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)