James Cagney as Dizzy Davies

Pat O'Brien as Jake L. Lee

June Travis as Tommy Thomas

Stuart Erwin as Texas Clarke

Barton MacLane as Al Stone

Henry Wadsworth as Tay Lawson

Isabel Jewell as Lou Clarke

Martha Tibbetts as Mary Miller Lee

Craig Reynolds as Joe Allen

Dick Purcell as Smiley (as Dick Purcell)

Carlyle Moore Jr. as Eddie Payson

Addison Richards as Fred Adams

Garry Owen as Mike Owens

Edward Gargan as Doc Wilson

Robert Light as Les Bogan