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Bing Crosby as Johnny Adams |
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Fred Astaire as Jed Potter |
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Joan Caulfield as Mary O'Hara |
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Billy De Wolfe as Tony |
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Olga San Juan as Nita Nova |
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Mikhail Rasumny as François |
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Frank Faylen as Mack |
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Victoria Horne as Martha (nurse) |
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Karolyn Grimes as Mary Elizabeth Adams |
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Jimmy Conlin as Jeffrey - Valet (uncredited) |
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John Deauville as Dancer (uncredited) |
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John Gallaudet as Stage Manager (uncredited) |
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Audrey Korn as Dancer (uncredited) |
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Cliff Nazarro as Cliff - Piano Player (uncredited) |
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Rudolph Valentino as Valentino (archive footage) (uncredited) |
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Joan Woodbury as Flo (uncredited) |
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Will Wright as Dan - Stage Manager (uncredited) |
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Gene Cole as Dancer (uncredited) |
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Audrey Young as Chorine |
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Joan Woodbury as Flo |
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Florence Wix as Nightclub Patron |
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Beverly Thompson as Showgirl |
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Mary Stewart as Dancer / Singer |
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Larry Steers as Guest at Top Hat Nightclub |
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Barbara Slater as Myrtle |
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Scott Seaton as Nightclub Patron |
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Jeffrey Sayre as Guest at Hole in the Wall |
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Louise Saraydar as Singer in Quartette |
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Mary Jane Shores as Dancer |
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Jack Perrin as Restaurant Patron |
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Mavis Murray as Dancer |
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Frances Morris as Nurse |
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Harold Miller as Nightclub Patron |
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Cecilia Meagher as Dancer |
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Ethelreda Leopold as Nightclub Patron |
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Audrey Korn as Dancer |
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Lucille Knox as Showgirl |
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John Gallaudet as Stage Manager |
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J.C. Fowler as Nightclub Patron |
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Jay Eaton as Nightclub Patron |
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John Deauville as Dancer |
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Dorothy Dayton as Dancer |
| Directing | Stuart Heisler | Director |
| Writing | Arthur Sheekman | Writer |
| Writing | Irving Berlin | Story |
| Editing | LeRoy Stone | Editor |
| Art | Hans Dreier | Art Direction |
| Art | Hal Pereira | Art Direction |
| Art | Sam Comer | Set Decoration |
| Costume & Make-Up | Edith Head | Costume Design |
| Camera | William E. Snyder | Director of Photography |
| Sound | Robert Emmett Dolan | Original Music Composer |
| Camera | Charles Lang | Director of Photography |
| Crew | Hermes Pan | Choreographer |
