Roscoe Ates
Fourth Member Ale and Quail Club
Edward McNamara
Officer in Penn Station (uncredited)
J. Farrell MacDonald
Officer O'Donnell (uncredited)
Torben Meyer
Dr. Kluck
Franklin Pangborn
Manager
Mary Astor
The Princess Centimillia
Frank Faylen
Taxi Driver (uncredited)
Joel McCrea
Tom Jeffers
William Demarest
First Member Ale and Quail Club
Arthur Hoyt
Pullman Conductor
Claudette Colbert
Geraldine 'Gerry' Jeffers
Chester Conklin
Sixth Member Ale and Quail Club
Robert Greig
Third Member Ale and Quail Club
Robert Warwick
Mr. Hinch
Sig Arno
Toto
Rudy Vallee
John D. Hackensacker III
Esther Howard
Wife of Wienie King
Jimmy Conlin
Mr. Asweld
Byron Foulger
Jewelry Salesman (uncredited)
Victor Potel
Mr. McKeewie
Frank Moran
Brakeman
Marcelle Corday
Elderly Maid (uncredited)
Dewey Robinson
Fifth Member Ale and Quail Club
Max Wagner
Tom's Best Man (uncredited)
Jack Norton
Second Member Ale and Quail Club
Al Bridge
Conductor
Bess Flowers
Gerry's Maid of Honor/Nightclub Extra (uncredited)
Bert Moorhouse
Diner on Train (uncredited)
Robert Dudley
Wienie King
Fred 'Snowflake' Toones
Colored Bartender
Harry Rosenthal
Orchestra Leader
Sheldon Jett
Seventh Member Ale and Quail Club
Charles R. Moore
Colored Porter
Arthur Stuart Hull
Mr. Osmond
Joe Gilbert
Store Employee (uncredited)