Judy Garland as Veronica Fisher

Van Johnson as Andrew Delby Larkin

S.Z. Sakall as Otto Oberkugen

Spring Byington as Nellie Burke

Clinton Sundberg as Rudy Hansen

Buster Keaton as Hickey

Marcia Van Dyke as Louise Parkson

Lillian Bronson as Aunt Addie

John Alban as Audience Member (uncredited)

Bette Arlen as Girl (uncredited)

William Bailey as Supper Club Patron (uncredited)

Mary Bayless as Supper Club Patron (uncredited)

Edward Biby as Judge (uncredited)

George Boyce as Male Quartette Member (uncredited)

Chester Clute as Sheet Music Customer (uncredited)

Jack Deery as Supper Club Patron (uncredited)

Carli Elinor as . Band Leader (uncredited)

Antonio Filauri as Italian Proprietor (uncredited)

William Forrest as Announcer (uncredited)

Joe Gilbert as Supper Club Patron (uncredited)

Everett Glass as Doctor (uncredited)

James Gonzalez as Supper Club Patron (uncredited)

Eula Guy as Bird-Like Woman (uncredited)

Eddie Jackson as Male Quartette Member (uncredited)

Joi Lansing as Girl (uncredited)

Peggy Leon as Guest (uncredited)

Carl M. Leviness as Supper Club Patron (uncredited)

Frank Mayo as Guest (uncredited)

Liza Minnelli as Veronica and Andrew's Daughter (uncredited)

Howard M. Mitchell as Cop (uncredited)

Rhea Mitchell as Woman at Window (uncredited)

Alberto Morin as Waiter (uncredited)

Joe Niemeyer as Male Quartette Member (uncredited)

Anna Q. Nilsson as Woman with Harp (uncredited)

Anne O'Neal as Woman with a Boy (uncredited)

Constance Purdy as Gushing Woman (uncredited)

Arthur Rosenstein as Louise's Accompanist (uncredited)

Clark Ross as Supper Club Patron (uncredited)

Jack Roth as Orchestra Leader (uncredited)

Ralph Sanford as Burly Policeman (uncredited)

Jeffrey Sayre as Supper Club Patron / Party Guest (uncredited)

Charles Smith as Male Quartette Member (uncredited)

Bobby Valentine as Boy with French Horn (uncredited)

Joan Wells as Susie (uncredited)

Josephine Whittell as Woman at Window (uncredited)