Richard John "Dick" Melville III

Dick Powell

June Blackburn

Ruby Keeler

Adm. Richard Melville

Lewis Stone

Lafayette "Sparks" Brown

Ross Alexander

Lincoln 'Cowboy'

Eddie Acuff

Gifford

Dick Foran

Coxswain Johnny Lawrence

John Arledge

Ted Sterling

Robert Light

Cmndnt. Douglas

Joseph King

(uncredited)

Joyce Oliver

Admiral Graves (uncredited)

Frederick Burton

Doctor (uncredited)

Henry Kolker

Spike (uncredited)

Joseph Crehan

Second Classman (uncredited)

Carlyle Moore Jr.

Harry (uncredited)

Harry Seymour

Cowboy's Girl (uncredited)

Mary Treen

Sparks' Girl (uncredited)

Martha Merrill

Radio Fan

Ernie Alexander

First Classman (uncredited)

Peter Potter

Loafer (uncredited)

Victor Potel

Inspecting Officer (uncredited)

Emmett Vogan

Lieutenant (uncredited)

James Flavin

Converse (uncredited)

Vesey O'Davoren

Captain

Guy Usher

Band Leader (uncredited)

Mel Ruick

Seaman

Frank Marlowe

Examiner (uncredited)

Niles Welch

Youth (uncredited)

Jerry Fletcher

Piane Doctor (uncredited)

Edward Keane

Trainee

Dennis O'Keefe

Country Lad (uncredited)

Billy Naylor

Cowboy's Mother (uncredited)

Mabel Colcord

Children

Meglin Kiddies

Servant (uncredited)

George H. Reed

Mate of Deck (uncredited)

Newton House

Commander Gibbs (uncredited)

Selmer Jackson

Tailor (uncredited)

Edward McWade

Little Boy (uncredited)

Ronnie Cosby

Cload Room Girl (uncredited)

Martha Tibbetts

Accordionist (uncredited)

Dick Winslow

Chief Water Tender (uncredited)

Walter Miller

Nurse (uncredited)

Bess Flowers

Nurse (uncredited)

Arline Pretty

First Classman (uncredited)

Howard Wilson