 Irene DunnePaula 'Polly' Wharton | Paula 'Polly' Wharton |
 Alexander KnoxMax W. Wharton | Max W. Wharton |
 Charles CoburnRobert Drexel Gow | Robert Drexel Gow |
 Jeff DonnellJan Lupton | Jan Lupton |
 Loren TindallLt. Roy Lupton | Lt. Roy Lupton |
 Lee PatrickMrs. Foley | Mrs. Foley |
 Phil BrownFrank MacDougal | Frank MacDougal |
 Cora WitherspoonMrs. Gates | Mrs. Gates |
 Charles EvansColonel Foley | Colonel Foley |
 Abigail AdamsOfficer Candidate's Wife (uncredited) | Officer Candidate's Wife (uncredited) |
| FFrancine AmesOfficer Candidate's Wife (uncredited) | Officer Candidate's Wife (uncredited) |
 Brooks BenedictMan in Gow's Outer Office (uncredited) | Man in Gow's Outer Office (uncredited) |
 Gladys BlakeGirl (uncredited) | Girl (uncredited) |
 David BondSecretary (uncredited) | Secretary (uncredited) |
 Lillian BronsonElsie - Paula's Secretary (uncredited) | Elsie - Paula's Secretary (uncredited) |
| GGeorge BruggemanLieutenant (uncredited) | Lieutenant (uncredited) |
 George M. CarletonHinkle (uncredited) | Hinkle (uncredited) |
 Franklyn FarnumGraduation Ceremony Spectator (uncredited) | Graduation Ceremony Spectator (uncredited) |
 James FlavinCaptain (uncredited) | Captain (uncredited) |
 Bess FlowersWoman in Gow's Outer Office (uncredited) | Woman in Gow's Outer Office (uncredited) |
| JJo GilbertOfficer Candidate's Wife (uncredited) | Officer Candidate's Wife (uncredited) |
 Chuck HamiltonLieutenant (uncredited) | Lieutenant (uncredited) |
 Douglas HendersonOfficer Candidate (uncredited) | Officer Candidate (uncredited) |
| WWilliam HudsonOfficer Candidate (uncredited) | Officer Candidate (uncredited) |
| PPatricia JacksonOfficer Candidate's Wife (uncredited) | Officer Candidate's Wife (uncredited) |
 John JamesPaulsen - Officer Candidate (uncredited) | Paulsen - Officer Candidate (uncredited) |
| MMarilyn JohnsonOfficer Candidate's Wife (uncredited) | Officer Candidate's Wife (uncredited) |
 Robert Emmett KeaneEd Kennedy (uncredited) | Ed Kennedy (uncredited) |
| BBilly LechnerLittle Boy (uncredited) | Little Boy (uncredited) |
| AAnne LoosMrs. Dumbrowski (uncredited) | Mrs. Dumbrowski (uncredited) |
