Betty Grable ... Yansci 'Jenny' Dolly
John Payne ... Harry Fox
June Haver ... Roszika 'Rosie' Dolly
S.Z. Sakall ... Uncle Latsie Dolly
Reginald Gardiner ... Tony, Duke of Breck
Frank Latimore ... Irving Netcher
Gene Sheldon ... Professor Winnup, seal trainer
Sig Ruman ... Ignatz Tsimmis
Trudy Marshall ... Lenora Baldwin
Elmer ... Elmer - the Seal
Lester Allen ... Morrie Keno (uncredited)
Herbert Ashley ... Fields (uncredited)
Nino Bellini ... French Actor (uncredited)
Trude Berliner ... German Actress (uncredited)
Eddie Borden ... Man on Bus (uncredited)
Eugene Borden ... Mlle. Polaire's Chauffeur (uncredited)
Virginia Brissac ... Nun (uncredited)
André Charlot ... Monsieur Philippe (uncredited)
Gino Corrado ... French Trainman (uncredited)
Mary Currier ... Secretary to Hammerstein (uncredited)
George Davis ... French Juggler (uncredited)
Igor Dolgoruki ... Russian Actor (uncredited)
Cathy Downs ... Miss Mascara (uncredited)
Charles Evans ... Man (uncredited)
Betty Farrington ... Mrs. Al Smith (uncredited)
Frank Ferguson ... Reporter at Boat Docking (uncredited)
J.C. Fowler ... Al Smith (uncredited)
Sam Garrett ... Will Rogers (uncredited)
Dick Gordon ... Reporter at Boat Docking (uncredited)
Donna Jo Gribble ... Rosie as a Child (uncredited)
Theresa Harris ... Ellabelle (uncredited)
Paul Hurst ... Tim Dowling (uncredited)
Elsa Janssen ... Kathi (uncredited)
Eddie Kane ... Sam Harris (uncredited)
Colin Kenny ... Speakeasy Table Extra (uncredited)
Crauford Kent ... Man (uncredited)
Collette Lyons ... Flo Daly (uncredited)
J. Farrell MacDonald ... Stage Doorman at the Opera House (uncredited)
Tommy Mack ... Baggage Man (uncredited)
Mae Marsh ... Annie - Flower Lady (uncredited)
Alphonse Martell ... Chauffeur (uncredited)
Vivian Mason ... Gay 90's Glamour Girl (uncredited)
Robert Middlemass ... Oscar Hammerstein (uncredited)
Al Murphy ... Waiter (uncredited)
Howard Negley ... Photographer at Boat Docking (uncredited)
William Newell ... Bartender (uncredited)
G. Raymond Nye ... Tom - Bartender (uncredited)
George O'Hara ... Frank Tinny (uncredited)
Frank Orth ... Stage Manager at The Bijou (uncredited)
Frank Penny ... (uncredited)
Albert Petit ... Croupier (uncredited)
Claire Richards ... Switchboard Operator (uncredited)
Jeffrey Sayre ... Dance Extra (uncredited)
Harry Seymour ... Gilbert Oystermore, Pianist (uncredited)
Walter Soderling ... Train Conductor (uncredited)
Brick Sullivan ... Hotel Knickerbocker Doorman (uncredited)
Julius Tannen ... Man (uncredited)
Phil Tead ... Speakeasy Patron (uncredited)
Evon Thomas ... Jenny as a Child (uncredited)
Ricki Van Dusen ... Mlle. Polaire (uncredited)

In 1904, Uncle Latsie comes to New York from Hungary with two little nieces, who immediately take to cafe dancing. In 1912 they're still at it, but to pay Uncle's card debts they decide to go into vaudeville. Singer Harry Fox, whom they meet en route, schemes to get them an audition with the great Hammerstein; but their resulting success takes them far out of Harry's league. Lots of songs with a little story.

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