Eleanor Powell

~ as ~

Marilyn Marsh

Ann Sothern

~ as ~

Dixie Donegan Crane

Robert Young

~ as ~

Edward 'Eddie' Crane

Lionel Barrymore

~ as ~

Judge Murdock

John Carroll

~ as ~

Buddy Crawford

Red Skelton

~ as ~

Joe 'Red' Willet

Virginia O'Brien

~ as ~

Lull

Tom Conway

~ as ~

Mr. Blanton

Dan Dailey

~ as ~

Bill Pattison (as Dan Dailey, Jr.)

Reginald Owen

~ as ~

Max Milton