Jane Witherspoon / Lou Ellen Carter

Sally Hessler

Marilyn Miller

Magnolia Hawks / Kathryn Grayson

James I. Hessler

Julie LaVerne / Lena Horne

Bandleader in Elite Club

Gaylord Ravenal / Tony Martin

Una Trance / Dinah Shore

Frank Sinatra

Jerome Kern

Dance Specialty

Dance Specialty

Charles Frohman

Oscar Hammerstein II

London Specialty

Victor Herbert

Dance Specialty / George Budd

Mrs. Muller

Ellie May Shipley / Virginia O'Brien

Eva Kern

Joe (segment "Show Boat")

Joe Hennessey

Sally Hessler as a Girl

Specialty (segment 'The Cat and the Fiddle') (uncredited)

Specialty (segment 'The Cat and the Fiddle') (uncredited)

Backstage Well-Wisher (uncredited)

Producer (uncredited)

Stage Door Johnny (uncredited)

Elite Club Diner (uncredited)

Ed (uncredited)

Showgirl (uncredited)

Show Boat Orchestra Drummer (uncredited)

Movie Studio Orchestra Conductor (uncredited)

Esther Williams - Signing Autographs (uncredited)

Showgirl (uncredited)

Frohman's Secretary (uncredited)