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Top Cast
Rita Hayworth
Rusty Parker / Maribelle Hicks (flashback sequence)
Gene Kelly
Danny McGuire
Lee Bowman
Noel Wheaton
Phil Silvers
Genius
Jinx Falkenburg
Herself
Leslie Brooks
Maurine, Rusty's blonde friend / rival
Eve Arden
Cornelia 'Stonewall' Jackson
Otto Kruger
John Coudair
Jess Barker
Coudair as a young man
Anita Colby
Miss Colby
Curt Bois
Chef at Danny McGuire's
Jean Colleran
Cover Girl: American Magazine
Francine Counihan
Cover Girl: American Home
Helen Mueller
Cover Girl: Collier's Magazine
Cecilia Meagher
Cover Girl: Coronet
Betty Jane Hess
Cover Girl: Cosmopolitan
Dusty Anderson
Cover Girl: Farm Journal
Eileen McClory
Cover Girl: Glamour
Cornelia B. von Hessert
Cover Girl: Harper's Bazaar
Karen X. Gaylord
Cover Girl: Liberty
Cheryl Archibald
Cover Girl: Look
Peggy Lloyd
Cover Girl: Mademoiselle
Betty Jane Graham
Cover Girl: McCalls
Martha Outlaw
Cover Girl: Red Book
Susann Shaw
Cover Girl: Vogue
Rose May Robson
Cover Girl: Woman's Home Companion
Edward Brophy
Joe - Bartender (uncredited)
Stanley Clements
Elevator Boy (uncredited)
Eddie Hall
Soldier (uncredited)
Thurston Hall
Tony Pastor (uncredited)
Milton Kibbee
Reporter Asking About Flowers (uncredited)
Muriel Morris
Chorus Girl (uncredited)
Constance Worth
Receptionist (uncredited)
Miriam LaVelle
Specialty Dancer (uncredited)
Miriam Nelson
Specialty Dancer
Dorothy Vernon
Wardrobe Woman
Robert Homans
Pop (uncredited)