Fred MacMurray as Bill Cardew

Jean Arthur as Vicky Lowndes

Melvyn Douglas as Henry Lowndes

Dorothy Peterson as Gertrude Houlihan

Melville Cooper as Peter

Edgar Buchanan as McDermott

Tom Dugan as Sullivan

Harry Davenport as George

William Brisbane as Lawyer

James Conaty as Nightclub Patron

Carl M. Leviness as Passenger at Airport

Sam McDaniel as Porter

Frank McLure as Nightclub Patron

James Millican as Nightclub Patron

Larry Steers as Nightclub Patron

Bert Stevens as Nightclub Patron

Jacques Vanaire as Headwaiter

Billy Wayne as Taxicab Driver

Dave Willock as Elevator Operator