"Butch Rogers and Sock McGillis are old submarine hands stationed in Panama. On land, Butch and Sock battle over pretty Ann Sawyer. At sea and underwater, however, our two heroes are inseparable."
Pat O’Brien
as Butch Rogers
George Brent
as Lt. Commander Dan Matthews
Wayne Morris
as "Sock" McGillis
Frank McHugh
as "Lucky" Jones
Doris Weston
as Ann Sawyer
Henry O'Neill
as Admiral Thomas
Dennie Moore
as Arabella
Veda Ann Borg
as Dolly
Regis Toomey
as Tom Callan
Nina Quartero
as Panama Percentage Girl
Rosella Towne
as Mary
Pat Flaherty
as Louie - Disagreeable Bluejacket at Panama
Anna Demetrio
as Panamanian Lottery Ticket Seller
Lloyd Bacon
Director
Lawrence Kimble
Screenplay
Frank Wead
Story
Howard Shoup
Costume Design
Byron Haskin
Special Effects
William Holmes
Editor
Esdras Hartley
Art Direction
Max Steiner
Original Music Composer
Hans F. Koenekamp
Arthur Edeson
Director of Photography
Warren Duff