After committing a murder, Kay assumes a new identity and boards a ship. But, Kay is unaware that Sam, a skirt chasing detective, is following her and must outwit him to escape imprisonment.

Fredric March
as Sam Wye

Joan Bennett
as Kay Kerrigan

Ralph Bellamy
as Ben Blodgett

Ann Sothern
as Jean Livingstone

Sidney Blackmer
as Thomas Bruhme II

Thomas Mitchell
as Commissioner Blackton

Robert Elliott
as Captain George Faulkiner

Joyce Compton
as Mrs. Johnson

Richard Tucker
as John Johnson

Dorothy Comingore
as Ann (as Linda Winters)