Nelson Eddy
Dick Thorpe
Eleanor Powell
Princess Rosalie Romanikov
Frank Morgan
King Fredrick Romanikov
Edna May Oliver
Queen of Romanza
Ray Bolger
Bill Delroy
Ilona Massey
Brenda
Billy Gilbert
Oloff
Reginald Owen
Chancellor
Tom Rutherford
Prince Paul
Clay Clement
Captain Banner
Virginia Grey
Mary Callahan
George Zucco
General Maroff
Oscar O'Shea
Mr. Callahan
Jerry Colonna
Joseph
Janet Beecher
Miss Baker
William Demarest
Army Coach
Kay Aldridge
Lady in Waiting (uncredited)
Roy Barcroft
Conspirator (uncredited)
Lane Chandler
Army Assistant Football Coach (uncredited)
Tommy Bond
Mickey (uncredited)
Purnell Pratt
Ship Captain (uncredited)
Wanda Perry
Girl (uncredited)
Caren Marsh
Dancer
Crew
W.S. Van Dyke
Director
William Anthony McGuire
Theatre Play
Guy Bolton
Theatre Play
William Anthony McGuire
Screenplay
P.G. Wodehouse
Writer
William Anthony McGuire
Producer
Blanche Sewell
Editor
Oliver T. Marsh
Director of Photography
Cedric Gibbons
Art Direction
Dolly Tree
Costume Design
Cole Porter
Original Music Composer
Cole Porter
Songs
Cole Porter
Lyricist