 Spencer TracyPete Sandidge | Pete Sandidge |
 Irene DunneDorinda Durston | Dorinda Durston |
 Van JohnsonTed Randall | Ted Randall |
 Ward BondAl Yackey | Al Yackey |
 James Gleason“Nails” Kilpatrick | “Nails” Kilpatrick |
 Lionel BarrymoreThe General | The General |
 Barry NelsonDick Rumney | Dick Rumney |
 Esther WilliamsEllen Bright | Ellen Bright |
 Henry O'NeillCol. Sykes | Col. Sykes |
 Don DeForeJames J. Rourke | James J. Rourke |
 Charles SmithSanderson | Sanderson |
 Addison RichardsMaj. Corbett | Maj. Corbett |
 Irving BaconCpl. Henderson (uncredited) | Cpl. Henderson (uncredited) |
 Eve WhitneyRourke’s girlfriend (uncredited) | Rourke’s girlfriend (uncredited) |
 Kirk AlynOfficer in Heaven (uncredited) | Officer in Heaven (uncredited) |
| BBill ArthurCadet (uncredited) | Cadet (uncredited) |
 Martin AsheSergeant in Chinese Restaurant (uncredited) | Sergeant in Chinese Restaurant (uncredited) |
| GGeorge AtkinsonWaiter (uncredited) | Waiter (uncredited) |
| DDora BakerCharwoman (uncredited) | Charwoman (uncredited) |
 Steve BarclayFlier (uncredited) | Flier (uncredited) |
 Ted BillingsMan (uncredited) | Man (uncredited) |
| CCharles BimboMan (uncredited) | Man (uncredited) |
 William BishopRay - Transport Pilot (uncredited) | Ray - Transport Pilot (uncredited) |
| JJohn BogdenCadet (uncredited) | Cadet (uncredited) |
| BBecky BohanonEnglish Girl (uncredited) | English Girl (uncredited) |
 Eddie BordenTaxi Driver (uncredited) | Taxi Driver (uncredited) |
| FFred CobyCadet (uncredited) | Cadet (uncredited) |
| EEddie CokeCorporal (uncredited) | Corporal (uncredited) |
 Peter CooksonSgt. Hanson (uncredited) | Sgt. Hanson (uncredited) |
| OOliver CrossAmerican Major (uncredited) | American Major (uncredited) |
