The Cloud-Men are mysterious beings who live on top of the clouds. They generally hide from people traveling by air, but because the peach moves so silently, unlike noisy airplanes, James and his friends are able to sneak up on the Cloud-Men and even interact with them. The Cloud-Men make all the weather that occur down on Earth; James notices factories that produce cyclones and watches Cloud-Men form hailstones and paint a rainbow. They’re a frightening sight, as they stand twice as tall as a normal man, with wispy bodies and tiny black eyes. When the Centipede characteristically insults the Cloud-Men, the Cloud-Men prove themselves mean and dangerous. They hurl hailstones at the peach, attempt to board the peach, and even douse it with a deluge of water.