
| 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) |