"A kind-hearted young man is thrown out of his corrupt home town of West Rome, Oklahoma. He falls asleep and dreams that he is back in the days of olden Rome, where he gets mixed up with court intrigue and a murder plot against the Emperor."
Eddie Cantor
as Eddie aka Oedipus
Ruth Etting
as Olga
Gloria Stuart
as Princess Sylvia
Edward Arnold
as Emperor Valerius
David Manners
as Josephus
Verree Teasdale
as Empress Agrippa
Alan Mowbray
as Majordomo
Jack Rutherford
as Manius (as John Rutherford)
Willard Robertson
as Warren Finley Cooper
Lee Kohlmar
as Storekeeper
Charles Arnt
as Caius - the Food Taster (uncredited)
Lucille Ball
as Goldwyn Girl (uncredited)
Billy Barty
as Little Eddie (uncredited)
Jane Darwell
as Roman Spa Proprietress (uncredited)
Paulette Goddard
Frank Hagney
as Lucius - Josephus' Charioteer (uncredited)
Philippa Hilber
Barbara Pepper
Richard Alexander
as Valerius' Soldier (uncredited)
Stanley Andrews
as Official (uncredited)
Bonnie Bannon
as Shantytown Resident /Goldwyn Girl (uncredited)
Harry Cording
Francis Ford
as Roman Citizen (uncredited)
Murdock MacQuarrie
as Senator Fool (uncredited)
Jane Hamilton
Stanley Fields
as Slave Auctioneer (uncredited)
Louise Emmons
Charles K. French
as Nobleman (uncredited)
Rosaline Fromson
June Gale
Michael Mark
as Assistant Cook (uncredited)
Iris Meredith
Bruce Mitchell
as Shantytown Cop (uncredited)
Paul Porcasi
as Chef (uncredited)
Russ Powell
as Male Slave Bidder (uncredited)
Emma Preachley
as Dancer (uncredited)
Jack Richardson
Aileen Riggin
as Specialty Dancer (uncredited)
Dewey Robinson
as Slave Auctioneer with Female Slaves (uncredited)
Louise Robinson
Mildred Royal
Sandra Shaw
as Woman (uncredited)
Mildred Shay
Buster Slaven
as Shantytown Boy (uncredited)
Carolynne Snowden
as Handmaiden (uncredited)
Frances Turham
Blue Washington
as Litter Bearer (uncredited)
Mildred Washington
Gwen Zetter
Maxine Nash
Vivian Keefer
Noble Johnson
as Torturer (uncredited)
Busby Berkeley
Choreographer
Frank Tuttle
Director
George S. Kaufman
Story
Robert E. Sherwood
William Anthony McGuire
Adaptation
Samuel Goldwyn
Producer
Stuart Heisler
Editor
John W. Harkrider
Costume Design
Vinton Vernon
Sound Recordist
George Oppenheimer
Additional Writing
Arthur Sheekman
Nat Perrin
Gregg Toland
Director of Photography
Ray June
William C. Thompson
"B" Camera Operator
Alfred Newman
Original Music Composer
Harry Warren
Songs
Al Dubin
Lyricist
Duke York
Stunts