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| Kathryn Grayson | Magnolia Hawks |
| Howard Keel | Gaylord Ravenal |
| Ava Gardner | Julie LaVerne |
| Joe E. Brown | Cap'n Andy Hawks |
| Gower Champion | Frank Schultz |
| Marge Champion | Ellie May Shipley |
| Robert Sterling | Stephen Baker |
| Agnes Moorehead | Parthy Hawks |
| Adele Jergens | Cameo McQueen (uncredited) |
| William Warfield | Joe |
| Leif Erickson | Pete |
| Owen McGiveney | Windy (uncredited) |
| Regis Toomey | Sheriff Ike Vallon (uncredited) |
| Frank Wilcox | Poker player (uncredited) |
| Chick Chandler | Joe (Trocadero stage assistant) (uncredited) |
| Emory Parnell | Jake Green (uncredited) |
| Ian MacDonald | Drunken sport (uncredited) |
| Fuzzy Knight | The Trocadero piano player (uncredited) |
| Norman Leavitt | The calliope player (uncredited) |
When it comes to music on the Mississippi river, the Cotton Blossom show boat is the place to go. When musical main attraction Julie Laverne and her husband are suddenly forced to leave the show, Cotton Blossom owner Andy Hawks' own daughter, Magnolia, takes center stage. She soon falls madly in love with roguish gambler Gaylord Ravenal, and the two leave the Cotton Blossom on a honeymoon -- only to enter into a tumultuous marriage.
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