Fred Astaire as Danny O'Neill

Paulette Goddard as Ellen Miller

Artie Shaw as Himself

Charles Butterworth as J. Lester Chisholm

Burgess Meredith as Hank Taylor

Frank Melton as Stu

Jimmy Conlin as Mr. Dunn

Don Brodie as Clerk

Marjorie Kane as Secretary

Joan Barclay as Receptionist

Willa Pearl Curtis as Scrubwoman

Phil Arnold as Shaw's First Manager (uncredited)

Bobby Barber as Room Service Waiter (uncredited)

Bus Bassey as Tenor Sax Player (uncredited)

William Benedict as Ticket Taker (uncredited)

Vernon Brown as Trombone Player (uncredited)

Billy Butterfield as Trumpet Player (uncredited)

Romaine Callender as Waiter (uncredited)

Jack Cathcart as Trumpet Player (uncredited)

Heinie Conklin as Reporter (uncredited)

Gordon De Main as Elevator Passenger (uncredited)

Jud De Naut as Bass Player (uncredited)

Nick Fatool as Drummer (uncredited)

Jack Gordon as Stagehand (uncredited)

Johnny Guarnieri as Piano Player (uncredited)

Ben Hall as Western Union Boy (uncredited)

Alton Hendrickson as Guitar Player (uncredited)

Jack Jenney as Trombone Player (uncredited)

Jerry Jerome as Tenor Sax Player (uncredited)

Adia Kuznetzoff as Boris (uncredited)

Lillian Lawrence as Spinster (uncredited)

Alexander Leftwich as Elevator Passenger (uncredited)

Ben Lessy as Shaw's Second Manager (uncredited)

Joseph Marievsky as Ivan (uncredited)

Charles R. Moore as Sam - Elevator Operator (uncredited)

Buddy Morrow as Musician (uncredited)

Spec O'Donnell as Disappointed Fan at Stage Door (uncredited)

Hermes Pan as College Clarinetist (uncredited)

Neely Plumb as Alto Sax Player (uncredited)

Albert Pollet as Waiter (uncredited)

June Preston as Little Blonde Girl Dancing (uncredited)

Fred Rapport as Headwaiter (uncredited)

Les Robinson as Alto Sax Player (uncredited)

Charles Smith as College Boy with Zinc Oxide on His Nose (uncredited)

Mary Stewart as Dancer / Singer (uncredited)

Leonard Sues as Trumpet Player (uncredited)

Edward Thomas as Waiter (uncredited)

Michael Visaroff as Sergei (uncredited)

George Wendt as Trumpet Player (uncredited)

Poppy Wilde as Night Club Patron (uncredited)

Allen Wood as Messenger (uncredited)