June Allyson as Kay Ashley Hilliard

Joan Collins as Crystal Allen

Dolores Gray as Sylvia Fowler

Ann Sheridan as Amanda Penrose

Ann Miller as Gloria Dahl

Leslie Nielsen as Steve Hilliard

Jeff Richards as Buck Winston

Agnes Moorehead as Countess Lavaliere

Charlotte Greenwood as Lucy

Joan Blondell as Edith Potter

Sam Levene as Mike Pearl

Bill Goodwin as Howard Fowler

Alice Pearce as Olga

Barbara Jo Allen as Dolly DeHaven

Sandy Descher as Debbie Hilliard

Carolyn Jones as Pat

Jerry Antes as Leading Man Dancer

Alan Marshal as Ted

Jonathan Hole as Phelps Potter

Harry James as Harry James

Art Mooney as Art Mooney

Dick Shawn as Singer

Jim Backus as Psychiatrist

Franklyn Farnum as Patron at 21 (uncredited)

Dean Jones as Assistant Stage Manager (uncredited)

Juanita Moore as Powder Room Attendant (uncredited)

Maidie Norman as Violet (uncredited)

Luana Lee as Telephone Girl (uncredited)

Don Anderson as Patron at 21 (uncredited)

Jean Andren as Gossip (uncredited)

Jan Arvan as Headwaiter (uncredited)

Frank Baker as Club Patron (uncredited)

Alex Ball as Club Patron (uncredited)

Foy David Blanton as Bass Player (uncredited)

Lela Bliss as Wealthy Matron (uncredited)

Gail Bonney as Gossip (uncredited)

Marvin Bryan as Television Director (uncredited)

Ahna Capri as Child (uncredited)

Robert Carson as Backstage Well-Wisher (uncredited)

Barrie Chase as Specialty Dancer (uncredited)

George Cisar as Orchestra Leader (uncredited)

Joe Corey as Army Officer (uncredited)

Oliver Cross as Patron at 21 (uncredited)

Gabriel Curtiz as Maitre D' (uncredited)

Jack Daly as Drunken Husband on Street (uncredited)

Jeanne Dante as (uncredited)

Sayre Dearing as Backstage Photographer (uncredited)

Jack Deery as Anniversary Party Waiter (uncredited)

Dudley Dickerson as Pullman Porter (uncredited)

Don Dillaway as Bill (uncredited)

Darlene Engle as Chorine (uncredited)

Kay English as Aristocratic Woman (uncredited)

Estelle Etterre as Ticket Buyer (uncredited)

James Farrar as Ticket Buyer (uncredited)

Elizabeth Flournoy as Departing Woman (uncredited)

Bess Flowers as Anniversary Party Guest (uncredited)

Joel Fluellen as Club Car Bartender (uncredited)

George Ford as Patron at 21 (uncredited)

Dolores Fuller as (uncredited)

Sue George as Debutante (uncredited)

Richard Grant as Television Stage Manager (uncredited)

Jo Ann Greer as Kay (singing voice) (uncredited)

Stuart Hall as Patron at 21 (uncredited)

Harry Harvey Jr. as Delivery Boy (uncredited)

Ed Haskett as Patron at 21 (uncredited)

Mary Alan Hokanson as (uncredited)

Bob Hopkins as Drunk at 21 (uncredited)

Art Howard as Club Patron (uncredited)

Helen Jay as (uncredited)

Michael Jeffers as Stagehand (uncredited)

Joe Karnes as Pianist (uncredited)

Fred Kelsey as Club Patron (uncredited)

Jess Kirkpatrick as Al (uncredited)

Jeanne Lafayette as Patron at 21 (uncredited)

Janet Lake as Miss Wilson (uncredited)

Mike Lally as Patron at 21 (uncredited)

Charlotte Lawrence as Manicurist (uncredited)

King Lockwood as Patron at 21 (uncredited)

Leota Lorraine as Party Guest (uncredited)

Celia Lovsky as Lutsi (uncredited)

Wilbur Mack as Patron at 21 (uncredited)

Vivian Marshall as Showgirl (uncredited)

Harry Tom McKenna as Hughie (uncredited)

Joe McTurk as Popsicle Vendor at Park (uncredited)

Eve McVeagh as Departing Woman (uncredited)

Harold Miller as Anniversary Party Guest (uncredited)

Hans Moebus as Anniversary Party Guest (uncredited)

Ann Morriss as Sydney's Receptionist (uncredited)

Sol Murgi as Waiter (uncredited)

Forbes Murray as Backstage Guest at Benefit (uncredited)

Karine Nordman as Helene (uncredited)

Monty O'Grady as Anniversary Party Guest (uncredited)

Leslie Parrish as Leg Model (uncredited)

Murray Pollack as Anniversary Party Guest (uncredited)

Lillian Powell as Audience Member (uncredited)

Fred Rapport as Club Patron (uncredited)

Waclaw Rekwart as Waiter (uncredited)

Peggy Remington as Patron at 21 (uncredited)

Mitchell Rhein as Passerby on Sidewalk (uncredited)

Vernon Rich as Kay's Lawyer (uncredited)

Gordon Richards as Hilliard's Butler (uncredited)

Edwin Rochelle as Passerby (uncredited)

Jeffrey Sayre as Man Leaving Phone Booth (uncredited)

Frank J. Scannell as Backstage Man (uncredited)

Scott Seaton as Club Patron (uncredited)

Bernard Sell as Club Patron (uncredited)

Maxine Semon as Gossip (uncredited)

Doris Simons as Departing Woman (uncredited)

Bert Stevens as Patron at 21 (uncredited)

Hal Taggart as Store Clerk Stampeded By Women (uncredited)

Wayne Taylor as Counter Boy (uncredited)

Sid Tomack as Nightclub Waiter (uncredited)

Dee Turnell as Showgirl (uncredited)

Bunny Waters as Amazon (uncredited)

Marc Wilder as Dancer (uncredited)

Allen Wood as Onlooker at Buck's Spurs (uncredited)

Wilson Wood as Stage Manager (uncredited)

Trude Wyler as (uncredited)