William Powell as Clay Dalzell

Ginger Rogers as Donna Mantin

Paul Kelly as Jim Kinland

Gene Lockhart as Horatio Swayne

Ralph Morgan as Roger Classon

Leslie Fenton as Tim Winthrop

J. Farrell MacDonald as Inspector Doremus

Russell Hopton as Tommy Tennant

Vivien Oakland as Jerry Classon

Robert Emmett O'Connor as Police Sergeant Cleary

George Chandler as Witness (uncredited)

Spencer Charters as Hotel Doorman (uncredited)

Billy Dooley as Bartender (uncredited)

Bess Flowers as Mary Smith (uncredited)

Frank Reicher as Abe Ohlman (uncredited)

Libby Taylor as Matilda, Mary Smith's Maid (uncredited)