| Carl Brisson | ... | Eric Lander | |
| Victor McLaglen | ... | Bill Murdock | |
| Jack Oakie | ... | Jack Ellery | |
| Kitty Carlisle | ... | Ann Ware | |
| Dorothy Stickney | ... | Norma Watson | |
| Gertrude Michael | ... | Rita Ross | |
| Jessie Ralph | ... | Mrs. Helene Smith | |
| Charles Middleton | ... | Homer Boothby (as Charles B. Middleton) | |
| Gail Patrick | ... | Sadie Evans | |
| Donald Meek | ... | Dr. Saunders | |
| Toby Wing | ... | Nancy | |
| Duke Ellington | ... | Himself (as Duke Ellington's Orchestra) | |
| rest of cast listed alphabetically: | |||
| Ernestine Anderson | ... | Earl Carroll Girl (uncredited) | |
| Lona Andre | ... | Lona - Earl Carroll Girl (uncredited) | |
| William Arnold | ... | Treasurer (uncredited) | |
| Lucille Ball | ... | Earl Carroll Girl (uncredited) | |
| Lucille Battle | ... | Black Dancer in Ebony Rhapsody number (uncredited) | |
| Betty Bethune | ... | Fat Charwoman (uncredited) | |
| Stanley Blystone | ... | Policeman (uncredited) | |
| Mildred Boyd | ... | Black Dancer in Duke Ellington's Ebony Rhapsody (uncredited) | |
| Marion Callahan | ... | Earl Carroll Girl (uncredited) | |
| Nancy Caswell | ... | Earl Carroll Girl (uncredited) | |
| Juanita Clay | ... | Earl Carroll Girl (uncredited) | |
| Roy Crane | ... | Assistant Stage Manager (uncredited) | |
| Helen Curtis | ... | Earl Carroll Girl (uncredited) | |
| Virginia Davis | ... | Earl Carroll Girl (uncredited) | |
| Dorothy Dawes | ... | Earl Carroll Girl (uncredited) | |
| Mike Donovan | ... | Police Sergeant (uncredited) | |
| Winnie Flint | ... | Earl Carroll Girl (uncredited) | |
| Barbara Fritchie | ... | Earl Carroll Girl (uncredited) | |
| Nora Gale | ... | Earl Carroll Girl (uncredited) | |
| Zumetta Garnett | ... | Earl Carroll Girl (uncredited) | |
| Gwenllian Gill | ... | Gwen - Earl Carroll Girl (uncredited) | |
| Mary Gordon | ... | Assistant Wardrobe Woman (uncredited) | |
| Mildred Gover | ... | Pearl (uncredited) | |
| Hal Greene | ... | Call Boy (uncredited) | |
| Gladys Henderson | ... | Black Dancer in Duke Ellington's Ebony Rhapsody (uncredited) | |
| Cleo Herndon | ... | Black Dancer in Duke Ellington's Ebony Rhapsody (uncredited) | |
| Ruth Hilliard | ... | Earl Carroll Girl (uncredited) | |
| Otto Hoffman | ... | Walsh (uncredited) | |
| Shep Houghton | ... | Chorus Boy (uncredited) | |
| Inez Howard | ... | Earl Carroll Girl (uncredited) | |
| Billie Huber | ... | Earl Carroll Girl (uncredited) | |
| Diane Hunter | ... | Earl Carroll Girl (uncredited) | |
| Constance Jordan | ... | Earl Carroll Girl (uncredited) | |
| Evelyn Kelly | ... | Earl Carroll Girl (uncredited) | |
| The King's Men | ... | Lovely One Quartet (uncredited) | |
| Patsy King | ... | Earl Carroll Girl (uncredited) | |
| Alan Ladd | ... | Chorus Boy (uncredited) | |
| Iris Lancaster | ... | Earl Carroll Girl (uncredited) | |
| Mitchell Leisen | ... | Orchestra Leader (uncredited) | |
| Charles McAvoy | ... | Ben (uncredited) | |
| Howard M. Mitchell | ... | Detective (uncredited) | |
| Leda Nicova | ... | Earl Carroll Girl (uncredited) | |
| Dave O'Brien | ... | Chorus Boy (uncredited) | |
| Dennis O'Keefe | ... | Chorus Boy (uncredited) | |
| Ted Oliver | ... | Murdock's Chauffeur (uncredited) | |
| Wanda Perry | ... | Earl Carroll Girl (uncredited) | |
| Esther Pressman | ... | Earl Carroll Girl (uncredited) | |
| Arthur Rankin | ... | Assistant Treasurer (uncredited) | |
| Rita Rober | ... | Earl Carroll Girl (uncredited) | |
| Ruth Scott | ... | Black Dancer in Duke Ellington's Ebony Rhapsody (uncredited) | |
| Ann Sheridan | ... | Lou - Earl Carroll Girl (uncredited) | |
| Laurie Shevlin | ... | Earl Carroll Girl (uncredited) | |
| Teru Shimada | ... | Koto (uncredited) | |
| Gwynne Shipman | ... | Earl Carroll Girl (uncredited) | |
| Carolynne Snowden | ... | Black Dancer in Duke Ellington's Ebony Rhapsody (uncredited) | |
| Frank Sully | ... | Chorus Boy (uncredited) | |
| Colin Tapley | ... | Stage Manager (uncredited) | |
| Anya Taranda | ... | Earl Carroll Girl (uncredited) | |
| Beryl Wallace | ... | Beryl - Earl Carroll Girl (uncredited) | |
| Cecil Weston | ... | Miss Bernstein (uncredited) | |
| Dorothy White | ... | Earl Carroll Girl (uncredited) | |
| Gladys Young | ... | Earl Carroll Girl (uncredited) | |
Directed by | |||
| Mitchell Leisen | |||
Writing credits | ||
| Carey Wilson | (screenplay) and | |
| Joseph Gollomb | (screenplay) | |
| Earl Carroll | (based upon the play by) and | |
| Rufus King | (based upon the play by) | |
| Sam Hellman | (dialogue) | |
| Jack Cunningham | uncredited | |
Produced by | |||
| E. Lloyd Sheldon | .... | producer (uncredited) | |
Original Music by | |||
| Howard Jackson | (uncredited) | ||
| William E. Lynch | (uncredited) | ||
| Milan Roder | (uncredited) | ||
Cinematography by | |||
| Leo Tover | |||
Film Editing by | |||
| William Shea | (uncredited) | ||
Art Direction by | |||
| Hans Dreier | (uncredited) | ||
| Ernst Fegté | (uncredited) | ||
Sound Department | |||
| Earl S. Hayman | .... | sound recordist (uncredited) | |
Music Department | |||
| Rudolph G. Kopp | .... | composer: stock music (uncredited) | |
Other crew | |||
| Larry Ceballos | .... | dance numbers | |
| LeRoy Prinz | .... | dance numbers | |
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| Full cast and crew | Company credits | External reviews |
| News articles | IMDb Musical section | IMDb USA section |
This murder mystery with musical numbers is long on atmosphere and character but rather short on suspense and plausibility. Based on a stage play by Broadway showman Earl Carroll and others, it combines a whodunit plot with a backstage ambiance (a homicide investigation takes place on opening night at the theatre where a musical revue is being staged).
The cast is impressive and varied: tough-goofy Victor McLaglen as the police officer who leads the investigation and never fails to leer idiotically at whatever showgirl happens to be in sight; Jack Oakie (the prewar Jack Lemmon or was Jack Lemmon the postwar Jack Oakie?) as the harassed director who must coordinate the staged performance as well as the chaos behind the scenes; the ever-homely Jessie Ralph as a wardrobe mistress with deep, dark secrets; Dorothy Stickney, who has a stunning close-up monologue near the end, as the tremulous maid madly in love with the male lead; Carl Brisson, the Danish star, as that very male lead, warbling the classic "Cocktails for Two" not once but twice; Kitty Carlisle, operatically delivering "Where Do They Come from and Where Do They Go" and other Johnston-Coslow songs; the glorious Gertrude Michael, who parted from us too soon, as a mean-spirited showgirl whose love for Brisson is spurned; the usually ridiculous Toby Wing who here at least is the center of a laugh-getting running joke.
When the plot complications get out of hand there is always an interesting performer or fun and tuneful musical number to distract the viewer. The film's most celebrated sequence is the "Marahuana" number, led by Michaels, but aside from its controversial history, it's really one of the lesser musical offerings. All of the songs here are staged as if they could actually have fit into a standard proscenium theatre space, as opposed to the cinematic fantasy setup of the Busby Berkeley style.