Danny O'Neill

Fred Astaire

Ellen Miller

Paulette Goddard

Scrubwoman

Willa Pearl Curtis

Shaw's First Manager (uncredited)

Phil Arnold

Room Service Waiter (uncredited)

Bobby Barber

Tenor Sax Player (uncredited)

Bus Bassey

Ticket Taker (uncredited)

William Benedict

Trombone Player (uncredited)

Vernon Brown

Trumpet Player (uncredited)

Billy Butterfield

Waiter (uncredited)

Romaine Callender

Trumpet Player (uncredited)

Jack Cathcart

Reporter (uncredited)

Heinie Conklin

Himself

Artie Shaw

Elevator Passenger (uncredited)

Gordon De Main

Bass Player (uncredited)

Jud De Naut

Drummer (uncredited)

Nick Fatool

Stagehand (uncredited)

Jack Gordon

Piano Player (uncredited)

Johnny Guarnieri

Western Union Boy (uncredited)

Ben Hall

Guitar Player (uncredited)

Alton Hendrickson

Trombone Player (uncredited)

Jack Jenney

Tenor Sax Player (uncredited)

Jerry Jerome

Boris (uncredited)

Adia Kuznetzoff

J. Lester Chisholm

Charles Butterworth

Spinster (uncredited)

Lillian Lawrence

Elevator Passenger (uncredited)

Alexander Leftwich

Shaw's Second Manager (uncredited)

Ben Lessy

Ivan (uncredited)

Joseph Marievsky

Sam - Elevator Operator (uncredited)

Charles R. Moore

Musician (uncredited)

Buddy Morrow

Disappointed Fan at Stage Door (uncredited)

Spec O'Donnell

College Clarinetist (uncredited)

Hermes Pan

Alto Sax Player (uncredited)

Neely Plumb

Waiter (uncredited)

Albert Pollet

Hank Taylor

Burgess Meredith

Little Blonde Girl Dancing (uncredited)

June Preston

Headwaiter (uncredited)

Fred Rapport

Alto Sax Player (uncredited)

Les Robinson

College Boy with Zinc Oxide on His Nose (uncredited)

Charles Smith

Dancer / Singer (uncredited)

Mary Stewart

Trumpet Player (uncredited)

Leonard Sues

Waiter (uncredited)

Edward Thomas

Sergei (uncredited)

Michael Visaroff

Trumpet Player (uncredited)

George Wendt

Night Club Patron (uncredited)

Poppy Wilde

Stu

Frank Melton

Messenger (uncredited)

Allen Wood

Mr. Dunn

Jimmy Conlin

Clerk

Don Brodie

Secretary

Marjorie Kane

Receptionist

Joan Barclay

Music

Artie Shaw

Screenplay

Ian McLellan Hunter

Writer

Ben Hecht

Art Direction

Boris Leven

Director

H. C. Potter

Director of Photography

Theodor Sparkuhl

Lyricist

Johnny Mercer

Choreographer

Hermes Pan

Producer

Boris Morros

Story

Frank Cavett

Screenplay

Elaine Ryan

Editor

Jack Dennis

Sound Recordist

William A. Wilmarth

Wardrobe Designer

Helen Taylor

Set Dresser

Howard Bristol

Assistant Director

Edward Montagne

Assistant Director

Frank Cavett

Production Manager

Joseph H. Nadel

Assistant Editor

Fred R. Feitshans Jr.

Assistant Music Supervisor

Edward Paul

Associate Producer

Robert Stillman