Ray Bolger
Nifty Sullivan, a Jack
Anne Shirley
Karanina 'Nina' Novak, the Jill
June Havoc
Opal
Desi Arnaz
Steve Sarto / King Stephan VIII of Aregal
Jack Durant
Noodle McArdle
Eddie Foy Jr.
Happy McScud, a Jack
Fritz Feld
Mr. Hoople
Henry Daniell
Bobo
Joseph E. Bernard
Jailer (uncredited)
William Blees
Eddie, a Jack (uncredited)
Fortunio Bonanova
Mike - Nightclub Owner (uncredited)
Jack Briggs
Nat, a Jack (uncredited)
Jack Carr
Big Guy Behind Nifty at Concert (uncredited)
Jack Gargan
Nightclub Extra (uncredited)
Eddie Hart
Wally - Taxi Driver (uncredited)
Florence Lake
Counter Girl (uncredited)
Mantan Moreland
Cicero - Wash Room Attendant (uncredited)
Bob Perry
Noodle's Henchman (uncredited)
Constantine Romanoff
Noodle's Henchman (uncredited)
Grady Sutton
Nightclub Patron (uncredited)
Marie Windsor
Girl Applying Makeup (uncredited)
Armand 'Curly' Wright
Hot Dog Vendor (uncredited)