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| Cary Grant | Walter Christopher Eckland |
| Leslie Caron | Catherine Freneau |
| Trevor Howard | Commander Frank Houghton |
| Jack Good | Lieutenant Stebbings |
| Nicole Felsette | Dominique |
| Verina Greenlaw | Christine |
| Pip Sparke | Anne |
| Jennifer Berrington | Elizabeth Anderson |
| Laurelle Felsette | Angelique |
| Sharyl Locke | Jenny |
| Simon Scott | Captain of Submarine |
| John Napier | Lt. Cartwright (uncredited) |
| Richard Lupino | Radioman (uncredited) |
| Alex Finlayson | Doctor Bigrave (uncredited) |
| Peter Forster | Chaplain (uncredited) |
| Ken Swofford | Helmsman |
On an island in the South Seas, Walter Eckland lives a quiet life. That changes when he's persuaded to serve as a lookout for the Allies, watching for enemy ships. Eckland, whose main interest is drinking, proves bad at his job and is sent to fetch a replacement from another island. Instead he finds a stranded teacher, Catherine, and her pupils. After Eckland brings the group to his island, romantic sparks fly between the prim schoolmistress and the slovenly loner.
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