"A rough and tumble man of the sea falls for a meek librarian."
Clark Gable
as Harry Patterson
Greer Garson
as Emily Sears
Joan Blondell
as Helen Melohn
Thomas Mitchell
as Mudgin
Tom Tully
as Gus
John Qualen
as Model T
Richard Haydn
as Limo
Lina Romay
as Maria
Philip Merivale
as Old Ramon Estado
Harry Davenport
as Dr. Ashton
Tito Renaldo
as Young Ramon Estado
Morris Ankrum
as Mr. Ludlow - Farmer (uncredited)
Barbara Billingsley
as Dame #2 (uncredited)
Betty Blythe
as Mrs. Buckley (uncredited)
Bess Flowers
as Hat Shop Clerk (uncredited)
Dorothy Granger
as Cashier (uncredited)
Robert Emmett O'Connor
as Man in Cantina (uncredited)
Ray Teal
as Steve - Maritime Commissioner (uncredited)
Martha Wentworth
as Woman (uncredited)
Byron Foulger
as Littleton (uncredited)
Dick Elliott
as George
Harry Tyler
as Doctor
Pierre Watkin
as Mr. Buckley
Martín Garralaga
as Nick
Esther Howard
as Woman with Mudgin in bar
Stanley Andrews
as Bit Part (unconfirmed)
Florence Auer
as Landlady (unconfirmed)
Pedro de Cordoba
as Felipe (unconfirmed)
Rex Ingram
as Preacher (unconfirmed)
Garry Owen
as Jabbo (unconfirmed)
Harry Wilson
as Big Mug (unconfirmed)
Richard Abbott
as Clerk (uncredited)
Clay Anderson
as Young Doctor (uncredited)
Martha Bamattre
as Minor Role (uncredited)
Nina Bara
as Girl (uncredited)
Bill Beauman
as Man in Library (uncredited)
Vangie Beilby
as Woman in Library (uncredited)
Genevieve Bell
John Berkes
as Bum (uncredited)
Paul Birch
as First Mate (uncredited)
Aileen Carlyle
as Matron (uncredited)
Barbara Combs
Zedra Conde
Miguel Contreras
D'Arcy Corrigan
Franco Corsaro
as Waiter in Cantina (uncredited)
Lita Cortez
as South American Girl in Cantina (uncredited)
Joseph Crehan
as Ed - Maritime Office (uncredited)
James Darrell
as Officer (uncredited)
Max Davidson
Sayre Dearing
as Roulette Man (uncredited)
Harry Denny
George L. Derrick
Carli Elinor
Fred Farrell
as Reader (uncredited)
Fred Fox
Myron Geiger
as Bartender (uncredited)
Jon Gilbreath
as Seaman (uncredited)
Augie Gomez
as Hack Driver (uncredited)
Charles Haefeli
as Faro Dealer (uncredited)
Frank Hagney
as Boss (uncredited)
John Harmon
as Taxi Driver (uncredited)
Eddie Hart
as Milkman (uncredited)
Fred Hoose
Gladden James
as Barber (uncredited)
Joseph Kamaryt
Jack Kenney
Tom Kingston
as Chip Man (uncredited)
Walter Knox
as Blackboot (uncredited)
Charles La Torre
as Tony the Merchant (uncredited)
Toni LaRue
Ila Lee
Gene Leslie
Marta Linden
as Woman with Gus in Bar (uncredited)
Al Masiello
Eric Mayne
Claire McDowell
Ray H. McKay
Helen McLeod
Charles Meakin
Kay Medford
as Red (uncredited)
Hercules Mendez
Chef Milani
as Rudolfo (uncredited)
Charles Millsfield
Margaret Millsfield
Connie Montoya
Sue Moore
as Dame #4 (uncredited)
Tim Murdock
as Intern (uncredited)
Bill Mussetter
William Newell
as Barber #1 (uncredited)
Alex Novinsky
Kanza Omar
Alexander Palasthy
George Peters
as Navy Gun Crew Member (uncredited)
Ralph Peters
as Joe (uncredited)
Frank Pharr
Lee Phelps
as Bartender at Frank & Bob's Place (uncredited)
June Pickerell
as Nurse (uncredited)
John Piffle
Cliff Powell
Rebel Randall
as Dame #3 (uncredited)
Ed Randolph
as Craps Man (uncredited)
Charles Regan
Blanche Rose
Elizabeth Russell
as Dame #1 (uncredited)
Jeffrey Sayre
as Wheel of Fortune (uncredited)
Charles Sherlock
Pietro Sosso
Paul Stader
as Bouncer (uncredited)
Count Stefenelli
Jack Sterling
Charles Stevens
George Suzanne
as Barfly (uncredited)
Joan Thorsen
as Model (uncredited)
Audrey Totter
as Ethel (uncredited)
Dale Van Sickel
as Dance Floor Brawler (uncredited)
Dorothy Vaughan
as Mrs. Ludlow (uncredited)
William Wagner
Marjorie Wood
Roque Ybarra
as Foreign Cab Driver (uncredited)
Jack Young
as Ship's Captain (uncredited)
Victor Fleming
Director
Frederick Hazlitt Brennan
Screenplay
Clyde Brion Davis
Novel
Vincent Lawrence
Irene
Costume Design
Charles E. Wallace
Sound Mixer
Marion Herwood Keyes
Sam Zimbalist
Producer
Urie McCleary
Art Direction
Joseph Ruttenberg
Cinematography
Cedric Gibbons
Frank Sullivan
Editor