Bing Crosby

Johnny Adams

Fred Astaire

Jed Potter

Joan Caulfield

Mary O'Hara

Billy De Wolfe

Tony

Olga San Juan

Nita Nova

Mikhail Rasumny

François (uncredited)

Frank Faylen

Mack (uncredited)

Victoria Horne

Martha (uncredited)

Karolyn Grimes

Mary Elizabeth Adams (uncredited)

Jimmy Conlin

Jeffrey (uncredited)

John Deauville

Dancer (uncredited)

John Gallaudet

Stage Manager (uncredited)

Audrey Korn

Dancer (uncredited)

Cliff Nazarro

Cliff (uncredited)

Rudolph Valentino

Valentino (archive footage) (uncredited)

Joan Woodbury

Flo (uncredited)

Will Wright

Dan - Stage Manager (uncredited)

Gene Cole

Dancer (uncredited)

Audrey Young

Chorine

Joan Woodbury

Flo

Florence Wix

Nightclub Patron

Beverly Thompson

Showgirl

Mary Stewart

Dancer / Singer

Larry Steers

Guest at Top Hat Nightclub

Barbara Slater

Myrtle

Scott Seaton

Nightclub Patron

Jeffrey Sayre

Guest at Hole in the Wall

Louise Saraydar

Singer in Quartette

Mary Jane Shores

Dancer

Jack Perrin

Restaurant Patron

Mavis Murray

Dancer

Frances Morris

Nurse

Harold Miller

Nightclub Patron

Cecilia Meagher

Dancer

Ethelreda Leopold

Nightclub Patron

Audrey Korn

Dancer

Lucille Knox

Showgirl

John Gallaudet

Stage Manager

J.C. Fowler

Nightclub Patron

Jay Eaton

Nightclub Patron

John Deauville

Dancer

Dorothy Dayton

Dancer