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Nelson Eddy as Dick Thorpe |
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Eleanor Powell as Princess Rosalie Romanikov |
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Frank Morgan as King Fredrick Romanikov |
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Edna May Oliver as Queen of Romanza |
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Ray Bolger as Bill Delroy |
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Ilona Massey as Brenda |
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Billy Gilbert as Oloff |
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Reginald Owen as Chancellor |
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Tom Rutherford as Prince Paul |
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Clay Clement as Captain Banner |
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Virginia Grey as Mary Callahan |
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George Zucco as General Maroff |
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Oscar O'Shea as Mr. Callahan |
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Jerry Colonna as Joseph |
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Janet Beecher as Miss Baker |
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William Demarest as Army Coach |
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Kay Aldridge as Lady in Waiting (uncredited) |
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Roy Barcroft as Conspirator (uncredited) |
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Lane Chandler as Army Assistant Football Coach (uncredited) |
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Tommy Bond as Mickey (uncredited) |
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Purnell Pratt as Ship Captain (uncredited) |
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Wanda Perry as Girl (uncredited) |
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Caren Marsh as Dancer |
| Directing | W.S. Van Dyke | Director |
| Writing | William Anthony McGuire | Theatre Play |
| Writing | Guy Bolton | Theatre Play |
| Writing | William Anthony McGuire | Screenplay |
| Writing | P.G. Wodehouse | Writer |
| Production | William Anthony McGuire | Producer |
| Editing | Blanche Sewell | Editor |
| Camera | Oliver T. Marsh | Director of Photography |
| Art | Cedric Gibbons | Art Direction |
| Costume & Make-Up | Dolly Tree | Costume Design |
| Sound | Cole Porter | Original Music Composer |
| Sound | Cole Porter | Songs |
| Writing | Cole Porter | Lyricist |
