"Tom Destry, son of a legendary frontier peacekeeper, doesn’t believe in gunplay. Thus he becomes the object of widespread ridicule when he rides into the wide-open town of Bottleneck, the personal fiefdom of the crooked Kent."
James Stewart
as Tom Destry Jr.
Marlene Dietrich
as Frenchy
Mischa Auer
as Boris
Charles Winninger
as Washington Dimsdale
Brian Donlevy
as Kent
Allen Jenkins
as Gyp Watson
Warren Hymer
as Bugs Watson
Irene Hervey
as Janice Tyndall
Una Merkel
as Lily Belle
Billy Gilbert
as Loupgerou
Samuel S. Hinds
as Judge Slade
Jack Carson
as Jack Tyndall
Tom Fadden
as Lem Claggett
Virginia Brissac
as Sophie Claggett
Edmund MacDonald
as Rockwell (as Edmund Macdonald)
Lillian Yarbo
as Clara
Joe King
as Sheriff Keogh
Dickie Jones
as Claggett Boy
Ann E. Todd
as Claggett Girl
Richard Alexander
as Cowboy (uncredited)
Silver Tip Baker
as Barfly (uncredited)
Chief John Big Tree
as Indian in Saloon (uncredited)
Billy Bletcher
as Pianist (uncredited)
Loren Brown
as Juggler (uncredited)
Buck Bucko
Roy Bucko
George Chesebro
Dora Clement
as Woman (uncredited)
Bill Cody Jr.
as Townsboy Telling Wash of Destry's Arrival (uncredited)
Spade Cooley
as Fiddle Player (uncredited)
Harry Cording
as Creepy - Lends Tom Guns (uncredited)
Carmen D'Antonio
as Dancer (uncredited)
Harold DeGarro
Tex Driscoll
Florence Dudley
as Small Role (uncredited)
Ruth Eddings
as Friend of Lilly Belle (uncredited)
O.K. Ford
Sam Garrett
as Rider / Roper (uncredited)
William Gillis
Jack Gordon
Lloyd Ingraham
as Express Agent with Box of Rabbits (uncredited)
Marjorie Kane
as Saloon Floozie (uncredited)
Harley Luse
as Accordion Player (uncredited)
Cactus Mack
as Musician (uncredited)
Frank McCarroll
Bud McClure
as Stage Driver (uncredited)
Merrill McCormick
as Townsman (uncredited)
Philo McCullough
as Bartender (uncredited)
Robert McKenzie
as Doctor (uncredited)
Charles Murphy
Mary Shannon
as Woman on Street (uncredited)
Rudy Sooter
as Bass Player (uncredited)
Betta St. John
as Singing Girl in Wagon (uncredited)
William Steele
Leo Sulky
Al Taylor
Harry Tenbrook
as Stage Shotgun Rider
Jack Tornek
Minerva Urecal
as Mrs. DeWitt (uncredited)
Leslie Vincent
as (uncredited)
Hank West
Dan White
Blackie Whiteford
as Juror (uncredited)
Alex Woloshin
as Assistant Bartender (uncredited)
Duke York
George Marshall
Director
Gertrude Purcell
Screenplay
Felix Jackson
Story
Henry Myers
Joe Pasternak
Producer
Frank Skinner
Original Music Composer
Hal Mohr
Director of Photography
Milton Carruth
Editor
Jack Otterson
Art Direction
Martin Obzina
Assistant Art Director
Islin Auster
Associate Producer
Russell A. Gausman
Set Decoration
Vera West
Costume Design
Vernon Keays
Assistant Director
Charles Previn
Music Director
Frank Loesser
Songs
Friedrich Hollaender
Bernard B. Brown
Sound
Robert Pritchard
Sound Engineer
Max Brand
Novel
Stunts
Cliff Lyons
Helen Thurston
Stunt Double
Tom Steele