| Photos (see all 10 | slideshow) |
| Judy Garland | ... | Manuela | |
| Gene Kelly | ... | Serafin | |
| Walter Slezak | ... | Don Pedro Vargas | |
| Gladys Cooper | ... | Aunt Inez | |
| Reginald Owen | ... | The Advocate | |
| George Zucco | ... | The Viceroy | |
| Fayard Nicholas | ... | Specialty Dancer (as The Nicholas Brothers) | |
| Harold Nicholas | ... | Specialty Dancer (as The Nicholas Brothers) | |
| Lester Allen | ... | Uncle Capucho | |
| Lola Deem | ... | Isabella | |
| Ellen Ross | ... | Mercedes | |
| Mary Jo Ellis | ... | Lizarda | |
| Jean Dean | ... | Casilda | |
| Marion Murray | ... | Eloise | |
| Ben Lessy | ... | Gumbo | |
| Jerry Bergen | ... | Bolo | |
| Val Setz | ... | Juggler | |
| The Gaudsmith Brothers | ... | Poodle Act (scenes deleted) (as Gaudsmith Brothers) | |
| Cully Richards | ... | Trillo | |
| rest of cast listed alphabetically: | |||
| Lola Albright | ... | One of Manuela's Friends (uncredited) | |
| Marie Allison | ... | 'Nina' showgirl (uncredited) | |
| Anne Beck | ... | 'Nina' showgirl (uncredited) | |
| Oliver Blake | ... | Baker (uncredited) | |
| Wheaton Chambers | ... | Artist (uncredited) | |
| George Chandler | ... | Carriage driver (uncredited) | |
| Bruce Cowling | ... | Guard (uncredited) | |
| Willa Pearl Curtis | ... | Black maid (uncredited) | |
| Peter Cusanelli | ... | Jovial civilian (uncredited) | |
| William Edmunds | ... | Town clerk (uncredited) | |
| George Emerson | ... | Boatswain with parrot (uncredited) | |
| Fred Gilman | ... | Coachman (uncredited) | |
| Suzette Harbin | ... | Black maid (uncredited) | |
| Jane Howard | ... | 'Nina' showgirl (uncredited) | |
| Paul Maxey | ... | Hotel manager (uncredited) | |
| Jill Meredith | ... | 'Nina' showgirl (uncredited) | |
| Aurora Navarro | ... | Duenna (uncredited) | |
| Jimmy Page | ... | Black barber (uncredited) | |
| Sharon Saunders | ... | 'Nina' showgirl (uncredited) | |
| Dick Simmons | ... | Captain (uncredited) | |
| Dee Turnell | ... | Louisa ('Nina' showgirl) (uncredited) | |
| Irene Vernon | ... | 'Nina' showgirl (uncredited) | |
| O.Z. Whitehead | ... | Hurtada (uncredited) | |
| Marie Windsor | ... | Madame Lucia (uncredited) | |
Directed by | |||
| Vincente Minnelli | |||
Writing credits | ||
| Albert Hackett | (screenplay) and | |
| Frances Goodrich | (screenplay) | |
| S.N. Behrman | (play) | |
| Joseph Than | uncredited | |
Produced by | |||
| Arthur Freed | .... | producer | |
Original Music by | |||
| Lennie Hayton | (uncredited) | ||
Cinematography by | |||
| Harry Stradling Sr. | (as Harry Stradling) | ||
Film Editing by | |||
| Blanche Sewell | |||
Art Direction by | |||
| Cedric Gibbons | |||
| Jack Martin Smith | |||
Set Decoration by | |||
| Edwin B. Willis | |||
Costume Design by | |||
| Tom Keogh | |||
Makeup Department | |||
| Jack Dawn | .... | makeup artist | |
| Sydney Guilaroff | .... | hairstyle designer | |
Production Management | |||
| Al Shenberg | .... | production manager (uncredited) | |
Second Unit Director or Assistant Director | |||
| Wallace Worsley Jr. | .... | assistant director (uncredited) | |
Art Department | |||
| Arthur Krams | .... | associate set decorator | |
| Doris Lee | .... | paintings | |
Sound Department | |||
| Douglas Shearer | .... | recording director | |
| Norwood A. Fenton | .... | sound (uncredited) | |
| Van Allen James | .... | sound editor (uncredited) | |
Stunts | |||
| Russell Saunders | .... | stunts (uncredited) | |
Camera and Electrical Department | |||
| Richard Borland | .... | grip (uncredited) | |
| Jerry Hester | .... | still photographer (uncredited) | |
| Sam Leavitt | .... | camera operator (uncredited) | |
Costume and Wardrobe Department | |||
| Irene | .... | costume supervisor | |
| Barbara Karinska | .... | costume execution (as Karinska) | |
Music Department | |||
| Lennie Hayton | .... | musical director | |
Other crew | |||
| Robert Alton | .... | dance director | |
| Henri Jaffa | .... | associate technicolor color director | |
| Natalie Kalmus | .... | technicolor color director | |
| Gene Kelly | .... | dance director | |
| Conrad Salinger | .... | instrumental arrangements | |
| Leslie H. Martinson | .... | script supervisor (uncredited) | |
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| Singin' in the Rain | On the Town | Enchanted | Kiss Me Kate | The Princess Bride |
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Vincent Minnelli makes sumptuous use of color, costumes and settings in this lush MGM musical teaming Judy Garland and Gene Kelly in their prime. The score may not be one of Cole Porter's best (in fact, Garland expressed her open dislike to the composer for some of her numbers), but just watch her do magic with 'Mack the Black' and 'Love of My Life'. To be honest, it's really Kelly's movie. Garland was having problems at the time and Minnelli decided to give him ample opportunity with additional dance numbers excluding Garland. However, their teaming in 'Be A Clown' is a joyous one, each trying to upstage the other in full exhuberance. And the Nicholas Brothers are worth the price of admission for their climactic routine with Kelly. Gladys Cooper, as always, is a joy in a supporting role as Garland's stern aunt--but it's the comic flair of Kelly that distinguishes much of the fun. Walter Slezak has fun too with his role as the mayor who just happens to be the real Mack the Black. A colorful treat with some of the best color photography ever! Some of the fights between Kelly and Garland get a little strident at times, but overall it's a real gem with Judy showing that her comic timing with a line was just about perfect.