Carl Brisson
— Eric Lander
Victor McLaglen
— Bill Murdock
Jack Oakie
— Jack Ellery
Kitty Carlisle
— Ann Ware
Dorothy Stickney
— Norma Watson
Gertrude Michael
— Rita Ross
Jessie Ralph
— Mrs. Helene Smith
Charles Middleton
— Homer Boothby
Gail Patrick
— Sadie Evans
Donald Meek
— Dr. Saunders
Toby Wing
— Nancy
Duke Ellington
— Duke Ellington
Wanda Perry
— Earl Carroll Girl (uncredited)
Lucille Ball
— Earl Carroll Girl (uncredited)
Ann Sheridan
— Lou - Earl Carroll Girl (uncredited)
Alan Ladd
— Chorus Boy (uncredited)
Lona Andre
— Lona - Earl Carroll Girl (uncredited)
William Arnold
— Treasurer (uncredited)
Betty Bethune
— Fat Chairwoman (uncredited)
Stanley Blystone
— Policeman (uncredited)
Virginia Davis
— Earl Carroll Girl (uncredited)
Dorothy Dawes
— Earl Carroll Girl (uncredited)
Barbara Fritchie
— Earl Carroll Girl (uncredited)
Gwenllian Gill
— Earl Carroll Girl (uncredited)
Mary Gordon
— Assistant Wardrobe Woman (uncredited)
Mildred Gover
— Pearl (uncredited)
Beatrice Hagen
Ruth Hilliard
— Earl Carroll Girl (uncredited)
Otto Hoffman
— Walsh (uncredited)
