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| Fredric March | Thomas B. ''Tom'' Chambers |
| Gary Cooper | George Curtis |
| Miriam Hopkins | Gilda Farrell |
| Edward Everett Horton | Max Plunkett |
| Franklin Pangborn | Mr. Douglas |
| Isabel Jewell | Plunkett's Stenographer |
| Harry Dunkminson | Mr. Egelbauer |
| Helena Phillips Evans | Mrs. Egelbauer |
| James Donlan | Fat Man with Ring |
| Vernon Steele | Douglas' First Manager |
| Thomas Braidon | Douglas' Second Manager |
| Jane Darwell | Curtis' Housekeeper |
| Armand Kaliz | Mr. Burton |
| Adrienne D'Ambricourt | Cafe Proprietress |
| Wyndham Standing | Max's Butler |
| Nora Cecil | Tom's Secretary |
| Grace Hayle | Woman on Staircase |
| Olaf Hytten | Englishman at Train |
| Mary Gordon | Theatre Chambermaid |
| Lionel Belmore | Theatre Patron |
| Charles K. French | Theatre Patron |
| Rolfe Sedan | Bed Salesman |
| Mathilde Comont | Heavy Woman |
Painter George and playwright Thomas are two Americans sharing a Paris apartment. They're also rivals for the affection of commercial artist Gilda . When the plucky Gilda moves in, with the express understanding that there will be no funny business, the rivalry between George and Thomas heats up even further. Then Thomas heads to London when one of his plays is being produced there, leaving George free to make his move.
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