| Photos (See all 35 | slideshow) |
| Rita Hayworth | ... | Rusty Parker / Maribelle Hicks (flashback sequence) | |
| Gene Kelly | ... | Danny McGuire | |
| Lee Bowman | ... | Noel Wheaton | |
| Phil Silvers | ... | Genius | |
| Jinx Falkenburg | ... | Jinx Falkenburg | |
| Leslie Brooks | ... | Maurine Martin | |
| Eve Arden | ... | Cornelia Jackson | |
| Otto Kruger | ... | John Coudair | |
| Jess Barker | ... | Coudair as a Young Man | |
| Anita Colby | ... | Miss Colby | |
| Curt Bois | ... | Chef at Danny McGuire's | |
| Jean Colleran | ... | Cover Girl: American Magazine | |
| Francine Counihan | ... | Cover Girl: American Home | |
| Helen Mueller | ... | Cover Girl: Collier's Magazine | |
| Cecilia Meagher | ... | Cover Girl: Coronet | |
| Betty Jane Hess | ... | Cover Girl: Cosmopolitan | |
| Dusty Anderson | ... | Cover Girl: Farm Journal | |
| Eileen McClory | ... | Cover Girl: Glamour | |
| Cornelia B. von Hessert | ... | Cover Girl: Harper's Bazaar | |
| Karen X. Gaylord | ... | Cover Girl: Liberty | |
| Chery Archibald | ... | Cover Girl: Look | |
| Peggy Lloyd | ... | Cover Girl: Mademoiselle | |
| Betty Jane Graham | ... | Cover Girl: McCalls | |
| Martha Outlaw | ... | Cover Girl: Red Book | |
| Susann Shaw | ... | Cover Girl: Vogue | |
| Rose May Robson | ... | Cover Girl: Woman's Home Companion | |
| rest of cast listed alphabetically: | |||
| Grace Albertson | ... | Chorus Girl (uncredited) | |
| Eddie Allen | ... | Best Man (uncredited) | |
| Lucille Allen | ... | Chorus Girl (uncredited) | |
| Eugene Anderson Jr. | ... | Busboy (uncredited) | |
| Sam Ash | ... | Assistant Cook (uncredited) | |
| Warren Ashe | ... | Interviewer (uncredited) | |
| Jackie Barnett | ... | Dancer (uncredited) | |
| William 'Billy' Benedict | ... | Florist Delivery Boy (uncredited) | |
| Jack Boyle | ... | Chorus Boy (uncredited) | |
| Linda Brent | ... | Chorus Girl (uncredited) | |
| Betty Brewer | ... | Autograph Hound (uncredited) | |
| Betty Brodel | ... | Chorus Girl (uncredited) | |
| Edward Brophy | ... | Joe - Bartender (uncredited) | |
| Sally Cairns | ... | Chorus Girl (uncredited) | |
| Sherry Cameron | ... | Chorus Girl (uncredited) | |
| Glenn Charles | ... | Chorus Boy (uncredited) | |
| Stanley Clements | ... | Elevator Boy (uncredited) | |
| Eddie Cutler | ... | Chorus Boy (uncredited) | |
| George Dobbs | ... | Chorus Boy (uncredited) | |
| Eddie Dunn | ... | Mac the Cop (uncredited) | |
| Jay Eaton | ... | 'Vanity' Photographer (uncredited) | |
| Fern Emmett | ... | Reporter-Photographer (uncredited) | |
| Sam Flint | ... | Coudair's Butler (uncredited) | |
| Miriam Franklin | ... | Specialty Dancer (uncredited) | |
| Virginia Gardner | ... | Chorus Girl (uncredited) | |
| Helene Garron | ... | Chorus Girl (uncredited) | |
| Marion Graham | ... | Chorus Girl (uncredited) | |
| Diane Griffith | ... | Chorus Girl (uncredited) | |
| Eddie Hall | ... | Soldier (uncredited) | |
| Thurston Hall | ... | Tony Pastor (uncredited) | |
| Eloise Hart | ... | Chorus Girl (uncredited) | |
| Grace Hayle | ... | Food Critic Dipping Soup (uncredited) | |
| Robert F. Hill | ... | Headwaiter (uncredited) | |
| Robert Homans | ... | Pop - Doorman (uncredited) | |
| Randolph Hughes | ... | Dancer (uncredited) | |
| Milton Kibbee | ... | Reporter Asking About Flowers (uncredited) | |
| William Kline | ... | James - Chauffeur (uncredited) | |
| Miriam LaVelle | ... | Specialty Dancer (uncredited) | |
| George Lessey | ... | Minister (uncredited) | |
| Martha Mears | ... | Rusty Parker (singing voice) (uncredited) | |
| Johnny Mitchell | ... | Pianist (uncredited) | |
| Vin Moore | ... | Waiter (uncredited) | |
| Frances Morris | ... | Marion (uncredited) | |
| Muriel Morris | ... | Chorus Girl (uncredited) | |
| Al Norman | ... | Chorus Boy (uncredited) | |
| Jack Norton | ... | Harry the Drunk (uncredited) | |
| Frank O'Connor | ... | Cook (uncredited) | |
| Kathleen O'Malley | ... | Cigarette Girl (uncredited) | |
| Barbara Pepper | ... | Chorus Girl (uncredited) | |
| Ralph Peters | ... | Truckman (uncredited) | |
| Jack Rice | ... | Reporter (uncredited) | |
| Larry Rio | ... | Chorus Boy (uncredited) | |
| Patti Sacks | ... | Chorus Girl (uncredited) | |
| Ralph Sanford | ... | Truckman (uncredited) | |
| Gwen Seager | ... | Chorus Girl (uncredited) | |
| Jack Shea | ... | Serviceman in Audience (uncredited) | |
| Patti Sheldon | ... | Chorus Girl (uncredited) | |
| Bill Sloan | ... | Naval Officer (uncredited) | |
| Victor Travers | ... | Bartender (uncredited) | |
| John Tyrrell | ... | Jim - Electrician (uncredited) | |
| Virginia Wilson | ... | Specialty Dancer (uncredited) | |
| Shelley Winters | ... | Chorus Girl (unconfirmed) (uncredited) | |
| Rudy Wissler | ... | Chorus Boy (uncredited) | |
| Constance Worth | ... | Receptionist (uncredited) | |
| Ronald Wyckoff | ... | Specialty Dancer (uncredited) | |
Directed by | |||
| Charles Vidor | |||
Writing credits | ||
| Virginia Van Upp | (screenplay) | |
| Marion Parsonnet | (adaptation) & | |
| Paul Gangelin | (adaptation) | |
| Erwin S. Gelsey | (story) (as Erwin Gelsey) | |
| John H. Kafka | uncredited | |
Produced by | |||
| Arthur Schwartz | .... | producer | |
Original Music by | |||
| Carmen Dragon | (uncredited) | ||
Cinematography by | |||
| Allen M. Davey | |||
| Rudolph Maté | |||
Film Editing by | |||
| Viola Lawrence | |||
Art Direction by | |||
| Lionel Banks | |||
| Cary Odell | |||
Set Decoration by | |||
| Fay Babcock | |||
Costume Design by | |||
| Travis Banton | (gowns) | ||
| Muriel King | (gowns) | ||
| Gwen Wakeling | (gowns) | ||
Makeup Department | |||
| Clay Campbell | .... | makeup artist | |
| Helen Hunt | .... | hair stylist | |
| Robert J. Schiffer | .... | makeup artist (uncredited) | |
Second Unit Director or Assistant Director | |||
| Budd Boetticher | .... | assistant director (as Oscar Boetticher Jr.) | |
| Jack Voglin | .... | assistant director (uncredited) | |
Sound Department | |||
| Lambert E. Day | .... | sound (uncredited) | |
| John P. Livadary | .... | sound mixer (uncredited) | |
Camera and Electrical Department | |||
| Burnett Guffey | .... | camera operator (uncredited) | |
| Richard H. Kline | .... | assistant camera (uncredited) | |
| Homer Plannette | .... | gaffer (uncredited) | |
| Ned Scott | .... | still photographer (uncredited) | |
Costume and Wardrobe Department | |||
| Eugene Joseff | .... | costume jeweller (uncredited) | |
Editorial Department | |||
| John Hoffman | .... | montage | |
Music Department | |||
| Carmen Dragon | .... | orchestrator | |
| Philip Faulkner Jr. | .... | music recordist (as P.J. Faulkner) | |
| Morris Stoloff | .... | musical director (as M.W. Stoloff) | |
| Sidney Cutner | .... | orchestrator (uncredited) | |
| Gil Grau | .... | composer: additional music (uncredited) | |
| Gil Grau | .... | orchestrator (uncredited) | |
| Paul Weston | .... | orchestrator (uncredited) | |
Other crew | |||
| Robert Coburn | .... | magazine cover photographer | |
| Anita Colby | .... | technical advisor | |
| Harry Conover | .... | technical advisor | |
| Norman Deming | .... | assistant to producer | |
| Seymour Felix | .... | choreographer | |
| John Hoffman | .... | magazine cover photographer | |
| Kenneth Hopkins | .... | hat maker (as Keneth Hopkins) | |
| Natalie Kalmus | .... | technicolor color director | |
| Morgan Padelford | .... | associate technicolor color director | |
| Val Raset | .... | choreographer | |
| William R. Anderson | .... | dialogue director (uncredited) | |
| Anita Colby | .... | press agent (uncredited) | |
| Stanley Donen | .... | choreographer (uncredited) | |
| Fred Kelly | .... | additional choreographer (uncredited) | |
| Gene Kelly | .... | choreographer (uncredited) | |
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| Full cast and crew | Company credits | External reviews |
| News articles | IMDb Comedy section | IMDb USA section |
Cover Girl's importance lies not in its originality as a book (it's a standard backstage Cinderella story), as much as it does in what happened to each of its stars. Gene Kelly was "loaned out" to do it when MGM boss L.B. Mayer didn't have much use for him at his own studio. His performance in this film, coupled with the ground-breaking 'Alter Ego' dance solo (duo?) was so successful that it made MGM take him seriously at last (he was never loaned out again) and allowed him to flourish with the soon-to-come hits of "Anchors Aweigh," "On The Town," and "An American In Paris." Likewise for Rita Hayworth; Columbia had been grooming her for years, but she had done mostly B-level films. CG showed her off as a lead in glorious Technicolor, and paved the way for GILDA, her signature (and much more adult) role. Here she and Kelly make a sweet couple, and dance well in "Put Me To The Test" and the fresh, energetic "Make Way For Tomorrow." They are at their most poignant in "Long Ago And Far Away," but the number (played on piano by Phil Silvers and sung as they both stack up nightclub chairs) seems to beg for a dance number, then doesn't have one. Another good number is the title tune, which pays tribute to the famous American magazines/cover girl models of the day. Hayworth appears as the last model, running down a curved runway in a gold dress with her flaming mane flying behind her. A dream in Technicolor!!