The election included: Democratic and Republican candidates were selected in party primaries held on September 10, 1964.

On the first ballot, Governor's Councillor John W. Costello led with 428 votes to Worcester attorney and Industrial Accident Board member Joseph E. McGuire's 404, state senator Mario Umana's 250, and state representative Joseph G. Bradley's 112.

On the fifth and final ballot Costello won the party's endorsement by defeating McGuire 724 votes to 691.

Edward Brooke Republican Edward Brooke Republican Incumbent Attorney General Edward Brooke defeated Democrat James W. Hennigan, Jr. Kevin White Democratic Kevin White Democratic Incumbent Secretary of the Commonwealth Kevin White defeated Republican Wallace B. Crawford.

John T. Driscoll Democratic Robert Q. Crane Democratic Incumbent Treasurer and Receiver-General John T. Driscoll did not run for re-election as he had been appointed Chairman of the Massachusetts Turnpike Authority.