Dick Powell
Phil "Sarge" Sargeant
Ann Dvorak
Claire Gore
Pat O’Brien
Coach Gore
Arthur Byron
Phillip Sargent
Lyle Talbot
Buck Weaver
Hugh Herbert
Barnett
Arthur Hohl
Seymour Young
Charles C. Wilson
Charles Hauser
Guinn "Big Boy" Williams
Matthews
Nat Pendleton
Petrowski
Phillip Reed
Westerman
Donald Meek
Spencer Trask
Berton Churchill
Otis
Harry Beresford
Professor
Herman Bing
Prof. Glantz
Joe Sawyer
Holcomb
Philip Faversham
Editor
Ward Bond
Assistant Coach (uncredited)
Milton Kibbee
Photographer (uncredited)
Sam McDaniel
Lunch Wagon Proprietor (uncredited)
Dave O'Brien
Student on Tennis Court (uncredited)
Larry Steers
Man with Check (uncredited)
John Wayne
Jack Okey
Art Direction
Arthur L. Todd
Director of Photography
Orry-Kelly
Costume Design
Dolph Zimmer
Assistant Director
William A. Wellman
Director
Thomas Pratt
Maxwell Arnow
Casting Director
Leo F. Forbstein
Conductor
Bernhard Kaun
Original Music Composer
Manuel Seff
Screenplay, Story
Niven Busch
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