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Alice Faye
Judith Poe Wells
Al Ritz
Harry Ritz
Jimmy Ritz
Don Ameche
George Macrae
Charles Winninger
Sam Gordon
Gypsy Rose Lee
Lulu Riley
David Rubinoff
Rubinoff
Arthur Treacher
Bevins
Tony Martin
Bobby Walker
Phyllis Brooks
Evelyn Moore
Wally Vernon
Jerry
Samuel Green
Tip, Tap and Toe Member
Ted Fraser
Ray Winfield
Louis Prima
Orchestra Leader
George Humbert
Romano
Jed Prouty
Mr. Whiteman
Dorothy Christy
Blonde
George Davis
Waiter at Romano's (uncredited)
Joan Davis
Girl in YWCA (uncredited)
Sam Ash
Publicity Agent (uncredited)
Lynn Bari
Lynne Berkeley
Joan (uncredited)
Clara Blandick
Townswoman (uncredited)
Tyler Brooke
Hotel Clerk (uncredited)
Howard Cantonwine
Tony (uncredited)
Claudia Coleman
YWCA Matron (uncredited)
Frances Drake
Bill Elliott
Lulu's Bathing Companion (uncredited)
Clarette Ellis
Chorus Girl (uncredited)
Margaret Fielding
Miss Barkow (uncredited)
June Gale
Mary Gordon
YWCA Scrub Woman (uncredited)
Philippa Hilber
Paul Hurst
Truck Driver (uncredited)
Si Jenks
YWCA Janitor (uncredited)
Jane Kerr
Tommy Klein
Flower Boy (uncredited)
Robert Lowery
Co-Pilot (uncredited)
Hank Mann
Cab Driver (uncredited)
William Mathieson
Bagpiper (uncredited)
Paul McVey
(uncredited)
Marie Melesh
Woman in Café (uncredited)
Nick Moro
Guitar Player (uncredited)
Bob Murphy
Barney Callahan (uncredited)
Inez Palange
Mrs. Romano (uncredited)
Thomas Pogue
Standee at Show (uncredited)
Lillian Porter
Frank Puglia
Jayne Regan
Stewardess (uncredited)
Floyd Shackelford
Doorman (uncredited)
Mary Stewart
Bonita Weber
Frank Yaconelli
Accordion Player (uncredited)
Hanson T. Fritch
Editor
Duncan Cramer
Art Direction
Royer
Costume Design
Harry Tugend
Screenplay
Jack Yellen
Norman Taurog
Director
Laurence Schwab
Associate Producer
Karl Tunberg
Gregory Ratoff
Original Story
Thomas Little
Set Decoration
Mack Gordon
Original Music Composer
Harry Revel
Roger Heman Sr.
Sound
Arthur von Kirbach
Lyricist
David Buttolph
Music Director
Jasper Blystone
Assistant Director
Lucien N. Andriot
Director of Photography
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