Magnolia Hawks
Kathryn Grayson
Julie LaVerne
Ava Gardner
Chorus Girl (uncredited)
Linda Christian
Racetrack spectator (uncredited)
Bess Flowers
Cameo McQueen (uncredited)
Adele Jergens
Seamstress (uncredited)
Anna Q. Nilsson
Drunk (uncredited)
Bert Roach
Sheriff Ike Vallon (uncredited)
Regis Toomey
Dancer (uncredited)
Dorothy Tuttle
Trocadero Stage Assistant (uncredited)
Chick Chandler
Chorus Boy (uncredited)
Roy Damron
George the Calliope Player (uncredited)
Norman Leavitt
Gaylord Ravenal
Howard Keel
Dabney - Poker Player (uncredited)
Louis Mercier
Jake Green (uncredited)
Emory Parnell
Gambler Mark Hallson (uncredited)
Frank Wilcox
Cap'n Andy Hawks
Joe E. Brown
Ellie May Shipley
Marge Champion
Frank Schultz
Gower Champion
Steven Baker
Robert Sterling
Parthy Hawks
Agnes Moorehead
Pete
Leif Erickson
Joe
William Warfield
Novel
Edna Ferber
Screenplay
John Lee Mahin
Theatre Play
Jerome Kern
Songs
Recording Supervision
Douglas Shearer
Makeup Designer
William Tuttle
Costume Design
Walter Plunkett
Director
George Sidney
Director of Photography
Charles Rosher
Set Decoration
Edwin B. Willis
Oscar Hammerstein II
Lyricist
Art Direction
Cedric Gibbons
Hair Designer
Sydney Guilaroff
Jack Martin Smith
Editor
John D. Dunning
Special Effects
Warren Newcombe
Producer
Arthur Freed
Assistant Director
George Rhein