Bert LahrEmil 'Rusty' Krouse Charlotte GreenwoodPansy Potts Kathryn CrawfordEileen Smith Charles WinningerDr. Brown Gus ArnheimHimself - the Orchestra Leader Loretta AndrewsChorus Girl (uncredited) Richard CarleHotel Manager (uncredited) Nick CopelandAviator with the Jokester (uncredited) Mildred DixonMiss Dixon / Dancer (uncredited) James DurkinMr. Rankin - Detective (uncredited) Ruth EddingsChorus Girl (uncredited) Bud GearyDance Floor Extra (uncredited) Mary HalseyChorus Girl (uncredited) Tom KennedyJokester with Firecrackers (uncredited) Donald NovisYoung Man (uncredited) Dave O'BrienDancer (uncredited) Lee PhelpsReporter from the News (uncredited) Herbert PriorAngry Investor with Eyeglasses (uncredited) Buddy RooseveltAviator (uncredited) Clarence WilsonLunch Counter Manager (uncredited) Charles ReisnerDirector / Adaptation Cedric GibbonsArt Direction Merritt B. GerstadDirector Of Photography Jimmy McHughOriginal Music Composer Dorothy FieldsOriginal Music Composer Douglas ShearerSound Director 
