Bing Crosby
Johnny Adams

Fred Astaire
Jed Potter

Joan Caulfield
Mary O'Hara

Billy De Wolfe
Tony

Olga San Juan
Nita Nova

Mikhail Rasumny
François

Frank Faylen
Mack

Victoria Horne
Martha (nurse)

Karolyn Grimes
Mary Elizabeth Adams

Jimmy Conlin
Jeffrey - Valet (uncredited)

John Deauville
Dancer (uncredited)

John Gallaudet
Stage Manager (uncredited)

Cliff Nazarro
Cliff - Piano Player (uncredited)

Rudolph Valentino
Valentino (archive footage) (uncredited)

Joan Woodbury
Flo (uncredited)

Will Wright
Dan - Stage Manager (uncredited)

Audrey Young
Chorine

Joan Woodbury
Flo

Florence Wix
Nightclub Patron

Mary Stewart
Dancer / Singer

Larry Steers
Guest at Top Hat Nightclub

Barbara Slater
Myrtle

Scott Seaton
Nightclub Patron

Jeffrey Sayre
Guest at Hole in the Wall

Jack Perrin
Restaurant Patron

Harold Miller
Nightclub Patron

Ethelreda Leopold
Nightclub Patron

John Gallaudet
Stage Manager

Jay Eaton
Nightclub Patron

John Deauville
Dancer

Dorothy Dayton
Dancer