| William Powell |
Nick Charles |
| Myrna Loy |
Nora Charles |
| Virginia Grey |
Lois MacFay / Linda Mills |
| Otto Kruger |
Assistant District Attorney Van Slack |
| C. Aubrey Smith |
Colonel Burr MacFay |
| Ruth Hussey |
Dorothy Waters, Charles' Nanny |
| Nat Pendleton |
Lieutenant Guild |
| Patric Knowles |
Dudley Horn, Lois' Fiance |
| Tom Neal |
Freddie Coleman, MacFay's Secretary |
| Phyllis Gordon |
Mrs. Isabella Bellam, MacFay's Housekeeper |
An explosives manufacturer suspects a young man is out to kill him. He calls in Nick and Nora (with new baby) to sort things out.