Priscilla Lane
— Ann Lemp Deitz
Rosemary Lane
— Kay Lemp Forrest
Lola Lane
— Thea Lemp Crowley
Gale Page
— Emma Lemp Talbot
Claude Rains
— Adam Lemp
Jeffrey Lynn
— Felix Deitz
Eddie Albert
— Dr. Clint Forrest, Jr.
May Robson
— Aunt Etta
Frank McHugh
— Ben Crowley
Dick Foran
— Ernest Talbot
Vera Lewis
— Mrs. Ridgefield
Herbert Anderson
— Reporter (uncredited)
Irving Bacon
— Cigar Store Proprietor (uncredited)
Egon Brecher
— Music Foundation Director (uncredited)
Eddy Chandler
— Mover (uncredited)
Dick Elliott
— Ed (uncredited)
Frank Ferguson
— Music Foundation Director (uncredited)
James Flavin
— Demolition Man (uncredited)
Edward Gargan
— Harry (uncredited)
William Gould
— Tom (uncredited)
Thurston Hall
— Mr. Davis (uncredited)
Howard Hickman
— Music Foundation Director (uncredited)
Frank Jaquet
— Rock (uncredited)
Paul Maxey
— Fat Ocean Zephyr Investor (uncredited)
Frank Mayo
— Worker Not Wearing Mask (uncredited)
Jack Mower
— Thomas (uncredited)
Oscar O'Shea
— George Edwards (uncredited)
Frank Reicher
— Festival Committee Member (uncredited)
Thomas W. Ross
— Burton Alder (uncredited)
Ralph Sanford
— Bill (uncredited)