Claudette Colbert
Geraldine 'Gerry' Jeffers
Joel McCrea
Tom Jeffers
Mary Astor
The Princess Centimillia
Rudy Vallee
John D. Hackensacker III
Sig Arno
Toto
Robert Warwick
Mr. Hinch
Arthur Stuart Hull
Mr. Osmond
Torben Meyer
Dr. Kluck
Jimmy Conlin
Mr. Asweld
Victor Potel
Mr. McKeewie
William Demarest
First Member Ale and Quail Club
Jack Norton
Second Member Ale and Quail Club
Robert Greig
Third Member Ale and Quail Club
Roscoe Ates
Fourth Member Ale and Quail Club
Dewey Robinson
Fifth Member Ale and Quail Club
Chester Conklin
Sixth Member Ale and Quail Club
Sheldon Jett
Seventh Member Ale and Quail Club
Robert Dudley
Wienie King
Franklin Pangborn
Manager
Arthur Hoyt
Pullman Conductor
Al Bridge
Conductor
Fred 'Snowflake' Toones
Colored Bartender
Charles R. Moore
Colored Porter
Frank Moran
Brakeman
Harry Rosenthal
Orchestra Leader
Esther Howard
Wife of Wienie King
Frank Faylen
Taxi Driver (uncredited)
J. Farrell MacDonald
Officer O'Donnell (uncredited)
Edward McNamara
Officer in Penn Station (uncredited)
Bert Moorhouse
Diner on Train (uncredited)
Marcelle Corday
Elderly Maid (uncredited)
Bess Flowers
Gerry's Maid of Honor/Nightclub Extra (uncredited)
Max Wagner
Tom's Best Man (uncredited)
Byron Foulger
Jewelry Salesman (uncredited)