Eleanor Powell

Miss Dorothy 'Dot' March

Robert Young

Brooks Mason / George Smith

George Burns

Joe Duffy

Gracie Allen

Millicent 'Millie' De Grasse

Rita Johnson

Cecelia Grayson

Clarence Kolb

Mr. Horace Grayson

Cliff Clark

First Detective

Edward Gargan

Second Detective

Eddie 'Rochester' Anderson

Washington

Ruth Hussey

Eve

Edgar Dearing

Jailer

Bess Flowers

Grayson's Party Guest (uncredited)

Russell Hicks

Mr. Clifford Jones (uncredited)

Tom Neal

Ambulance Intern (uncredited)

Roy Atwell

Bearded Man on Ship (uncredited)

Edward LeSaint

Minister (uncredited)

James Millican

Lifeguard on Ship (uncredited)

Alberto Morin

Clerk (uncredited)

Bert Roach

Grayson's Party Guest (uncredited)

Phillip Terry

Nightclub Bandleader (uncredited)