Judith Wood as June Thorpe

Dorothy Hall as Mae Thorpe

Charles "Buddy" Rogers as Boyd Wheeler

Paul Lukas as Dr. Joseph Von Schrader

Stuart Erwin as Pat Kelly

Frances Dee as Louise Adams

Mary Forbes as Mrs. Johnstone

Frances Moffett as Lou Hollings

Claire Dodd as Jane

Dorothy Stickney as Loretta

Alberta Vaughn as Violet (uncredited)

Geneva Mitchell as Maizie (uncredited)

Adrienne Ames as Bit (uncredited)

Edith Arnold as Verne (uncredited)

Mischa Auer as Elsie's Boyfriend (uncredited)

Sheila Bromley as Carrie (uncredited)

Marion Byron as Ellen (uncredited)

Leonard Carey as Boyd's Butler (uncredited)

Ruth Channing as Frieda (uncredited)

Marjorie Gateson as Modiste (uncredited)

Sue Gomes as Alice (uncredited)

Lisa Gora as Elsie (uncredited)

Gretta Gould as Miss Gray (uncredited)

Virginia Hammond as Mrs. Flora Adams (uncredited)

Claude King as Mr. Adams (uncredited)

Jane Mercer as Fannie (uncredited)

Stella Moore as Maude (uncredited)

Gay Sheridan as Winnie (uncredited)

Yvonne Howell as Baby (uncredited)

David Mir as Perfumer (uncredited)

Harold Minjir as Hotel Desk Clerk (uncredited)

Pat Cummings as Singer with Megaphone (uncredited)

Bill Elliott as Dance Extra / Lobby Extra (uncredited)

Jay Eaton as Dance Extra (uncredited)

Dennis O'Keefe as Dance Extra (uncredited)

Edmund Mortimer as Party Guest (uncredited)