The Cast
| Kay Johnson | Angela Brooks |
| Reginald Denny | Bob Brooks |
| Lillian Roth | Trixie |
| Roland Young | Jimmy Wade |
| Elsa Petersen | Martha |
| Jack King | Herman |
| Eddie Prinz | Biff (as Edward Prinz) |
| Boyd Irwin | Zeppelin Captain |
| Wallace MacDonald | First Mate |
| Tyler Brooke | Romeo |
| Ynez Seabury | Babo |
| Theodore Kosloff | Electricity |
| Julanne Johnston | Miss Conning Tower |
| Martha Sleeper | Fish Girl |
| Doris McMahon | Water |
| Vera Marshe | Call of the Wild (as Vera Marsh) |
| Albert Conti | Empire Officer |
| Earl Askam | Pirate |
| Rina De Liguoro | Spain (as Countess De Liguoro) |
| Katharine Irving | Spider Girl |
| Lotus Thompson | Eve |
| Aileen Ransom | Victory |
| Abe Lyman | Abe Lyman |
| Wilson Benge | Zeppelin Butler (uncredited) |
| Mary Carlisle | Little Bo Peep (uncredited) |
| Phyllis Crane | Girl in parked car (uncredited) |
| Edwards Davis | Henry VIII (uncredited) |
| Marie Deauville | Mrs. High Hat (uncredited) |
| Betty Francisco | Little Rolls Riding Hood (uncredited) |
| Lorimer Johnston | The Butler (uncredited) |
| Wilfred Lucas | Roman Senator (uncredited) |
| Louis Natheaux | Arabian Prince (uncredited) |
| June Knight | Confusion (uncredited) |
| Dorothy Vernon | Maggie – the Cook (uncredited) |
| Rita | Dancer in Ballet Mechanique (uncredited) |
| Rubin | Dancer in Ballet Mechanique (uncredited) |
| Sethma Williams | Dancer (uncredited) |
| Allan Lane | Zeppelin Majordomo (uncredited) |
| Bud Geary | Zeppelin Crewman (uncredited) |
| Katherine DeMille | Zeppelin Reveler (uncredited) |
| Ann Dvorak | Zeppelin Reveler (uncredited) |
| Earl McCarthy | Zeppelin Reveler (uncredited) |
| Dave O’Brien | Zeppelin Reveler (uncredited) |
| Philip Sleeman | Zeppelin Reveler (uncredited) |
| Ann Sothern | Zeppelin Reveler (uncredited) |
| Ann Roth | Zeppelin Reveler (uncredited) |
| Nora Lane | Zeppelin Reveler (uncredited) |
| Margaret Swope | Undetermined Secondary Role (uncredited) |
| Youcca Troubetzkov | Undetermined Secondary Role (uncredited) |
| Jack Byron | Undetermined Secondary Role (uncredited) |
| Judith Arlen | Undetermined Secondary Role (uncredited) |
| Dorothy Dehn | Undetermined Secondary Role (uncredited) |
| Kenneth Gibson | Undetermined Secondary Role (uncredited) |
| Vera Gordon | One of Henry VIII’s wives (uncredited) |
| Ella Hall | The Mantilla (uncredited) |
| Henry Stockbridge | Butterfly Man (uncredited) |
| Natalie Storm | One of Henry VIII’s wives (uncredited) |
| June Nash | Undetermined Secondary Role (uncredited) |
| Mary McAllister | Undetermined Secondary Role (uncredited) |
| Elvira Lucianti | Undetermined Secondary Role (uncredited) |
| Kasha Haroldi | One of Henry VIII’s wives (uncredited) |
| Natalie Visart | Undetermined Secondary Role (uncredited) |
| Cecil B DeMille | Radio Newscaster (voice) (uncredited) |
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