Bob Hope as Pippo Popolino

Joan Fontaine as Francesca Bruni

Audrey Dalton as Elena Di Gambetta

Basil Rathbone as Lucio / Narrator

Hugh Marlowe as Stefano Di Gambetta

Arnold Moss as The Doge

John Carradine as Foressi

John Hoyt as Maggiorin

Hope Emerson as Duchess of Castelbello

Robert Hutton as Raphael, Duc of Castelbello

Lon Chaney Jr. as Emo, the Murderer

Raymond Burr as Bragadin

Frieda Inescort as Signora Di Gambetta

Frank Puglia as Carabaccio

Paul Cavanagh as Signor Alberto Di Gambetta

Romo Vincent as Giovanni

Henry Brandon as Capt. Rugello

Natalie Schafer as Signora Foressi

Douglas Fowley as Second Prisoner

Nestor Paiva as Gnocchi

Lucien Littlefield as First Prisoner

Oliver Blake as Amadeo (uncredited)

Gino Corrado as Ambassador (uncredited)

John Doucette as Mounted Guard (uncredited)

Kathryn Grant as Girl on Bridge (uncredited)

Joe Gray as Court Guard (uncredited)

Chuck Hicks as Assistant Headsman (uncredited)

Vincent Price as Casanova

Anthony Warde as (uncredited)

Primo Carnera as Corfa

Bess Flowers as Marquesa

Skelton Knaggs as Little Man

Marla English as Girl In Gondola