Kitty McNeil
Betty Hutton
Donald Elwood
Fred Astaire
Judge Mackenzie
George Zucco
Bubbles Malone
Peggy Badley
Elsie
Virginia Toland
Policeman (uncredited)
Philip Ahlm
George - Bartender (uncredited)
Bobby Barber
Man in Bowler Hat (uncredited)
Oliver Blake
New York Policeman (uncredited)
Stanley Blystone
George (uncredited)
James Burke
Watchman (uncredited)
Chester Conklin
Engagement Party Guest (uncredited)
Bess Flowers
Edmund Pohlwhistle
Roland Young
Police Sergeant (uncredited)
Frank Hagney
Sergeant (uncredited)
Todd Karns
Waiter (uncredited)
William H. O'Brien
Woman (uncredited)
Peggy O'Neill
Cab Driver (uncredited)
Ralph Peters
Nurse Gorman (uncredited)
Esther Somers
Cook (uncredited)
Bert Stevens
Showgirl
Eve Whitney
Carola Everett
Ruth Warrick
Serena Everett
Lucile Watson
Richard 'Richie' Everett
Gregory Moffett
Larry Channock
Barton MacLane
Timothy Bryant
Shepperd Strudwick
Charles Wagstaffe
Melville Cooper
Chef Marcel
Harold Huber
Director
Norman Z. McLeod
Costume Design
Edith Head
Set Decoration
Sam Comer
Choreographer
Hermes Pan
Producer
Robert Fellows
Story
Maurice Zolotow
Writer
Allan Scott
Editor
Ellsworth Hoagland
Music
Robert Emmett Dolan
Art Direction
Hans Dreier
Director of Photography
George Barnes
Roland Anderson
Ross Dowd
Makeup Artist
Frank Thayer