 Lily PonsAnnette Monard | Annette Monard |
 Henry FondaJohnny Street | Johnny Street |
 Eric BloreRoger Briggs | Roger Briggs |
 Osgood PerkinsPaul Darcy | Paul Darcy |
 Lucien LittlefieldHubert Dilley | Hubert Dilley |
 Lucille BallGwendolyn Dilley | Gwendolyn Dilley |
 Mischa AuerDarcy's Pianist | Darcy's Pianist |
 Paul PorcasiUncle Tito | Uncle Tito |
 Scotty BeckettBoy on Carousel | Boy on Carousel |
 Billy GilbertCook at Cafe (uncredited) | Cook at Cafe (uncredited) |
 Ferdinand GottschalkSnobbish Critic (uncredited) | Snobbish Critic (uncredited) |
 Clarence WilsonThe Lawyer (uncredited) | The Lawyer (uncredited) |
 Richard CarleSnobbish Critic (uncredited) | Snobbish Critic (uncredited) |
 Gino CorradoWaiter in Cafe (uncredited) | Waiter in Cafe (uncredited) |
 Oscar ApfelCafe Owner (uncredited) | Cafe Owner (uncredited) |
| EElise CavannaDarcy's Secretary (uncredited) | Darcy's Secretary (uncredited) |
| JJames ConatyAudience Extra (uncredited) | Audience Extra (uncredited) |
 Esther DaleMrs. Dilley (uncredited) | Mrs. Dilley (uncredited) |
 Kirby GrantViolinist (uncredited) | Violinist (uncredited) |
| AAl HaskellWagon Driver (uncredited) | Wagon Driver (uncredited) |
| PPaul IrvingFlat Tuba Player (uncredited) | Flat Tuba Player (uncredited) |
 DeWitt JenningsMan Yelling for Food (uncredited) | Man Yelling for Food (uncredited) |
 Maxine JenningsSixth Girl in 'I Dream Too Much' Number (uncredited) | Sixth Girl in 'I Dream Too Much' Number (uncredited) |
 Ferdinand MunierCarousel Owner (uncredited) | Carousel Owner (uncredited) |
 Wedgwood NowellGuest at Party (uncredited) | Guest at Party (uncredited) |
 Russ PowellCarousel Operator (uncredited) | Carousel Operator (uncredited) |
| JJune StoryGirl in 'I Dream Too Much' Number (uncredited) | Girl in 'I Dream Too Much' Number (uncredited) |
