Richard Dix

as Capt. W.R. 'Stag' Cahill

Chester Morris

as Kenneth 'Ken' Stockton

Joan Fontaine

as Meg Lawrence

Harry Carey

as Col. Cornelius Stockton

Paul Guilfoyle

as 'Fergie' Ferguson

Robert Strange

as Joe R. Weldon

Vickie Lester

as Edna, the Colonel's Secretary

Bernice Pilot

as Meg's Maid

Harry Hayden

as Justice of the Peace