Robert Young
— Randolph Haven
Ruth Hussey
— Norma Haven
Felix Bressart
— Professor Milic
Lee Bowman
— Eric Santley
Sheldon Leonard
— Johnny Brannigan
Sam Levene
— Cookie Farrar
Murray Alper
— Sleeper
Roy Gordon
— Hudkins
Connie Gilchrist
— Mother on Train (uncredited)
Johnny Mitchell
— Devlin (as Douglass Newland) (uncredited)
Charlotte Wynters
— Margaret John (uncredited)
Bess Flowers
— Sales Clerk at Lacey's Dept. Store (uncredited)
Hillary Brooke
— Hillary (uncredited)
Gladys Blake
— Marie (uncredited)
William Haade
— Marie's Husband (uncredited)