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Oscar Levant as Lester Marton Jack Buchanan as Jeffrey Cordova Robert Gist as Hal Ava Gardner as Ava Gardner (uncredited) Douglas Fowley as Auctioneer (uncredited) Colin Kenny as Drunk Outside Arcade (uncredited) Madge Blake as Investor (uncredited) Henry Corden as Orchestra Leader (uncredited) Thurston Hall as Colonel Tripp (uncredited) Leroy Daniels as Arcade Shoeshine Man (uncredited) Ann McCrea as Chorus Member in Hotel Suite (uncredited) Hal Taggart as Undetermined Role (uncredited) Richard Alexander as Stagehand (uncredited) Fred Astaire as Tony Hunter Cyd Charisse as Gabrielle Gerard James Mitchell as Paul Byrd Steve Forrest as Passenger on Train (uncredited) Frank McLure as Investor (uncredited) Don Beddoe as Producer (uncredited) Julie Newmar as Salon Model / Chorine in Girl Hunt Ballet (uncredited) Dorinda Clifton as Dancer (uncredited) John Lupton as Jack - Prompter (uncredited) Herb Vigran as Man on Train (uncredited) Al Ferguson as Stagehand (uncredited) Frank J. Scannell as Reporter (uncredited) Bess Flowers as Train Passenger (uncredited) Ted Jordan as Chorus Member in Hotel Suite (uncredited) Manuel París as Waiter (uncredited) Nanette Fabray as Lily Marton Bert Stevens as Train Station Passenger (uncredited) Emory Parnell as Man on Train (uncredited) Harold Miller as Bystander in Girl Hunt Ballet (uncredited)

Douglas Shearer Recording Supervision Michael Kidd Choreographer Sydney Guilaroff Hairstylist Jerry Thorpe Assistant Director Alexander Courage Orchestrator William Tuttle Makeup Designer Edwin B. Willis Set Decoration Cedric Gibbons Art Direction Adolph Green Story, Screenplay Vincente Minnelli Director