Fred Astaire

~ as ~

Charlie Hill

Vera-Ellen

~ as ~

Angela Bonfils

Marjorie Main

~ as ~

Mrs Phineas Hill

Keenan Wynn

~ as ~

Max Ferris

Alice Pearce

~ as ~

Elsie Wilkins

Clinton Sundberg

~ as ~

Gilford Spivak

Gale Robbins

~ as ~

Dixie 'Deadshot' McCoy

Tom Dugan

~ as ~

With Wedding Gift of Stolen Silver (uncredited)

Ed Haskett

~ as ~

Supper Club Patron (uncredited)

Percy Helton

~ as ~

Presents Angela with Flowers (uncredited)