A producer puts on what may be his last Broadway show, and at the last moment a chorus girl has to replace the star.
Cast
Warner Baxter
Julian Marsh
Bebe Daniels
Dorothy Brock
George Brent
Pat Denning
Ruby Keeler
Peggy
Guy Kibbee
Abner Dillon
Una Merkel
Lorraine Fleming
Ginger Rogers
Ann
Ned Sparks
Barry
Dick Powell
Billy Lawler
Allen Jenkins
Mac Elroy
Edward Nugent
Terry
Robert McWade
Jones
George E. Stone
Andy Lee
Toby Wing
Partner in "Young & Healthy" Number (uncredited)
Louise Beavers
Pansy (uncredited)
Charles Lane
Author of 'Pretty Lady' (uncredited)
Wallis Clark
Dr. Chadwick (uncredited)
Tom Kennedy
Slim Murphy (uncredited)
Harry Akst
Jerry (uncredited)
George Irving
Hotel Doctor (uncredited)
Clarence Nordstrum
Groom in "Shuffle Off To Buffalo" Number (uncredited)
Jack La Rue
Mug with Murphy (uncredited)
Henry B. Walthall
Concerned Actor (uncredited)
Jayne Shadduck
Chorus Girl (uncredited)
Lyle Talbot
Geoffrey Warning (voice) (uncredited)
Dorothy Coonan Wellman
Chorus Girl (uncredited)
Dennis O'Keefe
Chorus Boy (uncredited)
Milton Kibbee
News Spreader (uncredited)
Loretta Andrews
Chorus Girl (uncredited)
Marie Arbuckle
Chorus Girl (uncredited)
Joan Barclay
Chorus Girl (uncredited)
Audrene Brier
Chorus Girl (uncredited)
Tex Brodus
Chorus Boy (uncredited)
Lynn Browning
Chorus Girl (uncredited)
Edna Callahan
Chorus Girl (uncredited)
Maxine Cantway
Chorus Girl (uncredited)
Margaret Carthew
Chorus Girl (uncredited)
Azelie Cecil
Chorus Girl (uncredited)
Hazel Craven
Chorus Girl (uncredited)
Virginia Dabney
Chorus Girl (uncredited)
Patsy Daly
Chorus Girl (uncredited)
Jill Dennett
Party Guest at Dorothy's Apartment (uncredited)
Joan Dix
Chorus Girl (uncredited)
Mildred Dixon
Chorus Girl (uncredited)
Al Dubin
Stout Songwriter (uncredited)
Ruth Eddings
Chorus Girl (uncredited)
Patricia Ellis
Secretary (uncredited)
Kay English
Chorus Girl (uncredited)
Estella Essex
Chorus Girl (uncredited)
Renee Evans
Extra on Stage (uncredited)
Gloria Faythe
Chorus Girl (uncredited)
Bess Flowers
Chorus Girl (uncredited)
Dixie Francis
Extra on Stage (uncredited)
Sugar Geise
Chorus Girl (uncredited)
Virginia George
Chorus Girl (uncredited)
June Glory
Chorus Girl (uncredited)
Muriel Gordon
Chorus Girl (uncredited)
Bernice Graves
Chorus Girl (uncredited)
Harriette Haddon
Chorus Girl (uncredited)
Beatrice Hagen
Chorus Girl (uncredited)
Mary Halsey
Chorus Girl (uncredited)
Theresa Harris
Chorus Girl (uncredited)
Shep Houghton
Chorus Boy (uncredited)
Ann Hovey
Chorus Girl (uncredited)
Peaches Jackson
Chorus Girl (uncredited)
Alice Jans
Chorus Girl (uncredited)
Ruth Jennings
Chorus Girl (uncredited)
Gertrude Keeler
Chorus Girl (uncredited)
Margaret La Marr
Chorus Girl (uncredited)
Adele Lacy
Chorus Girl (uncredited)
Lorena Layson
Chorus Girl (uncredited)
Patsy Lee
Chorus Girl (uncredited)
Kermit Maynard
Chorus Boy (uncredited)
Laura Morse
Chorus Girl (uncredited)
Nancy Nash
Chorus Girl (uncredited)
Dave O'Brien
Chorus Boy (uncredited)
Nita Pike
Chorus Girl (uncredited)
Betty Recklaw
Chorus (uncredited)
Donna Mae Roberts
Chorus Girl (uncredited)
Claire Rochelle
Chorus Girl (uncredited)
Barbara Rogers
Chorus Girl (uncredited)
Cliff Saum
Dimmer Board Operator (uncredited)
Rolfe Sedan
Extra on Stage (uncredited)
Harry Seymour
Aide (uncredited)
Bee Stephens
Chorus Girl (uncredited)
Alice Stombs
Chorus Girl (uncredited)
Virginia Thomas
Chorus Girl (uncredited)
Terry Walker
Chorus Girl (uncredited)
Harry Warren
Short Songwriter (uncredited)
Dorothy White
Chorus Girl (uncredited)
Renee Whitney
Chorus Girl (uncredited)
Pat Wing
Chorus Girl (uncredited)
Crew
Lloyd Bacon
Director
James Seymour
Screenplay
Rian James
Screenplay
Bradford Ropes
Novel
Thomas Pratt
Editor
Frank Ware
Editor
Sol Polito
Director of Photography
Arthur Lueker
Second Assistant Director
Gordon Hollingshead
Assistant Director
Darryl F. Zanuck
Producer
Mike Joyce
Second Assistant Camera
Orry-Kelly
Costume Design
Perc Westmore
Makeup Artist
Nathan Levinson
Sound
Dolph Thomas
Sound
Al Dubin
Original Music Composer, Lyricist
Harry Warren
Original Music Composer, Lyricist
Ray Heindorf
Music Arranger
Arthur L. Frantz
Musician
Buddy Longworth
Still Photographer
Scotty Welbourne
Still Photographer
George Whittemore
Electrician
Busby Berkeley
Choreographer
Whitney Bolton
Additional Writing
Harold Noyes
Grip
Leo F. Forbstein
Conductor
Jack Okey
Art Direction
Hal B. Wallis
Supervising Producer
