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

Robert Mitchell

Robert Mitchell

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

(uncredited)

Dorothy Vernon

Woman at Country Club (uncredited)

George Ford

Country Club Guest (uncredited)