Irene Dunne as Helen Hudson

Robert Taylor as Dr. Robert Merrick

Charles Butterworth as Tommy Masterson

Betty Furness as Joyce Hudson

Sara Haden as Mrs. Nancy Ashford

Ralph Morgan as Randolph

Henry Armetta as Tony

Gilbert Emery as Doctor Ramsay

Arthur Treacher as Horace

Beryl Mercer as Mrs. Eden

Alyce Ardell as Elise, Helen's Maid

Theodore von Eltz as Dr. Preston

Sidney Bracey as Butler

Arthur Hoyt as Perry

Cora Sue Collins as Ruth, the Child in the Park

George Davis as Taxi Driver (uncredited)

Charles Coleman as Simpson

Frank Reicher as Dr. Rochard

Purnell Pratt as Hastings, Merrick's Attorney