Lady Be Good

Bess Flowers as Banquet Guest at Max's Table (uncredited) Eleanor Powell as Marilyn Marsh Lionel Barrymore as Judge Murdock John Carroll as Buddy Crawford Ann Sothern as Dixie Donegan Crane Virginia O'Brien as Lull Tom Conway as Mr. Blanton Dan Dailey as Bill Pattison (as Dan Dailey, Jr.) Reginald Owen as Max Milton Robert Young as Edward 'Eddie' Crane Red Skelton as Joe 'Red' Willet Rose Hobart as Mrs. Carter Wardley Phil Silvers as Master of Ceremonies Connie Russell as The Singer

Edwin B. Willis Set Decoration George J. Folsey Director of Photography Douglas Shearer Sound Director George Gershwin Music, Songs Ira Gershwin Music, Lyricist Sydney Guilaroff Hairstylist Busby Berkeley Director Norman Z. McLeod Director Adrian Costume Designer Cedric Gibbons Art Direction George Stoll Music Director