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Directed by 

Edward Buzzell

Writing Credits  

Matt Brooks ... (story) &
Bradford Ropes ... (story) and
Bert Kalmar ... (story)
 
Harry Clork ... (screenplay)
 
Irving Brecher ... (uncredited)
Harry Kurnitz ... (uncredited)

Cast (in credits order) verified as complete  

Eleanor Powell ... Tallulah Winters
Red Skelton ... Merton K. Kibble
Bert Lahr ... 'Skip' Owens
Virginia O'Brien ... Fran Evans
William Post Jr. ... H. U. Bennet
James Cross James Cross ... 'Stump'
Eddie Hartman Eddie Hartman ... 'Stumpy'
Stuart Crawford ... Art Higgins
John Emery ... Dr. Farno
Bernard Nedell ... Pietro Polesi
Tommy Dorsey ... Tommy Dorsey
Tommy Dorsey & His Orchestra ... Tommy Dorsey and his Band
Rest of cast listed alphabetically:
Philip Ahn ... Koro Sumo (uncredited)
Mariska Aldrich Mariska Aldrich ... Waldo's Mother (uncredited)
Ernie Alexander Ernie Alexander ... Stagehand (uncredited)
Zita Baca ... Woman (uncredited)
Louise Bates ... Passenger (uncredited)
Barbara Bedford ... Mrs. Loring (uncredited)
Judi Blacque Judi Blacque ... Olivia - Chorus Girl (uncredited)
Gladys Blake ... Merton's Secretary (uncredited)
Hillary Brooke ... Hillary (uncredited)
George Calliga ... Passenger (uncredited)
James Conaty James Conaty ... Passenger (uncredited)
Baldwin Cooke ... Steward (uncredited)
Harold Cromer Harold Cromer ... Harold Cromer (dance duo with 'Stump') (uncredited)
Oliver Cross Oliver Cross ... Passenger (uncredited)
Mary Currier ... Merton's Secretary with Glasses (uncredited)
Mark Daniels ... Ship Wireless Operator (uncredited)
Cliff Danielson Cliff Danielson ... Ship Wireless Operator (uncredited)
Harry Depp Harry Depp ... Man in Kissing Line (uncredited)
John Dilson ... Dr. Loring (uncredited)
Joe Dominguez ... Cart Driver (uncredited)
Ralph Dunn ... Agent Grimes (uncredited)
Jay Eaton ... Passenger (uncredited)
Ziggy Elman ... Ziggy Elman (uncredited)
Bess Flowers ... Passenger (uncredited)
Charles Fogel Charles Fogel ... Passenger (uncredited)
Martin Garralaga ... Hotel Clerk (uncredited)
Bud Geary ... Sailor (uncredited)
Dick Gordon ... Passenger (uncredited)
The Guardsmen The Guardsmen ... Quartet (uncredited)
Henry Guttman Henry Guttman ... German Sailor (uncredited)
Connie Haines ... Singer in Tommy Dorsey Orchestra (uncredited)
Sam Harris ... Man in Audience (uncredited)
Grace Hayle ... Merton's Pianist (uncredited)
Russell Hicks ... Capt. C.V. O'Brien (uncredited)
John Huddleston John Huddleston ... Member Pied Pipers (uncredited)
Carol Hughes ... Merton's Typing Secretary (uncredited)
Charlotte Hunter Charlotte Hunter ... Dancer (uncredited)
Jerry James Jerry James ... Dancer (uncredited)
Harvey Karels Harvey Karels ... Dancer (uncredited)
Redd Knight Redd Knight ... Dancer (uncredited)
Bobby Larson ... Waldo - Boy on Boat (uncredited)
Carl M. Leviness ... Passenger (uncredited)
Max Linder Max Linder ... Passenger (uncredited)
Chuck Lowry Chuck Lowry ... Member Pied Pipers (uncredited)
Lou Lubin ... Steward (uncredited)
Frank Marlowe ... Stagehand (uncredited)
Charles Mayon Charles Mayon ... Dancer (uncredited)
Frank McLure ... Man in Audience (uncredited)
Buddy Morrow Buddy Morrow ... Musician (uncredited)
Edmund Mortimer ... Passenger (uncredited)
George Nardelli ... Passenger (uncredited)
Broderick O'Farrell ... Passenger (uncredited)
Anne O'Neal Anne O'Neal ... Captain's Wife (uncredited)
Moroni Olsen ... Inspector Davis (uncredited)
Nestor Paiva ... Felix - Henchman (uncredited)
The Pied Pipers The Pied Pipers ... The Pied Pipers (uncredited)
Alexander Pollard ... Caterer (uncredited)
Jose Portugal Jose Portugal ... Passenger (uncredited)
Paul Power ... Passenger (uncredited)
John Raitt ... Sailor (uncredited)
Hal Rand Hal Rand ... Dancer (uncredited)
Robin Raymond ... Cigarette Girl (uncredited)
Otto Reichow ... Waiter (uncredited)
Grandon Rhodes ... Lt. Cmdr. Thurston (uncredited)
Buddy Rich ... Buddy Rich (uncredited)
Addison Richards ... Agent in Puerto Rico (uncredited)
Julian Rivero ... Photographer (uncredited)
Henry Rowland ... Operator Contacting Submarine (uncredited)
Connie Russell ... Chorus Girl (uncredited)
Jeffrey Sayre ... Passenger (uncredited)
Frank Sinatra ... Frank Sinatra (uncredited)
George Sorel George Sorel ... Headwaiter (uncredited)
Jo Stafford Jo Stafford ... Member Pied Pipers (uncredited)
Bert Stevens ... Passenger (uncredited)
Henry Sylvester Henry Sylvester ... Doorman (uncredited)
William Tannen ... Agent Flammer (uncredited)
Charles Teske Charles Teske ... Dancer (uncredited)
Charles Thomas Charles Thomas ... Ship's Officer (uncredited)
Natalie Thompson Natalie Thompson ... Girl Talking to Hillary (uncredited)
Mary Treen ... Nurse (uncredited)
Dorothy Tuttle Dorothy Tuttle ... Dancer (uncredited)
Lucio Villegas Lucio Villegas ... Passenger (uncredited)
James Warren ... Ship's Officer (uncredited)
Bryant Washburn ... Ship's Officer (uncredited)
George Watts George Watts ... Hotel Detective (uncredited)
Grant Withers ... Waiter (uncredited)
Clark Yocum Clark Yocum ... Member Pied Pipers (uncredited)
Katherine Yorke Katherine Yorke ... Ship Passenger (uncredited)
Victor Zimmerman Victor Zimmerman ... Ship's Officer (uncredited)

Produced by 

Jack Cummings ... producer

Music by 

George Bassman ... (uncredited)
George Stoll ... (uncredited)

Cinematography by 

Robert H. Planck ... director of photography (as Robert Planck)
Leonard Smith ... director of photography

Editing by 

Blanche Sewell

Art Direction by 

Cedric Gibbons

Set Decoration by 

Edwin B. Willis
Jack D. Moore ... (uncredited)

Costume Design by 

Robert Kalloch ... (as Kalloch) (gowns)

Production Management 

Charles Levin ... unit manager (uncredited)
Al Shenberg ... production manager (uncredited)

Second Unit Director or Assistant Director 

Al Shenberg ... assistant director (uncredited)

Art Department 

Harry McAfee ... associate art director

Sound Department 

Douglas Shearer ... recording director

Stunts 

Gil Perkins ... stunts (uncredited)

Camera and Electrical Department 

Clyde De Vinna ... director of photography: re-takes (uncredited)

Costume and Wardrobe Department 

Eugene Joseff ... costume jeweller (uncredited)

Music Department 

Leo Arnaud ... orchestrator / vocal arranger
George Bassman ... orchestrator / vocal arranger
Sy Oliver ... orchestrator / vocal arranger
Merrill Pye ... musical presentation
Conrad Salinger ... orchestrator / vocal arranger
George Stoll ... musical director (as Georgie Stoll)
Axel Stordahl ... orchestrator (as Odd Stordahl) / vocal arranger (as Odd Stordahl)
Lennie Hayton ... composer: trailer (uncredited)
Buddy Morrow ... musician: trombone (uncredited)

Additional Crew 

Bobby Connolly ... dance director
Crew verified as complete

See also

Release Dates | Official Sites | Company Credits | Filming & Production | Technical Specs

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