"I Spy"
1936 Lockheed 12A "Electra Jr."
s/n 1236   Reg: N12EJ
Sydney Cotton's Spy Plane
The Most Historical and Valuable Reconnaissance Aircraft of World War II

Sales of Quality, Historic, Vintage and Warbird aircraft

Sydney Cotton O.B.E.
1936 Lockheed 12A "Electra Jr."
s/n 1236   Reg: N12EJ


7059 TTSN


Pratt & Whitney R-985's with chrome cylinders.

Left: 10.7 SMOH

Right: 44.9 SMOH


Left: 44.9 SMOH

Right: 44.9 SMOH



The missions and outcome of Sydney Cotton's use of Lockheed  G-AFTL  (sponsored by  MI6),  is significant and tangible to the history of  WWII and wartime innovation and contribution to the RAF and its allies and war effort.

A secret amalgamation involving MI6, spy-planes, espionage, technology, innovation, personal courage and risk, this aircraft and its owner, awakened an entirely new discipline. One in which mankind had no real expertise at the time. Photo-Reconnaissance. 

This new discipline would spawn and mature under Cottons efforts. The RAF would go on to become the masters of this new important discipline: photo-reconnaissance and photo-intelligence in WWII.

The eventual and highly successful RAF photo recon PR Units of Spitfires, Mosquitos and others would grow from this seed of innovation and  would fly on with extreme success.

The Sydney Cotton Lockheed 12A G-AFTL  now nicknamed “Sydney” and Cotton himself, were both the origin and turning  point of this new discipline.  Their finest hour was in service during one of England’s most challenging periods.   


A successful civilian executive twin-engine aircraft produced in the late 1930’s by the Lockheed Aircraft Company, Los Angeles, California. The 12A was known for its high speed, high altitude and long-range performance. This aircraft, G-AFTL, was purchased and then modified secretly by Cotton at the direction and sponsorship of MI6, to carry camera’s for high-resolution aerial photography of ground targets. It was further modified by Cotton with extra fuel tanks giving it an astonishing range and duration. Camera’s mounted were the F-24 type in the aircraft fuselage and ironically small German made Leica Cameras installed behind secret retractable doors in the main wings. 

This Lockheed, G-AFTL has been dubbed Lockheed’s first-ever spy-plane. As this same company later produced both the iconic U-2 and SR-71 Blackbird spy-planes. 

Presently G-AFTL is flyable and hangared in Port Townsend, Washington, USA.  



Cotton had a photographic business. So he had a legit reason for visiting Germany. He would pose as a film producer, a businessman, or an archaeologist on these field trips. A perfect cover for MI6.

Lockheed G-AFTL crisscrossed the skies of mainland Europe countless times in 1939 and the 1940’s  on secret surveillance missions. 

One mission just prior to Germany invading Poland, involved flying with Luftwaffe officer Albert Kesslring (later to become one of Hitler's right-hand men) along the Rhine River to visit an "alleged maiden aunt."  Kesselring, a pilot himself, took the controls and while he was doing so, Cotton pressed a secret button and photographed fortifications and airfields with the hidden German cameras that he'd installed secretly into the wings. Cotton displayed his maverick side when he flew to Berlin in an attempt to bring Hermann Goering back to England for peace talks.  

Cotton is still regarded as the father of effective aerial photographic reconnaissance and was fearless in flying his Lockheed 12A Junior Electra with concealed cameras into danger.

Of further historic note, G-AFTL was the very last British aircraft to fly out of Berlin before the war started. 



Sydney Cotton, ,OBE, was born is 1894 in Queensland, Australia. He was a gentleman who became an engineer, an inventor, a pilot, a spy, a gun-runner and an adventurer. In 1915, at the age of 21, he came to England and joined the Royal Naval Air Service (RNAS) as a pilot. After only 5 hours solo flying he was sent to the front line. He invented the  “Sidcot” flying suit worn throughout WWI and WWII. (interesting note: when the Red Barron, Von Richtofen, was shot down, he was wearing a British “Sidcot”  Flying Suit). (He also invented the “teardrop” side window  used in countless  thousands RAF  aircraft in WWII among other patents.)

In 1938, Cotton returned to England and started a small aerial survey company flying from Heston. While running this business he was quietly contacted by MI6, who proposed a secret plan to fly all over Europe obtaining  vital strategic photos. Cotton proposed the aircraft be a Lockheed 12A for this  clandestine task.  Thus GAFTL  was “procured” 

In September 1939 at the outbreak of World War II, when Churchill demanded a complete appraisal of the ground movement situation, Cotton was called to the Air Ministry on the 12thSeptember and asked to assist. That same afternoon he took off in G-AFTL and photographed the whole of the Dutch coastline and more, (unofficially of course.)  He presented these photographs to the high-ranking officers at the Ministry just 5 days later. Due to the remarkable detail of his photos and speed in providing them, he was immediately commissioned into the Royal Air Force as an acting Wing Commander — a quick promotion from civilian to Wing Commander in five days. He was given command of a Clandestine Special Survey Flight, which had just been formed at Heston called Number 2 Camouflage Unit — for security reasons. This Flight was made up of Cotton’s Lockheed G-AFTL Electra and later, two Spitfires and a Blenheim (which arrived in October 1939) which Cottons group modified into effective photo-recon aircraft.  



He may or may not have introduced himself like James Bond, but the inspiration for Ian Fleming's secret agent 007 seems in part to have been inspired by the life of his friend Sydney Cotton, the suave Australian businessman who became a spy for the British Secret Service and has still remained relatively unknown. 

It was in 1939 that Cotton met Fleming, who was then working for British Naval intelligence. The pair hit it off immediately. They shared a love of women, fast cars, gadgets and exotic weaponry. Some scholars believe Cotton's love and invention of gadgetry also became a basis for Fleming's character 'Q' - who famously dispensed quirky devices such as flame throwing bagpipes, exploding toothpaste and mini-rocket cigarettes to an incredulous 007.

Lockheed  12A   G- AFTL (serial  1236)  Pre World War II and World War II History:


01OCT36 - Became NC16077 to Lockheed Aircraft Corp., Burbank, CA two 450hp P&W Wasp Junior SB2 engines, s/ns 505 and 506 

03OCT36 - Continental Oil Co., Ponca City, OK 

31OCT36 - Accident near Hunt, TX, repaired by makers, total flying time (f/t) 70.50 hours 

MAR37 - Repaired by Spartan School of Aeronautics, Tulsa, OK 

APR37 - RCA radio compass installed by Booth-Henning Inc, Love Field, Dallas, TX 

18JUN37 - Inspected at Tulsa, OK, 151.20 hours f/t 

09AUG38 - Inspected, 518.05 hours f/t, engine s/ns 491, 520, 

(Reportedly owned by Herschbach Drilling Co. - not in FAA file) 

24APR39 - U.S. marks cancelled, sold by Gillies Aviation Corp. to F. Sidney Cotton, London, England, U.S. Export CofA E.4978, 658.49 hours f/t 

28APR39 - Shipped from U.S.A. on S.S. "Aquitania" 

Assembled by Cunliffe-Owen Aircraft Ltd., Eastleigh, Southampton, painted light green for camouflage reasons 

11MAY39 - Local flight at Southampton, Cotton, R.H. Niven (also all other pre-war flights unless shown), to Heston same day 

15MAY39 - Became G-AFTL, Certificate of Registration No.9098 to British Airways Ltd. as a cover 

Returned to Cunliffe-Owen for installation of two 70 gallon tanks, work completed by Airwork Ltd., Heston, AUW 11,300lb., range 1,600 miles, fuselage hatches for F.24 cameras fitted 

08JUN39 - Aeronautical Research & Sales Corporation Ltd., Heston 

11JUN39 - Certificate of Validation No. V.195 issued 

14JUN39 - 08.57 left Heston for Malta 

15JUN39 - Photo sortie over Sicily from Malta 

16JUN39 - Malta-Cairo via photo sortie over Dodecanese Islands 

19JUN39 - Cairo-Kamaran Island via photo sortie over Massawa, to Aden same day 

20JUN39 - Photo sortie over Italian Somaliland, second abortive sortie same day 

21JUN39 - Aden-Kamaran via photo sortie over Eritrea 

22JUN39 - Kamaran-Atbara via photo sortie over Massawa, to Almaza, Cairo same day, then 

to Heliopolis, Cairo 

24JUN39 - Heliopolis-Malta via photo sortie over Libyan coast 

25JUN39 - Malta-Lyon-Heston 

08JUL39 - Le Bourget-Heston-Birmingham-Heston 

12JUL39 - Heston-Brussels-Heston 

15JUL39 - Local flight at Heston, to Ramsgate next day 

At this period fitted with Leica cameras in the wings 

26JUL39 - Heston-Templehof, Berlin, returned next day, photo sorties on both flights 

28JUL39 - Heston-Brussels, Cotton, with C.G. Grey ("Aeroplane" editor), then to Frankfurt, with Niven, Margaret Gilruth 

29JUL39 - Local flight from Frankfurt, Cotton, with Commandent of Templehof Aerodrome, used to photograph Mannheim area 

31JUL39 - Frankfurt-Brussels, to Heston with Cotton only 

05AUG39 - Heston-Lempme (possibly Lympne ?)-Heston 

13AUG39 - Heston photo sortie over Jever aerodrome and Wangeroog, then Heston- Le Touquet-Heston 

17AUG39 - Heston-Templehof, returned on 19th, photo sorties on both flights 

19AUG39 - Heston-White Waltham-Heston, Niven 

22AUG39 - Heston-Berlin, photo sortie 

24AUG39 - Berlin-Heston, the last private British aircraft to leave Germany, photo sortie 

26AUG39 - Heston-Paris-Dinard-Heston 

27AUG39 - Photo sortie over Nordeney, Heliogoland and Sylt, Cotton, Niven and Miss Pat Martin 

29AUG39 - Photo sortie over Wilhelmshaven and Schillig Roads 

04SEP39 - Heston-Shoreham-Paris and return, Cotton and Winterbothom 

12SEP39 - Photo sortie to west coast of Ireland 

15SEP39 - Photo sortie to Flushing and Ymuiden, landed at Farnborough for photo processing 

20SEP39 - Heston-Farnborough-Heston, Cotton, also on 22nd, 23rd, 25th, 27th and 30th 

OCT39 - Attached to Photographic Development Unit, Heston, retained it's civil status 

02OCT39 - Heston-Farnborough-Heston, F/Lt Niven 

07OCT39 - Heston-Farnborough-Heston, Cotton 

12OCT39 - Heston-Farnborough-Heston, Wing Commander Cotton, had photographed the Belgian coast

16OCT39 - Eastleigh-Farnborough-Heston, Cotton 

18OCT39 - Heston-Farnborough-Heston, Cotton, also on 20th 

09NOV39 - France-Farnborough-Heston, Cotton 

13NOV39 - Heston-Farnborough-Heston, Cotton 

20NOV39 - Heston-Challerange, France 

24NOV39 - Heston-Farnborough-Heston, Cotton, last Farnborough logged movement 

27MAR40 - At 16.00, Heston via Shoreham to Dieppe (log of Observer Corps, No.19 Centre, Bromley) 

12APR40 - Photo sortie from Heston along English south coast to test efficiency of aircraft reporting system 

18APR40 - Heston-France 

09MAY40 - Coulommiers-Heston 

11MAY40 - Meaux-Le Luc 

12MAY40 - Le Luc-Corsica-Le Luc 

15MAY40 - Le Luc-Coulommiers-Tigreaux-Heston 

06JUN40 - Flown to Le Luc, to Hyeres and Ajaccio, Corsica next day 

08JUN40 - Ajaccio-Le Luc-Coulommiers 

09JUN40 - Coulommiers-Chateauneuf, Orleans 

11JUN40 - Chateauneuf-Marseilles 

14JUN40 - Marseilles-Chateauneuf-Poitiers-Heston 

15JUN40 - Heston-Poitiers 

16JUN40 - Poitiers to Fontenoy-le-Conte, to La Rochelle, Le Luc, Poitiers and Fontenoy 

17JUN40 - Fontenoy-Chateaurroux-Bordeaux-Fontenoy-Jersey 

18JUN40 - Jersey-Heston 

25AUG40 - Certificate of Validation expired 

19SEP40 -  22.55, badly damaged when a parachuted mine hit the hangar at Heston 

Shipped to Lockheed, Burbank for rebuilding, sold 


  • Sales may be subject to local Sales Tax / V.A.T. / G.S.T.  
  • Specifications subject to verification upon inspection.
  • Aircraft maybe subject to prior sale, lease, and/or removal from the market without prior notice.
Simon Brown - Sales
+1 800 210 1951 ext. 101
John Rayner - Sales
+1 800 210 1951 ext. 102
Caisie Shields - Accounting
+1 800-210-1951 ext. 103
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