Joan Bennett as Monica 'Rusty' Fleming

Cary Grant as Charlie Mason

George Bancroft as Pete Stagg

Conrad Nagel as Roger Dodacker

Gene Lockhart as Archduke Gustav Ernest

William Demarest as 'Smiles' Benson

Inez Courtney as Mary Lawson

Edward Brophy as Squinty

Purnell Pratt as Howard Van Dorn

Lois Wilson as Laura Dodacker

George Davis as Cafe Waiter (uncredited)

Mary Forbes as Mrs. Dodacker

Douglas Wood as Willett

George Meeker as Gordon Blaker

John Henry Allen as Jonathan

Clarence Wilson as Simmons

Charles Middleton as Turnbull

George Offerman, Jr. as

Charles Arnt as

Eddie Borden as

Harry C. Bradley as

Jack Cheatham as

Heinie Conklin as

Frank Darien as

George Davis as

Hal K. Dawson as

Billy Engle as

Estelle Etterre as

Eddie Fetherston as

Allen Fox as

Chuck Hamilton as

Ray Hanson as

Harry Hayden as

Elwyn Hoffman as

Otto Hoffman as

Walter Long as

Charles McAvoy as

Ralph McCullough as

Charles Meakin as

Torben Meyer as

Rex Moore as

Frances Morris as

Jack Mulhall as

Dagmar Oakland as

Bradley Page as

Eddie Phillips as

Richard Powell as

Russ Powell as

Cyril Ring as

Marshall Ruth as

Charles Sherlock as

Ernest Shields as

Lee Shumway as

Charles Sullivan as

Ted Thompson as

Harry Tyler as

Charles Williams as