| Spencer Tracy | Pete Sandidge | 
    
    
      | Irene Dunne | Dorinda Durston | 
    
    
      | Van Johnson | Ted Randall | 
    
    
      | Ward Bond | Al Yackey | 
    
    
      | James Gleason | “Nails” Kilpatrick | 
    
    
      | Lionel Barrymore | The General | 
    
    
      | Barry Nelson | Dick Rumney | 
    
    
      | Esther Williams | Ellen Bright | 
    
    
      | Henry O'Neill | Col. Sykes | 
    
    
      | Don DeFore | James J. Rourke | 
    
    
      | Charles Smith | Sanderson | 
    
    
      | Addison Richards | Maj. Corbett | 
    
    
      | Irving Bacon | Cpl. Henderson (uncredited) | 
    
    
      | Eve Whitney | Rourke’s girlfriend (uncredited) | 
    
    
      | Kirk Alyn | Officer in Heaven (uncredited) | 
    
    
      | Bill Arthur | Cadet (uncredited) | 
    
    
      | Martin Ashe | Sergeant in Chinese Restaurant (uncredited) | 
    
    
      | George Atkinson | Waiter (uncredited) | 
    
    
      | Dora Baker | Charwoman (uncredited) | 
    
    
      | Steve Barclay | Flier (uncredited) | 
    
    
      | Ted Billings | Man (uncredited) | 
    
    
      | Charles Bimbo | Man (uncredited) | 
    
    
      | William Bishop | Ray - Transport Pilot (uncredited) | 
    
    
      | John Bogden | Cadet (uncredited) | 
    
    
      | Becky Bohanon | English Girl (uncredited) | 
    
    
      | Eddie Borden | Taxi Driver (uncredited) | 
    
    
      | Fred Coby | Cadet (uncredited) | 
    
    
      | Eddie Coke | Corporal (uncredited) | 
    
    
      | Peter Cookson | Sgt. Hanson (uncredited) | 
    
    
      | Oliver Cross | American Major (uncredited) | 
    
    
      | Mark Daniels | Lieutenant (uncredited) | 
    
    
      | Edwards Davis | Bartender (uncredited) | 
    
    
      | Vernon Downing | English Liaison Officer (uncredited) | 
    
    
      | Johnny Dunn | Cadet (uncredited) | 
    
    
      | Blake Edwards | Flyer (uncredited) | 
    
    
      | Mary Elliott | Dance Hall Girl (uncredited) | 
    
    
      | Frank Faylen | Major (uncredited) | 
    
    
      | Craig Flannagan | American Lieutenant (uncredited) | 
    
    
      | John Frederick | Lt. Ridley (uncredited) | 
    
    
      | Mary Ganley | Woman in Chinese Restaurant (uncredited) | 
    
    
      | Leatrice Joy Gilbert | Woman in Chinese Restaurant (uncredited) | 
    
    
      | Gibson Gowland | Bartender (uncredited) | 
    
    
      | Richard Graham | Crew Member (uncredited) | 
    
    
      | Herbert Gunn | Cadet (uncredited) | 
    
    
      | Aileen Haley | Hostess (uncredited) | 
    
    
      | Edward Hardwicke | George - English Boy (uncredited) | 
    
    
      | Carey Harrison | American Major in Red Lion Inn (uncredited) | 
    
    
      | Louise Hart | Cadet (uncredited) | 
    
    
      | Gertrude Hoffmann | Old Woman (uncredited) | 
    
    
      | Earl Kent | American Lieutenant (uncredited) | 
    
    
      | Charles King | Lt. Collins (uncredited) | 
    
    
      | George Kirby | Fisherman (uncredited) | 
    
    
      | Harold Landon | Cadet (uncredited) | 
    
    
      | Nelson Leigh | Man (uncredited) | 
    
    
      | Robert Lowell | Flier (uncredited) | 
    
    
      | Peggy Maley | Woman (uncredited) | 
    
    
      | William Manning | Co-Pilot (uncredited) | 
    
    
      | James Martin | Cadet (uncredited) | 
    
    
      | Mary McLeod | Hostess (uncredited) | 
    
    
      | James Millican | Orderly (uncredited) | 
    
    
      | Neyle Morrow | Flier (uncredited) | 
    
    
      | Maurice Murphy | Capt. Robertson (uncredited) | 
    
    
      | Melvin Nix | American Lieutenant (uncredited) | 
    
    
      | Tarquin Olivier | Boy (uncredited) | 
    
    
      | Stanley Orr | English Captain (uncredited) | 
    
    
      | Michael Owen | American Lieutenant (uncredited) | 
    
    
      | Jean Prescott | Mother (uncredited) | 
    
    
      | Marshall Reed | Flyer (uncredited) | 
    
    
      | Walter Sande | Sande - Mess Sergeant (uncredited) | 
    
    
      | Jack Saunders | American Captain (uncredited) | 
    
    
      | Earl Schenck | Col. Hendricks (uncredited) | 
    
    
      | Ken Scott | Cadet (uncredited) | 
    
    
      | Bernard Sell | Co-Pilot (uncredited) | 
    
    
      | Violet Seton | Bartender's Wife (uncredited) | 
    
    
      | Christopher Severn | Peter - English Boy (uncredited) | 
    
    
      | Ernest Severn | Davey - English Boy (uncredited) | 
    
    
      | Raymond Severn | Cyril - English Boy (uncredited) | 
    
    
      | Yvonne Severn | Elizabeth - English Girl (uncredited) | 
    
    
      | Jessie Tai Sing | Headwaitress (uncredited) | 
    
    
      | Bill Sloan | Man (uncredited) | 
    
    
      | Arthur Space | San Francisco Airport Captain (uncredited) | 
    
    
      | Wyndham Standing | English Colonel (uncredited) | 
    
    
      | Arthur Stenning | Fisherman (uncredited) | 
    
    
      | Clarence Straight | Flight Sergeant (uncredited) | 
    
    
      | Robert Sully | Cadet (uncredited) | 
    
    
      | Carlie Taylor | English Captain (uncredited) | 
    
    
      | Joan Thorsen | Woman in Chinese Restaurant (uncredited) | 
    
    
      | Elizabeth Valentine | Washerwoman's Child (uncredited) | 
    
    
      | Philip Van Zandt | Major (uncredited) | 
    
    
      | Leslie Vincent | Sentry (uncredited) | 
    
    
      | James Warren | Irish Guard (uncredited) | 
    
    
      | Jacqueline White | Helen (uncredited) | 
    
    
      | John Whitney | Officer in Heaven (uncredited) | 
    
    
      | Kay Williams | Girl at Bar (uncredited) | 
    
    
      | Matt Willis | Lt. Hunter (uncredited) | 
    
    
      | Allen Wood | Tough Corporal (uncredited) | 
    
    
      | Richard Woodruff | Cadet (uncredited) |