Mae West as Tira

Cary Grant as Jack Clayton

Gregory Ratoff as Benny Pinkowitz

Edward Arnold as Big Bill Barton

Ralf Harolde as Slick Wiley

Kent Taylor as Kirk Lawrence

Gertrude Michael as Alicia Hatton

Russell Hopton as 'Flea' Madigan

Dorothy Peterson as Thelma

William B. Davidson as Ernest Brown

Gertrude Howard as Beulah Thorndyke

Libby Taylor as Tira's Maid

Walter Walker as Judge (uncredited)

Irving Pichel as Clayton's Attorney (uncredited)

Nat Pendleton as Harry (uncredited)

Hattie McDaniel as Manicurist (uncredited)

Nigel De Brulier as Rajah the Fortune Teller (uncredited)

Ray Cooke as Sailor at Circus (uncredited)

Larry Steers as Lawyer at Courtroom Defense Table (uncredited)

Bobby Barber as Man in Crowd (uncredited)

Eddie Borden as Carnival Sideshow Spectator (uncredited)

George Bruggeman as Omnes (uncredited)

Morrie Cohan as Barton's Chauffeur (uncredited)

Monte Collins as Sailor at Circus (uncredited)

Nell Craig as Mrs. Bond (uncredited)

Mahlon Hamilton as Sideshow Spectator (uncredited)

Edward Hearn as Court Clerk (uncredited)

Lew Kelly as Joe - Animal Keeper (uncredited)

Carl M. Leviness as Courtroom Spectator (uncredited)

Tom London as Sideshow Spectator (uncredited)

Robert McKenzie as Man at Rooming House (uncredited)

Edmund Mortimer as Courtroom Spectator (uncredited)

Dennis O'Keefe as Courtroom Reporter (uncredited)

Jack Pennick as Carny on Spotlight (uncredited)

Lee Phelps as Sideshow Spectator (uncredited)

Ronald R. Rondell as Courtroom Spectator (uncredited)

Laura Treadwell as Mrs. Fletcher (uncredited)

Duke York as Sideshow Spectator (uncredited)