Mary O'Leary aka Rochelle Olivia
Dorothy Lamour
John Gayle
Don Ameche
Carnie (uncredited)
W. Earl Brown
Carnival Barker (uncredited)
Jack Bruce
Wilson (uncredited)
Leonard Carey
Kernan Cripps
Roy Darmour
Whitaker (uncredited)
Hal K. Dawson
Nightclub Charity Guest (uncredited)
Jack Deery
Frenchman (uncredited)
Jack Del Rio
Marty Freeman (uncredited)
Franklyn Farnum
Frank Ferguson
Louisa Gayle
Janis Carter
Party Guest (uncredited)
George Ford
Bess Flowers
Kenneth Gibson
Photographer (uncredited)
Dick Gordon
Herschel Graham
Sam Harris
Stevens (uncredited)
Myron Healey
Al Hill
Earle Hodgins
Newsman (uncredited)
Fred Howard
Douglas Hyde
Willard Parker
Hyde's Secretary (uncredited)
Carol Hughes
Studio Cop (uncredited)
Charles Jordan
Tom Kingston
Assistant (uncredited)
Jimmy Lloyd
Soundman (uncredited)
Frank Mayo
Harold Miller
J.B. (voice) (uncredited)
Gerald Mohr
Sol Murgi
George Nardelli
Dave Pepper
Yvonne La Tour
Adele Jergens
Carnival Midway Onlooker (uncredited)
Jack Perry
Dancer (uncredited)
Terri Randall
Suzanne Ridgway
Wally Rose
Robert Ryan
Reporter (uncredited)
Cosmo Sardo
Jeffrey Sayre
Cameraman (uncredited)
Fred F. Sears
Avid Audience Member with Pom-Pom (uncredited)
Charles Sherlock
Cockney Barker (uncredited)
Will Stanton
Nicolette
Jeanne Manet
Larry Steers
Michael Towne
Edwin Tuttle
Bill Wallace
Publicity Man (uncredited)
Pierre Watkin
Starr (uncredited)
Frank Wilcox
Newsman / Photographer (uncredited)
Robert B. Williams
Hilda (uncredited)
Patricia Barry
William Bishop
Symona Boniface
Paul Bradley
Music Director
Morris Stoloff
Songs
Harold Arlen
Director
Douglas Sirk
Music Score Producer
George Duning
Allan Roberts
Costume Design
Jean Louis
Screenplay
Karen DeWolf
Story
Herbert Fields
Director of Photography
Charles Lawton Jr.
Art Direction
Carl Anderson
Editor
Al Clark
Set Decoration
James Crowe
Assistant Director
Paul Donnelly
Choreographer
Robert Sidney
Lester Lee
Ted Koehler
Producer
Irving Starr