James Craig
Jeff Caighn
Signe Hasso
Carola Ballister
Edmund Gwenn
Albert Richard Kingby
Audrey Totter
Lili Roegan
Mabel Paige
Marie Drumman
John Warburton
Clyde Ballister
Henry O'Neill
Duffy
Grant Withers
Jonathan
Felix Bressart
Professor Budlow
Warner Anderson
Miles Kempen
Stephen McNally
Co-Pilot (as Horace McNally)
John Eldredge
Farrel
King Baggot
Lunch Room Customer (uncredited)
Karin Booth
Miss Day (voice) (uncredited)
John Carlyle
Drumman Son (uncredited)
Wally Cassell
Drumman Son (uncredited)
Naomi Childers
Lunch Room Cashier (uncredited)
Chester Clute
The Diner (uncredited)
Clancy Cooper
Ben Albee (uncredited)
George Davis
Nightclub Waiter (uncredited)
Tom Dillon
Police Captain at Finale (uncredited)
Eddie Dunn
Lunch Counter Operator (uncredited)
Sam Finn
Second Ticket Clerk (uncredited)
Edward Gargan
Police Sgt. at Kempen's Apartment (uncredited)
Jesse Graves
Railroad Station Porter (uncredited)
Harry Hayden
The Coroner (uncredited)
Teddy Infuhr
Boy in Budlow's Waiting Room (uncredited)
Harriet Lee
Lili Roegan (singing voice) (uncredited)
Thomas Louden
Charles (uncredited)
Jack Luden
First Ticket Clerk (uncredited)
Douglas Madore
Boy Playing Violin (uncredited)
Robert Malcolm
Police Detective at Finale (uncredited)
George Reed
Porter (uncredited)
Sandra Rogers
Woman (uncredited)
Harry Seymour
Diner Proprietor (uncredited)
John Valentine
Police Doctor at Finale (uncredited)
Charles Wagenheim
Little Man at Lunch Counter (uncredited)
Matt Willis
Ezra Drumman (uncredited)
Edward L. Cahn
Director
Karl Freund
Director of Photography
Ferris Webster
Editor
Irene
Costume Supervisor
Kay Carter
Assistant Costume Designer
McLean Nisbet
Assistant Set Decoration
Earl K. Brent
Songs
David Snell
Original Music Composer
Douglas Shearer
Recording Supervision
Charles J. Hunt
Unit Manager
Julian Silberstein
Assistant Director
McLean Nisbet
Set Decoration
Edmund L. Hartmann
Adaptation
Cedric Gibbons
Art Direction
Eleanor Perry
Story
Arthur Field
Producer
Hubert Hobson
Art Direction
Edwin B. Willis
Set Decoration
Marion Parsonnet
Screenplay