"An entertainer in Rio impersonates a wealthy aristocrat. When the aristocrat's wife asks him to carry the impersonation further, complications ensue."
Alice Faye
as Baroness Cecilia Duarte
Don Ameche
as Larry Martin / Baron Manuel Duarte
Carmen Miranda
as Carmen
S.Z. Sakall
as Arthur Penna
J. Carrol Naish
as Machado
Curt Bois
as Felicio Salles
Leonid Kinskey
as Monsieur Pierre Dufond
Frank Puglia
as Pedro, Manuel's Valet
Maria Montez
as Inez
Georges Renavent
as Ambassador
Fortunio Bonanova
as Pereira, the Headwaiter
Gino Corrado
as Stock Exchange Clerk (uncredited)
Bess Flowers
as Nightclub Extra (uncredited)
Lillian Porter
as Luiza, Cecilia's Maid
Eddie Conrad
as Alfonso, Larry's Dresser
Poppy Wilde
as Model
Irving Cummings
Director
Hans Adler
Theatre Play
Rudolph Lothar
Bess Meredyth
Screenplay
George Seaton
Hal Long
Ray Rennahan
Director of Photography
Thomas Little
Set Decoration
Darryl F. Zanuck
Producer
Richard Day
Art Direction
Jessie Ernst
Adaptation
Walter Thompson
Editor
Leon Shamroy
Joseph C. Wright
Travis Banton
Costume Design
Hermes Pan
Choreographer