| Fred Astaire | ... | Robert Curtis | |
| Rita Hayworth | ... | Sheila Winthrop | |
| Robert Benchley | ... | Martin Cortland | |
| John Hubbard | ... | Capt. Tom Barton | |
| Osa Massen | ... | Sonya | |
| Frieda Inescort | ... | Mrs. Julia Cortland | |
| Guinn 'Big Boy' Williams | ... | Kewpie Blain (as Guinn Williams) | |
| Donald MacBride | ... | Top Sergeant | |
| Cliff Nazarro | ... | Swivel Tongue 'Swiv' | |
| Marjorie Gateson | ... | Aunt Louise | |
| Ann Shoemaker | ... | Mrs. Barton | |
| Boyd Davis | ... | Col. Shiller | |
| rest of cast listed alphabetically: | |||
| Sam Ash | ... | Nightclub Headwaiter (uncredited) | |
| Bonnie Bronson | ... | Chorus Girl (uncredited) | |
| Lucius Brooks | ... | Guard House Singer - One of The Four Tones (uncredited) | |
| Stanley Brown | ... | Private (uncredited) | |
| Leon Buck | ... | Guard House Singer - One of The Four Tones (uncredited) | |
| Harry Burns | ... | Foreigner at Information Counter (uncredited) | |
| John L. Cason | ... | Soldier (uncredited) | |
| Eddie Coke | ... | Army Chauffeur (uncredited) | |
| Tom Coleman | ... | Soldier (uncredited) | |
| Buddy Collette | ... | Clarinetist - One of the Delta Rhythm Boys (uncredited) | |
| Monte Collins | ... | Soldier Trying to Sleep (uncredited) | |
| Joe Comfort | ... | Guard House Jug Player (uncredited) | |
| Virginia Davis | ... | Chorus Girl (uncredited) | |
| Hal K. Dawson | ... | Railroad Information Clerk (uncredited) | |
| Dona Dax | ... | Chorus Girl (uncredited) | |
| Lester Dorr | ... | Photographer at Crystal Room (uncredited) | |
| Frank Ferguson | ... | Justice of the Peace (uncredited) | |
| Harold Goodwin | ... | Capt. Nolan (uncredited) | |
| Alfred Grant | ... | Guitarist - One of the Delta Rhythm Boys (uncredited) | |
| Chico Hamilton | ... | Drummer - one of the Delta Rhythm Boys (uncredited) | |
| Robert Homans | ... | Joe, Stage Doorman (uncredited) | |
| Rudolph Hunter | ... | Guard House Singer - One of The Four Tones (uncredited) | |
| Gwen Kenyon | ... | Singer (uncredited) | |
| Eddie Laughton | ... | Lieutenant (uncredited) | |
| Red Mack | ... | Trumpeter - on of the Delta Rhythm Boys (uncredited) | |
| Beth Marlowe | ... | Chorus Girl (uncredited) | |
| Patti McCarty | ... | Young Girl (uncredited) | |
| Edward McWade | ... | Doctor at Induction Center (uncredited) | |
| James Millican | ... | Prisoner (uncredited) | |
| Frank Mills | ... | Soldier Messenger (uncredited) | |
| Peggy Lou Neary | ... | Chorus Girl (uncredited) | |
| Sunnie O'Dea | ... | Marge (uncredited) | |
| Jack O'Malley | ... | Sentry (uncredited) | |
| Garry Owen | ... | Robert's Guard (uncredited) | |
| Paul Phillips | ... | Capt. Williams (uncredited) | |
| John Porter | ... | Guard House Singer - One of The Four Tones (uncredited) | |
| Forrest Prince | ... | Dancer (uncredited) | |
| Tom Quinn | ... | Nightclub Patron (uncredited) | |
| Jack Rice | ... | 5th Avenue Jewelry Salesman (uncredited) | |
| Cyril Ring | ... | Passerby on Street (uncredited) | |
| Tim Ryan | ... | Cop ticketing Curtis (uncredited) | |
| Kay St. Germain Wells | ... | Woman (uncredited) | |
| Harry Strang | ... | Sarge, Col. Shiller's Orderly (uncredited) | |
| Frank Sully | ... | Robert's Guard (uncredited) | |
| Martha Tilton | ... | Singer in 'Wedding Cake Walk' Number (uncredited) | |
| Dorothy Vernon | ... | Kewpie's Mother (uncredited) | |
| Emmett Vogan | ... | Jenkins, Martin's Chauffeur (uncredited) | |
| Dorothy Ward | ... | Chorus Girl (uncredited) | |
| Frank Wayne | ... | Prisoner (uncredited) | |
| Larry Williams | ... | Prisoner (uncredited) | |
Directed by | |||
| Sidney Lanfield | |||
Writing credits | ||
| Michael Fessier | (original screenplay) & | |
| Ernest Pagano | (original screenplay) | |
Produced by | |||
| Samuel Bischoff | .... | producer | |
Cinematography by | |||
| Philip Tannura | |||
Film Editing by | |||
| Otto Meyer | |||
Art Direction by | |||
| Lionel Banks | |||
Costume Design by | |||
| Irene | (uncredited) | ||
| Robert Kalloch | (gowns) (uncredited) | ||
Makeup Department | |||
| Clay Campbell | .... | makeup supervisor (uncredited) | |
| Helen Hunt | .... | hair stylist (uncredited) | |
Second Unit Director or Assistant Director | |||
| Gene Anderson | .... | assistant director | |
Sound Department | |||
| John P. Livadary | .... | chief sound engineer (uncredited) | |
Costume and Wardrobe Department | |||
| Ray Howell | .... | costume supervisor (uncredited) | |
Music Department | |||
| Philip Faulkner Jr. | .... | music recordist (as P.J. Faulkner) | |
| Paul Mertz | .... | assistant musical director | |
| Morris Stoloff | .... | musical director (as M.W. Stoloff) | |
| Leo Arnaud | .... | music arranger (uncredited) | |
| Charles Bradshaw | .... | composer: additional music (uncredited) | |
| Carmen Dragon | .... | music arranger (uncredited) | |
| Leo Shuken | .... | orchestrator (uncredited) | |
Other crew | |||
| Robert Alton | .... | dances stager | |
| Jack Voglin | .... | technical advisor (uncredited) | |
| Full cast and crew | Company credits | External reviews |
| News articles | IMDb Comedy section | IMDb USA section |
Impresario Martin Cortland has a big crush on the showgirl Sheila Winthrop.Her wife may not like that.Mrs. Susan Cortland happens to find a diamond bracelet with Sheila's name on it.He tells a lie that choreographer Robert Curtis bought that to her.They all go out together, which suits Sheila just fine, since she has a crush on Robert.But she starts loathing him after she finds out the game they were playing.Robert notices he has feelings for Sheila.Then Uncle Sam wants him and he is drafted into the army, where he gets in and out of prison.But they'll meet again.Sidney Lanfield's You'll Never Get Rich (1941) is a wonderful wartime picture.It has the brilliant score by Cole Porter.This was the first movie that teamed Fred Astaire and Rita Hayworth.What a great pair they make! Fred even made Rita his favorite dancing partner, before Ginger Rogers.He even knew her father before she was born, as they were dancers on the New York City vaudeville circuit.The movies she made with Fred were Rita's own personal favorites.Robert Benchley does a great job as the womanizing impresario.Frieda Inescort is marvelous as his wife.Osa Massen is very good as his new girl Sonya.John Hubbard is terrific as Captain Tom Barton.Guinn 'Big Boy' Williams is terrific as Kewpie Blain.And so is Cliff Nazarro as Swivel Tongue 'Swiv'.Donald MacBride is magnificent as Top Sergeant.This romantic musical comedy is very entertaining, and often very funny.I had most fun watching that restaurant scene, where they're trying to convince Mrs. Cortland that Sheila is Robert's girl.Also the double-talk routine by Cliff Nazarro at the train station is funny.Or him trying to get some water to Robert as others are trying to sleep.Astaire in a captain's uniform is quite hilarious.And when he goes AWOL.And you could never get bored of watching Fred Astaire's tap dancing.