"Constance, a poor but aspiring composer, meets the great conductor, Franz, through their old music teacher. They fall in love, despite Constance knowing about Franz's weakness for pretty women."
Katharine Hepburn
as Constance Dane Roberti
Charles Boyer
as Franz Roberti
John Beal
as Johnny Lawrence
Jean Hersholt
as Professor Thalma
Sam Hardy
as Marx
Inez Courtney
as Miss Wilson
Helene Millard
as Sylvia DeWitt
Ferdinand Gottschalk
as Enrico Pazzini
Susan Fleming
as Elise
Lee Kohlmar
as Schubert
Jean Howard
as Didi Smith-Lennox
Anne Grey
as Lady Phyllis Cameron
Lowden Adams
as Albert Henderson (uncredited)
Gino Corrado
as Messenger (uncredited)
Jay Eaton
as Man in Hotel (uncredited)
Dick Elliott
as Max - Florist (uncredited)
Sam Hayes
as Radio Announcer (uncredited)
Eddie Kane
as Mr. Lubin (uncredited)
Cornelius Keefe
as Bill (uncredited)
Ray Mayer
as Song Promoter at Music Publisher (uncredited)
Torben Meyer
as Ritz Headwaiter (uncredited)
Bert Moorhouse
as Party Guest / Theatergoer (uncredited)
Edmund Mortimer
as New Year's Eve Celebrant (uncredited)
Broderick O'Farrell
as Concertgoer (uncredited)
Inez Palange
as Violin Student's Mother (uncredited)
Jack Rice
Jason Robards Sr.
as Ticket-Seller (uncredited)
Adrian Rosley
as Bierbauer (uncredited)
Alexander Schoenberg
as (uncredited)
Larry Steers
Michael Visaroff
as Bassoonist (uncredited)
Stanhope Wheatcroft
as Ticket Purchaser (uncredited)
Harry Wilson
as Stagehand (uncredited)
Florence Wix
George Webb
Victor Heerman
Screenplay
Anthony Veiller
Philip Moeller
Director
Sarah Y. Mason
Lester Cohen
Story
Mel Berns
Makeup Artist
Robert De Grasse
Director of Photography
William Hamilton
Editor
Bernard Newman
Costume Design
Van Nest Polglase
Art Direction
Pandro S. Berman
Producer
Carroll Clark
Assistant Art Director
John E. Tribby
Recording Supervision
C. J. White
Production Manager
Jane Murfin
Continuity
Philip Faulkner Jr.
Newton House
Stand In
Charles Darwin
Elizabeth McGaffey
Researcher
Max Steiner
Music Director
Jane Loring
Assistant Director