Betty Compson

Frederika Joyzelle

John Harron

Mike Fall

Jack Oakie

Joe Spring

Ned Sparks

Happy Winter

Joseph Cawthorn

Keppel - Cafe Owner

Ivan Lebedeff

Prince Nicholaus of Aregon

Doris Eaton

Singer at Club Joyzelle

Russ Columbo

Violinist - Gus Arnheim and His Ambassaors (uncredited)

Frank McLure

Club Joyzelle Patron (uncredited)

Ellinor Vanderveer

Dowager at Little Aregon (uncredited)