A doctor's medical studies are threatened by his infatuation with a Chinese girl. The girl returns to China, but complications ensue when she runs into him in Nanking during a Japanese bombing raid.

Dorothy Lamour
as Audrey Hilton

Akim Tamiroff
as Dr. 'Tubby' Forster

John Howard
as John Wesley Beaven

Judith Barrett
as Winifred Bane

William Collier Sr.
as Dr. William Cunningham

Victor Varconi
as Dr. LaFerriere

Gordon Jones
as Bill Anderson

Keye Luke
as Andrew Abbott

Elisabeth Risdon
as Mrs. Cunningham

Steve Pendleton
as Lawrence Carpenter (as Gaylord Pendleton)