William Powell

Baron Stephan Wolensky

Luise Rainer

Countess Olga Mironova

Robert Young

Grand Duke Peter

Maureen O'Sullivan

Maria Orlich

Frank Morgan

Colonel Baron Suroff

Henry Stephenson

Prince Johann

Douglass Dumbrille

Mr. Korum, a Conspirator

Charles Waldron

Dr. Malchor, a Conspirator

Ian Wolfe

Leon, a Conspirator

Barnett Parker

Albert, Stephan's Butler

Frank Reicher

Pavloff

Bert Roach

Hotel Clerk

Paul Porcasi

Santuzzi

E. E. Clive

Auctioneer

Emma Dunn

Anna - Olga's Housekeeper

Frank Conroy

Col. Radoff

George Davis

Waiter (uncredited)

Carole Landis

Bidder (uncredited)

Theodore von Eltz

Adjutant to Prince Johann (uncredited)

Russ Powell

Coachman (uncredited)

Torben Meyer

Train Announcer (uncredited)

Alphonse Martell

Marcel Garnier (uncredited)

Franklyn Farnum

Bidder (uncredited)

Olaf Hytten

Conspirator (uncredited)

Roland Varno

Czar's Officer (uncredited)

Dorothea Wolbert

Bidder (uncredited)

Philo McCullough

Conspirator (uncredited)

Jules Cowles

Bidder (uncredited)

King Baggot

Customs Official (uncredited)

Sidney Bracey

Maria's Footman (uncredited)