James Cagney as Lefty Merrill

Mary Brian as Ruth Waters

Allen Jenkins as radio announcer

Ruth Donnelly as Lil Waters

Claire Dodd as Marlene Reeves

Robert McWade as Charles Reeves

Clay Clement as Federal Man #1 (uncredited)

Don Brodie as Sound Man (uncredited)

Berton Churchill as Col. H.D.X. Wells (uncredited)

Davison Clark as Federal Man #2 (uncredited)

G. Pat Collins as Dance Judge (uncredited)

Jack Crawford as Ralph Blackman - Band Leader (uncredited)

Mary Doran as Dance Contestant (uncredited)

Lester Dorr as Ed - Photographer (uncredited)

Douglass Dumbrille as District Attorney (uncredited)

Emma Dunn as Mrs. Hawks (uncredited)

June Gittelson as Fat Girl with Hamburger (uncredited)

Charles Eaton as Hotel Bellboy (uncredited)

Bess Flowers as Merrill's Secretary (uncredited)

Gavin Gordon as John Hayden (uncredited)

Grace Hayle as Fat Lady with Vanishing Cream (uncredited)

Sterling Holloway as Andy Heaney (uncredited)

Harry Holman as Colonel's Associate (uncredited)

Tenen Holtz as Tailor (uncredited)

Eddie Kane as Grapefruit Acres Executive (uncredited)

Lew Kelly as Hash-Slinger (uncredited)

Louise Mackintosh as Mrs. O.H.P. Weston-Parks (uncredited)

Eric Mayne as Bedford College Dignitary (uncredited)

Larry McGrath as Dance Observer (uncredited)

Matt McHugh as Joe Goetz (uncredited)

Henry Otho as Dance Worker Owed Three Weeks' Wages (uncredited)

Fred Santley as Grapefruit Acres Radio Announcer (uncredited)

Cliff Saum as Streetcar Conductor (uncredited)

John Sheehan as Ed 'Mac' McGrath (uncredited)

Stanley Smith as Vocalist with Ralph Blackman's Band (uncredited)

Harry Strang as Water Sprayer (uncredited)

William H. Strauss as Mr. Abe Goldstein (uncredited)

Charles Sullivan as Dance Observer (uncredited)

Walter Walker as Bedford College Representative (uncredited)

Charles C. Wilson as Jailer (uncredited)

Jack Wise as Florida Hotel Clerk (uncredited)

Allen Wood as Florida Hotel Bellboy (uncredited)

Sidney Miller as Boy on Pier (uncredited)