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| Gary Cooper | Lt. Alan McGregor |
| Franchot Tone | Lt. Forsythe |
| Richard Cromwell | Lt. Donald Stone |
| Sir Guy Standing | Col. Tom Stone |
| C. Aubrey Smith | Maj. Hamilton |
| Monte Blue | Hamzulla Khan |
| Kathleen Burke | Tania Volkanskaya |
| Colin Tapley | Lt. Barrett |
| Douglas Dumbrille | Mohammed Khan |
| Akim Tamiroff | Otamanu |
| Jameson Thomas | Hendrickson |
| Noble Johnson | Ram Singh |
| Lumsden Hare | Maj. Gen. Sir Thomas Woodley |
| J. Carrol Naish | Grand Vizier |
| Rollo Lloyd | The Ghasi |
| Charles Stevens | McGregor's Servant (uncredited) |
| Mischa Auer | Captured Afridi (uncredited) |
| Myra Kinch | Dancer (uncredited) |
As the British Empire expands its presence in northwest India, Lt. McGregor oversees two new recruits with the 41st regiment of the celebrated Bengal Lancers. Lt. Forsythe is eager for action against Islamic invaders, while Lt. Stone must pass muster with his father, the outpost commander. Deadly threats escalate when the men join a mission to overthrow an evil chieftain, Mohammed Khan .
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