 Fredric MarchJerry H. Young | Jerry H. Young |
 Cary GrantHenry Crocker | Henry Crocker |
 Jack OakieMike 'Slug' Richards | Mike 'Slug' Richards |
 Carole LombardThe Beautiful Lady | The Beautiful Lady |
 Guy StandingMajor Dunham | Major Dunham |
 Forrester HarveyHogan | Hogan |
 Kenneth HowellLt. John Stevens | Lt. John Stevens |
 Leyland HodgsonLt. Kingsford | Lt. Kingsford |
 Virginia HammondLady Erskine | Lady Erskine |
 Douglas ScottTommy Erskine | Tommy Erskine |
 Robert SeiterArnold Voss | Arnold Voss |
 Adrienne D'AmbricourtFifi 'Fanny' | Fifi 'Fanny' |
 Ted BillingsCockney Soldier (uncredited) | Cockney Soldier (uncredited) |
 Lane ChandlerFlier (uncredited) | Flier (uncredited) |
| PPaul CremonesiFrench General (uncredited) | French General (uncredited) |
 Olaf HyttenStory-Telling Officer at Party (uncredited) | Story-Telling Officer at Party (uncredited) |
| JJacques Jou-JervilleFrench General's Aide (uncredited) | French General's Aide (uncredited) |
 Crauford KentGeneral (uncredited) | General (uncredited) |
 Mary MacLarenParty Guest (uncredited) | Party Guest (uncredited) |
 Dennis O'KeefeFlier (uncredited) | Flier (uncredited) |
 Ronald R. RondellFlier (uncredited) | Flier (uncredited) |
| RRussell ScottFlight Sergeant (uncredited) | Flight Sergeant (uncredited) |
 Yorke SherwoodTaxi Driver (uncredited) | Taxi Driver (uncredited) |
 Ellinor VanderveerParty Guest (uncredited) | Party Guest (uncredited) |
