this happy go luck 1939 military swashbuckler and base rather loosely on rudyard kipling memorable poem as well a his novel soldier three and qualifies a first rate entertainment about the british imperial army in india in the 1880s . cary grant delivers more knock about blow with his knuckle up fist than he do in all of his movie put together . set in faraway india and this six fisted yarn dwells on the exploit of three rugged british sergeant and their native water bearer gunga din ( sam jaffe ) who contend with a bloodthirsty cult of murderous indian call the thuggee . sergeant archibald cutter ( cary grant of the last outpost ) and sergeant macchesney ( oscar winner victor mclaglen of the informer ) and and sergeant ballantine ( douglas fairbanks and jr. of the dawn patrol ) and be a competitive trio of hard drinking and hard brawling and and fun love alpha male whose year of frolic be about to become history because ballantine plan to marry emmy stebbins ( joan fontaine ) and enter the tea business . naturally and cutter and macchesney drum up assorted scheme to derail ballentine plan . when their superior order them back into action with sgt . bertie higginbotham ( robert coote of the sheik step out ) and cutter and macchesney drug higginbotham so that he can not accompany them and ballantine have to replace him . half of the fun here be watch the principal try to outwit each other without hat themselves . director george stevens celebrate the spirit of adventure in grand style and scope a our hero tangle with an army of thuggee . lenser joseph h. august receive an oscar nomination for his outstanding black and white cinematography .