| Dorothy Lamour as "The Countess" | William Holden as "Casey Kirby" |
| Eddie Bracken as "Barney Waters" | Betty Hutton as "Bessie Dale" |
| Leif Erickson as "Jake" | Betty Jane Rhodes as "Diana Golden" |
| Barbara Britton as "Eileen Wright" | Cass Daley as "Cissie" |
| Gil Lamb as "Spike" | Jack Norton as "Kellog" |
| Roy Atwell as "Arthur Sidney" |
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