Carole Lombard

Hazel Flagg

Fredric March

Wallace "Wally" Cook

Charles Winninger

Dr. Enoch Downer

Walter Connolly

Oliver Stone

Sig Ruman

Dr. Emil Eggelhoffer (as Sig Rumann)

Frank Fay

Master of Ceremonies

Troy Brown Sr.

Ernest Walker (as Troy Brown)

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)

Hattie McDaniel

Mrs. Walker (uncredited)

Aileen Pringle

Mrs. Bullock (uncredited)

John Qualen

Fireman (uncredited)

Cyril Ring

Pilot (uncredited)

Monty Woolley

Dr. Oswald Vunch (uncredited)

Everett Brown

Policeman