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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)