Melody Cruise

Charles Ruggles

as

Pete Wells

Phil Harris

as

Alan Chandler

Helen Mack

as

Laurie Marlowe

Greta Nissen

as

Elsa Von Rader

Chick Chandler

as

Hickey

June Brewster

as

Zoe

Shirley Chambe...

as

Vera

Florence Rober...

as

Miss Potts

Marjorie Gates...

as

Mrs. Wells

Betty Grable

as

First Stewarde...