Fred Astaire
Tony Flagg
Ginger Rogers
Amanda Cooper
Ralph Bellamy
Stephen Arden
Luella Gear
Aunt Cora
Jack Carson
Connors
Clarence Kolb
Judge Travers
Franklin Pangborn
Roland Hunter
Walter Kingsford
Dr. Powers
Kay Sutton
Miss Adams
Bobby Barber
(uncredited)
Edward Gargan
Policeman (uncredited)
Jack Gargan
Taxi Driver (uncredited)
Paul Guilfoyle
Elevator Starter (uncredited)
Hattie McDaniel
Hattie (uncredited)
Bert Moorhouse
Country Club Member (uncredited)
Ray Hendricks
Waiter (uncredited)
James Conaty
Country Club Guest (uncredited)
Dub Taylor
Bit Part (uncredited)
Dorothy Vernon
Woman at Country Club (uncredited)