Warner Baxter
Julian Marsh

Bebe Daniels
Dorothy Brock

George Brent
Pat Denning

Ruby Keeler
Peggy

Guy Kibbee
Abner Dillon

Una Merkel
Lorraine Fleming

Ginger Rogers
Ann

Ned Sparks
Barry

Dick Powell
Billy Lawler

Allen Jenkins
Mac Elroy

Edward Nugent
Terry

Robert McWade
Jones

George E. Stone
Andy Lee

Toby Wing
Partner in "Young & Healthy" Number (uncredited)

Louise Beavers
Pansy (uncredited)

Charles Lane
Playwright (uncredited)

Wallis Clark
Dr. Chadwick (uncredited)

Tom Kennedy
Slim Murphy (uncredited)

George Irving
Hotel Doctor (uncredited)

Jack La Rue
Thug (uncredited)

Henry B. Walthall
Stage Actor (uncredited)

Jayne Shadduck
Chorus Girl (uncredited)

Lyle Talbot
Geoffrey Warning (voice) (uncredited)

Dorothy Coonan Wellman
Chorus Girl (uncredited)

Dennis O'Keefe
Chorus Boy (uncredited)

Milton Kibbee
News Spreader (uncredited)