Harvard senior Sam Thatcher and his best friend and roommate, known as "The Lippencott", plan to go to Russia after graduation, a decision Sam has kept from his girlfriend, Alexandra Benson.
Maureen O'Sullivan
as Alexandra Benson
Lew Ayres
as Sam Thatcher
Ruth Hussey
as Kate McKim
Burgess Meredith
as The Lippencott
Ann Morriss
as Frances
Joyce Compton
as Sally
Julie Bishop
as Mady Platt
Frank Albertson
as Hat
Truman Bradley
as Walter Beckett
Marjorie Gateson
as Miss Ritchie
Renie Riano
as Mildred
Sterling Holloway
as Buck