Jeanette MacDonald
Marcia Warren
Robert Young
Homer Smith, aka Juniper Jones
Ethel Waters
Cleona Jones, Marcia's Maid
Reginald Owen
Philo Cobson
Grant Mitchell
Mr. O.H.P. Boggs
Lionel Atwill
Teutonic Gentleman
Eduardo Ciannelli
Ahmed Ben Hassan (as Edward Ciannelli)
Mitchell Lewis
Ludwig
Dooley Wilson
Hector
Cecil Cunningham
Mme. Laruga
Mona Barrie
Mrs. Morrison
Rhys Williams
Strange man
Dennis Hoey
Colonel Woodhue
Larry Nunn
Bernie
Bert Roach
Sleepy man (uncredited)
Jacqueline Dalya
Female Theatre Attendant (uncredited)
Demetris Emanuel
Italian officer (uncredited)
Jay Novello
Italian officer (uncredited)
Selmer Jackson
Ship Captain (uncredited)
Lorin Raker
Worried man (uncredited)
Dan Seymour
Doorman at movie theater (uncredited)
Guy Kingsford
Squadron Leader (uncredited)
William Tannen
Mechanic at the pyramid (uncredited)
Kanza Omar
Theater cashier (uncredited)
Jack Vlaskin
Tumbler at bazaar (uncredited)
John McClain
Screenplay
W.S. Van Dyke
Director
Edwin B. Willis
Decorator
Cedric Gibbons
Art Direction
Lyle R. Wheeler
Art Department Assistant
James E. Newcom
Editor
Douglas Shearer
Sound Director
Herbert Stothart
Music
Richard Pefferle
Art Department Assistant
Robert Kalloch
Costume Design
Ray June
Director of Photography
Joseph L. Mankiewicz
Producer