Anna Neagle
Irene O'Dare
Ray Milland
Don Marshall
Roland Young
Mr. Smith
Alan Marshal
Bob Vincent
May Robson
Granny O'Dare
Billie Burke
Mrs. Herman Vincent
Arthur Treacher
Bretherton
Marsha Hunt
Miss Eleanor Worth
Isabel Jewell
Jane McGee
Doris Nolan
Lillian
Stuart Robertson
Freddie
Ethel Griffies
Princess Minetti
Tommy Kelly
Michael O'Dare
Juliette Compton
Mrs. Newlands Grey
Roxanne Barkley
Helen
Rod Bacon
Usher (uncredited)
Mildred Boyd
Dancer (uncredited)
Tom Coleman
Diner Patron (uncredited)
Alexander D'Arcy
Mr. Dumont (uncredited)
Dorothy Dandridge
One of the Dandridge Sisters (uncredited)
Vivian Dandridge
Jack Deery
Charity Ball Guest (uncredited)
J. C. Fowler
Theatre Patron (uncredited)
Herschel Graham
Avanelle Harris
Sam Harris
Louis Jean Heydt
'Biffy' Webster (uncredited)
Michael Jeffers
Bus Passenger (uncredited)
Etta Jones
Rosemary La Planche
Mike Lally
Hank Mann
Sam (uncredited)
Hans Moebus
Club Patron (uncredited)
Bert Moorhouse
Richard Neill
Hattie Noel
'Mama' Show Singer (uncredited)
Neva Peoples
Singer (uncredited)
Tom Quinn
Cyril Ring
Syd Saylor
The Gardener (uncredited)
Larry Steers
Martha Tilton
Susie Smith (uncredited)
Edwin Tuttle
Nella Walker
Mrs. Marshall (uncredited)
Lawrence P. Williams
Art Direction
Darrell Silvera
Set Decoration
Russell Metty
Director of Photography
Edward Stevenson
Costume Design
Aida Broadbent
Choreographer
Vernon L. Walker
Special Effects
Lloyd Richards
Assistant Director
Sydney M. Fogel
William Dorfman
Herbert Wilcox
Director
Elmo Williams
Editor
Douglas Travers
Editorial Services
Merrill G. White
Associate Producer
Producer
Gene Rose
Music Arranger
Anthony Collins
Music Director, Original Music Composer
Harry Tierney
Original Music Composer
Roy Webb
Richard Van Hessen
Sound Recordist
Lyricist
Joseph McCarthy
Alice Duer Miller
Screenplay
James Montgomery
Story
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