William Powell as Capt. Bill Tennant

Edna Best as Norah Kerr

Colin Clive as Capt. Andrew 'Andy' Kerr

Hobart Cavanaugh as Homer, Tennant's Aide

Halliwell Hobbes as General C.O. Furlong

Donald Crisp as Peadar Conlan

J.M. Kerrigan as O'Duffy

Henry O'Neill as Dan

Phil Regan as Young Irishman Killed by Andrew

Arthur Treacher as Merriman

Maxine Doyle as Pauline

Arthur Aylesworth as Kirby

Gertrude Short as Evie, the barmaid

Anne Shirley as Flower peddler