David Manners as Ted 'Teddy' Taylor

Ann Dvorak as Judith 'Judy' Mason

Ken Murray as Peter Sturgis

J. Carrol Naish as Nick Meyer

Guy Kibbee as Mike the Drunk with Megaphone

Claire Dodd as Mrs. Constance Brown

Allen Vincent as Ralph - Band Member

Edward Nugent as Henry - Band Member

William Janney as Pat - Band Member

Teddy Joyce as Mack - Band Member