Bing Crosby as Jeff Lambert

Mary Martin as Betty Lou Cobb

Brian Donlevy as Memphis

Carolyn Lee as Aunt Phoebe Cobb

Eddie 'Rochester' Anderson as Louey

J. Carrol Naish as Blackie

Warren Hymer as Limpy

Horace McMahon as Wolf

Ruby Elzy as Ruby

Jack Teagarden as Pepper

Danny Beck as Deek

Harry Barris as Suds

Perry Botkin Sr. as Leo

Minor Watson as Henri Lambert

Harry Rosenthal as Piano Player

Donald Kerr as Skeeter, Barbershop Musician

Barbara Pepper as Maizie

Cecil Kellaway as Granet

Ronnie Cosby as Jeff as a Boy

Ted Lewis as Self (archive footage)

Duke Ellington as Self (archive footage)

Louis Armstrong as Self (archive footage)

Tommy Dorsey as Self (archive footage)

Jimmy Dorsey as Self (archive footage)

Benny Goodman as Self (archive footage)

Paul Whiteman as Self (archive footage)

Roscoe Ates as Cab Driver (uncredited)

Charles Lane as Wilbur - Bijou Theater Manager (uncredited)

Mantan Moreland as Black Trumpet Player (uncredited)