Joan Blondell

~ as ~

Mabel Anderson

Dick Powell

~ as ~

Jimmy Higgens

Ruby Keeler

~ as ~

Barbara Hemingway

Zasu Pitts

~ as ~

Matilda Hemingway

Guy Kibbee

~ as ~

Horace Hemingway

Hugh Herbert

~ as ~

Ezra Ounce

Arthur Vinton

~ as ~

Bulger

Phil Regan

~ as ~

Johnny Harris

Arthur Aylesworth

~ as ~

Train Conductor

Johnny Arthur

~ as ~

Billings