As she stated in her autobiography, Lauren Bacall had been wanted by Columbia to appear in this film as Harper's Bazaar cover girl (as she had appeared on Harper's Bazaar cover in March 1943), but instead filmed To Have and Have Not at Warner Bros. and became a star.
Columbia Pictures gave Gene Kelly almost complete control over the making of this film, and many of his ideas contributed to its lasting success. He removed several of the sound stage walls so that he, Rita Hayworth, and Phil Silvers could dance along an entire street in one take. He also used trick photography so that he could dance with himself in one sequence.
During the middle of shooting Rita Hayworth eloped with Orson Welles. Coincidentally the film's wedding scene was shot that day.
Several Conover Cover Girl models appear in this film.
The song "Put Me To the Test" was a complete reworking of an instrumental used in the 1937 Fred Astaire musical A Damsel in Distress The lyrics for it had already been written by Ira Gershwin, and the original melody by his brother George, but because the song had already been heard only as an instrumental in that film, George Gershwin's melody was discarded in favor of a new one by Jerome Kern when "Cover Girl" was made, and Ira Gershwin's lyrics to the song were finally heard.