- James Stewart Character (Tom Destry Jr.)
- Marlene Dietrich Character (Frenchy)
- Mischa Auer Character (Boris)
- Charles Winninger Character (Washington Dimsdale)
- Brian Donlevy Character (Kent)
- Allen Jenkins Character (Gyp Watson)
- Warren Hymer Character (Bugs Watson)
- Irene Hervey Character (Janice Tyndall)
- Una Merkel Character (Lily Belle)
- Billy Gilbert Character (Loupgerou)
- Samuel S. Hinds Character (Judge Slade)
- Jack Carson Character (Jack Tyndall)
- Tom Fadden Character (Lem Claggett)
- Virginia Brissac Character (Sophie Claggett)
- Edmund MacDonald Character (Rockwell (as Edmund Macdonald))
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