Plot

Cast

• John Payne
  John Payne (actor)
  John Payne was an American film actor who is mainly remembered as a singer in 20th Century Fox musical films, and for his leading roles in Miracle on 34th Street and the NBC western television series The Restless Gun.-Background:Payne was born in Roanoke, Virginia...
  
   as William J. 'Bill' Smith
• Betty Grable
  Betty Grable
  Elizabeth Ruth "Betty" Grable was an American actress, dancer and singer.Her iconic bathing suit photo made her the number-one pin-up girl of the World War II era. It was later included in the LIFE magazine project "100 Photos that Changed the World"...
  
   as Pat Lambert
• Victor Mature
  Victor Mature
  Victor John Mature was an American stage, film and television actor.-Early life:Mature was born in Louisville, Kentucky to an Italian-speaking father from the town Pinzolo, in the Italian part of the former County of Tyrol , Marcello Gelindo Maturi, later Marcellus George Mature, a cutler,...
  
   as Tommy Lundy
• Jane Wyman
  Jane Wyman
  Jane Wyman was an American singer, dancer, and character actress of film and television. She began her film career in the 1930s, and was a prolific performer for two decades...
  
   as Flo La Verne
• James Gleason
  James Gleason
  James Austin Gleason was an American actor born in New York City. He was also a playwright and screenwriter.-Career:...
  
   as Bruce McKay
• Phil Silvers
  Phil Silvers
  Phil Silvers was an American entertainer and comedy actor, known as "The King of Chutzpah." He is best known for starring in The Phil Silvers Show, a 1950s sitcom set on a U.S...
  
   as Slap
• Cobina Wright
  Cobina Wright
  Cobina Wright was an American opera singer and actress who appeared in The Razor's Edge . She gained later fame as a hostess and a syndicated gossip columnist...
  
   as Estelle Evans (as Cobina Wright Jr.)
• June Lang
  June Lang
  -Early life:Born Winifred June Vlasek in Minneapolis, Minnesota , she originally trained as a dancer in "kiddie reviews" and went to Hollywood at the urging of her mother.-Career:...
  
   as June
• Frank Orth
  Frank Orth
  Frank Orth was an American actor born in Philadelphia, Pennsylvania. By 1897, he was performing in vaudeville with his wife, Ann Codee, in an act called "Codee and Orth"...
  
   as Mike the stage doorman
• Mantan Moreland
  Mantan Moreland
  Mantan Moreland was an American actor and comedian most popular in the 1930s and 1940s.-Career:Born in Monroe, Louisiana, Moreland began acting by the time he was an adolescent, reportedly running away to join the circus...
  
   as Amos. Tommy's Dresser (as Manton Moreland)
• Irving Bacon
  Irving Bacon
  Irving Bacon was an American character actor who appeared in over 400 films. He played on the stage for a number of years before getting into films in 1920. Bacon was sometimes cast in films directed by his namesake Lloyd Bacon such as The Amazing Dr. Clitterhouse...
  
   as Stagehand
• Charles Tannen
  Charles Tannen
  Charles David Tannen was an American actor. He appeared in over 200 movies, including Jesse James and The Return of Frank James and some TV-series, such as The Rifleman. His father, Julius Tannen and his brother, William Tannen were both actors. -References:...
  
   as Charlie, Stage manager
• George Dobbs as Frank, Dance director

Soundtrack

• Except with You (uncredited). Music by Ralph Rainger
  Ralph Rainger
  Ralph Rainger was an American composer of popular music principally for films.-Biography:Born Ralph Reichenthal in New York City, Rainger embarked on a legal career before escaping to Broadway where he became Clifton Webb's accompanist...
  
  . Lyrics by Leo Robin
  Leo Robin
  Leo Robin was an American composer, lyricist and songwriter. He is probably best known for collaborating with Ralph Rainger on the 1938 Oscar-winning song "Thanks for the Memory," sung by Bob Hope in the film The Big Broadcast of 1938.-Biography:Robin was born in Pittsburgh, Pennsylvania, and...
  
  . Sung by Cobina Wright
  Cobina Wright
  Cobina Wright was an American opera singer and actress who appeared in The Razor's Edge . She gained later fame as a hostess and a syndicated gossip columnist...
  
  

• Are You Kiddin'? (uncredited). Music by Ralph Rainger. Lyrics by Leo Robin. Sung and danced by Betty Grable
  Betty Grable
  Elizabeth Ruth "Betty" Grable was an American actress, dancer and singer.Her iconic bathing suit photo made her the number-one pin-up girl of the World War II era. It was later included in the LIFE magazine project "100 Photos that Changed the World"...
  
  

• I'm Still Crazy for You (uncredited). Music by Ralph Rainger. Lyrics by Leo Robin. Sung by Betty Grable and John Payne
  John Payne (actor)
  John Payne was an American film actor who is mainly remembered as a singer in 20th Century Fox musical films, and for his leading roles in Miracle on 34th Street and the NBC western television series The Restless Gun.-Background:Payne was born in Roanoke, Virginia...
  
  

• Land on Your Feet (uncredited). Music by Ralph Rainger (instrumental only). Danced by Betty Grable and Hermes Pan
  Hermes Pan (choreographer)
  Hermes Pan was an American dancer and choreographer, principally celebrated as Fred Astaire's choreographic collaborator on the famous 1930s movie musicals starring Astaire and Ginger Rogers.-Early life:...
  
  

• I Heard the Birdies Sing (uncredited). Music by Ralph Rainger. Lyrics by Leo Robin. Sung and danced by Betty Grable and chorus

• I'll Be Marching to a Love Song (uncredited). Music by Ralph Rainger. Lyrics by Leo Robin. Sung and danced by Betty Grable, Victor Mature
  Victor Mature
  Victor John Mature was an American stage, film and television actor.-Early life:Mature was born in Louisville, Kentucky to an Italian-speaking father from the town Pinzolo, in the Italian part of the former County of Tyrol , Marcello Gelindo Maturi, later Marcellus George Mature, a cutler,...
  
  , John Payne, chorus

• Living High (uncredited). Music by Ralph Rainger