Betty Hutton as Judy Peabody

Barry Fitzgerald as Jerry B. 'J.B.' / 'Pop' Bates

Don DeFore as Sgt. Danny Wilton

Robert Benchley as Tom P. Curtis

Bill Goodwin as Sherman Billingsley

Iris Adrian as Gwen

Mikhail Rasumny as Mr. Coretti

Mary Young as Mrs. Edith Bates

Andy Russell as Jim Jones

Noel Neill as Jacqueline Billingsley (uncredited)

Mae Busch as Vera (uncredited)

Jean Acker as Dress Saleslady

Sam Ash as Ringsider

Dorothy Barrett as Showgirl

Mae Busch as Vera

Catherine Craig as Louella Parsons

Audrey Young as Jenny