Dick Powell
— Donald Ames
Ruby Keeler
— Colleen Reilly
Jack Oakie
— Joe Cork
Joan Blondell
— Minnie Hawkins
Hugh Herbert
— Cedric Ames
Louise Fazenda
— Alicia Ames
Paul Draper
— Paul Gordon
Marie Wilson
— Mabel
Luis Alberni
— Carlo
Hobart Cavanaugh
— Noggin
Berton Churchill
— Logan
J.M. Kerrigan
— Pop Reilly
Addison Richards
— Schuyler
Charles Coleman
— Butler
Mary Treen
— Miss Hively (uncredited)
Spencer Charters
— Doctor (uncredited)
Eddie Acuff
— (uncredited)
John Albright
— Warren (uncredited)
Louise Allen
— Chorus Girl (uncredited)
Joan Barclay
— Cafe Guest (uncredited)
Eleanor Bayley
— Chorus Girl (uncredited)
George Beranger
— Jeweler (uncredited)
Angela Blue
— Chorus Girl (uncredited)
Ward Bond
— Sweeney (uncredited)
Betty Bowen
— Chorus Girl (uncredited)
André Cheron
— Waiter (uncredited)
Colleen Colman
— Lois (uncredited)
Elizabeth Cooke
— Chorus Girl (uncredited)
Lorraine Crawford
— Chorus Girl (uncredited)
Virginia Dabney
— Woman on Ship (uncredited)