Upperworld
A railroad tycoon, disillusioned with his marriage, starts seeing a showgirl. Things go agreeably until the woman's manager decides to blackmail the millionaire.
Warren William
Alexander Stream
Mary Astor
Hettie Stream
Ginger Rogers
Lilly Linda
Andy Devine
Oscar
Dickie Moore
Tommy Stream
Ferdinand Gottschalk
Marcus
J. Carrol Naish
Lou Colima
Sidney Toler
Officer Moran
Henry O'Neill
Banker Making Toast
Theodore Newton
Rocklen
Robert Barrat
Police Commissioner Clark
Robert Greig
Marc Caldwell
Frank Sheridan
Police Inspector Kellogg
John Qualen
Janitor
Willard Robertson
Police Captain Reynolds
Marie Astaire
Chorus Girl (uncredited)
Nora Cecil
Stream's Housekeeper (uncredited)
Jack Cheatham
Detective (uncredited)
Clay Clement
Medical Examiner (uncredited)
Lucille Collins
Chorus Girl (uncredited)
Frank Conroy
Paul, Stream's Attorney (uncredited)
Douglas Cosgrove
Detective Johnson (uncredited)
William B. Davidson
City Editor (uncredited)
Sidney De Gray
Jury Foreman (uncredited)
Lester Dorr
Steward (uncredited)
James Durkin
Detective (uncredited)
Jay Eaton
Jewelry Salesman (uncredited)
Bill Elliott
Police Photographer (uncredited)
Howard Hickman
Judge (uncredited)
Armand Kaliz
Maurice (uncredited)
Milton Kibbee
Pilot (uncredited)
Wilfred Lucas
Boat Captain (uncredited)
Tom McGuire
Bailiff (uncredited)
Bert Moorhouse
Court Clerk (uncredited)
Edmund Mortimer
Banquet Guest (uncredited)
Jack Mower
Reporter with Rocklen (uncredited)
Dennis O'Keefe
Police Photographer (uncredited)
Joyce Owen
Chorus Girl (uncredited)
Lee Phelps
Reporter (uncredited)
Bob Reeves
Courtroom Police Officer (uncredited)
Cliff Saum
Sailor (uncredited)
Harry Seymour
Passerby Talking to Officer Moran (uncredited)
Edwin Stanley
Joe, the Fingerprint Expert (uncredited)
Guy Usher
Police Capt. Carter (uncredited)
Monte Vandergrift
Detective (uncredited)
Duke York
Marine in Burlesque Theatre (uncredited)