Charles Walters Director Judy Garland Jane Falbury Actor Gene Kelly Joe D. Ross Actor Eddie Bracken Orville Wingait Actor Gloria DeHaven Abigail Falbury Actor Marjorie Main Esme Actor Phil Silvers Herb Blake Actor Ray Collins Jasper G. Wingait Actor Carleton Carpenter Artie Actor Nita Bieber Sarah Higgins Actor Hans Conried Harrison I. Keath Actor Paul E. Burns Frank (uncredited) Actor Almira Sessions Constance Fliggerton (uncredited) Actor A. Cameron Grant Producer (uncredited) Actor Jack Daley Producer (uncredited) Actor Michael Chapin Boy (uncredited) Actor Teddy Infuhr A Boy (uncredited) Actor Kathryn Sheldon Amy Fliggerton (uncredited) Actor Jack Gargan Clerk (uncredited) Actor Eddie Dunn Sheriff (uncredited) Actor Erville Alderson Zeb (uncredited) Actor Joe Pasternak Producer George Wells Screenwriter Sy Gomberg Screenwriter Conrad Salinger Original Music Robert H. Planck Cinematographer Albert Akst Film Editing Cedric Gibbons Art Director Jack Martin Smith Art Director Edwin B. Willis Set Decoration Walter Plunkett Costume Design