William Powell

Florenz 'Flo' Ziegfeld Jr.

Myrna Loy

Billie Burke

Luise Rainer

Anna Held

Frank Morgan

Billings

Fanny Brice

Fannie Brice

Virginia Bruce

Audrey Dane

Reginald Owen

Sampston

Ray Bolger

Ray Bolger

Ernest Cossart

Sidney

Joseph Cawthorn

Dr. Ziegfeld

Nat Pendleton

Sandow

Dennis Morgan

Stage Singer in "Pretty Girl" Number

Marcelle Corday

Marie

Robert Greig

Ziegfeld's Butler (uncredited)

Harriet Hoctor

Herself

Jean Chatburn

Mary Lou

Paul Irving

Erlanger

Herman Bing

Costumer

Charles Judels

Pierre

Raymond Walburn

Sage

A.A. Trimble

Will Rogers

Buddy Doyle

Eddie Cantor

Wallis Clark

Stock Broker

Wanda Perry

Ziegfeld Girl (uncredited)

William Demarest

Gene Buck (uncredited)

Ann Gillis

Mary Lou as a Child (uncredited)

Selmer Jackson

Barber Shop Customer (uncredited)

John Larkin

Sam (uncredited)

Barry Norton

Nightclub Patron (uncredited)

Charles Trowbridge

Julian Mitchell (uncredited)

Libby Taylor

Flossie - Audrey's Maid (uncredited)

Robert Z. Leonard

Director

William Anthony McGuire

Screenplay

Hunt Stromberg

Producer

William S. Gray

Editor

Cedric Gibbons

Art Direction

Eddie Imazu

Art Direction

Adrian

Costume Design

Arthur Lange

Original Music Composer

Oliver T. Marsh

Director of Photography

Merritt B. Gerstad

Director of Photography

Karl Freund

Director of Photography

George J. Folsey

Director of Photography

Ray June

Director of Photography

John Hoffman

Special Effects

Douglas Shearer

Sound Director