James Stewart

Gilbert Young

Judy Garland

Susan Gallagher

Hedy Lamarr

Sandra Kolter

Lana Turner

Sheila Regan

Tony Martin

Frank Merton

Jackie Cooper

Jerry Regan

Ian Hunter

Geoffrey Collis

Charles Winninger

'Pop' Gallagher

Edward Everett Horton

Noble Sage

Philip Dorn

Franz Kolter

Paul Kelly

John Slayton

Eve Arden

Patsy Dixon

Dan Dailey

Jimmy Walters

Al Shean

Al

Fay Holden

Mrs. Regan

Felix Bressart

Mischa

Rose Hobart

Mrs. Merton

Bernard Nedell

Nick Capalini

Ed McNamara

Mr. Regan

Mae Busch

Jenny

Renie Riano

Annie

Josephine Whittell

Perkins

Sergio Orta

Native Dancer

John Alban

Restaurant Patron (uncredited)

Jimmy Ames

Man with Wife in Front Row (uncredited)

Roscoe Ates

Janitor Changing Pictures (uncredited)

King Baggot

Man in Audience (uncredited)

Joan Barclay

Actress in Slayton's Office (uncredited)

Harriet Bennett

Ziegfeld Girl (uncredited)

Nina Bissell

Ziegfeld Girl (uncredited)

Tex Brodus

Chorus Boy (uncredited)

Leslie Brooks

Ziegfeld Girl (uncredited)

Georgia Carroll

Ziegfeld Girl (uncredited)

Joyce Compton

Miss Sawyer (uncredited)

James Conaty

Man in Audience (uncredited)

Virginia Cruzon

Ziegfeld Girl (uncredited)

Frances Curry

Maid (uncredited)

Patricia Dane

Ziegfeld Girl (uncredited)

Bill Days

Singer in Whispering Number (uncredited)

Myrna Dell

Ziegfeld Girl (uncredited)

Antonio 'el Bailarín'

Specialty Dancer (uncredited)

James Flavin

Buck (uncredited)

Bess Flowers

Palm Beach Casino Patron (uncredited)

Frances Gladwin

Ziegfeld Girl (uncredited)

Reed Hadley

Geoffrey's Friend in Audience (uncredited)

Beatrice Hagen

Ziegfeld Girl (uncredited)

Eddie Hall

Stagehand Calling for Mr. Kolter (uncredited)

Al Hill

Truck Driver (uncredited)

Shep Houghton

Chorus Boy (uncredited)

Dorothy Hoyle

Singer in Ziegfeld Girls Number (uncredited)

Claire James

Ziegfeld Girl (uncredited)

Armand Kaliz

Pierre (uncredited)

Alva Kellogg

Soloist in Minnie from Trinidad Number (uncredited)

Colin Kenny

Croupier (uncredited)

Donald Kirke

Playboy Dating Sheila (uncredited)

Louise La Planche

Ziegfeld Girl (uncredited)

Lois Lindsay

Dancer (uncredited)

George Lloyd

George (uncredited)

Tom Mahoney

Jailer (uncredited)

Madeline Martin

Ziegfeld Girl (uncredited)

Vivian Mason

Ziegfeld Girl (uncredited)

Bert Moorhouse

Palm Beach Casino Patron (uncredited)

Philip Morris

Truck Driver (uncredited)

George Noisom

Call Boy (uncredited)

Barry Norton

Palm Beach Casino Patron (uncredited)

Anne O'Neal

Lady in Elevator (uncredited)

Rose Paidar

Singer in Ziegfeld Girls Number (uncredited)

Helen Patterson

Singer in Ziegfeld Girls Number (uncredited)

Ginger Pearson

Salesgirl (uncredited)

Rebel Randall

Ziegfeld Girl (uncredited)

John Rarig

Singer in Whispering Number (uncredited)

Virginia Rees

Singer in Ziegfeld Girls Number (uncredited)

Rosario

Specialty Dancer (uncredited)

Fred Santley

Floor Manager (uncredited)

Helen Seamon

Dancer (uncredited)

Max Smith

Singer in Whispering Number (uncredited)

Christine Stafford

Singer in Ziegfeld Girls Number (uncredited)

Larry Steers

Theater Patron Watching Finale (uncredited)

Eva Stivers

Ziegfeld Girl (uncredited)

Amzie Strickland

Ziegfeld Girl (uncredited)

Elliott Sullivan

Truck Driver (uncredited)

Anya Taranda

Ziegfeld Girl (uncredited)

Ray Teal

Pawnbroker (uncredited)

Ruth Tobey

Betty Regan (uncredited)

Dorothy Tuttle

Ziegfeld Girl (uncredited)

Betty Van Allen

Singer in Ziegfeld Girls Number (uncredited)

Victoria Vinton

Ziegfeld Girl (uncredited)

Jean Wallace

Ziegfeld Girl (uncredited)

Gayne Whitman

Ted (uncredited)

Irma Wilson

Ziegfeld Girl (uncredited)

Katherine Yorke

Ziegfeld Girl (uncredited)