Pat O'Brien as George Steele

Claire Trevor as Terry Cordell

Herbert Marshall as Traybin

Ray Collins as Dr. Lowell

Wallace Ford as Lt. Cochrane

Dean Harens as Reynolds

Damian O'Flynn as Museum Curator Stevenson

Erskine Sanford as Museum Director Barton

Mary Ware as Mary

Alex Akimoff as Man (Uncredited)

John Ardell as Man (Uncredited)

Gertrude Astor as Nagging Wife on Train (Uncredited)

Al Bain as Arcade Patron (Uncredited)

Guy Beach as Station Agent (Uncredited)

Edward Biby as Lecture Guest (Uncredited)

Bonnie Blair as Dorothy (Uncredited)

Robert Bray as Man with Drunk (Uncredited)

George Bruggeman as Cop (Uncredited)

James Carlisle as Lecture Guest (Uncredited)

Jack Cheatham as Museum Attendant (Uncredited)

Ellen Corby as Reynold's Maid (Uncredited)

Delmar Costello as Deck Hand (Uncredited)

Roger Creed as Card Player on Train (Uncredited)

Kernan Cripps as First RR Ticket Clerk (Uncredited)

Lee Elson as Man (Uncredited)

Franklyn Farnum as Man on Train (Uncredited)

Carl Faulkner as Detective (Uncredited)

J.C. Fowler as Man (Uncredited)

Edward Gargan as Cop in Arcade (Uncredited)

Jack Gargan as Second Railroad Ticket Agent (Uncredited)

Rudy Germane as Lecture Guest (Uncredited)

Belle Green as Woman in Audience (Uncredited)

Chuck Hamilton as Man in Ticket Line (Uncredited)

Alvin Hammer as Milquetoast (Uncredited)

Carl Hansen as Card Player on Train (Uncredited)

Harry Harvey as 'Dad' Moran, Museum Custodian (Uncredited)

Alf Haugan as Man in Audience (Uncredited)

Al Hill as Card Player on Train (Uncredited)

Fred Hueston as Man (Uncredited)

John Ince as Man (Uncredited)

John Indrisano as Detective (Uncredited)

Gloria Jetter as Gambler (Uncredited)

Tiny Jones as Old Lady (Uncredited)

Joseph Kamaryt as Waiter (Uncredited)

Colin Kenny as Lecture Guest (Uncredited)

King Lockwood as Lecture Guest (Uncredited)

Sam Lufkin as Detective (Uncredited)

Sam McDaniel as Porter (Uncredited)

Charles Meakin as Lecture Guest (Uncredited)

Chef Milani as Restaurant Proprietor (Uncredited)

Harry Monty as Midget in Arcade (Uncredited)

Frank Moran as Bartender (Uncredited)

Philip Morris as Cop (Uncredited)

Horace Murphy as Train Conductor (Uncredited)

Tommy Noonan as Bonbon Vendor (Uncredited)

Jimmy O'Gatty as Mate (Uncredited)

Eddie Parks as Drunk in Arcade (Uncredited)

Bob Pepper as Intern (Uncredited)

Rose Plumer as Impatient Woman in Ticket Line (Uncredited)

John Roy as Attendant (Uncredited)

Dick Rush as Captain of Arcadia (Uncredited)

Shimen Ruskin as Dissenter at Art Lecture (Uncredited)

Dick Ryan as Reynold's Butler (Uncredited)

Jeffrey Sayre as Diner in Restaurant (Uncredited)

Frank Shannon as Train Station Gateman (Uncredited)

Harry Shannon as Cop (Uncredited)

Cap Somers as Cop (Uncredited)

Tex Swan as Cop (Uncredited)

Eric Wilton as Lecture Guest (Uncredited)

Dorothea Wolbert as Old Lady (Uncredited)