"During the Great Depression, a sheet music salesman seeks to escape his dreary life through popular music and a love affair with an innocent school teacher."
Steve Martin
as Arthur
Bernadette Peters
as Eileen
Jessica Harper
as Joan
Vernel Bagneris
as The Accordion Man
John McMartin
as Mr. Warner
John Karlen
as The Detective
Jay Garner
as The Banker
Robert Fitch
as Al
Tommy Rall
as Ed
Eliska Krupka
as The Blind Girl
Christopher Walken
as Tom
Francis X. McCarthy
as The Bartender
Raleigh Bond
as Mr. Barrett
Gloria LeRoy
as A Prostitute
Nancy Parsons
as The Old Whore
Toni Kaye
as Tart
Shirley Kirkes Mar
Jack Fletcher
as Elevator Operator
Hunter Watkins
as Boy
Arell Blanton
as Motorcycle Police
George P. Wilbur
M.C. Gainey
as Young Policeman
Mark Campbell
as Newsboy
Mark Martinez
as Schoolboy
Duke Stroud
as Counterman
Joseph G. Medalis
Richard Blum
as Pool Player
William Frankfather
James Mendenhall
as Warden
Jim Boeke
as Hangman
Robert Lee Jarvis
as Policeman
Luke Andreas
as Customer
Will Hare
as Father Everson
Joshua Cadman
as Jumbo
Paul Valentine
as Bar Patron
Bill Richards
John Craig
Alton Ruff
as Bar Patron / Dancer
Karla J. Franko
as Bank Secretary
Robin Hoff
Linda Montana
Bunney Brooke
Twink Caplan
as Bank Customer
Lillian D'Honau
Barbara Nordella
Dean Taliaferro
Wayne Storm
as Bank Guard
Gene Ross
as Bank Teller
Edward J. Heim
Dave Adams
Greg Finley
Paul Michael
Joe Ross
Tammy O'Rourke
as Dancer (uncredited)
Herbert Ross
Director
Dennis Potter
Writer
Murray Schwartz
Unit Production Manager
Harry V. Lojewski
Music Supervisor
L. Andrew Stone
First Assistant Director
Sidney Wolinsky
First Assistant Editor
Danny Daniels
Choreographer
George Korngold
Music Editor
Richard L. Anderson
Sound Editor
Nora Kaye
Producer
Christopher Burian-Mohr
Set Designer
Stephen Purvis
Dialogue Editor
Kenneth Wannberg
Stephen Hunter Flick
Warren Hamilton Jr.
Mark Mangini
John Dunn
Sound Effects Editor
Hal Bell
Second Assistant Director
Emmitt-Leon O'Neill
Conrad E. Palmisano
Stunt Double
Jane Schwartz Jaffe
Assistant Editor
Richard Marks
Editor
Ross Brown
Casting
Garrett Lewis
Set Decoration
Bob Mackie
Costume Design
Philip Harrison
Production Design
Gordon Willis
Director of Photography
Fred Tuch
Art Direction
Bernie Cutler
Ken Adam
Associate Producer
Hank McCann
Rick McCallum
Executive Producer
Seymour Klate
Ralph Burns
Original Music Composer
Billy May