3. "Carry On Spying". Archived from the original on 1 April 2011.
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