Freddie Bartholomew as Harvey Cheyne

Spencer Tracy as Manuel Fidello

Lionel Barrymore as Captain Disko Troop

Melvyn Douglas as Frank Burton Cheyne

Charley Grapewin as Uncle Salters

Mickey Rooney as Dan Troop

John Carradine as Long Jack

Oscar O'Shea as Captain Walt Cushman

Jack La Rue as Priest

Walter Kingsford as Dr. Finley

Donald Briggs as Tyler

Sam McDaniel as 'Doc'

Bill Burrud as Charles

Norman Ainsley as Robbins (uncredited)

C.E. Anderson as Fisherman (uncredited)

Edward Peil Sr. as Fisherman (uncredited)

Wally Albright as Boy (uncredited)

Lee Van Atta as Boy (uncredited)

Tommy Bupp as Boy on Ship (uncredited)

Gene Reynolds as Boy in Print Shop (uncredited)

Betty Alden as Bit Role (uncredited)

Sherry Hall as Bit Role (uncredited)

Mira McKinney as Bit Role (uncredited)

Dennis O'Keefe as Bit Role (uncredited)

William Arnold as Reporter (uncredited)

Don Brodie as Reporter (uncredited)

Bobby Watson as Reporter (uncredited)

Art Berry Sr. as Capt. Anderson (uncredited)

Jack Kennedy as Captain of Flying Swan (uncredited)

Wade Boteler as Skipper of Blue Gill (uncredited)

Lloyd Ingraham as Skipper of Ship (uncredited)

Leo G. Carroll as Burns (uncredited)

Charles Coleman as Burns the Butler (uncredited)

Jimmy Conlin as Martin (uncredited)

Lester Dorr as Corridor Steward (uncredited)

Billy Gilbert as Soda Steward (uncredited)

Richard Powell as First Steward (uncredited)

Larry Fisher as Crewman (uncredited)

James Kilgannon as Crewman (uncredited)

Stubby Kruger as Crewman (uncredited)

Philo McCullough as Crewman (uncredited)

Gil Perkins as Crewman (uncredited)

Jack Sterling as Crewman (uncredited)

Roger Gray as Nate Rogers (uncredited)

Henry Hanna as (uncredited)

Gladden James as Secretary Cobb (uncredited)

Murray Kinnell as Minister (uncredited)

Myra Marsh as Chester's Wife (uncredited)

Christian Rub as Old Clement (uncredited)

William Stack as Elliott (uncredited)

Frank Sully as Taxi Driver (uncredited)

Gertrude Sutton as Nate's Wife (uncredited)

David Thursby as Tom (uncredited)

Charles Trowbridge as Dr. Dick Walsh (uncredited)

Monte Vandergrift as Sailor on Flying Swan (uncredited)

Jay Ward as Pogey Williams (uncredited)

Dave Wengren as Lars (uncredited)

Kenneth Wilson as Alvin Savage (uncredited)