"A dictatorial film director hires an unknown actress to play the lead role in a planned movie biography of a late, great Hollywood star."
Kim Novak
as Lylah Clare / Elsa Brinkmann / Elsa Campbell
Peter Finch
as Lewis Zarken / Louie Flack
Ernest Borgnine
as Barney Sheean
Milton Selzer
as Bart Langner
Rossella Falk
as Rossella
Gabriele Tinti
as Paolo
Valentina Cortese
as Countess Bozo Bedoni
Jean Carroll
as Becky Langner
Michael Murphy
as Mark Peter Sheean
Coral Browne
as Molly Luther
Lee Meriwether
as Young Girl
Robert Ellenstein
as Mike
Ellen Corby
as Script Girl
George Kennedy
as Matt Burke
Dick Miller
as Reporter at Press Party
Al Bain
as Crew Member
Tom Palmer
as Press Party Guest
William Beckley
as Zarkan
Jan Peters
as Prop Man
Queenie Smith
as Hairdresser
John Alvin
as Accountant (uncredited)
Ernest Anderson
as Hot Dog Man (uncredited)
Noble 'Kid' Chissell
as Stagehand (uncredited)
Gene Chronopoulos
as Reporter (uncredited)
Robert Cornthwaite
as Studio Photo Archivist (uncredited)
Billy Curtis
as Clown (uncredited)
Duke Fishman
as Crew Member (uncredited)
Rex Holman
as Young Man (uncredited)
John Indrisano
as Studio Grip (uncredited)
Kenner G. Kemp
as Brothel Patron in Film (uncredited)
James McEachin
Hans Moebus
as Minor Role (uncredited)
Monty O'Grady
as Press Party Guest (uncredited)
Joe Ploski
as German Bartender in Film (uncredited)
Cosmo Sardo
as Photographer (uncredited)
Bernard Sell
Max Wagner
Victoria Zinny
Robert Aldrich
Director
Michael Luciano
Editor
Edward DeBlasio
Teleplay
Producer
William Glasgow
Art Direction
Henry Grace
Set Decoration
Charles C. Coleman
Assistant Director
Robert Thom
William Tuttle
Makeup Artist
Hugo Butler
Screenplay
Frank De Vol
Music
F. Keogh Gleason
Jean Rouverol
George W. Davis
Renié
Costume Design
Sydney Guilaroff
Hairstylist
Robert J. Schiffer
Joseph F. Biroc
Director of Photography
Kenny Bell
Still Photographer
Arthur Gerstle
Assistant Camera