Fred Astaire

as Bert Kalmar

Red Skelton

as Harry Ruby

Vera-Ellen

as Jessie Brown Kalmar

Arlene Dahl

as Eileen Percy

Keenan Wynn

as Charlie Kope

Gale Robbins

as Terry Lordel

Gloria DeHaven

as Mrs. Carter DeHaven

Phil Regan

as Himself

Harry Shannon

as Clanahan

Debbie Reynolds

as Helen Kane

Paul Harvey

as Al Masters

Carleton Carpenter

as Dan Healy

George Metkovich

as Al Schacht

Harry Mendoza

as The Great Mendoza

Beverly Michaels

as Shipboard Woman (uncredited)

Helen Kane

as Helen Kane (singing voice) (uncredited)

Pat Flaherty

as Coach (uncredited)

Brick Sullivan

as Policeman on Street (uncredited)