Jack Benny
Mac Brewster
Ida Lupino
Paula Sewell
Richard Arlen
Alan Townsend
Gail Patrick
Cynthia Wentworth
Ben Blue
Jupiter Pluvius
Judy Canova
Toots
Charles Adler
Yacht Club Boys Member
James V. Kern
George Kelly
Billy Mann
Cecil Cunningham
Stella
Donald Meek
Dr. Zimmer
Hedda Hopper
Mrs. Townsend
Anne Canova
Specialty
Martha Raye
Zeke Canova
Andre Kostelanetz
Orchestra Conductor
Russell Patterson
Self
Louis Armstrong
Connee Boswell
Peter Arno
McClelland Barclay
Arthur William Brown
Rube Goldberg
John LaGatta
Sandra Storme
Model
Dale Armstrong
1st Announcer (uncredited)
Art Baker
2nd Announcer (uncredited)
Jerry Bergen
Bartender (uncredited)
Alan Birmingham
Craig Sheldon (uncredited)
Virginia Brissac
Seamstress (uncredited)
Ethel Clayton
Seamtress (uncredited)
Elsa Connor
Stenographer (uncredited)
Virginia Dabney
Jack Daley
Jack (voice) (uncredited)
Betty Dotson
Girl (uncredited)
Edward Earle
Flunky (uncredited)
Gail Goodson
Deanie Gordon
Dancer (uncredited)
Madelon Grey
Marjorie (uncredited)
Carl Harbaugh
King (uncredited)
Harry Hayden
Early (uncredited)
Dell Henderson
Lord (uncredited)
Howard Hickman
Mr. Currie (uncredited)
Jerry Jerome
G-Man (uncredited)
Harry C. Johnson
Juggler (uncredited)
Kathryn Kay
Lois (uncredited)
Bernie Lamont
Bert LeBaron
Nick Lukats
Photographer (uncredited)
John Marshall
John (uncredited)
Alphonse Martell
Waiter (uncredited)
Jack McAfee
Dog and Horse Act Member (uncredited)
Rex Moore
Attendant (uncredited)
David Newell
Romeo (uncredited)
Alexander Pollard
'Little Billy' Rhodes
David Robel
Accordionist (uncredited)
Antrim Short
Reginald Simpson
John Graham Spacey
Englishman (uncredited)
Jack Starry
Cycling Star (uncredited)
Jane Weir
Ms. Gordon (uncredited)
Gloria Williams
Woman (uncredited)
Don Wilson
Radio Speaker (voice) (uncredited)
Gloria Youngblood
Hans Dreier
Art Direction
Robert Usher
A. E. Freudeman
Set Decoration
Victor Milner
Director of Photography
Travis Banton
Costume Design
Edmund Beloin
Additional Dialogue
William Morrow
Howard Lindsay
Additional Writing
Keene Thompson
Lewis E. Gensler
Russel Crouse
Gordon Jennings
Special Effects
Raoul Walsh
Director
Alma Macrorie
Editor
Ellsworth Hoagland
William LeBaron
Executive Producer
Producer
Boris Morros
Music Director
Phil Boutelje
Other
Burton Lane
Songs
Friedrich Hollaender
Harold Arlen
Victor Young
Music Arranger, Songs
Harold Lewis
Sound Recordist
Louis Mesenkop
Eve Greene
Adaptation
Harlan Ware
Leo Robin
Lyricist
Ted Koehler
Francis Martin
Screenplay
Walter DeLeon
Eugene Thackrey
Story
Sig Herzig
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