Eleanor Powell

as Nora Paige

James Stewart

as Ted Barker

Virginia Bruce

as Lucy James

Una Merkel

as Jenny Saks

Sid Silvers

as 'Gunny' Sacks

Frances Langford

as 'Peppy' Turner

Raymond Walburn

as Captain Dingby

Alan Dinehart

as McKay

Buddy Ebsen

as 'Mush' Tracy

Juanita Quigley

as Sally Saks

Georges

as Himself

Jalna

as Herself

Reginald Gardiner

as Policeman

Barnett Parker

as Floorwalker

J. Marshall Smith

as Member of The Foursome

L. Dwight Snyder

as Member of The Foursome

Jay Johnson

as Member of The Foursome

Del Porter

as Member of The Foursome

Jean Ashton

as Chorus Girl (uncredited)

Monica Bannister

as Waitress at Lonely Hearts Club (uncredited)

Bonnie Bannon

as Waitress at Lonely Hearts Club (uncredited)

Barbara Bedford

as Hector's Secretary (uncredited)

Charles Bennett

as Quartet Member (uncredited)

Diane Cook

as Girl at Lonely Hearts Club (uncredited)

Doris Davenport

as Chorus Girl (uncredited)

Mary Dees

as Chorine (uncredited)

Wanda Perry

as Guest at Lonely Hearts Club (uncredited)