Gary Cooper as Professor Bertram Potts

Barbara Stanwyck as Sugarpuss O’Shea

Oskar Homolka as Prof. Gurkakoff

Henry Travers as Prof. Jerome

S.Z. Sakall as Prof. Magenbruch

Tully Marshall as Prof. Robinson

Leonid Kinskey as Prof. Quintana

Richard Haydn as Prof. Oddly

Aubrey Mather as Prof. Peagram

Allen Jenkins as Garbage Man

Dana Andrews as Joe Lilac

Dan Duryea as Duke Pastrami

Ralph Peters as Asthma Anderson

Kathleen Howard as Miss Bragg

Charles Lane as Larsen

Charles Arnt as McNeary

Elisha Cook Jr. as Waiter

Mary Field as Miss Totten

Alan Rhein as 'Horseface'

Eddie Foster as Pinstripe

Aldrich Bowker as Justice of the Peace

Addison Richards as District Attorney

Kenneth Howell as College Boy

Tim Ryan as Motor Policeman

Gene Krupa as Himself — Orchestra Leader

Pat West as Bum

Tommy Ryan as Newsboy

Will Lee as “Benny — the Creep”

George Barton as Garbage Man (uncredited)

Doria Caron as Girl in Subway (uncredited)

Ken Christy as Cop with Ms. Bragg (uncredited)

Eddy Chandler as Cop on Garbage Truck (uncredited)

Edward Clark as Motor Court Proprietor (uncredited)

Pat Flaherty as Deputy (uncredited)

Otto Hoffman as Stage Doorman (uncredited)

Ethelreda Leopold as Nursemaid at Park (uncredited)

Lorraine Miller as Girl in Café (uncredited)

Ruth Clifford as Chorus Girl (uncredited)

Yvonne Duval as Chorus Girl (uncredited)

Joyce Matthews as Chorus Girl (uncredited)

Patsy Moran as Chorus Girl (uncredited)

Mildred Morris as Chorus Girl (uncredited)

Edward Mundy as Spieler (uncredited)

Gerald Pierce as Delivery Boy (uncredited)

Lynne Roberts as Veiled Woman in Gene Krupa’s Audience (uncredited)

Francis Sayles as Taxi Driver (uncredited)

Helen Seamon as College Girl (uncredited)

George Sherwood as Deputy (uncredited)

Walter Shumway as Garbage Man (uncredited)

Bert Stevens as Nightclub Patron (uncredited)

Russell Wade as Nightclub Patron (uncredited)

Chalky Williams as Cop (uncredited)

Martha Tilton as Sugarpuss O'Shea (singing voice) (uncredited)

John Alban as Baseball Game Spectator (uncredited)

Tex Brodus as Passerby (uncredited)

Chet De Vito as Tollkeeper (uncredited)

Roy Eldridge as Trumpeter (uncredited)

Geraldine Fissette as Hula Dancer (uncredited)

Laura Gile as Date of Prof. Bertram Potts (uncredited)

George Golden as Nightclub Patron (uncredited)

Catherine Henderson as College Girl (uncredited)

June Horne as Nursemaid at Park (uncredited)

Merrillee Lannon as Girl in Subway (uncredited)

Jean MacMurray as Chorus Girl (uncredited)

Hal McIntyre as Saxaphonist (uncredited)

Mike Morelli as Pool Hall Patron (uncredited)

William H. O'Brien as Baseball Game Spectator (uncredited)

Jack Perry as Pool Hall Patron (uncredited)