| Adolphe Menjou | ... | Oliver Merlin (as Adolph Menjou) | |
| The Ritz Brothers | ... | The Ritz Brothers | |
| Vera Zorina | ... | Olga Samara | |
| Kenny Baker | ... | Danny Beecher | |
| Andrea Leeds | ... | Hazel Dawes | |
| Edgar Bergen | ... | Himself | |
| Charlie McCarthy | ... | Himself | |
| Helen Jepson | ... | Leona Jerome | |
| Phil Baker | ... | Michael Day | |
| Bobby Clark | ... | A. Basil Crane Jr. | |
| Ella Logan | ... | Glory Wood | |
| Jerome Cowan | ... | Director | |
| Charles Kullmann | ... | Alfredo in 'La Traviata' | |
| The American Ballet of the Metropolitan Opera | ... | Ballet Dancers | |
| Nydia Westman | ... | Ada | |
| Frank Shields | ... | Assistant Director | |
| rest of cast listed alphabetically: | |||
| Ernie Alexander | ... | Olga's Hairdresser (uncredited) | |
| Vivian Austin | ... | 'Gorgeous' Goldwyn Girl (uncredited) | |
| Lynne Berkeley | ... | 'Gorgeous' Goldwyn Girl (uncredited) | |
| Ted Billings | ... | Studio Grip (uncredited) | |
| Joseph Crehan | ... | Theatre Manager (uncredited) | |
| Harold De Becker | ... | Man in Diner (uncredited) | |
| Marjorie Deanne | ... | 'Gorgeous' Goldwyn Girl (uncredited) | |
| William Dollar | ... | Ballet Dancer (uncredited) | |
| Betty Douglas | ... | 'Gorgeous' Goldwyn Girl (uncredited) | |
| Roland Drew | ... | Roland, Igor in 'Forgotten Dance' (uncredited) | |
| Judith Ford | ... | 'Gorgeous' Goldwyn Girl (uncredited) | |
| Anne Graham | ... | 'Gorgeous' Goldwyn Girl (uncredited) | |
| Jane Hamilton | ... | 'Gorgeous' Goldwyn Girl (uncredited) | |
| Al Herman | ... | The Tailor (uncredited) | |
| Leonard Kibrick | ... | Violinist at Radio Station (uncredited) | |
| Alan Ladd | ... | First Auditioning Singer (uncredited) | |
| Frank Mills | ... | Prop Man (uncredited) | |
| Edmund Mortimer | ... | Man in Audience at Opera (uncredited) | |
| Alfred Newman | ... | Musical Director (uncredited) | |
| Barry Norton | ... | Party Guest (uncredited) | |
| Jack Raymond | ... | Extra in Casting Office (uncredited) | |
| Buddy Roosevelt | ... | Cowboy Actor (uncredited) | |
| Maclovia Ruiz | ... | Ballet Dancer (uncredited) | |
| Walter Sande | ... | Westinghouse - Third Auditioning Singer (uncredited) | |
| Fred Santley | ... | Basil, Second Auditioning Singer (uncredited) | |
| Evelyn Terry | ... | 'Gorgeous' Goldwyn Girl (uncredited) | |
| Russell Wade | ... | Party Guest (uncredited) | |
| Gloria Youngblood | ... | 'Gorgeous' Goldwyn Girl (uncredited) | |
Directed by | |||
| George Marshall | |||
| H.C. Potter | (uncredited) | ||
Writing credits | ||
| Ben Hecht | (story and screen play) | |
| Sid Kuller | (special sequences: Ritz Brothers) and | |
| Ray Golden | (special sequences: Ritz Brothers) | |
| Sam Perrin | (additional comedy sequences) and | |
| Arthur Phillips | (additional comedy sequences) | |
Produced by | |||
| Samuel Goldwyn | .... | producer | |
| George Haight | .... | associate producer | |
Cinematography by | |||
| Gregg Toland | (photographed by) | ||
Film Editing by | |||
| Sherman Todd | (film editor) | ||
Set Decoration by | |||
| Julia Heron | (uncredited) | ||
Costume Design by | |||
| Omar Kiam | (costumes by) | ||
Makeup Department | |||
| Max Factor | .... | color harmony makeup ensembles | |
Second Unit Director or Assistant Director | |||
| Edmond F. Bernoudy | .... | assistant director (uncredited) | |
Art Department | |||
| Richard Day | .... | designer in color | |
| Henri Jaffa | .... | associate color art director: Technicolor (as Henri C. Jaffa) | |
| Natalie Kalmus | .... | color art director: Technicolor | |
Sound Department | |||
| Frank Maher | .... | sound recorder | |
Camera and Electrical Department | |||
| Robert Coburn | .... | still photographer (uncredited) | |
Costume and Wardrobe Department | |||
| Eugene Joseff | .... | costume jeweller (uncredited) | |
Music Department | |||
| Ira Gershwin | .... | lyricist | |
| Paul Neal | .... | music recorder | |
| Alfred Newman | .... | musical director | |
| Edward B. Powell | .... | orchestrator (as Edward Powell) | |
| Hugo Friedhofer | .... | orchestrator (uncredited) | |
| Alfred Newman | .... | composer: additional music (uncredited) | |
| David Raksin | .... | orchestrator (uncredited) | |
Other crew | |||
| George Balanchine | .... | ballet conceiver and stager | |
| Samuel Goldwyn | .... | presenter | |
| Ray Rennahan | .... | photographic advisor: Technicolor | |
| Nicholas Kopeikine | .... | assistant: George Balanchine (uncredited) | |
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| Singin' in the Rain | The Bad and the Beautiful | The Band Wagon | The Aviator | Variety Lights |
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| Full cast and crew | Company credits | External reviews |
| News articles | IMDb Musical section | IMDb USA section |
A sweet romance, good character actors, vivid Technicolor, a little behind-the-scenes work at a major studio, and great songs make this a pleasant way to spend two hours. It's also interesting historically because it marks the transition between the end (for only a few decades, thankfully) of tap and the beginning of ballet in film musicals.