Deanna Durbin

Pamela Drake

Kay Francis

Georgia Drake

Walter Pidgeon

John Arlen

Eugene Pallette

Gov. Allen

S.Z. Sakall

Carl Ober

Samuel S. Hinds

Sidney Simpson

Henry Stephenson

Capt. Andrew

Cecilia Loftus

Sara Frankenstein

Lewis Howard

Fred 'Freddie' Miller

Fritz Feld

Oscar, the Headwaiter

Virginia Brissac

Miss Holden

Romaine Callender

Evans

Joe King

First Mate Kelly

Charles Lane

Mr. Horner (uncredited)

Anne Gwynne

Society Girl (uncredited)

Fay McKenzie

Young Girl (uncredited)

Eddie Polo

Quarter Master

Eddie Acuff

Ship's Steward (uncredited)

John Arledge

Newcomer on Ship (uncredited)

Leon Belasco

Captain of Waiters (uncredited)

John Daheim

Sleepy-Eyed Man (uncredited)

Anna Demetrio

Gertie - the Cook (uncredited)

Kenner G. Kemp

Party Extra (uncredited)

Louis Natheaux

Party Guest at Buffet Table (uncredited)

David Oliver

Officer (uncredited)

Phyllis Ruth

Young Girl (uncredited)

Landers Stevens

Business Executive in Arlen's Office (uncredited)

Suzanne Ridgway

Party Extra (uncredited)

Mary Kelley

Governor's Wife

Harry Owens

Royal Hawaiians Orchestra Leader

Mark Anthony

Officer (uncredited)

Linda Deane

Young Girl (uncredited)

Virginia Engels

Young Girl (uncredited)

Jennifer Gray

Cable Office Girl (uncredited)

Eddie Lee

Rookie - Captain Andrew's Servant (uncredited)

Randy Oness

Singer in Harry Owens and His Royal Hawaiians (uncredited)

William Ruhl

Ship's Officer (uncredited)

Mary Shannon

Wardrobe Mistress (uncredited)