"The pilots of a Royal Air Force squadron in World War I face not only physical but mental dangers in their struggle to survive while fighting the enemy."
Fredric March
as Jerry H. Young
Cary Grant
as Henry Crocker
Jack Oakie
as Mike 'Slug' Richards
Carole Lombard
as The Beautiful Lady
Guy Standing
as Major Dunham
Forrester Harvey
as Hogan
Kenneth Howell
as Lt. John Stevens
Leyland Hodgson
as Lt. Kingsford
Virginia Hammond
as Lady Erskine
Douglas Scott
as Tommy Erskine
Robert Seiter
as Arnold Voss
Adrienne D'Ambricourt
as Fifi 'Fanny'
Ted Billings
as Cockney Soldier (uncredited)
Lane Chandler
as Flier (uncredited)
Paul Cremonesi
as French General (uncredited)
Olaf Hytten
as Story-Telling Officer at Party (uncredited)
Jacques Jou-Jerville
as French General's Aide (uncredited)
Crauford Kent
as General (uncredited)
Mary MacLaren
as Party Guest (uncredited)
Dennis O'Keefe
Ronald R. Rondell
Russell Scott
as Flight Sergeant (uncredited)
Yorke Sherwood
as Taxi Driver (uncredited)
Ellinor Vanderveer
Stuart Walker
Director
Bayard Veiller
Producer
James Dugan
Assistant Director
Travis Banton
Costume Design
James Smith
Editor
Seton I. Miller
Writer
Harry Fischbeck
Director of Photography
Tom Wotton
Edgar Anderson
Robert Odell
Art Direction
Sidney Street
Production Manager
O.C. Le Boutillier
Bogart Rogers
John Monk Saunders
Story
John Leipold
Music
Mitchell Leisen
George Bourne
Assistant Camera