Ginger Rogers as Lela / Marie Morgan

Lyle Talbot as Phil Winston

J. Farrell MacDonald as Captain Ryan

Paul Hurst as Detective Grump

Erville Alderson as John Adams

Ethel Wales as Jane Thornton

James Eagles as Bud Morgan

Crauford Kent as Dr. Sherwood

Eddie Phillips as Thor Jensen

Frances Rich as Marjorie Thornton

Phillips Smalley as Dick Thornton

Robert Klein as John Barksdale (uncredited)

Tiny Sandford as Mike (uncredited)

Harry Tenbrook as Cabby (uncredited)

Bobby Burns as Photographer (uncredited)

Adrienne Dore as Winston's Date (Uncredited)

Tom London as Detective Carter (Uncredited)

William B. Davidson as Police Captain Brown (uncredited)

Henry Hall as Police Sergeant Jailer (uncredited)

Lynton Brent as Prisoner (uncredited)

Kit Guard as Prisoner (uncredited)

Allan Cavan as Wayne Seymour (uncredited)

John Ince as John Morgan (uncredited)

Al Bridge as Policeman (uncredited)

Dick Rush as Policeman (uncredited)

Isabel La Mal as Marie's Mother (uncredited)

Charles Meecham as Marie's Father (Uncredited)