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Alice Faye as Trixie Lee |
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Constance Bennett as Gerry Lester |
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Nancy Kelly as Lois Allen |
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Joan Davis as Babe Dugan |
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Charles Farrell as Bud |
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Jane Wyman as Alabama |
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Kane Richmond as Lieutenant Dick 'Tex' Price |
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Wally Vernon as Chick |
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Joan Valerie as Sunny |
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Harry Davenport as T.P. Lester |
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Edward Norris as Speed Allen |
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J. Anthony Hughes as Al Moore |
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Mary Gordon as Mrs. Lee |
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Robert Allen as Charlie |
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Irving Bacon as Storekeeper (Uncredited) |
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Helen Brown as Gerry's Nurse (Uncredited) |
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William B. Davidson as Sales Manager (Uncredited) |
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Fern Emmett as Matilda, Gerry's Maid (Uncredited) |
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Jonathan Hale as Racing Official Starter (Uncredited) |
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Sam Hayes as Announcer (Uncredited) |
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Harold Miller as Officer at Bar in Cleveland Club (Uncredited) |
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Adrian Morris as Repo Man (Uncredited) |
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Renie Riano as Chick's Pilot Girlfriend (Uncredited) |
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Harry Rosenthal as Harrison, Cafe Manager (Uncredited) |
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Edwin Stanley as Doctor (Uncredited) |
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Emmett Vogan as Powder Puff Derby Starter (Uncredited) |
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Eddie Dunn as Eddie, Mechanic (Uncredited) |
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Robert Lowery as Sam, Mechanic (Uncredited) |
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Ralph Dunn as Mechanic (Uncredited) |
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Jack Pennick as Mechanic (Uncredited) |
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James Conaty as Nightclub Patron (Uncredited) |
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Larry Steers as Nightclub Patron (Uncredited) |
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Murray Alper as Albuquerque Mechanic (Uncredited) |
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Kit Guard as Kansas City Mechanic (Uncredited) |
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Eddie Marr as Kansas City Mechanic (Uncredited) |
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Milburn Stone as Kansas City Mechanic (Uncredited) |
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Alice Armand as Flyer (Uncredited) |
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Barbara Brewster as Flyer (Uncredited) |
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Gloria Brewster as Flyer (Uncredited) |
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Dorothy Dearing as Flyer (Uncredited) |
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Helen Ericson as Flyer (Uncredited) |
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June Gale as Flyer (Uncredited) |
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Betty Gillies as Flyer (Uncredited) |
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Mary Healy as Flyer (Uncredited) |
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Teddy Kenyon as Flyer (Uncredited) |
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Ruth Nichols as Flyer (Uncredited) |
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Lillian Porter as Flyer (Uncredited) |
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Margo Tanner as Flyer (Uncredited) |
| Directing | Roy Del Ruth | Director |
| Writing | Frank Wead | Writer |
| Production | Darryl F. Zanuck | Producer |
| Editing | Allen McNeil | Editor |
| Art | Bernard Herzbrun | Art Direction |
| Art | Rudolph Sternad | Art Direction |
| Art | Thomas Little | Set Decoration |
| Costume & Make-Up | Gwen Wakeling | Costume Design |
| Camera | Karl Freund | Director of Photography |
| Production | Harry Joe Brown | Associate Producer |
| Directing | Booth McCracken | Assistant Director |
| Sound | Eugene Grossman | Sound |
| Sound | Roger Heman Sr. | Sound |
| Crew | Audrey Scott | Stunt Double |
| Sound | Louis Silvers | Music Director |
| Sound | Jule Styne | Vocal Coach |
| Crew | Cyril J. Mockridge | Additional Music |
| Crew | Louis Silvers | Additional Music |
