- Marilyn Monroe as Sugar "Kane" Kowalczyk, a ukulele player and singer
- Tony Curtis as Joe/"Josephine"/"Shell Oil Junior", a saxophone player
- Jack Lemmon as Jerry/"Jerraldine" and later "Daphne", a double bass player
- Joe E. Brown as Osgood Fielding III
- George Raft as "Spats" Colombo, a mobster from Chicago
- Pat O'Brien as Agent Mulligan
- Nehemiah Persoff as "Little Bonaparte", a mobster and leader of the "Friends of Italian Opera Society"
- Joan Shawlee as Sweet Sue, the bandleader of "Sweet Sue and Her Society Syncopators"
- Dave Barry as Mister Bienstock, the band manager for "Sweet Sue and Her Society Syncopators"
- Billy Gray as Sig Poliakoff, Joe and Jerry's agent in Chicago
- Barbara Drew as Nellie Weinmeyer, Poliakoff's secretary
- Grace Lee Whitney as Rosella (Fiddle)
- George E. Stone as "Toothpick" Charlie, a gangster who is killed by "Spats" Colombo
- Mike Mazurki as Spats's henchman
- Harry Wilson as Spats's henchman
- Edward G. Robinson Jr. as Johnny Paradise, a gangster who kills "Spats" Colombo
- Beverly Wills as Dolores, a trombone player, and Sugar's apartment friend
- Al Breneman as the bellboy (uncredited)[7]
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