 Paul Girard (Balsam) meets Admiral Barnswell (Houseman), commander  of the 6th Fleet, in Gibraltar aboard his flagship, USS Kitty Hawk,  one of the newest & largest aircraft carriers in 1964. The scene was  filmed in San Diego Bay, where the Kitty Hawk was actually flagship  of the 7th Fleet based in the Pacific. The aircraft carrier USS  Midway is in the background. The Midway is now a museum in San Diego  while the Kitty Hawk is still in service (2006).