A nightclub dancer makes it big in modeling, leaving her dancer boyfriend behind.
Rita Hayworth
as Rusty Parker / Maribelle Hicks (flashback sequence)
Gene Kelly
as Danny McGuire
Lee Bowman
as Noel Wheaton
Phil Silvers
as Genius
Jinx Falkenburg
as Herself
Leslie Brooks
as Maurine, Rusty's blonde friend / rival
Eve Arden
as Cornelia 'Stonewall' Jackson
Otto Kruger
as John Coudair
Jess Barker
as Coudair as a young man
Anita Colby
as Miss Colby
Curt Bois
as Chef at Danny McGuire's
Jean Colleran
as Cover Girl: American Magazine
