 | Ian Hunter | ... | Theseus, Duke of Athens |
| Verree Teasdale | ... | Hippolyta, Queen of the Amazons, betrothed to Theseus |
| Hobart Cavanaugh | ... | Philostrate, Master of Revels to Theseus |
| Dick Powell | ... | Lysander, In love with Hermia |
| Ross Alexander | ... | Demetrius, In love with Hermia |
| Olivia de Havilland | ... | Hermia, In love with Lysander (as Olivia de Haviland) |
| Jean Muir | ... | Helena, In love with Demetrius |
| Grant Mitchell | ... | Egeus, Father to Hermia |
| Frank McHugh | ... | Quince, the Carpenter |
| Dewey Robinson | ... | Snug, the Joiner |
| James Cagney | ... | Bottom, the Weaver |
| Joe E. Brown | ... | Flute, the Bellows-mender |
| Hugh Herbert | ... | Snout, the Tinker |
| Otis Harlan | ... | Starveling, the Tailor |
| Arthur Treacher | ... | Epilogue |
| Victor Jory | ... | Oberon, King of the Fairies |
| Anita Louise | ... | Titania, Queen of the Fairies |
| Nini Theilade | ... | Fairie, Attending Titania (as Nina Theilade) |
| Mickey Rooney | ... | Puck or Robin Goodfellow, a Fairy |
| Katherine Frey | ... | Pease-Blossom (as Fairies) |
| Helen Westcott | ... | Cobweb (as Fairies) |
| Fred Sale | ... | Moth (as Fairies) |
| Billy Barty | ... | Mustard-Seed (as Fairies) |
| rest of cast listed alphabetically: |
| Kenneth Anger | ... | Little boy (uncredited) |
| Sheila Brown | ... | Changeling Prince (uncredited) |
| Carol Ellis | ... | Titania (singing voice) (uncredited) |
| Shep Houghton | ... | Dancer (uncredited) |
| Rags Ragland | ... | Acting Troupe Member (uncredited) |
| Angelo Rossitto | ... | Gnome (uncredited) |
