Fred Astaire as Tony Hunter

Cyd Charisse as Gabrielle Gerard

Oscar Levant as Lester Marton

Nanette Fabray as Lily Marton

Jack Buchanan as Jeffrey Cordova

James Mitchell as Paul Byrd

Robert Gist as Hal

Ava Gardner as Ava Gardner (uncredited)

Don Beddoe as Producer (uncredited)

Henry Corden as Orchestra Leader (uncredited)

Steve Forrest as Passenger on Train (uncredited)

Bess Flowers as Train Passenger (uncredited)

India Adams as Gabrielle Gerard (singing voice) (uncredited)

Douglas Fowley as Auctioneer (uncredited)

Thurston Hall as Colonel Tripp (uncredited)

Frank McLure as Investor (uncredited)

Julie Newmar as Salon Model / Chorine in Girl Hunt Ballet (uncredited)

Colin Kenny as Drunk Outside Arcade (uncredited)

Bert Stevens as Train Station Passenger (uncredited)

Harold Miller as Bystander in Girl Hunt Ballet (uncredited)

Brandon Beach as Auction Guest (uncredited)

Leroy Daniels as Arcade Shoeshine Man (uncredited)

Dorinda Clifton as Dancer (uncredited)

Emory Parnell as Man on Train (uncredited)

Madge Blake as Investor (uncredited)

James Carlisle as Theatre Patron (uncredited)

Dick Cherney as Audience Member (uncredited)

Tom Coleman as Waiter (uncredited)

Roy Engel as Reporter (uncredited)

Al Ferguson as Stagehand (uncredited)

Jack Gargan as Hotel Doorman (uncredited)

Herschel Graham as Ballet Audience Member (uncredited)

Ted Jordan as Chorus Member in Hotel Suite (uncredited)

John Lupton as Jack - Prompter (uncredited)

Ann McCrea as Chorus Member in Hotel Suite (uncredited)

Manuel París as Waiter (uncredited)

Frank J. Scannell as Reporter (uncredited)

Hal Taggart as Undetermined Role (uncredited)

Herb Vigran as Man on Train (uncredited)

Dick Gordon as Ballet Audience Member (uncredited)

Rudy Germane as Restaurant Patron (uncredited)

Richard Alexander as Stagehand (uncredited)

George Ford as Auctioneer's Assistant (uncredited)

George Sherwood as Investor (uncredited)

Harry Stanton as Investor (uncredited)