Kathryn Grayson as Magnolia Hawks

Ava Gardner as Julie LaVerne

Howard Keel as Gaylord Ravenal

Joe E. Brown as Cap'n Andy Hawks

Marge Champion as Ellie May Shipley

Gower Champion as Frank Schultz

Robert Sterling as Steven Baker

Agnes Moorehead as Parthy Hawks

Leif Erickson as Pete

William Warfield as Joe

Linda Christian as Chorus Girl (uncredited)

Bess Flowers as Racetrack spectator (uncredited)

Adele Jergens as Cameo McQueen (uncredited)

Anna Q. Nilsson as Seamstress (uncredited)

Bert Roach as Drunk (uncredited)

Regis Toomey as Sheriff Ike Vallon (uncredited)

Dorothy Tuttle as Dancer (uncredited)

Chick Chandler as Trocadero Stage Assistant (uncredited)

Roy Damron as Chorus Boy (uncredited)

Norman Leavitt as George the Calliope Player (uncredited)

Louis Mercier as Dabney - Poker Player (uncredited)

Emory Parnell as Jake Green (uncredited)

Frank Wilcox as Gambler Mark Hallson (uncredited)

George Ford as Chorus Boy (uncredited)

Robert Fortier as Chorus Boy (uncredited)