Bake Baker
Fred Astaire
Sherry Martin
Ginger Rogers
Kitty Collins
Lucille Ball
Policeman (uncredited)
Tom Brower
Showgirl in Casino Number (uncredited)
Lita Chevret
Singer in Trio (uncredited)
Jeanne Gray
Joy Hodges
Sailor (uncredited)
Tony Martin
(uncredited)
Kitty McHugh
Husky Sailor (uncredited)
Frank Moran
Lead Marine on Ship (uncredited)
Dick Purcell
Bilge Smith
Randolph Scott
Connie Martin
Harriet Nelson
Iris Manning
Astrid Allwyn
Singer in Trio
Betty Grable
Captain Hickey
Harry Beresford
Jim Nolan
Russell Hicks
David Sullivan
Brooks Benedict
Dopey Williams
Ray Mayer
Music Director
Max Steiner
Lyricist
Irving Berlin
Original Music Composer
Visual Effects
Vernon L. Walker
Choreographer
Hermes Pan
Producer
Pandro S. Berman
Director
Mark Sandrich
Art Direction
Van Nest Polglase
Screenplay
Allan Scott
Dwight Taylor
Theatre Play
Hubert Osborne
Editor
Henry Berman
Director of Photography
David Abel
Sound Recordist
Philip Faulkner Jr.
Technical Advisor
Harvey S. Haislip
Costume Design
Bernard Newman
Sound Editor
George Marsh
Assistant Art Director
Carroll Clark
Hugh McDowell Jr.
Set Dresser
Darrell Silvera