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| Dick Powell | Richard Palmer Grant ``Canary''/``Dick'''/``Dickie Boy'' Dorcy |
| Ruby Keeler | Kathleen ``Kit'' Fitts |
| Pat O'Brien | Sgt. ``Scrapper'' Thornhhill |
| Ross Alexander | Cadet Oscar Berry |
| John Arledge | Cadet ``Spike'' Dukowe |
| John Eldridge | Lt. Robert Biddle |
| Henry O'Neill | Gen. John Brent ``Jack'' Fitts |
| Guinn ``Big Boy'' Williams | Sleepy |
| Frederick Burton | Gen. Paul Landacre |
| John Darrow | Cadet Chase |
| Glen Boles | Eight Ball |
| Tyrone Power | Cadet |
| Carlyle Blackwell Jr. | Cadet |
| Frances Lee | Blonde |
| Paul Fix | Soldier |
| William Worthington | Civilian |
| Emmett Vogan | Officer |
Richard ''Canary'' Dorcy is a young soldier stationed in Hawaii, with no real ambition to become an officer. That changes when Gen. John Fitts visits the army base with his daughter, Kit . After falling in love with Kit, Dorcy is shattered when she has to break off their romance for reputation's sake. Determined to prove himself, Dorcy applies to West Point -- where, four years later, he finds himself opposite Kit in the annual musical revue.
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