 Ginger RogersFrancey | Francey |
 James StewartPeter | Peter |
 James EllisonKeith | Keith |
 Beulah BondiMrs. Morgan | Mrs. Morgan |
 Charles CoburnMr. Morgan | Mr. Morgan |
 Frances MercerHelen | Helen |
 Phyllis KennedyJenny | Jenny |
 Franklin PangbornApartment Manager | Apartment Manager |
 Grady SuttonCulpepper | Culpepper |
 Jack CarsonWaiter Captain | Waiter Captain |
 Alec CraigJoseph | Joseph |
 Willie BestPorter | Porter |
 Spencer ChartersHusband Shaving on Train (uncredited) | Husband Shaving on Train (uncredited) |
 Phyllis Fraser(uncredited) | (uncredited) |
 Lloyd IngrahamMr. Noble (uncredited) | Mr. Noble (uncredited) |
 Franklyn FarnumTrain Conductor #2 (uncredited) | Train Conductor #2 (uncredited) |
 Kenner G. KempMan in Train Corridor (uncredited) | Man in Train Corridor (uncredited) |
 Bert MoorhouseNightclub Patron (uncredited) | Nightclub Patron (uncredited) |
 Kay SuttonWoman Exiting Train at Old Sharon (uncredited) | Woman Exiting Train at Old Sharon (uncredited) |
 Bobby BarberItalian Waiter at Nightclub (uncredited) | Italian Waiter at Nightclub (uncredited) |
 Lee BennettStudent (uncredited) | Student (uncredited) |
 Maude EburneWife of Man Shaving on Train (uncredited) | Wife of Man Shaving on Train (uncredited) |
 Hattie McDanielHattie (uncredited) | Hattie (uncredited) |
 Dorothy MooreHat-Check Girl (uncredited) | Hat-Check Girl (uncredited) |
| RRalph BrooksNightclub Patron (uncredited) | Nightclub Patron (uncredited) |
| EEugene BurrSpectator (uncredited) | Spectator (uncredited) |
| HHarry Campbell(uncredited) | (uncredited) |
 Virginia DavisYoung Woman (uncredited) | Young Woman (uncredited) |
| WWally DeanFaculty Member (uncredited) | Faculty Member (uncredited) |
| JJane EberlingGirl on Bus (uncredited) | Girl on Bus (uncredited) |
