Jack Benny as Mac Brewster

Ida Lupino as Paula Sewell

Richard Arlen as Alan Townsend

Gail Patrick as Cynthia Wentworth

Ben Blue as Jupiter Pluvius

Judy Canova as Toots

Charles Adler as Yacht Club Boys Member

James V. Kern as Yacht Club Boys Member

George Kelly as Yacht Club Boys Member

Billy Mann as Yacht Club Boys Member

Cecil Cunningham as Stella

Donald Meek as Dr. Zimmer

Hedda Hopper as Mrs. Townsend

Anne Canova as Specialty

Martha Raye as Specialty

Zeke Canova as Specialty

Andre Kostelanetz as Orchestra Conductor

Russell Patterson as Self

Louis Armstrong as Self

Connee Boswell as Self

Peter Arno as Self

McClelland Barclay as Self

Arthur William Brown as Self

Rube Goldberg as Self

John LaGatta as Self

Sandra Storme as Model

Dale Armstrong as 1st Announcer (uncredited)

Art Baker as 2nd Announcer (uncredited)

Jerry Bergen as Bartender (uncredited)

Alan Birmingham as Craig Sheldon (uncredited)

Virginia Brissac as Seamstress (uncredited)

Ethel Clayton as Seamtress (uncredited)

Elsa Connor as Stenographer (uncredited)

Virginia Dabney as Seamtress (uncredited)

Jack Daley as Jack (voice) (uncredited)

Betty Dotson as Girl (uncredited)

Edward Earle as Flunky (uncredited)

Gail Goodson as Girl (uncredited)

Deanie Gordon as Dancer (uncredited)

Madelon Grey as Marjorie (uncredited)

Carl Harbaugh as King (uncredited)

Harry Hayden as Early (uncredited)

Dell Henderson as Lord (uncredited)

Howard Hickman as Mr. Currie (uncredited)

Jerry Jerome as G-Man (uncredited)

Harry C. Johnson as Juggler (uncredited)

Kathryn Kay as Lois (uncredited)

Bernie Lamont as G-Man (uncredited)

Bert LeBaron as G-Man (uncredited)

Nick Lukats as Photographer (uncredited)

John Marshall as John (uncredited)

Alphonse Martell as Waiter (uncredited)

Jack McAfee as Dog and Horse Act Member (uncredited)

Rex Moore as Attendant (uncredited)

David Newell as Romeo (uncredited)

Alexander Pollard as Waiter (uncredited)

'Little Billy' Rhodes as King (uncredited)

David Robel as Accordionist (uncredited)

Antrim Short as Waiter (uncredited)

Reginald Simpson as G-Man (uncredited)

John Graham Spacey as Englishman (uncredited)

Jack Starry as Cycling Star (uncredited)

Jane Weir as Ms. Gordon (uncredited)

Gloria Williams as Woman (uncredited)

Don Wilson as Radio Speaker (voice) (uncredited)

Gloria Youngblood as Girl (uncredited)