"Two starving songwriters will only get funding if they get British actress Jane Clarke to star in their show."
Ruby Keeler
as Jane
Lee Dixon
as Pinky Blair
Allen Jenkins
as J. Van Courtland
Louise Fazenda
as Clara Heineman
Ross Alexander
as Barry Granville
Carol Hughes
as Angie
Hugh O'Connell
as Truman Hardy
Wini Shaw
as Jane Clarke
Teddy Hart
as Yip Nolan
Jane Wyman
as Dot
Addison Richards
as Edward McNeil
Al Shaw
as Moving Man
Sam Lee
E. E. Clive
as Sir Samuel Buffington
May Boley
as Mrs. Beadle
Charles Halton
as Brockman
Adrian Rosley
as Angelo
Lillian Kemble-Cooper
as Mrs. Buffington
Barnett Parker
as Waiter
William Arnold
as Customs Agent
Herbert Ashley
as Stage Doorman
George Beranger
as Tenant
Elsa Buchanan
as Maid at Party
Virginia Dabney
as
Sol Gorss
as Cameraman
Al Herman
as Tenant with Shaving Cream
Harry Jackson
as Piano Player
Dickie Jones
as Junior
Milton Kibbee
as Steward
Ethelreda Leopold
as Blonde in Balcony at Show's Opening
Carlyle Moore Jr.
as Reporter on Dock
Dennis Moore
as Reporter at Party
Hal Neiman
Gertrude Pedlar
as Elderly Lady in Hallway
Thomas Pogue
as Ship's Captain
Cliff Saum
as Yip's Assistant
Jeffrey Sayre
Ferdinand Schumann-Heink
as Purser
Myrtle Stedman
as Junior's Mother
Joan Valerie
as Switchboard Operator
Bobby Watson
Leo White
William Worthington
as Elderly Man in Hallway
Ray Enright
Director
Richard Macaulay
Original Story
Pat C. Flick
Additional Dialogue
Warren Duff
Screenplay
Maurice Leo
Mary C. McCall, Jr.
Treatment
Sig Herzig
Jerry Wald
Ben Markson
Sol Polito
Director of Photography
Johnny Mercer
Lyricist
Music
Ray Heindorf
Music Arranger
Leo F. Forbstein
Music Director
Richard Whiting
Carl Jules Weyl
Art Direction
Gene Lewis
Dialogue
Howard Shoup
Wardrobe Supervisor
Bobby Connolly
Stage Director
Samuel Bischoff
Associate Producer
Hal B. Wallis
Executive Producer
Jack L. Warner
Doug Gould
Editor
Lee Katz
Assistant Director