Norman Z. McLeod (Director) · Maurice Zolotow (Story) · Allan Scott (Writer)
Betty Hutton
Kitty McNeil
Fred Astaire
Donald Elwood
Roland Young
Edmund Pohlwhistle
Ruth Warrick
Carola Everett
Lucile Watson
Serena Everett
Gregory Moffett
Richard Everett
Barton MacLane
Larry Channock
Shepperd Strudwick
Timothy Bryant
Melville Cooper
Charles Wagstaffe
Harold Huber
Marcel
George Zucco
Judge
Peggy Badley
Bubbles Malone
Virginia Toland
Elsie
Philip Ahlm
Policeman (uncredited)
Bobby Barber
Bartender (uncredited)
Oliver Blake
Man in Bowler Hat (uncredited)
Stanley Blystone
New York Policeman (uncredited)
James Burke
George (uncredited)
Chester Conklin
Watchman (uncredited)
Bess Flowers
Engagement Party Guest (uncredited)
Frank Hagney
Police Sergeant (uncredited)
Todd Karns
Sergeant (uncredited)
William H. O'Brien
Waiter (uncredited)
Peggy O'Neill
Woman (uncredited)
Ralph Peters
Cab Driver (uncredited)
Esther Somers
Nurse Gorman (uncredited)
Bert Stevens
Cook (uncredited)
Eve Whitney
Showgirl (uncredited)
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Years after the death of her husband, Kitty McNeil takes her son and flees from the home of her wealthy and controlling mother-in-law. Alone and jobless in New York, she runs into an old flame, her USO partner Donald Elwood, who agrees to help her fight for custody of the child.
