John Wayne as Capt. Rockwell Torrey

Kirk Douglas as Commander Paul Eddington, Jr.

Patricia Neal as Lt. Maggie Hayes

Tom Tryon as Mac McConnell

Paula Prentiss as Beverly McConnell

Brandon De Wilde as Ens. Jeremiah 'Jere' Torrey

Jill Haworth as Ens. Annalee Dorne

Dana Andrews as Admiral Broderick

Stanley Holloway as Clayton Canfil

Burgess Meredith as Commander Egan Powell

Barbara Bouchet as Liz Eddington

Franchot Tone as CINCPAC I

Henry Fonda as CINCPAC II

Patrick O'Neal as Commander Neal Owynn

Carroll O'Connor as Lt. Commander Burke

Slim Pickens as C.P.O. Culpepper

James Mitchum as Ensign Griggs

George Kennedy as Colonel Gregory

Bruce Cabot as Quartermaster Quoddy

Tod Andrews as Captain Tuthill

Larry Hagman as Lt. J.G. Cline

Stewart Moss as Ensign Balch

Richard LePore as Tom Agar

Chet Stratton as Ship's Doctor

Soo Yong as Tearful Woman

Dort Clark as Boston

Hal Needham as Airman in the Blue Lagoon (uncredited)