Carole Lombard
Hazel Flagg

Fredric March
Wallace "Wally" Cook

Charles Winninger
Dr. Enoch Downer

Walter Connolly
Oliver Stone

Sig Ruman
Dr. Emil Eggelhoffer

Frank Fay
Master of Ceremonies

Maxie Rosenbloom
Max Levinsky

Margaret Hamilton
Warsaw, Vermont Drugstore Lady

Olin Howland
Baggage Man

Billy Barty
Boy Biting Wally's Ankle (uncredited)

Nora Cecil
Schoolteacher (uncredited)

George Chandler
Photographer (uncredited)

Ann Doran
Telephone Girl (uncredited)

Claire Du Brey
Nurse Rafferty (uncredited)

Emily Fitzroy
Guest at Banquet (uncredited)

Bess Flowers
Nightclub Extra (uncredited)

Tenen Holtz
Tearful Waiter (uncredited)

Hedda Hopper
Dowager on Ship (uncredited)

Leonid Kinskey
Ferdinand Roassare - Poet (uncredited)

Charles Lane
Rubenstein (uncredited)

Edwin Maxwell
Mr. Bullock (uncredited)

Aileen Pringle
Mrs. Bullock (uncredited)

John Qualen
Fireman (uncredited)

Cyril Ring
Pilot (uncredited)

Monty Woolley
Dr. Oswald Vunch (uncredited)

Hattie McDaniel
Mrs. Walker (uncredited)