George O'Brien

as Cadet John Randall

Helen Chandler

as Nancy Wayne

William Janney

as Midshipman Paul Randall

Stepin Fetchit

as Smoke Screen

Frank Albertson

as Midshipman Albert Edward Price

Joyce Compton

as Marian Wilson

David Butler

as Navy Coach

Lumsden Hare

as Rear Admiral John Randall

Clifford Dempsey

as Major General Somers

Ward Bond

as Midshipman Harold

Rex Bell

as Cadet (uncredited)

John Breeden

as Midshipman (uncredited)

Ben Hall

as Midshipman Joel Farragut Gish (uncredited)

Jack Pennick

as Football Player (uncredited)

Harry Tenbrook

as Assistant Navy Coach (uncredited)

Lee Tracy

as Radio Announcer (uncredited)

John Wayne

as