- Major James Wilson as Ten Cents
- Captain Owen Franklin as Sunshine
- Sue Wilson as Lillie Lightship
- Lieutenant Commander Donald Kimberly as Hercules
- Rear Admiral Sir Frederick Grafton as Scuttlebutt Pete
- Forrester as Big Mac
- Lieutenant Graham as Captain Star
- Col. von Horst as Top Hat
- Admiral of the Fleet Lord William Cansley as The Fire Tug
- Capt. Erich Stasser as Grampus
- Air Vice Marshall Woodbridge as O.J.
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