Alice Faye as Trudy Evans

John Payne as Johnny Cornell

Jack Oakie as Dan Daley

Lynn Bari as Bernice Croft

Laird Cregar as Sam Weaver

June Havoc as Beulah Clancy

Ward Bond as Sharkey

George Barbier as Col. Weatherby

Aubrey Mather as Douglas Dawson

John Archer as Ned Clark

Frank Orth as Lou, Bartender at Sharkey's

George Lloyd as Foghorn Ryan - Proprietor

Frank Darien as Missionary

Harry Hayden as Burkham

Eddie Dunn as Forman of Renovation Crew

Charles Cane as O'Riley, Policeman

Frank M. Thomas as Auctioneer

Kirby Grant as Specialty Singer

Mary Field as Ellie, Cockney Maid

Adele Jergens as Chorine (uncredited)

Joan Bayley as Dancer