Ray Milland as Jeff Young

William Holden as Al Ludlow

Wayne Morris as Tom Cassidy

Brian Donlevy as Capt. Mercer

Veronica Lake as Sally Vaughn

Constance Moore as Carolyn Bartlett

Harry Davenport as 'Sandbags' Riley

Phil Brown as Jimmy Masters

Edward Fielding as President of the Court

Willard Robertson as Judge Advocate

Richard Lane as Flight Commander

Addison Richards as Flight Surgeon

Hobart Cavanaugh as Mickey

Douglas Aylesworth as Lt. Hopkins

John Trent as Lt. Ronson

Archie Twitchell as Lt. Clarkton

Richard Webb as Cadet Captain

John Hiestand as Radio Announcer