Errol Flynn as Capt. Courtney

Basil Rathbone as Maj. Brand

David Niven as Lt. Scott

Donald Crisp as Phipps

Melville Cooper as Sgt. Watkins

Barry Fitzgerald as Bott

Carl Esmond as Hauptmann Von Mueller

Peter Willes as Hollister

Morton Lowry as Donnie Scott

Michael Brooke as Capt. Squires

James Burke as Flaherty - Motorcycle Driver

Stuart Hall as Bentham

Herbert Evans as Scott's Mechanic

Sidney Bracey as Major Brand's Orderly

Leo Nomis as Aeronautic Supervisor

Hal Brazeale as Gregory

Tyrone Brereton as Orderly

Richard Deane as 'B' Flight Replacement

Fred Graham as Running Man on Airfield

Ivo Henderson as Soldier

Tim Henning as Orderly

Shep Houghton as Young Recruit

George Kirby as Kirby - Orderly

Anthony Marsh as Rutherford

John Meredith as 'B' Flight Replacement

Wally Rairden as Cleaver

John J. Richardson as Mechanic

John Rodion as Lt. Russell

Speirs Ruskell as 'B' Flight Replacement

Tom Seidel as Jones

John Sutton as Adjutant

F. Philip Sylvestre as 'B' Flight Replacement

Gordon Thorpe as Smythe

Charles Waldron Jr. as Lt. Billings

Gordon Wallace as 'B' Flight Replacement

Norman Willis as Von Richter

Gilbert Wilson as Moorehead