"Old rivals are pitted against each other in basic training and fight for the same woman."
Chester Morris
as Foxy Pattis
Richard Arlen
as Jon Davis
Jimmy Lydon
as Sandy Lunt
Amelita Ward
as Peggy Lunt
Dick Purcell
as Lancelot 'Gadget' Blaine
Keith Richards
as Henry Jones
William Benedict
as Jackson 'Sleepy' Laswell
Olive Blakeney
as Mrs. Lunt
Robert Mitchum
as Sgt. Benson (uncredited)
Kirk Alyn
as Officer in Canteen (uncredited)
Jeff Corey
as Flight Crew Member (uncredited)
Edward Earle
as Squadron Commanding Officer (uncredited)
Frank Fenton
as Colonel - HAGS CO (uncredited)
Gil Frye
as Lt. Brandt - Bomber Pilot (uncredited)
John Hamilton
as Doctor (uncredited)
John James
as Johnson - Failed Gunnery Trainee (uncredited)
Charles J. Jordan
as Trainer
William Marshall
as Sprague - Air Corps Stenographer (uncredited)
Barbara Pepper
as Blonde at Shooting Gallery (uncredited)
Ralph Sanford
as Pvt. Barclay - Target-Tow Operator
Beth Stone
as Girl at Canteen (uncredited)
Brick Sullivan
as Man at Coney Island (uncredited)
Allen Wood
as Leave Pass Checker (uncredited)
William H. Pine
Director
Maxwell Shane
Screenplay
Jack F. Dailey
Idea
Daniele Amfitheatrof
Music
Robert Farfan
Assistant Director
William C. Thomas
Producer
William H. Ziegler
Editor
Charles Althouse
Sound Recordist
Adolph Zukor
Presenter
L.B. Merman
Production Manager
Frank Paul Sylos
Art Direction
Fred Jackman Jr.
Director of Photography
Ben Berk
Set Decoration