Principal Cast
- Spencer Tracy as Major Rogers
- Robert Young as Langdon Towne
- Walter Brennan as "Hunk" Marriner
- Ruth Hussey as Elizabeth Browne
- Nat Pendleton as "Cap" Huff
- Louis Hector as Reverend Browne
- Robert Barrat as Humphrey Towne
- Lumsden Hare as Lord Amherst
- Donald MacBride as Sergeant McNott
- Isabel Jewell as Jennie Coit
- Douglas Walton as Lieutenant Avery
- Addison Richards as Lieutenant Crofton
- Hugh Sothern as Jesse Beacham
- Regis Toomey as Webster
- Montagu Love as Wiseman Clagett
- Lester Matthews as Sam Livermore
- Truman Bradley as Captain Ogden
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