Cast (48)
Alice Faye
Trixie Lee
Constance Bennett
Gerry Lester
Nancy Kelly
Lois Allen
Joan Davis
Babe Dugan
Jane Wyman
Alabama
Kane Richmond
Lieutenant Dick 'Tex' Price
Wally Vernon
Chick
Joan Valerie
Sunny
Harry Davenport
T.P. Lester
Edward Norris
Speed Allen
J. Anthony Hughes
Al Moore
Mary Gordon
Mrs. Lee
Robert Allen
Charlie
Irving Bacon
Storekeeper (Uncredited)
Helen Brown
Gerry's Nurse (Uncredited)
William B. Davidson
Sales Manager (Uncredited)
Fern Emmett
Matilda, Gerry's Maid (Uncredited)
Jonathan Hale
Racing Official Starter (Uncredited)
Sam Hayes
Announcer (Uncredited)
Harold Miller
Officer at Bar in Cleveland Club (Uncredited)
Adrian Morris
Repo Man (Uncredited)
Renie Riano
Chick's Pilot Girlfriend (Uncredited)
Harry Rosenthal
Harrison, Cafe Manager (Uncredited)
Edwin Stanley
Doctor (Uncredited)
Emmett Vogan
Powder Puff Derby Starter (Uncredited)
Eddie Dunn
Eddie, Mechanic (Uncredited)
Robert Lowery
Sam, Mechanic (Uncredited)
Ralph Dunn
Mechanic (Uncredited)
Jack Pennick
Mechanic (Uncredited)
James Conaty
Nightclub Patron (Uncredited)
Larry Steers
Nightclub Patron (Uncredited)
Murray Alper
Albuquerque Mechanic (Uncredited)
Kit Guard
Kansas City Mechanic (Uncredited)
Eddie Marr
Kansas City Mechanic (Uncredited)
Milburn Stone
Kansas City Mechanic (Uncredited)
Alice Armand
Flyer (Uncredited)
Barbara Brewster
Flyer (Uncredited)
Gloria Brewster
Flyer (Uncredited)
Dorothy Dearing
Flyer (Uncredited)
Helen Ericson
Flyer (Uncredited)
June Gale
Flyer (Uncredited)
Betty Gillies
Flyer (Uncredited)
Mary Healy
Flyer (Uncredited)
Teddy Kenyon
Flyer (Uncredited)
Ruth Nichols
Flyer (Uncredited)
Lillian Porter
Flyer (Uncredited)
Margo Tanner
Flyer (Uncredited)
Alice Faye
Trixie Lee
Constance Bennett
Gerry Lester
Nancy Kelly
Lois Allen
Joan Davis
Babe Dugan
Jane Wyman
Alabama
Kane Richmond
Lieutenant Dick 'Tex' Price
Wally Vernon
Chick
Joan Valerie
Sunny
Harry Davenport
T.P. Lester
Edward Norris
Speed Allen
J. Anthony Hughes
Al Moore
Mary Gordon
Mrs. Lee
Robert Allen
Charlie
Irving Bacon
Storekeeper (Uncredited)
Helen Brown
Gerry's Nurse (Uncredited)
William B. Davidson
Sales Manager (Uncredited)
Fern Emmett
Matilda, Gerry's Maid (Uncredited)
Jonathan Hale
Racing Official Starter (Uncredited)
Sam Hayes
Announcer (Uncredited)
Harold Miller
Officer at Bar in Cleveland Club (Uncredited)
Adrian Morris
Repo Man (Uncredited)
Renie Riano
Chick's Pilot Girlfriend (Uncredited)
Harry Rosenthal
Harrison, Cafe Manager (Uncredited)
Edwin Stanley
Doctor (Uncredited)
Emmett Vogan
Powder Puff Derby Starter (Uncredited)
Eddie Dunn
Eddie, Mechanic (Uncredited)
Robert Lowery
Sam, Mechanic (Uncredited)
Ralph Dunn
Mechanic (Uncredited)
Jack Pennick
Mechanic (Uncredited)
James Conaty
Nightclub Patron (Uncredited)
Larry Steers
Nightclub Patron (Uncredited)
Murray Alper
Albuquerque Mechanic (Uncredited)
Kit Guard
Kansas City Mechanic (Uncredited)
Eddie Marr
Kansas City Mechanic (Uncredited)
Milburn Stone
Kansas City Mechanic (Uncredited)
Alice Armand
Flyer (Uncredited)
Barbara Brewster
Flyer (Uncredited)
Gloria Brewster
Flyer (Uncredited)
Dorothy Dearing
Flyer (Uncredited)
Helen Ericson
Flyer (Uncredited)
June Gale
Flyer (Uncredited)
Betty Gillies
Flyer (Uncredited)
Mary Healy
Flyer (Uncredited)
Teddy Kenyon
Flyer (Uncredited)
Ruth Nichols
Flyer (Uncredited)
Lillian Porter
Flyer (Uncredited)
Margo Tanner
Flyer (Uncredited)
Crew (18)
Directing
Roy Del Ruth
Director
Booth McCracken
Assistant Director
Writing
Frank Wead
Writer
Art
Thomas Little
Set Decoration
Bernard Herzbrun
Art Direction
Rudolph Sternad
Art Direction
Costume & Make-Up
Gwen Wakeling
Costume Design
Editing
Allen McNeil
Editor
Production
Darryl F. Zanuck
Producer
Harry Joe Brown
Associate Producer
Camera
Karl Freund
Director of Photography
Crew
Audrey Scott
Stunt Double
Cyril J. Mockridge
Additional Music
Louis Silvers
Additional Music
Sound
Jule Styne
Vocal Coach
Eugene Grossman
Sound
Roger Heman Sr.
Sound
Louis Silvers
Music Director