H. C. Potter (Director) · Ian McLellan Hunter (Screenplay) · Frank Cavett (Story) · Elaine Ryan (Screenplay) · Ben Hecht (Writer)
Fred Astaire
Danny O'Neill
Paulette Goddard
Ellen Miller
Artie Shaw
Artie Shaw
Charles Butterworth
Mr. Chisholm
Burgess Meredith
Hank Taylor
Frank Melton
Stu
Jimmy Conlin
Mr. Dunn
Don Brodie
Clerk
Marjorie Kane
Secretary
Joan Barclay
Receptionist
Willa Pearl Curtis
Scrubwoman
Phil Arnold
Shaw's First Manager (uncredited)
Bobby Barber
Room Service Waiter (uncredited)
Bus Bassey
Tenor Sax Player (uncredited)
William Benedict
Ticket Taker (uncredited)
Vernon Brown
Trombone Player (uncredited)
Billy Butterfield
Trumpet Player (uncredited)
Romaine Callender
Waiter (uncredited)
Jack Cathcart
Trumpet Player (uncredited)
Heinie Conklin
Reporter (uncredited)
Gordon De Main
Elevator Passenger (uncredited)
Jud De Naut
Bass Player (uncredited)
Nick Fatool
Drummer (uncredited)
Jack Gordon
Stagehand (uncredited)
Johnny Guarnieri
Piano Player (uncredited)
Ben Hall
Western Union Boy (uncredited)
Alton Hendrickson
Guitar Player (uncredited)
Jack Jenney
Trombone Player (uncredited)
Jerry Jerome
Tenor Sax Player (uncredited)
Adia Kuznetzoff
Boris (uncredited)
Lillian Lawrence
Spinster (uncredited)
Alexander Leftwich
Elevator Passenger (uncredited)
Ben Lessy
Shaw's Second Manager (uncredited)
Joseph Marievsky
Ivan (uncredited)
Charles R. Moore
Sam (uncredited)
Buddy Morrow
Musician (uncredited)
Spec O'Donnell
Disappointed Fan (uncredited)
Hermes Pan
College Clarinetist (uncredited)
Neely Plumb
Alto Sax Player (uncredited)
Albert Pollet
Waiter (uncredited)
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Danny O'Neill and Hank Taylor are rival trumpeters with the Perennials, a college band, and both men are still attending college by failing their exams seven years in a row. In the midst of a performance, Danny spies Ellen Miller who ends up being made band manager. Both men compete for her affections while trying to get the other one fired.
