Ginger Rogers
Irene Malvern
Lana Turner
Bunny Smith
Walter Pidgeon
Chip Collyer
Van Johnson
James Hollis
Edward Arnold
Martin Edley
Keenan Wynn
Oliver Webson
Robert Benchley
Randy Morton
Phyllis Thaxter
Cynthia Drew
Leon Ames
Henry Burton
Lina Romay
Juanita
Samuel S. Hinds
Mr. Jessup
Porter Hall
Stevens
George Zucco
Bey of Aribajan
Miles Mander
British Secretary
Frank Puglia
Emile
Michael Kirby
Ensign John Rand
Cora Sue Collins
Jane Rand
Warner Anderson
Dr. Robert Campbell
Rosemary DeCamp
Anna
Jacqueline deWit
Kate Douglas
Charles C. Wilson
Hi Johns
Irving Bacon
Sam Skelly
Nana Bryant
Mrs. H. Davenport Drew
Moroni Olsen
House Detective
William Halligan
Chief Jennings
Bob Graham
Singer
John Wengraf
Alex
Xavier Cugat
Xavier Cugat (uncredited)
Bess Flowers
Guest at Starlight Roof (uncredited)
Byron Foulger
Joe, the barber (uncredited)
George Sherwood
Cassidy (uncredited)
Fairfax Burger
Subordinate (uncredited)
Marjorie Davies
Telephone Operator (uncredited)
Franklyn Farnum
Hotel Guest / Nightclub Guest (uncredited)
Carl M. Leviness
Hotel Staffer (uncredited)
Cosmo Sardo
Attendant (uncredited)
Wyndham Standing
Literary Type (uncredited)
Jeffrey Sayre
Oasis Diner (uncredited)
Amzie Strickland
Hotel Guest (uncredited)
William Tannen
Photographer (uncredited)
Naomi Childers
Night Maid (uncredited)
Gladden James
Assistant Manager (uncredited)
Cedric Gibbons
Art Direction
Daniel B. Cathcart
Edwin B. Willis
Set Decoration
Jack Bonar
Robert H. Planck
Director of Photography
Irene
Costume Supervisor
Marion Herwood Keyes
Sydney Guilaroff
Hairstylist
Warren Newcombe
Special Effects
Bill Lewis
Assistant Director
Robert Z. Leonard
Director
Robert Kern
Editor
Arthur Hornblow Jr.
Producer
Kay Thompson
Music
Pepe Guizar
Sammy Fain
Ted Duncan
Ted Koehler
Johnny Green
Original Music Composer
Douglas Shearer
Recording Supervision
Charles E. Wallace
Sound Mixer
Guy Bolton
Adaptation
Bella Spewack
Screenplay
Sam Spewack
Vicki Baum
Story
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