Bing Crosby as Bing Crosby

Bob Hope as Bob Hope

Fred MacMurray as Frank

Franchot Tone as John

Ray Milland as Joe

Victor Moore as Bronco Billy

Dorothy Lamour as Dorothy Lamour

Paulette Goddard as Paulette Goddard

Vera Zorina as Vera Zorina

Mary Martin as Mary Martin

Dick Powell as Dick Powell

Betty Hutton as Polly Judson

Eddie Bracken as Johnny Webster

Veronica Lake as Veronica Lake

Alan Ladd as Alan Ladd

Eddie 'Rochester' Anderson as Rochester

William Bendix as Herman

Jerry Colonna as Jerry Colonna

Macdonald Carey as Louie

Walter Abel as B.G. DeSoto

Susan Hayward as Genevieve in Priorities Skit

Marjorie Reynolds as Marjorie Reynolds

Betty Jane Rhodes as Betty Rhodes

Dona Drake as Dona Drake

Lynne Overman as Mark

Gary Crosby as Gary Crosby

Johnny Johnston as Johnny Johnson

Gil Lamb as High Pockets

Cass Daley as Mimi

Ernest Truex as Murgatroyd

Katherine Dunham as Katherine Dunham

Arthur Treacher as Arthur Treacher

Walter Catlett as Walter Catlett

Sterling Holloway as Sterling Holloway

Walter Darewahl as Specialty Act

Cecil B. DeMille as Cecil B. DeMille

Preston Sturges as Preston Sturges

Ralph Murphy as Ralph Murphy

Irving Bacon as New England Farmer (uncredited)

Rod Cameron as Petty Officer (uncredited)

Albert Dekker as Albert Dekker (uncredited)

Ellen Drew as Ellen Drew (uncredited)

Tom Dugan as Adolf Hitler (uncredited)

Frank Faylen as Soldier (uncredited)

Eva Gabor as Eva Gabor (uncredited)

Frances Gifford as Frances Gifford (uncredited)

Cecil Kellaway as Cecil Kellaway (uncredited)

Richard Loo as Emperor Hirohito (uncredited)

Diana Lynn as Diana Lynn (uncredited)

Matt McHugh as Man from Brooklyn (uncredited)

Juanita Moore as Dancer (uncredited)

Frank Moran as Man With Preston Sturges (uncredited)

Paul Porcasi as Benito Mussolini (uncredited)

Robert Preston as Robert Preston (uncredited)

Anne Revere as Sarah (uncredited)

Keith Richards as Officer with Kingsley (uncredited)

Woody Strode as Rochester's Chauffeur (uncredited)