 Jeanette MacDonaldSarah Millick | Sarah Millick |
 Nelson EddyCarl Linden | Carl Linden |
 George SandersBaron Von Tranisch | Baron Von Tranisch |
 Ian HunterLord Shayne | Lord Shayne |
 Felix BressartMax | Max |
 Edward AshleyHarry Daventry | Harry Daventry |
 Lynne CarverDolly | Dolly |
 Diana LewisJane | Jane |
 Curt BoisErnst | Ernst |
 Fay HoldenMrs. Millick | Mrs. Millick |
 Sig RumanHerr Schlick | Herr Schlick |
 Janet BeecherLady Daventry | Lady Daventry |
 Charles JudelsHerr Wyler | Herr Wyler |
 Veda Ann BorgManon | Manon |
 Herman BingMarket Keeper | Market Keeper |
 Greta MeyerMama Luden | Mama Luden |
 King BaggotCafe Patron (uncredited) | Cafe Patron (uncredited) |
 Max BarwynBartender (uncredited) | Bartender (uncredited) |
| AArt Berry Sr.Cabbie (uncredited) | Cabbie (uncredited) |
| MMargaret BertWoman on Stairs (uncredited) | Woman on Stairs (uncredited) |
 Paul E. BurnsLathered Man (uncredited) | Lathered Man (uncredited) |
 George CalligaCafe Patron (uncredited) | Cafe Patron (uncredited) |
 Colin CampbellSir Arthur Feuchurch (uncredited) | Sir Arthur Feuchurch (uncredited) |
| JJames CarlisleCafe Patron (uncredited) | Cafe Patron (uncredited) |
 Jack ChefeWaiter (uncredited) | Waiter (uncredited) |
 Davison ClarkCasino Attendant (uncredited) | Casino Attendant (uncredited) |
 Hans ConriedRudolph - Man at Mama Luden's (uncredited) | Rudolph - Man at Mama Luden's (uncredited) |
 Jeff CoreySecond Man on Stairs (uncredited) | Second Man on Stairs (uncredited) |
 Gino CorradoWaiter (uncredited) | Waiter (uncredited) |
 Jean De BriacCroupier (uncredited) | Croupier (uncredited) |
