"While a ship captain is at sea dealing with a mutiny among his crew, his wife is at home having an affair with his best friend."
Jack Holt
as Jim Marlowe
Robert Armstrong
as 'Dusty' Johnson
Grace Bradley
as Joan Marlowe
Diana Gibson
as Ruth Denning
Charles Murray
as Chief Engineer McDuffy
Willard Robertson
as Bill MacKeechie
Guy Usher
as Captain Denning
Dewey Robinson
as Chips
Edward Gargan
as Bosun
Edwin Maxwell
as Mr. Brunch
Richard Alexander
as Hays
Walter Miller
as Oleson
Donald Briggs
as Quartermaster
John 'Dusty' King
as Singing Sailor
Sugar Adair
as Dancer (uncredited)
Stanley Andrews
as Steamship Company Agent (uncredited)
Henry A. Barrows
as Old Skipper (uncredited)
Sven Hugo Borg
as Sailor (uncredited)
Betty Brown
as Blonde Passenger (uncredited)
Helen Brown
as Hysterical Passenger (uncredited)
Howard Christie
Leslie Cooper
Grace Cunard
as Ship Stewardess (uncredited)
Edward Earle
as Officer Nelson (uncredited)
Earl Eby
as Piano Player (uncredited)
Al Ferguson
Charles K. French
Billy Gilbert
as Carlos (uncredited)
Robert Hale
Howard Hickman
as Ship Doctor (uncredited)
Matty Kemp
as Officer Garvey (uncredited)
Priscilla Lawson
as Valparaiso Bar Girl - Back to Wall (uncredited)
Jack Low
Leila McIntyre
as Mrs. Brunch (uncredited)
Lafe McKee
Charles Murphy
Paddy O'Flynn
as Ship Steward (uncredited)
Charles Sullivan
as Sullivan (uncredited)
Joe Torillo
Morgan Wallace
as Heegan (uncredited)
E. Alyn Warren
as Captain (uncredited)
Andy White
Lloyd Whitlock
as Stevens (uncredited)
Joan Woodbury
as Valparaiso Bar Girl - Facing Wall (uncredited)
Clara Kimball Young
as Kind Lady Passenger (uncredited)
Harry Forbes
Director of Photography
Lambert Hillyer
Director
Richard Schayer
Screenplay
Hazel Jamieson
Malcolm Stuart Boylan
Theodore Reeves
Story
Fred S. Meyer
Producer
Alfred Stern
Associate Producer
Murray Seldeen
Editor
Ralph Berger
Art Direction