- Selina Rogers as Sandy Cheeks
- Bill Williamson as Spongebob
- Cab Calloway Orchestra (as Cab Calloway and His Band) as Patrick Star
- Dance Troupe as Mrs. Puff
- 'Fats' Waller as King Neptune
- Dancers (as Nicholas Brothers) as MermaidMan and BarnacleBoy
- Singer as Pearl Krabs
- Gabe Tucker as Mr. Krabs
- Cab Calloway as Squilliam Fancyson
- Katherine Dunham as Princess Mindy
- The Tramp Band as Patchy the Pirate
- and more
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