"An American pilot impulsively joins His Majesty's Royal Air Force in Britain in an attempt to impress his ex-girlfriend."
Tyrone Power
as Tim Baker
Betty Grable
as Carol Brown
John Sutton
as Wing Commander Morley
Reginald Gardiner
as Roger Pillby
Donald Stuart
as Corporal Harry Baker
Ralph Byrd
as Al Bennett
Richard Fraser
as Thorndyke
Denis Greene
as Flight Lt. Redmond
Bruce Lester
as Flight Lt. Sterling Richardson
Lester Matthews
as Group Captain
Frederick Worlock
as Canadian Major
Ethel Griffies
as Lady Fitzhugh
Morton Lowry
as Squadron Leader Macbeth
Gilchrist Stuart
as Wales
Fortunio Bonanova
as Louie - Headwaiter
James Craven
as Instructor
G.P. Huntley
as Radio Operator
Stuart Robertson
as Intelligence Officer
Dennis Hoey
John Burton
as Captain (uncredited)
Claud Allister
as Officer-Motorist (uncredited)
Howard Davies
as Air Raid Warden (uncredited)
Russell Burroughs
as Pilot (uncredited)
Henry King
Director
Bernard Freericks
Sound
Roger Heman Sr.
Leo Robin
Music
Ralph Rainger
Fred Sersen
Special Effects
Alfred Newman
Music Director
Darrell Ware
Screenplay
Karl Tunberg
Darryl F. Zanuck
Story
Producer
Leon Shamroy
Director of Photography
Louis F. Edelman
Associate Producer
Barbara McLean
Editor
James Basevi
Art Direction
Richard Day
Thomas Little
Set Decoration
Travis Banton
Costume Design
Ronald Neame
Cinematography