Ramon Novarro as Archduke Paul 'Gustl' Gustave

Evelyn Laye as Elizabeth Katherine Anne 'Lisl' Gluck

Charles Butterworth as Willy Fitch

Una Merkel as Fanni Kerner

Edward Everett Horton as Baron Szereny

Donald Cook as Toni Berngruber

Henry Stephenson as Emperor Franz Josef

Rosalind Russell as Countess Zarika Rafay

Herman Bing as Nepomuk

Florine Baile as Undetermined Role (uncredited)

Max Barwyn as Max - the Waiter (uncredited)

Art Berry Sr. as Undetermined Role (uncredited) (unconfirmed)

Albert Conti as Mueller (uncredited)

George Davis as Milkman (uncredited)

Carlos De Valdez as Adjutant (uncredited)

Chico De Verdi as Undetermined Role (uncredited) (unconfirmed)

Billy Dooley as Coronetist (uncredited)

Elspeth Dudgeon as Duchess of Reidheim (uncredited)

Kay English as Undetermined Role (uncredited)

Charles Judels as Riccardi (uncredited)

Edith Kingdon as Dowager at Opera House (uncredited)

Michael Mark as Messenger from Restaurant (uncredited)

Torben Meyer as Adjutant (uncredited)

Harry 'Snub' Pollard as Drummer (uncredited)

Christian Rub as Café Proprietor (uncredited)

Charles Unger as Undetermined Role (uncredited)

Gustav von Seyffertitz as Ambassador (uncredited)