Warren William
Lawrence
Joan Blondell
Carol
Aline MacMahon
Trixie
Ruby Keeler
Polly
Dick Powell
Brad
Guy Kibbee
Peabody
Ned Sparks
Barney
Ginger Rogers
Fay
Etta Moten
'Remember My Forgotten Man' Singer (uncredited)
Charles C. Wilson
Deputy (uncredited)
Busby Berkeley
Call Boy (uncredited)
Charles Lane
Society Reporter (uncredited)
Billy Barty
Baby in "Pettin' in the Park" Number (uncredited)
Tammany Young
Gigolo Eddie (uncredited)
Maynard Holmes
First Delivery Boy (uncredited)
Sterling Holloway
Second Delivery Boy (uncredited)
Ferdinand Gottschalk
Complaining Club Member (uncredited)
Theresa Harris
Woman in "Pettin' in the Park" Number (uncredited)
Fred 'Snowflake' Toones
Man in "Pettin' in the Park" Number (uncredited)
Virginia Dabney
Gold Digger (uncredited)
Jayne Shadduck
Gold Digger (uncredited)
Bee Stevens
Gold Digger (uncredited)
Anita Thomson
Gold Digger (uncredited)
Dorothy Coonan Wellman
Gold Digger (uncredited)
Jane Wyman
Gold Digger (uncredited)
Joan Barclay
Gold Digger (uncredited)
Patricia Douglas
Dance (uncredited)
Dennis O'Keefe
Theatregoer (uncredited)
Bill Elliott
Night Club Patron (uncredited)
Mervyn LeRoy
Director
David Boehm
Dialogue
Erwin S. Gelsey
Screenplay
Orry-Kelly
Costume Design
James Seymour
Screenplay
Ben Markson
Dialogue
Sol Polito
Director of Photography
George Amy
Editor
Anton Grot
Art Direction
Busby Berkeley
Choreographer
Avery Hopwood
Theatre Play
Leo F. Forbstein
Conductor
Harry Warren
Original Music Composer
Al Dubin
Original Music Composer
Harry Warren
Lyricist
Al Dubin
Lyricist