Dennis Morgan as Chauncey Olcott

Arlene Dahl as Rose Donovan

Andrea King as Lillian Russell

Alan Hale as John Donovan

George Tobias as Nick Popolis

George O'Brien as 'Duke' Muldoon

Sara Allgood as Mrs. Brennan

Ben Blue as Hopper

William Frawley as William Scanlon

Don McGuire as Terry O'Rourke

Charles Irwin as Foote

Paul Stanton as Augustus Piton

George Cleveland as Captain Brennan

Clifton Young as Joe Brennan

Oscar O'Shea as Pat Daly

Ruby Dandridge as Della

Grady Sutton as Brown

Susanne Rosser as Tall Sexy Girl