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Then we need to steal a sky crane. Unfortunately, I'm not a pilot.
Wu Zi Mu
No, me neither.
Hey, don't look at me.
Or me.
Triad Member
Shit. I'll fly it, then. We can respray it at the airstrip.
Carl Johnson

Up, Up, and Away! is the second to the last mission in the Heist strand given to Carl Johnson by Wu Zi Mu in in Grand Theft Auto: San Andreas.

This mission can only be attempted between 20:00 and 6:00.


Carl recently seized four HPV-1000 Police motorcycles to be used as outriders to escort the armored van Carl plans to use to haul the off the cash. His last step would be to somehow obtain an armored van and respray it with the Caligula's Casino logo, but he makes up his mind that he won't raise suspicion to his team by doing a simple carjacking. Zero gives him the idea to hijack a 'sky crane,' called a Leviathan. Carl heads over to K.A.C.C. Military Aviation Fuel Depot, the fuel depot in Spinybed, northeast Las Venturas. CJ penetrates the compound while keeping soldiers armed with assault rifles at bay. Carl takes down a pair of Hunters using a gun emplacement, before lifting off with the Leviathan. He heads to the depot, and using the magnetic winch attached to the helicopter, lifts an armored van and airlifts it to the airstrip in Verdant Meadows.

Mission Objectives

In order to complete the mission the player must:

  • Steal the helicopter from the military fuel dump, the gates will open for a military vehicle
  • They have sent two gunships to intercept you, use the gun emplacement to destroy them
  • The gunships have been destroyed, get to the chopper and get out of there
  • Go to the depot and pick up the bank van using the helicopter's winch
  • Take the van to the Aircraft Graveyard in the desert
  • Land the helicopter in the indicated zone


The reward for completing the mission is increased Respect and the Leviathan will always spawn at the Aircraft Graveyard in Verdant Meadows unless the player has unlocked the Hunter, then it will only spawn when arriving from east. This also finishes planning for Breaking the Bank at Caligula's.


Inside the storage room of The Four Dragons Casino, Carl Johnson explains the Caligula's Palace heist plan to Wu Zi Mu, Guppy, Zero and the janitor.
CJ: OK, we got the bikes, and Woozie's taken care of the uniforms. Now, we just gotta get an armored van and re-spray it with the Caligula's Casino logo.
Woozie: Why don't we steal one while it's on its rounds? That way, we can make some money too.
CJ: No, I don't want to get the crew caught up in some street-level jacking - it could get ugly.
Zero: I-I have an idea? Um... have you ever seen those helicopters they use to lift heavy loads?
Guppy: Yeah, they call 'em 'sky cranes'. We could lift the truck and take them to someplace safe.
Woozie: Then we need to steal a sky crane. Unfortunately...I'm not a pilot.
Zero: No, me neither.
Guppy: Hey, don't look at me.
Triad Member: Or me.
CJ: Shit. I'll fly it, then. We can respray it at the airstrip.
Zero: Yeah, Carl, it'll be just like fighting Berkley, only bigger!
CJ: Yeah, thanks for that.
CJ leaves the storage room and drives to K.A.C.C. Military Aviation Fuel Depot. He breaks into the depot, trigerring an alarm, and fights various military personnel within it, including two gunships. CJ then steals the Leviathan, flies to the depot at Linden Side to lift a Securicar with a magnetic winch attached to the helicopter, and takes the helicopter to the Verdant Meadows Airfield. At the airfield, Guppy goes to greet CJ after he lands the helicopter.
Guppy: Hey, CJ, you never cease to amaze me!
CJ: Heh heh, good lookin, where's Woozie?
Guppy: I don't know. He insisted on driving here himself, he could be anywhere.
CJ: (chuckles) Yeah, I guess. Alright, dude, I'm outta here. I'll see y'all later.

Video Walkthroughs

Alternate Solutions

There are at least four different ways of getting into the depot.

  • As suggested by the BradyGames official strategy book, head for the main gate, wait for a Patriot to drive through the gates, and then sneak through.
  • Follow the Patriot after it leaves the depot, jack it (it can be tricky to catch) and drive it through the gate.

Both the above solutions will result in Carl getting into a firefight and having to pass through a warehouse to get to the helicopter.

  • A third option is to head to Verdant Meadows, get the jetpack, and fly to the helipad. There will be attacks by RPGs and soldiers on the helipad. however, if one lands in the roof of the warehouse, it's possible to take them out with a Sniper Rifle. This method also has the disadvantage of not indicating where the gun emplacements are located. However, if the player is carrying a minigun, the two enemy helicopters can be destroyed easily and the helicopter taken.
  • A fourth option is to get a Packer and park it facing towards the gates if they won't open and getting a nearby car and drive it up the ramp and Carl should be in the compound.
  • A simple solution is to acquire a Coach. Drive up to the gates and park it sideways so it blocks the gates. Make sure the gates open (at least one side) and the Patriot will be prevented from leaving. Carl is then free to perform other activities, such as taking out guards with a Sniper Rifle, before entering the compound. Note that after a period of time, vehicles left in front of the gate will disappear and the gate will close again.
  • Another way would require going to the airport and steal a Dodo (other planes are too big) and fly to the helipad. Land there (by pulling up the nose and stalling the plane) or parachute there.
  • The vehicle the player used before entering the casino, will remain after the cutscene. It is possible to use a Maverick, Raindance or a Leviathan to head to K.A.C.C (tested on PS2).


  • On the PS2 version, the L3 button, used for the hover control, does not always work. (Pressing it will simply result in the helicopter lowering to the ground). And the Right Analog control does not always work properly either, making the van pick-up portion of the mission difficult to complete.
  • Being killed while using the mounted minigun allows the player to obtain a minigun that has unlimited ammo. If Carl restarts the mission and uses the mounted minigun, he will immediately lose it.


  • The name of this mission is a reference to the catchphrase by Superman.
  • A special minigun with unlimited ammo is located in this mission, but a jetpack must be used to obtain it. First, use the jetpack until the player follows the game's instruction to use the gun emplacement. Do not remove the jetpack. Then go to the red circle where it shows "Press RETURN to use." Use it even if the jetpack is still on. After using it, Carl will find himself with a hand-held minigun with infinite ammo.
    • Alternatively, the player can use the gun emplacement, and get killed while using it, though it requires the player to be dating Katie Zhan before. Upon respawning at the hospital, Carl will have a minigun with unlimited ammo. 
    • If the player uses the "minigun with unlimited ammo" trick in this mission and does the mission Air Raid after this mission, Carl will lose his minigun. This is due to the fact that in the mission Air Raid, the player also uses a minigun with unlimited ammo which is scripted to be lost after the mission ends.
  • This mission also allows the player to easily level up their skill with any weapon to the hitman level, all Carl needs to do is progress to the point where he needs to enter the gun emplacement to destroy the Hunters, but instead of using the emplacement, use any weapon of the player's choice to take potshots at the Hunters.
  • Although the game says that the guards will only open the gates for military vehicles, driving any vehicle in will still sound the alarm.
  • This is the only time where a Hunter is piloted by military.
  • Neither police or pedestrian motorcycles seem to spawn in the gameworld after tripping the alarm at the compound.
  • It seems that the objective Securicar is scripted to be significantly lighter, as the Leviathan otherwise struggles to pick up even a small civilian car such as a Bravura.

Continuity Error

Most mission cutscenes are scripted in such a way that if CJ hasn't yet completed a particular mission that is not part of a mandatory strand, it doesn't affect the narrative. However in this mission's cutscene Zero makes a reference to fighting Berkley, which becomes meaningless if the player hasn't played Air Raid and the other missions of the Zero strand yet (in fact, the Zero missions are completely optional for completing the game, though still required for 100% completion status, so they can be played out anytime before and/or after the endgame). This can suggest that canonically Zero's missions are completed before this mission.