
| Betty Grable | ... | Kate Farley |

| George Montgomery | ... | Eddie Johnson |

| Cesar Romero | ... | Joe Rocco |
 | Charles Winninger | ... | Finnigan |

| Phil Silvers | ... | Frankie |
 | Matt Briggs | ... | William 'Willie' Hammerstein |
 | Paul Hurst | ... | Louie |
 | Leo Diamond | ... | Himself - Solidaires Leader (as Leo Diamond and His Solidaires) |
| rest of cast listed alphabetically: |
 | Herbert Ashley | ... | Heckler (uncredited) |
 | Eddie Borden | ... | Man in Carnival Crowd (uncredited) |
 | George Boyce | ... | Chorus Boy (uncredited) |
 | Ruth Clifford | ... | Saloon Extra (uncredited) |
 | Alec Craig | ... | Billy (uncredited) |
 | Carmen D'Antonio | ... | Specialty Dancer (uncredited) |
 | Hal K. Dawson | ... | Cashier (uncredited) |
 | Harold DeGarro | ... | Stiltwalker (uncredited) |
 | Abe Diamond | ... | Member, the Solidaires (uncredited) |
 | Tom Dugan | ... | Charlie Fitch (uncredited) |
 | Jimmie Dundee | ... | Drunken Bricklayer (uncredited) |
 | Bess Flowers | ... | Saloon Extra (uncredited) |
 | Byron Foulger | ... | Organist at Wedding (uncredited) |
 | Jack George | ... | Violinist (uncredited) |
 | Ruth Gillette | ... | Saloon Extra (uncredited) |
 | George Gramlich | ... | Chorus Boy (uncredited) |
 | William Halligan | ... | Murph, the Cop (uncredited) |
 | Bert Hanlon | ... | Saloon Extra (uncredited) |
 | Sam Harris | ... | Saloon Extra (uncredited) |
 | Richard Hayman | ... | Member, the Solidaires (uncredited) |
 | Claire James | ... | Girl Friend (uncredited) |
 | Bud Jamison | ... | Bartender (uncredited) |
 | Delos Jewkes | ... | Member of quartettes, 'Irish' number and singing waiters (uncredited) |
 | John Kelly | ... | Drunken Bricklayer (uncredited) |
 | Phyllis Kennedy | ... | Dolly (uncredited) |
 | George Lloyd | ... | Saloon Extra (uncredited) |
 | Sally Loomis | ... | Drum Majorette (uncredited) |
 | Jimmie Lucas | ... | Heckler (uncredited) |
 | Pete Maggio | ... | Member, the Solidaires (uncredited) |
 | Trudy Marshall | ... | Girl Friend (uncredited) |
 | Alphonse Martell | ... | Headwaiter (uncredited) |
 | Harry Masters | ... | Chorus Boy (uncredited) |
 | Matt McHugh | ... | Saloon Extra (uncredited) |
 | Pat McKee | ... | Saloon Extra (uncredited) |
 | Ed McNamara | ... | Policeman (uncredited) |
 | John 'Skins' Miller | ... | Drunken Bricklayer (uncredited) |

| James Mitchell | ... | Chorus Boy (uncredited) |
 | Joe Niemeyer | ... | Member of quartette, 'Irish' number (uncredited) |
 | Frank Orth | ... | Member of quartette, 'Irish' number (uncredited) |
 | Hermes Pan | ... | Specialty Dancer (uncredited) |
 | Gene Ramey | ... | Member of quartette, singing waiters (uncredited) |
 | Gus Reed | ... | Member of quartette, singing waiters (uncredited) |
 | Dewey Robinson | ... | Man in Carnival Crowd (uncredited) |
 | Harry Roller | ... | Member, the Solidaires (uncredited) |
 | Francis Sayles | ... | Heckler (uncredited) |
 | Harry Seymour | ... | Piano Player (uncredited) |
 | Libby Taylor | ... | Libby, Kate's Maid (uncredited) |
 | Andrew Tombes | ... | Arthur Carter (uncredited) |
 | Jim Toney | ... | Drunken Bricklayer (uncredited) |
 | Buddy Williams | ... | Singing waiter (uncredited) |
...this movie has everything that everyone expects of Betty Grable every time. It is bright and colorful and silly and funny and loads of fun. Betty, (ever the independent and employed woman) is working as an entertainer in an odd little dive. Well, a friend of the owners does what we would now call a corporate take-over--and then he does a make-over on Betty and she becomes a big musical comedy star--but wait--it is more complicated than that! See this and you will understand why Betty Grable was loved at the box office for so long. She is wonderful.