Two musicians witness a mob hit and struggle to find a way out of the city before they are found by the gangsters. Their only opportunity is to join an all-girl band as they leave on a tour. To make their getaway they must first disguise themselves as women, then keep their identities secret and deal with the problems this brings – such as an attractive bandmate and a very determined suitor.
- Joe (Josephine): Tony Curtis
- Jerry (Daphne): Jack Lemmon
- Sugar Kane Kowalczyk: Marilyn Monroe
- Spats Colombo: George Raft
- Detective Mulligan: Pat O’Brien
- Osgood Fielding III: Joe E. Brown
- Little Bonaparte: Nehemiah Persoff
- Sweet Sue: Joan Shawlee
- Sig Poliakoff: Billy Gray
- Toothpick Charlie: George E. Stone
- Beinstock: Dave Barry
- Spats’ Henchman: Mike Mazurki
- Spats’ Henchman: Harry Wilson
- Dolores: Beverly Wills
- Nellie: Barbara Drew
- Johnny Paradise: Edward G. Robinson Jr.
- Minor Role (uncredited): Sam Bagley
- Speakeasy Patron (uncredited): Alex Ball
- Party Guest (uncredited): Brandon Beach
- Gangster at Convention (uncredited): Phil Bloom
- Gangster at Convention (uncredited): Willie Bloom
- Bellhop (uncredited): Al Breneman
- Hotel Guest (uncredited): Steve Carruthers
- Gangster at Convention (uncredited): James J. Casino
- Police Officer (uncredited): Noble Chissell
- Speakeasy Patron (uncredited): Beulah Christian
- Gangster (uncredited): Ted Christy
- Club Patron (uncredited): Robert Cole
- Olga (uncredited): Marian Collier
- Spats’ Henchman (uncredited): Pat Comiskey
- Gangster at Convention (uncredited): Bing Conley
- Gangster at Convention (uncredited): John Cretoria
- Gangster at Convention (uncredited): Paul Cristo
- Gangster Convention Greeter (uncredited): James Dime
- Party Guest (uncredited): Franklyn Farnum
- Band Member (uncredited): Joan Fields
- Gangster at Convention (uncredited): Duke Fishman
- Band Member (uncredited): Mary Foley
- Police Officer (uncredited): George Ford
- Funeral Director / Speakeasy Waiter (voice) (uncredited): Paul Frees
- Girl (uncredited): Joanne Genthon
- Speakeasy Patron (uncredited): Bobby Gilbert
- Gangster at Convention (uncredited): Joseph Glick
- Gangster with Charlie (uncredited): Jack Gordon
- Mobster at Banquet (uncredited): Joe Gray
- Speakeasy Patron (uncredited): Stuart Hall
- Hotel Guest (uncredited): Sam Harris
- Official #2 (uncredited): Harold ‘Tommy’ Hart
- Policeman (uncredited): William Hoehne Jr.
- Official #1 (uncredited): Ted Hook
- Speakeasy Patron (uncredited): Shep Houghton
- Waiter (uncredited): John Indrisano
- Bouncer (uncredited): Tom Kennedy
- Gangster at Convention (uncredited): Joseph La Cava
- Small Role (uncredited): George Lake
- Retirement Home Resident (uncredited): Carl M. Leviness
- Gangster at Convention (uncredited): King Lockwood
- Small Role (uncredited): John Logan
- Speakeasy Patron (uncredited): Hank Mann
- Small Role (uncredited): Tiger Joe Marsh
- Small Role (uncredited): Jack Mather
- Spats’ Henchman (uncredited): Tipp McClure
- Trumpet Player (uncredited): Penny McGuiggan
- Speakeasy Patron (uncredited): Frank McLure
- (uncredited): Laurie Mitchell
- Hotel Guest (uncredited): William H. O’Brien
- Band Member (uncredited): Colleen O’Sullivan
- (uncredited): Joe Palma
- Rosella (uncredited): Helen Perry
- Gangster at Convention (uncredited): Jack Perry
- Fresh Bellboy (uncredited): Danny Richards Jr.
- Chef (uncredited): Edwin Rochelle
- Police Officer (uncredited): John Roy
- Waiter (uncredited): Cosmo Sardo
- Old Man (uncredited): Scott Seaton
- Commuter at Station (uncredited): Sammy Shack
- Drunk (uncredited): Fred Sherman
- (uncredited): Carl Sklover
- Speakeasy Patron (uncredited): Bert Stevens
- Speakeasy Patron (uncredited): Arthur Tovey
- Gangster at Convention (uncredited): Sid Troy
- (uncredited): Ralph Volkie
- Mozzarella (uncredited): Tito Vuolo
- Emily (uncredited): Sandra Warner
- (uncredited): Billy Wayne
- Rosella (uncredited): Grace Lee Whitney
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- Producer: Billy Wilder
- Associate Producer: I. A. L. Diamond
- Director of Photography: Charles Lang
- Story: Michael Logan
- Associate Producer: Doane Harrison
- Editor: Arthur P. Schmidt
- Original Music Composer: Adolph Deutsch
- Set Decoration: Edward G. Boyle
- Production Manager: Allen K. Wood
- Special Effects: Milt Rice
- Gaffer: Don Stott
- Costume Design: Orry-Kelly
- Assistant Director: Hal W. Polaire
- Stunts: Carey Loftin
- Art Direction: Ted Haworth
- Makeup Artist: Emile LaVigne
- Hairstylist: Agnes Flanagan
- Sound: Fred Lau
- Story: Robert Thoeren
- Location Manager: John Veitch
- Still Photographer: Bernie Abramson
- Music Editor: Eve Newman
- Stunts: Joe Gray
- Stunts: Polly Burson
- Assistant Director: Sam Nelson
- Vocal Coach: Gerald Wiggins
- Additional Soundtrack: Barney Kessel
- Choreographer: Jack Cole
- Casting: Phil Benjamin
- Special Effects: Daniel Hays
- Script: John Franco
- Stunts: Paul Baxley
- Wardrobe Supervisor: Bert Henrikson
- Hairstylist: Alice Monte
- Music: Matty Malneck
- Makeup Artist: Allan Snyder
- Still Photographer: Phil Stern
- Props: Tom Plews
Credits: TheMovieDb.