Rusty Parker (Rita Hayworth) longs to leave behind her job as a Brooklyn dancer and be a Broadway star. Things begin to look up for her when she enters a "Cover Girl" contest--she reminds the wealthy publisher of a lost love, and lands on the cover. As fate would have it, she is the granddaughter of the woman who broke the publisher's heart. Thus, Rusty begins a winning streak which sees her gathering the attentions of several wealthy men...but is it really the faithful Danny McGuire (Gene Kelly) whom she loves? This very funny Kern and Gershwin music features many lavish production numbers featuring the stunning Hayworth, great dancing by Kelly, and strong supporting roles from Phil Silvers and Eve Arden.

Academy Award Nominations: 5.

Academy Awards: Best Scoring of a Musical Picture.