Look! Up in the sky! It's an exclusive peek at 'Planes'!

Bryan Alexander, USA TODAY | USATODAY

As Planes prepares to soar on-screen this summer, the flight crew grows more and more impressive.

Among the just-announced cast of voice actors whose characters will fill the sky Aug. 9 in the DisneyToon Studios animated adventure — a spinoff of Pixar's Cars franchise — are a couple of Top Gun alums and acting vets Julia Louis-Dreyfus, John Cleese and Teri Hatcher.

They join comedian Dane Cook, who was signed to voice the lead role of Dusty after Jon Cryer dropped out due to scheduling conflicts.

"I always felt every vehicle in the world of Cars is a character, and I love the idea of airplanes because you get off the ground and can take people places they have never seen," says John Lasseter, who directed Cars and Cars 2 and is executive producer on Planes. "There's so much potential."

The film originally was slated to be made for the straight-to-DVD market. But it became clear that the project held box-office promise and that a theater-size canvas was needed for the 3-D production.

"I think we got into this world and really saw how epic it could be," says director Klay Hall. "It kind of just happened. It's worked out best for everyone."

Cook's Dusty is a single-propeller crop-dusting plane who dreams about the world beyond his town of Propwash Junction. Despite clear physical limitations and a nagging fear of heights, Dusty enlists in the Wings Around the Globe rally to compete against the world's greatest flying machines.

The premise allows the filmmakers to show off exotic global locales — Iceland, Germany, India, Mexico — along with a squadron of characters.

"Planes taps into historical aviation and goes all the way through the most contemporary type of experimental planes — from commercial airliners, air racers and gliders to blimps," says Hall, who grew up as an air-show buff with his Navy pilot father. "You can really dig in here."

Planes also features military might, notably the reunion of Top Gun's Val Kilmer and Anthony Edwards voicing the F-18 fighter jets Bravo and Echo, who come to Dusty's rescue over the Pacific.

"I thought, 'Why don't we just go for getting Iceman and Goose (the actors' Top Gun characters)?' and they were totally up for it," Hall says. He even peppered the two with questions about their characters from the 1986 classic. "I have yet to meet a single soul that didn't love Top Gun, including myself."

Edwards says the animated reunion was a natural fit. "When you think of movies with planes, Top Gun usually comes up, so it is fun to be part of this. Our naval aviators are some of the best pilots in the world, and Val and I were lucky enough to get to play them twice."

Besides the F-18s, Dusty also has support from his best friend, fuel truck Chug (Brad Garrett), forklift Dottie (Hatcher), and his reclusive mentor, Skipper Riley (Stacy Keach), a World War II-era Corsair.

The race competition also features an array of aerial talent: Louis-Dreyfus voices the French-Canadian racer Rochelle, and Cleese is Bulldog, an old-school Royal Air Force-type in a De Havilland 88 Comet aircraft. Ripslinger (Roger Craig Smith), a custom-built carbon-fiber plane and three-time World Rally champion, represents Dusty's screen nemesis.

The rally, which starts and ends in New York City, is monitored on the Racing Sports Network, the broadcast group featured in the Cars films. There are some on-air changes, though, including the blimp Colin Cowling (voiced by Colin Cowherd of ESPN Radio).

Cowherd "did ask me that out of all the cool characters in this movie, why did I have to make him a blimp?" Hall says. "I told him, 'You have got the best view of anybody in the house, and you look really good as a blimp.' "

Dusty also takes on a winner's glow as the race progresses, but he is too focused to have a love interest in Planes. With a sequel being considered, there's still time for that to take wing.

"Dusty doesn't fall in love. I didn't go there," Hall says. "That's not to say that doesn't happen sometime down the road. But right now, he's living his dream."