Lauren Bacall as Sally Ross

James Garner as Jake Berman

Maureen Stapleton as Belle Goldman

Héctor Elizondo as Police Inspector Raphael Andrews

Michael Biehn as Douglas Breen

Anna Maria Horsford as Emily Stolz

Kurt Johnson as David Branum

Feiga Martinez as Elsa

Reed Jones as Choreographer

Kaiulani Lee as Douglas' Sister

Charles Blackwell as John Vetta

Dwight Schultz as Director

Dana Delany as Saleswoman in Record Store

Terence Marinan as Young Man in Bar

Lesley Rogers as Heidi

Parker McCormick as Hilda

Robert Weil as Pop

Ed Crowley as Caretaker

Gail Benedict as Assistant Choreographer

D. David Lewis as Pianist

Griffin Dunne as Production Assistant

Themi Sapountzakis as Markham

Jean De Baer as Stage Manager

Liz Smith as Self

Haru Aki as Dancer

Robin Albert as Dancer

Rene Ceballos as Dancer

Clif De Raita as Dancer

Edyie Fleming as Dancer

Linda Haberman as Dancer

Sergio López-Cal as Dancer

Jamie Patterson as Dancer

Justin Ross as Dancer

Stephanie Williams as Dancer

Jim Wolfe as Dancer

Thomas Saccio as Prop Man

Victoria Vanderkloot as Pen Thief

James Ogden as Drummer

Terri DuHaime as Nurse

Donna Mitchell as Party Hostess

Hector Osorio as Donut Vendor

Lionel Pina as Record Shop Customer

Miriam Phillips as Woman on Steps

Jack R. Marks as Doorman

George Peters as Doorman

Esther Benson as Fan

Eric Van Valkenburg as Fan

Ann Pearl Gary as Fan

Madeline Moroff as Fan

Leo Schaff as Fan

James Bryson as Stagehand

J. Nesbit Clark as Stagehand

Tim Elliott as Stagehand

Paul Hummel as Stagehand

Jacob Laufer as Stagehand

Kenneth Boys as Autograph Seeker (uncredited)