Alice Faye

Katie Blane

Betty Grable

Lily Blane

Jack Oakie

Harry Calhoun

John Payne

Skeets Harrigan

Allen Jenkins

Casey

Esther Ralston

Nora Bayes

Harold Nicholas

Dancer

Fayard Nicholas

Dancer

Ben Carter

Boy

John Loder

Reggie Carstairs

Elisha Cook Jr.

Joe Codd

Fred Keating

Harvey Raymond

Billy Gilbert

Sheik

Lillian Porter

Telephone Operator

Princess Vanessa Ammon

Specialty

Betty Brian

Singer

Doris Brian

Singer

Gwen Brian

Singer

Roberts Brothers

Specialty

Tyler Brooke

Bert Melville

Hal K. Dawson

Hotel Clerk

William B. Davidson

Hotel Manager

Lionel Pape

Lord Stanley

Billy Bevan

Stage Doorman

Dewey Robinson

Dumb Guy

Robert Emmett Keane

Manager

John Sheehan

Announcer

George Watts

Mike Buckner

Ted Billings

Recruit Poster Peddler in Montage (uncredited)

Bobby Callahan

Newsboy (uncredited)

Maurice Costello

(uncredited)

Franklyn Farnum

Man in Audience (uncredited)

James Flavin

Army Sergeant (uncredited)

Bess Flowers

Nightclub Guest (uncredited)

Kit Guard

Ringsider (uncredited)

Eddie Hall

Man Reading Headline (uncredited)

John Indrisano

Kid Skeets' Cornerman (uncredited)

Larry McGrath

Referee (uncredited)

Pat McKee

Two Punch Hogan (uncredited)

Bud Mercer

Dancer (uncredited)

Jim Mercer

Dancer (uncredited)

Louis Mercier

(uncredited)

Charles R. Moore

Porter at Railroad Station (uncredited)

Jack Roper

Nick Palerno (uncredited)

Mary Stewart

Dancer (uncredited)

Harry Strang

Marching Doughboy (uncredited)

Dorothy Tuttle

(uncredited)

Charles C. Wilson

Desk Sergeant (uncredited)