Piccadilly Lilly II Piccadilly Lilly II ( s / n 44 - 83684 ) was the last active B - 17 Flying Fortress bomber in the United States Air Force , and retired in 1959 after nine years as a DB - 17P drone director . She is currently part of Edward T . Maloney ' s aviation collection and is being restored to flying condition at the Planes of Fame air museum , Chino , California . This aircraft was possibly the last aircraft assigned to the 8th AF / 447th Bomb Group but perhaps not delivered ( Freeman ) . This aircraft was used in the Dick Powell Theatre episode " Squadron , " and The Quinn Martin production of Twelve O ' Clock High starring Robert Lansing and Paul Burke . She was redressed to represent the numerous aircraft which comprised the mythical 918th Bomb Group . She also appeared in The Thousand Plane Raid as well as Black Sheep Squadron . History . In August 1959 , only days after flying its last mission for the U . S . Air Force , " Piccadilly Lilly II " was officially retired from active service as the last of 12 , 731 B - 17s to serve with the USAAF / U . S . Air Force . " Piccadilly Lilly II " was built in May 1945 in Long Beach , California by Douglas Aircraft under license from Boeing . It was accepted into service on May 7 , 1945 and placed into storage on May 11 , 1945 since the War in Europe had ended on May 8 , 1945 . She remained in storage through June 21 , 1950 when her designation was changed from B - 17G to DB - 17G . She then went on to serve from 1950 through 1956 with the 3200th and 3205th Drone Group and Proof Test Wing at Elgin AFB , Holloman AFB and Eniwetok Atoll . Her mission was as a drone controller and was used to monitor the Greenhouse Series of nuclear testing at Eniwetok Atoll in the 1950s . " Piccadilly Lilly II ' s " designation was changed again in November 1956 from DB - 17G to DB - 17P and was used as a drone controller at Holloman AFB with the 3225th Drone Squadron from 1956 through 1959 . Her last mission was on August 6 , 1959 when she controlled a QB - 17G 44 - 83717 drone as a target for a Falcon air - to - air missile fired by an F - 101B Voodoo jet fighter . A few days later she was officially retired in a ceremony at Holloman AFB ; the last B - 17 to serve in the U . S . Air Force . " Piccadilly Lilly II " became a part of the Planes of Fame collection on September 24 , 1959 which was then located in Claremont , CA . Planes of Fame founder Edward Maloney wasted no time and put her to work right away appearing on TV ’ s “ Dick Powell Theater " in a program about the famed 100th ( The Bloody Hundredth ) Bomb Group . She later became known as Piccadilly Lilly II when she was used in the popular 1960 ’ s TV series Twelve O ’ clock High . She was flown by Planes of Fame from 1959 through 1971 . During those years she starred in many Hollywood productions including the 1969 movie The Thousand Plane Raid . Sadly in 1971 she was grounded and has been on display since then at Planes of Fame Air Museum in Chino CA . Currently . " In late 2008 , the Museum assembled a volunteer restoration team to accelerate the process of bringing B - 17G , # 44 - 83684 , “ Piccadilly Lilly II ” back to flight condition . In 2009 , significant progress was made with respect to the short term goals of 1 ) enhancing the visitor experience and 2 ) systematically repairing and mitigating on - going degradation of structural components . Efforts have focused on the restoration of various crew stations so that visitors can more easily put themselves in the shoes of a young crew member at 25 , 000 feet on a bombing run over enemy territory in late WWII . The ball turret has been restored and a machine gun ( with new ammo box ) mounted in one of the waist gunner positions . New gun barrels were fabricated and added to the tail and chin positions and a fully refurbished , modified top turret has been installed . Both the ball turret and top turret can be manually operated . New signage ( part of an Eagle Scout project ) directs visitor attention to , and provides information about , various features of the aircraft . Crew station equipment , particularly in the radio compartment and tail gunner positions are being restored , replaced with new surplus items , or if necessary , fabricated in preparation for reinstallation when structural repairs are completed in those positions . The tail cone has been removed and structural repairs in it are nearing completion after the tedious task of stripping all old paint was completed . The same is true of the radio compartment where structural repairs are underway following the laborious task of stripping paint . All equipment from the nose has been removed from the aircraft . Stripping paint from the nose and performing much needed repairs there will follow completion of the tail gunner and radio operator positions . Wooden components have been rebuilt or refabricated , including the floor in the waist , an electrical junction box in the bomb bay , two ammo boxes ( the first two of several ) , the tail gunner seat , the radio operator ’ s desk ( using mostly original wooden components ) , and the navigator ’ s desk with the restoration and re - fabrication of interior wooden doors is still in progress . All props have been stripped and prepared for painting plus the tail wheel assembly and main landing gear have been cleaned and repainted . Restoration of peripheral equipment such as bombs and bomb carts is also nearing completion . In addition to the structural repairs in the radio compartment and tail gunner position , numerous repairs have been made to the horizontal and vertical stabilizers and related fairings . The vertical stabilizer is ready for remounting . Radio mounting brackets and landing light housings have been refabricated from scratch . " When completed , the plane will be only 1 of 10 Flying Fortresses in the world in flying condition . In 2010 , the total cost of restoration was estimated to be about one million dollars .