Betty Hutton
Kitty McNeil
Fred Astaire
Donald Elwood
Roland Young
Edmund Pohlwhistle
Ruth Warrick
Carola Everett
Lucile Watson
Serena Everett
Gregory Moffett
Richard 'Richie' Everett
Barton MacLane
Larry Channock
Shepperd Strudwick
Timothy Bryant
Melville Cooper
Charles Wagstaffe
Harold Huber
Chef Marcel
George Zucco
Judge Mackenzie
Peggy Badley
Bubbles Malone
Virginia Toland
Elsie
Philip Ahlm
Policeman (uncredited)
Bobby Barber
George - Bartender (uncredited)
Oliver Blake
Man in Bowler Hat (uncredited)
Stanley Blystone
New York Policeman (uncredited)
James Burke
George (uncredited)
Chester Conklin
Watchman (uncredited)
Bess Flowers
Engagement Party Guest (uncredited)
Frank Hagney
Police Sergeant (uncredited)
Todd Karns
Sergeant (uncredited)
William H. O'Brien
Waiter (uncredited)
Peggy O'Neill
Woman (uncredited)
Ralph Peters
Cab Driver (uncredited)
Esther Somers
Nurse Gorman (uncredited)
Bert Stevens
Cook (uncredited)
Eve Whitney
Showgirl