Katharine Hepburn as Susan Vance

Cary Grant as David Huxley

Charles Ruggles as Horace Applegate

Walter Catlett as Constable Slocum

Barry Fitzgerald as Aloysius Gogarty

May Robson as Elizabeth Random

Fritz Feld as Fritz Lehman

Leona Roberts as Hannah Gogarty

George Irving as Alexander Peabody

Tala Birell as Mrs. Lehman

Virginia Walker as Alice Swallow

John Kelly as Elmer

William Benedict as David's Caddy (uncredited)

Billy Bevan as Joe (uncredited)

Ward Bond as Motorcycle Cop (uncredited)

Jack Carson as Circus Roustabout (uncredited)

Judith Ford as Hatcheck Girl (uncredited)

Edward Gargan as Zoo Official (uncredited)

Paul Guilfoyle as (uncredited)

Karl 'Karchy' Kosiczky as Midget (uncredited)

Skippy as George (uncredited)

Jack Gardner as Delivery Man (uncredited)

Herschel Graham as Waiter (uncredited)