Plot summary

Cast

• Martha Tilton
  Martha Tilton
  Martha Tilton was an American popular singer, best-known for her 1939 recording of "And the Angels Sing" with Benny Goodman. She was sometimes introduced as The Liltin' Miss Tilton.Tilton and her family lived in Texas and Kansas, relocating to Los Angeles when she was seven years old...
  
   as Judy Alvin
• Iris Adrian
  Iris Adrian
  Iris Adrian was an American film actress.-Life and career:Born in Los Angeles, California as Iris Hostetter, Adrian won a beauty pageant and worked with the Ziegfeld Follies, before she entered films at the end of the silent era in Chasing Husbands and appeared as an extra or chorus girl in early...
  
   as Marge O'Day
• Charles Collins
  Charles Collins
  Charles Collins may refer to:*Charles E. Collins, independent candidate for the president of the United States in 1996 and 2000*Charles Collins , American actor*Charles Collins c.1680–1744, Irish painter...
  
   as Benny Jackson
• Cliff Nazarro
  Cliff Nazarro
  Cliff Nazarro was a popular double-talk comedian of the 1930s and 1940s who appeared in movies such as Hillbilly Blitzkrieg as Barney Google....
  
   as Bobo
• Harry Holman
  Harry Holman
  Harry Holman was an American character actor. He appeared in approximately 130 films between 1923 and 1947....
  
   as Fralick
• Emmett Lynn
  Emmett Lynn
  Emmett Lynn was an American film actor. He appeared in over 140 films between 1940 and 1956.He was born in Muscatine, Iowa, and died in Hollywood, California from a heart attack.-Selected filmography:...
  
   as Blodgett
• Betty Brodel as Phoebe
• Claire Rochelle as Fralick's Secretary
• Paul Porcasi
  Paul Porcasi
  Paul Porcasi was an Italian film actor. He appeared in 142 films between 1917 and 1945.He was born in Palermo, Sicily and died in Hollywood, California.-Selected filmography:* Broadway...
  
   as Spumoni
• Terry Frost
  Terry Frost (actor)
  Terry Frost was an American actor who appeared in dozens of Western films during the 1940s and 1950s.-Biography:...
  
   as Hank
• Philip Van Zandt
  Philip Van Zandt
  Philip "Phil" Van Zandt was a Dutch actor of film, stage and television. He made over 220 film and television appearances between 1939 and 1958.-Career:...
  
   as Merlini, the Magician
• Earle Bruce as Joe Sweeney
• Bob Gooding as 1st Butch, Speciality Act
• Walter Pietila as 2nd Butch, Speciality Act
• Gene Windson as 3rd Butch, Speciality Act
• Dave White as Chick, Chick and Chuck Dance Team
• John Evans as Chuck, Chick and Chuck Dance Team

Soundtrack

• Martha Tilton - "Let's Capture That Moment" (Written by Jay Livingston
  Jay Livingston
  Jay Livingston was an American composer and singer best known as half of a songwriting duo with Ray Evans that specialized in songs composed for films. Livingston wrote the music and Evans the lyrics....
  
  , Ray Evans
  Ray Evans
  Raymond Bernard Evans was an American songwriter. He was a partner in a composing and songwriting duo with Jay Livingston, known for the songs they composed for films...
  
   and Lewis Bellin)
• Martha Tilton - "Say It With Love" (Written by Jay Livingston, Ray Evans and Lewis Bellin)
• Betty Brodel - "Say It With Love"
• Martha Tilton - "I'll Eat My Hat" (Written by Jay Livingston, Ray Evans and Lewis Bellin) Also performed as an instrumental at the Tropics Club
• Martha Tilton, Iris Adrian, Earle Bruce, and Cliff Nazarro - "Highway Polka" (Written by Jay Livingston, Ray Evans and Lewis Bellin)
• Martha Tilton - "Got an Invitation" (Written by Jay Livingston, Ray Evans and Lewis Bellin)
• Martha Tilton - "Music to My Ears" (Written by Jay Livingston, Ray Evans and Lewis Bellin) Also sung twice by Betty Brodel