Dorothy Lamour
Mary O'Leary aka Rochelle Olivia
Don Ameche
John Gayle
Janis Carter
Louisa Gayle
Willard Parker
Douglas Hyde
Adele Jergens
Yvonne La Tour
Jeanne Manet
Nicolette
Patricia Barry
Hilda (uncredited)
William Bishop
J.B. (voice) (uncredited)
Symona Boniface
Party Guest (uncredited)
Paul Bradley
Reporter (uncredited)
W. Earl Brown
Carnie (uncredited)
Jack Bruce
Carnival Barker (uncredited)
Leonard Carey
Wilson (uncredited)
Kernan Cripps
Roy Darmour
Hal K. Dawson
Whitaker (uncredited)
Jack Deery
Nightclub Charity Guest (uncredited)
Jack Del Rio
Frenchman (uncredited)
Franklyn Farnum
Marty Freeman (uncredited)
Frank Ferguson
George Ford
Bess Flowers
Kenneth Gibson
Dick Gordon
Photographer (uncredited)
Herschel Graham
Sam Harris
Myron Healey
Stevens (uncredited)
Al Hill
Earle Hodgins
Fred Howard
Newsman (uncredited)
Carol Hughes
Hyde's Secretary (uncredited)
Charles Jordan
Studio Cop (uncredited)
Tom Kingston
Jimmy Lloyd
Assistant (uncredited)
Frank Mayo
Soundman (uncredited)
Harold Miller
Gerald Mohr
Sol Murgi
George Nardelli
Dave Pepper
Jack Perry
Carnival Midway Onlooker (uncredited)
Terri Randall
Dancer (uncredited)
Suzanne Ridgway
Wally Rose
Robert Ryan
Cosmo Sardo
Jeffrey Sayre
Fred F. Sears
Cameraman (uncredited)
Charles Sherlock
Avid Audience Member with Pom-Pom (uncredited)
Will Stanton
Cockney Barker (uncredited)
Larry Steers
Michael Towne
Edwin Tuttle
Bill Wallace
Pierre Watkin
Publicity Man (uncredited)
Frank Wilcox
Starr (uncredited)
Robert B. Williams
Newsman / Photographer (uncredited)
Carl Anderson
Art Direction
James Crowe
Set Decoration
Charles Lawton Jr.
Director of Photography
Jean Louis
Costume Design
Robert Sidney
Choreographer
Paul Donnelly
Assistant Director
Douglas Sirk
Director
Al Clark
Editor
Irving Starr
Producer
Morris Stoloff
Music Director
George Duning
Music Score Producer
Allan Roberts
Songs
Harold Arlen
Lester Lee
Ted Koehler
Karen DeWolf
Screenplay
Herbert Fields
Story
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