Veronica Lake as Teddy Collins

Sonny Tufts as Phil North

Eddie Bracken as J. Newport Bates

Marjorie Reynolds as Sue Thomas

Johnny Coy as Benny Lowe

Peter Whitney as Swede

Alan Mowbray as August

Grant Mitchell as Ralph Neely

Porter Hall as Dr. Efrington

Thurston Hall as Rutledge

Lloyd Corrigan as Beaster

Sig Arno as Joseph

Joan Woodbury as Gloria

Andrew Tombes as Dr. Spender

Frank Faylen as Sailor

Huntz Hall as Sailor

William Moss as Sailor

Norma Varden as Martha Neely

Spike Jones as Himself

June Foray as Parrot (voice)

Walter Baldwin as Henry (uncredited)

Marietta Canty as Ida (uncredited)

Jimmy Conlin as Justice of the Peace (uncredited)

Yvonne De Carlo as Hat check girl (uncredited)

Noel Neill as Cigarette Girl (uncredited)

Dave Willock as Sailor (uncredited)