Deanna Durbin

Pamela Drake

Kay Francis

Georgia Drake

Walter Pidgeon

John Arlen

Eugene Pallette

Gov. Allen

Henry Stephenson

Capt. Andrew

Cecilia Loftus

Sara Frankenstein

Samuel S. Hinds

Sidney Simpson

Lewis Howard

Fred 'Freddie' Miller

S.Z. Sakall

Carl Ober

Fritz Feld

Oscar, the Headwaiter

Virginia Brissac

Miss Holden

Charles Lane

Mr. Horner (uncredited)

Romaine Callender

Evans

Joe King

First Mate Kelly

Mary Kelley

Governor's Wife

Eddie Polo

Quarter Master

Eddie Acuff

Ship's Steward (uncredited)

Harry Owens

Royal Hawaiians Orchestra Leader

Mark Anthony

Officer (uncredited)

John Arledge

Newcomer on Ship (uncredited)

Leon Belasco

Captain of Waiters (uncredited)

John Daheim

Sleepy-Eyed Man (uncredited)

Linda Deane

Young Girl (uncredited)

Anna Demetrio

Gertie - the Cook (uncredited)

Virginia Engels

Young Girl (uncredited)

Jennifer Gray

Cable Office Girl (uncredited)

Anne Gwynne

Society Girl (uncredited)

Kenner G. Kemp

Party Extra (uncredited)

Eddie Lee

Rookie - Captain Andrew's Servant (uncredited)

Fay McKenzie

Young Girl (uncredited)

Louis Natheaux

Party Guest at Buffet Table (uncredited)

David Oliver

Officer (uncredited)

Randy Oness

Singer in Harry Owens and His Royal Hawaiians (uncredited)

William Ruhl

Ship's Officer (uncredited)

Phyllis Ruth

Young Girl (uncredited)

Mary Shannon

Wardrobe Mistress (uncredited)

Landers Stevens

Business Executive in Arlen's Office (uncredited)

Suzanne Ridgway

Party Extra (uncredited)