Mae Murray as Sally O'Hara - The Merry Widow

John Gilbert as Prince Danilo Petrovich

Roy D'Arcy as Crown Prince Mirko

Josephine Crowell as Queen Milena

George Fawcett as King Nikita

Tully Marshall as Baron Sadoja

Edward Connelly as Ambassador

Joan Crawford as Ballroom Dancer (uncredited)

Sidney Bracey as Danilo's Footman (uncredited)

Albert Conti as Danilo's Adjutant (uncredited)

Xavier Cugat as Orchestra Leader (uncredited)

Dale Fuller as Sadoja's Chambermaid (uncredited)

Jacqueline Gadsden as Madonna (uncredited)

George Nichols as Doorkeeper (uncredited)

Zalla Zarana as Frenchie Christine (uncredited)

Clark Gable as