 Kay FrancisJanet Steele | Janet Steele |
 William GarganAce Boreman | Ace Boreman |
 Victor JoryDoc | Doc |
 Maxie RosenbloomStuffy McInnes | Stuffy McInnes |
 Eddie Foy Jr.Denny Corson | Denny Corson |
 Sheila BromleyFrieda Boreman | Frieda Boreman |
 Eve ArdenKit Campbell | Kit Campbell |
| CCharles Anthony HughesBill Steele | Bill Steele |
| FFrankie BurkeJohnnie | Johnnie |
 Spencer ChartersFarmer | Farmer |
 Vera LewisFarmer's Wife | Farmer's Wife |
 William GouldPalmer | Palmer |
| GGordon HartAir Races Official | Air Races Official |
 Ila RhodesJoan | Joan |
 Rosella TownePhyllis | Phyllis |
| MMarian AldenAviatrix (uncredited) | Aviatrix (uncredited) |
| MMarie AstaireWoman (uncredited) | Woman (uncredited) |
 Richard BondSalesman (uncredited) | Salesman (uncredited) |
 Sidney BraceyRace Official / Spectator (uncredited) | Race Official / Spectator (uncredited) |
 Nat CarrSalesman (uncredited) | Salesman (uncredited) |
| AAllan CavanWichita Official (uncredited) | Wichita Official (uncredited) |
 Glen CavenderAirport Policeman / Mob Scene Extra (uncredited) | Airport Policeman / Mob Scene Extra (uncredited) |
| AAlice ConnorsAviatrix (uncredited) | Aviatrix (uncredited) |
| JJoe CunninghamTelegraph Office Attendant (uncredited) | Telegraph Office Attendant (uncredited) |
 Steve DarrellPhotographer (uncredited) | Photographer (uncredited) |
| LLucille De NeversWoman (uncredited) | Woman (uncredited) |
 Edgar EdwardsWichita Starter (uncredited) | Wichita Starter (uncredited) |
| HHudson FaucettAttendant (uncredited) | Attendant (uncredited) |
 Frank FaylenChuck - the Mechanic (uncredited) | Chuck - the Mechanic (uncredited) |
| IIris GabrielleAviatrix (uncredited) | Aviatrix (uncredited) |
