| Cast list |
| Fred Astaire | as | Fred Astaire/Raffles/Tai Long/Gentleman in 'The Babbit and the Bromide' |
| Lucille Ball | as | Here's to the Ladies Number |
| Lucille Bremer | as | This Heart of Mine Princess/Moy Ling |
| Fanny Brice | as | Norma - 'Sweestakes Ticket' |
| Judy Garland | as | The Star in 'A Great Lady Has An Interview' |
| Kathryn Grayson | as | 'Beauty' Number |
| Lena Horne | as | 'Love' Number |
| Gene Kelly | as | Gentleman in 'The Babbit and the Bromide' |
| James Melton | as | Alfredo in scene from 'La Traviata' |
| Victor Moore | as | Lawyer's Client |
| Red Skelton | as | When Television Comes Announcer/J. Newton Numbskull |
| Esther Williams | as | Water Ballet Numbr |
| William Powell | as | Florenz Ziegfeld Jr. |
| Edward Arnold | as | Lawyer |
| Marion Bell | as | Violetta in scene from 'La Traviata' |
