Cast

Fred Astaire
Bake Baker

Ginger Rogers
Sherry Martin

Randolph Scott
Bilge Smith

Harriet Nelson
Connie Martin

Astrid Allwyn
Iris Manning

Betty Grable
Singer in Trio

Harry Beresford
Captain Hickey

Russell Hicks
Jim Nolan

Brooks Benedict
David Sullivan
Ray Mayer
Dopey Williams

Lucille Ball
Kitty Collins

Tom Brower
Policeman (uncredited)

Lita Chevret
Showgirl in Casino Number (uncredited)
Jeanne Gray
Singer in Trio (uncredited)

Joy Hodges
Singer in Trio (uncredited)

Tony Martin
Sailor (uncredited)
Kitty McHugh
(uncredited)

Frank Moran
Husky Sailor (uncredited)

Dick Purcell
Lead Marine on Ship (uncredited)
Crew
Allan Scott
Screenplay
(Writing)
Dwight Taylor
Screenplay
(Writing)

Mark Sandrich
Director
(Directing)
Hubert Osborne
Theatre Play
(Writing)
Henry Berman
Editor
(Editing)
David Abel
Director of Photography
(Camera)

Pandro S. Berman
Producer
(Production)

Irving Berlin
Lyricist
(Writing)
Philip Faulkner Jr.
Sound Recordist
(Sound)
Harvey S. Haislip
Technical Advisor
(Crew)

Vernon L. Walker
Visual Effects
(Visual Effects)

Hermes Pan
Choreographer
(Crew)

Max Steiner
Music Director
(Sound)
Bernard Newman
Costume Design
(Costume & Make-Up)
George Marsh
Sound Editor
(Sound)

Irving Berlin
Original Music Composer
(Sound)

Van Nest Polglase
Art Direction
(Art)
Carroll Clark
Assistant Art Director
(Art)
Hugh McDowell Jr.
Sound Recordist
(Sound)
Darrell Silvera
Set Dresser
(Art)