Rita Hayworth as Rusty Parker / Maribelle Hicks (flashback)

Gene Kelly as Danny McGuire

Lee Bowman as Noel Wheaton

Phil Silvers as Genius

Jinx Falkenburg as Jinx Falkenburg

Leslie Brooks as Maurine Martin

Eve Arden as Cornelia 'Stonewall' Jackson

Otto Kruger as John Coudair

Jess Barker as John Coudair as a Young Man

Anita Colby as Miss Colby

Curt Bois as Chef at Danny McGuire's

Jean Colleran as Cover Girl: American Magazine

Francine Counihan as Cover Girl: American Home

Helen Mueller as Cover Girl: Collier's Magazine

Cecilia Meagher as Cover Girl: Coronet

Betty Jane Hess as Cover Girl: Cosmopolitan

Dusty Anderson as Cover Girl: Farm Journal

Eileen McClory as Cover Girl: Glamour

Cornelia B. von Hessert as Cover Girl: Harper's Bazaar

Karen X. Gaylord as Cover Girl: Liberty

Cheryl Archibald as Cover Girl: Look

Peggy Lloyd as Cover Girl: Mademoiselle

Betty Jane Graham as Cover Girl: McCalls

Martha Outlaw as Cover Girl: Red Book

Susann Shaw as Cover Girl: Vogue

Rose May Robson as Cover Girl: Woman's Home Companion

Edward Brophy as Joe, bartender (uncredited)

Stanley Clements as Elevator Boy (uncredited)

Eddie Hall as Soldier (uncredited)

Thurston Hall as Tony Pastor (uncredited)

Milton Kibbee as Reporter Asking About Flowers (uncredited)

Muriel Morris as Chorus Girl (uncredited)

Constance Worth as Receptionist (uncredited)

Miriam LaVelle as Specialty Dancer (uncredited)

Miriam Nelson as Specialty Dancer (uncredited)

Dorothy Vernon as Wardrobe Woman (uncredited)

Robert Homans as Pop (uncredited)