Dick Powell
Richard 'Dick' Melville III
Ruby Keeler
June Blackburn
Lewis Stone
Adm. Richard Melville
Ross Alexander
Lafayette 'Sparks' Brown
Eddie Acuff
Lincoln 'Cowboy'
Dick Foran
Gifford
John Arledge
Johnny 'Coxswain' Lawrence
Robert Light
Ted Sterling
Joyce Oliver
(uncredited)
Joe King
Commander Doughlin (uncredited)
Frederick Burton
Admiral Graves (uncredited)
Henry Kolker
Doctor (uncredited)
Harry Seymour
Harry (uncredited)
Joseph Crehan
Spike (uncredited)
Mary Treen
Cowboy's Girl (uncredited)
Martha Merrill
Sparks' Girl (uncredited)
Peter Potter
First Classman (uncredited)
Carlyle Moore Jr.
Second Classman (uncredited)
Vesey O'Davoren
Converse (uncredited)
Mel Ruick
Band Leader (uncredited)
Niles Welch
Examiner (uncredited)
Jerry Fletcher
Youth (uncredited)
Billy Naylor
Country Lad (uncredited)
Victor Potel
Loafer (uncredited)
Mabel Colcord
Cowboy's Mother (uncredited)
George H. Reed
Servant (uncredited)
Emmett Vogan
Inspecting Officer (uncredited)
Newton House
Mate of Deck (uncredited)
Selmer Jackson
Commander Gibbs (uncredited)
Edward McWade
Tailor (uncredited)
Ronnie Cosby
Little Boy (uncredited)
James Flavin
Lieutenant (uncredited)
Martha Tibbetts
Cload Room Girl (uncredited)
Dick Winslow
Accordionist (uncredited)
Walter Miller
Chief Water Tender (uncredited)
Edward Keane
Piane Doctor (uncredited)
Bess Flowers
Nurse (uncredited)
Arline Pretty
Nurse (uncredited)
Howard Wilson
First Classman (uncredited)
Delmer Daves
Story
Delmer Daves
Screenplay
Frank Borzage
Director
Sol Polito
Director of Photography
Orry-Kelly
Costume Design
Commander M. S. Tisdale, USN
Technical Advisor
Robert M. Haas
Art Direction
Leo F. Forbstein
Music Director
William Holmes
Editor
Al Dubin
Lyricist
Harry Warren
Original Music Composer
Al Dubin
Original Music Composer
Harry Warren
Lyricist