George Raft as Johnny Angel

Claire Trevor as Lilah 'Lily' Gustafson

Signe Hasso as Paulette Girard

Lowell Gilmore as Sam Jewell

Hoagy Carmichael as Celestial O'Brien

Marvin Miller as George 'Gusty' Gustafson

Margaret Wycherly as Miss Drumm

J. Farrell MacDonald as Capt. Angel

Mack Gray as Mack, the Bartender

Ernie Adams as Leslie, the Steward (uncredited)

Robert Andersen as Reporter (uncredited)

Virginia Belmont as Cigarette Girl (uncredited)

Barbara Blair as Blond (uncredited)

Don Brodie as Harbor Master's Aide on the 'Putnam' (uncredited)

Ann Codee as Charwoman (uncredited)

James Conaty as Harbor Board Member (uncredited)

Aina Constant as Secretary (uncredited)

Marc Cramer as Officer (uncredited)

Kernan Cripps as Official (uncredited)

Wade Crosby as Dock Watchman (uncredited)

Marcel De La Brosse as French Civilian (uncredited)

Edgar Dearing as Jim, a Cop (uncredited)

James Flavin as Flavin, Mate of the Quincy (uncredited)

Sam Flint as Barnes, Theatre Manager (uncredited)

John Hamilton as Harbor Master (uncredited)

Eddie Hart as Seedy Sailor (uncredited)

Alf Haugan as Sailor (uncredited)

Leyland Hodgson as Paul Jewell (uncredited)

Russell Hopton as Reporter (uncredited)

John Indrisano as Joe, Bouncer at Cafe LaRue (uncredited)

Carl Kent as Reporter (uncredited)

Rosemary La Planche as Hatcheck Girl (uncredited)

Perc Launders as Official (uncredited)

Eddie Lewis as Black Boy (uncredited)

Jack Low as Bar Patron (uncredited)

George Magrill as Man (uncredited)

Pat McKee as Barfly (uncredited)

Louis Mercier as Cigar Maker (uncredited)

Philip Morris as Joe, a Cop (uncredited)

Al Murphy as Ship's Lookout (uncredited)

William J. O'Brien as Bartender (uncredited)

Jimmy O'Gatty as Sailor (uncredited)

Jack Overman as Biggsy, Sam's Henchman (uncredited)

Jack Perrin as Waiter (uncredited)

Theodore Rand as Headwaiter (uncredited)

Joey Ray as 3rd Mate (uncredited)

Al Rhein as Checker (uncredited)

Jason Robards Sr. as Officer (uncredited)

O.M. Steiger as Frenchman (uncredited)

Charles Sullivan as Sailor (uncredited)

Sailor Vincent as Crewman (uncredited)

Bryant Washburn as Reporter (uncredited)

Bill Williams as Big Sailor (uncredited)

Chili Williams as Redhead (uncredited)