Claudette Colbert as Ann Vaughn

Norman Foster as Toby McLean

Ginger Rogers as Puff Randolph

Charles Ruggles as Shorty Ross

Leslie Austin as Dwight Knowles

Lorraine Aalbu as Sherman Sister

Aileene Aalbu as Sherman Sister

Fern Aalbu as Sherman Sister

Harriet Aalbu as Sherman Sister

H. Dudley Hawley as Doctor