Deanna Durbin as Nikki Collins / Margo Martin

Ralph Bellamy as Jonathan Waring

David Bruce as Wayne Morgan

George Coulouris as Mr. Saunders, Circus Club Manager

Allen Jenkins as Danny (Waring chauffeur)

Dan Duryea as Arnold Waring

Edward Everett Horton as Mr. Haskell

Patricia Morison as Joyce Willams, Morgan's Girl

Maria Palmer as Margo Martin, Circus Club Singer

Elizabeth Patterson as Aunt Charlotte Waring

Samuel S. Hinds as Mr. Wiggam, Waring Lawyer

William Frawley as Desk Sgt. Brennan

Jacqueline deWit as Miss Fletcher, Morgan's Secretary

Lash LaRue as Circus Club Waiter / Henchman

Jane Adams as Circus Club Photographer

Thurston Hall as Josiah Waring

Ben Carter as Maxwell

Mabel Forrest as Wife

Barbara Bates as Hat Check Girl

Chester Clute as Train Conductor (uncredited)

Joseph Crehan as Train passenger (uncredited)

Fred Aldrich as

Ernest Anderson as

Carl Andre as

Bobby Barber as

Eddie Bartell as

Eddie Bruce as

Charles Cane as

James Carlisle as

Nora Cecil as

George Chandler as

André Charlot as

Martin Cichy as

Tom Coleman as

Oliver Cross as

Charles Dechamps as

Jack Deery as

Robert Dudley as

Tom Dugan as

Eddie Dunn as

Jay Eaton as

Sarah Edwards as

Harry Evans as

Franklyn Farnum as

Carl Faulkner as

Al Ferguson as

Clyde Fillmore as

Sam Finn as

Mary Forbes as

George Golden as

Ethyl May Halls as

Sam Harris as

Dick Hirbe as

Stuart Holmes as

Jack W. Johnston as

Philip Kieffer as

Mike Lally as

Perc Launders as

Ethelreda Leopold as

George J. Lewis as

George Lloyd as

Lock Martin as

Sam McDaniel as

Matt McHugh as

Bert Moorhouse as

William H. O'Brien as

Frank O'Connor as

Kathleen O'Malley as

Ralph Peters as

Rose Plumer as

Albert Pollet as

Karen Randle as

Bob Reeves as

Addison Richards as

Cyril Ring as

Bert Roach as

Jeffrey Sayre as

Charles Sherlock as

Brick Sullivan as

Jean Trent as

Leo White as

Eric Wilton as

Florence Wix as