Bing Crosby as Eddie Bronson

Jack Oakie as Benny Day

Richard 'Skeets' Gallagher as Johnny Dixon

Harry Green as Max Merlin

Judith Allen as Ruth Brown

Lilyan Tashman as Lucille Watkins

Ned Sparks as Lem Spawn

Kitty Kelly as Patsy Dugan

Grace Bradley as Verne La Mond

Evelyn Oakie as Mrs. Day

Henry Armetta as Mr. Gallotti

Billy Bevan as Stage Director

Anna Demetrio as Mrs. Gallotti

Shirley Grey as Lilyan

Lona Andre as Show Girl

Hobart Cavanaugh as Piano Tuner

Sammy Cohen as Dance Director

George Corcoran as Baggage Man

Dorothy Dayton as Dancer

Dell Henderson as Small Town Theatre Manager

Dennis O'Keefe as Cafe Patron

Jack Raymond as Louie

Cyril Ring as Stage Manager

Oscar Smith as Oscar - Eddie's Valet

Dorothy White as Dancer