Dorothy Lamour
— Mary O'Leary aka Rochelle Olivia
Don Ameche
— John Gayle
Janis Carter
— Louisa Gayle
Willard Parker
— Douglas Hyde
Adele Jergens
— Yvonne La Tour
Jeanne Manet
— Nicolette
Patricia Barry
— Hilda (uncredited)
William Bishop
— J.B. (voice) (uncredited)
Symona Boniface
— Party Guest (uncredited)
Paul Bradley
— Reporter (uncredited)
Jack Bruce
— Carnival Barker (uncredited)
Earl Brown
— Carnie (uncredited)
Leonard Carey
— Wilson (uncredited)
Kernan Cripps
— Carnival Barker (uncredited)
Roy Darmour
— Carnie (uncredited)
Hal K. Dawson
— Whitaker (uncredited)
Jack Deery
— Nightclub Charity Guest (uncredited)
Jack Del Rio
— Frenchman (uncredited)
Franklyn Farnum
— Marty Freeman (uncredited)
Frank Ferguson
— Marty Freeman (uncredited)
George Ford
— Party Guest (uncredited)
Bess Flowers
— Party Guest (uncredited)
Kenneth Gibson
— Nightclub Charity Guest (uncredited)
Dick Gordon
— Photographer (uncredited)
Herschel Graham
— Nightclub Charity Guest (uncredited)
Sam Harris
— Party Guest (uncredited)
Myron Healey
— Stevens (uncredited)
Al Hill
— Carnival Barker (uncredited)
Earle Hodgins
— Carnival Barker (uncredited)
Fred Howard
— Newsman (uncredited)