
Jeff Wilson, the owner of a small circus, owes his partner Carter $10,000. Before Jeff can pay, Carter's accomplices steal the money so he can take over the circus. Antonio Pirelli and Punchy, who work at the circus, together with lawyer Loophole try to find the thief and get the money back.
Cast

Groucho Marx
Attorney J. Cheever Loophole

Chico Marx
Antonio Pirelli

Harpo Marx
'Punchy'

Kenny Baker
Jeff Wilson

Florence Rice
Julie Randall

Eve Arden
Peerless Pauline

Margaret Dumont
Mrs. Suzanna Dukesbury

Nat Pendleton
Goliath

Fritz Feld
Jardinet

James Burke
John Carter

Jerry Maren
Little Professor Atom (as Jerry Marenghi)

Barnett Parker
Whitcomb

Irving Bacon
Telegraph Clerk (uncredited)

Willie Best
Redcap (uncredited)

Frank Orth
Chef in Diner (uncredited)
John Binns
Old Man (uncredited)
Henry Blair
Undetermined Role (uncredited)
George Bookasta
Member of Quarttete (uncredited)
James Conaty
Party Guest (uncredited)

Frank Darien
Telegrapher (uncredited)

Dudley Dickerson
Singer / Dancer - 'Swingali' (uncredited)

Betsy Gay
Circus Midget (uncredited)

Charles Gemora
Gibraltar (uncredited)

John George
Man Leaving Diner (uncredited)
Bobby Hale
Train Passenger (uncredited)

Harry Hayden
Conductor (uncredited)

Shep Houghton
Circus Patron (uncredited)
Payne B. Johnson
Boy at Circus (uncredited)

Carl M. Leviness
Club Car Train Passenger (uncredited)
Buck Mack
Checkers Player (uncredited)

Murdock MacQuarrie
Attendant (uncredited)

Matt McHugh
Cabbie (uncredited)
Edmund Mortimer
Governor (uncredited)

Forbes Murray
Captain (uncredited)

Emory Parnell
Ringmaster (uncredited)

Lillian Randolph
Black Woman - 'Swingali' (uncredited)

Larry Steers
Party Guest (uncredited)
Fred Walburn
Undetermined Role (uncredited)
Robert Winkler
Undetermined Role (uncredited)
Hazel Dohlman
Party Guest (uncredited)
Stuart Hall
Circus Patron (uncredited)
Crew
Edward Buzzell
Director
Irving Brecher
Screenplay
William H. Terhune
Editor
Leonard Smith
Director of Photography

Mervyn LeRoy
Producer
Dolly Tree
Costume Design
Fred Valles
Costume Design
Stan Rogers
Assistant Art Director

Franz Waxman
Original Music Composer, Music Director

Harold Arlen
Songs

E.Y. Harburg
Lyricist

Edwin B. Willis
Set Decoration
Bobby Connolly
Choreographer

Douglas Shearer
Recording Supervision

Cedric Gibbons
Art Direction
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